Hawkeye Acquisition (MDP) 8-K/A Carve-Out Statement of Operations

Exhibit 99.3

Unaudited pro forma condensed consolidated financial statements

The following unaudited pro forma condensed consolidated financial statements give effect to the purchase by Meredith Corporation and Subsidiaries ("Meredith" or the "Company") ofParents (including its related special interest publications,Baby andExpecting),Family Circle,Fitness,Child, andSer Padresmagazines (collectively referred to as the "G+J Consumer Titles") from Gruner + Jahr Printing and Publishing Co. on July 1, 2005. The acquisition was accounted for as a purchase business combination. Accordingly, the costs to acquire the G+J Consumer Titles, including certain transaction costs, were allocated to assets acquired and liabilities assumed based on their estimated fair market values at the date of acquisition. The allocation of the purchase price is preliminary and subject to adjustment pending completion of the independent third-party valuation and finalization of management's restructuring plan pertaining to the acquired business.

Management believes that the magazines comprising the G+J Consumer Titles have significant profit improvement potential. In addition, management expects that the acquisition of the G+J Consumer Titles will result in increased efficiencies for the combined company. Although expected by management, the following unaudited pro forma condensed consolidated financial statements do not reflect any profit improvement or increased efficiencies.

The G+J Consumer Titles were part of Gruner + Jahr USA Publishing, a division of Gruner + Jahr Printing & Publishing Co., a Delaware partnership. In the normal course of operation, separate financial statements in accordance with generally accepted accounting principles were not prepared for the G+J Consumer Titles. The following unaudited pro forma condensed consolidated financial statements were prepared from carve-out financial statements prepared by Gruner +Jahr USA Publishing to meet the disclosure requirements of the transaction.

The unaudited pro forma condensed consolidated balance sheet as of June 30, 2005, combines the Company's audited consolidated balance sheet as of June 30, 2005, and the unaudited carve-out balance sheet of the G+J Consumer Titles as of March 31, 2005. Pro forma adjustments related to the unaudited pro forma condensed consolidated balance sheet assume the acquisition was consummated on June 30, 2005.

The unaudited pro forma condensed consolidated statement of earnings for the year ended June 30, 2005, combines the Company's audited consolidated statement of earnings for the year ended June 30, 2005, and the unaudited carve-out statement of earnings of the G+J Consumer Titles for the year ended March 31, 2005. Pro forma adjustments related to the unaudited pro forma condensed consolidated statement of earnings assume the acquisition was consummated on July 1, 2004.

The unaudited pro forma condensed consolidated statement of earnings is not necessarily indicative of operating results that would have been achieved had the combination been consummated as of the beginning of the period presented and should not be construed as representative of future operations. These unaudited pro forma condensed consolidated financial statements should be read in conjunction with the historical consolidated financial statements of the Company included in Meredith's Annual Report on Form 10-K filed September 12, 2005, and the historical carve-out financial statements of the G+J Consumer Titles included herein.

Meredith Corporation and Subsidiaries
Unaudited Pro Forma Condensed Consolidated Balance Sheet
June 30, 2005
Assets		Meredith Historical June 30, 2005		G+J Consumer Titles Historical March 31, 2005			Pro Forma Adjustments			Meredith Pro Forma
(In thousands)
Current assets
Cash and cash equivalents	$	29,788		$	-		$	-		$	29,788
Accounts receivable, net		176,669			46,525			-			223,194
Inventories		41,562			17,379			-			58,941
Current portion of subscription acquisition costs		27,777			-			-			27,777
Current portion of broadcast rights		13,539			-			-			13,539
Other current assets		15,160			2,110			1,696	(a)		18,966
Total current assets		304,495			66,014			1,696			372,205
Property, plant and equipment		398,882			27,287			(22,587	)   (b)		403,582
Less accumulated depreciation		(205,926	)		(19,411	)		19,411	(c)		(205,926	)
Net property, plant and equipment		192,956			7,876			(3,176	)		197,656
Subscription acquisition costs		24,722			-			-			24,722
Broadcast rights		7,096			-			-			7,096
Other assets		58,589			-			-			58,589
Intangibles, net		707,068			-			111,000	(d)		818,068
Goodwill		196,382			98,485			137,045	(e)		431,912
Total assets	$	1,491,308		$	172,375		$	246,565		$	1,910,248
Liabilities and Shareholders' Equity
(In thousand)
Current liabilities
Current portion of long-term debt	$	125,000		$	-		$	-		$	125,000
Current portion of long-term broadcast rights payable		18,676			-			-			18,676
Accounts payable		48,462			259			-			48,721
Accrued expenses		119,526			18,536			4,350	(f)		142,412
Current portion of unearned subscription revenues		127,416			40,499			-			167,915
Total current liabilities		439,080			59,294			4,350			502,724
Long-term debt		125,000			-			353,600	(g)		478,600
Long-term broadcast rights payable		17,208			-			-			17,208
Unearned subscription revenues		112,358			-			-			112,358
Deferred income taxes		93,929			584			1,112	(h)		95,625
Other noncurrent liabilities		51,906			-			-			51,906
Total liabilities		839,481			59,878			359,062			1,258,421
Shareholders' equity
Common stock		39,700			-			-			39,700
Class B stock		9,596			-			-			9,596
Other equity		602,531			112,497			(112,497	)    (i)		602,531
Total shareholders' equity		651,827			112,497			(112,497	)		651,827
Total liabilities and shareholders' equity	$	1,491,308		$	172,375		$	246,565		$	1,910,248
See accompanying Notes to Unaudited Pro Forma Condensed Consolidated Balance Sheet

Notes to Unaudited Pro Forma Condensed Consolidated Balance Sheet
The unaudited pro forma condensed consolidated balance sheet includes adjustments to:
(a)	Recognize deferred income tax assets relating to liabilities assumed in conjunction with management's restructuring plan pertaining to the acquired business.
(b)	State the acquired property, plant and equipment at fair market value.
(c)	Eliminate accumulated depreciation recorded by the G+J Consumer Titles.
(d)	Recognize the fair market value of identifiable intangible assets that were acquired. The amount of the adjustment is management's estimate pending completion of an independent third-party valuation and is comprised of $74.5 million for trade names, $16.0 million for subscriber relationships, $18.8 million for advertiser relationships, and $1.6 million for other miscellaneous intangible assets. Trade names have indefinite useful lives. Other identifiable intangible assets are expected to be amortized on a straight-line basis. Based on preliminary estimates of useful lives, management expects that subscriber relationships will be amortized over a period of 2 to 3 years, advertiser relationships over 7 years, and the other miscellaneous intangible assets over approximately 6 years.
(e)	Recognize goodwill based on an estimated cash purchase price of $353.6 million.
(f)	Recognize liabilities assumed in conjunction with management's restructuring plan pertaining to the acquired business.
(g)	Increase long-term debt by the estimated cash purchase price of $353.6 million.
(h)	Eliminate the deferred income taxes recognized by the G+J Consumer Titles and recognize deferred tax liabilities relating to the difference in bases of intangible assets for book and tax purposes.
(i)	Eliminate the divisional equity of the G+J Consumer Titles.

Meredith Corporation and Subsidiaries
Unaudited Pro Forma Condensed Consolidated Statement of Earnings
Year Ended June 30, 2005
(In thousands, except per share data)		Meredith Historical June 30, 2005	G+J Consumer Titles Historical March 31, 2005		Pro Forma Adjustments			Meredith Pro Forma
Revenues
Advertising	$	737,079	$	177,961	$	-		$	915,040
Circulation		243,637		59,964		72,730	(a)		376,331
All other		240,573		5,087		-			245,660
Total revenues		1,221,289		243,012		72,730			1,537,031
Operating costs and expenses
Production, distribution and editorial		524,641		124,587		-			649,228
Selling, general and administrative		433,289		99,726		72,730	(a)		605,745
Depreciation and amortization		35,305		2,608		7,392	(b)		45,305
Total operating costs and expenses		993,235		226,921		80,122			1,300,278
Income from operations		228,054		16,091		(7,392	)		236,753
Interest expense, net		19,002		-		16,500	(c)		35,502
Earnings before income taxes and cumulative effect of    change in accounting principle		209,052		16,091		(23,892	)		201,251
Income taxes		80,903		172		(3,191	)    (d)		77,884
Earnings before cumulative effect of change in    accounting principle		128,149		15,919		(20,701	)		123,367
Cumulative effect of change in accounting principle,    net of taxes		893		-		-			893
Net earnings	$	129,042	$	15,919	$	(20,701	)	$	124,260
Basic earnings per share
Before cumulative effect of change in accounting    principle	$	2.57						$	2.48
Cumulative effect of change in accounting principle		0.02							0.02
Basic earnings per share	$	2.59						$	2.50
Basic average shares outstanding		49,777							49,777
Diluted earnings per share
Before cumulative effect of change in accounting    principle	$	2.50						$	2.41
Cumulative effect of change in accounting principle		0.02							0.02
Diluted earnings per share	$	2.52						$	2.43
Diluted average shares outstanding		51,220							51,220
See accompanying Notes to Unaudited Pro Forma Condensed Consolidated Statement of Earnings

Notes to Unaudited Pro Forma Condensed Consolidated Statement of Earnings
The unaudited pro forma condensed consolidated statement of earnings includes adjustments to:
(a)	Present results for the G+J Consumer Titles in conformance with the Company's presentation. The G+J Consumer Titles recorded circulation revenues net of commissions paid to subscription agents whereas the Company reports gross circulation revenues and recognizes commissions paid to subscription agents as a selling expense.
(b)	Eliminate historical depreciation and amortization recognized by the G+J Consumer Titles and record depreciation and amortization on the tangible assets and definite-lived intangible assets acquired by the Company in its acquisition of the G+J Consumer Titles.
(c)	Record interest expense on the long-term debt used by the Company to acquire the G+J Consumer Titles.
(d)	Eliminate historical income taxes recognized by the G+J Consumer Titles and record income tax expense at the Company's effective income tax rate on the incremental earnings before income taxes due to the acquisition of the G+J Consumer Titles on a pro forma basis.