<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED
PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(AMENDMENT NO. 18 )1
THE TIMES MIRROR COMPANY
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(Name of Issuer)
Series A Common Stock, par value $1.00 per share
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(Title of Class of Securities)
887 364 10 7
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(CUSIP Number)
December 31, 1999
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[X] Rule 13d-1(d)
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1 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 disclosures provided in a prior cover page.
The information required in 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 ("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 1 of 23
<PAGE> 2
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CUSIP NO. 887364 10 7 13G PAGE 2 OF 23 PAGES
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Gwendolyn Garland Babcock
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
N/A
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
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5 SOLE VOTING POWER
NUMBER OF 18,272
SHARES --------------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 900
EACH --------------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON WITH 18,272
--------------------------------------------------------
8 SHARED DISPOSITIVE POWER
900
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
19,172 See Item 4(a)
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* [X]
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.05% See Item 4(b)
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12 TYPE OF REPORTING PERSON*
OO (Trustee)
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 3
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CUSIP NO. 887364 10 7 13G PAGE 3 OF 23 PAGES
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Bruce Chandler
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
N/A
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
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5 SOLE VOTING POWER
NUMBER OF 16,748
SHARES --------------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 0
EACH --------------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON WITH 16,748
--------------------------------------------------------
8 SHARED DISPOSITIVE POWER
0
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,748 See Item 4(a)
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* [X]
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.04% See Item 4(b)
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12 TYPE OF REPORTING PERSON*
OO (Trustee)
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 4
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CUSIP NO. 887364 10 7 13G PAGE 4 OF 23 PAGES
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
William Stinehart, Jr.
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
N/A
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
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5 SOLE VOTING POWER
NUMBER OF 3,044
SHARES --------------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 743
EACH --------------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON WITH 3,044
--------------------------------------------------------
8 SHARED DISPOSITIVE POWER
743
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,787 See Item 4(a)
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* [X]
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.01% See Item 4(b)
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12 TYPE OF REPORTING PERSON*
OO (Trustee)
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 5
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CUSIP NO. 887364 10 7 13G PAGE 5 OF 23 PAGES
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Camilla Chandler Frost
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
N/A
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
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5 SOLE VOTING POWER
NUMBER OF 113,801
SHARES --------------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 106,650
EACH --------------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON WITH 113,801
--------------------------------------------------------
8 SHARED DISPOSITIVE POWER
106,650
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
220,451 See Item 4(a)
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* [X]
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.53% See Item 4(b)
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12 TYPE OF REPORTING PERSON*
OO (Trustee)
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 6
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CUSIP NO. 887364 10 7 13G PAGE 6 OF 23 PAGES
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Douglas Goodan
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
N/A
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
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5 SOLE VOTING POWER
NUMBER OF 0
SHARES --------------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 0
EACH --------------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON WITH 0
--------------------------------------------------------
8 SHARED DISPOSITIVE POWER
0
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 See Item 4(a)
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* [X]
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0% See Item 4(b)
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12 TYPE OF REPORTING PERSON*
OO (Trustee)
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 7
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CUSIP NO. 887364 10 7 13G PAGE 7 OF 23 PAGES
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Judy C. Webb
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
N/A
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
- -------------------------------------------------------------------------------
5 SOLE VOTING POWER
NUMBER OF 0
SHARES --------------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 0
EACH --------------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON WITH 0
--------------------------------------------------------
8 SHARED DISPOSITIVE POWER
0
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 See Item 4(a)
- -------------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* [X]
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0% See Item 4(b)
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12 TYPE OF REPORTING PERSON*
OO (Trustee)
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 8
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CUSIP NO. 887364 10 7 13G PAGE 8 OF 23 PAGES
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Warren B. Williamson
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
N/A
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
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5 SOLE VOTING POWER
NUMBER OF 18,692
SHARES --------------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 0
EACH --------------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON WITH 18,692
--------------------------------------------------------
8 SHARED DISPOSITIVE POWER
0
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
18,692 See Item 4(a)
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* [X]
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.05% See Item 4(b)
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12 TYPE OF REPORTING PERSON*
OO (Trustee)
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 9
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CUSIP NO. 887364 10 7 13G PAGE 9 OF 23 PAGES
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Item 1. Issuer.
(a) Name of Issuer:
The Times Mirror Company (the "Issuer")
(b) Address of Issuer's Principal Executive Offices:
Times Mirror Square, Los Angeles, California 90053
Item 2. Security and Background.
(a) Name of Person Filing:
The person filing this Schedule 13G is Gwendolyn Garland Babcock,
an individual.
(b) Residence Address:
The residence address of Ms. Babcock is 1500 Park Place, San
Marino, California 91108.
(c) Citizenship:
Ms. Babcock is a citizen of the United States.
(d) Title and Class of Securities:
Series A Common Stock
(e) CUSIP No.:
887364 10 7
Item 3. Filings under Rules 13d-1(b), or 13d-2(b) or (c).
Not Applicable.
Item 4. Ownership.
(a) Amount Beneficially Owned:
19,172. The amount of shares beneficially owned by the reporting
person set forth herein does not include 5,001,334 shares of
Series A Common Stock of the Issuer held by TMCT, LLC, a Delaware
limited liability company, and 15,541,216 shares of Series A
Common Stock of the Issuer held by TMCT II, LLC, a Delaware
limited liability company. Such shares may be deemed to be
beneficially owned by the reporting person under Section 13(d) of
the Exchange Act; however, the reporting person hereby
specifically disclaims beneficial ownership of such shares held by
TMCT, LLC and TMCT II, LLC.
<PAGE> 10
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CUSIP NO. 887364 10 7 13G PAGE 10 OF 23 PAGES
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(b) Percent of Class:
Approximately 0.05%, based on 41,481,730 shares of Series A Common
Stock of the Issuer outstanding as of December 31, 1999, plus an
additional 15,000 shares that may be acquired by Ms. Babcock upon
the exercise of stock options and an additional 2,029 shares of
deferred stock units. The number of outstanding shares indicated
above excludes 18,237,864 shares held by subsidiaries of the
Issuer; 4,001,067 shares of TMCT, LLC representing 80% of the
shares held by TMCT, LLC; 12,432,973 shares of TMCT II, LLC
representing 80% of the shares held by TMCT II, LLC; 15,152,026
shares held by Eagle New Media Investments, LLC and 2,563,190
shares held as treasury shares.
(c) Voting and Dispositive Power:
Ms. Babcock has (i) sole power to vote or to direct the vote of
18,272 shares, (ii) shared power to vote or direct the vote of 900
shares, (iii) sole power to dispose or direct the disposition of
18,272 shares and (iv) shared power to dispose of or direct the
disposition of 900 shares of Series A Common Stock of the Issuer
beneficially owned by her.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the
date hereof, the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check
the following [ X ].
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not Applicable.
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.
Not Applicable.
<PAGE> 11
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CUSIP NO. 887364 10 7 13G PAGE 11 OF 23 PAGES
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Item 1. Issuer.
(a) Name of Issuer:
The Times Mirror Company (the "Issuer")
(b) Address of Issuer's Principal Executive Offices:
Times Mirror Square, Los Angeles, California 90053
Item 2. Security and Background.
(a) Name of Person Filing:
The person filing this Schedule 13G is Bruce Chandler, an
individual.
(b) Residence Address:
The residence address of Mr. Chandler is 1600 South Bayfront,
Balboa Island, California 92611.
(c) Citizenship:
Mr. Chandler is a citizen of the United States.
(d) Title and Class of Securities:
Series A Common Stock
(e) CUSIP No.:
887364 10 7
Item 3. Filings under Rules 13d-1(b), or 13d-2(b) or (c).
Not Applicable.
Item 4. Ownership.
(a) Amount Beneficially Owned:
16,748. The amount of shares beneficially owned by the reporting
person set forth herein does not include 5,001,334 shares of
Series A Common Stock of the Issuer held by TMCT, LLC, a Delaware
limited liability company, and 15,541,216 shares of Series A
Common Stock of the Issuer held by TMCT II, LLC, a Delaware
limited liability company. Such shares may be deemed to be
beneficially owned by the reporting person under Section 13(d) of
the Exchange Act; however, the reporting person hereby
specifically disclaims beneficial ownership of such shares held by
TMCT, LLC and TMCT II, LLC.
<PAGE> 12
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CUSIP NO. 887364 10 7 13G PAGE 12 OF 23 PAGES
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(b) Percent of Class:
Approximately 0.04%, based on 41,481,730 shares of Series A Common
Stock of the Issuer outstanding as of December 31, 1999, plus an
additional 15,000 shares that may be acquired by Mr. Chandler upon
the exercise of stock options. The number of outstanding shares
indicated above excludes 18,237,864 shares held by subsidiaries of
the Issuer; 4,001,067 shares of TMCT, LLC representing 80% of the
shares held by TMCT, LLC; 12,432,973 shares of TMCT II, LLC
representing 80% of the shares held by TMCT II, LLC; 15,152,026
shares held by Eagle New Media Investments, LLC and 2,563,190
shares held as treasury shares.
(c) Voting and Dispositive Power:
Mr. Chandler has (i) sole power to vote or to direct the vote of
16,748 shares, (ii) shared power to vote or direct the vote of 0
shares, (iii) sole power to dispose or direct the disposition of
16,748 shares and (iv) shared power to dispose of or direct the
disposition of 0 shares of Series A Common Stock of the Issuer
beneficially owned by him.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the
date hereof, the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check
the following [ X ].
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not Applicable.
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.
Not Applicable.
<PAGE> 13
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CUSIP NO. 887364 10 7 13G PAGE 13 OF 23 PAGES
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Item 1. Issuer.
(a) Name of Issuer:
The Times Mirror Company (the "Issuer")
(b) Address of Issuer's Principal Executive Offices:
Times Mirror Square, Los Angeles, California 90053
Item 2. Security and Background.
(a) Name of Person Filing:
The person filing this Schedule 13G is William Stinehart, Jr., an
individual.
(b) Principal Business Address:
The principal business address of Mr. Stinehart is Gibson, Dunn &
Crutcher LLP, 2029 Century Park East, Los Angeles, California
90067.
(c) Citizenship:
Mr. Stinehart is a citizen of the United States.
(d) Title and Class of Securities:
Series A Common Stock
(e) CUSIP No.:
887364 10 7
Item 3. Filings under Rules 13d-1(b), or 13d-2(b) or (c).
Not Applicable.
Item 4. Ownership.
(a) Amount Beneficially Owned:
3,787. The amount of shares beneficially owned by the reporting
person set forth herein does not include 5,001,334 shares of
Series A Common Stock of the Issuer held by TMCT, LLC, a Delaware
limited liability company, and 15,541,216 shares of Series A
Common Stock of the Issuer held by TMCT II, LLC, a Delaware
limited liability company. Such shares may be deemed to be
beneficially owned by the reporting person under Section 13(d) of
the Exchange Act; however, the reporting person hereby
specifically disclaims beneficial ownership of such shares held by
TMCT, LLC and TMCT II, LLC.
<PAGE> 14
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CUSIP NO. 887364 10 7 13G PAGE 14 OF 23 PAGES
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(b) Percent of Class:
Approximately 0.01%, based on 41,481,730 shares of Series A Common
Stock of the Issuer outstanding as of December 31, 1999, plus an
additional 3,044 shares of deferred stock units. The number of
outstanding shares indicated above excludes 18,237,864 shares held
by subsidiaries of the Issuer; 4,001,067 shares of TMCT, LLC
representing 80% of the shares held by TMCT, LLC; 12,432,973
shares of TMCT II, LLC representing 80% of the shares held by TMCT
II, LLC; 15,152,026 shares held by Eagle New Media Investments,
LLC and 2,563,190 shares held as treasury shares.
(c) Voting and Dispositive Power:
Mr. Stinehart has (i) sole power to vote or to direct the vote of
3,044 shares, (ii) shared power to vote or direct the vote of 743
shares, (iii) sole power to dispose or direct the disposition of
3,044 shares and (iv) shared power to dispose of or direct the
disposition of 743 shares of Series A Common Stock of the Issuer
beneficially owned by him.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the
date hereof, the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check
the following [ X ].
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not Applicable.
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.
Not Applicable.
<PAGE> 15
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CUSIP NO. 887364 10 7 13G PAGE 15 OF 23 PAGES
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Item 1. Issuer.
(a) Name of Issuer:
The Times Mirror Company (the "Issuer")
(b) Address of Issuer's Principal Executive Offices:
Times Mirror Square, Los Angeles, California 90053
Item 2. Security and Background.
(a) Name of Person Filing:
The person filing this Schedule 13G is Camilla Chandler Frost, an
individual.
(b) Principal Business Address:
The principal business address of Ms. Frost is Chandis Securities,
350 West Colorado Boulevard, Suite 230, Pasadena, California
91105.
(c) Citizenship:
Ms. Frost is a citizen of the United States.
(d) Title and Class of Securities:
Series A Common Stock
(e) CUSIP No.:
887364 10 7
Item 3. Filings under Rules 13d-1(b), or 13d-2(b) or (c).
Not Applicable.
Item 4. Ownership.
(a) Amount Beneficially Owned:
220,451. The amount of shares beneficially owned by the reporting
person set forth herein does not include 5,001,334 shares of
Series A Common Stock of the Issuer held by TMCT, LLC, a Delaware
limited liability company, and 15,541,216 shares of Series A
Common Stock of the Issuer held by TMCT II, LLC, a Delaware
limited liability company. Such shares may be deemed to be
beneficially owned by the reporting person under Section 13(d) of
the Exchange Act; however, the reporting person hereby
specifically disclaims beneficial ownership of such shares held by
TMCT, LLC and TMCT II, LLC.
<PAGE> 16
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CUSIP NO. 887364 10 7 13G PAGE 16 OF 23 PAGES
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(b) Percent of Class:
Approximately 0.53%, based on 41,481,730 shares of Series A Common
Stock of the Issuer outstanding as of December 31, 1999, which
excludes 18,237,864 shares held by subsidiaries of the Issuer;
4,001,067 shares of TMCT, LLC representing 80% of the shares held
by TMCT, LLC; 12,432,973 shares of TMCT II, LLC representing 80%
of the shares held by TMCT II, LLC; 15,152,026 shares held by
Eagle New Media Investments, LLC and 2,563,190 shares held as
treasury shares.
(c) Voting and Dispositive Power:
Ms. Frost has (i) sole power to vote or to direct the vote of
113,801 shares, (ii) shared power to vote or direct the vote of
106,650 shares, (iii) sole power to dispose or direct the
disposition of 113,801 shares and (iv) shared power to dispose of
or direct the disposition of 106,650 shares of Series A Common
Stock of the Issuer beneficially owned by her.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the
date hereof, the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check
the following [ X ].
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not Applicable.
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.
Not Applicable.
<PAGE> 17
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CUSIP NO. 887364 10 7 13G PAGE 17 OF 23 PAGES
- --------------------- -------------------
Item 1. Issuer.
(a) Name of Issuer:
The Times Mirror Company (the "Issuer")
(b) Address of Issuer's Principal Executive Offices:
Times Mirror Square, Los Angeles, California 90053
Item 2. Security and Background.
(a) Name of Person Filing:
The person filing this Schedule 13G is Douglas Goodan, an
individual.
(b) Residence Address:
The residence address of Mr. Goodan is 2550 Aberdeen Avenue, Los
Angeles, California 90027.
(c) Citizenship:
Mr. Goodan is a citizen of the United States.
(d) Title and Class of Securities:
Series A Common Stock
(e) CUSIP No.:
887364 10 7
Item 3. Filings under Rules 13d-1(b), or 13d-2(b) or (c).
Not Applicable.
Item 4. Ownership.
(a) Amount Beneficially Owned:
0. The amount of shares beneficially owned by the reporting person
set forth herein does not include 5,001,334 shares of Series A
Common Stock of the Issuer held by TMCT, LLC, a Delaware limited
liability company, and 15,541,216 shares of Series A Common Stock
of the Issuer held by TMCT II, LLC, a Delaware limited liability
company. Such shares may be deemed to be beneficially owned by the
reporting person under Section 13(d) of the Exchange Act; however,
the reporting person hereby specifically disclaims beneficial
ownership of such shares held by TMCT, LLC and TMCT II, LLC.
<PAGE> 18
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CUSIP NO. 887364 10 7 13G PAGE 18 OF 23 PAGES
- --------------------- -------------------
(b) Percent of Class:
0%, based on 41,481,730 shares of Series A Common Stock of the
Issuer outstanding as of December 31, 1999, which excludes
18,237,864 shares held by subsidiaries of the Issuer; 4,001,067
shares of TMCT, LLC representing 80% of the shares held by TMCT,
LLC; 12,432,973 shares of TMCT II, LLC representing 80% of the
shares held by TMCT II, LLC; 15,152,026 shares held by Eagle New
Media Investments, LLC and 2,563,190 shares held as treasury
shares.
(c) Voting and Dispositive Power:
Mr. Goodan has (i) sole power to vote or to direct the vote of 0
shares, (ii) shared power to vote or direct the vote of 0 shares,
(iii) sole power to dispose or direct the disposition of 0 shares
and (iv) shared power to dispose of or direct the disposition of 0
shares of Series A Common Stock of the Issuer beneficially owned
by him.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the
date hereof, the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check
the following [ X ].
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not Applicable.
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.
Not Applicable.
<PAGE> 19
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CUSIP NO. 887364 10 7 13G PAGE 19 OF 23 PAGES
- --------------------- -------------------
Item 1. Issuer.
(a) Name of Issuer:
The Times Mirror Company (the "Issuer")
(b) Address of Issuer's Principal Executive Offices:
Times Mirror Square, Los Angeles, California 90053
Item 2. Security and Background.
(a) Name of Person Filing:
The person filing this Schedule 13G is Judy C. Webb, an
individual.
(b) Residence Address:
The residence address of Ms. Webb is 19 Leeward Road, Belvedere,
California 94920.
(c) Citizenship:
Ms. Webb is a citizen of the United States.
(d) Title and Class of Securities:
Series A Common Stock
(e) CUSIP No.:
887364 10 7
Item 3. Filings under Rules 13d-1(b), or 13d-2(b) or (c).
Not Applicable.
Item 4. Ownership.
(a) Amount Beneficially Owned:
0. The amount of shares beneficially owned by the reporting person
set forth herein does not include 5,001,334 shares of Series A
Common Stock of the Issuer held by TMCT, LLC, a Delaware limited
liability company, and 15,541,216 shares of Series A Common Stock
of the Issuer held by TMCT II, LLC, a Delaware limited liability
company. Such shares may be deemed to be beneficially owned by the
reporting person under Section 13(d) of the Exchange Act; however,
the reporting person hereby specifically disclaims beneficial
ownership of such shares held by TMCT, LLC and TMCT II, LLC.
<PAGE> 20
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CUSIP NO. 887364 10 7 13G PAGE 20 OF 23 PAGES
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(b) Percent of Class:
0%, based on 41,481,730 Series A Common Stock of the Issuer
outstanding as of December 31, 1999, which excludes 18,237,864
shares held by subsidiaries of the Issuer; 4,001,067 shares of
TMCT, LLC representing 80% of the shares held by TMCT, LLC;
12,432,973 shares of TMCT II, LLC representing 80% of the shares
held by TMCT II, LLC; 15,152,026 shares held by Eagle New Media
Investments, LLC and 2,563,190 shares held as treasury shares.
(c) Voting and Dispositive Power:
Ms. Webb has (i) sole power to vote or to direct the vote of 0
shares, (ii) shared power to vote or direct the vote of 0 shares,
(iii) sole power to dispose or direct the disposition of 0 shares
and (iv) shared power to dispose of or direct the disposition of 0
shares of Series A Common Stock of the Issuer beneficially owned
by her.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the
date hereof, the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check
the following [ X ].
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not Applicable.
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.
Not Applicable.
<PAGE> 21
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CUSIP NO. 887364 10 7 13G PAGE 21 OF 23 PAGES
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Item 1. Issuer.
(a) Name of Issuer:
The Times Mirror Company (the "Issuer")
(b) Address of Issuer's Principal Executive Offices:
Times Mirror Square, Los Angeles, California 90053
Item 2. Security and Background.
(a) Name of Person Filing:
The person filing this Schedule 13G is Warren B. Williamson, an
individual.
(b) Principal Business Address:
The principal business address of Mr. Williamson is Chandis
Securities, 350 West Colorado Boulevard, Suite 230, Pasadena,
California 91105.
(c) Citizenship:
Mr. Williamson is a citizen of the United States.
(d) Title and Class of Securities:
Series A Common Stock
(e) CUSIP No.:
887364 10 7
Item 3. Filings under Rules 13d-1(b), or 13d-2(b) or (c).
Not Applicable.
Item 4. Ownership.
(a) Amount Beneficially Owned:
18,692. The amount of shares beneficially owned by the reporting
person set forth herein does not include 5,001,334 shares of
Series A Common Stock of the Issuer held by TMCT, LLC, a Delaware
limited liability company, and 15,541,216 shares of Series A
Common Stock of the Issuer held by TMCT II, LLC, a Delaware
limited liability company. Such shares may be deemed to be
beneficially owned by the reporting person under Section 13(d) of
the Exchange Act; however, the reporting person hereby
specifically disclaims beneficial ownership of such shares held by
TMCT, LLC and TMCT II, LLC.
<PAGE> 22
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CUSIP NO. 887364 10 7 13G PAGE 22 OF 23 PAGES
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(b) Percent of Class:
Approximately 0.05%, based on 41,481,730 shares of Series A Common
Stock of the Issuer outstanding as of December 31, 1999, plus an
additional 15,000 shares that may be acquired by Mr. Williamson
upon the exercise of stock options and an additional 3,409 shares
of deferred stock units. The number of outstanding shares
indicated above excludes 18,237,864 shares held by subsidiaries of
the Issuer; 4,001,067 shares of TMCT, LLC representing 80% of the
shares held by TMCT, LLC; 12,432,973 shares of TMCT II, LLC
representing 80% of the shares held by TMCT II, LLC; 15,152,026
shares held by Eagle New Media Investments, LLC and 2,563,190
shares held as treasury shares.
(c) Voting and Dispositive Power:
Mr. Williamson has (i) sole power to vote or to direct the vote of
18,692 shares, (ii) shared power to vote or direct the vote of 0
shares, (iii) sole power to dispose or direct the disposition of
18,692 shares and (iv) shared power to dispose of or direct the
disposition of 0 shares of Series A Common Stock of the Issuer
beneficially owned by him.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the
date hereof, the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check
the following [ X ].
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not Applicable.
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.
Not Applicable.
<PAGE> 23
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CUSIP NO. 887364 10 7 13G PAGE 23 OF 23 PAGES
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief,
each of the undersigned certifies that the information set forth in this
statement is true, complete and correct.
/s/ GWENDOLYN GARLAND BABCOCK February 11, 2000
----------------------------- ----------------------------
Gwendolyn Garland Babcock
/s/ BRUCE CHANDLER February 11, 2000
----------------------------- ----------------------------
Bruce Chandler
/s/ WILLIAM STINEHART, JR. February 11, 2000
----------------------------- ----------------------------
William Stinehart, Jr.
/s/ CAMILLA CHANDLER FROST February 11, 2000
----------------------------- ----------------------------
Camilla Chandler Frost
/s/ DOUGLAS GOODAN February 11, 2000
----------------------------- ----------------------------
Douglas Goodan
/s/ JUDY C. WEBB February 11, 2000
----------------------------- ----------------------------
Judy C. Webb
/s/ WARREN B. WILLIAMSON February 11, 2000
----------------------------- ----------------------------
Warren B. Williamson
