<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D/A
AMENDMENT NO. 2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
LIN TELEVISION CORPORATION
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(Name of Issuer)
COMMON STOCK, $.01 PAR VALUE PER SHARE
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(Title of Class of Securities)
532776 10 1
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(CUSIP Number)
Marilyn J. Wasser
AT&T Corp.
131 Morristown Road
Basking Ridge, New Jersey 07920
(908) 953-4408
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 9, 1996
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(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 this statement. [_]
(A fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent
of the class of securities described in Item 1; and (2) has filed no
amendment subsequent thereto reporting beneficial ownership of less than
five percent of such class.) (See Rule 13d-7.)
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 (the "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).
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CUSIP NO. 532776 10 1
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
AT&T CORP. IRS I.D. 13-4924710
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_]
(b) [x]
3 SEC USE ONLY
4 SOURCE OF FUNDS
00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(a) OR 2(e) [_]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Organized under the laws of the State of New York
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
13,494,750
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
13,494,750
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
13,494,750
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[_]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
45.4%
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14 TYPE OF REPORTING PERSON*
CO
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CUSIP NO. 532776 10 1
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
AT&T Wireless Services, Inc. IRS I.D. 91-1379052
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_]
(b) [x]
3 SEC USE ONLY
4 SOURCE OF FUNDS
00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(a) OR 2(e) [_]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Organized under the laws of the State of Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
13,494,750
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
13,494,750
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
13,494,750
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[_]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
45.4%
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14 TYPE OF REPORTING PERSON*
CO
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CUSIP NO. 532776 10 1
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
MMM Holdings, Inc. IRS I.D. 91-1446947
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_]
(b) [x]
3 SEC USE ONLY
4 SOURCE OF FUNDS
00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(a) OR 2(e) [_]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Organized under the laws of the State of Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
13,494,750
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
13,494,750
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
13,494,750
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[_]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
45.4%
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14 TYPE OF REPORTING PERSON*
CO
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This Schedule 13D is amended as follows:
ITEM 1. SECURITY AND ISSUER.
This Amendment No. 2 to Schedule 13D relates to the common stock, par
value $.01 per share (the "Common Stock"), of LIN Television Corporation, a
Delaware corporation (the "Issuer"). The principal executive offices are
located at 4 Richmond Square, Floor 2, Providence, Rhode Island 02906.
ITEM 2. IDENTITY AND BACKGROUND.
(a), (b) and (c) This Amendment No. 2 to Schedule 13D is being filed
by AT&T Corp., a New York corporation ("AT&T"), AT&T Wireless Services, Inc.,
a Delaware corporation ("AT&T Wireless") and MMM Holdings, Inc., a Delaware
corporation ("MMM") (all being collectively referred to herein as the
"Reporting Persons"). The Common Stock is held of record in the name of
MMM, which is a wholly owned subsidiary of AT&T Wireless, which is a wholly
owned subsidiary of AT&T. In addition, AT&T is the controlling person of
AT&T Wireless and MMM, and AT&T Wireless is the controlling person of MMM.
AT&T does not have a controlling person.
AT&T is principally engaged in communications and financial services.
The address of its principal business and principal office is 32 Avenue of
the Americas, New York, New York 10013-2412.
AT&T Wireless is principally engaged in the business of providing
cellular communication services. The address of its principal business and
principal office is 5000 Carillon Point, Kirkland, Washington 98033.
MMM conducts no business. It is a corporation formed to hold
securities of LIN. The address of its principal business and principal
office is 5000 Carillon Point, Kirkland, Washington 98033.
Schedules I, II and III attached hereto and incorporated herein by
this reference list each executive officer and director of AT&T, AT&T
Wireless and MMM, respectively, and the business address, present principal
occupation or employment and the name, principal business and address of any
corporation or other organization in which such employment is conducted.
(d) During the last five years, neither any of the Reporting Persons
nor, to the best knowledge of the Reporting Persons, any of the other
persons named in Schedule I, II or III has been convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors).
(e) During the last five years, neither any of the Reporting Persons
nor, to the best knowledge of the Reporting Persons, any of the other
persons named in Schedule I, II or III was a party to a civil proceeding of
a judicial or administrative body of competent jurisdiction and as a result
of such proceeding was or is subject to a judgment, decree or final order
enjoining future violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding any violation with
respect to such laws.
(f) AT&T is incorporated in New York and AT&T Wireless and MMM are
each incorporated in Delaware. Schedules I, II and III provide information
regarding the citizenship for the executive officers and directors of
AT&T, AT&T Wireless and MMM.
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ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
No funds or other consideration of any kind was given by any of the
Reporting Persons or any of the persons named in Schedule I, II or III in
connection with the event that required the filing of this Amendment No. 2
to Schedule 13D.
ITEM 4. PURPOSE OF TRANSACTION.
The event that required the filing of this Amendment No. 2 to Schedule
13D is to update certain information provided in Amendment No. 1 to Schedule
13D on the cover page and in Items 2, 4 and 5 thereof.
Due to the issuances of common stock by the Issuer resulting from the
exercise of outstanding options subsequent to the filing of Amendment No. 1
to Schedule 13D, the percentage of the class of common stock owned by the
Reporting Persons has declined from 46.2% to 45.4%. During this period of
time, the change in percentage of the class of common stock owned by the
Reporting Persons has not resulted from the acquisition or disposition of
any common stock by such Reporting Persons. However, on December 9, 1996,
the Reporting Persons informed the Issuer's Board of Directors that the
Reporting Persons have decided to review their investment in the Issuer and
evaluate alternatives which could result in the disposition, either through
private or public sales, of some or all of common stock held by the
Reporting Persons.
ITEM 5. INTEREST IN SECURITIES OF ISSUER.
(a) The aggregate number of shares of Common Stock beneficially owned
by the Reporting Persons is 13,494,750 shares, representing 45.4% of the
Common Stock outstanding.
(b) MMM has sole power to vote or direct the vote, and sole power to
dispose or to direct the disposition of, he shares of Common Stock owned by
it of record and beneficially. The remaining Reporting Persons have indirect
sole voting and dispositive power with respect to the Common Stock. Except
as otherwise indicated, the persons named in Schedules II and III as
beneficial owners of the Common Stock, to the Reporting Persons' best
knowledge, have sole voting and dispositive power with respect to such
shares.
(c) None of the Reporting Persons and, to the Reporting Persons' best
knowledge, none of the persons named on Schedule I, II or III have purchased
or effected any transactions in shares of Common Stock during the past 60
days.
(d) The Reporting Persons do not know of any other person who has the
right to receive or the power to direct the receipt of dividends from, or
the proceeds from the sale of, such securities.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES.
No change.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
None.
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SIGNATURE
The undersigned hereby agree that this Amendment No. 2 to Schedule
13D is filed on behalf of each of them and, after reasonable inquiry and to
best of their knowledge and belief, hereby certify that the information
set forth in this statement is true, complete and correct.
Dated: December 9 ,1996
AT&T CORP.
By /s/ Marilyn J. Wasser
----------------------------------------
Name: Marilyn J. Wasser
Title: Vice President-Law and Secretary
AT&T WIRELESS SERVICES, INC.
By /s/ Rolla P. Huff
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Name: Rolla P. Huff
Title: Senior Vice President, Chief
Financial Officer and Treasurer
MMM HOLDINGS, INC.
By /s/ Rolla P. Huff
----------------------------------------
Name: Rolla P. Huff
Title: Senior Vice President and
Treasurer
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SCHEDULE I
EXECUTIVE OFFICERS AND DIRECTORS OF AT&T
Unless otherwise stated, each of the persons named below is a citizen
of the United States of America. For each person whose principal employment
is with AT&T, the principal business of his or her employer is described
under Item 2 above.
Principal Occupation or
Employment; Business
Name Position Address if Employer is AT&T
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Robert E. Allen Chairman of the Board and AT&T
Chief Executive Officer
32 Avenue of the Americas
New York, NY 10013-2412
Harold W. Burlingame Executive Vice President -
AT&T
Human Resources,
295 North Maple Avenue
Basking Ridge, NJ 07920
Kenneth T. Derr Chairman and CEO
Chevron Corporation
San Francisco, CA 94105
M. Kathryn Eickhoff President
Eickhoff Economics Inc. (Economic
Consultants)
510 LaGuardia Place, Suite 400
New York, NY 10012
Walter Y. Elisha Chairman and CEO
Springs Industries, Inc. (Textiles
Manufacturing)
205 North White Street, P. O. Box 70
Fort Mill, SC 29715
Belton K. Johnson Former Owner of Chaparrosa Ranch
100 West Houston Street
Suite 1100
San Antonio, TX 78205
Ralph S. Larsen Chairman and CEO
Johnson and Johnson
1 Johnson and Johnson Plaza
New Brunswick, NJ 08933
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Marilyn Laurie Executive Vice President -
AT&T
Public Relations and Employee
Information
295 North Maple Ave.
Basking Ridge, NJ 07920
Gail G. McGovern Executive Vice President
AT&T
295 North Maple Avenue
Basking Ridge, NJ 07920
Donald F. McHenry President
IRC Group, Inc. (Consultants)
Georgetown University
School of Foreign Service
ICC 301
Washington, DC 20057
Richard W. Miller Senior Executive Vice President
AT&T
and Chief Financial Officer
295 North Maple Avenue
Basking Ridge, NJ 07920
Joseph P. Nacchio Executive Vice President
AT&T
295 North Maple Avenue
Basking Ridge, NJ 07920
Lars Nyberg Chairman and CEO
NCR Corporation
1700 South Patterson Boulevard
Dayton, OH 45479
John C. Petrillo Executive Vice President
AT&T
295 North Maple Avenue
Basking Ridge, NJ 07920
Ronald J. Ponder Executive Vice President
AT&T
295 North Maple Avenue
Basking Ridge, NJ 07920
Michael I. Sovern President Emeritus & Chancellor
Columbia University
Kent Professor of Law
435 W. 116th Street, Box B20
New York, NY 10027
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John R. Walter President and Chief Operating
Officer
AT&T
295 North Maple Avenue
Basking Ridge, NJ 07920
Marilyn J. Wasser Vice President and Secretary AT&T
131 Morristown Road
Basking Ridge, NJ 07920
Joseph D. Williams Chairman of the Executive
Committee
Warner-Lambert Co. (Pharmaceuticals,
Health Care and Comsumer Products)
182 Tabor Road
Morris Plains, NJ 07950
Thomas H. Wyman Chairman
S. G. Warburg & Co. Inc.
The Equitable Center
787 7th Avenue
New York, NY 10019
John D. Zeglis Senior Executive Vice President
Policy Development and
Operations Support
AT&T
295 North Maple Ave.
Basking Ridge, NJ 07920
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SCHEDULE II
EXECUTIVE OFFICERS AND DIRECTORS OF AT&T WIRELESS
Unless otherwise specified, each of the persons named below is a citizen of
the United States of America. For each person whose principal employment
is with AT&T Wireless, the principal business of his employer is described
under Item 2 above.
Principal Occupation or
Employment; Business
Address if Employer is
Name Position AT&T Wireless
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Harold W. Burlingame Chairman of the Board Senior Vice President-AT&T
295 North Maple Avenue
Basking Ridge, NJ 07920
Wayne M. Perry Vice Chairman of the AT&T Wireless
Board and Secretary 5000 Carillon Point
Kirkland, WA 98033
Richard W. Miller Director Executive Vice President
and Chief Financial
Officer, AT&T
295 North Maple Avenue
Basking Ridge, NJ 07920
Rolla P. Huff Senior Vice President, AT&T Wireless
Treasurer and Chief 5400 Carillon Point
Financial Officer Kirkland, WA 98033
Steven W. Hooper President, CEO and AT&T Wireless
Director 5000 Carillon Point
Kirkland, WA 98033
Andrew A. Quartner Sr. Vice President, Asst AT&T Wireless
Secretary, Director 5000 Carillon Point
Kirkland, WA 98033
Nicolas Kauser Executive Vice President, AT&T Wireless
Chief Technology Officer 5000 Carillon Point
Kirkland, WA 98033
Mark R. Hamilton Executive Vice President, AT&T Wireless
International Affairs 5000 Carillon Point
Kirkland, WA 98033
Maggie Wilderotter Executive Vice President, AT&T Wireless
National Operations 5000 Carillon Point
Kirkland, WA 98033
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Gregory P. Landis Senior Vice President, AT&T Wireless
General Counsel 5000 Carillon Point
Kirkland, WA 98033
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SCHEDULE III
EXECUTIVE OFFICERS AND DIRECTORS OF MMM
Unless otherwise specified, each of the persons named below is a
citizen of the United States of America. For each person whose
principal employment is with MMM, the principal business of his
employer is described under Item 2 above.
Principal Occupation or
Employment; Business
Address if Employer is
Name Position MMM
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Mark R. Hamilton Executive Vice President - AT&T Wireless
International Affairs 5400 Carillon Point
Kirkland, WA 98033
Steve W. Hooper Director and President AT&T Wireless
5400 Carillon Point
Kirkland, WA 98033
Brad Horwitz Vice President AT&T Wireless
5400 Carillon Point
Kirkland, WA 98033
Rolla P. Huff Senior Vice President AT&T Wireless
-Treasurer 5400 Carillon Point
Kirkland, WA 98033
Andrew A. Quartner Director, Senior Vice
President and AT&T Wireless
Assistant Secretary 5400 Carillon Point
Kirkland, WA 98033
Wayne M. Perry Director and Secretary AT&T Wireless
5400 Carillon Point
Kirkland, WA 98033
John D. Thompson Senior Vice President AT&T Wireless
5400 Carillon Point
Kirkland, WA 98033
