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Bear Stearns
16th Annual Media, Entertainment and Information Conference
March 4, 2003


Dennis FitzSimons/President and Chief Executive Officer
Thank you Kevin. I’d like to publicly thank Kevin and his colleague Victor Miller who were nice enough to come out to our management’s kick-off meeting for the year and they gave us a great industry overview. It was very helpful for our top management. Kevin gave us a great line that we’ve used a lot when we want to say no to expenses -- "investors want to see that cost control is forever." It’s been a handy statement to use.

Thanks to those cost controls and many other factors, Tribune posted record earnings per share in 2002. And, we’re looking for 2003 to be even better, with earnings growth in the low double digits and EBITDA of $1.6 billion, over half of which will convert into free cash flow. That, of course, assumes continued improvement in ad spending. We’re all wondering what the impact of a war will be, but right now we’re seeing good trends. One thing that works to our benefit in terms of posting increases in 2003 is that our TV business won’t have comparisons as tough as some of the traditional affiliate groups, whose 2002 results were more driven by election and Olympic spending.

Speaking of free cash flow, we realize that investors are putting more emphasis on this metric in determining value. The conversion rate of EBITDA into free cash flow is a good indicator of return to shareholders because it captures the amount of reinvestment a business requires in order to grow. Our strong newspaper and TV franchises convert a high percentage of EBITDA into free cash flow, thanks to modest capital expenditure needs and our overall conservative debt level. This is particularly true relative to other media and entertainment businesses such as cable, movie studios or theme parks.

So, lets talk about Tribune’s business. Our focus is on local mass media in major markets. We’re the only media company to own newspapers, television stations and internet sites in the top three markets of New York, Los Angeles and Chicago. We see this as a critical advantage because advertisers have to be there. Those markets represent 16% of the total U.S. population, and 25% of households with incomes exceeding $150,000. Widening that out to the top ten markets, those figures are 30% of the population and 50% of homes with incomes over $150,000, -- and we’re in eight of those top ten markets. In this era where advertisers have an increasing number of national, network options, there are not nearly as many local options. Our local mass media fill the need of advertisers to reach consumers with impactful messages on a geo-targeted basis.

What we’ll do today is focus on our television assets and describe how we’ll deliver above-average growth, and why. Then, we’ll cover how we’re migrating some of our television strategies to the print business. While there are differences in our two lines of business, there are also a lot of similarities, as we compete in an increasingly fragmented media environment.

Our television group will number twenty-six stations in twenty-two leading markets after we complete our announced acquisition of WB affiliates in St. Louis and Portland. Our coverage will extend to 40% of U.S. television households (30% for FCC purposes), including 18 of the top 30 markets. And the top 30 markets will continue to be our target for acquisitions. Our 2003 television revenues should top $1.3 billion and EBITDA margins should be around 40% for the group. Over the past fifteen years, we’ve doubled our EBITDA margins, and margin improvement continues to be a high priority.

We’ve been able to post these kinds of results because coming out of the last recession, we made two critical decisions that have served us well. First, build scale. In 1991, we had six stations. Now, we have twenty-six, and we acquired these stations at acquisition multiples that made financial sense. Our national footprint -- we’re the fifth largest station group in terms of coverage -- gives us important advantages as a leading program buyer. It not only improves our access to the best shows in syndication but it allows us greater flexibility in negotiating program license terms. These are syndicated programs, usually sitcoms, we air in early and late fringe and they account for over 40% of our station revenue. So, our scale makes a big difference in the bottom line. In addition to programming, scale enables economies in news, engineering and other aspects of our operations.

The second critical decision was partnering with Warner Brothers to launch the WB Network back in 1994. The network achieved profitability in 2002, and in February the WB was the fastest growing network with young adults. Ratings for adults 18-34 were up 35%. Programming aimed toward young demos, which advertisers find more and more difficult to reach, has worked from both a ratings, and certainly a revenue, standpoint. Impacting brand selection at an earlier age is critical to advertisers, so the WB’s concentration of viewers aged 12-34 generates premium CPM’s -- to the point where the WB’s revenue is projected to be in the $800 million range for calendar 2003. From a standing start in 1995, to $800 million eight years later, is a great story. Tribune remains the leading affiliate group for the WB, representing over 50% of the network’s audience delivery. Our strong VHF stations in New York, LA and Chicago consistently double the network’s national rating, so the WB’s success is amplified for us.

Another way we look to build value in our television group is to improve our competitive position in individual markets through two station clusters. We now have four markets where we’re doubled up, and we’ll look to do more. We feel we can add six to seven margin points to our operations over time in these markets by sharing facilities, cross-promoting, optimizing program buying and scheduling, and coordinating selling.

While our primary television assets are local mass media franchises, we also have several national television assets which complement our local strength. WGN Superstation is available in over 57 million homes via cable and DBS. Having a dual revenue stream, advertising and subscription fees, makes WGN Superstation a very profitable part of our broadcast group. We have other holdings in cable programming as well, and they represent considerable value. We own a 31% stake in the Food Network stemming from use of our retransmission consent rights back in 1992 to get the channel launched. Our partner Scripps has done a great job running the network and the asset value continues to grow. We also own a 9% stake in the Golf Channel where Comcast is the general partner. Now that the merger with AT&T is complete, Comcast has announced they will be rolling out the Golf Channel to all of its basic subscribers. This is going to do nothing but increase the value of the network. We’ve been delighted with the increasing value of these investments. We’re happy to continue to ride this growth, but, alternatively, we’re open to a strategic transaction (if it is tax-efficient) that would enhance our core business.

Let me just talk about content for a minute. Another of our divisions with more of a national focus is Tribune Entertainment. Their mandate is to supply programming that fits the specific needs of our stations and today, we’re the largest supplier of first-run action-hours led by Andromeda and Mutant X. First run syndication has always been a high-risk business, and to limit our financial downside we do most of our production with foreign partners. We’ve had some success selling the back-end of these series to cable. This has been a business that has added to our bottom line and kept our risk in-line.

Maybe our most visible subsidiary is the Chicago Cubs that we acquired back in 1981 for $21 million dollars. With all the market activity around sports teams these days -- Disney looking to sell the Angels and Fox reportedly putting the Dodgers on the market -- we’re often asked about why we own the Cubs. The Cubs have provided WGN-TV, radio and the Superstation with programming for over 20 years. Not nearly enough wins, but good programming. But with Dusty Baker at the helm and some good off-season player acquisitions we’ve got high hopes for the upcoming season. Ticket sales are up 12%.

We’re also working hard on sharing content between our newspapers and stations. We've learned that its a natural fit. The most recent effort is taking place right now in the Middle East, where print reporters from the LA Times and the Chicago Tribune are delivering live reports for our stations’ newscasts.

This is a great enhancement for our stations because we can leverage the credibility and knowledge of the newspaper reporters who are on the ground, immersed in the region, and who add enormous depth to our coverage. Typically local stations would not be able to justify this kind of expense. But, the technology available today -- in this case the video satellite phone -- makes it possible.

Moving to the newspaper side of our company, let me give you a sense of how some of our television strategies apply to newspapers. First, as in television, scale is important, and major markets are an advantage. That’s why acquired Times Mirror in 2000, with its seven newspapers. Now, with just eleven newspapers, Tribune ranks second among newspaper publishers in terms of revenue. This kind of scale has provided a platform to grow our national advertising through Tribune Media Net. In a tough advertising environment in 2001, Tribune Media Net generated $34 million in incremental revenue, grew that to $60 million in 2002, and is looking for $70 million this year. About half of that comes from cross-media sales, including television, and the other half from national advertising across our network of newspapers.

At newspaper conferences we often hear concerns about declining circulation. We currently have a number of initiatives to reverse those trends, and to grow our overall market share by leveraging our existing strengths in local markets. In New York, we launched a daily Spanish language newspaper called Hoy!, which has grown to over 78,000 in daily circulation in four years. Today it’s the number one Spanish language newspaper in the New York metropolitan area. Newsday recognized that this community had been underserved by traditional print media, and in addition to reaching thousands of new readers, we were able to offer our advertisers a vehicle to reach this fast-growing market. And we think we have a model that can work in other cities. We recently named Louis Sito, who created and spearheaded the growth of Hoy!, to lead our expansion in other markets.

In Chicago, we launched a Monday-Friday tabloid called RedEye, to deepen our readership among 18-34s. Right now the Chicago Tribune reaches about 50% of adults 18-34 every week. We were able to plan and launch the publication in just a few months, with modest incremental costs drawing on existing content, production and promotion resources at Chicago Tribune. And we’re also using our other Chicago media to get the word out.

RedEye targets young adult demos, with the objective of offering them a quick read that fits with their lifestyle. It is designed to establish a newspaper habit that will extend to the core Chicago Tribune, and increase readership over time. This is a Monday-Friday commuter read and we heavily promote the Sunday edition of the Tribune. We think over time that’s going to have an impact. Both Hoy! and RedEye expand the options we offer advertisers, and are vehicles for us to grow our overall share of revenue.

We’ve received a fair amount of attention over the last few years for the steps we’ve taken to share content across our newspapers, our TV stations and the internet. But, we’ve actually been sharing content across the industry a lot longer than most people realize, through Tribune Media Services. TMS is a business within Tribune Publishing that has traditionally been known as our "syndicate." Last year the newspaper syndication business generated about $60 million from over 2,100 newspapers around the world -- distributing content that ranges from Dave Barry to Henry Kissinger to Dick Tracy.

In addition to syndicating newspaper columns and features, TMS has built an entertainment listings business, born out of newspapers’ need for daily television schedules. Today, we gather and distribute program schedule information for over 12,000 broadcast stations and networks. Our database includes descriptions of close to 2 million episodes and movies, and we marry this with channel lineups for 17,000 cable head ends. Navigating the almost one hundred channels available in the average home is a big challenge for cable and satellite as they rollout more digital offerings. TMS has successfully extended their market to supply the on-screen program guides. And, every TiVo and Replay box that is sold today relies on Tribune-supplied data for their program guide. Your TiVo has to know what’s on, and has to be accurate, in order for it to record the right shows. Lots of people see TiVo and Replay as threats to the over-the-air TV business, but we don’t see them as much of a threat. If somebody is going to supply them with information and make money on it, it might as well be us. Our data business is providing us a unique window into the world of new television technologies... and a growing revenue stream.

So just to wrap up, here’s why Tribune is positioned to achieve above average growth:

o In a world where advertisers have increasing national options, we’ve got great local mass media assets:

o they’re in the major markets,

o they’re strong businesses that can be extended into new markets and new products, and

o they’re proven generators of free cash flow.

o We believe that scale is an important competitive strength. So, we see ourselves as consolidators -- but careful consolidators -- with a sharp focus on how acquisitions, new products and complementary businesses, translate directly into shareholder value.

Before I take your questions, I’ll turn it over to Don Grenesko for a brief update on our financial outlook

Don Grenesko, Senior Vice President/Finance and Administration
As Dennis said, we continue to be cautiously optimistic about 2003. However, it’s difficult to predict the effect on our businesses of a possible war with Iraq.

We had a good start to the year, with January consolidated revenues up 5%, reflecting higher revenues in each of our business groups.

February’s publishing revenues are a little softer that January’s as uncertainty surrounding the war is having some impact on advertising. Help wanted continues to reflect weakness in job creation. On the positive side, TV revenues were up in the mid-double digits range in February, which was also above January’s results. And pacings continue to be strong in March and into the second quarter.

For the first quarter, revenue should be up in the mid-single digit range and we’re comfortable within the current range of analysts’ earnings estimates, which is 37 to 43 cents per share.

Cost control will continue to be a primary focus for us, as it has been for the past two years. Consolidated expenses for 2002 were down 3%, but we expect 2003 full year expenses to be up in the low-to-mid single digit range, reflecting merit increases in 2003, after salary freeze/cuts last year, as well as higher benefits costs due to lower pension credit and higher medical expenses.

As far as newsprint pricing is concerned, Abitibi recently announced a $50 per ton price increase effective March 1. However, industry consumption in January was up only 1% -- certainly not an indicator for a price increase at this point.

Turning to the balance sheet, we began 2003 with debt at $2.75 billion, after reducing debt by $650 million in 2002. We plan to reduce debt further this year to about $2.5 billion, or a debt/EBITDA ratio of 1.6X. This should provide ample flexibility to pursue our growth initiatives, and we’ll do so with our usual financial discipline.

One of the metrics that helps us ensure this discipline when we acquire or invest is ROIC, or Return on Invested Capital.

We’ve had an excellent track record, achieving consolidated returns in the 12-14% range through most of the 1990s. This was 1-3 percentage points above the publishing industry average.

As with all large acquisitions that require a significant amount of capital, our ROIC was affected by the Times Mirror merger, and the recession exacerbated the impact. However, we’ve seen significant improvement in the last couple of years and we expect that upward trend to continue.

Another important metric that Dennis mentioned earlier is free cash flow. Because of our relatively low capital requirements and declining leverage, Tribune will convert about 50% of our EBITDA -- around $800 million-- to free cash flow in 2003. The conversion ratio has been in the range of 50% for the past several years. It’s a good reminder of the relatively low capital requirements of the newspaper and TV businesses, compared to other media like cable.

For all of these reasons, we’re optimistic about Tribune’s future.

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This document contains certain comments or forward-looking statements that are based largely on the company's current expectations and are subject to certain risks, trends and uncertainties. Such comments and statements should be understood in the context of Tribune's publicly available reports filed with the SEC, including the most current annual report, 10-K and 10-Q, which contain a discussion of various factors that may affect the company's business. These factors could cause actual future performance to differ materially from current expectations. Tribune Company is not responsible for updating the information contained in this press release beyond the published date, or for changes made to this document by wire services or Internet service providers.

   
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