Westwood One, CBS Reach Deal

Deal Made With CBS

WESTWOOD ONE and CBS RADIO have finally reached binding agreements for a new long-term deal that takes the companies' Management Agreement, Representation Agreement and other related programming agreements and distribution arrangements through MARCH, 2017. The deal, subject to shareholder approval, extends the relationship past the MARCH 31st, 2009 expiration of the existing contract.

WESTWOOD ONE Strategic Review Committee Chair DAVID DENNIS said, “We are pleased to announce the execution of this new arrangement with CBS RADIO. We believe the proposed transaction provides several benefits to the Company and its shareholders, including continued long-term distribution of WESTWOOD ONE programming and products to major-market radio stations, compensation tied to delivery of audience and an extension of non-competition provisions through MARCH, 2010."

WESTWOOD ONE CFO GARY YUSKO added, "With the negotiation process behind us, we can move forward with solidifying our financial structure and exploring initiatives to enhance shareholder value."

"We’re pleased to begin a new chapter in CBS RADIO’s long-standing relationship with WESTWOOD ONE," said CBS RADIO Pres./CEO DAN MASON. "From broadcasting local traffic across our owned stations, to CBS RADIO NEWS across the WESTWOOD ONE network, CBS and WESTWOOD create a content and distribution team that is unparalleled in the industry."

The deal also includes the retirement of CBS RADIO's 3 million warrants in WESTWOOD ONE; CBS has agreed to a standstill on the sale of its common stock in WESTWOOD ONE until DECEMBER 31, 2007. A preliminary proxy statement is presently slated for SEC filing by NOVEMBER 10, with definitive proxy materials submitted to shareholders in first quarter 2008 for a vote.

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