SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Entercom INC

(Last) (First) (Middle)
401 CITY AVENUE, SUITE 809

(Street)
BALA CYNWYD PA 19004

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BEASLEY BROADCAST GROUP INC [ BBGI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
05/19/2005
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 05/19/2005 S 50,000 D $16.9 734,500(1) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Entercom INC

(Last) (First) (Middle)
401 CITY AVENUE, SUITE 809

(Street)
BALA CYNWYD PA 19004

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
ENTERCOM RADIO LLC

(Last) (First) (Middle)
401 CITY AVENUE, SUITE 809

(Street)
BALA CYNWYD PA 19004

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
ENTERCOM COMMUNICATIONS CORP

(Last) (First) (Middle)
401 CITY AVENUE, SUITE 809

(Street)
BALA CYNWYD PA 19004

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
FIELD JOSEPH M

(Last) (First) (Middle)
401 CITY AVENUE, SUITE 809

(Street)
BALA CYNWYD PA 19004

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Entercom Incorporated ("EI"), formerly known as Entercom Delaware Holding Corporation, is a wholly owned subsidiary of Entercom Radio, LLC ("ER"), whose address is 401 City Avenue, Suite 809, Bala Cynwyd, Pennsylvania 19004. ER is a wholly owned subsidiary of Entercom Communications Corp. ("EC") whose address is 401 City Avenue, Suite 809, Bala Cynwyd, Pennsylvania 19004. Joseph M. Field, whose address is 401 City Avenue, Suite 809, Bala Cynwyd, Pennsylvania 19004, is the Chairman of EC and beneficially owns approximately 60.43% of the total voting power of all of the common stock of EC. Accordingly, securities owned by EI may be regarded as being beneficially owned by ER, securities owned by ER may be regarded as being beneficially owned by EC, and securities owned by EC may be regarded as being beneficially owned by Joseph M. Field.
Remarks:
Entercom Incorporated, f/k/a Entercom Delaware Holding Corporation, by John C. Donlevie, President 05/23/2005
Entercom Radio, LLC, by John C. Donlevie, Executive Vice President 05/23/2005
Entercom Communications Corp., by John C. Donlevie, Executive Vice President 05/23/2005
Joseph M. Field 05/23/2005
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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