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Westwood One, Inc. Reports Results for the Full Year and Fourth Quarter 2010



 Westwood One, Inc. Reports Results for the Full Year and Fourth Quarter 2010

  PR Newswire

  NEW YORK, April 13, 2011

NEW YORK, April 13, 2011 /PRNewswire/ -- Westwood One, Inc. (NASDAQ: WWON), a
leading independent provider of network radio content and traffic information
to the radio, television and digital sectors, today reported operating results
for the full year and fourth quarter 2010. As reflected in its financial
statements, Westwood One is organized into two business segments: Network
Radio and Metro Traffic. Network Radio distributes news, sports, music, talk
and entertainment programming to approximately 5,000 radio stations. Metro
Traffic consists of Metro Traffic Radio, which produces and distributes
traffic and other local information reports to over 2,250 radio stations, and
Metro Television, which produces and distributes such reports to approximately
182 television stations.

Westwood One's fourth quarter revenue increased $6.0 million, or 6.5%, to
$98.3 million from $92.3 million in 2009. Revenue for the full year 2010
increased $22.2 million, or 6.5%, to $362.5 million compared to $340.3 million
in 2009.

"Our fourth quarter and year end revenue increases reflect our strategy of
growing our radio and digital business by launching new programming, expanding
our distribution, renewing key content partnerships, and investing in our
salesforce to support our revenue structure," said Rod Sherwood, President.
"We saw revenue growth in Network Radio from our premium sports partnerships,
including NFL and NCAA football, and from our music and entertainment
programming. Metro Traffic Radio had higher revenue in key advertising
categories of financial services, retail, automotive and restaurants. Our
fourth quarter revenue growth was offset by declines in Metro Television
revenue primarily due to lower ratings and audience levels. We have
restructured the television business in the first quarter of 2011, and
anticipate that performance will improve for the full year."

Recently Westwood One also increased its operating and financial flexibility,
and reduced its financial risk, by significantly easing its debt leverage
covenants with its lenders.  In addition, on February 28, 2011, Westwood One
obtained $10 million in additional liquidity when Gores purchased additional
shares of common stock of Westwood One.

Network Radio revenue grew by 9.8% in the fourth quarter and by 7.1% for the
full year compared to the same periods in 2009, outpacing overall network
market growth of 5.4% for the fourth quarter and 2.5% for total year according
to industry sources.

Revenue for the total Metro Traffic business increased 2.2% in the fourth
quarter and increased 5.8% for the full year compared to the same periods in
2009. Metro Traffic Radio revenue grew by 14.3% in the fourth quarter and 9.2%
for the full year, outpacing the growth of the combined local/national radio
market of 7.0% for the fourth quarter and 6.0% for the full year (as reported
by the Radio Advertising Bureau). Metro Television revenue decreased by 36.8%
in the fourth quarter, due to lower ratings and audience levels, and decreased
by 4.9% for the full year.  The Metro Television business is being
restructured to focus on increasing the number of television affiliates,
thereby reducing our need to purchase inventory, which we believe will improve
profitability over time. To date in 2011, Metro Television has increased
affiliates from 165 to 182.

Westwood One's operating loss in the fourth quarter was $9.4 million, which
represents a $0.2 million improvement over the fourth quarter of 2009.

Adjusted EBITDA(1) for the year ended December 31, 2010 was $12.1 million, an
increase of $1.7 million from $10.4 million in 2009. Adjusted EBITDA(1) in the
fourth quarter was $0.9 million compared to $6.1 million in the fourth quarter
of 2009. This was primarily due to a decline in Adjusted EBITDA of $2.4
million for Network Radio, due primarily to investments directly associated
with revenue generation, and a decline in Adjusted EBITDA of $2.4 million for
Metro Traffic, which was primarily the result of decreased revenue in Metro
Television. In addition, corporate expense increased by $0.4 million.

Three Months Ended December 31, 2010

For the three months ended December 31, 2010, revenue was $98.3 million, an
increase of $6.0 million, or 6.5%, compared to $92.3 million in the fourth
quarter of 2009.

Network Radio revenue was $57.2 million, an increase of $5.1 million, or 9.8%,
compared to $52.1 million in the fourth quarter of 2009. Advertising revenue
was up in sports, primarily due to NFL and NCAA football, a new sports prep
service, music and entertainment programming, including Billy Bush and VH1
Classic Rock Nights, and news programming. These revenue increases were
partially offset by revenue declines in talk radio programming.

Overall, Metro Traffic revenue for the fourth quarter was $41.2 million, an
increase of $0.9 million, or 2.2%, from $40.3 million in 2009. Revenue for
Metro Traffic Radio was $35.1 million, an increase of $4.4 million or 14.3%,
compared to $30.7 million in 2009. This increase was based largely on
increased advertising revenue in key categories, as well as increased
distribution. Revenue for Metro Television was $6.0 million, a decrease of
$3.5 million or 36.8%, from $9.6 million in 2009, primarily due to lower
ratings and audience levels that required us to use additional inventory to
meet customers' audience requirements.

Operating loss in the fourth quarter of 2010 improved by $0.2 million, or 2.1%
to $9.4 million from $9.6 million in 2009. This improvement was largely due to
lower restructuring and special charges of $2.4 million and lower depreciation
and amortization of $3.0 million.  The improvement was partially offset by
lower EBITDA from Network Radio and Metro Traffic.

Adjusted EBITDA(1) was $0.9 million compared to $6.1 million in the fourth
quarter of 2009. Adjusted EBITDA for Network Radio decreased $2.4 million, and
for Metro Traffic decreased $2.4 million. In addition, corporate expenses
increased by $0.4 million. The decrease in Network Radio Adjusted EBITDA was
largely due to higher expenses associated with sports programming, guaranteed
program commissions and revenue-sharing expenses for certain contracts, and
investments in our advertising salesforces, along with related commission
expenses. In light of the increased programming expenses noted above, Westwood
One has not renewed, or is restructuring, certain of these Network Radio
contracts to improve profit margins. The decrease in Metro Traffic Adjusted
EBITDA was primarily related to lower revenue and increased inventory
purchases in Metro Television, partially offset by higher revenue that
exceeded increased expenses in Metro Traffic Radio.

Interest expense in the fourth quarter of 2010 increased $0.9 million, or
17.4%, to $6.1 million from $5.2 million in the fourth quarter of 2009. This
reflects higher average balances of our outstanding debt as a result of our
increased borrowings, and increased interest expense related to a capital
lease incurred in connection with the Culver City sale-leaseback transaction
that closed in December 2009.

The Company's tax benefit decreased $7.5 million to $3.3 million compared to
$10.8 million in the fourth quarter of 2009, due to a lower effective tax
rate.

Net loss for the fourth quarter was $11.9 million, or $0.56 per diluted share,
compared with a net loss of $3.9 million, or $0.19 per diluted share, in 2009.
The year-over-year change in net loss reflects the reduced tax benefit of $7.5
million, partially offset by the lower operating loss of $0.2 million. Per
share amounts reflect the effect of the 200-for-1 reverse stock split of our
common stock that occurred on August 3, 2009. Fourth quarter 2009 average
share amounts were lower than average share amounts in the fourth quarter of
2010 as a result of shares of common stock being issued to Gores in September
2010, and to the owners of Jaytu (d/b/a Sigalert) in connection with the
Sigalert acquisition at the end of December 2009.

Free cash flow(2) usage in the fourth quarter of 2010 was $1.1 million as
compared to a free cash flow usage of $10.5 million in 2009, representing an
increased cash flow of $9.4 million. This was due to favorable working capital
changes of $17.2 million and lower capital expenditures of $1.0 million,
partially offset by a higher net loss of $8.0 million and non-cash adjustments
of $0.8 million.

Year ended December 31, 2010 (3)

For the year ended December 31, 2010, revenue increased $22.2 million, or
6.5%, to $362.5 million compared with $340.3 million in 2009.

Network revenue increased to $197.0 million from $183.9 million for 2009, an
increase of $13.1 million, or 7.1%. This increase resulted from increased
revenue primarily related to sports programming, including NFL-related
programs, the 2010 Winter Olympics, NCAA football, the NCAA Men's Basketball
Championship, and music programming, principally country music.  These
increases were partially offset by a decline in talk radio revenue, which was
partly due to the cancellation of certain talk programs.

Overall, Metro Traffic revenue for the year ended December 31, 2010 increased
to $165.5 million from $156.4 million in 2009, an increase of $9.1 million, or
5.8%. This increase was principally related to increased revenue from Metro
Traffic Radio advertising of $10.9 million, primarily in financial services,
retail, automotive, and restaurant advertising, partially offset by decreases
in travel, entertainment and home improvement services advertising.  It also
reflects a decrease in Metro Television revenue of $1.8 million primarily due
to reduced ratings and audience levels that  required us to use additional
inventory to meet customers' audience requirements.

Operating loss in the year ended December 31, 2010 was $22.0 million compared
with an operating loss of $97.6 million in 2009, or a decrease of
$75.6 million. The decreased loss reflects the absence of the 2009 impairment
charge of $50.5 million, an increase in revenue, lower restructuring and
special charges, and lower depreciation and amortization, partially offset by
an increase in operating costs.

Adjusted EBITDA(1) for the year ended December 31, 2010 was $12.1 million, an
increase of $1.7 million from $10.4 million in 2009. This improvement was due
to increased Network Radio and Metro Traffic revenue, partially offset by
increased station compensation and payroll-related expense. The higher station
compensation expenses resulted from increased inventory purchases to support
fourth quarter revenue growth and provide a foundation for revenue growth in
2011.  The increase in payroll-related expense reflects additional sales force
hires in the first half of 2010 and variable compensation tied to revenue
increases.

For the year ended December 31, 2010, net loss was $31.3 million, or $1.50 per
diluted share, compared with a net loss of $82.6 million, or $9.51 per diluted
share, in 2009. The year-over-year change in net loss reflects the absence of
the 2009 impairment charge of $50.5 million and lower restructuring and
special charges of $15.6 million, partially offset by reduced tax benefits of
$16.9 million. Per share amounts reflect the effect of the 200-for-1 reverse
stock split of our common stock that occurred on August 3, 2009. Average share
amounts for the year ended December 31, 2009 were significantly lower than the
year ended December 31, 2010 as a result of the conversions of shares of
preferred stock into common stock in July and August 2009 and the shares
issued to Gores in September 2010.

Free cash flow(2) for the year 2010 was a usage of $0.7 million as compared to
a free cash flow usage of $31.5 million for the comparable period in 2009,
representing an increased cash flow of $30.8 million. This was due to a
federal tax refund of $12.9 million in 2010, higher working capital sources of
$11.6 million, other non-cash adjustments of $7.8  million, and a lower net
loss of $0.8 million (absent the 2009 impairment charge of $50.5 million),
partially offset by higher capital expenditures of $2.3 million.

Outlook

Analysts are predicting modest growth for the overall radio industry in 2011,
with revenue growth forecasts ranging from low single digits of 1.3% (Magna)
to 3.7% (BIA/Kelsey) or 4.0% (Jim Boyle, Gilford Securities).

Westwood One is optimistic that recent investments in new programming, renewal
of key partnerships in Network Radio, and increased distribution in Metro
Traffic, coupled with investments in the salesforces of both Network Radio and
Metro Traffic, will help increase revenues for the Company for the full year
2011.  In addition, the cost reduction and margin improvement actions
implemented in the first quarter of 2011 are anticipated to yield EBITDA
growth for the full year 2011.

About Westwood One

Westwood One (NASDAQ: WWON) is one of the nation's largest providers of
network radio programming and one of the largest domestic providers of traffic
information in the U.S. Westwood One serves more than 5,000 radio and 182 TV
stations in the U.S. Westwood One provides over 150 news, sports, music, talk
and entertainment programs, features and live events to numerous media
partners. Through its Metro Traffic business, Westwood One provides traffic
reporting and local news, sports and weather to more than 2,250 radio and TV
stations. Westwood One also provides digital and other cross-platform delivery
of its Network and Metro Traffic content to radio, television and newspaper
affiliates.

Footnotes to Press Release  

(1) Adjusted EBITDA is a non-GAAP financial measure that is reconciled to net
cash provided by (used in) operating activities, its most directly comparable
GAAP measure, in the accompanying financial tables. Adjusted EBITDA is defined
as net cash provided by (used in) operating activities adjusted to exclude the
following: interest expense, income tax expense (benefit), restructuring
charges, special charges, other non-operating income, amortization of deferred
financing costs and changes in assets and liabilities, including deferred tax
assets and liabilities.

Adjusted EBITDA is used by Westwood One to calculate its compliance with its
debt covenants under the terms of its senior secured notes and senior credit
facility. Westwood One believes this measure is relevant and useful for
investors because it allows investors to view performance in the same manner
as Westwood One's lenders (who also own approximately 22.5% of Westwood One's
equity as a result of the refinancing, excluding Gores).

Since Adjusted EBITDA is not a measure of performance calculated in accordance
with GAAP, it should not be considered in isolation of, or as a substitute
for, consolidated statements of operations and cash flow data prepared in
accordance with GAAP. Adjusted EBITDA as Westwood One calculates it, may not
be comparable to similarly titled measures employed by other companies. In
addition, this measure does not necessarily represent funds available for
discretionary use, and is not necessarily a measure of Westwood One's ability
to fund its cash needs. Westwood One uses Adjusted EBITDA as a liquidity
measure, which is different from operating cash flow, the most directly
comparable GAAP financial measure calculated and prepared in accordance with
GAAP. Users of this financial information should consider the types of events
and transactions which are excluded.

(2) Free cash flow is a non-GAAP financial measure that is reconciled to net
cash provided by (used in) operating activities, its most directly comparable
GAAP measure, in the accompanying financial tables. Free cash flow is defined
by Westwood One as net cash provided by (used in) operating activities, less
capital expenditures. Westwood One uses free cash flow, among other measures,
to evaluate its operating performance. Management believes free cash flow
provides investors with an important perspective on Westwood One's cash
available to service debt and Westwood One's ability to make strategic
acquisitions and investments, maintain its capital assets and fund ongoing
operations. As a result, free cash flow is a significant measure of Westwood
One's ability to generate long term value. Westwood One believes the
presentation of free cash flow is relevant and useful for investors because it
allows investors to view performance in a manner similar to the method used by
management. In addition, free cash flow is also a primary measure used
externally by Westwood One's investors, analysts and peers in its industry for
purposes of valuation and comparing the operating performance of Westwood One
to other companies in its industry.

 As free cash flow is not a measure of performance calculated in accordance
with GAAP, free cash flow should not be considered in isolation of, or as a
substitute for, net income as an indicator of operating performance or net
cash provided by (used in) operating activities as a measure of liquidity.
Free cash flow, as Westwood One calculates it, may not be comparable to
similarly titled measures employed by other companies. In addition, free cash
flow does not necessarily represent funds available for discretionary use and
is not necessarily a measure of Westwood One's ability to fund its cash needs.
In arriving at free cash flow, Westwood One adjusts net cash provided by (used
in) operating activities to remove the impact of cash flow timing differences
to arrive at a measure which Westwood One believes more accurately reflects
funds available for discretionary use. Specifically, Westwood One adjusts net
cash provided by (used in) operating activities (the most directly comparable
GAAP financial measure) for capital expenditures, special charges, and
deferred taxes, in addition to removing the impact of sources and or uses of
cash resulting from changes in operating assets and liabilities. Accordingly,
users of this financial information should consider the types of events and
transactions which are not reflected.

(3) As a result of our refinancing that closed on April 23, 2009, we applied
the acquisition method of accounting and applied the SEC rules and the
authoritative guidance regarding "push down" accounting treatment.
Accordingly, our consolidated financial statements and transactional records
prior to the closing of the refinancing on April 23, 2009 reflect the
historical accounting basis in our assets and liabilities and are labeled
predecessor company, while such records subsequent to the refinancing are
labeled successor company and reflect the push down basis of accounting for
the new fair values in our financial statements. This is presented in our
consolidated financial statements 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 prior to and subsequent to the refinancing are
not comparable. Management, however, continues to use such statements to
measure Westwood One's performance against comparable prior periods. For
purposes of presenting a comparison of our 2009 results to the current
periods, we have presented our 2009 results as the mathematical 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.

Forward-Looking Statements

Certain statements in this release constitute "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995.
Such forward-looking statements involve known and unknown risks, uncertainties
and other factors which may cause the actual results, performance or
achievements of Westwood One to be materially different from any future
results, performance or achievements expressed or implied by such
forward-looking statements. The words or phrases "guidance," "expect,"
"anticipate," "estimates" and "forecast" and similar words or expressions are
intended to identify such forward-looking statements. In addition any
statements that refer to expectations or other characterizations of future
events or circumstances are forward-looking statements. Various risks that
could cause future results to differ from those expressed by the
forward-looking statements included in this release include, but are not
limited to: continued declines in our operating income; our significant amount
of indebtedness and limited liquidity; our ability to comply with the
covenants of our debt; the higher cost of our indebtedness; the availability
of additional financing and future amendments to our debt agreements; our
future cash flow from operations and our ability to achieve our financial
forecast; changes to our CBS arrangement; increased proliferation of free
traffic content; introduction of The Portable People Meter™; maintenance of an
effective system of internal controls; increased competition and technological
changes and innovations; failure to obtain or retain the rights in popular
programming; acceptance of our content; continued consolidation in the
industry;  further impairment charges; and Gores' influence over our corporate
actions. Our key risks are described in our reports filed with the SEC,
including our Annual Report on Form 10-K for the year ended December 31, 2010.
 Except as otherwise stated in this news announcement, Westwood One, Inc. does
not undertake any obligation to publicly update or revise any forward-looking
statements because of new information, future events or otherwise.

                              WESTWOOD ONE, INC
                    CONSOLIDATED STATEMENT OF OPERATIONS
                  (In thousands, except per share amounts)
                                                                 Predecessor
                               Successor Company                   Company
                                                     For the
                                                      Period       For the
                                           Year      April 24       Period
                                           Ended        to       January 1 to
                   Three Months Ended    December    December     April 23,
                      December 31,       31, 2010    31, 2009        2009
                     2010       2009
                       (unaudited)
Revenue            $  98,308   $ 92,342  $ 362,546    $228,860       $111,474
Operating costs       94,946     84,305    342,258     210,805        111,309
Depreciation and
amortization           4,552      7,564     18,243      21,474          2,584
Corporate general
and  
administrative
expenses               4,195      4,523     13,369      10,398          4,519
Goodwill
impairment                 -          -          -      50,501              -
Restructuring
charges                  477      1,150      2,899       3,976          3,976
Special charges        3,521      4,366      7,816       5,554         12,819
Total expenses       107,691    101,908    384,585     302,708        135,207
Operating loss       (9,383)    (9,566)   (22,039)    (73,848)       (23,733)
Interest expense       6,060      5,164     23,251      14,781          3,222
Other expense
(income)               (230)       (70)      1,688         (4)          (359)
Loss before
income tax          (15,213)   (14,660)   (46,978)    (88,625)       (26,596)
Income tax
benefit              (3,336)   (10,794)   (15,721)    (25,025)        (7,635)
                                                 $
Net loss          $ (11,877)  $ (3,866)   (31,257)  $ (63,600)     $ (18,961)
Net loss
attributable to  
common                                           $           $
stockholders      $ (11,877)  $ (3,866)   (31,257)   (145,148)     $ (22,037)
Loss per share:
Common Stock
                       $            $  
Basic                 (0.56)     (0.19)   $ (1.50)   $ (11.75)      $ (43.64)
                       $            $  
Diluted               (0.56)     (0.19)   $ (1.50)   $ (11.75)      $ (43.64)
Class B stock
Basic                                                       $-             $-
Diluted                                                     $-             $-
Weighted average
shares
outstanding:
Common Stock
Basic                 21,314     20,314     20,833      12,351            505
Diluted               21,314     20,314     20,833      12,351            505
Class B stock
Basic                                                        -              1
Diluted                                                      -              1
See Non-GAAP Combined Consolidated Statement of Operations for comparable
2009 Income Statement data.

                              WESTWOOD ONE, INC
                         CONSOLIDATED BALANCE SHEETS
                  (In thousands, except per share amounts)
                                      December 31, 2010    December 31, 2009
ASSETS
Current assets:
                                     $                    $                  
 Cash and cash equivalents                         2,938                4,824
 Accounts receivable, net of
 allowance for doubtful accounts                  96,557               87,568
 Income tax receivable                                 -               12,355
 Prepaid and other assets                         18,421               20,994
   Total current assets                          117,916              125,741
Property and equipment, net                       37,047               36,265
Intangible assets, net                            92,487              103,400
Goodwill                                          38,945               38,917
Other assets                                       1,879                2,995
                                       $                    $                
   TOTAL ASSETS                                  288,274              307,318
LIABILITIES AND STOCKHOLDERS'
(DEFICIT) EQUITY
Current liabilities:
                                     $                    $                  
 Accounts payable                                 45,907               40,164
 Amounts payable to related parties                  859                  129
 Deferred revenue                                  6,736                3,682
 Accrued expenses and other
 liabilities                                      33,819               28,134
 Current maturity of long-term debt                    -               13,500
   Total current liabilities                      87,321               85,609
Long-term debt                                   136,407              122,262
Deferred tax liability                            36,174               50,932
Due to Gores                                      10,222               11,165
Other liabilities                                 24,142               19,366
   TOTAL LIABILITIES                             294,266              289,334
Commitments and Contingencies
STOCKHOLDERS' (DEFICIT) EQUITY
Common stock, $.01 par value:
authorized:  5,000,000 shares  
 issued and outstanding: 21,314
 (2010) and 20,544 (2009)                            213                  205
Class B stock, $.01 par value:
authorized: 3,000 shares;
 issued and outstanding: 0                             -                    -
Additional paid-in capital                        88,652               81,268
Net unrealized gain                                    -                  111
Accumulated deficit                             (94,857)             (63,600)
   TOTAL STOCKHOLDERS' (DEFICIT)
   EQUITY                                        (5,992)               17,984
   TOTAL LIABILITIES AND               $                    $                
    STOCKHOLDERS' (DEFICIT) EQUITY               288,274              307,318

                              WESTWOOD ONE, INC
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                               (In thousands)
                                   Successor Company
                                                         For the
                                              For the    Period      For the
                      For the Three Months     Year     April 24     Period
                       Ended December 31,      Ended       to       January 1
                                             December   December    to April
                         2010       2009     31, 2010   31, 2009    23, 2009
Cash Flows from
Operating Activities:
                                             $          $           $        
                                                                             
 Net loss             $ (11,877)  $ (3,866)   (31,257)   (63,600)    (18,961)
 Adjustments to
reconcile net loss to
net      cash
provided by operating
activities:
  Depreciation and
  amortization             4,552      7,564     18,243     21,474       2,584
  Goodwill and
  intangible asset
  impairment                   -          -          -     50,501           -
  Deferred taxes         (5,291)    (9,214)   (17,458)   (25,038)     (6,873)
  Federal tax refund           -          -     12,940          -           -
  Paid-in-kind
  interest                 1,386      1,505      5,734      4,427           -
  Non-cash
  equity-based
  compensation               888        925      3,559      3,310       2,110
  Change in fair
  value of derivative
  liability                (382)          -      1,538          -           -
  Traffic land
  write-down                 321      1,852        321      1,852           -
  Loss on disposal of
  property and
  equipment                  258        188        258          -         188
  Gain on sale of
  marketable
  securities                (98)      (361)       (98)          -           -
  Amortization of
  deferred financing
  costs                       23          -         23          -         331
 Changes in assets
and liabilities, net
of effect of    
business combination:
  (Increase) decrease
  in accounts
  receivable            (10,175)    (6,704)    (8,989)    (3,608)      10,313
  Decrease (increase)
  in prepaid and
  other assets             6,468        210      2,947    (4,394)       3,187
  Increase (decrease)
  in deferred revenue      3,487    (3,547)      3,054        749         536
  (Decrease) increase
  in income taxes
  payable                    (2)      (485)          -        180          28
  Increase (decrease)
  in accounts
  payable, accrued
  expenses
   and other
  liabilities             11,068     10,122     16,591    (4,142)       2,861
  Increase (decrease)
  in amounts payable
  to related parties          84    (5,853)        730    (5,853)       2,919
  Net change in other
  assets and
  liabilities             10,930    (6,257)     14,333   (17,068)      19,844
  Net cash provided
  by (used in)
  operating
  activities                 710    (7,664)      8,136   (24,142)       (777)
Cash Flows from
Investing Activities:
  Capital
  expenditures           (1,785)    (2,829)    (8,843)    (5,184)     (1,384)
  Proceeds from sale
  of marketable
  securities                 886          -        886          -           -
  Acquisition of
  business                     -    (1,250)          -    (1,250)           -
  Net cash used in
  investing
  activities               (899)    (4,079)    (7,957)    (6,434)     (1,384)
Cash Flows from
Financing Activities:
  Proceeds from
  Revolving Credit
  Facility                     -     16,000     10,000     16,000           -
  Repayment of
  Revolving Credit
  Facility                         (11,000)          -   (11,000)           -
  Repayments of
  Senior Notes             (532)          -   (16,032)          -           -
  Issuance of common
  stock                        -          -      5,000          -           -
  Payments of capital
  lease obligations        (399)      (227)    (1,033)      (603)       (271)
  Proceeds from
  building financing           -      6,998          -      6,998           -
  Proceeds from term
  loan                         -          -          -     20,000           -
  Debt repayments              -          -          -   (25,000)           -
  Issuance of Series
  B Convertible
  Preferred Stock              -          -          -     25,000           -
  Issuance of Series
  A Convertible
  Preferred Stock  
  and warrants                 -          -          -          -           -
  Termination of
  interest swap
  agreements                   -          -          -          -           -
  Deferred financing
  costs                        -        228          -          -           -
  Net cash (used in)
  provided by
  financing
  activities               (931)     11,999    (2,065)     31,395       (271)
    Net increase in
  cash and cash
  equivalents            (1,120)        256    (1,886)        819     (2,432)
    Cash and cash
  equivalents,
  beginning of period      4,058      4,568      4,824      4,005       6,437
    Cash and cash                            $          $           $        
  equivalents, end of                                                        
  period              $    2,938   $  4,824      2,938      4,824       4,005

                              WESTWOOD ONE, INC
                       ADJUSTED EBITDA RECONCILIATION
                               (In thousands)
                       Three Months Ended December      Twelve Months Ended
                                   31,                      December 31,
                           2010             2009          2010        2009
Net loss                   $(11,877)        $(3,866)    $(31,257)   $(82,561)
Plus:
  Interest expense             6,060           5,164       23,251      18,003
  Depreciation and
  amortization                 4,552           7,564       18,243      24,058
  Income taxes
  provision (benefit)        (3,336)        (10,794)     (15,721)    (32,660)
  Restructuring,
  special charges  
  and other (a)                3,999           7,168       11,312      27,977
  Stock-based
  compensation                   888             925        3,559       5,420
  Sigalert earn-out
  (b)                            813               -        1,063           -
  Other non-operating
  losses (gains)               (132)            (70)        1,786       (363)
  Losses (gains) on
  sales of securities           (98)             (2)         (98)         (2)
  Intangible assets
  and goodwill  
   impairment                      -               -            -      50,501
Adjusted EBITDA          $       869        $  6,089    $  12,138   $  10,373
(a) Restructuring, special charges and other includes expense of $322, $918,
and $1,652 are classified as general and administrative expense on the
Statement of Operations for the three months ended December 31, 2010 and the
years ended December 31, 2010 and 2009, respectively.

(b) Sigalert earn-out refers to payments made to the members of Jaytu under
the acquisition agreements in connection with the delivery and acceptance of
certain traffic products in accordance with specifications mutually agreed
upon by the parties.

                              WESTWOOD ONE, INC
                        FREE CASH FLOW RECONCILIATION
                               (In thousands)
                         Three Months Ended December
                                     31,              Year Ended December 31,
                            2010            2009        2010         2009
Net cash provided by
(used in) operating  
activities                 $     710     $   (7,664)    $ 8,136    $ (24,919)
(Less) Capital
expenditures                 (1,785)         (2,829)    (8,843)       (6,568)
Free Cash Flow             $ (1,075)      $ (10,493)   $  (707)    $ (31,487)

                             WESTWOOD ONE, INC.
           NON-GAAP COMBINED CONSOLIDATED STATEMENT OF OPERATIONS
                               (In thousands)
                                 (unaudited)
                                              Predecessor
                        Successor Company       Company       Combined Total
                         For the Period     For the Period     Twelve Months
                           April 24 to       January 1 to     Ended December
                        December 31, 2009   April 23, 2009       31, 2009
                        $                  $                  $              
Revenue                           228,860            111,474          340,334
Operating costs                   210,805            111,309          322,114
Depreciation and
amortization                       21,474              2,584           24,058
Corporate general and  
administrative expenses            10,398              4,519           14,917
Goodwill and intangible
   impairment                      50,501                  -           50,501
Restructuring charges               3,976              3,976            7,952
Special charges                     5,554             12,819           18,373
Total expenses                    302,708            135,207          437,915
Operating loss                   (73,848)           (23,733)         (97,581)
Interest expense                   14,781              3,222           18,003
Other expense (income)                (4)              (359)            (363)
Loss before income tax           (88,625)           (26,596)        (115,221)
Income tax benefit               (25,025)            (7,635)         (32,660)
                                           $                
                        $                                     $              
Net loss                         (63,600)           (18,961)         (82,561)

SOURCE Westwood One, Inc.

Website: http://www.westwoodone.com
Contact: Chris Miller, Westwood One, +1-212-641-2108, +1-917-533-7224,
chris_miller@westwoodone.com
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