TIME BROKERAGE AGREEMENT



    TIME BROKERAGE AGREEMENT (the "Agreement") dated as of January 21, 1999, by

and between MULTICULTURAL RADIO BROADCASTING, INC. ("Multicultural")

(hereinafter referred to as "Licensee") and NASSAU BROADCASTING PARTNERS, L.P.,

a Delaware Limited Partnership (the "Broker").



                                   WITNESSETH:



    WHEREAS, Licensee is authorized to operate Radio Stations WJHR-AM licensed

to Flemington, New Jersey (hereinafter referred to as the "Station") pursuant to

a license issued by the Federal Communications Commission ("FCC");



    WHEREAS, Contemporaneously with the execution of this Agreement, Licensee

and Broker have entered into an Asset Purchase Agreement, dated even date

herewtih (the Asset Purchase Agreement) pursuant to which the Licensee has

agreed to sell to Broker all of the Stations' assets, including the License,

subject to the approval of the FCC, at the expiration of this Agreement;



    WHEREAS, the parties hereto have carefully considered the FCC's time

brokerage policies and intend that this Agreement in all respects comply with

such policies;



    WHEREAS, Licensee desires to enter into this Agreement to provide an interim

source of diverse programming and income to sustain the operations of the

Station until the expiration of the Time Brokerage Agreement;



    WHEREAS, Broker desires to provide an over-the-air program service to

Flemington, New Jersey and surrounding areas, using the facilities of the

Station;



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    WHEREAS, Licensee agrees to provide time on the Station to Broker on terms

and conditions that conform to the policies of the Station and the FCC for time

brokerage arrangements and as set forth herein; and



    WHEREAS, Broker agrees to utilize the facilities of the Station solely to

broadcast programming that conforms with the policies of the Licensee and with

all rules, regulations and policies of the FCC and as set forth herein.



    NOW, THEREFORE, for and in consideration of the mutual covenants herein

contained, the parties hereto have agreed and do agree as follows:



         1 . FACILITIES. Licensee agrees to make broadcasting transmission

facilities of the Station, including its subcarrier, available to Broker for a

minimum of 158 hours per week (the "Minimum"), which will facilitate the

broadcasting of Broker's programs (the "Programs"), which shall originate either

from Broker's own studios or from Licensee's facilities or from other studios

contracted for by Broker. The Programs are described in ATTACHMENT I hereto.

Broker and Licensee represent to each other that they have, and will have

throughout the term of this Agreement, the capability of transmitting either by

STL or phone lines from their respective broadcast and transmission studios.



         2. PAYMENTS. Broker hereby agrees to pay Licensee for the broadcast of

the programs hereunder a fee in the amount of Two Hundred Thousand Dollars

($200,000) per annum, payable $50,000.00 quarterly, in advance, commencing on

the Effective Date of this Agreement as provided in Section 3 below.



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         3. TERM. This Agreement shall become effective on the Effective Date

defined herein and shall continue until November 16, 2001, or if earlier, the

date of termination, pursuant to the provisions of Section 18.3 of this

Agreement.



              a. EFFECTIVE DATE. This Agreement shall become effective on

February 1, 1999.



         4. PROGRAMS. Broker shall furnish or cause to be furnished the artistic

personnel and material for the Programs as provided by this Agreement and all

Programs shall be in good taste and in accordance with the rules, regulations

and policies of the FCC. All Programs shall be prepared and presented in

conformity with the regulations prescribed in ATTACHMENT II hereto. All

advertising spots and promotional material or announcements shall comply with

all applicable federal, state and local regulations and policies.



         5. STATION'S FACILITIES.



            5.1 OPERATION OF STATION. Licensee represents that the Station now

operates and will continue to operate in accordance with the authorizations

issued by the FCC. Throughout the term of this Agreement, Licensee shall make

the Station available to the Broker for operation with the maximum authorized

facilities twenty-four (24) hours a day, seven (7) days a week, except for: (i)

up to ten (10) hours per week for public affairs, news, information and other

non-entertainment programming intended to address the needs and interests of the

Station's service area; (ii) down-time occasioned by routine maintenance not to

exceed two (2) hours each Sunday morning between the hours of 12 Midnight and

6:00 a.m. Any routine maintenance work affecting the operation of the Stations

at full power shall be scheduled upon, if



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practicable, at least forty-eight (48) hours prior notice to Broker; and (iii)

STL and phone lines as set forth in Paragraph 1 hereof.



            5.2 INTERRUPTION OF NORMAL OPERATIONS. If the Station suffers loss

or damage of any nature to their transmission facilities which results in the

interruption of service or the inability of the Station to operate with its

maximum authorized facilities, pursuant to the authorization under which the

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