<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 6 )*
TURNER BROADCASTING SYSTEM, INC.
-------------------------------------------
(Name of Issuer)
Class B Common Stock, $.0625 par value
-------------------------------------------
(Title of Class of Securities)
900262 50 2
-------------------------
(CUSIP Number)
Check the following box if a fee is being paid with this statement
/ /. (A fee is not required only if the filing person: (1) has a
previous statement on file reporting beneficial ownership of more than
five percent of the class of securities described in Item 1; and (2)
has filed no amendment subsequent thereto reporting beneficial
ownership of five percent or less of such class.) (See Rule 13d-7).
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class
of securities, and for any subsequent amendment containing information
which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the
Securities Exchange Act of 1934 ("Act") or otherwise subject to the
liabilities of that section of the Act but shall be subject to all
other provisions of the Act (however, see the Notes).
Page 1 of 5 pages
<PAGE> 2
Page 2 of 5 Pages
<TABLE>
<S> <C>
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
R. E. Turner
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U. S.
5 SOLE VOTING POWER
22,676,968 (See Note 4)
NUMBER OF
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY
EACH 7,853,000 (See Note 4)
REPORTING
PERSON 7 SOLE DISPOSITIVE POWER
WITH
19,676,968 (See Note 4)
8 SHARED DISPOSITIVE POWER
10,853,000 (See Note 4)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
30,529,968
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* / /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
Approximately 22.2%
12 TYPE OF REPORTING PERSON*
IN
</TABLE>
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 3
Page 3 of 5 Pages
<TABLE>
<S> <C>
Item 1(a) Name of Issuer: Turner Broadcasting System, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
One CNN Center
Atlanta, Georgia 30303
Item 2(a) Name of Person Filing: R. E. Turner
Item 2(b) Address of Principal Business Office or, if None, Residence:
One CNN Center
Atlanta, Georgia 30303
Item 2(c) Citizenship: U. S.
Item 2(d) Title of Class of Securities:
Class B Common Stock, $.0625 par value
Item 2(e) CUSIP Number: 900262 50 2
Item 3 Not Applicable
Item 4 Ownership:
(a) Amount Beneficially Owned: 30,529,968 shares
(b) Percent of Class: 22.2%
(c) Number of shares as to which
such person has:
(i) Sole Power to vote or direct the vote 22,676,968 shares (1)(3)(4)
(ii) Shared power to vote or direct the vote 7,853,000 shares (2)
(iii) Sole power to dispose or to direct the
disposition of 19,676,968 shares (1)(3)
(iv) Shared power to dispose or to direct
the disposition of 10,853,000 shares (2)(4)
</TABLE>
(1) Includes 559,962 shares owned by Turner Outdoor,
Inc., an affiliated corporation which is wholly owned
by Mr. Turner, and 3,000,000 shares held in trust (the
"Trust Shares") by an independent trustee for the
benefit of Mr. Turner's former spouse and their
children. Does not include shares held in trust by an
independent trustee for the benefit of the children of
Mr. Turner.
(2) Includes 500,000 shares held by the spouse of
Mr. Turner and 5,000,000 shares held by the Turner
Foundation, Inc., a private nonprofit corporation
organized for charitable purposes. Mr. Turner
disclaims beneficial ownership of these aggregate
5,500,000 shares. Also includes 2,353,000 shares held
by the Robert E. Turner Charitable Remainder Unitrust
No. 2, for which Mr. Turner is the Trustee.
(3) Mr. Turner is a party to a Shareholders'
Agreement dated June 3, 1987, as amended as of April
15, 1988, which provides for certain voting and
disposition arrangements with respect to the parties'
respective equity interests in the Issuer.
<PAGE> 4
Page 4 of 5 Pages
By virtue of such agreement, Mr. Turner and
some or all of the other parties thereto may be deemed
to constitute a "group" (within the meaning of Section
13(d)(3) of the Securities Exchange Act of 1934, as
amended) for purposes of determining beneficial
ownership of shares of Class B Common Stock. Except as
otherwise acknowledged in this footnote, Mr. Turner
disclaims beneficial ownership of the shares of Class B
Common Stock owned by any other person in any such
"group."
(4) Mr. Turner has the sole power to vote
the Trust Shares. Mr. Turner's power to dispose of the
Trust Shares is subject to the approval of the trustee.
Item 5 Not Applicable
Item 6 Not Applicable
Item 7 Not Applicable
Item 8 Not Applicable
Item 9 Not Applicable
Item 10 Not Applicable
<PAGE> 5
Page 5 of 5 Pages
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
R.E. TURNER
/s/ R. E. Turner
------------------
Dated: February 14, 1995
