EXHIBIT E
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                         AMENDMENT TO LEASE AGREEMENT
                         ----------------------------

          This Amendment (this "Amendment"), to that certain Lease Agreement, by
and among the parties hereto, dated as of February __, 2000 (the "Lease"), is
made as of this ___ day of December 2000, by and between Beasley Family Towers,
Inc., a Delaware corporation (the "Lessor"), and Beasley Broadcasting of Eastern
Pennsylvania, a Delaware corporation (the "Lessee").

                                  WITNESSETH:

          WHEREAS, Lessor and Lessee entered into the Lease whereby Lessee
leased from Lessor a communications tower facility (the "Tower"), and space in a
transmitter building, each used in the operation of radio broadcast station
WWDB-AM, such Tower and transmitter building space used for the purpose of
Lessee's radio broadcast transmission activities;

          WHEREAS, Lessor and Lessee desire to amend the Lease in certain
respects to clarify the nature of the leasehold interest in the Tower and
transmitter building space obtained by Lessee pursuant to the Lease;

          NOW, THEREFORE, in consideration of the mutual premises contained
herein, and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, Lessor and Lessee, intending to be
legally bound hereby, agree as follows:

          1.   The second sentence of Section 13.01 of the Lease is hereby
deleted.

          2.   The last sentence of Section 14.01 of the Lease is hereby
deleted.

          3.   The penultimate sentence of Section 14.03 of the Lease is hereby
deleted.

          4.   The following is hereby added to Exhibit C of the Lease:

          Two transmitters for WWDB-AM occupy two-thirds (.) of such interior
space and the remaining space is occupied by a phasing unit for WWDB-AM and
associated equipment.

          5.   Except as expressly provided herein, the Lease shall continue to
be, and shall remain, in full force and effect. Except as expressly provided
herein, this Amendment shall not be deemed to be a waiver of, or consent to, or
a modification or amendment of, any other term or condition of the Lease.

          6.   For the convenience of the parties, this Amendment may be
executed in one or more counterparts, each of which shall be deemed an original
for all purposes.

          7.   THIS AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED AND ENFORCED IN
ACCORDANCE WITH THE INTERNAL LAWS (AS OPPOSED


TO CONFLICTS OF LAW PROVISIONS) OF THE COMMONWEALTH OF PENNSYLVANIA.

                            [Signature page follows]

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          IN WITNESS WHEREOF, the parties hereto, intending to be legally bound,
have caused this Amendment to be duly executed on the day and year first written
above.

                              LESSOR:

                              BEASLEY FAMILY TOWERS, INC.

                              BY: ________________________________
                                  Name:  B. Caroline Beasley
                                  Title:  Secretary

                              LESSEE:

                              BEASLEY BROADCASTING OF EASTERN PENNSYLVANIA, INC.

                              BY: ________________________________
                                  Name:  George G. Beasley
                                  Title:  Chief Executive Officer

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