ON JUNE 10, 2016, YOUNG BROADCASTING OF GREEN BAY, LLC ('YOUNG') AND GRAY TELEVISION LICENSEE, LLC ('GRAY LICENSEE') FILED AN APPLICATION ON FCC FORM 314 SEEKING COMMISSION CONSENT TO THE ASSIGNMENT OF THE LICENSE FOR WBAY-TV, GREEN BAY, WISCONSIN FROM YOUNG TO GRAY (SEE FCC FILE NO. BALCDT-20160610ABG ('LONG-FORM ASSIGNMENT APPLICATION')). GRAY HEREBY REQUESTS THE COMMISSIONS CONSENT TO THE PRO FORMA SUBSTITUTION OF GRAY MIDWEST EAT, LLC ('GRAY EAT') FOR GRAY LICENSEE AS THE ASSIGNEE OF THE WBAY-TV LICENSE. THE PROPOSED TRANSFER OF CONTROL IS A PRO FORMA TRANSFER. GRAY EAT WILL SERVE AS AN EXCHANGE ACCOMMODATION TITLEHOLDER FOR GRAY LICENSEE AS FURTHER DESCRIBED IN THE ATTACHED DESCRIPTION OF THE TRANSACTION. THE COMMISSION PREVIOUSLY HAS RECOGNIZED THAT THE ASSIGNMENT OF A LICENSE FROM A PARTY IN THE SITUATION OF GRAY TO AN EXCHANGE ACCOMMODATION TITLEHOLDER ESTABLISHED FOR ITS BENEFIT AND UNDER ITS CONTROL CONSTITUTES A PRO FORMA TRANSFER FOR THE FOLLOWING REASONS: (1) GRAY LICENSEE, PROPOSED TRANSFEROR UNDER THE PENDING LONG-FORM APPLICATION, WILL HAVE DE FACTO CONTROL OVER GRAY EAT, WHICH IS LEGALLY OBLIGATED TO ACT SOLELY AT GRAY'S DIRECTION. THUS, GRAY LICENSEE WILL HAVE SOLE LEGAL RESPONSIBILITY FOR ANY AND ALL ACTIVITIES, ACTIONS, AND DECISIONS RELATING TO THE OPERATION, PRESERVATION AND ENHANCEMENT OF THE STATION AND THE STATION'S ASSETS, INCLUDING SOLE CONTROL OVER PROGRAMMING, PERSONNEL, AND FINANCES; AND (2) GRAY LICENSEE, THROUGH ITS CONTROL OF GRAY EAT, WILL CONTINUE TO HAVE ALL OF THE BENEFITS AND BURDENS OF THE STATION'S OPERATIONS. THUS, GRAY IS ENTITLED TO ALL OF THE CASH FLOW FROM THE STATION, SUBJECT ONLY TO A SPECIFIC AMOUNT THAT WILL BE PAID TO GRAY EAT TO COVER ITS ACCOMMODATION FEE. FOLLOWING GRANT OF THE PRO FORMA APPLICATION AND THE LONG-FORM APPLICATION, THE WBAY-TV LICENSE WOULD BE ASSIGNED DIRECTLY FROM YOUNG TO GRAY EAT. THE PARTIES CONTEMPLATE THAT A FURTHER PRO FORMA APPLICATION WOULD BE FILED AFTER THE ASSIGNMENT TO GRAY EAT TO PERMIT THE PRO FORM ASSIGNMENT OF THE WBAY LICENSE FROM GRAY EAT TO GRAY LICENSEE, THEREBY COMPLETING THE EXCHANGE TRANSACTION THROUGH GRAY EAT AS EXCHANGE ACCOMMODATION TITLEHOLDER. THIS PRO FORMA APPLICATION IS BEING FILED ON BEHALF OF GRAY LICENSEE AND GRAY EAT. LIMITATIONS IN THE COMMISSIONS CDBS FILING PROGRAM, HOWEVER, DOES NOT PERMIT THE PARTIES TO INSERT THE APPROPRIATE ASSIGNEE AND ASSIGNOR NAMES IN THE PRO FORMA APPLICATION. ACCORDINGLY, GRAY HEREBY REQUESTS THE FCC TO PROCESS THE PRO FORMA APPLICATION IN THE NAME OF GRAY AND REPLACE THE INFORMATION CONTAINED HEREIN AT SECTION 1, QUESTION 1 AND AT SECTION 2, QUESTION 3 WITH GRAY LICENSEE. FOLLOWING GRANT OF THE PRO FORMA APPLICATION AND THE LONG-FORM APPLICATION, THE WBAY-TV LICENSE WOULD BE ASSIGNED DIRECTLY FROM YOUNG TO GRAY EAT. THE PARTIES CONTEMPLATE THAT A FURTHER PRO FORMA APPLICATION WOULD BE FILED AFTER THE ASSIGNMENT TO GRAY EAT TO PERMIT THE PRO FORMA ASSIGNMENT OF THE WBAY LICENSE FROM GRAY EAT TO GRAY LICENSEE, THEREBY COMPLETING THE EXCHANGE TRANSACTION THROUGH GRAY EAT AS EXCHANGE ACCOMMODATION TITLEHOLDER. THIS PRO FORMA APPLICATION IS BEING FILED ON BEHALF OF GRAY LICENSEE AND GRAY EAT, LIMITATIONS IN THE COMMISSION'S CDBS FILING PROGRAM, HOWEVER, DOES NOT PERMIT THE PARTIES TO INSERT THE APPROPRIATE ASSIGNEE AND ASSIGNOR NAMES IN THE PRO FORMA APPLICATION. ACCORDINGLY, GRAY LICENSEE HEREBY REQUESTS THE FCC TO PROCESS THE PRO FORMA APPLICATION IN THE NAME OF GRAY LICENSEE AND REPLACE THE INFORMATION CONTAINED HEREIN AT SECTION 1, QUESTION 1 AND AT SECTION 2, QUESTION 3 WITH GRAY LICENSEE.