UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __)*
Nielsen Media Research, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
653929307
(CUSIP Number)
Not Applicable
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
|X| Rule 13d-1(b)
|_| Rule 13d-1(c)
|_| Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter the disclosures provided in a prior cover page.
The information required in the remainder of this page shall not be deemed to be
"filed" for the purpose of Section18 of the Securities Exchange Act of 1934
("Act") or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the Notes).
<PAGE>
Cusip 653929307
13G
_______________________________________________________________________________
1 NAME OF REPORTING PERSONS
S.S. OR IRS IDENTIFICATION NO. OF ABOVE PERSONS
Arnhold and S. Bleichroeder, Inc.
_______________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ___
Not Applicable (b) ___
_______________________________________________________________________________
3 SEC USE ONLY
_______________________________________________________________________________
4 CITIZENSHIP OR PLACE OF ORGANIZATION
State of New York
_______________________________________________________________________________
5 SOLE VOTING POWER
NUMBER OF
3,515,832
SHARES _____________________________________________________________
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 1,500
_____________________________________________________________
EACH
7 SOLE DISPOSITIVE POWER
REPORTING
3,517,332
PERSON _____________________________________________________________
WITH 8 SHARED DISPOSITIVE POWER
-0-
_______________________________________________________________________________
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,517,332
_______________________________________________________________________________
10 CHECK THE BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES *
Not Applicable
_______________________________________________________________________________
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.29%
_______________________________________________________________________________
12 TYPE OF REPORTING PERSON*
BD
_______________________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILING
<PAGE>
Cusip 653929307 Schedule 13 G (Cont.)
Item 1(a)- Name of Issuer: Nielsen Media Research, Inc.
Item 1(b)- Address of Issuer's Principal Executive Offices:
299 Park Avenue
New York, NY 10171
Item 2(a)- Name of Person Filing: Arnhold and S. Bleichroeder, Inc.
Item 2(b)- Address of Principal Business Office: 1345 Ave of Americas
New York, NY 10105
Item 2(c)- Citizenship: New York, NY, USA (Place of Incorporation)
Item 2(d)- Title of Class of Securities: Common Stock
Item 2(e)- Cusip Number: 653929307
Item 3- This statement is being filed pursuant to Rule 13d-1(b). The
person filing is a: (a) Broker or Dealer registered under Section
15 of the Act; and (e) Investment Adviser registered under
Section 203 of the Investment Advisers Act of 1940.
Item 4(a)- Amount beneficially owned: Arnhold and S. Bleichroeder,
Inc. ("A & SB") is the investment adviser for a number of
investment companies (each a "Fund"). Pursuant to its advisory
agreement with each Fund, A & SB has sole power to vote and
dispose of the securities held by each Fund and is therefore the
beneficial owner, for the purposes of Rule 13d-3, of the
securities held by the Fund. A & SB may also be considered the
beneficial owner, for the purposes of Rule 13d-3, of the
securities held in discretionary accounts (the "Discretionary
Accounts") for which A & SB acts as investment adviser. A & SB
has sole power to vote and dispose of the securities held in each
Discretionary Account. A & SB's decisions regarding voting and
disposing of the securities held in each Fund and in each
Discretionary Account depend upon the relevant investment
objectives and other factors. A & SB disclaims the existence of a
"group" among itself, the Funds and the Discretionary Accounts
for the purposes of Sections 13(d) and 13(g) of the Act.
Based upon the foregoing, Arnhold and S. Bleichroeder, Inc. may
be considered the beneficial owner, for the purpose of Rule 13d-3, of a total of
3,517,332 shares of the Issuer's common stock.
Item 4(b)- Percent of Class: 6.29%
Item 4(c)- Number of Shares to which A & SB has:
<TABLE>
<CAPTION>
<S> <C>
(i)-sole power to vote or to direct the vote: 3,515,832
(ii)-shared power to vote or to direct the vote: 1,500
(iii)-sole power to dispose or to direct the disposition of: 3,517,332
(iv)-shared power to dispose or to direct the disposition of: -0-
</TABLE>
Item 5 - Ownership of Five Percent or Less of a Class: Not Applicable
Item 6 - Ownership of More than Five P0ercent on Behalf of Another Person:
See Item 4(a) above.
<PAGE>
Cusip 653929307
Schedule G (Cont.)
Item 7- Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company:
Not Applicable
Item 8- Identification and Classification of Members of the Group:
Not Applicable
Item 9- Notice of Dissolution of Group:
Not Applicable
Item 10- Certification:
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the effect of
changing or influencing the control of the issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purposes or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Date: February 12, 1999
ARNHOLD AND S. BLEICHROEDER, INC.
/ S / Ronald A. Bendelius
By: _________________________________
Ronald A. Bendelius
Senior Vice President
/ S / William P. Casciani
By: _________________________________
William P. Casciani
Senior Vice President
