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Radio One, Inc. Reports Third Quarter Results

WASHINGTON--(BUSINESS WIRE)--Nov. 6, 2008--Radio One, Inc. (NASDAQ: ROIAK and ROIA) today reported its results for the quarter ended September 30, 2008. Net revenue was approximately $86.2 million, a decrease of 2% from the same period in 2007. Station operating income(1) was approximately $34.7 million, a decrease of 17% from the same period in 2007. The Company recorded a non-cash impairment charge against the Company's FCC licenses of approximately $337.9 million which lead to a net operating loss of approximately $315.6 million. Net loss was approximately $266.1 million or a loss of $2.81 per basic share, a decrease from the reported net income of approximately $4.7 million or $.05 per basic share for the same period in 2007.

Alfred C. Liggins, III, Radio One's CEO and President stated, "Clearly all advertising based companies, including radio are experiencing extremely challenging times given the slowdown in consumer spending, and I expect this to continue through all of 2009. Our focus remains on increasing our radio market share, cutting costs and diversifying into TV and online revenues. We continue to make progress on each of these goals, by outperforming our radio markets by 170 bps year to date, restructuring our radio workforce, and generating solid revenue growth in TV One and Interactive One.

National revenues continue to be a drag on our radio business (down 17% YTY), mitigated somewhat by increased political revenues (up 319% YTY). The automotive category continues to show sharp declines, down 37% YTY, which accounts for over 10% of our business. After adjusting for asset impairments and other one-time items, we reduced our operating expenses by 3% for the quarter compared to previous third quarter.

The integration of Community Connect Inc. has been achieved as planned, and we now have in excess of eight million monthly unique visitors to our online properties, viewing over 500 million pages each month. Our ability to provide advertising clients with access to 82% of all African Americans across a platform of radio, TV, online and print gives us a unique niche in the market, and puts us in a strong position for the long term."


RESULTS OF OPERATIONS
----------------------------------------------------------------------


                      Three Months Ended        Nine Months Ended
                         September 30,             September 30,
                   ------------------------- -------------------------
                      2008         2007         2008         2007
                   ----------- ------------- ----------- -------------
                                   (as                       (as
                                adjusted)(2)              adjusted)(2)
                               -------------             -------------
 STATEMENT OF
  OPERATIONS              (unaudited)               (unaudited)
                   ------------------------- -------------------------
                        (in thousands)            (in thousands)
                   ------------------------- -------------------------


 NET REVENUE       $    86,156 $      88,214 $   242,086 $     244,874

 OPERATING
  EXPENSES

 Programming and
  technical             21,477        18,547      61,273        54,461
 Selling, general
  and
  administrative        30,012        27,760      82,019        75,094
 Corporate
  selling, general
  and
  administrative         6,729         4,633      30,687        20,293
 Stock-based
  compensation             415           913       1,372         2,505
 Depreciation and
  amortization           5,222         3,664      14,057        11,047
 Impairment of
  long-lived
  assets               337,936             -     337,936         5,506
                   ----------- ------------- ----------- -------------
 Total operating
  expenses             401,791        55,517     527,344       168,906
                   ----------- ------------- ----------- -------------


    Operating
     (Loss) Income   (315,635)        32,697   (285,258)        75,968

 INTEREST INCOME         (111)         (292)       (442)         (853)

 INTEREST EXPENSE       14,130        18,400      46,549        55,047

 GAIN ON
  RETIREMENT OF
  DEBT                 (5,679)             -     (6,694)             -

EQUITY IN LOSS OF
 AFFILIATED
 COMPANY(3)              1,119         2,903       3,918        10,209

OTHER EXPENSE, net          49            15          93            23
                   ----------- ------------- ----------- -------------

     (Loss) income
      before
      (benefit)
      provision
      from income
      taxes,
      minority
      interest in
      income of
      subsidiaries
      and
      discontinued
      operations     (325,143)        11,671   (328,682)        11,542

(BENEFIT)
 PROVISION FROM
 INCOME TAXES         (59,651)         5,513    (40,992)         6,164

MINORITY INTEREST
 IN INCOME OF
 SUBSIDIARIES            1,260         1,274       3,141         3,099
                   ----------- ------------- ----------- -------------

     Net (Loss)
      Income from
      continuing
      operations     (266,752)         4,884   (290,831)         2,279

INCOME (LOSS) FROM
 DISCONTINUED
 OPERATIONS, net
 of tax
                           639         (194)     (5,808)       (5,642)
                   ----------- ------------- ----------- -------------


         Net
          (Loss)
          Income   $ (266,113) $       4,690 $ (296,639) $     (3,363)
                   =========== ============= =========== =============


Weighted average
 shares
 outstanding -
 basic(4)           94,537,081    98,710,633  97,219,115    98,710,633
Weighted average
 shares
 outstanding -
 diluted(5)         94,537,081    98,725,387  97,219,115    98,710,633


                      Three Months Ended        Nine Months Ended
                          September 30,            September 30,
                    ------------------------ ------------------------
                       2008        2007         2008        2007
                    ---------- ------------- ---------- -------------
                                   (as                      (as
                                adjusted)(2)             adjusted)(2)
                               -------------            -------------
                          (unaudited)              (unaudited)
                    ------------------------ ------------------------
                     (in thousands, except    (in thousands, except
                         per share data)          per share data)
                    ------------------------ ------------------------
PER SHARE DATA -
 basic and diluted:

  (Loss) income                                                      *
   from continuing
   operations per
   share (basic)    $   (2.82) $        0.05 $   (2.99) $        0.02
  Income (loss)                                                      *
   from
   discontinued
   operations per
   share (basic)    $     0.01 $      (0.00) $   (0.06) $      (0.06)
                    ---------- ------------- ---------- -------------
  Net (loss) income                                                  *
   per share
   (basic)          $   (2.81) $        0.05 $   (3.05) $      (0.03)
                    ========== ============= ========== =============

  Income from
   continuing
   operations per
   share (diluted)      N/A    $        0.05     N/A         N/A
  Loss from
   discontinued
   operations per
   share (diluted)      N/A    $      (0.00)     N/A         N/A
                    ---------- ------------- ---------- -------------
  Net income per
   share (diluted)      N/A    $        0.05     N/A         N/A
                    ========== ============= ========== =============

SELECTED OTHER DATA
  Station operating
   income (1)       $   34,667 $      41,907 $   98,794 $     115,319
  Station operating
   income margin (%
   of net revenue)       40.2%         47.5%      40.8%         47.1%
Station operating
 income
 reconciliation:

  Net (loss) income $(266,113) $       4,690 $(296,639) $     (3,363)
  Plus:
   Depreciation and
   amortization          5,222         3,664     14,057        11,047
  Plus: Corporate
   selling, general
   and
   administrative
   expenses              6,729         4,633     30,687        20,293
  Plus: Stock-based
   compensation            415           913      1,372         2,505
  Plus: Equity in
   loss of
   affiliated
   company(3)            1,119         2,903      3,918        10,209
  Plus: (Benefit)
   provision from
   income taxes       (59,651)         5,513   (40,992)         6,164
  Plus: Minority
   interest in
   income of
   subsidiaries          1,260         1,274      3,141         3,099
  Plus: Interest
   expense              14,130        18,400     46,549        55,047
  Plus: Impairment
   of long-lived
   assets              337,936             -    337,936         5,506
  Plus: Other
   expense                  49            15         93            23
  Less: Gain on
   retirement of
   debt                (5,679)             -    (6,694)             -
  Less: (Income)
   loss from
   discontinued
   operations, net
   of tax                (639)           194      5,808         5,642
  Less: Interest
   income                (111)         (292)      (442)         (853)
                    ---------- ------------- ---------- -------------
  Station operating
   income           $   34,667 $      41,907 $   98,794 $     115,319
                    ========== ============= ========== =============

Adjusted EBITDA(6)  $   27,938 $      37,274 $   68,107 $      95,026
Adjusted EBITDA
 reconciliation:
  Net (loss) income $(266,113) $       4,690 $(296,639) $     (3,363)
  Plus:
   Depreciation and
   amortization          5,222         3,664     14,057        11,047
  Plus: (Benefit)
   Provision from
   income taxes       (59,651)         5,513   (40,992)         6,164
  Plus: Interest
   expense              14,130        18,400     46,549        55,047
  Less: Interest
   income                (111)         (292)      (442)         (853)
                    ---------- ------------- ---------- -------------
  EBITDA            $(306,523) $      31,975 $(277,467) $      68,042
  Plus: Equity in
   loss of
   affiliated
   company(3)            1,119         2,903      3,918        10,209
  Plus: Minority
   interest in
   income of
   subsidiaries          1,260         1,274      3,141         3,099
  Plus: Impairment
   of long-lived
   assets              337,936             -    337,936         5,506
  Plus: Stock-based
   compensation            415           913      1,372         2,505
  Plus: Other
   expense                  49            15         93            23
  Less: Gain on
   retirement of
   debt                (5,679)             -    (6,694)             -
  Less: (Income)
   loss from
   discontinued
   operations, net
   of tax                (639)           194      5,808         5,642
                    ---------- ------------- ---------- -------------
  Adjusted EBITDA   $   27,938 $      37,274 $   68,107 $      95,026
                    ========== ============= ========== =============

*Per share amounts do not add due to rounding.


                                        September 30,   December 31,
                                             2008            2007
                                                            (as
                                         (unaudited)     adjusted)(2)
                                        -------------- ---------------
SELECTED BALANCE SHEET DATA:                    (in thousands)
                                        ------------------------------
   Cash and cash equivalents            $       30,393 $        24,247
   Intangible assets, net                    1,032,094       1,310,321
   Total assets                              1,246,205       1,663,342
   Total debt (including current
    portion)                                   765,149         815,504
   Total liabilities                           920,876       1,030,736
   Total stockholders' equity                  324,204         628,717
   Minority interest in subsidiaries             1,125           3,889

                                                         Applicable
                                        Current Amount  Interest Rate
                                          Outstanding        (a)
                                        ------------------------------
                                                (in thousands)
                                        ------------------------------
SELECTED LEVERAGE AND SWAP DATA:
   Senior bank term debt (swap matures
    6/16/2010) (a)                      $       25,000           6.27%
   Senior bank term debt (swap matures
    6/16/2012) (a)                              25,000           6.47%
   Senior bank term debt (at variable
    rates) (b)                                 124,400           4.81%
   Senior bank revolving debt (at
    variable rates) (b)                        141,500           5.40%
   8-7/8% senior subordinated notes
    (fixed rate)                               248,900           8.88%
   6-3/8% senior subordinated notes
    (fixed rate)                               200,000           6.38%
   Capital lease obligation                        361           6.24%


 (a) A total of $50.0 million is subject to fixed rate swap agreements
      that became effective in June 2005. Under our fixed rate swap
      agreements, we pay a fixed rate plus a spread based on our
      leverage ratio, as defined in our Credit agreement. That spread
      is currently set at 2.00% and is incorporated into the
      applicable interest rates set forth above.

 (b) Subject to rolling three month and six month LIBOR plus a spread
      currently at 2.00% and incorporated into the applicable interest
      rate set forth above. This tranche is not covered by swap
      agreements described in footnote (a).

Cautionary Note Regarding Forward-Looking Statements

This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements represent management's current expectations and are based upon information available to Radio One at the time of this release. These forward-looking statements involve known and unknown risks, uncertainties and other factors, some of which are beyond Radio One's control, that may cause the actual results to differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements. Important factors that could cause actual results to differ materially are described in Radio One's reports on Forms 10-K, and 10-Q and other filings with the Securities and Exchange Commission. Radio One does not undertake any duty to update any forward-looking statements.

Net revenue decreased to approximately $86.2 million for the quarter ended September 30, 2008, from approximately $88.2 million for the same period in 2007, a decrease of 2%. In April 2008, we acquired Community Connect Inc. ("CCI"), an online social networking company, which resulted in the consolidation of approximately $4.1 million in net revenue from their operations during the quarter. However, declines in our radio revenues more than offset the additional revenue from CCI. Consistent with the overall declines in the markets in which we operate, we experienced a decrease in radio net revenue, with national revenue continuing to drive a significant portion of the decline. Our Atlanta market experienced a considerable net revenue decline, and we experienced more modest declines in our Raleigh-Durham, Washington, DC, Cleveland and Dallas markets. These declines were offset in part from net revenue growth in our Philadelphia market, as well as increased net revenue from new syndicated programs and internet revenue from station websites. Reach Media experienced a decline in revenue due to TV licensing revenue which ended in 2007, and less revenue from fewer and smaller sponsored events. Net revenue is reported net of agency and outside sales representative commissions of approximately $9.2 million and $10.0 million for the quarters ended September 30, 2008 and 2007, respectively. Excluding the approximately $4.1 million in net revenue generated by CCI, net revenue declined 6.9% for the quarter ended September 30, 2008, compared to the same period in 2007.

Operating expenses, excluding depreciation and amortization, stock-based compensation and impairment of long-lived assets increased to approximately $58.2 million from approximately $50.9 million for the quarters ended September 30, 2008 and 2007, respectively, an increase of 14%. Approximately $4.1 million of the increase resulted from consolidating the operating results of CCI. Contributing to the increase is an approximate $2.4 million retention bonus reduction recorded during the third quarter 2007 for the former Chief Financial Officer, given his early departure in December 2007. Other increases in operating expenses resulted from approximately $1.8 million in additional spending on our internet initiative, additional research associated with Arbitron's new portable people meter methodology ("PPM"), higher on-air talent expenses, mainly for new syndicated shows, additional bad debts expense, driven in part by a client bankruptcy and $490,000 in severance and other one-time costs associated with a recent reduction of the Company's radio division workforce. Through cost reduction efforts, we realized savings in the areas of marketing and promotions, events spending, legal and professional, travel and entertainment, and benefits resulting from the suspension of our 401(k) match program. In addition, we also spent less in revenue variable expenses such as commissions and national representative fees. Excluding the approximately $1.8 million additional spending on our internet initiative, CCI's $4.1 million in operating expenses, the $490,000 in one-time restructuring expense, and adjusting for the 2007 $2.4 million retention bonus reduction, operating expenses declined 3% for the three months ended September 30, 2008, compared to the same period in 2007.

Stock-based compensation decreased to $415,000 from $913,000 for the quarters ended September 30, 2008 and 2007, respectively, a decline of 55%. Stock-based compensation consists of expenses associated with our January 1, 2006 adoption of Statement of Financial Accounting Standards ("SFAS") No. 123(R), "Share-Based Payment," and expenses associated with restricted stock grants. The decrease in stock-based compensation was due to a significant decline in the Company's stock price, forfeitures and cancellations for former employees and the completion of the vesting period for certain stock options. The decrease was offset in part due to expense for additional stock options and restricted stock grants associated with new employment agreements for the Chief Executive Officer, the Founder and Chairperson and the Chief Financial Officer.

Depreciation and amortization expense increased to approximately $5.2 million compared to approximately $3.7 million for the quarters ended September 30, 2008 and 2007, respectively, an increase of 43%. The consolidation of CCI's operating results accounted for approximately $1.4 million of the increase, including an amount of approximately $1.0 million in amortization expense associated with certain assets acquired as part of that acquisition, mainly registered membership lists, advertiser relationships and a favorable office lease. Additional depreciation and amortization for capital expenditures made subsequent to September 30, 2007 were offset in part by a decrease in amortization expense associated with certain affiliate agreements acquired as part of our February 2005 purchase of 51% of Reach Media.

Impairment of long-lived assets was approximately $337.9 million for the quarter ended September 30, 2008, compared to no charge for the same period in 2007. The amount relates to non-cash impairment charges recorded to reduce the carrying value of radio broadcasting licenses to their estimated fair values. The impairments occurred in 11 of our 16 markets, namely in Charlotte, Cincinnati, Cleveland, Columbus, Dallas, Houston, Indianapolis, Philadelphia, Raleigh-Durham, Richmond and St. Louis. The impairments are driven in large part by slower revenue growth at the industry and market levels, declining radio station transaction multiples and a higher cost of capital. The recent and gradual decline in values for long-lived assets such as licenses and other intangibles are neither unique nor specific to our individual markets. This trend has impacted the valuations of the industry as a whole, and has impacted other broadcast and traditional media companies.

Interest expense decreased to approximately $14.1 million for the quarter ended September 30, 2008, from approximately $18.4 million for the same period in 2007, a decline of 23%. The decrease in interest expense resulted primarily from interest savings associated with lower net borrowings due to debt paydowns and bond redemptions and lower interest rates which impacted the variable portion of our debt. Interest expense savings was also driven by the absence of fees incurred with the operation of WPRS-FM (formerly WXGG-FM) pursuant to a local marketing agreement ("LMA") that began in April of 2007. LMA fees are classified as interest expense, and we closed on the purchase of WPRS-FM in June 2008 for approximately $38.0 million in cash.

Gain on retirement of debt was approximately $5.7 million for the quarter ended September 30, 2008, compared to no activity for the same period in 2007. The gain on retirement of debt was due to the redemption of $43.1 million of the Company's previously outstanding $292.0 million 87/8 senior subordinated notes due July 2011. An amount of $248.9 million remained outstanding as of September 30, 2008.

Equity in losses of affiliated company decreased to approximately $1.1 million for the quarter ended September 30, 2008, from approximately $2.9 million for the same period in 2007, a decline of 62%. The amounts are attributable to our share of losses generated by TV One, LLC ("TV One") for the quarters ended September 30, 2008 and 2007, respectively. The Company's share of TV One's income or losses is driven by TV One's current capital structure and the Company's ownership levels in the equity securities of TV One that are currently absorbing its net income or losses. An adjustment was made to equity in loss of affiliated company for the quarter ended September 30, 2007 to correct for a change in TV One's capital structure. Pursuant to Staff Accounting Bulletin ("SAB") 99, "Materiality" and SAB 108, "Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements," we increased the previously reported equity in loss of affiliated company for the three month period ended September 30, 2007 by $110,000 and increased the previously reported equity in loss of affiliated company for the nine month period ended September 30, 2007 by approximately $2.7 million.

Benefit from income taxes was approximately $59.7 million for the quarter ended September 30, 2008, compared to a provision for income taxes of approximately $5.5 million for the quarter ended September 30, 2007. In prior years, we recorded a deferred tax liability ("DTL") related to the amortization of indefinite-lived assets that are deducted for tax purposes, but not deducted for book purposes. Also in prior years, the Company generated deferred tax assets ("DTAs"), mainly federal and state net operating loss ("NOLs") carryforwards. In the fourth quarter of 2007, except for DTAs in its historically profitable filing jurisdictions, and DTAs associated with definite-lived assets, the Company recorded a full valuation allowance for all other DTAs, including NOLs, as it was determined that more likely than not, the DTAs would not be realized. As such, the benefit from income taxes for the current quarter was offset partially by recording a full valuation allowance against the additional NOLs generated from the tax deductible amortization of indefinite-lived assets, as well as a full valuation recorded against DTAs created by the intangible asset impairment charges recorded in the current quarter. The current quarter tax benefit and offsetting valuation allowances resulted in an effective tax rate for the three months ended September 30, 2008 of 18.4%, and an estimated annual effective tax rate 12.5%.

Income from discontinued operations, net of tax, was $639,000 for the quarter ended September 30, 2008, compared to a loss of $194,000 for the same period in 2007. Included in the income or loss from discontinued operations, net of tax, are the results of operations for our sold stations, which included our Los Angeles, Miami, Augusta, Louisville, Dayton, Minneapolis and Boston WILD-FM stations. The income or loss from discontinued operations, net of tax, includes a tax benefit of $716,000 for the three months ended September 30, 2008, compared to a tax provision of approximately $2.7 million for the same period in 2007.

Other pertinent financial information includes capital expenditures of approximately $2.8 million and $1.4 million for the quarters ended September 30, 2008 and 2007, respectively. Additionally, as of September 30, 2008, Radio One had total debt (net of cash balances) of approximately $734.8 million.

In September 2008, the Company's 51% owned subsidiary, Reach Media, through its board of directors, declared a common stock dividend of $5.0 million. The dividend was paid in October 2008. Fifty-one percent of the dividend, or approximately $2.5 million was paid to the Company and 49%, also approximately $2.5 million was paid to the Reach Media minority shareholders.

Throughout the quarter ended September 30, 2008, the Company redeemed $43.1 million of its previously outstanding $292.0 million 87/8 senior subordinated notes due July 2011. The redemption resulted in an approximately $5.7 million gain on the sale of retirement of debt, and an amount of $248.9 million remained outstanding as of September 30, 2008.

In March 2008, the Company's board of directors authorized a repurchase of shares of the Company's Class A and Class D common stock through December 31, 2009 of up to $150.0 million, the maximum amount allowable under the Credit Agreement. The amount and timing of such repurchases will be based on pricing, general economic and market conditions, and the restrictions contained in the agreements governing the Company's credit facilities and subordinated debt and certain other factors. While $150.0 million is the maximum amount allowable under the Credit Agreement, in 2005 under a prior board authorization, the Company utilized approximately $78.0 million to repurchase common stock leaving capacity of $72.0 million under the Credit Agreement. During the period ended September 30, 2008, the Company repurchased 421,661 shares of Class A common stock at an average price of $1.32 and 8.8 million shares of Class D common stock at an average price of $0.99. For the nine months ended September 30, 2008, the total amount spent in shares repurchased was approximately $9.2 million. As of September 30, 2008, the Company had $62.8 million in capacity available under the share repurchase program taking into account the limitations of the Credit Agreement and prior repurchase activity.

Supplemental Financial Information:

For comparative purposes, the following more detailed, unaudited and adjusted statements of operations for the three and nine months ended September 30, 2008 and 2007 are included. These detailed, unaudited and adjusted statements of operations include certain reclassifications associated with accounting for discontinued operations. These reclassifications had no effect on previously reported net income or loss, or any other previously reported statements of operations, balance sheet or cash flow amounts. In addition, an adjustment was made to equity in loss of affiliated company for the three and nine months ended September 30, 2007 to correct for a change in TV One's capital structure. Pursuant to SAB 99, "Materiality" and SAB 108, "Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements," we increased the previously reported equity in loss of affiliated company for the three month period ended September 30, 2007 by $110,000 and increased the previously reported equity in loss of affiliated company for the nine month period ended September 30, 2007 by approximately $2.7 million.


                         Three Months Ended September 30, 2008
                        (in thousands, unaudited, as adjusted)


                                                               Reach
                                   Consolidated   Radio One    Media
                                   ------------- ------------ --------

STATEMENT OF OPERATIONS:

  NET REVENUE                      $      86,156 $     66,750 $ 14,929

  OPERATING EXPENSES:

  Programming and technical               21,477       14,273    4,781
  Selling, general and
   administrative                         30,012       21,248    4,212
  Corporate selling, general and
   administrative                          6,729            -    1,819
  Stock-based compensation                   415           26        -
  Depreciation and amortization            5,222        2,474    1,001
  Impairment of long-lived assets        337,936      337,936        -
                                   ------------- ------------ --------
  Total operating expenses               401,791      375,957   11,813
                                   ------------- ------------ --------

     Operating (loss) income           (315,635)    (309,207)    3,116

  INTEREST INCOME                          (111)            -     (23)

  INTEREST EXPENSE                        14,130            -        -

  GAIN ON RETIREMENT OF DEBT             (5,679)            -        -

  EQUITY IN LOSS OF AFFILIATED
   COMPANY                                 1,119            -        -

  OTHER EXPENSE, net                          49           49        -
                                   ------------- ------------ --------
        (Loss) Income before
         benefit from income
         taxes, minority interest
         in income of subsidiaries
         and discontinued
         operations                    (325,143)    (309,256)    3,139

  BENEFIT FROM INCOME TAXES             (59,651)     (59,010)    (641)

  MINORITY INTEREST IN INCOME OF
   SUBSIDIARIES                            1,260        1,254        -
                                   ------------- ------------ --------

        Net (Loss) Income from
         continuing operations         (266,752)    (251,500)    3,780
                                   ------------- ------------ --------

  INCOME FROM DISCONTINUED
   OPERATIONS, net of tax                    639          639        -
                                   ------------- ------------ --------
             Net (Loss) Income     $   (266,113) $  (250,861) $  3,780
                                   ============= ============ ========


                                      Internet/         Corporate/
                                      Publishing    Eliminations/Other
                                   ---------------- ------------------

STATEMENT OF OPERATIONS:

  NET REVENUE                      $          5,576          $ (1,099)

  OPERATING EXPENSES:

  Programming and technical                   3,373              (950)
  Selling, general and
   administrative                             5,297              (745)
  Corporate selling, general and
   administrative                                 -              4,910
  Stock-based compensation                       39                350
  Depreciation and amortization               1,433                314
  Impairment of long-lived assets                 -                  -
                                   ---------------- ------------------
  Total operating expenses                   10,142              3,879
                                   ---------------- ------------------

     Operating (loss) income                (4,566)            (4,978)

  INTEREST INCOME                               (4)               (84)

  INTEREST EXPENSE                                8             14,122

  GAIN ON RETIREMENT OF DEBT                      -            (5,679)

  EQUITY IN LOSS OF AFFILIATED
   COMPANY                                        -              1,119

  OTHER EXPENSE, net                              -                  -
                                   ---------------- ------------------
        (Loss) Income before
         benefit from income
         taxes, minority interest
         in income of
         subsidiaries and
         discontinued operations            (4,570)           (14,456)

  BENEFIT FROM INCOME TAXES                       -                  -

  MINORITY INTEREST IN INCOME OF
   SUBSIDIARIES                                   -                  6
                                   ---------------- ------------------

        Net (Loss) Income from
         continuing operations              (4,570)           (14,462)
                                   ---------------- ------------------

  INCOME FROM DISCONTINUED
   OPERATIONS, net of tax                         -                  -
                                   ---------------- ------------------
             Net (Loss) Income     $        (4,570)          $(14,462)
                                   ================ ==================


                           Three Months Ended September 30, 2007
                          (in thousands, unaudited, as adjusted)


                                                              Reach
                                  Consolidated    Radio One   Media
                                 --------------- ----------- --------

STATEMENT OF OPERATIONS:

  NET REVENUE                    $        88,214 $    71,957 $ 15,948

  OPERATING EXPENSES:

  Programming and technical               18,547      13,653    4,965
  Selling, general and
   administrative                         27,760      22,028    4,620
  Corporate selling, general and
   administrative                          4,633           -    1,945
  Stock-based compensation                   913         481        -
  Depreciation and amortization            3,664       2,238    1,135
                                 --------------- ----------- --------
  Total operating expenses                55,517      38,400   12,665
                                 --------------- ----------- --------

    Operating income (loss)               32,697      33,557    3,283

  INTEREST INCOME                          (292)           -      (2)

  INTEREST EXPENSE                        18,400         300        -

  EQUITY IN LOSS OF AFFILIATED
   COMPANY(3)                              2,903         164      164

  OTHER EXPENSE, net                          15           2        -
                                 --------------- ----------- --------
       Income (Loss) before
        provision for income
        taxes, minority interest
        in income of
        subsidiaries and
        discontinued operations           11,671      33,091    3,121

  PROVISION FOR INCOME TAXES               5,513       4,341    1,172

  MINORITY INTEREST IN INCOME OF
   SUBSIDIARIES                            1,274       1,282        -
                                 --------------- ----------- --------

       Net Income (Loss) from
        continuing operations              4,884      27,468    1,949
                                 --------------- ----------- --------

  LOSS FROM DISCONTINUED
   OPERATIONS, net of tax                  (194)       (194)        -
                                 --------------- ----------- --------
           Net Income (Loss)     $         4,690 $    27,274 $  1,949
                                 =============== =========== ========


                                       Internet/        Corporate/
                                       Publishing   Eliminations/Other
                                     -------------- ------------------

STATEMENT OF OPERATIONS:

  NET REVENUE                        $        1,083 $            (774)

  OPERATING EXPENSES:

  Programming and technical                     838              (909)
  Selling, general and
   administrative                             1,383              (271)
  Corporate selling, general and
   administrative                                 -              2,688
  Stock-based compensation                       43                389
  Depreciation and amortization                  10                281
                                     -------------- ------------------
  Total operating expenses                    2,274              2,178
                                     -------------- ------------------

    Operating income (loss)                 (1,191)            (2,952)

  INTEREST INCOME                                 -              (290)

  INTEREST EXPENSE                                -             18,100

  EQUITY IN LOSS OF AFFILIATED
   COMPANY(3)                                     -              2,575

  OTHER EXPENSE, net                             13                  -
                                     -------------- ------------------
       Income (Loss) before
        provision for income taxes,
        minority interest in income
        of subsidiaries and
        discontinued operations             (1,204)           (23,337)

  PROVISION FOR INCOME TAXES                      -                  -

  MINORITY INTEREST IN INCOME OF
   SUBSIDIARIES                                   -                (8)
                                     -------------- ------------------

       Net Income (Loss) from
        continuing operations               (1,204)           (23,329)
                                     -------------- ------------------

  LOSS FROM DISCONTINUED OPERATIONS,
   net of tax                                     -                  -
                                     -------------- ------------------
           Net Income (Loss)         $      (1,204) $         (23,329)
                                     ============== ==================


                           Nine Months Ended September 30, 2008
                          (in thousands, unaudited, as adjusted)


                                                               Reach
                                      Consolidated Radio One   Media
                                      ------------ ---------- -------

STATEMENT OF OPERATIONS:

  NET REVENUE                         $    242,086 $  197,809 $36,794

  OPERATING EXPENSES:

  Programming and technical                 61,273     42,134  14,562
  Selling, general and administrative       82,019     65,978   6,350
  Corporate selling, general and
   administrative                           30,687          -   5,648
  Stock-based compensation                   1,372        515       -
  Depreciation and amortization             14,057      7,019   2,999
  Impairment of long-lived assets          337,936    337,936       -
                                      ------------ ---------- -------
  Total operating expenses                 527,344    453,582  29,559
                                      ------------ ---------- -------

     Operating (loss) income             (285,258)  (255,773)   7,235

  INTEREST INCOME                            (442)          -    (84)

  INTEREST EXPENSE                          46,549        710       1

  GAIN ON RETIREMENT OF DEBT               (6,694)          -       -

  EQUITY IN LOSS OF AFFILIATED
   COMPANY                                   3,918          -       -

  OTHER EXPENSE (INCOME), net                   93         49       -
                                      ------------ ---------- -------
       (Loss) Income before (benefit)
        provision from income taxes,
        minority interest in income
        of subsidiaries and
        discontinued operations          (328,682)  (256,532)   7,318

  (BENEFIT) PROVISION FOR INCOME
   TAXES                                  (40,992)   (41,877)     885

  MINORITY INTEREST IN INCOME OF
   SUBSIDIARIES                              3,141      3,125       -
                                      ------------ ---------- -------

       Net (Loss) Income from
        continuing operations            (290,831)  (217,780)   6,433
                                      ------------ ---------- -------

  (LOSS) FROM DISCONTINUED
   OPERATIONS, net of tax                  (5,808)    (5,808)       -
                                      ------------ ---------- -------
             Net (Loss) Income        $  (296,639) $(223,588) $ 6,433
                                      ============ ========== =======


                                       Internet/        Corporate/
                                       Publishing   Eliminations/Other
                                     -------------- ------------------

STATEMENT OF OPERATIONS:

  NET REVENUE                        $       10,613 $          (3,130)

  OPERATING EXPENSES:

  Programming and technical                   7,416            (2,839)
  Selling, general and
   administrative                            11,895            (2,204)
  Corporate selling, general and
   administrative                                 -             25,039
  Stock-based compensation                      128                729
  Depreciation and amortization               2,960              1,079
  Impairment of long-lived assets                 -                  -
                                     -------------- ------------------
  Total operating expenses                   22,399             21,804
                                     -------------- ------------------

     Operating (loss) income               (11,786)           (24,934)

  INTEREST INCOME                               (2)              (356)

  INTEREST EXPENSE                               18             45,820

  GAIN ON RETIREMENT OF DEBT                      -            (6,694)

  EQUITY IN LOSS OF AFFILIATED
   COMPANY                                        -              3,918

  OTHER EXPENSE (INCOME), net                    44                  -
                                     -------------- ------------------
       (Loss) Income before
        (benefit) provision from
        income taxes, minority
        interest in income of
        subsidiaries and
        discontinued operations            (11,846)           (67,622)

  (BENEFIT) PROVISION FOR INCOME
   TAXES                                          -                  -

  MINORITY INTEREST IN INCOME OF
   SUBSIDIARIES                                   -                 16
                                     -------------- ------------------

       Net (Loss) Income from
        continuing operations              (11,846)           (67,638)
                                     -------------- ------------------

  (LOSS) FROM DISCONTINUED
   OPERATIONS, net of tax                         -                  -
                                     -------------- ------------------
             Net (Loss) Income       $     (11,846) $         (67,638)
                                     ============== ==================


                           Nine Months Ended September 30, 2007
                          (in thousands, unaudited, as adjusted)


                                                              Reach
                                     Consolidated Radio One   Media
                                     ------------ ---------- --------

STATEMENT OF OPERATIONS:

  NET REVENUE                        $    244,874 $  205,032 $ 38,885

  OPERATING EXPENSES:

  Programming and technical                54,461     39,609   14,926
  Selling, general and
   administrative                          75,094     65,796    7,319
  Corporate selling, general and
   administrative                          20,293          -    5,870
  Stock-based compensation                  2,505      1,488        1
  Depreciation and amortization            11,047      6,749    3,399
  Impairment of long-lived assets           5,506      5,506        -
                                     ------------ ---------- --------
  Total operating expenses                168,906    119,148   31,515
                                     ------------ ---------- --------

     Operating income (loss)               75,968     85,884    7,370

  INTEREST INCOME                           (853)          -     (18)

  INTEREST EXPENSE                         55,047        601        -

  EQUITY IN LOSS OF AFFILIATED
   COMPANY(3)                              10,209        533      538

  OTHER EXPENSE, net                           23          8        -
                                     ------------ ---------- --------
       Income (loss) before
        provision for income taxes,
        minority interest in income
        of subsidiaries and
        discontinued operations            11,542     84,742    6,850

  PROVISION FOR INCOME TAXES                6,164      3,640    2,524

  MINORITY INTEREST IN INCOME OF
   SUBSIDIARIES                             3,099      3,067        -
                                     ------------ ---------- --------

       Net Income (Loss) from
        continuing operations               2,279     78,035    4,326
                                     ------------ ---------- --------

  LOSS FROM DISCONTINUED OPERATIONS,
   net of tax                             (5,642)    (5,642)        -
                                     ------------ ---------- --------
          Net (Loss) Income          $    (3,363) $   72,393 $  4,326
                                     ============ ========== ========


                                       Internet/        Corporate/
                                       Publishing   Eliminations/Other
                                     -------------- ------------------

STATEMENT OF OPERATIONS:

  NET REVENUE                        $        2,769 $          (1,812)

  OPERATING EXPENSES:

  Programming and technical                   2,632            (2,706)
  Selling, general and
   administrative                             2,374              (395)
  Corporate selling, general and
   administrative                                 -             14,423
  Stock-based compensation                       69                947
  Depreciation and amortization                  53                846
  Impairment of long-lived assets                 -                  -
                                     -------------- ------------------
  Total operating expenses                    5,128             13,115
                                     -------------- ------------------

     Operating income (loss)                (2,359)           (14,927)

  INTEREST INCOME                                 -              (835)

  INTEREST EXPENSE                                -             54,446

  EQUITY IN LOSS OF AFFILIATED
   COMPANY(3)                                     -              9,138

  OTHER EXPENSE, net                             13                  2
                                     -------------- ------------------
       Income (loss) before
        provision for income taxes,
        minority interest in income
        of subsidiaries and
        discontinued operations             (2,372)           (77,678)

  PROVISION FOR INCOME TAXES                      -                  -

  MINORITY INTEREST IN INCOME OF
   SUBSIDIARIES                                   -                 32
                                     -------------- ------------------

       Net Income (Loss) from
        continuing operations               (2,372)           (77,710)
                                     -------------- ------------------

  LOSS FROM DISCONTINUED OPERATIONS,
   net of tax                                     -                  -
                                     -------------- ------------------
          Net (Loss) Income          $      (2,372) $         (77,710)
                                     ============== ==================

Radio One will hold a conference call to discuss its results for the third quarter of 2008. This conference call is scheduled for Thursday, November 6, 2008 at 10:00 a.m. Eastern Standard Time. To participate on this call, U.S. callers may dial toll free 1-800-553-0273; international callers may dial direct (+1) 651-291-0618 at least five minutes prior to the scheduled time of the call.

The conference call will be recorded and made available for replay from 12:30 p.m. Eastern Standard Time November 6, 2008 until 11:59 p.m. Eastern Standard Time November 7, 2008. Interested parties may listen to the replay by calling 1-800-475-6701; international callers may dial direct (+1) 320-365-3844. The replay Access Code is 965195. Access to live audio and replay of the conference call will also be available on Radio One's corporate website at www.radio-one.com. The replay will be made available on the website for seven calendar days following the call.

Radio One, Inc. (www.radio-one.com) is one of the nation's largest radio broadcasting companies and the largest radio broadcasting company that primarily targets African-American and urban listeners. Radio One currently owns 53 broadcast stations located in 16 urban markets in the United States. Additionally, Radio One owns Magazine One, Inc. (d/b/a Giant Magazine) (www.giantmag.com), interests in TV One, LLC (www.tvoneonline.com), a cable/satellite network programming primarily to African-Americans, Reach Media, Inc. (www.blackamericaweb.com), owner of the Tom Joyner Morning Show and other businesses associated with Tom Joyner, and Community Connect Inc. (www.communityconnect.com), an online social networking company, which operates a number of branded websites, including BlackPlanet, MiGente, and Asian Avenue.

Notes:

  1. "Station operating income" consists of net (loss) income before depreciation and amortization, corporate expenses, stock based compensation, equity in loss of affiliated company, provision (benefit) for income taxes, minority interest in income of subsidiaries, interest expense, impairment of long-lived assets, other (income) expense, gain on retirement of debt, and loss (income) from discontinued operations, net of tax. Station operating income is not a measure of financial performance under generally accepted accounting principles. Nevertheless we believe station operating income is often a useful measure of a broadcasting company's operating performance and is a significant basis used by our management to measure the operating performance of our stations within the various markets because station operating income provides helpful information about our results of operations apart from expenses associated with our physical plant, income taxes, investments, debt financings, gain on retirement of debt, overhead, stock-based compensation, impairment of long-lived assets, results of operations and income (losses) from asset sales. Station operating income is frequently used as one of the bases for comparing businesses in our industry, although our measure of station operating income may not be comparable to similarly titled measures of other companies. Station operating income does not purport to represent operating income or cash flow from operating activities, as those terms are defined under generally accepted accounting principles, and should not be considered as an alternative to those measurements as an indicator of our performance. A reconciliation of operating income to station operating income has been provided in this release.
  2. Certain reclassifications associated with accounting for discontinued operations have been made to prior quarter balances to conform to the current presentation. These reclassifications had no effect on any other previously reported net income or loss or any other statement of operations, balance sheet or cash flow amounts. Where applicable, these financial statements have been identified as "as adjusted".
  3. An adjustment was made to equity in loss of affiliated company for the three and nine months ended September 30, 2007 to correct for a change in TV One's capital structure. Pursuant to SAB 99, "Materiality" and SAB 108, "Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements," we increased the previously reported equity in loss of affiliated company for the three month period ended September 30, 2007 by $114,000 and increased the previously reported equity in loss of affiliated company for the nine month period ended September 30, 2007 by approximately $2.7 million.
  4. For the three months ended September 30, 2008 and 2007, Radio One had 94,537,081 and 98,725,387 shares of common stock outstanding on a weighted average basis, diluted for outstanding stock options, respectively.
  5. For the nine months ended September 30, 2008 and 2007, Radio One had 97,219,115 and 98,710,633 shares of common stock outstanding on a weighted average basis, diluted for outstanding stock options, respectively.
  6. "Adjusted EBITDA" consists of net (loss) income plus (1) depreciation, amortization, provision (benefit) for income taxes, interest expense, equity in loss of affiliated company, and minority interest in income of subsidiaries, impairment of long- lived assets, stock-based compensation, other expense, (income) loss from discontinued operations, net of tax, less (2) and interest income and gain on retirement of debt. Net income before interest income, interest expense, provision (benefit) for income taxes, depreciation and amortization is commonly referred to in our business as "EBITDA." Adjusted EBITDA and EBITDA are not measures of financial performance under generally accepted accounting principles. We believe Adjusted EBITDA is often a useful measure of a company's operating performance and is a significant basis used by our management to measure the operating performance of our business because Adjusted EBITDA excludes charges for depreciation, amortization and interest expense that have resulted from our acquisitions and debt financing, our taxes, impairment charges, as well as our equity in loss of our affiliated company, gain on retirement of debt, and any discontinued operations. Accordingly, we believe that Adjusted EBITDA provides useful information about the operating performance of our business, apart from the expenses associated with our physical plant, capital structure or the results of our affiliated company. Adjusted EBITDA is frequently used as one of the bases for comparing businesses in our industry, although our measure of Adjusted EBITDA may not be comparable to similarly titled measures of other companies. Adjusted EBITDA and EBITDA do not purport to represent operating income or cash flow from operating activities, as those terms are defined under generally accepted accounting principles, and should not be considered as alternatives to those measurements as an indicator of our performance. A reconciliation of net income to EBITDA and Adjusted EBITDA has been provided in this release.

CONTACT: Radio One, Inc.
Peter D. Thompson, EVP and CFO
301-429-4638

SOURCE: Radio One, Inc.