Commitment Letter

Exhibit 10.3

EXECUTION COPY

J.P. MORGAN SECURITIES INC.

270 Park Avenue

New York, New York 10017

JPMORGAN CHASE BANK, N.A.

270 Park Avenue

New York, New York 10017

November 17, 2006

$1.35 Billion Senior Facilities

$250 Million Subordinated Facility

Commitment Letter

ABC Radio Holdings, Inc.

(formerly known as

ABC Chicago FM Radio, Inc.)

190 North State Street

Chicago, Illinois 60601

Attention: David K. Thompson, Vice President

Ladies and Gentlemen:

You have advised J.P. Morgan Securities Inc. (“ JPMorgan ”) and JPMorgan Chase Bank, N.A. (“ JPMorgan Chase Bank ”; together with JPMorgan, the “ Commitment Parties ”) that you desire to obtain financing in connection with the transactions described in the introductory paragraphs of Exhibit A hereto. Capitalized terms used but not defined herein are used with the meanings assigned to them in said paragraphs.

JPMorgan is pleased to advise you that it is willing to act as the lead left arranger and lead left bookrunner for the Credit Facilities, and JPMorgan Chase Bank is pleased to advise you of its commitment to provide the entire amount of the Credit Facilities. This Commitment Letter and the Summaries of Terms and Conditions attached as Exhibits A, B and C hereto (the “ Term Sheets ”) set forth the principal terms and conditions on and subject to which JPMorgan Chase Bank is willing to make available the Credit Facilities.

It is agreed that JPMorgan will act as the lead arranger and lead bookrunner with left placement in respect of the Credit Facilities (in such capacities, the “ Lead Arranger ”) and that JPMorgan Chase Bank will act as the sole administrative agent in respect of the Credit Facilities. You and we will mutually agree on other titles to be awarded in connection with the Credit Facilities. No compensation (other than that expressly contemplated by the Term Sheets and Fee Letter referred to below) will be paid in connection with the Credit Facilities unless you and we shall so agree.

We intend to syndicate the Credit Facilities to a group of lenders (together with JPMorgan Chase Bank, the “ Lenders ”) identified by us and reasonably acceptable to you. We intend to commence syndication efforts promptly, and you agree actively to assist us in completing a syndication satisfactory to us. Such assistance shall include (a) direct contact between proposed senior management and advisors of Radioco and the proposed Lenders, (b) assistance from Radioco in the preparation of Confidential Information Memoranda and other marketing materials to be used in connection with the syndication (together with the Term Sheets, collectively, the “ Information Materials ”) and (c) the hosting, with us and proposed senior management of Radioco, of one or more meetings of prospective Lenders.

JPMorgan, in its capacity as Lead Arranger, will manage, in consultation with you, all aspects of the syndication, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocation of the commitments among the Lenders and the amount and distribution of fees among the Lenders. In its capacity as Lead Arranger, JPMorgan will have no responsibility other than to arrange the syndication as set forth herein and in no event shall be subject to any fiduciary or other implied duties. To assist us in our syndication efforts, you agree promptly to prepare and provide to us all information with respect to Radioco and its subsidiaries, the Business and the Transaction, including all financial information and projections (the “ Projections ”), as we may reasonably request in connection with the arrangement and syndication of the Credit Facilities. You hereby represent and covenant that (a) all information other than the Projections (the “ Information ”) that has been or will be made available to us by you or any of your representatives is or will be, when furnished, complete and correct in all material respects and does not or will not, when furnished, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (b) the Projections that have been or will be made available to us by you or any of your representatives have been or will be prepared in good faith based upon reasonable assumptions (it being understood that the Projections are subject to significant uncertainties and contingencies, many of which are beyond your control and no assurance is or can be given that any Projections will be realized). You understand that in arranging and syndicating the Credit Facilities we may use and rely on the Information and Projections without independent verification thereof.

If requested, you will assist us in preparing an additional version of the Information Materials (the “ Public-Side Version ”) to be used by prospective Lenders’ public-side employees and representatives (“ Public-Siders ”) who do not wish to receive material non-public information (within the meaning of United States federal securities laws) with respect to Radioco, its affiliates and any of its securities (“ MNPI ”) and who may be engaged in investment and other market related activities with respect to Radioco’s or its affiliates’ securities or loans. Before distribution of any Information Materials, you agree to execute and deliver to us (i) a letter in which you authorize distribution of the Information Materials to a prospective Lender’s employees willing to receive MNPI (“ Private-Siders ”) and (ii) a separate letter in which you authorize distribution of the Public-Side Version to Public-Siders and represent that no MNPI is contained therein.

Radioco agrees that, so long as Radioco is provided with sufficient time to review such materials, the following documents may be distributed to both Private-Siders and Public-Siders, unless Radioco advises JPMorgan in writing (including by email) within a reasonable time prior to their intended distribution that such materials should only be distributed to Private-Siders: (a) administrative materials prepared by JPMorgan for prospective Lenders (such as a lender meeting invitation, bank allocation, if any, and funding and closing memoranda), (b) notification of changes in the terms of the Credit Facilities

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and (c) other materials intended for prospective Lenders after the initial distribution of Information Materials. If you advise us that any of the foregoing should be distributed only to Private-Siders, then Public-Siders will not receive such materials without further discussions with you.

Radioco hereby authorizes JPMorgan to distribute drafts of definitive documentation with respect to the Credit Facilities to Private-Siders and Public-Siders.

Upon request of the Lead Arranger, you shall use commercially reasonable efforts promptly thereafter to cause each Conversion Credit Facility to receive a rating from both Moody’s Investors Service, Inc. (“ Moody’s ”) and Standard & Poor’s Ratings Group (“ S&P ”).

As consideration for the commitments and agreements of the Commitment Parties hereunder, you agree to cause to be paid the nonrefundable fees described in the Fee Letter dated the date hereof and delivered herewith (the “ Fee Letter ”).

Each Commitment Party’s commitments and agreements hereunder are subject to:

(a) there not occurring or becoming known to such Commitment Party any effect, change or circumstance that, individually or in the aggregate, is, or would reasonably be expected to be, materially adverse to the Business, Radioco or the financial condition, operations or results of operations of the Business, taken as a whole, or the ability of Radioco and its subsidiaries to perform their obligations under the Credit Facilities (a “ Business Material Adverse Effect ”); provided, however, that none of the following shall be deemed to constitute, and none of the following shall be taken into account in determining whether there has occurred, a Business Material Adverse Effect: (1) any adverse effect, change or circumstance arising from or relating to (i) general business or economic conditions, including any such conditions as they relate to the Business, (ii) national or international political or social conditions, including the engagement by the U.S. in hostilities, whether or not pursuant to the declaration of a national emergency or war, or the occurrence of any military or terrorist attack upon the U.S., or any of its territories, possessions, or diplomatic or consular offices or upon any military installation, equipment or personnel of the U.S., (iii) financial, banking, or securities markets (including any disruption thereof and any decline in the price of any security or any market index), (iv) changes in GAAP, (v) changes in any laws, (vi) the negotiation, execution, delivery, public announcement or the pendency of any combining transaction between Radioco and Citadel Broadcasting Corporation (or the taking of any action required thereby), (vii) the loss of the services of any employee of the Business by reason of resignation, retirement, death or permanent disability, (viii) the results of operations of the Business prior to October 1, 2006 as set forth in the aggregate in all material respects on Schedule 1.1 of the TWDC/Radioco disclosure schedules, (ix) any failure in and of itself to meet any Radioco fiscal year 2007 budgeted or forecasted results of operations or (x) the implementation of any written recommendation of Citadel Broadcasting Corporation’s chief executive officer relating to the management and operations of the Business to the president by TWDC or Radioco or their respective Subsidiaries with respect to the Business and (2) any adverse effect, change or circumstance on the Business that is cured by Radioco before the Closing Date;

(b) such Commitment Party’s satisfaction that prior to and during the syndication of the Credit Facilities there shall be no competing offering, placement or arrangement of any debt securities (other than the Senior Subordinated Notes) or bank financing by or on behalf of Radioco or any of its affiliates (other than TWDC and its other subsidiaries);

(c) the closing of the Credit Facilities on or before August 6, 2007; and

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(d) the other conditions set forth or referred to in the Term Sheets. Notwithstanding anything in this Commitment Letter, the Term Sheets, the Fee Letter or the definitive documentation with respect to the Credit Facilities to the contrary, the terms of definitive financing documentation with respect to the Credit Facilities shall be in a form such that they do not impair availability of the respective Credit Facilities on the Closing Date (as such term is defined in Exhibit A hereto) if the conditions set forth herein (included the exhibits hereto) are satisfied (it being understood that, to the extent that certain immaterial collateral to be agreed is not provided on the Closing Date after your use of commercially reasonable efforts to do so, the delivery of such immaterial collateral shall not constitute a condition precedent to the availability of the respective Credit Facilities on the Closing Date but shall be required to be delivered after the Closing Date pursuant to arrangements to be mutually agreed).

You agree (a) to indemnify and hold harmless the Commitment Parties, their affiliates and their respective directors, employees, advisors, and agents (each, an “ indemnified person ”) from and against any and all losses, claims, damages and liabilities to which any such indemnified person may become subject arising out of or in connection with this Commitment Letter, the Credit Facilities, the use of the proceeds thereof, the Transaction or any related transaction or any claim, litigation, investigation or proceeding relating to any of the foregoing, regardless of whether any indemnified person is a party thereto, and to reimburse each indemnified person upon demand for any reasonable legal expenses of one counsel and any local counsel for each group of indemnified persons which do not have conflicting interests or other expenses incurred in connection with investigating or defending any of the foregoing, provided that the foregoing indemnity will not, as to any indemnified person, apply to losses, claims, damages, liabilities or related expenses to the extent they are found by a final, non-appealable judgment of a court to arise from the willful misconduct or gross negligence of such indemnified person, and (b) to reimburse each Commitment Party and its affiliates on demand for all reasonable out-of-pocket expenses (including due diligence expenses, syndication expenses, consultant’s fees and expenses to the extent that such consultants are retained in consultation with you, travel expenses, and reasonable fees, charges and disbursements of counsel, including FCC counsel) incurred in connection with the Credit Facilities and any related documentation (including this Commitment Letter and the definitive financing documentation) or the administration, amendment, modification or waiver thereof. No indemnified person shall be liable for any damages arising from the use by others of Information or other materials obtained through electronic, telecommunications or other information transmission systems or for any special, indirect, consequential or punitive damages in connection with the Credit Facilities except to the extent any such damages are found by a final, non-appealable judgment of a court to arise from the gross negligence or willful misconduct of such indemnified person.

It is understood that, in connection with any refinancing of (or financing in lieu of) the Subordinated Facility, the Borrower shall at the request of the Lead Arranger after the Conversion Date use commercially reasonable efforts to deliver preliminary offering memoranda or preliminary prospectuses and other marketing materials relating to the Senior Subordinated Notes usable in a customary high-yield road show (which shall comply with the rules and regulations (including Regulation S-X) of the Securities Act of 1933, as amended) and the investment bank engaged to place the Senior Subordinated Notes shall have been afforded a reasonable period, which shall not be less than 30 days, following the receipt of such documentation to place the Senior Subordinated Notes with qualified purchasers thereof.

You acknowledge that each Commitment Party and its affiliates (the term “Commitment Party” as used below in this paragraph being understood to include such affiliates) may be providing debt financing, equity capital or other services (including financial advisory services) to other companies in respect of which you may have conflicting interests regarding the transactions described herein and otherwise. No Commitment Party will use confidential information obtained from you by virtue of the

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transactions contemplated hereby or its other relationships with you in connection with the performance by such Commitment Party of services for other companies, and no Commitment Party will furnish any such information to other companies. You also acknowledge that no Commitment Party has any obligation to use in connection with the transactions contemplated hereby, or to furnish to you, confidential information obtained from other companies. You further acknowledge that JPMorgan is a full service securities firm and JPMorgan may from time to time effect transactions, for its own or its affiliates’ account or the account of customers, and hold positions in loans, securities or options on loans or securities of the Borrower and its affiliates and of other companies that may be the subject of the transactions contemplated by this Commitment Letter.

Each Commitment Party may employ the services of its affiliates in providing certain services hereunder and, in connection with the provision of such services, may exchange with such affiliates information concerning you and the other companies that may be the subject of the transactions contemplated by this Commitment Letter, and, to the extent so employed, such affiliates shall be entitled to the benefits afforded such Commitment Party hereunder.

This Commitment Letter shall not be assignable by you without the prior written consent of each Commitment Party (and any purported assignment without such consent shall be null and void), is intended to be solely for the benefit of the parties hereto and is not intended to confer any benefits upon, or create any rights in favor of, any person other than the parties hereto and the indemnified persons; provided, however, that this Commitment Letter may be assigned by Radioco to any of its affiliates that is a wholly-owned subsidiary of TWDC engaged in the Business as long as such assignee assumes all obligations of Radioco hereunder. This Commitment Letter may not be amended or waived except by an instrument in writing signed by you and each Commitment Party. This Commitment Letter may be executed in any number of counterparts, each of which shall be an original, and all of which, when taken together, shall constitute one agreement. Delivery of an executed signature page of this Commitment Letter by facsimile transmission shall be effective as delivery of a manually executed counterpart hereof. This Commitment Letter and the Fee Letter are the only agreements that have been entered into among us with respect to the Credit Facilities and set forth the entire understanding of the parties with respect thereto. This Commitment Letter shall be governed by, and construed and interpreted in accordance with, the laws of the State of New York.

This Commitment Letter is delivered to you on the understanding that neither this Commitment Letter, the Term Sheets or the Fee Letter nor any of their terms or substance shall be disclosed, directly or indirectly, to any other person (including, without limitation, other potential providers or arrangers of financing) except (a) to your, your parent company’s and Citadel Broadcasting Corporation’s respective officers, agents, auditors and advisors who are directly involved in the consideration of this matter, (b) to relevant taxing authorities and the Federal Communications Commission or (c) as may be compelled in a judicial or administrative proceeding or as otherwise required by law (in which case you agree to inform us promptly thereof), provided , that the foregoing restrictions shall cease to apply (except in respect of the Fee Letter and its terms and substance) after this Commitment Letter has been accepted by you.

Each of the Commitment Parties hereby notifies you that, pursuant to the requirements of the USA Patriot Act, Title III of Pub. L. 107-56 (signed into law on October 26, 2001) (the “ Patriot Act ”), it is required to obtain, verify and record information that identifies the Borrower and each Guarantor (as defined in the Term Sheets), which information includes names and addresses and other information that will allow such Lender to identify the Borrower and each Guarantor in accordance with the Patriot Act.

The compensation, reimbursement, indemnification and confidentiality provisions contained herein and in the Fee Letter and any other provision herein or therein which by its terms

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expressly survives the termination of this Commitment Letter shall remain in full force and effect regardless of whether definitive financing documentation shall be executed and delivered and notwithstanding the termination of this Commitment Letter or the commitments hereunder.

This Commitment Letter supersedes and replaces the Commitment Letter dated February 4, 2006 between you and us.

If the foregoing correctly sets forth our agreement, please indicate your acceptance of the terms hereof and of the Term Sheets and the Fee Letter by returning to us executed counterparts hereof and of the Fee Letter not later than 11:00 p.m., New York City time, on November 20, 2006. This offer will automatically expire at such time if we have not received such executed counterparts in accordance with the preceding sentence.

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We are pleased to have been given the opportunity to assist you in connection with this important financing.

Accepted and agreed to as of

the date first above written:

EXHIBIT A

ABC RADIO HOLDINGS, INC.

SENIOR FACILITIES

Summary of Terms and Conditions

The Walt Disney Company, a Delaware corporation (“ TWDC ”), intends to cause to be transferred (the “ Business Contribution ”) to its wholly-owned subsidiary ABC Radio Holdings, Inc. (formerly known as ABC Chicago FM Radio, Inc.) (“ Radioco ”), to the extent not already at Radioco, the assets, liabilities and business constituting the ABC radio stations and ABC radio network business of providing and distributing radio programming in the United States, all as currently owned and conducted by TWDC and its affiliates (the “ Business ”) (any assets and business of Radioco and its subsidiaries not constituting a part of the Business (the “ Excluded Assets ”)). In connection therewith, Radioco requires secured credit facilities in the aggregate amount of up to $1,350,000,000 at any one time (the “ Credit Facilities ”), the proceeds of which will be retained by TWDC and its affiliates (other than Radioco or its subsidiaries). The transactions contemplated by this paragraph and all related transactions are collectively referred to as the “ Transaction .”

The Credit Facilities shall consist of (a) the Initial Term Facility described below in the aggregate principal amount on the Closing Date of up to $1,350,000,000 (the “ Initial Term Facility ”) and (b) the Subordinated Facility described in Exhibit B in the aggregate principal amount on the Conversion Date of up to $250,000,000 (the “ Subordinated Facility ”). On the Conversion Date, the Initial Term Facility shall be automatically converted into the Tranche A Term Facility, the Tranche B Term Facility (collectively with the Initial Term Facility, the “ Senior Facilities ”) and the Subordinated Facility, respectively. In lieu of the Subordinated Facility, the Borrower may issue senior subordinated notes (the “ Senior Subordinated Notes ”) in a public offering or Rule 144A private placement resulting in cash proceeds of up to $250,000,000. Set forth below is a summary of the terms and conditions for the Senior Facilities. Capitalized terms used in this paragraph and the preceding paragraph shall have the meanings given below unless otherwise defined herein or unless the context otherwise requires.

Term Sheet – Senior Facilities

Term Sheet – Senior Facilities

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Term Sheet – Senior Facilities

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