UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
[X] SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________.
Commission File Number : 333-26427-01
KDSM, INC.
(Exact name of Registrant as specified in its charter)
---------------------------
MARYLAND 52-1975792
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
10706 BEAVER DAM ROAD
COCKEYSVILLE, MARYLAND 21093
(Address of principal executive offices)
(410) 568-1500
(Registrant's telephone number, including area code)
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NONE
(Former name, former address and former fiscal year-if changed since last report)
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SINCLAIR CAPITAL
(Exact name of Registrant as specified in its charter)
---------------------------
DELAWARE 52-2026076
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
10706 BEAVER DAM ROAD
COCKEYSVILLE, MARYLAND 21093
(Address of principal executive offices)
(410) 568-1500
(Registrant's telephone number, including area code)
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NONE
(Former name, former address and former fiscal year-if changed since last report)
---------------------------
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Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the Registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes [X] No[ ]
As of August 8, 2000, there were 100 shares of Common Stock, $0.01 par value of
KDSM, Inc., issued and outstanding and 2,000,000 shares of $200 million
aggregate liquidation value of 115/8% High Yield Trust Offered Preferred
Securities of Sinclair Capital, a subsidiary trust of KDSM, Inc., issued and
outstanding.
THE REGISTRANTS EACH MEET THE CONDITIONS FOR REDUCED DISCLOSURE SET FORTH IN
GENERAL INSTRUCTION H (1)(A) AND (B) OF FORM 10-Q AND ARE THEREFORE FILING THIS
FORM WITH THE REDUCED DISCLOSURE FORMAT.
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KDSM, INC. AND SUBSIDIARIES
Form 10-Q
For the Quarter Ended June 30, 2000
TABLE OF CONTENTS
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Page
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PART I. FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements
Consolidated Balance Sheets as of December 31, 1999 and
June 30, 2000............................................................................ 3
Consolidated Statements of Operations for the Three Months and Six Months
Ended June 30, 1999 and 2000............................................................. 4
Consolidated Statement of Stockholder's Equity for the Six Months
Ended June 30, 2000...................................................................... 5
Consolidated Statements of Cash Flows for the Six Months
Ended June 30, 1999 and 2000............................................................. 6
Notes to Unaudited Consolidated Financial Statements............................................ 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations................................................... 8
Item 3. Quantitative and Qualitative Disclosure About Market Risk............................... 10
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K......................................................... 10
Signature....................................................................................... 11
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KDSM, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
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DECEMBER 31, JUNE 30,
1999 2000
-------------- --------------
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ASSETS
CURRENT ASSETS:
Cash............................................................................ $ 9 $ 4
Accounts receivable, net of allowance for doubtful accounts..................... 1,901 1,661
Dividends receivable from parent................................................ 1,085 1,085
Current portion of program contract costs....................................... 961 530
Prepaid expenses and other current assets....................................... 9 14
Deferred barter costs .......................................................... 29 51
-------------- --------------
Total current assets..................................................... 3,994 3,345
PROPERTY AND EQUIPMENT, net......................................................... 2,813 2,846
PROGRAM CONTRACT COSTS, less current portion........................................ 890 594
INVESTMENT IN PARENT PREFERRED SECURITIES........................................... 206,200 206,200
DUE FROM PARENT .................................................................... 16,927 19,568
OTHER ASSETS ....................................................................... 5,892 5,572
ACQUIRED INTANGIBLE BROADCASTING ASSETS, net........................................ 31,345 30,973
-------------- --------------
Total Assets ............................................................ $ 268,061 $ 269,098
============== ==============
LIABILITIES AND STOCKHOLDER'S EQUITY
CURRENT LIABILITIES:
Accounts payable................................................................ $ 58 $ 13
Accrued liabilities............................................................. 353 344
Current portion of program contracts payable.................................... 1,915 1,296
Deferred barter revenues........................................................ 52 70
Subsidiary trust minority interest expense payable.............................. 969 969
-------------- --------------
Total current liabilities................................................ 3,347 2,692
PROGRAM CONTRACTS PAYABLE........................................................... 1,259 815
-------------- --------------
Total liabilities........................................................ 4,606 3,507
-------------- --------------
COMMITMENTS AND CONTINGENCIES
COMPANY OBLIGATED MANDATORILY REDEEMABLE SECURITIES OF SUBSIDIARY
TRUST HOLDING SOLELY KDSM SENIOR DEBENTURES .................................. 200,000 200,000
-------------- --------------
STOCKHOLDER'S EQUITY:
Common stock, $0.01 par value, 1,000 shares authorized
and 100 shares issued and outstanding........................................ -- --
Additional paid-in capital...................................................... 51,149 51,149
Retained earnings............................................................... 12,306 14,442
-------------- --------------
Total stockholder's equity............................................... 63,455 65,591
-------------- --------------
Total Liabilities and Stockholders' Equity............................... $ 268,061 $ 269,098
============== ==============
</TABLE>
The accompanying notes are an integral part of these
unaudited consolidated statements.
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KDSM, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE DATA)
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THREE MONTHS ENDED SIX MONTHS ENDED
JUNE 30, JUNE 30,
REVENUES: 1999 2000 1999 2000
---- ---- ---- ----
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Station broadcast revenues, net of agency commissions....... $ 1,920 $ 2,165 $ 4,113 $ 4,423
Revenues realized from station barter arrangements.......... 175 201 296 344
-------- ------- ------- -------
Total revenues....................................... $ 2,095 2,366 4,409 4,767
-------- ------- ------- -------
OPERATING EXPENSES:
Program and production...................................... 308 363 637 793
Selling, general and administrative......................... 569 692 1,327 1,444
Expenses realized from station barter arrangements.......... 139 182 211 293
Amortization of program contract costs and net
realizable value adjustments............................. 164 182 605 734
Depreciation of property and equipment...................... 98 103 197 206
Amortization of acquired intangible broadcasting assets
and other assets......................................... 418 419 836 852
-------- ------- ------- -------
Total operating expenses............................. 1,696 1,941 3,813 4,322
-------- ------- ------- -------
Broadcast operating income........................... 399 425 596 445
-------- ------- ------- -------
OTHER INCOME (EXPENSE):
Dividend and interest income................................ 6,618 6,657 13,236 13,316
Subsidiary trust minority interest expense.................. (5,813) (5,813) (11,625) (11,625)
-------- ------- ------- -------
Income before allocation of consolidated federal
and state income taxes............................... 1,204 1,269 2,207 2,136
ALLOCATION OF CONSOLIDATED FEDERAL INCOME TAXES................. 424 -- 915 --
STATE INCOME TAXES.............................................. 167 -- 281 --
-------- ------- ------- -------
NET INCOME...................................................... $ 613 $ 1,269 $ 1,011 $ 2,136
======== ======= ======= =======
</TABLE>
The accompanying notes are an integral part of these
unaudited consolidated statements.
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KDSM, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF STOCKHOLDER'S EQUITY
FOR THE SIX MONTHS ENDED JUNE 30, 2000
(IN THOUSANDS)
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ADDITIONAL TOTAL
COMMON PAID-IN RETAINED STOCKHOLDER'S
STOCK CAPITAL EARNINGS EQUITY
------ ---------- -------- -------------
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BALANCE, December 31, 1999 ............. $ -- $ 51,149 $ 12,306 $ 63,455
Net income.......................... -- -- 2,136 2,136
------- --------- --------- ---------
BALANCE, June 30, 2000.................. $ -- $ 51,149 $ 14,442 $ 65,591
======= ========= ========= =========
</TABLE>
The accompanying notes are an integral part of this
unaudited consolidated statement.
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KDSM, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
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SIX MONTHS ENDED
JUNE 30,
1999 2000
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CASH FLOWS FROM OPERATING ACTIVITIES:
Net income.............................................................. $ 1,011 $ 2,136
Adjustments to reconcile net income to net cash flows from operating
activities -
Depreciation of property and equipment.............................. 197 206
Amortization of acquired intangible broadcasting assets and other
assets........................................................... 836 852
Amortization of program contract costs and net realizable
value adjustments................................................ 605 734
Changes in assets and liabilities, net of effects of acquisitions
and dispositions -
Decrease in accounts receivable, net................................ 502 240
Decrease (increase) in prepaid expenses and other current assets.... 8 (5)
Decrease in accounts payable and accrued liabilities................ (4) (54)
Increase in state deferred taxes.................................... 281 --
Net effect of change in deferred barter revenues
and deferred barter costs........................................ (40) (4)
Payments on program contracts payable................................... (953) (1,070)
-------- --------
Net cash flows from operating activities................................ 2,443 3,035
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of property and equipment................................... (66) (239)
-------- --------
Cash flows used in investing activities................................. (66) (239)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net change in due from parent for securities............................ (2,377) (2,801)
-------- --------
Cash flows used in financing activities................................. (2,377) (2,801)
-------- --------
NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS............................................................. -- (5)
CASH AND CASH EQUIVALENTS, beginning of period.............................. 7 9
-------- --------
CASH AND CASH EQUIVALENTS, end of period.................................... $ 7 $ 4
======== ========
SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING
AND FINANCING ACTIVITIES:
Parent preferred stock dividends........................................ $ 13,016 $ 13,016
======== ========
Subsidiary trust minority interest payments............................. $ 11,625 $ 11,625
======== ========
</TABLE>
The accompanying notes are an integral part of these
unaudited consolidated statements.
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KDSM, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
BASIS OF PRESENTATION
The accompanying consolidated financial statements include the accounts of KDSM,
Inc., Sinclair Capital (a subsidiary trust), and KDSM Licensee Inc., which are
collectively referred to hereafter as "the Company or KDSM." KDSM, Inc. is a
television broadcaster serving the Des Moines, Iowa area through station KDSM on
Channel 17, a Fox affiliate. KDSM, Inc. is a wholly owned subsidiary of Sinclair
Broadcast Group, Inc. (the "Parent" or "Sinclair"). In addition, KDSM, Inc. owns
all of the issued and outstanding common stock of KDSM Licensee, Inc. and all of
the common trust interests of Sinclair Capital. All intercompany amounts are
eliminated in consolidation.
INTERIM FINANCIAL STATEMENTS
The consolidated financial statements for the six months ended June 30, 1999 and
2000 are unaudited, but in the opinion of management, such financial statements
have been presented on the same basis as the audited consolidated financial
statements and include all adjustments, consisting only of normal recurring
adjustments necessary for a fair presentation of the financial position and
results of operations, and cash flows for these periods.
As permitted under the applicable rules and regulations of the Securities and
Exchange Commission, these financial statements do not include all disclosures
normally included with audited consolidated financial statements, and,
accordingly, should be read in conjunction with the financial statements and
notes thereto as of December 31, 1999 and for the year then ended. The results
of operations presented in the accompanying financial statements are not
necessarily representative of operations for an entire year.
2. CONTINGENCIES AND OTHER COMMITMENTS:
Lawsuits and claims are filed against the Company from time to time in the
ordinary course of business. These actions are in various preliminary stages,
and no judgments or decisions have been rendered by hearing boards or courts.
Management, after reviewing developments to date with legal counsel, is of the
opinion that the outcome of such matters will not have a material adverse effect
on the Company's financial position or results of operations.
3. COMPANY OBLIGATED MANDATORILY REDEEMABLE PREFERRED
SECURITIES OF TRUST:
In March 1997, the Company completed an offering of $200 million aggregate
liquidation value of 115/8% High Yield Trust Offered Preferred Securities (the
"HYTOPS") of Sinclair Capital, a subsidiary trust of the Company. The HYTOPS
were issued March 12, 1997, mature March 15, 2009, are mandatorily redeemable at
maturity, and provide for quarterly distributions to be paid in arrears
beginning June 15, 1997. The Company utilized the proceeds of the offering
combined with other capital contributions to acquire $206.2 million of 125/8%
Series C Preferred Stock (the "Parent Preferred Securities") of Sinclair.
4. PARENT PREFERRED SECURITIES:
In March 1997, the Company utilized the proceeds of the HYTOPS combined with
other capital contributions to acquire $206.2 million of 125/8% Parent Preferred
Securities, issued by Sinclair. The Parent Preferred Securities were issued
March 12, 1997, mature March 15, 2009, are mandatorily redeemable at maturity,
and provide for quarterly distributions to be paid in arrears beginning June 15,
1997.
5. INCOME TAXES:
For the three months ended June 30, 2000, Sinclair had sufficient earnings and
profits from prior years to allow the Company to utilize its dividends received
deduction associated with the HYTOPS. As a result, no income tax provision was
required for the three months ended June 30, 2000. For the three months ended
June 30, 1999, Sinclair did not have sufficient earnings and profits to utilize
the dividends received deduction. As a result, we incurred tax expense of $591
for the three months ended June 30, 1999.
7
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
The following discussion and analysis should be read in conjunction with the
unaudited financial statements of KDSM, Inc. and related notes included
elsewhere in this quarterly report and the audited financial statements and
Management's Discussion and Analysis contained in our Form 10-K, for the fiscal
year ended December 31, 1999.
This report includes or incorporates forward-looking statements. We have based
these forward-looking statements on our current expectations and projections
about future events. These forward-looking statements are subject to risks,
uncertainties and assumptions about us, including, among other things:
o the impact of changes in national and regional economies,
o our ability to service our outstanding debt,
o successful integration of acquired television stations, including
achievement of synergies and cost reductions,
o pricing fluctuations in local and national advertising,
o volatility in programming costs, and
o the effects of governmental regulation of broadcasting.
Other matters set forth in this report including the risk factors set forth in
Sinclair Broadcast Group, Inc.'s Form 10-K filed with the Securities and
Exchange Commission on March 30, 2000, may also cause actual results in the
future to differ materially from those described in the forward-looking
statements. We undertake no obligation to update or revise any forward-looking
statements, whether as a result of new information, future events or otherwise.
In light of these risks, uncertainties and assumptions, the forward-looking
events discussed in this report might not occur.
The following table sets forth certain operating data for the three and six
months ended June 30, 1999 and 2000:
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OPERATING DATA (dollars in thousands):
--------------------------------------------------------------------------------------------------
THREE MONTHS ENDED SIX MONTHS ENDED
JUNE 30, JUNE 30,
1999 2000 1999 2000
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Net broadcast revenues (a) ................... $ 1,920 $ 2,165 $ 4,113 $ 4,423
Barter revenues .............................. 175 201 296 344
-------- -------- -------- --------
Total revenues ............................... 2,095 2,366 4,409 4,767
-------- -------- -------- --------
Operating costs (b) .......................... 877 1,055 1,964 2,237
Expenses from barter arrangements ............ 139 182 211 293
Depreciation and amortization ................ 680 704 1,638 1,792
-------- -------- -------- --------
Broadcast operating income ................... 399 425 596 445
Dividend and interest income (d) ............. 6,618 6,657 13,236 13,316
Subsidiary trust minority interest expense (e) (5,813) (5,813) (11,625) (11,625)
-------- -------- -------- --------
Net income before income taxes ............... 1,204 1,269 2,207 2,136
Income taxes ................................. 591 -- 1,196 --
-------- -------- -------- --------
Net income ................................... $ 613 $ 1,269 $ 1,011 $ 2,136
======== ======== ======== ========
OTHER DATA:
Broadcast cash flow (BCF) (f) ............ $ 718 $ 765 $ 1,407 $ 1,337
BCF margin (g) ........................... 37.4% 35.3% 34.2% 30.2%
Adjusted EBITDA (h) ...................... $ 655 $ 684 $ 1,281 $ 1,179
Adjusted EBITDA margin (g) ............... 34.1% 31.6% 31.1% 26.7%
Program contract payments ................ $ 424 $ 451 $ 953 $ 1,070
Corporate management fees ................ 63 81 126 158
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a) "Net broadcast revenue" is defined as broadcast revenue net of agency
commissions.
b) "Operating costs" include program and production expenses, selling, general
and administrative expenses and stock-based compensation.
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c) Depreciation and amortization includes amortization of program contract
costs and net realizable value adjustments, depreciation of property and
equipment, and amortization of acquired intangible broadcasting assets and
other assets including amortization of deferred financing costs.
d) Dividend and interest income primarily results from dividends on the Parent
Preferred Securities.
e) Subsidiary trust minority interest expense represents distributions on the
HYTOPS.
f) "Broadcast cash flow" is defined as broadcast operating income plus
corporate management fees, depreciation and amortization (including film
amortization), less cash payments for program rights. Cash program payments
represent cash payments made for current programs payable and do not
necessarily correspond to program usage. We have presented broadcast cash
flow data, which we believe is comparable to the data provided by other
companies in the industry, because such data are commonly used as a measure
of performance for broadcast companies. However, broadcast cash flow does
not purport to represent cash provided by operating activities as reflected
in our consolidated statements of cash flows, is not a measure of financial
performance under generally accepted accounting principles and should not be
considered in isolation or as a substitute for measures of performance
prepared in accordance with generally accepted accounting principles.
g) "Broadcast cash flow margin" is defined as broadcast cash flow divided by
net broadcast revenues. "Adjusted EBITDA margin" is defined as Adjusted
EBITDA divided by net broadcast revenues.
h) "Adjusted EBITDA" is defined as broadcast cash flow less corporate expenses
and is a commonly used measure of performance for broadcast companies.
Adjusted EBITDA does not purport to represent cash provided by operating
activities as reflected in our consolidated statements of cash flows, is not
a measure of financial performance under generally accepted accounting
principles and should not be considered in isolation or as a substitute for
measures of performance prepared in accordance with generally accepted
accounting principles.
Net broadcast revenues increased to $4.4 million for the six months ended June
30, 2000 from $4.1 million for the six months ended June 30, 1999, or 7.3%. The
increase in net broadcast revenues for the six months ended June 30, 2000 as
compared to the six months ended June 30, 1999 resulted from an increase in
local revenues of $237,000 and an increase in national revenues of $82,000.
Operating costs increased to $2.2 million for the six months ended June 30, 2000
from $2.0 million for the six months ended June 30, 1999, or 10.0%. The increase
in operating costs for the six months ended June 30, 2000 as compared to the six
months ended June 30, 1999 was primarily related to an increase in programming
costs of $183,000 related to our Fox agreement to purchase additional primetime
inventory which was not incurred during the same period in 1999. We expect these
costs to be incurred in future periods.
Depreciation and amortization increased to $1.8 million for the six months ended
June 30, 2000 from $1.6 million for the six months ended June 30, 1999, or
12.5%. The increase in depreciation and amortization for the six months ended
June 30, 2000 as compared to the six months ended June 30, 1999 primarily
resulted from an increase in amortization of program contracts. Amortization of
program contracts increased to $734,000 for the six months ended June 30, 2000
from $605,000 for the six months ended June 30, 1999 primarily as a result of a
increase in program additions to $2.0 million for the year ended December 31,
1999 from $1.2 million for the year ended December 31, 1998. The majority of
these program contracts were added at the end of the third quarter of 1999 and
are amortized on an accelerated basis.
Broadcast operating income for the six months ended June 30, 2000 decreased to
$445,000 from $596,000 for the six months ended June 30, 1999, or 25.3%. The
decrease in broadcast operating income for the six months ended June 30, 2000
was primarily attributable to the increase in amortization of program contracts
as noted above combined with an increase in operating costs offset by an
increase in net broadcast revenues.
The income tax provision decreased to zero for the three months ended June 30,
2000 from $591,000 for the three months ended June 30, 1999. The decrease for
the three months ended June 30, 2000 as compared to the three months ended June
30, 1999 is primarily a result of Sinclair's ability to use its dividends
received deduction associated with the HYTOPS. In previous quarters, the
dividends received deduction was not available because Sinclair did not have
sufficient earnings and profits, however, for the three months ended June 30,
2000, Sinclair did have sufficient earnings and profits from prior years to
allow us to use the dividends received deduction associated with the HYTOPS. Our
effective tax rate for the three months ended June 30, 2000 and June 30, 1999
was zero and 54.2%, respectively. The decrease in our effective tax rate
primarily resulted from the dividends received deduction associated with the
HYTOPS.
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Net income increased to $2.1 million for the six months ended June 30, 2000 from
$1.0 for the six months ended June 30, 1999. The increase in net income for the
six months ended June 30, 2000 as compared to the six months ended June 30, 1999
primarily resulted from a decrease in the tax provision offset by a decrease in
broadcast operating income.
Broadcast cash flow decreased to $1.3 million for the six months ended June 30,
2000 from $1.4 million for the six months ended June 30, 1999, or 7.1%. The
decrease in broadcast cash flow for the six months ended June 30, 2000 as
compared to the six months ended June 30, 1999 primarily resulted from an
increase in operating expenses and an increase in film payments related to the
increase in program contract additions as noted above, offset by increase in net
broadcast revenues. For the reasons noted above, our broadcast cash flow margin
decreased to 30.2% for the six months ended June 30, 2000 from 34.2% for the six
months ended June 30, 1999.
Adjusted EBITDA decreased to $1.2 million for the six months ended June 30, 2000
from $1.3 million for the six months ended June 30, 1999, or 7.7%. The decrease
in adjusted EBITDA for the six months ended June 30, 2000 as compared to the six
months ended June 30, 1999 resulted from the circumstances affecting the
broadcast cash flow as noted above. For reasons noted above, our adjusted EBITDA
margin decreased to 26.7% for the six months ended June 30, 2000 from 31.1% for
the six months ended June 30, 1999.
LIQUIDITY AND CAPITAL RESOURCES
As of June 30, 2000, we had cash balances of approximately $4,000 and working
capital of approximately $653,000. Our primary source of liquidity is cash from
operations which management believes to be sufficient to meet operating cash
requirements. Cash requirements or excess cash from operations are funded by or
deposited into Sinclair's centralized banking system utilized by all of its
wholly owned subsidiaries.
We anticipate capital expenditures in the coming year to approximate $950,000 in
order to keep up with emerging technologies. We believe we will be able to fund
such expenditures from our cash flow and from the proceeds of indebtedness or
financing that is allowed to be incurred or obtained under our Senior Debenture
Indenture (provided that our debt to Adjusted EBITDA ratio is 4 to 1 or less) or
from capital contributions from Sinclair to the extent permitted under
Sinclair's debt instruments. Under these instruments, Sinclair would currently
be able to make capital contributions to us in an amount we believe is
sufficient to cover such costs if we chose to do so.
ITEM 3. QUALITATIVE AND QUANTITATIVE DISCLOSURE ABOUT MARKET RISK
Not applicable.
PART II
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBITS
27 Financial Data Schedule
(b) REPORTS ON FORM 8-K
None.
10
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report on Form 10-Q to be signed on its behalf
by the undersigned thereunto duly authorized on the 9th day of August, 2000.
KDSM, INC.
by: /s/ David B. Amy
----------------------------
David B. Amy
Principal Accounting Officer
11
