INTRODUCTION

Purpose
The integrity of Urban One, Inc. (“Company”) is one of our most valuable assets and vital to
the success of our Company. Each of our directors, executive officers and employees are
personally responsible for conducting our business in a way that demonstrates a commitment to
the highest standards of integrity. For this reason, our Board of Directors has adopted this Code of
Ethics (“Code”) to:

• promote honest and ethical conduct;
• promote full, fair, accurate, timely and understandable disclosure;
• promote compliance with applicable laws and governmental rules and regulations; and
  deter wrongdoing.

This Code applies to all of our directors, officers and employees, as well as directors,
officers and employees of the Company’s subsidiaries. Some provisions of the Code are
applicable to people with financial duties such as our Chief Executive Officer, our Chief Financial
Officer, and our Vice Presidents of Finance and employees performing similar functions. We
refer to such persons with financial duties as “principal financial officers.”

Seeking Guidance
This Code is not intended to be a comprehensive rulebook and cannot address every
situation that we may face as no Code can replace the thoughtful behavior of an ethical employee.
The Company has policies that address many other issues and circumstances, and this Code is
meant to serve as an overall guide to ethical conduct and does not supersede those policies
which are not part of this Code. If you feel uncomfortable about a situation or have any doubts
about whether it is consistent with the Company’s ethical standards, seek help. We encourage
you to contact your supervisor for help first. If your supervisor cannot answer your question, or
if you do not feel comfortable contacting your supervisor, please contact the Chief Administrative
Officer, the General Counsel or the Director of Human Resources.

CONFLICTS OF INTEREST
Identifying Potential Conflicts of Interest
A conflict of interest may occur when your personal interests interfere, or appear to
interfere, in any way, with your ability to perform your duties to the Company. Personal
interests giving rise to a potential conflict of interest may include your relationship with, or
financial interest in, the Company’s suppliers, customers, service providers, competitors or
business partners. Conflicts of interest may also arise from outside activities with social or

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charitable organizations or when a director, executive officer or employee, or a member of his or
her immediate family, uses or attempts to use his or her position with the Company to obtain
personal benefits outside of the compensation or reimbursement approved by the Board.

Disclosing Conflicts of Interest

• Employees
  The Company requires that employees disclose any situations that reasonably
  would be expected to give rise to a conflict of interest. If you suspect that you have a
  conflict of interest, or a situation that others could reasonably perceive as a conflict of
  interest, you must report it to your supervisor, the Chief Administrative Officer, the
  General Counsel or the Director of Human Resources. Your supervisor, the Chief
  Administrative Officer, the General Counsel or the Director of Human Resources will
  work with you to determine whether you have a conflict of interest and, if so, how best to
  address it.
• Directors and Executive Officers
  The Company requires that directors, executive officers, and principal financial
  officers disclose any situations that reasonably would be expected to give rise to a conflict
  of interest. If you suspect that you have a conflict of interest, or a situation that others
  could reasonably perceive as a conflict of interest, you must report it to the Board of
  Directors or the Audit Committee of the Board of Directors, (unless you are a member of
  the Audit Committee). The Board of Directors will work with you to determine whether
  you have a conflict of interest and, if so, how best to address it.

ACCURACY OF COMPANY RECORDS, FINANCIAL REPORTS AND
OTHER PUBLIC COMMUNICATIONS
Accurate and reliable records are crucial to our business. Our records are the basis of our
earnings statements, financial reports and other disclosures to the public and guide our business
decision-making and strategic planning. All Company records must be complete, accurate and
reliable in all material respects.

In addition, as a public company we are subject to various securities laws, regulations and
reporting obligations. Both federal law and our policies require the disclosure of accurate and
complete information regarding the Company’s business, financial condition and results of
operations. Inaccurate, incomplete or untimely reporting can severely damage the Company and
result in legal liability.

Each director, executive officer, principal financial officer and employee involved in the
Company’s disclosure process has a special responsibility to ensure that all of our public
communications and financial disclosures including filings with and other submissions to the
U.S. Securities and Exchange Commission are full, fair, accurate, timely and understandable.
These persons must comply with generally accepted accounting principles, the Company’s
internal control, financial reporting and accounting policies and all standards, laws and

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regulations for accounting and financial reporting of transactions, estimates and forecasts. In
addition, all directors, executive officers and employees must properly record and report all
financial transactions in accordance with the Company’s accounting policies to ensure
compliance with applicable laws and regulations. It is a violation of Company policy to
misrepresent the Company’s financial performance or to unduly or fraudulently influence, coerce,
manipulate or mislead any auditors regarding financial statements or accounting books and
records.

CONFIDENTIALITY OF BUSINESS INFORMATION
Directors, executive officers and employees should observe the confidentiality of
information that they acquire by virtue of their positions at the Company except where disclosure is
approved by the Company or otherwise legally mandated. Confidential information includes
proprietary information such as our trade secrets, trademarks, copyrights, business, marketing
plans, sales forecasts, designs, databases, records, salary information and unpublished financial
data and reports. Confidential information also includes information entrusted to us by our
customers, suppliers and/or other business partners. You may not use for your personal benefit
confidential information about the Company or any of its customers, suppliers and/or other
business partners. In addition, you may not buy or sell Company securities directly or indirectly on
the basis of material, inside information or communicate such information to others for that
purpose. Directors, executive officers and employees also must not trade securities of any other
company on the basis of material undisclosed information obtained in the course of their
employment with the Company or communicate such information to others for that purpose.

PROTECTION AND PROPER USE OF COMPANY ASSETS AND FAIR
DEALING
All directors, officers and employees should protect the Company’s assets and ensure their
efficient use. Theft, carelessness and waste have a direct impact on the Company’s profitability and
are prohibited. Company assets should be used only for legitimate business purposes, though
incidental personal use may be permitted. Any suspected incident of fraud or theft should be
reported for investigation immediately. The obligation to protect Company assets includes the
Company’s proprietary information. Proprietary information includes intellectual property such as
trade secrets, patents, trademarks, and copyrights, as well as business and marketing plans,
engineering and manufacturing ideas, designs, databases, records and any non-public financial data
or reports. Unauthorized use or distribution of this information is prohibited and could also be
illegal and result in civil or criminal penalties.

Each director, officer and employee must deal fairly with the Company’s customers,
suppliers, partners, service providers, competitors, employees and anyone else with whom he or she
has contact with in the course of performing his or her job. No director, officer or employee may
take unfair advantage of anyone through manipulation, concealment, abuse or privileged
information, misrepresentation of facts or any other unfair dealing practice.

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COMPLIANCE WITH LAWS AND REGULATIONS
It is the personal responsibility of each director, executive officer and employee to
comply in all material respects with all laws, rules and regulations applicable to the Company’s
operations. If any doubt exists about whether a course of action is lawful, you should seek
advice from your supervisor, the Chief Administrative Officer, the General Counsel or other
attorney from the Legal Department or the Director of Human Resources.

REPORTING VIOLATIONS OF THE CODE
All directors, executive officers and employees have a duty to report any known or
suspected violation of this Code, including any violation of the laws, rules, regulations or
policies that apply to the Company. If you know of or suspect a violation of law or this Code,
immediately report the conduct to your supervisor. Your supervisor will contact the Chief
Administrative Officer, the General Counsel or the Director of Human Resources, who will work
with you and your supervisor to investigate your concern. If you do not have a supervisor or
you do not feel comfortable reporting the conduct to your supervisor or you do not get a
satisfactory response, you should contact the Chief Administrative Officer, the General Counsel
or the Director of Human Resources directly. If you are not comfortable consulting any of these
persons, you should contact Ethics Point, Inc. (“Ethics Point”), a third party unrelated to the
Company, which operates a website and toll-free hotline designed to handle all reports from
Company employees. Ethics Point will anonymously collect your information and forward it to
the Company for handling. Both the website and the telephone hotline may be accessed 24
hours a day, 7 days a week. The Ethics Point website address is
www.ethicspoint.com, and the telephone hotline number is 1-866-ETHICSP (1-866-384-4277).
All reports of known or suspected violations of the law or this Code will be handled
sensitively and with discretion. The Company will protect your confidentiality to the extent
possible, consistent with law and the Company’s need to investigate your concern. The Company
prohibits retaliation against any director, executive officer or employee who, in good faith, seeks
help or reports known or suspected violations.

Your conduct as a representative of the Company, if it does not comply with the law or
with this Code, can result in serious consequences for both you and the Company. It is Company
policy that any director, executive officer or employee who violates this Code will be subject to
appropriate disciplinary action, which may include termination of employment. This
determination will be based upon the facts and circumstances of each particular situation.

WAIVERS OF THE CODE
Waivers of this Code for employees may be made only by the Chief Administrative
Officer in consultation with the Chief Executive Officer and/or the Chief Financial Officer of
the Company. Any waiver of this Code for our directors, executive officers or other principal
financial officers may be made only by our Board of Directors and will be disclosed to the public as
required by law or the rules of the Nasdaq National Market.

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RETALIATION
The Company does not tolerate acts of retaliation against any director, officer or employee
who makes a good faith report of known or suspected acts of misconduct or other violations of this
Code.

CONCLUSION
This Code of Conduct contains general guidelines for conducting the business of the
Company consistent with high standards of business ethics. If you have any questions about
these guidelines, please contact your supervisor, the Chief Administrative Officer, the General
Counsel or the Director of Human Resources.

This Code and the matters contained herein are neither a contract of employment nor a guarantee
of continuing Company policy. We reserve the right to amend, supplement or discontinue this Code
and the matters addressed herein, without prior notice, at any time.