0001193125-15-380789.txt : 20151231 0001193125-15-380789.hdr.sgml : 20151231 20151118161900 ACCESSION NUMBER: 0001193125-15-380789 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20151118 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Century Prince Street, Inc. CENTRAL INDEX KEY: 0001626716 IRS NUMBER: 203375351 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2122976484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Outfront Media Bus Advertising LLC CENTRAL INDEX KEY: 0001626719 IRS NUMBER: 203168797 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2122976484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Outfront Media Boston LLC CENTRAL INDEX KEY: 0001626721 IRS NUMBER: 270631945 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2122976484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Outfront Media Minnesota LLC CENTRAL INDEX KEY: 0001626722 IRS NUMBER: 273978383 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2122976484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Outfront Media Electrical & Maintenance LLC CENTRAL INDEX KEY: 0001626727 IRS NUMBER: 134084174 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2122976484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Outfront Media Group LLC CENTRAL INDEX KEY: 0001626731 IRS NUMBER: 132660769 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2122976484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Motion Picture Promotions, LLC CENTRAL INDEX KEY: 0001626734 IRS NUMBER: 452384053 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2122976484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FORMER COMPANY: FORMER CONFORMED NAME: Motion Pictures Promotions, LLC DATE OF NAME CHANGE: 20141201 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Outfront Media Miami LLC CENTRAL INDEX KEY: 0001626747 IRS NUMBER: 205053402 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVE. STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 212-297-6484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVE. STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Fuel Outdoor San Francisco LLC CENTRAL INDEX KEY: 0001626748 IRS NUMBER: 204463829 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVE. STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 212-297-6484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVE. STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Outfront Media LLC CENTRAL INDEX KEY: 0001626794 IRS NUMBER: 464042148 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2122976484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Outfront Media L.A. Inc. CENTRAL INDEX KEY: 0001626795 IRS NUMBER: 542092523 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2122976484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Outfront Media Wall to Wall LLC CENTRAL INDEX KEY: 0001626798 IRS NUMBER: 223666517 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVE. STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 212-297-6484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVE. STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FUEL OUTDOOR LLC CENTRAL INDEX KEY: 0001334628 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 212-297-6484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: OUTFRONT Media Inc. CENTRAL INDEX KEY: 0001579877 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 212-297-6400 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FORMER COMPANY: FORMER CONFORMED NAME: CBS OUTDOOR AMERICAS INC. DATE OF NAME CHANGE: 20130621 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Outfront Media Transportation Advertising LLC CENTRAL INDEX KEY: 0001626718 IRS NUMBER: 205694015 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2122976484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Outfront Media Miami Holdings LLC CENTRAL INDEX KEY: 0001626720 IRS NUMBER: 270631866 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2122976484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Outfront Media Citylites LLC CENTRAL INDEX KEY: 0001626723 IRS NUMBER: 452447339 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2122976484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Outfront Media VW Communications LLC CENTRAL INDEX KEY: 0001626728 IRS NUMBER: 133984032 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2122976484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Outfront Media Kiosk Advertising LLC CENTRAL INDEX KEY: 0001626712 IRS NUMBER: 134054284 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2122976484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FUEL OUTDOOR HOLDINGS LLC CENTRAL INDEX KEY: 0001350495 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVE. STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 212-297-6484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVE. STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Outfront Media Chicago LLC CENTRAL INDEX KEY: 0001626724 IRS NUMBER: 270631907 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2122976484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Millennium Billboards L.L.C. CENTRAL INDEX KEY: 0001626733 IRS NUMBER: 134006979 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2122976484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Outdoor Inc. CENTRAL INDEX KEY: 0001626742 IRS NUMBER: 860736400 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2122976484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Outfront Media Sports Inc. CENTRAL INDEX KEY: 0001626797 IRS NUMBER: 770141025 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2122976484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Outfront Media Outernet Inc. CENTRAL INDEX KEY: 0001626796 IRS NUMBER: 043531204 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2122976484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Outfront Media Sign Erectors LLC CENTRAL INDEX KEY: 0001626726 IRS NUMBER: 134089506 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2122976484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Mizey Realty Co., Inc. CENTRAL INDEX KEY: 0001626739 IRS NUMBER: 134042269 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2122976484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Metro Fuel LLC CENTRAL INDEX KEY: 0001626805 IRS NUMBER: 205376145 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVE. STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 212-297-6484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVE. STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Outfront Media San Francisco LLC CENTRAL INDEX KEY: 0001626725 IRS NUMBER: 270631817 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2122976484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Outfront Media Capital LLC CENTRAL INDEX KEY: 0001626729 IRS NUMBER: 464221811 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2122976484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Outfront Media Capital Corp CENTRAL INDEX KEY: 0001626730 IRS NUMBER: 352490863 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2122976484 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 CORRESP 1 filename1.htm Exxon Letter

November 18, 2015

Correspondence Filing Via EDGAR

United States Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, DC 20549

 

Re:

   Outfront Media Capital LLC
  Outfront Media Capital Corporation
  Registration Statement on Form S-4
  Filed November 18, 2015

Ladies and Gentlemen:

On the date hereof, Outfront Media Capital LLC, a Delaware limited liability company, and Outfront Media Capital Corporation, a Delaware corporation (together, the “Companies”), and OUTFRONT Media Inc., Century Prince Street, Inc., Fuel Outdoor LLC, Fuel Outdoor Holdings LLC, Fuel Outdoor San Francisco LLC, Metro Fuel LLC, Millennium Billboards L.L.C., Mizey Realty Co., Inc., Motion Picture Promotions, LLC, Outdoor Inc., Outfront Media Boston LLC, Outfront Media Bus Advertising LLC, Outfront Media Chicago LLC, Outfront Media Citylites LLC, Outfront Media Electrical & Maintenance LLC, Outfront Media Group LLC, Outfront Media Kiosk Advertising LLC, Outfront Media L.A. Inc., Outfront Media LLC, Outfront Media Miami Holdings LLC, Outfront Media Miami LLC, Outfront Media Minnesota LLC, Outfront Media Outernet Inc., Outfront Media San Francisco LLC, Outfront Media Sign Erectors LLC, Outfront Media Sports Inc., Outfront Media Transportation Advertising LLC, Outfront Media VW Communications LLC and Outfront Media Wall to Wall LLC (collectively, the “Guarantors” and, together with the Companies, the “Registrants”) filed with the Securities and Exchange Commission (the “Commission”) the Registration Statement on Form S-4 relating to the offer to exchange (the “Exchange Offer”) up to $100,000,000 aggregate principal amount of the Company’s 5.625% Notes due 2024 (the “Exchange Notes”) registered under the Securities Act of 1933 (the “Securities Act”), for any and all of the Company’s outstanding 5.625% Notes due 2024, which were issued on March 30, 2015.

The Registrants are registering the Exchange Offer in reliance on the Commission staff’s position enunciated in the letters issued to Exxon Capital Holdings Corporation (available May 13, 1988), Morgan Stanley & Co. Incorporated (available June 5, 1991) and Shearman & Sterling (available July 2, 1993). In accordance with the Commission staff’s position set forth in those letters, the Registrants make the following representations to the Commission:

 

1.

The Registrants have not entered into any arrangement or understanding with any person

  to distribute the Exchange Notes to be received in the Exchange Offer and, to the best of the Registrants’ information and belief, each person participating in the Exchange Offer is acquiring the Exchange Notes in its ordinary course of business and has no arrangement or understanding to participate in the distribution of the Exchange Notes to be received in the Exchange Offer.

 

2. The Registrants will make each participant in the Exchange Offer aware (through the Exchange Offer prospectus or otherwise) that if such person is using the Exchange Offer to participate in the distribution of the Exchange Notes to be acquired in the Exchange Offer, such person (a) cannot rely on the Commission staff’s position enunciated in Exxon Capital Holdings Corporation or similar letters and (b) must comply with the registration and prospectus delivery requirements of the Securities Act in connection with a secondary resale transaction. The Registrants acknowledge that such a secondary resale transaction should be covered by an effective registration statement containing the selling stockholder information required by Item 507 of Regulation S-K promulgated under the Securities Act.

 

3. The Registrants will make each participant in the Exchange Offer aware (through the Exchange Offer prospectus or otherwise) that (a) any broker-dealer holding existing securities acquired for its own account as a result of market-making activities or other trading activities, and who receives Exchange Notes in exchange for such existing securities pursuant to the Exchange Offer, may be a statutory underwriter and must deliver a prospectus meeting the requirements of the Securities Act as described in (2) above in connection with any resale of such Exchange Notes; (b) by executing the letter of transmittal or similar documentation, any such broker-dealer represents that it will deliver a prospectus meeting the requirements of the Securities Act in connection with any resale of Exchange Notes received in respect of such existing securities pursuant to the Exchange Offer; and (c) any such broker-dealer must confirm that it has not entered into any arrangement or understanding with the Registrants or an affiliate of the Registrants to distribute Exchange Notes. The Registrants will include in the letter of transmittal or similar documentation a statement to the effect that by so acknowledging and by delivering a prospectus, a broker-dealer will not be deemed to admit that it is an “underwriter” within the meaning of the Securities Act.

The Registrants will include, in the transmittal letter or similar documentation to be executed by the exchange offeree in order to participate in the Exchange Offer, representations to the effect that (a) the exchange offeree is acquiring the Exchange Notes in its ordinary course of business; (b) by accepting the Exchange Offer, the exchange offeree represents that it is not engaged in, does not intend to engage in and has no arrangement or understanding with any person to participate in a distribution of the Exchange Notes; and (c) the offeree is not an “affiliate” of the Registrants within the meaning of Rule 405 under the Securities Act.

*    *    *

Very truly yours,

OUTFRONT MEDIA CAPITAL LLC
By:  

/s/ Donald R. Shassian

 

Name:

  

Donald R. Shassian

  Title:   Executive Vice President and Chief Financial Officer

 

OUTFRONT MEDIA CAPITAL CORPORATION

By:

  

/s/ Donald R. Shassian

 

Name:

  

Donald R. Shassian

  Title:   Executive Vice President and Chief Financial Officer

OUTFRONT MEDIA INC.

CENTURY PRINCE STREET, INC.

FUEL OUTDOOR LLC

FUEL OUTDOOR HOLDINGS LLC

FUEL OUTDOOR SAN FRANCISCO LLC

METRO FUEL LLC

MILLENNIUM BILLBOARDS L.L.C.

MIZEY REALTY CO., INC.

MOTION PICTURE PROMOTIONS, LLC

OUTDOOR INC.

OUTFRONT MEDIA BOSTON LLC

OUTFRONT MEDIA BUS ADVERTISING LLC

OUTFRONT MEDIA CHICAGO LLC

OUTFRONT MEDIA CITYLITES LLC

OUTFRONT MEDIA ELECTRICAL & MAINTENANCE LLC

OUTFRONT MEDIA GROUP LLC

OUTFRONT MEDIA KIOSK ADVERTISING LLC

OUTFRONT MEDIA L.A. INC.

OUTFRONT MEDIA LLC

OUTFRONT MEDIA MIAMI HOLDINGS LLC

OUTFRONT MEDIA MIAMI LLC

OUTFRONT MEDIA MINNESOTA LLC

OUTFRONT MEDIA OUTERNET INC.

OUTFRONT MEDIA SAN FRANCISCO LLC

OUTFRONT MEDIA SIGN ERECTORS LLC

OUTFRONT MEDIA SPORTS INC.

OUTFRONT MEDIA TRANSPORTATION ADVERTISING LLC

OUTFRONT MEDIA VW COMMUNICATIONS LLC

OUTFRONT MEDIA WALL TO WALL LLC

 

By:

  

/s/ Donald R. Shassian            

 

Name:

   Donald R. Shassian
 

Title:

   Executive Vice President and Chief Financial Officer