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FORM 4
[ ] Check this box if no longer
subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
Love, L. Ross
(Last) (First) (Middle)
1821 Summit Road
(Street)
Cincinnati, OH 45237
(City) (State) (Zip)
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2. Issuer Name and Ticker or Trading Symbol Radio One, Inc.
ROIA/ROIAK 3. I.R.S. Identification
Number of Reporting Person, if an entity (voluntary) |
4. Statement for (Month/Day/Year 04/23/2003
5. If Amendment, Date of Original (Month/Day/Year) |
6. Relationship of Reporting Person(s) to Issuer
(Check all applicable) X Director
10% Owner
Officer (give title below)
Other (specify below)
Description
7. Individual or Joint/Group
Filing (Check Applicable Line) X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1. Title of Security (Instr. 3) |
2.Transaction
Date (Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr. 8) |
4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4, and 5) |
5. Amount of
Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) |
6. Owner-
ship Form: Direct (D) or Indirect (I) (Instr. 4) |
7. Nature of
Indirect Beneficial Ownership (Instr. 4) |
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Code
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V
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Amount
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A/D
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Price
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Class D Common Stock
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S
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58,191
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D
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$15.95
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500
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D
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Class D Common Stock
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$
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699,177
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I
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LRL Trading, LLC
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Class D Common Stock
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$
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800,000
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I
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LRL Investments, LP
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Class D Common Stock
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$
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115,439
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I
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LRC Love Limited Partnership
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Class D Common Stock
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$
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28,045
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I
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Love Family Limited Partnership
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Class D Common Stock
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$
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44,479
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I
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Cheryl H. Love
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivative Security
(Instr. 3) |
2. Conver-
sion or Exercise Price of Deri- vative Security |
3. Transaction Date
(Month/ Day/ Year) |
3A. Deemed Execution Date, if any
(Month/ Day/ Year) |
4. Transaction Code (Instr.8) |
5. Number of Derivative Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) |
6. Date Exercisable(DE) and
Expiration Date(ED) (Month/Day/Year) |
7. Title and Amount of
Underlying Securities (Instr. 3 and 4) |
8. Price
of Derivative Security (Instr.5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.4) |
10. Owner- ship Form of Deriv- ative Securities: Direct (D) or Indirect (I) (Instr.4) |
11. Nature of Indirect Beneficial Ownership (Instr.4) |
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Code
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V
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A
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D
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DE
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ED
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Title
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Amount or Number of Shares
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Explanation of Responses:
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The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 21, 2003.
On August 10, 2001: (1) LRL Trading, L.L.C. ("LRL Trading") acquired 2,212,368 shares of Class D Common Stock of Radio One, Inc. (the "Company"), (2) LRC Love Limited Partnership ("LRC Love LP") acquired 170,388 shares of Class D Common Stock, (3) Love Family Limited Partnership ("Love Family LP") acquired 73,023 shares of Class D Common Stock and (4) Cheryl H. Love, the wife of the reporting person, acquired 91,979 shares of Class D Common Stock in connection with the Company's acquisition of Blue Chip Broadcasting, Inc. ("Blue Chip"). On April 16, 2003, the reporting person re-registered 800,000 shares held by LRL Trading in the name of LRL Investments, L.P. ("LRL Investments"). The reporting person, who was an officer, director and shareholder of Blue Chip, has an indirect, controlling interest in LRL Tradin g, LRL Investments, LRC Love LP and Love Family LP, and accordingly may be deemed to be the beneficial owner of some or all of the shares held by these entities. The reporting person disclaims beneficial ownership of shares held by LRL Trading, LRL Investments, LRC Love LP and Love Family LP except to the extent of his pecuniary interest therein. The reporting person disclaims beneficial ownership of the shares held by Cheryl H. Love and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
| By: | Date: |
| /s/ Linda J. Eckard Vilardo by POA | 04/25/2003 |
| ** Signature of Reporting Person | SEC 1474 (9-02) |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. * If the form is filed by more than one reporting person, see Instruction 4(b)(v). ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |