CUSIP No.		231082108

CUSIP No.		231082108

Item 1. Security and Issuer

          This statement on Schedule 13D (this “Statement”) relates to the Class A common stock, par value $0.01 per share (the “Common Stock”), of Cumulus Media Inc., a corporation incorporated under the laws of the State of Delaware (the “Company”). The address of the principal executive offices of the Company is 14 Piedmont Center, Suite 1400, Atlanta, Georgia 30305.

Item 2. Identity and Background

          This Statement is being filed jointly by Merrill Lynch, Pierce, Fenner & Smith Incorporated (“MLPF&S”) and Merrill Lynch & Co., Inc. (“ML&Co”) (MLPF&S and ML&Co, each a “Reporting Person,” and collectively, the “Reporting Persons”) with respect to the Common Stock. MLPF&S is a direct wholly owned subsidiary of ML&Co. MLGPE Fund US Alternative, L.P. (“MLGPE Fund”) and ML IBK Positions, Inc. (“ML IBK”) are affiliates of the Reporting Persons and in the case of MLGPE Fund, signatory to the Interim Investors Agreement and the Equity Commitment Letter (as each is defined below) and in the case of ML IBK, signatory to the Limited Guarantee (as defined below). MLGPE Fund and ML IBK do not beneficially own any Common Stock and are not Reporting Persons. Neither the present filing nor anything contained herein shall be construed as an admission that (a) any Reporting Person constitutes a “person” for any purpose other than Section 13(d) of the Securities Exchange Act of 1934, as amended, or (b) any combination of the Reporting Persons constitutes a “group” for any purpose.

          Attached hereto as Schedule I is a list of each of the Reporting Persons setting forth the following information with respect to each such person:

(a) name;

(b) principal business;

(c) state of organization (if the Reporting Person is an entity) or citizenship (if the Reporting Person is a natural person); and

(d) address of principal business and office.

          Attached hereto as Schedule II is a list of the executive officers and directors of each Reporting Person that is an entity setting forth the following information with respect to each such person:

(a) name;

(b) business address (or residence where indicated);

(c) present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted; and

(d) citizenship.

          Other than as set forth on Schedule III, during the last five years, no person listed on Schedule I and, to the knowledge of the Reporting Persons, no person listed on Schedule II, has been (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or administrative body of

competent jurisdiction and, as a result of such proceeding, 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 laws or finding any violation with respect to such laws.

          This Item 2 is qualified in its entirety by reference to Schedule I, Schedule II and Schedule III, which are attached hereto and incorporated into this Item by reference.

          The Reporting Persons have entered into a Joint Filing Agreement dated as of July 30, 2007, a copy of which is attached as Exhibit 99.1 to this Statement.

Item 3. Source and Amount of Funds or Other Consideration

          The aggregate transaction value for the transactions contemplated by the Merger Agreement (as defined below) is approximately $1.3 billion. It is anticipated that the funding for the Merger (as defined below) will be in the form $286.0 million in cash contributed to Cloud Acquisition Corporation, a Delaware corporation (“Parent”), by MLGPE Fund, pursuant to the Equity Commitment Letter and $920.0 million in debt financing to be arranged by MLPF&S (and for which Merrill Lynch Capital Corporation will act as the agent) pursuant to the Debt Commitment Letter (as defined below), as described in further detail in Item 4 below. In addition, it is anticipated that approximately 5.1 million shares of Common Stock (or securities convertible into shares of Common Stock) will, pursuant to the Equity Rollover Letters (as defined below), be contributed to Parent, as described in further detail in Item 4 below.

Item 4. Purpose of Transaction

          On July 20, 2007, Lewis W. Dickey, Jr. and Merrill Lynch Global Private Equity (the “Sponsor”), on behalf of an investor group that also includes members of Mr. Dickey’s family (such family members together with Lewis W. Dickey, Jr., the “Rollover Investors”), submitted a written offer (the “Offer Letter”) to the Company’s board of directors to acquire all of the outstanding shares of the Company’s capital stock at a cash purchase price of $10.65 per share. In connection with the resulting negotiations with the board of directors, Lewis W. Dickey, Jr. and the Sponsor submitted an additional offer letter, dated July 22, 2007 (the “Revised Offer Letter”). Copies of the Offer Letter and the Revised Offer Letter are attached as Exhibits 99.2 and 99.3 to this Statement and are incorporated by reference herein.

          On July 23, 2007, a special committee of independent directors, which was formed to, among other things, consider the terms and conditions set forth in the Offer Letter, unanimously recommended that the Company’s full board of directors approve the Agreement and Plan of Merger (the “Merger Agreement”), among Parent, Cloud Merger Corporation, a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”), and the Company. Upon receipt of the recommendation of the special committee, the Company’s board of directors approved the Merger Agreement on July 23, 2007.

          Under the terms of the Merger Agreement, Merger Sub will be merged with and into the Company, with the Company continuing as the surviving corporation and a wholly owned subsidiary of Parent (the “Merger”). At the effective time of the Merger, each outstanding share

of the Company’s common stock, other than (a) the Rollover Shares (as defined below), (b) shares owned by the Company, Parent or any wholly owned subsidiaries of the Company or Parent, or (c) shares owned by any stockholders who are entitled to and who have properly exercised appraisal rights under Delaware law, will be cancelled and converted into the right to receive $11.75 per share in cash.

          Consummation of the Merger is subject to various conditions, including approval of the Merger by the stockholders of the Company, FCC approval, and other customary closing conditions.

          It is contemplated that, upon the consummation of the Merger, the certificate of incorporation and the bylaws of the Company will be amended in their entirety to be substantially identical to the certificate of incorporation and the bylaws, respectively, of Merger Sub. Further, it is anticipated that, upon the consummation of the Merger, the directors of Merger Sub will be the directors of the Company. Upon the consummation of the Merger, it is contemplated that the Common Stock will be delisted from the NASDAQ Global Select Market and will become eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Exchange Act.

          A copy of the Merger Agreement is attached as Exhibit 99.4 to this Statement and is incorporated by reference herein.

          Concurrently with the execution of the Merger Agreement, each of the Rollover Investors delivered to Parent an equity rollover letter (collectively, the “Equity Rollover Letters”) pursuant to which they agreed to contribute an aggregate of 5,106,383 shares of Common Stock (the “Rollover Shares”) to Parent in exchange for equity securities of Cloud Holding Company, LLC, a Delaware limited liability company and the holder of all of the membership interests in Parent (“HoldCo”). Copies of the Equity Rollover Letters are attached as Exhibits 99.5-99.9 to this Statement and are incorporated by reference herein.

          On July 23, 2007, Parent obtained an equity commitment letter pursuant to which MLGPE Fund will contribute $286.0 million in cash in exchange for membership interests in HoldCo (the “Equity Commitment Letter”) and Merger Sub obtained a debt financing commitment for $1.02 billion in debt financing from Merrill Lynch Capital Corporation, as agent and MLPF&S, as arranger (the “Debt Commitment Letter”) for the transactions contemplated by the Merger Agreement. Copies of each are attached as Exhibits 99.10 and 99.11, respectively, to this Statement and are incorporated by reference herein.

          Additionally, concurrently with the execution of the Merger Agreement, the Rollover Investors entered into a voting agreement with Parent and the Company (the “Voting Agreement”), pursuant to which the Rollover Investors agreed, among other things, to vote (subject to certain conditions) all of the Common Stock beneficially owned by them in favor of the Merger Agreement, the Merger and all other transactions contemplated by the Merger Agreement, or in favor of any “Superior Proposals” (as defined in the Merger Agreement). A copy of the Voting Agreement is attached as Exhibit 99.12 to this Statement and is incorporated by reference herein.

          Simultaneously with the execution of the Merger Agreement, Lewis W. Dickey, Jr. entered into a Cooperation Agreement with the Company (the “Cooperation Agreement”). Pursuant to the Cooperation Agreement, during the period prior to consummation of the Merger, Lewis W. Dickey, Jr., solely in his capacity as Chief Executive Officer, agreed to cooperate with the special committee to solicit and respond to “Company Acquisition Proposals” (as defined in the Merger Agreement) to the extent permitted by the Merger Agreement. A copy of the Cooperation Agreement is attached as Exhibit 99.13 to this Statement and is incorporated by reference herein.

          On July 23, 2007, the Company issued a press release describing the Merger (the “Press Release”). A copy of the Press Release is attached as Exhibit 99.14 to this Statement and is incorporated by reference herein.

          Also, concurrently with the execution of the Merger Agreement, ML IBK delivered a limited guarantee (the “Limited Guarantee”) to the Company in respect of certain obligations of Parent and Merger Sub under the Merger Agreement. A copy of the Limited Guarantee is attached as Exhibit 99.15 to this Statement and is incorporated by reference herein.

          In connection with the transactions contemplated by the Merger Agreement, MLGPE Fund and the Rollover Investors entered into an Interim Investors Agreement with HoldCo and Parent (the “Interim Investors Agreement”), pursuant to which the parties agreed, among other things, to cause Parent to (1) satisfy its closing conditions under the Merger Agreement (subject to certain conditions), (2) obtain debt financing, (3) negotiate definitive arrangements with certain members of the Company’s current management, and (4) negotiate a limited liability company agreement for HoldCo. A copy of the Interim Investors Agreement is attached as Exhibit 99.16 to this Statement and is incorporated by reference herein.

          The information set forth in response to this Item 4 is qualified in its entirety by reference to the Offer Letter, the Revised Offer Letter, the Merger Agreement, the Equity Rollover Letters, the Voting Agreement, the Cooperation Agreement, the Equity Commitment Letter, the Debt Commitment Letter, the Press Release, the Limited Guarantee and the Interim Investors Agreement, each of which is filed as an exhibit hereto and is incorporated herein by reference.

          Other than as described above, the Reporting Persons do not have any current plans or proposals that relate to or would result in any of the actions set forth in items (a) through (j) of Item 4 of the instructions to Schedule 13D, although the Reporting Persons reserve the right to develop such plans or proposals.

Item 5. Interest in Securities of the Issuer

          MLPF&S is the beneficial owner of approximately 123,400 shares of Common Stock, with respect to which it has shared voting and investment power, and which represent less than 1% of all shares of Common Stock outstanding (based on the number of 36,726,247 shares of Common Stock and 644,871 shares of the Company’s Class C common stock, par value $.01 per share (the “Class C Common Stock”) outstanding as of June 30, 2007 as represented by the Company in the Merger Agreement).

          ML&Co is the beneficial owner of approximately 123,400 shares of Common Stock, with respect to which it has shared voting and investment power, and which represent less than 1% of all shares of Common Stock outstanding (based on the number of 36,726,247 shares of Common Stock and 644,871 shares of Class C Common Stock outstanding as of June 30, 2007 as represented by the Company in the Merger Agreement).

               As a result of the arrangements described above and set forth in the Interim Investors Agreement and various matters described in Item 4 above, the Reporting Persons and the Rollover Investors may collectively be deemed to constitute a “group,” within the meaning of Section 13(d)(3) of the Act. As a consequence, each Reporting Person and the Rollover Investors may be deemed to beneficially own all shares of Common Stock beneficially owned by each other Reporting Person and the Rollover Investors. To the knowledge of the Reporting Persons, on July 23, 2007, the Rollover Investors beneficially owned the following number of Common Stock:

Lewis W. Dickey, Jr.

          Lewis W. Dickey, Jr. is deemed to beneficially own 5,138,010 shares of Common Stock as follows:

	•		1,602,449 shares of Common Stock directly owned;
	•		options to purchase 1,380,000 shares of Common Stock, which are exercisable within 60 days;
	•		644,871 shares of Class C Common Stock, which are convertible into shares of Common Stock on a one-for-one basis, directly owned;
	•		options to purchase 1,500,690 shares of Class C Common Stock, which are exercisable within 60 days; and
	•		10,000 shares of Common Stock owned by DBBC, L.L.C. (“DBBC”) and deemed to be beneficially owned by Lewis W. Dickey, Jr. in his capacity as manager of DBBC.

          Assuming exercise of all of the foregoing options and the conversion of all of the shares of Class C Common Stock (including those shares of Class C Common Stock issuable upon exercise of options) into Common Stock, Lewis W. Dickey, Jr. would be deemed to beneficially own 5,138,010 shares, or 12.8% of the outstanding shares of Common Stock (based on the number of 36,726,247 shares of Common Stock and 644,871 shares of Class C Common Stock outstanding as of June 30, 2007 as represented by the Company in the Merger Agreement) .

John W. Dickey

          John Dickey is deemed to beneficially own 3,146,308 shares of Common Stock as follows:

•

1,767,246 shares of Common Stock directly owned; and

•

options to purchase 1,379,062 shares of Common Stock, which are exercisable within 60 days.

          Assuming exercise of all of the foregoing options, John W. Dickey would be deemed to beneficially own 3,146,308 shares, or 8.3% of the outstanding shares of Common Stock (based on the number of 36,726,247 shares of Common Stock and 644,871 shares of Class C Common Stock outstanding as of June 30, 2007 as represented by the Company in the Merger Agreement).

Michael W. Dickey, David W. Dickey and Lewis W. Dickey, Sr.

          Michael W. Dickey, David W. Dickey and Lewis W. Dickey Sr. are deemed to beneficially own 1,347,683 shares, or 3.7%, 1,254,352 shares, or 3.4%, and 884,000 shares, or 2.4%, of the outstanding shares of Common Stock, respectively (based on the number of 36,726,247 shares of Common Stock and 644,871 shares of Class C Common Stock outstanding as of June 30, 2007 as represented by the Company in the Merger Agreement).

          Assuming exercise of all of the above-described options and the conversion of all of the shares of Class C Common Stock (including those shares of Class C Common Stock issuable upon exercise of options) into Common Stock, the Reporting Persons and the Rollover Investors would collectively beneficially own, in the aggregate, 28.3% of the issued and outstanding Common Stock (based on the number of 36,726,247 shares of Common Stock and 644,871 shares of Class C Common Stock outstanding as of June 30, 2007 as represented by the Company in the Merger Agreement). Other than as set forth in this Item 5, each Reporting Person hereby disclaims beneficial ownership of Common Stock owned by any other Reporting Person or the Rollover Investors.

          Other than as set forth above with respect to the Rollover Investors, none of the Common Stock reported in this Item are shares as to which any Reporting Person has a right to acquire that is exercisable within 60 days. None of the Reporting Persons or, to the knowledge of the Reporting Persons, any of the persons listed on Schedule I or Schedule II hereto, beneficially owns any Common Stock other than as set forth herein. Except as set forth herein, no other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any of the shares of the Common Stock that are the subject of this Statement.

          Schedule III sets forth the transactions in the Common Stock which, to the knowledge of the applicable Reporting Person, have been effected during the preceding 60 days. All of the transactions set forth on Schedule III were effected in the ordinary course of business of the Reporting Persons and may reflect transactions in customer accounts over which the applicable Reporting Person has discretionary authority. The transactions in the shares of Common Stock described on Schedule III were effected on the NASDAQ Global Select Market. Except as described above, no transactions in the Common Stock were effected by the Reporting Persons, or, to their knowledge, any of the persons listed on Schedule I or Schedule II hereto during the preceding 60 days.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

          Each of the Offer Letter, the Revised Offer Letter, the Merger Agreement, the Equity Rollover Letters, the Voting Agreement, the Cooperation Agreement, the Equity Commitment Letter, the Debt Commitment Letter, the Limited Guarantee and the Interim Investors Agreement (each of which is defined and described in Item 4, which definitions and descriptions are incorporated herein by reference) are filed as exhibits hereto and are incorporated by reference in their entirety into this Item 6.

          In connection with the consummation of the Merger, MLGPE Fund and the Rollover Investors intend to enter into one or more equity holders’ agreements, which are expected to contain provisions regarding management compensation, corporate governance, board seat allocation, limitations on transfers and other customary provisions found in such agreements.

          Except as described in this Item 6, none of the Reporting Persons or, to the knowledge of each of the Reporting Persons, any of the persons listed on Schedule II, is a party to any contract, arrangement, understanding or relationship with respect to any securities of the Company, including but not limited to transfer or voting of any of the securities, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies or a pledge or contingency the occurrence of which would give another person voting power over the securities of the Company.

Item 7. Material to be Filed as Exhibits

Exhibit		Description
99.1		Joint Filing Agreement, dated July 30, 2007, among Merrill Lynch, Pierce, Fenner & Smith Incorporated and Merrill Lynch & Co., Inc.
99.2		Offer Letter, dated July 20, 2007 (incorporated by reference to Exhibit 99.2 of Lewis W. Dickey Jr.’s amendment to Schedule 13D filed on July 23, 2007).
99.3		Revised Offer Letter, dated July 22, 2007 (incorporated by reference to Exhibit 99.3 of Lewis W. Dickey Jr.’s amendment to Schedule 13D filed on July 23, 2007).
99.4		Agreement and Plan of Merger, dated July 23, 2007, among Cloud Acquisition Corporation, Cloud Merger Corporation and the Company (incorporated by reference to Exhibit 2.1 of the Company’s current report on Form 8-K filed on July 23, 2007).
99.5		Equity Rollover Letter, dated July 23, 2007, from Lewis W. Dickey, Jr. (incorporated by reference to Exhibit 99.5 of Lewis W. Dickey Jr.’s amendment to Schedule 13D filed on July 23, 2007).

Exhibit		Description
99.6		Equity Rollover Letter, dated July 23, 2007, from John W. Dickey (incorporated by reference to Exhibit 99.6 of Lewis W. Dickey Jr.’s amendment to Schedule 13D filed on July 23, 2007).
99.7		Equity Rollover Letter, dated July 23, 2007, from Michael W. Dickey (incorporated by reference to Exhibit 99.7 of Lewis W. Dickey Jr.’s amendment to Schedule 13D filed on July 23, 2007).
99.8		Equity Rollover Letter, dated July 23, 2007, from David W. Dickey (incorporated by reference to Exhibit 99.8 of Lewis W. Dickey Jr.’s amendment to Schedule 13D filed on July 23, 2007).
99.9		Equity Rollover Letter, dated July 23, 2007, from Lewis W. Dickey, Sr. (incorporated by reference to Exhibit 99.9 of Lewis W. Dickey Jr.’s amendment to Schedule 13D filed on July 23, 2007).
99.10		Equity Commitment Letter, dated July 23, 2007, from MLGPE Fund US Alternative, L.P. (incorporated by reference to Exhibit 99.12 of Lewis W. Dickey Jr.’s amendment to Schedule 13D filed on July 23, 2007).
99.11		Debt Commitment Letter, dated July 23, 2007, from Merrill Lynch Capital Corporation and Merrill Lynch Pierce, Fenner & Smith Incorporated (incorporated by reference to Exhibit 99.13 of Lewis W. Dickey Jr.’s amendment to Schedule 13D filed on July 23, 2007).
99.12		Voting Agreement, dated July 23, 2007, by and among Cloud Acquisition Corporation, the Company, Lewis W. Dickey, Jr., John W. Dickey, Michael W. Dickey, David W. Dickey, and Lewis W. Dickey, Sr. (incorporated by reference to Exhibit 2.3 of the Company’s current report on Form 8-K filed on July 23, 2007).
99.13		Cooperation Agreement, dated July 23, 2007, between Lewis W. Dickey, Jr. and the Company (incorporated by reference to Exhibit 2.2 of the Company’s current report on Form 8-K filed on July 23, 2007).
99.14		Press Release, dated July 23, 2007 (incorporated by reference to Exhibit 99.1 of the Company’s current report on Form 8-K filed on July 23, 2007).
99.15		Limited Guarantee, dated July 23, 2007 from ML IBK Positions, Inc.
99.16		Interim Investors Agreement, entered into on July 27, 2007, to be effective as of July 23, 2007, by and among Cloud Holding Company, LLC, Cloud Acquisition Corporation, MLGPE Fund US Alternative, L.P. and the Rollover Investors named therein.

SIGNATURES

          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.

		MERRILL LYNCH PIERCE, FENNER & SMITH INCORPORATED
		By:		/s/ Jonathan S. Santelli
		Name: Jonathan S. Santelli
		Title: Assistant Secretary
		Date: July 30, 2007
		MERRILL LYNCH & CO., INC.
		By:		/s/ Jonathan S. Santelli
		Name: Jonathan S. Santelli
		Title: Assistant Secretary
		Date: July 30, 2007

EXHIBIT INDEX

Exhibit		Description
99.1		Joint Filing Agreement, dated July 30, 2007, among Merrill Lynch, Pierce, Fenner & Smith Incorporated and Merrill Lynch & Co., Inc.
99.2		Offer Letter, dated July 20, 2007 (incorporated by reference to Exhibit 99.2 of Lewis W. Dickey Jr.’s amendment to Schedule 13D filed on July 23, 2007).
99.3		Revised Offer Letter, dated July 22, 2007 (incorporated by reference to Exhibit 99.3 of Lewis W. Dickey Jr.’s amendment to Schedule 13D filed on July 23, 2007).
99.4		Agreement and Plan of Merger, dated July 23, 2007, among Cloud Acquisition Corporation, Cloud Merger Corporation and the Company (incorporated by reference to Exhibit 2.1 of the Company’s current report on Form 8-K filed on July 23, 2007).
99.5		Equity Rollover Letter, dated July 23, 2007, from Lewis W. Dickey, Jr. (incorporated by reference to Exhibit 99.5 of Lewis W. Dickey Jr.’s amendment to Schedule 13D filed on July 23, 2007).
99.6		Equity Rollover Letter, dated July 23, 2007, from John W. Dickey (incorporated by reference to Exhibit 99.6 of Lewis W. Dickey Jr.’s amendment to Schedule 13D filed on July 23, 2007).
99.7		Equity Rollover Letter, dated July 23, 2007, from Michael W. Dickey (incorporated by reference to Exhibit 99.7 of Lewis W. Dickey Jr.’s amendment to Schedule 13D filed on July 23, 2007).
99.8		Equity Rollover Letter, dated July 23, 2007, from David W. Dickey (incorporated by reference to Exhibit 99.8 of Lewis W. Dickey Jr.’s amendment to Schedule 13D filed on July 23, 2007).
99.9		Equity Rollover Letter, dated July 23, 2007, from Lewis W. Dickey, Sr. (incorporated by reference to Exhibit 99.9 of Lewis W. Dickey Jr.’s amendment to Schedule 13D filed on July 23, 2007).
99.10		Equity Commitment Letter, dated July 23, 2007, from MLGPE Fund US Alternative, L.P. (incorporated by reference to Exhibit 99.12 of Lewis W. Dickey Jr.’s amendment to Schedule 13D filed on July 23, 2007).
99.11		Debt Commitment Letter, dated July 23, 2007, from Merrill Lynch Capital Corporation and Merrill Lynch Pierce, Fenner & Smith Incorporated (incorporated by reference to Exhibit 99.13 of Lewis W. Dickey Jr.’s amendment to Schedule 13D filed on July 23, 2007).

Exhibit		Description
99.12		Voting Agreement, dated July 23, 2007, by and among Cloud Acquisition Corporation, the Company, Lewis W. Dickey, Jr., John W. Dickey, Michael W. Dickey, David W. Dickey, and Lewis W. Dickey, Sr. (incorporated by reference to Exhibit 2.3 of the Company’s current report on Form 8-K filed on July 23, 2007).
99.13		Cooperation Agreement, dated July 23, 2007, between Lewis W. Dickey, Jr. and the Company (incorporated by reference to Exhibit 2.2 of the Company’s current report on Form 8-K filed on July 23, 2007).
99.14		Press Release, dated July 23, 2007 (incorporated by reference to Exhibit 99.1 of the Company’s current report on Form 8-K filed on July 23, 2007).
99.15		Limited Guarantee, dated July 23, 2007 from ML IBK Positions, Inc.
99.16		Interim Investors Agreement, entered into on July 27, 2007, to be effective as of July 23, 2007, by and among Cloud Holding Company, LLC, Cloud Acquisition Corporation, MLGPE Fund US Alternative, L.P. and the Rollover Investors named therein.

SCHEDULE I
REPORTING PERSONS

          The names and principal businesses of each of the Reporting Persons are set forth below. Unless otherwise noted, each of the Reporting Persons principal business and office address is 4 World Financial Center, North Tower, New York, NY 10080.

				STATE OF
NAME		PRINCIPAL BUSINESS		ORGANIZATION
Merrill Lynch, Pierce, Fenner & Smith Incorporated		A registered broker-dealer and investment adviser that, together with its subsidiaries, provides investment, financing, and related services to individuals and institutions on a global basis.		Delaware
Merrill Lynch & Co., Inc.		A holding company that, through its subsidiaries and affiliates, provides investment, financial, insurance and related services on a global basis.		Delaware

SCHEDULE II
EXECUTIVE OFFICERS AND DIRECTORS

     The names and principal occupations of each of the executive officers and directors of the Reporting Persons are set forth below. Unless otherwise noted, all of these persons have as their business address 4 World Financial Center, New York, NY 10080.

Merrill Lynch,
Pierce, Fenner &
Smith Incorporated		Present Principal Occupation		Citizenship
Rosemary T. Berkery Executive Officer		Executive Vice President; Vice Chairman; General Counsel of Merrill Lynch & Co., Inc.		United States
Candace E. Browning Director		President of Merrill Lynch Global Research		United States
Ahmass L. Fakahany Executive Officer		Executive Vice President; Co-President; Co-Chief Operating Officer of Merrill Lynch & Co., Inc.		United States
Gregory J. Fleming Director		Executive Vice President; Co-President; Co-Chief Operating Officer of Merrill Lynch & Co., Inc.		United States
Robert J. McCann Director and Executive Officer		Chairman and Chief Executive Officer; Vice Chairman, Global Private Client		United States
Carlos M. Morales Director		Senior Vice President		United States
Joseph F. Regan Executive Officer		First Vice President, Chief Financial Officer and Controller Merrill Lynch & Co., Inc. 95 Greene Street (8th Floor) Jersey City, NJ 07032		United States

Merrill Lynch & Co.,
Inc.		Present Principal Occupation		Citizenship
Rosemary T. Berkery Executive Officer		Executive Vice President; Vice Chairman; General Counsel		United States

Merrill Lynch & Co.,
Inc.		Present Principal Occupation		Citizenship
Carol T. Christ Director		President, Smith College c/o Corporate Secretary’s Office 222 Broadway, 17th Floor New York, NY 10038		United States
Armando M. Codina Director		President and Chief Executive Officer of Flagler Development Group c/o Corporate Secretary’s Office 222 Broadway, 17th Floor New York, NY 10038		United States
Virgis W. Colbert Director		Corporate Director c/o Corporate Secretary’s Office 222 Broadway, 17th Floor New York, NY 10038		United States
Alberto Cribiore Director		Managing Partner, Brera Capital Partners c/o Corporate Secretary’s Office 222 Broadway, 17th Floor New York, NY 10038		United States
Jeffrey N. Edwards Executive Officer		Senior Vice President, Chief Financial Officer		United States
Ahmass L. Fakahany Executive Officer		Co-President; Co-Chief Operating Officer		United States
John D. Finnegan Director		Chairman of the Board, President and Chief Executive Officer of The Chubb Corporation c/o Corporate Secretary’s Office 222 Broadway, 17th Floor New York, NY 10038		United States
Gregory J. Fleming Executive Officer		Co-President; Co-Chief Operating Officer		United States
Judith Mayhew Jonas Director		Member of the U.K. government’s Commission for Equality and Human Rights c/o Corporate Secretary’s Office 222 Broadway, 17th Floor New York, NY 10038		United Kingdom

Merrill Lynch & Co.,
Inc.		Present Principal Occupation		Citizenship
Robert J. McCann Executive Officer		Executive Vice President; President, Vice Chairman, Global Private Client		United States
E. Stanley O’Neal Director and Executive Officer		Chairman of the Board and Chief Executive Officer
Aulana L. Peters Director		Corporate Director c/o Corporate Secretary’s Office 222 Broadway, 17th Floor New York, NY 10038		United States
Joseph W. Prueher Director		Corporate Director, Consulting Professor to the Stanford-Harvard Preventive Defense Project c/o Corporate Secretary’s Office 222 Broadway, 17th Floor New York, NY 10038		United States
Ann N. Reese Director		Co-Founder and Co-Executive Director of the Center for Adoption Policy c/o Corporate Secretary’s Office 222 Broadway, 17th Floor New York, NY 10038		United States
Charles O. Rossotti Director		Senior Advisor to The Carlyle Group c/o Corporate Secretary’s Office 222 Broadway, 17th Fl. New York, NY 10038		United States
Christopher B. Hayward Executive Officer		Senior Vice President, Finance Director		United States

SCHEDULE III

     Merrill Lynch, Pierce, Fenner & Smith Incorporated engaged in open market transactions, which are summarized below, to report (i) the type of transaction effected, (ii) the executed date of the transaction, (iii) the price per share at which the transactions were effected and (iv) the total amount of shares that were the subject of transactions effected on each day:

Buy/Sell		Executed Date		Price				Quantity
Sell		7/23/2007			11.07				100
Sell		7/23/2007			11.10				100
Sell		7/23/2007			11.02				100
Buy		7/20/2007			8.45				100
Sell		7/20/2007			8.41				100
Sell		7/20/2007			8.54				100
Sell		7/20/2007			8.46				100
Sell		7/20/2007			8.41				100
Sell		7/20/2007			8.44				100
Buy		7/20/2007			8.57				100
Buy		7/20/2007			8.55				100
Buy		7/20/2007			8.57				100
Buy		7/20/2007			8.57				66
Buy		7/20/2007			8.56				100
Buy		7/20/2007			8.57				34
Buy		7/20/2007			8.55				100
Buy		7/20/2007			8.45				100
Buy		7/20/2007			8.44				100
Buy		7/20/2007			8.41				59
Buy		7/20/2007			8.41				100
Buy		7/20/2007			8.46				100
Buy		7/20/2007			8.45				82
Buy		7/20/2007			8.57				100
Buy		7/20/2007			8.45				18
Buy		7/20/2007			8.41				41
Buy		7/20/2007			8.54				5
Buy		7/20/2007			8.51				100
Buy		7/20/2007			8.43				23
Buy		7/20/2007			8.43				100
Buy		7/20/2007			8.53				100
Buy		7/20/2007			8.43				41
Buy		7/20/2007			8.51				100
Buy		7/20/2007			8.44				59
Buy		7/20/2007			8.44				100
Buy		7/20/2007			8.54				100
Buy		7/20/2007			8.48				100
Buy		7/20/2007			8.45				100
Buy		7/20/2007			8.43				100
Buy		7/20/2007			8.43				36
Buy		7/20/2007			8.44				41
Buy		7/20/2007			8.54				95
Buy		7/20/2007			8.44				100

Buy/Sell		Executed Date		Price				Quantity
Buy		7/20/2007			8.54				100
Buy		7/20/2007			8.44				100
Buy		7/20/2007			8.46				100
Buy		7/20/2007			8.45				100
Buy		7/20/2007			8.46				100
Buy		7/20/2007			8.41				100
Buy		7/20/2007			8.47				5
Buy		7/20/2007			8.41				100
Buy		7/20/2007			8.42				72
Buy		7/20/2007			8.42				172
Buy		7/20/2007			8.44				100
Buy		7/20/2007			8.42				100
Buy		7/20/2007			8.40				100
Buy		7/20/2007			8.47				100
Buy		7/20/2007			8.47				100
Buy		7/20/2007			8.47				100
Buy		7/20/2007			8.42				28
Buy		7/20/2007			8.45				18
Buy		7/20/2007			8.40				72
Buy		7/20/2007			8.42				100
Buy		7/20/2007			8.46				5
Buy		7/20/2007			8.41				100
Buy		7/20/2007			8.42				100
Buy		7/20/2007			8.42				172
Buy		7/20/2007			8.42				20
Buy		7/20/2007			8.47				95
Buy		7/20/2007			8.45				82
Buy		7/20/2007			8.44				100
Buy		7/20/2007			8.43				100
Buy		7/20/2007			8.40				28
Buy		7/20/2007			8.39				100
Buy		7/20/2007			8.46				90
Buy		7/20/2007			8.42				100
Buy		7/20/2007			8.42				28
Buy		7/20/2007			8.42				28
Buy		7/20/2007			8.46				5
Buy		7/20/2007			8.42				41
Buy		7/20/2007			8.44				100
Buy		7/20/2007			8.43				100
Buy		7/20/2007			8.46				100
Buy		7/20/2007			8.42				39
Buy		7/19/2007			8.60				100
Buy		7/19/2007			8.62				100
Buy		7/19/2007			8.60				100
Buy		7/19/2007			8.59				200
Buy		7/19/2007			8.65				100
Buy		7/19/2007			8.60				100
Buy		7/19/2007			8.60				100
Buy		7/19/2007			8.69				100
Buy		7/19/2007			8.65				200
Buy		7/19/2007			8.65				100
Buy		7/19/2007			8.64				100

Buy/Sell		Executed Date		Price				Quantity
Buy		7/19/2007			8.65				100
Buy		7/19/2007			8.65				100
Buy		7/19/2007			8.62				100
Buy		7/19/2007			8.64				100
Buy		7/19/2007			8.63				100
Buy		7/19/2007			8.68				100
Buy		7/19/2007			8.63				200
Buy		7/19/2007			8.63				100
Buy		7/19/2007			8.63				100
Buy		7/19/2007			8.63				100
Buy		7/19/2007			8.60				100
Buy		7/19/2007			8.63				100
Buy		7/19/2007			8.60				200
Buy		7/19/2007			8.61				100
Buy		7/19/2007			8.71				100
Buy		7/19/2007			8.72				100
Buy		7/19/2007			8.72				100
Buy		7/19/2007			8.60				100
Buy		7/19/2007			8.73				100
Buy		7/19/2007			8.71				100
Buy		7/19/2007			8.67				100
Buy		7/19/2007			8.70				100
Buy		7/19/2007			8.71				100
Buy		7/19/2007			8.67				100
Buy		7/19/2007			8.73				100
Buy		7/19/2007			8.71				100
Buy		7/19/2007			8.77				100
Buy		7/19/2007			8.72				100
Buy		7/19/2007			8.72				100
Buy		7/19/2007			8.74				100
Buy		7/19/2007			8.73				100
Buy		7/19/2007			8.74				100
Buy		7/19/2007			8.76				100
Buy		7/19/2007			8.78				100
Buy		7/19/2007			8.77				100
Buy		7/19/2007			8.77				19
Buy		7/19/2007			8.77				81
Buy		7/19/2007			8.78				100
Buy		7/19/2007			8.77				200
Buy		7/19/2007			8.76				100
Buy		7/19/2007			8.78				100
Buy		7/19/2007			8.69				100
Buy		7/19/2007			8.69				100
Buy		7/19/2007			8.68				100
Buy		7/19/2007			8.68				100
Buy		7/19/2007			8.62				49
Buy		7/19/2007			8.62				51
Sell		7/19/2007			8.63				100
Sell		7/19/2007			8.64				100
Buy		7/19/2007			8.65				100

Buy/Sell		Executed Date		Price				Quantity
Sell		7/19/2007			8.61				100
Buy		7/19/2007			8.62				100
Buy		7/19/2007			8.77				7500
Sell		7/19/2007			8.77				7500
Sell		7/19/2007			8.77				7500
Buy		7/18/2007			8.80				100
Buy		7/18/2007			8.85				100
Buy		7/18/2007			8.82				100
Buy		7/18/2007			8.87				100
Buy		7/18/2007			8.82				100
Buy		7/18/2007			8.63				100
Buy		7/18/2007			8.79				100
Buy		7/18/2007			8.78				100
Buy		7/18/2007			8.73				100
Buy		7/18/2007			8.58				100
Buy		7/18/2007			8.65				100
Buy		7/18/2007			8.58				100
Buy		7/18/2007			8.64				100
Buy		7/18/2007			8.63				100
Buy		7/18/2007			8.56				100
Buy		7/18/2007			8.58				100
Buy		7/18/2007			8.57				100
Buy		7/18/2007			8.60				100
Buy		7/18/2007			8.59				100
Buy		7/18/2007			8.57				100
Buy		7/18/2007			8.58				100
Buy		7/18/2007			8.65				100
Buy		7/18/2007			8.65				100
Buy		7/18/2007			8.58				100
Buy		7/18/2007			8.57				100
Buy		7/18/2007			8.58				200
Buy		7/18/2007			8.56				100
Buy		7/18/2007			8.56				100
Buy		7/18/2007			8.56				100
Buy		7/18/2007			8.56				100
Buy		7/18/2007			8.58				41
Buy		7/18/2007			8.58				59
Buy		7/18/2007			8.85				100
Buy		7/18/2007			8.83				100
Buy		7/18/2007			8.81				100
Buy		7/18/2007			8.82				100
Buy		7/18/2007			8.81				100
Buy		7/18/2007			8.79				100
Buy		7/18/2007			8.82				100
Buy		7/18/2007			8.65				100
Buy		7/18/2007			8.63				100
Buy		7/18/2007			8.75				2
Buy		7/18/2007			8.79				100
Buy		7/18/2007			8.75				98
Buy		7/18/2007			8.77				100
Buy		7/18/2007			8.70				100

Buy/Sell		Executed Date		Price				Quantity
Buy		7/18/2007			8.80				100
Buy		7/18/2007			8.78				100
Buy		7/18/2007			8.72				100
Buy		7/18/2007			8.66				100
Buy		7/18/2007			8.71				100
Buy		7/18/2007			8.59				100
Buy		7/18/2007			8.58				100
Buy		7/18/2007			8.62				100
Buy		7/18/2007			8.63				100
Buy		7/18/2007			8.65				100
Buy		7/18/2007			8.65				100
Buy		7/18/2007			8.65				100
Buy		7/18/2007			8.64				100
Buy		7/18/2007			8.64				100
Buy		7/18/2007			8.65				100
Buy		7/18/2007			8.59				100
Buy		7/18/2007			8.59				100
Buy		7/18/2007			8.57				100
Buy		7/18/2007			8.60				67
Buy		7/18/2007			8.60				33
Buy		7/18/2007			8.58				100
Buy		7/18/2007			8.65				100
Buy		7/18/2007			8.62				28
Buy		7/18/2007			8.63				72
Buy		7/18/2007			8.64				100
Buy		7/18/2007			8.57				59
Buy		7/18/2007			8.59				100
Buy		7/18/2007			8.57				41
Buy		7/18/2007			8.59				100
Buy		7/18/2007			8.59				100
Buy		7/18/2007			8.57				100
Buy		7/18/2007			8.61				100
Buy		7/18/2007			8.58				100
Buy		7/18/2007			8.60				100
Buy		7/18/2007			8.58				100
Buy		7/18/2007			8.55				100
Buy		7/18/2007			8.57				200
Buy		7/18/2007			8.58				100
Buy		7/18/2007			8.56				200
Buy		7/18/2007			8.56				100
Buy		7/18/2007			8.56				100
Buy		7/18/2007			8.56				100
Buy		7/18/2007			8.58				100
Buy		7/18/2007			8.58				100
Buy		7/18/2007			8.58				100
Buy		7/18/2007			8.58				100
Buy		7/18/2007			8.58				100
Sell		7/18/2007			8.82				100
Buy		7/18/2007			8.81				100
Sell		7/18/2007			8.70				100
Buy		7/18/2007			8.72				100
Buy		7/18/2007			8.62				100

Buy/Sell		Executed Date		Price				Quantity
Sell		7/18/2007			8.61				100
Sell		7/18/2007			8.65				100
Buy		7/18/2007			8.56				100
Sell		7/18/2007			8.64				996
Sell		7/18/2007			8.64				100
Buy		7/17/2007			8.94				100
Buy		7/17/2007			8.96				100
Buy		7/17/2007			8.94				100
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.98				100
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.94				111
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.95				18
Buy		7/17/2007			8.95				38
Buy		7/17/2007			8.95				41
Buy		7/17/2007			8.95				92
Buy		7/17/2007			8.95				11
Buy		7/17/2007			8.92				200
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.95				82
Buy		7/17/2007			8.95				36
Buy		7/17/2007			8.95				51
Buy		7/17/2007			8.94				100
Buy		7/17/2007			8.95				31
Buy		7/17/2007			8.95				64
Buy		7/17/2007			8.95				8
Buy		7/17/2007			8.94				200
Buy		7/17/2007			8.94				89
Buy		7/17/2007			8.95				69
Buy		7/17/2007			8.95				33
Buy		7/17/2007			8.95				18
Buy		7/17/2007			8.95				8
Buy		7/17/2007			8.96				42
Buy		7/17/2007			8.96				100
Buy		7/17/2007			8.95				100
Buy		7/17/2007			8.96				200
Buy		7/17/2007			8.96				158
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.96				100
Buy		7/17/2007			8.96				100
Buy		7/17/2007			8.96				100
Buy		7/17/2007			8.96				200
Buy		7/17/2007			8.97				200
Buy		7/17/2007			8.94				100
Buy		7/17/2007			8.96				100
Buy		7/17/2007			8.98				100

Buy/Sell		Executed Date		Price				Quantity
Buy		7/17/2007			8.98				100
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.95				100
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.98				200
Buy		7/17/2007			8.98				100
Buy		7/17/2007			8.97				59
Buy		7/17/2007			8.96				41
Buy		7/17/2007			8.96				33
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.98				100
Buy		7/17/2007			8.98				100
Buy		7/17/2007			8.96				41
Buy		7/17/2007			8.96				100
Buy		7/17/2007			8.96				26
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.98				100
Buy		7/17/2007			8.98				100
Buy		7/17/2007			8.98				100
Buy		7/17/2007			8.98				100
Buy		7/17/2007			8.99				100
Buy		7/17/2007			9.00				100
Buy		7/17/2007			8.99				100
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.98				67
Buy		7/17/2007			8.98				100
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.98				33
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.98				100
Buy		7/17/2007			8.97				100
Buy		7/17/2007			8.98				100
Buy		7/17/2007			8.98				100
Buy		7/17/2007			8.98				100
Buy		7/17/2007			8.98				100
Buy		7/17/2007			8.96				100
Sell		7/17/2007			8.96				100
Buy		7/16/2007			8.91				100
Buy		7/16/2007			8.96				100
Buy		7/16/2007			8.94				100
Buy		7/16/2007			8.94				100
Buy		7/16/2007			8.94				17
Buy		7/16/2007			8.94				36

Buy/Sell		Executed Date		Price				Quantity
Buy		7/16/2007			8.94				49
Buy		7/16/2007			8.93				100
Buy		7/16/2007			8.93				200
Buy		7/16/2007			8.93				200
Buy		7/16/2007			8.94				17
Buy		7/16/2007			8.92				100
Buy		7/16/2007			8.94				64
Buy		7/16/2007			8.90				100
Buy		7/16/2007			8.94				83
Buy		7/16/2007			8.94				34
Buy		7/16/2007			8.92				100
Buy		7/16/2007			8.90				100
Buy		7/16/2007			8.93				100
Buy		7/16/2007			8.92				100
Buy		7/16/2007			8.92				100
Buy		7/16/2007			8.93				100
Buy		7/16/2007			8.94				100
Buy		7/16/2007			8.94				100
Buy		7/16/2007			8.98				100
Buy		7/16/2007			8.99				100
Buy		7/16/2007			8.98				100
Buy		7/16/2007			8.97				100
Buy		7/16/2007			8.98				100
Buy		7/16/2007			8.96				100
Buy		7/16/2007			8.96				100
Buy		7/16/2007			8.97				100
Buy		7/16/2007			8.99				100
Buy		7/16/2007			8.97				100
Buy		7/16/2007			8.97				100
Buy		7/16/2007			8.96				100
Buy		7/16/2007			8.94				100
Buy		7/16/2007			8.93				64
Buy		7/16/2007			8.95				100
Buy		7/16/2007			8.94				100
Buy		7/16/2007			8.94				100
Buy		7/16/2007			8.94				100
Buy		7/16/2007			8.93				36
Buy		7/16/2007			8.93				54
Buy		7/16/2007			8.95				100
Buy		7/16/2007			8.95				100
Buy		7/16/2007			8.94				100
Buy		7/16/2007			8.95				100
Buy		7/16/2007			8.94				100
Buy		7/16/2007			8.93				46
Buy		7/16/2007			8.95				100
Buy		7/16/2007			8.95				100
Buy		7/16/2007			8.94				100
Buy		7/16/2007			8.94				100
Buy		7/16/2007			8.94				100
Buy		7/16/2007			8.94				100
Buy		7/16/2007			8.94				100
Buy		7/16/2007			8.93				41

Buy/Sell		Executed Date		Price				Quantity
Buy		7/16/2007			8.94				100
Buy		7/16/2007			8.95				100
Buy		7/16/2007			8.94				18
Buy		7/16/2007			8.91				100
Buy		7/16/2007			8.92				100
Buy		7/16/2007			8.92				100
Buy		7/16/2007			8.93				100
Buy		7/16/2007			8.94				100
Buy		7/16/2007			8.93				100
Buy		7/16/2007			8.93				41
Buy		7/16/2007			8.93				43
Buy		7/16/2007			8.93				100
Buy		7/16/2007			8.90				100
Buy		7/16/2007			8.95				100
Buy		7/16/2007			8.95				100
Buy		7/16/2007			8.93				20
Buy		7/16/2007			8.93				21
Buy		7/16/2007			8.93				39
Buy		7/16/2007			8.94				100
Buy		7/16/2007			8.93				100
Buy		7/16/2007			8.93				100
Buy		7/16/2007			8.93				100
Buy		7/16/2007			8.97				100
Buy		7/16/2007			8.94				100
Buy		7/16/2007			8.93				100
Buy		7/16/2007			8.93				36
Buy		7/16/2007			8.91				100
Buy		7/16/2007			8.93				100
Buy		7/16/2007			8.94				100
Buy		7/16/2007			8.94				82
Buy		7/16/2007			8.94				100
Buy		7/16/2007			8.93				59
Buy		7/16/2007			8.94				100
Buy		7/16/2007			8.93				4500
Sell		7/16/2007			8.93				4500
Buy		7/13/2007			8.99				100
Buy		7/13/2007			8.97				99
Buy		7/13/2007			8.98				100
Buy		7/13/2007			8.97				1
Buy		7/13/2007			8.99				100
Buy		7/13/2007			8.99				100
Buy		7/13/2007			8.97				100
Buy		7/13/2007			8.99				100
Buy		7/13/2007			8.99				100
Buy		7/13/2007			9.01				100
Buy		7/13/2007			8.98				100
Buy		7/13/2007			9.00				100
Buy		7/13/2007			8.98				100
Buy		7/13/2007			9.01				100
Buy		7/13/2007			8.99				100
Buy		7/13/2007			8.99				100
Buy		7/13/2007			9.03				100