"Westwood One's turnaround continued to gain traction in the second quarter of 2009," said Rod Sherwood, President and CFO. "Our adjusted EBITDA improved by approximately $16 million versus the first quarter of 2009, primarily due to our cost reduction initiatives. With the Company's new capital structure in place as a result of our recent refinancing, and with our current cost reduction efforts largely implemented, our number one strategic initiative is to drive revenue across all businesses with branded content that continues to lead the industry in quality and excitement", said Sherwood. "Quality content, and supporting marketing programs, will attract the audiences our affiliate partners and advertising clients need to grow their businesses."

In our Network radio business, we continue to be a leading choice for premium branded content.

Our sports programming lineup is one of the strongest in the radio industry. As we approach the kickoff of our regular season play-by-play coverage of the 2009-2010 NFL games, station distribution of our broadcast games is pacing ahead of last year's record distribution. Our all-star line-up includes legendary sportscasters, Hall of Fame NFL players and NFL coaches, led by our Monday Night Football and Super Bowl XLIV team, Boomer Esiason and Marv Albert. For the first time, we streamed our live play-by-play broadcast of NFL football on NFL.com during yesterday's Hall of Fame Game. In addition to the NFL games, we have a full schedule of NCAA football doubleheaders featuring top matchups, and broadcast by all- star broadcasting teams, including Heisman Trophy winners and Hall of Famers.

Our talk and news programming, which is widely distributed through the U.S., is always topical, with Dennis Miller capturing top politicos and cultural icons for his successful daily talk show, and The Fred Thompson Show, which launched earlier this year, generating national buzz every week.

Our CNBC Radio programming is distributed in 126 markets and can now be heard in all 25 of the top 25 markets. In addition, for the third year in a row, our CBS News Radio partners won the Edward R. Murrow Award for "Overall Excellence" in the broadcast news industry.

In entertainment, we began our nationwide syndication of the Kevin and Bean show, which is the top-rated morning show in Los Angeles from flagship KROQ-FM. Our new CMT Radio Live program, a 5- hour weeknight country show, has exceeded our distribution expectations with 70 station affiliates after just 6 months. Our Billy Bush programming is expanding with a new Top 40 CHR version scheduled to launch in mid-September with our partners at Cumulus Media.

In our Metro Traffic business, the Company's re-engineering initiative has proceeded on schedule toward its objectives of reducing operational costs and increasing quality. On the programming side, Metro Traffic welcomed three new Citadel stations to its affiliate lineup in Dallas, Texas. Metro Traffic expanded its digital network to over 500 on-line affiliate partners, including 12 CBS Radio stations that are now taking Real Traffic, our online traffic product. We are proud to note that Metro Traffic's New York News Bureau Chief was named President of the New York Press Club, solidifying the Company's reputation for high-quality news and information coverage.

Second Quarter 2009 Results

Accounting Treatment

As a result of the refinancing of substantially all of our outstanding long-term indebtedness and a recapitalization of our equity that closed on April 23, 2009 ("Refinancing"), we applied the acquisition method of accounting, as described by SFAS 141R, and will apply the SEC rules and guidance regarding "push down" accounting treatment. Accordingly, our consolidated financial statements and transactional records prior to the closing of the Refinancing reflect the historical accounting basis in our assets and liabilities and are labeled predecessor company, while our records after the Refinancing are labeled successor company and reflect the "push down" basis of accounting for new fair values of our assets and liabilities in our financial statements. This is presented in our consolidated financial statement by a vertical black line division which appears between the columns entitled predecessor company and successor company on the statements and relevant notes. The black line signifies that the amounts shown for the periods before and after the Refinancing are not comparable.

Management, however, continues to use such statements to measure the Company's performance against comparable prior periods. For purposes of presenting a comparison of our 2009 results to prior periods, we have presented our 2009 results as the addition of the predecessor company and successor company periods. We believe that this presentation provides the most meaningful information about our results of operations. This approach is not consistent with GAAP, may yield results that are not strictly comparable on a period-to- period basis, and may not reflect the actual results we would have achieved.

2009 Industry Outlook

The difficult economic environment continues to negatively impact revenue across the advertising industry in general including radio advertising. In early July 2009, Magna, the research and marketplace intelligence arm of Interpublic Group's Mediabrands, released projections that concluded that the first half of 2009 will likely turn out to be the worst period of the recession for the advertising industry, with an 18% drop in overall advertising revenue versus the first half of 2008. In June, BIA Advisory Services, a subsidiary of BIA Financial Network, Inc., released 2009 radio projections, noting that "[t]he economy has affected the radio industry more this year than originally projected", and predicting significant revenue declines in 2009 compared to 2008.

Three Months Ended June 30, 2009

Revenue for the second quarter of 2009 decreased $16.7 million, or 16.7%, to $83.7 million compared to revenue of $100.4 million in the second quarter of 2008. The decrease in revenue is primarily attributable to the current economic downturn and the continued decline in advertising spending.

Network radio revenue declined $7.0 million, or 14.9%, to $40.2 million compared to $47.2 million in the comparable quarter in 2008. The decline was principally due to the decline in advertising spending in news, talk and sports programming, particularly from automotive advertisers.

Revenue for Metro Traffic declined $9.7 million, or 18.3%, to $43.5 million compared to $53.2 million in the second quarter of 2008. This decline was principally due to the weak local advertising marketplace spanning various categories including automotive, retail and telecommunications.

Faced with persistent unfavorable market conditions, Westwood One maintained its emphasis on aligning operating costs with revenues and achieved significant cost reductions in the second quarter. Operating expenses for the quarter decreased $13.1 million or 15.3%, to $72.3 million as compared to operating expenses of $85.4 million in the comparable period of 2008. The lower operating expenses reflect the Metro Traffic re-engineering and other cost savings initiatives, which reduced expenses in personnel (salary and headcount reduction), programming and production, station compensation, aviation and facility-related costs. We have recognized $25.0 million of savings from both the Metro re- engineering and additional cost savings initiatives through the end of the second quarter of 2009.

In its first quarter 2009 earnings release, the Company said it then expected operating expenses to be down by approximately $13.0 to $15.0 million in the second quarter of 2009 versus the first quarter of 2009. The actual operating expense savings for the second quarter versus the first quarter of 2009 were $18.2 million. As indicated previously, the Metro Traffic re-engineering and other cost savings initiatives are collectively anticipated to result in total cost savings of $53.0 to $61.0 million in 2009. Additional savings of approximately $2.0 million are projected in 2010.

These savings will be offset somewhat by increased business investments, including for strengthening the Company's sales force in both the Network and Metro Traffic businesses as well as for investments in the digital area, in addition to incremental costs related to our TrafficLand license agreement and expenses under the Company's distribution arrangement with CBS Radio, which partly results from increased clearance levels by CBS Radio.

Adjusted EBITDA for the second quarter of 2009, defined as net income (loss) adjusted to exclude both non-cash items, specifically, depreciation and amortization, stock-based compensation and goodwill impairment, and cash items including interest expense, income taxes and restructuring and special charges, was $9.1 million compared with $14.1 million in the second quarter of 2008, a decrease of $5.0 million.

The decline in Adjusted EBITDA was primarily due to the decrease in revenue, partially offset by a reduction in operating costs attributable to the Metro Traffic re-engineering and other cost savings initiatives.

In the second quarter of 2009, free cash flow, defined as net income (loss), plus non-cash items, specifically depreciation and amortization, stock-based compensation, goodwill impairment and amortization of deferred financing costs, and cash items including restructuring and special charges, less capital expenditures, decreased approximately $2.1 million to $5.9 million, or $0.06 per diluted share, compared with $8.0 million, or $0.08 per diluted share, in 2008's second quarter. The change in free cash flow primarily reflects the increased net loss before impairment charges, partially offset by lower capital expenditures.

Capital expenditures were approximately $1.5 million in the current quarter compared with $2.4 million in the second quarter of 2008. The decrease in capital expenditures reflects the timing of planned investments in systems and infrastructure.

Special charges in the second quarter of 2009 were $7.4 million compared with $0.9 million in the comparable quarter of 2008. These 2009 charges were primarily related to the Company's Refinancing.

Operating loss in the second quarter of 2009 was $(8.3) million, compared with operating income of $10.4 million (which excludes the effect of a goodwill impairment charge of approximately $206.1 million) for the second quarter of 2008. The loss was primarily related to the current economic downturn and weakness in the advertising market, partially offset by lower operating expenses as a result of the Metro Traffic re-engineering and other cost savings initiatives.

Interest expense increased $0.2 million, or 6.8%, to $4.6 million in the second quarter of 2009 from $4.4 million in the second quarter of 2008. The increase reflects the higher interest rate on the debt from our Refinancing, which was incurred for most of the second quarter of 2009, offset by the reduction in the debt level.

Income tax benefit increased $2.7 million to a benefit of $2.9 million in the second quarter of 2009 from a benefit of $0.2 million in the second quarter of 2008.

Net loss for the second quarter was $(9.9) million, or $(0.13) per diluted common share, compared with a net loss in the second quarter of 2008 of $(199.7) million, or $(1.98) per diluted common share (which includes the effect of a goodwill impairment charge of approximately $206.1 million taken in the second quarter of 2008). Excluding the goodwill impairment charge, net income in the second quarter of 2008 would have been $6.4 million.

2009 Company Outlook

Looking forward, Westwood One expects that the current significant downward pressures on advertising revenue in the radio industry will continue throughout 2009.