ROANOKE TIMES

                         Roanoke Times
                 Copyright (c) 1995, Landmark Communications, Inc.

DATE: TUESDAY, October 12, 1993                   TAG: 9310120087
SECTION: BUSINESS                    PAGE: B-5   EDITION: METRO 
SOURCE: Knight-Ridder/Tribune
DATELINE:                                 LENGTH: Short


HOSTILE SUITOR QVC GETS TO TALK WITH THE BRIDE

Paramount Communications Inc. agreed Monday to open talks with hostile suitor QVC Network Inc., but insisted it still was proceeding with a planned marriage to Viacom Inc.

After a directors meeting in New York, Paramount said it would begin "informational discussions" with QVC, the home shopping network based in West Chester, Pa., whose $9.5 billion cash-and-stock bid was valued Monday at $2.1 billion more than Viacom's.

The big difference between QVC's bid and the $7.4 billion offered by Viacom, a New York-based cable TV company, has put increasing pressure on Paramount by its shareholders to consider QVC's bid.

But Paramount's grudging move hardly opened full-fledged negotiations. Its board said it wanted more information to evaluate QVC's proposal, especially concerning "any regulatory restraints, the value of QVC stock and the certainty and time frame of the transaction being consummated."

Those concerns generally echo issues that have been raised by Viacom. Its chairman, Sumner Redstone, has claimed that QVC's stock, which nearly doubled in price this year under Chairman Barry Diller, is overinflated, making QVC's bid appear richer than it is.

Viacom, which owns the MTV and Showtime cable networks, has filed an antitrust suit against one of QVC's key backers, Liberty Media, saying its chairman is monopolizing the cable industry.

Paramount's point about the time frame suggests it is concerned that a match with QVC may take longer than one with Viacom.

"I suspect that they're . . . stalling for Viacom to sweeten its offer," said Michael A. Kupinski, an analyst with A.G. Edwards & Sons.



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