AMENDMENT NO. 1 (MAY 22, 2008) THIS AMENDMENT PROVIDES REVISED EXHIBITS FOR SECTION III, QUESTION 4, EXHIBIT 11 AND QUESTION 6(B), EXHIBIT 15. AMENDMENT NO. 2 (AUGUST 22, 2008) ON MAY 19, 2008, NEWPORT TELEVISION LICENSEE LLC ('NEWPORT') FILED THE INSTANT APPLICATION TO ASSIGN THE LICENSES OF ITS STATIONS KGET-TV, BAKERSFIELD, CA; KGPE, FRESNO, CA; WTEV-TV, JACKSONVILLE, FL; WOAI-TV, SAN ANTONIO, TX; KUCW, OGDEN, UT; AND KTVX, SALT LAKE CITY, UT (INCLUDING ASSOCIATED LPTV/TRANSLATORS) TO HIGH PLAINS BROADCASTING, INC. ('HIGH PLAINS'). THIS AMENDMENT WITHDRAWS THE REQUEST FOR FCC CONSENT TO THE ASSIGNMENT OF LICENSES OF KTVX (68889), SALT LAKE CITY, UTAH (AND ASSOCIATED TRANSLATORS K05BU, K09SU, K11OO, K13QK, K18FU-D, K28EA, K311S-D, K34CX, K45FW, K51BK-D AND K69CT) AND LPTV STATION KKEY-LP, BAKERSFIELD, CA, TO HIGH PLAINS AND THEREBY REVISES SECTION II, ITEM 2 TO DELETE THE REFERENCE TO THESE STATIONS AND ATTACHES A COPY OF AN OMNIBUS FIRST AMENDMENT EFFECTING THE EXCLUSION OF THE STATIONS FROM THE NEWPORT-HIGH PLAINS ASSET PURCHASE AGREEMENT AND RELATED TRANSACTION DOCUMENTS. ASSIGNOR EXHIBIT 4 IS MODIFIED TO NOTE THE FOREGOING CHANGE AND TO REFLECT, IN CONNECTION WITH FOOTNOTE 4, THAT THE PROPOSED ASSIGNMENT OF KUCW, OGDEN, UT, WILL ACHIEVE COMPLIANCE WITH THE FCC-GRANTED SIX-MONTH DUOPOLY WAIVER, THE TERMS OF WHICH REQUIRE THAT NEWPORT DIVEST ONE STATION IN THIS MARKET. IN THIS CONNECTION, FOOTNOTE 3 OF ASSIGNOR EXHIBIT 5 IS UPDATED TO REFLECT THAT UNIVISION COMMUNICATIONS INC. (IN WHICH NEWPORTS PARENT HOLDS AN INDIRECT AND MINORITY ATTRIBUTABLE INTEREST) HAS TERMINATED ITS AGREEMENT TO PURCHASE A SECOND TELEVISION STATION IN THE SALT LAKE CITY DMA AND THAT THE FCC HAS DISMISSED THE RELATED ASSIGNMENT APPLICATION (KUTF, LOGAN, UTAH, BALCT-20070809ABL). BECAUSE HIGH PLAINS PROPOSES TO ACQUIRE ONE TELEVISION STATION, RATHER THAN TWO, IN THE SALT LAKE CITY DMA, THE DUOPOLY COMPLIANCE SHOWING IN ASSIGNEE EXHIBIT 15 HAS BECOME MOOT. ASSIGNOR EXHIBITS 4 AND 5 ARE MODIFIED TO CONFIRM THAT THE REFERENCED PRO FORMA ASSIGNMENT OF LICENSES FROM NEWPORT TELEVISION LLC TO ITS SUBSIDIARY NEWPORT TELEVISION LICENSE LLC HAS BEEN CONSUMMATED. AMENDMENT NO. 3 (AUGUST 29, 2008) THE PENDING FCC FORM 314 APPLICATION OF NEWPORT TELEVISION LICENSEE LLC (NEWPORT) TO ASSIGN THE LICENSES OF ITS STATIONS KGET-TV, BAKERSFIELD, CA; KGPE, FRESNO, CA; KUCW, OGDEN, UT; WOAI-TV, SAN ANTONIO, TX; AND WTEV-TV, JACKSONVILLE, FL (INCLUDING ASSOCIATED LPTV/TRANSLATORS) (STATIONS) TO HIGH PLAINS BROADCASTING, INC. (HIGH PLAINS) IS AMENDED AS FOLLOWS: - SUBMITTED HEREWITH ARE AN AMENDED AND RESTATED JOINT SALES AGREEMENT, AMENDED AND RESTATED SHARED SERVICES AGREEMENT AND AMENDED AND RESTATED STOCKHOLDERS AGREEMENT. THE REVISED AGREEMENTS, WHICH RESPOND TO CERTAIN MATTERS INFORMALLY RAISED BY THE FCC STAFF, REPLACE IN THEIR ENTIRETY THE EARLIER VERSIONS SUBMITTED WITH THE ASSIGNMENT APPLICATION. - THE FOLLOWING SUPPLEMENTAL INFORMATION IS PROVIDED REGARDING THE CAPITALIZATION OF HIGH PLAINS. THE SOLE VOTING SHAREHOLDER OF HIGH PLAINS, MR. JAMES H. MARTIN, WILL HOLD ALL 1,000 SHARES OF VOTING COMMON STOCK OF THE COMPANY. PROVIDENCE EQUITY PARTNERS VI (UMBRELLA US), L.P. (PEP-UMBRELLA) AND PROVIDENCE INVESTORS VI (NEWPORT), L.P. (PEP-INVESTORS) COLLECTIVELY WILL HOLD ALL 470 SHARES OF NONVOTING COMMON STOCK OF THE COMPANY. PEP-UMBRELLA AND PEP-INVESTORS HAVE AGREED TO PAY $21,100.00 FOR 211 SHARES AND $25,900.00 FOR 259 SHARES, RESPECTIVELY, OF THE NONVOTING COMMON STOCK, WHICH COMBINED NONVOTING EQUITY INTEREST, FOLLOWING CONSUMMATION OF THE PROPOSED TRANSACTION, WILL CONSTITUTE LESS THAN .05% OF THE TOTAL ASSET VALUE (DEBT PLUS EQUITY) OF HIGH PLAINS.