UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities and Exchange Act of 1934
(Amendment No. __)*
CMP Media Inc.
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(Name of Issuer)
Class A Common Stock
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(Title of Class of Securities)
125891 10 1
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(CUSIP Number)
April 28, 1999
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
* 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>
CUSIP No. 125891 10 1 13G Page 2 of 5 Pages
-----------
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1. Name of Reporting Person 1999 Leeds Family CMP Media Inc.
S.S. or I.R.S. Identifica- Employee Benefit Trust
tion No. of Above Person
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2. Check the Appropriate Box (a) X
if a Member of a Group (b)
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3. S.E.C. Use Only
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4. Citizenship or Place of New York
Organization
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Number of Shares (5) Sole Voting Power
Beneficially 0
Owned by Each --------------------------------------------------------------
Reporting Person (6) Shared Voting
With Power 1,282,052 (See Item 4(v))
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(7) Sole Dispositive Power
0
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(8) Shared Dispositive
Power 1,282,052 (See Item 4(v))
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9. Aggregate Amount Beneficially
Owned by Each Reporting Person 1,282,052
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10. Check if the Aggregate Amount
in Row (9) Excludes Certain
Shares
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11. Percent of Class Represented
by Amount in Row 9 9.9%
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12. Type of Reporting Person OO
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Page 2 of 5 Pages
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ITEM 1
(a) Name of Issuer
CMP Media Inc.
(b) Address of Issuer's Principal Executive Offices
600 Community Drive
Manhasset, NY 11030
ITEM 2
(a) Name of Persons Filing
1999 Leeds Family CMP Media Inc. Employee Benefit
Trust (the "Trust")
(b) Address of Principal Business Office or, if none, residence
Sterling National Bank, as Trustee for 1999 Leeds
Family CMP Media, Inc. Employee Benefit Trust
430 Park Avenue, 4th Floor
New York, NY 10022-3505
(c) Citizenship
New York
(d) Title of Class of Securities
Class A Common Stock
(e) CUSIP Number
125891 10 1
ITEM 3 If this statement is filed pursuant to Rule 13d-1(b), or
13d-2(b) or (c), check whether the person filing is a:
This statement is not filed pursuant to Rules 13d-1(b) or
13d-2(b) or (c)
ITEM 4 Ownership
(a) Amount Beneficially Owned:
1,282,052 shares
(b) Percent of Class:
9.9%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote:
0
Page 3 of 5 Pages
<PAGE>
(ii) Shared power to vote or to direct the vote:
1,282,052 (See Item 4(v))
(iii) Sole power to dispose or to direct the
disposition of:
0
(iv) Shared power to dispose or to direct the
disposition of:
1,282,052 (See Item 4(v))
(v) The Trust is a grantor trust established by
CMP Media Inc. in order to reward and retain
its employees. A Trust Agreement between CMP
Media Inc. and Sterling National Bank, as
Trustee, dated April 28, 1999, describes the
mechanism for the voting of the shares held
by the Trust, the disposition of such shares,
and the allocation of funds, if any, received
by the Trust in connection with its share
ownership.
ITEM 5 Ownership of Five Percent or Less of a Class
Not applicable.
ITEM 6 Ownership of More than Five Percent on Behalf of Another
Person
See Item 4(v).
ITEM 7 Identification and Classification of the Subsidiary which
Acquired the Security Being Reported on by the Parent Holding
Company
Not applicable.
ITEM 8 Identification and Classification of Members of the Group
Not applicable.
ITEM 9 Notice of Dissolution of Group
Not applicable.
ITEM 10 Certification
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were not acquired
and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the
securities and were not acquired and are not held in
connection with or as a participant in any transaction having
that purpose or effect.
Page 4 of 5 Pages
<PAGE>
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.
Date: May 12, 1999
1999 Leeds Family CMP Media Inc. Employee Benefit Trust
By: Sterling National Bank, as Trustee
By: /s/ Jerrold Gilbert
-----------------------
Name: Jerrold Gilbert
Title: Executive VP, General Counsel & Secretary
Page 5 of 5 Pages
