601 Lexington Avenue
New York, New York 10022
(212) 446-4800
www.kirkland.com |
Facsimile: (212) 446-4900 |
November 20, 2012
VIA EDGAR AND OVERNIGHT DELIVERY
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: | Mr. Larry Spirgel |
Mr. Jonathan Groff |
Re: | Nexstar Broadcasting Group, Inc. |
Amendment No. 1 to Registration Statement on Form S-3 |
File No. 333-184743 |
Filed November 19, 2012 |
Nexstar Broadcasting, Inc. |
Amendment No. 1 to Registration Statement on Form S-3 |
File No. 333-184743-01 |
Filed November 19, 2012 |
Dear Messrs. Spirgel and Groff:
This letter is being furnished on behalf of Nexstar Broadcasting Group, Inc. (NBGI) and Nexstar Broadcasting, Inc. (NBI and, together with NBGI, the Registrants), in response to conversations with the staff of the Division of Corporation Finance (the Staff) of the U.S. Securities and Exchange Commission (the Commission) with respect to Amendment No. 1 (Amendment No. 1) to the Registration Statement on Form S-3 (File Nos. 333-184743 and 333-184743-01) (the Registration Statement) that was filed with the Commission by the Registrants on November 19, 2012 and the Registrants response letter to the Staff that was submitted to the Commission on November 19, 2012.
The Staffs comment has been included in this letter in bold and italics for your convenience. For your convenience, we have also set forth the Companys response to the comment immediately below the comment. In addition, on behalf of the Registrants, we are hereby filing Amendment No. 2 (Amendment No. 2) to the Registration Statement. Amendment No. 2 has been revised to reflect the Registrants response to the oral comment from the Staff and to incorporate certain other updating and conforming changes. All page numbers in the response below refer to Amendment No. 2, except as otherwise noted. We have enclosed a courtesy package, which includes four copies of Amendment No. 2, two of which have been marked to show changes from Amendment No. 1.
Prospectus Cover Page
1. | The Staff reissued its prior comment 2 that the Registrants either further clarify the language one or more other entities, in addition to Nexstar Broadcasting, Inc., that may guarantee some or all of NBGIs debt securities or delete such language. The Staff notes that no other entities are listed in the registration statements. |
Response: Based upon the Staffs comment, the Registrants have revised the cover page of the prospectus by deleting the language as well as one or more other entities.
U.S. Securities and Exchange Commission
Division of Corporation Finance
Page 2
As discussed earlier today and pending the Staffs review of the Registrants response to the Staffs most recent comment, please note that the Registrants intend to furnish a letter on November 21, 2012, acknowledging the statements set forth in the Staffs initial comment letter and to request acceleration of the effective date of the Registration Statement. As discussed earlier today, the Registrants anticipate requesting an effective date of November 26, 2012.
We hope that the foregoing has been responsive to the Staffs comment. If you have any questions related to this letter, please contact me at (212) 446-4844 or my colleague Joshua N. Korff at (212) 446-4943.
Sincerely, |
/s/ Jason K. Zachary |
KIRKLAND & ELLIS LLP |
Cc: | Thomas E. Carter, Chief Financial Officer |
Nexstar Broadcasting Group, Inc.
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