Tribune Company, As Agent of and Successor By Merger to the Former the Times Mirror Company, Itself and its Consolidated Subsidiaries - Page 117

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          Publishing in Times Mirror’s share repurchase program and in                
          transactions involving the purchase of Times Mirror’s outstanding           
          debt securities.                                                            
               During the period August 1 through December 31, 1998, Times            
          Mirror directed the LLC to purchase (1) approximately                       
          13.3 million shares of Times Mirror for between $750 million and            
          $760 million and (2) interests in several Internet media                    
          companies for approximately $9 million.                                     
               In a finance report presented to the Times Mirror board of             
          directors on February 4, 1999, the following statement appeared:            
               Resources-Background                                                   
               In 1998, with the closing of the Matthew Bender, Mosby                 
               and Shepards divestitures, we began what we expect will                
               be an extensive period of managing surplus capital.  As                
               we have articulated in the past, our initial                           
               responsibility is to manage this cash under a short-                   
               term investment policy, which stresses preservation of                 
               capital.  This naturally results in returns                            
               commensurate with the low tolerance for risk.                          
               Ultimately, our planning challenge is to assess                        
               realistically what the levels of spending might be in                  
               the primary areas of priority, which we have                           
               articulated before:                                                    
               •    Capital investments in existing businesses to                     
                    drive growth                                                      
               •    Acquisitions that enhance our existing lines of                   
                    business                                                          
               •    Dividends necessary to maintain a payout ratio                    
                    commensurate with our peer group average                          
               •    Consistent with long-term capitalization goals,                   
                    opportunistic stock repurchase                                    






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