Emmis (EMMS) 8-K Results of Operations and Financial Condition

Exhibit 99.2

1	EMMIS COMMUNICATIONS CORPORATION
2	1ST QUARTER EARNINGS CALL
3	9:00 a.m. E.D.T., June 28, 2005
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25

2

1	GERRY: Thank you for jointing the Emmis
2	Communications First Quarter Earnings call. I would
3	like to remind all participants this call is being
4	recorded. If you do have any objections, you may
5	disconnect at this time. If you would like to ask a
6	question, please press star one. To withdraw your
7	question, press star two. I would now like to turn
8	the call over to Kate with Emmis. You may begin.
9	KATE: Thank you, Gerry. Good morning. Thank
10	you for joining us for today’s Emmis Communications
11	conference call regarding first quarter earnings. I
12	want to extend a special welcome to all the Emmis
13	employees who are joining us and listening in this
14	morning. And those of you listening in from our
15	website, www.emmis.com.
16	We’ll begin in just a moment with opening
17	comments from Emmis Chairman and CEO, Jeff Smulyan,
18	and CFO Walter Berger. After their opening comments,
19	our conference call moderator will come back on the
20	line to instruct you on how to submit questions.
21	Joining us to help answer your questions this
22	morning are Rick Cummings, President of Emmis Radio,
23	and Randy Bongarten, President of Emmis Television.
24	A playback of the call will be available for the next
25	week by dialing 203-369-3449.

3

1	This conference call may include forward-looking
2	statements within the meaning of the private
3	securities litigation reform act of 1995. Please refer
4	to Emmis’ public filings with the FCC for more
5	information on the various risks and uncertainties.
6	Additional disclosure related to nongap financial
7	measures can be found under the investor’s tab of our
8	website, www.emmis.com. Jeff?
9	JEFF SMULYAN: Kate, thanks. And I thank
10	everybody for being here today. This has obviously
11	been a significant quarter for us. In the quarter we
12	announced that we would consider alternatives for the
13	disposition of our television group because we felt
14	that Emmis going forward, it needed to be more
15	focused. And also in the quarter, we executed a
16	significant buy-back of almost 40 percent of our
17	common stock because we believe very strongly that
18	the most important investment we can make is in our
19	own assets. We did that. Several other highlights,
20	obviously our radio group had a stellar quarter. We
21	outperformed our markets in six of seven markets.
22	Television, we outperformed our markets in seven of
23	our 11 markets. In radio, we went through the best
24	round of rating books that we’ve ever had, led by the
25	record 12 consecutive number one book at Power In Los

4

1	Angeles, very strong showing by KISS in New York, our
2	cluster of stations in St. Louis, the best
3	performance of any of the Bob or Jack formats at our
4	station in Austin, a number one overall book in
5	Phoenix, just a stellar — a stellar book. And
6	again, beating our markets by about three percent,
7	beating our industry by a little bit more than that.
8	It’s been a good quarter. It’s been a challenging
9	quarter because we’ve re-focused the company and
10	we’re in that process now, but again, another quarter
11	where our people have shown that they can outperform
12	everybody they compete with. And we believe, going
13	forward, that we’re in very good shape.
14	I also want to mention that our publishing group,
15	especially our city and regional magazines, had a
16	very, very good first quarter. And our international
17	group, led by our network in Hungary, coming off its
18	best year ever, and now going on to another year
19	which looks even better than last year.
20	Remarkable startup in Slovakia. We’re very
21	pleased with the ratings we’re — we surpassed the
22	nationally — the state-owned network with gigantic
23	ratings in our first book out of the box and a very
24	strong debut with our new network in Belgium. So all
25	in all, again, our people continue to perform at the

5

1	highest levels of their industry. We’re pleased and
2	we believe that as we transition Emmis into a more
3	focused company, that we’ll have a chance to grow.
4	I also want to talk very briefly about going
5	forward. We’re not as bearish on some signs in the
6	radio business as I’ve seen from analysts out there.
7	Our June has been very good, you see the quarters in
8	— March, April and May, our first quarter, and you
9	see those numbers. July has been coming up a little
10	bit lately and we’re a bit bullish on August. So all
11	in all we believe the radio business will do a little
12	bit better this year than I think is being predicted.
13	And with that, I’ll turn it over to Walter
14	Berger.
15	MR. BERGER: Jeff, thank you, and welcome
16	everybody to the call this morning. The — let me go
17	through a couple things, one with respect to some —
18	just some simple housekeeping issues. First, with
19	respect to the first goal for our revenue numbers, we
20	outperformed those numbers for revenue and
21	essentially hit our EPS number too, which was about
22	15 cents.
23	Let’s talk a little bit about the first quarter.
24	I want to give a couple data points for everybody.
25	Jeff talked about the strong performances across the

6

1	board by each of our respective business units. It’s
2	interesting as I harken back to our call at the
3	fourth quarter where we gave guidance for the first
4	quarter, some people thought our revenue number for
5	radio was too aggressive. It was, and we
6	outperformed it, which is a significant statement
7	again sort of echoes some of Jeff’s positive
8	comments on radio. Our TV business is overcoming not
9	having some political dollars and was contemplated to
10	come in at negative three. We actually beat that
11	number, coming in a little bit better than that. All
12	in all, we overachieved our revenue from the guidance
13	by one and a half percentage points and we
14	overachieved our station operating by four percent.
15	So we tried to drop down some decent incremental
16	operating leverage from that.
17	A couple specifics on the first quarter. Just
18	announced for the ninth quarter in a row, we have our
19	mini less is more thesis, radio rates were up 14
20	percent, sellout was down eight percent, another
21	great statement. In terms of categories, for Q1,
22	auto was flat after coming after two quarters of auto
23	being up. On the positive side, media was up about
24	22 percent and interest going up, banking and
25	mortgage companies were also positive. In terms of

7

1	the mix of our business, a couple of data points
2	also. National markets were up two percent, Emmis
3	was up two percent. It probably would have been a
4	little bit stronger, but our L.A. national numbers
5	were off a little bit. More importantly though, our
6	local markets were up two percent whereas Emmis was
7	up a very, very strong six percent.
8	A couple other things. In six of the seven
9	markets that we’re in, we gained shares. Chicago
10	stayed flat, which is really good, based on some of
11	the successes that we were contemplating out of that
12	market forthcoming. In terms of market out
13	performance by cluster, New York was up over market
14	by two percent, L.A. four, Phoenix, a very strong 22
15	percent showing once again how we can perform
16	effectively with standalone. St. Louis, four
17	percent, Indy, two percent, and Austin finishing up
18	with a very strong plus eight.
19	A couple of things people had some questions
20	about with respect to our expenses were up a little
21	bit higher. I think when you sort of naturalize or
22	rather neutralize some of the stock comps, you’ll see
23	that our performance is actually a little bit better.
24	We’ve been trying to bring down that number
25	substantially, and if you go to our web page, you’ll

8

1	see the analysis, and we have been bringing it down.
2	However, as you translate more noncash expenses into
3	cash, it obviously has an adverse effect. The second
4	impact of that was the music license expense due to
5	the new industry agreement which I think most of you
6	guys or people know about since it’s been announced.
7	In TV, a couple other data points. Net revenue
8	was down 2.7, although we got it down three. BCF was
9	down 11.6. However, as I said a second ago, we both
10	overachieved our guidance marginally on the revenue
11	side, but substantially on the BCF.
12	Now, a couple other things that you need to
13	realize when you look at that, national revenue was
14	up 2.1, local and regional was up 7.8, so we’re
15	trying to overcome about $5 million of political
16	dollars in the first quarter, which most of you might
17	not recall, but there was actually strong revenues
18	that came in at that point in time.
19	To give you a couple of other data points, I want
20	to talk about Q2 and then we’ll quickly go into
21	questions. With respect to debt, there’s a marginal
22	increase that dealt with our acquisition in Slovakia,
23	which we’ve talked about, announced earlier this
24	year. I think that’s a good acquisition, it was done
25	on a low multiple basis and we’re looking for strong

9

1	rate of return on that. Not big dollars, like about
2	$15 or $16 million.
3	On taxes, for those of you that want to sort of
4	do your calculations, continue to use an effective
5	rate of 42 percent, which is what you should do for
6	the year. And CapEx for this quarter was about
7	$4.8 to $5 million for the quarter, should
8	contemplate about nine for the second quarter, and
9	about a balance of about $20 million for the balance
10	of the year. Actually that’s the total for the year.
11	A couple of other things, and now I want to move
12	in quickly to the guidance for the second quarter.
13	Again, this continues to show strong performance in
14	our business. You can look for approximately four
15	percent out of our domestic radio group, almost about
16	a negative two out of our TV group, and that’s
17	offsetting, again, about $4 million of political
18	dollars in the second quarter that we experienced and
19	benefitted from last year. So again, still a very
20	good performance coming out of that.
21	That’s really it in terms of some of the
22	highlights. I think, Jeff, probably at this point it
23	makes more sense to go into Q and A.
24	JEFF: Right, Walter, I think that’s good.
25	KATE: Gerry, we’re ready for questions now.

10

1	GERRY: Okay, if you would like to ask a
2	question, please press star one. To withdraw your
3	question, press star two. And our first question
4	comes from Victor Miller. You may ask your question.
5	MR. VICTOR MILLER: Good morning. Thank you for
6	taking the question. First on your radio guidance,
7	you had a concert last year in L.A. Does that mean
8	that excluding the concert you’d be up 6.2 percent on
9	the base advertising business? Secondly, on the
10	expense side for second quarter, it seems to outpace
11	the revenue guidance in almost every — I think in
12	every division. Can you talk about what you’re
13	seeing there?
14	WALTER: Sure.
15	MR. VICTOR MILLER: And then lastly, you’ve got,
16	you know, significant leverage now, you actually are
17	not obviously cutting back on expenses grow —
18	expense growth to make your, you know, surge ahead,
19	and that may be some signals that you’re confident in
20	the TV — on the TV sales side. If you could talk
21	about maybe where you are, at least in the process of
22	that, are books out, you know, how far you are in
23	that process. Thanks.
24	WALTER: Yeah, let me — let me answer the first
25	two quickly. What I think Victor is referring to is

11

1	Power House, which is a concert we do out of Los
2	Angeles, which we typically had scheduled to be in
3	the second quarter. It was moved into the first
4	quarter, it was a success for us, it has been a
5	success for us, and it has typically thrown off
6	substantially higher margins than the core business
7	would. So that impacted us favorably in terms of the
8	first quarter, and maybe in terms of some of the
9	operating leverage in the second quarter, you know,
10	had the adverse effect.
11	Secondly, looking into the second quarter, we had
12	some incremental costs associated with some of our
13	promotions, like Smackfest and so forth, and
14	how we’re looking to resolve some outstanding issues
15	that we have with that. And that represents also an
16	unplanned-for incremental costs, see how it goes
17	forth.
18	I’ll let Jeff talk about the third point, but one
19	of the things I want to say is if you look at our
20	leverage, you know, for the first quarter we felt
21	pretty confident, I think, about five, nine or six
22	times. Everybody has been able to do the math going
23	forward and see that for a short interim period of
24	time, we’ll have leverage somewhere in the eight
25 .	times.

12

1	Our view is that the business still continues to
2	perform strong. I think the numbers that we’re
3	throwing out there in general, maybe even
4	specifically, outpace the industry exceptionally
5	well, and we’re confident through the divestiture of
6	the TV assets and our performance that this leverage
7	will come down substantially through the balance of
8	the — of the year. Probably to levels of the — you
9	know, the market has not experienced in a long time.
10	JEFF: Yes, and Vic, I mean, obviously, we’re not
11	going to comment exactly on the timetable of our
12	television process. It is moving forward. I think
13	we’ve been pleasantly surprised by the number of
14	people who have expressed interest certainly beyond
15	our thoughts. It is moving forward. You know, when
16	we have something to say, we’ll say it, but it does
17	— I think obviously your point about we’re going to
18	run this business the way we’ve always run it, to
19	make the right investments, we always have this issue
20	in the first quarter and then into the second
21	quarter, some new expenses that come on every year in
22	our businesses. But I would say there is a very,
23	very robust market, a tremendous amount of interest,
24	and we — you know, we’ve made the decision that
25	we’re going to move forward, and I think you’ll see

13

1	that process move fairly quickly on the television
2	side.
3	VICTOR: Thank you.
4	JEFF: Thanks, Vic.
5	GERRY: Our next question comes from Jonathan
6	Jacobi of Bank of America Securities. You may ask
7	your question.
8	JONATHAN: Good morning.
9	JEFF: Hi, Jonathan. How are you?
10	JONATHAN: Just three questions here. The first,
11	one of your competitors in Los Angeles, who actually
12	was leasing your tower, launched a somewhat format
13	attack in the market. I’m curious to hear sort of
14	your thought in terms of how it might impact revenue,
15	also anything you can give us in terms of color on
16	the lawsuit.
17	Secondly, and this is just a question in terms of
18	data that’s out in the marketplace, the Media
19	Monitor’s data seems to indicate that you guys
20	actually right now are in the top 10 or 20 markets
21	sort of the highest ad minutes, slot loaded. Every
22	quarter we hear that you’re sort of reducing
23	inventory. So I’m wondering sort of — is the data
24	perhaps not getting — you know, there are areas to
25	the data, but your thoughts there. And lastly, if

14

1	you could tell us on the expected valuation range on
2	the TV assets, and also, do you feel that that has to
3	be a wholesale sale of the business or would you look
4	at selling it piecemeal to potential buyers? Thanks.
5	JEFF: I’ll take those, Jonathan.
6	Number one, the issue in Los Angeles, and we’ve
7	always had a nice relationship with Raul Elacon, Raul
8	came to me and said they wanted to lease space. We
9	really weren’t interested in doing it, we did it as a
10	favor, but under the condition that they notify us.
11	They said look, this is going to be a Spanish station
12	and it won’t be anywhere near you. And it was
13	specifically written into the contract that any
14	format change, we would be notified. They didn’t do
15	that. We feel very strongly that there’s a breach in
16	the contract, feel very strongly that they’re in
17	violation. And, you know, we don’t like to go to
18	court, but we felt that it was such an egregious case
19	that we needed to.
20	As far as the competition, you know, we’ve been
21	dealing with competition out there forever. I think
22	it’s going to have an impact on us. The reggaeton
23	format, even though it’s largely Spanish language,
24	clearly does impact, you know, assimilated Hispanics,
25	and that’s a big part of our audience of Power.

15

1	We’ve been number one 12 straight books. Do I think
2	we’ll be number one 13, 14? I don’t think so.
3	On the other hand, you know, we’ve had a major
4	competitive battle with KISS, which has moved into
5	our space in Los Angeles. So, you know, this is what
6	we’ve been doing for 25 years and, you know, we’re
7	going to have ups and downs. I think we’ll have a
8	little bit of a down in Los Angeles, on the other
9	hand we’re seeing some — some great signs back at
10	HOT in New York, and we’re seeing great signs in our
11	— in Chicago and Austin and St. Louis and
12	Indianapolis. So to that, not worried.
13	As far as highest ad minutes, I’ve never heard
14	that before. We’ve always been known, I don’t want
15	to say Media Monitors is wrong, we know we’ve run
16	less units at a higher rate, you know, we’ve never
17	been known as people who throw a lot of inventory out
18	there. If it’s possible, you know, on certain day
19	parts and certain situations maybe, but we feel very
20	comfortable. Emmis has never been criticized for
21	being very cluttered. So I’m not saying that there
22	aren’t times when we may run more units than most
23	people, but that’s not our history. And so I’m a
24	little surprised that we would show up highest in any
25	measurement, but you never know.

16

1	As far as TV valuations, I think the street
2	expects around a $1 billion. I would just say we’re
3	cautiously optimistic we’ll do better than that.
4	There’s been a tremendous amount of interest.
5	Because of the tax situation and our (inaudible) and
6	the structure of our TV group, we have the ability to
7	sell them individually or as a group. We will look
8	at when bids come in and then we’ll do what is in the
9	best interests of everybody. But we have a
10	tremendous amount of flexibility and I would say —
11	since I don’t ever say I’m bullish about anything, I
12	would say I’m a little bit more than cautiously
13	optimistic in this case that we’ll do very well.
14	JONATHAN: Thank you so much.
15	GERRY: Okay, our next question comes from Lee
16	Westerfield of Harris Assets. You may ask your
17	question.
18	LEE: Yes, thank you very much, Jeff and Walter.
19	Good morning. In the domestic radio business,
20	actually to focus here on two markets on New York and
21	Austin if I may, in New York, of course, you’re
22	coming up off of — off of the Tsunami event, if you
23	would, in the first quarter or the calendar first
24	quarter. By my calculations, HOT 97 inventory
25	commercial loads 6 a.m. to 7 p.m. went from seven

17

1	minutes an hour to 12 minutes an hour in May. The
2	question I have for you is whether the revenue trends
3	have tracked alongside that kind of jump in inventory
4	or whether you’re pricing it at somewhat of a
5	discount, and then your turn here and whether we can
6	look for pricing increases going forward at HOT.
7	And then the following question, if you can
8	remind the audience as to the terms with the Austin
9	cluster, if you choose to buy in the remaining 49 and
10	a half percent, and what the timing and the details
11	are. And then one follow-up question.
12	JEFF: All right, the Austin, we
13	have a benchmark of 18 times, but that is — that is
14	merely a benchmark. We don’t have to buy it and we
15	can make an offer and can accept it or not. We
16	haven’t made a decision. We’re very comfortable with
17	our partnership with Bob and David Sinclair, and
18	really don’t have any intention of buying any of the
19	49 percent. It’s been a wonderful partnership, and
20	as you know, our ratings there have just been
21	spectacular.
22	WALTER: In fact, you know that
23	we’re now the number one biller. In Austin we are
24	now the number one biller.
25	JEFF: So we’ve been very pleased

18

1	there. As far as the HOT — I mean, you know that we
2	suffered a lot in the — in the fourth quarter of
3	last year and the first quarter, not only in revenue
4	loss, but some certain litigation expenses and, you
5	know, a lot of things. There’s a lot of upside going
6	forward because HOT has dropped. If we compare that
7	upside with what has happened, especially at KISS, we
8	should have a very spectacular time in the next year
9	going forward.
10	And Rick, I don’t know if you’re on the phone,
11	but you might amplify a little further. I know
12	you’re on the phone, but I don’t know how good your
13	connection is.
14	RICK: Yeah, Jeff, can you hear me?
15	JEFF: Yes, we can, Rick, go ahead.
16	RICK: I’m sorry about the nose — the noise
17	folks on this line, but — yeah, in regard to that
18	question, Lee, yes, we have — we have probably
19	discounted a bit on some of the inventory at this
20	point in time, but we think that most of the — the
21	negative impact that this January incident had early
22	in the year on HOT, most of it we’ve weathered at
23	this point, and certainly all of it that we
24	anticipate, I think that we’ve accounted for and gone
25	forward. The — but the timing, as you know,

19

1	couldn’t have been worse. There were a lot of
2	annuals being set at that point in time, and frankly,
3	HOT missed a number of those. So we have taken — we
4	have taken a significant impact there, more in the
5	first and second quarters than we’ll see in the back
6	half of the year. But we believe we’re passed all of
7	it. Certainly from a rating standpoint, we’ve done
8	fine with that radio station, and we think the back
9	half of the year we’ll begin to recover some of the
10	losses from the first half.
11	And KISS has had such a remarkable run, probably
12	the fastest growing station revenue-wise in all of
13	New York this past 12 months, and because of that,
14	we’ve still been able to outperform the market in
15	spite of the negative impact of HOT.
16	LEE: Terrific, gentlemen. One follow-up
17	question, Walter. The Cap X, if you can give us Cap
18	X by division?
19	WALTER: Most of it comes through
20	the TV side, basically probably around 80 percent of
21	that timeline.
22	LEE: Jeff, Walter, and Rick as well, thank you
23	very much gentlemen.
24	GERRY: Okay, our next question comes from
25	Lorraine Mancini of Merrill Lynch. You may ask your

20

1	question.
2	LORRAINE: Morning. A couple things. You
3	mentioned that the physical first quarter benefitted
4	from the L.A. event moving forward. Does your New
5	York summer event help offset some of that in Q2, is
6	there any difference there from last year? Also, can
7	you talk a bit about when the new Chicago station
8	might add some additional upside to your numbers, is
9	that a second half event? And then the third thing
10	is expenses. You had indicated that they would be
11	heavier in the first half of the year, and start
12	turning down, I believe on the last call —
13	WALTER: Right.
14	LORRAINE: What type of core growth should we
15	expect once some of these things cycle through, like
16	the record contract and the additional spending on
17	the stations?
18	WALTER: Well, Lorraine, let’s talk about a
19	couple of things. You know, you asked — as I said
20	earlier, and you sort of reiterated, and I think
21	Victor too, we benefited in the first quarter by the
22	timing of Power House in the presence in the first
23	quarter. In the second quarter, Summer Jam, you
24	know, we had big numbers last year and I think we had
25	sort of comparable numbers this year. So you’re not

21

1	going to see tremendous incremental difference year
2	over year.
3	A couple things too that added incremental costs,
4	is as you know, we flipped some formats over the last
5	week, and we’ve had great success, whether it’s Bob
6	in Austin or now Hank in Indianapolis. And because
7	of those successes, we want to make sure that we just
8	don’t have a quick jump and not the same rating
9	successes. But we’ve — we’ve decided to allocate to
10	those formats. I mean, the worst thing to do is to
11	book a format, have some nice success and then lose
12	it because we didn’t really manage it well. So we’ve
13	decided to do that.
14	You know, I think what you should do is you
15	should probably go back and look at — we don’t give
16	forward guidance that far out. But you should really
17	look at what you said, a hopefully lower level
18	expenses going forward. I think one of the things,
19	though, to look at though, is when you look at our
20	guidance in the — in the first quarter, when we feed
21	our guidance, that we’re feeding it, you know,
22	through decent operating leverage relationships, and
23	I think that’s what we’ve tried to show.
24	WALTER: Yeah, and Lorraine, as far
25	as Chicago, you know, as we said, we beat the market

22

1	handily in six of our seven markets. Chicago has
2	been the lagger. We believe that in this last
3	quarter, we’re starting to see the turn — the corner
4	turn. There does appear to be some upside. The loop
5	has had some good trends, Q101 has had some good
6	trends, our direct competitor, the Zone, is off a bit, so
7	we believe that there’s — there’s some pretty good
8	upside in Chicago. That — if you look at the
9	potential, given the history of the Loop and Q101,
10	the upside there is really quite significant. And we
11	— we — you know, it’s hard to predict that it’s
12	coming, but we’re moving in the right direction. And
13	if we do that, you know, then we think it’s going to
14	be a better year than we’re certainly willing to
15	forecast now.
16	WALTER: You know, Lorraine, one of the things
17	that I said about Chicago is with respect to how
18	Emmis performed against the balance of this market.
19	We significantly outperformed, with the exception of
20	Chicago, each of our markets. But we can declare
21	victory by the fact that Chicago performed on par
22	with its respective market, which has been a long
23	time. And so you can see the trends are already
24	starting to migrate in the right direction and, you
25	know, as we said consistently since probably last

23

1	November, this is going to prove out to be, in our
2	minds and our thoughts, a very successful transaction
3	for us, where they’re going to very capably
4	rationalize that market for us.
5	LORRAINE: Okay, and I have one follow-up. You
6	have — I believe you had Howard Stern on one
7	station. Have you guys thought about what the impact
8	might be of losing him?
9	JEFF: Well, we’ve worked through
10	it, you know, and we’ve gotten some ideas. That has
11	not been one of our largest stations, but clearly
12	we’re working on plans. Rick, I don’t know if you
13	want to amplify that a little bit more.
14	RICK: Yeah, sorry again for the lag, but yeah,
15	it’s one station in St. Louis, we already have gone
16	well down the road talking about a replacement for
17	Howard. We believe we know who that is. If we can
18	get — work a deal, we think we’ll be very
19	competitive there. But I still believe that we’ll
20	take some — some hit of the adult numbers. That
21	radio station has been an 1849 performer, but we
22	really think that it’s — it’s a rank point — a rank
23	position, there is nothing too significant. And as
24	most of our dollars still come from (inaudible) and
25	will continue to be (inaudible). So I don’t think

24

1	it’s going to be significant for us.
2	LORRAINE: Thank you.
3	GERRY: Okay, our next question comes from
4	Michael Kopenski of A.G. Edwards. You may ask your
5	question.
6	MR. KOPENSKI: Thanks a lot for taking the
7	question, and congratulations. I know it’s been a
8	difficult marketing, I think you’ve done a great job.
9	I want to — if you could talk a little bit about the
10	patience that you indicated, kind of going into the
11	next quarter. I was just wondering if you’re
12	starting to see signs that national is starting to
13	pick up a little bit better, particularly referred
14	from some of my contacts, that some of the
15	categories, particularly auto, seems to be coming in
16	a little bit better as we get into the late summer,
17	and was just wondering if you could talk about
18	particular categories as well. And then I have a
19	couple of quick follow-ups.
20	WALTER: Do you have any other
21	questions, Mike, you want to address before we go
22	through this?
23	MR. KOPENSKI: The other question I had was about
24	Emmis’ interest in any of the Disney radio stations,
25	if you could talk a little bit about if you were in

25

1	the hunt for those stations as well as maybe for your
2	networks as well or if it’s just the stations.
3	JEFF: Okay. I’ll do the latter,
4	you do the first.
5	WALTER: Okay. With respect to the
6	categories in my opening comments, I said that auto
7	was essentially flat versus the first quarter of the
8	prior year which is sort of a — I think positive
9	because there was some contemplation that perhaps for
10	radio could actually be negative. Now, what’s
11	interesting is on our TV numbers auto is actually up.
12	But, you know, auto for us at this time represents
13	about 14 percent of our total revenue. And our top
14	10 categories add up to about 69 percent.
15	But categories that were up included in media,
16	which includes advertising on radio by either cable
17	TV or newspaper, restaurants were up a little bit,
18	banks, credit cards and mortgages were up
19	substantially for us, which is our fourth category.
20	Movies and videos were also up. And that probably
21	one of the areas that was off a little bit was
22	cellulars and pager services, which, you know, based
23	on conversations we’ve had, Mike, that’s probably not
24	coming as a surprise to anybody.
25	Another area that I thought was also pretty

26

1	encouraging was department stores and clothing were
2	up. And the reason I say that is that I look at some
3	of the categories, I focus more on what are driven
4	more by retail, so it’s an indication of consumer
5	confidence and things like that. And I think there
6	were a number of signs that really helped.
7	Now, in terms of your question on national
8	versus, you know, performance, one of my opening
9	comments was that the national markets were up two
10	percent and Emmis is up two percent. I think we
11	would have actually been up stronger, but our
12	performance in L.A. for a host of reasons wasn’t
13	nearly as strong. And we’re beginning to see some of
14	those trends come back, and I think they’re very
15	favorable, not just for us, but for the industry as a
16	whole.
17	JEFF: Mike, as to this Disney
18	thing. You know, it’s funny, normally — I’ve been
19	doing this for 25 years, and normally most
20	transactions are not in the — you know, in the
21	public eye. This one, for some reason obviously
22	because it’s Disney has had a lot of speculation.
23	We’ve all seen the stories, you know, recently this
24	morning, talk about Mel Karmazin and Sirius, Entercom, Cox, Citadel, everybody.
25	I’ve seen the stories about us — I saw one recently

27

1	which talked about the fact that it was the dream
2	match up for Emmis because the match up of Emmis’
3	stations in the largest market was a perfect pair
4	with ABC and that only Emmis could help transform a
5	network because of this large market focus. Those
6	are nice things to see. And we clearly, you know,
7	know the Disney people, like them an awful lot. John
8	here is a wonderful guy and a great broadcaster.
9	Having said all that, you know, I’ve been doing this
10	long enough that, you know, we all talk, we all look
11	at everything. I don’t really know if the Walt
12	Disney company has made a decision, if they’re going
13	to make changes in radio. If they do, they’ll talk
14	to all of us and we’ll just see. I think any — any
15	thoughts that it would, you know — sure, the match
16	up would be intriguing for both companies, but I
17	think, you know, we’ll just, you know, do our job.
18	Right now our job is to keep operating our
19	businesses, and if there are opportunities that make
20	sense for our people and their people, then we’ll
21	pursue them.
22	MR. KOPENSKI: Great, thank you very much.
23	GERRY: Okay, our next question comes from Marcy
24	Risiker of Wachovia Securities. You may ask your
25	question.

28

1	MARCY: Good morning, and welcome to Nantucket.
2	JEFF: Thank you, thank you.
3	It’s a pleasure to be here.
4	MARCY: I was wondering what your thoughts are
5	regarding your publishing segment. Have you
6	considered selling these assets as well to be a true
7	radio pure play? And my second question is, once you
8	sell your TV assets and your leverage does come down,
9	you’ll be heavily concentrated in New York City and
10	L. A., what plans do you have for diversification?
11	JEFF: Well, Marcy, you know,
12	it’s funny. We love our magazine business. Our city
13	and regional business has been very, very good. We
14	have great franchises and they’re franchises that
15	have been able to maintain their position for a long,
16	long time. We have absolutely no interest in doing
17	anything now. I’ve learned in life you never say
18	never, but we feel very good.
19	As for concentration, you know, we’ve been
20	dealing with that issue for a long time. You know,
21	gosh, you’ve got a lot in New York, gosh, you’ve got
22	a lot in L.A, now we have a lot in Chicago and St.
23	Louis. We’ll see what happens. I have to say that,
24	you know, the key to this company has always been
25	great operations. We attract wonderful people. And,

29

1	you know, conventional wisdom was when we made the
2	trade with Bonneville, that we absolutely had to get
3	out of Phoenix. And lo and behold, we stayed in
4	Phoenix because we’ve got a good team at Power 92
5	there, and in the last rating book, for the first
6	time in its history, that station went to number one.
7	As a standalone with all of the companies, with
8	all the clusters in Phoenix, we have the number one
9	radio station there. So sure, I know that Walter
10	says format diversification, market diversification,
11	but I think we demonstrated over and over again that
12	when you attract great people and a really great
13	culture that I’m very proud of, that we’ll perform
14	wherever our market and format concentration is. And
15	I feel very comfortable with that. Opportunities —
16	MARCY: Thank you.
17	JEFF: Marcy, let me say one more
18	thing, if opportunities to expand occur, it would be
19	nice. But, you know, we’ve demonstrated that we’re
20	not just going to do anything and everything.
21	Thanks, Marcy.
22	MARCY: Thank you.
23	KATE: Gerry, we have time for one last question.
24	GERRY: Thank you, and our next question comes
25	from Mark Winkos. You may ask your question.

30

1	MARK: Thank you. Good morning.
2	JEFF: Hi, Mark.
3	MARK: First question, on average across your
4	whole portfolio, what percentage of the 60 do you get
5	in rate on a 30-second spot? And then secondly, on
6	leverage, you mentioned that as a TBS a disposed
7	leverage is likely to come down to levels, you said,
8	not seen by the market in a long time. In that
9	light, what do you see the appropriate leverage for
10	your core business and what reasons would support not
11	just leaving the leverage at a higher level, like
12	around six times, and just continue to buy into
13	stock?
14	JEFF: Well, I think as far as
15	the — you know, the core rate, historically radio
16	30s have been priced at 80 percent of 60. There’s a
17	great debate about that now. Advertisers say we’re
18	not paying more than 50, 55 percent. The dust really
19	hasn’t settled, so it’s really hard to get enough
20	data. And as we’ve always said, we’ve been
21	consistent and said look, we will — we will sell
22	what makes sense for our advertisers. If the price
23	doesn’t make sense for us at a certain rate, we won’t
24	— we won’t do it. But I applaud clear channel for
25	trying to reduce more people to 30s. You know, it

31

1	all depends on the market’s willingness to go there.
2	As far as leverage is concerned, obviously we
3	made a conscious decision that we knew where we were
4	in our television discussions and what was likely to
5	occur. We felt pretty confident about the numbers we
6	would get. And we felt that the best investment we
7	could make by far was owning our own stock. It was
8	so terribly underpriced, it still is. I think once
9	the television divestiture is done, the leverage of
10	the company will be very, very low, probably lower
11	than most people calculate, and I think then we’ll
12	just — we’ll sit down and see. If the stock is
13	still depressed, we certainly will think about it,
14	but we’re also going to look at all of our other
15	alternatives.
16	WALTER: You know, Mark, one of the
17	things that’s interesting, and again, it’s difficult
18	to foresee what the value of the TV divestitures will
19	bring us, but, you know, using sort of the pervasive
20	numbers that are out there, looking at our leverage
21	post the transaction, you will have essentially a
22	pure play radio business with probably one of the
23	highest quality balance sheets out there. And so I
24	think it’s going to force people to re-look at our
25	company in terms of value and the multiples that we

32

1	should, you know, aspire to a little differently than
2	has been in the past.
3	And Marcy asked the question about concentration
4	in two markets. Obviously New York, Los Angeles adds up
5	that way, but I think what shouldn’t be lost is the
6	performance that we get out of a number of other
7	significantly large markets, whether St. Louis or
8	Austin or so forth. And probably, as we talked about
9	on many occasions, the upside we get out of Chicago.
10	So you look at that, the upside of Chicago, the
11	return of New York vis-a-vis post Tsunami, the lower
12	leverage which is going to give us a whole bunch of
13	flexibility plus improving our free cash flow, this
14	is a really pretty compelling story going forward.
15	And I don’t want — you know, and I hope it’s not
16	lost on people, that that’s the direction that we’re
17	going. So make it much easier for you to evaluate
18	us, the quality of our assets and our balance sheets
19	going forward, and that’s one of our thesis here.
20	MARK: Understood. Thank you.
21	KATE: Jeff, before your closing comment, I just
22	wanted to remind everyone that a replay of the call
23	will be available until next Tuesday, July 5th, and
24	that number again is 203-369-3449 or by visiting the
25	Emmis website. Jeff?

33

1	JEFF SMULYAN: Thanks, Kate. This has obviously
2	been a fascinating quarter. It was a very difficult
3	decision to make about moving out of the television
4	business. But we felt that the challenges that
5	American television faced needed to be — to be
6	solved by companies with a more singular focus to
7	tackle those challenges.
8	We believe that at Emmis we have a unique group
9	of assets in radio and that we have a unique group of
10	people in our culture. And I’ve said before, being
11	named one of Fortune’s top 100 places to work in this
12	country is one of the hallmarks of the history of
13	Emmis. I couldn’t be prouder of it because it speaks
14	of a culture that I think produces great results for
15	people.
16	We believe that as we transition into a more
17	singularly focused radio company, while not
18	forgetting the great franchises we have in city and
19	regional magazines, that we will be able to help move
20	the radio business into an era of better growth. We
21	think we’re poised to do that, we think we’ll have
22	the balance sheet, we know we have the people and we
23	know we have the assets, and we want to help move
24	radio into a new era with a little bit more
25	leadership, and we think that opportunity is there.

34

1	And it’s there because our people, this quarter, as
2	in all of the previous years that I’ve been
3	associated with this company since we started it,
4	have been able to demonstrate that we know our
5	businesses as well as anybody, and we have a group of
6	people who perform at the highest levels always. And
7	I thank them for that and I thank you for being on
8	this call.
9	(Tape ended.)
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25