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SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. )
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/X/ Soliciting Material Pursuant to Section 240.14a-11(c) or Section
240.14a-12
TELEDYNE, INC.
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(Name of Registrant as Specified In Its Charter)
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NEWS RELEASE [TELEDYNE LOGO]
FOR IMMEDIATE RELEASE CONTACT: Rosanne O'Brien
Teledyne, Inc.
310/551-4265
DR. WILLIAM OUCHI NOMINATED FOR SEAT ON TELEDYNE BOARD
LOS ANGELES, Calif., March 7, 1996 -- William G. Ouchi, well-known
author and professor of management in the Anderson Graduate School of
Management at UCLA, has been nominated by Teledyne, Inc. (NYSE:TDY) for
election to the Teledyne Board of Directors. Dr. Ouchi is one of Teledyne's
eight candidates nominated for election at Teledyne's Annual Meeting of
Shareholders to be held on April 24.
Dr. Ouchi's first book, THEORY Z: HOW AMERICAN MANAGEMENT CAN MEET THE
JAPANESE CHALLENGE, was a national best seller and has been published in 14
foreign editions. For more than 20 years, Dr. Ouchi, 52, has served as a
management consultant to several of the largest manufacturing corporations in
the world. Dr. Ouchi also served as advisor and then Chief of Staff to Los
Angeles Mayor Richard Riordan from 1993 to 1995.
"Dr. Ouchi has an impressive record of achievement as an
internationally respected expert on management both in the academic and
business environments. We look forward to his valuable contributions to
Teledyne's Board," said William P. Rutledge, Teledyne Chairman and Chief
Executive Officer.
Dr. Ouchi holds a bachelor's degree from Williams College, an MBA from
Stanford, and a doctorate from the University of Chicago.
Dr. Ouchi, a member of UCLA's faculty since 1979, teaches management and
organization design and conducts research on the structure of large
organizations, especially high-technology manufacturing companies and
automobile manufacturers. Prior to joining UCLA, he taught at the University
of Chicago and Stanford University. He also continues as Chairman of the
Riordan Programs, which serve minority high school and college students in
Southern California.
Currently, Dr. Ouchi serves on the Boards of Directors of First Federal
Bank of California, Williams College, KCET public television, California
Community Foundation, and the Commission on Presidential Debates. He is also
a member of the Consumer Advisory Committee of the U. S. Securities and
Exchange Commission, and of the Real Estate Advisory Committee of the Trust
Company of the West.
Teledyne, Inc. is a federation of technology-based businesses
serving worldwide customers with commercial and government-related aviation
and electronics products; high-value specialty metals for consumer,
industrial and aerospace applications; and industrial and consumer products.
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CERTAIN INFORMATION CONCERNING PARTICIPANTS
The following information concerns the directors and nominees of
Teledyne, Inc. ("Teledyne") for election at Teledyne's 1996 Annual
Meeting of Shareholders, each of whom may be deemed participants in the
solicitation of proxies on behalf of Teledyne's Board of Directors: Frank V.
Cahouet (Chairman of the Board, Chief Executive Officer and President of
Mellon Bank Corporation) is the direct beneficial owner of 7,154 shares
of Teledyne Common Stock (including 7,054 shares subject to stock
options exercisable within 60 days of February 29, 1996) and 4 shares of
Teledyne Series E Cumulative Preferred Stock ("Series E Preferred"); Diane
C. Creel (Chief Executive Officer of Earth Tech) is the direct beneficial
owner of 3,668 shares of Teledyne Common Stock (including 3,568 shares
subject to stock options exercisable within 60 days of February 29, 1996)
and 3 shares of Series E Preferred Stock; William G. Ouchi (Professor of
Management, The John E. Anderson School of Management, UCLA) is the direct
beneficial owner of 500 shares of Teledyne Common Stock; Donald B. Rice
(President and Chief Operating Officer of Teledyne) is the direct
beneficial owner of 281,000 shares of Common Stock (including 180,000
shares subject to stock options exercisable within 60 days of February 29,
1996) and 2,390 shares of Series E Preferred Stock; George A. Roberts
(private investor) directly and through his spouse, may be deemed to be
the beneficial owner of 428,415 shares of Teledyne Common Stock and 17,132
shares of Series E Preferred Stock. Dr. Roberts also is the beneficial
owner of $852,000 principal amount of Teledyne debt securities. Dr. Roberts
disclaims beneficial ownership of the shares of Common Stock and Series E
Preferred Stock held in his spouse's name; William P. Rutledge (Chairman
of the Board and Chief Executive Officer of Teledyne) is the direct
beneficial owner of 419,000 shares of Teledyne Common Stock (including
410,000 shares subject to stock options exercisable within 60 days of
February 29, 1996) and 360 shares of Series E Preferred Stock; Fayez
Sarofim (Chairman of the Board and President of Fayez Sarofim &
Co.) individually and through Sarofim International Management Company
which is a wholly owned subsidiary of Fayez Sarofim & Co. (of which Mr.
Sarofim is the majority shareholder) and the Pension and Profit Sharing
Trusts of Fayez Sarofim & Co., (of which Mr. Sarofim is trustee), may be
deemed to be the beneficial owner of 1,316,250 shares of Teledyne Common
Stock and 53,646 shares of Series E Preferred Stock. In addition, as of
February 27, 1996, Fayez Sarofim & Co., through numerous investment
advisory accounts over which it may exercise discretion, may be deemed
to have beneficially owned approximately $2.3 million principal amount of
Teledyne debt securities; and, Henry E. Singleton (rancher and private
investor) is the direct beneficial owner of 7,272,260 shares of Teledyne
Common Stock and 290,888 shares of Series E Preferred Stock. Dr.
Singleton also is the beneficial owner of $28,000 principal amount of
Teledyne debt securities. Unless otherwise noted, the foregoing share
ownership numbers are as of February 29, 1996. Each of Messrs. Roberts,
Sarofim and Singleton is a director of both Argonaut Group, Inc.
("Argonaut") and Unitrin, Inc. ("Unitrin"), which are former
subsidiaries of Teledyne. Mr. Cahouet is a director of Mellon Bank
Corporation ("MBC") and, Ms. Creel was a director of The Earth Technology
Corporation ("Earth Tech") until it was acquired by Tyco International
Company. Teledyne was, during 1995, and continues to be, a party to certain
contracts and transactions with Argonaut, Unitrin, Earth Tech and a
wholly-owned subsidiary of MBC.
