<PAGE>
PAGE 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1997
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _____________ to _____________
Commission file number 1-7564
DOW JONES & COMPANY, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 13-5034940
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
200 LIBERTY STREET, NEW YORK, NEW YORK 10281
(Address of principal executive offices) (Zip Code)
(212) 416-2000
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
Yes X No
--- ---
The number of shares outstanding of each of the issuer's classes of
common stock on September 30, 1997: 74,715,754 shares of Common Stock and
21,591,071 shares of Class B Common Stock.
<PAGE>
PAGE 2
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements
<TABLE>
<CAPTION>
CONDENSED CONSOLIDATED
STATEMENTS OF INCOME
Dow Jones & Company, Inc.
Quarters Ended Nine Months Ended
September 30 September 30
==========================================================================================
(in thousands except
per share amounts) 1997 1996 1997 1996
- ------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
REVENUES:
Information services $286,911 $276,822 $ 822,050 $ 833,380
Advertising 235,180 202,900 720,278 634,694
Circulation and other 114,235 115,149 340,705 342,268
- ------------------------------------------------------------------------------------------
Total revenues 636,326 594,871 1,883,033 1,810,342
- ------------------------------------------------------------------------------------------
EXPENSES:
News, operations and development 225,841 205,879 650,446 603,313
Selling, administrative and general 223,219 208,706 657,765 613,298
Newsprint 36,485 36,573 108,145 127,358
Second class postage and carrier delivery 27,690 26,746 83,759 80,715
Depreciation and amortization 62,097 54,695 181,735 162,342
- ------------------------------------------------------------------------------------------
Operating expenses 575,332 532,599 1,681,850 1,587,026
- ------------------------------------------------------------------------------------------
Operating income 60,994 62,272 201,183 223,316
OTHER INCOME (DEDUCTIONS):
Investment income 803 976 2,563 3,075
Interest expense (4,970) (5,206) (14,922) (12,683)
Equity in (losses) earnings of
associated companies (4,544) (3,310) (22,031) 1,450
Other, net (712) 14,966 3,620 13,806
- ------------------------------------------------------------------------------------------
Income before income taxes and
minority interests 51,571 69,698 170,413 228,964
Income taxes 24,549 30,536 82,822 103,729
- ------------------------------------------------------------------------------------------
Income before minority interests 27,022 39,162 87,591 125,235
Minority interests in (earnings)
losses of subsidiaries (144) 1,514 (408) 5,091
- ------------------------------------------------------------------------------------------
NET INCOME $ 26,878 $ 40,676 $ 87,183 $ 130,326
==========================================================================================
PER SHARE:
Net income $.28 $.42 $.91 $1.34
Cash dividends declared .72 .72
==========================================================================================
Weighted-average shares outstanding 96,124 96,725 95,836 97,054
==========================================================================================
See notes to condensed consolidated financial statements.
</TABLE>
<PAGE>
PAGE 3
<TABLE>
<CAPTION>
CONDENSED CONSOLIDATED
STATEMENTS OF CASH FLOWS
Dow Jones & Company, Inc.
Nine Months Ended September 30
===========================================================================
(in thousands) 1997 1996
- ---------------------------------------------------------------------------
<S> <C> <C>
OPERATING ACTIVITIES:
Net income $ 87,183 $ 130,326
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation and amortization 181,735 162,342
Changes in assets and liabilities 62,232 2,862
Other, net 20,584 (8,081)
- ---------------------------------------------------------------------------
Net cash provided by operating activities 351,734 287,449
- ---------------------------------------------------------------------------
INVESTING ACTIVITIES:
Additions to plant and property (246,701) (168,482)
Businesses and investments acquired,
net of cash received (55,288) (134,154)
Disposition of businesses and investments 5,784 23,855
Other, net 18,299 9,744
- ---------------------------------------------------------------------------
Net cash used in investing activities (277,906) (269,037)
- ---------------------------------------------------------------------------
FINANCING ACTIVITIES:
Cash dividends (68,982) (69,970)
Increase in long-term debt 32,310 137,608
Reduction of long-term debt (41,711) (65,811)
Purchase of treasury stock (48,186)
Other, net 25,774 26,012
- ---------------------------------------------------------------------------
Net cash used in financing activities (52,609) (20,347)
- ---------------------------------------------------------------------------
Effect of exchange rate changes on cash (30) (662)
- ---------------------------------------------------------------------------
Increase (decrease) in cash and cash equivalents 21,189 (2,597)
Cash and cash equivalents at beginning of year 6,769 13,667
- ---------------------------------------------------------------------------
Cash and cash equivalents at September 30 $ 27,958 $ 11,070
===========================================================================
See notes to condensed consolidated financial statements.
</TABLE>
<PAGE>
PAGE 4
<TABLE>
<CAPTION>
CONDENSED CONSOLIDATED
BALANCE SHEETS
Dow Jones & Company, Inc.
September 30 December 31
===========================================================================
(in thousands) 1997 1996
- ---------------------------------------------------------------------------
<S> <C> <C>
ASSETS:
Cash and cash equivalents $ 27,958 $ 6,769
Accounts receivable--trade, net 280,808 313,205
Inventories 10,315 10,840
Other current assets 77,452 72,871
- ---------------------------------------------------------------------------
Total current assets 396,533 403,685
- ---------------------------------------------------------------------------
Investments in associated companies,
at equity 194,821 215,478
Other investments 97,022 99,587
Plant and property, at cost 2,399,905 2,219,490
Less, accumulated depreciation 1,577,461 1,480,090
- ---------------------------------------------------------------------------
822,444 739,400
Excess of cost over net assets of
businesses acquired, less amortization 1,266,962 1,272,489
Other assets 36,078 28,992
- ---------------------------------------------------------------------------
Total assets $2,813,860 $2,759,631
===========================================================================
LIABILITIES:
Accounts payable and accrued liabilities $ 290,552 $ 291,780
Income taxes 60,038 63,868
Unearned revenue 254,393 240,239
Current maturities of long-term debt 5,318 5,318
- ---------------------------------------------------------------------------
Total current liabilities 610,301 601,205
Long-term debt 322,936 332,300
Other noncurrent liabilities 197,657 182,133
- ---------------------------------------------------------------------------
Total liabilities 1,130,894 1,115,638
- ---------------------------------------------------------------------------
STOCKHOLDERS' EQUITY:
Common stocks 102,181 102,181
Additional paid-in capital 135,387 134,434
Retained earnings 1,619,988 1,601,787
Unrealized gain on investments 5,818 12,353
Cumulative translation adjustment (8,731) (5,896)
- ---------------------------------------------------------------------------
1,854,643 1,844,859
Less, treasury stock, at cost 171,677 200,866
- ---------------------------------------------------------------------------
Total stockholders' equity 1,682,966 1,643,993
- ---------------------------------------------------------------------------
Total liabilities and stockholders' equity $2,813,860 $2,759,631
===========================================================================
See notes to condensed consolidated financial statements.
</TABLE>
<PAGE>
PAGE 5
NOTES TO FINANCIAL STATEMENTS
Dow Jones & Company, Inc.
1. The accompanying unaudited condensed consolidated financial statements
reflect all adjustments considered necessary by management to present fairly
the company's consolidated financial position as of September 30, 1997, and
December 31, 1996, and the consolidated results of operations for the three-
month and nine-month periods ended September 30, 1997 and 1996, and the
consolidated cash flows for the nine-month periods then ended. All
adjustments reflected in the accompanying unaudited condensed consolidated
financial statements are of a normal recurring nature. The results of
operations for the respective interim periods are not necessarily indicative
of the results to be expected for the full year.
2. The first quarter of 1997 included a gain of four cents per share from
the sale of the company's American Demographics subsidiary, a publisher of
information products serving the marketing industry. Net income in the
third quarter of 1997 included a net enhancement of 11 cents per share from
certain one-time fees received from licensing The Dow Jones Averages.
3. On June 17, 1997, the company purchased Indepth Data Inc., a provider of
comprehensive historical and real-time information on fixed-income
instruments.
4. Supplementary cash flow data:
<TABLE>
<CAPTION>
Nine Months Ended September 30
===========================================================================
(in thousands) 1997 1996
- ---------------------------------------------------------------------------
<S> <C> <C>
Interest payments $ 11,441 $ 9,354
Income tax payments 88,491 121,908
============================================================================
</TABLE>
5. Certain of the 1996 amounts have been reclassified for comparative
purposes.
<PAGE>
PAGE 6
ITEM 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
FOR THE THIRD QUARTER AND NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
Net income for the third quarter of 1997 was $26.9 million, or $.28 per
share, a decline of 33.9% from the $40.7 million, or $.42 per share, earned
in 1996's third quarter. Earnings in 1997's third quarter were enhanced
$10.6 million, or 11 cents per share, from certain one-time fees received
for licensing The Dow Jones Averages. The third quarter of 1996 included a
gain of $8.8 million, or nine cents per share, from the sale of the
company's interest in Press-Enterprise Co. Excluding these one-time items,
net income fell 49% from a year ago. The drop in earnings is primarily due
to investment spending and declining operating results at Dow Jones Markets,
partially offset by improved results in the business publishing segment.
In early 1997, the company launched a $650 million investment program
to revitalize Dow Jones Markets over a three to four year period. Expenses
from this program, combined with declining results at Dow Jones Markets,
are expected to have a substantial adverse effect on consolidated earnings
in 1997 and 1998. The revitalization plan, and other alternatives, are
subject to periodic review by management and the Board of Directors. A
reassessment is currently underway in conjunction with the company's annual
budget process.
For the first nine months of 1997, net income of $87.2 million, or $.91
per share, was down $43.1 million, or 33.1%, from net income of $130.3
million, or $1.34 per share, in 1996. Earnings in 1997's first quarter
included a gain of four cents per share from the sale of the company's
American Demographics subsidiary, a publisher of information products
serving the marketing industry.
Third-quarter 1997 operating income slipped 2.1%, to $61 million. The
operating margin fell to 9.6% from 10.5% a year ago. Revenues advanced
$41.5 million, or 7%, to $636.3 million. Revenue growth was the result of
an 18% advertising linage gain at The Wall Street Journal and upfront fees
for licensing The Dow Jones Averages. Dow Jones Markets revenues declined
6.9%.
Operating expenses in the third quarter of $575.3 million climbed $42.7
million, or 8%, primarily due to Dow Jones Markets revitalization program
and rising content costs from information providers. By comparison,
operating expenses through the first half of the year had increased only
4.9% from 1996, reflecting the impact of a drop in newsprint prices.
Newsprint expense in the third quarter of 1997 approximated 1996's level as
the gap in newsprint prices for the two corresponding periods narrowed and
consumption increased.
Operating income in the first nine months of 1997 was $201.2 million,
down 9.9% from the like period last year. A substantial drop in earnings
from financial information services exceeded significant operating income
gains at the business publishing and community newspapers segments.
Revenues of $1.88 billion advanced $72.7 million, or 4%, while operating
expenses increased $94.8 million, or 6%. The company employed 12,491 full-
time employees at September 30, 1997, up 6.1% from 11,777 a year earlier, as
a result of increased staffing at Dow Jones Markets and The Wall Street
Journal.
<PAGE>
PAGE 7
SEGMENT DATA
The company's operations are divided into the following three segments:
business publishing, financial information services and community
newspapers. Business publishing contains the company's Print Publications,
as well as the Dow Jones Interactive Publishing group and some Television
operations. Business publishing serves the corporate business consumer and
private investor marketplaces by providing news and information in a wide
variety of print and electronic media. Business publishing accounted for
half of the company's revenues in the first nine months of 1997.
Financial information services includes Dow Jones Markets (formerly Dow
Jones Telerate); Dow Jones' financial newswires, such as the Dow Jones News
Service, the AP-Dow Jones newswires and Federal Filings; and the Dow Jones
Global Indexes group, which licenses The Dow Jones Averages. This segment
primarily serves the worldwide financial services industry - including
traders and brokers - with real-time business and financial news, quotes,
trading systems and analytical tools. Financial information services
composed 38% of the company's revenues in the first nine months of 1997.
The community newspapers segment consists of the company's Ottaway
Newspapers Inc. subsidiary, which publishes 19 daily newspapers in
communities throughout the United States. The community newspapers segment
accounted for 12% of the company's revenues through September 1997.
The following table compares revenues and operating income by business
segment for the quarters and nine months ended September 30, 1997 and 1996:
<TABLE>
<CAPTION>
Quarters Ended September 30
============================================================================
% Increase
(in thousands) 1997 1996 (Decrease)
- ----------------------------------------------------------------------------
<S> <C> <C> <C>
Revenues:
Business publishing $310,660 $281,712 10.3
Financial information services 249,391 240,468 3.7
Community newspapers 76,275 72,691 4.9
- ----------------------------------------------------------------------------
Operating Income:
Business publishing $ 47,682 $ 24,258 96.6
Financial information services 5,566 32,551 (82.9)
Community newspapers 12,743 11,390 11.9
============================================================================
Nine Months Ended September 30
============================================================================
Revenues:
Business publishing $950,505 $872,812 8.9
Financial information services 711,223 726,446 (2.1)
Community newspapers 221,305 211,084 4.8
- ----------------------------------------------------------------------------
Operating Income:
Business publishing $167,026 $ 92,826 79.9
Financial information services 12,440 118,937 (89.5)
Community newspapers 36,467 28,111 29.7
============================================================================
</TABLE>
<PAGE>
PAGE 8
BUSINESS PUBLISHING
Third-quarter operating income of $47.7 million grew $23.4 million, or
96.6%, from the comparable 1996 quarter. The rise was attributable to an
18% advertising volume gain at The Wall Street Journal. The operating
margin jumped to 15.3% from 8.6% in 1996. Revenues of $310.7 million gained
$28.9 million, or 10.3%, and operating expenses rose only $5.5 million, or
2.1%.
In the third quarter, revenues from Print Publications, which includes
the results of The Wall Street Journal and its international editions in
Europe and Asia, Barron's as well as other periodicals, improved 11.4%.
Advertising revenue advanced 19.4%, primarily the result of the advertising
linage gain at The Wall Street Journal. General advertising linage, which
was about 56% of total Journal linage, grew 22.6%. Financial advertising
linage, which composed about 30% of Journal linage, climbed 14.9%.
Classified and other Journal linage was up 8.6%. Barron's national
advertising pages gained 19%. Advertising revenue for international print
publications, which include the Asian and European Journals, the Far Eastern
Economic Review and inserts such as The Wall Street Journal Americas,
advanced 10.2%. Circulation revenue was flat compared with 1996's third
quarter. Expenses for Print Publications increased 3.1%, reflecting higher
costs associated with advertising volume and increased selling efforts to
expand circulation.
Dow Jones Interactive Publishing revenues rose 2.8% in the quarter.
The Interactive Journal, which became a subscription service in the latter
part of 1996, had over 142,000 subscribers as of September 30, 1997.
Expenses for the group rose 4.8%, reflecting higher content costs from
information providers and increased expenses from Interactive Journal
operations. Television operating losses within the business publishing
segment fell $3.3 million, the result of discontinuing the Dow Jones
Investor Network in January 1997 and improved operating results from
European Business News. Including equity losses, pretax television losses
were $2.5 million less than the like period in 1996.
Business publishing operating income for the nine months ended
September 30, 1997 was $167 million, a gain of $74.2 million, or 79.9%, from
the comparable 1996 period. Business publishing revenues of $950.5 million
improved $77.7 million, or 8.9%, from the corresponding period in 1996,
while expenses rose just $3.5 million, or 0.4%.
Print Publications revenues grew 9.6% in the first nine months of 1997.
Advertising revenue climbed 15.6%, with Wall Street Journal linage up 15.4%
and Barron's national advertising pages increasing 6.7%. Advertising
revenue for the international publications grew 7.3%. Circulation revenue
for Print Publications was relatively flat versus the first nine months of
1996. Average circulation for the domestic Wall Street Journal slipped
about 0.6%, to 1,788,000. Average combined circulation for the Asian and
European Journals rose about 0.6% to 118,000. Barron's average circulation
declined 0.8%, to approximately 296,000. Print Publications expenses were
even with last year, as lower newsprint prices offset higher costs related
to advertising volume and additional circulation selling expenses.
<PAGE>
PAGE 9
For the nine months ended September 30, 1997, total pretax losses due
to worldwide television ventures, including operating losses from European
Business News, and equity losses from ventures in Asia and the U.S., were
$40.2 million compared with losses of $33.6 million in the corresponding
period in 1996. The current year was negatively affected by start-up losses
of WBIS+, the company's half-owned New York television station. The company
and its partner ITT Corp. have agreed to sell WBIS+ to Paxson Communications
Corp, which assumed operations of the station on June 29, 1997.
The number of full-time employees in the business publishing segment
increased 2.1% from September 30, 1996 due to an expansion of The Wall
Street Journal staff.
FINANCIAL INFORMATION SERVICES
Financial information services segment third-quarter operating income
declined $27 million, or 82.9%, to $5.6 million. Excluding Dow Jones Global
Indexes, the segment would have reported a loss of $12.4 million.
Fluctuations in foreign currency exchange rates contributed $5.6 million to
the decline in operating income from 1996's third quarter. A significant
downturn at Dow Jones Markets negatively affected the segment's results for
the quarter. Dow Jones Markets revenues fell 6.9% (or 1.6% excluding
foreign exchange) in the third quarter.
In early 1997 the company launched a revitalization program for Dow
Jones Markets to expand and improve its competitive position in news, real-
time prices, historical data, analytical products and third-party services.
Dow Jones Markets is also developing a distribution infrastructure based on
standard Internet protocols which is expected to be more flexible than its
current page-based system. Reflecting the revitalization plan, Dow Jones
Markets' expenses rose 17.1% in the third quarter. The company is currently
reviewing the revitalization plan and other alternatives in conjunction with
the company's annual budget process.
Financial information services revenues for the quarter gained $8.9
million, or 3.7%, to $249.4 million. Excluding Global Indexes, segment
revenue was down 4.6%. Dow Jones Markets revenue declined 6.9%, or 1.6%
without the impact of foreign currency fluctuations. Revenues from the
company's newswires improved 7.1%. Domestic revenues for the segment were
up 22.6%, or 0.8% excluding Global Indexes. Foreign revenues fell 8%, or
0.9% excluding foreign exchange.
To date, Global Indexes revenue has been almost entirely one-time fees
from the licensing of The Dow Jones Averages. Prospectively, revenues will
be dependent on fees generated from the trading of products based on these
averages.
Third-quarter 1997 segment operating expenses of $243.8 million climbed
$35.9 million, or 17.3%. Excluding the effect of foreign currency exchange
fluctuations, operating expenses rose 19.7%. The rise was primarily due to
expenses for the revitalization program.
<PAGE>
PAGE 10
For the first nine months of 1997, financial information services
operating income was $12.4 million, a decline of $106.5 million, or 89.5%,
from the like period in 1996. (Excluding Global Indexes, the segment's
operating loss was $8.4 million.) Revenues decreased $15.2 million, or
2.1%, while expenses rose $91.3 million, or 15%. Dow Jones Markets revenues
fell 8.1% in the first nine months and are expected to be down in that range
for the full year. Excluding the effect of foreign currency exchange
fluctuations in the first nine months of 1997, operating income would have
declined $90.9 million, or 76.4%, with revenues up 1.5% and operating
expenses increasing 16.7%.
At September 30, 1997, the number of full-time employees in this
segment was up approximately 14.5% from a year earlier, largely due to
expanded staffs for the revitalization program and the acquisition of
Indepth Data Inc., a provider of comprehensive historical and real-time
information on fixed-income instruments.
COMMUNITY NEWSPAPERS
The segment's third-quarter 1997 operating income of $12.7 million
advanced $1.4 million, or 11.9%, compared with the like 1996 quarter.
Community newspapers revenues of $76.3 million improved $3.6 million, or
4.9%. Advertising revenue grew 5.9%, with a linage increase of 2.1%.
Circulation revenue rose 2.1% from the year-ago quarter. Operating expenses
of $63.5 million gained $2.2 million, or 3.6%.
Community newspapers operating income for the first nine months of 1997
advanced $8.4 million, or 29.7%, to $36.5 million. Revenues were up $10.2
million, or 4.8%, while operating expenses increased $1.9 million, or 1%.
Current year results benefited from a decline in newsprint prices, as
newsprint expense dropped 16.9% compared to the first nine months of 1996.
OTHER INCOME / DEDUCTIONS
Interest expense in 1997's third quarter declined $0.2 million, or
4.5%, from the third quarter of 1996. For the first nine months of 1997,
interest expense was up $2.2 million, or 17.7%, primarily reflecting a
higher average debt level in the first half of 1997. Long-term debt as of
September 30, 1997 was $323 million versus $332 million at June 30, 1997,
and $326 million at September 30, 1996.
In the third quarter of 1997, the company's share of losses from
associated companies was $4.5 million, an increase of $1.2 million, or
37.3%, from the year ago loss. For the first nine months of 1997, the
company's share of losses from associated companies totaled $22 million, a
negative swing of $23.5 million from earnings of $1.5 million a year
earlier. The downturn in equity results in 1997 was chiefly due to a drop
in newsprint mill partnership earnings and additional losses from television
ventures, primarily the company's New York television station, WBIS+.
Other income for the first nine months of 1997 fell $10.2 million from
the comparable period last year. First-quarter 1997 included a pretax gain
of $6.2 million from the sale of the company's American Demographics
subsidiary. Third-quarter 1996 included a $14.3 million pretax gain on the
sale of the company's interest in Press-Enterprise Co.
<PAGE>
PAGE 11
INCOME TAXES
The effective income tax rate for the third quarter of 1997 increased
to 47.6% from 43.8% in the third quarter a year ago. For the first nine
months of 1997, the effective income tax rate was 48.6% compared with 45.3%
in the comparable 1996 period. The higher effective tax rates in 1997
resulted primarily from the greater impact of nondeductible goodwill
amortization on substantially lower pretax earnings.
FINANCIAL POSITION
In the first nine months of 1997, funds provided by operations were
$351.7 million, an increase of $64.3 million from the $287.4 million
generated in the like period last year. The increase in cash from
operations resulted chiefly from improved collections of accounts
receivables. In the first nine months of 1997, the company paid cash
dividends of $69 million and funded capital expenditures of $246.7 million.
Investments totaled $55.3 million, consisting of the purchase of Indepth
Data Inc. as well as investments in various equity ventures.
On May 12, 1997, the company and ITT Corp. entered into an agreement to
sell WBIS+'s broadcast license and equipment to Paxson Communications Corp.
Regulatory approvals necessary to close the deal are pending, and are
expected to be received prior to year-end. Since July, Paxson has been
operating the station under a license agreement while awaiting approvals.
The company expects to recognize a modest gain when the transaction is
finalized.
On September 30, 1997, Ottaway Newspapers, a wholly-owned subsidiary of
the company, and Thomson Newspapers announced an agreement in principle to
swap daily newspapers in Arizona and New Hampshire, respectively. Thomson
will exchange ownership of the Portsmouth Herald for Ottaway Newspapers'
News-Sun. The company anticipates completing this transaction in the fourth
quarter of 1997.
The company continues to sharpen its focus by disposing of nonstrategic
assets. During the third quarter, the Teleres online real estate
information service was closed. Also, on October 16, 1997, the company and
the Washington Post Co. agreed to sell their 35% interests in Bear Island
Paper Company, a newsprint mill, and Bear Island Timberlands Co. to Brant-
Allen Industries, their partner in the Virginia-based concerns. The
transaction is subject to Brant-Allen obtaining necessary financing, but is
expected to close in the fourth quarter of 1997. The company anticipates
recording a significant gain when the sale is consummated.
<PAGE>
PAGE 12
INFORMATION RELATING TO FORWARD-LOOKING STATEMENTS
Management's Discussion and Analysis and other sections of this Form
10-Q include forward-looking statements that reflect the company's current
expectations concerning future results and events. The words "expects,"
"intends," "plans," "believes," "anticipates," "likely," "will," and similar
expressions identify forward-looking statements. These forward-looking
statements are subject to certain risks and uncertainties that could cause
actual results and events to differ materially from those anticipated in the
forward-looking statements. Some important factors that might cause such a
difference include, but are not limited to, the company's ability to develop
and implement the planned enhancements of Dow Jones Markets' products and
services on a timely and cost-effective basis and customer acceptance of
those products and services; rapid technological changes and frequent new
product introductions prevalent in the financial information services and
electronic publishing industries; product obsolescence due to advances in
technology and shifts in market demand; competition from increased
availability of financial information, including through the Internet, and
resulting price pressures; business conditions (growth or consolidation) in
the financial services and banking industries; economic and stock market
conditions, particularly in the U.S., Europe and Japan, and their impact on
advertising sales and sales of the company's products and services; cost of
newsprint; adverse verdicts in legal proceedings, including libel actions;
adverse decisions by federal regulators, including failure to approve the
sale of WBIS+'s broadcast license; risks associated with the development of
television channels in competitive foreign markets, including the company's
ability to produce or obtain desired programming, to sell advertising time
at desired rates, to achieve sufficient distribution and to attract
audiences; risks associated with foreign operations, including currency and
political risks; and such other risk factors as may have been or may be
included from time to time in the company's reports filed with the
Securities and Exchange Commission.
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits filed:
Financial Data Schedule (Exhibit 27)
(b) Reports on Form 8-K:
No reports on Form 8-K were filed during the quarter for which
this report is filed.
<PAGE>
PAGE 13
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 thereunto duly authorized.
DOW JONES & COMPANY, INC.
-------------------------
(Registrant)
Date: November 7, 1997 By Thomas G. Hetzel
----------------------
Comptroller
(Chief Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
FINANCIAL STATEMENTS IN FORM 10-Q FOR DOW JONES & COMPANY, INC. FOR THE
PERIOD ENDED SEPTEMBER 30, 1997, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000029924
<NAME> DOW JONES & COMPANY, INC.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> 27,958
<SECURITIES> 0
<RECEIVABLES> 299,872
<ALLOWANCES> 19,064
<INVENTORY> 10,315
<CURRENT-ASSETS> 396,533
<PP&E> 2,399,905
<DEPRECIATION> 1,577,461
<TOTAL-ASSETS> 2,813,860
<CURRENT-LIABILITIES> 610,301
<BONDS> 322,936
0
0
<COMMON> 102,181
<OTHER-SE> 1,580,785
<TOTAL-LIABILITY-AND-EQUITY> 2,813,860
<SALES> 1,883,033
<TOTAL-REVENUES> 1,883,033
<CGS> 1,024,085
<TOTAL-COSTS> 1,024,085
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 14,922
<INCOME-PRETAX> 170,413
<INCOME-TAX> 82,822
<INCOME-CONTINUING> 87,183
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 87,183
<EPS-PRIMARY> .91
<EPS-DILUTED> 0
</TABLE>
