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BERNICK AND LIFSON <br /> A ~:I'RoIrIr-~.I~'IONAL A.~SOCIATtON <br /> <br />Legal and character qualifications of all entities <br />involved in the proposed transfer; <br /> <br />2. Technical ability of Meredith; <br /> <br />3. Technical performance of the existing system; <br /> <br />Financial stability of the proposed transaction and the <br />proposed owners: and <br /> <br />5. Other appropriate factors. <br /> <br />III. <br />ANALYSIS <br /> <br /> Each of the factors will be analyzed separately although they <br />are not exclusive. For the purpose of the analysis of the <br />transaction the Commission retained the services of outside <br />consulting firms. The technical analysis was conducted on behalf <br />of the Commission by Communications Support Corporation <br />(hereinafter "CSC"), of Encino, California. The financial analysis <br />was conducted on behalf of the Commission by Public Knowledge of <br />Portland, Oregon. The legal analysis, general coordination of the <br />consultants' analyses, negotiations with the present and <br />prospective owners, and drafting of required documents were <br />conducted by Bernick and Lifson, legal counsel to the Commission. <br />The technical report and its addendum and the financial report are <br />attached hereto and made a part hereof. The entire process of <br />analysis of the proposed transfer of control was coordinated by <br />Terry O'Connell, Cable Administrator for the Quad Cities Cable <br />Communications Commission. <br /> <br /> IV. <br />LEGAL QUALIFICATIONS <br /> <br /> The legal qualifications standard relates primarily to an <br />analysis of whether Meredith and those entities with an ownership <br />interest in Meredith are duly organized and authorized to own =he <br />stock and assets of North Central. Certain entities, such as <br />certain television broadcasting and certain telephone companies are <br />prohibited by Federal law from owning, operating or controlling <br />certain cable television systems. Although these restrictions are <br />primarily a concern of the owners of North Central and its lenders, <br />we have reviewed the Federal cross-ownership prohibitions and have <br />determined them not to effect this transaction. <br /> <br />I <br /> <br />I <br />I <br /> <br />I <br />I <br /> <br />I <br /> <br />I <br />I <br />I <br /> <br />I <br />I <br />I <br /> <br /> <br />