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UNITED STATES
SECURITIES EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

QUARTERLY REPORT ~~UNDER~~PURSUANT TO SECTION 13 or 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934.

~~For Quarter Ended March 28, 2004~~

For quarterly period ended June 27, 2004

Commission file number 1-5837

THE NEW YORK TIMES COMPANY
(Exact name of registrant as specified in its charter)

NEW YORK (State or other jurisdiction of incorporation or organization)		13-1102020 (I.R.S. Employer Identification No.)
229 WEST 43RD STREET, NEW YORK, NEW YORK (Address of principal executive offices)
10036 (Zip Code)
212-556-1234 Registrant's telephone number, including area code

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 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 ý No o.

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).
Yes ý No o.

Number of shares of each class of the registrant's common stock outstanding as of ~~April~~July 30, 2004 (exclusive of treasury shares):


Class A Common Stock		~~147,852,503~~ 145,985,280 shares
Class B Common Stock		840,316 shares

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

THE NEW YORK TIMES COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF INCOME
~~(unaudited)~~(Unaudited)
(Dollars and shares in thousands, except per share data)

			For the Quarters Ended						Three Months Ended				Six Months Ended
			March 28, 2004		March 30, 2003				June 27, 2004		June 29, 2003		June 27, 2004			June 29, 2003
			(13 Weeks)						(13 Weeks)				(26 Weeks)
Revenues	Revenues						Revenues
	Advertising		$	529,027	$	513,154	Advertising		$	551,511	$	530,564	$	1,080,538		$	1,043,718
	Circulation			220,243		221,001	Circulation			220,156		221,304		440,399			442,305
	Other			52,674		49,585	Other			52,264		50,023		104,938			99,608

		Total		801,944		783,740		Total		823,931		801,891		1,625,875			1,585,631
Production costs	Production costs						Production costs
	Raw materials			70,513		66,221	Raw materials			71,594		67,534		142,107			133,755
	Wages and benefits			174,650		167,847	Wages and benefits			170,972		167,672		345,622			335,519
	Other			122,316		117,390	Other			122,893		115,840		245,209			233,230

		Total		367,479		351,458		Total		365,459		351,046		732,938			702,504
Selling, general and administrative expenses	Selling, general and administrative expenses			325,303		309,987	Selling, general and administrative expenses			326,715		320,788		652,018			630,775

		Total		692,782		661,445		Total		692,174		671,834		1,384,956			1,333,279

Operating profit	Operating profit			109,162		122,295	Operating profit			131,757		130,057		240,919			252,352
Net loss from joint ventures				3,293		6,212
Net income/(loss) from joint ventures							Net income/(loss) from joint ventures			2,734		694		(559	)		(5,518	)
Interest expense, net	Interest expense, net			10,320		11,802	Interest expense, net			10,353		11,484		20,673			23,286
Other income	Other income			1,250		9,527	Other income			1,250		1,250		2,500			10,777

Income before income taxes and minority interest	Income before income taxes and minority interest			96,799		113,808	Income before income taxes and minority interest			125,388		120,517		222,187			234,325
Income taxes	Income taxes			38,239		44,946	Income taxes			49,538		47,606		87,777			92,552
Minority interest in net income of subsidiaries	Minority interest in net income of subsidiaries			125		16	Minority interest in net income of subsidiaries			173		82		298			98

Net Income	Net Income		$	58,435	$	68,846	Net Income		$	75,677	$	72,829	$	134,112		$	141,675

Average Number of Common Shares Outstanding	Average Number of Common Shares Outstanding						Average Number of Common Shares Outstanding
	Basic			149,925		151,845	Basic			148,626		150,730		149,275			151,287
	Diluted			152,460		154,598	Diluted			150,902		153,403		151,673			154,001
Basic Earnings Per Share	Basic Earnings Per Share		$	..39	$	..45	Basic Earnings Per Share		$	.51	$	.48	$	.90		$	.94

Diluted Earnings Per Share	Diluted Earnings Per Share		$	.38	$	.45	Diluted Earnings Per Share		$	.50	$	.47	$	.88		$	.92

Dividends Per Share	Dividends Per Share		$	.145	$	.135	Dividends Per Share		$	.155	$	.145	$	.300		$	.280

See Notes to Condensed Consolidated Financial Statements.

THE NEW YORK TIMES COMPANY

CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)

				March 28, 2004		December 28, 2003					June 27, 2004		December 28, 2003
				(Unaudited)							(Unaudited)
ASSETS	ASSETS							ASSETS
Current Assets	Current Assets							Current Assets
	Cash and cash equivalents			$	32,323	$	39,447	Cash and cash equivalents			$	45,185	$	39,447
	Accounts receivable-net				347,078		387,720	Accounts receivable—net				356,434		387,720
	Inventories							Inventories
		Newsprint and magazine paper			35,030		26,067		Newsprint and magazine paper			37,153		26,067
		Work-in-process and other			3,251		2,885		Work-in-process and other			2,796		2,885

			Total inventories		38,281		28,952			Total inventories		39,949		28,952
	Deferred income taxes				66,178		66,178	Deferred income taxes				66,178		66,178
	Other current assets				55,942		81,014	Other current assets				54,989		81,014

			Total current assets		539,802		603,311			Total current assets		562,735		603,311
Other Assets	Other Assets							Other Assets
	Investments in joint ventures				223,330		227,470	Investments in joint ventures				222,009		227,470
	Property, plant and equipment (less accumulated depreciation and amortization of $1,315,691 in 2004 and $1,288,696 in 2003)				1,181,058		1,187,313	Property, plant and equipment (less accumulated depreciation and amortization of $1,340,684 in 2004 and $1,288,696 in 2003)				1,185,231		1,187,313
	Intangible assets acquired							Intangible assets acquired
		Goodwill			1,095,823		1,097,682		Goodwill			1,096,026		1,097,682
		Other intangible assets acquired (less accumulated amortization of $130,557 in 2004 and $126,238 in 2003)			371,900		376,688		Other intangible assets acquired (less accumulated amortization of $134,901 in 2004 and $126,238 in 2003)			367,611		376,688
	Miscellaneous assets				323,819		312,275	Miscellaneous assets				350,992		312,275

TOTAL ASSETS	TOTAL ASSETS			$	3,735,732	$	3,804,739	TOTAL ASSETS			$	3,784,604	$	3,804,739

See Notes to Condensed Consolidated Financial Statements.

THE NEW YORK TIMES COMPANY

CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)

			March 28, 2004			December 28, 2003						June 27, 2004			December 28, 2003
			(Unaudited)									(Unaudited)
LIABILITIES AND STOCKHOLDERS' EQUITY	LIABILITIES AND STOCKHOLDERS' EQUITY								LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities	Current Liabilities								Current Liabilities
	Commercial paper outstanding		$	141,300		$	227,980		Commercial paper outstanding			$	144,000		$	227,980
	Accounts payable			172,394			176,570		Accounts payable				186,302			176,570
	Accrued payroll and other related liabilities			105,455			119,490		Accrued payroll and other related liabilities				117,553			119,490
	Accrued expenses			181,767			158,446		Accrued expenses				189,769			158,446
	Unexpired subscriptions			80,273			76,281		Unexpired subscriptions				77,975			76,281
	Current portion of long-term debt and capital lease obligations			254,749			1,597		Current portion of long-term debt and capital lease obligations				253,384			1,597

		Total current liabilities		935,938			760,364				Total current liabilities		968,983			760,364

Other Liabilities	Other Liabilities								Other Liabilities
	Long-term debt			393,334			646,909		Long-term debt				393,422			646,909
	Capital lease obligations			78,932			78,816		Capital lease obligations				78,656			78,816
	Deferred income taxes			140,371			140,336		Deferred income taxes				140,317			140,336
	Other			707,270			694,661		Other				713,821			694,661

		Total other liabilities		1,319,907			1,560,722				Total other liabilities		1,326,216			1,560,722

Minority Interest	Minority Interest			95,086			91,411		Minority Interest				113,013			91,411

Stockholders' Equity	Stockholders' Equity								Stockholders' Equity
	Common stock of $.10 par value:								Common stock of $.10 par value:
		Class A—authorized 300,000,000 shares; issued: 2004—158,211,303; 2003—157,716,009 (including treasury shares: 2004—10,031,982; 2003—8,677,435)		15,821			15,772			Class A—authorized 300,000,000 shares; issued: 2004—158,634,186; 2003—157,716,099 (including treasury shares: 2004—11,235,989; 2003—8,677,435)			15,863			15,772
		Class B—convertible—authorized and issued shares; 2004—840,316; and 2003—840,316		84			84			Class B—convertible—authorized and issued shares; 2004—840,316; 2003—840,316			84			84
	Additional paid-in capital			73,100			53,645		Additional paid-in capital				88,477			53,645
	Retained earnings			1,827,463			1,790,801		Retained earnings				1,857,104			1,790,801
	Common stock held in treasury, at cost			(442,644	)		(381,004	)	Common stock held in treasury, at cost				(497,148	)		(381,004	)
	Deferred compensation			(8,181	)		(8,037	)	Deferred compensation				(7,208	)		(8,037	)
	Accumulated other comprehensive loss, net of income taxes			(80,842	)		(79,019	)	Accumulated other comprehensive loss, net of income taxes				(80,780	)		(79,019	)

		Total stockholders' equity		1,384,801			1,392,242				Total stockholders' equity		1,376,392			1,392,242

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY		$	3,735,732		$	3,804,739		TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY			$	3,784,604		$	3,804,739

See Notes to Condensed Consolidated Financial Statements.

THE NEW YORK TIMES COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(Dollars in thousands)

		For the Quarters Ended							Six Months Ended
		March 28, 2004			March 30, 2003				June 27, 2004			June 29, 2003
		(13 Weeks)							(26 Weeks)
OPERATING ACTIVITIES	OPERATING ACTIVITIES							OPERATING ACTIVITIES
Net cash provided by operating activities	Net cash provided by operating activities	$	160,387		$	148,123		Net cash provided by operating activities	$	292,226		$	266,205

INVESTING ACTIVITIES	INVESTING ACTIVITIES							INVESTING ACTIVITIES
Capital expenditures—net	Capital expenditures—net		(24,428	)		(41,646	)	Capital expenditures—net		(56,895	)		(71,727	)
Acquisition	Acquisition		—			(65,059	)	Acquisition		—			(65,059	)
Other investing payments	Other investing payments		(3,928	)		(47,134	)	Other investing payments		(19,058	)		(49,089	)

Net cash used in investing activities	Net cash used in investing activities		(28,356	)		(153,839	)	Net cash used in investing activities		(75,953	)		(185,875	)

FINANCING ACTIVITIES	FINANCING ACTIVITIES							FINANCING ACTIVITIES
Commercial paper (repayments)/borrowings—net	Commercial paper (repayments)/borrowings—net		(86,680	)		46,099		Commercial paper (repayments)/borrowings—net		(83,980	)		11,220
Long-term obligations:	Long-term obligations:							Long-term obligations:
	Increase		—			—		Reduction		(974	)		(1,388	)
	Reduction		(484	)		(462	)
Capital shares:	Capital shares:							Capital shares:
	Issuance		17,813			8,830		Issuance		30,220			17,677
	Repurchase		(53,180	)		(60,951	)	Repurchase		(106,455	)		(108,606	)
Dividends paid to stockholders	Dividends paid to stockholders		(21,773	)		(20,526	)	Dividends paid to stockholders		(44,791	)		(42,162	)
Other financing proceeds			5,217			35,033
Other financing (payments)/proceeds—net								Other financing (payments)/proceeds—net		(4,461	)		38,932

Net cash (used in)/provided by financing activities			(139,087	)		8,023
Net cash used in financing activities								Net cash used in financing activities		(210,441	)		(84,327	)

(Decrease)/Increase in cash and cash equivalents			(7,056	)		2,307
Increase/(Decrease) in cash and cash equivalents								Increase/(Decrease) in cash and cash equivalents		5,832			(3,997	)
Effect of exchange rate changes on cash and cash equivalents	Effect of exchange rate changes on cash and cash equivalents		(68	)		179		Effect of exchange rate changes on cash and cash equivalents		(94	)		450
Cash and cash equivalents at the beginning of the year	Cash and cash equivalents at the beginning of the year		39,447			36,962		Cash and cash equivalents at the beginning of the year		39,447			36,962

Cash and cash equivalents at the end of the quarter	Cash and cash equivalents at the end of the quarter	$	32,323		$	39,448		Cash and cash equivalents at the end of the quarter	$	45,185		$	33,415

SUPPLEMENTAL DATA

Acquisition

On January 1, 2003, the Company purchased the remaining 50% interest in the International Herald Tribune that it did not previously own for approximately $65 million.

Other

InFor the first ~~quarter~~six months of 2003, capital expenditures are net of a reimbursement of remediation costs at one of the Company's major printing facilities, a portion of which costs had been previously capitalized.

The Company's and its development partner's interests in the Company's new headquarters are approximately 58% and 42% (see Note ~~11)~~12). Due to the Company's majority interest, 100% of the financial position and results of operations of the building partnership are consolidated with those of the Company. Capital expenditures attributable to the Company's development partner's interest in the Company's new headquarters are included in Investing Activities—Other investing payments and were approximately $4$19 million for the first ~~quarter~~six months of 2004 and approximately ~~$42~~$46 million for the first ~~quarter~~six months of 2003. Cash received from the development partner for capital expenditures is included in Financing Activities—Other financing ~~proceeds~~(payments)/proceeds—net and ~~were~~was approximately $5$18 million for the first ~~quarter~~six months of 2004 and approximately ~~$35~~$36 million for the first ~~quarter~~six months of 2003.

See Notes to Condensed Consolidated Financial Statements.

THE NEW YORK TIMES COMPANY

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

1. General

In the opinion of The New York Times Company's (the "Company") management, the Condensed Consolidated Financial Statements present fairly the financial position of the Company as of ~~March 28,~~June 27, 2004, and December 28, 2003, and the results of operations and cash flows of the Company for the periods ended ~~March 28,~~June 27, 2004, and ~~March 30,~~June 29, 2003. All adjustments necessary for a fair presentation have been included and are of a normal and recurring nature. All significant intercompany accounts and transactions have been eliminated in consolidation. The Company's Condensed Consolidated Financial Statements and related Notes should be read in conjunction with the Consolidated Financial Statements and related Notes included in the Company's Annual Report on Form 10-K for the year ended December 28, 2003. Due to the seasonal nature of the Company's business, operating results for the interim periods are not necessarily indicative of a full year's operations. Certain reclassifications have been made to the 2003 Condensed Consolidated Financial Statements to conform with classifications used as of and for the period ended ~~March 28,~~June 27, 2004. The fiscal periods included herein comprise 13 ~~weeks.~~weeks for the three-month periods and 26 weeks for the six-month periods.

As of ~~March 28,~~June 27, 2004, the Company's significant accounting policies and estimates, which are detailed in the Company's Annual Report on Form 10-K for the year ended December 28, 2003, have not changed from December 28, 2003.

2. Recent Accounting Pronouncements

In January 2004 the Financial Accounting Standards Board ("FASB") issued FASB Staff Position No. 106-1 ("FSP 106-1"), Accounting and Disclosure Requirements Related to the Medicare Prescription Drug, Improvement and Modernization Act of 2003, which permitted a sponsor of a postretirement health care plan that provides a prescription drug benefit to make a one-time election to defer accounting for the effects of the Medicare Prescription Drug, Improvement and Modernization Act of 2003 (the "Act"). In May 2004 the FASB issued FSP No.106-2 ("FSP 106-2"), which superseded FSP 106-1. FSP 106-2 provides authoritative guidance on the accounting for the Act and specifies the disclosure requirements for employers who have adopted FSP 106-2. FSP 106-2 is effective for the interim or annual period beginning after June 15, 2004. See Note 7 for the effect of the adoption of FSP 106-2 on the Company's Condensed Consolidated Financial Statements.

3. Stock Option and Employee Stock Purchase Plans

The Company applies the intrinsic value method under Accounting Principles Board Opinion ("APB") No. 25, Accounting for Stock Issued to Employees, and related interpretations to account for its stock option plans and employee stock purchase plan ("ESPP") (together, "Stock-Based Plans"). Accordingly, the Company would only ~~records~~record compensation expense ~~for any~~if it granted stock options ~~granted~~ with an exercise price that is less than the fair market value of the underlying stock at the date of grant. The Company does not record compensation expense for rights to purchase shares under its ESPP because it satisfies certain conditions under APB 25.

The following table details the effect on net income and earnings per share had compensation expense for awards issued and vested under the Stock-Based Plans been recorded based on the fair

value method under Statement of Financial Accounting Standards ("FAS") No. 123, as amended, Accounting for Stock-Based Compensation.

	For the Quarters Ended						Three Months Ended						Six Months Ended
(Dollars in thousands, except per share data)	March 28, 2004			March 30, 2003			June 27, 2004			June 29, 2003			June 27, 2004			June 29, 2003
Reported net income	$	58,435		$	68,846		$	75,677		$	72,829		$	134,112		$	141,675
Deduct: Total stock-based compensation expense determined under fair value method for all awards, net of related tax effects		(10,557	)		(13,005	)		(42,634	)		(13,005	)		(53,191	)		(26,010	)

Pro forma net income	$	47,878		$	55,841		$	33,043		$	59,824		$	80,921		$	115,665

Earnings per share:
Basic—as reported	$	.39		$	.45		$	.51		$	.48		$	.90		$	.94
Basic—pro forma	$	.32		$	.37		$	.22		$	.40		$	.54		$	.76

Diluted—as reported	$	.38		$	.45		$	.50		$	.47		$	.88		$	.92
Diluted—pro forma	$	.32		$	.37		$	.22		$	.40		$	.53		$	.76

In June 2004 the Company accelerated the vesting of certain employee stock options where the exercise price of the stock options was above the Company's stock price. Due to the acceleration of the vesting of these stock options, additional compensation expense of approximately $32 million (net of income taxes) was included in stock-based compensation expense in the table above for the second quarter and first six months of 2004.

3.4. Goodwill and Other Intangible Assets

Goodwill is the excess of cost over the fair market value of tangible net assets acquired. Goodwill is not amortized but tested for impairment annually or if certain circumstances indicate a possible impairment may exist in accordance with FAS No. 142, Goodwill and Other Intangible Assets.

Other intangible assets acquired consist primarily of mastheads and licenses on various acquired properties, customer lists, as well as other assets. Other intangible assets acquired (mastheads and licenses)~~, which~~ that have indefinite lives are not amortized but tested for impairment annually or if certain circumstances indicate a possible impairment may exist. Certain other intangible assets acquired (customer lists and other assets) are amortized over their estimated useful lives.

The changes in the carrying amount of Goodwill ~~for the quarter ended March 28,~~in 2004 are as follows:

(Dollars in thousands)	Newspaper Group			Broadcast Group		Total			Newspaper Group			Broadcast Group		Total
Balance as of December 29, 2003	$	1,056,773		$	40,909	$	1,097,682		$	1,056,773		$	40,909	$	1,097,682
Foreign currency translation		(1,859	)		—		(1,859	)		(1,656	)		—		(1,656	)

Balance as of March 28, 2004	$	1,054,914		$	40,909	$	1,095,823
Balance as of June 27, 2004									$	1,055,117		$	40,909	$	1,096,026

The foreign currency translation line item above reflects changes in Goodwill resulting from fluctuating exchange rates related to the consolidation of the International Herald Tribune.

Other intangible assets acquired as of ~~March 28,~~June 27, 2004, and December 28, 2003, were as follows:

March 28, 2004
December 28, 2003
(Dollars in thousands)
Gross Carrying
Amount
Accumulated
Amortization
Gross Carrying
Amount
Accumulated
Amortization
Amortized other intangible
  assets acquired:
Customer lists $ 203,238 $ 124,797 $ 203,252 $ 120,608
Other 7,104 5,760 7,158 5,630

Total 210,342 130,557 210,410 126,238

Unamortized other intangible
  assets acquired:

Broadcast licenses 220,194 — 220,194 —
Newspaper mastheads 71,921 — 72,322 —

Total 292,115 — 292,516 —

Total other intangible assets
  acquired $ 502,457 $ 130,557 $ 502,926 $ 126,238

			June 27, 2004				December 28, 2003
(Dollars in thousands)			Gross Carrying Amount		Accumulated Amortization		Gross Carrying Amount		Accumulated Amortization
Amortized other intangible assets acquired:
	Customer lists		$	203,240	$	128,987	$	203,252	$	120,608
	Other			7,111		5,914		7,158		5,630

		Total		210,351		134,901		210,410		126,238

Unamortized other intangible assets acquired:
	Broadcast licenses			220,194		—		220,194		—
	Newspaper mastheads			71,967		—		72,322		—

		Total		292,161		—		292,516		—

Total other intangible assets acquired			$	502,512	$	134,901	$	502,926	$	126,238

As of ~~March 28,~~June 27, 2004, the remaining weighted-average amortization period is 8eight years for customer lists and 5five years for other intangible assets acquired included in the table above.

Amortization expense related to other intangible assets acquired, which is subject to amortization, was ~~$4.3~~$8.7 million for the first ~~quarter~~six months of 2004 and is expected to be $17.3 million for the ~~full-year~~full year 2004. Estimated annual amortization expense for the next five years related to these intangible assets is expected to be as follows:

(Dollars in thousands)
Year	Amount	Amount
2005	17,022	$	17,022
2006	13,801		13,801
2007	4,651		4,651
2008	4,651		4,651
2009	4,552		4,552

4.5. Debt Obligations

The Company's total debt, ~~consisting of~~including commercial paper ~~medium-term notes~~ and capital lease obligations, was ~~$868.3~~$869.5 million as of ~~March 28,~~June 27, 2004.

The Company's $600.0 million commercial paper program is supported by the revolving credit agreements described ~~below and, therefore, issuances can be made up to a maximum of $600.0 million.~~below. Commercial paper issued by the Company is unsecured and can have maturities of up to 270 days.

The Company had ~~$141.3~~$144.0 million in commercial paper outstanding as of ~~March 28,~~June 27, 2004, with an annual weighted average interest rate of ~~1.0%~~1.1% and an average of 93 days to maturity from original issuance.

The primary purpose of the Company's revolving credit agreements is to support the Company's commercial paper program. The Company has a total of ~~$600.0~~$670.0 million available to borrow under its revolving credit agreements. In May 2004 the Company terminated its one-year $330.0 million revolving credit agreement and entered into a $400.0 million five-year revolving credit agreement that extends to May 2009. The Company's multi-year $270.0 million credit agreement remains unchanged, maturing in June 2006. There were no amounts outstanding under the revolving credit agreements as of ~~March 28,~~June 27, 2004. ~~The Company intends to extend the revolving credit agreements beyond their current expiration dates.~~

The revolving credit agreements permit borrowings that bear interest at specified margins based on the Company's credit rating, over various floating rates selected by the Company.

The revolving credit agreements contain a covenant that requires specified levels of stockholders' equity. The amount of stockholders' equity in excess of the required levels was ~~$434.2~~$425.8 million as of ~~March 28,~~June 27, 2004.

The Company's 10-year notes, aggregating $250.0 million and bearing interest at an annual rate of 7.625%, mature on March 15, 2005. As a result, the Company reclassified these notes from "Long-term debt" to "Current portion of long-term debt and capital lease obligations" in the Company's Condensed Consolidated Balance Sheets asin the first quarter of ~~March 28,~~ 2004.

"Interest expense, net" in the Company's Condensed Consolidated Statements of Income was as follows:

	Three Months Ended						Six Months Ended
(In thousands)	June 27, 2004			June 29, 2003			June 27, 2004			June 29, 2003
Interest expense	$	12,281		$	13,236		$	24,438		$	26,135
Interest income		(253	)		(466	)		(597	)		(932	)
Capitalized interest		(1,675	)		(1,286	)		(3,168	)		(1,917	)

Interest expense, net	$	10,353		$	11,484		$	20,673		$	23,286

5.6. Common Stock

During the first ~~quarter~~half of 2004, the Company repurchased ~~1.4~~2.6 million shares of its Class A Common Stock at a cost of ~~$62.7~~$117.3 million. The average price of these repurchases was ~~$45.47~~$45.38 per share. From ~~March 29,~~June 28, 2004, through ~~April~~July 30, 2004, the Company repurchased ~~0.4~~1.5 million shares at a cost of ~~$18.6~~$62.5 million. ~~See Note 12 for additional information about the Company's stock repurchase program.~~

On April 13, 2004, the Company's Board of Directors (the "Board") declared a $.01 per share increase in the quarterly dividend on the Company's Class A and Class B Common Stock from $.145 per share to $.155 per share effective with the June 2004 dividend.

On June 17, 2004, the Board declared a dividend of $.155 per ~~share. This represents a $.01 per~~ share ~~increase from~~on the ~~most recent quarterly dividend.~~Company's Class A and B Common Stock. The dividend is payable on ~~June 18,~~September 17, 2004, to shareholders of record on ~~June~~September 1, 2004. The estimated dividend payable of approximately $23 million is included in "Accounts payable" in the Company's Condensed Consolidated Balance Sheet as of June 27, 2004.

6.7. Pension and Postretirement Benefits

Pension

The components of net periodic pension ~~benefits~~ cost of all Company-sponsored pension plans were as follows:

For the Quarters Ended

March 28, 2004
March 30, 2003

(Dollars in thousands)
Qualified
Plans
Non-
Qualified
Plans
All Plans
Qualified
Plans
Non-
Qualified
Plans
All Plans

Service cost $ 8,320 $ 502 $ 8,822 $ 6,886 $ 485 $ 7,371
Interest cost 16,051 2,760 18,811 15,113 2,738 17,851
Expected return on plan assets (19,073 ) — (19,073 ) (16,964 ) — (16,964 )
Amortization of prior service cost 101 64 165 100 78 178
Recognized actuarial loss 4,144 1,033 5,177 2,060 879 2,939

Net periodic pension cost $ 9,543 $ 4,359 $ 13,902 $ 7,195 $ 4,180 $ 11,375

	Three Months Ended
	June 27, 2004								June 29, 2003
(Dollars in thousands)	Qualified Plans			Non- Qualified Plans		All Plans			Qualified Plans			Non- Qualified Plans		All Plans
Service cost	$	8,320		$	502	$	8,822		$	6,886		$	485	$	7,371
Interest cost		16,051			2,760		18,811			15,113			2,738		17,851
Expected return on plan assets		(19,073	)		—		(19,073	)		(16,964	)		—		(16,964	)
Amortization of prior service cost		101			64		165			100			78		178
Recognized actuarial loss		4,882			1,033		5,915			2,060			879		2,939

Net periodic pension cost	$	10,281		$	4,359	$	14,640		$	7,195		$	4,180	$	11,375

	Six Months Ended
	June 27, 2004								June 29, 2003
(Dollars in thousands)	Qualified Plans			Non- Qualified Plans		All Plans			Qualified Plans			Non- Qualified Plans		All Plans
Service cost	$	16,640		$	1,004	$	17,644		$	13,772		$	970	$	14,742
Interest cost		32,102			5,520		37,622			30,226			5,476		35,702
Expected return on plan assets		(38,146	)		—		(38,146	)		(33,928	)		—		(33,928	)
Amortization of prior service cost		202			128		330			200			156		356
Recognized actuarial loss		9,026			2,066		11,092			4,120			1,758		5,878

Net periodic pension cost	$	19,824		$	8,718	$	28,542		$	14,390		$	8,360	$	22,750

The Company did not make any contributions to its pension plans in the first ~~quarter~~half of 2004 and it will determine the level of contributions to be made ~~if any,~~this year during the ~~third~~fourth quarter of 2004. The Company does not pre-fund its non-qualified pension plans, but rather pays for benefits as ~~required.~~required from ongoing cash flows.

Postretirement Benefits

The components of net periodic postretirement ~~benefits~~ cost were as follows:

	For the Quarters Ended						Three Months Ended						Six Months Ended
(Dollars in thousands)	March 28, 2004			March 30, 2003			June 27, 2004			June 29, 2003			June 27, 2004			June 29, 2003
Service cost	$	1,540		$	2,508		$	1,540		$	2,508		$	3,080		$	5,016
Interest cost		2,885			3,987			2,885			3,987			5,770			7,974
Amortization of prior service cost		(1,351	)		(745	)		(1,351	)		(745	)		(2,702	)		(1,490	)
Recognized actuarial loss		395			1,029			395			1,029			790			2,058

Net periodic postretirement cost	$	3,469		$	6,779		$	3,469		$	6,779		$	6,938		$	13,558

Postretirement costs decreased in the second quarter and first half of 2004 compared to the second quarter and first half of 2003 primarily due to the plan amendments and the Medicare reform discussed in Note 2 and below.

On January 1, 2004, amendments to the Company's postretirement plan became effective. These amendments included changes to the age and service eligibility requirements and an increase in deductibles, co-payments, and out-of-pocket maximum payments related to the medical ~~and~~ prescription drug plans. The amendments resulted in a reduction of the Company's Accumulated Postretirement Benefit Obligation ("APBO") of $44.2 million that was treated as a negative prior service cost, which is being amortized starting in 2004. Additionally, the Company began recognizing the effects of ~~Financial Accounting Standards Board Staff Position 106-1, Accounting and Disclosure Requirements Related to~~FSP 106-2 (see Note 2).

The estimated effect of the ~~Medicare Prescription Drug, Improvement and Modernization~~ Act resulted in a decrease in the Company's APBO of ~~2003 (the "Act")~~$32.7 million. The decrease in ~~December 2003. The Act introduced a prescription drug benefit under Medicare Part D as well~~the APBO was treated as a ~~federal subsidy to sponsors of retiree health benefit plans that provide a benefit that~~gain, which is ~~at least actuarially equivalent to Medicare Part D. Postretirement benefits~~being amortized starting in 2004. The table below details the reduction in net periodic postretirement cost ~~decreased~~by component in the second quarter and first ~~quarter~~half of 2004 ~~compared with~~as a result of the ~~first quarter of 2003 primarily due to the plan amendments and the Medicare reform discussed above.~~Act.

	Three Months Ended		Six Months Ended
(Dollars in thousands)	June 27, 2004		June 27, 2004
Service cost	$	323	$	646
Interest cost		504		1,008
Amortization of prior service cost		—		—
Recognized actuarial gain		490		980

Net periodic postretirement cost	$	1,317	$	2,634

7.8. Other Income

"Other income" in the Company's Condensed Consolidated Statements of Income includes the following items:

	For the Quarters Ended				Three Months Ended				Six Months Ended
(Dollars in thousands)	March 28, 2004		March 30, 2003		June 27, 2004		June 29, 2003		June 27, 2004		June 29, 2003
Non-compete agreement	$	1,250	$	1,250	$	1,250	$	1,250	$	2,500	$	2,500
Advertising credit^(a)		—		8,277
Advertising credit(a)						—		—		—		8,277

Other income	$	1,250	$	9,527	$	1,250	$	1,250	$	2,500	$	10,777

(a): Related to a credit for advertising issued by the Company, which was not used within the allotted time by the advertiser.

8.9. Earnings Per Share

Basic and diluted earnings per share have been computed as follows:

		For the Quarters Ended					Three Months Ended				Six Months Ended
(Dollars in thousands, except per share data)	(Dollars in thousands, except per share data)	March 28, 2004		March 30, 2003		(Dollars in thousands, except per share data)	June 27, 2004		June 29, 2003		June 27, 2004		June 29, 2003
Basic earnings per share computation:	Basic earnings per share computation:					Basic earnings per share computation:
Numerator	Numerator					Numerator
	Net income	$	58,435	$	68,846	Net income	$	75,677	$	72,829	$	134,112	$	141,675

Denominator	Denominator					Denominator
	Average number of common shares outstanding		149,925		151,845	Average number of common shares outstanding		148,626		150,730		149,275		151,287

Basic earnings per share	Basic earnings per share	$	.39	$	.45	Basic earnings per share	$	.51	$	.48	$	.90	$	.94

Diluted earnings per share computation:	Diluted earnings per share computation:					Diluted earnings per share computation:
Numerator	Numerator					Numerator
	Net income	$	58,435	$	68,846	Net income	$	75,677	$	72,829	$	134,112	$	141,675

Denominator	Denominator					Denominator
	Average number of common shares outstanding		149,925		151,845	Average number of common shares outstanding		148,626		150,730		149,275		151,287
	Incremental shares for assumed exercise of securities		2,535		2,753	Incremental shares for assumed exercise of securities		2,276		2,673		2,398		2,714

Total shares	Total shares		152,460		154,598	Total shares		150,902		153,403		151,673		154,001

Diluted earnings per share	Diluted earnings per share	$	.38	$	.45	Diluted earnings per share	$	.50	$	.47	$	.88	$	.92

The difference between basic and diluted shares is primarily due to the assumed exercise of stock options included in the diluted earnings per share computation.

Stock options with exercise prices that exceeded the fair market value of the Company's common stock had an antidilutive effect and, therefore, were excluded from the computation of diluted earnings per share. Approximately 8 million stock options with exercise prices ranging from $46.34 to $48.54 were excluded from the computation in the second quarter of 2004 and approximately 5 million stock options with exercise prices ranging from $46.40 to $48.54 were excluded from the computation in the first ~~quarter~~six months of ~~2004 and 2003. These~~2004. Approximately 5 million stock options ~~had~~with exercise prices ranging from ~~$47.28~~$46.40 to ~~$48.54~~$47.25 were excluded from the computation in the second quarter and first ~~quarter of 2004 and $46.68 to $47.28 in the first quarter~~six months of 2003.

9.10. Comprehensive Income

Comprehensive income for the Company includes foreign currency translation adjustments, unrealized gains/(losses) on cash-flow hedges ~~as well as~~and net income reported in the Company's Condensed Consolidated Statements of Income.

Comprehensive income was as follows:

	Three Months Ended						Six Months Ended
(Dollars in thousands)	June 27, 2004			June 29, 2003			June 27, 2004			June 29, 2003
Net income	$	75,677		$	72,829		$	134,112		$	141,675
Foreign currency translation adjustments		(162	)		6,095			(2,429	)		9,146
Change in unrealized derivative losses on cash-flow hedges		137			469			776			934
Income tax benefit/(charge)		87			(2,330	)		(108	)		(3,592	)

Comprehensive income	$	75,739		$	77,063		$	132,351		$	148,163

For the Quarters Ended

(Dollars in thousands)
March 28,
2004
March 30,
2003

Net income $ 58,435 $ 68,846
Foreign currency translation adjustments (2,267 ) 3,051
Change in unrealized derivative losses on cash-flow hedges 639 465
Income tax charge (195 ) (1,262 )

Comprehensive income $ 56,612 $ 71,100

The "Accumulated other comprehensive loss, net of income taxes" in the Company's Condensed Consolidated Balance Sheets was net of a deferred income tax ~~asset~~benefit of ~~$68.4~~$68.5 million as of ~~March 28,~~June 27, 2004, and $68.6 million as of December 28, 2003.

~~10.~~11. Segment Statements of Income

The Company's reportable segments consist of its Newspaper Group, Broadcast Group and New York Times Digital ("NYTD"), its digital and business information group. These segments are evaluated regularly by key management in assessing performance and allocating resources.

			For the Quarters Ended								Three Months Ended						Six Months Ended
(Dollars in thousands)	(Dollars in thousands)		March 28, 2004			March 30, 2003			(Dollars in thousands)		June 27, 2004			June 29, 2003			June 27, 2004			June 29, 2003
REVENUES	REVENUES								REVENUES
	Newspapers		$	744,812		$	735,051		Newspapers		$	758,468		$	745,915		$	1,503,280		$	1,480,966
	Broadcast			35,055			32,205		Broadcast			41,971			37,926			77,026			70,131
	NYTD			25,737			19,625		NYTD			27,396			21,626			53,133			41,251
	Intersegment eliminations^(a)			(3,660	)		(3,141	)	Intersegment eliminations(a)			(3,904	)		(3,576	)		(7,564	)		(6,717	)

		Total	$	801,944		$	783,740			Total	$	823,931		$	801,891		$	1,625,875		$	1,585,631

OPERATING PROFIT (LOSS)	OPERATING PROFIT (LOSS)								OPERATING PROFIT (LOSS)
	Newspapers^(b)		$	104,946		$	125,600		Newspapers(b)		$	123,431		$	126,575		$	228,377		$	252,175
	Broadcast			6,445			4,962		Broadcast			12,939			10,289			19,384			15,251
	NYTD			8,391			3,196		NYTD			8,934			4,285			17,325			7,481
	Corporate			(10,620	)		(11,463	)	Corporate			(13,547	)		(11,092	)		(24,167	)		(22,555	)

		Total		109,162			122,295			Total		131,757			130,057			240,919			252,352
Net loss from joint ventures				3,293			6,212
Interest expense—net				10,320			11,802
Net income/(loss) from joint ventures									Net income/(loss) from joint ventures			2,734			694			(559	)		(5,518	)
Interest expense, net									Interest expense, net			10,353			11,484			20,673			23,286
Other income	Other income			1,250			9,527		Other income			1,250			1,250			2,500			10,777

Income before income taxes and minority interest	Income before income taxes and minority interest			96,799			113,808		Income before income taxes and minority interest			125,388			120,517			222,187			234,325
Income taxes	Income taxes			38,239			44,946		Income taxes			49,538			47,606			87,777			92,552
Minority interest in income of subsidiaries	Minority interest in income of subsidiaries			125			16		Minority interest in income of subsidiaries			173			82			298			98

Net Income	Net Income		$	58,435		$	68,846		Net Income		$	75,677		$	72,829		$	134,112		$	141,675

(a): Intersegment eliminations primarily represent license fees between NYTD and other segments.
(b): InFor the first ~~quarter~~six months of 2003, Newspaper Group operating profit includes a $9.5 million net benefit related to the reimbursement of printing plant remediation expenses and a charge associated with the closing of a job fair business.

See Management's Discussion and Analysis of Financial Condition and Results of Operations in this Form 10-Q for more information on the Company's reportable segments.

~~11.~~12. Contingent Liabilities

New Headquarters Building

AThe Company is in the process of developing a 1.54 million square foot condominium office building (the "Building") in New York City that will serve as its new headquarters. In December 2001, a wholly-owned subsidiary of the Company ("NYT"), and FC Lion LLC (a partnership between an affiliate of the Forest City Ratner Companies and an affiliate of ING Real Estate, "FC") ~~are~~became the

sole members of The New York Times Building LLC (the "Building Partnership"), a partnership established for the purpose of constructing the ~~Company's new headquarters.~~Building.

The Building Partnership is a New York limited liability company and a separate and distinct legal entity from the Company. NYT's and FC's percentage interests in the Building Partnership are approximately 58% and 42%~~, respectively,~~. Due to the Company's majority interest, 100% of the financial position and results of operations of the Building Partnership are consolidated with those of the Company, and FC's minority interest in the Building Partnership is included in "Minority Interest" in the Company's Condensed Consolidated Balance Sheets as of ~~March~~June 27, 2004 and December 28, ~~2004.~~2003 and in "Minority interest in net income of subsidiaries" in the Condensed Consolidated Statements of Income for the periods ended June 27, 2004 and June 29, 2003.

In December 2001, the Building Partnership entered into a land acquisition and development agreement ("LADA") for the Building site with a New York State agency, which subsequently acquired title to the site through a condemnation proceeding. Pursuant to the LADA, the Building Partnership was required to fund all costs of acquiring the Building site, including the purchase price of approximately $86 million, and certain additional amounts ("excess site acquisition costs") to be paid in connection with the condemnation proceeding. NYT and FC were required to post letters of credit for these acquisition costs. As of June 27, 2004, approximately $19 million remained undrawn on a letter of credit posted by the Company on behalf of NYT and approximately $14 million remained undrawn on a letter of credit posted by Forest City Enterprises, Inc. ("FCE") on behalf of FC.

On September 24, 2003, the Building Partnership obtained vacant possession of the Building site, and the New York State agency leased the site to the Building Partnership under a 99-year lease (the "Ground Lease"). Under the terms of the Ground Lease, no fixed rent is payable, but the Building Partnership is required to make payments in lieu of real estate taxes ("PILOT"), pay percentage (profit) rent with respect to retail portions of the Building, and make certain other payments over the term of the Ground Lease. The Building Partnership ~~which is a consolidated subsidiary~~receives credits for its excess site acquisition costs against 85% of the PILOT payments. The Ground Lease gives the Building Partnership or its designee the option to purchase the Building site after 29 years for nominal consideration.

The Ground Lease requires the Building Partnership to commence construction of the Building no later than September 24, 2004 and to complete construction within 36 months following construction commencement, subject to certain extensions. The Company and FCE have guaranteed the Building Partnership's obligation to complete construction of the Building in accordance with the Ground Lease.

Pursuant to the Operating Agreement of the Building Partnership, dated December 12, 2001, and amended June 25, 2004 (the "Operating Agreement"), the funds for construction of the Building are to be provided through a construction loan and capital contributions of NYT and FC. On June 25, 2004, the Building Partnership closed a construction loan with GMAC Commercial Mortgage Corporation (the "construction lender"), which will provide a loan of up to $320 million (the "construction loan"), secured by the Building, for construction of the Building's core and shell as well as other development costs. NYT has elected not to borrow any portion of its share of the total costs of the Building through this construction loan and, instead, has made and will make capital contributions to the Building Partnership for its share of Building costs. The Company will fund such contributions from internally generated cash, including the sale proceeds of its existing headquarters, and external financing sources. FC's share of the total costs of the Building will be funded through capital contributions and the construction loan.

Under the terms of the Operating Agreement and the construction loan, NYT is required to fund all of its construction equity related to construction of the core and shell as well as other devolopment costs prior to the funding of ~~acquiring~~ the ~~building site.~~construction loan. As of June 27, 2004, NYT's remaining construction equity requirement related to the construction of the core and shell as well as other development costs was approximately $218 million. This requirement has been guaranteed by the Company and is backed

by a standby letter of credit of $206 million, the amount of which will decline on a monthly basis as capital contributions are made. Because NYT is funding its construction equity first, a portion of those funds will be used to fund FC's share of Building costs (the "FC funded share") prior to commencement of funding of the construction loan. The FC funded share will bear interest at the construction loan rate and will be repaid to NYT out of construction loan draws. FC's interest in the Building Partnership ~~had posted letters~~has been pledged to NYT to secure repayment of ~~credit totaling $134.0 million~~the FC funded share.

The construction loan, made through a building loan agreement and a project loan agreement, bears interest at an initial annual rate of LIBOR plus 265 basis points and will mature on July 1, 2008, subject to the Building Partnership's right to extend the maturity date for two six-month periods upon the satisfaction of certain terms and conditions. FCE has provided the construction lender with a guaranty of completion with respect to the Building conditioned upon the availability of the construction loan and NYT construction capital contributions. In addition, the Company has provided the construction lender with a guaranty of NYT's obligation to complete the interior construction of the NYT portions of the Building.

Upon substantial completion of the Building's core and shell, the Building will be converted to a leasehold condominium, and the Building Partnership will be dissolved. At such ~~acquisition costs.~~time, ownership of the leasehold condominium units will transfer from the Building Partnership to NYT ~~posted~~and FC.

Under the terms of the Operating Agreement and the construction loan, the lien of the construction loan will be released from the NYT condominium units upon substantial completion of the Building's core and shell but will remain upon the FC condominium units until the construction loan is repaid in full. If FC is unable to obtain other financing to repay the construction loan upon substantial completion of the Building's core and shell, the Company is required to make a ~~letter~~loan (the "extension loan") to FC of ~~credit~~approximately $119.5 million to pay a portion of the construction loan balance. The extension loan will have a maturity date of five years following substantial completion of the core and shell of the Building, bear interest at 1% per annum in excess of the construction loan rate, and be secured by a second mortgage lien on the FC condominium units.

In January 2004, the Building Partnership entered into a construction management agreement with AMEC Construction Management, Inc., a construction manager, for the construction of the core and shell of the Building at a guaranteed maximum price of approximately $353 million.

Capital expenditures in connection with the Building, including both core and shell and interior construction costs, are detailed in the ~~amount of $77.2~~table below.

Capital Expenditures

(Dollars in millions)	NYT	FC	Total
2001–2003	$96	$88	$184
2004	$65–$75	$32–$42	(a)$97–$117
Beyond 2004	(b)$415–$435	$272–$292	$687–$727

Total	(c)$576–$606	$392–$422	$968–$1,028

(a): Approximately $39 million ~~of which $18.8 million remained undrawn~~was incurred as of ~~March 28,~~June 27, 2004 ~~for its share~~(approximately $19 million incurred by NYT and approximately $20 million incurred by FC).
(b): This amount is net of ~~these costs. FC posted a letter of credit~~estimated sale proceeds from the Company's existing headquarters.
(c): Includes estimated capitalized interest and salaries in the ~~amount~~range of ~~$56.8 million, of which $13.8 million remained undrawn~~$50 to $60 million.

Capital expenditures attributable to NYT's interest in the Building are included in "Property, plant and equipment" and capital expenditures attributable to FC's interest in the Building are included in "Miscellaneous assets" in the Company's Condensed Consolidated Balance Sheets as of ~~March~~June 27, 2004 and December 28, ~~2004, for its share of these costs.~~2003.

Third-Party Guarantees

The Company has outstanding guarantees on behalf of a third party that provides circulation customer service, telemarketing and home-delivery services for The New York Times ("The Times") and The Boston Globe (the "circulation servicer"), and on behalf of three third parties that provide printing and distribution services for The Times's National Edition (the "National Edition printers"). In accordance with accounting principles generally accepted in the United States of America, the contingent obligations related to these guarantees are not reflected in the Company's Condensed Consolidated Balance Sheets as of ~~March 28,~~June 27, 2004, and December 28, 2003.

The Company has guaranteed the payments under the circulation servicer's credit facility and any miscellaneous costs related to any default thereunder (the "credit facility guarantee"). The total amount of the credit facility guarantee was $20 million as of ~~March 28,~~June 27, 2004. The amount outstanding under the credit facility, which expires in April 2005 and is renewable, was approximately $18 million as of ~~March 28,~~June 27, 2004. The credit facility guarantee was made by the Company to allow the circulation servicer to obtain more favorable financing terms. The circulation servicer has agreed to reimburse the Company for any amounts the Company pays under the credit facility guarantee and has granted the Company a security interest in all of its assets to secure repayment of any amounts the Company pays under the credit facility guarantee.

In addition, the Company has guaranteed the payments of four property leases of the circulation servicer and any miscellaneous costs related to any default thereunder (the "property lease guarantees"). The total amount of the property lease guarantees was approximately $6$5 million as of ~~March 28,~~June 27, 2004. The property leases expire at various dates through May 2009. The property lease guarantees were made by the Company to allow the circulation servicer to obtain space to conduct business.

The Company would have to perform the obligations of the circulation servicer under the credit facility and property lease guarantees if the circulation servicer defaulted under the terms of its credit facility or lease agreements.

The Company has guaranteed a portion of the payments of equipment leases of two of the National Edition printers and any miscellaneous costs related to any default thereunder (the "equipment lease guarantees"). The total amount of the equipment lease guarantees was approximately $9 million as of ~~March 28,~~June 27, 2004. ~~One~~The Company was released from one equipment lease guarantee ($5 million) subsequent to the second quarter of 2004, because the remaining amount due under the equipment ~~leases~~lease was paid. The remaining equipment lease expires in March 2011 but is cancelable in March ~~2006, and the other equipment lease expires in February 2011 but is cancelable in February~~ 2006. The Company made the equipment lease guarantees to allow the National Edition printers to obtain a lower cost of borrowing.

The Company has also guaranteed certain debt of one of the three National Edition printers and any miscellaneous costs related to any default thereunder (the "debt guarantee"). The total amount of the debt guarantee was approximately $8$7 million as of ~~March 28,~~June 27, 2004. The debt guarantee, which expires in May 2012, was made by the Company to allow the National Edition printer to obtain a lower cost of borrowing.

The Company has obtained a secured guarantee from a related party of the National Edition printer to repay the Company for any amounts that it would pay under the debt guarantee. In addition,

the Company has a security interest in the equipment that was purchased by the National Edition printer with the funds it received from its debt issuance, as well as other equipment and real property.

The Company would have to perform the obligations of the National Edition printers under the equipment and debt guarantees if the National Edition printers defaulted under the terms of their equipment leases or debt agreements.

Other

The Company also has letters of credit of approximately $34 million, which are required by insurance companies, to provide support for the Company's workers' compensation liability. The workers' compensation liability is included in the Company's Condensed Consolidated Balance ~~Sheets~~Sheet as of ~~March 28,~~June 27, 2004.

There are various legal actions that have arisen in the ordinary course of business and are now pending against the Company. These actions are generally for amounts greatly in excess of the payments, if any, that may be required to be made. It is the opinion of management after reviewing these actions with legal counsel to the Company that the ultimate liability that might result from these actions would not have a material adverse effect on the Company's Condensed Consolidated Financial Statements.

~~12. Subsequent Events~~

On April 13, 2004, the Company's Board of Directors authorized an additional $400.0 million of repurchase expenditures under the Company's stock repurchase program. As of April 30, 2004, the remaining amount of the aggregate repurchase authorization from the Company's Board of Directors was approximately $414 million.

Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

EXECUTIVE OVERVIEW

Our Business

The core purpose of The New York Times Company (the "Company") is to enhance society by creating, collecting and distributing high-quality news, information and entertainment. In order to fulfill its mission, the Company must create value for all of the constituents it serves, including its customers, employees and stockholders and the communities in which it operates. The Company creates value by executing its long-term strategy, which is to operate leading news and advertising media in the national/global market and in each of the local markets it serves. In addition, the Company enhances value by controlling costs and implementing process improvement initiatives. The Company continues to execute its strategy to grow geographically and across platforms.

The Company's long-term strategy is pursued with a portfolio of properties that serves its customers in print, in broadcast and online. InFor the first ~~quarter~~six months of 2004, the Newspaper Group contributed ~~93%~~92% of the Company's total revenues, the Broadcast Group accounted for 4%5% and New York Times Digital ("NYTD"), the Company's digital and business information group, accounted for 3%. Advertising revenues cause the Company's quarterly consolidated results to vary by season. Second-quarter and fourth-quarter advertising volume is traditionally higher than first-quarter and third-quarter volume since economic activity tends to be lower during the winter and summer. The business model of each of the Company's segments is summarized below.

Newspaper Group ~~(consisting~~(consisting of The New York Times Newspaper Group, which includes The New York Times ("The Times") and the International Herald Tribune (the "IHT"), the New England Newspaper Group, which includes The Boston Globe (the "Globe") and the Worcester Telegram & Gazette, and the Regional Newspaper Group, consisting of 15 other newspapers). The Newspaper Group derives the majority of its revenues by offering advertisers a means to promote their brands, products and services to the buying public. InFor the first ~~quarter~~six months of 2004, approximately 64% of the Newspaper Group's revenues was from advertising. The Newspaper Group also derives revenues by offering the public a source of timely news and editorial materials, as well as information on products sold by advertisers. InFor the first ~~quarter~~six months of 2004, approximately ~~30%~~29% of the Newspaper Group's revenues was from circulation. Other revenues, which makes up the remainder of revenues, primarily consists of revenues from wholesale delivery operations, news services and direct marketing. The Newspaper Group's main operating expenses are employee-related costs, which include compensation and benefits, and raw materials, primarily newsprint.

Broadcast Group ~~(consisting~~(consisting of eight network-affiliated television stations and two radio stations). The Broadcast Group derives almost all of its revenues (95% infor the first ~~quarter~~six months of 2004) from the sale of commercial time to advertisers. The Broadcast Group's main operating expenses are employee-related costs and programming costs.

NYTD ~~(consisting~~(consisting of NYTimes.com, Boston.com and Digital Archive Distribution ("DAD"), which licenses archive databases of The Times and the Globe to electronic information providers). NYTD derives most of its revenues from the sale of advertisements. InFor the first ~~quarter~~six months of 2004, advertising revenues accounted for ~~75%~~77% of NYTD's total revenues. Display advertisements accounted for approximately 59% of NYTD's advertising revenues and classified ads, such as help-wanted, real estate and automotive listings, accounted for approximately 41%. NYTD benefits from the exclusive online distribution rights for the classified listings of The Times and the Globe. Access to NYTD's Web sites is offered without subscription fees. Non-advertising revenues infor the first ~~quarter~~six months of 2004, which accounted for ~~25%~~23% of revenues, were primarily from DAD. NYTD's main operating expenses are employee-related costs and royalties paid to The Times and the Globe for content.

The Company's long-term strategy is also pursued through its 50% interest in the Discovery Times Channel, a digital cable television channel, and its interest of approximately 17% in New England Sports Ventures, which owns the Boston Red Sox, Fenway Park and 80% of the New England Sports Network, a regional cable sports network. The Company also has investments in a Canadian newsprint company, Donohue Malbaie Inc., and a partnership, Madison Paper Industries, operating a supercalendared paper mill in Maine.

2004 ~~First-Quarter~~ Highlights

•: Advertising ~~revenue gains in March, aided by an improving economic climate, resulted~~revenues grew approximately 4% in the second quarter and first ~~quarter ending on a positive note across all~~six months of 2004 over the prior-year periods. Advertising revenues improved at each of the Company's ~~segments. Despite a slow start~~business segments in the second quarter of 2004. However, the pace of advertising revenue growth slowed throughout the second quarter. In July, advertising revenue growth was similar to that of June. Based on the rate of advertising revenue growth that the Company has experienced during the first half of the year, the Company adjusted the full-year advertising revenue growth guidance down from the mid-single digits to the ~~quarter, the Company's advertising revenues grew approximately 3% in the first quarter and nearly 9% in March over the prior-year periods.~~low- to mid-single digits.
•: ~~The Company's circulation~~Circulation revenues in the second quarter and first ~~quarter~~half of 2004 were ~~on a par compared with~~at approximately the same levels as they were in the prior-year ~~first quarter. Circulation revenues at~~periods. The New York Times Newspaper Group had copy growth in the second quarter, but circulation revenues decreased approximately 2% ~~compared with~~as a result of more copies being sold to schools, universities and hotels, where the ~~first quarter of 2003 when the start of the Iraqi war stimulated single-copy growth.~~rate paid is less than that on newsstands or for home delivery. Circulation revenues for the New England Newspaper Group ~~rose~~grew approximately 6% in the second quarter and first six months of 2004 compared with the comparable prior-year periods, primarily as a result of price ~~increases instituted in 2003 as well as single-copy gains.~~increases.
•: Total costs and expenses rose approximately 5%3% in the second quarter and 4% in the first ~~quarter.~~six months of 2004. Excluding a reimbursement of printing plant remediation expenses and a charge associated with the closing of a small job fair business in the first six months of 2003 (see below), total costs and expenses increased approximately 3%. in the first half of 2004. The increase in costs and expenses in the second quarter and first six months of 2004 was mainly because of higher newsprint expense and an increase in compensation, outside printing and distribution costs. The Company ~~continued~~has responded to ~~make investments in The Times's national expansion~~the advertising revenue growth trend discussed above by implementing cost control measures. Therefore, given the Company's expense performance to date and its outlook for the ~~IHT and incurred higher compensation costs and newsprint expense.~~remainder of 2004, the Company adjusted the full-year expense growth rate down from the mid-single digits to the low- to mid-single digits.
•: Earnings per share ("EPS"), on a diluted basis, in the ~~first~~second quarter of 2004 ~~decreased~~increased approximately 6% to ~~$.38~~$.50 per share from ~~$.45~~$.47 per share in the second quarter of 2003.
•: In the first six months of 2004, EPS decreased approximately 4% to $.88 per share from $.92 per share in the first ~~quarter~~six months of 2003. EPS in the first six months of 2004 would have ~~been on a par~~increased approximately 4% compared with the same period last year had the first ~~quarter~~half of 2003 ~~EPS~~ not included a net benefit of $.07 per share ($17.8 million pre-tax, $10.7 million after tax) from the following three items:

Included in Costs and Expenses (a net benefit of $9.5 million):

•: Reimbursement of printing plant remediation expenses
•: Charge for closing of a job fair business

Included in Other Income (a benefit of $8.3 million):

•: Forfeiture of an advertising credit

•: The Company continued to be a strong cash generator during the first ~~quarter~~half of 2004, resulting in an increase of approximately 8%10% in net cash provided by operating activities over the ~~2003~~ first ~~quarter.~~half of 2003. The Company utilized its liquidity position to invest in capital projects to improve its operations, to repay commercial paper borrowings, ~~as well as~~ to repurchase shares of its Class A Common Stock and to pay ~~a dividend~~dividends to its stockholders.

Trends and Uncertainties

The Company's Annual Report on Form 10-K for the year ended December 28, 2003, details the Company's trends and uncertainties. As of ~~March 28,~~June 27, 2004, there have been no material changes in the Company's trends and uncertainties from December 28, 2003.

2004 Guidance

Earnings comparisons are easier for the balance of 2004 than they were in the first quarter and the Company is encouraged by recent improvements in the advertising market. Although the Company is optimistic about the outlook for advertising, at this time the Company is not changing its earnings guidance for 2004, which it originally issued on December 9, 2003. The Company will continue to monitor the advertising market and provide updated guidance in the second quarter of 2004. The key financial measures discussed in the table below are in accordance with accounting principles generally accepted in the United States of America ("GAAP").

A summary of guidance on key financial measures for 2004, on a GAAP basis, is shown below.

Item		2004 Guidance
Total Company Advertising Revenues^(a)		Growth rate expected to be in the low- to mid-single digits
Newspaper Group Circulation Revenues		Growth rate expected to be in the low-single digits
Newsprint Cost Per Ton		Growth rate expected to be in the low teens
Total Company Expenses^(a)		Growth rate expected to be in the low- to mid-single digits
Depreciation & Amortization		$145 to $150 million
Capital ~~Expenditures~~^(b)Expenditures(a)		$220 to $250 million
Net Loss from Joint Ventures		Breakeven to a loss of $5 million
Interest Expense		$4742 to ~~$52~~$46 million
Tax Rate		39.5%
Diluted ~~Earning~~Earnings Per Share ~~Growth~~		Growth rate expected to be in the low- to mid-single digits over 2003 EPS of $1.98

(a): The 2004 growth rates for total Company advertising revenues and expenses are each expected to be in the mid-single digits but the growth rate for total Company advertising revenues is expected to be higher than that of expenses.
~~(b)~~: Includes costs of ~~$110~~$65 to ~~$120~~$75 million ~~in 2004~~ related to the Company's interest in a new headquarters, which is lower, due to delays, than our earlier guidance of $110 to $120 million. However, total capital expenditure guidance for the year remains unchanged as the Company has moved up the timing of certain projects. The Company expects to occupy its new headquarters in ~~New York City, which the Company expects to occupy in~~ 2007.

RESULTS OF OPERATIONS

Overview

The following table presents the Company's consolidated financial results for the second quarter and first ~~quarter~~half of 2004 and 2003.

		For the Quarters Ended							Three Months Ended						Six Months Ended
(Dollars in thousands)	(Dollars in thousands)	March 28, 2004		March 30, 2003		% Change		(Dollars in thousands)	June 27, 2004		June 29, 2003		% Change		June 27, 2004			June 29, 2003			% Change
REVENUES	REVENUES							REVENUES
Advertising	Advertising	$	529,027	$	513,154	3.1		Advertising	$	551,511	$	530,564	3.9		$	1,080,538		$	1,043,718		3.5
Circulation	Circulation		220,243		221,001	(0.3	)	Circulation		220,156		221,304	(0.5	)		440,399			442,305		(0.4	)
Other	Other		52,674		49,585	6.2		Other		52,264		50,023	4.5			104,938			99,608		5.4

Total	Total		801,944		783,740	2.3		Total		823,931		801,891	2.7			1,625,875			1,585,631		2.5

COSTS AND EXPENSES	COSTS AND EXPENSES							COSTS AND EXPENSES
Production costs	Production costs							Production costs
	Raw materials		70,513		66,221	6.5		Raw materials		71,594		67,534	6.0			142,107			133,755		6.2
	Wages and benefits		174,650		167,847	4.1		Wages and benefits		170,972		167,672	2.0			345,622			335,519		3.0
	Other		122,316		117,390	4.2		Other		122,893		115,840	6.1			245,209			233,230		5.1

Total	Total		367,479		351,458	4.6		Total		365,459		351,046	4.1			732,938			702,504		4.3
Selling, general and administrative expenses	Selling, general and administrative expenses		325,303		309,987	4.9		Selling, general and administrative expenses		326,715		320,788	1.8			652,018			630,775		3.4

Total	Total		692,782		661,445	4.7		Total		692,174		671,834	3.0			1,384,956			1,333,279		3.9

OPERATING PROFIT	OPERATING PROFIT		109,162		122,295	(10.7	)	OPERATING PROFIT		131,757		130,057	1.3			240,919			252,352		(4.5	)
Net loss from joint ventures			3,293		6,212	(47.0	)
Net income/(loss) from joint ventures								Net income/(loss) from joint ventures		2,734		694	*			(559	)		(5,518	)	(89.9	)
Interest expense, net	Interest expense, net		10,320		11,802	(12.6	)	Interest expense, net		10,353		11,484	(9.8	)		20,673			23,286		(11.2	)
Other income	Other income		1,250		9,527	(86.9	)	Other income		1,250		1,250	0.0			2,500			10,777		(76.8	)

Income before income taxes and minority interest	Income before income taxes and minority interest		96,799		113,808	(14.9	)	Income before income taxes and minority interest		125,388		120,517	4.0			222,187			234,325		(5.2	)
Income taxes	Income taxes		38,239		44,946	(14.9	)	Income taxes		49,538		47,606	4.1			87,777			92,552		(5.2	)
Minority interest in net income of subsidiaries	Minority interest in net income of subsidiaries		125		16	*		Minority interest in net income of subsidiaries		173		82	*			298			98		*

NET INCOME	NET INCOME	$	58,435	$	68,846	(15.1	)	NET INCOME	$	75,677	$	72,829	3.9		$	134,112		$	141,675		(5.3	)

*: Represents percentages that are not meaningful.

Revenues

Revenues, for the second quarter and first ~~quarter~~half of 2004 and 2003, by reportable segment and for the Company as a whole, were as follows:

		For the Quarters Ended								Three Months Ended							Six Months Ended
(Dollars in thousands)	(Dollars in thousands)	March 28, 2004			March 30, 2003			% Change	(Dollars in thousands)	June 27, 2004			June 29, 2003			% Change	June 27, 2004			June 29, 2003			% Change
Revenues:	Revenues:								Revenues:
	Newspapers	$	744,812		$	735,051		1.3	Newspapers	$	758,468		$	745,915		1.7	$	1,503,280		$	1,480,966		1.5
	Broadcast		35,055			32,205		8.8	Broadcast		41,971			37,926		10.7		77,026			70,131		9.8
	NYTD		25,737			19,625		31.1	NYTD		27,396			21,626		26.7		53,133			41,251		28.8
	Intersegment eliminations ^(a)		(3,660	)		(3,141	)	16.5	Intersegment eliminations(a)		(3,904	)		(3,576	)	9.2		(7,564	)		(6,717	)	12.6

Total	Total	$	801,944		$	783,740		2.3	Total	$	823,931		$	801,891		2.7	$	1,625,875		$	1,585,631		2.5

(a): Intersegment eliminations primarily include license fees between NYTD and other segments.

Newspaper Group

~~Newspaper Group:~~:    Advertising, circulation and other revenues by division of the Newspaper Group and for the Group as a whole were as follows:

Three Months Ended

Six Months Ended

(Dollars in thousands)
June 27,
2004
June 29,
2003
% Change
June 27,
2004
June 29,
2003
% Change

The New York Times Newspaper Group
Advertising $ 287,690 $ 281,215 2.3 $ 570,833 $ 566,165 0.8
Circulation 153,158 156,764 (2.3 ) 305,501 312,242 (2.2 )
Other 32,995 32,981 0.0 66,567 64,858 2.6

Total $ 473,843 $ 470,960 0.6 $ 942,901 $ 943,265 0.0

New England Newspaper Group

Advertising $ 116,234 $ 116,013 0.2 $ 225,220 $ 220,295 2.2
Circulation 45,646 42,949 6.3 90,382 85,077 6.2
Other 9,908 8,056 23.0 18,881 16,262 16.1

Total $ 171,788 $ 167,018 2.9 $ 334,483 $ 321,634 4.0

Regional Newspaper Group

Advertising $ 86,916 $ 82,656 5.2 $ 172,041 $ 163,645 5.1
Circulation 21,352 21,591 (1.1 ) 44,516 44,986 (1.0 )
Other 4,569 3,690 23.8 9,339 7,436 25.6

Total $ 112,837 $ 107,937 4.5 $ 225,896 $ 216,067 4.5

Total Newspaper Group

Advertising $ 490,840 $ 479,884 2.3 $ 968,094 $ 950,105 1.9
Circulation 220,156 221,304 (0.5 ) 440,399 442,305 (0.4 )
Other 47,472 44,727 6.1 94,787 88,556 7.0

Total $ 758,468 $ 745,915 1.7 $ 1,503,280 $ 1,480,966 1.5

For the Quarters Ended

(Dollars in thousands)
March 28,
2004
March 30,
2003
% Change

The New York Times Newspaper Group
Advertising $ 283,143 $ 284,950 (0.6 )
Circulation 152,343 155,478 (2.0 )
Other 33,572 31,877 5.3

Total $ 469,058 $ 472,305 (0.7 )

New England Newspaper Group
Advertising $ 108,986 $ 104,282 4.5
Circulation 44,736 42,128 6.2
Other 8,973 8,206 9.3

Total $ 162,695 $ 154,616 5.2

Regional Newspaper Group
Advertising $ 85,125 $ 80,989 5.1
Circulation 23,164 23,395 (1.0 )
Other 4,770 3,746 27.3

Total $ 113,059 $ 108,130 4.6

Total Newspaper Group
Advertising $ 477,254 $ 470,221 1.5
Circulation 220,243 221,001 (0.3 )
Other 47,315 43,829 8.0

Total $ 744,812 $ 735,051 1.3

Advertising Revenues
        ~~Total Newspaper Group advertising~~Advertising revenues increased ~~1.5%~~ in the second quarter and first ~~quarter~~half of 2004 compared with the second quarter and first ~~quarter~~half of 2003, primarily due to higher advertising rates. ~~Advertising~~Total advertising volume for the Newspaper Group in the second quarter and first half of 2004 remained flat.
        Advertising revenues at The New York Times Newspaper Group were higher in the second quarter and first six months of 2004 compared with the second quarter and first six months of 2003, mainly due to increases in national and retail advertising revenues partially offset by a decrease in classified advertising revenues.
        The New England Newspaper Group advertising revenues were flat in the second quarter of 2004 ~~remained flat~~ compared with the ~~first~~second quarter of ~~2003.~~2003 primarily due to increased classified advertising revenues offset by lower national and retail advertising revenues. For the first six months of 2004, advertising revenues increased compared with the comparable period last year primarily due to higher classified advertising revenues.
        Advertising revenues at the Regional Newspaper Group were higher in the second quarter and first six months of 2004 compared with the second quarter and first six months of 2003 mainly due to increases in classified advertising revenues and other advertising revenues from its local magazines.
        Advertising volume, for the second quarter and first half of 2004 and 2003, for the Newspaper Group was as follows:

For the Quarters Ended
Three Months Ended
Six Months Ended

(Inches in thousands, preprints in thousands of copies)
March 28, 2004
March 30, 2003
% Change
June 27,
2004
June 29,
2003
% Change
June 27,
2004
June 29,
2003
% Change

Total Newspaper Group(a)
National^(a)(b) 618.4 620.2 (0.3 ) 617.2 633.4 (2.6 ) 1,241.0 1,260.2 (1.5 )
Retail 1,542.5 1,584.3 (2.6 ) 1,596.8 1,625.1 (1.7 ) 3,139.3 3,208.2 (2.1 )
Classified 2,388.5 2,404.1 (0.6 ) 2,586.1 2,571.3 0.6 4,969.3 4,970.8 (0.0 )
Part Run/Zoned 523.7 491.8 6.4 590.6 558.0 5.8 1,114.1 1,049.1 6.2

Total 5,073.1 5,100.4 (0.5 ) 5,390.7 5,387.8 0.1 10,463.7 10,488.3 (0.2 )

Preprints 654,463 659,819 (0.8 ) 685,563 678,128 1.1 1,340,025 1,337,947 0.2

(a)
The Times's advertising volume for 2004 and 2003 has been restated to reflect reclassifications within categories. With this restatement the Times's advertising classification within categories is consistent with that of the New England Newspaper Group and the Regional Newspaper Group.

(b)
Includes all advertising volume from the IHT.
Circulation Revenues
        Circulation revenues in the second quarter and first ~~quarter~~half of 2004 were ~~on a par with~~at approximately the ~~2003 first quarter. An increase~~same levels as they were in the prior-year periods. Higher circulation revenues at the ~~Globe~~New England Newspaper Group, primarily due to price increases, ~~was~~were offset by lower circulation revenues at The New York Times ~~due~~Newspaper Group. The New York Times Newspaper Group had copy growth in the second quarter of 2004, but circulation revenues decreased approximately 2% as a result of more copies being sold to ~~lower volume compared with~~schools, universities and hotels, where the ~~2003 first quarter when the start of the Iraqi war stimulated single-copy growth.~~rate paid is less than that on newsstands or for home delivery.
        The Times continues to improve retail availability across the nation by increasing the number of markets it serves and by adding to the number of outlets where the paper is sold. This includes

expanding copies being sold to schools and universities, which is part of the Company's strategy to reach the next generation of readers. The Times has also expanded its national

home-delivery availability while improving the quality and levels of its home-delivery circulation base. ~~The~~As of July 30, 2004, the Times ~~is now~~was available for ~~home-delivery~~home delivery in a total of ~~275~~289 markets nationwide up from ~~241 in~~247 at the ~~first~~end of the second quarter of 2003. Additionally, during the ~~first~~second quarter of 2004, The Times continued to expand the number of ZIP codes in which home-delivery service is available. All of the Company's newspapers continue to make improvements in product delivery and customer service to attract new readers and retain existing ones.
        Broadcast ~~Group:~~Group:    Broadcast Group revenues rose ~~8.8%~~10.7% in the ~~first~~second quarter of 2004 to ~~$35.1~~$42.0 million from ~~$32.2~~$37.9 million in the second quarter of 2003 and increased 9.8% to $77.0 million for the first half of 2004 from $70.1 million in the same period ~~in 2003~~last year, primarily due to increased political advertising revenues ($~~2.4~~3.4 million in the ~~first~~second quarter of 2004 compared with ~~$0.1~~$1.0 million in the prior year second quarter and $5.7 million for the first ~~quarter)~~six months of 2004 compared with $1.1 million for the same period last year). Political advertising typically increases each presidential election year.

~~NYTD:~~ InNYTD:    Revenues for NYTD increased 26.7% to $27.4 million in the ~~first~~second quarter of 2004 ~~revenues at NYTD increased 31.1% to $25.7 million~~ from ~~$19.6~~$21.6 million in the 2003 second quarter. For the first half of 2004, revenues for NYTD increased 28.8% to $53.1 million from $41.3 million for the first half of 2003. The increases in revenues for the second quarter and first six months of ~~2003, as a result of~~2004 were primarily due to higher advertising revenues resulting from increased volume.
Costs and Expenses
        Costs and expenses for the second quarter and first ~~quarter~~half of 2004 and 2003 were as follows:

For the Quarters Ended

Three Months Ended
Six Months Ended
(Dollars in thousands)
(Dollars in thousands)
March 28,
2004
March 30,
2003
% Change
(Dollars in thousands)
June 27,
2004
June 29,
2003
% Change
June 27,
2004
June 29,
2003
% Change
Production costs: Production costs: Production costs:
Raw materials $ 70,513 $ 66,221 6.5 Raw materials $ 71,594 $ 67,534 6.0 $ 142,107 $ 133,755 6.2
Wages and benefits 174,650 167,847 4.1 Wages and benefits 170,972 167,672 2.0 345,622 335,519 3.0
Other 122,316 117,390 4.2 Other 122,893 115,840 6.1 245,209 233,230 5.1

Total production costs Total production costs 367,479 351,458 4.6 Total production costs 365,459 351,046 4.1 732,938 702,504 4.3
Selling, general and administrative expenses Selling, general and administrative expenses 325,303 309,987 4.9 Selling, general and administrative expenses 326,715 320,788 1.8 652,018 630,775 3.4

Total Total $ 692,782 $ 661,445 4.7 Total $ 692,174 $ 671,834 3.0 $ 1,384,956 $ 1,333,279 3.9

        Total production costs increased in the second quarter and first ~~quarter~~six months of 2004 compared with the ~~first quarter~~corresponding periods in 2003, mainly because of ~~2003, primarily due to~~ higher newsprint expense and an increase in compensation and ~~newsprint expense as well as increased costs associated with the Company's investments in The Times's national expansion and the IHT.~~outside printing costs.
        Newsprint expense rose ~~6.6%~~5.9% in the ~~first~~second quarter of 2004 compared with the 2003 ~~first~~second quarter, due to ~~an 8.2%~~a 7.2% increase ~~primarily~~ from higher prices, partially offset by a ~~1.6%~~1.3% decrease from lower consumption. For the first six months of 2004, newsprint expense increased 6.3% compared with the first six months of 2003, primarily due to a 7.7% increase from higher prices, partially offset by a 1.4% decrease from lower consumption.
        Selling, general and administrative ("SGA") expenses increased 1.8% in the second quarter and 3.4% for the first six months of 2004 compared with the corresponding periods in 2003. Excluding the reimbursement for printing plant remediation expenses and the charge for the closing of a small job fair business (a net benefit of $9.5 million) in the first ~~quarter~~six months of 2003, ~~selling, general and administrative~~SGA expenses ~~for~~increased 1.8% in the first ~~quarter~~six months of 2004 ~~increased 1.8%~~ compared with the ~~2003~~ first ~~quarter. This resulted from increased costs associated with the Company's investments in The Times's national expansion~~six months of 2003. These increases were mainly because of higher compensation and ~~the IHT.~~distribution costs.

        The following table sets forth consolidated costs and expenses infor the second quarter and first ~~quarter~~half of 2004 and 2003, by reportable segment and the Company as a whole. The reasons underlying the ~~quarter-to-quarter~~

period-to-period changes in each segment's cost and expenses are discussed below under "Operating Profit".

For the Quarters Ended

Three Months Ended
Six Months Ended
(Dollars in thousands)
(Dollars in thousands)
March 28,
2004
March 30,
2003
% Change
(Dollars in thousands)
June 27,
2004
June 29,
2003
% Change
June 27,
2004
June 29,
2003
% Change
Costs and expenses: Costs and expenses: Costs and expenses:
Newspapers $ 639,866 $ 609,451 5.0 Newspapers $ 635,037 $ 619,340 2.5 $ 1,274,903 $ 1,228,791 3.8
Broadcast 28,610 27,243 5.0 Broadcast 29,032 27,637 5.0 57,642 54,880 5.0
NYTD 17,346 16,429 5.6 NYTD 18,462 17,341 6.5 35,808 33,770 6.0
Corporate 10,620 11,463 (7.4 ) Corporate 13,547 11,092 22.1 24,167 22,555 7.1
Intersegment eliminations ^(a) (3,660 ) (3,141 ) 16.5 Intersegment eliminations(a) (3,904 ) (3,576 ) 9.2 (7,564 ) (6,717 ) 12.6

Total Total $ 692,782 $ 661,445 4.7 Total $ 692,174 $ 671,834 3.0 $ 1,384,956 $ 1,333,279 3.9

(a)
Intersegment eliminations primarily include license fees between NYTD and other segments.
Operating Profit
        Consolidated operating profit, in the second quarter and first ~~quarter~~half of 2004 and 2003, by reportable segment and for the Company as a whole, were as follows:

For the Quarters Ended

Three Months Ended
Six Months Ended

(Dollars in thousands)
(Dollars in thousands)
March 28,
2004
March 30,
2003
% Change
(Dollars in thousands)
June 27,
2004
June 29,
2003
% Change
June 27,
2004
June 29,
2003
% Change

Operating Profit (Loss): Operating Profit (Loss): Operating Profit (Loss):
Newspapers $ 104,946 $ 125,600 (16.4 ) Newspapers $ 123,431 $ 126,575 (2.5 ) $ 228,377 $ 252,175 (9.4 )
Broadcast 6,445 4,962 29.9 Broadcast 12,939 10,289 25.8 19,384 15,251 27.1
NYTD 8,391 3,196 162.5 NYTD 8,934 4,285 108.5 17,325 7,481 131.6
Corporate (10,620 ) (11,463 ) (7.4 ) Corporate (13,547 ) (11,092 ) 22.1 (24,167 ) (22,555 ) 7.1

Operating Profit Operating Profit $ 109,162 $ 122,295 (10.7 ) Operating Profit $ 131,757 $ 130,057 1.3 $ 240,919 $ 252,352 (4.5 )

        Operating profit for the Newspaper Group decreased in the second quarter and first ~~quarter~~six months of 2004 ~~compared with the 2003 first quarter mainly because of increased costs associated with the Company's investments in The Times's national expansion and the IHT,~~as higher ~~compensation costs~~advertising revenues were more than offset by higher newsprint expense and increased ~~newsprint expense, offset in part by higher revenues.~~compensation, outside printing and distribution costs. Additionally, the first ~~quarter~~six months of 2003 includes the $9.5 million net benefit from the items included in the costs and expenses discussed in the "2004 ~~First-Quarter~~ Highlights" section above, which ~~make this quarter's~~makes the first half of 2004's comparison less favorable.
        The Broadcast Group's operating profit increased in the second quarter and first ~~quarter~~six months of 2004 ~~compared with the first quarter of 2003~~ because of higher political advertising revenues resulting from the election cycle.
        NYTD's operating profit more than doubled ~~to $8.4 million (its highest to date),~~in the second quarter and first six months of 2004 primarily due to higher advertising revenues resulting from increased volume.
Non-operating Items
Joint Ventures
        The Company recorded ~~losses~~income from joint ventures of ~~$3.3~~$2.7 million in the ~~first~~second quarter of 2004 and ~~$6.2~~a loss of $0.6 million for the first six months of 2004 compared with income from joint ventures of $0.7 million in the ~~first quarter of 2003. This decrease compared with the first~~second quarter of 2003 and a loss of $5.5 million for the first six months of 2003. The increase in income in the second quarter and decrease in losses for the first six months of 2004 resulted primarily from ~~better performance~~more favorable results at most of the properties in which the Company has equity interests.

Interest Expense, Net
        In"Interest expense, net" in the Company's Condensed Consolidated Statements of Income was as follows:

Three Months Ended
Six Months Ended

(In thousands)
June 27,
2004
June 29,
2003
June 27,
2004
June 29,
2003

Interest expense $ 12,281 $ 13,236 $ 24,438 $ 26,135
Interest income (253 ) (466 ) (597 ) (932 )
Capitalized interest (1,675 ) (1,286 ) (3,168 ) (1,917 )

Interest expense, net $ 10,353 $ 11,484 $ 20,673 $ 23,286

        "Interest expense, net" decreased in the second quarter and first ~~quarter~~six months of 2004 ~~interest expense, net, decreased 12.6% to $10.3 million from $11.8 million in~~compared with the ~~first quarter of~~comparable 2003 periods mainly due to lower levels of debt outstanding and higher levels of capitalized ~~interest.~~interest related to the Company's new headquarters (see Note 12 of the Notes to the Condensed Consolidated Financial Statements).

Other Income
        "Other income" in the Company's Condensed Consolidated Statements of Income ~~were as follows:~~includes the following items:

For the Quarters Ended
Three Months Ended
Six Months Ended
(Dollars in thousands)
March 28, 2004
March 30, 2003
June 27,
2004
June 29,
2003
June 27,
2004
June 29,
2003
Non-compete agreement $ 1,250 $ 1,250 $ 1,250 $ 1,250 $ 2,500 $ 2,500
Advertising credit^(a) — 8,277
Advertising credit(a) — — — 8,277

Other income $ 1,250 $ 9,527 $ 1,250 $ 1,250 $ 2,500 $ 10,777

(a)
Related to a credit for advertising issued by the Company, which was not used within the allotted time by the advertiser.
EBITDA
        The Company believes that EBITDA (earnings before interest, taxes, depreciation and amortization), a non-GAAP financial measure, is a useful metric for evaluating its financial performance because of its focus on the Company's results from operations before depreciation and amortization.
        EBITDA is a common alternative measure of performance used by investors, financial analysts and rating agencies. These groups use EBITDA, along with other measures, to estimate the value of a company and evaluate a company's ability to meet its debt service requirements. ~~For comparability, the Company's EBITDA in the first quarter of 2003 has been restated to conform with the 2004 presentation.~~ The EBITDA presented may not be comparable to similarly titled measures reported by other companies. The Company believes that EBITDA, while providing useful information, should not be considered in isolation or as an alternative to other financial measures determined under GAAP.

        The Company's EBITDA, as well as a reconciliation of EBITDA to net income in the second quarter and first ~~quarter~~half of 2004 and 2003, is provided below.

For the Quarters Ended
Three Months Ended
Six Months Ended

(Dollars in thousands)
March 28,
2004
March 30,
2003
June 27,
2004
June 29,
2003
June 27,
2004
June 29,
2003

EBITDA $ 143,768 $ 163,126 $ 172,520 $ 167,640 $ 316,288 $ 330,766
Depreciation and amortization (36,861 ) (37,529 ) (37,080 ) (35,778 ) (73,941 ) (73,307 )
Interest expense, net (10,320 ) (11,802 ) (10,353 ) (11,484 ) (20,673 ) (23,286 )
Income taxes^(a) (38,152 ) (44,949 )
Income taxes(a) (49,410 ) (47,549 ) (87,562 ) (92,498 )

Net income $ 58,435 $ 68,846 $ 75,677 $ 72,829 $ 134,112 $ 141,675

(a)
Includes income taxes of minority holders netted within "Minority ~~Interest~~interest in net income of subsidiaries" in the Condensed Consolidated Statements of Income. These income taxes were $128,000 and $57,000 in the second quarters of 2004 and 2003 and $215,000 and $54,000 for the first six months of 2004 and 2003.
        EBITDA ~~decreased~~increased 2.9% in the ~~first~~second quarter of 2004 compared with the 2003 second quarter mainly because of higher advertising revenues as well as an increase in net income from joint ventures. EBITDA decreased 4.4% in the first ~~quarter~~six months of 2004 compared with the first six months of 2003 primarily ~~due to~~because of the net benefit in the ~~2003~~ first ~~quarter~~half of 2003 of $17.8 million resulting from the items discussed in the "2004 ~~First-Quarter~~ Highlights" section above, which makes this ~~quarter's~~year's comparison less favorable.
        Consolidated depreciation and amortization, for the second quarter and first ~~quarter~~half of 2004 and 2003, by reportable segment and for the Company as a whole, were as follows:

For the Quarters Ended

(Dollars in thousands)
March 28,
2004
March 30,
2003
% Change

Depreciation and Amortization
Newspapers $ 30,414 $ 30,963 (1.8 )
Broadcast 2,397 2,238 7.1
NYTD 1,031 1,533 (32.7 )
Corporate 3,019 2,795 8.0

Depreciation and Amortization $ 36,861 $ 37,529 (1.8 )

Three Months Ended
Six Months Ended

(Dollars in thousands)
June 27,
2004
June 29,
2003
% Change
June 27,
2004
June 29,
2003
% Change

Depreciation and amortization:
Newspapers $ 30,640 $ 29,352 4.4 $ 61,054 $ 60,315 1.2
Broadcast 2,395 2,325 3.0 4,792 4,563 5.0
NYTD 932 1,299 (28.3 ) 1,963 2,832 (30.7 )
Corporate 3,113 2,802 11.1 6,132 5,597 9.6

Depreciation and amortization $ 37,080 $ 35,778 3.6 $ 73,941 $ 73,307 0.9

LIQUIDITY AND CAPITAL RESOURCES
Overview
        The Company expects its cash balance, cash provided from operations and available third-party financing, described below, to be sufficient to meet its normal operating commitments and debt requirements, to fund planned capital expenditures, to repurchase shares of its Class A Common Stock and to pay dividends to its stockholders.
        The Company expects capital expenditures for 2004 will range from $220 to $250 million. Included in the 2004 range are $110 to $120 million of costs related to the Company's interest in its new headquarters in New York City (the "Building"), which it currently anticipates occupying in 2007 (see Note 11 of the Notes to the Condensed Consolidated Financial Statements). The Company's estimate of capital expenditures related to the Building subsequent to 2004 are detailed in the Company's Annual Report on Form 10-K for the year ended December 28, 2003. As of March 28, 2004, this capital expenditures estimate has not changed. The estimated capital expenditures above related to the Building include those of a wholly-owned subsidiary of the Company ("NYT") and exclude those of the Company's development partner. See the "Sources and Uses of Cash-Investing Activities" section below for additional information regarding the Company's capital expenditures.
        ~~In 2004 the Company expects to spend on~~ repurchases ~~of its~~ Class A Common Stock ~~an amount similar~~under its stock repurchase program from time to ~~that spent~~time either in the open market or through private transactions. The Company's repurchases may be suspended from time to time or discontinued. During the first half of 2004, the Company repurchased 2.6 million shares of Class A Common Stock at a cost of approximately $117 million. In 2003 ~~which was~~the Company repurchased 4.6 million shares of Class A Common Stock at a cost of approximately $209 million. Payments for dividends are expected to increase to approximately $91 million in 2004 from approximately $86 million in 2003. On April 13, 2004, the Company's Board of Directors declared

a $.01 per share increase in the quarterly dividend on the Company's Class A and Class B Common Stock from $.145 per share to $.155 per share effective with the June 2004 dividend.
New Building
        The Company is in the process of developing its new headquarters building in New York City (the "Building"), which it currently anticipates occupying in 2007. See Note 12 of the Notes to the Condensed Consolidated Financial Statements for additional information regarding the Building and the construction financing described below.
        The funds for construction of the Building are to be provided through a construction loan and capital contributions of a wholly-owned subsidiary of the Company ("NYT") and FC Lion LLC ("FC"), the sole members of The New York Times Building LLC (the "Building Partnership"), a partnership established for the purpose of constructing the Building. On June 25, 2004, the Building Partnership closed a construction loan of up to $320 million (the "construction loan"), secured by the Building, for construction of the Building's core and shell and other development costs. NYT has elected not to borrow any portion of its share of the total costs of the Building through this construction loan and, instead, has made and will make capital contributions to the Building Partnership for its share of Building costs. The Company will fund such contributions from internally generated cash, including the sale proceeds of its existing headquarters, and external financing sources. FC's share of the total costs of the Building will be funded through capital contributions and the construction loan.
        Under the terms of the Building Partnership's operating agreement and the construction loan, NYT is required to fund all of its construction equity related to construction of the core and shell as well as other development costs prior to the funding of the construction loan. As of June 27, 2004, NYT's remaining construction equity requirement related to construction of the core and shell as well as other development costs was approximately $218 million. This requirement has been guaranteed by the Company and is backed by a standby letter of credit of $206 million, the amount of which will decline on a monthly basis as capital contributions are made. Because NYT is funding its construction equity first, a portion of those funds will be used to fund FC's share of Building costs (the "FC funded share") prior to commencement of funding of the construction loan. The FC funded share will bear interest at the construction loan rate and will be repaid to NYT out of construction loan draws. FC's interest in the Building Partnership has been pledged to NYT to secure repayment of the FC funded share.
        Capital expenditures in connection with the Building, including both core and shell and interior construction costs, are detailed in the table below.
Capital Expenditures
(Dollars in millions)
NYT
FC
Total
2001–2003 $96 $88 $184
2004 $65–$75 $32–$42 (a)$97–$117
Beyond 2004 (b)$415–$435 $272–$292 $687–$727
Total (c)$576–$606 $392–$422 $968–$1,028
(a)
Approximately $39 million was incurred as of June 27, 2004 (approximately $19 million incurred by NYT and approximately $20 million incurred by FC).

(b)
This amount is net of estimated sale proceeds from the ~~most recent quarterly dividend.~~
Company's existing headquarters.

(c)
Includes estimated capitalized interest and salaries in the range of $50 to $60 million.

Capital Resources
Sources and Uses of Cash
        Cash flows for the first ~~quarter~~six months of 2004 and 2003 were as follows:

For the Quarters Ended

(Dollars in thousands)
March 28,
2004
March 30,
2003
% Change

Operating Activities $ 160,387 $ 148,123 8.3
Investing Activities $ (28,356 ) $ (153,839 ) (81.6 )
Financing Activities $ (139,087 ) $ 8,023 *
*
~~Represents percentages that are not meaningful.~~

For the Six Months Ended

(Dollars in thousands)
June 27,
2004
June 29,
2003
% Change

Operating Activities $ 292.2 $ 266.2 9.8
Investing Activities $ (76.0 ) $ (185.9 ) (59.1 )
Financing Activities $ (210.4 ) $ (84.3 ) 149.6
Operating Activities
        The primary source of the Company's liquidity is cash flows from operating activities. The key component of operating cash flow is cash receipts from advertising customers. Operating cash inflows also include cash receipts from circulation sales and other revenue transactions such as wholesale delivery operations and direct marketing. Operating cash outflows include payments to vendors for raw materials, services and supplies, payments to employees, and payments of interest and income taxes.
        InThe Company reduced its net working capital in the first ~~quarter~~six months of 2004 ~~the Company had lower working capital requirements~~ compared with the first ~~quarter~~six months of ~~2003. The difference in cash inflows from accounts receivable and cash outflows for accounts payable and accrued expenses primarily~~2003, which resulted in an increase ofin net cash provided by operating activities in the first ~~quarter~~half of 2004.

Investing Activities
        Investment cash inflows generally include proceeds from the sale of assets or a business. Investment cash outflows generally include payments for the acquisition of new businesses, equity investments and capital expenditures, including property, plant and equipment.
        Net cash used in investing activities in the first ~~quarter~~six months of 2004 decreased compared with the first ~~quarter~~six months of 2003 primarily due to higher capital expenditures as well as the acquisition of the IHT in the first ~~quarter~~six months of 2003.
        Capital expenditures (on an accrual basis) were $24.3 million in the first quarter of 2004, and $38.2 million in the first quarter of 2003. The first quarter of 2004 amount includes $5.6 million and the first quarter of 2003 amount includes $32.1 million of costs related to the Building. These amounts exclude the Company's development partner's capital expenditures, which amounted to $3.3 million in the first quarter of 2004 and $39.9 million in the first quarter of 2003. Capital expenditures attributable to NYT's interest in the Building are included in "Property, plant and equipment", and capital expenditures attributable to the Company's development partner's interest in the Building are included in "Miscellaneous assets" in the Company's Condensed Consolidated Balance Sheets.
Financing Activities
        Financing cash inflows generally include borrowings under the Company's commercial paper program, the issuance of medium-term notes, and funds from stock option exercises and from the sale of stock to employees under the Company's Employee Stock Purchase Plan. Financing cash outflows generally include the repayment of commercial paper and long-term debt, the payment of dividends and the repurchase of the Company's Class A Common Stock.
        ~~Net~~The Company repaid approximately $84 million of commercial paper in the first half of 2004 compared to commercial paper borrowings of approximately $11 million in the first half of 2003, resulting in the majority of the 2004 increase in net cash used in financing activities in the first quarter of 2004 was primarily due to the repayment of approximately $87 million of commercial paper and repurchases of approximately $53 million of Class A Common Stock. Net cash provided by financing activities in the first quarter of 2003 was primarily due to repurchases of approximately $61 million of Class A Common Stock, which was more than offset by borrowings of approximately $46 million of commercial paper and other financing proceeds of approximately $35 million.activities.
        See the Company's Condensed Consolidated Statements of ~~Cashflows~~Cash Flows for additional information on the Company's sources and uses of cash.
Third-Party Financing
        The Company's total debt, including commercial paper and capital lease obligations, was $869.5 million as of June 27, 2004 compared with $955.3 million as of December 28, 2003. The decrease in total debt was primarily due to lower levels of commercial paper outstanding.

        The Company's 10-year notes, aggregating $250.0 million and bearing interest at an annual rate of 7.625%, mature on March 15, 2005. As a result, the Company reclassified these notes from "Long-term debt" to "Current portion of long-term debt and capital lease obligations" in the Company's Condensed Consolidated Balance Sheets in the first quarter of 2004. Although the Company has not committed to a plan to pay this amount due, the Company believes that its cash from operations and third-party financing, as described below, will be more than sufficient to meet this commitment.
        The Company has the following financing sources available to supplement cash flows from operations:
•
A commercial paper facility,

•
Revolving credit agreements, and

•
Medium-term notes.
Commercial Paper
        The Company's liquidity requirements may be funded through the issuance of commercial paper. The Company's $600.0 million commercial paper program is supported by its revolving credit agreements discussed ~~below and,~~

~~therefore, issuances can be made up to a maximum of $600.0 million.~~below. Commercial paper issued by the Company is unsecured and can have maturities of up to 270 days.
The Company had ~~$141.3~~$144.0 million in commercial paper outstanding as of ~~March 28,~~June 27, 2004, with an annual weighted average interest rate of ~~1.0%~~1.1% and an average of 93 days to maturity from original issuance.
Revolving ~~credit agreements~~Credit Agreements
        The primary purpose of the Company's revolving credit agreements is to support the Company's commercial paper program. The Company has a total of ~~$600.0~~$670.0 million available to borrow under its revolving credit agreements. In May 2004 the Company terminated its one-year $330.0 million revolving credit agreement and entered into a $400.0 million five-year revolving credit agreement that extends to May 2009. The Company increased the amount available and extended the maturity date under its revolving credit agreements to provide the Company with additional borrowing flexibility. The Company's multi-year $270.0 credit agreement remains unchanged, maturing in June 2006. There were no amounts outstanding under the revolving credit agreements as of ~~March 28,~~June 27, 2004. ~~The Company intends to extend the revolving credit agreements beyond their current expiration dates.~~
        The revolving credit agreements permit borrowings that bear interest at specified margins based on the Company's credit rating, over various floating rates selected by the Company.
        The revolving credit agreements contain a covenant that requires specified levels of stockholders' equity. The amount of stockholders' equity in excess of the required levels was ~~$434.2~~$425.8 million as of ~~March 28,~~June 27, 2004.
Medium-Term Notes
        The Company's liquidity requirements may also be funded through the public offer and sale of notes under the Company's $300.0 million medium-term note program. An additional $225.0 million of medium-term notes may be issued from time to time pursuant to the Company's current effective shelf registration.
        ~~The Company's total debt, including commercial paper, medium-term notes and capital lease obligations, was $868.3 million as of March 28, 2004.~~
~~Contractual Obligations~~CONTRACTUAL OBLIGATIONS & ~~Off-Balance Sheet Arrangements~~OFF-BALANCE SHEET ARRANGEMENTS
        The Company's contractual obligations and off-balance sheet arrangements are detailed in the Company's Annual Report on Form 10-K for the ~~year-end~~year ended December 28, 2003. As of ~~March 28,~~June 27, 2004, the Company's contractual obligations and off-balance sheet arrangements have not materially changed from December 28, 2003.

~~Critical Accounting Policies~~CRITICAL ACCOUNTING POLICIES
        The Company's critical accounting policies are detailed in the Company's Annual Report on Form 10-K for the year ended December 28, 2003. As of ~~March 28,~~June 27, 2004, the Company's critical accounting policies have not changed from December 28, 2003.

RECENT ACCOUNTING PRONOUNCEMENTS
        In January 2004 the Financial Accounting Standards Board ("FASB") issued FASB Staff Position No. 106-1 ("FSP 106-1"), Accounting and Disclosure Requirements Related to the Medicare Prescription Drug, Improvement and Modernization Act of 2003, which permitted a sponsor of a postretirement health care plan that provides a prescription drug benefit to make a one-time election to defer accounting for the effects of the Medicare Prescription Drug, Improvement and Modernization Act of 2003 (the "Act"). In May 2004 the FASB issued FSP No.106-2 ("FSP 106-2"), which superseded FSP 106-1. FSP 106-2 provides authoritative guidance on the accounting for the Act and specifies the disclosure requirements for employers who have adopted FSP 106-2. FSP 106-2 is effective for the interim or annual period beginning after June 15, 2004. See Note 7 of the Notes to the Condensed Consolidated Financial Statements for the effect of the adoption of FSP 106-2 on the Company's Condensed Consolidated Financial Statements.
FACTORS THAT COULD AFFECT OPERATING RESULTS
        Except for the historical information contained herein, the matters discussed in this quarterly report are forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those predicted by such forward-looking statements. These risks and uncertainties include national and local conditions, as well as competition, that could influence the levels (rate and volume) of retail, national and classified advertising and circulation generated by the Company's various markets and material increases in newsprint prices. They also include other risks detailed from time to time in the Company's publicly-filed documents, including the Company's Annual Report on Form 10-K for the ~~period~~year ended December 28, 2003. The Company undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events, or otherwise.
Item 3.    Quantitative and Qualitative Disclosures about Market Risk
        The Company's Annual Report on Form 10-K for the year ended December 28, 2003, details the Company's disclosures about market risk. As of ~~March 28,~~June 27, 2004, there have been no material changes in the Company's market risk from December 28, 2003.
Item 4.    Controls and Procedures
        Russell T. Lewis, the Company's Chief Executive Officer, and Leonard P. Forman, the Company's Chief Financial Officer, have evaluated the effectiveness of the Company's disclosure controls and procedures as of ~~March 28,~~June 27, 2004. Based on such evaluation, each of Messrs. Lewis and Forman concluded that the Company's disclosure controls and procedures were effective to ensure that the material information required to be disclosed by the Company in the reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission. There have been no changes in the Company's internal control over financial reporting during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

Part II.    OTHER INFORMATION
Item 2(e):    Issuer Purchases of Equity ~~Securities~~¹Securities(1)
Period
(a)
Total Number of
Shares of Class A
Common Stock
Purchased
(b)
Average Price Paid
Per Share of
Class A Common
Stock
(c)
Total Number of Shares
of Class A Common Stock
Purchased as Part of
Publicly Announced Plans
or Programs
(d)
Maximum Number (or
Approximate Dollar
Value) of Shares of
Class A Common Stock
that May Yet Be
Purchased Under the
Plans or Programs
December 29, 2003—February 1, 2004 — — — $ 94,900,000
February 2, 2004—February 29, 2004 310,500 $ 46.15 310,500 $ 80,500,000
March 1, 2004—March 28, 2004 1,068,400 $ 45.28 1,068,400 $ 32,200,000
Total for the First Quarter of 2004 1,378,900 $ 45.47 1,378,900 $ 32,200,000
Period
(a)
Total Number
of Shares of
Class A
Common Stock
Purchased
(b)
Average
Price Paid
Per Share of
Class A
Common
Stock
(c)
Total Number of Shares
of Class A Common
Stock Purchased as Part
of Publicly Announced
Plans or Programs
(d)
Maximum Number
(or Approximate
Dollar Value) of
Shares of Class A
Common Stock that
May Yet Be
Purchased Under the
Plans or Programs
March 29, 2004–May 2, 2004 411,800 $ 45.06 411,800 $ 413,600,000
May 3, 2004–May 30, 2004 353,200 $ 45.55 353,200 $ 397,500,000
May 31, 2004–June 27, 2004 440,900 $ 45.23 440,900 $ 377,600,000
Total for the second quarter of 2004 1,205,900 $ 45.27 1,205,900 $ 377,600,000
1(1)
All purchases were made pursuant to the Company's publicly announced share repurchase program. On April 13, 2004, the Board of Directors (the "Board") authorized repurchases in an amount up to $400 million. As of ~~April~~July 30, 2004, the Company has authorization from its Board ~~of Directors (the "Board")~~ to repurchase an amount of up to ~~$414~~$315.1 million of its Class A Common Stock. ~~On April 13, 2004, the Board authorized repurchases in an amount up to $400 million. The remaining $14 million of authorization had been announced on February 21, 2002.~~ The Board has authorized the Company to purchase shares from time to time as market conditions permit. There is no expiration date with respect to this authorization.

~~Item 4. Submission of Matters to a Vote of Security-Holders~~
~~(a)~~
~~The Company's annual meeting of stockholders was held on April 13, 2004.~~

~~(b)~~
~~The following matters were voted on at the annual meeting:~~
        1.     The stockholders (with Class A and Class B stockholders voting separately) elected all of management's nominees for election as Class A Directors and Class B Directors. The results of the vote taken were as follows:
Class A Directors:
For
Withheld
Raul E. Cesan 125,488,858 3,608,726
William E. Kennard 124,861,415 4,236,169
Thomas Middelhoff 126,312,484 2,785,100
Henry B. Schacht 125,458,673 3,638,911
Donald M. Stewart 126,138,568 2,959,016

Class B Directors:

John F. Akers 792,905 200
Brenda C. Barnes 792,905 200
Jacqueline H. Dryfoos 792,905 200
Michael Golden 792,905 200
Russell T. Lewis 792,905 200
David E. Liddle 792,905 200
Ellen R. Marram 792,905 200
Arthur Sulzberger, Jr. 792,905 200
Cathy J. Sulzberger 792,905 200
Doreen A. Toben 792,905 200
        2.     The stockholders (with Class A and Class B stockholders voting together) adopted a New 2004 Non-Employee Directors' Stock Incentive Plan described in Proposal 2 in the Company's 2004 Proxy Statement. The results of the vote taken were as follows:
~~For:~~ ~~69,270,897~~
~~Against:~~ ~~39,147,251~~
~~Abstain:~~ ~~1,009,872~~ *
~~Broker Non-Votes:~~ ~~20,462,669~~ *
        3.     The stockholders (with Class A and Class B stockholders voting together) ratified the selection, by the Audit Committee of the Board of Directors, of Deloitte & Touche LLP, independent certified public accountants, as auditors of the Company for the year ending December 26, 2004. The results of the vote taken were as follows:
~~For:~~ ~~127,307,849~~
~~Against:~~ ~~1,814,907~~
~~Abstain:~~ ~~767,933~~ **
*
~~An abstention or broker non-vote had no effect on this proposal.~~

**
~~An abstention had the same effect as a vote against this proposal.~~

Item 6.    Exhibits and Reports on Form 8-K
(a)
Exhibits

10.1
Operating Agreement of The New York Times Building LLC, dated December 12, 2001 (the "Operating Agreement"), between FC Lion LLC and NYT Real Estate Company LLC*

10.2
First Amendment to the Operating Agreement, dated June 25, 2004*

10.3
Building Loan Agreement, dated as of June 25, 2004, ~~Non-Employee Directors' Stock Incentive~~among The New York Times Building LLC, New York State Urban Development Corporation (d/b/a Empire State Development Corporation) and GMAC Commercial Mortgage Corporation

10.4
Project Loan Agreement, dated as of June 25, 2004, among The New York Times Building LLC, New York State Urban Development Corporation (d/b/a Empire State Development Corporation) and GMAC Commercial Mortgage Corporation

10.5
Construction Management Agreement, dated January 22, 2004, between The New York Times Building LLC and AMEC Construction Management, Inc.*

10.6
The Company's Supplemental Executive Retirement Plan, as amended and restated through January 1, 2004

12
Ratio of Earnings to Fixed Charges

31.1
~~Form of~~Rule 13a–14(a)/15d–14(a) Certification ~~Required by Rules 13a-14 and 15d-14 under the Securities Exchange Act of 1934~~

31.2
~~Form of~~Rule 13a–14(a)/15d–14(a) Certification ~~Required by Rules 13a-14 and 15d-14 under the Securities Exchange Act of 1934~~

32.1
Certification Pursuant to 18 U.S.C. Section 1350, as Added By Section 906 of the Sarbanes-Oxley Act of 2002

32.2
Certification Pursuant to 18 U.S.C. Section 1350, as Added By Section 906 of the Sarbanes-Oxley Act of 2002
*
Confidential treatment has been requested as to certain portions, which portions have been filed separately with the Securities and Exchange Commission. Such portions have been redacted and marked with an asterisk.

(b)
The Company furnished a Form 8-K on January 27, 2004, to report (1) the Company's earnings for the quarter ended December 28, 2003, and (2) the Company's newspaper advertising revenue for the quarter ended December 28, 2003. The Company furnished a Form 8-K on April 12, 2004, to report (1) the Company's earnings for the quarter ended March 28, 2004, and (2) the Company's revenue for the quarter ended March 28, 2004. The Company furnished a Form 8-K on July 14, 2004, to report (1) the Company's earnings for the quarter ended June 27, 2004, and (2) the Company's revenue for the quarter ended June 27, 2004.

SIGNATURES
        Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
THE NEW YORK TIMES COMPANY
(Registrant)

Date:    ~~May~~August 5, 2004

/s/  LEONARD P. FORMAN
Leonard P. Forman
Executive Vice President and
Chief Financial Officer
(Principal Financial Officer)

Exhibit Index to Quarterly Report on Form 10-Q
For the Quarter Ended ~~March 28,~~June 27, 2004
~~Exhibit No.~~
~~(a)~~
~~Exhibit~~

~~10.1~~ ~~2004 Non-Employee Directors' Stock Incentive Plan~~
Exhibit No.

10.1

Operating Agreement of The New York Times Building LLC, dated December 12, 2001 (the "Operating Agreement"), between FC Lion LLC and NYT Real Estate Company LLC*

10.2

First Amendment to the Operating Agreement, dated June 25, 2004*

10.3

Building Loan Agreement, dated as of June 25, 2004, among The New York Times Building LLC, New York State Urban Development Corporation (d/b/a Empire State Development Corporation) and GMAC Commercial Mortgage Corporation

10.4

Project Loan Agreement, dated as of June 25, 2004, among The New York Times Building LLC, New York State Urban Development Corporation (d/b/a Empire State Development Corporation) and GMAC Commercial Mortgage Corporation

10.5

Construction Management Agreement, dated January 22, 2004, between The New York Times Building LLC and AMEC Construction Management, Inc.*

10.6

The Company's Supplemental Executive Retirement Plan, as amended and restated through January 1, 2004

12

Ratio of Earnings to Fixed Charges

31.1

~~Form of~~Rule 13a–14(a)/15d–14(a) Certification ~~Required by Rules 13a-14 and 15d-14 under the Securities Exchange Act of 1934~~

31.2

~~Form of~~Rule 13a–14(a)/15d–14(a) Certification ~~Required by Rules 13a-14 and 15d-14 under the Securities Exchange Act of 1934~~

32.1

Certification Pursuant to 18 U.S.C. Section 1350, as Added By Section 906 of the Sarbanes-Oxley Act of 2002

32.2

Certification Pursuant to 18 U.S.C. Section 1350, as Added By Section 906 of the Sarbanes-Oxley Act of 2002

*
Confidential treatment has been requested as to certain portions, which portions have been filed separately with the Securities and Exchange Commission. Such portions have been redacted and marked with an asterisk.

QuickLinks
PART I. FINANCIAL INFORMATION ~~Item 1. Financial Statements~~
THE NEW YORK TIMES COMPANY CONDENSED CONSOLIDATED STATEMENTS OF INCOME ~~(unaudited)~~(Unaudited) (Dollars and shares in thousands, except per share data)
THE NEW YORK TIMES COMPANY CONDENSED CONSOLIDATED BALANCE SHEETS (Dollars in thousands)
THE NEW YORK TIMES COMPANY CONDENSED CONSOLIDATED BALANCE SHEETS (Dollars in thousands)
THE NEW YORK TIMES COMPANY CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (Dollars in thousands)
THE NEW YORK TIMES COMPANY NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Part II. OTHER INFORMATION
SIGNATURES
Exhibit Index to Quarterly Report on Form 10-Q For the Quarter Ended ~~March 28,~~June 27, 2004

	For the Quarters Ended
	March 28, 2004								March 30, 2003
(Dollars in thousands)	Qualified Plans			Non- Qualified Plans		All Plans			Qualified Plans			Non- Qualified Plans		All Plans
Service cost	$	8,320		$	502	$	8,822		$	6,886		$	485	$	7,371
Interest cost		16,051			2,760		18,811			15,113			2,738		17,851
Expected return on plan assets		(19,073	)		—		(19,073	)		(16,964	)		—		(16,964	)
Amortization of prior service cost		101			64		165			100			78		178
Recognized actuarial loss		4,144			1,033		5,177			2,060			879		2,939

Net periodic pension cost	$	9,543		$	4,359	$	13,902		$	7,195		$	4,180	$	11,375

	For the Quarters Ended				Three Months Ended				Six Months Ended
(Inches in thousands, preprints in thousands of copies)	March 28, 2004	March 30, 2003	% Change		June 27, 2004	June 29, 2003	% Change		June 27, 2004	June 29, 2003	% Change
Total Newspaper Group(a)
National^(a)(b)	618.4	620.2	(0.3	)	617.2	633.4	(2.6	)	1,241.0	1,260.2	(1.5	)
Retail	1,542.5	1,584.3	(2.6	)	1,596.8	1,625.1	(1.7	)	3,139.3	3,208.2	(2.1	)
Classified	2,388.5	2,404.1	(0.6	)	2,586.1	2,571.3	0.6		4,969.3	4,970.8	(0.0	)
Part Run/Zoned	523.7	491.8	6.4		590.6	558.0	5.8		1,114.1	1,049.1	6.2

Total	5,073.1	5,100.4	(0.5	)	5,390.7	5,387.8	0.1		10,463.7	10,488.3	(0.2	)

Preprints	654,463	659,819	(0.8	)	685,563	678,128	1.1		1,340,025	1,337,947	0.2

	Three Months Ended						Six Months Ended
(In thousands)	June 27, 2004			June 29, 2003			June 27, 2004			June 29, 2003
Interest expense	$	12,281		$	13,236		$	24,438		$	26,135
Interest income		(253	)		(466	)		(597	)		(932	)
Capitalized interest		(1,675	)		(1,286	)		(3,168	)		(1,917	)

Interest expense, net	$	10,353		$	11,484		$	20,673		$	23,286

Period	(a) Total Number of Shares of Class A Common Stock Purchased	(b) Average Price Paid Per Share of Class A Common Stock		(c) Total Number of Shares of Class A Common Stock Purchased as Part of Publicly Announced Plans or Programs	(d) Maximum Number (or Approximate Dollar Value) of Shares of Class A Common Stock that May Yet Be Purchased Under the Plans or Programs
December 29, 2003—February 1, 2004	—		—	—	$	94,900,000
February 2, 2004—February 29, 2004	310,500	$	46.15	310,500	$	80,500,000
March 1, 2004—March 28, 2004	1,068,400	$	45.28	1,068,400	$	32,200,000
Total for the First Quarter of 2004	1,378,900	$	45.47	1,378,900	$	32,200,000

Period	(a) Total Number of Shares of Class A Common Stock Purchased	(b) Average Price Paid Per Share of Class A Common Stock		(c) Total Number of Shares of Class A Common Stock Purchased as Part of Publicly Announced Plans or Programs	(d) Maximum Number (or Approximate Dollar Value) of Shares of Class A Common Stock that May Yet Be Purchased Under the Plans or Programs
March 29, 2004–May 2, 2004	411,800	$	45.06	411,800	$	413,600,000
May 3, 2004–May 30, 2004	353,200	$	45.55	353,200	$	397,500,000
May 31, 2004–June 27, 2004	440,900	$	45.23	440,900	$	377,600,000
Total for the second quarter of 2004	1,205,900	$	45.27	1,205,900	$	377,600,000

Class A Directors:	For	Withheld
Raul E. Cesan	125,488,858	3,608,726
William E. Kennard	124,861,415	4,236,169
Thomas Middelhoff	126,312,484	2,785,100
Henry B. Schacht	125,458,673	3,638,911
Donald M. Stewart	126,138,568	2,959,016
Class B Directors:
John F. Akers	792,905	200
Brenda C. Barnes	792,905	200
Jacqueline H. Dryfoos	792,905	200
Michael Golden	792,905	200
Russell T. Lewis	792,905	200
David E. Liddle	792,905	200
Ellen R. Marram	792,905	200
Arthur Sulzberger, Jr.	792,905	200
Cathy J. Sulzberger	792,905	200
Doreen A. Toben	792,905	200

~~For:~~	~~69,270,897~~
~~Against:~~	~~39,147,251~~
~~Abstain:~~	~~1,009,872~~	*
~~Broker Non-Votes:~~	~~20,462,669~~	*

~~For:~~	~~127,307,849~~
~~Against:~~	~~1,814,907~~
~~Abstain:~~	~~767,933~~	**

		THE NEW YORK TIMES COMPANY (Registrant)

Date: ~~May~~August 5, 2004		/s/ LEONARD P. FORMAN Leonard P. Forman Executive Vice President and Chief Financial Officer (Principal Financial Officer)

	~~10.1~~	~~2004 Non-Employee Directors' Stock Incentive Plan~~	Exhibit No.
10.1	Operating Agreement of The New York Times Building LLC, dated December 12, 2001 (the "Operating Agreement"), between FC Lion LLC and NYT Real Estate Company LLC*
10.2	First Amendment to the Operating Agreement, dated June 25, 2004*
10.3	Building Loan Agreement, dated as of June 25, 2004, among The New York Times Building LLC, New York State Urban Development Corporation (d/b/a Empire State Development Corporation) and GMAC Commercial Mortgage Corporation
10.4	Project Loan Agreement, dated as of June 25, 2004, among The New York Times Building LLC, New York State Urban Development Corporation (d/b/a Empire State Development Corporation) and GMAC Commercial Mortgage Corporation
10.5	Construction Management Agreement, dated January 22, 2004, between The New York Times Building LLC and AMEC Construction Management, Inc.*
10.6	The Company's Supplemental Executive Retirement Plan, as amended and restated through January 1, 2004
12	Ratio of Earnings to Fixed Charges
	31.1	~~Form of~~Rule 13a–14(a)/15d–14(a) Certification ~~Required by Rules 13a-14 and 15d-14 under the Securities Exchange Act of 1934~~
	31.2	~~Form of~~Rule 13a–14(a)/15d–14(a) Certification ~~Required by Rules 13a-14 and 15d-14 under the Securities Exchange Act of 1934~~
	32.1	Certification Pursuant to 18 U.S.C. Section 1350, as Added By Section 906 of the Sarbanes-Oxley Act of 2002
	32.2	Certification Pursuant to 18 U.S.C. Section 1350, as Added By Section 906 of the Sarbanes-Oxley Act of 2002