SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D**
Under the Securities Exchange Act of 1934
(Amendment No. 8)*
John Wiley & Sons, Inc.
(Name of Issuer)
Class A Common Stock, Par Value $1.00 Per Share
(Title of Class of Securities)
968223206
(Cusip Number)
W. Robert Cotham
201 Main Street, Suite 2600
Fort Worth, Texas 76102
(817) 390-8400
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
July 11, 1994
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on
Schedule 13G to report the acquisition which is the subject of this
Schedule 13D, and is filing this schedule because of Rule
13d-1(b)(3) or (4), check the following box [ ].
Check the following box if a fee is being paid with the statement
[ ].
*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 disclosures provided in a
prior cover page.
The information required on 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).
**The total number of shares reported herein is 310,883 shares,
which constitutes approximately 10.0% of the total number of shares
outstanding. All ownership percentages set forth herein assume
that there are 3,111,488 shares outstanding. The number of
outstanding shares reported on the Issuer's most recent quarterly
report on Form 10-K is 3,111,388.
<PAGE>
<PAGE>
1. Name of Reporting Person:
The Bass Management Trust
2. Check the Appropriate Box if a Member of a Group:
(a) / /
(b) / X /
3. SEC Use Only
4. Source of Funds: 00 - Trust Funds
5. Check box if Disclosure of Legal Proceedings is
Required Pursuant to Items 2(d) or 2(e):
/ /
6. Citizenship or Place of Organization: Texas
7. Sole Voting Power: 77,696 (1)
Number of
Shares
Beneficially 8. Shared Voting Power: -0-
Owned By
Each
Reporting 9. Sole Dispositive Power: 77,696 (1)
Person
With
10. Shared Dispositive Power: -0-
11. Aggregate Amount Beneficially Owned by Each Reporting
Person:
77,696
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares:
/ /
13. Percent of Class Represented by Amount in Row (11): 2.5%
14. Type of Reporting Person: 00 - Trust
- ----------
(1) Power is exercised through its sole trustee, Perry R. Bass.
<PAGE>
<PAGE>
1. Name of Reporting Person:
Perry R. Bass
2. Check the Appropriate Box if a Member of a Group:
(a) / /
(b) / X /
3. SEC Use Only
4. Source of Funds: Not Applicable
5. Check box if Disclosure of Legal Proceedings is
Required Pursuant to Items 2(d) or 2(e):
/ /
6. Citizenship or Place of Organization: USA
7. Sole Voting Power: 77,696 (1)
Number of
Shares
Beneficially 8. Shared Voting Power: -0-
Owned By
Each
Reporting 9. Sole Dispositive Power: 77,696 (1)
Person
With
10. Shared Dispositive Power: -0-
11. Aggregate Amount Beneficially Owned by Each Reporting
Person:
77,696 (1)
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares:
/ /
13. Percent of Class Represented by Amount in Row (11): 2.5%
14. Type of Reporting Person: IN
- ----------
(1) Solely in his capacities as sole trustee and as one of two
trustors of The Bass Management Trust.
<PAGE>
<PAGE>
1. Name of Reporting Person:
Nancy L. Bass
2. Check the Appropriate Box if a Member of a Group:
(a) / /
(b) / X /
3. SEC Use Only
4. Source of Funds: Not Applicable
5. Check box if Disclosure of Legal Proceedings is
Required Pursuant to Items 2(d) or 2(e):
/ /
6. Citizenship or Place of Organization: USA
7. Sole Voting Power: -0-
Number of
Shares
Beneficially 8. Shared Voting Power: -0-
Owned By
Each
Reporting 9. Sole Dispositive Power: -0-
Person
With
10. Shared Dispositive Power: -0-
11. Aggregate Amount Beneficially Owned by Each Reporting
Person:
77,696 (1)
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares:
/ /
13. Percent of Class Represented by Amount in Row (11): 2.5%
14. Type of Reporting Person: IN
- ----------
(1) Solely in her capacity as one of two trustors of The Bass
Management Trust.
<PAGE>
<PAGE>
1. Name of Reporting Person:
Lee M. Bass
2. Check the Appropriate Box if a Member of a Group:
(a) / /
(b) / X /
3. SEC Use Only
4. Source of Funds: PF
5. Check box if Disclosure of Legal Proceedings is
Required Pursuant to Items 2(d) or 2(e):
/ /
6. Citizenship or Place of Organization: USA
7. Sole Voting Power: 77,696
Number of
Shares
Beneficially 8. Shared Voting Power: -0-
Owned By
Each
Reporting 9. Sole Dispositive Power: 77,696
Person
With
10. Shared Dispositive Power: -0-
11. Aggregate Amount Beneficially Owned by Each Reporting
Person:
77,696
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares:
/ /
13. Percent of Class Represented by Amount in Row (11): 2.5%
14. Type of Reporting Person: IN
<PAGE>
<PAGE>
1. Name of Reporting Person:
The Airlie Group L.P.
2. Check the Appropriate Box if a Member of a Group:
(a) / /
(b) / X /
3. SEC Use Only
4. Source of Funds: WC
5. Check box if Disclosure of Legal Proceedings is
Required Pursuant to Items 2(d) or 2(e):
/ /
6. Citizenship or Place of Organization: Delaware
7. Sole Voting Power: 155,391 (1)
Number of
Shares
Beneficially 8. Shared Voting Power: -0-
Owned By
Each
Reporting 9. Sole Dispositive Power: 155,391 (1)
Person
With
10. Shared Dispositive Power: -0-
11. Aggregate Amount Beneficially Owned by Each Reporting
Person:
155,391
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares:
/ /
13. Percent of Class Represented by Amount in Row (11): 5.0%
14. Type of Reporting Person: PN
- ----------
(1) Power is exercised through its sole general partner, EBD L.P.
<PAGE>
<PAGE>
1. Name of Reporting Person:
EBD L.P.
2. Check the Appropriate Box if a Member of a Group:
(a) / /
(b) / X /
3. SEC Use Only
4. Source of Funds: Not Applicable
5. Check box if Disclosure of Legal Proceedings is
Required Pursuant to Items 2(d) or 2(e):
/ /
6. Citizenship or Place of Organization: Delaware
7. Sole Voting Power: 155,391 (1)
Number of
Shares
Beneficially 8. Shared Voting Power: -0-
Owned By
Each
Reporting 9. Sole Dispositive Power: 155,391 (1)
Person
With
10. Shared Dispositive Power: -0-
11. Aggregate Amount Beneficially Owned by Each Reporting
Person:
155,391 (1)
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares:
/ /
13. Percent of Class Represented by Amount in Row (11): 5.0%
14. Type of Reporting Person: PN
- ----------
(1) Solely in its capacity as the sole general partner of The
Airlie Group L.P.
<PAGE>
<PAGE>
1. Name of Reporting Person:
Dort A. Cameron III
2. Check the Appropriate Box if a Member of a Group:
(a) / /
(b) / X /
3. SEC Use Only
4. Source of Funds: Not Applicable
5. Check box if Disclosure of Legal Proceedings is
Required Pursuant to Items 2(d) or 2(e):
/ /
6. Citizenship or Place of Organization: USA
7. Sole Voting Power: -0-
Number of
Shares
Beneficially 8. Shared Voting Power: 155,391 (1)
Owned By
Each
Reporting 9. Sole Dispositive Power: -0-
Person
With
10. Shared Dispositive Power: 155,391 (1)
11. Aggregate Amount Beneficially Owned by Each Reporting
Person:
155,391 (1)
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares:
/ /
13. Percent of Class Represented by Amount in Row (11): 5.0%
14. Type of Reporting Person: IN
- ----------
(1) Solely in his capacity as one of two general partners of EBD
L.P., which is the sole general partner of The Airlie Group
L.P.
<PAGE>
<PAGE>
1. Name of Reporting Person:
TMT-FW, Inc.
2. Check the Appropriate Box if a Member of a Group:
(a) / /
(b) / X /
3. SEC Use Only
4. Source of Funds: Not Applicable
5. Check box if Disclosure of Legal Proceedings is
Required Pursuant to Items 2(d) or 2(e):
/ /
6. Citizenship or Place of Organization: Texas
7. Sole Voting Power: -0-
Number of
Shares
Beneficially 8. Shared Voting Power: 155,391 (1)(2)
Owned By
Each
Reporting 9. Sole Dispositive Power: -0-
Person
With
10. Shared Dispositive Power: 155,391 (1)(2)
11. Aggregate Amount Beneficially Owned by Each Reporting
Person:
155,391 (2)
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares:
/ /
13. Percent of Class Represented by Amount in Row (11): 5.0%
14. Type of Reporting Person: CO
- ----------
(1) Power is exercised through its President, Thomas M. Taylor.
(2) Solely in its capacity as one of two general partners of EBD
L.P., which is the sole general partner of The Airlie Group
L.P.<PAGE>
<PAGE>
1. Name of Reporting Person:
Thomas M. Taylor
2. Check the Appropriate Box if a Member of a Group:
(a) /
(b) / X /
3. SEC Use Only
4. Source of Funds: Not Applicable
5. Check box if Disclosure of Legal Proceedings is
Required Pursuant to Items 2(d) or 2(e):
/ /
6. Citizenship or Place of Organization: USA
7. Sole Voting Power: -0-
Number of
Shares
Beneficially 8. Shared Voting Power: 155,391 (1)
Owned By
Each
Reporting 9. Sole Dispositive Power: -0-
Person
With
10. Shared Dispositive Power: 155,391 (1)
11. Aggregate Amount Beneficially Owned by Each Reporting
Person:
155,391 (1)
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares:
/ /
13. Percent of Class Represented by Amount in Row (11): 5.0%
14. Type of Reporting Person: IN
- ----------
(1) Solely in his capacity as President and sole shareholder of
TMT-FW, Inc., which is one of two general partners of EBD L.P.,
which is the sole general partner of The Airlie Group L.P.
<PAGE>
<PAGE>
1. Name of Reporting Person:
William P. Hallman, Jr.
2. Check the Appropriate Box if a Member of a Group:
(a) /
(b) / X /
3. SEC Use Only
4. Source of Funds: PF
5. Check box if Disclosure of Legal Proceedings is
Required Pursuant to Items 2(d) or 2(e):
/ /
6. Citizenship or Place of Organization: USA
7. Sole Voting Power: -0-
Number of
Shares
Beneficially 8. Shared Voting Power: -0-
Owned By
Each
Reporting 9. Sole Dispositive Power: -0-
Person
With
10. Shared Dispositive Power: -0-
11. Aggregate Amount Beneficially Owned by Each Reporting
Person:
100 (1)
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares:
/ /
13. Percent of Class Represented by Amount in Row (11): <0.1% (2)
14. Type of Reporting Person: IN
- ----------
(1) Assumes the conversion of 100 shares of the Issuer's Class B
Common Stock into 100 shares of the Stock.
(2) Assumes, pursuant to Rule 13d-3(d)(1)(i) under the Act, that
there are 3,097,228 shares of the Stock outstanding.
<PAGE>
<PAGE>
Pursuant to Rule 13d-2(a) of Regulation 13D-G of the General
Rules and Regulations under the Securities Exchange Act of 1934, as
amended (the "Act"), the undersigned hereby amend their Schedule 13D
Statement dated October 1, 1993, as amended by Amendment No. 1 dated
December 16, 1993, Amendment No. 2 dated February 17, 1994,
Amendment No. 3 dated February 28, 1994, Amendment No. 4 dated March
7, 1994, Amendment No. 5 dated March 29, 1994, Amendment No. 6 dated
April 5, 1994, and Amendment No. 7 dated April 20, 1994 (the
"Schedule 13D"), relating to the Class A Common Stock, par value
$1.00 per share, of John Wiley & Sons, Inc. Unless otherwise
indicated, all defined terms used herein shall have the same
meanings ascribed to them in the Schedule 13D.
Item 1. SECURITY AND ISSUER.
No material change
Item 2. IDENTITY AND BACKGROUND.
Paragraph (a) of Item 2 is hereby partially amended by adding
at the end thereof the following:
As a result of the matters described in Item 4 hereof, JMP no
longer shall be a Reporting Person for purposes of this and all
future filings on Schedule 13D.
Paragraphs (b) - (c) of Item 2 are hereby partially amended so
as to delete information with respect to JMP.
(d) - (f) No material change
Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Item 3 hereby is amended in its entirety to read as follows:
The source and amount of the funds used or to be used by the
Reporting Persons to purchase shares of the Stock are as follows:
REPORTING PERSON SOURCE OF FUNDS AMOUNT OF FUNDS
BMT Trust Funds(1) $4,567,566.00
PRB Not Applicable Not Applicable
NLB Not Applicable Not Applicable
LMB Personal Funds(2) $4,567,566.00
TAG Working Capital(3) $9,135,076.61
EBD Not Applicable Not Applicable
DAC Not Applicable Not Applicable
TMT-FW Not Applicable Not Applicable
TMT Not Applicable Not Applicable
WPH Personal Funds(2) $ 8,250.00
(1) As used herein, the term "Trust Funds" includes income
from the various investments of the trust plus sums borrowed from
banks and brokerage firm margin accounts for general purposes.
None of the funds reported herein as "Trust Funds" were borrowed
or otherwise obtained for the specific purpose of acquiring,
handling, trading or voting the Stock.
(2) As used herein, the term "Personal Funds" may include
sums borrowed from banks and brokerage firm margin accounts, none
of which were borrowed or otherwise obtained for the specific
purpose of acquiring, handling, trading or voting the Stock.
(3) As used herein, the term "Working Capital" includes
income from the business operations of the entity plus sums
borrowed from banks and brokerage firm margin accounts to operate
such business in general. None of the funds reported herein as
"Working Capital" were borrowed or otherwise obtained for the
specific purpose of acquiring, handling, trading or voting the
Stock.
Item 4. PURPOSE OF TRANSACTION.
Item 4 is hereby partially amended by adding at the end
thereof the following:
As described in the Issuer's public statement, a copy of which
is attached hereto as Exhibit 99.4, the Reporting Persons currently
intend to vote their shares in favor of the Issuer's five Class A
director nominees at the 1994 annual meeting in September.
Except as set forth in this Item 4, the Reporting Persons have
no present plans or proposals that relate to or that would result
in any of the actions specified in clauses (a) through (j) of Item
4 of Schedule 13D of the Act.
Item 5. INTEREST IN SECURITIES OF THE ISSUER.
Paragraphs (a) - (b) of Item 5 hereby are amended in their
entireties to read as follows:
(a)
BMT
The aggregate number of shares of the Stock that BMT owns
beneficially, pursuant to Rule 13d-3 of the Act, is 77,696, which
constitutes approximately 2.5% of the outstanding shares of the
Stock.
PRB
Because of his positions as Trustee and as a Trustor of BMT,
PRB may, pursuant to Rule 13d-3 of the Act, be deemed to be the
beneficial owner of 77,696 shares of the Stock, which constitutes
approximately 2.5% of the outstanding shares of the Stock.
NLB
Because of her position as a Trustor of BMT, NLB may, pursuant
to Rule 13d-3 of the Act, be deemed to be the beneficial owner of
77,696 shares of the Stock, which constitutes approximately 2.5%
of the outstanding shares of the Stock.
LMB
The aggregate number of shares of the Stock that LMB owns
beneficially, pursuant to Rule 13d-3 of the Act, is 77,696, which
constitutes approximately 2.5% of the outstanding shares of the
Stock.
TAG
The aggregate number of shares of the Stock that TAG owns
beneficially, pursuant to Rule 13d-3 of the Act, is 155,391, which
constitutes approximately 5.0% of the outstanding shares of the
Stock.
EBD
Because of its position as the sole general partner of TAG,
EBD may, pursuant to Rule 13d-3 of the Act, be deemed to be the
beneficial owner of 155,391 shares of the Stock, which constitutes
approximately 5.0% of the outstanding shares of the Stock.
DAC
Because of his position as one of two general partners of EBD,
the sole general partner of TAG, DAC may, pursuant to Rule 13d-3
of the Act, be deemed to be the beneficial owner of 155,391 shares
of the Stock, which constitutes approximately 5.0% of the
outstanding shares of the Stock.
TMT-FW
Because of its position as one of two general partners of EBD,
the sole general partner of TAG, TMT-FW may, pursuant to Rule 13d-3
of the Act, be deemed to be the beneficial owner of 155,391 shares
of the Stock, which constitutes approximately 5.0% of the
outstanding shares of the Stock.
TMT
Because of his position as the President and sole shareholder
of TMT-FW, TMT may, pursuant to Rule 13d-3 of the Act, be deemed
to be the beneficial owner of 155,391 shares of the Stock, which
constitutes approximately 5.0% of the outstanding shares of the
Stock.
WPH
The aggregate number of shares of the Stock that WPH owns
beneficially, pursuant to Rule 13d-3 of the Act, is 100, which
constitutes less than 0.1% of the 3,097,228 shares of the Stock
deemed outstanding pursuant to Rule 13d-3(d)(1)(i) under the Act.
To the best of the knowledge of each of the Reporting Persons,
other than is set forth above, none of the persons named in Item
2 herein is the beneficial owner of any shares of the Stock.
(b)
BMT
Acting through its Trustee, BMT has the sole power to vote or
to direct the vote and to dispose or to direct the disposition of
77,696 shares of the Stock.
PRB
In his capacity as Trustee of BMT, PRB has the sole power to
vote or to direct the vote and to dispose or to direct the
disposition of 77,696 shares of the Stock.
NLB
NLB has no power to vote or to direct the vote or to dispose
or to direct the disposition of any shares of the Stock.
LMB
LMB has the sole power to vote or to direct the vote and to
dispose or to direct the disposition of 77,696 shares of the Stock.
TAG
Acting through its sole general partner, TAG has the sole
power to vote or to direct the vote and to dispose or to direct the
disposition of 155,391 shares of the Stock.
EBD
As the sole general partner of TAG, EBD has the sole power to
vote or to direct the vote and to dispose or to direct the
disposition of 155,391 shares of the Stock.
DAC
As one of two general partners of EBD, which is the sole
general partner of TAG, DAC has shared power to vote or to direct
the vote and to dispose or to direct the disposition of 155,391
shares of the Stock.
TMT-FW
As one of two general partners of EBD, which is the sole
general partner of TAG, TMT-FW has shared power to vote or to
direct the vote and to dispose or to direct the disposition of
155,391 shares of the Stock.
TMT
As the President and sole shareholder of TMT-FW, which is one
of two general partners of EBD, which is the sole general partner
of TAG, TMT has shared power to vote or to direct the vote and to
dispose or to direct the disposition of 155,391 shares of the
Stock.
WPH
WPH has no power to vote or to direct the vote or to dispose
or to direct the disposition of any shares of the Stock.
(c) - (e) No material change
Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER.
No material change
Item 7. MATERIAL TO BE FILED AS EXHIBITS.
Exhibit 99.1 -- Agreement pursuant to Rule 13d-1(f)(1)(iii)
Exhibit 99.2 -- Letter to the President and Chief
Executive Officer of the Issuer
Exhibit 99.3 -- Letter to the President and Chief
Executive Officer of the Issuer
Exhibit 99.4 -- Press Release issued by the Issuer
<PAGE>
<PAGE>
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.
DATED: July 11, 1994
/s/W. R. Cotham,
W. R. Cotham,
Attorney-in-Fact for:
THE BASS MANAGEMENT TRUST (1)
PERRY R. BASS (2)
NANCY L. BASS (3)
LEE M. BASS (4)
THOMAS M. TAYLOR (5)
DORT A. CAMERON III (6)
WILLIAM P. HALLMAN, JR. (7)
THE AIRLIE GROUP L.P.,
a Delaware limited partnership
By: EBD L.P., a Delaware
limited partnership,
General Partner
By: TMT-FW, INC.,
a Texas corporation,
General Partner
By: /s/W. R. Cotham
W. R. Cotham,
Vice President
EBD L.P.,
a Delaware limited partnership
By: TMT-FW, INC.,
a Texas corporation,
General Partner
By: /s/W. R. Cotham
W. R. Cotham,
Vice President
TMT-FW, INC.,
a Texas corporation
By: /s/W. R. Cotham
W. R. Cotham,
Vice President
(1) A Power of Attorney authorizing W. R. Cotham, et al., to act
on behalf of The Bass Management Trust previously has been
filed with the Securities and Exchange Commission.
(2) A Power of Attorney authorizing W. R. Cotham, et al., to act
on behalf of Perry R. Bass previously has been filed with the
Securities and Exchange Commission.
(3) A Power of Attorney authorizing W. R. Cotham, et al., to act
on behalf of Nancy L. Bass previously has been filed with the
Securities and Exchange Commission.
(4) A Power of Attorney authorizing W. R. Cotham, et al., to act
on behalf of Lee M. Bass previously has been filed with the
Securities and Exchange Commission.
(5) A Power of Attorney authorizing W. R. Cotham, et al., to act
on behalf of Thomas M. Taylor previously has been filed with
the Securities and Exchange Commission.
(6) A Power of Attorney authorizing W. R. Cotham, et al., to act
on behalf of Dort A. Cameron III previously has been filed
with the Securities and Exchange Commission.
(7) A Power of Attorney authorizing W. R. Cotham, et al., to act
on behalf of William P. Hallman, Jr. previously has been filed
with the Securities and Exchange Commission.
<PAGE>
<PAGE>
EXHIBIT INDEX
EXHIBIT DESCRIPTION
99.1 Agreement pursuant to Rule
13d-1(f)(1)(iii), filed herewith
99.2 Letter to the President and Chief Executive
Officer of the Issuer, previously filed with
Amendment No. 3 to the Schedule 13D
99.3 Letter to the President and Chief Executive
Officer of the Issuer, previously filed with
Amendment No. 6 to the Schedule 13D
99.4 Press Release issued by the Issuer,
filed herewith
Exhibit 99.1
Pursuant to Rule 13d-1(f)(1)(iii) of Regulation 13D-G of the
General Rules and Regulations of the Securities and Exchange
Commission under the Securities Exchange Act of 1934, as amended,
the undersigned agrees that the statement to which this Exhibit is
attached is filed on behalf of each of them in the capacities set
forth below.
/s/W. R. Cotham
W. R. Cotham,
Attorney-in-Fact for:
THE BASS MANAGEMENT TRUST (1)
PERRY R. BASS (2)
NANCY L. BASS (3)
LEE M. BASS (4)
THOMAS M. TAYLOR (5)
DORT A. CAMERON III (6)
WILLIAM P. HALLMAN, JR. (7)
THE AIRLIE GROUP L.P.,
a Delaware limited partnership
By: EBD L.P., a Delaware
limited partnership,
General Partner
By: TMT-FW, INC.,
a Texas corporation,
General Partner
By: /s/W. R. Cotham
W. R. Cotham,
Vice President
EBD L.P.,
a Delaware limited partnership
By: TMT-FW, INC.,
a Texas corporation,
General Partner
By: /s/W. R. Cotham
W. R. Cotham
Vice President
TMT-FW, INC.,
a Texas corporation
By: /s/W. R. Cotham
W. R. Cotham,
Vice President
(1) A Power of Attorney authorizing W. R. Cotham, et al., to act
on behalf of The Bass Management Trust previously has been
filed with the Securities and Exchange Commission.
(2) A Power of Attorney authorizing W. R. Cotham, et al., to act
on behalf of Perry R. Bass previously has been filed with the
Securities and Exchange Commission.
(3) A Power of Attorney authorizing W. R. Cotham, et al., to act
on behalf of Nancy L. Bass previously has been filed with the
Securities and Exchange Commission.
(4) A Power of Attorney authorizing W. R. Cotham, et al., to act
on behalf of Lee M. Bass previously has been filed with the
Securities and Exchange Commission.
(5) A Power of Attorney authorizing W. R. Cotham, et al., to act
on behalf of Thomas M. Taylor previously has been filed with
the Securities and Exchange Commission.
(6) A Power of Attorney authorizing W. R. Cotham, et al., to act
on behalf of Dort A. Cameron III previously has been filed
with the Securities and Exchange Commission.
(7) A Power of Attorney authorizing W. R. Cotham, et al., to act
on behalf of William P. Hallman, Jr. previously has been filed
with the Securities and Exchange Commission.
Exhibit 99.4
JOHN WILEY BOARD NAMES CLASS A DIRECTOR NOMINEES
New York, N.Y., July 11, 1994. John Wiley & Sons, Inc.,
publishers, announced today that the company's Board of
Directors has selected five independent candidates for election
as Class A directors at the company's 1994 annual meeting of
shareholders, scheduled to be held on September 14, 1994. The
candidates are John J. Cullinane, President of The Cullinane
Group, Inc., an investment firm, and formerly CEO of Cullinet
Software, Inc.; Larry D. Franklin, President and CEO of Harte-
Hanks Communications, Inc.; John S. Herrington, currently a
consultant and attorney, and formerly Chairman of the Board of
Harcourt Brace Jovanovich; Chester O. Macey, Executive Vice
President of TRW, Inc. and General Manager of its Steering
Systems Group; and Thomas M. Taylor, President of Thomas M.
Taylor & Co., an investment firm.
All five candidates were recommended by the Board's Committee
on Directors after an extensive search and following constructive
dialogue with major owners of the company's Class A shares,
including members and associates of the Bass family of Fort Worth,
Texas.
Commenting on the selection, Charles R. Ellis, President and
CEO, said, "We are pleased by the results of the director selection
process. All of Wiley's continuing directors look forward to
working with the new Class A nominees as we continue our efforts
to build value for all of the company's owners." Wiley recently
reported fiscal 1994 results which included a 57% increase in
earnings over fiscal 1993 to $12.1 million following a 150%
earnings increase in fiscal 1993 over fiscal 1992. Revenues
increased by 8% in fiscal 1994 to $294.3 million.
In addition to the five new directors to be elected at the
annual meeting by Class A shareholders, eleven directors are
expected to be proposed for election by Class B shareholders. The
Wiley family, which has been active in the company since 1807, owns
a majority of the outstanding Class B shares and, therefore, is the
company's controlling shareholder.
Founded in 1807, John Wiley & Sons, Inc., is an independent,
global publisher of print and electronic media products,
specializing in scientific and technical books and journals;
professional and consumer books and subscription services; and
textbooks and educational materials for colleges and universities.
It has publishing, marketing and distribution centers in the United
States, Canada, Europe, Asia and Australia.
The company's Class A Shares are listed on the Nasdaq Stock
Market's National Market under the symbol WILLA and the Class B
Shares are listed on the Nasdaq Stock Market's SmallCap Market
under the symbol WILLB.
