Case: Doc #: 701 Filed: 07/18/2007 Page 1 of 16 UNITED STATES BANKRUPTCY COURT WESTERN DISTRICT OF LOUISIANA SHREVEPORT DIVISION

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1 Case: Doc #: 701 Filed: 07/18/2007 Page 1 of 16 UNITED STATES BANKRUPTCY COURT WESTERN DISTRICT OF LOUISIANA SHREVEPORT DIVISION x In re : Chapter 11 Case No. : COMMUNICATIONS CORPORATION : OF AMERICA AND : Jointly Administered WHITE KNIGHT HOLDINGS, INC., et al., : : Debtors. : x AMENDED MOTION FOR ENTRY OF AN ORDER APPROVING (I) THE CONFIRMATION HEARING NOTICE AND THE MANNER OF MAILING AND SERVICE OF THE SOLICITATION PACKAGE AND CONFIRMATION HEARING NOTICE, (II) THE RETENTION OF THE VOTING AGENT AND APPROVAL OF PROCEDURES FOR VOTING AND TABULATION OF BALLOTS, (III) THE FORMS OF BALLOTS, AND (IV) THE PROCEDURES FOR ALLOWING CLAIMS FOR VOTING PURPOSES Communications Corporation of America, and its direct and indirect subsidiaries 1 (the CCA Debtors ), and White Knight Holdings, Inc., and its direct and indirect subsidiaries 2 (the WKH Debtors ), the above-captioned debtors and debtors-in-possession (collectively, the Debtors ), by and through their undersigned counsel, hereby file this amended motion (this 1 ComCorp Holdings, Inc. ( ); ComCorp Broadcasting, Inc. ( ); ComCorp of Texas, Inc. ( ); ComCorp of Baton Rouge, Inc. ( ); ComCorp of Bryan, Inc. ( ); ComCorp of Lafayette, Inc. ( ); ComCorp of El Paso, Inc. ( ); ComCorp of Louisiana, Inc. ( ); ComCorp of Indiana, Inc. ( ); ComCorp of Tyler, Inc. ( ); ComCorp of Monroe, Inc. ( ); ComCorp of Baton Rouge License Corp. ( ); ComCorp of Bryan License Corp. ( ); ComCorp of El Paso License Corp. ( ); ComCorp of Indiana License Corp. ( ); ComCorp of Lafayette License Corp. ( ); ComCorp of Louisiana License Corp. ( ); ComCorp of Texas License Corp. ( ); ComCorp of Tyler License Corp. ( ); and ComCorp of WB Baton Rouge, Inc. ( ). 2 White Knight Broadcasting, Inc. ( ); White Knight Broadcasting of Shreveport, Inc. ( ); Knight Broadcasting of Baton Rouge, Inc. ( ); White Knight Broadcasting of Natchez, Inc. ( ); White Knight Broadcasting of Longview, Inc. ( ); Knight Broadcasting of Baton Rouge License Corp. ( ); White Knight Broadcasting of Longview License Corp. ( ); White Knight Broadcasting of Natchez License Corp. ( ); White Knight Broadcasting of Shreveport License Corp. ( ); and Warwick Communications, Inc. ( ) /18311/

2 Case: Doc #: 701 Filed: 07/18/2007 Page 2 of 16 "Motion''), requesting entry of an Order, pursuant to sections 105 and 1126 of title 11 of the United States Code (the "Bankruptcy Code''), Rules 2002, 3017 and 3018 of the Federal Rules of Bankruptcy Procedure (the "Bankruptcy Rules"), and LBR 3018, approving, with respect to the Plans (as defined herein), (i) a Confirmation Hearing Notice (as defined herein), the contents of the Solicitation Package (as defined herein), and the manner of mailing and service of the Solicitation Package and the Confirmation Hearing Notice, (ii) the retention of the Voting Agent (as defined herein) and the approval of the procedures for voting and tabulation of Ballots, (iii) the forms of Ballots, and (iv) the procedures for allowing claims for voting purposes only. In support hereof, the Debtors respectfully submit as follows: JURISDICTION 1. The Bankruptcy Court has jurisdiction over this Motion pursuant to 28 U.S.C. 157 and Venue is proper in this proceeding pursuant to 28 U.S.C and This is a core proceeding pursuant to 28 U.S.C. 157(b)(2). 2. The authority for the relief requested herein are sections 105 and 1126 of the Bankruptcy Code and Bankruptcy Rules 2002, 3017 and BACKGROUND 3. On June 7, 2006, the Initial Debtors 3 filed for relief under chapter 11 of the Bankruptcy Code. On July 11, 2007, the License Debtors each filed for relief under chapter 11 of the Bankruptcy Code. The Debtors are debtors-in-possession pursuant to 1107 and 1108 of 3 All capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the First Amended Joint Disclosure Statement for (I) The Joint Chapter 11 Plan of Reorganization for Communications Corporation of America, and Its Direct and Indirect Subsidiaries, and (II) The Joint Chapter 11 Plan of Reorganization for White Knight Holdings, Inc., and Its Direct and Indirect Subsidiaries, Both as of July 11, 2007 [P-672] /18311/

3 Case: Doc #: 701 Filed: 07/18/2007 Page 3 of 16 the Bankruptcy Code. The Chapter 11 cases of the Debtors are jointly administered and consolidated for procedural purposes (the Chapter 11 Cases ). 4. On March 14, 2007, the Debtors filed their Joint Disclosure Statement for Joint Chapter 11 Plan of Reorganization for Communications Corporation of America, White Knight Holdings, Inc. and Filed Subsidiaries as of March 14, 2007 [P-560] (the March 14 Disclosure Statement ). On that same date, the Debtors filed their Motion for Entry of an Order Approving (I) The Confirmation Hearing Notice and the Manner of Mailing and Service of the Solicitation Package and Confirmation Notice, (II) the Voting Agent and Procedures for Voting and Tabulation of Ballots, (III) the Forms of Ballots, and (IV) the Procedures for Allowing Claims for Voting Purposes [P-561] (the Original Motion ). The hearing on the adequacy of the March 14 Disclosure Statement and the Original Motion was originally scheduled for April 13, 2007, but has been continued and has not been heard to date. 5. On July 11, 2007, (a) the Debtors filed the First Amended Joint Disclosure Statement for (I) the Joint Chapter 11 Plan of Reorganization for Communications Corporation of America, and Its Direct and Indirect Subsidiaries, and (II) The Joint Chapter 11 Plan of Reorganization for White Knight Holdings, Inc., and Its Direct and Indirect Subsidiaries, Both as of July 11, 2007 [P-672] (as it may be further amended, the Disclosure Statement ), (b) the CCA Debtors filed the Joint Chapter 11 Plan of Reorganization for Communications Corporation of America, and Its Direct and Indirect Subsidiaries [P-668] (as it may be amended, the "CCA Plan"), and (c) the WKH Debtors filed the Joint Chapter 11 Plan of Reorganization for White Knight Holdings, Inc., and Its Direct and Indirect Subsidiaries [P-670] (as it may be amended, the "WKH Plan"). As a result, the Debtors are no longer seeking the confirmation of a single joint plan for all of the Debtors, but separate plans for the CCA Debtors and the WKH Debtors /18311/

4 Case: Doc #: 701 Filed: 07/18/2007 Page 4 of On July 13, 2007, the Bankruptcy Court entered the Order For Hearing on First Amended Joint Disclosure Statement and Fixing Time for Filing Objections to Approval of First Amended Joint Disclosure Statement and Combined Notice Thereof [P-676], setting the hearing on the adequacy of the Disclosure Statement for August 13, 2007 at 9:00am. 7. The Debtors file this Motion to replace and supersede the relief requested for in the Original Motion. 8. Under the CCA Plan and the WKH Plan (collectively, the Plans ), the holders of Claims in the following Classes are Impaired and are entitled to vote to accept or reject the Plans (collectively, the Voting Classes ): Class 2 of each Plan (First Lien Lenders Secured Claims) and Class 4 of each Plan (Trade Claims). 9. The holders of Claims and Interests in the following Classes are not entitled to vote to accept or reject the Plans because the Claims or Interests in such Classes are either Unimpaired or conclusively presumed to have rejected the Plans (collectively, the "Non-Voting Classes ): Class 1 of each Plan (Priority Claims); Class 3 of each Plan (Other Secured Claims); Class 6 of each Plan (Subsidiary Common Equity Interests); Class 7 of the CCA Plan (Preferred Interests in the CCA Parent); Class 8 of the CCA Plan (CCA Parent Common Equity Interests); and Class 7 of the WKH Plan (WKH Parent Common Equity Interests), RELIEF REQUESTED 10. In connection with the confirmation process, by this Motion, the Debtors hereby request entry of an Order approving, with respect to the Plans, the following: (i) a Confirmation Hearing Notice, the contents of the Solicitation Package, and the manner of mailing and service of the Solicitation Package and the Confirmation Hearing Notice; (ii) the retention of the Voting 03083/18311/

5 Case: Doc #: 701 Filed: 07/18/2007 Page 5 of 16 Agent and the procedures for voting and tabulation of Ballots; (iii) the forms of Ballots; and (iv) the procedures for allowing Claims for voting purposes only. I. CONFIRMATION HEARING NOTICE, THE CONTENTS OF THE SOLICITATION PACKAGE AND THE MANNER OF MAILING AND SERVICE OF SOLICITATION PACKAGE a. Approval of Confirmation Hearing Notice 11. The Debtors propose that a hearing to consider the confirmation of the Plans be scheduled on a date and time convenient to the Bankruptcy Court and that is consistent with the time required for printing and distributing all materials for the solicitation of votes on the Plans and allowing sufficient time for balloting and filing objections to the Plans (such date, the "Confirmation Hearing Date"). 12. The Debtors also propose that the Confirmation Hearing Notice, in the form attached as Exhibit 1, set forth the procedures and deadlines for objecting to the confirmation of the Plans. Specifically, the Debtors propose that the last date for filing written objections to confirmation be twenty-five (25) days after the service of the Confirmation Hearing Notice, and at least ten (10) days before the Confirmation Hearing Date (the "Objection Deadline"). 13. The Debtors further submit that any objection to the confirmation of either Plan (a) be in writing, (b) state the name and address of the objecting party, and the nature of the Claim or Interest of such party, (c) state with particularity the basis and nature of any objection, and (d) be filed in the docket of the Chapter 11 Cases on or before the Objection Deadline. The Debtors propose that the Bankruptcy Court only consider timely filed written objections, and that any objections not timely filed in accordance with the provisions of this Motion should be deemed waived /18311/

6 Case: Doc #: 701 Filed: 07/18/2007 Page 6 of For the foregoing reasons, the Debtors request that the Bankruptcy Court approve the Confirmation Hearing Notice. b. Contents of Solicitation Package for the Debtors Plans 15. The Debtors propose that each purported holder of a Claim or an Interest for whom the Debtors have an address be sent a package that contains the following (collectively, the "Solicitation Package"): (a) (b) (c) (d) (e) The Disclosure Statement as approved by the Bankruptcy Court, with a copy of the appropriate Plan and related exhibits attached thereto; The Bankruptcy Court-approved Confirmation Hearing Notice; One or more appropriate Ballots, together with the voting instructions, information regarding the return of the Ballots and a pre-addressed reply envelope (attached as Exhibit 2 in globo); A copy of the Confirmation Procedures Order (without exhibits) entered in connection with this Motion (attached as Exhibit 3); and Any other material ordered or approved by the Bankruptcy Court. The Solicitation Package received by the members of the Non-Voting Classes shall be identical to the Solicitation Package received by the members of the Voting Classes, except that each holder of a Claim or an Interest in a Non-Voting Class shall receive, in lieu of a Ballot, a Notification of Non-Voting Status in the form attached to this Motion as Exhibit 4 (the Notification of Non-Voting Status ). c. Mailing and Service of the Solicitation Package and the Confirmation Notice 16. Bankruptcy Rule 2002(b) provides, in relevant part: ''Except as provided in subdivision (1) of this rule, the clerk, or some other person as the Bankruptcy Court may direct shall give the debtor, the trustee, all creditors and indenture trustees not less than 25 days notice by mail of... (2) the time fixed for filing objections and the hearing to consider confirmation of 03083/18311/

7 Case: Doc #: 701 Filed: 07/18/2007 Page 7 of a... chapter Plan. Bankruptcy Rule 2002(b). Bankruptcy Rule 2002(d) provides, in relevant part: In a chapter 11 reorganization case, unless otherwise ordered by the Bankruptcy Court, clerk, or some other person as the Bankruptcy Court may direct, shall in the manner and form directed by the court give notice to all equity security holders of... (6) the time fixed for filing objections to and the hearing to consider confirmation of a plan. Bankruptcy Rule 2002(d). 17. Bankruptcy Rule 3017(d) 4 provides: (d) Transmission and Notice to United States Trustee, Creditors, and equity security holders. Upon approval of the disclosure statement --except to the extent that the court orders otherwise with respect to one or more unimpaired classes of creditors or equity security holders - the debtor in possession, trustee, proponent of the plan, or clerk as the court orders shall mail to all creditors and equity security holders, and in a chapter 11 reorganization case shall transmit to the United States trustee: (1) the plan or a court approved summary of the plan; (2) the disclosure statement approved by the court; (3) notice of the time within which acceptances and rejections of the plan may be filed; and (4) any other information as the court may direct, including any court opinion approving the disclosure statement or a court approved summary of that opinion. In addition, notice of the time fixed for filing objections and the hearing on confirmation shall be mailed to all creditors and equity security holders in accordance with Rule 2002(b), and a form of ballot conforming to the appropriate Official Form shall be mailed to creditors and equity security holders entitled to vote on the plan. If the court opinion is not transmitted or only a summary of the plan is transmitted, the court opinion or the plan shall be provided on request of a party in interest at the plan proponent's expense. If the court orders that the disclosure statement and the plan or a 4 Bankruptcy Rule 3017(e) and (f) are not applicable /18311/

8 Case: Doc #: 701 Filed: 07/18/2007 Page 8 of 16 Bankruptcy Rule 3017(d). summary of the plan shall not be mailed to any unimpaired class, notice that the class is designated in the plan as unimpaired and notice of the name and address of the person from whom the plan or summary of the plan and disclosure statement may be obtained upon request and at the plan proponent's expense, shall be mailed to members of the unimpaired class together with the notice of the time fixed for filing objections to and the hearing on confirmation. For the purposes of this subdivision, creditors and equity security holders shall include holders of stock, bonds, debentures, notes, and other securities of record on the date the order approving the disclosure statement is entered or another date fixed by the court, for cause, after notice and a hearing. 18. The Debtors request that the Bankruptcy Court fix a "record date" for determining the holders of Claims and Interests, who are entitled to receive a Solicitation Package and/or vote on either Plan (the "Voting Record Date"), in accordance with Bankruptcy Rule 3017(d). The Debtors request that the Voting Record Date should be the close of business on the date the Order approving the adequacy of the Disclosure Statement is entered on the docket. 19. The Debtors further propose that the following procedures be followed to provide an effective distribution of the Solicitation Package in compliance with Rules 2002(b) and 3017(d): (a) (b) No later than five (5) business days after entry of the order approving the adequacy of the Disclosure Statement, the Voting Agent shall transmit by United States mail service, postage prepaid, hand delivery or overnight delivery, copies of the Solicitation Package with the appropriate Plan or Plans, Ballot, or Notification of Non-Voting Status to (i) each person or entity listed on the Debtors Schedule of Liabilities, as of the Voting Record Date (collectively, the Schedules ), (ii) each entity that filed a proof of claim that has not been withdrawn or disallowed by an order of the Bankruptcy Court entered on or before the Voting Record Date, and (iii) each holder of Subsidiary Common Equity Interests in Class 6 of the CCA Plan, Preferred Interests in the CCA Parent in Class 7 of the CCA Plan, CCA Parent Common Equity Interests in Class 8 of the CCA Plan, Subsidiary Common Equity Interests in Class 6 of the WKH Plan, and WKH Parent Common Equity Interests in Class 7 of the WKH Plan. Thereafter any requests for Solicitation Packages shall be made to the Voting Agent, and the Voting Agent shall be responsible for the mailing of the same /18311/

9 Case: Doc #: 701 Filed: 07/18/2007 Page 9 of 16 II. PROCEDURES FOR VOTING AND TABULATION OF VOTES (a) Retention of the Voting Agent 20. By this Motion, the Debtors request that the Bankruptcy Court provide the Debtors authority to engage Kurtzman Carson Consultants, LLC ( Kurtzman Carson or the Voting Agent ). As the Voting Agent, Kurtzman Carson shall be responsible for distributing the Solicitation Packages, receiving and tabulating the Ballots, and performing other related services with respect to the Plans. 21. Kurtzman Carson has served as voting agent in other cases in districts within the state of Louisiana. Most recently, in In re: OCA, Inc., et al., Case No , pending in the Eastern District of Louisiana. Kurtzman Carson is qualified to serve as Voting Agent and the Debtors request that the Bankruptcy Court provide it authority to engage and compensate Kurtzman Carson as Voting Agent in the ordinary course of business without further court approval. (b) Procedures for Voting (the "Voting Procedures") 22. Bankruptcy Rule 3017(c) provides that, on or before the approval of a disclosure statement, the Bankruptcy Court shall fix a time within which the holders of Claims and Interests may accept or reject the Plans. As previously mentioned, the Debtors intend to cause the Voting Agent to transmit the Solicitation Packages no later than five (5) days after approval of the Disclosure Statement (the date on which the Solicitation Packages are distributed is the "Transmission Date"). Based on compliance with this schedule, the Debtors propose that, to be counted, properly completed and executed Ballots must be delivered in paper form to the Voting Agent so as to be received no later than 5:00 p.m., Pacific Time Zone, on a day which is at least twenty-seven (27) days after the Transmission Date (the Voting Deadline ) /18311/

10 Case: Doc #: 701 Filed: 07/18/2007 Page 10 of Completed Ballots are to be sent to the Voting Agent so as to be received by 5:00 p. m. Pacific Time Zone on the Voting Deadline, by U.S. mail delivery or courier, as follows: Kurtzman Carson Consultants LLC Attention: CCA/WKH Ballot Processing 2335 Alaska Ave. El Segundo, CA The Voting Agent will date all Ballots when it receives them. As to any Ballot received after the Voting Deadline, the Voting Agent will indicate the time and date that each such Ballot was received. 24. Regardless of whether a Ballot is submitted by U.S. mail or by delivery or courier, it must be received no later than the Voting Deadline. No Ballot received after the Voting Deadline will be counted unless otherwise ordered by the Bankruptcy Court. Ballots submitted by facsimile or other electronic means will not be counted unless ordered by the Bankruptcy Court. (c) Tabulation of Ballots 25. The Debtors request that the following rules shall be applied by the Voting Agent in the tabulation of Ballots with respect to each Plan: (a) (b) No Ballot received after the Voting Deadline will be counted unless otherwise ordered by the Bankruptcy Court. With respect to timely received Ballots: (i) (ii) (iii) A Ballot containing a signature, but no designation of acceptance or rejection of the CCA Plan, shall not be counted as a vote on the CCA Plan. A Ballot containing a signature, but no designation of acceptance or rejection of the WKH Plan, shall not be counted as a vote on the WKH Plan. A Ballot containing a signature that both accepts and rejects the CCA Plan shall not be counted as a vote on the CCA Plan /18311/

11 Case: Doc #: 701 Filed: 07/18/2007 Page 11 of 16 (iv) (v) (vi) (vii) A Ballot containing a signature that both accepts and rejects the WKH Plan shall not be counted as a vote on the WKH Plan. A Ballot containing a signature that attempts to partially reject and partially accept either Plan shall not be counted as a vote on such Plan. A Ballot containing no signature, but a designation of acceptance or rejection of either Plan, shall not be counted as a vote on such Plan. If two or more Ballots are timely submitted with respect to the same Claim, the last timely submitted Ballot with respect to such Claim shall govern. (viii) Any holder or authorized counsel for a holder of a Claim in a Voting Class who has delivered a valid Ballot to the Voting Agent may withdraw his or her vote by delivering written notice of withdrawal to the Voting Agent. To be valid, the notice of withdrawal must (a) be signed by the party who signed the Ballot to be revoked, and (b) be received by the Voting Agent before the Voting Deadline. Parties in interest retain their rights to contest the validity of any withdrawals of Ballots. (ix) (x) Any holder or authorized counsel of a holder of a Claim in a Voting Class who has delivered a valid Ballot to the Voting Agent may change the vote by delivering to the Voting Agent a properly executed completed replacement Ballot, so as to be received on or before the Voting Deadline. Except as ordered by the Bankruptcy Court, any Ballot received by the Voting Agent by telecopy, facsimile or shall not be counted. 26. The Voting Agent shall review all Ballots as they are received to determine their compliance with the above-described rules. If the Voting Agent determines that a Ballot does not comply with the rules and therefore would not be counted, the Voting Agent may, but is not required to, notify the party that submitted the Ballot of the problem and advise such party that a replacement Ballot may be submitted; provided, however, that no replacement Ballot submitted after the Voting Deadline shall be considered unless ordered by the Bankruptcy Court /18311/

12 Case: Doc #: 701 Filed: 07/18/2007 Page 12 of 16 III. APPROVAL OF BALLOT FORMS 27. Bankruptcy Rule 3017(4) requires the Debtors to mail a form of the ballot, which substantially conforms to Official Form No. 14, only to "creditors and equity security holders entitled to vote on the plan." 28. The Debtors propose the following Ballots: (a) (b) Ballot No. 2: Ballot for the holders of the Class 2 Claim (First Lien Lenders Secured Claims) against the CCA Debtors and the WKH Debtors; and Ballot No. 4: Ballot for the holders of Class 4 Claims (Trade Claims) against the CCA Debtors and/or the WKH Debtor. 29. The form of the Ballots are based on Official Form No. 14, but have been modified to the particular aspects of these Chapter 11 Cases and to include certain additional information that the Debtors believe to be relevant and appropriate for each such class of Claims. IV. THE PROCEDURE FOR ALLOWING CLAIMS FOR VOTING PURPOSES 30. Without prejudice to the rights of the Debtors in any other context, for the purpose of voting only, the Debtors proposes that the following rules apply with respect to the tabulation of Ballots (collectively, the "Tabulation Rules") for each Plan: (a) Unless otherwise provided in the Tabulation Rules described below, a Claim will be deemed temporarily allowed for voting purposes only in an amount equal to the lesser of (i) the amount of such Claim as set forth in the Schedules, (ii) the amount of such Claim as set forth in a timely filed proof of claim, and (iii) the amount set forth in such holder's Ballot; (b) If a Claim has been estimated or otherwise allowed for voting purposes only by order of the Bankruptcy Court, such Claim will be temporarily allowed for voting purposes only in the amount so estimated or allowed by the Bankruptcy Court; (c) If a Claim is listed in the Schedules as contingent, unliquidated or disputed and a proof of claim with respect to such Claim was not timely filed, such Claim will be disallowed for voting purposes; and (d) If the Debtor has filed and served an objection to a Claim at least five (5) days before the Voting Deadline, such Claim will be temporarily allowed or disallowed for voting purposes in accordance with the relief sought in the objection /18311/

13 Case: Doc #: 701 Filed: 07/18/2007 Page 13 of 16 CONCLUSION WHEREFORE, the Debtors respectfully request entry of an order, in form and substance substantially similar to the proposed Confirmation Procedures Order attached to this Motion as Exhibit 3, and granting such other relief as may be just and proper. Respectfully submitted, _/s/ Tristan Manthey William H. Patrick, III, La. Bar No Tristan E. Manthey, La. Bar No HELLER, DRAPER, HAYDEN, PATRICK & HORN, L.L.C. 650 Poydras Street, Suite 2500 New Orleans, Louisiana Telephone: Fax: Counsel for Communications Corporation of America and its Above-Named Subsidiaries _/s/ Elizabeth J. Futrell R. Patrick Vance, La. Bar No Elizabeth J. Futrell, La. Bar No JONES, WALKER, WAECHTER, POITEVENT, CARRERE & DENEGRE, L.L.P. 201 St. Charles Ave., 49th Floor New Orleans, LA Telephone: Fax: Counsel for White Knight Holdings, Inc. and its Above-Named Subsidiaries 03083/18311/

14 Case: Doc #: 701 Filed: 07/18/2007 Page 14 of 16 NOTICE ANNEX 1 Pursuant to 11 U.S.C. 342, the following sets forth the name, addresses and last four digits of the tax identification number for each of the referenced Debtors: DEBTORS AND ADDRESSES CASE NO. TAX I.D. NO. Communications Corporation of America 700 St. John St., Suite 300 Lafayette, LA xx-xxx5162 ComCorp Holdings, Inc. 700 St. John St., Suite 300 Lafayette, LA xx-xxx2357 ComCorp Broadcasting, Inc. 700 St. John St., Suite 300 Lafayette, LA xx-xxx8771 ComCorp of Texas, Inc West I-20 Odessa, TX xx-xxx5217 ComCorp of Texas License Corp. 700 St. John St., Suite 300 Lafayette, LA xx-xxx5258 ComCorp of Lafayette, Inc. 700 St. John St., Suite 300 Lafayette, LA xx-xxx5219 ComCorp of Lafayette License Corp. 700 St. John St., Suite 300 Lafayette, LA xx-xxx5280 ComCorp of Baton Rouge, Inc Perkins Rd. Baton Rouge, LA xx-xxx5216 ComCorp of Baton Rouge License Corp. 700 St. John St., Suite 300 Lafayette, LA xx-xxx5257 ComCorp of Bryan, Inc Broadmoor Dr., Suite B-101 Bryan, TX xx-xxx1875 ComCorp of Bryan License Corp. 700 St. John St., Suite 300 Lafayette, LA xx-xxx9856 ComCorp of El Paso License Corp. 700 St. John St., Suite 300 Lafayette, LA xx-xxx /18311/

15 Case: Doc #: 701 Filed: 07/18/2007 Page 15 of 16 ComCorp of Louisiana, Inc Eraste Landry Rd. Lafayette, LA xx-xxx2213 ComCorp of Louisiana License Corp. 700 St. John St., Ste 300 Lafayette, LA xx-xxx8493 ComCorp of Tyler, Inc Richmond Rd. Tyler, TX xx-xxx9816 ComCorp of Tyler License Corp. 700 St. John St., Ste 300 Lafayette, LA xx-xxx9815 ComCorp of Indiana, Inc. 44 Main St. Evansville, IN xx-xxx6803 ComCorp of Indiana License Corp. 700 St. John St., Ste 300 Lafayette, LA xx-xxx6804 ComCorp of Monroe, Inc. 700 St. John St., Suite 300 Lafayette, LA xx-xxx6152 ComCorp WB Baton Rouge, Inc Perkins Rd. Baton Rouge, LA xx-xxx /18311/

16 Case: Doc #: 701 Filed: 07/18/2007 Page 16 of 16 NOTICE ANNEX 2 Pursuant to 11 U.S.C. 342, the following sets forth the name, addresses and last four digits of the tax identification number for each of the referenced Debtors: DEBTORS AND ADDRESSES CASE NO. TAX I.D. NO. White Knight Holdings, Inc. 700 St. John St., Suite 301 Lafayette, LA xx-xxx0426 White Knight Broadcasting, Inc. 700 St. John St., Suite 301 Lafayette, LA xx-xxx9559 White Knight Broadcasting of Shreveport, Inc Jewella Ave. Shreveport, LA xx-xxx9556 White Knight Broadcasting of Shreveport License Corp. 700 St. John St., Suite 301 Lafayette, LA xx-xxx9554 Knight Broadcasting of Baton Rouge, Inc Perkins Rd. Baton Rouge, LA xx-xxx9558 Knight Broadcasting of Baton Rouge License Corp. 700 St. John St., Suite 301 Lafayette, LA xx-xxx0597 White Knight Broadcasting of Longview, Inc. 701 North Access Rd. Longview, TX xx-xxx7645 White Knight Broadcasting of Longview License Corp 700 St. John St., Suite 301 Lafayette, LA xx-xxx7646 White Knight Broadcasting of Natchez, Inc Jackson St. Alexandria, LA xx-xxx2212 White Knight Broadcasting of Natchez License Corp. 700 St. John St., Suite 301 Lafayette, LA xx-xxx2861 Warwick Communications, Inc. 700 St. John St., Suite 301 Lafayette, LA xx-xxx /18311/

17 Case: Doc #: Filed: 07/18/2007 Page 1 of 6 UNITED STATES BANKRUPTCY COURT WESTERN DISTRICT OF LOUISIANA SHREVEPORT DIVISION Exhibit 1; Confirmation Hearing Notice x In re : Chapter 11 Case No. : COMMUNICATIONS CORPORATION : OF AMERICA, AND : Jointly Administered WHITE KNIGHT HOLDINGS, INC., et al., : : Debtors. : x NOTICE OF HEARING TO CONSIDER CONFIRMATION OF (I) THE JOINT CHAPTER 11 PLAN OF REORGANIZATION FOR COMMUNICATIONS CORPORATION OF AMERICA, AND ITS DIRECT AND INDIRECT SUBSIDIARIES, AND (II) THE JOINT CHAPTER 11 PLAN OF REORGANIZATION FOR WHITE KNIGHT HOLDINGS, INC., AND ITS DIRECT AND INDIRECT SUBSIDIARIES TO: ALL HOLDERS OF CLAIMS AGAINST, AND INTERESTS IN, THE DEBTORS PLEASE TAKE NOTICE that, on July 11, 2007, (a) Communications Corporation of America, and its direct and indirect subsidiaries 1 (the CCA Debtors ), filed that certain Joint Chapter 11 Plan of Reorganization for Communications Corporation of America, and Its Direct and Indirect Subsidiaries [P-668] (as it may be amended, the "CCA Plan"), (b) White Knight Holdings, Inc., and its direct and indirect subsidiaries 2 (the WKH Debtors, and with the CCA 1 ComCorp Holdings, Inc. ( ); ComCorp Broadcasting, Inc. ( ); ComCorp of Texas, Inc. ( ); ComCorp of Baton Rouge, Inc. ( ); ComCorp of Bryan, Inc. ( ); ComCorp of Lafayette, Inc. ( ); ComCorp of El Paso, Inc. ( ); ComCorp of Louisiana, Inc. ( ); ComCorp of Indiana, Inc. ( ); ComCorp of Tyler, Inc. ( ); ComCorp of Monroe, Inc. ( ); ComCorp of Baton Rouge License Corp. ( ); ComCorp of Bryan License Corp. ( ); ComCorp of El Paso License Corp. ( ); ComCorp of Indiana License Corp. ( ); ComCorp of Lafayette License Corp. ( ); ComCorp of Louisiana License Corp. ( ); ComCorp of Texas License Corp. ( ); ComCorp of Tyler License Corp. ( ); and ComCorp of WB Baton Rouge, Inc. ( ). 2 White Knight Broadcasting, Inc. ( ); White Knight Broadcasting of Shreveport, Inc. ( ); Knight Broadcasting of Baton Rouge, Inc. ( ); White Knight Broadcasting of Natchez, Inc. ( ); White Knight Broadcasting of Longview, Inc. ( ); Knight Broadcasting of Baton Rouge License Corp. ( ); White Knight Broadcasting of Longview License Corp. ( ); White Knight Broadcasting of Natchez License Corp. ( ); White Knight Broadcasting of Shreveport License Corp. ( ); and Warwick Communications, Inc. ( ) /18311/146856/4 1

18 Case: Doc #: Filed: 07/18/2007 Page 2 of 6 Debtors, the Debtors ), filed that certain Joint Chapter 11 Plan of Reorganization for White Knight Holdings, Inc., and Its Direct and Indirect Subsidiaries [P-670] (as it may be amended, the "WKH Plan," and with the CCA Plan, the Plans ), and (c) the Debtors filed that certain First Amended Joint Disclosure Statement for (I) The Joint Chapter 11 Plan of Reorganization for Communications Corporation of America, and Its Direct and Indirect Subsidiaries, and (II) The Joint Chapter 11 Plan of Reorganization for White Knight Holdings, Inc., and Its Direct and Indirect Subsidiaries, Both as of July 11, 2007 [P-672] (as it may be amended, the Disclosure Statement ). 3 PLEASE TAKE FURTHER NOTICE that, on, 2007, after notice and a hearing, pursuant to Section 1125 of the Bankruptcy Code, the Bankruptcy Court entered an Order approving the Disclosure Statement as providing adequate information for the holders of Claims and Interests to make a decision as to whether to accept or reject the Plans. In addition, the Bankruptcy Court entered an Order approving (among other things) this Notice, the manner of mailing and service of the Order Approving (I) the Confirmation Hearing Notice and the manner of mailing and service of the Solicitation Package and this Confirmation Notice, (II) the Voting Agent and the Procedures for Voting and Tabulation of Ballots, (III) the Forms of Ballots, and (IV) the Procedures for Allowing Claims for Voting Purposes [P- ] (the Confirmation Procedures Order ). Pursuant to the Confirmation Procedures Order, in order to be counted, a completed and executed Ballot with respect to voting on one or both of the Plans must be actually received by the Voting Agent no later than 2007, at 5:00 p.m. (Pacific Time Zone) (the "Voting Deadline ). PLEASE TAKE FURTHER NOTICE that: 1. A hearing (the "Confirmation Hearing") will be held before the Honorable Stephen V. Callaway, United States Bankruptcy Judge, at the United States Bankruptcy Court, Western District of Louisiana, Shreveport Division, 300 Fannin Street, Suite 2201, Shreveport, Louisiana on, 2007, at 9:00 a.m. (Central Time Zone), or as soon thereafter as counsel may be heard, to consider the entry of orders, among other things, confirming the Plans under section 1129 of the Bankruptcy Code. 2. In accordance with the Confirmation Procedures Order, you should receive copies of the Solicitation Package 4 if you are the holder of a Claim against or Interest in any of the Debtors. If you are entitled to receive a Solicitation Package and something is missing from your Solicitation Package, if you wish to receive additional Solicitation Packages, or if you are not entitled to receive a Solicitation Package but you wish to receive a Solicitation Package nonetheless, you should send a written request via U.S. mail to the Voting Agent, Kurtzman Carson Consultants LLC, Attention: CCA and WKH Ballot Processing, 2335 Alaska Ave., El 3 All capitalized terms not otherwise defined in this Notice shall have the meaning ascribed to them in the Plans, or the Amended Motion for Entry of an Order Approving, (I) the Confirmation Hearing Notice and the Manner of Mailing and Service of the Solicitation Package and Confirmation Notice, (II) the Retention of the Voting Agent and Approval of the Procedures for Voting and Tabulation of Ballots, (III) the Forms of Ballots, and (IV) the Procedures for Allowing Claims for Voting Purposes (the Confirmation Procedures Motion ) [P- ]. 4 The contents of the Solicitation Package are described in the Confirmation Procedures Motion /18311/146856/4 2

19 Case: Doc #: Filed: 07/18/2007 Page 3 of 6 Segundo, California 90245, or make your request by calling the Voting Agent at If the CCA Debtors are soliciting your vote on the CCA Plan, you should receive a Solicitation Package that includes (among other things) the CCA Plan and one or more Ballots and instructions for voting. If the WKH Debtors are soliciting your vote on the WKH Plan, you should receive a Solicitation Package that includes (among other things) the WKH Plan and one or more Ballots and instructions for voting. If the Debtors are not soliciting your vote on either of the Plans, you should receive a Solicitation Package that includes a Notification of Non- Voting Status with respect to the appropriate Plan or Plans. Parties in interest can also obtain copies of the Solicitation Package (except Ballots) on Kurtzman Carson Consultants website, which is 3. To be counted, your completed and executed Ballot to accept or reject the appropriate Plan or Plans must be actually received by the Voting Agent on or before the Voting Deadline. The Voting Deadline is, 2007, at 5:00 p.m. (Pacific Time Zone). In accordance with the Confirmation Procedures Order, Ballots may be delivered to the Voting Agent by U.S. Mail, hand delivery or courier service to Kurtzman Carson Consultants LLC, Attention: CCA and WKH Ballot Processing, 2335 Alaska Ave., El Segundo, California In addition, any completed Ballot that is received on or before the Voting Deadline will not be counted if such Ballot either (a) does not indicate an acceptance or a rejection of the appropriate Plan or Plans, or (b) is not signed. 4. Objections, if any, to the confirmation of the appropriate Plan or Plans (other than objections that arise based on the balloting and tabulation results on the appropriate Plan or Plans), any of the other relief sought by the Debtors in connection with the confirmation of the appropriate Plan or Plans, must (a) be in writing and state with particularity the basis and nature of any such objection, (b) state the name and address of the objecting party, and the nature of the Claim or Interest of such party, and (c) be filed with the Bankruptcy Court no later than 2007 (the "Objection Deadline"). ANY OBJECTION TO THE CONFIRMATION OF THE APPROPRIATE PLAN OR PLANS THAT IS NOT FILED ON OR BEFORE THE OBJECTION DEADLINE SHALL NOT BE CONSIDERED. 5. The Confirmation Hearing may be adjourned from time to time without further notice to creditors or parties in interest other than by an announcement in the Bankruptcy Court, or posting notice of such adjournment in Courtroom Four on the date scheduled for the Confirmation Hearing. Dated: 2007 BY ORDER OF THE HONORABLE STEPHEN V. CALLAWAY 03083/18311/146856/4 3

20 Case: Doc #: Filed: 07/18/2007 Page 4 of 6 NOTICE ANNEX 1 Pursuant to 11 U.S.C. 342, the following sets forth the name, addresses and last four digits of the tax identification number for each of the referenced Debtors: 1. DEBTORS AND ADDRESSES CASE NO. TAX I.D. NO. Communications Corporation of America 700 St. John St., Suite 300 Lafayette, LA xx-xxx5162 ComCorp Holdings, Inc. 700 St. John St., Suite 300 Lafayette, LA xx-xxx2357 ComCorp Broadcasting, Inc. 700 St. John St., Suite 300 Lafayette, LA xx-xxx8771 ComCorp of Texas, Inc West I-20 Odessa, TX xx-xxx5217 ComCorp of Texas License Corp. 700 St. John St., Suite 300 Lafayette, LA xx-xxx5258 ComCorp of Lafayette, Inc. 700 St. John St., Suite 300 Lafayette, LA xx-xxx5219 ComCorp of Lafayette License Corp. 700 St. John St., Suite 300 Lafayette, LA xx-xxx5280 ComCorp of Baton Rouge, Inc Perkins Rd. Baton Rouge, LA xx-xxx5216 ComCorp of Baton Rouge License Corp. 700 St. John St., Suite 300 Lafayette, LA xx-xxx5257 ComCorp of Bryan, Inc Broadmoor Dr., Suite B-101 Bryan, TX xx-xxx1875 ComCorp of Bryan License Corp. 700 St. John St., Suite 300 Lafayette, LA xx-xxx /18311/146856/4 4

21 Case: Doc #: Filed: 07/18/2007 Page 5 of 6 ComCorp of El Paso License Corp. 700 St. John St., Suite 300 Lafayette, LA xx-xxx5893 ComCorp of Louisiana, Inc Eraste Landry Rd. Lafayette, LA xx-xxx2213 ComCorp of Louisiana License Corp. 700 St. John St., Ste 300 Lafayette, LA xx-xxx8493 ComCorp of Tyler, Inc Richmond Rd. Tyler, TX xx-xxx9816 ComCorp of Tyler License Corp. 700 St. John St., Ste 300 Lafayette, LA xx-xxx9815 ComCorp of Indiana, Inc. 44 Main St. Evansville, IN xx-xxx6803 ComCorp of Indiana License Corp. 700 St. John St., Ste 300 Lafayette, LA xx-xxx6804 ComCorp of Monroe, Inc. 700 St. John St., Suite 300 Lafayette, LA xx-xxx6152 ComCorp WB Baton Rouge, Inc Perkins Rd. Baton Rouge, LA xx-xxx /18311/146856/4 5

22 Case: Doc #: Filed: 07/18/2007 Page 6 of 6 NOTICE ANNEX 2 Pursuant to 11 U.S.C. 342, the following sets forth the name, addresses and last four digits of the tax identification number for each of the referenced Debtors: 2. DEBTORS AND ADDRESSES CASE NO. TAX I.D. NO. White Knight Holdings, Inc. 700 St. John St., Suite 301 Lafayette, LA xx-xxx0426 White Knight Broadcasting, Inc. 700 St. John St., Suite 301 Lafayette, LA xx-xxx9559 White Knight Broadcasting of Shreveport, Inc Jewella Ave. Shreveport, LA xx-xxx9556 White Knight Broadcasting of Shreveport License Corp. 700 St. John St., Suite 301 Lafayette, LA xx-xxx9554 Knight Broadcasting of Baton Rouge, Inc Perkins Rd. Baton Rouge, LA xx-xxx9558 Knight Broadcasting of Baton Rouge License Corp. 700 St. John St., Suite 301 Lafayette, LA xx-xxx0597 White Knight Broadcasting of Longview, Inc. 701 North Access Rd. Longview, TX xx-xxx7645 White Knight Broadcasting of Longview License Corp 700 St. John St., Suite 301 Lafayette, LA xx-xxx7646 White Knight Broadcasting of Natchez, Inc Jackson St. Alexandria, LA xx-xxx2212 White Knight Broadcasting of Natchez License Corp. 700 St. John St., Suite 301 Lafayette, LA xx-xxx2861 Warwick Communications, Inc. 700 St. John St., Suite 301 Lafayette, LA xx-xxx /18311/146856/4 6

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31 Case: Doc #: Filed: 07/18/2007 Page 1 of 8 EXHIBIT 3 PROPOSED CONFIRMATION PROCEDURES ORDER UNITED STATES BANKRUPTCY COURT WESTERN DISTRICT OF LOUISIANA SHREVEPORT DIVISION x In re : Chapter 11 Case No. : COMMUNICATIONS CORPORATION : OF AMERICA, AND : Jointly Administered WHITE KNIGHT HOLDINGS, INC., et al., : : Debtors. : x ORDER APPROVING (I) THE CONFIRMATION HEARING NOTICE AND THE MANNER OF MAILING AND SERVICE OF THE SOLICITATION PACKAGE AND CONFIRMATION HEARING NOTICE, (II) THE RETENTION OF THE VOTING AGENT AND APPROVAL OF PROCEDURES FOR VOTING AND TABULATION OF BALLOTS, (III) THE FORMS OF BALLOTS, AND (IV) THE PROCEDURES FOR ALLOWING CLAIMS FOR VOTING PURPOSES Upon consideration of the Amended Motion for Entry of an Order Approving (I) the Confirmation Hearing Notice and the Manner of Mailing and Service of the Solicitation Package and Confirmation Hearing Notice, (II) the Retention of the Voting Agent and Approval of Procedures for Voting and Tabulation of Ballots, (III) the Forms of Ballots, and (IV) the Procedures for Allowing Claims for Voting Purposes [P- ] (the "Motion") 1 and all exhibits thereto; and upon the hearing held on, 2007 for consideration of the Motion; and the statements of counsel; and the Bankruptcy Court having jurisdiction to consider the 1 Unless otherwise defined herein, capitalized terms used in this Order shall have the same meaning ascribed to them in the Motion or, where not defined in the Motion, in the shall have the meaning ascribed to them in the First Amended Joint Disclosure Statement for (I) The Joint Chapter 11 Plan of Reorganization for Communications Corporation of America, and Its Direct and Indirect Subsidiaries, and (II) The Joint Chapter 11 Plan of Reorganization for White Knight Holdings, Inc., and Its Direct and Indirect Subsidiaries, Both as of July 11, 2007 [P-672] /18311/146919/3 1

32 Case: Doc #: Filed: 07/18/2007 Page 2 of 8 foregoing in accordance with 28 U.S.C. 157 and 1334; and it appearing that due and proper notice of the Motion has been given, and that no other or further notice need be given; and the Bankruptcy Court having determined, after due deliberation, that granting the Motion is in the best interests of the Debtors; and upon all other proceedings had before the Bankruptcy Court; and good and sufficient cause appearing herein: IT IS HEREBY ORDERED that the Motion is GRANTED. IT IS FURTHER ORDERED that the form of the Confirmation Hearing Notice, substantially in the form of Exhibit 1 to this Order, (a) is hereby approved in all respects, and (b) is hereby deemed good, adequate and sufficient notice of the hearing on the confirmation of the Plans. IT IS FURTHER ORDERED that the Ballots, substantially in the form attached as Exhibit 2 in globo to this Order, be and the same are hereby approved. IT IS FURTHER ORDERED that the Notification of Non-Voting Status, substantially in the form of Exhibit 3 to this Order, is hereby approved. IT IS FURTHER ORDERED that the Solicitation Package be and the same is hereby approved, and that the Solicitation Package shall contain the following: (a) (c) (d) (e) The Confirmation Hearing Notice; This Order (without exhibits); The Disclosure Statement as approved by the Bankruptcy Court, with the appropriate Plan or Plans and related exhibits attached thereto; and Either (i) one or more appropriate Ballots for the members of the Voting Classes, together with voting instructions, information regarding the return of the Ballots, and a pre-addressed reply envelope, or (ii) the Notification of Non-Voting Status /18311/146919/3 2

33 Case: Doc #: Filed: 07/18/2007 Page 3 of 8 IT IS FURTHER ORDERED that the Voting Record Date for determining the holders of Claims and Interests entitled to receive a Solicitation Package and/or vote on either Plan is hereby established as, IT IS FURTHER ORDERED that the last date for filing written objections to the confirmation of either Plan shall be [which shall be at least ten (10) days before the Confirmation Hearing Date, and twenty-five (25) days after the service of the Confirmation Hearing Notice]. IT IS FURTHER ORDERED that the proposed procedures for distribution of the Solicitation Package to the creditors in compliance with Federal Rules of Bankruptcy Procedure 2002(b) and 3017(d) are hereby approved, as follows: (a) No later than five (5) business days after entry of the order approving the adequacy of the Disclosure Statement, the Voting Agent shall transmit by United States mail service, postage prepaid, hand delivery or overnight delivery, copies of the Solicitation Package with the appropriate Plan or Plans, the appropriate Ballot, or Notice of Non-Voting Status to (i) each person or entity listed on the Debtors Schedule of Liabilities, as of the Voting Record Date (collectively, the Schedules ), (ii) each entity that filed a proof of claim that has not been withdrawn or disallowed by an order of the Bankruptcy Court entered on or before the Voting Record Date, and (iii) each holder of Subsidiary Common Equity Interests in Class 6 of the CCA Plan, Preferred Interests in the CCA Parent in Class 7 of the CCA Plan, CCA Parent Common Equity Interests in Class 8 of the CCA Plan, Subsidiary Common Equity Interests in Class 6 of the WKH Plan, and WKH Parent Common Equity Interests in Class 7 of the WKH Plan. (b) Thereafter, any requests for Solicitation Packages shall be made to the Voting Agent, and the Voting Agent shall be responsible for the mailing of the same. IT IS FURTHER ORDERED that the Debtors are authorized to retain Kurtzman Carson Consultants, LLC as their voting agent ( Kurtzman Carson or the Voting Agent ); IT IS FURTHER ORDERED that, as the Voting Agent, Kurtzman Carson shall be responsible for distributing the Solicitation Packages, receiving and tabulating the Ballots, and performing other related services with respect to the Plans /18311/146919/3 3

34 Case: Doc #: Filed: 07/18/2007 Page 4 of 8 IT IS FURTHER ORDERED that the Voting Procedures proposed by the Debtors in paragraphs 19 through 21 of the Motion are hereby approved. IT IS FURTHER ORDERED that, to be counted, Ballots must be properly executed, completed and delivered in paper form to the Voting Agent so as to be received no later than 5:00 p.m. Pacific Time Zone on (the Voting Deadline ). Completed Ballots must be sent to the Voting Agent at the following address so as to be received no later than 5:00 p.m. Pacific Time Zone on the Voting Deadline: By U.S. mail delivery or courier: Kurtzman Carson Consultants LLC Attention: CCA/WKH Ballot Processing 2335 Alaska Ave. El Segundo, CA Ballots submitted by facsimile or transmission will not be counted unless ordered by the Bankruptcy Court. IT IS FURTHER ORDERED that the following rules shall be applied by the Voting Agent in its tabulation of the Ballots with respect to each Plan: (a) No Ballot received after the Voting Deadline will be counted unless otherwise ordered by the Bankruptcy Court. (b) With respect to timely received Ballots: i. A Ballot containing a signature, but no designation of acceptance or rejection of the CCA Plan, shall not be counted as a vote on the CCA Plan. ii. A Ballot containing a signature, but no designation of acceptance or rejection of the WKH Plan, shall not be counted as a vote on the WKH Plan. iii. A Ballot containing a signature that both accepts and rejects the CCA Plan shall not be counted as a vote on the CCA Plan. iv. A Ballot containing a signature that both accepts and rejects the WKH Plan shall not be counted as a vote on the WKH Plan /18311/146919/3 4