SC 14D9/A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14D-9/A

(Amendment No. 4)

Solicitation/Recommendation Statement
Under Section 14(d)(4) of the Securities Exchange Act of 1934

COX RADIO, INC.

(Name of Subject Company)

COX RADIO, INC.

(Name of Person Filing Statement)

Class A common stock, par value $0.33 per share
(Title of Class of Securities)

224051102
(CUSIP Number of Class of Securities)

Robert F. Neil
President and Chief Executive Officer
Cox Radio, Inc.
6205 Peachtree Dunwoody Road
Atlanta, Georgia 30328
(678) 645-0000
(Name, address and telephone number of person authorized to receive
notices and communications on behalf of the persons filing statement)

With copies to:

Jay M. Tannon
Frank M. Conner III
Michael P. Reed
DLA Piper LLP (US)
500 8th Street, NW
Washington, DC 20004
(202) 799-4000

o Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.

Purpose of the Amendment

The purpose of this Amendment No. 4 on Schedule 14D-9/A (together with any Exhibits hereto, this “Amendment”) is to amend Item 4, The Solicitation or Recommendation, Item 8, Additional Information, and Item 9, Exhibits.

All capitalized terms used in this Amendment without definition have the meanings ascribed to them in Amendment No. 3 to the Schedule 14D-9 filed with the Securities and Exchange Commission (the “Commission”) on May 1, 2009 (the “Schedule 14D-9”) and this Amendment.

Item 4. The Solicitation or Recommendation.

Solicitation Recommendation.

The following is inserted at the end of the first paragraph under the heading “Solicitation Recommendation”:

     The recommendation, including the fairness determination, of the Special Committee is made on its behalf and on behalf of the Board.

Background of the Offer.

The 41st paragraph under the heading “Background of the Offer” is replaced in its entirety as follows:

     On April 21, 2009, the Special Committee’s financial advisor and Media and Enterprises’ financial advisor met in person to negotiate a new Offer Price. The Special Committee’s financial advisor provided Media and Enterprises’ financial advisor with an overview of pre- and post-tender offer trading prices and a minority interest premiums paid analysis detailing representative initial offer and final offer premiums in such transactions. A copy of the Special Committee’s financial advisor’s presentation to Media and Enterprises’ financial advisor is filed as Exhibit (a)(5)(M) to this Amendment and is incorporated herein by reference. The Special Committee’s financial advisor informed Media and Enterprises’ financial advisor that the Special Committee had given the Special Committee’s financial advisor authority to solicit the views of the Company’s stockholders regarding the Offer. Media and Enterprises’ financial advisor shared with the Special Committee’s financial advisor the feedback it had received from stockholders regarding the Offer. Media and Enterprises’ financial advisor also informed the Special Committee’s financial advisor that Enterprises is a disciplined buyer.

Opinion of Financial Advisor.

All of the paragraphs under the heading “Opinion of Financial Advisor—Updated Analysis” are replaced in their entirety as follows:

     After the Company disclosed the First Quarter Preliminary Financial Results on April 13, 2009, Gleacher delivered to the Special Committee an update to its analysis during the Special Committee’s telephonic meeting on April 16, 2009. A copy of Gleacher’s presentation to the Special Committee is filed as Exhibit (a)(5)(N) to this Amendment and is incorporated herein by reference.

     At that meeting, Gleacher reviewed the First Quarter Preliminary Financial Results and the March Forecast with the Special Committee. Gleacher also reviewed each of the financial analyses it had previously undertaken in arriving at its opinion. Gleacher then discussed with the Special Committee how the First Quarter Preliminary Financial Results and the March Forecast impacted each of the financial analyses that Gleacher had previously undertaken. Gleacher noted that the historical trading analysis and minority interest premiums paid analysis were not impacted by the First Quarter Preliminary Financial

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Results and the March Forecast. The selected public company analysis, discounted cash flow analysis, and financial covenants analysis, however, were impacted by the First Quarter Preliminary Financial Results and the March Forecast. With respect to the selected public company analysis, Gleacher noted that on a book value of debt basis, the multiples had remained relatively constant. On a market value of debt basis, however, the multiples had fallen due to lower debt prices. With respect to the discounted cash flow analysis, Gleacher noted that the forecasted increase in operating cash flow for the remainder of 2009 as set forth in the March Forecast increased the implied value per Share from a range of $0.67 to $4.32 to a range of $0.93 to $4.71. With respect to the financial covenants analysis, Gleacher noted that the projected increase in operating cash flow for the remainder of 2009 and decrease in net debt resulted in a projected leverage ratio of 4.74 in the fourth quarter of 2009 versus the covenant limit 5.0 times net debt to operating cash flow under the Revolving Credit Facility, which was a marginal improvement against the numbers in the February Forecast. Additionally, Gleacher noted that based on the March Forecast, the operating cash flow cushion at December 31, 2009 had increased from $1 million to $4 million.

     Gleacher noted that while the First Quarter Preliminary Financial Results and March Forecast were better than anticipated and showed some improvement, the impact of such improvement was immaterial. Gleacher confirmed that the First Quarter Preliminary Financial Results and the March Forecast did not change its opinion that, as of such date, the Offer Price to be paid in connection with the Offer is fair, from a financial point of view, to the Company’s stockholders (other than Media and Enterprises).

     Gleacher delivered to the Special Committee an update to its analysis during the Special Committee’s telephonic meeting on April 23, 2009 with respect to a new Offer Price to be proposed to Media and Enterprises that would increase the likelihood of satisfying the majority of the minority condition, including the following methodologies used in its analysis: (a) pre- and post-tender offer trading prices, (b) minority premiums paid analysis whereby the transaction was completed and the initial offer was raised, and (c) prices that have led to the successful completion of offers to average interim trading prices during such offers. A copy of Gleacher’s presentation to the Special Committee is filed as Exhibit (a)(5)(O) to this Amendment and is incorporated herein by reference.

     On April 27, 2009, Gleacher provided the Special Committee with its summary of Media and Enterprises’ financial advisor’s presentation to Gleacher on April 24, 2009 with respect to the Special Committee’s proposed new Offer Price of $5.00 per Share. A copy of Media and Enterprises’ financial advisor’s presentation to Gleacher on April 24, 2009 is filed as Exhibit (c)(11) to the Schedule TO. A copy of Gleacher’s presentation to the Special Committee is filed as Exhibit (a)(5)(P) to this Amendment and is incorporated herein by reference. As Gleacher’s presentation is intended as a summary, it should be read together with Media and Enterprises’ financial advisor’s presentation to Gleacher.

     Gleacher noted that Media and Enterprises’ financial adviser relied upon five methodologies in responding to the Special Committee’s proposed new Offer Price of $5.00 per Share: (a) firm value to EBITDA, (b) unaffected stock price, (c) share price premium, (d) recent Share price and (e) research views. Gleacher summarized that the firm value to EBITDA, unaffected stock price, and research views analysis should not be considered because they did not account for a price that Gleacher believed could lead to a successful completion of the Offer.

     With respect to the share price premium analysis, Gleacher noted that Media and Enterprises’ financial advisor suggested that the proposed new Offer Price of $5.00 per Share represented a 51.5% premium to pre-Offer trading levels of the Shares and was significantly above the premium for completed representative transactions, which had highs of 44.0% for tender offers and 44.7% for shareholder vote transactions. Gleacher advised that the high premiums for tender offers and shareholder vote transactions suggested by Media and Enterprises’ financial advisor implied a per Share price of $4.75 and $4.78, respectively.

     In discussing the recent share price analysis used by Media and Enterprises’ financial advisor, Gleacher noted that Media and Enterprises’ financial advisor had suggested that the proposed new Offer Price of $5.00 per Share represented a 14.2% premium to where the Shares had traded since the Company had disclosed that Media and Enterprises were giving serious consideration to increasing the Offer Price

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to $4.20 per Share and that the 14.2% premium was above the interim trading price in tender offers which ranged from 0% to 6%. Gleacher stated that it believes that a 10% to 12% premium more accurately reflects transactions whereby the initial offer price was raised and the transaction was completed. This equates to a per Share price of between $4.82 and $4.91.

Item 8. Additional Information.

Litigation.

The last sentence of the first paragraph under the heading “Litigation” is replaced in its entirety as follows:

On April 30, 2009, the Superior Court of Gwinnett County in Georgia extended the stay in the Georgia State Action until the last week in June. By letter dated May 6, 2009, plaintiff in the Georgia State Action informed the Superior Court of Gwinnett County in Georgia that she would not renew her motion for a temporary restraining order but rather would pursue her rights as a putative class member in connection with the settlement proceedings in the Delaware Actions.

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Item 9. Exhibits.

Exhibit	Description
Number
*(a)(2)(A)	Letter, dated April 3, 2009, from the Special Committee to the Company’s stockholders.
*(a)(2)(B)	Press release issued by the Company on April 3, 2009, entitled “Cox Radio, Inc. Issues Response/Recommendation Statement Regarding Tender Offer of Cox Media Group, Inc.”
*(a)(2)(C)	Press release issued by the Company on April 1, 2009, entitled “Cox Radio, Inc. Forms Special Committee to Evaluate Cox Media Group’s Tender Offer.”
*(a)(2)(D)	Press release issued by the Company on April 20, 2009, entitled “Cox Radio, Inc. Issues Revised Response/Recommendation Statement Regarding Tender Offer of Cox Media Group, Inc.”
*(a)(2)(E)	Press release issued by the Company on April 30, 2009, entitled “Cox Radio, Inc. Recommends the Tender Offer by Cox Media Group, Inc. at the Increased Offer Price of $4.80 Per Share.”
*(a)(2)(F)	Letter, dated May 1, 2009, from the Special Committee to the Company’s stockholders.
*(a)(5)(A)	Letter, dated March 22, 2009, from Enterprises to the Board.
*(a)(5)(B)	Press release issued by the Company on March 23, 2009, entitled “Cox Radio Comments on Cox Enterprises Tender Offer.”
*(a)(5)(C)	Opinion of Financial Advisor, dated April 1, 2009.
*(a)(5)(D)	George Leon v. Cox Radio, Inc., et al., Case No. 4461, Delaware Chancery Court (filed March 27, 2009).
*(a)(5)(E)	Coral Springs Police Pension Fund v. Cox Radio, Inc., et al., Case No. 4463, Delaware Chancery Court (filed March 30, 2009).
*(a)(5)(F)	Ruthellen Miller v. James C. Kennedy, et al., Case No. 09-A-02921-9, Superior Court of Gwinnett County (filed March 30, 2009).
*(a)(5)(G)	Unanimous Written Consent of the Board, dated March 31, 2009.
*(a)(5)(H)	Unanimous Written Consent of the Board, dated April 19, 2009.
*(a)(5)(I)	Donald Dixon v. James C. Kennedy, et al., Case No. 1:09-CV-0938-JEC, U.S. District Court Northern District of Georgia, Atlanta Division (filed April 8, 2009).
*(a)(5)(J)	In re Cox Radio, Inc. Shareholders Litigation, Case No. 4461, Delaware Chancery Court (filed April 7, 2009).
*(a)(5)(K)	Presentation by Financial Advisor to the Special Committee, dated April 1, 2009.
*(a)(5)(L)	Memorandum of Understanding, dated April 29, 2009, among the parties to the Delaware Actions.
(a)(5)(M)	Presentation by Financial Advisor to Media and Enterprises’ financial advisor, dated April 21, 2009.
(a)(5)(N)	Presentation by Financial Advisor to the Special Committee, dated April 16, 2009.
(a)(5)(O)	Presentation by Financial Advisor to the Special Committee, dated April 23, 2009.
(a)(5)(P)	Presentation by Financial Advisor to the Special Committee, dated April 27, 2009.
*(e)(1)	Promissory Notes, dated December 4, 2003, filed with the Company’s Annual Report on Form 10-K for the year ended December 31, 2008.

* Previously filed.

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SIGNATURE

     After due 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.

COX RADIO, INC.
By:	/s/ Charles L. Odom
Name:	Charles L. Odom
Title:	Chief Financial Officer

Dated: May 7, 2009

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EX-99.(A)(5)(M)

Exhibit (a)(5)(M)

Discussion Materials April 21, 2009 Strictly Private & Confidential PROJECT FAIRWAY

Disclaimer PROJECT FAIRWAY The following discussion materials are highly confidential and constitute privileged information. These materials are intended only for the Directors of the Special Committee (the "Special Committee") of the Board of Directors of Cox Radio, Inc. ("Cox Radio" or the "Company"), in evaluating the proposed transaction described herein involving Cox Media Group, Inc. ("Media"), a wholly owned subsidiary of Cox Enterprises, Inc. ("Enterprises") and Cox Radio and were not prepared with a view to public disclosure or to conform with any disclosure standards under applicable securities laws or otherwise. These materials may not be copied, reproduced, distributed or shared with any other persons for any reason without the explicit written permission of Gleacher Partners LLC ("Gleacher"), except as required by law. These materials are not intended to provide the sole basis for evaluating the proposed transaction with Cox Radio, do not purport to contain all information that may be required for any such evaluation and should not be considered a recommendation with respect to any transaction. In addition, these materials are not complete without the accompanying oral discussion. No single analysis contained herein can be deemed more or less important than any other analysis and these analyses must be considered, in their totality, with the oral discussion. These materials have been prepared by relying, with Cox Radio's agreement, on information provided by or otherwise made available to us by Cox Radio and public sources and through discussions with members of Cox Radio senior management concerning the business and financial condition, earnings, cash flow, assets, liabilities and prospects of Cox Radio as a whole. In particular, financial projections have been based upon management's current best estimates on the Company's future operating performance. We have assumed and relied on the accuracy and completeness of all such information and on the reasonable preparation, based on the best currently available information, of any assumptions or forecasts, in each case supplied or otherwise made available to us by Cox Radio. Neither Gleacher nor any of its officers, directors, employees, affiliates, advisors, agents or representatives represents or warrants the accuracy or completeness of any of the material set forth herein, and, in particular, no representation or warranty is or can be made as to the accuracy and achievability of any such projections or estimates. We have not assumed responsibility for independently verifying any such information nor undertaken an independent evaluation or appraisal of the assets or liabilities, contingent or otherwise, of Cox Radio or any other entity.

Discussion Materials On April 19, 2009, the Cox Radio Board of Directors adopted a resolution by unanimous written consent clarifying the Special Committee's authority to negotiate with Enterprises and Media with respect to the terms of the Offer, including the Offer Price. Gleacher has been asked by the Special Committee to negotiate on its behalf with Enterprises and Media and their advisors Gleacher still believes that the $3.80 per share offer dated March, 23, 2009 is fair from a financial point of view for Cox Radio shareholders. However, given current trading prices, Enterprises extended the Tender Offer on April 20, 2009 for an additional 10-day period in order to try to meet the majority of the minority condition For the purposes of this meeting, we present the following: Historic share price performance before and after the launch of the Tender Offer Implied offer price based on premiums paid in other minority interest transactions Executive Summary

Discussion Materials Historical Trading Analysis(1) (1) Source: Bloomberg. (2) 16,743,836 Class A Shares outstanding are not already beneficially owned by Cox Enterprises. Presentation to Special Committee on 04/01/09. First day of trading after release of 14D-9 with Special Committee's recommendation on 04/06/09. First day of trading after release of Amendment No. 1 to the 14D-9 on 04/20/09. (3) Volume in thousands. Historical Trading Analysis Prior to Tender Offer Trading Analysis Post Tender Offer(2) (3)

Discussion Materials Minority Interest Premiums Paid Analysis(1) (1) See Appendix for details. (2) Premium calculated using the initial offer price and the one day and four weeks prior to the initial offer. (3) Premium calculated using the final offer price and the one day and four weeks prior to the initial offer. Representative Final Offer Premiums(3) Representative Initial Offer Premiums(2) Implied Price Per Share All Completed All Completed

Appendix Minority Interest Premiums Paid Analysis(1) (1) Source: Company filings. Criteria includes US-based targets in minority transaction deals (tender offers and mergers) since 01/01/04. Consideration paid in all cash. Also excludes deals whereby a third party acquires a majority shareholding from a current majority shareholder that triggers an immediate tender offer for the minority shares. Excludes the acquisition of Eon Labs by Novartis and the acquisition of Genencor by Danisco due to a third party acquiring a significant stake prior to launching a tender offer. (2) Responses marked "NA" when the Special Committee was not formed or has recently been formed and hence no response was or has been given. (3) Figures represent initial offer to prior 1-day and 4-week closing prices. Included for comparative purposes. (4) All of the Erie Family Life Insurance Directors were deemed non-independent and hence no Special Committee was formed. (5) Boston Scientific exercised its option to acquire 50% of the outstanding stock from company management which triggered a mandatory offer for the remaining shares. (6) The Johnson Outdoors tender offer required the affirmative vote of two-thirds of the Class A votes not held by members of the Johnson Family. (7) Mean and median calculations for initial offer premiums and final offer premiums exclude Hearst's 03/25/09 offer for Hearst-Argyle Television. Representative Premiums Paid (5) (6) (4) (2) (3) (3) (7) (7)

EX-99.(A)(5)(N)

Exhibit (a)(5)(N)

Presentation to the Special Committee - Valuation Update April 16, 2009 Strictly Private & Confidential PROJECT FAIRWAY

Disclaimer The following discussion materials are highly confidential and constitute privileged information. These materials are intended only for the Directors of the Special Committee (the "Special Committee") of the Board of Directors of Cox Radio, Inc. ("Cox Radio" or the "Company"), in evaluating the proposed transaction described herein involving Cox Media Group, Inc. ("Media"), a wholly owned subsidiary of Cox Enterprises, Inc. ("Enterprises") and Cox Radio and were not prepared with a view to public disclosure or to conform with any disclosure standards under applicable securities laws or otherwise. These materials may not be copied, reproduced, distributed or shared with any other persons for any reason without the explicit written permission of Gleacher Partners LLC ("Gleacher"), except as required by law. These materials are not intended to provide the sole basis for evaluating the proposed transaction with Cox Radio, do not purport to contain all information that may be required for any such evaluation and should not be considered a recommendation with respect to any transaction. In addition, these materials are not complete without the accompanying oral discussion. No single analysis contained herein can be deemed more or less important than any other analysis and these analyses must be considered, in their totality, with the oral discussion. These materials have been prepared by relying, with Cox Radio's agreement, on information provided by or otherwise made available to us by Cox Radio and public sources and through discussions with members of Cox Radio senior management concerning the business and financial condition, earnings, cash flow, assets, liabilities and prospects of Cox Radio as a whole. In particular, financial projections have been based upon management's current best estimates on the Company's future operating performance. We have assumed and relied on the accuracy and completeness of all such information and on the reasonable preparation, based on the best currently available information, of any assumptions or forecasts, in each case supplied or otherwise made available to us by Cox Radio. Neither Gleacher nor any of its officers, directors, employees, affiliates, advisors, agents or representatives represents or warrants the accuracy or completeness of any of the material set forth herein, and, in particular, no representation or warranty is or can be made as to the accuracy and achievability of any such projections or estimates. We have not assumed responsibility for independently verifying any such information nor undertaken an independent evaluation or appraisal of the assets or liabilities, contingent or otherwise, of Cox Radio or any other entity. PROJECT FAIRWAY

Valuation Update Summary of Key Disclosures Since April 1, 2009(1) ($ in Millions) Key Changes in 2009E Forecast Financial Performance Key Differences between Q1 2009 Actual Performance and February Forecast Summary On April 14, 2009, Cox Enterprises released Q1 2009 financial results and updated 2009E financial forecasts (hereinafter referred to as the March Forecast) Q1 2009 Results Revenue of $75.5 million exceeded February Forecast revenue of $74.9 million OCF of $11.4 million exceeded February Forecast OCF of $10.5 million(2) March Forecast Increases forecast revenue to $341.7 million from $341.5 million in February Forecast Increases forecast OCF to $76.0 million from $73.6 million in February Forecast(2) (1) Source: Company filings. (2) The increase in OCF is mainly due to a decrease in SG&A expense of $3.4 million and $4.8 million for Q1 2009 and full year 2009 forecast, respectively.

Valuation Update Impact on Valuation Methodologies & Financial Update Discounted Cash Flow Analysis Financial Covenant Analysis The forecasted increase in 2009E OCF has increased the implied value per share from a range of $0.67 - $4.32 to a range of $0.93 - $4.71; an increase of between $0.26 - $0.39 The forecasted increase in 2009E OCF and decrease in net debt results in a forecasted leverage ratio of 4.74x at 12/31/09, down from 4.93x Additionally, the OCF headroom at 12/31/09 has increased to $4 million from $1 million No impact Premiums Paid Analysis No impact Historical Trading Analysis On a book value of debt basis, multiples have remained relatively constant. On a market value of debt basis, multiples have fallen due to lower debt prices (Mean 2009E EV / EBITDA has fallen 0.2x) Selected Public Company Analysis

Valuation Update Historical Trading Analysis(1) (1) Source: Bloomberg. (2) 16,743,836 Class A Shares outstanding are not already beneficially owned by Cox Enterprises. Presentation to Special Committee on 04/01/09. First day of trading after release of 14D-9 with Special Committee's recommendation on 04/06/09. (3) Volume in thousands. Historical Trading Analysis Prior to Tender Offer Trading Analysis Post Tender Offer(2) (3)

Valuation Update Selected Public Company Analysis Summary of Selected Public Company Analysis(1) (1) Source: Company filings, Bloomberg, Secondary Market Intelligence and Wall Street Research. All figures adjusted for unusual / non-recurring items and calendarized to December FYE for comparative purposes. Projections from IBES and from Wall Street Research when IBES estimates were unavailable. Market statistics as of 04/14/09. (2) Market value of debt defined as book value of debt multiplied by most recent trading price for each tranche of traded debt. Bond prices from Bloomberg and bank debt prices from Secondary Market Intelligence. For unpriced tranches of debt, estimated market value is equal to the average closing price of the available publicly quoted debt prices of the selected public company universe. Cox Radio debt assumed to be priced at par. (3) 2009E revenue has fallen to $350 million from $354 million and 2009E EBITDA has fallen to $80 million from $82 million. (2) (3)

Valuation Update Discounted Cash Flow Analysis (1) 2009 estimates for D&A, Capital Expenditure, Signal Upgrade Costs, Long-Term Incentive Plans ("LTIP") and change in Working Capital from the February and March Forecast. (2) Debt stated at par value. (3) Cox Communication's $500 million 5.5% Senior Unsecured Notes due 10/01/15 have a yield to maturity of 7.417% as of 04/15/09. Assumptions Implied Price Per Share - March Forecast 2009E Operating Cash Flow based on March Forecast with subsequent years modeled by applying growth expectations in-line with the December 2008 Long Range Plan to 2009E Operating Cash Flow D&A, Capital Expenditures, Signal Upgrade Costs and changes in Working Capital are the dollar values from December 2008 Long Range Plan(1) Taxes are calculated by applying effective tax rate as per October 2008 Long Range Plan and adding back the net deferred taxes as per Company management Analysis assumes 03/31/09 valuation date and $386.3 million of net debt consisting of $384.4 million in debt and ($1.9) million in cash and cash equivalents as of 03/31/09 preliminary balance sheet(2) Free cash flows calculated from 03/31/09 to 12/31/13 and then terminal value calculation is applied thereafter Analysis assumes a range of 1.0% to 3.0% growth rate for the perpetuity growth method Analysis uses a range of WACC values between 9.0% to 12.0% Analysis assumes 8.0% pretax cost of debt(3) Implied Price Per Share - February Forecast Perpetuity Growth Rate Perpetuity Growth Rate Perpetuity Growth Rate Increase in Implied Price Per Share

Valuation Update Financial Covenant Analysis ($ in Millions) (1) Source: Historical figures from Cox Radio filings and estimates as per Cox Radio's management Free Cash Flow and Debt Ratio Analysis from February 2009 Forecast. (2) Leverage Ratio calculated as Net Debt / Operating Cash Flow (3) Minimum Required Operating Cash Flow calculated as End of Year Net Debt divided by 5.0. (4) Headroom defined as LTM Operating Cash Flow less Minimum Operating Cash Flow to maintain covenant compliance depending on the level of debt from the corresponding period. (5) February Forecast estimates Q1 2009 Net Debt of $391 million. Preliminary Q1 Net Debt of $386 million consisting of $384 million in debt and ($2) million in cash. (6) Assumes that increase in forecasted OCF from $74 million to $76 million of $2 million is used to pay down existing debt. OCF Increase of $2 million is tax affected at a 40% rate. (7) Source: Schedule TO Amendment 3 filed on 04/14/09. (2) (4) (5) Covenant Analysis - February Forecast(1) (3) Covenant Analysis - March Forecast (6) (7)

Appendix Selected Public Company Analysis ($ in Millions, Except Per Share) (1) Source: Company filings, Bloomberg, Secondary Market Intelligence and Wall Street Research. All figures adjusted for unusual / non-recurring items and calendarized to December FYE for comparative purposes. Projections from IBES and from Wall Street Research when IBES estimates were unavailable. Market statistics as of 04/14/09. (2) Market value of debt defined as book value of debt multiplied by most recent trading price for each tranche of traded debt. Bond prices from Bloomberg and bank debt prices from Secondary Market Intelligence. For unpriced tranches of debt, estimated market value is equal to the average closing price of the available publicly quoted debt prices of the selected public company universe. Cox Radio's debt assumed to be priced at par. (3) There are no public quotes for Beasley Broadcasting specific debt. Estimated market value is equal to the book value of debt multiplied by the average closing price of the available publicly quoted debt prices of the selected public company universe. (4) Market value of debt statistics for Emmis includes $143.8 million of preferred shares priced to trading as of 04/14/09 ($1.33 per $100 face value). (5) Beasley Broadcast EV / EBITDA multiples excluded from 2008A and 2009E mean and median calculations. (6) Cox Radio Equity Value calculated using share price equal to Offer Price of $3.80 per share. Fully diluted share amount for selected public company analysis includes dilution of restricted stock that would vest if the transaction were completed. Selected Public Company Analysis(1) (5) (2) (6) (6) (5) (4) (3)

Appendix Discounted Cash Flow Analysis ($ in Millions, Except Per Share, Shares in Millions) Free Cash Flow Valuation(1) Terminal Value - Perpetual Growth (1) 2009 estimates from March Forecast. 2010E-2013E Operating Cash Flows use 2009E as a base year and grow Operating Cash Flows by 3.5%, 3.5%, 3.5% and 4.0%, respectively. D&A, LTIP, CapEx, Signal Upgrade Costs and increase in Working Capital ("WC") are the dollar amounts from the October 2008 Long Range Plan except where noted. Taxes calculated off EBIT using rates given in the October 2008 Long Range Plan. Deferred Taxes are the dollar amount from the October 2008 Long Range Plan. Valuation as of 03/31/09. (2) 2009E includes 9 months of 2009E by multiplying full-year 2009 projections by 0.75. (3) From discussions with management, Signal Upgrade Costs scheduled for 2010E in the October Long Range Plan likely to be spread equally over 2010E and 2011E. (4) Terminal Year Free Cash Flow for terminal value calculation excludes Deferred Taxes. The value of Deferred Taxes after 2013 is valued separately. (5) Value of Future Deferred Taxes refers to present value as of 12/31/13 of Deferred Taxes after 2013. Value of Future Deferred Taxes calculated using Cox Radio's Summary of Deferred Taxes as of 12/31/08 less offsets determined from 03/30/09 discussions with management. (2) (3) (4) (5)

EX-99.(A)(5)(O)

Exhibit (a)(5)(O)

Clearance Price Discussion Materials April 23, 2009 Strictly Private & Confidential PROJECT FAIRWAY

Disclaimer The following discussion materials are highly confidential and constitute privileged information. These materials are intended only for the Directors of the Special Committee (the "Special Committee") of the Board of Directors of Cox Radio, Inc. ("Cox Radio" or the "Company"), in evaluating the proposed transaction described herein involving Cox Media Group, Inc. ("Media"), a wholly owned subsidiary of Cox Enterprises, Inc. ("Enterprises") and Cox Radio and were not prepared with a view to public disclosure or to conform with any disclosure standards under applicable securities laws or otherwise. These materials may not be copied, reproduced, distributed or shared with any other persons for any reason without the explicit written permission of Gleacher Partners LLC ("Gleacher"), except as required by law. These materials are not intended to provide the sole basis for evaluating the proposed transaction with Cox Radio, do not purport to contain all information that may be required for any such evaluation and should not be considered a recommendation with respect to any transaction. In addition, these materials are not complete without the accompanying oral discussion. No single analysis contained herein can be deemed more or less important than any other analysis and these analyses must be considered, in their totality, with the oral discussion. Although the transactions used in the following analysis were compared to the proposed transaction for the purposes of this analysis, no transaction is identical to the proposed transaction, because of differences between the business mix, markets served, operations and other characteristics. These materials have been prepared by relying, with Cox Radio's agreement, on information provided by or otherwise made available to us by Cox Radio and public sources and through discussions with members of Cox Radio senior management concerning the business and financial condition, earnings, cash flow, assets, liabilities and prospects of Cox Radio as a whole. We have assumed and relied on the accuracy and completeness of all such information and on the reasonable preparation, based on the best currently available information. Neither Gleacher nor any of its officers, directors, employees, affiliates, advisors, agents or representatives represents or warrants the accuracy or completeness of any of the material set forth herein, and, in particular, no representation or warranty is or can be made as to the accuracy and achievability of any such information. We have not assumed responsibility for independently verifying any such information nor undertaken an independent evaluation or appraisal of the assets or liabilities, contingent or otherwise, of Cox Radio or any other entity. PROJECT FAIRWAY

Clearance Price Discussion Materials Summary(1) (1) Source: Bloomberg. (2) Average share price calculated from given dates to 04/22/09 using closing prices. Share price 1-day prior to offer (03/20/09) was $3.30. (3) Includes US-based targets in minority transaction deals (tender offers and mergers) since 01/01/04 in which consideration was paid in cash, initial offer price was raised and deal was completed. The Clearance Premium of 39% is the median of the Selected Deals. (4) Interim Price defined as average trading price after initial offer announcement and before final offer announcement. The Clearance Premium To Interim Price of 12% is the median of the Selected Deals. Historical Trading Analysis(2) Minority Premiums Paid Analysis(3) Clearance Premium to Interim Price Analysis(4)

Appendix Historical Trading Analysis(1) (1) Source: Bloomberg. (2) 16,743,836 Class A Shares outstanding are not already beneficially owned by Cox Enterprises. Presentation to Special Committee on 04/01/09. First day of trading after release of 14D-9 with Special Committee's recommendation on 04/06/09. First day of trading after release of Amendment No. 1 to the 14D-9 on 04/20/09. (3) Volume in thousands. Historical Trading Analysis Prior to Tender Offer Trading Analysis Post Tender Offer(2) (3)

Appendix Minority Interest Premiums Paid Analysis - Selected Deals(1) (1) See page 4 for Selected Deals. (2) Premium calculated using the initial offer price and the one day and four weeks prior to the initial offer. (3) Premium calculated using the final offer price and the one day and four weeks prior to the initial offer. Representative Clearance Premiums(3) Representative Initial Offer Premiums(2) Implied Clearance Price Per Share

Appendix Minority Interest Premiums Paid Analysis - Selected Deals(1) (1) Source: Company filings. Includes US-based targets in minority transaction deals (tender offers and mergers) since 01/01/04 in which consideration was paid in cash, initial offer price was raised and deal was completed. Representative Premiums Paid

Appendix Clearance Premium to Interim Price Analysis - Selected Deals(1) (1) Source: Company filings. Interim / Interim Price defined as average trading price after initial offer announcement and before final offer announcement. Includes US-based targets in minority transaction deals (tender offers and mergers) since 01/01/04 in which consideration was paid in cash, initial offer price was raised and deal was completed. Representative Clearance Premiums To Interim Price

EX-99.(A)(5)(P)

Exhibit (a)(5)(P)

Review of Citigroup Materials April 27, 2009 Strictly Private & Confidential PROJECT FAIRWAY

Disclaimer The following discussion materials are highly confidential and constitute privileged information. These materials are intended only for the Directors of the Special Committee (the "Special Committee") of the Board of Directors of Cox Radio, Inc. ("Cox Radio" or the "Company"), in evaluating the proposed transaction described herein involving Cox Media Group, Inc. ("Media"), a wholly owned subsidiary of Cox Enterprises, Inc. ("Enterprises") and Cox Radio and were not prepared with a view to public disclosure or to conform with any disclosure standards under applicable securities laws or otherwise. These materials may not be copied, reproduced, distributed or shared with any other persons for any reason without the explicit written permission of Gleacher Partners LLC ("Gleacher"), except as required by law. These materials are not intended to provide the sole basis for evaluating the proposed transaction with Cox Radio, do not purport to contain all information that may be required for any such evaluation and should not be considered a recommendation with respect to any transaction. In addition, these materials are not complete without the accompanying oral discussion. No single analysis contained herein can be deemed more or less important than any other analysis and these analyses must be considered, in their totality, with the oral discussion. These materials have been prepared by relying, with Cox Radio's agreement, on information provided by or otherwise made available to us by Cox Radio and public sources and through discussions with members of Cox Radio senior management concerning the business and financial condition, earnings, cash flow, assets, liabilities and prospects of Cox Radio as a whole. In particular, financial projections have been based upon management's current best estimates on the Company's future operating performance. We have assumed and relied on the accuracy and completeness of all such information and on the reasonable preparation, based on the best currently available information, of any assumptions or forecasts, in each case supplied or otherwise made available to us by Cox Radio. Neither Gleacher nor any of its officers, directors, employees, affiliates, advisors, agents or representatives represents or warrants the accuracy or completeness of any of the material set forth herein, and, in particular, no representation or warranty is or can be made as to the accuracy and achievability of any such projections or estimates. We have not assumed responsibility for independently verifying any such information nor undertaken an independent evaluation or appraisal of the assets or liabilities, contingent or otherwise, of Cox Radio or any other entity. PROJECT FAIRWAY

Review of Citigroup Materials