SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3 )*
YOUNG BROADCASTING INC.
Class A Common Stock
987434 10 7
(CUSIP number)
David K. Thompson
Senior Vice President - Assistant General Counsel
The Walt Disney Company
500 South Buena Vista Street
Burbank, California 91521
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
October 4, 1996
(Date of Event which Requires Filing
of this Statement)
If the filing person has previously filed a statement
on Schedule 13G to report the acquisition which is the
subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the
following box [ ].
Check the following box if a fee is being paid with the
statement [ ]. (A fee is not required only if the
reporting person: (1) has a previous statement on file
reporting beneficial ownership of more than five
percent of the class of securities described in Item
1; and (2) has filed no amendment subsequent thereto
reporting beneficial ownership of five percent or less
of such class.) (See Rule 13d-7.)
Note: Six copies of this statement, including all
exhibits, should be filed with the Commission.
See Rule 13d-1(a) for other parties to whom copies are
to be sent.
*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 on the remainder of this cover
page shall not be deemed to be "filed" for the purpose
of Section 18 of the Securities Exchange Act of 1934
("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. NAME OF REPORTING PERSON:
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
ABC, Inc. (formerly Capital Cities/ABC, Inc.)
14-1284013
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*:
(a) / /
Not Applicable (b) / /
3. SEC USE ONLY
4. SOURCE OF FUNDS*:
Not Applicable
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEM 2(d) or 2(e):
/ /
6. CITIZENSHIP OR PLACE OF ORGANIZATION:
New York
7. SOLE VOTING POWER: 0
NUMBER OF
SHARES
BENEFICIALLY 8. SHARED VOTING POWER: 0
OWNED BY
EACH
REPORTING 9. SOLE DISPOSITIVE POWER: 0
PERSON WITH
10. SHARED DISPOSITIVE POWER: 0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON:
0
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES*:
Not Applicable / /
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
0
14. TYPE OF REPORTING PERSON*:
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
1. NAME OF REPORTING PERSON:
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
The Walt Disney Company 95-4545390
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*:
(a) / /
Not Applicable (b) / /
3. SEC USE ONLY
4. SOURCE OF FUNDS*:
Not Applicable
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEM 2(d) or 2(e):
/ /
6. CITIZENSHIP OR PLACE OF ORGANIZATION:
Delaware
7. SOLE VOTING POWER: 0
NUMBER OF
SHARES
BENEFICIALLY 8. SHARED VOTING POWER: 0
OWNED BY
EACH
REPORTING 9. SOLE DISPOSITIVE POWER: 0
PERSON WITH
10. SHARED DISPOSITIVE POWER: 0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON:
0
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES*:
Not Applicable / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
0
14. TYPE OF REPORTING PERSON*:
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Item 5. Interests in the Security of the Issuer.
(e) On October 4, 1996, ABC, Inc. (formerly
Capital Cities/ABC, Inc.) sold back to
the Issuer its interest in the Class C
Common Stock of the Issuer, consisting
of 1,500,000 shares of Class C Common
Stock and warrants to purchase 750,000
shares of Class C Common Stock, pursuant
to the terms of the Agreement dated
September 3, 1996 between the Issuer and
The Walt Disney Company. As a result of
the transaction, the reporting persons
no longer beneficially own any equity
securities of the Issuer.
Item 7. Materials to be Filed as Exhibits.
Exhibit A Agreement dated September 3, 1996
between Young Broadcasting Inc. and
The Walt Disney Company,
incorporated by reference to
Exhibit 10.34 to Amendment No. 3 to
the Registration Statement on Form
S-3, dated September 6, 1996, of
Young Broadcasting Inc.
<PAGE>
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.
October 14, 1996
-----------------------
Date
THE WALT DISNEY COMPANY
By: /s/ David K. Thompson
-------------------------
Name: David K. Thompson
Title: Senior Vice President-
Assistant General Counsel
ABC, INC. (formerly Capital
Cities/ABC, Inc.)
By: /s/ Franco Garcia
-------------------------
Name: Franco Garcia
Title: Assistant Secretary
<PAGE>
