SC 13D/A

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RyLn0LRKK0G++xEQuUxrLIp9lzT4UnVuuqKiTKl6TaNslOH21olhKJ+m4DdtZ1dH Gh/egNQNP9atTjxFIs9T/Q== 0000950123-07-015057.txt : 20071107 0000950123-07-015057.hdr.sgml : 20071107 20071107165052 ACCESSION NUMBER: 0000950123-07-015057 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20071107 DATE AS OF CHANGE: 20071107 GROUP MEMBERS: DAVID M. DOLAN GROUP MEMBERS: DEBORAH A. DOLAN-SWEENEY GROUP MEMBERS: HELEN A. DOLAN GROUP MEMBERS: JAMES L. DOLAN GROUP MEMBERS: KATHLEEN M. DOLAN GROUP MEMBERS: LAWRENCE J. DOLAN GROUP MEMBERS: MARIANNE DOLAN WEBER GROUP MEMBERS: MARY S. DOLAN GROUP MEMBERS: MATTHEW J. DOLAN GROUP MEMBERS: PARTICK F. DOLAN GROUP MEMBERS: PAUL J. DOLAN GROUP MEMBERS: THOMAS C. DOLAN SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CABLEVISION SYSTEMS CORP /NY CENTRAL INDEX KEY: 0001053112 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 112776686 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-53757 FILM NUMBER: 071222148 BUSINESS ADDRESS: STREET 1: 1111 STEWART AVENUE CITY: BETHPAGE STATE: NY ZIP: 11714 BUSINESS PHONE: 5163806230 MAIL ADDRESS: STREET 1: 1111 STEWART AVENUE CITY: BETHPAGE STATE: NY ZIP: 11714 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DOLAN CHARLES F CENTRAL INDEX KEY: 0000935761 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: C/O CABLEVISION SYSTEMS CORP STREET 2: ONE MEDIA CROSSWAYS CITY: WOODBURY STATE: NY ZIP: 11797 BUSINESS PHONE: 5163648450 MAIL ADDRESS: STREET 1: ONE MEDIA CROSSWAYS CITY: WOODBURY STATE: NY ZIP: 11797 SC 13D/A 1 y41549sc13dza.htm AMENDMENT NO. 21 TO SCHEDULE 13D SC 13D/A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 21 )*

Cablevision Systems Corporation

(Name of Issuer)

Cablevision NY Group Class A Common Stock, par value $.01 per share

(Title of Class of Securities)

Cablevision NY Group Class A Common Stock: 12686C-10-9

(CUSIP Number)

Richard D. Bohm
Debevoise & Plimpton LLP
919 Third Avenue
New York, NY 10022
212-909-6000

(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)

November 7, 2007

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Section 240.13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Page 1 of 23


CUSIP NO.		12686C-10-9


1	Name of Reporting Person Charles F. Dolan I.R.S. Identification Nos. of above persons (entities only) Not applicable


2	Check the Appropriate Box if a Member of a Group
	(a) þ
	(b) o

3	SEC Use Only



4	Source of Funds

	00 - See Item 3 of Statement

5	Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)



6	Citizenship or Place of Organization

	U.S.A.

		7	Sole Voting Power

Number of			26,730,002

Shares		8	Shared Voting Power
Beneficially
Owned By			1,189,350

Each		9	Sole Dispositive Power
Reporting
Person			26,730,002

With		10	Shared Dispositive Power

			1,189,350

11	Aggregate Amount Beneficially Owned by Each Reporting Person

	27,919,352

12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares

	þ*

13	Percent of Class Represented by Amount in Row (11)

	10.9%

14	Type of Reporting Person

	IN

* Excludes 37,524,617 shares of Cablevision NY Group Class A Common Stock, par value $0.01 per share (“Class A Common Stock”), issuable upon conversion of an equal number of shares of Cablevision NY Group Class B Common Stock, par value $0.01 per share (“Class B Common Stock”), held by other Reporting Persons hereto as to which Charles F. Dolan disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

Page 2 of 23


CUSIP NO.		12686C-10-9


1	Name of Reporting Person Helen A. Dolan I.R.S. Identification Nos. of above persons (entities only) Not applicable


2	Check the Appropriate Box if a Member of a Group
	(a) þ
	(b) o

3	SEC Use Only



4	Source of Funds

	00 - See Item 3 of Statement

5	Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)



6	Citizenship or Place of Organization

	U.S.A.

		7	Sole Voting Power

Number of			0

Shares		8	Shared Voting Power
Beneficially
Owned By			27,919,352

Each		9	Sole Dispositive Power
Reporting
Person			0

With		10	Shared Dispositive Power

			27,919,352

11	Aggregate Amount Beneficially Owned by Each Reporting Person

	27,919,352

12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares

	þ*

13	Percent of Class Represented by Amount in Row (11)

	10.9%

14	Type of Reporting Person

	IN

* Excludes 37,524,617 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which Helen A. Dolan disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

Page 3 of 23


CUSIP NO.		12686C-10-9


1	Name of Reporting Person James L. Dolan I.R.S. Identification Nos. of above persons (entities only) Not applicable


2	Check the Appropriate Box if a Member of a Group
	(a) þ
	(b) o

3	SEC Use Only



4	Source of Funds

	00 - See Item 3 of Statement

5	Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)



6	Citizenship or Place of Organization

	U.S.A.

		7	Sole Voting Power

Number of			1,194,592

Shares		8	Shared Voting Power
Beneficially
Owned By			32,153

Each		9	Sole Dispositive Power
Reporting
Person			1,194,592

With		10	Shared Dispositive Power

			32,153

11	Aggregate Amount Beneficially Owned by Each Reporting Person

	1,226,745

12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares

	þ*

13	Percent of Class Represented by Amount in Row (11)

	0.5%

14	Type of Reporting Person

	IN

* Excludes 63,265,676 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which James L. Dolan disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

Page 4 of 23


CUSIP NO.		12686C-10-9


1	Name of Reporting Person Thomas C. Dolan I.R.S. Identification Nos. of above persons (entities only) Not applicable


2	Check the Appropriate Box if a Member of a Group
	(a) þ
	(b) o

3	SEC Use Only



4	Source of Funds

	00 - See Item 3 of Statement

5	Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)



6	Citizenship or Place of Organization

	U.S.A.

		7	Sole Voting Power

Number of			122,668

Shares		8	Shared Voting Power
Beneficially
Owned By			0

Each		9	Sole Dispositive Power
Reporting
Person			122,668

With		10	Shared Dispositive Power

			0

11	Aggregate Amount Beneficially Owned by Each Reporting Person

	122,668

12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares

	þ*

13	Percent of Class Represented by Amount in Row (11)

	0.05%

14	Type of Reporting Person

	IN

* Excludes 63,265,676 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which Thomas C. Dolan disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

Page 5 of 23


CUSIP NO.		12686C-10-9


1	Name of Reporting Person Patrick F. Dolan I.R.S. Identification Nos. of above persons (entities only) Not applicable


2	Check the Appropriate Box if a Member of a Group
	(a) þ
	(b) o

3	SEC Use Only



4	Source of Funds

	00 - See Item 3 of Statement

5	Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)



6	Citizenship or Place of Organization

	U.S.A.

		7	Sole Voting Power

Number of			119,834

Shares		8	Shared Voting Power
Beneficially
Owned By			1,228

Each		9	Sole Dispositive Power
Reporting
Person			119,834

With		10	Shared Dispositive Power

			1,228

11	Aggregate Amount Beneficially Owned by Each Reporting Person

	121,062

12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares

	þ*

13	Percent of Class Represented by Amount in Row (11)

	0.05%

14	Type of Reporting Person

	IN

* Excludes 63,265,676 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which Patrick F. Dolan disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

Page 6 of 23


CUSIP NO.		12686C-10-9


1	Name of Reporting Person Kathleen M. Dolan, individually and as a Trustee of the Dolan Descendants Trust, the Dolan Grandchildren Trust, the Dolan Spouse Trust, the Dolan Progeny Trust, the DC James Trust, the DC Thomas Trust, the DC Patrick Trust, the DC Kathleen Trust, the DC Marianne Trust, the DC Deborah Trust, the CFD Trust No. 1, the CFD Trust No. 2, the CFD Trust No. 3, the CFD Trust No. 4, the CFD Trust No. 5, the CFD Trust No. 6, and as Trustee of the Charles Dolan 1989 Trust, the Ryan Dolan 1989 Trust and the Tara Dolan 1989 Trust I.R.S. Identification Nos. of above persons (entities only) Not applicable


2	Check the Appropriate Box if a Member of a Group
	(a) þ
	(b) o

3	SEC Use Only



4	Source of Funds

	00 - See Item 3 of Statement

5	Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)



6	Citizenship or Place of Organization

	U.S.A.

		7	Sole Voting Power

Number of			188,262

Shares		8	Shared Voting Power
Beneficially
Owned By			30,938,630

Each		9	Sole Dispositive Power
Reporting
Person			188,262

With		10	Shared Dispositive Power

			30,938,630

11	Aggregate Amount Beneficially Owned by Each Reporting Person

	31,126,892

12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares

	þ*

13	Percent of Class Represented by Amount in Row (11)

	11.9%

14	Type of Reporting Person

	IN

* Excludes the 1,737,098 Shares of Class A Common Stock beneficially owned by Dolan Children’s Foundation as to which the Reporting Person serves as a director and the 33,230,083 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which Kathleen M. Dolan disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

Page 7 of 23


CUSIP NO.		12686C-10-9


1	Name of Reporting Person Marianne Dolan Weber I.R.S. Identification Nos. of above persons (entities only) Not applicable


2	Check the Appropriate Box if a Member of a Group
	(a) þ
	(b) o

3	SEC Use Only



4	Source of Funds

	00 - See Item 3 of Statement

5	Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)



6	Citizenship or Place of Organization

	U.S.A.

		7	Sole Voting Power

Number of			21,019

Shares		8	Shared Voting Power
Beneficially
Owned By			0

Each		9	Sole Dispositive Power
Reporting
Person			21,019

With		10	Shared Dispositive Power

			0

11	Aggregate Amount Beneficially Owned by Each Reporting Person

	21,019

12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares

	þ*

13	Percent of Class Represented by Amount in Row (11)

	0.009%

14	Type of Reporting Person

	IN

* Excludes the 1,737,098 Shares of Class A Common Stock beneficially owned by Dolan Children’s Foundation as to which the Reporting Person serves as a director and the 63,265,676 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which Marianne Dolan Weber disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

Page 8 of 23


CUSIP NO.		12686C-10-9


1	Name of Reporting Person Deborah A. Dolan-Sweeney I.R.S. Identification Nos. of above persons (entities only) Not applicable


2	Check the Appropriate Box if a Member of a Group
	(a) þ
	(b) o

3	SEC Use Only



4	Source of Funds

	00 - See Item 3 of Statement

5	Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)



6	Citizenship or Place of Organization

	U.S.A.

		7	Sole Voting Power

Number of			6,381

Shares		8	Shared Voting Power
Beneficially
Owned By			87,399

Each		9	Sole Dispositive Power
Reporting
Person			6,381

With		10	Shared Dispositive Power

			87,399

11	Aggregate Amount Beneficially Owned by Each Reporting Person

	93,780

12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares

	þ*

13	Percent of Class Represented by Amount in Row (11)

	0.04%

14	Type of Reporting Person

	IN

* Excludes the 1,737,098 Shares of Class A Common Stock beneficially owned by Dolan Children’s Foundation as to which the Reporting Person serves as a director and the 63,265,676 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which Deborah A. Dolan-Sweeney disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

Page 9 of 23


CUSIP NO.		12686C-10-9


1	Name of Reporting Person Lawrence J. Dolan, as a Trustee of the Charles F. Dolan 2001 Family Trust I.R.S. Identification Nos. of above persons (entities only) Not applicable


2	Check the Appropriate Box if a Member of a Group
	(a) þ
	(b) o

3	SEC Use Only



4	Source of Funds

	00 - See Item 3 of Statement

5	Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)



6	Citizenship or Place of Organization

	U.S.A.

		7	Sole Voting Power

Number of			0

Shares		8	Shared Voting Power
Beneficially
Owned By			7,809,110

Each		9	Sole Dispositive Power
Reporting
Person			0

With		10	Shared Dispositive Power

			7,809,110

11	Aggregate Amount Beneficially Owned by Each Reporting Person

	7,809,110

12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares

	þ*

13	Percent of Class Represented by Amount in Row (11)

	3.3%

14	Type of Reporting Person

	IN

* Excludes 55,775,652 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which Lawrence J. Dolan disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

Page 10 of 23


CUSIP NO.		12686C-10-9


1	Name of Reporting Person David M. Dolan, as a Trustee of the Charles F. Dolan 2001 Family Trust I.R.S. Identification Nos. of above persons (entities only) Not applicable


2	Check the Appropriate Box if a Member of a Group
	(a) þ
	(b) o

3	SEC Use Only



4	Source of Funds

	00 - See Item 3 of Statement

5	Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)



6	Citizenship or Place of Organization

	U.S.A.

		7	Sole Voting Power

Number of			1,217,909

Shares		8	Shared Voting Power
Beneficially
Owned By			7,831,110

Each		9	Sole Dispositive Power
Reporting
Person			1,217,909

With		10	Shared Dispositive Power

			7,831,110

11	Aggregate Amount Beneficially Owned by Each Reporting Person

	9,049,019

12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares

	þ*

13	Percent of Class Represented by Amount in Row (11)

	3.8%

14	Type of Reporting Person

	IN

* Excludes 55,775,652 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto. David M. Dolan disclaims beneficial ownership of these shares of Class A Common Stock and Class B Common Stock and this report shall not be construed as an admission that such person is the beneficial owner of such securities.

Page 11 of 23


CUSIP NO.		12686C-10-9


1	Name of Reporting Person Paul J. Dolan, as a Trustee of the Dolan Descendants Trust, the Dolan Grandchildren Trust, the Dolan Spouse Trust, the Dolan Progeny Trust, the D.C. Kathleen Trust, the D.C. James Trust, the CFD Trust No. 1 and the CFD Trust No. 6 I.R.S. Identification Nos. of above persons (entities only) Not applicable


2	Check the Appropriate Box if a Member of a Group
	(a) þ
	(b) o

3	SEC Use Only



4	Source of Funds

	00 - See Item 3 of Statement

5	Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)



6	Citizenship or Place of Organization

	U.S.A.

		7	Sole Voting Power

Number of			461,006

Shares		8	Shared Voting Power
Beneficially
Owned By			15,728,115

Each		9	Sole Dispositive Power
Reporting
Person			461,006

With		10	Shared Dispositive Power

			15,728,115

11	Aggregate Amount Beneficially Owned by Each Reporting Person

	16,189,121

12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares

	þ*

13	Percent of Class Represented by Amount in Row (11)

	6.6%

14	Type of Reporting Person

	IN

* Excludes the 47,902,993 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which Paul J. Dolan disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

Page 12 of 23


CUSIP NO.		12686C-10-9


1	Name of Reporting Person Matthew J. Dolan, as a Trustee of the D.C. Marianne Trust, the D.C. Thomas Trust, the CFD Trust No. 3 and the CFD Trust No. 5 I.R.S. Identification Nos. of above persons (entities only) Not applicable


2	Check the Appropriate Box if a Member of a Group
	(a) þ
	(b) o

3	SEC Use Only



4	Source of Funds

	00 - See Item 3 of Statement

5	Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)



6	Citizenship or Place of Organization

	U.S.A.

		7	Sole Voting Power

Number of			3,850

Shares		8	Shared Voting Power
Beneficially
Owned By			7,622,045

Each		9	Sole Dispositive Power
Reporting
Person			3,850

With		10	Shared Dispositive Power

			7,622,045

11	Aggregate Amount Beneficially Owned by Each Reporting Person

	7,625,895

12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares

	þ*

13	Percent of Class Represented by Amount in Row (11)

	3.2%

14	Type of Reporting Person

	IN

* Excludes 55,994,634 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which Matthew J. Dolan disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

Page 13 of 23


CUSIP NO.		12686C-10-9


1	Name of Reporting Person Mary S. Dolan, as a Trustee of the D.C. Deborah Trust, the D.C. Patrick Trust, the CFD Trust No. 2 and the CFD Trust No. 4 I.R.S. Identification Nos. of above persons (entities only) Not applicable


2	Check the Appropriate Box if a Member of a Group
	(a) þ
	(b) o

3	SEC Use Only



4	Source of Funds

	00 - See Item 3 of Statement

5	Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)



6	Citizenship or Place of Organization

	U.S.A.

		7	Sole Voting Power

Number of			6,750

Shares		8	Shared Voting Power
Beneficially
Owned By			7,626,736

Each		9	Sole Dispositive Power
Reporting
Person			6,750

With		10	Shared Dispositive Power

			7,626,736

11	Aggregate Amount Beneficially Owned by Each Reporting Person

	7,633,486

12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares

	þ*

13	Percent of Class Represented by Amount in Row (11)

	3.2%

14	Type of Reporting Person

	IN

* Excludes 56,045,689 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by other Reporting Persons hereto as to which Mary S. Dolan disclaims beneficial ownership. This report shall not be construed as an admission that such person is the beneficial owner of such securities.

Page 14 of 23

TABLE OF CONTENTS


	Item 4 Purpose of Transaction
	Item 5 Interest in Securities of the Issuer
	Item 7 Material to be Filed as an Exhibit
Signature
EX-99.A: Trustee and Beneficiary List
EX-99.B.5: Joint Filing Agreement

Amendment No. 21 to Schedule 13D

This Amendment to Schedule 13D is being filed jointly by Charles F. Dolan; Helen A. Dolan; James L. Dolan; Thomas C. Dolan; Patrick F. Dolan; Kathleen M. Dolan, individually and as a Trustee of the Dolan Grandchildren Trust, the DC James Trust, the DC Thomas Trust, the DC Patrick Trust, the DC Kathleen Trust, the DC Deborah Trust, the DC Marianne Trust, the CFD Trust No. 1, the CFD Trust No. 2, the CFD Trust No. 3, the CFD Trust No. 4, the CFD Trust No. 5 and the CFD Trust No. 6 and as sole Trustee of the Charles Dolan 1989 Trust (for the benefit of Charles P. Dolan), the Ryan Dolan 1989 Trust and the Tara Dolan 1989 Trust; Marianne Dolan Weber; Deborah A. Dolan-Sweeney; Lawrence J. Dolan, as a Trustee of the Charles F. Dolan 2001 Family Trust (the “2001 Trust”); David M. Dolan, as a Trustee of the 2001 Trust; Paul J. Dolan, as a Trustee of each of the Family Trusts, the DC Kathleen Trust, the DC James Trust, the CFD Trust No. 1 and the CFD Trust No. 6; Matthew J. Dolan, as a Trustee of the DC Marianne Trust, the DC Thomas Trust, the CFD Trust No. 3 and the CFD Trust No. 5; Mary S. Dolan, as a Trustee of the DC Deborah Trust, the DC Patrick Trust, the CFD Trust No. 2 and the CFD Trust No. 4; (the “Reporting Persons”). The Reporting Persons report on Schedule 13D as members of a group with the Dolan Descendants Trust, the Dolan Spouse Trust and the Dolan Progeny Trust (collectively with the Dolan Grandchildren Trust, the “Family Trusts”) and Dolan Family LLC, a limited liability company organized under the laws of the State of Delaware (collectively, the “Group Members”).

The Schedule 13D (the “Schedule”) filed by the Group Members on March 19, 2004, as amended and supplemented by Amendment No. 1 filed on April 9, 2004, Amendment No. 2 filed on June 30, 2004, Amendment No. 3 filed on March 3, 2005, Amendment No. 4 filed on March 10, 2005, Amendment No. 5 filed on March 25, 2005, Amendment No. 6 filed on March 31, 2005, Amendment No. 7 filed on April 26, 2005, Amendment No. 8 filed on June 20, 2005, Amendment No. 9 filed on July 19, 2005, Amendment No. 10 filed on August 10, 2005, Amendment No. 11 filed on September 16, 2005, Amendment No. 12 filed on October 13, 2005, Amendment No. 13 filed on October 25, 2005, Amendment No. 14 filed on December 29, 2005, Amendment No. 15 filed on August 11, 2006, Amendment No. 16 filed on October 10, 2006, Amendment No. 17 filed on November 13, 2006, Amendment No. 18 filed on December 11, 2006, Amendment No. 19 filed on January 12, 2007, and Amendment No. 20 filed on May 3, 2007, is hereby amended and supplemented by the Reporting Persons as set forth below in this Amendment No. 21.

Item 4 Purpose of Transaction

The disclosure in Item 4 is hereby amended and supplemented by adding the following after the final paragraph thereof:

“On November 7, 2007, Parent, MergerCo and the Issuer mutually terminated the Merger Agreement, the Exchange Agreement, the Voting Agreement and the Guarantee and released any claims they may have under any of the foregoing agreements.

The Group Members intend to continuously review their investment in the Issuer, the Issuer’s business affairs, and general industry and economic conditions. Based on such review, the Group Members may determine to (i) increase their ownership of Class A Common Stock, (ii) approve an extraordinary corporate transaction with regard to the Issuer or (iii) take certain other actions which could involve one or more of the types of transactions or have one or more of the results described in Items 4(a) through (j) of Schedule 13D.”

Item 5 Interest in Securities of the Issuer

The disclosure in Item 5 is hereby amended and restated to read in its entirety as follows:

“(a) and (b) The Group Members may be deemed to beneficially own an aggregate of

Page 15 of 23

70,190,409 shares of Class A Common Stock as a result of their beneficial ownership of (i) 6,924,733 shares of Class A Common Stock (including 556,300 shares of restricted stock, 6,638 restricted stock units and options to purchase 1,250,242 shares of Class A Common Stock that are exercisable within sixty days of this filing), and (ii) 63,265,676 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. This aggregate amount represents approximately 23.9% of the shares of Class A Common Stock currently outstanding. Group Members in the aggregate may be deemed to have the current shared power to vote or direct the vote of and to dispose of or direct the disposition of 63,265,676 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock (representing all outstanding Class B Common Stock) because of the terms of the Class B Stockholders Agreement. Each of the Reporting Persons disclaims beneficial ownership of the securities held by the other Reporting Persons, and this report shall not be deemed to be an admission that such person is the beneficial owner of such securities.

Charles F. Dolan may be deemed to beneficially own an aggregate of 27,919,352 shares of Class A Common Stock, including (i) 1,538,093 shares of Class A Common Stock (including 208,000 shares of restricted stock), (ii) options to purchase 641,200 shares of Class A Common Stock that are exercisable within sixty days of this filing, and (iii) 25,740,059 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. This aggregate amount represents approximately 10.9% of the shares of Class A Common Stock currently outstanding. He may be deemed to have (a) the sole power to vote or direct the vote of and to dispose of or to direct the disposition of 989,943 shares of Class A Common Stock (including 140,743 shares of Class A Common Stock owned of record personally, 208,000 shares of restricted stock owned of record personally and options to purchase 641,200 shares of Class A Common Stock that are exercisable within sixty days of this filing, owned of record personally) owned of record personally, and 25,740,059 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record personally and (b) the current shared power to vote or direct the vote of and to dispose of or direct the disposition of 1,189,350 shares of Class A Common Stock owned of record by the Dolan Family Foundation. He disclaims beneficial ownership of 1,189,350 shares of Class A Common Stock owned of record by the Dolan Family Foundation, and this report shall not be deemed to be an admission that such person is the beneficial owner of such securities.

Helen A. Dolan may be deemed to beneficially own an aggregate of 27,919,352 shares of Class A Common Stock, including (i) 1,538,093 shares of Class A Common Stock (including 208,000 shares of restricted stock), (ii) options to purchase 641,200 shares of Class A Common Stock that are exercisable within sixty days of this filing and (iii) 25,740,059 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. This aggregate amount represents approximately 10.9% of the shares of Class A Common Stock currently outstanding. Helen A. Dolan holds no Issuer securities directly. She may be deemed to have the current shared power to vote or direct the vote of and to dispose of or direct the disposition of (a) 1,189,350 shares of Class A Common Stock owned of record by the Dolan Family Foundation and (b) 989,943 shares of Class A Common Stock (including 140,743 shares of Class A Common Stock, 208,000 shares of restricted stock and options to purchase 641,200 shares of Class A Common Stock exercisable within sixty days of this filing) owned of record by Charles F. Dolan personally, and 25,740,059 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by Charles F. Dolan personally. She disclaims beneficial ownership of all such securities, and this report shall not be deemed to be an admission that such person is the beneficial owner of such securities.

James L. Dolan may be deemed to beneficially own an aggregate of 1,226,745 shares of Class A Common Stock, including (i) 686,012 shares of Class A Common Stock (including 320,100 shares of restricted stock) and (ii) options to purchase 540,733 shares of Class A Common Stock that are exercisable within sixty days of this filing. This

Page 16 of 23

aggregate amount represents approximately 0.5% of the shares of Class A Common Stock currently outstanding. He may be deemed to have (a) the sole power to vote or direct the vote of and to dispose of or to direct the disposition of 1,194,592 shares of Class A Common Stock (including 356,026 shares of Class A Common Stock owned of record personally, 309,500 shares of restricted stock owned of record personally and options to purchase 529,066 shares of Class A Common Stock that are exercisable within sixty days of this filing, owned of record personally) and (b) the current shared power to vote or direct the vote of and to dispose of or direct the disposition of 32,153 shares of Class A Common Stock (including 10,600 shares of restricted stock and options to purchase 11,667 shares of Class A Common Stock that are exercisable within sixty days of this filing) owned of record by his spouse and 159 shares of Class A Common Stock owned of record by a member of his household. He disclaims beneficial ownership of 159 shares of Class A Common Stock owned of record by a member of his household and 31,994 shares of Class A Common Stock (including 10,600 shares of restricted stock and options to purchase 11,667 shares of Class A Common Stock exercisable within sixty days of this filing) owned of record by his spouse, and this report shall not be deemed to be an admission that such person is the beneficial owner of such securities.

Thomas C. Dolan may be deemed to beneficially own 122,668 shares of Class A Common Stock. This amount represents approximately 0.05% of the shares of Class A Common Stock currently outstanding. He may be deemed to have the sole power to vote or direct the vote of and to dispose of or to direct the disposition of 122,668 shares of Class A Common Stock.

Patrick F. Dolan may be deemed to beneficially own an aggregate of 121,062 shares of Class A Common Stock, including (i) 90,818 shares of Class A Common Stock (including 14,100 shares of restricted stock) and (ii) options to purchase 30,244 shares of Class A Common Stock that are exercisable within sixty days of this filing. This aggregate amount represents approximately 0.05% of the shares of Class A Common Stock currently outstanding. He may be deemed to have the sole power to vote or direct the vote of and to dispose of or to direct the disposition of 119,834 shares of Class A Common Stock (including 75,490 shares of Class A Common Stock owned of record personally, 14,100 shares of restricted stock and options to purchase 30,244 shares of Class A Common Stock that are exercisable within sixty days of this filing), and (b) the current shared power to vote or direct the vote of and to dispose of or to direct the disposition of 1,228 shares of Class A Common Stock owned of record by the Daniel P. Mucci Trust (the “Mucci Trust”) for which he serves as co-trustee. He disclaims beneficial ownership of the securities held by the Mucci Trust, and this report shall not be deemed to be an admission that such person is the beneficial owner of such securities.

Kathleen M. Dolan may be deemed to beneficially own an aggregate of 31,126,892 shares of Class A Common Stock, including (i) 1,091,299 shares of Class A Common Stock and (ii) 30,035,593 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. This aggregate amount represents approximately 11.9% of the shares of Class A Common Stock currently outstanding. She may be deemed to have (a) the sole power to vote or direct the vote of and to dispose of or to direct the disposition of 6,381 shares of Class A Common Stock owned of record personally and an aggregate of 181,881 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the Charles Dolan 1989 Trust (for the benefit of Charles P. Dolan), the Ryan Dolan 1989 Trust and the Tara Dolan 1989 Trust, and (b) the current shared power to vote or direct the vote of and to dispose of or direct the disposition of 1,084,918 shares of Class A Common Stock owned of record by the CFD Trusts Nos. 1 — 6 and 29,853,712 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the Family Trusts, Dolan Family LLC, the DC James Trust, the DC Thomas Trust, the DC Patrick Trust, the DC Kathleen Trust, the DC Marianne Trust, the DC Deborah Trust and the CFD Trusts Nos. 1 — 6. She disclaims beneficial ownership of 1,084,918 shares of Class A Common Stock owned of record by the CFD Trusts Nos. 1 — 6 and 30,035,593 shares of Class A Common Stock issuable

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upon conversion of an equal number of shares of Class B Common Stock owned of record by the Family Trusts, Dolan Family LLC, the DC James Trust, the DC Thomas Trust, the DC Patrick Trust, the DC Kathleen Trust, the DC Marianne Trust, the DC Deborah Trust, the CFD Trusts Nos. 1 — 6, the Charles Dolan 1989 Trust (for the benefit of Charles P. Dolan), the Ryan Dolan 1989 Trust and the Tara Dolan 1989 Trust, and this report shall not be deemed to be an admission that such person is the beneficial owner of such securities. See Exhibit A.

Marianne Dolan Weber may be deemed to beneficially own an aggregate of 21,019 shares of Class A Common Stock, including (i) 13,019 shares of Class A Common Stock (including 6,381 shares of Class A Common Stock owned of record personally and 6,638 restricted stock units) and (ii) options to purchase 8,000 shares of Class A Common Stock that are exercisable within sixty days of this filing. This aggregate amount represents approximately 0.009% of the shares of Class A Common Stock currently outstanding. She may be deemed to have the sole power to vote or direct the vote of and to dispose of or to direct the disposition of 21,019 shares of Class A Common Stock owned of record personally (including 6,381 shares of Class A Common Stock owned of record personally, 6,638 restricted stock units and options to purchase 8,000 shares of Class A Common Stock that are exercisable within sixty days of this filing).

Deborah A. Dolan-Sweeney may be deemed to beneficially own an aggregate of 93,780 shares of Class A Common Stock, including (i) 63,715 shares of Class A Common Stock (including 14,100 shares of restricted stock) and (ii) options to purchase 30,065 shares of Class A Common Stock that are exercisable within sixty days of this filing. This aggregate amount represents approximately 0.04% of the shares of Class A Common Stock currently outstanding. She may be deemed to have (a) the sole power to vote or direct the vote of and to dispose of or to direct the disposition of 6,381 shares of Class A Common Stock owned of record personally, and (b) the current shared power to vote or direct the vote of and to dispose of or direct the disposition of 87,399 shares of Class A Common Stock (including 14,100 shares of restricted stock and options to purchase 30,065 shares of Class A Common Stock that are exercisable within sixty days of this filing) owned of record by her spouse. She disclaims beneficial ownership of the 87,399 shares of Class A Common Stock (including 14,100 shares of restricted stock and options to purchase 30,065 shares of Class A Common Stock that are exercisable within sixty days of this filing) owned of record by her spouse, and this report shall not be deemed to be an admission that such person is the beneficial owner of such securities.

Lawrence J. Dolan may be deemed to beneficially own an aggregate of 7,809,110 shares of Class A Common Stock, including (i) 319,086 shares of Class A Common Stock and (ii) 7,490,024 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. This aggregate amount represents approximately 3.3% of the shares of Class A Common Stock currently outstanding. He may be deemed to have the current shared power to vote or direct the vote of and to dispose of or direct the disposition of 7,809,110 shares of Class A Common Stock, including 319,086 shares of Class A Common Stock owned of record by the 2001 Trust and 7,490,024 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the 2001 Trust. He disclaims beneficial ownership of 319,086 shares of Class A Common Stock owned of record by the 2001 Trust and 7,490,024 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the 2001 Trust, and this report shall not be deemed to be an admission that such person is the beneficial owner of such securities. See Exhibit A.

David M. Dolan may be deemed to beneficially own an aggregate of 9,049,019 shares of Class A Common Stock, including (i) 1,558,995 shares of Class A Common Stock and (ii) 7,490,024 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. This aggregate amount represents approximately 3.8% of the shares of Class A Common Stock currently outstanding. He may be deemed to have (a) the sole power to vote or direct the vote of and to dispose of

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or to direct the disposition of 1,217,909 shares of Class A Common Stock, including 21,086 shares of Class A Common Stock owned of record by the David M. Dolan Revocable Trust and 1,196,823 shares of Class A Common Stock owned of record by the Charles F. Dolan Charitable Remainder Trust and (b) the current shared power to vote or direct the vote of and to dispose of or direct the disposition of 7,831,110 shares of Class A Common Stock, including 21,000 shares of Class A Common Stock owned of record by the Ann H. Dolan Revocable Trust, 1,000 shares of Class A Common Stock held by his spouse as custodian for a minor child, 319,086 shares of Class A Common Stock owned of record by the 2001 Trust, and 7,490,024 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the 2001 Trust. He disclaims beneficial ownership of 1,196,823 shares of Class A Common Stock owned of record by the Charles F. Dolan Charitable Remainder Trust, 21,000 shares of Class A Common Stock owned of record by the Ann H. Dolan Revocable Trust, 1,000 shares of Class A Common Stock held by his spouse as custodian for a member of his household, 319,086 shares of Class A Common Stock owned of record by the 2001 Trust, and 7,490,024 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the 2001 Trust, and this report shall not be deemed to be an admission that he is the beneficial owner of such securities. See Exhibit A.

Paul J. Dolan may be deemed to beneficially own an aggregate of 16,189,121 shares of Class A Common Stock, including (i) 826,438 shares of Class A Common Stock, and (ii) 15,362,683 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. This aggregate amount represents approximately 6.6% of the shares of Class A Common Stock currently outstanding. He may be deemed to have (a) the sole power to vote or direct the vote of and to dispose of or to direct the disposition of 461,006 shares of Class A Common Stock, including 12,236 shares of Class A Common Stock held as custodian for minor children and 448,770 shares of Class A Common Stock owned of record by the CFD Trust No. 10, and (b) the current shared power to vote or direct the vote of and to dispose of or direct the disposition of 15,728,115 shares of Class A Common Stock, including 14,429 shares of Class A Common Stock owned jointly with his spouse, an aggregate of 351,003 shares of Class A Common Stock owned of record by the CFD Trust Nos. 1 and 6, and an aggregate of 15,362,683 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the Family Trusts, Dolan Family LLC, the DC James Trust, the DC Kathleen Trust, the CFD Trust Nos. 1 and 6. He disclaims beneficial ownership of the 12,236 shares of Class A Common Stock held as custodian for minor children, the 448,770 shares of Class A Common Stock owned of record by the CFD Trust No. 10, an aggregate of 351,003 shares of Class A Common Stock owned of record by the CFD Trust Nos. 1 and 6, and an aggregate of 15,362,683 shares of Class B Common Stock owned of record by the Family Trusts, Dolan Family LLC, the DC James Trust, the DC Kathleen Trust, the CFD Trust Nos. 1 and 6, and this report shall not be deemed to be an admission that he is the beneficial owner of such securities. See Exhibit A.

Matthew J. Dolan may be deemed to beneficially own an aggregate of 7,625,895 shares of Class A Common Stock, including (i) 354,853 shares of Class A Common Stock and (ii) 7,271,042 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. This aggregate amount represents approximately 3.2% of the shares of Class A Common Stock currently outstanding. He may be deemed to have (a) the current sole power to vote or direct the vote of and to dispose of or to direct the disposition of 3,850 shares of Class A Common Stock, including 2,400 shares of Class A Common Stock owned of record personally and 1,450 shares of Class A Common Stock held as custodian for a minor child and (b) the current shared power to vote or direct the vote of and to dispose of or direct the disposition of 7,622,045 shares of Class A Common Stock, including an aggregate of 351,003 shares of Class A Common stock owned of record by the CFD Trust Nos. 3 and 5 and 7,271,042 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the DC Marianne Trust, the DC Thomas

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Trust, and the CFD Trust Nos. 3 and 5. He disclaims beneficial ownership of 1,450 shares of Class A Common Stock held as custodian for a minor child, an aggregate of 351,003 shares of Class A Common Stock owned of record by the CFD Trust Nos. 3 and 5 and an aggregate of 7,271,042 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the DC Marianne Trust, the DC Thomas Trust, and the CFD Trust Nos. 3 and 5, and this report shall not be deemed to be an admission that such person is the beneficial owner of such securities. See Exhibit A.

Mary S. Dolan may be deemed to beneficially own an aggregate of 7,633,486 shares of Class A Common Stock, including (i) 413,499 shares of Class A Common Stock and (ii) 7,219,987 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. This aggregate amount represents approximately 3.2% of the shares of Class A Common Stock currently outstanding. She may be deemed to have (a) the current sole power to vote or direct the vote and to dispose of or direct the disposition of 6,750 shares of Class A Common Stock held as custodian for minor children and (b) the current shared power to vote or direct the vote of and to dispose of or direct the disposition of 7,626,736 shares of Class A Common Stock, including 23,837 shares of Class A Common Stock owned jointly with her spouse, an aggregate of 382,912 shares of Class A Common Stock owned of record by CFD Trust Nos. 2 and 4 and an aggregate of 7,219,987 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock owned of record by the DC Deborah Trust, DC Patrick Trust, and CFD Trust Nos. 2 and 4. She disclaims beneficial ownership of 6,750 shares of Class A Common Stock held as custodian for minor children, an aggregate of 382,912 shares of Class A Common Stock owned of record by CFD Trust Nos. 2 and 4 and an aggregate of 7,219,987 shares of Class A Common Stock issuable upon the conversion of Class B Common Stock owned of record by the DC Deborah Trust, the DC Patrick Trust, and CFD Trust Nos. 2 and 4, and this report shall not be deemed to be an admission that such person is the beneficial owner of such securities. See Exhibit A.

(c) Since the most recent Amendment to the Schedule 13D filed on May 3, 2007, the following transactions in the Issuer’s Securities have been effected by Group Members:

On May 10, 2007, David M. Dolan, as Trustee of the David M. Dolan Revocable Trust disposed of 650 shares of Class A Common Stock through a gift to a single recipient.

On May 29, 2007, Kathleen M. Dolan, as Trustee of the Marissa Waller 1989 Trust, converted 60,627 shares of Class B Common Stock held by the Marissa Waller 1989 Trust to 60,627 shares of Class A Common Stock and the Marissa Waller 1989 Trust withdrew from the Class B Stockholders Agreement.

On May 30, 2007, Kathleen M. Dolan, as Trustee of the Marissa Waller 1989 Trust, sold 60,627 shares of Class A Common Stock on the open market for a sale price of $35.9026 per share.

On June 14, 2007, Marianne Dolan Weber received a compensatory grant from the Issuer of 3,075 restricted stock units of Class A Common Stock.

On June 25, 2007, Charles F. Dolan exercised his tax withholding rights with respect to the vesting of 250,000 restricted shares of Class A Common Stock. As a result, 109,932 shares, valued at $35.60 (the average high and low price of a share of Class A Common Stock on June 25, 2007) per share of Class A Common Stock, were withheld for the payment of taxes and 140,068 shares of Class A Common Stock were transferred to his name.

On June 25, 2007, James L. Dolan exercised his tax withholding rights with respect to the vesting of 250,000 restricted shares of Class A Common Stock. As a result, 109,932

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shares, valued at $35.60 (the average high and low price of a share of Class A Common Stock on June 25, 2007) per share of Class A Common Stock, were withheld for the payment of taxes and 140,068 shares of Class A Common Stock were transferred to his name.

On June 25, 2007, Deborah Dolan Sweeney’s spouse exercised his tax withholding rights with respect to the vesting of 34,053 restricted shares of Class A Common Stock. As a result, 14,974 shares, valued at $35.60 (the average high and low price of a share of Class A Common Stock on June 25, 2007) per share of Class A Common Stock, were withheld for the payment of taxes and 19,079 shares of Class A Common Stock were transferred to his name. Deborah Dolan Sweeney may be deemed to have shared voting and dispositive power over the securities held by her spouse. She disclaims beneficial ownership of the securities owned of record by her spouse and this report shall not be deemed to be an admission that she is the beneficial owner of such securities.

On September 5, Charles F. Dolan disposed of 1,000 shares of Class A Common Stock through a gift to multiple recipients.

On October 4, 2007, Charles F. Dolan converted 1,000 shares of Class B Common Stock into 1,000 shares of Class A Common Stock and disposed of 1,000 shares of Class A Common Stock through a gift to multiple recipients.

On October 19, 2007, Lawrence J. Dolan and his spouse disposed of 25,000 shares of Class A Common Stock through a gift to a charitable recipient.

Item 7 Material to be Filed as an Exhibit.

The disclosure in Item 7 is hereby amended by restating Exhibit A in its entirety as Exhibit A attached hereto and supplemented by adding the following in appropriate numerical order:


		Exhibit A:		Trustee and Beneficiary List

		Exhibit B.5:		Joint Filing Agreement.

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Signature.

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct.

Date: November 7, 2007


	CHARLES F. DOLAN
	By:	*

	HELEN A. DOLAN
	By:	*

	JAMES L. DOLAN
	By:	/s/ James L. Dolan

	THOMAS C. DOLAN
	By:	/s/ Thomas C. Dolan

	PATRICK F. DOLAN
	By:	*

	KATHLEEN M. DOLAN, individually and as a Trustee for Dolan Grandchildren Trust, the DC James Trust, the DC Thomas Trust, the DC Patrick Trust, the DC Kathleen Trust, the DC Marianne Trust, the DC Deborah Trust, the CFD Trust No. 1, the CFD Trust No. 2, the CFD Trust No. 3, the CFD Trust No. 4, the CFD Trust No. 5 and the CFD Trust No. 6, and as Trustee of the Charles Dolan 1989 Trust, the Ryan Dolan 1989 Trust and the Tara Dolan 1989 Trust
	By:	*

	MARIANNE DOLAN WEBER
	By:	*

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	DEBORAH A. DOLAN-SWEENEY
	By:	*

	LAWRENCE J. DOLAN, as a Trustee of the Charles F. Dolan 2001 Family Trust
	By:	*

	DAVID M. DOLAN, as a Trustee of the Charles F. Dolan 2001 Family Trust
	By:	*

	PAUL J. DOLAN, as a Trustee of the Dolan Grandchildren Trust, the D.C. Kathleen Trust, the D.C. James Trust, the CFD Trust No. 1 and the CFD Trust No. 6
	By:	*

	MATTHEW J. DOLAN, as a Trustee of the D.C. Marianne Trust, the D.C. Thomas Trust, the CFD Trust No. 3 and the CFD Trust No. 5
	By:	*

	MARY S. DOLAN, as a Trustee of the D.C. Deborah Trust, the D.C. Patrick Trust, the CFD Trust No. 2 and the CFD Trust No. 4
	By:	*


* By:		/s/ Brian G. Sweeney
		Brian G. Sweeney
		As Attorney-in-Fact

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EX-99.A 2 y41549exv99wa.htm EX-99.A: TRUSTEE AND BENEFICIARY LIST EX-99.A

Exhibit A

Each of Kathleen M. Dolan and Paul J. Dolan is currently a trustee (a “Trustee” and together, the “Trustees”) for each of the trusts listed below (collectively, the “Family Trusts”), which as of November 7, 2007, beneficially owned in the aggregate, either directly or indirectly through their membership interests in Dolan Family LLC, 7,978,925 shares of Class B Common Stock, par value $.01 per share, of the Issuer (the “Class B Common Stock”). Class B Common Stock is convertible at the option of the holder thereof, share for share, into Class A Common Stock, par value $.01 per share, of the Issuer (the “Class A Common Stock”). Under each trust, if there are more than three Trustees, a majority of the Trustees must act with respect to voting and disposition of the Class B Common Stock, and unanimous consent is not required. If there are only two Trustees, both must consent. As a Trustee of the Family Trusts, each of the Trustees may be deemed to share the power to vote and dispose of all shares held by the Family Trusts and Dolan Family LLC. Under certain rules of the Securities and Exchange Commission, so long as the Trustees retain such powers, they may be deemed to have beneficial ownership thereof for purposes of Schedule 13D reporting. The Trustees expressly disclaim beneficial ownership of such shares and this report shall not be construed as an admission that such persons are the beneficial owners of such securities.

The following table lists the name of each Family Trust and the name of its beneficiary or description of its beneficiary class.


Name of Trust		Beneficiary
Dolan Descendants Trust		All descendants of Charles F. Dolan living at any time and from time to time.

Dolan Progeny Trust		All children of Charles F. Dolan living at any time and from time to time.

Dolan Grandchildren Trust		All children and grandchildren of Charles F. Dolan living at any time and from time to time.

Dolan Spouse Trust		All descendants of Charles F. Dolan living at any time and from time to time and their spouses.

Pursuant to the provisions of the agreements governing the Family Trusts, the economic interest in the shares of the Issuer owned by each Family Trust is held by such trust’s beneficiary class. For each Trust, distributions of income and principal can be made in the discretion of the non-beneficiary Trustee (in each case, Paul J. Dolan) to any one or more of the members of such trust’s beneficiary class.

Kathleen M. Dolan is a co-Trustee of each of the DC James Trust (with Paul J. Dolan as co-Trustee), the DC Patrick Trust (with Mary S. Dolan as co-Trustee), the DC Thomas Trust (with Matthew J. Dolan as co-Trustee), the DC Kathleen Trust (with Paul J. Dolan as co-Trustee), the DC Marianne Trust (with Matthew J. Dolan as co-Trustee) and the DC Deborah Trust (with Mary S. Dolan as co-Trustee) (together, the “DC Trusts”), which as of November 7, 2007, beneficially owned in the aggregate 11,493,942 shares of Class B Common Stock.

The following table lists each DC Trust’s name and the name of its beneficiary (each a “Current Beneficiary”) .


Name of Trust		Beneficiary
DC James Trust		James L. Dolan

DC Patrick Trust		Patrick F. Dolan

DC Thomas Trust		Thomas C. Dolan

DC Kathleen Trust		Kathleen M. Dolan

DC Marianne Trust		Marianne Dolan Weber

DC Deborah Trust		Deborah A. Dolan-Sweeney

For each of the DC Trusts other than the DC Kathleen Trust, distributions of income and principal can be made in the discretion of the Trustees to the Current Beneficiary. For the DC Kathleen Trust, distributions of income and principal can be made in the discretion of the non-beneficiary Trustee to the Current Beneficiary. For each of the DC Trusts, the Current Beneficiary has the power during his or her life to appoint all or part of his or her DC Trust to or for the benefit of one or more of his or her descendants.

The beneficiary of any DC Trust can be said to have only a contingent economic interest in the securities of the Issuer held by such DC Trust because the non-beneficiary Trustee thereof has the sole discretion to distribute or accumulate the income from each DC Trust and the sole discretion to distribute the principal of each DC Trust to the beneficiary of such DC Trust.

Kathleen M. Dolan is a co-Trustee of each of the CFD Trust No. 1 (with Paul J. Dolan as co-Trustee), CFD Trust No. 2 (with Mary Dolan as co-Trustee), CFD Trust No. 3 (with Matthew Dolan as co-Trustee), CFD Trust No. 4 (with Mary Dolan as co-Trustee), CFD Trust No. 5 (with Matthew J. Dolan as co-Trustee), and CFD Trust No. 6 (with Paul J. Dolan as co-Trustee) (collectively, the “CFD Children’s Trusts”). As of November 7, 2007, the CFD Children’s Trusts beneficially owned an aggregate of 1,084,918 shares of Class A Common Stock and 10,380,845 shares of Class B Common Stock.

For each of the CFD Children’s Trusts, except CFD Trust No. 1, distributions of income and principal can be made in the Trustees’ discretion to the child of Charles F. Dolan and Helen A. Dolan who is the current beneficiary of the respective CFD Children’s Trust (the “Current CFD Beneficiary”). For CFD Trust No. 1, distributions of income and principal can be made in the non-beneficiary Trustee’s discretion to Kathleen M. Dolan who is the current beneficiary of this trust. The Current CFD Beneficiary has a power during his or her life to appoint all or part of the relevant CFD Children’s Trust to or for the benefit of one or more of the Current CFD Beneficiary’s descendants. Upon the death of the Current CFD Beneficiary, the relevant CFD Children’s Trust, if not previously terminated, will pass as appointed by the Current CFD Beneficiary to or for the benefit of one or more of the Current CFD Beneficiary’s descendants. Any unappointed portion of such Trust will pass, in further trust, per stirpes to the Current CFD Beneficiary’s then living descendants, or if none, per stirpes to the then living descendants of Charles F. Dolan, or if none, among the heirs-at-law of Charles F. Dolan.

The following table lists the CFD Children’s Trusts and the name of its beneficiary.


Name of Trust		Beneficiary
CFD Trust No. 1		Kathleen M. Dolan

CFD Trust No. 2		Deborah A. Dolan-Sweeney

CFD Trust No. 3		Marianne Dolan Weber

CFD Trust No. 4		Patrick F. Dolan

CFD Trust No. 5		Thomas C. Dolan

CFD Trust No. 6		James L. Dolan

Paul J. Dolan is the sole Trustee of CFD Trust No. 10. As of November 7, 2007, CFD Trust No. 10 owned 448,770 shares of Class A Common Stock. Paul J. Dolan does not have an economic interest in any such shares, but, as the Trustee of CFD Trust No. 10, does have the power to vote and dispose of such shares. Under certain rules of the Securities and Exchange Commission, so long as he retains such powers, he may be deemed to have beneficial ownership thereof for purposes of Schedule 13D reporting.

Distributions of income and principal of CFD Trust No. 10 can be made in the Trustee’s discretion to Marie Atwood, the current beneficiary, who is the sister of Helen A. Dolan. Marie Atwood has a power during her life to appoint all or part of CFD Trust No. 10 to or for the benefit of one or more of her descendants. Upon the death of Marie Atwood, the trust, if not previously terminated, will pass as appointed by Marie Atwood to or for the benefit of one or more of her descendants. Any unappointed portion of the trust will pass, in further trust, per stirpes to Marie Atwood’s then living descendants, or if none, among Marie Atwood’s heirs-at-law. Marie Atwood’s spouse, if he survives her, has a power during his life and upon his death to appoint all or part of any such continuing trust(s) to or for the benefit of one or more of Marie Atwood’s descendants.

Kathleen M. Dolan is the sole Trustee of the Charles Dolan 1989 Trust (for the benefit of Charles P. Dolan), the Ryan Dolan 1989 Trust, the Marissa Waller 1989 Trust, and the Tara Dolan 1989 Trust (collectively, the “DC Grandchildren Trusts”). As of November 7, 2007, the DC Grandchildren Trusts beneficially owned an aggregate of 181,881 shares of Class B Common Stock. Until the respective beneficiary attains age 21, the income of the relevant DC Grandchildren Trust may be distributed to or for the benefit of such beneficiary as the Trustee’s discretion determines. Any net income not so distributed is to be accumulated and added to the principal of the relevant DC Grandchildren Trust. From and after the respective beneficiary attaining age 21, all of the net income of the relevant DC Grandchildren Trust is to be distributed to such beneficiary. In addition, during the continuance of relevant DC Grandchildren Trust, the Trustee in the Trustee’s discretion may distribute the principal of the relevant DC Grandchildren Trust to or for the benefit of the respective beneficiary. Upon the respective beneficiary attaining age 40, the relevant DC Grandchildren Trust for the respective beneficiary terminates and is to be distributed to such beneficiary. If the respective beneficiary dies before attaining age 40, such beneficiary has a testamentary general power of appointment over the relevant DC Grandchildren Trust. In default of the exercise of such power of appointment, the relevant DC Grandchildren Trust will be distributed to the respective beneficiary’s then-living issue, per stirpes, or if none, to Charles F. Dolan’s then-living grandchildren, in equal shares, or if none, to Charles F. Dolan’s then-living issue, per stirpes.

Marissa Waller has attained the age of 21. As of November 7, 2007, the Marissa Waller 1989 Trust no longer owns any shares of the Issuer’s securities. Beneficiaries of each of the other DC Grandchildren

Trusts can be said to have only a contingent economic interest in the securities of the Issuer, because such beneficiaries have not attained the age of 21.

The following table lists the DC Grandchildren Trusts and the name of its beneficiary or description of the beneficiary class with respect to each such trust.


Name of Trust		Beneficiary
Charles Dolan 1989 Trust		Charles P. Dolan and descendants

Ryan Dolan 1989 Trust		Ryan Dolan and descendants

Marissa Waller 1989 Trust		Marissa Waller and descendants

Tara Dolan 1989 Trust		Tara Dolan and descendants

Each of Lawrence J. Dolan and David M. Dolan (each, a “2001 Trustee” and together, the “2001 Trustees”) is currently a Trustee of the Charles F. Dolan 2001 Family Trust (the “2001 Trust”). As of November 7, 2007, the 2001 Trust owned 319,086 shares of Class A Common Stock and 7,490,024 shares of Class B Common Stock. The property held in the trust is divided into equal portions, each held in separate sub-trust, such that at all times there is one sub-trust in respect of each then living child of Charles F. Dolan. The beneficiary of each sub-trust is the child for whom the sub-trust was set apart, and the descendants of such child (each, a “Beneficiary” and, together, “the Beneficiaries”). As a 2001 Trustee, Lawrence J. Dolan has the shared power to vote and dispose of all shares held by the 2001 Trust. David M. Dolan, as a 2001 Trustee, shares the power to vote and dispose of all shares held by the 2001 Trust. Under certain rules of the Securities and Exchange Commission, so long as Lawrence J. Dolan and David M. Dolan retain such powers, each may be deemed to have beneficial ownership thereof for purposes of Schedule 13D reporting.

During the lives of Charles F. Dolan and Helen A. Dolan, distributions of income and principal of any sub-trust can be made in the discretion of Lawrence J. Dolan and David M. Dolan, as Trustees, to any of the Beneficiaries of such sub-trust. Upon the death of the survivor of Charles F. Dolan and Helen A. Dolan, the Trustee shall distribute any remaining trust principal to the child for whom such sub-trust was set apart or if such child is not then living, to such child’s then living descendants, per stirpes. If there are no such living descendants, then the Trustee shall distribute any remaining trust principal to the Dolan Family Foundation or any successor thereto or, if it is not then in existence, then to a charitable organization.

Each Beneficiary has a right of withdrawal with respect to certain contributions made to his or her respective sub-trust that constitute a gift within the meaning of Chapter 12 of the Internal Revenue Code, and that do not exceed the gift tax exclusion found in Section 2503(b) of the Code. If the right of withdrawal is not exercised, such right lapses with respect to all or a certain portion of such gift (i) 30 days following Charles F. Dolan’s death, (ii) on the last day of the calendar year in which such gift is made (or 60 days following the gift, if later), and (iii) on the first day of the subsequent calendar year. A donor may deny any Beneficiary the right of withdrawal with respect to a gift. To the extent of this right of withdrawal, the Beneficiaries may be said to have a direct economic interest in trust assets, including, if applicable, securities of the Issuer which may be contributed as a gift to the 2001 Trust. Currently, no portion of trust assets may be withdrawn by any Beneficiary pursuant to the right of withdrawal.

Except to the extent of the right of withdrawal, Beneficiaries of the 2001 Trust have only a contingent economic interest in the securities of the Issuer held by the 2001 Trust because Lawrence J. Dolan and David M. Dolan, as Trustees thereof have the sole discretion to distribute or accumulate the income and the sole discretion to distribute the principal of the 2001 Trust to the Beneficiaries.

EX-99.B.5 3 y41549exv99wbw5.htm EX-99.B.5: JOINT FILING AGREEMENT EX-99.B.5

Exhibit B.5

JOINT FILING AGREEMENT

Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned agree that the Statement on Schedule 13D to which this exhibit is attached is filed on behalf of each of them.

Date: November 7, 2007


	CHARLES F. DOLAN
	By:	*


	HELEN A. DOLAN
	By:	*


	JAMES L. DOLAN
	By:	/s/ James L. Dolan


	THOMAS C. DOLAN
	By:	/s/ Thomas C. Dolan


	PATRICK F. DOLAN
	By:	*


	KATHLEEN M. DOLAN, individually and as a Trustee for Dolan Grandchildren Trust, the DC James Trust, the DC Thomas Trust, the DC Patrick Trust, the DC Kathleen Trust, the DC Marianne Trust, the DC Deborah Trust, the CFD Trust No. 1, the CFD Trust No. 2, the CFD Trust No. 3, the CFD Trust No. 4, the CFD Trust No. 5 and the CFD Trust No. 6, and as Trustee of the Charles Dolan 1989 Trust, the Ryan Dolan 1989 Trust and the Tara Dolan 1989 Trust
	By:	*


	MARIANNE DOLAN WEBER
	By:	*


	DEBORAH A. DOLAN-SWEENEY
	By:	*


	LAWRENCE J. DOLAN, as a Trustee of the Charles F. Dolan 2001 Family Trust
	By:	*


	DAVID M. DOLAN, as a Trustee of the Charles F. Dolan 2001 Family Trust
	By:	*


	PAUL J. DOLAN, as a Trustee of the Dolan Grandchildren Trust, the D.C. Kathleen Trust, the D.C. James Trust, the CFD Trust No. 1 and the CFD Trust No. 6
	By:	*


	MATTHEW J. DOLAN, as a Trustee of the D.C. Marianne Trust, the D.C. Thomas Trust, the CFD Trust No. 3 and the CFD Trust No. 5
	By:	*


	MARY S. DOLAN, as a Trustee of the D.C. Deborah Trust, the D.C. Patrick Trust, the CFD Trust No. 2 and the CFD Trust No. 4
	By:	*


* By:		/s/ Brian G. Sweeney
		Brian G. Sweeney
		As Attorney-in-Fact

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