URBAN ONE, INC. — Director's Dealing 2004

Feb 12, 2004

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: RADIO ONE INC (ROIA/ROIAK)
CIK: 0001041657
Period of Report: 2003-12-31

Reporting Person: ROYSTER SCOTT R (Chief Financial Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2003-12-19	Stock Option (right to buy)	$18.88	A	100000	Acquired	2013-12-19	Class D Common Stock (100000)	Direct

Footnotes

F1: A total of 50,000 options vested on December 19, 2003. The remaining options vest in two equal installments on October 18, 2006 and October 18, 2007.