Exhibit 99.3



                            YOUNG BROADCASTING INC.



                   Instructions to Registered Holder and/or


       Book-Entry Transfer Facility Participant from Beneficial Owner(s)

                                      for

           Offer to Exchange 10% Senior Subordinated Notes due 2011,

    which have been registered under the Securities Act of 1933, as amended
             (the ''Securities Act''), for any and all outstanding

10% Senior Subordinated Notes due 2011 that were issued and sold in a
         transaction exempt from registration under the Securities Act



                Pursuant to the Prospectus dated August  , 2001




 THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON        ,
 2001 (THE ''EXPIRATION DATE''), UNLESS THE OFFER IS EXTENDED. TENDERS MAY BE
 WITHDRAWN PRIOR TO 5:00 P.M., NEW YORK CITY TIME, ON THE EXPIRATION DATE.




To Registered Holder and/or the Book-Entry Transfer Facility Participant:



   The undersigned hereby acknowledges receipt of the Prospectus dated August
, 2001 (as the same may be amended or supplemented from time to time, the
''Prospectus'') of Young Broadcasting Inc., a Delaware corporation (the
''Issuer''), and the accompanying Letter of Transmittal (the ''Letter of
Transmittal'') that together constitute the Issuer's offer (the ''Exchange
Offer'') to exchange its 10% Senior Subordinated Notes due 2011 (the ''Exchange
Notes''), which have been registered under the Securities Act, for all of its
outstanding 10% Senior Subordinated Notes due 2011 (the ''Notes''). Capitalized
terms used but not defined herein have the meanings ascribed to them in the
Letter of Transmittal.



   This will instruct you, the Registered Holder and/or book-entry transfer
facility participant, as to the action to be taken by you relating to the
Exchange Offer with respect to the Notes held by you for the account of the
undersigned.



   The aggregate principal amount of the Notes held by you for the account of
the undersigned is (fill in amount):



       $___________________________________________


   With respect to the Exchange Offer, the undersigned hereby instructs you
(check appropriate box):


    [_]To TENDER the following Notes held by you for the account of the
       undersigned (insert aggregate principal amount of Notes to be tendered,
       which may only be tendered in whole or in part in integral multiples of
       $1,000 of the principal amount of such Notes):
       $___________________________________________


    [_]NOT to TENDER any Notes held by you for the account of the undersigned.




   If the undersigned instructs you to tender the Notes held by you for the
account of the undersigned, it is understood that you are authorized: (a) to
make, on behalf of the undersigned (and the undersigned, by its signature
below, hereby makes to you), the representations and warranties contained in
the Letter of Transmittal that are to be made with respect to the undersigned
as a beneficial owner, including, but not limited to, the representations that:
(i) the undersigned's principal residence is in the State of (fill in State)
___________________, (ii) the undersigned is not an ''affiliate," as defined in
Rule 405 of the Securities Act, of the Issuer or any subsidiary of the Issuer,
(iii) any Exchange Notes to be received by the undersigned are being acquired
in the ordinary course of its business, (iv) the undersigned has no arrangement
or understanding with any person to participate in a distribution (within the
meaning of the Securities Act) of the Exchange Notes to be received in the
Exchange Offer, (v) if the undersigned is not a broker-dealer, the undersigned
is not engaged in, and does not intend to engage in, a distribution (within the
meaning of the Securities Act) of such Exchange Notes and (vi) the undersigned
acknowledges and agrees that any person, including the undersigned,
participating in the Exchange Offer for the purpose of distributing the
Exchange Notes must comply with the registration and prospectus delivery
requirements of the Securities Act in connection with a secondary resale
transaction of the Exchange Notes acquired by such person and cannot rely on
the position of the Staff of the Securities and Exchange Commission set forth
in no-action letters that are discussed in the section of the Prospectus
entitled ''Exchange Offer--Registration Rights Agreement;'' (b) to tender such
Notes and to agree, on behalf of the undersigned, to accept the Exchange Offer
pursuant to the terms and conditions set forth in the Prospectus and the Letter
of Transmittal; and (c) to take such other action as necessary under the
Prospectus and the Letter of Transmittal, including the delivery of an Agent's
Message, to effect the valid tender of such Notes.



   The Issuer may require the undersigned, as a condition to the undersigned's
eligibility to participate in the Exchange Offer, to furnish to the Issuer (or
an agent thereof), in writing, information as to the number of ''beneficial
owners,'' within the meaning of Rule 13d-3 under the Securities Exchange Act of
1934, as amended, on behalf of whom the undersigned holds the Notes to be
exchanged in the Exchange Offer. If the undersigned is a broker-dealer that
will receive Exchange Notes for its own account in exchange for Notes, it
represents that the Notes to be exchanged for Exchange Notes were acquired by
it as a result of market-making activities or other trading activities and
acknowledges that it will deliver a Prospectus in connection with any resale of
such Exchange Notes; however, by so acknowledging and by delivering a
Prospectus, such undersigned will not be deemed to admit that it is an
''underwriter'' within the meaning of the Securities Act.



                                   SIGN HERE


  Name(s) of beneficial owner(s): _____________________________________________


  Signature(s): _______________________________________________________________

  Name (please print): ________________________________________________________

  Address: ____________________________________________________________________

         ______________________________________________________________________

         ______________________________________________________________________


  Area Code and Telephone number:______________________________________________


  Taxpayer Identification or Social Security Number: __________________________

  Date: _______________________________________________________________________


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