8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 5, 2008

ENTRAVISION COMMUNICATIONS CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	1-15997	95-4783236
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

2425 Olympic Boulevard, Suite 6000 West, Santa Monica, California 90404

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (310) 447-3870

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition.

On November 5, 2008, Entravision Communications Corporation (the “Company”) issued a press release announcing its results of operations for the three-month period ended September 30, 2008. A copy of that press release is furnished herewith as Exhibit 99.1.

The information in this Current Report on Form 8-K, including the exhibit hereto, is being furnished under Item 2.02 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed to be incorporated by reference into any future registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, regardless of the general incorporation language of such filing, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

99.1 Press release issued by Entravision Communications Corporation on November 5, 2008.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	ENTRAVISION COMMUNICATIONS CORPORATION
Date: November 5, 2008	By:	/s/ Walter F. Ulloa
		Walter F. Ulloa
		Chairman and Chief Executive   Officer

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EXHIBIT INDEX

Exhibit Number	Description of Exhibit
99.1	Press release issued by Entravision Communications Corporation on November 5, 2008.

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EX-99.1

EXHIBIT 99.1

ENTRAVISION COMMUNICATIONS CORPORATION REPORTS

THIRD QUARTER 2008 RESULTS

-Third Quarter 2008 Net Revenue Decreases 5%-

-Repurchases 3.1 Million Shares in the Third Quarter-

SANTA MONICA, CALIFORNIA, November 5, 2008 – Entravision Communications Corporation (NYSE: EVC) today reported financial results for the three- and nine-month periods ended September 30, 2008.

Historical results, which are attached, are in thousands of U.S. dollars (except share and per share data). The results of our outdoor operations are presented in discontinued operations within the statements of operations in accordance with SFAS 144, “Accounting for the Impairment or Disposal of Long-Lived Assets”. This press release contains certain non-GAAP financial measures as defined by SEC Regulation G. The GAAP financial measure most directly comparable to each of these non-GAAP financial measures, and a table reconciling each of these non-GAAP financial measures to its most directly comparable GAAP financial measure, is included beginning on page 8. Unaudited financial highlights are as follows:

	Three-Month Period Ended September 30,								Nine-Month Period Ended September 30,
	2008			2007			% Change		2008			2007		% Change
Net revenue	$	60,988		$	64,101		(5	)%	$	179,573		$	187,532	(4	)%
Operating expenses (1)		36,977			35,938		3	%		109,284			107,756	1	%
Corporate expenses (2)		3,772			3,682		2	%		12,703			12,684	0	%
Consolidated adjusted EBITDA (3)		21,122			25,280		(16	)%		60,156			69,497	(13	)%
Free cash flow (4)	$	8,756		$	14,176		(38	)%	$	23,042		$	37,321	(38	)%
Free cash flow per share, basic and diluted (4)	$	0.10		$	0.14		(29	)%	$	0.25		$	0.36	(31	)%
Net income (loss) from continuing operations	$	(354,491	)	$	1,246		NM		$	(349,881	)	$	13,926	NM
Net income (loss) applicable to common stockholders	$	(354,491	)	$	(1,377	)	NM		$	(351,454	)	$	3,934	NM
Net income (loss) per share from continuing operations applicable to common stockholders, basic and diluted	$	(3.98	)	$	0.01		NM		$	(3.80	)	$	0.13	NM
Net income (loss) per share applicable to common stockholders, basic and diluted	$	(3.98	)	$	(0.01	)	NM		$	(3.82	)	$	0.04	NM
Weighted average common shares outstanding, basic		89,130,413			102,516,344					92,029,671			103,512,026
Weighted average common shares outstanding, diluted		89,130,413			103,224,022					92,029,671			104,206,434

(1) Operating expenses include direct operating, selling, general and administrative expenses. Included in operating expenses are $0.4 million and $0.2 million of non-cash stock-based compensation for the three-month periods ended September 30, 2008 and 2007, respectively and $1.0 million and $0.9 million of non-cash stock-based compensation for the nine-month periods ended September 30, 2008 and 2007, respectively. Operating expenses do not include corporate expenses, depreciation and amortization, impairment loss and gain (loss) on sale of assets.

(2) Corporate expenses include $0.5 million and $0.4 million of non-cash stock-based compensation for the three-month periods ended September 30, 2008 and 2007, respectively and $1.4 million and $1.4 million of non-cash stock-based compensation for the nine-month periods ended September 30, 2008 and 2007, respectively.

(3) Consolidated adjusted EBITDA means operating income (loss) plus (gain) loss on sale of assets, depreciation and amortization, non-cash impairment loss, non-cash stock-based compensation included in operating and corporate expenses and syndication programming amortization less syndication programming payments. We use the term consolidated adjusted EBITDA because that measure is defined in our syndicated bank credit facility and does not include (gain) loss on sale of assets, depreciation and amortization, non-cash impairment loss, non-cash stock-based compensation, net interest expense, income tax expense (benefit), equity in net income (loss) of nonconsolidated affiliate, loss from discontinued operations and syndication programming amortization and does include syndication programming payments. The definition of operating income (loss), and thus consolidated adjusted EBITDA, excludes (gain) loss on sale of assets, depreciation and amortization, non-cash impairment loss, non-cash stock-based compensation, net interest expense, income tax expense (benefit), equity in net income (loss) of nonconsolidated affiliate, loss from discontinued operations and syndication programming amortization. While many in the financial community and we consider consolidated adjusted EBITDA to be important, it should be considered in addition to, but not as a substitute for or superior to, other measures of liquidity and financial performance prepared in accordance with accounting principles generally accepted in the United States of America, such as cash flows from operating activities, operating income and net income. As consolidated adjusted EBITDA excludes non-cash (gain) loss of sales of assets, non-cash depreciation and amortization, non-cash impairment loss, non-cash stock-based compensation, net interest expense, income tax expense (benefit), equity in net income (loss) of nonconsolidated affiliate, loss from discontinued operations and syndication programming

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amortization and includes syndication programming payments, consolidated adjusted EBITDA has certain limitations because it excludes and includes several important non-cash financial line items. Therefore, we consider both non-GAAP and GAAP measures when evaluating our business. Consolidated adjusted EBITDA is also used to make executive compensation decisions.

(4) Free cash flow is defined as consolidated adjusted EBITDA less cash paid for income taxes, net interest expense and capital expenditures. Net interest expense is defined as interest expense, less non-cash interest expense relating to amortization of debt finance costs, less interest income less the change in the fair value of our interest rate swaps. Free cash flow per share is defined as free cash flow divided by the diluted weighted average common shares outstanding.

Commenting on the Company’s earnings results, Walter F. Ulloa, Chairman and Chief Executive Officer, said, “Our third quarter financial results were impacted by the economic environment and related advertising slowdown across the majority of our markets. We have taken steps to reduce our costs and operate as efficiently as possible in an effort to maximize our cash flows, without sacrificing the quality of our content or marketing efforts. We have also maintained a strong balance sheet and ample financial flexibility. Our audience shares remain strong and we remain focused on further growing our presence in the nation’s fastest growing and most densely populated markets. We believe we are in a solid position to capitalize on our market leadership when the economy recovers.”

The Company also announced that it repurchased 3.1 million shares of Class A common stock for approximately $10.1 million in the third quarter of 2008. The Company announced that it repurchased an additional 0.9 million shares of Class A common stock for approximately $1.9 million as of October 31, 2008. The Company also announced that it has taken steps to reduce operating and corporate expense throughout the company.

Impairment of Television and Radio Segment Intangibles

The Company recorded an impairment charge of $440 million related to television and radio FCC broadcasting licenses and goodwill as a result of an appraisal recently conducted on certain television and radio assets.

Financial Results

Three Months Ended September 30, 2008 Compared to Three Months Ended September 30, 2007

(Unaudited)

	Three-Month Period Ended September 30,
	2008			2007			% Change
Net revenue	$	60,988		$	64,101		(5	)%
Operating expenses (1)		36,977			35,938		3	%
Corporate expenses (1)		3,772			3,682		2	%
Depreciation and amortization		5,998			5,670		6	%
Impairment charge		440,020			—		NM
Operating income (loss)		(425,779	)		18,811		NM
Interest expense, net		(7,550	)		(16,979	)	(56	)%
Income (loss) before income taxes		(433,329	)		1,832		NM
Income tax (expense) benefit		78,847			(831	)	NM
Income (loss) before equity in net income (loss) of nonconsolidated affiliates and discontinued operations		(354,482	)		1,001		NM
Equity in net income (loss) of nonconsolidated affiliates		(9	)		245		NM
Income (loss) from continuing operations		(354,491	)		1,246		NM
Loss from discontinued operations, net of tax		—			(2,623	)	NM
Net loss	$	(354,491	)	$	(1,377	)	NM

(1) Operating expenses and corporate expenses are defined on page 1.

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Net revenue decreased to $61.0 million for the three-month period ended September 30, 2008 from $64.1 million for the three-month period ended September 30, 2007, a decrease of $3.1 million. Of the overall decrease, $2.4 million came from our television segment and was primarily attributable to a decrease in national and local advertising sales and advertising rates, which in turn was primarily due to the weak economy. Additionally, $0.7 million of the decrease came from our radio segment and was primarily attributable to a decrease in local advertising sales and local advertising rates, which in turn was primarily due to the weak economy.

Operating expenses increased to $37.0 million for the three-month period ended September 30, 2008 from $35.9 million for the three-month period ended September 30, 2007, an increase of $1.1 million. The increase was primarily attributable to an increase in third quarter expenses associated with moving our annual Los Angeles promotional event from the second quarter to the third quarter in 2008, as well as an increase in wages, rating services and rent expense, partially offset by a decrease in expenses associated with the decrease in net revenue.

Corporate expenses increased to $3.8 million for the three-month period ended September 30, 2008 from $3.7 million for the three-month period ended September 30, 2007, an increase of $0.1 million. The increase was attributable to an increase in non-cash stock-based compensation of $0.1 million.

The Company recorded an impairment charge of $440 million related to television and radio FCC broadcasting licenses and goodwill as a result of an appraisal recently conducted on certain television and radio assets.

Nine Months Ended September 30, 2008 Compared to Nine Months Ended September 30, 2007

(Unaudited)

	Nine-Month Period Ended September 30,
	2008			2007			% Change
Net revenue	$	179,573		$	187,532		(4	)%
Operating expenses (1)		109,284			107,756		1	%
Corporate expenses (1)		12,703			12,684		0	%
Depreciation and amortization		17,185			16,993		1	%
Impairment charge		440,020			—		NM
Operating income (loss)		(399,619	)		50,099		NM
Interest expense, net		(26,256	)		(27,330	)	(4	)%
Income (loss) before income taxes		(425,875	)		22,769		NM
Income tax (expense) benefit		76,167			(9,248	)	NM
Income (loss) before equity in net income (loss) of nonconsolidated affiliates and discontinued operations		(349,708	)		13,521		NM
Equity in net income (loss) of nonconsolidated affiliates		(173	)		405		NM
Income (loss) from continuing operations		(349,881	)		13,926		NM
Loss from discontinued operations, net of tax		(1,573	)		(9,992	)	(84	)%
Net income (loss)	$	(351,454	)	$	3,934		NM

(1) Operating expenses and corporate expenses are defined on page 1.

Net revenue decreased to $179.5 million for the nine-month period ended September 30, 2008 from $187.5 million for the nine-month period ended September 30, 2007, a decrease of $8.0 million. Of the overall decrease, $4.5 million came from our television segment and was primarily attributable to a decrease in national advertising rates, which in turn was primarily due to the weak economy. Additionally, $3.5 million of the decrease came from our radio segment and was primarily attributable to a decrease in local advertising sales and local advertising rates, which in turn was primarily due to the weak economy.

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Operating expenses increased to $109.3 million for the nine-month period ended September 30, 2008 from $107.8 million for the nine-month period ended September 30, 2007, an increase of $1.5 million. The increase was primarily attributable to an increase in wages, rating services and syndication expense, partially offset by a decrease in expenses associated with the decrease in net revenue.

Corporate expenses were $12.7 million for each the nine-month periods ended September 30, 2008 and 2007.

The Company recorded an impairment charge of $440 million related to television and radio FCC broadcasting licenses and goodwill as a result of an appraisal recently conducted on certain television and radio assets.

Segment Results

The following represents selected unaudited segment information:

	Three-Month Period Ended September 30,
	2008		2007		% Change
Net Revenue
Television	$	37,479	$	39,917	(6	)%
Radio		23,509		24,184	(3	)%
Total	$	60,988	$	64,101	(5	)%
Operating Expenses (1)
Television	$	21,908	$	22,103	(1	)%
Radio		15,069		13,835	9	%
Total	$	36,977	$	35,938	3	%
Corporate Expenses (1)	$	3,772	$	3,682	2	%
Consolidated adjusted EBITDA (1)	$	21,122	$	25,280	(16	)%

(1) Operating expenses, Corporate expenses, and Consolidated adjusted EBITDA are defined on page 1.

Commencing with the fourth quarter of 2008, the company will no longer be providing forward-looking guidance.

Entravision Communications Corporation will hold a conference call to discuss its 2008 third quarter results on November 5, 2008 at 5 p.m. Eastern Time. To access the conference call, please dial 412-858-4600 ten minutes prior to the start time. The call will be webcast live and archived for replay at www.entravision.com.

Entravision Communications Corporation is a diversified Spanish-language media company utilizing a combination of television and radio operations to reach Hispanic consumers across the United States, as well as the border markets of Mexico. Entravision is the largest affiliate group of both the top-ranked Univision television network and Univision’s TeleFutura network, with television stations in 20 of the nation’s top 50 Hispanic markets. The company also operates one of the nation’s largest groups of primarily Spanish-language radio stations, consisting of 48 owned and operated radio stations. Entravision shares of Class A Common Stock are traded on The New York Stock Exchange under the symbol: EVC.

This press release contains certain forward-looking statements. These forward-looking statements, which are included in accordance with the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, may involve known and unknown risks, uncertainties and other factors that may cause the Company’s actual results and performance in future periods to be materially

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different from any future results or performance suggested by the forward-looking statements in this press release. Although the Company believes the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that actual results will not differ materially from these expectations, and the Company disclaims any duty to update any forward-looking statements made by the Company. From time to time, these risks, uncertainties and other factors are discussed in the Company’s filings with the Securities and Exchange Commission.

# # #

(Financial Table Follows)

For more information, please contact:
Christopher T. Young	Mike Smargiassi/Andres Ortega
Chief Financial Officer	Brainerd Communicators, Inc.
Entravision Communications Corporation	212-986-6667
310-447-3870

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Entravision Communications Corporation

Consolidated Statements of Operations

(In thousands, except share and per share data)

(Unaudited)

	Three-Month Period Ended September 30,						Nine-Month Period Ended September 30,
	2008			2007			2008			2007
Net revenue (including related parties of $0, $150, $182 and $450)	$	60,988		$	64,101		$	179,573		$	187,532
Expenses:
Direct operating expenses (including related parties of $3,010, $3,203, $8,582 and $9,132) (including non-cash stock-based compensation of $173, $105, $462 and $356)		25,583			25,204			76,258			74,429
Selling, general and administrative expenses (including non-cash stock-based compensation of $217, $135, $579 and $535)		11,394			10,734			33,026			33,327
Corporate expenses (including non-cash stock-based compensation of $506, $397, $1,409 and $1,415)		3,772			3,682			12,703			12,684
Depreciation and amortization (includes direct operating of $4,706, $4,448, $13,432 and $13,338; selling, general and administrative of $1,006, $1,003, $2,991 and $3,005; and corporate of $286, $219, $762 and $650) (including related parties of $580, $580, $1,740 and $1,740)		5,998			5,670			17,185			16,993
Impairment charge		440,020			—			440,020			—
		486,767			45,290			579,192			137,433
Operating income (loss)		(425,779	)		18,811			(399,619	)		50,099
Interest expense (including related parties of $44, $58, $156 and $199)		(8,172	)		(18,304	)		(27,595	)		(31,221	)
Interest income		622			1,325			1,339			3,891
Income (loss) before income taxes		(433,329	)		1,832			(425,875	)		22,769
Income tax (expense) benefit		78,847			(831	)		76,167			(9,248	)
Income (loss) before equity in net income (loss) of nonconsolidated affiliate and discontinued operations		(354,482	)		1,001			(349,708	)		13,521
Equity in net income (loss) of nonconsolidated affiliate		(9	)		245			(173	)		405
Income (loss) from continuing operations		(354,491	)		1,246			(349,881	)		13,926
Loss from discontinued operations, net of tax benefit of $0, $1,666, $604 and $5,826		—			(2,623	)		(1,573	)		(9,992	)
Net income (loss) applicable to common stockholders	$	(354,491	)	$	(1,377	)	$	(351,454	)	$	3,934
Basic and diluted earnings per share:
Net income (loss) per share from continuing operations applicable to common stockholders, basic and diluted	$	(3.98	)	$	0.01		$	(3.80	)	$	0.13
Net loss per share from discontinued operations, basic and diluted	$	—		$	(0.02	)	$	(0.02	)	$	(0.09	)
Net income (loss) per share applicable to common stockholders, basic and diluted	$	(3.98	)	$	(0.01	)	$	(3.82	)	$	0.04
Weighted average common shares outstanding, basic		89,130,413			102,516,344			92,029,671			103,512,026
Weighted average common shares outstanding, diluted		89,130,413			103,224,022			92,029,671			104,206,434

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Entravision Communications Corporation

Consolidated Statements of Cash Flows

(Unaudited; in thousands)

	Three-Month Period Ended September 30,						Nine-Month Period Ended September 30,
	2008			2007			2008			2007
Cash flows from operating activities:
Net income (loss)	$	(354,491	)	$	(1,377	)	$	(351,454	)	$	3,934
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		5,998			5,670			17,185			16,993
Impairment charge		440,020			—			440,020			—
Deferred income taxes		(79,198	)		330			(77,537	)		7,563
Amortization of debt issue costs		100			101			302			303
Amortization of syndication contracts		700			663			2,255			1,078
Payments on syndication contracts		(713	)		(501	)		(2,135	)		(979	)
Equity in net (income) loss of nonconsolidated affiliate		9			(245	)		173			(405	)
Non-cash stock-based compensation		896			637			2,450			2,306
Change in fair value of interest rate swap agreements		436			10,263			3,647			7,467
Changes in assets and liabilities, net of effect of acquisitions and dispositions:
(Increase) decrease in accounts receivable		3,490			(1,130	)		3,648			(7,113	)
Increase in prepaid expenses and other assets		(178	)		(1,112	)		(100	)		(1,243	)
Increase (decrease) in accounts payable, accrued expenses and other liabilities		(1,445	)		398			(3,205	)		(1,058	)
Effect of discontinued operations		—			2,722			(2,230	)		11,540
Net cash provided by operating activities		15,624			16,419			33,019			40,386
Cash flows from investing activities:
Proceeds from sale of property and equipment and intangibles		—			—			101,498			20
Purchases of property and equipment and intangibles		(5,007	)		(4,087	)		(13,415	)		(13,490	)
Purchase of a business		—			—			(22,885	)		—
Deposits on acquisitions		(200	)		—			(200	)		—
Effect of discontinued operations		—			(81	)		(194	)		(1,263	)
Net cash provided by (used in) investing activities		(5,207	)		(4,168	)		64,804			(14,733	)
Cash flows from financing activities:
Proceeds from issuance of common stock		299			1,315			785			6,792
Payments on long-term debt		(2	)		(1,276	)		(11,036	)		(2,420	)
Repurchase of Class U common stock		—			—			(10,380	)		—
Repurchase of Class A common stock		(10,245	)		(42,605	)		(46,538	)		(45,445	)
Change in excess tax benefits from exercise of stock options		—			97			(25	)		573
Net cash used in financing activities		(9,948	)		(42,469	)		(67,194	)		(40,500	)
Net increase (decrease) in cash and cash equivalents		469			(30,218	)		30,629			(14,847	)
Cash and cash equivalents:
Beginning		117,105			133,896			86,945			118,525
Ending	$	117,574		$	103,678		$	117,574		$	103,678

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Entravision Communications Corporation

Reconciliation of Consolidated Adjusted EBITDA to Cash Flows From Operating Activities

(Unaudited; in thousands)

The most directly comparable GAAP financial measure is operating cash flow. A reconciliation of this non-GAAP measure to cash flows from operating activities for each of the periods presented is as follows:

	Three-Month Period Ended September 30,						Nine-Month Period Ended September 30,
	2008			2007			2008			2007
Consolidated adjusted EBITDA (1)	$	21,122		$	25,280		$	60,156		$	69,497
Interest expense		(8,172	)		(18,304	)		(27,595	)		(31,221	)
Interest income		622			1,325			1,339			3,891
Income tax (expense) benefit		78,847			(831	)		76,167			(9,248	)
Amortization of syndication contracts		(700	)		(663	)		(2,255	)		(1,078	)
Payments on syndication contracts		713			501			2,135			979
Non-cash stock-based compensation included in direct operating expenses		(173	)		(105	)		(462	)		(356	)
Non-cash stock-based compensation included in selling, general and administrative expenses		(217	)		(135	)		(579	)		(535	)
Non-cash stock-based compensation included in corporate expenses		(506	)		(397	)		(1,409	)		(1,415	)
Depreciation and amortization		(5,998	)		(5,670	)		(17,185	)		(16,993	)
Impairment charge		(440,020	)		—			(440,020	)		—
Equity in net income (loss) of nonconsolidated affiliates		(9	)		245			(173	)		405
Loss from discontinued operations		—			(2,623	)		(1,573	)		(9,992	)
Net income (loss)		(354,491	)		(1,377	)		(351,454	)		3,934
Depreciation and amortization		5,998			5,670			17,185			16,993
Impairment charge		440,020			—			440,020			—
Deferred income taxes		(79,198	)		330			(77,537	)		7,563
Amortization of debt issue costs		100			101			302			303
Amortization of syndication contracts		700			663			2,255			1,078
Payments on syndication contracts		(713	)		(501	)		(2,135	)		(979	)
Equity in net (income) loss of nonconsolidated affiliate		9			(245	)		173			(405	)
Non-cash stock-based compensation		896			637			2,450			2,306
Change in fair value of interest rate swap agreements		436			10,263			3,647			7,467
Changes in assets and liabilities, net of effect of acquisitions and dispositions:
(Increase) decrease in accounts receivable		3,490			(1,130	)		3,648			(7,113	)
Increase in prepaid expenses and other assets		(178	)		(1,112	)		(100	)		(1,243	)
Increase (decrease) in accounts payable, accrued expenses and other liabilities		(1,445	)		398			(3,205	)		(1,058	)
Effect of discontinued operations		—			2,722			(2,230	)		11,540
Cash flows from operating activities	$	15,624		$	16,419		$	33,019		$	40,386

(1) Consolidated adjusted EBITDA is defined on page 1.

Entravision Communications

Page 9 of 9

Entravision Communications Corporation

Reconciliation of Free Cash Flow to Net Income (Loss)

(Unaudited; in thousands)

The most directly comparable GAAP financial measure is net income. A reconciliation of this non-GAAP measure to net income for each of the periods presented is as follows:

	Three-Month Period Ended September 30,						Nine-Month Period Ended September 30,
	2008			2007			2008			2007
Consolidated adjusted EBITDA (1)	$	21,122		$	25,280		$	60,156		$	69,497
Net interest expense (1)		7,013			6,615			22,306			19,560
Cash paid for income taxes		350			403			1,394			1,111
Capital expenditures (2)		5,003			4,086			13,414			11,505
Free cash flow (1)		8,756			14,176			23,042			37,321
Capital expenditures (2)		5,003			4,086			13,414			11,505
Non-cash interest (expense) income relating to amortization of debt finance costs and interest rate swap agreements		(537	)		(10,364	)		(3,950	)		(7,770	)
Non-cash income tax (expense) benefit		79,197			(428	)		77,561			(8,137	)
Amortization of syndication contracts		(700	)		(663	)		(2,255	)		(1,078	)
Payments on syndication contracts		713			501			2,135			979
Non-cash stock-based compensation included in direct operating expenses		(173	)		(105	)		(462	)		(356	)
Non-cash stock-based compensation included in selling, general and administrative expenses		(217	)		(135	)		(579	)		(535	)
Non-cash stock-based compensation included in corporate expenses		(506	)		(397	)		(1,409	)		(1,415	)
Depreciation and amortization		(5,998	)		(5,670	)		(17,185	)		(16,993	)
Impairment charge		(440,020	)		—			(440,020	)		—
Equity in net income (loss) of nonconsolidated affiliates		(9	)		245			(173	)		405
Loss from discontinued operations		—			(2,623	)		(1,573	)		(9,992	)
Net income (loss)	$	(354,491	)	$	(1,377	)	$	(351,454	)	$	3,934

(1) Consolidated adjusted EBITDA, net interest expense and free cash flow are defined on page 1.

(2) Capital expenditures is not part of the consolidated statement of operations.