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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 1, 1997
WESTINGHOUSE ELECTRIC CORPORATION
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(Exact name of registrant as
specified in its charter)
Pennsylvania 1-977 25-0877540
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(State or other juris- (Commission File (IRS Employer
diction of incorporation) Number) Identification Number)
Westinghouse Bldg., 11 Stanwix St., Pittsburgh, PA. 15222-1384
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (412) 244-2000
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Item 5. Other Events
On October 1, 1997, the Registrant issued a press release announcing
that it has closed the merger with Gaylord Entertainment Company by which the
Registrant will acquire Gaylord's two major cable networks, TNN: The
Nashville Network and CMT: Country Music Television. A copy of the press
release is attached hereto as Exhibit 99 and is incorporated herein in its
entirety.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
Press Release issued by the Registrant on October 1, 1997 is
filed as Exhibit 99 to this Report.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
WESTINGHOUSE ELECTRIC CORPORATION
(Registrant)
By: /s/ ANGELINE C. STRAKA
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Angeline C. Straka
Vice President, Secretary
and Associate General Counsel
Date: October 2, 1997
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Exhibit 99
WESTINGHOUSE PUBLIC RELATIONS Westinghouse Electric Corporation
Westinghouse Building, Gateway Center
11 Stanwix Street
Pittsburgh, Pennsylvania 15222-1384
WESTINGHOUSE/GAYLORD TRANSACTION CLOSES
NEW YORK, October 1, 1997--Westinghouse Electric Corporation (NYSE:WX)
announced today that it has closed the merger with Gaylord Entertainment
Company (NYSE:GET) by which Westinghouse will acquire Gaylord's two major cable
networks, TNN: The Nashville Network and CMT: Country Music Television. To
execute the transaction, Westinghouse will issue approximately 59 million
shares in Westinghouse Electric Corporation common stock to Gaylord
shareholders.
David Hall, who has served as President of Gaylord Communications, will
join CBS Cable as President, TNN and CMT. Mr. Hall was one of the key founders
of TNN who built the network into its leadership position in country music,
motor sports, and outdoor programming. He was also instrumental in making CMT
one of the fastest growing cable networks in the United States.
TNN, currently reaching more than 70.8 million households in the United
States and 5.5 million in Canada, is the second largest North American network
and the eighth largest in the U.S. CMT has 41.5 million subscribers in the U.S.
where it has grown 15% in the past year, an impressive growth rate for an
established network. Other assets included in the merger are CMT Canada, a
joint venture with Shaw Cable of Canada, several cable production companies,
and NASCAR Thunder, a chain of NASCAR-themed retail stores.
Contact: Jack Bergen/Westinghouse 212-975-3835
Gil Schwartz/CBS 212-975-2121
Cheryl Daly/CBS Cable 212-916-1041
