Tribune Company, As Agent of and Successor By Merger to the Former the Times Mirror Company, Itself and its Consolidated Subsidiaries - Page 127

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               review of its business configurations, operating                       
               systems and other investments to determine economically                
               attractive actions it can take to prepare for future                   
               growth.  * * *                                                         
                    In addition, the pace of share repurchase activity                
               will be accelerated to result in the repurchase of                     
               approximately 9.0 million shares of Series A common                    
               stock in 1998.  The Company purchased 2.1 million                      
               shares through the 1998 second quarter.  On July 27,                   
               1998, the Company entered into a forward purchase                      
               contract to purchase 2.0 million shares of Series A                    
               common stock.  Additionally, 2.7 million shares of                     
               Series A common stock were purchased subsequent to                     
               June 30, 1998.                                                         
                         *    *    *    *    *    *    *                              
               Liquidity and Capital Resources                                        
                         *    *    *    *    *    *    *                              
               Acquisitions and Dispositions                                          
                         *    *    *    *    *    *    *                              
               * * *  Concurrently with the closing of the Matthew                    
               Bender transaction, the Company became the sole manager                
               of Liberty Bell I, LLC (Liberty Bell I), the principal                 
               asset of which was approximately $1.38 billion of cash.                
               Subsequent to such closing, Liberty Bell I purchased                   
               2.7 million shares of the Company’s Series A common                    
               stock.  The Company intends to deploy the remaining                    
               assets of Liberty Bell I to finance acquisitions and                   
               investments, including purchases of the Company’s                      
               common stock, and does not intend to use those funds                   
               for the Company’s working capital purposes or to retire                
               the Company’s debt.  * * *                                             
                         *    *    *    *    *    *    *                              
               Common Share Repurchases                                               
                    The Company repurchased 2.1 million and                           
               6.5 million shares of its Series A common stock during                 
               the year to date periods ended June 30, 1998 and 1997,                 
               respectively.  On July 27, 1998, the Company entered                   
               into a forward purchase contract to purchase                           





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