MULTIMEDIA INC
10-Q, 1994-08-10
TELEVISION BROADCASTING STATIONS
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                       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

      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 1994

For the transition period from         to        
Commission file number 0-6265        



                                MULTIMEDIA, INC.
             (Exact name of registrant as specified in its charter)


          South Carolina                              57-0173540
- - -------------------------------                  -------------------     
(State or other jurisdiction of                  (I.R.S. Employer
 incorporation or organization)                  Identification No.)

305 South Main Street, Greenville, South Carolina             29601   
- - -------------------------------------------------           ---------
(Address of principal executive offices)                    (Zip Code)

       Registrant's telephone number, including area code (803) 298-4373

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 for each of the issuer's classes of common
stock, as of June 30, 1994:

                          Common Stock, $.10 par value

                         37,508,878 shares outstanding

<PAGE>
PART I - FINANCIAL INFORMATION

ITEM 1 - FINANCIAL STATEMENTS.

The following consolidated financial statements are incorporated by
reference from the Report to Shareholders for the quarter ended
June 30, 1994.

     Consolidated Statements of Earnings, three months and six
     months ended June 30, 1994 and 1993.

     Consolidated Balance Sheets as of June 30, 1994 and December
     31, 1993.

     Consolidated Statements of Cash Flows, six months ended June
     30, 1994 and 1993.

The information furnished reflects all adjustments consisting of
normally recurring accruals which are, in the opinion of
management, necessary to a fair statement of the results for the
interim period.

Item 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS.

Discussion regarding the Company's financial condition and results
of operations for the quarter ended June 30, 1994 is included in
the Report to Shareholders attached hereto as an exhibit and
incorporated herein by reference.

The year-to-date net earnings  of $36.8 million and earnings per
share of $.96 include an after tax gain on the sale of three radio
properties of approximately $2.1 million or $.05 per share.  Last
year's net earnings of $47.8 million or $1.25 per share included a
net benefit of $14.3 million or $.37 per share for the cumulative
effect of changes in accounting principles and an after tax gain of
$1.4 million or $.04 per share on the sale of properties in the
first quarter of 1993.  Excluding the results of the sale of
properties in 1994 and 1993 and the changes in accounting
principles in 1993, the 1994 year-to-date earnings per share
increased 8% over 1993 earnings per share.

The newspaper revenue increase was due to advertising revenue
increases primarily due to volume growth in classified and national
advertising.  

The broadcasting division revenues were 1% ahead of last year's
results for the quarter and 3% ahead year-to-date.  Excluding the
results of radio properties sold in 1994 and the Company's video
production unit sold in the first quarter of 1993, the division's
revenues increased approximately 5% for the quarter and 7% year-to-
date.  The division's operating profit, excluding the sale of
properties, increased 22% for the quarter and 29% year-to-date.

Multimedia year-to-date and quarterly cable revenues were up 1%
compared to last year primarily due to the rate freeze mandated by
the Federal Communications Commission (FCC) which has been in
effect since September 1993.  The operating profit decrease for the
division was principally due to increased depreciation expense
resulting from system rebuilds.

In February, the Company announced a $150 million technological
upgrade of its cable operations over the next five years.  The
first stage of the upgrade involves a capital investment of
approximately $45 million in both 1994 and 1995 to replace coaxial
wire with fiber.

For the quarter, the entertainment division's revenues decreased
11.3% to $36.2 million. The decrease was primarily due to
approximately $7.5 million in revenue from the made-for-television
movie operation included in last year's second quarter results. 
Excluding the movie company, entertainment's second-quarter
revenues increased 7.7%.  For the first half of the year,
entertainment's revenues decreased 5.5% to $72.9 million, but would
have increased 7.6% excluding the movie company.

The Company expects to launch an all-talk 24-hour cable channel in
October 1994.

The Security revenue and operating profit increases are primarily
due to increases in the number of customers from approximately
42,000 at the end of the second quarter of 1993 to approximately
60,000 customers at June 30, 1994.

There have been no material adverse changes in the Registrant's
financial condition during the quarter ended June 30, 1994 and
reference is made to management's discussion and analysis relating
to liquidity and capital resources which appeared on pages 16-23 of
the Company's 1993 Annual Report.


PART II - OTHER INFORMATION

ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K:

(a)  Exhibits:

   10.21.    Agreement between Multimedia, Inc. and Douglas J.
             Greenlaw dated July 20, 1994.

   10.22.    Terms of retirement of Walter E. Bartlett dated June
             16, 1994.
         
      11.    Computation of Primary and Fully Diluted Earnings per
             Share.

      15.    Independent accountants' report re unaudited interim
             financial information.

      19.    Report to Shareholders for the quarter ended June 30,
             1994.

(b)  Reports on Form 8-K.

     Items reported on Form 8-K dated June 17, 1994.

         Item 5.  Other Events.

         Item 7.  Financial Statements and Exhibits.
<PAGE>
                                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 thereunto duly authorized.





                                   Multimedia, Inc. 
                              --------------------------
                                     (Registrant)





August 9, 1994      SIGNATURE OF ROBERT E. HAMBY, JR. APPEARS HERE
- - --------------      ----------------------------------------------
     (Date)         Robert E. Hamby, Jr.
                    Senior Vice President
                    Finance & Administration
                    Chief Financial Officer



August 9, 1994      SIGNATURE OF THOMAS L. MAGAHA APPEARS HERE
- - --------------      ----------------------------------------------
    (Date)          Thomas L. Magaha
                    Vice President
                    Finance and Development/Controller



Multimedia, Inc. logo appears here
 
 
July 20, 1994
 
 
 
 
Mr. Douglas J. Greenlaw
Whittle Communications
333 Main Street
Knoxville, TN 37902-1807
 
Dear Doug:
 
This letter confirms that you will join Multimedia on August 1,
1994, as president and chief operating officer.  Your base pay
will be at the annual rate of $400,000 a year.  You will also
receive a bonus at the end of this calendar year of $100,000. 
For services rendered during 1995, you will be entitled to a
bonus equal to the greater of the bonus due as a participant in
the corporate bonus program as then in effect; or, $100,000
plus one-half of the bonus due under the bonus plan then in
effect.  (This provides a minimum bonus of $200,000 for the
period August 1, 1994 through June 30, 1995).  Additionally, we
understand that you may lose approximately $150,000 in leaving
your present employment in bonus amounts which would otherwise
be payable to you on or about September 1, 1994.  In the event
this occurs, Multimedia would pay you $150,000 (subject to
applicable tax withholdings) to compensate you for the bonus
you would have received by remaining with your present
employer.
 
In the event you are terminated by Multimedia without cause
during the period beginning August 1, 1994, and ending July 31,
1996, the company will pay you a lump sum payment equal to your
annual base salary then in effect.
 
You have been elected to membership on the board of directors
of Multimedia, Inc. and as member of the Multimedia Management
Committee and also as an ex officio member of the several
committees of the board, all effective as of August 1, 1994.

On joining the company you will be included in the Management
Committee Executive Salary Protection Plan with provision for
payment to your survivor of $250,000 the first year and
$125,000 for nine years thereafter (or until you would have 
<PAGE>
reached age 65) in the event of your death while employed by
Multimedia, provided insurance required by the plan is
reasonably obtainable.
 
You will also be enrolled in the Multimedia pension plan under
our normal procedures and you will be eligible to participate
in our Executive Medical Plan which generally reimburses one
hundred percent of covered medical and dental costs.
 
Other executive benefits to which you will be entitled include
an allowance for automobile expense of $8,160 per year, payable
in twenty-six equal payments throughout the year, and to a
payment of $4,000 per year for personal estate and tax
planning.
 
We understand that you will move your home to Greenville as
soon as possible, and Multimedia will reimburse you for your
moving expenses.
 
The foregoing arrangements are made with the approval of the
board of directors by resolutions duly adopted at its meeting
today.
 
In addition to the foregoing, the Multimedia Stock Option
Committee has this date granted to you an option to purchase at
today's market price 50,000 shares of the common stock of the
corporation in accordance with terms and provisions set forth
in the option grant, which becomes exercisable at the rate of
twenty percent per year commencing on June 30, 1995, and an
additional twenty percent per on each succeeding June 30 as set
forth in such grant.
 
We look forward to working with you.
 
Sincerely,
 
signature of Donald D. Sbarra appears here
 
DONALD D. SBARRA
Chairman of the Board
 
 
 
 
 
Accepted:
signature of Douglas J. Greenlaw appears here
 
DOUGLAS J. GREENLAW
July 20, 1994
 
 


Multimedia, Inc. logo appears here
 
 
 
June 10, 1994
 
PRIVATE AND CONFIDENTIAL
 
 
 
Mr. Walter E. Bartlett
Multimedia, Inc.
140 W 9th 
Cincinnati, OH 45202
 
Dear Walt:
 
In line with our conversation, I am sending out the enclosed
notice of a special meeting of the board of directors for next
Thursday at 2:00 p.m.
 
At this meeting the board will be asked to consider the
announcement you wish to make at that time of your decision to
retire from the company.  On your recommendation Don Sbarra
will be nominated to succeed you as board chairman and CEO,
with the post vacated by you of president and chief operating
officer to be filled upon completion of the pending search.
 
The board will be asked to approve your retirement and
resignation from the board and all offices of the company
effective as of the time of the meeting, and to consider and
approve the matters outlined below:
 
a)  In order to wind up any pending matters requiring your
    attention, you would continue as a senior executive of the
    company through July 10, 1994.  Thereafter, you would
    continue with the title of Senior Consultant to the board
    through December 31, 1994, furnishing all required
    assistance to effect a successful and orderly management
    transition.
 
b)  You would be compensated through December 31, 1994 at the
    rate of your current annual salary of $550,000, and your
    present secretarial arrangements would be continued for
    the same period.
 
c)  The company would pay the rental on suitable office space,
    into which you and your secretary would move as soon as
    this can be located, through the balance of 1994, and for
    as long you may wish to maintain such office through 1995.
 
<PAGE>
d)  Section 3.1 of the Supplemental Executive Retirement Plan
    will be amended to provide eligibility for the payment of
    the full amount of the retirement benefits in installments
    as provided under such plan, commencing February 1, 1995.
 
e)  There are several options available to you under possible
    medical coverage for you and Marilyn.  We recommend you
    review these with Clyde Baucom and the company would
    reimburse you for the expense of the coverage you elect
    through December 31, 1994.
 
I think the above covers everything that will need to be
addressed by the board at its meeting on Thursday, and I will
make sure that they are brought to the board's attention and
will, of course, recommend their favorable action.
 
If this letter accurately covers the points we discussed, I
believe it would be sufficient for you to indicate your
agreement on the copy enclosed for that purpose and I will
follow up as needed.
 
                         MULTIMEDIA, INC.
 
 
 
               By:  signature of David L. Freeman appears here
                    ------------------------------------------
                    Secretary
 
 
 
I AGREE TO THE FOREGOING
 
 
 
signature of Walter E. Bartlett appears here
- - --------------------------------------------
WALTER E. BARTLETT
 
DATED THIS 16TH DAY OF JUNE, 1994<PAGE>


                                                                     EXHIBIT 11
<TABLE>                                                              
<CAPTION>
                                                              MULTIMEDIA, INC.
                                       Computation of Primary and Fully Diluted Earnings per Share

                                                             Three Months Ended                  Six Months Ended
                                                            6/30/94      6/30/93              6/30/94       6/30/93
<S>                                                      <C>            <C>                 <C>           <C>
Primary

Earnings before cumulative effects of changes
  in accounting principles                                $19,443,000    18,267,000         $36,777,000    33,465,000
Cumulative effect of changes in accounting principles             ---          ---                  ---    14,332,000
Net earnings applicable to                                           
Common and common equivalent shares                       $19,443,000    18,267,000         $36,777,000    47,797,000

Shares:
Weighted average number of
  common and common equivalent
  shares outstanding                                       38,191,000    38,375,000          38,280,000    38,310,000
Earnings before cumulative effect of changes in
  accounting principles                                   $       .51           .48         $       .96           .88
Cumulative effect of changes in accounting principles             ---           ---                 ---           .37
Net earnings per share                                    $       .51           .48         $       .96          1.25

Fully Diluted

Earnings before cumulative effect of changes
  in accounting principles                                $19,443,000    18,267,000         $36,777,000    33,465,000
Cumulative effect of changes in accounting principles             ---           ---                 ---    14,332,000
Net earnings applicable to 
  common and common equivalent shares                     $19,443,000    18,267,000         $36,777,000    47,797,000

Shares:
Weighted average number of
  common and common equivalent
  shares assuming ending                                                                     
  market price                                             38,192,000    38,376,000          38,277,000    38,335,000
Earnings before cumulative effect of changes in
  accounting principles                                   $       .51           .48         $       .96           .88
Cumulative effect of changes in accounting principles             ---           ---                 ---           .37
Net earnings per share                                    $        .51          .48         $       .96          1.25

</TABLE>


KPMG Peat Marwick logo appears here

The Board of Directors
Multimedia, Inc.

We have reviewed the condensed consolidated balance sheet of
Multimedia, Inc. and subsidiaries as of June 30, 1994 and the
related condensed consolidated statements of earnings for the
three-month and six-month periods ended June 30, 1994 and 1993
and the related condensed consolidated statements of cash flows
for the six-month periods ended June 30, 1994 and 1993.  These
condensed consolidated financial statements are the
responsibility of the Company's management.

We conducted our review in accordance with standards established
by the American Institute of Certified Public Accountants.  A
review of interim financial information consists principally of
applying analytical review procedures to financial data, and
making inquiries of persons responsible for financial and
accounting matters.  It is substantially less in scope than an
audit conducted in accordance with generally accepted auditing
standards, the objective of which is the expression of an opinion
regarding the financial statements taken as a whole. 
Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material
modifications that should be made to the condensed consolidated
financial statements referred to above for them to be in
conformity with generally accepted accounting principles.

We have previously audited, in accordance with generally accepted
auditing standards, the consolidated balance sheet of Multimedia,
Inc. and subsidiaries as of December 31, 1993, and the related
consolidated statements of earnings, stockholders' equity
(deficit), and cash flows for the year then ended (not presented
herein); and in our report dated February 11, 1994, we expressed
an unqualified opinion on those consolidated financial
statements.  In our opinion, the information set forth in the
accompanying condensed consolidated balance sheet as of December
31, 1993, is fairly presented, in all material respects, in
relation to the consolidated balance sheet from which it has been
derived.

                    Signature of KPMG Peat Marwick appears here
July 29, 1994<PAGE>

<PAGE>
                    M  U  L  T  I  M  E  D  I  A,   I  N  C.
                    S  E  C  O  N  D     Q  U  A  R  T  E  R
                           R    E    P    O    R    T
                        1         9         9         4
                                       2
                              N e w s p a p e r s
                            B r o a d c a s t i n g
                           E n t e r t a i n m e n t
                        C a b l e    T e l e v i s i o n
                                S e c u r i t y
 


<PAGE>
                          A LETTER TO OUR SHAREHOLDERS
    It's my pleasure to report to you, in my first quarterly report as your new
    chairman and chief executive officer, that Multimedia followed its strong
first quarter performance with continued growth in the second quarter of 1994,
and that the Company's board has completed the transition to a new management
team.

    On June 16, I was elected to my present position by the Company's board of
directors. I have been with Multimedia since 1981, and have served on the board
since 1988.
    I'm also pleased that on July 21, Douglas J. Greenlaw, former chairman and
chief executive officer of the Ventures Division of Whittle Communications,
Ltd., was elected president and chief operating officer of Multimedia. During
his career Doug has been instrumental in the success of several cable networks,
and he has a strong knowledge of both programming and media marketing.
    Multimedia's 1994 second quarter net earnings of $19.4 million represented
an increase of 6.4% over last year's second quarter, and earnings per share
increased 6.3% to $.51. Operating profit of $49.9 million was up 7.0%.
    The Company's consolidated revenues of $159.2 million were 1.4% higher
than the $157.1 million reported in the second quarter of 1993. Last year's 
second quarter revenues included a $7.5 million contribution from Multimedia's 
made-for-television movie operation, which produced negligible revenue this 
quarter as it is being phased out.
    Net earnings for the first six months of 1994 were $36.8 million, and
earnings per share were $.96. Excluding the gain on the sale of three radio
properties, earnings per share were $.91 for the first six months, an increase
of 8.3% over the $.84 per share from ongoing operations reported in 1993. (Last
year's net earnings of $47.8 million or $1.25 per share for the first six months
reflected a net benefit of $14.3 million or $.37 per share from the effect of
changes in accounting principles and an after-tax gain of $1.4 million or $.04
per share on the sale of properties.)
    Multimedia Newspapers' 1994 second quarter revenues advanced 10.3% to $37.4
million. Classified advertising experienced exceptional growth during the second
quarter, and the division reported the best first half of the year since 1989 in
terms of total advertising revenue.
    The Broadcasting Division posted revenues of $37.5 million for the second
quarter, an increase of 1.5% over the same period in 1993. Excluding the effect
of divested properties, Broadcasting revenues increased 5.2% for the quarter.
    Multimedia Cablevision's 1994 second quarter revenues of $42.0 million
represented growth of 1.2% despite the effect of the Federal Communications
Commission's rate freeze established in September 1993.
    Multimedia Entertainment's revenues for the quarter declined 11.3% to $36.2
million. Excluding the movie company, however, Entertainment's revenues grew
7.7%.
    Multimedia's DONAHUE and SALLY JESSY RAPHAEL remain among the top three
daytime talk shows. However, all three of the top shows' ratings have declined
due to the increasingly competitive talk show environment.
 
<PAGE>

JERRY SPRINGER continues to post gains over last year, and in June the show
delivered a 2.7, its best-ever rating. RUSH LIMBAUGH's season-to-date ratings
are up 9.0% to 3.7.
    The marketing of two new talk shows -- SUSAN POWTER and DENNIS PRAGER -- is
on schedule for their September debuts, and the division also continues to work
on the planned October launch of an all-talk cable network.
    The Security Division generated $6.1 million in revenues for the second
quarter, a 59.1% increase. Multimedia Security, which had approximately 60,000
customers on June 30, will convert its Phoenix, Arizona, service center to its
eighth full-service sales office later this year.
    Multimedia has the right management in place to continue to refine the
Company's strategic plan and to take advantage of profitable opportunities in
our core businesses. The media world is evolving at unprecedented speed, but we
believe we have the assets, financial flexibility and creative leadership needed
to compete and to grow.
                                                                  August 8, 1994
(Signature of Donald D. Sbarra appears here)
Donald D. Sbarra
CHAIRMAN AND CHIEF EXECUTIVE OFFICER

THREE MONTHS HIGHLIGHTS
(UNAUDITED)
<TABLE>
<CAPTION>
(IN THOUSANDS)
<S>                                        <C>         <C>
                                             1994       1993
REVENUES:
  Newspapers.............................. $ 37,447     33,963
  Broadcasting............................   37,535     36,987
  Cable...................................   41,979     41,479
  Entertainment...........................   36,188     40,811
  Security                                    6,082      3,822
                                           $159,231    157,062
OPERATING PROFITS:
  Newspapers.............................. $ 11,524      9,562
  Broadcasting............................   13,689     11,159
  Cable...................................   12,631     14,043
  Entertainment...........................   15,497     15,060
  Security................................      800        300
  Corporate                                  (4,290)    (3,519)
                                           $ 49,851     46,605
</TABLE>
 
<PAGE>

Multimedia, Inc. and Subsidiaries
Consolidated Statements of Earnings
THREE MONTHS AND SIX MONTHS ENDED JUNE 30, 1994 AND 1993
(UNAUDITED)
(IN THOUSANDS EXCEPT PER-SHARE DATA)
<TABLE>
<CAPTION>
                                                         Three Months            Six Months
                                                        1994       1993       1994       1993
<S>                                                   <C>         <C>        <C>        <C>
Operating revenues:
  Newspapers.......................................   $ 37,447     33,963     71,101     64,978
  Broadcasting (Note 1)............................     37,535     36,987     66,855     64,874
  Cable............................................     41,979     41,479     83,202     82,486
  Entertainment....................................     36,188     40,811     72,855     77,115
  Security                                               6,082      3,822     11,637      7,130
      Total operating revenues                         159,231    157,062    305,650    296,583
Operating costs and expenses:
  Production.......................................     55,700     60,654    108,879    112,506
  Selling, general and administrative..............     39,036     37,030     76,679     74,285
  Depreciation.....................................     10,811      8,795     21,631     17,447
  Amortization                                           3,833      3,978      7,692      7,610
      Total operating costs and expenses               109,380    110,457    214,881    211,848
Operating profit...................................     49,851     46,605     90,769     84,735
Interest expense...................................     14,902     15,442     29,775     31,182
Other income (expense), net                             (1,100)        (5)     2,177      2,530
      Earnings before income taxes, minority
        interest and cumulative effect of changes
        in accounting principles...................     33,849     31,158     63,171     56,083
Income taxes.......................................     14,047     12,775     26,216     22,994
Minority interest                                         (359)      (116)      (178)       376
Earnings before cumulative effect of changes in
  accounting principles............................     19,443     18,267     36,777     33,465
Cumulative effect of changes in accounting
  principles (Note 2)                                       --         --         --     14,332
Net earnings                                          $ 19,443     18,267     36,777     47,797
Per share of common stock:
  Earnings before cumulative effect of changes in
    accounting principles..........................   $    .51        .48        .96        .88
  Cumulative effect of changes in accounting
    principles.....................................         --         --         --        .37
  Net earnings.....................................   $    .51        .48        .96       1.25
  Cash dividends...................................         --         --         --         --
Weighted average shares............................     38,191     38,375     38,280     38,310
</TABLE>
 
Note 1: Beginning January 1, 1994, Multimedia Broadcasting began reporting
operating revenues net of agency commissions and national representative fees.
The 1993 amounts have been restated to reflect this change.
Note 2: Effective January 1, 1993, the Company adopted Statements of Financial
Accounting Standards ("SFAS") No. 109, "Accounting for Income Taxes" and No.
106, "Employer's Accounting for Postretirement Benefits Other Than Pensions".
The cumulative effect of the adoption of SFAS No. 109 was to increase first
quarter earnings by $15.4 million ($.40 per share). The cumulative effect of the
adoption of SFAS No. 106 was a decrease in first quarter earnings, net of tax
benefit, of $1.1 million ($.03 per share).
 
<PAGE>

Multimedia, Inc. and Subsidiaries
Consolidated Balance Sheets
JUNE 30, 1994 AND DECEMBER 31, 1993
(UNAUDITED)
(IN THOUSANDS)
<TABLE>
<CAPTION>
                                                              JUNE 30,     December 31,
                                                                1994           1993
<S>                                                           <C>          <C>
ASSETS
Current assets:
  Cash and cash equivalents................................... $   7,237       11,034
  Net trade accounts receivable...............................    82,893       85,756
  Inventories.................................................     3,618        4,408
  Deferred income tax benefits................................     9,228        8,856
  Film contract rights........................................     2,220        8,476
  Deferred program costs......................................    13,632        9,670
  Prepaid expenses                                                 5,292        5,516
       Total current assets                                      124,120      133,716
Property, plant and equipment, at cost........................   528,677      500,133
  Less accumulated depreciation                                 (276,473)    (259,371)
       Net property, plant and equipment                         252,204      240,762
Intangible assets, net........................................   247,430      251,356
Other assets                                                      29,720       29,340
                                                               $ 653,474      655,174
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current liabilities:
  Current installments of long-term debt...................... $  17,894          393
  Accounts payable............................................    19,142       20,557
  Accrued interest............................................     2,972        2,999
  Accrued payroll.............................................     7,526        5,884
  Accrued expenses............................................    33,620       30,465
  Income taxes payable........................................     9,336       15,432
  Film contracts payable......................................     2,188        8,540
  Unearned income                                                 20,526       19,416
       Total current liabilities                                 113,204      103,686
Long-term debt................................................   610,993      664,604
Deferred income taxes.........................................    45,530       44,046
Other liabilities.............................................     2,743        2,837
Minority interest                                                 17,699       17,521
Stockholders' equity (deficit):
  Common stock................................................     3,751        3,721
  Additional paid-in capital..................................   181,707      177,689
  Retained earnings (deficit)                                   (322,153)    (358,930)
       Total stockholders' equity (deficit)                     (136,695)    (177,520)
                                                               $ 653,474      655,174
</TABLE>
 
<PAGE>

Multimedia, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
SIX MONTHS ENDED JUNE 30, 1994 AND 1993
(UNAUDITED)
(IN THOUSANDS)
<TABLE>
<CAPTION>
                                                                         1994       1993
<S>                                                                    <C>         <C>
Net cash provided by operating activities                              $ 73,766     76,094
Additions to property, plant and equipment..........................    (33,116)   (21,433)
Other                                                                    (4,098)    (4,531)
  Net cash provided by (used for) investing activities                  (37,214)   (25,964)
Long-term debt retired..............................................    (36,110)   (44,735)
Other                                                                    (4,239)    (3,618)
  Net cash provided by (used for) financing activities                  (40,349)   (48,353)
Increase (decrease) in cash and cash equivalents....................     (3,797)     1,777
Cash and cash equivalents, beginning of year                             11,034      4,598
Cash and cash equivalents, end of period                               $  7,237      6,375
</TABLE>
Note 1. Net cash provided by operating activities is further analyzed as
follows:
<TABLE>
<CAPTION>
                                                                        1994       1993
<S>                                                                   <C>         <C>
Operating profit plus depreciation and amortization and
  amortization of stock options:
  Newspapers.......................................................   $ 23,532     19,896
  Broadcasting.....................................................     26,731     21,792
  Cable............................................................     42,739     42,604
  Entertainment....................................................     30,570     30,058
  Security.........................................................      4,354      2,607
  Corporate                                                             (6,055)    (4,949)
                                                                       121,871    112,008
Interest expense less amortization of debt
  issue costs......................................................    (29,216)   (30,623)
Change in current assets and liabilities...........................     (2,260)     7,219
Other                                                                  (16,629)   (12,510)
                                                                      $ 73,766     76,094
</TABLE>
 

<PAGE>
                       MULTIMEDIA, INC. AND SUBSIDIARIES
MULTIMEDIA
NEWSPAPERS
ALABAMA
DAILY AND SUNDAY:
The Montgomery Advertiser
ARKANSAS
DAILY:
The Baxter Bulletin
  (Mountain Home)
GEORGIA
DAILY:
The Moultrie Observer
NORTH CAROLINA
DAILY AND SUNDAY:
Asheville Citizen-Times
OHIO
DAILIES:
Gallipolis Daily Tribune
The Daily Sentinel
  (Pomeroy)
SUNDAY:
Sunday Times-Sentinel
  (Gallipolis)
SOUTH CAROLINA
DAILIES:
The Greenville News
Greenville Piedmont
SUNDAY:
The Greenville News
TENNESSEE
DAILY:
The Leaf-Chronicle
  (Clarksville)
MONTHLY:
Music City News
The Gospel Voice
  (Nashville)
TELEVISION PRODUCTION:
  TNN Music City News
  Country Awards
VIRGINIA
DAILY AND SUNDAY:
The Daily News-Leader
  (Staunton)
WEST VIRGINIA
DAILY:
Point Pleasant Register
MULTIMEDIA
BROADCASTING
Television
GEORGIA
Macon: WMAZ-TV (CBS)
MISSOURI
St. Louis: KSDK (NBC)
OHIO
Cincinnati: WLWT (NBC)
Cleveland: WKYC (NBC)
TENNESSEE
Knoxville: WBIR-TV (NBC)
Radio
GEORGIA
Macon: WAYS(FM)
WMAZ-AM
SOUTH CAROLINA
Greenville: WFBC-AM/(FM)
Spartanburg: WORD-AM
MULTIMEDIA
ENTERTAINMENT
Donahue/Sally Jessy Raphael/
Pozner & Donahue/Jerry Springer/Rush Limbaugh,
The Television Show
Multimedia Motion Pictures
MULTIMEDIA
CABLEVISION
Multimedia operates more than 125 cable television franchises in Kansas,
Illinois, Indiana, North Carolina and Oklahoma and serves approximately 420,000
basic subscribers.
MULTIMEDIA
SECURITY
Multimedia serves more than 60,000 security alarm subscribers.
MULTIMEDIA, INC.
P.O. Box 1688
Greenville, SC 29602
(803) 298-4373
                        IMPORTANT NOTICE TO SHAREHOLDERS
Wachovia Bank of North Carolina, N.A. is the transfer agent and registrar for
Multimedia, Inc. All communications regarding shareholdings or transfer of your
shares should be directed to: Wachovia Bank of North Carolina, N.A., Corporate
Trust Department, P.O. Box 3001, Winston-Salem, North Carolina 27102.
1-800-633-4236 Toll-Free Telephone Number for Shareholder Services.
 


<PAGE>
                                   BULK RATE
       MULTIMEDIA, INC.          U.S. POSTAGE
       P.O. Box 1688                 PAID
       Greenville, SC 29602     CHARLOTTE, N.C.
                                 PERMIT NO. 136
 



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