9. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS:

Sinclair Television Group, Inc. (STG), a wholly-owned subsidiary and the television operating subsidiary of Sinclair Broadcast Group, Inc. (SBG), is the primary obligor under the Bank Credit Agreement, the 5.375% Notes, the 6.125% Notes, the 8.375% Notes and the 9.25% Notes. Our Class A Common Stock, Class B Common Stock, the 4.875% Notes and the 3.0% Notes, as of March 31, 2013, were obligations or securities of SBG and not obligations or securities of STG. SBG was the obligor of the 6.0% Notes until they were fully redeemed in 2011. SBG is a guarantor under the Bank Credit Agreement, the 5.375% Notes, the 6.125% Notes, the 9.25% Notes and the 8.375% Notes. As of March 31, 2013, our consolidated total debt of $2,270.9 million included $2,182.4 million of debt related to STG and its subsidiaries of which SBG guaranteed $2,128.7 million.

SBG, KDSM, LLC, a wholly-owned subsidiary of SBG, and STG’s wholly-owned subsidiaries (guarantor subsidiaries), have fully and unconditionally guaranteed, subject to certain customary automatic release provisions, all of STG’s obligations. Those guarantees are joint and several. There are certain contractual restrictions on the ability of SBG, STG or KDSM, LLC to obtain funds from their subsidiaries in the form of dividends or loans.

The following condensed consolidating financial statements present the consolidating balance sheets, consolidating statements of operations and comprehensive income and consolidating statements of cash flows of SBG, STG, KDSM, LLC and the guarantor subsidiaries, the direct and indirect non-guarantor subsidiaries of SBG and the eliminations necessary to arrive at our information on a consolidated basis. These statements are presented in accordance with the disclosure requirements under SEC Regulation S-X, Rule 3-10.

Certain revisions have been made to correct immaterial errors in the condensed consolidating statement of operations and comprehensive income for the three months ended March 31, 2012. The revisions to the condensed consolidating statements of operations and comprehensive income for the three months ended March 31, 2012 increased depreciation, amortization and other operating expenses by $0.2 million and increased net loss attributable to noncontrolling interests for the Non-guarantor Subsidiaries by $0.3 million, with corresponding offsetting adjustments to the same items in the Eliminations column. These revisions had no effect on amounts presented for SBG, STG, the Guarantor Subsidiaries and KDSM, LLC or Sinclair Consolidated.

CONDENSED CONSOLIDATING BALANCE SHEET

AS OF MARCH 31, 2013

(in thousands) (unaudited)

	Sinclair Broadcast Group, Inc.			Sinclair Television Group, Inc.			Guarantor Subsidiaries and KDSM, LLC			Non- Guarantor Subsidiaries			Eliminations			Sinclair Consolidated

Cash	$	—		$	6,499		$	656		$	18,670		$	—		$	25,825
Accounts and other receivables	87			830			192,134			6,596			(1,539		)	198,108
Other current assets	587			3,408			42,494			8,756			(1,960		)	53,285
Assets held for sale	—			—			15,714			—			—			15,714
Total current assets	674			10,737			250,998			34,022			(3,499		)	292,932

Property and equipment, net	5,972			9,481			318,131			108,759			(10,801		)	431,542

Investment in consolidated subsidiaries	—			1,655,442			1,927			—			(1,657,369		)	—
Restricted cash — long-term	—			24,947			223			—			—			25,170
Other long-term assets	83,808			392,485			54,184			132,134			(455,725		)	206,886
Total other long-term assets	83,808			2,072,874			56,334			132,134			(2,113,094		)	232,056

Acquired intangible assets	—			—			1,701,289			162,188			(85,479		)	1,777,998

Total assets	$	90,454		$	2,093,092		$	2,326,752		$	437,103		$	(2,212,873	)	$	2,734,528

Accounts payable and accrued liabilities	$	511		$	90,902		$	74,960		$	10,501		$	(622	)	$	176,252
Current portion of long-term debt	500			32,662			853			12,351			—			46,366
Current portion of affiliate long-term debt	1,176			—			914			742			(742		)	2,090
Other current liabilities	2,638			—			75,352			8,194			(1,676		)	84,508
Liabilities held for sale	—			—			1,948			—			—			1,948
Total current liabilities	4,825			123,564			154,027			31,788			(3,040		)	311,164

Long-term debt	12,415			2,071,357			36,476			81,381			—			2,201,629
Affiliate long-term debt	5,953			—			14,824			272,636			(272,636		)	20,777
Dividends in excess of investment in consolidated subsidiaries	116,435			—			—			—			(116,435		)	—
Other liabilities	55,554			5,864			467,025			113,047			(343,245		)	298,245
Total liabilities	195,182			2,200,785			672,352			498,852			(735,356		)	2,831,815

Common stock	817			—			10			—			(10		)	817
Additional paid-in capital	608,235			(192,086		)	1,012,966			66,747			(887,627		)	608,235
Accumulated (deficit) earnings	(708,748		)	87,813			644,410			(139,840		)	(592,383		)	(708,748		)
Accumulated other comprehensive (loss) income	(5,032		)	(3,420		)	(2,986		)	3,903			2,503			(5,032		)
Total Sinclair Broadcast Group (deficit) equity	(104,728		)	(107,693		)	1,654,400			(69,190		)	(1,477,517		)	(104,728		)
Noncontrolling interests in consolidated subsidiaries	—			—			—			7,441			—			7,441
Total liabilities and equity (deficit)	$	90,454		$	2,093,092		$	2,326,752		$	437,103		$	(2,212,873	)	$	2,734,528

CONDENSED CONSOLIDATING BALANCE SHEET

AS OF DECEMBER 31, 2012

(in thousands)

	Sinclair Broadcast Group, Inc.			Sinclair Television Group, Inc.			Guarantor Subsidiaries and KDSM, LLC			Non- Guarantor Subsidiaries			Eliminations			Sinclair Consolidated

Cash	$	—		$	7,230		$	199		$	15,436		$	—		$	22,865
Accounts and other receivables	152			907			175,837			7,622			(622		)	183,896
Other current assets	2,821			2,342			56,522			9,028			(3,383		)	67,330
Assets held for sale	—			—			30,357			—			—			30,357
Total current assets	2,973			10,479			262,915			32,086			(4,005		)	304,448

Property and equipment, net	6,315			8,938			321,873			113,454			(10,867		)	439,713

Investment in consolidated subsidiaries	—			1,636,504			1,956			—			(1,638,460		)	—
Restricted cash — long term	—			2			223			—			—			225
Other long-term assets	84,055			375,687			60,114			112,757			(429,862		)	202,751
Total other long-term assets	84,055			2,012,193			62,293			112,757			(2,068,322		)	202,976

Goodwill and other intangible assets	—			—			1,706,646			153,961			(78,047		)	1,782,560

Total assets	$	93,343		$	2,031,610		$	2,353,727		$	412,258		$	(2,161,241	)	$	2,729,697

Accounts payable and accrued liabilities	$	326		$	61,165		$	83,049		$	9,379		$	(102	)	$	153,817
Current portion of long-term debt	483			31,113			800			15,226			—			47,622
Current portion of affiliate long-term debt	1,102			—			602			433			(433		)	1,704
Other current liabilities	—			—			96,288			8,871			(3,099		)	102,060
Liabilities held for sale	—			—			2,397			—			—			2,397
Total current liabilities	1,911			92,278			183,136			33,909			(3,634		)	307,600

Long-term debt	12,502			2,088,586			36,705			73,073			—			2,210,866
Affiliate long-term debt	6,303			—			6,884			267,521			(267,521		)	13,187
Dividends in excess of investment in consolidated subsidiaries	178,869			—			—			—			(178,869		)	—
Other liabilities	10,708			2,509			491,845			103,007			(309,972		)	298,097
Total liabilities	210,293			2,183,373			718,570			477,510			(759,996		)	2,829,750

Common stock	812			—			10			—			(10		)	812
Additional paid-in capital	600,928			(175,973		)	1,084,302			64,096			(972,425		)	600,928
Accumulated (deficit) earnings	(713,697		)	27,597			553,777			(147,299		)	(434,075		)	(713,697		)
Accumulated other comprehensive (loss) gain	(4,993		)	(3,387		)	(2,932		)	1,054			5,265			(4,993		)
Total Sinclair Broadcast Group shareholders’ (deficit) equity	(116,950		)	(151,763		)	1,635,157			(82,149		)	(1,401,245		)	(116,950		)
Noncontrolling interests in consolidated subsidiaries	—			—			—			16,897			—			16,897
Total liabilities and equity (deficit)	$	93,343		$	2,031,610		$	2,353,727		$	412,258		$	(2,161,241	)	$	2,729,697

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME

FOR THE THREE MONTHS ENDED MARCH 31, 2013

(in thousands) (unaudited)

	Sinclair Broadcast Group, Inc.			Sinclair Television Group, Inc.			Guarantor Subsidiaries and KDSM, LLC			Non- Guarantor Subsidiaries			Eliminations			Sinclair Consolidated

Net revenue	$	—		$	—		$	270,547		$	23,917		$	(11,846	)	$	282,618

Program and production	—			32			82,700			5,588			(7,887		)	80,433
Selling, general and administrative	824			9,917			51,203			5,689			(4,445		)	63,188
Depreciation, amortization and other operating expenses	342			299			62,103			14,981			(2,384		)	75,341
Total operating expenses	1,166			10,248			196,006			26,258			(14,716		)	218,962

Operating (loss) income	(1,166		)	(10,248		)	74,541			(2,341		)	2,870			63,656

Equity in earnings of consolidated subsidiaries	17,849			46,717			(30		)	—			(64,536		)	—
Interest expense	(311		)	(35,233		)	(1,115		)	(6,187		)	5,149			(37,697		)
Other income (expense)	956			7,438			(7,288		)	(1,257		)	(444		)	(595		)
Total other income (expense)	18,494			18,922			(8,433		)	(7,444		)	(59,831		)	(38,292		)

Income tax benefit (provision)	(331		)	7,986			(18,734		)	2,230			—			(8,849		)
Income (loss) from discontinued operations	—			(58		)	413			—			—			355
Net income (loss)	16,997			16,602			47,787			(7,555		)	(56,961		)	16,870
Net loss attributable to the noncontrolling interests	—			—			—			127			—			127
Net income (loss) attributable to Sinclair Broadcast Group	$	16,997		$	16,602		$	47,787		$	(7,428	)	$	(56,961	)	$	16,997

Comprehensive income (loss)	$	16,831		$	16,563		$	47,787		$	(7,428	)	$	(56,922	)	$	16,831

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME

FOR THE THREE MONTHS ENDED MARCH 31, 2012

(in thousands) (unaudited)

	Sinclair Broadcast Group, Inc.			Sinclair Television Group, Inc.			Guarantor Subsidiaries and KDSM, LLC			Non- Guarantor Subsidiaries			Eliminations			Sinclair Consolidated

Net revenue	$	—		$	—		$	208,746		$	15,674		$	(2,046	)	$	222,374

Program and production	—			8			61,485			76			(1,772		)	59,797
Selling, general and administrative	853			13,631			29,501			1,195			(101		)	45,079
Depreciation, amortization and other operating expenses	383			351			42,497			14,511			(138		)	57,604
Total operating expenses	1,236			13,990			133,483			15,782			(2,011		)	162,480

Operating (loss) income	(1,236		)	(13,990		)	75,263			(108		)	(35		)	59,894

Equity in earnings of consolidated subsidiaries	30,191			51,860			—			—			(82,051		)	—
Interest expense	(340		)	(24,764		)	(1,219		)	(6,244		)	5,180			(27,387		)
Other income (expense)	600			(283		)	23			1,201			(129		)	1,412
Total other income (expense)	30,451			26,813			(1,196		)	(5,043		)	(77,000		)	(25,975		)

Income tax benefit (provision)	144			8,125			(21,235		)	8,172			—			(4,794		)
Loss from discontinued operations	—			(67		)	16			—			—			(51		)
Net income (loss)	29,359			20,881			52,848			3,021			(77,035		)	29,074
Net loss attributable to the noncontrolling interests	—			—			—			285			—			285
Net income (loss) attributable to Sinclair Broadcast Group	$	29,359		$	20,881		$	52,848		$	3,306		$	(77,035	)	$	29,359

Comprehensive income	$	29,178		$	20,985		$	52,848		$	3,306		$	(77,139	)	$	29,178

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE THREE MONTHS ENDED MARCH 31, 2013

(in thousands) (unaudited)

	Sinclair Broadcast Group, Inc.			Sinclair Television Group, Inc.			Guarantor Subsidiaries and KDSM, LLC			Non- Guarantor Subsidiaries			Eliminations			Sinclair Consolidated
NET CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES	$	3,002		$	(8,428	)	$	56,623		$	(4,012	)	$	2,517		$	49,702
CASH FLOWS (USED IN) FROM INVESTING ACTIVITIES:
Acquisition of property and equipment	—			(181		)	(6,725		)	(576		)	—			(7,482		)
Proceeds from the sale of broadcast assets	—			—			14,312			—			—			14,312
Purchase of alarm monitoring contracts	—			—			—			(1,924		)	—			(1,924		)
Increase in restricted cash	—			(24,945		)	—			—			—			(24,945		)
Investment in marketable securities	—			—			—			(1,195		)				(1,195		)
Distributions from investments	—			—			—			2,228			—			2,228
Investment in equity and cost method investees	—			—			—			(1,758		)	—			(1,758		)
Proceeds from the sale of real estate investment	—			—			—			5,516			—			5,516
Loans to affiliates	(42		)	—			—			—			—			(42		)
Proceeds from loans to affiliates	13			—			—			—			—			13
Other investing activities	—			—			335			—			—			335
Net cash flows (used in) from investing activities	(29		)	(25,126		)	7,922			2,291			—			(14,942		)

CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES:
Proceeds from notes payable, commercial bank financing and capital leases	—			93,500			—			7,628			—			101,128
Repayments of notes payable, commercial bank financing and capital leases	(115		)	(110,092		)	(181		)	(2,235		)	—			(112,623		)
Proceeds from share based awards	1,242			—			—			—			—			1,242
Dividends paid on Class A and Class B Common Stock	(12,195		)	—			—			—			147			(12,048		)
Payments for deferred financing costs	—			(778		)	—			(23		)	—			(801		)
Proceeds from Class A Common Stock sold by variable interest entity	—			—			—			1,045			—			1,045
Distributions to noncontrolling interests	—			—			—			(9,329		)	—			(9,329		)
Repayment of notes and capital leases to affiliates	(276		)	—			(138		)	—			—			(414		)
Increase (decrease) in intercompany payables	8,371			50,193			(63,769		)	7,869			(2,664		)	—
Net cash flows (used in) from financing activities	(2,973		)	32,823			(64,088		)	4,955			(2,517		)	(31,800		)

NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS	—			(731		)	457			3,234			—			2,960
CASH AND CASH EQUIVALENTS, beginning of period	—			7,230			199			15,436			—			22,865
CASH AND CASH EQUIVALENTS, end of period	$	—		$	6,499		$	656		$	18,670		$	—		$	25,825

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE THREE MONTHS ENDED MARCH 31, 2012

(in thousands) (unaudited)

	Sinclair Broadcast Group, Inc.			Sinclair Television Group, Inc.			Guarantor Subsidiaries and KDSM, LLC			Non- Guarantor Subsidiaries			Eliminations			Sinclair Consolidated
NET CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES	$	256		$	(22,191	)	$	85,987		$	1,682		$	1,749		$	67,483
CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES:
Acquisition of property and equipment	—			(1,741		)	(4,675		)	(320		)	—			(6,736		)
Payments for acquisitions of television stations	—			—			(205,622		)	—			—			(205,622		)
Purchase of alarm monitoring contracts	—			—			—			(3,035		)	—			(3,035		)
Decrease in restricted cash	—			20,000			—			—			—			20,000
Investment in equity and cost method investees				—			—			(5,503		)	—			(5,503		)
Loans to affiliates	(44		)	(456		)	—			—			—			(500		)
Proceeds from loans to affiliates	64			353			—			—			—			417
Other investing activities	—			—			19			—			—			19
Net cash flows from (used in) investing activities	20			18,156			(210,278		)	(8,858		)	—			(200,960		)

CASH FLOWS (USED IN) FROM FINANCING ACTIVITIES:
Proceeds from notes payable, commercial bank financing and capital leases	—			178,200			—			6,282			—			184,482
Repayments of notes payable, commercial bank financing and capital leases	(100		)	(16,252		)	(128		)	(7,049		)	—			(23,529		)
Proceeds from share based awards	279			—			—			—			—			279
Dividends paid on Class A and Class B Common Stock	(9,718		)	—			—			—			130			(9,588		)
Payments for deferred financing costs	—			(3,519		)	—			—			—			(3,519		)
Distributions to noncontrolling interests	—			—			—			(88		)	—			(88		)
Repayment of notes and capital leases to affiliates	(242		)	—			(483		)	—			—			(725		)
Increase (decrease) in intercompany payables	9,505			(137,271		)	125,569			4,076			(1,879		)	—
Net cash flows (used in) from financing activities	(276		)	21,158			124,958			3,221			(1,749		)	147,312

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	—			17,123			667			(3,955		)	—			13,835
CASH AND CASH EQUIVALENTS, beginning of period	—			188			313			12,466			—			12,967
CASH AND CASH EQUIVALENTS, end of period	$	—		$	17,311		$	980		$	8,511		$	—		$	26,802