SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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 26, 1996
THE NOSTALGIA NETWORK, INC.
(Exact name of Registrant as specified in its charter)
State or other jurisdiction of incorporation: Delaware
Commission File No.: 0-13102
I.R.S. Employer Identification No.: 84-0923659
Address of principal executive offices: 650 Massachusetts Avenue, N.W.
Washington, D.C. 20001
Registrant's telephone number, including area code: (202) 289-6633
Former name or former address, if changed since last report:
Not applicable
Page 1 of 20 Pages
Exhibit Index on Page 4
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- 2 -
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On February 26, 1996, the registrant entered into an
agreement with Concept Communications, Inc. ("Concept"), its
controlling stockholder, to extend the maturity date of
$11,000,000 of promissory notes issued by the registrant in favor
of Concept (the "Notes") and loan the registrant $1,000,000 for
general corporate purposes. The Notes are now due and payable in
full on October 1, 1996. As part of the February 26, 1996
agreement, the registrant and Concept amended a January 4, 1996
Security Agreement to secure all promissory notes issued by the
registrant to Concept and any other obligations of the registrant
to Concept. By terms of a promissory note dated February 26,
1996, the principal amount and accrued interest on the
$1,000,0000 loan, at a rate of 4.89% per annum, is due and
payable on October 1, 1996. If the principal balance and accrued
interest are not paid on or before October, 1 1996, the interest
will accrue thereafter at a rate of 6.89%. A copy of the
agreement and promissory note are attached hereto as Exhibits
10(a) and (b), respectively and incorporated herein by reference.
ITEM 5. OTHER EVENTS.
On March 1, 1996, the registrant and its President and Chief
Executive Officer, Jack Heim, entered into a letter agreement
modifying Mr. Heim's Employment Agreement to provide that it will
expire on June 30, 1996. The registrant issued a press release
announcing this modification. A copy of the press release and
letter agreement are attached hereto as Exhibits 99.1 and 10(c),
respectively, and incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Not Applicable.
(b) Not Applicable.
(c) Exhibits.
10 Material Contracts
(a) Letter Agreement dated February 26, 1996
between Concept Communications, Inc. and The
Nostalgia Network, Inc.
(b) Promissory note dated February 26, 1996 given
by The Nostalgia Network, Inc. to Concept
Communications, Inc.
(c) Letter Agreement dated March 1, 1996 between
Jack Heim and The Nostalgia Network, Inc.
99.1 Additional Exhibits
(a) Press release dated March 1, 1996.
<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 hereunto duly authorized.
The Nostalgia Network, Inc.
By:/s/ Daniel C. Holdgreiwe
________________________
Daniel C. Holdgreiwe
Secretary and General Counsel
Dated: March 13, 1996
<PAGE>
EXHIBIT INDEX
EXHIBIT DESCRIPTION PAGE
10
(a) Letter Agreement dated February 26, 1996 5
between Concept Communications, Inc. and The
Nostalgia Network, Inc.
(b) Promissory note dated February 26, 1996 given 7
by The Nostalgia Network, Inc. to Concept
Communications, Inc.
(c) Letter Agreement dated March 1, 1996 between 13
John G. Heim and The Nostalgia Network, Inc.
99.1 Press release dated March 1, 1996 19
Concept Communications, Inc.
650 Massachusetts Ave. N.W., Suite 200, Washington, D.C. 20001
Telephone: (202) 789-2124 Fax: (202) 408-8891
February 26, 1996
BY COURIER
The Nostalgia Network, Inc.
650 Massachusetts Avenue, N.W.
Washington, D.C. 20001-3744
Dear Sirs:
Concept Communications, Inc. ("Concept") is currently in
possession of certain outstanding promissory notes issued by The
Nostalgia Network, Inc. ("Nostalgia") in favor of Concept in
total principal amount of Eleven Million Dollars ($11,000,000).
These particular promissory notes were issued: December 1994 in
principal amount of $2,500,000, March 1995 in principal amount of
$4,000,000, July 1995 in principal amount of $1,500,000, October
1995 in principal amount of $2,000,000 and January 1996 in
principal amount of $1,000,000 (collectively referred to herein
as the "Extended Notes"). These five promissory notes, as
modified by a letter agreement between Nostalgia and Concept
dated March 29, 1995, became due and payable in full on February
1, 1995, but remain outstanding as of this date. Nostalgia has
also requested that Concept loan it an additional One Million
Dollars ($1,000,000).
As an inducement for Concept to extend the maturity date of
the Extended Notes and as a further inducement for Concept to
loan Nostalgia One Million Dollars ($1,000,000), Nostalgia and
Concept agree as follows:
1. Other provisions in any of the Extended Notes
notwithstanding, the full amount of principal and accrued
interest on all of the Extended Notes shall be due and
payable in full on October 1, 1996.
2. Other understandings or agreements notwithstanding, each of
the Extended Notes providing for an increased rate of
interest upon maturity will continue to accrue interest from
February 1, 1996, at the increased rate specified in each
note. The particular promissory note issued to Concept
December 16, 1994, in the principal amount of $2,5000,000,
will continue to accrue interest at the rate provided in
that promissory note, as modified in a letter agreement
between Concept and Nostalgia dated March 29, 1995.
<PAGE>
The Nostalgia Network, Inc.
February 26, 1996
Page 2 of 2
3. The first paragraph of Subsection A of Section 1 of that
certain Security Agreement between Concept and Nostalgia
dated January 4, 1996, is hereby amended to read as follows:
"1. The Security Interests.
A. In order to secure the due and punctual payment of (i)
the Note (and all sums which may be owed thereunder) in
accordance with the terms thereof, as the Note may be
amended from time to time, and (ii) any other promissory
notes issued by Debtor and held by Secured Party, and any
other obligations (contractual or otherwise) of Debtor to
Secured Party, Debtor hereby grants to Secured Party a
continuing security interest in the following (hereinafter
collectively called the "Collateral"):"
Please indicate your acceptance of the terms hereof by
executing this agreement where indicated below:
Very truly yours,
CONCEPT COMMUNICATIONS, INC.
By: /s/ Werner G. Seubert
________________________
Werner G. Seubert, Vice-president
ACCEPTED AND AGREED TO:
THE NOSTALGIA NETWORK, INC.
By: /s/ Jack Heim
_____________
Jack Heim
PROMISSORY NOTE
$1,000,000 Washington, D.C.
Maturity Date: October 1, 1996 February 26, 1996
FOR VALUE RECEIVED, the undersigned, THE NOSTALGIA NETWORK,
INC., a Delaware Corporation ("Maker"), hereby promises to pay to
the order of CONCEPT COMMUNICATIONS, INC., a Delaware
corporation, or any subsequent holder or holders ("Holder") of
this Promissory Note (this "Note"), at 650 Massachusetts Avenue,
N.W., Washington, D.C. 20001, or at such other place as Holder
may from time to time designate in writing, the principal sum of
the One Million Dollars ($1,000,000), together with all accrued
interest on such outstanding balance, in accordance with the
terms and provisions of this Note.
1. Purpose
The purpose of this loan, as well as that of five previous
loans made by Holder to Maker dating back to December 1994
(collectively the "Bridge Loans"), totalling $12,000,000, is to
provide a bridge until Maker is able to negotiate an equity
investment with Holder or another party or parties of not less
than the principal amount of each of these loans. However, the
forgoing sentence notwithstanding, it is understood that this
promissory note and all other promissory notes issued by Maker in
conjunction with any of the Bridge Loans (the "Bridge Loan
Notes") represent Maker's unconditional and outstanding debt. In
the event and at the time that Maker and Holder reach agreement
on the terms of an equity investment by Holder in Maker involving
the equity conversion of the principal amount of the Bridge Loans
Notes, the following will occur: (i) the principal amount of the
Bridge Loans Notes, but not including all interest accrued
thereon, shall cease to reflect the outstanding debt of Maker and
shall become Holder's equity investment in Maker, (ii) Maker
shall issue in favor of Holder a new promissory note in principal
amount equal to all the then outstanding accrued interest on the
Bridge Loan Notes, such promissory note to be payable one year
thereafter at an interest rate equal to the then published rate
in effect accruing on six-month United States treasury bills, and
(iii) the Bridge Loan Notes shall be cancelled. However, unless
and until Maker and Holder reach agreement on the terms of such
equity investment, the principal amount of the Bridge Loan Notes
and all accrued interest thereon shall remain the unconditional
and outstanding debt of Maker until repaid in full.
2. Principal and Interest.
Interest shall accrue on the outstanding principal balance
of this Note from February 26, 1996, at the rate of four and
eighty-nine hundredths percent (4.89%) per annum, and the
principal balance together with all interest accrued thereon,
shall be payable on October 1, 1996 (the "Maturity Date"). In
the event that the principal balance and all accrued interest is
not paid on or before the Maturity Date, interest shall accrue
thereafter on all unpaid amounts at a rate increased by two
percentage points, or six and eighty-nine hundredths percent
(6.89%) per annum.
<PAGE>
Promissory Note
page 2 of 6
___________________________
3. Payments.
All payments by Maker hereunder shall be applied (i) first
to the interest due and unpaid under this Note, and (ii)
thereafter, to any principal owing under this Note.
4. Prepayment.
Maker shall have the right to prepay, in part or in full,
without penalty, this Note (together with all accrued interest to
the date of prepayment on the amount of principal thus prepaid)
at any time or times. Should the above-mentioned equity
investment occur prior to the Maturity Date, Maker shall be
required to prepay all amounts owed hereunder.
5. Security.
This note is secured by a security interest in collateral
described in a certain security agreement between Payee and Maker
dated January 4, 1996 (the "Security Agreement") as modified by a
letter agreement between Payee and Maker of even date herewith
(otherwise referred to as the "Loan and Debt Extension
Agreement"). The rights and obligations of the parties with
respect to the above-mentioned collateral are stated in the
Security Agreement as modified by the Loan and Debt Extension
Agreement.
6. Waiver Regarding Notice.
Maker waives presentment, demand and presentation for
payment, protest and notice of protest, and, except as otherwise
specifically provided herein, any other notices of whatever kind
or nature, bringing of suit and diligence in taking any action to
collect any sums owing hereunder. From time to time, without in
any way affecting the obligation of Maker to pay the outstanding
principal balance of this Note and any interest accrued thereon
and fully to observe and perform the convenants and obligations
of Maker under this Note, without giving notice to, or obtaining
the consent of, Maker, and without any liability whatsoever on
the part of Holder, Holder may, at its option, extend the time
for payment of interest hereon and/or principal of this Note,
reduce the payments hereunder, release anyone liable on this Note
or accept a renewal of this Note, join in any extension or
subordination, or exercise any right or election hereunder. No
one or more of such actions shall constitute a novation or
operate to release any party liable for or under this Note,
either as Maker or otherwise.
7. Events of Default.
Each of the following shall constitute an "Event of Default"
hereunder:
<PAGE>
Promissory Note
page 3 of 6
___________________________
a. Maker's failure to make any required payment of
principal and/or interest under this Note, or any other amount
due and payable under this Note on or before the date on which
such payment is due under this Note;
b. Maker's failure to make any required payment when
due of any other amounts owed by Maker to Holders; and
c. Maker's insolvency, general assignment for the
benefit of creditors, or the commencement by or against Maker of
any case, proceeding, or other action seeking reorganization,
arrangement, adjustment, liquidation, dissolution, or composition
of Maker's debts under any law relating to bankruptcy,
insolvency, or reorganization, or relief of debtors, or seeking
appointment of a receiver, trustee, custodian, or other similar
official for Maker or for all or any substantial part of Marker's
assets.
8. Acceleration.
Upon the occurrence of an Event of Default, Holder shall
have the right to cause the entire unpaid principal balance,
together with all accrued interest thereon, reasonable attorneys'
and paralegals' fees and all fees, charges, costs and expenses,
if any, owed by Maker to Holder, to become immediately due and
payable in full by giving written notice to Maker.
9. Remedies.
Upon the occurrence of an Event of Default, Holder may avail
itself of any legal or equitable rights which Holder may have at
law or in equity or under this Note, including, but not limited
to, the right to accelerate the indebtedness due under this Note
as described in the preceding sentence. The remedies of Holder
as provided herein shall be distinct and cumulative, and may be
pursued singly, successively or together, at the sole discretion
of Holder, and may be exercised as often as occasion therefor
shall arise. Failure to exercise any of the foregoing options
upon the occurrence of an Event of Default shall not constitute a
waiver of the right to exercise the same or any other option at
any subsequent time in respect to the same or any other Event of
Default, and no single or partial exercise of any right or remedy
shall preclude other or further exercise of the same or any other
right or remedy. Holder shall have no duty to exercise any or
all of the rights and remedies herein provided or contemplated.
The acceptance by Holder of any payment hereunder that is less
than payment in full of all amounts due and payable at the time
of such payment shall not constitute a waiver of the right to
exercise any of the foregoing rights or remedies at that time, or
nullify any prior exercise of any such rights or remedies without
the express written consent of Holder.
10. Expenses of Collection.
<PAGE>
Promissory Note
page 4 of 6
___________________________
If this Note is referred to an attorney for collection,
whether or not suit has been filed or any other action instituted
or taken to enforce or collect under this Note, Maker shall pay
all of Holder's costs, fees (including reasonable attorneys' and
paralegals' fees) and expenses in connection with such referral.
11. Governing Law
The provisions of this Note shall be governed and construed
according to the law of the District of Columbia, without giving
effect to its conflicts of laws provisions.
12. No Waiver.
Neither any course of dealing by Holder nor any failure or
delay on its part to exercise any right, power or privilege
hereunder shall operate as a waiver of any right of remedy of
Holder hereunder unless said waiver is in writing and signed by
Holder, and then only to the extent specifically set forth in
said writing. A waiver as to one event shall not be construed as
a continuing waiver by Holder or as a bar to or waiver of any
right or remedy by Holder as to any subsequent event.
13. Notices.
a. All notices hereunder shall be in writing and
shall either be hand delivered, with receipt therefor, or sent by
Federal Express or similar courier, with receipt therefor, or by
certified or registered mail, postage prepaid, return receipt
requested, as follows:
If to Maker: The Nostalgia Network, Inc.
650 Massachusetts Avenue, N.W.
Washington, D.C. 20001
Attn: President
If to Holder: Concept Communications, Inc.
650 Massachusetts Avenue, N.W.
Second Floor
Washington, D.C. 20001
Notices shall be effective when received; provided, however, that
if any notice sent by courier or by certified or registered mail
is returned as undeliverable, such notice shall be deemed
effective when mailed or given to such courier.
b. Either of the foregoing persons may change the
address to which notices are to be delivered to it hereunder by
giving written notice to the others as provided in this Paragraph
13.
<PAGE>
Promissory Note
page 5 of 6
___________________________
14. Severability.
In the event that any one or more of the provisions of this
Note shall for any reason be held to be invalid, illegal or
unenforceable in any respect, such invalidity, illegality or
unenforceability shall not affect any other provision of this
Note, and this Note shall be construed as if such invalid,
illegal or unenforceable provision had never been contained
herein.
15. Limitations of Applicable Law.
In the event the operation of any provision of this Note
results in an effective rate of interest transcending the limit
of the usury or any other law applicable to the loan evidenced
hereby, all sums in excess of those lawfully collectible as
interest for the period in question shall, without further
agreement or notice by any party to this Note, be applied to the
unpaid principal balance of this Note immediately upon receipt of
such monies by Holder, with the same force and effect as though
Maker had specifically designated such extra sums to be so
applied to the unpaid principal balance and Holder had agreed to
accept such extra payment(s) as prepayment.
16. Captions.
The captions herein are for convenience of reference only
and in no way define or limit the scope or content of this Note
or in any way affect its provisions.
17. Debtor-Creditor Relationship.
Holder shall in no event be construed for any purpose to be
a partner, joint venturer or associate of Maker, it being the
sole intention of the parties to establish a relationship of
debtor and creditor.
18. Time of Essence.
It is expressly agreed that time is of the essence in the
performance of the obligations set forth in this Note.
<PAGE>
Promissory Note
page 6 of 6
___________________________
IN WITNESS WHEREOF, Maker has executed this Promissory Note
on this twenty-sixth day of February, 1996, pursuant to due
authority.
MAKER:
ATTEST: THE NOSTALGIA NETWORK, INC.,
a Delaware corporation
/s/ Daniel C. Holdgreiwe /s/ Jack Heim
________________________ _____________
Daniel C. Holdgreiwe Jack Heim
Secretary President
The Nostalgia Network, Inc.
650 Massachusetts Avenue
Washington, DC
Mr. John G. Heim
101 Prospect Street
Sumit, New Jersey 07901
Dear Mr. Heim:
Reference is made to the Employment Agreement (the
"Employment Agreement") dated as of August 2, 1994, by and
between the Nostalgia Network, Inc. ("Employer") and John G. Heim
("Employee"), as amended by the two letters dated August 2, 1994,
by and between Employer and Employee, and by the three letters
dated August 2, 1994, by and between Employee and Concept
Communications, Inc. ("Concept"). Capitalized terms not defined
herein shall have the meaning given to them in the Employment
Agreement.
1. Notwithstanding anything in the Employment Agreement to
the contrary, by mutual agreement, the Employment Agreement shall
expire effective as of June 30, 1996, and Employee shall no
longer be an officer and director of the Employer effective as of
that date, but the Employer's obligations under the first two
sentences of Section 6 of the Employment Agreement shall continue
thereafter. Employee shall continue to serve as a member of
Employer's Board of Directors until June 5, 1996.
Notwithstanding the expiration of the Employment Agreement on
that date, Employee shall continue to receive all the benefits to
which he is entitled under the Employment Agreement, including
but not limited to, the Base Salary provided for in Section 3 of
the Employment Agreement and the additional benefits provided for
in Section 4 of the Employment Agreement, through and in respect
of the period ending June 30, 1996. Employer and Employee retain
the right to enter into discussions concerning a possible future
consulting arrangement to be entered into after June 30, 1996.
Employee agrees, if Employer so requests not later than April 1,
1996, not to take any vacation for the remainder of his
employment term. If Employer has timely requested Employee not
to take any vacation for the remainder of his employment term,
then on June 30, 1996, Employer
<PAGE>
will compensate Employee for any accrued vacation days at a rate
equal to 1/250 of his base salary in effect on June 30, 1996 for
each day or part thereof of accrued but untaken vacation.
Employee agrees to cooperate fully with Employer during the
remainder of his employment term, until June 30, 1996.
2. On June 30, 1996, Employer shall pay to Employee as
severance an amount equal to three month's compensation as
provided for in Section 3 of the Employment Agreement (the
"Severance Payments").
3. Employer shall continue to provide to Employee until
January 1, 1997, health insurance, life insurance and disability
insurance as provided for in Sections 4C, 4J and 4K,
respectively, of the Employment Agreement.
4. Section 7A of the Employment Agreement is hereby
amended to read as follows:
From July 1, 1996 until June 30, 1997, Employee shall not,
unless he receives the prior written consent of the Board,
compete with Employer directly or indirectly, as owner,
consultant, employee, partner, venturer, agent, through stock
ownership, investment of capital, lending of money or property,
rendering of services, or otherwise by engaging in any Competing
Business, as hereinafter defined. A "Competing Business" shall
be any of the businesses which operate the following television
channels: Primelife, Our Time, Act Three, Turner Class Movies,
American Movie Classics, TV Land or any future, as yet unlaunched
television channel whose principal or primary target demographic
audience is understood by the television industry to be viewers
over the age of 45. The restrictions imposed by this Section 7A
shall not apply to any geographic area in which Employer is not
engaged in the Business as of June 30, 1996.
5. Employee's right under the Employment Agreement that,
in the event that at any time while Employee is the holder of at
least 200,000 shares of Employer's common stock (the "Common
Stock"), Concept desires to sell at least a majority of the
shares of Common Stock then held by Concept to a third party
unaffiliated with Concept, as a condition to Concept's ability to
participate in such sale, either (a) Concept shall require such
third party to purchase at the same price and upon the same terms
being offered to Concept all shares of Common Stock
<PAGE>
then owned by Employee which he wishes to sell, or (b) Concept
shall purchase at the same price and upon the same terms being
offered to Concept by the third party, all shares of Common Stock
then owned by Employee which he wishes to sell, shall terminate
effective as of June 30, 1996.
6. The parties agree that the termination of the
Employment Agreement effective as of June 30, 1996 is by mutual
agreement and shall not constitute (i) termination without Cause
by Employer, (ii) resignation for Good Cause by Employee, or
(iii) termination for Cause, pursuant to Sections 5C, 5D and 5A
of the Employment Agreement, respectively.
7. Employer hereby releases Employee, and Employee hereby
releases Employer and all of Employer's affiliates, directors and
officers, from any and all claims, liabilities, actions, demands,
suits or causes of action whatsoever (including without
limitation, claims for reasonable legal fees and disbursements),
whether at law or in equity, which said persons or entities or
their predecessors or successors in interest now have relating or
pertaining to Employee's employment, the Employment Agreement and
to their respective performance thereunder, except for their
respective obligations hereunder.
8. Employer agrees to indemnify Employee in connection
with his service to the Company until June 30, 1996, in a manner
consistent with Employer's Certificate of Incorporation and
Bylaws as in effect on the date written below.
9. Payments to Employee of all compensation contemplated
under this Letter Agreement shall be subject to all applicable
legal requirements with respect to the withholding of taxes.
10. In view of the fact that Employer's principal office is
located in the District of Columbia, it is understood and agreed
that the construction and interpretation of this Letter Agreement
shall at all times and in all respects be governed by the laws of
the District of Columbia.
<PAGE>
11. The provisions of this Letter Agreement shall be deemed
severable, and the invalidity or unenforceability of any one or
more of the provisions hereof shall not affect the validity and
enforceability of the other provisions hereof.
12. Any controversy or claim arising out of or relating to
this Letter Agreement or the breach of this Letter Agreement
which cannot be resolved by Employee and Employer within thirty
days after one party delivers to the other party written notice
of such controversy or claim shall be submitted to arbitration in
accordance with District of Columbia law and the rules and
procedures of the American Arbitration Association. Such
arbitration shall be conducted by a panel of three arbitrators.
The determination of the arbitrators shall be conclusive and
binding on Employer and Employee. Judgment may be entered on the
arbitrators' award in any court having jurisdiction.
13. Any notice required to be given hereunder shall be
sufficient if in writing, and sent by courier service (with proof
of service), facsimile transmission, hand delivery or certified
or registered mail (return receipt requested and first-class
postage prepaid), to his residence in the case of Employee, and
to its principal office in the case of Employer.
14. This Letter Agreement shall be deemed to be a written
modification of the Employment Agreement within the meaning of
Section 9 of the Employment Agreement and shall not be precluded
by the terms of Section 14 of the Employment Agreement. Except
as modified by this Letter Agreement, the Employment Agreement
shall remain in full force and effect until June 30, 1996.
Thereafter, (a) Employer shall continue to be bound by any
obligations provided for in this Letter Agreement (whether or not
specifically set forth herein) and (b) the Employee shall
continue to be bound by any obligations provided for in this
Letter Agreement (whether or not specifically set forth herein)
and subsections 7C, D and E of the Employment Agreement and in
the letter dated August 2, 1994, by and between Employee and
Concept concerning statements made by the Employee regarding
Concept and other individuals and entities, but only for the time
periods provided for in such subsections and letter.
<PAGE>
15. By executing this document on behalf of Employer, the
person so executing it, and the Employer, represent and warrant
that such person has been duly authorized to execute this
agreement as a binding agreement.
<PAGE>
IN WITNESS WHEREOF, Employer and Employee have duly executed
this Letter Agreement as of March 1, 1996.
EMPLOYER:
THE NOSTALGIA NETWORK, INC.,
a Delaware corporation
By: /s/Dung Moon Too
__________________
Name: Dung Moon Too
Title: Member, Executive Committee
EMPLOYEE:
/s/John G. Heim
_______________
John G. Heim
PRESS RELEASE
Nostalgia
Television
FOR IMMEDIATE RELEASE
NOSTALGIA, HEIM AGREEMENT TO EXPIRE ON JUNE 30
WASHINGTON, D.C. March 1 -- Nostalgia Television announced today
that the employment agreement with its President and Chief
Executive Officer Jack Heim will expire on June 30. The company
anticipates his continuing in an advisory capacity, if needed,
after that date.
Heim said: "I had a goal to bring the network to where we
are today -- back in the game as the only programming service
serving the fifty-plus viewer. The network has strong name and
brand recognition by our present and prospective affiliates. My
job now is to ensure that we have the right mix of talent and
vision that can take this network to the next level."
Heim added: "Running this network has been one of the most
challenging and exciting jobs I've had. It has taken me away
from family and friends for weeks at a time and has taken a great
personal toll. I'm proud of the accomplishments of the network
and I look forward to being a part its continued growth.
Ambassador Phillip Sanchez, Publisher, Noticias del Mundo,
and Chairman of Nostalgia's Board of Directors, commented: "We
are honored to have worked with someone of Jack's caliber. We
are in the process of developing a long-range plan that will
ensure Nostalgia continues its fine pattern of growth and
continues to provide cable operators with a quality service that
meets the needs of the growing fifty-plus market."
-more-
<PAGE>
In recent months, Nostalgia has stabilized any losses in its
subscriber base due to retransmission consent and it presently
reaches nine million subscribers. Ratings have risen to a .2
Total Day and a .4 Monday to Sunday Primetime. In addition,
Nostalgia has launched its Lifestage Matrix program, which
provides affiliates with the necessary training and tools to
effectively target the 50+ demographic in their communities.
And, Nostalgia has forged a relationship with Lion's Club
International whereby its member organizations throughout the
country will work with Nostalgia and its affiliates on its
renowned SightFirst campaign. The community affairs program,
launched last fall, won rave reviews from affiliates and was
nominated for a Cable Television Public Affairs Association
Beacon Award.
Nostalgia Television is the only 24-hour, basic-cable
television service that offers broadbased entertainment
programming for today's fastest growing audience -- adults 50+.
Nostalgia currently serves approximately 9 million subscribers
via satellite to approximately 790 affiliates. The Nostalgia
Network, Inc., which operates Nostalgia Television, is publicly
traded and quoted on NASDAQ under the symbol "NNET."
###
CONTACT: Mary Pittelli
(301) 206-5393
