SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Salem Communications Corporation
(Name of Issuer)
Common Stock (par value $0.01)
(Title of Class of Securities)
794093104
(CUSIP Number)
James E. McKee
GAMCO Investors, Inc.
One Corporate Center
Rye, New York 10580-1435
(914) 921-5294
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
January 11, 2007
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is
filing this schedule because of Section 240.13d-1(e),
240.13d-1(f) or 240.13d-1(g), check the following box.
CUSIP No. 794093104
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Gabelli Funds, LLC
I.D. NO. 13-4044523
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
(b)
3
SEC USE ONLY
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
00-Funds of investment advisory clients
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2 (d) OR 2 (e)
6
CITIZENSHIP OR PLACE OF ORGANIZATION
New York
NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
179,150 (Item 5)
8
SHARED VOTING POWER
NONE
9
SOLE DISPOSITIVE POWER
179,150 (Item 5)
10
SHARED DISPOSITIVE POWER
NONE
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
179,150 (ITEM 5)
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.98%
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA
CUSIP No. 794093104
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
GAMCO Asset Management Inc.
I.D. NO. 13-4044521
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
(b)
3
SEC USE ONLY
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
00-Funds of investment advisory clients
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2 (d) OR 2 (e)
6
CITIZENSHIP OR PLACE OF ORGANIZATION
New York
NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
717,600 (Item 5)
8
SHARED VOTING POWER
NONE
9
SOLE DISPOSITIVE POWER
769,600 (Item 5)
10
SHARED DISPOSITIVE POWER
NONE
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
769,600 (Item 5)
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.21%
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA, CO
CUSIP No. 794093104
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Gabelli Securities, Inc.
I.D. NO. 13-3379374
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
(b)
3
SEC USE ONLY
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
00-Client Funds
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2 (d) OR 2 (e)
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
1,500 (Item 5)
8
SHARED VOTING POWER
NONE
9
SOLE DISPOSITIVE POWER
1,500 (Item 5)
10
SHARED DISPOSITIVE POWER
NONE
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,500 (ITEM 5)
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.01%
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
HC, CO, IA
CUSIP No. 794093104
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Gabelli Advisers, Inc.
I.D. NO. 13-4008049
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
(b)
3
SEC USE ONLY
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
00 - Funds of investment advisory clients
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2 (d) OR 2 (e)
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
9,000 (Item 5)
8
SHARED VOTING POWER
NONE
9
SOLE DISPOSITIVE POWER
9,000 (Item 5)
10
SHARED DISPOSITIVE POWER
NONE
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,000 (ITEM 5)
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.05%
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA, CO
CUSIP No. 794093104
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
GGCP, Inc.
I.D. NO. 13-3056041
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
(b)
3
SEC USE ONLY
4
Source of funds (SEE INSTRUCTIONS)
None
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2 (d) OR 2 (e)
6
CITIZENSHIP OR PLACE OF ORGANIZATION
New York
NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
None (Item 5)
8
SHARED VOTING POWER
NONE
9
SOLE DISPOSITIVE POWER
NONE (ITEM 5)
10
SHARED DISPOSITIVE POWER
NONE
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
NONE (ITEM 5)
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS) X
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.00%
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
HC, CO
CUSIP No. 794093104
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
GAMCO Investors, Inc.
I.D. NO. 13-4007862
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
(b)
3
SEC USE ONLY
4
Source of funds (SEE INSTRUCTIONS)
None
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2 (d) OR 2 (e)
6
CITIZENSHIP OR PLACE OF ORGANIZATION
New York
NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
None (Item 5)
8
SHARED VOTING POWER
NONE
9
SOLE DISPOSITIVE POWER
None (ITEM 5)
10
SHARED DISPOSITIVE POWER
NONE
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
None (ITEM 5)
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS) X
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.00%
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
HC, CO
CUSIP No. 794093104
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Mario J. Gabelli
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
(b)
3
SEC USE ONLY
4
Source of funds (SEE INSTRUCTIONS)
None
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2 (d) OR 2 (e)
6
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
None (Item 5)
8
SHARED VOTING POWER
NONE
9
SOLE DISPOSITIVE POWER
None (ITEM 5)
10
SHARED DISPOSITIVE POWER
NONE
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
None (ITEM 5)
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS) X
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.00%
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
Item 1. Security and Issuer
The class of equity securities to which this statement on
Schedule 13D relates is the Common Stock, par value $0.01, of Salem
Communications Corporation (the "Issuer"), a Delaware corporation with
principal offices located at 4880 Santa Rosa Road, Camarillo, California
93012.
Item 2. Identity and Background
This statement is being filed by Mario J. Gabelli ("Mario
Gabelli") and various entities which he
directly or indirectly controls or for which he acts as chief investment
officer. These entities, except for Lynch Interactive Corporation
("Interactive"), engage in various aspects of the securities business,
primarily as investment adviser to various institutional and individual
clients, including registered investment companies and pension plans, and as
general partner of various private investment partnerships. Certain of these
entities may also make investments for their own accounts.
The foregoing persons in the aggregate often own beneficially
more than 5% of a class of a particular issuer. Although several of the
foregoing persons are treated as institutional investors for purposes of
reporting their beneficial ownership on the short-form Schedule 13G, the
holdings of those who do not qualify as institutional investors may exceed
the 1% threshold presented for filing on Schedule 13G or implementation of
their investment philosophy may from time to time require action which could
be viewed as not completely passive. In order to avoid any question as to
whether their beneficial ownership is being reported on the proper form and
in order to provide greater investment flexibility and administrative
uniformity, these persons have decided to file their beneficial ownership
reports on the more detailed Schedule 13D form rather than on the short-form
Schedule 13G and thereby to provide more expansive disclosure than may be
necessary.
(a), (b) and (c) - This statement is being filed by one or more
of the following persons: GGCP, Inc. formerly known as Gabelli Group Capital
Partners, Inc. ("GGCP"), GAMCO Investors, Inc. formerly known as Gabelli
Asset Management Inc. ("GBL"), Gabelli Funds, LLC ("Gabelli Funds"), GAMCO
Asset Management Inc. formerly known as GAMCO Investors, Inc. ("GAMCO"),
Gabelli Advisers, Inc. ("Gabelli Advisers"), Gabelli Securities, Inc.
("GSI"), Gabelli & Company, Inc. ("Gabelli & Company"), MJG Associates, Inc.
("MJG Associates"), Gabelli Foundation, Inc. ("Foundation"), Mario Gabelli,
and Interactive. Those of the foregoing persons signing this Schedule 13D
are hereafter referred to as the "Reporting Persons".
GGCP makes investments for its own account and is the parent
company of GBL. GBL, a public company listed on the New York Stock Exchange,
is the parent company for a variety of companies engaged in the securities
business, including those named below.
GAMCO, a wholly-owned subsidiary of GBL, is an investment adviser
registered under the Investment Advisers Act of 1940, as amended ("Advisers
Act"). GAMCO is an investment manager providing discretionary managed
account services for employee benefit plans, private investors, endowments,
foundations and others.
GSI, a majority-owned subsidiary of GBL, is an investment adviser
registered under the Advisers Act and serves as a general partner or
investment manager to limited partnerships and offshore investment companies.
As a part of its business, GSI may purchase or sell securities for its own
account. It is the immediate parent of Gabelli & Company. GSI is the
Investment Manager of Gabelli Associates Fund, Gabelli Associates Fund II,
Gabelli Associates Limited, ALCE Partners, L.P., and Gabelli Multimedia
Partners, L.P. GSI and Marc Gabelli own 45% and 55%, respectively, of
Gabelli Securities International Limited ("GSIL"). GSIL provides investment
advisory services to offshore funds and accounts. GSIL is an investment
advisor of Gabelli International Gold Fund Limited, Gabelli European
Partners, Ltd., and Gabelli Global Partners, Ltd.
Gabelli & Company, a wholly-owned subsidiary of GSI, is a broker-
dealer registered under the Securities Exchange Act of 1934, as amended
("1934 Act"), which as a part of its business regularly purchases and sells
securities for its own account.
Gabelli Funds, a wholly owned subsidiary of GBL, is a limited
liability company. Gabelli Funds is an investment adviser registered under
the Advisers Act which presently provides discretionary managed account
services for The Gabelli Equity Trust Inc., The Gabelli Asset Fund, The
Gabelli Growth Fund, The Gabelli Convertible and Income Securities Fund,
Inc., The Gabelli Value Fund Inc., The Gabelli Small Cap Growth Fund, The
Gabelli Equity Income Fund, The Gabelli ABC Fund, The Gabelli Global
Telecommunications Fund, Gabelli Gold Fund, Inc., The Gabelli Global
Multimedia Trust Inc., The Gabelli Global Convertible Securities Fund,
Gabelli Capital Asset Fund, Gabelli International Growth Fund, Inc., The
Gabelli Global Growth Fund, The Gabelli Utility Trust, The Gabelli Global
Opportunity Fund, The Gabelli Utilities Fund, The Gabelli Blue Chip Value
Fund, The Gabelli Mathers Fund, The Gabelli Woodland Small Cap Value Fund,
The Comstock Capital Value Fund, The Comstock Strategy Fund, The Gabelli
Dividend and Income Trust, The Gabelli Global Utility & Income Trust, The
Gabelli Global Gold, Natural Resources, & Income Trust (collectively, the
"Funds"), which are registered investment companies.
Gabelli Advisers, a subsidiary of GBL, is an investment adviser
which provides discretionary advisory services to The Gabelli Westwood Mighty
Mitessm Fund.
MJG Associates provides advisory services to private investment
partnerships and offshore funds. Mario Gabelli is the sole shareholder,
director and employee of MJG Associates. MJG Associates is the Investment
Manager of Gabelli International Limited, Gabelli International II Limited,
Gabelli Performance Partnership, and Gabelli Fund, LDC.
The Foundation is a private foundation. Mario Gabelli is the
President, a Trustee and the
Investment Manager of the Foundation.
Interactive is a holding company with operating subsidiaries
engaged primarily in the rural telephone industry. Interactive actively
pursues new business ventures and acquisitions. Interactive makes
investments in marketable securities to preserve capital and maintain
liquidity for financing their business activities and acquisitions and are
not engaged in the business of investing, reinvesting, or trading in
securities. Mario J. Gabelli is a director, and substantial shareholder of
Interactive.
Mario Gabelli is the majority stockholder and Chief Executive
Officer of GGCP and Chairman and Chief Executive Officer of GBL. GGCP is the
majority shareholder of GBL. GBL, in turn, is the sole stockholder of GAMCO.
GBL is also the majority stockholder of GSI and the largest shareholder of
Gabelli Advisers. Gabelli & Company is a wholly-owned subsidiary of GSI.
The Reporting Persons do not admit that they constitute a group.
GGCP, GBL, GAMCO, and Gabelli & Company are New York corporations
and GSI and Gabelli Advisers are Delaware corporations, each having its
principal business office at One Corporate Center, Rye, New York 10580.
Gabelli Funds is a New York limited liability company having its principal
business office at One Corporate Center, Rye, New York 10580. MJG Associates
is a Connecticut corporation having its principal business office at 140
Greenwich Avenue, Greenwich, CT 06830. The Foundation is a Nevada corporation
having its principal offices at 165 West Liberty Street, Reno, Nevada 89501.
Interactive is a Delaware corporation having its principal place of business at
401 Theodore Fremd Avenue, Rye, New York 10580.
For information required by instruction C to Schedule 13D with
respect to the executive officers and directors of the foregoing entities and
other related persons (collectively, "Covered Persons"), reference is made to
Schedule I annexed hereto and incorporated herein by reference.
(f) - Reference is made to Schedule I hereto.
Item 3. Source and Amount of Funds or Other Consideration
The Reporting Persons used an aggregate of approximately
$14,020,857 to purchase the Securities reported as beneficially owned in Item
5. GAMCO and Gabelli Funds used approximately $11,823,921 and $2,177,385,
respectively, of funds that were provided through the accounts of certain of
their investment advisory clients (and, in the case of some of such accounts at
GAMCO, may be through borrowings from client margin accounts) in order to
purchase the Securities for such clients. GSI used approximately $16,883 of
client funds to purchase the Securities reported by it. Gabelli Advisers used
approximately $2,668 of client funds to purchase the Securities reported by it
Item 4. Purpose of Transaction
Each of the Reporting Persons has purchased and holds the
Securities reported by it for investment for one or more accounts over which
it has shared, sole, or both investment and/or voting power, for its own
account, or both.
The Reporting Persons, with the exception of Interactive, are
engaged in the business of securities analysis and investment and pursue an
investment philosophy of identifying undervalued situations. In pursuing
this investment philosophy, the Reporting Persons analyze the operations,
capital structure and markets of companies in which they invest, including
the Issuer, on a continuous basis through analysis of documentation and
discussions with knowledgeable industry and market observers and with
representatives of such companies (often at the invitation of management).
The Reporting Persons do not believe they possess material inside information
concerning the Issuer. As a result of these analytical activities one or
more of the Reporting Persons may issue analysts reports, participate in
interviews or hold discussions with third parties or with management in which
the Reporting Person may suggest or take a position with respect to potential
changes in the operations, management or capital structure of such companies
as a means of enhancing shareholder values. Such suggestions or positions
may relate to one or more of the transactions specified in clauses (a)
through (j) of Item 4 of Schedule 13D including, without limitation, such
matters as disposing of one or more businesses, selling the company or
acquiring another company or business, changing operating or marketing
strategies, adopting or not adopting, certain types of anti-takeover measures
and restructuring the company's capitalization or dividend policy.
Each of the Reporting Persons intends to adhere to the foregoing
investment philosophy with respect to the Issuer. However, none of the
Reporting Persons intends to seek control of the Issuer or participate in the
management of the Issuer, and any Reporting Person that is registered as an
investment company under the 1940 Act will participate in such a transaction
only following receipt of an exemption from the SEC under Rule 17d-1 under
the 1940 Act, if required, and in accordance with other applicable law. In
pursuing this investment philosophy, each Reporting Person will continuously
assess the Issuer's business, financial condition, results of operations and
prospects, general economic conditions, the securities markets in general and
those for the Issuer's securities in particular, other developments and other
investment opportunities, as well as the investment objectives and
diversification requirements of its shareholders or clients and its fiduciary
duties to such shareholders or clients. Depending on such assessments, one
or more of the Reporting Persons may acquire additional Securities or may
determine to sell or otherwise dispose of all or some of its holdings of
Securities. Although the Reporting Persons share the same basic investment
philosophy and although most portfolio decisions are made by or under the
supervision of Mario Gabelli, the investment objectives and diversification
requirements of various clients differ from those of other clients so that
one or more Reporting Persons may be acquiring Securities while others are
disposing of Securities.
With respect to voting of the Securities, the Reporting Persons
have adopted general voting policies relating to voting on specified issues
affecting corporate governance and shareholder values. Under these policies,
the Reporting Persons generally vote all securities over which they have
voting power in favor of cumulative voting, financially reasonable golden
parachutes, one share one vote, management cash incentives and pre-emptive
rights and against greenmail, poison pills, supermajority voting, blank check
preferred stock and super-dilutive stock options. Exceptions may be made
when management otherwise demonstrates superior sensitivity to the needs of
shareholders. In the event that the aggregate voting position of all joint
filers shall exceed 25% of the total voting position of the issuer then the
proxy voting committees of each of the Funds shall vote their Fund's shares
independently.
Each of the Covered Persons who is not a Reporting Person has
purchased the Securities reported herein as beneficially owned by him for
investment for his own account or that of one or more members of his
immediate family. Each such person may acquire additional Securities or
dispose of some or all of the Securities reported herein with respect to him.
Other than as described above, none of the Reporting Persons and
none of the Covered Persons who is not a Reporting Person has any present
plans or proposals which relate to or would result in any transaction, change
or event specified in clauses (a) through (j) of Item 4 of Schedule 13D.
Item 5. Interest In Securities Of The Issuer
(a) The aggregate number of Securities to which this Schedule 13D
relates is 959,250 shares, representing 5.25% of the 18,288,824 shares
outstanding as reported in the Issuer's most recent Form 10-Q for the quarter
ended September 30, 2006. The Reporting Persons beneficially own those
Securities as follows:
Name
Shares of
Common Stock
% of Class of
Common
Gabelli Funds
179,150
0.98%
GAMCO
769,600
4.21%
GSI
1,500
0.01%
Gabelli Advisers
9,000
0.05%
Mario Gabelli is deemed to have beneficial ownership of the
Securities owned beneficially by each of the foregoing persons. GSI is deemed
to have beneficial ownership of the Securities owned beneficially by Gabelli &
Company. GBL and GGCP are deemed to have beneficial ownership of the
Securities owned beneficially by each of the foregoing persons other than Mario
Gabelli and the Foundation.
(b) Each of the Reporting Persons and Covered Persons has the sole
power to vote or direct the vote and sole power to dispose or to direct the
disposition of the Securities reported for it, either for its own benefit or
for the benefit of its investment clients or its partners, as the case may be,
except that (i) GAMCO does not have the authority to vote 52,000 of its
reported shares, (ii) Gabelli Funds has sole dispositive and voting power with
respect to the shares of the Issuer held by the Funds so long as the aggregate
voting interest of all joint filers does not exceed 25% of their total voting
interest in the Issuer and, in that event, the Proxy Voting Committee of each
Fund shall respectively vote that Fund's shares, (iii) at any time, the Proxy
Voting Committee of each such Fund may take and exercise in its sole discretion
the entire voting power with respect to the shares held by such fund under
special circumstances such as regulatory considerations, and (iv) the power of
Mario Gabelli, GBL, and GGCP is indirect with respect to Securities
beneficially owned directly by other Reporting Persons.
(c) Information with respect to all transactions in the
Securities which were effected during the past sixty days or since the most
recent filing on Schedule 13D, whichever is less, by each of the Reporting
Persons and Covered Persons is set forth on Schedule II annexed hereto and
incorporated herein by reference.
(d) The investment advisory clients of, or partnerships managed
by, GAMCO, Gabelli Funds, Gabelli Advisers and MJG Associates have the sole
right to receive and, subject to the notice, withdrawal and/or termination
provisions of such advisory contracts and partnership arrangements, the sole
power to direct the receipt of dividends from, and the proceeds of sale of,
any of the Securities beneficially owned by such Reporting Persons on behalf
of such clients or partnerships. Except as noted, no such client or
partnership has an interest by virtue of such relationship that relates to
more than 5% of the Securities.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect
to Securities of the Issuer
The powers of disposition and voting of Gabelli Funds, Gabelli
Advisers, GAMCO, GSI and MJG Associates with respect to Securities owned
beneficially by them on behalf of their investment advisory clients, and of
MJG Associates and GSI with respect to Securities owned beneficially by them
on behalf of the partnerships which they directly or indirectly manage, are
held pursuant to written agreements with such clients, partnerships and
funds.
Item 7. Material to be Filed as an Exhibit
The following Exhibit A is attached hereto. The following
Exhibit B is incorporated by reference to Exhibit C in the Amendment No. 8 to
Schedule 13D of the Reporting Persons with respect to Edgewater Technologies,
Inc.
Exhibit A:
Joint Filing Agreement
Exhibit B:
Powers of Attorney to Douglas R. Jamieson and James E. McKee
from Robert E. Dolan
Powers of Attorney to Douglas R. Jamieson and James E. McKee
from Mario J. Gabelli.
Signature
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete
and correct.
Dated: January 22, 2007
MARIO J. GABELLI
GGCP, INC.
By:/s/ James E. McKee
James E. McKee
Attorney-in-Fact
GAMCO INVESTORS, INC.
GABELLI FUNDS, LLC
GABELLI SECURITIES, INC.
GABELLI ADVISERS, INC.
By:/s/ James E. McKee
James E. McKee
Secretary
GAMCO ASSET MANAGEMENT INC.
By:/s/ Douglas R. Jamieson
Douglas R. Jamieson
President and Chief Operating Officer
SCHEDULE I
Information with Respect to Executive
Officers and Directors of the Undersigned
Schedule I to Schedule 13D is amended, in pertinent part, as follows:
The following sets forth as to each of the executive officers and
directors of the undersigned: his name; his business address; his
present principal occupation or employment and the name,
principal business and address of any corporation or other
organization in which such employment is conducted. Unless
otherwise specified, the principal employer of each such
individual is GAMCO Asset Management, Inc., Gabelli Funds, LLC,
Gabelli & Company, Inc., or GAMCO Investors, Inc., the business
address of each of which is One Corporate Center, Rye, New York
10580, and each such individual identified below is a citizen of
the United States. To the knowledge of the undersigned, during
the last five years, no such person has been convicted in a
criminal proceeding (excluding traffic violations or similar
misdemeanors), and no such person was a party to a civil
proceeding of a judicial or administrative body of competent
jurisdiction as a result of which he was or is subject to a
judgment, decree or final order enjoining future violations of,
or prohibiting or mandating activities subject to, federal or
state securities law or finding any violation with respect to
such laws except as reported in Item 2(d) of this Schedule 13D.
GGCP, Inc.
Directors:
Vincent J. Amabile
Mario J. Gabelli
Business Consultant
Chief Executive Officer of GGCP, Inc., and GAMCO
Investors, Inc.; Director/Trustee of all
registered investment companies advised by
Gabelli Funds, LLC; Chief Executive Officer of
Lynch Interactive Corporation.
Marc J. Gabelli
Chairman of Lynch Corporation
Matthew R. Gabelli
Vice President - Trading
Gabelli & Company, Inc.
One Corporate Center
Rye, New York 10580
Charles C. Baum
Douglas R. Jamieson
Secretary & Treasurer
United Holdings Co., Inc.
2545 Wilkens Avenue
Baltimore, MD 21223
See below
Joseph R. Rindler,
Jr.
Business Consultant/former Chairman of GAMCO
Asset Management Inc.
Fredric V.
Salerno
Chairman; Former Vice Chairman and Chief Financial
Officer
Verizon Communications
Officers:
Mario J. Gabelli
Chief Executive Officer and Chief Investment
Officer
Michael G. Chieco
Chief Financial Officer
GAMCO Investors, Inc.
Directors:
Edwin L.
Artzt
Richard L.
Bready
Former Chairman and Chief Executive Officer
Procter & Gamble Company
900 Adams Crossing
Cincinnati, OH 45202
Chairman and Chief Executive Officer
Nortek, Inc.
50 Kennedy Plaza
Providence, RI 02903
Mario J. Gabelli
John D.
Gabelli
See above
Senior Vice President
John C.
Ferrara
See below
Eugene R.
McGrath
Former Chairman and Chief Executive Officer
Consolidated Edison, Inc.
Karl Otto Pohl (1)
Robert S.
Prather
Vincent S.
Tese
Sal. Oppenheim jr. & Cie.
Bockenheimer Landstrasse 20
D-6000 FRANKFURT AM MAIN
Germany
President & Chief Operating Officer
Gray Television, Inc.
4370 Peachtree Road, NE
Atlanta, GA 30319
Lawyer, Investment Adviser and Cable Television
Executive
c/o Bear Stearns & Company, Inc.
245 Park Avenue, 19th Floor
New York, NY 10167
Officers:
Mario J. Gabelli
Chairman and Chief Executive Officer
Douglas R. Jamieson
Henry G. Van der Eb
John C. Ferrara
President and Chief Operating Officer
Senior Vice President
Interim Chief Financial Officer
James E. McKee
Vice President, General Counsel and Secretary
GAMCO Asset Management
Inc.
Directors:
Douglas R. Jamieson
Regina M. Pitaro
F. William Scholz,
II
William S. Selby
Officers:
Mario J. Gabelli
Chief Investment Officer - Value Portfolios
Douglas R. Jamieson
President and Chief Operating Officer
Gabelli Funds, LLC
Officers:
Mario J. Gabelli
Chief Investment Officer - Value Portfolios
Bruce N. Alpert
Executive Vice President and Chief Operating
Officer
James E. McKee
Secretary
Gabelli Advisers, Inc.
Directors:
Bruce N. Alpert
Douglas R.
Jamieson
See above
See above
Officers:
Bruce N. Alpert
Chief Operating Officer
James E. McKee
Secretary
Gabelli Securities, Inc.
Directors:
Robert W. Blake
President of W. R. Blake & Sons, Inc.
196-20 Northern Boulevard
Flushing, NY 11358
Douglas G. DeVivo
General Partner of ALCE Partners, L.P.
One First Street, Suite 16
Los Altos, CA 94022
Douglas R.
Jamieson
F. William
Scholz, II
President and Chief Operating Officer
See above
Officers:
Douglas R. Jamieson
James E. McKee
Kieran Caterina
See above
Assistant Secretary
Chief Financial Officer
Gabelli & Company, Inc.
Directors:
James G. Webster, III
Chairman & Interim President
Irene Smolicz
Senior Trader
Gabelli & Company, Inc.
Officers:
James G. Webster, III
Chairman & Interim President
Bruce N. Alpert
Vice President - Mutual Funds
James E. McKee
Secretary
Lynch Interactive Corporation,
401 Theodore Fremd Avenue Rye, NY 10580
Directors:
Mario J. Gabelli
See above - GGCP, Inc.
Glenn Angelillo
P.O. Box 128
New Canaan, CT 06840
Alfred W. Fiore
The Ross Companies
1270 Avenue of the Americas
New York, NY 10020-1703
Salvatore Muoio
Principal
S. Muoio & Co., LLC
Suite 406
509 Madison Ave.
New York, NY 10022
Lawrence R. Moats
Moats Office & Properties, Inc.
100 West Palatine Road, Ste. L30
P.O. Box 1189
Palatine, IL 60078-1189
Gary L. Sugarman
Chief Executive Officer
Richfield Associates
400 Andrews Street
Rochester, NY 14604
Officers:
Mario J. Gabelli
Chairman
Robert E. Dolan
Interim President and Chief Executive Officer,
Chief Financial Officer
(1) Citizen of Germany
SCHEDULE II
INFORMATION WITH RESPECT TO
TRANSACTIONS EFFECTED DURING THE PAST SIXTY DAYS OR
SINCE THE MOST RECENT FILING ON SCHEDULE 13D (1)
SHARES PURCHASED AVERAGE
DATE SOLD(-) PRICE(2)
COMMON STOCK-SALEM COMMUNICATIONS CORPORATION
GAMCO ASSET MANAGEMENT INC.
1/17/07 1,400 11.5500
1/16/07 3,600 11.5458
1/12/07 14,700 11.3027
1/11/07 5,300 11.4879
1/11/07 5,300 11.4879
1/09/07 2,500 11.2219
1/08/07 500 11.0600
1/04/07 2,000 11.9859
1/03/07 1,500 11.9500
12/26/06 1,000- 12.0000
12/26/06 1,000 12.0000
12/26/06 1,000 12.0000
12/13/06 2,000- 10.9081
12/12/06 800 11.1700
12/12/06 3,000 11.1547
11/30/06 400- 12.3212
11/27/06 5,000 11.8889
11/27/06 5,000 11.8889
11/20/06 500 11.7917
11/20/06 500- 11.7917
11/20/06 500- 11.8000
GABELLI FUNDS, LLC.
GABELLI SMALL CAP GROWTH FUND
12/06/06 3,000 11.4019
(1) UNLESS OTHERWISE INDICATED, ALL TRANSACTIONS WERE EFFECTED
ON THE NASDAQ STOCK MARKET.
(2) PRICE EXCLUDES COMMISSION.
Exhibit A
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(f) under the securities Exchange
Act of 1934, as amended, the undersigned hereby agree to the joint filing
with all other Reporting Entities (as such term is defined in the Schedule
13D referred to below) on behalf of each of them of a statement on Schedule
13D (including amendments thereto) with respect to the Common Stock, par
value $0.01, of Salem Communications Corporation, and that this Agreement be
included as an Exhibit to such joint filing. This Agreement may be executed
in any number of counterparts all of which taken together shall constitute
one and the same instrument.
IN WITNESS WHEREOF, the undersigned hereby execute this agreement this
January 22, 2007.
MARIO J. GABELLI
MARC J. GABELLI
GGCP, INC.
GABELLI PERFORMANCE PARTNERSHIP L.P.
GABELLI INTERNATIONAL LIMITED
GABELLI INTERNATIONAL II LIMITED
GABELLI FUND, LDC
MJG ASSOCIATES, INC.
GABELLI FOUNDATION, INC.
By:/s/ James E. McKee
James E. McKee
Attorney-in-Fact
GAMCO INVESTORS, INC.
GABELLI FUNDS, LLC
GABELLI SECURITIES, INC.
GLI, INC.
GABELLI & COMPANY, INC.
By: /s/ James E. McKee
James E. McKee
Secretary
ALCE PARTNERS, L.P.
GABELLI MULTIMEDIA PARTNERS, L.P.
GABELLI EUROPEAN PARTNERS MASTER FUND, LTD.
GABELLI GLOBAL PARTNERS MASTER FUND, LTD.
GABELLI ASSOCIATES LIMITED
GABELLI ASSOCIATES FUND
By:/s/ James E. McKee
James E. McKee
Secretary of Gabelli Securities Inc.
BRIGHTON COMMUNICATIONS CORPORATION
LYNCH INTERACTIVE CORPORATION
WESTERN NEW MEXICO
INTER-COMMUNITY TELEPHONE COMPANY
BY:/s/ James E. McKee
James E. McKee
Attorney-in-Fact
GAMCO ASSET MANAGEMENT INC.
By:/s/ Douglas R. Jamieson
Douglas R. Jamieson
President