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 September 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 21030
(Address of principal executive offices)
(410) 568-1500
(Registrant's telephone number, including area code)
<TABLE>
<CAPTION>
<S> <C>
NONE
(Former name, former address and former fiscal year-if changed since last report)
</TABLE>
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 21030
(Address of principal executive offices)
(410) 568-1500
(Registrant's telephone number, including area code)
<TABLE>
<CAPTION>
<S> <C>
NONE
(Former name, former address and former fiscal year-if changed since last report)
---------------------------
</TABLE>
1
<PAGE>
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 November 8, 2000 there were 100 shares of Common Stock, $.01 par value of
KDSM, Inc., issued and outstanding and 2,000,000 shares of $200 million
aggregate liquidation value of 11 5/8% 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.
2
<PAGE>
KDSM, INC. AND SUBSIDIARIES
Form 10-Q
For the Quarter Ended September 30, 2000
TABLE OF CONTENTS
<TABLE>
<CAPTION>
Page
----
<S> <C>
PART I. FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements
Consolidated Balance Sheets as of December 31, 1999 and
September 30, 2000....................................................................... 4
Consolidated Statements of Operations for the Three Months and Nine Months
Ended September 30, 1999 and 2000........................................................ 5
Consolidated Statement of Stockholder's Equity for the Nine Months
Ended September 30, 2000................................................................ 6
Consolidated Statements of Cash Flows for the Nine Months
Ended September 30, 1999 and 2000....................................................... 7
Notes to Unaudited Consolidated Financial Statements........................................... 8
Item 2. Management's Discussion and Analysis of Results of Operations........................... 9
Item 3. Quantitative and Qualitative Disclosure About Market Risk............................... 12
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K........................................................ 12
Signature...................................................................................... 13
</TABLE>
3
<PAGE>
KDSM, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
<TABLE>
<CAPTION>
DECEMBER 31, SEPTEMBER 30,
1999 2000
------------ -------------
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash .......................................................................... $ 9 $ 46
Accounts receivable, net of allowance for doubtful accounts ................... 1,901 1,609
Dividends receivable from parent .............................................. 1,085 1,085
Current portion of program contract costs ..................................... 961 1,124
Prepaid expenses and other current assets ..................................... 9 21
Deferred barter costs ......................................................... 29 39
-------- --------
Total current assets ................................................... 3,994 3,924
PROPERTY AND EQUIPMENT, net ....................................................... 2,813 3,092
PROGRAM CONTRACT COSTS, less current portion ...................................... 890 734
INVESTMENT IN PARENT PREFERRED SECURITIES ......................................... 206,200 206,200
DUE FROM PARENT ................................................................... 16,767 21,093
OTHER ASSETS ...................................................................... 5,892 5,412
ACQUIRED INTANGIBLE BROADCASTING ASSETS, net ...................................... 31,505 30,714
-------- --------
Total Assets ........................................................... $268,061 $271,169
-------- --------
CURRENT LIABILITIES:
Accounts payable .............................................................. $ 58 $ 26
Accrued liabilities ........................................................... 353 299
Current portion of program contracts payable .................................. 1,915 1,797
Deferred barter revenues ...................................................... 52 57
Subsidiary trust minority interest expense payable ............................ 969 969
-------- --------
Total current liabilities .............................................. 3,347 3,148
PROGRAM CONTRACTS PAYABLE ......................................................... 1,259 1,017
-------- --------
Total liabilities ...................................................... 4,606 4,165
-------- --------
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, $.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 15,855
-------- --------
Total stockholder's equity ............................................. 63,455 67,004
-------- --------
Total Liabilities and Stockholder's Equity ............................. $268,061 $271,169
-------- --------
</TABLE>
The accompanying notes are an integral part of these
unaudited consolidated statements.
4
<PAGE>
KDSM, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
1999 2000 1999 2000
---- ---- ---- ----
<S> <C> <C> <C> <C>
REVENUES:
Station broadcast revenues, net of agency commissions ........................ $ 1,944 $ 2,044 $ 6,057 $ 6,467
Revenues realized from station barter arrangements ........................... 54 203 350 546
------- ------- -------- --------
Total revenues......................................................... 1,998 2,247 6,407 7,013
------- ------- -------- --------
OPERATING EXPENSES:
Program and production ....................................................... 340 334 977 1,127
Selling, general and administrative .......................................... 618 655 1,945 2,098
Expenses realized from station barter arrangements ........................... 10 171 221 464
Amortization of program contract costs and net
realizable value adjustments................................................ 398 280 1,003 1,014
Depreciation of property and equipment ....................................... 101 105 298 311
Amortization of acquired intangible broadcasting assets
and other assets............................................................ 418 419 1,254 1,271
------- ------- -------- --------
Total operating expenses............................................... 1,885 1,964 5,698 6,285
------- ------- -------- --------
Broadcast operating income............................................. 113 283 709 728
------- ------- -------- --------
OTHER INCOME (EXPENSE):
Dividend and interest income ................................................. 6,790 6,943 20,026 20,259
Subsidiary trust minority interest expense ................................... (5,813) (5,813) (17,438) (17,438)
------- ------- -------- --------
Income before allocation of consolidated federal income taxes
and state incomes taxes................................................ 1,090 1,413 3,297 3,549
ALLOCATION OF CONSOLIDATED FEDERAL INCOME TAXES .................................. 273 -- 1,188 --
STATE INCOME TAXES................................................................ 128 -- 409 --
------- ------- -------- --------
NET INCOME........................................................................ $ 689 $ 1,413 $ 1,700 $ 3,549
======= ======= ======== ========
</TABLE>
The accompanying notes are an integral part of these
unaudited consolidated statements.
5
<PAGE>
KDSM, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF STOCKHOLDER'S EQUITY
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000
(IN THOUSANDS)
<TABLE>
<CAPTION>
ADDITIONAL TOTAL
COMMON PAID-IN RETAINED STOCKHOLDER'S
STOCK CAPITAL EARNINGS EQUITY
<S> <C> <C> <C> <C>
BALANCE, December 31, 1999 ................... $ -- $51,149 $12,306 $63,455
Net income ............................... -- -- 3,549 3,549
-------- ------- ------- -------
BALANCE, September 30, 2000 .................. $ -- $51,149 $15,855 $67,004
======== ======= ======= =======
</TABLE>
The accompanying notes are an integral part of this
unaudited consolidated statement.
6
<PAGE>
KDSM, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
<TABLE>
<CAPTION>
NINE MONTHS ENDED
SEPTEMBER 30,
1999 2000
---- ----
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income ......................................................... $ 1,700 $ 3,549
Adjustments to reconcile net income to net cash flows from
activities --
Depreciation of property and equipment ......................... 298 311
Amortization of acquired intangible broadcasting assets and other
assets...................................................... 1,254 1,271
Amortization of program contract costs and net realizable
value adjustments........................................... 1,003 1,014
Changes in assets and liabilities
Decrease in accounts receivable, net ........................... 472 292
Increase in prepaid expenses and other current assets .......... (5) (12)
Decrease in accounts payable and accrued liabilities ........... (33) (86)
Increase in state deferred taxes ............................... 409 --
Net effect of change in deferred barter revenues
and deferred barter costs................................... (58) (5)
Payments on program contracts payable .............................. (1,196) (1,381)
-------- --------
Net cash flows from operating activities ........................... 3,844 4,953
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of property and equipment .............................. (119) (590)
-------- --------
Net cash flows used in investing activities ........................ (119) (590)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net change in due from parent ...................................... (3,714) (4,326)
-------- --------
Net cash flows used in financing activities .................... (3,714) (4,326)
-------- --------
NET INCREASE IN CASH ................................................... 11 37
CASH, beginning of period .............................................. 7 9
-------- --------
CASH, end of period..................................................... $ 18 $ 46
======== ========
SUPPLEMENTAL CASH FLOW INFORMATION:
Parent preferred stock dividend payments............................ $ 19,525 $ 19,525
======== ========
Subsidiary trust minority interest payments......................... $ 17,438 $ 17,438
======== ========
</TABLE>
The accompanying notes are an integral part of these
unaudited consolidated statements.
7
<PAGE>
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 nine months ended September 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.
RECLASSIFICATIONS
Certain reclassifications have been made to the prior period financial
statements to conform with the current period presentation.
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 11 5/8% 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 that
began June 15, 1997. The Company utilized the proceeds of the offering combined
with other capital contributions to acquire $206.2 million of 12 5/8% 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 12 5/8% 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 that
began June 15, 1997.
8
<PAGE>
5. INCOME TAXES:
For the three months ended September 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 September 30, 2000. For the
three months ended September 30, 1999, Sinclair did not have sufficient earnings
and profits to utilize the dividends received deduction. As a result, we
incurred tax expense of $401,000 for the three months ended September 30, 1999.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF 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 months and
nine months ended September 30, 1999 and 2000:
OPERATING DATA (dollars in thousands):
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
1999 2000 1999 2000
---- ---- ---- ----
<S> <C> <C> <C> <C>
Net broadcast revenues (a) ............................ $ 1,944 $ 2,044 $ 6,057 $ 6,467
Barter revenues ....................................... 54 203 350 546
------- ------- -------- --------
Total revenues ........................................ 1,998 2,247 6,407 7,013
------- ------- -------- --------
Operating Costs (b) ................................... 958 989 2,922 3,225
Expenses from barter arrangements ..................... 10 171 221 464
Depreciation and amortization (c) ..................... 917 804 2,555 2,596
------- ------- -------- --------
Broadcast operating income ............................ 113 283 709 728
Dividend and interest income (d) ...................... 6,790 6,943 20,026 20,259
Subsidiary trust minority interest expense (e) ........ (5,813) (5,813) (17,438) (17,438)
------- ------- -------- --------
Income before income taxes ............................ 1,090 1,413 3,297 3,549
Income taxes .......................................... (401) -- (1,597) --
------- ------- -------- --------
Net income ............................................ $ 689 $ 1,413 $ 1,700 $ 3,549
======= ======= ======== ========
OTHER DATA:
Broadcast cash flow (BCF) (f) ..................... 859 $ 860 $ 2,274 $ 2,197
BCF margin (g) .................................... 44.2% 42.1% 37.5% 34.0%
Adjusted EBITDA (h) ............................... 793 $ 781 $ 2,082 $ 1,960
Adjusted EBITDA margin (g) ........................ 40.8% 38.2% 34.4% 30.3%
Program contract payments ......................... 243 $ 311 $ 1,196 $ 1,381
Corporate management fees ......................... 66 79 192 237
</TABLE>
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.
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),
and stock-based compensation, 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 $6.5 million for the nine months ended
September 30, 2000 from the $6.1 million for the nine months ended September 30,
1999, or 6.6%. The increase in net broadcast revenues for the nine months ended
September 30, 2000 compared to the nine months ended September 30, 1999 was
primarily due to an increase in local revenues of approximately $465,000 offset
by a decrease in national revenues of approximately $45,000.
Operating costs increased to $3.2 million for the nine months ended September
30, 2000 from $2.9 million for the nine months ended September 30, 1999, or
10.3%. The increase in operating expenses for the nine months ended September
30, 2000 as compared to the nine months ended September 30, 1999 was primarily
related to an increase in programming costs of $198,000 related to our Fox
agreement to purchase additional inventory which was not incurred during the
same period in 1999. We expect these costs to be incurred in future periods.
Depreciation and amortization for the nine months ended September 30, 2000
remained consistent compared to the nine months ended September 30, 1999.
Broadcast operating income for the nine months ended September 30, 2000
increased to $728,000 from $709,000 for the nine months ended September 30,
1999, or 2.7%. The increase in broadcast operating income for the nine months
ended September 30, 2000 was primarily attributable to the increase in total
revenues offset by an increase in operating costs.
The income tax provision decreased to zero for the nine months ended September
30, 2000 from $1.6 million for the nine months ended September 30, 1999. The
decrease for the nine months ended September 30, 2000 as compared to the nine
months ended September 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 nine months ended
September 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 nine months ended September 30, 2000 and
September 30, 1999 was zero and 48.4%, respectively. The decrease in our
effective tax rate primarily resulted from the dividends received deduction
associated with the HYTOPS.
Net income increased to $3.5 million for the nine months ended September 30,
2000 from $1.7 million for the nine months ended September 30, 1999. The
increase in net income for the nine months ended September 30, 2000 as compared
to the nine months ended September 30, 1999 primarily resulted from a decrease
in the tax provision.
10
<PAGE>
Broadcast cash flow decreased to $2.2 million for the nine months ended
September 30, 2000 from $2.3 million for the nine months ended September 30,
1999, or 4.3%. The decrease in broadcast cash flows for the nine months ended
September 30, 2000 as compared to the nine months ended September 30, 1999
primarily resulted from an increase in film payments related to our investment
to upgrade our television programming. For the reasons noted above, our
broadcast cash flow margin decreased to 34.0% for the nine months ended
September 30, 2000 from 37.5% for the nine months ended September 30, 1999.
Adjusted EBITDA decreased to $2.0 million for the nine months ended September
30, 2000 from $2.1 million for the nine months ended September 30, 1999, or
4.8%. The decrease in adjusted EBITDA margin for the nine months ended September
30, 2000 as compared to the nine months ended September 30, 1999 resulted from
circumstances affecting the broadcast flow as noted above. For reasons noted
above, our adjusted EBITDA margin decreased to 30.3% for the nine months ended
September 30, 2000 from 34.4% for the nine months ended September 30, 1999.
LIQUIDITY AND CAPITAL RESOURCES
As of September 30, 2000, we had cash balances of approximately $46,000 and
working capital of approximately $776,000. 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 for 2000 to approximate $960,000 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 the Company's 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 the Company in an amount the
Company believes is sufficient to cover such costs if it chose to do so.
11
<PAGE>
ITEM 3. QUANTITATIVE AND QUALITATIVE 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.
12
<PAGE>
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 in the city of Baltimore, Maryland
on the 13th day of November, 2000.
KDSM, INC.
by: /s/ Patrick J. Talamantes
-----------------------------
Patrick J. Talamantes
Chief Financial Officer
13
