SEC Filing | E.W. Scripps Company

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2000 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from ________________ to ________________ Commission File Number 0-16914 THE E. W. SCRIPPS COMPANY (Exact name of registrant as specified in its charter) Ohio 31-1223339 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 312 Walnut Street Cincinnati, Ohio 45202 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (513) 977-3000 Not Applicable (Former name, former address and former fiscal year, if changed since last report.) Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities and Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. As of July 31, 2000 there were 59,341,756 of the Registrant's Class A Common Shares outstanding and 19,216,913 of the Registrant's Common Voting Shares outstanding.

INDEX TO THE E. W. SCRIPPS COMPANY REPORT ON FORM 10-Q FOR THE QUARTER ENDED JUNE 30, 2000 Item No. Page PART I - FINANCIAL INFORMATION 1 Financial Statements 3 2 Management's Discussion and Analysis of Financial Condition and Results of Operations 3 3 Quantitative and Qualitative Disclosures About Market Risk 3 PART II - OTHER INFORMATION 1 Legal Proceedings 3 2 Changes in Securities 3 3 Defaults Upon Senior Securities 3 4 Submission of Matters to a Vote of Security Holders 4 5 Other Information 4 6 Exhibits and Reports on Form 8-K 4

PART I ITEM 1. FINANCIAL STATEMENTS The information required by this item is filed as part of this Form 10-Q. See Index to Financial Information at page F-1 of this Form 10-Q. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The information required by this item is filed as part of this Form 10-Q. See Index to Financial Information at page F-1 of this Form 10-Q. ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK The information required by this item is filed as part of this Form 10-Q. See Index to Financial Information at page F-1 of this Form 10-Q. PART II ITEM 1. LEGAL PROCEEDINGS The Company is involved in litigation arising in the ordinary course of business, such as defamation actions and various governmental and administrative proceedings relating to renewal of broadcast licenses, none of which is expected to result in material loss. ITEM 2. CHANGES IN SECURITIES There were no changes in the rights of security holders during the quarter for which this report is filed. ITEM 3. DEFAULTS UPON SENIOR SECURITIES There were no defaults upon senior securities during the quarter for which this report is filed.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS The following table presents information on matters submitted to a vote of security holders at the 2000 Annual Meeting of Shareholders. Broker Description of Matters Submitted In Favor Against Abstain Non-Votes Class A Common Shares: Election of Directors: Daniel J. Meyer 53,904,126 158,432 Nicholas B. Paumgarten 53,904,196 158,362 Ronald W. Tysoe 53,904,196 158,362 Julie A. Wrigley 53,904,107 158,451 Common Voting Shares: Election of Directors: William R. Burleigh 18,013,133 John H. Burlingame 18,013,133 Kenneth W. Lowe 18,013,133 Nackey E. Scagliotti 18,013,133 Charles E. Scripps 18,013,133 Edward W. Scripps 18,013,133 Paul K. Scripps 18,013,133 Julie A. Wrigley 18,013,133 Amend the 1997 Long-Term Incentive Plan 18,013,133 Approve the Executive Bonus Plan 18,013,133 ITEM 5. OTHER INFORMATION None. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K Exhibits The information required by this item is filed as part of this Form 10-Q. See Index to Exhibits at page E-1 of this Form 10-Q. Reports on Form 8-K No reports on Form 8-K were filed during the quarter for which this report is filed.

SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. THE E. W. SCRIPPS COMPANY Dated: August 3, 2000 BY: D. J. Castellini D. J. Castellini Senior Vice President and Chief Financial Officer

THE E. W. SCRIPPS COMPANY Index to Financial Information Item Page Consolidated Balance Sheets F-2 Consolidated Statements of Income F-4 Consolidated Statements of Cash Flows F-5 Consolidated Statements of Comprehensive Income and Stockholders' Equity F-6 Notes to Consolidated Financial Statements F-7 Management's Discussion and Analysis of Financial Condition and Results of Operations Forward Looking Statements F-13 Results of Operations F-13 Newspapers F-16 Category Media F-17 Broadcast Television F-18 Liquidity and Capital Resources F-19 Market Risk F-20

CONSOLIDATED BALANCE SHEETS ( in thousands ) As of June 30, December 31, June 30, 2000 1999 1999 (Unaudited) (Unaudited) ASSETS Current Assets: Cash and cash equivalents $ 15,326 $ 10,456 $ 12,386 Accounts and notes receivable (less allowances -$12,990, $11,266, $10,721) 286,011 280,829 239,719 Program rights and production costs 80,502 93,001 81,811 Network distribution fees 18,601 17,899 15,854 Inventories 15,766 16,235 14,086 Deferred income taxes 27,443 27,769 25,136 Miscellaneous 32,088 31,095 34,128 Total current assets 475,737 477,284 423,120 Investments 241,007 205,864 171,056 Property, Plant and Equipment 482,497 485,596 478,506 Goodwill and Other Intangible Assets 1,208,648 1,191,718 1,189,988 Other Assets: Program rights and production costs (less current portion) 81,320 75,702 41,117 Network distribution fees (less current portion) 48,342 50,066 53,038 Miscellaneous 27,128 33,974 34,560 Total other assets 156,790 159,742 128,715 TOTAL ASSETS $ 2,564,679 $ 2,520,204 $ 2,391,385 See notes to consolidated financial statements.

CONSOLIDATED BALANCE SHEETS ( in thousands, except share data ) As of June 30, December 31, June 30, 2000 1999 1999 (Unaudited) (Unaudited) LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Current portion of long-term debt $ 260,170 $ 267,600 $ 271,383 Accounts payable 91,918 116,201 72,357 Customer deposits and unearned revenue 41,078 40,583 39,520 Accrued liabilities: Employee compensation and benefits 43,581 46,464 45,200 Network distribution fees 46,696 41,712 39,453 Miscellaneous 65,127 64,908 61,239 Total current liabilities 548,570 577,468 529,152 Deferred Income Taxes 147,275 143,912 127,726 Long-Term Debt (less current portion) 501,855 501,847 503,295 Other Long-Term Obligations and Minority Interests (less current portion) 132,791 132,702 122,952 Stockholders' Equity: Preferred stock, $.01 par - authorized: 25,000,000 shares; none outstanding Common stock, $.01 par: Class A - authorized: 120,000,000 shares; issued and outstanding: 59,306,189; 58,925,449; and 58,933,789 shares 593 589 589 Voting - authorized: 30,000,000 shares; issued and outstanding: 19,216,913; 19,216,913; and 19,218,913 shares 192 192 192 Total 785 781 781 Additional paid-in capital 152,395 136,731 140,160 Retained earnings 1,030,735 973,432 924,613 Unrealized gains on securities available for sale 59,317 57,298 48,542 Foreign currency translation adjustment 700 973 164 Unvested restricted stock awards (9,744) (4,940) (6,000) Total stockholders' equity 1,234,188 1,164,275 1,108,260 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 2,564,679 $ 2,520,204 $ 2,391,385 See notes to consolidated financial statements.

CONSOLIDATED STATEMENTS OF INCOME ( UNAUDITED ) ( in thousands, except per share data ) Three months ended Six months ended June 30, June 30, 2000 1999 2000 1999 Operating Revenues: Advertising $ 345,926 $ 299,112 $ 663,625 $ 582,089 Circulation 36,314 37,939 74,663 78,363 Licensing 17,409 15,285 33,660 31,051 Affiliate fees 14,535 12,702 29,165 24,639 Joint operating agency distributions 12,266 13,430 23,149 24,347 Other 12,774 12,817 25,821 27,056 Total operating revenues 439,224 391,285 850,083 767,545 Operating Expenses: Employee compensation and benefits 129,314 123,031 256,606 241,011 Newsprint and ink 39,429 34,282 76,621 71,585 Amortization of purchased programming 29,332 22,160 57,370 45,747 Other operating expenses 119,774 101,771 237,046 207,435 Depreciation 17,185 14,051 34,259 30,404 Amortization of intangible assets 10,071 9,716 19,805 19,352 Total operating expenses 345,105 305,011 681,707 615,534 Operating Income 94,119 86,274 168,376 152,011 Other Credits (Charges): Interest expense (13,481) (11,026) (26,117) (22,099) Investment results, net of expenses (1,449) 581 (10,511) 515 Net gains on divested operations 6,269 Miscellaneous, net 45 1,071 991 2,439 Net other credits (charges) (14,885) (9,374) (29,368) (19,145) Income Before Taxes and Minority Interests 79,234 76,900 139,008 132,866 Provision for Income Taxes 32,551 31,556 57,665 54,488 Income Before Minority Interests 46,683 45,344 81,343 78,378 Minority Interests 1,063 1,113 2,119 2,146 Net Income $ 45,620 $ 44,231 $ 79,224 $ 76,232 Net Income per Share of Common Stock: Basic $.58 $.57 $1.01 $.98 Diluted .58 .56 1.00 .96 See notes to consolidated financial statements.

CONSOLIDATED STATEMENTS OF CASH FLOWS ( UNAUDITED ) ( in thousands ) Six months ended June 30, 2000 1999 Cash Flows from Operating Activities: Net income $ 79,224 $ 76,232 Adjustments to reconcile net income to net cash flows from operating activities: Depreciation and amortization 54,064 49,756 Deferred income taxes 2,597 5,958 Minority interests in income of subsidiary companies 2,119 2,146 Network distribution fee amortization greater (less) than payments 5,165 (9,067) Program cost amortization greater (less) than payments (15,400) (22,841) Other changes in certain working capital accounts, net (22,625) (25,672) Miscellaneous, net 10,496 6,409 Net operating activities 115,640 82,921 Cash Flows from Investing Activities: Additions to property, plant and equipment (26,145) (36,301) Purchase of subsidiary company and long-term investments (87,058) (30,851) Sale of subsidiary companies and long-term investments 26,910 Change in short-term investments, net 20,166 Miscellaneous, net 4,347 7,596 Net investing activities (81,946) (39,390) Cash Flows from Financing Activities: Increase in long-term debt 55 5,668 Payments on long-term debt (7,490) (1,694) Repurchase Class A Common shares (28,217) Dividends paid (21,921) (21,934) Dividends paid to minority interests (785) (784) Miscellaneous, net (primarily employee stock compensation) 1,317 397 Net financing activities (28,824) (46,564) Increase (Decrease) in Cash and Cash Equivalents 4,870 (3,033) Cash and Cash Equivalents: Beginning of year 10,456 15,419 End of period $ 15,326 $ 12,386 Supplemental Cash Flow Disclosures: Interest paid, excluding amounts capitalized $ 25,784 $ 21,892 Income taxes paid 55,665 43,647 Destin newspaper traded for Fort Pierce newspaper (see Note 2) 3,857 See notes to consolidated financial statements.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME AND STOCKHOLDERS' EQUITY ( UNAUDITED ) ( in thousands, except share data ) Accumulated Unvested Comprehensive Additional Other Restricted Total Income for the Common Paid-in Retained Comprehensive Stock Stockholders' Three Months Stock Capital Earnings Income Awards Equity Ended June 30 Balances at December 31, 1998 $ 785 $ 161,878 $ 870,315 $ 39,485 $ (3,731) $ 1,068,732 Comprehensive income: Net income 76,232 76,232 $ 44,231 Unrealized gains, net of deferred tax of $5,254 and $1,001 9,696 9,696 1,798 Less: reclassification adjustment for gains in income, net of deferred tax of $31 (58) (58) Increase in unrealized gains on securities 9,638 9,638 1,798 Foreign currency translation adjustments (417) (417) (156) Total 76,232 9,221 85,453 $ 45,873 Dividends: declared and paid - $.28 per share (21,934) (21,934) Repurchase 636,600 Class A Common Shares (6) (28,211) (28,217) Compensation plans, net: 273,651 shares issued; 28,229 shares repurchased 2 4,265 (2,269) 1,998 Tax benefits of compensation plans 2,228 2,228 Balances at June 30, 1999 $ 781 $ 140,160 $ 924,613 $ 48,706 $ (6,000) $ 1,108,260 Balances at December 31, 1999 $ 781 $ 136,731 $ 973,432 $ 58,271 $ (4,940) $ 1,164,275 Comprehensive income: Net income 79,224 79,224 $ 45,620 Unrealized gains, net of deferred tax of $1,525 and ($22,753) 2,824 2,824 (42,256) Less: reclassification adjustment for gains in income, net of deferred tax of ($433) (805) (805) Increase in unrealized gains on securities 2,019 2,019 (42,256) Foreign currency translation adjustments (273) (273) (246) Total 79,224 1,746 80,970 $ 3,118 Dividends: declared and paid - $.28 per share (21,921) (21,921) Compensation plans, net: 407,851 shares issued; 1,500 shares forfeited; 25,611 shares repurchased 4 14,404 (4,804) 9,604 Tax benefits of compensation plans 1,260 1,260 Balances at June 30, 2000 $ 785 $ 152,395 $1,030,735 $ 60,017 $ (9,744) $ 1,234,188 See notes to consolidated financial statements.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation - The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. The information disclosed in the notes to consolidated financial statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 1999, has not changed materially unless otherwise disclosed herein. Financial information as of December 31, 1999, included in these financial statements has been derived from the audited consolidated financial statements included in that report. In management's opinion all adjustments (consisting of normal recurring accruals) necessary for a fair presentation of the interim periods have been made. Results of operations are not necessarily indicative of the results that may be expected for future interim periods or for the full year. Joint Operating Agencies - The Company is currently a partner in newspaper joint operating agencies ("JOAs") in three markets. A JOA combines all but the editorial operations of two competing newspapers in a market in order to reduce aggregate expenses and take advantage of economies of scale, thereby allowing the continuing operation of both newspapers in that market. The Newspaper Preservation Act of 1970 ("NPA") provides a limited exemption from anti-trust laws, generally permitting the continuance of JOAs in existence prior to the enactment of the NPA and the formation, under certain circumstances, of new JOAs between newspapers. On May 12, 2000, the Company and MediaNews Group Inc. filed an application with the U.S. Department of Justice to form a JOA between the Company's Denver Rocky Mountain News and MediaNews Group Inc.'s Denver Post. The 50-year agreement would create a new entity called the Denver Newspaper Agency L.L.C., which would be 50%-owned by each partner. Both partners would contribute certain assets used in the operations of their newspapers to the new entity. In addition, the Company will pay $60,000,000 to MediaNews Group Inc. Net Income Per Share - The following table presents additional information about basic and diluted weighted-average shares outstanding: ( in thousands ) Three months ended Six months ended June 30, June 30, 2000 1999 2000 1999 Basic weighted-average shares outstanding 78,115 77,937 78,078 78,017 Effect of dilutive securities: Unvested restricted stock held by employees 135 177 125 184 Stock options held by employees 745 836 739 837 Diluted weighted-average shares outstanding 78,995 78,950 78,942 79,038

Recently Issued Accounting Standards - The Financial Accounting Standards Board issued FAS No. 133 - Accounting for Derivative Instruments and Hedging Activities. The standard, which must be adopted by January 1, 2001, will not have a material effect on the Company's financial position or its results of operations. Under the new standard changes in the fair value of foreign currency forward and option contracts will be initially reported as a separate component of comprehensive income and reclassified into earnings when the related licensing revenue is earned. Newsprint forward contracts will be recorded at fair value and changes in the value of the contracts will be initially reported as a separate component of comprehensive income and reclassified into earnings when the newsprint is consumed. The Company's accounting for put options and zero-cost collars will not change under the new standard. The Emerging Issues Task Force reached a consensus on Issue 00-2 - Accounting for Web Site Development Costs at its March 2000 meeting. The consensus requires capitalization of certain costs incurred in the development of Internet sites. The Company currently capitalizes the cost of computer hardware and software used in the operation of its Internet sites, however all other development costs, such as graphics and other design costs, have been expensed as incurred. The Company will adopt Issue 00-2 effective with the beginning of the third quarter of 2000. The effect on the Company's results of operations in the second half of 2000 is expected to be immaterial. Reclassifications - For comparative purposes, certain 1999 amounts have been reclassified to conform to 2000 classifications. 2. ACQUISITIONS AND DIVESTITURES Acquisitions 2000 - In the first quarter the Company acquired the daily newspaper in Fort Pierce, Florida, in exchange for its newspaper in Destin, Florida, and cash, and acquired television station KMCI in Lawrence, Kansas, which the Company had previously operated under a Local Management Agreement. 1999 - In the first quarter the Company acquired the 70% of Colorado Real Estate On-Line, a provider of real estate listings on the Internet, that it did not already own and acquired an additional 1.86% interest in The Television Food Network. The following table presents additional information about the acquisitions: ( in thousands ) Six months ended June 30, 2000 1999 Goodwill and other intangible assets acquired $ 40,357 $ 4,250 Other assets acquired 6,518 58 Total 46,875 4,308 Fair value of Destin newspaper (3,857) Liabilities assumed (38) (806) Cash paid $ 42,980 $ 3,502 The acquisitions have been accounted for as purchases. The allocations of the purchase prices are based on preliminary appraised values of the assets acquired and liabilities assumed, and are therefore subject to change. The operating results of the Fort Pierce newspaper are included in the Consolidated Statements of Income from the date of acquisition. Pro forma results are not presented because the combined results of operations would not be significantly different than the reported amounts. The operating results for KMCI were included in the Consolidated Statements of Income while the Company operated the station under the LMA.

Divestitures 2000 - In the first quarter the Company sold its independent telephone directories in Memphis, Tennessee; Kansas City, Missouri; and North Palm Beach, Florida, and traded its Destin, Florida, newspaper and cash for the daily newspaper in Fort Pierce, Florida. The sales and trade resulted in net gains of $6,300,000, $3,800,000 after-tax ($.05 per share). Included in the consolidated financial statements are the following results of divested operations (excluding gains on sales): ( in thousands ) Three months Six months ended ended June 30, June 30, 1999 2000 1999 Operating revenues $ 2,690 $ 5,505 $ 7,887 Operating income (loss) (56) 293 229 3. UNUSUAL CREDITS AND CHARGES In addition to the gains on divested operations described in Note 2, the Company's 2000 net investment income includes recognized net investment losses totaling $4,300,000 for the quarter and $6,300,000 year-to-date. Accrued incentive compensation for Scripps Ventures I's portfolio managers was decreased $3,300,000 in the second quarter, to $10,800,000 in conjunction with the decrease in the net gain on Scripps Ventures I's portfolio of $22,000,000, to $72,000,000. In the first half of the year accrued incentive compensation was increased $3,800,000 in conjunction with the $25,000,000 increase in the net gain. Net investment results reduced net income $1,000,000 ($.01 per share) for the quarter and $6,800,000 ($.09 per share) year-to-date. The combined effect of unusual credits and charges was to reduce 2000 net income $1,000,000 ($.01 per share) for the quarter and $3,100,000 ($.04 per share) year-to-date. 4. LONG-TERM DEBT Long-term debt consisted of the following: ( in thousands ) As of June 30, December 31, June 30, 2000 1999 1999 Variable rate credit facilities, including commercial paper $ 559,950 $ 565,689 $ 570,515 $100 million, 6.625% note, due in 2007 99,894 99,887 99,880 $100 million, 6.375% note, due in 2002 99,954 99,944 99,935 Other notes 2,227 3,927 4,348 Total long-term debt 762,025 769,447 774,678 Current portion of long-term debt 260,170 267,600 271,383 Long-term debt (less current portion) $ 501,855 $ 501,847 $ 503,295 The Company has a Competitive Advance and Revolving Credit Facility Agreement, which permits aggregate borrowings up to $700,000,000 (the "Variable Rate Credit Facilities"). The Variable Rate Credit Facilities are comprised of two unsecured lines, one limited to $400,000,000 principal amount maturing in 2000, and the other limited to $300,000,000 principal amount maturing in 2002. Borrowings under the Variable Rate Credit Facilities are available on a committed revolving credit basis at the Company's choice of three short-term rates or through an auction procedure at the time of each borrowing. The Variable Rate Credit Facilities are also used by the Company in whole or in part, in lieu of direct borrowings, as credit support for its commercial paper. The weighted-average interest rates on the Variable Rate Credit Facilities were 6.7% at June 30, 2000, 6.0% at December 31, 1999, and 5.0% at June 30, 1999.

5. INVESTMENTS Investments consisted of the following: ( in thousands ) As of June 30, December 31, June 30, 2000 1999 1999 Securities available for sale (at market value): Time Warner common stock (1,344,000 shares) $ 102,185 $ 97,227 $ 97,648 Centra Software (1,792,500 common shares) 17,030 garden.com Inc. (2,414,000 common shares and 276,000 warrants) 5,797 22,636 iVillage Inc. (270,000 common shares) 5,412 5,897 Other 4,819 9,177 5,723 Total available-for-sale securities 135,243 134,937 103,371 Investments accounted for using the equity method 7,270 7,578 6,333 Other (primarily investments in private companies, at adjusted cost) 98,494 63,349 61,352 Total investments $ 241,007 $ 205,864 $ 171,056 Unrealized gains on securities available for sale $ 91,323 $ 88,214 $ 74,727 Investments available for sale represent securities in publicly traded companies, and are recorded at fair value. Fair value is based upon the closing price of the security on the reporting date. In the first quarter of 2000 Centra Software completed an initial public offering of its common stock. In the third quarter of 1999 garden.com completed an initial public offering of its common stock and the Company sold its interest in Family Point, Inc. to iVillage for cash and stock. These investments had previously been included in the other category. The Company intends to sell its iVillage investment in 2000, at the end of the mandatory lock-up period. The Company has executed a zero-cost collar on 229,000 iVillage shares, giving the company the right to sell those shares at prices between $21.02 and $22.65 and giving the counter party the right to purchase the shares at prices between $24.35 and $26.24. The closing price of iVillage common stock was $8.44 on June 30, 2000. The values of several of the Company's investments in available for sale securities declined below historical cost during the second quarter. Investment results (see Note 3) in the year-to-date period include a total of $6,200,000 in write-downs to market value for such investments. Securities of private companies do not trade in public markets, so they do not have readily determinable fair values. However, if fair value is assumed to be the price from the most recent round of financing or, for some securities, less based on management's judgment of the circumstances, then the total estimated value of these investments was $156,000,000 on June 30, 2000, and $91,000,000 on December 31, 1999. There can be no assurance as to the amounts the Company would receive if these securities were sold. The Company's Scripps Ventures Funds I and II invest in new businesses focusing primarily on new media technology. Scripps Ventures I invested $50,000,000. The managers' compensation includes a share of the portfolio's cumulative net gain (realized and unrealized) through June 2001 if a specified minimum return is achieved. This incentive compensation, which will be paid in 2001, was $10,800,000 at June 30, 2000, based on the portfolio's net gain of $72,000,000. Scripps Ventures II is authorized to invest up to $100,000,000, and $29,200,000 was invested as of June 30, 2000. The managers have a minority equity interest in the return on Scripps Ventures II's investments if a specified minimum return is achieved.

6. SEGMENT INFORMATION The Company's reportable segments are strategic businesses that offer different products and services. The Company primarily evaluates the operating performance of its segments based on earnings before interest, income taxes, depreciation and amortization ("EBITDA"), excluding unusual items and all credits and charges classified as non- operating in the Consolidated Statements of Income. No single customer provides more than 10% of the Company's revenue. The Company derives less than 10% of its revenues from markets outside of the U.S. Financial information for the Company's business segments is as follows: ( in thousands ) Three months ended Six months ended June 30, June 30, 2000 1999 2000 1999 OPERATING REVENUES Newspapers $ 239,273 $ 227,865 $ 470,183 $ 450,442 Category media 86,466 57,586 159,789 105,786 Broadcast television 87,471 81,605 164,158 156,972 Licensing and other media 26,014 24,229 55,953 54,345 Total $ 439,224 $ 391,285 $ 850,083 $ 767,545 EBITDA Newspapers $ 64,016 $ 69,992 $ 126,609 $ 135,400 Category media 25,179 14,290 40,517 19,284 Broadcast television 32,910 27,709 56,464 49,157 Licensing and other media 4,005 2,524 8,411 6,775 Corporate (4,735) (4,474) (9,561) (8,849) Total $ 121,375 $ 110,041 $ 222,440 $ 201,767 DEPRECIATION Newspapers $ 10,359 $ 8,383 $ 20,404 $ 17,760 Category media 1,584 634 3,441 2,449 Broadcast television 4,725 4,408 9,409 9,103 Licensing and other media 250 375 501 601 Corporate 267 251 504 491 Total $ 17,185 $ 14,051 $ 34,259 $ 30,404 AMORTIZATION OF INTANGIBLE ASSETS Newspapers $ 5,787 $ 5,593 $ 11,378 $ 11,239 Category media 1,873 1,608 3,600 3,182 Broadcast television 2,356 2,374 4,708 4,740 Licensing and other media 55 141 119 191 Total $ 10,071 $ 9,716 $ 19,805 $ 19,352 OPERATING INCOME Newspapers $ 47,870 $ 56,016 $ 94,827 $ 106,401 Category media 21,722 12,048 33,476 13,653 Broadcast television 25,829 20,927 42,347 35,314 Licensing and other media 3,700 2,008 7,791 5,983 Corporate (5,002) (4,725) (10,065) (9,340) Total $ 94,119 $ 86,274 $ 168,376 $ 152,011 OTHER NONCASH ITEMS Category media $ (4,665) $ (12,772) $ (10,089) $ (32,720) Broadcast television 198 522 (146) 812 Total $ (4,467) $ (12,250) $ (10,235) $ (31,908)

( in thousands ) Three months ended Six months ended June 30, June 30, 2000 1999 2000 1999 ADDITIONS TO PROPERTY, PLANT AND EQUIPMENT Newspapers $ 4,234 $ 6,463 $ 7,648 $ 15,163 Category media 916 7,193 1,822 8,421 Broadcast television 3,799 6,488 12,474 9,561 Licensing and other media 2,110 434 3,908 921 Corporate 72 1,525 293 2,235 Total $ 11,131 $ 22,103 $ 26,145 $ 36,301 BUSINESS ACQUISITIONS AND OTHER ADDITIONS TO LONG-LIVED ASSETS Newspapers $ 805 $ 32,806 $ 1,129 Category media 8,415 $ 2,058 8,992 16,797 Broadcast television 55 15 14,660 70 Licensing and other media 37,106 23,463 46,062 29,514 Total $ 46,381 $ 25,536 $ 102,520 $ 47,510 ASSETS Newspapers $1,225,825 $1,225,291 Category media 488,931 406,463 Broadcast television 491,055 475,567 Licensing and other media 302,178 230,279 Corporate 56,690 53,785 Total $2,564,679 $2,391,385 Other noncash items include programming and program production expenses in excess of (less than) the amounts paid, and, for category media, amortization of network distribution fees in excess of (less than) distribution fee payments. Other additions to long-lived assets include investments and network distribution fees. Corporate assets are primarily cash, investments, and refundable and deferred income taxes.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The Company operates in three reportable segments: newspapers, category media, and broadcast television. FORWARD-LOOKING STATEMENTS This discussion and the information contained in the notes to the consolidated financial statements contain certain forward-looking statements that are based on management's current expectations. Forward-looking statements are subject to certain risks, trends and uncertainties that could cause actual results to differ materially from the expectations expressed in the forward-looking statements. Such risks, trends and uncertainties, which in most instances are beyond the Company's control, include changes in advertising demand and other economic conditions; consumers' taste; newsprint prices; program costs; labor relations; technological developments; competitive pressures; interest rates; regulatory rulings; and reliance on third-party vendors for various products and services. The words "believe," "expect," "anticipate," "estimate," "intend" and similar expressions identify forward-looking statements. All forward- looking statements, which are as of the date of this filing, should be evaluated with the understanding of their inherent uncertainty. RESULTS OF OPERATIONS All per share disclosures included in management's discussion and analysis of financial condition and results of operation are on a diluted basis. Consolidated results of operations were as follows: ( in thousands, except per share data ) Quarterly Period Year-to-Date 2000 Change 1999 2000 Change 1999 Operating revenues: Newspapers $ 239,273 5.5 % $ 226,819 $ 469,297 4.6 % $ 448,571 Category media 86,466 50.2 % 57,586 159,789 51.0 % 105,786 Broadcast television 87,471 7.2 % 81,605 164,158 4.6 % 156,972 Licensing and other media 26,014 15.2 % 22,585 51,334 6.2 % 48,329 Total 439,224 13.0 % 388,595 844,578 11.2 % 759,658 Divested operating units 2,690 5,505 7,887 Total operating revenues $ 439,224 12.3 % $ 391,285 $ 850,083 10.8 % $ 767,545 Operating income: Newspapers $ 47,870 (14.2)% $ 55,795 $ 94,744 (10.7)% $ 106,077 Category media 21,722 80.3 % 12,048 33,476 145.2 % 13,653 Broadcast television 25,829 23.4 % 20,927 42,347 19.9 % 35,314 Licensing and other media 3,700 61.9 % 2,285 7,581 24.7 % 6,078 Corporate (5,002) (5.9)% (4,725) (10,065) (7.8)% (9,340) Total 94,119 9.0 % 86,330 168,083 10.7 % 151,782 Divested operating units (56) 293 229 Total operating income 94,119 9.1 % 86,274 168,376 10.8 % 152,011 Interest expense (13,481) (11,026) (26,117) (22,099) Investment results, net of expenses (1,449) 581 (10,511) 515 Net gains on divested operations 6,269 Miscellaneous, net 45 1,071 991 2,439 Income taxes (32,551) (31,556) (57,665) (54,488) Minority interest (1,063) (1,113) (2,119) (2,146) Net income $ 45,620 3.1 % $ 44,231 $ 79,224 3.9 % $ 76,232 Per share of common stock: Net income $.58 3.6 % $.56 $1.00 4.2 % $.96 Adjusted net income (excluding investment results and net gains on divested operations) $.59 5.4 % $.56 $1.04 8.3 % $.96

Other financial and statistical data, excluding divested operations, is as follows: ( in thousands ) Quarterly Period Year-to-Date 2000 Change 1999 2000 Change 1999 Total advertising revenues $ 345,926 16.6 % $ 296,741 $ 658,368 14.5 % $ 574,757 Advertising revenues as a percentage of total revenues 78.8 % 76.4 % 78.0 % 75.7 % EBITDA: Newspapers $ 64,016 (8.2)% $ 69,726 $ 126,477 (6.3)% $ 134,985 Category media 25,179 76.2 % 14,290 40,517 110.1 % 19,284 Broadcast television 32,910 18.8 % 27,709 56,464 14.9 % 49,157 Licensing and other media 4,005 44.7 % 2,769 8,179 20.2 % 6,806 Corporate (4,735) (5.8)% (4,474) (9,561) (8.0)% (8,849) Total $ 121,375 10.3 % $ 110,020 $ 222,076 10.3 % $ 201,383 Effective income tax rate 41.1 % 41.0 % 41.5 % 41.0 % Weighted-average shares outstanding 78,995 0.1 % 78,950 78,942 (0.1)% 79,038 Net cash provided by operating activities $ 58,323 $ 22,824 $ 115,640 $ 82,921 Capital expenditures (11,131) (22,017) (26,122) (36,201) Business acquisitions and other additions to long-lived assets (46,381) (25,536) (102,520) (47,510) Increase (decrease) in long-term debt (13,941) 40,042 (7,435) 3,974 Dividends paid, including minority interests (11,363) (11,356) (22,706) (22,718) Purchase and retirement of common stock (11,508) (28,217) Earnings before interest, income taxes, depreciation and amortization ("EBITDA") is included in the discussion of results of operations because: Management believes the year-over-year change in EBITDA, combined with information on past and future capital spending, is a more useful and reliable measure of year-over-year performance than the change in operating income. Banks and other lenders use EBITDA to determine the Company's borrowing capacity. Financial analysts and acquirors use EBITDA, combined with capital spending requirements, to value communications media companies. EBITDA should not, however, be construed as an alternative measure of the amount of the Company's income or cash flows from operating activities. In the first quarter of 2000 the Company acquired the daily newspaper in Fort Pierce, Florida, in exchange for its newspaper in Destin, Florida, and cash, and acquired television station KMCI in Lawrence, Kansas, which the Company had previously operated under a Local Management Agreement. In the first quarter of 1999 the Company acquired the 70% of Colorado Real Estate On-line, a provider of real estate listings on the Internet, that it did not already own and acquired an additional 1.86% interest in The Television Food Network. In the first quarter of 2000 the Company also sold its independent telephone directories in Memphis, Tennessee, Kansas City, Missouri, and North Palm Beach, Florida. The sales and trade of the Destin newspaper resulted in net gains of $6.3 million, $3.8 million after-tax ($.05 per share). Net investment results in 2000 include i) recognized net investment gains and losses and ii) adjustments to accrued incentive compensation related to changes in the net gains (realized and estimated unrealized) on the Scripps Ventures I portfolio. Net investment results reduced net income $1.0 million ($.01 per share) in the second quarter and $6.8 million ($.09 per share) year-to-date. See Notes 3 and 5 to the Consolidated Financial Statements. Excluding the items described above, which management believes is required to determine earnings from core operations, net income per share for the second quarter was $.59 in 2000 and $.56 in 1999. Earnings from core operations for the year-to-date period were $1.04 in 2000 and $.96 in 1999.

The company announced during the quarter that it has asked the U.S. Attorney General to approve a joint operating agreement between the Denver Rocky Mountain News and The Denver Post, which is owned by privately held MediaNews Group Inc. Such agreements are allowed under the Newspaper Preservation Act of 1970. The agreement calls for the creation of the Denver Newspaper Agency, a third party entity to be owned equally by Scripps and MediaNews, to handle all of the business functions of the two Denver newspapers. Both newspapers will maintain independent news operations. Implementation of the agreement requires the Attorney General's approval. Excluding operating losses at the Denver Rocky Mountain News, second quarter earnings per share from core operations were $.66 in 2000 and $.58 in 1999 and for the year-to-date period were $1.19 in 2000 and $1.03 in 1999. Operating results for each of the Company's reportable segments, excluding divested operating units, are presented on the following pages. Interest expense increased primarily due to higher rates on the Company's variable rate borrowings.

NEWSPAPERS - Operating results, excluding divested operations, were as follows: ( in thousands ) Quarterly Period Year-to-Date 2000 Change 1999 2000 Change 1999 Operating revenues: Local $ 69,080 6.7 % $ 64,729 $ 136,457 3.5 % $ 131,835 Classified 78,264 8.2 % 72,324 152,051 8.7 % 139,923 National 10,093 7.1 % 9,421 18,872 6.5 % 17,713 Preprint and other 29,529 16.9 % 25,267 56,920 15.5 % 49,288 Newspaper advertising 186,966 8.9 % 171,741 364,300 7.5 % 338,759 Circulation 36,314 (4.1)% 37,879 74,603 (4.7)% 78,249 Joint operating agency distributions 12,266 (8.7)% 13,430 23,149 (4.9)% 24,347 Other 3,727 (1.1)% 3,769 7,245 0.4 % 7,216 Total operating revenues 239,273 5.5 % 226,819 469,297 4.6 % 448,571 Operating expenses, excluding depreciation and amortization: Editorial and newspaper content 26,763 0.1 % 26,745 53,581 2.6 % 52,224 Newsprint and ink 38,490 15.8 % 33,248 74,720 7.4 % 69,573 Other press and production 25,132 6.8 % 23,528 48,910 7.5 % 45,507 Circulation and distribution 28,400 14.4 % 24,830 56,531 15.5 % 48,937 Commercial printing and other 9,582 53.0 % 6,261 17,823 48.7 % 11,984 Advertising sales and marketing 22,164 7.2 % 20,676 44,242 9.1 % 40,554 General and administrative 23,701 9.2 % 21,709 45,320 1.5 % 44,642 Total 174,232 11.0 % 156,997 341,127 8.8 % 313,421 EBITDA 65,041 (6.8)% 69,822 128,170 (5.2)% 135,150 Share of pre-tax earnings of equity-method investment (1,025) (96) (1,693) (165) Total EBITDA 64,016 (8.2)% 69,726 126,477 (6.3)% 134,985 Depreciation and amortization 16,146 15.9 % 13,931 31,733 9.8 % 28,908 Operating income $ 47,870 (14.2)% $ 55,795 $ 94,744 (10.7)% $ 106,077 Other Financial and Statistical Data: Percent of operating revenues: EBITDA 26.8 % 30.7 % 27.0 % 30.1 % Operating income 20.0 % 24.6 % 20.2 % 23.6 % Capital expenditures $ 4,234 $ 6,411 $ 7,648 $ 15,097 Business acquisitions and other additions to long-lived assets 805 32,806 1,129 Circulation revenue decreased primarily due to promotions and discounts offered in the Denver market. Circulation and distribution costs increased primarily due to the effort to gain market share in Denver. Costs related to the application for the Denver JOA increased general and administrative expenses by approximately $1.0 million in the second quarter. Excluding Denver, EBITDA decreased 1.5% in the quarter and was flat year-to-date. Newsprint prices increased 8% year-over-year in the second quarter. The newspapers' Internet businesses had EBITDA of $(1.5) million, compared to $(0.2) million in the second quarter of 1999. Year-to- date the newspapers' Internet businesses had EBITDA of $(2.5) million, compared to $(0.5) million in 1999.

CATEGORY MEDIA - Operating results were as follows: ( in thousands ) Quarterly Period Year-to-Date 2000 Change 1999 2000 Change 1999 Operating revenues: Advertising $ 70,702 63.7 % $ 43,203 $ 128,177 67.1 % $ 76,708 Affiliate fees 14,535 14.4 % 12,702 29,165 18.4 % 24,639 Other 1,229 (26.9)% 1,681 2,447 (44.9)% 4,439 Total operating revenues 86,466 50.2 % 57,586 159,789 51.0 % 105,786 Operating expenses, excluding depreciation and amortization: Programming and production 21,516 49.4 % 14,404 41,474 39.3 % 29,774 Operations and distribution 7,852 26.9 % 6,188 16,368 37.5 % 11,904 Amortization of distribution fees 4,628 29.9 % 3,564 9,024 14.4 % 7,886 Sales and marketing 17,963 46.4 % 12,273 32,549 38.4 % 23,510 General and administrative 10,039 31.3 % 7,646 21,527 47.0 % 14,645 Total 61,998 40.7 % 44,075 120,942 37.9 % 87,719 EBITDA - consolidated networks 24,468 13,511 38,847 18,067 Share of pre-tax earnings of equity-method investment 711 779 1,670 1,217 Total EBITDA 25,179 14,290 40,517 19,284 Depreciation and amortization 3,457 54.2 % 2,242 7,041 25.0 % 5,631 Operating income (loss) $ 21,722 $ 12,048 $ 33,476 $ 13,653 Other Financial and Statistical Data: Percent of operating revenues: EBITDA 29.1 % 24.8 % 25.4 % 18.2 % Operating income 25.1 % 20.9 % 21.0 % 12.9 % Payments for programming and network distribution fees less than (greater than) amounts recognized as expense $ (4,665) $ (12,772) $ (10,089) $(32,720) Capital expenditures 916 7,193 1,822 8,421 Business acquisitions and other additions to long-lived assets 8,415 2,058 8,992 16,797 According to the Nielsen Homevideo Index ("Nielsen"), HGTV was distributed to 62.9 million homes in June 2000, up 7.7 million from June 1999 and up 2.4 million in the second quarter. Food Network was distributed to 49.1 million homes in June 2000, up 8.4 million from June 1999 and up 2.7 million in the quarter. The Company launched DIY, its third network, in the fourth quarter of 1999. DIY had EBITDA of $(2.5) million in the second quarter of 2000, $(4.6) million year-to-date compared to $(0.9) million in the second quarter of 1999, $(1.2) million year-to-date. During the second quarter the Company announced that it will launch a fourth cable television and Internet network, Fine Living, in the second half of 2001. Fine Living will be a 24-hour cable TV network, with companion Web site, targeting higher income viewers and the $200 billion-plus luxury consumer goods and services market. Fine Living's impact on EBITDA is expected to be negligible in 2000 and is expected to reduce EBITDA by up to $12 million in 2001.

BROADCAST TELEVISION - Operating results were as follows: ( in thousands ) Quarterly Period Year-to-Date 2000 Change 1999 2000 Change 1999 Operating revenues: Local $ 48,072 6.5 % $ 45,138 $ 89,151 3.1 % $ 86,441 National 33,362 5.4 % 31,651 63,414 4.7 % 60,590 Political 2,165 165 3,906 529 Other 3,872 (16.7)% 4,651 7,687 (18.3)% 9,412 Total operating revenues 87,471 7.2 % 81,605 164,158 4.6 % 156,972 Operating expenses, excluding depreciation and amortization: Programming and station operations 36,826 (1.0)% 37,199 74,113 (1.1)% 74,925 Sales and marketing 11,258 7.7 % 10,455 21,149 6.8 % 19,810 General and administrative 6,477 3.8 % 6,242 12,432 (5.0)% 13,080 Total 54,561 1.2 % 53,896 107,694 (0.1)% 107,815 EBITDA 32,910 18.8 % 27,709 56,464 14.9 % 49,157 Depreciation and amortization 7,081 4.4 % 6,782 14,117 2.0 % 13,843 Operating income $ 25,829 23.4 % $ 20,927 $ 42,347 19.9 % $ 35,314 Other Financial and Statistical Data: Percent of operating revenues: EBITDA 37.6 % 34.0 % 34.4 % 31.3 % Operating income 29.5 % 25.6 % 25.8 % 22.5 % Capital expenditures $ 3,799 $ 6,488 $ 12,474 $ 9,561 Business acquisitions and other additions to long-lived assets 55 15 14,660 70 EBITDA improved primarily due to increased political advertising and cost containment initiatives. In the second half of the last congressional election year, 1998, the Company's television stations carried $16.6 million in political advertising. A similar amount is expected in the second half of 2000. Other revenue is primarily network compensation. The Company's network compensation revenues decreased $1.3 million in the second quarter of 2000, and decreased $2.5 million year-to-date. Network compensation revenues are expected to be down approximately $0.6 million year-over- year in the third quarter and flat in the fourth quarter.

LIQUIDITY AND CAPITAL RESOURCES The Company generates significant cash flow from operating activities. There are no significant legal or other restrictions on the transfer of funds among the Company's business segments. Cash flow provided by operating activities in excess of capital expenditures is used primarily to fund corporate expenditures or to invest in new businesses. Management expects total cash flow from operating activities in 2000 will be sufficient to meet the Company's expected total capital expenditures, required interest payments and dividend payments. A 1998 authorization by the Board of Directors allows for the repurchase of an additional 2.2 million Class A Common shares. The Company's Scripps Ventures Funds invest in new businesses focusing primarily on new media technology. See Note 5 to the Consolidated Financial Statements. The Board of Directors has authorized up to $150 million of such investments. At June 30, 2000, an additional $71 million remains to be invested under the authorization. If the Denver JOA is approved, the Company will make a $60 million payment to MediaNews. Fine Living is expected to launch in the second half of 2001. The cash required will exceed start-up EBITDA. Net debt (borrowings less cash equivalent and other short-term investments) decreased $7.6 million in the first half of 2000, to $762 million at June 30, 2000. Management expects to extend or refinance the $400 million one-year portion of the variable rate credit facility. Management believes the Company's cash flow from operations and substantial borrowing capacity, taken together, provide adequate resources to fund expansion of existing businesses and the development or acquisition of new businesses.

MARKET RISK The Company's earnings and cash flow can be affected by, among other things, interest rate changes, foreign currency fluctuations (primarily in the exchange rate for the Japanese yen) and changes in the price of newsprint. The information disclosed in Market Risk in the Company's Annual Report on Form 10-K for the year ended December 31, 1999, has not changed materially unless otherwise disclosed here-in. The Company may use foreign currency forward and option contracts to hedge its cash flow exposures denominated in Japanese yen and forward contracts to reduce the risk of changes in the price of newsprint on anticipated newsprint purchases. The Company held no foreign currency or newsprint forward contracts at June 30, 2000, or December 31, 1999. The following table presents additional information about the Company's market-risk-sensitive financial instruments: ( in thousands ) As of June 30, 2000 As of December 31, 1999 Cost Fair Cost Fair Basis Value Basis Value Financial instruments subject to interest rate risk: Variable rate credit facilities, including commercial paper $ 559,950 $ 559,950 $ 565,689 $ 565,689 $100 million, 6.625% note, due in 2007 99,894 94,500 99,887 94,668 $100 million, 6.375% note, due in 2002 99,954 97,900 99,944 98,107 Other notes 2,227 1,050 3,927 2,836 Total long-term debt $ 762,025 $ 753,400 $ 769,447 $ 761,300 Financial instruments subject to market value risk: Time Warner common stock (1,344,000 shares) $ 27,814 $ 102,185 $ 27,816 $ 97,227 Centra Software (1,792,500 common shares) 3,652 17,030 garden.com Inc. (2,414,000 common shares and 276,000 warrants) 5,797 5,797 9,625 22,636 iVillage Inc. (270,000 common shares) 5,412 5,412 5,897 5,897 Other available-for-sale securities 1,245 4,819 3,385 9,177 Total investments in publicly-traded companies 43,920 135,243 46,723 134,937 Investments in private companies 98,494 (a) 63,349 (a) (a) Securities of private companies do not trade in public markets, so they do not have readily determinable fair values. However, if fair value is assumed to be the price from the most recent round of financing or, for some securities, less based on management's judgment of the circumstances, then the estimated value of these investments was $156,000,000 on June 30, 2000, and $91,000,000 on December 31, 1999. There can be no assurance as to the amounts the Company would receive if these secruities were sold. The Company manages interest rate risk primarily by maintaining a mix of fixed-rate and variable-rate debt. The Company currently does not use interest rate swaps, forwards or other derivative financial instruments to manage its interest rate risk. See Note 4 to the Consolidated Financial Statements. The weighted-average interest rate on borrowings under the Variable Rate Credit Facilities was 6.7% at June 30, 2000, and 6.0% at December 31, 1999. The Company holds 1,792,500 shares of Centra Software, which became publicly traded in January 2000. The Company's investment in Centra Software had previously been included in private companies in the above table. The estimated fair value of the Centra Software investment on December 31, 1999, was $6 million. Several of the Company's investments in available for sale securities declined below historical cost during the second quarter of 2000 and were written down to fair value.

THE E. W. SCRIPPS COMPANY Index to Exhibits Exhibit No. Item Page 12 Ratio of Earnings to Fixed Charges E-2 27 Financial Data Schedule E-3

RATIO OF EARNINGS TO FIXED CHARGES EXHIBIT 12 ( in thousands ) Three months ended Six months ended June 30, June 30, 2000 1999 2000 1999 EARNINGS AS DEFINED: Earnings from operations before income taxes after eliminating undistributed earnings of 20%- to 50%-owned affiliates $ 80,299 $ 76,665 $ 140,634 $ 133,011 Fixed charges excluding capitalized interest and preferred stock dividends of majority-owned subsidiary companies 15,056 12,374 29,503 24,782 Earnings as defined $ 95,355 $ 89,039 $ 170,137 $ 157,793 FIXED CHARGES AS DEFINED: Interest expense, including amortization of debt issue costs $ 13,481 $ 11,026 $ 26,117 $ 22,099 Interest capitalized 16 (2) 30 9 Portion of rental expense representative of the interest factor 1,575 1,348 3,386 2,683 Preferred stock dividends of majority-owned subsidiary companies 20 20 40 40 Fixed charges as defined $ 15,092 $ 12,392 $ 29,573 $ 24,831 RATIO OF EARNINGS TO FIXED CHARGES 6.32 7.19 5.75 6.35

5 1000 6-MOS DEC-31-2000 JUN-30-2000 15,326 0 299,001 12,990 15,766 475,737 958,653 476,156 2,564,679 548,570 501,855 0 0 785 1,233,403 2,564,679 0 850,083 0 0 675,657 6,050 26,117 139,008 57,665 79,224 0 0 0 79,224 $1.01 $1.00

5 1000 6-MOS DEC-31-1999 JUN-30-1999 12,386 0 250,440 10,721 14,086 423,120 922,954 444,448 2,391,385 529,152 503,295 0 0 781 1,107,479 2,391,385 0 767,545 0 0 610,548 4,986 22,099 132,866 54,488 76,232 0 0 0 76,232 $.98 $.96