BELO A H CORP
8-K, 1994-03-08
NEWSPAPERS: PUBLISHING OR PUBLISHING & PRINTING
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                       SECURITIES AND EXCHANGE COMMISSION
                                WASHINGTON, D.C.

                                    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):  FEBRUARY 23, 1994

                             A. H. BELO CORPORATION
             (Exact name of registrant as specified in its charter)

<TABLE>
<S>                              <C>                      <C>
  DELAWARE                           1-8598                    75-0135890
(State or other                  (Commission File             (IRS Employer
jurisdiction of                       Number)             Identification Number)
incorporation)
</TABLE>


      COMMUNICATIONS CENTER, 400 SOUTH RECORD STREET, DALLAS, TEXAS  75202
         (Address of principal executive offices)                  (Zip Code)


      Registrant's telephone number, including area code:  (214) 977-6606


================================================================================
================================================================================

                                                              Page 1 of 8 pages.
                                                        Exhibit Index on page 4.
<PAGE>   2
Item 5.  OTHER EVENTS.

                 On February 23, 1994, A. H. Belo Corporation (the
         "Registrant") announced that it had reached an agreement in principle
         to acquire WWL-TV, a New Orleans, Louisiana, television station for
         $110 million in cash.  The acquisition is subject to the execution of
         a definitive purchase agreement and approvals of the transaction by
         the appropriate federal agencies.

                 A copy of the Registrant's press release dated February 23,
         1994 with respect to the proposed acquisition is filed as Exhibit 28.1
         to this Report.

Item 7.  FINANCIAL STATEMENTS AND EXHIBITS.

         (c)     Exhibits. The following exhibit is filed with this Report:

<TABLE>
                        <S>                               <C>
                        Exhibit 28.1                      Press release of Registrant
                                                          dated February 23, 1994
</TABLE>





                                       2
<PAGE>   3
                                   SIGNATURES

         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.

                                               A. H. BELO CORPORATION          
                                                                               
                                                                               
Date:  MARCH 7, 1994                           By: /s/ ROBERT W. DECHERD       
                                               Robert W. Decherd               
                                               Chairman of the Board, President 
                                               and Chief Executive Officer     
                                                  




                                       3
<PAGE>   4
                                 EXHIBIT INDEX

<TABLE>
<CAPTION>
SEQUENTIALLY
NUMBERED
EXHIBIT NUMBER           DESCRIPTION                        PAGE
- --------------           -----------                        ----
  <S>              <C>                                       <C>
  28.1             Press release of Registrant               5
                   dated February 23, 1994
</TABLE>





                                       4

<PAGE>   1
                                  EXHIBIT 28.1





                                       5
<PAGE>   2

{A.H. BELO LOGO}                                                    News Release
            
FOR IMMEDIATE RELEASE                             Contact:
Wednesday, February 23, 1994                      Michael Perry or Harold Gaar  
                                                  214/977-6622     214/977-7650 
                              

                            BELO BUYS STATION WWL-TV
                                 IN NEW ORLEANS

         A. H. Belo Corporation and Rampart Operating Partnership announced
today they have reached an agreement in principle for Belo to acquire the
assets of WWL-TV, the CBS affiliate in New Orleans, Louisiana, for $110 million
in cash.

         The sale is subject to execution of a definitive purchase agreement
and approvals of the transaction by the appropriate federal agencies. The
agreement in principle was approved today by Belo's Board of Directors and the
principals of Rampart.

         The announcement was made jointly by Belo and WWL-TV president and
general manager, J. Michael Early. Mr. Early led an employee group that
purchased the station from Loyola University of New Orleans in 1990.

         Robert W. Decherd, chairman of the board, president and chief
executive officer of Belo, said, "WWL-TV has a long-standing reputation as a
station committed to its public, with news presence and market coverage
equalled by few in the nation. WWL is a good neighbor and a good citizen. We
believe that the location of WWL, combined with its unusually strong audience
shares, provides an opportunity for Belo to work effectively on a regional
basis in the television business. Mike Early, who has guided WWL for the past
33 years, has made the station a force for good in the New Orleans community."

         Barry Lewis, spokesman for Sandler Capital Management, an investor in
Rampart, said, "WWL-TV has continued to perform well in the New Orleans market
during Rampart's ownership. With its national reputation and strong market
position, WWL is a good fit with Belo's television operations and we feel the
two are an ideal match. Belo has a proven track record of community involvement
and journalistic excellence; like WWL, Belo is dedicated to a strong, vigorous
news operation."

                                     -more-

Mailing P.O. Box 655237, Dallas, Texas 75265-5237 Facsimile 214 977 6603
Telephone 214 977 6606
Deliveries 400 South Record Street, Dallas, Texas 75202
<PAGE>   3
Page Two
February 23, 1994
Belo Buys WWL-TV in New Orleans


         WWL-TV will become a part of Belo's Broadcast Division headed by Ward
L. Huey, Jr., president and vice chairman of Belo's Board of Directors. Mr.
Huey said, "WWL-TV is one of the great television franchises in America. We are
fortunate to have someone of Mike Early's stature to help us make the
transition of WWL to the Belo television group. I'm counting on his continued
presence and guidance."

         Mr. Early has been general manager of WWL-TV since 1961 and the chief
architect in its rise from also-ran to market leadership for the past 25 years.
It was his idea to form the employee group to buy the station from Loyola
University and the Jesuit Fathers. Mr. Early and Mr.  Lewis worked to put
together the financing for that transaction.

         WWL-TV has a long and proud history in New Orleans. It began
operations in 1957, but its parent, WWL-AM radio, was a pioneer in American
broadcasting, dating back to 1912 and a hand-built transmitter on the Loyola
University campus. Loyola sold WWL-AM in 1989. WWL-TV was sold to the employee
group in August of 1990.

         The station is one of the most honored in American television. Its
news operation has won the Edward R. Murrow Award twice in the last seven
years. It has won the George Foster Peabody Award four times. It has won a
national Emmy Award, the Overseas Press Club Award and almost every other major
award in American television.

         Its daily editorial is the oldest, longest-running broadcast editorial
in America, dating back to March 26, 1962. It has been honored twice by the
Society of Professional Journalists, Sigma Delta Chi, with its national
editorial prize.

         WWL-TV was one of the first stations in the country to program a local
cable channel to distribute its news programs. Its "NewsWatch" operation on Cox
Cable's Channel 15 in New Orleans, Jefferson, and St. Charles Parishes, reaches
almost 250,000 homes on a 24-hour-a-day basis.

                                     -more-
<PAGE>   4
Page Three
February 23, 1994
Belo Buys WWL-TV in New Orleans


         Ted Hepburn of The Ted Hepburn Company represented Rampart in the
transaction.

         Belo owns and operates network-affiliated television stations WFAA-TV
(ABC) in Dallas-Fort Worth; KHOU-TV (CBS) in Houston, Texas; KXTV (CBS) in
Sacramento, California; WVEC-TV (ABC) in Hampton-Norfolk, Virginia; and KOTV
(CBS) in Tulsa, Oklahoma; as well as Belo Productions, Inc., Belo also owns The
Dallas Morning News, DFW Suburban Newspapers, Inc., and DFW Printing Company,
Inc..  Shares of Belo Series A Common Stock are traded on the New York Stock
Exchange under the symbol BLC.

                                      -30-


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