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Michael Paul Reed michael.p.reed@dlapiper.com T 202.799.4229 F 202.799.5229 |
April 30, 2009
VIA COURIER AND EDGAR
Peggy Kim, Special Counsel
Office of Mergers & Acquisitions
Division of Corporation Finance
U.S. Securities and Exchange Commission
100 F Street, NE
Washington, DC 20549-3628
Re: | Cox Radio, Inc. |
Schedule 14D-9/A filed April 20, 2009 |
File No. 005-47385 |
Dear Ms. Kim:
On behalf of Cox Radio, Inc. (the “Company”), we acknowledge receipt of the Staff’s follow-up oral comment regarding the above-referenced filing. Per our conversation on April 27, 2009 regarding the Staff’s prior comment letter dated April 22, 2009, we have included the Staff’s comment and our supplemental response below.
Item 4. Solicitation or Recommendation, page 1
Reasons for the Special Committee’s Recommendation, page 8
1. Please clarify supplementally whether a reason for the special committee’s change in recommendation from acceptance of the offer to expressing no opinion and remaining neutral was because the Company would no longer be a filing person on the Schedule 13E-3 filed by Cox Enterprises and Cox Media.
RESPONSE
As we discussed on Monday, April 27, 2009, the issue of whether or not the Company would be a named filing person on the Schedule 13E-3 of Cox Enterprises and Cox Media was not a reason for the Special Committee’s change in recommendation. As we discussed, the only reasons for the Special Committee’s change in recommendation are those that are set forth in our response letter to the Staff dated April 27, 2009.
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U.S. Securities and Exchange Commission
April 30, 2009
Page Two
We hope that you will find this letter responsive to your comment. If you have any questions regarding our response, please do not hesitate to contact me at 202.799.4229.
Very truly yours,
DLA Piper LLP (US)
/s/ Michael Paul Reed
Michael Paul Reed
Partner
cc: | Juanita P. Baranco |
Nick W. Evans, Jr. |
Jay M. Tannon |
Frank M. Conner III |