THE VIRGINIAN-PILOT 

                         THE VIRGINIAN-PILOT
                 Copyright (c) 1994, Landmark Communications, Inc.

DATE: MONDAY, June 6, 1994                    TAG: 9406060070 
SECTION: FRONT                     PAGE: A3    EDITION: FINAL  
SOURCE: ASSOCIATED PRESS 
DATELINE: 940606                                 LENGTH: ATLANTA

COX, TIMES-MIRROR AGREE ON CABLE MERGER

{LEAD} Two of the nation's leading media companies said Sunday they have reached a $2.3 billion merger agreement that would create the nation's third-largest cable system.

Cox Enterprises Inc. and Times Mirror Co. said they would call their combined operation Cox Cable. It would have about 3 million subscribers, making it the third-largest cable system behind Tele-Communications Inc. and Time Warner Inc.

{REST} Both companies are known for their newspaper operations. Times Mirror owns the Los Angeles Times. Cox is the privately-held owner of 17 daily newspapers including The Atlanta Journal-Constitution.

But Atlanta-based Cox also is the nation's six largest cable company, with 1.8 million subscribers and systems in San Diego, Virginia and the New Orleans area. It also has investments in cable systems in Britain and Denmark.

Times Mirror, based in Los Angeles, is the nation's 11th largest cable company, with 1.2 million subscribers. It has systems in San Diego and Orange counties in California as well as in 11 other states.

``The Times Mirror Cable operating philosophy and culture are very similar to ours,'' James C. Kennedy, Cox's chairman and chief executive officer, said in a statement.

The companies also announced a partnership to develop and invest in cable programming. Times Mirror will manage the partnership and invest up to $200 million. Cox Cable will invest up to $100 million.

``With this merger, we have committed our future to the content side of the information highway,'' said Robert F. Erburu, chairman and CEO of Times Mirror.

The announcement said Times Mirror shareholders will receive about 20 percent of Cox Cable's common stock, valued at about $932 million.

{KEYWORDS} CABLE TELEVISION MERGER by CNB