WPCR" 2MBERK%3|j X-#Xj\  P6G;3XP#"i~'^09CSS999S]+9+/SSSSSSSSSS//]]]Ixnnxg]xx9?xgxx]xn]gxxxxg9/9MS9ISISI9SS//S/SSSS9?/SSxSSIP!PZ9+ZM999+99999999S/xIxIxIxIxIlnIgIgIgIgI9/9/9/9/xSxSxSxSxSxSxSxSxSxSxIxSxRxSxSxS]SxIxIxInInInZnIxigIgIgIgIxSxSxSxZxSxZxS9/9S999Su]ZZxSg/gCg9g9g/xSbxSxSxSxSxn9n9n9]?]?]?]ZgFg/gMxSxSxSxSxSxSxxZgIgIgIxSg9xS]?g9xSi+SS88WuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxNdYzzzzCCCCqodYYYYYYYYYYY8888dddddddnddddddd"i~'^"(22TN"""28"2222222222888,\HBBH>8HH"&H>XHH8HB8>HH^HH>"".2",2,2,"222N2222"&22H22,006"6."""""""""""2H,H,H,H,H,XAB,>,>,>,>,""""H2H2H2H2H2H2H2H2H2H2H,H2H1H2H2H282H,H,H,B,B,B6B,H?>,>,>,>,H2H2H2H6H2H6H2""2"""2F866H2>>(>">">H2;H2H2H2H2XHB"B"B"8&8&8&86>*>>.H2H2H2H2H2H2^HH6>,>,>,H2>"H28&>"H2?22!!WFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxN$<<$.2",2222`2 LL2 LL2L"",,2d""d<d<CCoodCCddCoCddzzzzzzzzzzCCCCozdddddddYYYYY8888dddddddndddddYd2P" X-   [ FEDERAL COMMUNICATIONS COMMISSION ă  X- WASHINGTON, D.C. 20554 ă x` `  hh@May 19, 1997 "D   X-x` `  hh@hpp In Reply Refer To: 1800B3JR Rocky Mountain Radio Network, Inc. 5035 Ames Way Denver, Colorado 80212  X -x` `  hh@In re:hTransfers of Control x` `  hh@hStation KRKY(AM), Granby, CO x` `  hh@hFile No. BTC961009EC x` `  hh@hStation KRKM(FM), Kremmling, CO x` `  hh@hFile No. BTCH961009ED x` `  hh@hInformal Objection Dear Applicant: This concerns: (1) the captioned applications to transfer control of Grand Country Wireless, Inc. ("Grand Country"), licensee of Stations KRKY(AM), Granby, and KRKM(FM), Kremmling, Colorado (File Nos. BTC961009EC and BTCH961009ED, respectively) from Ronald and Molly Crider ("the Criders") and Al and Fern Martischang ("the Martischangs") to the Martischangs; and (2) the Criders' November 8, 1996 informal objection ("Petition to  X-Deny") to the application.<XZ yO -#C\  P6QIP#э A petition to deny does not lie against an Form 316 application. See 47 U.S.C. 309(d)(1); 47 C.F.R. 73.3584(a). Accordingly, the Criders' pleading is considered as an informal objection pursuant to 47 C.F.R. 73.3587.< For the reasons set forth below, the objection is denied, and the applications are granted.  XN-Background. According to the information in the instant application, Rocky Mountain Radio Network, Inc. ("RMRN") holds 100 percent of the shares of Grand Country. The Criders and the Martischangs are each 50 percent owners of RMRN. The applications, filed on the "shortform" FCC Form 316, propose an involuntary transfer of the Criders' interest to the  X-Martischangs pursuant to foreclosure of a security interest under Colorado law.yZ yO$-#C\  P6QIP#э Colo. Rev. Stat. Ann. 49505(2).y From undisputed evidence in the record, it appears that the Martischangs and Criders jointly formed RMRN, agreeing that each would own 50 percent and be responsible for 50 percent of its expenses. However, the Criders failed to pay their share of station expenses, leaving the Martischangs to pay all such expenses. In November of 1995, the Criders executed a"#x0*0*0*"" promissory note payable to the Martischangs in lieu of immediate payment of their share of expenses. The note was secured by a pledge of the Criders' stock pursuant to a February 1996 Stock Pledge Agreement. The note provided for monthly payments to the Martischangs. The Criders failed to make any monthly payments. On July 19, 1996, pursuant to the Stock Pledge Agreement, the Martischangs sent the Criders an acceleration notice as provided by the note and, on September 20, 1996, a Notice of Default under the Stock Pledge Agreement. The Criders responded to neither notice. On September 27, 1996, the Martischangs requested the holder of the Criders' stock certificates to deliver the certificates to them, notifying the Criders that they proposed to retain the Criders' stock in satisfaction of the note as permitted by Colorado law and subject to prior Commission consent. Such approval is sought in the subject application. Colorado law requires neither judicial process nor a debtor's consent to foreclose on a security interest. While the Martischangs claim that a court order is not necessary for them to acquire the Criders' RMRN shares under Colorado law, they acknowledge that they may not exercise complete control of the licensee or vote those shares until the Commission assents to the proposed transfer of control.  X-Objection/Discussion. The Criders first argue that the applications are procedurally defective, insofar as their signatures as owners are required, and insofar as they must be filed on longform applications, FCC Form 315. The applications, however, are appropriately filed on FCC  XK-Form 316. Barnes Enterprises, 55 FCC 2d 721, 725 n. 4 (1975) (request for transfer of 50 percent interest in licensee whereby stockholder with negative control acquires positive control may be filed on a Form 316). The objectors next argue that the Martischangs have transferred control of their stock without court or Commission approval. This argument lacks merit. A Colorado court issued an Order on February 20, 1997 declaring the Criders in default under the November 1995 note  X-and the Martischangs legal owners of the RMRN shares claimed by the Criders. yO#-#C\  P6QP#э Al Martischang and Fern Martischang v. Ronald Crider and Molly Crider, Summit County District Court, Case 96-CV-220. The Order further authorized the Martischangs to execute the transfer applications. That judicial action  X|-clarifies the authority of the Martischangs to sign the applications as transferors. See Arecibo  Xe-Radio Corporation, 101 FCC 2d 545, 549 (1985) (state court has jurisdiction to adjudicate contractual dispute, including ordering sale of licensee assets and ordering marshall to sign assignment applications). The Criders also (1) allege that the Martischangs acted irresponsibly in disconnecting  X-programming lines to other stations, thus causing those stations to go off the air;  yO#-#C\  P6QP#э According to the Criders, after taking unauthorized control of the RMRN stations as well as stations operated by the licensee pursuant to local marketing agreements, the gave but six hours verbal notice that, as of 5 p.m. September 20, 1996, they would disconnect the programming lines to AM Stations KSKE, Vail, and KDMN, Buena Vista as well as FM Station KVLE, Gunnison, Colorado. The Criders allege that the Martischangs thereby caused the Vail and Buena Vista stations to cease broadcasting and that this indicates that the Martischangs are no responsible licensees. and (2)"0*((" reference an April 1994 civil jury verdict against Al Martischang for fraud, outrageous  X-conduct, and breach of contract. yOb-#C\  P6QP#э Alameda Enterprises vs. Paul Stebbins/Mile High Broadcasting Corporation vs. Al Martischang, Jefferson County, Colorado District Court,case no. 93 CV1298. Thus, state the Criders, the Martischangs are not responsible licensees. On April 17, 1997, the Martischangs responded to a staff letter of  X-inquiry regarding these specific allegations by the Criders.1  yO-#C\  P6QP#э Letter to Al Martischang and Fern Martischang from the Chief, Audio Services Division, Mass Media  yOT-Bureau, March 25, 1997 (reference 1800B3JR). The Criders submitted a reply pleading on May 2, 1997.1 That response indicates that the Martischangs cut off programming to stations controlled by the Criders due to the Criders' failure to make contractual payments. Thus, it is not clear how the Martischangs acted irresponsibly. Rather, the responsibility for maintaining the stations' operation rests with their  X_-owners, the Criders./x_x yO -#C\  P6QP#э The staff has been in contact with the Criders regarding the stations' operation. See Letter to Ronald  yOP-Crider/Global American, Inc. (KSKE(AM), Vail, CO), reference 1800B2SML (M.M. Bur. November 18, 1996);  yO-Letter to Ronald Crider/Alpine Broadcasting, Inc. (KDMN(AM), Buena Vista, CO), reference 1800B2SML (M.M. Bur., November 18, 1996). While the stations currently have authority to remain silent, the licensees have been informed that, notwithstanding any such Commission authority, the broadcast licenses for those stations expires automatically by operation of law should they not resume operations by September 21, 1997 and September 20, 1997, respectively./ Additionally, the response indicates that indeed there was a finding of "fraud and outrageous conduct" against Al Martischang arising from a counterclaim in the  X1-Colorado state court case of Alameda Enterprises, Inc. v. Mile High Broadcasting Corporation  X -and John Paul Stebbins, Case No. 93CV1298. However, the response references and includes a May 16, 1995 order from Jefferson County District Court Judge Ruth Rutheanne N. Polidori which held that, pursuant to a settlement among the parities to the proceeding, the prior court order "and all relevant portions of the Record in the Civil Action, are amended to eliminate any and all findings of fraud or outrageous conduct against Alameda Enterprises or  X -[Al] Martischang." Order, Case No. 93CV1298, Division 8, at p. 2, 3, appended to the Martischangs' April 21, 1997 response as Attachment H. Thus, there is no outstanding  Xy-adjudication of fraud against Mr. Martischang, and the Criders' allegation must fail. y  yO-#C\  P6QP#э The Criders claim that the Martischangs represent that they have an interest in Station KHTH(AM), Dillon, Colorado through "FernAl, Inc.," a corporation they own, when in fact the station is licensed to "Alameda, Inc.," another corporation they control. Additionally, the Criders allege that the Martischangs inaccurately misrepresented RMRN's stock interest in Grand Country to be 100 percent when it actually owns only 75 percent; the Criders state that the other 25 percent of Grand Country is owned by the former licensee, Granby Broadcasting, Inc. The Criders argue that these misrepresentations also indicate that the Martischangs are not qualified to be licensees. Even were these allegations true, they would not constitute a misrepresentation which would require further inquiry by the Commission, as clearly the Martischangs are not attempting to conceal their  yO"#-other media interests. See e.g., Garrett, Andrews & Letizia, 86 FCC 2d 1180 (1981); KayeSmith Enterprises, 71 FCC 2d 1402, 1415 (1979) (error without any indication that the licensee intended to deceive the Commission  yO$-does not elevate the mistake to the level of an intentional misrepresentation).  Furthermore, Commission records indicate that station KHTH is in fact owned by FernAl, Inc., and an ownership report for stations KRKY/KRKM(FM) filed on September 18, 1996 indicates that RMRN owns 100 percent of Grand Country's stock. The Criders have provided no evidence whatever to support their contention that this information is" '0*(('" inaccurate. "yX0*((K"ԌFinally, the Criders allege that the Martischangs prematurely assumed control of the stations in that they (1) obtained a temporary restraining order ("TRO") preventing Ronald Crider from entering station premises for ten days; (2) "systematically dismissed key employees"; and (3) operated the business bank accounts without the requisite dual signatures. The Criders conclude that the Martischangs were less than candid with the Commission because they failed to file ownership reports reflecting the change in control of stations KRKY and KRKM(FM).  XH-The Criders' other allegations reveal no substantial and material questions of fact warranting further inquiry. They have provided no evidence beyond their bare allegation that the Martischangs obtained any TRO, unlawfully dismissed any employees, or operated business  X -bank accounts without obtaining their signatures.. X X yO -#C\  P6QP#э In their April 21, 1997 response, Al Martischang admits that he has no idea about any TRO, employee dismissal, or unauthorized checkwriting to which the Criders may be referring. Affidavit of Al Martischang, at pp. 1921. Informal objections, as do petitions to deny, must contain adequate and specific factual allegations sufficient to warrant the  X -requested relief. Area Christian Television, Inc., 60 RR 2d 862, 864 (1986). This the Criders  X -have not provided.z  x yO-#C\  P6QP#э Additionally, we note that a question regarding authority for access to corporate bank accounts is a matter  yO-within the jurisdiction of an appropriate civil tribunal, not the Commission. John R. Kingsbury, 71 FCC 2d  yOw-1173 (1979); John F. Runner, Receiver (KIBF), FCC 76186, released March 3, 1976, 36 RR 2d 773 (1976);  yO?-Transcontinent Television Corp., FCC 611018, released August 7, 1961, 21 RR 2d 945 (1961), and, as noted, a court has rendered an opinion in that regard. z Further, the Martischangs are currently undisputed 50 percent owners, officers, and directors of RMRN, and Al Martischang is President and the sole director of Grand Country. Notwithstanding their claim that the Martischangs obtained a TRO preventing the Criders from access to the station for a limited time, the Criders offer nothing to demonstrate that the Martischangs ever acted outside their right to exercise "negative control" or that any action exceeded Mr. Martishcang's scope of authority as an officer and  X4-director of Grand Country. Finally, inasmuch as no de jure or de facto transfer of control has occurred, no ownership report was required. An examination of the applications reveals that the Martischangs are qualified to be Commission licensees. The examination further reveals that a grant would serve the public interest, convenience, and necessity. ""( 0*((\"Ԍ Accordingly, in light of the above and pursuant to 47 C.F.R. 0.283: the petition to deny filed November 8, 1996 by Ronald and Molly Crider IS DENIED; and the applications to transfer control of Grand Country Wireless, Inc. licensee of Stations KRKY(AM), Granby, and KRKM(FM), Kremmling, Colorado from Ronald and Molly Crider and Al and Fern Martischang to Al and Fern Martischang (File Nos. BTC961009EC and BTCH961009ED, respectively) ARE GRANTED. x` `  hhSincerely, x` `  hhLinda Blair, Chief, x` `  hhAudio Services Division x` `  hhMass Media Bureau  X-cc: xMichael L. Glaser, Esquire  Xy- xRonald Crider/Molly Crider