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Proc-Type: 2001,MIC-CLEAR
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<SEC-DOCUMENT>/in/edgar/work/0001005477-00-007632/0001005477-00-007632.txt : 20001109
<SEC-HEADER>0001005477-00-007632.hdr.sgml : 20001109
ACCESSION NUMBER:		0001005477-00-007632
CONFORMED SUBMISSION TYPE:	10-Q
PUBLIC DOCUMENT COUNT:		6
CONFORMED PERIOD OF REPORT:	20000924
FILED AS OF DATE:		20001108

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			NEW YORK TIMES CO
		CENTRAL INDEX KEY:			0000071691
		STANDARD INDUSTRIAL CLASSIFICATION:	 [2711
]		IRS NUMBER:				131102020
		STATE OF INCORPORATION:			NY
		FISCAL YEAR END:			1231
</COMPANY-DATA>

		FILING VALUES:
			FORM TYPE:		10-Q
			SEC ACT:		
			SEC FILE NUMBER:	001-05837
			FILM NUMBER:		756159
</FILING-VALUES>

			BUSINESS ADDRESS:	
				STREET 1:		229 W 43RD ST
				CITY:			NEW YORK
				STATE:			NY
				ZIP:			10036
				BUSINESS PHONE:		2125561234
</BUSINESS-ADDRESS>

				MAIL ADDRESS:	
					STREET 1:		229 W 43RD STREET
					CITY:			NEW YORK
					STATE:			NY
					ZIP:			10036
</MAIL-ADDRESS>
</FILER>
</SEC-HEADER>
<DOCUMENT>
<TYPE>10-Q
<SEQUENCE>1
<FILENAME>0001.txt
<DESCRIPTION>FORM 10-Q
<TEXT>


                                    FORM 10-Q

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

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

For Quarter Ended               September 24, 2000
                                ------------------

Commission file number                1-5837
                                ------------------

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

               NEW YORK                              13-1102020
   -------------------------------              -------------------
   (State or other jurisdiction of               (I.R.S. Employer
    incorporation or organization)              Identification No.)

                    229 WEST 43RD STREET, NEW YORK, NEW YORK
                    ----------------------------------------
                    (Address of principal executive offices)

                                      10036
                                      -----
                                   (Zip Code)

Registrant's telephone number, including area code    212-556-1234
                                                      ------------

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, and (2) has been subject to such filing requirements
for the past 90 days. Yes |X| No |_|.

Number of shares of each class of the registrant's common stock outstanding as
of November 3, 2000 (exclusive of treasury shares):

        Class A Common Stock         161,800,924 shares
        Class B Common Stock             847,158 shares

<PAGE>

                          PART I. FINANCIAL INFORMATION

                          Item 1. Financial Statements

                           THE NEW YORK TIMES COMPANY

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

<TABLE>
<CAPTION>
                                                   Three Months Ended            Nine Months Ended
                                            ----------------------------  ----------------------------
                                            September 24,  September 26,  September 24,  September 26,
                                                     2000           1999           2000           1999
                                            -------------  -------------  -------------  -------------
                                                       (13 Weeks)                    (39 Weeks)
<S>                                            <C>            <C>            <C>            <C>
Revenues
     Advertising ...........................   $  560,149     $  513,072     $1,835,223     $1,598,128
     Circulation ...........................      177,840        168,886        538,449        513,742
     Other .................................       49,300         47,700        142,138        136,231
                                               ----------     ----------     ----------     ----------
         Total .............................      787,289        729,658      2,515,810      2,248,101
                                               ----------     ----------     ----------     ----------

Production costs
     Raw materials .........................       84,080         67,452        257,582        237,211
     Wages and benefits ....................      155,806        150,901        485,213        461,295
     Other .................................      113,367        106,966        336,189        316,483
                                               ----------     ----------     ----------     ----------
         Total .............................      353,253        325,319      1,078,984      1,014,989

Selling, general and administrative expenses      317,850        291,569        979,828        850,240
                                               ----------     ----------     ----------     ----------

         Total .............................      671,103        616,888      2,058,812      1,865,229
                                               ----------     ----------     ----------     ----------

Operating profit ...........................      116,186        112,770        456,998        382,872

Income from joint ventures .................        3,929          4,888         11,178         12,356

Interest expense - net .....................       17,516         12,936         48,048         37,673

Gain on disposition of assets and other-net        22,172             --         22,172             --
                                               ----------     ----------     ----------     ----------

Income before income taxes .................      124,771        104,722        442,300        357,555

Income taxes ...............................       49,806         44,716        182,533        152,676
                                               ----------     ----------     ----------     ----------

Net income .................................   $   74,965     $   60,006     $  259,767     $  204,879
                                               ==========     ==========     ==========     ==========

Average number of common shares outstanding
     Basic .................................      166,564        173,829        169,670        176,560
     Diluted ...............................      169,903        177,720        173,367        180,068

Per share of common stock
     Basic earnings ........................   $     0.45     $     0.35     $     1.53     $     1.16
                                               ==========     ==========     ==========     ==========

     Diluted earnings ......................   $     0.44     $     0.34     $     1.50     $     1.14
                                               ==========     ==========     ==========     ==========

     Dividends .............................   $    0.115     $    0.105     $    0.335     $    0.305
                                               ==========     ==========     ==========     ==========
</TABLE>

            See Notes to Condensed Consolidated Financial Statements.


                                       2
<PAGE>

                           THE NEW YORK TIMES COMPANY

                      CONDENSED CONSOLIDATED BALANCE SHEETS
                             (Dollars in thousands)

                                                     September 24,  December 26,
                                                              2000          1999
                                                     -------------  ------------
ASSETS                                                 (Unaudited)

Current Assets

     Cash and cash equivalents ......................   $   42,864    $   63,861

     Accounts receivable-net ........................      347,691       366,754

     Inventories
          Newsprint and magazine paper ..............       36,918        23,666
          Work-in-process and other .................        4,337         4,984
                                                        ----------    ----------
               Total inventories ....................       41,255        28,650

     Deferred income taxes ..........................       53,611        53,611

     Assets held for sale ...........................       31,944        37,796

     Other current assets ...........................       83,609        64,236
                                                        ----------    ----------

               Total current assets .................      600,974       614,908
                                                        ----------    ----------

Other Assets

     Investments in joint ventures ..................      118,442       121,940

     Property, plant and equipment (less accumulated
          depreciation of $1,069,708 in 2000
          and $976,767 in 1999) .....................    1,199,470     1,218,396

     Intangible assets acquired
          Cost in excess of net assets acquired (less
          accumulated amortization of $300,767
          in 2000 and $270,235 in 1999) .............    1,083,248       953,709

          Other intangible assets acquired (less
          accumulated amortization of $104,273
          in 2000 and $85,365 in 1999) ..............      432,901       351,309

     Miscellaneous assets ...........................      221,955       235,540
                                                        ----------    ----------

TOTAL ASSETS ........................................   $3,656,990    $3,495,802
                                                        ==========    ==========

            See Notes to Condensed Consolidated Financial Statements.


                                       3
<PAGE>

                           THE NEW YORK TIMES COMPANY

                      CONDENSED CONSOLIDATED BALANCE SHEETS
                             (Dollars in thousands)

<TABLE>
<CAPTION>
                                                                      September 24,      December 26,
                                                                               2000              1999
                                                                      -------------      ------------
LIABILITIES AND STOCKHOLDERS' EQUITY                                    (Unaudited)
<S>                                                                     <C>               <C>

Current Liabilities

     Commercial paper outstanding ................................      $   403,490       $        --
     Accounts payable ............................................          193,031           191,706
     Accrued payroll and other related liabilities ...............          105,369           105,257
     Accrued expenses ............................................          190,026           193,553
     Unexpired subscriptions .....................................           87,265            80,161
     Current portion of long-term debt and
          capital lease obligations ..............................            2,500           102,837
                                                                        -----------       -----------

          Total current liabilities ..............................          981,681           673,514
                                                                        -----------       -----------

Other Liabilities

     Long-term debt ..............................................          553,205           512,627
     Capital lease obligations ...................................           84,198            85,700
     Deferred income taxes .......................................          104,618           141,033
     Other .......................................................          674,783           634,270
                                                                        -----------       -----------

          Total other liabilities ................................        1,416,804         1,373,630
                                                                        -----------       -----------

          Total liabilities ......................................        2,398,485         2,047,144
                                                                        -----------       -----------

Stockholders' Equity

     Capital stock of $.10 par value
        Class A - authorized 300,000,000 shares; issued: 2000 -
            179,334,284; 1999 - 177,971,194 (including
            treasury shares: 2000 - 15,300,743; 1999 - 5,000,000)            17,933            17,797
        Class B - convertible - authorized 847,158 shares; issued:
             2000 - 847,158; 1999 - 847,240 ......................               85                85
     Additional paid-in capital ..................................           36,665                --
     Accumulated other comprehensive (loss) income ...............           (7,063)            3,170
     Retained earnings ...........................................        1,808,633         1,600,743
     Common stock held in treasury, at cost ......................         (597,748)         (173,137)
                                                                        -----------       -----------

          Total stockholders' equity .............................        1,258,505         1,448,658
                                                                        -----------       -----------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY .......................      $ 3,656,990       $ 3,495,802
                                                                        ===========       ===========
</TABLE>

            See Notes to Condensed Consolidated Financial Statements.


                                       4
<PAGE>

                           THE NEW YORK TIMES COMPANY

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

<TABLE>
<CAPTION>
                                                               Nine Months Ended
                                                         ----------------------------
                                                         September 24,  September 26,
                                                                 2000            1999
                                                         ----------------------------
                                                                   (39 Weeks)
<S>                                                         <C>             <C>
OPERATING ACTIVITIES

Net cash provided by operating activities ............      $ 381,007       $ 381,934
                                                            ---------       ---------

INVESTING ACTIVITIES

Additions to property, plant and equipment ...........        (43,461)        (47,140)
Business acquired ....................................       (296,278)             --
Net proceeds from dispositions .......................         55,980          11,434
Other-net ............................................         (6,713)        (18,181)
                                                            ---------       ---------

Net cash used in investing activities ................       (290,472)        (53,887)
                                                            ---------       ---------

FINANCING ACTIVITIES

Commercial paper borrowings ..........................        403,490          95,400
Long-term debt
      Proceeds .......................................         40,000              --
      Payments .......................................       (101,839)         (1,151)
Capital shares
      Issuances ......................................         29,499          13,941
      Repurchases ....................................       (425,932)       (374,849)
Dividends paid to stockholders .......................        (56,750)        (53,801)
                                                            ---------       ---------

Net cash provided by/(used in) financing activities ..       (111,532)       (320,460)
                                                            ---------       ---------

Decrease in cash and cash equivalents ................        (20,997)          7,587

Cash and cash equivalents at the beginning of the year         63,861          35,991
                                                            ---------       ---------
Cash and cash equivalents at the end of the quarter ..      $  42,864       $  43,578
                                                            =========       =========
</TABLE>

SUPPLEMENTAL CASH FLOW INFORMATION

NONCASH FINANCING AND INVESTING TRANSACTIONS

      In 1999 the Company purchased a minority interest in TheStreet.com for
      $15.6 million, of which $3.6 million was in cash and $12.0 million
      represents an irrevocable credit for services to be used by TheStreet.com
      through February 2003. Investment and deferred revenue accounts were
      increased by $12.0 million accordingly. As of September 24, 2000,
      approximately $3.5 million of advertising credits have been utilized.

BUSINESS ACQUIRED

      In January of 2000 the Company acquired certain assets ($313.8 million)
      and assumed certain liabilities ($17.5 million) of a newspaper, the
      Worcester Telegram & Gazette, for $296.3 million in cash (see Note 4).

OTHER

      Amounts in these statements of cash flows are presented on a cash basis
      and may differ from those shown in other sections of the financial
      statements.

            See Notes to Condensed Consolidated Financial Statements.


                                       5
<PAGE>

                           THE NEW YORK TIMES COMPANY

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

1. General

      The accompanying Notes to Condensed Consolidated Financial Statements
should be read in conjunction with the Consolidated Financial Statements
included in the annual report on Form 10-K for the year ended December 26, 1999,
for The New York Times Company (the "Company") filed with the Securities and
Exchange Commission (the "SEC"). In the opinion of management, all adjustments
necessary for a fair presentation of the financial position and results of
operations, as of and for the interim periods ended, have been included. Due to
the seasonal nature of the Company's business, results for the interim periods
are not necessarily indicative of a full year's operations. The fiscal periods
included herein comprise 13 weeks for the three-month periods and 39 weeks for
the nine-month periods.

      Certain reclassifications have been made to the 1999 Condensed
Consolidated Financial Statements to conform with classifications used as of and
for the periods ended September 24, 2000.

2. Recent Accounting Pronouncements

      In June 1998 the Financial Accounting Standards Board ("FASB") issued SFAS
No. 133, Accounting for Derivative Instruments and Hedging Activities ("SFAS No.
133"), which is effective for all quarters of fiscal years beginning after June
15, 1999. SFAS No. 133 requires that an entity recognize all derivatives as
either assets or liabilities and measure those instruments at fair value. Unless
the entity can treat the derivative as a hedge according to certain criteria,
the entity may be required to reflect any changes in the derivative's fair value
in its operating income. In June 1999 the FASB issued SFAS No. 137, Accounting
for Derivative Instruments and Hedging Activities-Deferral of the Effective Date
of Statement of Financial Accounting Standard Statement No. 133 ("SFAS No.
137"). SFAS No. 137 amended the effective date for SFAS No. 133 from June 15,
1999 to June 15, 2000. In June 2000 the FASB issued SFAS No. 138, Accounting for
Certain Derivative Instruments and Certain Hedging Activities-an Amendment of
FASB Statement No. 133 ("SFAS No. 138"), which is effective for all quarters of
all fiscal years beginning after June 15, 2000. SFAS No. 138 expands the scope
of derivatives in order for an instrument to qualify as a SFAS No. 133 hedge.
The adoption of these statements will not have a material effect on the
Company's results of operations or financial position.

      In December 1999 the SEC released Staff Accounting Bulletin No.
101-Revenue Recognition ("SAB No. 101"). SAB No. 101 provides SEC views in
applying generally accepted accounting principles to selected revenue
recognition issues. In March 2000 the SEC released Staff Accounting Bulletin No.
101A-Amendment ("SAB No. 101A"). SAB No. 101A amended the implementation date of
SAB No. 101 for registrants with fiscal years that begin between December 16,
1999 and March 15, 2000. In June 2000 the SEC released Staff Accounting
Bulletin No. 101B-Second Amendment ("SAB No. 101B") further delaying the
implementation date of SAB 101 to no later than the fourth fiscal quarter of
registrants with fiscal years beginning after December 15, 1999. The adoption of
this statement will not have a material effect on the Company's results of
operations or financial position.


                                       6
<PAGE>

3. Proposed Tracking Stock

      On January 20, 2000, the Board of Directors of the Company authorized,
subject to shareholder approval, the issuance of a new class of stock ("Class C
Stock") and on January 28, 2000, the Company filed a registration statement on
Form S-3 (the "Form S-3") related to a proposed initial public offering of
Class C Stock. This proposed tracking stock was intended to track the
performance of the Company's Internet business division, New York Times Digital
("NYTD group"). At the Annual Meeting of Stockholders held on May 23, 2000,
stockholders authorized the filing of an amendment to the Company's certificate
of incorporation to create this new class of stock, which the Company has yet to
do.

      On October 12, 2000, the Company withdrew the Form S-3 due to unfavorable
conditions in the public equities markets. This decision to withdraw the Form
S-3 will not have a material impact on the NYTD group's day-to-day operations or
its expansion plans.

4. Acquisitions/Dispositions

      On January 7, 2000, the Company acquired certain assets and assumed
certain liabilities of a newspaper, the Worcester Telegram & Gazette ("T&G"), in
Worcester, Mass., for $296.3 million in cash. The cost of this acquisition was
principally funded through the Company's commercial paper program. This
transaction was accounted for as a purchase and, accordingly, the T&G has been
included in the Company's Condensed Consolidated Financial Statements, (as of
January 7, 2000). Based on a preliminary valuation, a portion of the purchase
price was allocated to goodwill ($163.2 million), a portion to other intangibles
($100.5 million principally advertising and subscriber relationships) and the
remainder to other assets acquired net of liabilities assumed. The final asset
and liability fair values may differ from those set forth on the Company's
Condensed Consolidated Balance Sheet at September 24, 2000; however, the changes
are not expected to have a material effect on the consolidated financial
position of the Company. The amount allocated to goodwill will be amortized over
a 40-year period and the amount allocated to other intangibles will be amortized
over an average of 19 years. If this acquisition had occurred in the beginning
of 1999, it would not have had a material impact on the results of operations
for periods presented herein.

      On February 17, 2000, the Company decided to offer for sale the Santa
Barbara News-Press in Santa Barbara, Calif., Daily World in Opelousas, La.,
Daily News in Palatka, Fla., Lake City Reporter in Lake City, Fla., The News-Sun
in Sebring/Avon Park, Fla., The News-Leader in Fernandina Beach, Fla., Marco
Island Eagle in Marco Island, Fla., and the operations of all nine of its
telephone directories, all of which were part of the Regional Newspaper Group.

      During the third quarter of 2000, four newspapers: Daily World, Daily
News, Lake City Reporter and The News-Leader, and nine telephone directories
("divested Regionals") were sold. The net assets of the remaining three
newspapers have been included in the caption "Assets held for sale" in the
Company's Condensed Consolidated Balance Sheets at their carrying value of $31.9
million at September 24, 2000, and all properties held for sale had a carrying
value of $37.8 million at December 26, 1999. In October 2000 the Company sold
the remaining three newspapers (in excess of their carrying value); Marco Island
Eagle, The News-Sun and Santa Barbara News-Press.

      The Company recorded a pre-tax gain of $22.2 million in the third quarter
of 2000 from the sale of the four newspapers and nine telephone directories,
partially offset by the loss on the disposition of the Company's interest in an
online venture. The operations of all of these newspapers and telephone
directories as well as the interest in an online venture does not have a
material effect on the consolidated operations of the Company.


                                       7
<PAGE>

5. Income Taxes

      Reconciliations between the effective rate on income before income taxes
and the federal statutory rate are as follows:

<TABLE>
<CAPTION>
                                                                   Three Months Ended                      Nine Months Ended
- ------------------------------------------------------------------------------------------------------------------------------------
                                                            September 24,      September 26,        September 24,      September 26,
                                                                    2000               1999                 2000                1999
- ------------------------------------------------------------------------------------------------------------------------------------
                                                                   % of               % of                 % of               % of
(Dollars in thousands)                                  Amount    Pre-tax   Amount   Pre-tax    Amount    Pre-tax   Amount   Pre-tax
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                                   <C>          <C>    <C>         <C>     <C>          <C>    <C>         <C>
Tax at the federal statutory rate .................   $  35,910    35.0%  $  36,653   35.0%   $ 147,045    35.0%  $ 125,144   35.0%

State and local income taxes-net of federal benefit       4,720     4.6%      5,851    5.6%      21,006     5.0%     19,979    5.6%

Amortization of nondeductible intangible
assets acquired ...................................       1,436     1.4%      1,909    1.8%       7,142     1.7%      6,517    1.8%

Other-net .........................................        (220)   (0.2%)       303    0.3%        (620)   (0.1%)     1,036    0.3%
                                                      -----------------------------------------------------------------------------

Subtotal ..........................................      41,846    40.8%     44,716   42.7%     174,573    41.6%    152,676   42.7%
                                                      -----------------------------------------------------------------------------

Gain on disposition of assets and other-net .......       7,960      --          --     --        7,960      --          --     --
                                                      -----------------------------------------------------------------------------

Income tax expense ................................   $  49,806      --   $  44,716     --    $ 182,533      --   $ 152,676     --
                                                      =============================================================================
</TABLE>

6. Debt Obligations

      In June 2000 total available funds under revolving credit agreements were
increased to $600.0 million from $400.0 million. The Company's one-year
agreement was renewed and increased to $300.0 million from $200.0 million and
will now mature in June 2001. The Company's multi-year agreement was renewed and
increased to $300.0 million from $200.0 million and will now mature in June
2005.

      The revolving credit agreements require, among other provisions, specified
levels of stockholders' equity. Approximately $319.0 million of stockholders'
equity was unrestricted under these agreements as of September 24, 2000, and
$509.2 million was unrestricted at December 26, 1999. The decline in the level
of unrestricted stockholders' equity was primarily due to stock repurchases.

      As of September 24, 2000, the amount outstanding under the Company's
commercial paper program, which is supported by these revolving credit
agreements, was $403.5 million. The amount available under these facilities was
$196.5 million as of September 24, 2000. No amounts were outstanding under the
Company's revolving credit agreements as of September 24, 2000.


                                       8
<PAGE>

      In March 2000 the Company issued $40.0 million of 7% subordinated
convertible notes due March 21, 2003, to three venture capital firms. Upon an
initial public offering of Class C stock, this debt is convertible, at the
election of the venture capital firms, into shares of Class C stock intended to
represent approximately 6.7% of the pre-offering equity of the NYTD group. This
debt is not currently convertible (the Company has recently withdrawn its Form
S-3 for the initial public offering of Class C Stock, see Note 3). Beginning
January 1, 2002, if no initial public offering of the Class C Stock has
occurred, the venture capital firms have the right to require the Company to
repurchase the notes at their $40.0 million face value.

      As of September 24, 2000, and December 26, 1999, the Company had
outstanding $1.043 billion and $701.2 million in total debt including commercial
paper and capital leases. The increase is primarily attributable to higher
levels of commercial paper outstanding principally resulting from the
acquisition of the T&G and the Company's share repurchase program. On April 28,
2000, the Company repaid $100.0 million due on its six and one-half year senior
notes. The remainder of the Company's debt and capital leases generally mature
between March 2003 and March 2025.

7. Stock Repurchase Program

      During the first nine months of 2000, the Company repurchased 10.3 million
shares of Class A Common Stock at a cost of $425.9 million. The average price of
these repurchases was $41 per share. On September 21, 2000, the Board of
Directors authorized additional repurchase expenditures under the Company's
stock repurchase program for up to $600.0 million. As of November 3, 2000, the
remaining amount of repurchase authorization from the Company's Board of
Directors was $530.2 million.

8. Voluntary Staff Reductions

      Work force reduction charges of $3.8 million (across most groups) were
recorded in the third quarter of 2000 and $6.1 million (principally at The
Boston Globe) were recorded in the third quarter of 1999. Work force reduction
accruals are included in "Accrued expenses" on the Company's Condensed
Consolidated Balance Sheets and amounted to $13.6 million at September 24, 2000,
and $20.0 million at December 26, 1999. Most of the accruals outstanding at
September 24, 2000, will be paid within one year.

9. Comprehensive Income

      Comprehensive income for the Company principally includes unrealized
(losses)/gains on available-for-sale securities, as defined under SFAS No. 115,
"Accounting for Certain Investments in Debt and Equity Securities," foreign
currency translation adjustments, as well as net income reported in the
Company's Condensed Consolidated Statements of Income.

      Comprehensive income for the third quarter and first nine months of 2000
and 1999 were as follows:

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------------------
                                                                     Three Months Ended             Nine Months Ended
- ---------------------------------------------------------------------------------------------------------------------------
(Dollars in thousands)                                        September 24,   September 26,   September 24,   September 26,
                                                                       2000            1999            2000            1999
- ---------------------------------------------------------------------------------------------------------------------------
<S>                                                               <C>             <C>             <C>             <C>
Net Income .................................................      $  74,965       $  60,006       $ 259,767       $ 204,879

Foreign currency translation (losses)/gains ................         (1,428)           (152)           (540)          1,291

Change in unrealized (losses)/gains on marketable securities         (2,523)         (8,539)        (18,291)         16,429

Income tax benefit/(charge) ................................          1,330           3,907           8,598          (7,945)
- ---------------------------------------------------------------------------------------------------------------------------

Comprehensive income .......................................      $  72,344       $  55,222       $ 249,534       $ 214,654
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>


                                       9
<PAGE>

      The Accumulated other comprehensive (loss) income on the Company's
Condensed Consolidated Balance Sheets was net of a deferred income tax asset of
$6.1 million as of September 24, 2000, and net of a deferred income tax
liability of $2.6 million as of December 26, 1999.

10. Dividend Rate Increase

      On April 27, 2000, the Board of Directors authorized a $.01 per share
increase in the quarterly dividend on its Class A and Class B Common Stock from
$.105 per share to $.115 per share, effective with the June 2000 dividend.

11. Segment Statements of Income

      Beginning in 2000, the Company's management determined that its reportable
segments consist of Newspapers, Broadcast, Magazine and the NYTD group. The NYTD
group includes NYTimes.com, newyorktoday.com, Boston.com, GolfDigest.com and
Abuzz. These segments will be evaluated regularly by key management in assessing
performance and allocating resources.

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------
                                             Three Months Ended                  Nine Months Ended
- --------------------------------------------------------------------------------------------------------
                                     September 24,     September 26,     September 24,     September 26,
(Dollars in thousands)                        2000              1999              2000              1999
- --------------------------------------------------------------------------------------------------------
<S>                                    <C>               <C>               <C>               <C>
REVENUES
Newspapers ......................      $   715,866       $   662,714       $ 2,284,674       $ 2,039,776
Broadcast .......................           37,486            35,210           113,159           109,107
Magazines .......................           26,545            26,749            91,036            87,049
New York Times Digital ..........           12,118             6,127            37,152            14,958
Intersegment eliminations (A) ...           (4,726)           (1,142)          (10,211)           (2,789)
                                       -----------------------------------------------------------------
Total ...........................      $   787,289       $   729,658       $ 2,515,810       $ 2,248,101
                                       =================================================================
OPERATING PROFIT (LOSS)
Newspapers ......................      $   129,933       $   116,858       $   480,675       $   382,825
Broadcast .......................           10,231             9,957            31,242            31,648
Magazines .......................            3,526             4,211            17,623            16,933
New York Times Digital ..........          (20,713)           (8,081)          (46,234)          (17,800)
Unallocated corporate expenses ..           (6,791)          (10,175)          (26,308)          (30,734)
                                       -----------------------------------------------------------------
Total ...........................          116,186           112,770           456,998           382,872

Income from joint ventures ......            3,929             4,888            11,178            12,356
Interest expense, net ...........           17,516            12,936            48,048            37,673
Gain on disposition of assets and
 other-net ......................           22,172                --            22,172                --
                                       -----------------------------------------------------------------
Income before income taxes ......          124,771           104,722           442,300           357,555
Income taxes ....................           49,806            44,716           182,533           152,676
                                       -----------------------------------------------------------------
NET INCOME ......................      $    74,965       $    60,006       $   259,767       $   204,879
                                       =================================================================
</TABLE>

      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 operating segments.

      (A) Intersegment eliminations primarily include revenues between New York
Times Digital and other segments.


                                       10
<PAGE>

12. Supplemental Information

      Below is the consolidating financial information of the NYT group and the
NYTD group. The financial information reflects the businesses of the NYT group
and the NYTD group, including the allocation of revenues and expenses between
the NYT group and the NYTD group in accordance with the Company's allocation
policies.

      The allocations are as follows: a) Inter-group advertising revenues
between the NYT and NYTD groups, b) a portion of classified advertising revenues
from the NYT group to the NYTD group, c) license fees charged by the NYT group
to the NYTD group for the electronic use of the trademarks and copyrights owned
by the NYT group, d) a portion of NYT group expenses for general and
administrative services and shared processing services from the NYT group to the
NYTD group. Additionally, the income tax benefit relating to the operations of
the NYTD group, which could be utilized on a consolidated basis, were allocated
to the NYTD group. The Company believes that the aforementioned allocations were
made on a reasonable basis.


                                       11
<PAGE>

                  CONDENSED CONSOLIDATING STATEMENTS OF INCOME

<TABLE>
<CAPTION>
                                                         Three Months Ended September 24, 2000
- -------------------------------------------------------------------------------------------------------
                                                                                              The New
                                                   The NYT      The NYTD       Elimina-      York Times
(In thousands)                                      Group        Group          tions         Company
- -------------------------------------------------------------------------------------------------------
<S>                                             <C>           <C>            <C>            <C>
REVENUES
External non-internet revenues                  $   775,254   $        --    $        --    $   775,254
External internet revenues                              870        11,165             --         12,035
Inter-group revenue                                   3,775           953         (4,728)            --
- -------------------------------------------------------------------------------------------------------
Total                                               779,899        12,118         (4,728)       787,289
- -------------------------------------------------------------------------------------------------------
COSTS AND EXPENSES
Production costs:
  External expenses                                 344,023         9,230             --        353,253
  Inter-group expense                                   215         1,077         (1,292)            --
Selling, general and administrative expenses:
  External expenses                                 298,429        19,421             --        317,850
  Inter-group allocated expenses                        333         3,103         (3,436)            --
- -------------------------------------------------------------------------------------------------------
Total                                               643,000        32,831         (4,728)       671,103
- -------------------------------------------------------------------------------------------------------
OPERATING PROFIT (LOSS)                             136,899       (20,713)            --        116,186
Income from joint ventures                            3,929            --             --          3,929
Interest expense, net                                17,419            97             --         17,516
Gain on disposition of assets and
  other-net                                          22,172            --             --         22,172
- -------------------------------------------------------------------------------------------------------
Income (loss) before income taxes                   145,581       (20,810)            --        124,771
- -------------------------------------------------------------------------------------------------------
Income tax expense (benefit)                         57,431        (7,625)            --         49,806
- -------------------------------------------------------------------------------------------------------
NET INCOME/(LOSS)                               $    88,150   $   (13,185)   $        --    $    74,965
- -------------------------------------------------------------------------------------------------------

<CAPTION>
                                                         Three Months Ended September 26, 1999
- ---------------------------------------------------------------------------------------------------------
                                                                                                The New
                                                   The NYT        The NYTD       Elimina-      York Times
(In thousands)                                      Group          Group          tions         Company
- ---------------------------------------------------------------------------------------------------------
<S>                                              <C>            <C>            <C>            <C>
REVENUES
External non-internet revenues                   $   723,531    $        --    $        --    $   723,531
External internet revenues                                --          6,127             --          6,127
Inter-group revenue                                    1,144             --         (1,144)            --
- ---------------------------------------------------------------------------------------------------------
Total                                                724,675          6,127         (1,144)       729,658
- ---------------------------------------------------------------------------------------------------------
COSTS AND EXPENSES
Production costs:
  External expenses                                  320,474          4,845             --        325,319
  Inter-group expense                                     --          1,144         (1,144)            --
Selling, general and administrative expenses:
  External expenses                                  283,931          7,638             --        291,569
  Inter-group allocated expenses                        (581)           581             --             --
- ---------------------------------------------------------------------------------------------------------
Total                                                603,824         14,208         (1,144)       616,888
- ---------------------------------------------------------------------------------------------------------
OPERATING PROFIT (LOSS)                              120,851         (8,081)            --        112,770
Income from joint ventures                             4,888             --             --          4,888
Interest expense, net                                 12,938             (2)            --         12,936
Gain on disposition of assets and
  other-net                                               --             --             --             --
- ---------------------------------------------------------------------------------------------------------
Income (loss) before income taxes                    112,801         (8,079)            --        104,722
- ---------------------------------------------------------------------------------------------------------
Income tax expense (benefit)                          48,166         (3,450)            --         44,716
- ---------------------------------------------------------------------------------------------------------
NET INCOME/(LOSS)                                $    64,635    $    (4,629)   $        --    $    60,006
- ---------------------------------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
                                                          Nine Months Ended September 24, 2000
- -------------------------------------------------------------------------------------------------------
                                                                                              The New
                                                   The NYT      The NYTD       Elimina-      York Times
(In thousands)                                      Group        Group          tions         Company
- -------------------------------------------------------------------------------------------------------
<S>                                             <C>           <C>            <C>            <C>
REVENUES
External non-internet revenues                  $ 2,478,765   $        --    $        --    $ 2,478,765
External internet revenues                            2,374        34,671             --         37,045
Inter-group revenue                                   7,732         2,481        (10,213)            --
- -------------------------------------------------------------------------------------------------------
Total                                             2,488,871        37,152        (10,213)     2,515,810
- -------------------------------------------------------------------------------------------------------
COSTS AND EXPENSES
Production costs:
  External expenses                               1,056,629        22,355             --      1,078,984
  Inter-group expense                                   648         3,417         (4,065)            --
Selling, general and administrative expenses:
  External expenses                                 927,754        52,074             --        979,828
  Inter-group allocated expenses                        608         5,540         (6,148)            --
- -------------------------------------------------------------------------------------------------------
Total                                             1,985,639        83,386        (10,213)     2,058,812
- -------------------------------------------------------------------------------------------------------
OPERATING PROFIT (LOSS)                             503,232       (46,234)            --        456,998
Income from joint ventures                           11,178            --             --         11,178
Interest expense, net                                47,809           239             --         48,048
Gain on disposition of assets and
  other-net                                          22,172            --             --         22,172
- -------------------------------------------------------------------------------------------------------
Income (loss) before income taxes                   488,773       (46,473)            --        442,300
- -------------------------------------------------------------------------------------------------------
Income tax expense (benefit)                        200,936       (18,403)            --        182,533
- -------------------------------------------------------------------------------------------------------
NET INCOME/(LOSS)                               $   287,837   $   (28,070)   $        --    $   259,767
- -------------------------------------------------------------------------------------------------------

<CAPTION>
                                                           Nine Months Ended September 26, 1999
- --------------------------------------------------------------------------------------------------------
                                                                                               The New
                                                  The NYT        The NYTD       Elimina-      York Times
(In thousands)                                     Group          Group          tions         Company
- --------------------------------------------------------------------------------------------------------
<S>                                             <C>            <C>            <C>            <C>
REVENUES
External non-internet revenues                  $ 2,233,143    $        --    $        --    $ 2,233,143
External internet revenues                               --         14,958             --         14,958
Inter-group revenue                                   2,789             --         (2,789)            --
- --------------------------------------------------------------------------------------------------------
Total                                             2,235,932         14,958         (2,789)     2,248,101
- --------------------------------------------------------------------------------------------------------
COSTS AND EXPENSES
Production costs:
  External expenses                               1,003,123         11,866             --      1,014,989
  Inter-group expense                                    --          2,789         (2,789)            --
Selling, general and administrative expenses:
  External expenses                                 833,875         16,365             --        850,240
  Inter-group allocated expenses                     (1,738)         1,738             --             --
- --------------------------------------------------------------------------------------------------------
Total                                             1,835,260         32,758         (2,789)     1,865,229
- --------------------------------------------------------------------------------------------------------
OPERATING PROFIT (LOSS)                             400,672        (17,800)            --        382,872
Income from joint ventures                           12,356             --             --         12,356
Interest expense, net                                37,675             (2)            --         37,673
Gain on disposition of assets and
  other-net                                              --             --             --             --
- --------------------------------------------------------------------------------------------------------
Income (loss) before income taxes                   375,353        (17,798)            --        357,555
- --------------------------------------------------------------------------------------------------------
Income tax expense (benefit)                        160,276         (7,600)            --        152,676
- --------------------------------------------------------------------------------------------------------
NET INCOME/(LOSS)                               $   215,077    $   (10,198)   $        --    $   204,879
- --------------------------------------------------------------------------------------------------------
</TABLE>


                                       12
<PAGE>

                     CONDENSED CONSOLIDATING BALANCE SHEETS

<TABLE>
<CAPTION>
                                                  September 24, 2000
                              -----------------------------------------------------------
                                                           Reclassifi-      The New
                                The NYT        The NYTD      cations/      York Times
(In thousands)                   Group          Group      Eliminations     Company
- -----------------------------------------------------------------------------------------
<S>                          <C>            <C>            <C>            <C>
ASSETS
Current assets               $   592,296    $     8,678    $        --    $   600,974
Investments in joint
  ventures                       118,442             --             --        118,442
Funds allocated to the
  NYTD group, net                 52,233             --        (52,233)            --
Property plant
  & equipment, net             1,185,675         13,795             --      1,199,470
Intangible assets
  acquired, net                1,492,051         24,098             --      1,516,149
Miscellaneous assets             220,624          1,331             --        221,955
- -----------------------------------------------------------------------------------------
Total                        $ 3,661,321    $    47,902    $   (52,233)   $ 3,656,990
- -----------------------------------------------------------------------------------------
LIABILITIES AND
  STOCKHOLDERS' EQUITY
Current liabilities          $   954,001    $    27,680    $        --    $   981,681
Other liabilities              1,374,737         42,067             --      1,416,804
Funds allocated from the
  NYT group, net                      --         52,233        (52,233)            --
Common stock                      18,018             --             --         18,018

Additional paid-in capital        36,665             --             --         36,665
Retained earnings
 (accumulated losses)          1,882,711        (74,078)            --      1,808,633
Common stock held
 in treasury, at cost,
 and other                      (604,811)            --             --       (604,811)
- -----------------------------------------------------------------------------------------
Total                        $ 3,661,321    $    47,902    $   (52,233)   $ 3,656,990
- -----------------------------------------------------------------------------------------

<CAPTION>
                                                December 26, 1999
                            --------------------------------------------------------
                                                          Reclassifi-       The New
                              The NYT        The NYTD       cations/      York Times
(In thousands)                 Group          Group       Eliminations      Company
- ------------------------------------------------------------------------------------
ASSETS
Current assets              $   605,350    $     9,558    $        --    $   614,908
Investments in joint
  ventures                      121,940             --             --        121,940
Funds allocated to the
    NYTD group, net              80,440             --        (80,440)            --
Property plant
  & equipment, net            1,208,601          9,795             --      1,218,396
Intangible assets
  acquired, net               1,276,134         28,884             --      1,305,018
Miscellaneous assets            235,052            488             --        235,540
- ------------------------------------------------------------------------------------
Total                       $ 3,527,517    $    48,725    $   (80,440)   $ 3,495,802
- ------------------------------------------------------------------------------------
LIABILITIES AND
  STOCKHOLDERS' EQUITY
Current liabilities         $   660,978    $    12,536    $        --    $   673,514
Other liabilities             1,371,873          1,757             --      1,373,630
Funds allocated from the
  NYT group, net                     --         80,440        (80,440)            --
Common stock                     17,882             --             --         17,882

Additional paid-in capital           --             --             --             --
Retained earnings
 (accumulated losses)         1,646,751        (46,008)            --      1,600,743
Common stock held
 in treasury, at cost,
 and other                     (169,967)            --             --       (169,967)
- ------------------------------------------------------------------------------------
Total                       $ 3,527,517    $    48,725    $   (80,440)   $ 3,495,802
- ------------------------------------------------------------------------------------
</TABLE>

SUPPLEMENTAL INFORMATION TO THE CONDENSED CONSOLIDATING BALANCE SHEETS

FUNDS ALLOCATED TO/FROM THE NYTD GROUP

<TABLE>
<CAPTION>
                                                                           Debt          Funds
                                                             Funds       proceeds       allocated
                                                           allocated    advanced to    to/from the
                                                         from the NYT     the NYT       NYT group,
          (In thousands)                                     group         group           net
                                                           --------      --------       --------
<S>                                                        <C>           <C>            <C>
          Balance at December 26, 1999 ..................  $ 80,440      $     --       $ 80,440
             Funds allocated from the NYT group .........     3,237         8,556         11,793
             Debt proceeds advanced to the NYT group (A)         --       (40,000)       (40,000)
                                                           --------      --------       --------
          Balance at September 24, 2000 .................  $ 83,677      $(31,444)      $ 52,233
                                                           ========      ========       ========
</TABLE>

(A) The Company will make the proceeds of this debt (see Note 6) available to
the NYTD group as they are needed and as such the NYTD group will accrue
interest income on the amount of proceeds still available to the NYTD group at
the Company's short-term interest rate.

Advertising Credits

On March 3, 2000, the NYT group committed to provide $30.0 million in
advertising credits to the NYTD group to be utilized in any of the NYT group's
print publications. It is the NYTD group's current intention to use these
credits as consideration to effect strategic alliances, investments and
acquisitions.

The advertising credits will be recorded on the NYTD group's financial
statements as they are committed to independent third parties. The fair market
value of what is received or the value of the advertising given up, whichever is
more readily determinable, will be recorded as an asset with a corresponding
amount recorded as funds allocated from the NYT group to the NYTD group, in the
NYTD group's financial statements. As of September 24, 2000, none of the
advertising credits have been utilized.


                                       13
<PAGE>

                CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
                                       Nine Months Ended September 24, 2000          Nine Months Ended September 26, 1999
                                    ------------------------------------------    -----------------------------------------
                                                                     The New                                       The New
                                    The NYT      The NYTD  Elimina- York Times    The NYT     The NYTD  Elimina-  York Times
(In thousands)                       Group        Group     tions    Company       Group        Group    tions     Company
- ---------------------------------------------------------------------------------------------------------------------------
<S>                                <C>          <C>          <C>    <C>          <C>          <C>          <C>    <C>
OPERATING ACTIVITIES
Net cash provided by/(used in)
     operating activities          $ 386,075    $  (5,068)   $ --   $ 381,007    $ 387,107    $  (5,173)   $ --   $ 381,934
- ---------------------------------------------------------------------------------------------------------------------------

INVESTING ACTIVITIES
Additions to property, plant
  and equipment                      (38,064)      (5,397)     --     (43,461)     (42,739)      (4,401)     --     (47,140)
Business acquired                   (296,278)          --      --    (296,278)          --           --      --          --
Net proceeds from dispositions        55,980           --      --      55,980       11,434           --      --      11,434
Other-net                             (6,713)          --      --      (6,713)     (18,181)          --      --     (18,181)
- ---------------------------------------------------------------------------------------------------------------------------
Net cash used in investing
  activities                        (285,075)      (5,397)     --    (290,472)     (49,486)      (4,401)     --     (53,887)
- ---------------------------------------------------------------------------------------------------------------------------
FINANCING ACTIVITIES
Commercial paper borrowings          403,490           --      --     403,490       95,400           --      --      95,400
Long-term debt
   Proceeds                               --       40,000      --      40,000           --           --      --          --
   Payments                         (101,150)        (689)     --    (101,839)      (1,151)          --      --      (1,151)
Capital shares
  Issuances                           29,499           --      --      29,499       13,941           --      --      13,941
  Repurchases                       (425,932)          --      --    (425,932)    (374,849)          --      --    (374,849)
Dividends paid to stockholders       (56,750)          --      --     (56,750)     (53,801)          --      --     (53,801)
Funds allocated between the NYT
   group and the NYTD group, net      29,000      (29,000)     --          --       (9,426)       9,426      --          --
- ---------------------------------------------------------------------------------------------------------------------------
Net cash provided by/(used in)
   financing activities             (121,843)      10,311      --    (111,532)    (329,886)       9,426      --    (320,460)
- ---------------------------------------------------------------------------------------------------------------------------

Net (decrease) increase in cash
  and short-term investments         (20,843)        (154)     --     (20,997)       7,735         (148)     --       7,587
Cash and cash equivalents
  at the beginning of the year        63,677          184      --      63,861       35,950           41      --      35,991
- ---------------------------------------------------------------------------------------------------------------------------

Cash and cash equivalents
  at the end of the quarter        $  42,834    $      30    $ --   $  42,864    $  43,685    $    (107)   $ --   $  43,578
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>


                                       14
<PAGE>

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

      Advertising revenues accounted for approximately 73% and circulation
revenues accounted for 21% of the Company's revenues in the third quarter and
for the first nine months of 2000. Advertising revenues influence the pattern of
the Company's consolidated revenues because they are seasonal in nature.
Traditionally, second-quarter and fourth-quarter advertising volume is higher
than that which occurs in the first and third quarters when economic activity
tends to be lower after the holiday season and in the summer period. Quarterly
trends are also affected by the overall economy and economic conditions that may
exist in specific markets served by each of the Company's business segments.

      Newsprint is the major component of the Company's cost of raw materials.
Newsprint market prices began increasing in the second quarter of 2000 over 1999
levels and are expected to continue to rise over 1999 levels for the remainder
of the year.

      The Company's consolidated financial results for the quarter and nine
months ended September 24, 2000, compared with the quarter and nine months ended
September 26, 1999, were as follows:

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
                                                           Three Months Ended                           Nine Months Ended
- ------------------------------------------------------------------------------------------------------------------------------------
                                             September 24,    September 26,               September 24,    September 26,
(Dollars in thousands, except per share data)         2000             1999     % Change           2000             1999    % Change
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                            <C>              <C>                <C>      <C>              <C>               <C>
Revenues                                       $   787,289      $   729,658        7.9%     $ 2,515,810      $ 2,248,101       11.9%
- ------------------------------------------------------------------------------------------------------------------------------------
Operating profit                               $   116,186      $   112,770        3.0%     $   456,998      $   382,872       19.4%
- ------------------------------------------------------------------------------------------------------------------------------------
Net Income before special items                $    62,987      $    63,526       -0.8%     $   247,789      $   210,691       17.6%
Special items                                       11,978           (3,520)       N/A           11,978           (5,812)       N/A
- ------------------------------------------------------------------------------------------------------------------------------------
Net Income                                     $    74,965      $    60,006       24.9%     $   259,767      $   204,879       26.8%
- ------------------------------------------------------------------------------------------------------------------------------------
Diluted earnings per share:                    $      0.37      $      0.36        2.8%     $      1.43      $      1.17       22.2%
Net Income before special items
Special items                                         0.07            (0.02)       N/A             0.07            (0.03)       N/A
- ------------------------------------------------------------------------------------------------------------------------------------
Diluted earnings per share                     $      0.44      $      0.34       29.4%     $      1.50      $      1.14       31.6%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

      Revenues for the third quarter of 2000 increased 7.9% over 1999
third-quarter revenues. Revenues for the first nine months of 2000 increased
11.9% over the same period in 1999.

      Excluding revenues from the four newspapers and nine telephone directories
in the Regional Newspaper Group divested in the 2000 third quarter ("divested
Regionals") and the Worcester Telegram & Gazette ("T&G"), which was acquired on
January 7, 2000, total revenues for the Company grew 5.4% in the third quarter
of 2000 and advertising revenues in the Newspaper Group grew 6.0% over the third
quarter of 1999. On the same basis, in the first nine months of 2000 total
revenues for the Company grew 9.4% and advertising revenues in the Newspaper
Group grew 11.9% compared with the same period a year ago.

      Operating profit in the third quarter of 2000 was $120.0 million, nearly
matching the performance in the third quarter of 1999, excluding work force
reduction expenses. On the same basis, operating profit for the first nine
months of 2000 rose 17.3% to $460.8 million from $393.0 million in the
corresponding period of 1999. The operating profit increases were principally
from strong revenue growth.

      Operating profit increased 3.0% in the third quarter of 2000 compared with
the third quarter of 1999, including special items. On the same basis, for the
first nine months of 2000 operating profit increased 19.4% from the
corresponding period of 1999.


                                       15
<PAGE>

      The 2000 third-quarter net income of $63.0 million nearly matched the
$63.5 million earned in the third quarter of 1999, and for the first nine months
of 2000, net income increased 17.6% compared with the first nine months of 1999,
excluding special items. Including special items, the third-quarter 2000 net
income increased 24.9% compared with the third quarter of 1999, and for the
first nine months of 2000 net income increased 26.8% compared with the first
nine months of 1999.

      The Company expects that for 2000 diluted earnings per share will be in a
range of $2.05 to $2.10 compared with $1.78 in 1999, excluding special items.

      Special items in the third quarter and first nine months of 2000 included
a $22.2 million pre-tax gain ($0.08 per share) principally resulting from the
sale of the divested Regionals, partially offset by the loss on the disposition
of the Company's interest in an online venture (see Note 4 in Notes to Condensed
Consolidated Financial Statements). In the same periods there was a $3.8 million
pre-tax charge ($.01 per share) for work force reduction expenses across most
groups.

      Special items in the third quarter of last year included a $6.1 million
pre-tax charge ($.02 per share) for work force reduction expenses principally at
The Boston Globe, and for the first nine months of 1999, there were work force
reduction expenses (principally at The Boston Globe) totaling $10.1 million
before taxes ($.03 per share).

      Excluding special items, EBITDA (earnings before interest, taxes,
depreciation and amortization) in the third quarter of 2000 rose to $175.3
million from $172.8 million in the 1999 third quarter. On the same basis, EBITDA
for the first nine months of 2000 was $627.4 million compared with $551.4
million in the same period of 1999. EBITDA in the 2000 third quarter rose to
$171.4 million from $166.6 million in the third quarter of 1999, including
special items. On the same basis, EBITDA for the first nine months of 2000 was
$623.6 million compared with $541.3 million in the same period of 1999.

      EBITDA is presented since it is a widely accepted indicator of funds
available to service debt, although it is not a measure of liquidity or of
financial performance under generally accepted accounting principles ("GAAP").
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 net
income or cash flows as determined under GAAP.

      Consolidated operating expenses for the third quarter and first nine
months of 2000 and 1999 were as follows:

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------
                                          Three Months Ended                         Nine Months Ended
- ----------------------------------------------------------------------------------------------------------------
                            September 24,   September 26,              September 24,   September 26,
(Dollars in thousands)               2000            1999    % Change           2000            1999    % Change
- ----------------------------------------------------------------------------------------------------------------
<S>                            <C>             <C>             <C>        <C>             <C>              <C>
Production costs
   Raw materials               $   84,080      $   67,452      24.7%      $  257,582      $  237,211       8.6%
   Wages and benefits             155,806         150,901       3.3%         485,213         461,295       5.2%
   Other                          113,367         106,966       6.0%         336,189         316,483       6.2%
- ----------------------------------------------------------------------------------------------------------------
Total production costs            353,253         325,319       8.6%       1,078,984       1,014,989       6.3%
Selling, general and
  administrative expenses         317,850         291,569       9.0%         979,828         850,240      15.2%
- ----------------------------------------------------------------------------------------------------------------
Total expenses                 $  671,103      $  616,888       8.8%      $2,058,812      $1,865,229      10.4%
- ----------------------------------------------------------------------------------------------------------------
</TABLE>

      Production costs for the third quarter of 2000 increased 8.6% from the
third quarter of 1999 and for the first nine months of 2000 production costs
increased 6.3% from the comparable period in 1999. Excluding the divested
Regionals, the T&G and New York Times Digital (NYTD), production costs for the
third quarter and for the first nine months of 2000


                                       16
<PAGE>

increased 4.9% and 3.0%. On same basis, excluding newsprint expense, costs
increased 0.4% and 2.0% in the third quarter and for the first nine months of
2000.

      In the third quarter of 2000, the Company's newsprint expense rose 19.0%
compared with the 1999 third quarter, excluding the T&G. Of this increase, 17.1%
resulted from an increase in the average cost of newsprint and 1.9% resulted
from an increase in consumption. For the first nine months of 2000 compared with
the first nine months of 1999, excluding the T&G, the Company's newsprint
expense increased by 4.9%. Of this increase, 0.9% resulted from an increase in
the average cost of newsprint and 4.0% resulted from an increase in consumption.

      Selling, general and administrative expenses ("SGA expenses") in the third
quarter of 2000 increased 9.0% compared with the same period in 1999. For the
first nine months of 2000, SGA expenses increased 15.2%, compared with the
corresponding period in 1999. Excluding divested Regionals, the T&G, and NYTD,
SGA expenses increased 1.5% in the third quarter of 2000 and 7.8% for the first
nine months of 2000. The higher level of SGA expenses is partly attributable to
the continuing national expansion of The New York Times newspaper. SGA expenses
for the third quarter and the first nine months of 2000 include a $3.8 million
work force reduction charge across most groups. SGA expenses include a $6.1
million and $10.1 million work force reduction charge (principally at The Boston
Globe) in the third quarter and first nine months of 1999.

      The Company currently expects growth in its total expenses, excluding the
effects of newsprint, the T&G and NYTD to be in the range of four to six percent
for 2000.

Other Items

      Interest expense-net increased to $17.5 million in the 2000 third quarter
and $48.0 million in the first nine months of 2000 compared with $12.9 million
and $37.7 million in the comparable 1999 periods, principally due to additional
borrowings to fund the purchase of the T&G and the Company's share repurchase
program.

      The effective income tax rate for the third quarter of 2000 was 40.8%
compared with 42.7% in the 1999 third quarter, excluding special items. For the
first nine months of 2000 the effective income tax rate was 41.6% compared with
42.7% in the first nine months of 1999, excluding special items. The decreases
for both the quarter and for the first nine months of 2000 were primarily due to
lower state and local income taxes.


                                       17
<PAGE>

      Consolidated revenues, EBITDA, depreciation and amortization and operating
profit by business segment were as follows:

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------
                                                  Three Months Ended                              Nine Months Ended
                                  --------------------------------------------------------------------------------------------
                                  September 24,     September 26,                 September 24,     September 26,
(Dollars in thousands)                     2000              1999     % Change             2000              1999     % Change
- ------------------------------------------------------------------------------------------------------------------------------
<S>                                 <C>               <C>                 <C>       <C>               <C>                <C>
REVENUES

Newspapers ...................      $   715,866       $   662,714         8.0%      $ 2,284,674       $ 2,039,776        12.0%
Broadcast ....................           37,486            35,210         6.5%          113,159           109,107         3.7%
Magazines ....................           26,545            26,749        -0.8%           91,036            87,049         4.6%
New York Times Digital .......           12,118             6,127        97.8%           37,152            14,958       148.4%
Intersegment eliminations (a)            (4,726)           (1,142)     -313.8%          (10,211)           (2,789)     -266.1%
                                    ------------------------------------------------------------------------------------------
   Total .....................      $   787,289       $   729,658         7.9%      $ 2,515,810       $ 2,248,101        11.9%
                                    ==========================================================================================

EBITDA

Newspapers ...................      $   171,202       $   157,403         8.8%      $   605,894       $   504,988        20.0%
Broadcast ....................           14,251            14,329        -0.5%           43,863            44,751        -2.0%
Magazines ....................            3,836             4,549       -15.7%           18,581            17,983         3.3%
New York Times Digital .......          (18,077)           (6,788)     -166.3%          (38,302)          (15,905)     -140.8%
Unallocated corporate expenses           (3,793)           (7,843)       51.6%          (17,881)          (23,156)       22.8%
Joint ventures ...............            4,017             4,976       -19.3%           11,441            12,620        -9.3%
                                    ------------------------------------------------------------------------------------------
   Total .....................      $   171,436       $   166,626         2.9%      $   623,596       $   541,281        15.2%
                                    ==========================================================================================

DEPRECIATION AND AMORTIZATION

Newspapers ...................      $    41,268       $    40,546         1.8%      $   125,219       $   122,161         2.5%
Broadcast ....................            4,020             4,371        -8.0%           12,622            13,103        -3.7%
Magazines ....................              310               338        -8.3%              958             1,050        -8.8%
New York Times Digital .......            2,637             1,293       103.9%            7,931             1,896       318.3%
Corporate ....................            2,997             2,332        28.5%            8,425             7,579        11.2%
Joint ventures ...............               88                88          --               263               264        -0.4%
                                    ------------------------------------------------------------------------------------------
   Total .....................      $    51,320       $    48,968         4.8%      $   155,418       $   146,053         6.4%
                                    ==========================================================================================

OPERATING PROFIT (LOSS)

Newspapers ...................      $   129,933       $   116,858        11.2%      $   480,675       $   382,825        25.6%
Broadcast ....................           10,231             9,957         2.8%           31,242            31,648        -1.3%
Magazines ....................            3,526             4,211       -16.3%           17,623            16,933         4.1%
New York Times Digital .......          (20,713)           (8,081)     -156.3%          (46,234)          (17,800)     -159.7%
Unallocated corporate expenses           (6,791)          (10,175)       33.3%          (26,308)          (30,734)       14.4%
                                    ------------------------------------------------------------------------------------------
   Total .....................      $   116,186       $   112,770         3.0%      $   456,998       $   382,872        19.4%
                                    ==========================================================================================
</TABLE>

(A) Intersegment eliminations primarily include revenues between New York Times
Digital and other segments.

Newspaper Group: The Newspaper Group consists of The New York Times ("The
Times"), The Boston Globe ("The Globe"), 15 other newspapers, newspaper
distributors, a news service, a features syndicate, TimesFax, licensing
operations of the New York Times databases and microfilm.

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------
                                      Three Months Ended                         Nine Months Ended
                       -----------------------------------------------------------------------------------
                       September 24,   September 26,              September 24,   September 26,
(Dollars in thousands)          2000            1999    % Change           2000            1999    % Change
- ----------------------------------------------------------------------------------------------------------
<S>                       <C>             <C>              <C>       <C>             <C>             <C>
Revenues                  $  715,866      $  662,714       8.0%      $2,284,674      $2,039,776      12.0%
- ----------------------------------------------------------------------------------------------------------
EBITDA                    $  171,202      $  157,403       8.8%      $  605,894      $  504,988      20.0%
- ----------------------------------------------------------------------------------------------------------
Operating profit          $  129,933      $  116,858      11.2%      $  480,675      $  382,825      25.6%
- ----------------------------------------------------------------------------------------------------------
</TABLE>


                                       18
<PAGE>

      Total Newspaper Group revenues in the third quarter and the first nine
months of 2000 increased 8.0% and 12.0%, over the comparable periods in 1999.
Excluding the T&G and divested Regionals, total Newspaper Group revenues
increased 5.3% and 9.3% for the quarter and the first nine months of 2000.
Performance was strongest at The Times and The Globe where advertising revenues
increased 7.4% and 5.3% for the third quarter of 2000 and 14.8% and 11.1% in the
first nine months of 2000. Both newspapers benefited from higher advertising
rates.

      Third-quarter operating profit for the Newspaper Group increased 7.1%
compared with the 1999 third quarter, excluding special items. For the first
nine months of the year, operating profit increased 22.8% from the comparable
1999 period, excluding special items. Excluding the T&G and divested Regionals,
total Newspaper Group operating profit increased 8.9% and 23.3% for the third
quarter and the first nine months of 2000.

      The Company currently expects advertising revenue growth in the Newspaper
Group, excluding the T&G, to be in the range of eight to nine percent for 2000.


                                       19
<PAGE>

      Advertising, circulation and other revenue, by major product of the
Newspaper Group, were as follows:

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------
                                                   Three Months Ended                       Nine Months Ended
                                    -----------------------------------------  -----------------------------------------
                                    September 24,   September 26,              September 24,   September 26,
(Dollars in thousands)                       2000            1999    % Change           2000            1999    % Change
- -----------------------------------------------------------------------------  -----------------------------------------
<S>                                    <C>             <C>              <C>       <C>             <C>             <C>
The New York Times
    Advertising                        $  275,836      $  256,808       7.4%      $  941,414      $  820,119      14.8%
    Circulation                           114,924         110,397       4.1%         349,175         337,991       3.3%
    Other                                  41,358          38,053       8.7%         114,422         106,468       7.5%
- -----------------------------------------------------------------------------  -----------------------------------------
    Total                              $  432,118      $  405,258       6.6%      $1,405,011      $1,264,578      11.1%
- -----------------------------------------------------------------------------  -----------------------------------------
New England Newspaper Group
     The Boston Globe
     Advertising                       $  118,361      $  112,375       5.3%      $  371,890      $  334,642      11.1%
     Circulation                           33,244          34,414      -3.4%          99,029         100,317      -1.3%
     Other                                  3,101           2,571      20.6%           8,679           7,334      18.3%
- -----------------------------------------------------------------------------  -----------------------------------------
     Subtotal                          $  154,706      $  149,360       3.6%      $  479,598      $  442,293       8.4%
- -----------------------------------------------------------------------------  -----------------------------------------
     Worcester Telegram & Gazette
     Advertising                       $   13,935             N/A       N/A       $   42,292             N/A       N/A
     Circulation                            5,009             N/A       N/A           14,348             N/A       N/A
     Other                                     98             N/A       N/A              566             N/A       N/A
- -----------------------------------------------------------------------------  -----------------------------------------
     Subtotal                          $   19,042             N/A       N/A       $   57,206             N/A       N/A
- -----------------------------------------------------------------------------  -----------------------------------------
Total New England Newspaper
  Group
    Advertising                        $  132,296      $  112,375      17.7%      $  414,182      $  334,642      23.8%
    Circulation                            38,253          34,414      11.2%         113,377         100,317      13.0%
    Other                                   3,199           2,571      24.4%           9,245           7,334      26.1%
- -----------------------------------------------------------------------------  -----------------------------------------
    Total                              $  173,748      $  149,360      16.3%      $  536,804      $  442,293      21.4%
- -----------------------------------------------------------------------------  -----------------------------------------
Regional Newspapers
    Advertising                        $   87,636      $   85,965       1.9%      $  273,083      $  263,623       3.6%
    Circulation                            18,034          18,318      -1.6%          57,233          57,664      -0.7%
    Other                                   4,330           3,813      13.6%          12,543          11,618       8.0%
- -----------------------------------------------------------------------------  -----------------------------------------
    Total                              $  110,000      $  108,096       1.8%      $  342,859      $  332,905       3.0%
- -----------------------------------------------------------------------------  -----------------------------------------
Total Newspaper Group
    Advertising                        $  495,768      $  455,148       8.9%      $1,628,679      $1,418,384      14.8%
    Circulation                           171,211         163,129       5.0%         519,785         495,972       4.8%
    Other                                  48,887          44,437      10.0%         136,210         125,420       8.6%
- -----------------------------------------------------------------------------  -----------------------------------------
    Total                              $  715,866      $  662,714       8.0%      $2,284,674      $2,039,776      12.0%
=============================================================================  =========================================
</TABLE>


                                       20
<PAGE>

Advertising volume was as follows:

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------------
                                                  Three Months Ended                        Nine Months Ended
                                  ---------------------------------------------------------------------------------------
(Inches in thousands, preprints   September 24,  September 26,              September 24,  September 26,
in thousands of copies)                    2000           1999    % Change           2000           1999         % Change
- -------------------------------------------------------------------------------------------------------------------------
<S>                                      <C>            <C>          <C>          <C>            <C>                <C>
The New York Times
    Retail                                111.4          112.6      -1.1%           379.5          374.8            1.2%
    National                              348.6          331.1       5.3%         1,185.9        1,062.6           11.6%
    Classified                            232.0          235.0      -1.3%           738.9          748.0           -1.2%
    Zoned                                 219.6          216.8       1.3%           742.8          722.8            2.8%
- -------------------------------------------------------------------------------------------------------------------------
    Total                                 911.6          895.5       1.8%         3,047.2        2,908.2            4.8%
- -------------------------------------------------------------------------------------------------------------------------
    Preprints                            98,940         95,610       3.5%         301,955        288,666            4.6%
- -------------------------------------------------------------------------------------------------------------------------
New England Newspaper Group
    The Boston Globe
    Retail                                132.0          145.8      -9.5%           413.4          441.1           -6.3%
    National                              180.6          170.2       6.1%           582.2          524.3           11.0%
    Classified                            342.3          347.2      -1.4%         1,045.9        1,041.8            0.4%
    Zoned                                  54.6           54.9      -0.6%           182.4          185.7           -1.8%
- -------------------------------------------------------------------------------------------------------------------------
    Total                                 709.5          718.1      -1.2%         2,223.9        2,193.0            1.4%
- -------------------------------------------------------------------------------------------------------------------------
    Preprints                           188,104        181,565       3.6%         573,145        558,763            2.6%
- -------------------------------------------------------------------------------------------------------------------------
    Worcester Telegram & Gazette
    Retail                                 72.0            N/A        N/A           222.5            N/A             N/A
    National                               22.5            N/A        N/A            57.9            N/A             N/A
    Classified                            133.1            N/A        N/A           403.7            N/A             N/A
    Zoned                                 120.0            N/A        N/A           362.9            N/A             N/A
- -------------------------------------------------------------------------------------------------------------------------
    Total                                 347.6            N/A        N/A         1,047.0            N/A             N/A
- -------------------------------------------------------------------------------------------------------------------------
    Preprints                            46,826            N/A        N/A         138,710            N/A             N/A
- -------------------------------------------------------------------------------------------------------------------------
Regional Newspapers
    Retail                              1,657.2        1,732.6      -4.4%         5,311.0        5,438.6           -2.3%
    National                               70.0           62.4      12.2%           219.0          203.3            7.7%
    Classified                          2,021.4        2,001.4       1.0%         6,044.6        5,956.2            1.5%
    Legal                                  94.9           89.3       6.3%           429.2          362.7           18.3%
- -------------------------------------------------------------------------------------------------------------------------
    Total                               3,843.5        3,885.7      -1.1%        12,003.8       11,960.8            0.4%
- -------------------------------------------------------------------------------------------------------------------------
    Preprints                           258,612        251,086       3.0%         811,589        790,942            2.6%
- -------------------------------------------------------------------------------------------------------------------------
</TABLE>


                                       21
<PAGE>

      Average circulation for The Times, The Globe, the T&G and the Regional
Newspapers for the quarter and nine months ended September 24, 2000, compared
with the third quarter and nine months ended September 26, 1999, was as follows:

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------------
                                                                         Three Months Ended
                                                                         September 24, 2000
- ---------------------------------------------------------------------------------------------------------------------
(Copies in thousands)                                    Weekday           % Change        Sunday           % Change
- ---------------------------------------------------------------------------------------------------------------------
<S>                                                      <C>                  <C>         <C>                  <C>
Average Net Paid Circulation
The New York Times                                       1,100.7              2.9%        1,675.0              2.3%
New England Newspaper Group
    The Boston Globe                                       467.6              0.8%          728.5             -1.2%
     Worcester Telegram & Gazette                          103.5              N/A           127.5              N/A
Regional Newspapers                                        672.5             -3.7%          727.9             -2.6%
- ---------------------------------------------------------------------------------------------------------------------

<CAPTION>
- ---------------------------------------------------------------------------------------------------------------------
                                                                         Nine Months Ended
                                                                         September 24, 2000
- ---------------------------------------------------------------------------------------------------------------------
(Copies in thousands)                                    Weekday           % Change        Sunday            % Change
- ---------------------------------------------------------------------------------------------------------------------
<S>                                                      <C>                  <C>         <C>                  <C>
Average Net Paid Circulation
The New York Times                                       1,116.3              1.5%        1,697.0              1.5%
New England Newspaper Group
     The Boston Globe                                      465.2              0.5%          720.8             -1.2%
     Worcester Telegram & Gazette                          104.6              N/A           134.2              N/A
Regional Newspapers                                        716.0             -2.3%          765.3             -1.9%
- ---------------------------------------------------------------------------------------------------------------------
</TABLE>

      For the first nine months of 2000, circulation growth for The Times was
primarily due to additional availability and promotion in major markets across
the nation combined with programs to improve the quality and levels of its home
delivery circulation base. Additionally, The Times, The Globe and the Regional
Newspapers are continuing to make improvements in product delivery and customer
service to attract new readers and retain existing ones.

      Excluding divested Regionals, average net paid circulation for the
Regional Newspapers decreased 2.1% for weekday copies and 2.0% for Sunday copies
in third quarter of 2000 compared with the third quarter of 1999. On the same
basis, average net paid circulation for the Regional Newspapers decreased 1.8%
for weekday copies and 1.6% for Sunday copies for the first nine months of 2000
compared with the first nine months of 1999.

Broadcast Group: The Broadcast Group comprises eight network-affiliated
television stations and two radio stations.

<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------------------------------------
                                           Three Months Ended                                         Nine Months Ended
                          ---------------------------------------------------------------------------------------------------------
                          September 24,      September 26,                       September 24,         September 26,
(Dollars in thousands)             2000               1999         % Change               2000                  1999       % Change
- -----------------------------------------------------------------------------------------------------------------------------------
<S>                             <C>                <C>                <C>             <C>                   <C>               <C>
 Revenues                       $37,486            $35,210            6.5%            $113,159              $109,107          3.7%
- -----------------------------------------------------------------------------------------------------------------------------------
 EBITDA                         $14,251            $14,329           -0.5%             $43,863               $44,751         -2.0%
- -----------------------------------------------------------------------------------------------------------------------------------
 Operating Profit               $10,231             $9,957            2.8%             $31,242               $31,648         -1.3%
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>

      Revenues increased 6.5% in the 2000 third quarter to $37.5 million from
$35.2 million in the 1999 third quarter, while operating profit increased 2.8%
to $10.2 million from $10.0 million in the third quarter of last year. The
improved performance in the third quarter resulted mainly from higher levels of
advertising related to the elections and the Olympics. For the first nine months
of 2000, revenues increased 3.7% and operating profit decreased 1.3% compared
with the same period of 1999. Operating profit decreased mainly due to higher
personnel costs.


                                       22
<PAGE>

Magazine Group: The Magazine Group comprises four golf publications and related
activities in the golf field.

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
                                           Three Months Ended                                       Nine Months Ended
                         -----------------------------------------------------------------------------------------------------------
                         September 24,       September 26,                        September 24,       September 26,
(Dollars in thousands)            2000                1999         % Change               2000                 1999         % Change
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                            <C>                 <C>                <C>              <C>                  <C>               <C>
Revenues                       $26,545             $26,749           -0.8%             $91,036              $87,049           4.6%
- ------------------------------------------------------------------------------------------------------------------------------------
EBITDA                         $ 3,836             $ 4,549          -15.7%             $18,581              $17,983           3.3%
- ------------------------------------------------------------------------------------------------------------------------------------
Operating Profit               $ 3,526             $ 4,211          -16.3%             $17,623              $16,933           4.1%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

      Third-quarter 2000 revenues decreased 0.8% to $26.5 million from $26.7
million in the 1999 third quarter. Operating profit in the 2000 third quarter
decreased 16.3% to $3.5 million from $4.2 million in the third quarter of 1999.
For the first nine months of 2000, revenues and operating profit were $91.0
million and $17.6 million compared with $87.0 million and $16.9 million in the
first nine months of 1999. Revenues for the first nine months rose primarily due
to the 50th Anniversary issue of Golf Digest magazine.

New York Times Digital: The NYTD group is the Company's Internet business
division, which consists of NYTimes.com, newyorktoday.com, Boston.com,
GolfDigest.com and Abuzz. Abuzz develops and deploys technology to enable online
communities to share knowledge, interests and experience.

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
                                                 Three Months Ended                                    Nine Months Ended
                               -----------------------------------------------------------------------------------------------------
                               September 24,     September 26,                        September 24,     September 26,
(Dollars in thousands)                  2000              1999        % Change                 2000              1999       % Change
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                <C>                 <C>               <C>              <C>               <C>               <C>
 Revenues                          $  12,118           $ 6,127           97.8%            $  37,152         $  14,958         148.4%
- ------------------------------------------------------------------------------------------------------------------------------------
 EBITDA                            $ (18,077)          $(6,788)        -166.3%            $ (38,302)        $ (15,905)       -140.8%
- ------------------------------------------------------------------------------------------------------------------------------------
 Operating loss                    $ (20,713)          $(8,081)        -156.3%            $ (46,234)        $ (17,800)       -159.7%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

      NYTD group revenues for the third quarter of 2000 increased 97.8% compared
with the third quarter of 1999. For the first nine months of 2000, revenues
increased 148.4% compared with the first nine months of 1999. These increases
were primarily due to increased growth in advertising volume. Advertising
revenue accounted for approximately 87.0% of NYTD group total revenues for the
first nine months of 2000.

      Operating losses in the third quarter of 2000 increased to $20.7 million
($.08 per share) from $8.1 million ($.03 per share) in the same quarter last
year. For the first nine months of 2000, operating losses rose to $46.2 million
($.16 per share) from $17.8 million ($.06 per share) in the first nine months of
1999. Higher operating losses for both the quarter and first nine months of 2000
were mainly due to increased staffing, promotion and advertising at NYTD.

      NYTD expects operating losses to be in the range of $63.0 million to $65.0
million and EBITDA losses to be in the range of $52.0 million to $54.0 million
for 2000. NYTD continues to experience significant growth, and its goal is to
achieve positive EBITDA for the year in 2002.


                                       23
<PAGE>

Liquidity and Capital Resources

      Net cash provided by operating activities was $381.0 million for the first
nine months of 2000 compared with $381.9 million for the first nine months of
1999. Net cash used in investing activities was $290.5 million for the first
nine months of 2000 compared with $53.9 million for the first nine months of
1999. The increase in cash utilized of $236.6 million was primarily due to the
acquisition of the T&G, partially offset by the proceeds of the sale of the
divested Regionals and the Company's investment in an online venture. Net cash
used in financing activities was $111.5 million for the first nine months of
2000 compared with $320.5 million used in financing activities for the first
nine months of 1999. This change was principally related to increases in
commercial paper borrowings mostly used to fund the T&G acquisition and to
repay $101.8 million in debt in 2000. The Company has continued to repurchase
shares and both periods have been similarly affected.

      The Company believes that cash generated from its operations and the
availability of funds from external sources should be adequate to cover all cash
requirements, including working capital needs, stock repurchases, planned
capital expenditures and acquisitions, and dividend payments to stockholders.
The ratio of current assets to current liabilities was 61.2% at September 24,
2000, and 62.2% at September 26, 1999. This decrease is principally due to an
increase in commercial paper outstanding at September 24, 2000, mostly resulting
from the funding of the T&G acquisition. The ratio of long-term debt and capital
lease obligations as a percentage of total capitalization was 33.6% at September
24, 2000, compared with 26.5% at September 26, 1999. This increase is
principally the result of stock repurchases.

Financing: The Company's total debt, including commercial paper and capital
leases, was $1.043 billion at September 24, 2000, and $818.8 million at
September 26, 1999. The increase in total debt was primarily from an increase in
commercial paper outstanding. On April 28, 2000, $100.0 million of the Company's
six and one-half year senior notes was repaid; the remainder of the Company's
debt and capital leases generally mature between March 2003 and March 2025. In
June 2000 total available funds under the revolving credit agreements were
increased to $600.0 million from $400.0 million. The Company's one-year
revolving credit agreement was renewed and increased to $300.0 million from
$200.0 million and will now mature in June 2001. The Company's multi-year
revolving credit agreement was renewed and increased to $300.0 million from
$200.0 million and will now mature in June 2005.

      The Company's revolving credit agreements require, among other provisions,
specified levels of stockholders' equity. Approximately $319.0 million of
stockholders' equity was unrestricted under these agreements at September 24,
2000, and $537.6 million was unrestricted at September 26, 1999. The decline in
the level of unrestricted stockholders' equity was primarily due to stock
repurchases.

      The Company had $403.5 million in commercial paper outstanding at
September 24, 2000, and $219.5 million at September 26, 1999. These obligations
are supported by the revolving credit agreements, and no amounts are outstanding
under these revolving credit agreements as of September 24, 2000. The amount
available under the commercial paper facility was $196.5 million as of September
24, 2000.

      In March 2000 the Company issued $40.0 million of 7% subordinated
convertible notes due March 21, 2003, to three venture capital firms. Upon an
initial public offering of Class C Stock (see Proposed Tracking Stock below),
this debt is convertible, at the election of the venture capital firms, into
shares of Class C Stock intended to represent approximately 6.7% of the
pre-offering equity of the NYTD group. This debt is not currently convertible
(the Company has recently withdrawn its Form S-3 for the initial public offering
of Class C Stock, see Proposed Tracking Stock below). Beginning


                                       24
<PAGE>

January 1, 2002, if no initial public offering of the Class C Stock has
occurred, the venture capital firms have the right to require the Company to
repurchase the notes at their $40.0 million face value.

      The Company's Condensed Consolidated Balance Sheets as of December 26,
1999, contains a $25.0 million accrued expense related to a contingent payment
to former stockholders of Abuzz Technologies, Inc. The Company's recent
withdrawal of the form S-3 has made it more likely that this payment will become
due and payable after January 1, 2001.

      Capital Expenditures: The Company currently estimates that capital
expenditures for 2000 will range from $90.0 million to $100.0 million. The
Company currently anticipates that depreciation and amortization expense for
2000 will be in the range of $210.0 million to $215.0 million compared with
$197.5 million in 1999.

Proposed Tracking Stock

      On January 20, 2000, the Board of Directors of the Company authorized,
subject to shareholder approval, the issuance of a new class of stock ("Class C
Stock") and on January 28, 2000, the Company filed a registration statement on
Form S-3 (the "Form S-3") related to the proposed initial public offering of
Class C Stock. This proposed tracking stock was intended to track the
performance of the NYTD group. At the Annual Meeting of Stockholders held on May
23, 2000, stockholders authorized the filing of an amendment to the Company's
certificate of incorporation to create this new class of stock, which the
Company has yet to do.

      On October 12, 2000, the Company withdrew the Form S-3 due to unfavorable
conditions in the public equities markets. This decision to withdraw the Form
S-3 will not have a material impact on the NYTD group's day-to-day operations or
its expansion plans.

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 and magazine paper 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
ended December 26, 1999. The Company undertakes no obligation to publicly update
any forward-looking statement, whether as a result of new information, future
events, or otherwise.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

      The Company's quantitative and qualitative market risk is principally
associated with market interest rate fluctuations related to its debt
obligations. The Company does not consider such market risk significant.


                                       25
<PAGE>

                           PART II. OTHER INFORMATION

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

            10.2  The Company's Executive Stock Incentive Plan, as amended on
                  September 21, 2000

            10.3  The Company's 1991 Executive Cash Bonus Plan, as amended
                  through May 23, 2000

            10.4  The Company's Non-Employee Directors' Stock Option Plan, as
                  amended through September 21, 2000

            12    Ratio of Earnings to Fixed Charges

            27    Financial Data Schedule

        (b) Reports on Form 8-K

            No reports on Form 8-K have been filed during the period for which
this report is filed.


                                       26
<PAGE>

                                   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: November 8, 2000                        /s/ John M. O'Brien
      ----------------                     --------------------------
                                               John M. O'Brien
                                           Senior Vice President and
                                            Chief Financial Officer
                                          (Principal Financial Officer)


                                       27
<PAGE>

                   Exhibit Index to Quarterly Report Form 10-Q
                        Quarter Ended September 24, 2000

Exhibit No.

      (a)   Exhibit

                  10.2  The Company's Executive Stock Incentive Plan, as amended
                        on September 21, 2000

                  10.3  The Company's 1991 Executive Cash Bonus Plan, as amended
                        through May 23, 2000

                  10.4  The Company's Non-Employee Directors' Stock Option Plan,
                        as amended through September 21, 2000

                  12    Ratio of Earnings to Fixed Charges

                  27    Financial Data Schedule


                                       28

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-10.2
<SEQUENCE>2
<FILENAME>0002.txt
<DESCRIPTION>1991 EXECUTIVE STOCK INCENTIVE PLAN
<TEXT>


                                                                    Exhibit 10.2

                           THE NEW YORK TIMES COMPANY
                       1991 EXECUTIVE STOCK INCENTIVE PLAN
                      AS AMENDED THROUGH SEPTEMBER 21, 2000

1.    NAME AND GENERAL PURPOSE

      The name of this plan is The New York Times Company 1991 Executive Stock
Incentive Plan (hereinafter called the "Plan"). The purpose of the Plan is to
enable the Company (as hereinafter defined) to retain and attract executives who
enhance its tradition and contribute to its success by their ability, ingenuity
and industry, and to enable them to participate in the long-term success and
growth of the Company.

2.    DEFINITIONS

      (a)   "Awards" has the meaning specified in Section 12 hereof.

      (b)   "Board" means the Board of Directors of the Company.

      (c)   "Cash Plan" means the Company's 1991 Executive Cash Bonus Plan.

      (d)   "Code" means the Internal Revenue Code of 1986, as amended.

      (e)   "Committee" means the Committee referred to in Section 3 of the
            Plan. If at any time no Committee shall be in office then the
            functions of the Committee specified in the Plan shall be exercised
            by those members of the Board who are Non-Employee Directors.

      (f)   "Common Stock" means shares of the Class A Common Stock of the
            Company.

      (g)   "Company" means The New York Times Company, a corporation organized
            under the laws of the State of New York (or any successor
            corporation), and, unless the context otherwise requires, its
            subsidiaries (as hereinafter defined) and other non-corporate
            entities in which it owns directly or indirectly 20% or more of the
            equity interests. A "subsidiary" means any corporation in which the
            Company possesses directly or indirectly 50% or more of the combined
            voting power of all classes of stock.

      (h)   "Consolidated Statement of Income" means the consolidated statement
            of income (or any comparable statement, however designated) of the
            Company, audited by the independent certified public accountants of
            the Company and contained in the Company's annual report to
            stockholders or proxy statement.

      (i)   "Disability" means total disability as defined under the Company's
            long-term disability plan, whether or not the Participant is covered
            by such plan, as determined by the Committee.

      (j)   "Fair Market Value" means the arithmetic mean of the highest and
            lowest sales prices of the Common Stock as reported by The New York
            Stock Exchange (the "NYSE") (or such other national securities
            exchange on which the Common Stock may be listed at the time of
            determination, and if the Common Stock is listed on more than one
            exchange, then on the one located in New York or if the Common Stock
            is listed only on the National Association of Securities Dealers
            Automated Quotations System ("NASDAQ"), then on

<PAGE>

            such system) on the date of the grant or other date on which the
            Common Stock is to be valued hereunder. If no sale shall have been
            made on the NYSE, such other exchange or the NASDAQ on such date or
            if the Common Stock is not then listed on any exchange or on the
            NASDAQ, Fair Market Value shall be determined by the Committee in
            accordance with Treasury Regulations applicable to incentive stock
            options.

      (k)   "Income Before Income Taxes" means the amount designated as Income
            Before Income Taxes for the applicable year and shown separately on
            the Consolidated Statement of Income for such year.

      (l)   "Non-Employee Director" means any Director of the Company who at the
            time of acting is a "Non-Employee Director" under Rule 16b-3 or any
            successor rule ("Rule 16b-3") under the Securities Exchange Act of
            1934, as amended (the "Exchange Act").

      (m)   "Participant" means a key employee of the Company who is selected by
            the Committee to participate in any one or more parts of the Plan
            from among persons who in the judgment of the Committee are key
            employees of the Company. In general, key employees are those
            employees who have principal responsibility for, or who contribute
            substantially to, the management efficiency, editorial achievement
            or financial success of the Company. Only employees of The New York
            Times Company, its subsidiaries and other non-corporate entities in
            which it owns directly or indirectly 40% or more of the equity
            interests are eligible to participate in the Plan.

      (n)   "Retirement" means retirement as defined by the terms of "The New
            York Times Companies Pension Plan" which became effective December
            31, 1988, or any successor retirement plan, whether or not the
            Participant is a member of such retirement plan, and, in the case of
            employees of Affiliated Publications, Inc., or any subsidiary
            thereof, who retire under the terms of the Globe Newspaper Company
            Retirement Plan, which became effective January 1, 1994 (the "Globe
            Pension Plan") or any successor retirement plan, "Retirement" shall
            also mean retirement as defined by the terms of the Globe Pension
            Plan or any successor plan.

3.    ADMINISTRATION OF THE PLAN

      The Plan shall be administered by the Board or the Committee appointed by
it and composed of two or more directors all of whom shall be Non-Employee
Directors. The membership of the Committee shall be constituted so as to comply
at all times with the applicable requirements of Rule 16b-3, and with the
administration requirements of Section 162(m)(4)(C) of the Code. The Committee
shall serve at the pleasure of the Board and shall have such powers as the Board
may from time to time confer upon it.

4.    OPTIONS AND AWARDS UNDER THE PLAN

      Options, which include "Non-Qualified Options" and "Incentive Stock
Options" or combinations thereof, are rights to purchase Common Stock.
Non-Qualified Options and Incentive Stock Options are subject to the terms,
conditions and restrictions provided in Part I of the Plan.

      Awards under the Plan may include one or more of the following types,
either alone or in any combination thereof: (i) "Stock Awards," (ii) "Restricted
Stock Awards," (iii) "Retirement Unit Awards," (iv) "Annual Performance Awards,"
(v) "Performance Awards" or "Other Awards" and (vi) "Long-Term Performance
Awards."


                                       2
<PAGE>

      Stock Awards are granted under Part IIA of the Plan. Restricted Stock
Awards are granted under Part IIB of the Plan. Retirement Unit Awards are
granted under Part IIC of the Plan. Annual Performance Awards are granted under
Part IID of the Plan. Performance Awards or Other Awards are granted under Part
IIE of the Plan. Awards are subject to the terms, conditions and restrictions
provided in the respective subparts of Part II of the Plan. Annual Performance
Awards will be based exclusively on the criteria set forth in Section 27A.
Long-Term Performance Awards are granted under Part IIF of the Plan. Long-Term
Performance Awards will be based exclusively on the criteria set forth in
Section 28A.

                              PART I STOCK OPTIONS

5.    PURPOSE

      The purpose of the Stock Option portion of the Plan is to provide an added
incentive for effective service and high levels of performance to Participants
by affording them an opportunity, under the terms of the Plan, to acquire Common
Stock and thereby to increase their proprietary interest in the continued
progress and success of the Company.

6.    DETERMINATION OF OPTIONEES; SHARES SUBJECT TO OPTIONS

      (a)   The Committee may grant options to purchase Common Stock ("Options")
            to Participants in such amounts as the Committee may determine,
            subject to the conditions and limitations set forth in the Plan.
            Options may be granted in combination with Awards made under the
            Plan, and Options may be granted to any Participant whether or not
            he or she was eligible for, or received, an Award.

      (b)   The number of shares of Common Stock with respect to which Options
            may be granted to any key employee during any calendar year shall
            not exceed 400,000 (subject to adjustment as provided in Sections 28
            and 29 hereof).

      (c)   There may be issued under the Plan pursuant to the exercise of
            Options, an aggregate of not more than 60,000,000 shares of Common
            Stock, subject to adjustment as provided in Sections 28 and 29
            hereof. Shares of Common Stock issued pursuant to Options may be
            either authorized but unissued shares, treasury shares, reacquired
            shares, or any combination thereof. Any shares subject to an Option
            which expires without being exercised shall be available for
            issuance under new Options.

7.    OPTION PRICE

      The exercise price of Common Stock subject to Options granted pursuant to
the Plan shall be the Fair Market Value thereof at the time the Option is
granted. If a Participant owns or is deemed to be the owner of, by reason of the
attribution rules under Section 425(d) of the Code, more than 10% of the
combined voting power of all classes of the stock of the Company or any
subsidiary of the Company and an Option granted to such Participant is intended
to qualify as an Incentive Stock Option within the meaning of Section 422 of the
Code, the option price shall be no less than 110% of the Fair Market Value of
the Common Stock on the date the Option is granted.

8.    PAYMENT OF OPTION PRICE

      The purchase price is to be paid in full when the Option is exercised and
Common Stock will be delivered only against such payment. Payment of the option
price may be made (i) in cash, (ii) by


                                       3
<PAGE>

delivering a properly executed exercise notice to the Company together with a
copy of irrevocable instructions to a broker to deliver promptly to the Company
the amount of sale or loan proceeds to pay the purchase price (or by otherwise
arranging, in a manner satisfactory to the Company, for a broker to promptly pay
the purchase price to the Company), (iii) by delivering to the Company shares of
Common Stock previously owned, or (iv) any combination of the foregoing forms,
all subject to the approval of the Committee and to such rules as the Committee
may adopt. In determining the number of shares of Common Stock necessary to be
delivered to the Company, such Common Stock shall be valued at Fair Market
Value.

9.    TYPES OF STOCK OPTIONS

      (a)   Options granted under the Plan may be two types, an incentive stock
            option ("Incentive Stock Option") and a non-qualified stock option
            ("Non-Qualified Option"). It is intended that Incentive Stock
            Options granted hereunder shall constitute incentive stock options
            within the meaning of Section 422 of the Code. Anything in the Plan
            to the contrary notwithstanding, (i) no provision of this Plan
            relating to Incentive Stock Options shall be interpreted, amended or
            altered, nor shall any discretion or authority granted under the
            Plan be so exercised, so as to disqualify either the Plan or any
            Incentive Stock Option granted under such provisions of the Code,
            and (ii) no Option designated by the Committee as a Non-Qualified
            Option shall constitute an Incentive Stock Option. In furtherance of
            the foregoing and not by way of limitation, no Incentive Stock
            Option shall be granted to a Participant who is not an employee of
            The New York Times Company or one of its subsidiaries.

      (b)   If the aggregate Fair Market Value of the Common Stock (determined
            as of the date of grant) for which any optionee may for the first
            time exercise Incentive Stock Options in any calendar year under the
            Plan and any other stock option plan of the Company, considered in
            the aggregate, exceeds $100,000, such excess Incentive Stock Options
            will be treated as Non-Qualified Options.

10.   TERMS OF STOCK OPTIONS

      (a)   Each Option will be for a term of not more than ten years from the
            date of grant, except that if a Participant owns or is deemed to be
            the owner of, by reason of the attribution rules of Section 425(d)
            of the Code, more than 10% of the combined voting power of all
            classes of stock of the Company or any subsidiary of the Company and
            an Incentive Stock Option is granted to such Participant, the term
            of such Option shall be no more than five years from the date of
            grant.

      (b)   An Option may not be exercised within one year after the date of
            grant except in the case of the death of the optionee or upon
            termination of active employment with the Company by reason of the
            Disability or Retirement of the optionee during such period.
            Thereafter, an Option shall be exercisable in such installments, if
            any, as the Committee may specify, and shall be exercisable during
            the optionee's lifetime only by the optionee (or, if the optionee is
            disabled, by any guardian or other legal representative appointed to
            represent him or her) and, except as provided in subsections (c) and
            (d) below, shall not be exercisable by the optionee unless at the
            time of exercise such optionee is an employee of the Company.

      (c)   Upon termination of active employment with the Company by reason of
            Disability or Retirement, an optionee (or, if the optionee is
            disabled, any guardian or legal representative appointed to
            represent him or her) may exercise all Options otherwise


                                       4
<PAGE>

            exercisable by him or her at the time of such termination of
            employment (subject to the provisions of subsection (e) below) until
            the expiration thereof. In the event an optionee dies while employed
            by the Company or after termination of employment by reason of
            Disability or Retirement, the person who acquired the right to
            exercise his or her Options by reason of the death of the optionee,
            as provided in Section 30 hereof, may exercise such Options
            otherwise exercisable at the time of death (subject to the
            provisions of subsection (e) below) at any time until the expiration
            thereof.

      (d)   Upon termination of employment with the Company for any reason other
            than death, Retirement or Disability, the optionee may exercise all
            Options otherwise exercisable by him or her at the time of such
            termination of employment for an additional one year after such
            termination of employment. In the event such optionee dies within
            such one-year period, the person who acquired the right to exercise
            his or her Options by reason of the death of the optionee, as
            provided in Section 30 hereof, may exercise such Options at any time
            within the period of the greater of (i) the remainder of the
            one-year period described in the foregoing sentence, or (ii) three
            months from the date of the optionee's death. For purposes of this
            Section 10(d), in the event that any optionee is rehired by the
            Company within one year of such optionee's termination of employment
            with the Company, such optionee shall be deemed not to have
            terminated employment for purposes of determining the expiration
            date of all unexpired non-qualified stock options held by such
            individual on the date of rehire, with the effect that such options
            shall continue to be exercisable at any time until the expiration
            thereof (subject to the terms thereof and the provisions of this
            Section 10).

      (e)   Notwithstanding any of the foregoing, no Option shall be exercisable
            in whole or in part after the expiration date provided in the
            Option. In the event of the death of the optionee while employed by
            the Company, or the Disability or Retirement of the optionee, the
            Committee shall have the discretion to provide for the acceleration
            of the exercisability of Options exercisable over a period of time,
            or alternatively, to provide for all or any part of such Options to
            continue to become exercisable in such installments as originally
            specified by the Committee, or such revised installments as
            specified by the Committee at the time of termination of employment
            (but in no event beyond the original expiration date), in either
            case subject to such conditions as determined by the Committee in
            its discretion.

      (f)   No Option shall be transferable otherwise than by will or by the
            laws of descent and distribution. Notwithstanding the foregoing
            sentence, the Committee may determine that Options granted to a
            Participant or a specified group of Participants may be transferred
            by the Participant to one or more members of the Participant's
            immediate family, to a partnership or limited liability company
            whose only partners or members are members of the Participant's
            immediate family, or to a trust established by the Participant for
            the benefit of one or more members of the Participant's immediate
            family; provided, however, that no Incentive Stock Options may
            become transferable if inconsistent with Section 422 of the Code,
            unless the Participant consents. For this purpose, "immediate
            family" means the Participant's spouse, parents, children (including
            adopted and step-children), grandchildren and the spouses of such
            parents, children (including adopted and step-children) and
            grandchildren. A transferee described in this subsection may not
            further transfer an Option. An Option transferred pursuant to this
            subsection shall remain subject to the provisions of the Plan and
            shall be subject to such other rules as the Committee shall
            determine.


                                       5
<PAGE>

11.   OPTION AGREEMENTS

      In consideration of any Options granted to a Participant under the Plan,
if requested by the Committee, such Participant shall enter into an Option
Agreement with the Company providing such other terms as the Committee may deem
advisable.

                                 PART II AWARDS

12.   FORM OF AWARDS

      The Award portion of the Plan is designed to provide incentives for
Participants by the making of awards of supplemental compensation ("Awards").
The Committee, subject to the terms and conditions hereof, may make Awards to a
Participant in any one, or in any combination, of the following forms:

      (a)   Common Stock as provided in Part IIA of the Plan ("Stock Awards");

      (b)   Restricted Stock as provided in Part IIB of the Plan ("Restricted
            Stock Awards");

      (c)   Retirement Units as provided in Part IIC of the Plan ("Retirement
            Unit Awards");

      (d)   Annual Performance Awards as provided in Part IID of the Plan
            ("Annual Performance Awards");

      (e)   Performance Awards ("Performance Awards") or other forms of Awards
            ("Other Awards"), as provided in Part IIE of the Plan; and

      (f)   Long-Term Performance Awards as provided in Part IIF of the Plan
            ("Long-Term Performance Awards").

      Awards may be made to a Participant whether or not he or she is receiving
an Option grant under Part I of the Plan for the year and whether or not he or
she receives an award under the Cash Plan.

      Awards will be based on a Participant's performance in those areas for
which the Participant is directly responsible. Performance for this purpose may
be measured by the achievement of specific management goals such as, but not
limited to, an increase in earnings or the operating cash flow of the Company,
outstanding initiative or achievement in any department of the Company, or any
other standards specified by the Committee. Annual Performance Awards will be
based exclusively on the criteria set forth in Section 27A. Long-Term
Performance Awards will be based exclusively on the criteria set forth in
Section 28A.

13.   MAXIMUM AMOUNT AVAILABLE FOR THE ACCRUAL OF AWARDS UNDER PART II OF THE
      PLAN FOR ANY YEAR

      (a)   No accrual for Awards shall be made hereunder (or under the Cash
            Plan) for any year unless cash dividends of not less than five cents
            ($.05) per share (subject to adjustment as provided in Sections 28
            and 29 hereof) have been declared on the outstanding Class A and
            Class B Common Stock of the Company during such year.

      (b)   In the event that the above condition is met for any year during the
            continuance of this Plan, the maximum aggregate amount that may be
            accrued for Awards under the Plan and the Cash Plan for such year
            shall be 4% of Income Before Income Taxes. The


                                       6
<PAGE>

            Committee, in its sole discretion, may make adjustments in Income
            Before Income Taxes to take account of extraordinary, unusual or
            infrequently occurring events and transactions, changes in
            accounting principles that substantially affect the foregoing, or
            such other circumstances as the Committee may determine warrant such
            adjustment.

      (c)   As soon as feasible after the close of each year, the independent
            certified public accountants of the Company shall report the maximum
            amount that may be accrued for Awards for such year under the
            formula described in Section 13(b), subject to the second sentence
            of such Section.

      (d)   If amounts are accrued in any year under the formula described in
            this Section 13 and are not awarded in full in such year under the
            Plan and the Cash Plan, such unawarded amounts may, in the
            discretion of the Committee, be carried forward and be available for
            Awards under the Plan and under the Cash Plan in any future year
            without regard to the provisions of Sections 13(a) or (b) of the
            Plan applicable to Awards made in such year.

      (e)   Awards under the Plan for any year may not exceed the sum of (i) the
            amount accrued for such year under Section 13(b) above plus (ii)
            unawarded accrued amounts carried forward from previous years under
            Section 13(d) above plus (iii) amounts that may become available for
            Awards pursuant to the last sentence of Sections 15(c) and 27A
            hereof, minus (x) the amount of interest or dividend equivalents set
            aside during such year pursuant to Sections 15(c) and 27A hereof and
            the amount of dividend equivalents allocated to Retirement Unit
            Accounts during such year pursuant to Section 24 hereof, and minus
            (y) the amount of awards made for such year under the Cash Plan (and
            any interest equivalents allocated during such year pursuant to
            Section 10(b), 11(f) and 12(b) thereof). For this purpose, the
            amount of Awards of Common Stock under the Plan shall be based on
            the Fair Market Value of the Common Stock subject to Awards as of
            the date of grant of such Awards.

      (f)   Subject to Sections 28 and 29 hereof, the aggregate number of shares
            of Common Stock for which Stock, Restricted Stock, Retirement Units,
            Annual Performance Awards, and Performance and Other Awards may be
            made under the Plan shall not exceed 2,000,000 shares, which shall
            be treasury shares reserved for issuance of Awards under the Plan.
            Shares of Common Stock subject to, but not issued under, any
            deferred Award which has been discontinued by the Committee pursuant
            to the provisions hereof or any Restricted Stock which is forfeited
            by any Participant shall again be available for Awards under the
            Plan.

14.   DETERMINATION OF AWARDS AND PARTICIPANTS

      (a)   As promptly as practicable after the end of each year, the Committee
            may make Awards (other than Annual Performance Awards and Long-Term
            Performance Awards, which are to be made exclusively as set forth in
            Sections 27A and 28A, respectively) for such year and determine the
            amounts to be carried forward for Awards in future years. The
            Committee may also, in its discretion, make Awards (other than
            Annual Performance Awards and Long-Term Performance Awards, which
            are to be made exclusively as set forth in Sections 27A and 28A,
            respectively) prior to the end of the year based on the amounts
            available under clauses (ii) and (iii) of Section 13(e) and
            reasonable estimates of the accrual for the year in question.

      (b)   The Committee shall have absolute discretion to determine the key
            employees who are to receive Awards (other than Annual Performance
            Awards, which are to be made


                                       7
<PAGE>

            exclusively as set forth in Sections 27A and 28A, respectively)
            under the Plan for any year and to determine the amount of such
            Awards based on such criteria and factors as the Committee in its
            sole discretion may determine, such as the Company's operating cash
            flow and overall financial performance. Recommendations as to the
            key employees who are to receive Awards (including Annual
            Performance Awards and Long-Term Performance Awards) under the Plan
            for any year and as to the amount and form of such Awards shall,
            however, be made to the Committee by the chief executive officer of
            the Company. The fact that an employee is selected as eligible for
            an Award shall not mean, however, that such employee will
            necessarily receive an Award.

      (c)   A person whose employment terminates during the year or who is
            granted a leave of absence during the year may, in the discretion of
            the Committee and under such rules as the Committee may from time to
            time prescribe, be given an Award with respect to the period of such
            person's service during such year.

15.   METHOD AND TIME OF PAYMENT OF AWARDS

      (a)   Awards shall be paid in full as soon as practicable after the Award
            is made; provided, however, that the payment of Annual Performance
            Awards and Long-Term Performance Awards shall be subject to the
            provisions of Sections 27A and 28A, respectively, and provided
            further, that the payment of any or all Awards may be deferred,
            divided into annual installments, or made subject to such other
            conditions as the Committee in its sole discretion may authorize
            under such rules and regulations as may be adopted from time to time
            by the Committee.

      (b)   The Committee's rules and regulations may include procedures by
            which a Participant expresses a preference to the Committee as to
            the form of Award or method of payment of an Award but the final
            determination as to the form and the terms and conditions of any
            Award shall rest solely with the Committee.

      (c)   Awards deferred under the Plan shall become payable to the
            Participant or, in the event of the Participant's death, as
            specified in Section 30 hereof, in such manner, at such time or
            times (which may be either before or after Retirement or other
            termination of service), and subject to such conditions as the
            Committee in its sole discretion shall determine. In any year the
            Committee shall have the discretion to set aside, for payment in
            such year or any future year, interest on any deferred Award payable
            partly in cash, and amounts equivalent to dividends on any deferred
            Award payable wholly or partly in stock; provided, however, that the
            total amount of such interest and dividend equivalents shall be
            deducted from the maximum amount available for Awards under Section
            13(e) of the Plan. Any forfeited deferred Awards (including any
            forfeited stock at its Award value) shall be carried forward and be
            available for Awards in any future year without regard to the
            provisions of Sections 13(a) or (b) of the Plan.

16.   INDIVIDUAL AGREEMENTS

      (a)   The Committee may in its discretion require that each Participant
            receiving an Award enter into an agreement with the Company which
            shall contain such terms and conditions as the Committee in its
            discretion may require.

      (b)   The Committee may cancel any unexpired, unpaid or deferred Award at
            any time if the Participant is not in compliance with all applicable
            provisions of the agreement referred to above, if any, and the Plan.


                                       8
<PAGE>

17.   STATUS OF PARTICIPANTS

      No Participant in this Plan shall be deemed to be a stockholder of the
Company, or to have any interest in any stock or any specific assets of the
Company by reason of the fact that deferred Stock Awards, Retirement Unit
Awards, Annual Performance Awards, Long-Term Performance Awards, Performance
Awards, Other Awards or dollar credits are to be recorded as being held for such
Participant's account to be paid in installments in the future. The interest of
all Participants shall derive from and be determined solely by the terms and
provisions of the Plan set forth herein.

18.   [Intentionally Left Blank]

                              PART IIA STOCK AWARDS

19.   DETERMINATION OF STOCK AWARDS

      (a)   Each year the Committee shall designate those Participants who shall
            receive Stock Awards under this part of the Plan. Stock Awards may
            be granted under this part of the Plan only in lieu of cash salary
            or bonuses. Stock Awards are made in the form of grants of Common
            Stock, which may be delivered immediately, in installments or on a
            deferred date, as the Committee, in its discretion, may provide.

      (b)   If the Committee determines that some portion of a Stock Award to a
            Participant shall be treated as a deferred Stock Award and payable
            in annual or other periodic installments, then the Participant will
            be notified in writing when such deferred Stock Awards shall be paid
            and over what period of time. As soon as feasible after the granting
            of such a Stock Award, there shall be reserved out of the treasury
            shares of the Company, a number (which may include a fraction) of
            shares of Common Stock equal to the number of shares of Common Stock
            so awarded. In each year at the discretion of the Committee there
            may also be allocated or credited to each Participant a dollar
            amount equal to the cash dividends declared and paid by the Company
            on its Common Stock which the Participant would have received had
            such Participant been the owner of the number of shares of any
            Common Stock deferred for future payment. Any amounts provided for
            pursuant to the preceding sentence shall become payable in such
            manner, at such time or times, and subject to such conditions (which
            may include provision for an amount equivalent to interest on such
            dividend equivalents at rates fixed by the Committee) as the
            Committee in its sole discretion shall determine; provided, however,
            that the total value of such dividend equivalents (and any interest
            thereon) shall be deducted from the amount available for Awards
            under the provisions of Section 13(e) of the Plan. The Committee in
            its discretion may make appropriate equitable adjustments to such
            deferred Stock Award to account for any dividends of property (other
            than cash) declared and paid by the Company on its Common Stock, or
            to account for any other event described in Sections 28 and 29
            hereof.

                        PART IIB RESTRICTED STOCK AWARDS

20.   DETERMINATION OF RESTRICTED STOCK AWARDS

      Each year the Committee shall designate the Participants who shall receive
Restricted Stock Awards. Shares awarded under this part of the Plan, while
subject to the restrictions hereinafter set forth,


                                       9
<PAGE>

are referred to as "Restricted Stock."

21.   TERMS OF RESTRICTED STOCK AWARDS

      Any Award of Restricted Stock shall be subject to the following terms and
conditions and to any other terms and conditions not inconsistent with the Plan
as shall be prescribed by the Committee in its sole discretion and which may be
contained in the agreement, if any, referred to in Section 16 above (or in any
amendment thereto):

      (a)   DELIVERY OF RESTRICTED STOCK. Unless otherwise determined by the
            Committee, the Company shall transfer treasury shares to each
            Participant to whom an Award of Restricted Stock has been made equal
            to the number of shares of Restricted Stock specified in the Award,
            and may either (i) hold the certificates representing such shares of
            Restricted Stock for the Participant or (ii) take other steps to
            restrict the Participant's ability to transfer such shares, in
            either case, for the period of time during which such shares shall
            remain subject to the restrictions set forth in the Award (the
            "Restricted Period"). Shares of Restricted Stock may not be sold,
            assigned, transferred, pledged, hypothecated or otherwise encumbered
            by a Participant during the Restricted Period, except as hereinafter
            provided. Except for the restrictions set forth herein and unless
            otherwise determined by the Committee, a Participant shall have all
            the rights of a stockholder with respect to the shares of Restricted
            Stock comprising his or her Award, including, but not limited to,
            the right to vote and the right to receive dividends (which if in
            shares of Common Stock shall be Restricted Stock under the same
            terms and conditions).

      (b)   RESTRICTED PERIOD. The Restricted Period shall commence upon the
            date of the Award (which unless otherwise specified by the Committee
            shall be the date the Restricted Stock is transferred to the
            Participant) and, unless sooner terminated as otherwise provided
            herein, shall continue for such period of time as specified by the
            Committee in the Award. The Restricted Period for Restricted Stock
            shall be at least (i) one year in the case of Restricted Stock
            having restrictions based on performance-based criteria and (ii)
            three years in the case of Restricted Stock having restrictions
            based solely on the passage of time. The terms of any Award of
            Restricted Stock, or the Committee at any time, may provide for the
            earlier termination of the Restricted Stock Period in the case of,
            and only in the case of, the death, Disability or Retirement of the
            Participant.

      (c)   LEGEND. If certificates are issued in respect of shares of
            Restricted Stock transferred or issued to a Participant under an
            Award registered in the name of the Participant, such
            certificate shall bear the following (or a similar) legend:

            "THIS CERTIFICATE AND THE SHARES OF STOCK REPRESENTED HEREBY ARE
            SUBJECT TO THE TERMS AND CONDITIONS CONTAINED IN THE NEW YORK TIMES
            COMPANY 1991 EXECUTIVE STOCK INCENTIVE PLAN (THE "PLAN") APPLICABLE
            TO RESTRICTED STOCK AND TO THE RESTRICTED STOCK AGREEMENT DATED (THE
            "AGREEMENT"), AND MAY NOT BE SOLD, PLEDGED, TRANSFERRED, ASSIGNED,
            HYPOTHECATED, OR OTHERWISE DISPOSED OF OR ENCUMBERED IN ANY MANNER
            DURING THE RESTRICTED PERIOD SPECIFIED IN SUCH AGREEMENT. COPIES OF
            SUCH PLAN AND AGREEMENT ARE ON FILE WITH THE SECRETARY OF THE
            COMPANY."

      (d)   DEATH OR DISABILITY. Unless the Committee shall otherwise determine
            in the


                                       10

<PAGE>

            Award, if a Participant ceases to be employed by the Company by
            reason of death or Disability, the Restricted Period covering all
            shares of Restricted Stock transferred or issued to such Participant
            under the Plan shall immediately lapse.

      (e)   RETIREMENT. Unless the Committee shall otherwise determine in the
            Award, the Restricted Period covering all shares of Restricted Stock
            transferred to a Participant under the Plan shall immediately lapse
            upon such Participant's Retirement, whether early or not.

      (f)   TERMINATION OF EMPLOYMENT. Unless the Committee shall otherwise
            determine in the Award or otherwise determine at or after the date
            of grant, if a Participant ceases to be employed by the Company
            other than due to a condition described in Sections 21(d) or (e)
            above, all shares of Restricted Stock owned by such Participant for
            which the Restricted Period has not lapsed shall revert back to the
            Company upon such termination. Authorized leave of absence or
            absence in military service shall constitute employment for the
            purposes of this Section 21(f). Whether absence in government
            service may constitute employment for the purposes of the Plan shall
            be conclusively determined by the Committee.

      (g)   WAIVER OF FORFEITURE PROVISIONS. The Committee, in its sole and
            absolute discretion, may waive the forfeiture provisions in respect
            of all or some of the Restricted Stock awarded to a Participant.

      (h)   LAPSE OF RESTRICTED PERIOD. Upon the lapse of the Restricted Period
            with respect to any shares of Restricted Stock, such shares shall no
            longer be subject to the restrictions imposed in the Award and shall
            no longer be considered Restricted Stock for the purposes of the
            Award and the Plan, and the Company shall take all appropriate steps
            to effect the foregoing.

                         PART IIC RETIREMENT UNIT AWARDS

22.   DETERMINATION OF RETIREMENT UNIT AWARDS

      Each year the Committee shall designate those Participants who shall
receive Retirement Unit Awards under the Plan. The Company shall create and
maintain appropriate records of account for each Participant which shall be
designated as the Participant's Retirement Unit Account.

23.   CREDITS TO RETIREMENT UNIT ACCOUNTS

      The Committee shall allocate to each Participant selected to receive a
Retirement Unit Award for that year such dollar amount as the Committee shall
determine, taking into account the value of the Participant's services to the
Company. Such dollar amount shall thereupon be converted into Retirement Units
or fractions of Units and credited to each such Participant's Retirement Unit
Account in a number equal to the quotient obtained by dividing such allocated
dollar amount by the Fair Market Value of one share of Common Stock as of the
date the allocation is made.

24.   DIVIDEND CREDITS

      At the discretion of the Committee there may also be allocated in each
year to each Participant a dollar amount equal to the cash dividends declared
and paid by the Company on the Common Stock which the Participant would have
received had such Participant been the owner of the number of shares of


                                       11
<PAGE>

Common Stock equal to the number of the whole Retirement Units (but not
fractional Units) credited to the Participant's Retirement Unit Account;
provided, however, that the total value of such dividend equivalents shall be
deducted from the amount available for Awards under Section 13 of the Plan. The
dollar amounts allocated shall be converted into and credited to the
Participant's Retirement Unit Account as Retirement Units or fractions thereof
as set forth in Section 23 above as of the date on which such dividends were
paid by the Company. No interest shall be paid on the dollar amount so allocated
to the Retirement Unit Account of any Participant. The Committee in its
discretion may make appropriate equitable adjustments to such Retirement Unit
Accounts to account for any dividends of property (other than cash) declared and
paid by the Company on its Common Stock, or to account for any other event
described in Sections 28 and 29 hereof.

25.   RESERVATION OF STOCK AND ACCOUNTING RECORDS

      The Company shall keep records of the Participant's Retirement Unit
Account. At the time of any allocation to a Participant's account under Sections
23 or 24 hereof, there shall be reserved out of treasury shares of the Company a
number (which may include a fraction) of shares of Common Stock equal to the
number of Units or fraction thereof so allocated.

26.   MATURITY AND PAYMENT AFTER MATURITY

      (a)   The Retirement Unit Account of each Participant shall mature upon
            such Participant's death, Retirement or other termination of
            employment.

      (b)   After maturity, the Company shall deliver to the Participant (or in
            the event of the death of the Participant, as specified in Section
            30 hereof) in ten approximately equal annual installments, shares of
            Common Stock equal in the aggregate to the number of Retirement
            Units credited to the Participant's Retirement Unit Account. Any
            fraction of a Unit credited to the Participant's account at maturity
            shall be paid in cash with the first installment, the fractional
            Unit being converted into cash at the Fair Market Value of the
            Common Stock on such first payment date. The first such installment
            shall be paid within 90 days after maturity. However, the Committee
            in its discretion at or any time after maturity may, with the
            consent of the Participant (or the beneficiary of a deceased
            Participant as specified in Section 30 hereof), (i) defer the
            commencement of such distribution or defer any installment, (ii)
            deliver full payment of the shares of Common Stock equal to the
            aggregate number of Retirement Units credited to the Participant's
            Retirement Unit Account and the dollar amount credited thereto, or
            (iii) reduce or increase the number of annual installments in which
            the payments are to be made.

      (c)   So long as Retirement Units remain credited to the Retirement Unit
            Account of a Participant subsequent to maturity, such account shall
            be credited with the dollar amount allocated to the account as
            dividends as provided for in Section 24 hereof. Any dollar amount so
            credited may be paid in cash with the next succeeding annual
            installment made under Section 26(b) above, or in such manner, at
            such time or times, and subject to such conditions as the Committee
            in its sole discretion shall determine; provided, however, that in
            the case of any dollar amount credited to an account after maturity
            in respect of a dividend declared prior to maturity, such dollar
            amounts shall be converted to Retirement Units as of the date of
            payment and the remaining installments of Common Stock shall be
            increased accordingly.


                                       12
<PAGE>

                       PART IID ANNUAL PERFORMANCE AWARDS

27A.  DETERMINATION OF ANNUAL PERFORMANCE AWARDS

      (a)   GENERAL. Each year the Committee may make Annual Performance Awards
            under this part of the Plan; provided that no Participant may be
            eligible to receive an Annual Performance Award hereunder and under
            the Cash Plan in the same year.

      (b)   CERTAIN DEFINITIONS. For the purposes of this Section 27A, the
            following terms shall have the meanings specified:

      "Affected Officers" shall mean those executive officers of the Company
whose compensation is required to be disclosed in the Company's annual proxy
statement relating to the election of directors.

      "Code Section 162(m)" shall mean Section 162(m) of the Code (or any
successor provision), and "Regulations" shall mean the regulations promulgated
thereunder, as from time to time in effect.

      "Eligible Participants" shall have the meaning set forth in subsection (c)
below.

      "Performance Adjustment" means, for any year, a factor ranging from 0% to
200%, based upon the achievement of Performance Goal Targets established by the
Committee, that, when multiplied by an Eligible Participant's Target Award,
determines the amount of such Eligible Participant's Annual Performance Award
for such year.

      "Performance Goal" means, for any year, the business criteria selected by
the Committee to measure the performance during such year of the Company (or of
a division, subsidiary or group thereof) from one or more of the following:

      (i)    earnings per share of the Company for the year;

      (ii)   net income of the Company for the year;

      (iii)  return on assets of the Company for the year (net income of the
             Company for the year divided by average total assets during such
             year);

      (iv)   return on stockholder's equity of the Company for the year (net
             income of the Company for the year divided by average
             stockholder's equity during such year);

      (v)    operating profit or operating margins of the Company or of a
             division, subsidiary or group thereof for the year;

      (vi)   cash flow of the Company or of a division, subsidiary or group
             thereof for the year;

      (vii)  increase in shareholder value as determined at the end of each
             year;

      (viii) revenue growth of the Company or of a division, subsidiary or
             group thereof for the year; and

      (ix)   improved use of capital and/or assets of the Company or of a
             division, subsidiary or group thereof for the year.

      "Performance Goal Target" means, for any Performance Goal, the levels of
performance during


                                       13
<PAGE>

a year under such Performance Goal established by the Committee to determine the
Performance Adjustment to an Eligible Participant's Target Award for such year.

      "Target Award" means, for any year, with respect to an Eligible
Participant, the dollar amount set by the Committee that, when multiplied by the
applicable Performance Adjustment, determines the dollar amount of such Eligible
Participant's Annual Performance Award.

      (c)   ELIGIBILITY. Annual Performance Awards are available each year only
            to Plan Participants who are designated by the Committee, prior to
            March 31 of such year (or prior to such later date as permitted by
            Code Section 162(m) and the Regulations), as likely to be Affected
            Officers for such year, whose annual salary and bonus for such year
            are expected to exceed $1,000,000 and who are not designated by the
            Committee as eligible for an annual performance award under the Cash
            Plan for such year ("Eligible Participants").

      (d)   DETERMINATION OF ANNUAL PERFORMANCE AWARDS. Prior to March 31 of
            each year (or prior to such later date as permitted by Code Section
            162(m) and the Regulations), the Committee will determine the
            Eligible Participants for such year, will designate those Eligible
            Participants who will be entitled to earn an Annual Performance
            Award for such year under this Plan, and will establish for each
            such Eligible Participant for such year: (i) a Target Award, (ii)
            one or more Performance Goals, and (iii) for each such Performance
            Goal, a Performance Goal Target, the method by which achievement
            thereof will be measured and a schedule of Performance Adjustment
            factors corresponding to varying levels of Performance Goal Target
            achievement. In the event more than one Performance Goal is
            established for any Eligible Participant, the Committee shall at the
            same time establish the weighting of each such Performance Goal in
            determining such Eligible Participant's Annual Performance Award.
            Notwithstanding anything in this Section 27A to the contrary, the
            Annual Performance Award payable to any Eligible Participant in any
            year may not exceed $3.0 million.

      (e)   PAYMENT OF ANNUAL PERFORMANCE AWARDS. Subject to subsection (f)
            below, Annual Performance Awards will be paid as soon as practicable
            after the end of the year to which it relates and after the
            Committee certifies the extent to which the Performance Goal Target
            or Targets under the Performance Goal or Goals have been met or
            exceeded. In the discretion of the Committee, an Annual Performance
            Award may be paid in cash, shares of Common Stock, shares of
            Restricted Stock (subject to the provisions of Section 21 hereof),
            Retirement Units (subject to the provisions of Sections 23-26
            hereof) or any combination thereof. For this purpose, shares of
            Common Stock shall be valued at Fair Market Value, and Restricted
            Stock and Retirement Units shall be deemed to have a value equal to
            the Fair Market Value of the underlying Common Stock, in each case
            as of the date of the Committee's determination to pay such Annual
            Performance Award in such form or forms. If permitted by the
            Regulations and Code Section 162(m), the Committee may determine to
            pay a portion of an Annual Performance Award in December of the year
            to which it relates. The Committee may not increase the amount of an
            Annual Performance Award that would otherwise be payable upon
            achievement of the Performance Target or Targets, but it may reduce
            any Eligible Participant's Annual Performance Award in its
            discretion. Subject to Section 14(c) above, no Annual Performance
            Award will be payable to any Eligible Participant who is not an
            employee of the Company on the last day of the year to which such
            Annual Performance Award relates.

      (f)   DEFERRAL OF ANNUAL PERFORMANCE AWARDS. If the Committee


                                       14
<PAGE>

            determines that some portion of an Annual Performance Award to an
            Eligible Participant shall be treated as a deferred Annual
            Performance Award and be payable in annual or other periodic
            installments, the Eligible Participant will be notified in writing
            when such deferred Annual Performance Award shall be paid and over
            what period of time. A deferred Award in the form of shares of
            Common Stock shall be subject to the provisions of Section 19(b)
            hereof. In the case of a deferred Award in the form of cash, in each
            year the Committee shall have the discretion to provide for the
            payment of an amount equivalent to interest, at such rate or rates
            fixed by the Committee, on such deferred cash Annual Performance
            Award. Any amounts provided for pursuant to the preceding sentence
            shall become payable in such a manner, at such time or times, and
            subject to such conditions as the Committee shall in its sole
            discretion determine; provided, however, that the total amount of
            such interest shall be deducted from the maximum amount available
            for Awards under the formula described in Section 13 of the Plan.

      (g)   CODE SECTION 162(m). It is the intent of the Company that Annual
            Performance Awards satisfy, and this Section 27A be interpreted in a
            manner that satisfies, the applicable requirements of Code Section
            162(m) and the Regulations so that the Company's tax deduction for
            Annual Performance Awards to Affected Officers is not disallowed in
            whole or in part by operation of Code Section 162(m). If any
            provision of this Plan or of any Annual Performance Award would
            otherwise frustrate or conflict with such intent, that provision
            shall be interpreted and deemed amended so as to avoid such
            conflict. To the extent of any irreconcilable conflict with such
            intent, such provision shall be deemed void as applicable to
            Eligible Participants.

                      PART IIE PERFORMANCE OR OTHER AWARDS

27.   DETERMINATION OF PERFORMANCE AND OTHER AWARDS

      (a)   Each year the Committee in its sole discretion may authorize other
            forms of Awards such as, but not limited to, Performance Awards, if
            the Committee deems it appropriate to do so in order to further the
            purposes of the Plan.

      (b)   A "Performance Award" shall mean an Award which entitles the
            Participant to receive Common Stock, Restricted Stock, Retirement
            Units, Options under Part I of the Plan or other compensation (which
            may include cash), or any combination thereof, in an amount which
            depends upon the financial performance of the Company during a
            stated period of more than one year. Performance for this purpose
            may be measured by the growth in book value of the Common Stock, an
            increase in per share earnings of the Company, an increase in
            operating cash flow, or any other indicators specified by the
            Committee. The Committee shall also fix the period during which such
            performance is to be measured, the value of a Performance Award for
            purposes of providing for the accrual pursuant to Section 13 of the
            Plan and the form of payment to be made in respect of the
            Performance Award.

                      PART IIF LONG-TERM PERFORMANCE AWARDS

28A.  DETERMINATION OF LONG-TERM PERFORMANCE AWARDS

      (a)   GENERAL. Each year the Committee shall designate those Participants
            who shall be


                                       15
<PAGE>

            eligible to receive Long-Term Performance Awards under this part of
            the Plan.

      (b)   CERTAIN DEFINITIONS. For purposes of this Section 28A, the following
            terms shall have the meanings specified:

      "Code Section 162(m)" shall mean Section 162(m) of the Internal Revenue
Code of 1986, as amended (or any successor provision), and "Regulations" shall
mean the regulations promulgated thereunder, as from time to time in effect.

      "Eligible Participants" shall mean certain key business leaders and senior
management of the Company as determined in the discretion of the Committee.

      "Long-Term Performance Goal" means, for any Performance Period, the
business criteria selected by the Committee to measure the performance during
such Performance Period of the Company (or of a division, subsidiary or group
thereof) from one or more of the following:

      (i)   earnings per share of the Company for the Performance Period;

      (ii)  net income of the Company for the Performance Period;

      (iii) return on assets of the Company for the Performance Period (net
            income of the Company for the Performance Period divided by average
            total assets for such Performance Period);

      (iv)  return on stockholder's equity of the Company for the Performance
            Period (net income of the Company for the Performance Period divided
            by average stockholder's equity for such Performance Period);

      (v)   operating profit or operating margins of the Company or of a
            division, subsidiary or group thereof for the Performance Period;

      (vi)  cash flow of the Company or of a division, subsidiary or group
            thereof for the Performance Period;

      (vii) increase in shareholder value as determined at the end of the
            Performance Period;

     (viii) revenue growth of the Company or of a division, subsidiary or group
            thereof for the Performance Period; and

      (ix)  improved use of capital and/or assets of the Company or of a
            division, subsidiary or group thereof for the Performance Period.

      "Long-Term Performance Goal Target" means, for any Long-Term Performance
Goal, the levels of performance during a Performance Period under such Long-Term
Performance Goal established by the Committee to determine an Eligible
Participant's maximum Long-Term Performance Award.

      "Performance Period" means the period in excess of one year commencing on
January 1 of the year in which the Committee makes the Long-Term Performance
Award to an Eligible Participant.

      (c)   ELIGIBILITY. Long-Term Performance Awards are available each year to
            Eligible Participants who are designated by the Committee, prior to
            March 31 of such year (or prior to such later date as permitted by
            Code Section 162(m) and the Regulations).

      (d)   DETERMINATION OF LONG-TERM PERFORMANCE AWARDS. Prior to


                                       16
<PAGE>

            March 31 of each year (or prior to such later date as permitted by
            Code Section 162(m) and the Regulations), the Committee will
            designate the Eligible Participants who will be entitled to earn a
            Long-Term Performance Award for such Performance Period under this
            Plan, and will establish for each such Eligible Participant for such
            Performance Period (i) one or more Long-Term Performance Goals, and
            (ii) for each such Long-Term Performance Goal, a Long-Term
            Performance Goal Target and the method by which achievement thereof
            will be measured. In the event that more than one Long-Term
            Performance Goal is established for any Eligible Participant, the
            Committee shall at the same time establish the weighting of each
            such Long-Term Performance Goal in determining such Eligible
            Participant's Long-Term Performance Award. Notwithstanding anything
            in this Section 28A to the contrary, the Long-Term Performance Award
            payable to any Eligible Participant in any Performance Period may
            not exceed $3.0 million.

      (e)   PAYMENT OF LONG TERM PERFORMANCE AWARDS. Subject to subsection (g)
            below, Long-Term Performance Awards will be paid in cash as soon as
            practicable after the end of the Performance Period to which it
            relates and after the Committee certifies the extent to which the
            Long-Term Performance Goal Target or Targets under the Long-Term
            Performance Goal or Goals have been met or exceeded. If permitted by
            the Regulations and Code Section 162(m), the Committee may determine
            to pay a portion of a Long-Term Performance Award in December of the
            last year of the Performance Period to which it relates. The
            Committee may not increase the amount of a Long-Term Performance
            Award that would otherwise be payable upon the achievement of the
            Long-Term Performance Goal Target or Targets, but it may reduce any
            Eligible Participant's Long-Term Performance Award in its
            discretion. Subject to Sections 14(c) and 28A(g), no Long-Term
            Performance Award will be payable to any Eligible Participant who is
            not an employee of the Company on the last day of the Performance
            Period to which such Long-Term Performance Award relates.

      (f)   TERMINATION OF EMPLOYMENT BECAUSE OF DEATH, DISABILITY OR
            RETIREMENT. In the event that an Eligible Participant terminates
            employment because of death, Disability or Retirement, such Eligible
            Participant, or in the event of death such person as determined in
            accordance with Section 30, shall be paid a pro rata portion of such
            Eligible Participant's Long-Term Performance Award that would
            otherwise be payable upon the achievement of the Long-Term
            Performance Goal Target or Targets had the Participant continued
            employment until the end of the Performance Period. Such pro rata
            Long-Term Performance Award shall not be paid until the end of the
            Performance Period to which such Long-Term Award relates.

      (g)   DEFERRAL AND ALTERNATIVE FORM OF PAYMENT OF LONG-TERM PERFORMANCE
            AWARDS. If the Committee determines that some portion of a Long-Term
            Performance Award to an Eligible Participant shall be treated as a
            deferred Long-Term Performance Award and payable in annual or other
            periodic installments, the Eligible Participant will be notified in
            writing when such deferred Long-Term Performance Award shall be paid
            and over what period of time. In each year the Committee shall have
            the discretion to provide for the payment of an amount equivalent to
            interest, at such rate or rates fixed by the Committee, on any
            deferred Long-Term Performance Award. Any amounts provided for
            pursuant to the preceding sentence shall become payable in such
            manner, at such time or times, and subject to such conditions as the
            Committee shall in its sole discretion determine; provided, however,
            that the total amount of such interest shall be deducted from the
            maximum amount available for Awards under the formula described in
            Section 5 of the Plan. Furthermore, the


                                       17
<PAGE>

            Committee may, in its sole discretion, determine that such Long-Term
            Performance Award shall be paid in shares of Common Stock or in the
            form of Retirement Units (subject to the provisions of Sections
            23-26 hereof). For this purpose, shares of Common Stock shall be
            valued at Fair Market Value, and Retirement Units shall be deemed to
            have a value equal to the Fair Market Value of the underlying Common
            Stock, in each case as of the date of the Committee's determination
            to pay such Long-Term Performance Award in such form.

      (h)   CODE SECTION 162(m). It is the intent of the Company that Long-Term
            Performance Awards satisfy, and this Section 28A be interpreted in a
            manner that satisfies, the applicable requirement of Code Section
            162(m) and the Regulations so that the Company's tax deduction for
            Long-Term Performance Awards to Eligible Participants is not
            disallowed in whole or in part by operation of Code Section 162(m).
            If any provision of this Plan or of any Long-Term Performance Award
            would otherwise frustrate or conflict with such intent, that
            provision shall be interpreted and deemed amended so as to avoid
            such conflict. To the extent of any irreconcilable conflict with
            such intent, such provision shall be deemed void as applicable to
            any Participant whose compensation is subject to Code Section
            162(m).

                           PART III GENERAL PROVISIONS

28.   STOCK DIVIDEND OR STOCK SPLIT

      If at any time the Company shall take any action whether by stock
dividend, stock split, combination of shares, or otherwise, which results in a
proportionate increase or decrease in the number of shares of Common Stock
theretofore issued and outstanding, (i) the number of shares of Common Stock
then subject to deferred Awards, credited to Retirement Unit Accounts (matured
or unmatured) or set aside for Performance or Other Awards, (ii) the number of
outstanding Options, the number of shares of Common Stock for which such Options
are exercisable and the exercise price thereof, (iii) the number of shares of
Common Stock reserved for Awards, (iv) the number of shares of Common Stock
reserved for Options, and (v) the maximum number of shares with respect to which
Options may be granted to any key employee in any calendar year under Section
6(b), shall be increased or decreased in the same proportion. The Committee
shall make an appropriate equitable adjustment to the provisions of Section
13(a) to take account of such increase or decrease in issued and outstanding
shares. The Committee in its discretion may make appropriate equitable
adjustments respecting deferred Stock Awards, Retirement Units, Annual
Performance Awards, Long-Term Performance Awards, Performance or Other Awards
and outstanding Options to take account of a dividend by the Company of property
other than cash. All such adjustments shall be made by the Committee whose
determination shall be conclusive and binding upon all Participants and any
person claiming under or through any Participant.

29.   RECLASSIFICATION OR MERGER

      If at any time the Company reclassifies or otherwise changes its issued
and outstanding Common Stock (other than in par value) or the Company and one or
more corporations merge and the Company is the surviving corporation of such
merger, then each Stock Award, Retirement Unit (matured or unmatured), Annual
Performance Award, Performance or Other Award which at the time of such
reclassification or merger is credited as a Stock Award, Retirement Unit, Annual
Performance Award, Long-Term Performance Award, Performance or Other Award shall
thereafter be deemed to be the equivalent of (and all Units thereafter credited
to a Retirement Unit Account shall be computed with reference to), and
outstanding Options shall be exercisable for, the shares of stock or other
securities of the Company which pursuant to the terms of such reclassification
or merger are issued with respect to


                                       18
<PAGE>

each share of Common Stock. The Committee shall also make an appropriate
equitable adjustment to the provisions of Sections 6(b) and 13(a) to take
account of such event. All such adjustments shall be made by the Committee whose
determination shall be conclusive and binding upon all Participants and any
person claiming under or through any Participant.

30.   NON-ALIENATION OF BENEFITS

      Except as herein specifically provided, no right or unpaid benefit under
this Plan shall be subject to alienation, assignment, pledge or charge and any
attempt to alienate, assign, pledge or charge the same shall be void. If any
Participant or person entitled to the benefits hereunder should attempt to
alienate, assign, pledge or charge any benefit hereunder, then such benefit
shall, in the discretion of the Committee, cease. Notwithstanding the foregoing,
rights and benefits hereunder shall pass by will or the laws of descent and
distribution in the following order: (i) to beneficiaries so designated by the
Participant; if none, then (ii) to a legal representative of the Participant; if
none, then (iii) to the persons entitled thereto as determined by a court of
competent jurisdiction. Awards so passing shall be made at such times and in
such manner as if the Participant were living.

31.   WITHHOLDING OR DEDUCTION FOR TAXES

      If at any time specified herein for the making of any payment or delivery
of any Common Stock to any Participant or beneficiary, any law or regulation of
any governmental authority having jurisdiction in the premises shall require the
Company to withhold, or to make any deduction for, any taxes or take any other
action in connection with the payment or delivery then to be made, such payment
or delivery shall be deferred until such withholding or deduction shall have
been provided for by the Participant or beneficiary, or other appropriate action
shall have been taken. The amount of any such tax shall be computed by the
Company in a manner consistent with applicable law. The Participant or
beneficiary may satisfy the obligation for such withholding or deduction in
whole or in part by electing to deliver shares of Common Stock already owned and
having a value (as determined by Committee rule consistent with applicable law)
equal to the amount to be withheld or deducted.

32.   ADMINISTRATION EXPENSES

      The entire expense of administering this Plan shall be borne by the
      Company.

33.   GENERAL CONDITIONS

      (a)   The Board in its discretion may from time to time amend, suspend or
            terminate any or all of the provisions of this Plan, provided that
            no change may be made which would prevent Incentive Stock Options
            granted under the Plan from being Incentive Stock Options as
            described therein without the consent of the optionees concerned,
            and further provided that the Board may not make any amendment which
            (1) changes the class of persons eligible for Incentive Stock
            Options, or (2) increases the total number of shares for which
            Options may be granted under Section 6(c), or (3) materially affects
            the provisions of Sections 13(a) or (b) of the Plan, or (4)
            materially increases the benefits accruing to Participants under the
            Plan (provided that changes in the vesting and exercise periods for
            Options for Participants who leave the Company may be effected by
            the Board or the Committee without stockholder approval), or (5)
            increases the total number of shares authorized under Section 13(f)
            for which Awards may be granted, without the consent and approval of
            the holders of a majority of the outstanding shares of Class A and
            Class B Common Stock of the Company entitled to vote thereon, voting
            together as one class. The foregoing provisions shall not be
            construed to prevent the Committee from exercising its discretion,
            or to limit such discretion, to increase the total number of shares


                                       19
<PAGE>

            for which Options may be granted under Section 6(b) or the total
            number of shares authorized under Section 13(f) for which Awards may
            be granted, as expressly permitted by Sections 28 and 29 hereof, or
            to adjust the provisions of Sections 13(a) and (b) hereof as
            expressly permitted by Sections 13(b), 28 and 29 hereof, or
            otherwise to exercise any discretion to the extent expressly
            authorized hereunder.

      (b)   Nothing contained in the Plan shall prohibit the Company from
            establishing incentive compensation arrangements in addition to this
            Plan and the Cash Plan. Payments made under any such separate
            arrangements shall not be included in or considered a part of the
            maximum dollar amount available for Awards under the Plan and Cash
            Plan, or number of shares available for Awards or Options under the
            Plan, and shall not be charged against the dollar or share amounts
            available for Awards under the Plan and Cash Plan or Options under
            the Plan. In the discretion of the Committee, employees shall be
            eligible to participate in such other arrangements, as well as the
            Plan and Cash Plan, in the same year.

      (c)   Nothing in this Plan shall be deemed to limit in any way the right
            of the Company to terminate a Participant's employment with the
            Company at any time.

      (d)   The Committee may promulgate rules and regulations relating to the
            administration and interpretation of, and procedures under, the
            Plan. Any decision or action taken by the Company, the Board or the
            Committee arising out of or in connection with the construction,
            administration, interpretation and effect of the Plan shall be
            conclusive and binding upon all Participants and any person claiming
            under or through any Participant.

      (e)   No member of the Board or of the Committee shall be liable for any
            act or action, whether of commission or omission, taken by any other
            member or by any officer, agent or employee, nor for anything done
            or omitted to be done by such Director except in circumstances
            involving actual bad faith.

      (f)   Notwithstanding any other provision of this Plan, the Company shall
            not be obligated to make any Award, issue any shares of Common
            Stock, or grant any Option with respect thereto, unless it is
            advised by counsel of its selection that it may do so without
            violation of the applicable Federal and State laws pertaining to the
            issuance of securities, and may require any stock so issued to bear
            a legend, may give its transfer agent instructions, and may take
            such other steps, as in its judgment are reasonably required to
            prevent any such violation.

      (g)   It is the intent of the Company that transactions involving Options
            or Awards granted under the Plan be entitled to the exemption from
            Section 16 of the Exchange Act provided by Rule 16b-3, that any
            ambiguities or inconsistencies in construction of the Plan be
            interpreted to give effect to such intention and that if any
            provision of the Plan is found not to be in compliance with Rule
            16b-3, such provision shall be deemed null and void to the extent
            required to permit any such transaction to comply with Rule 16b-3.
            The Committee may adopt rules and regulations under, and amend, the
            Plan in furtherance of the intent of the foregoing.

34.   TRANSITION

      Upon the effectiveness of this Plan, as provided below, and the Cash Plan,
such plans replaced the Company's Executive Incentive Compensation Plan
("EICP"), except that the EICP shall continue to govern options and awards of
restricted stock outstanding under the EICP. No further awards will be


                                       20
<PAGE>

made under the EICP, and all amounts accrued for awards under the EICP and
unawarded were carried forward and made available for Awards under the Plan and
awards under the Cash Plan. All unmatured and matured but undistributed
retirement units and all performance awards respecting current performance
cycles awarded under the EICP became Retirement Units and Performance Awards
hereunder and any payments or distributions in respect thereof shall be made
hereunder; provided, however, that the number of shares of Common Stock
available for Awards pursuant to Section 13(f) hereof shall not be reduced by
the number of such retirement units previously awarded under the EICP and paid
subsequently under the Plan.

35.   EFFECTIVE DATE;  EXPIRATION

      The Plan became effective for periods beginning after January 1, 1991 upon
approval by the holders of a majority of the outstanding shares of Class A and
Class B Common Stock of the Company entitled to vote thereon at the 1991 Annual
Meeting of Stockholders, in person or by proxy, voting together as a single
class. No Options may be granted or Awards made under the Plan after December
31, 2010, or such earlier expiration date as may be designated by resolution of
the Board.


                                       21

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-10.3
<SEQUENCE>3
<FILENAME>0003.txt
<DESCRIPTION>EXECUTIVE CASH BONUS PLAN
<TEXT>


                                                                    Exhibit 10.3

                           THE NEW YORK TIMES COMPANY
                         1991 EXECUTIVE CASH BONUS PLAN
                         AS AMENDED THROUGH MAY 23, 2000

1. NAME AND GENERAL PURPOSE

      The name of this plan is The New York Times Company 1991 Executive Cash
Bonus Plan (hereinafter called the "Plan"). The purpose of the Plan is to enable
the Company (as hereinafter defined) to retain and attract executives who
enhance its tradition and contribute to its success by their ability, ingenuity
and industry, and to enable them to participate in the long-term success and
growth of the Company.

2. DEFINITIONS

      (a)   "Awards"--has the meaning specified in Section 4 hereof.

      (b)   "Board"--means the Board of Directors of the Company.

      (c)   "Committee"--means the Committee referred to in Section 3 of the
            Plan. If at any time no Committee shall be in office then the
            functions of the Committee specified in the Plan shall be exercised
            by the non-employee members of the Board.

      (d)   "Company"--means The New York Times Company, a corporation organized
            under the laws of the State of New York (or any successor
            corporation), and, unless the context otherwise requires, its
            subsidiaries (as hereinafter defined) and other non-corporate
            entities in which it owns directly or indirectly 20% or more of the
            equity interests. A "subsidiary" means any corporation in which the
            Company possesses directly or indirectly 50% or more of the combined
            voting power of all classes of stock.

      (e)   "Consolidated Statement of Income"--means the consolidated statement
            of income (or any comparable statement, however designated) of the
            Company, audited by the independent certified public accountants of
            the Company and contained in the Company's annual report to
            stockholders or proxy statement.

      (f)   "Income Before Income Taxes"--means the amount designated as Income
            Before Income Taxes for the applicable year and shown separately on
            the Consolidated Statement of Income for such year.

      (g)   "Participant"--means a key employee of the Company who is selected
            by the Committee to participate in any part of the Plan from among
            persons who in the judgment of the Committee are key employees of
            the Company. In general, key employees are those employees who have
            principal responsibility for, or who contribute substantially to,
            the management efficiency, editorial achievement or financial
            success of the Company. Only employees of The New York Times
            Company, its subsidiaries and other non-corporate entities in which
            it owns directly or indirectly 40% or more of the equity interests
            are eligible to participate in the Plan.

      (h)   "Stock Plan"--means the Company's 1991 Executive Stock Incentive
            Plan.

<PAGE>

3. ADMINISTRATION OF THE PLAN

      The Plan shall be administered by the Board or the Committee appointed by
it and composed of two or more directors who are not employees of the Company.
The Committee shall be constituted so as to enable the Plan to comply with the
administration requirements of Section 162(m)(4)(C) of the Internal Revenue Code
of 1986, as amended. The Committee shall serve at the pleasure of the Board and
shall have such powers as the Board may from time to time confer upon it.

PART I AWARDS

4. FORM OF AWARDS

      The Plan is designed to provide incentives for Participants by the making
of awards of supplemental compensation ("Awards"). The Committee, subject to the
terms and conditions hereof, may make Awards to a Participant in any one, or in
any combination, of the following forms:

      (a)   Cash Awards as provided in Part IA of the Plan ("Cash Awards");

      (b)   Annual Performance Awards as provided in Part IB of the Plan
            ("Annual Performance Awards");

      (c)   Performance Awards ("Performance Awards") or other forms of Awards
            as provided in Part IC of the Plan; and

      (d)   Long-Term Performance Awards as provided in Part ID of the Plan
            ("Long-Term Performance Awards").

      Awards may be made to a Participant whether or not he or she receives an
award or option under the Stock Plan. Cash Awards, Performance Awards and other
forms of Awards pursuant to Part IC will be based on a Participant's performance
in those areas for which the Participant is directly responsible. Performance
for this purpose may be measured by the achievement of specific management goals
such as, but not limited to, an increase in earnings or the operating cash flow
of the Company, outstanding initiative or achievement in any department of the
Company, or any other standards specified by the Committee. Annual Performance
Awards will be based exclusively on the criteria set forth in Part IB. Long-Term
Performance Awards will be based exclusively on the criteria set forth in Part
ID.

      No Award under the Plan is payable in common stock or preferred stock of
the Company.

5. MAXIMUM AMOUNT AVAILABLE FOR THE ACCRUAL OF AWARDS FOR ANY YEAR

      (a)   No accrual for Awards shall be made hereunder (or under the Stock
            Plan) for any year unless cash dividends of not less than ten cents
            ($.10) per share (as adjusted as hereafter provided) have been
            declared on the outstanding Class A and Class B Common Stock of the
            Company during such year. If at any time the Company shall take any
            action, whether by stock dividend, stock split, combination of
            shares, or otherwise, which results in an increase or decrease in
            the number of shares of Class A and/or Class B Common Stock
            theretofore issued and outstanding, or the Company reclassifies or
            otherwise changes its issued and outstanding Class A and/or Class B
            Common Stock (other than in par value) or the Company and one or
            more corporations merge and the Company is the surviving corporation
            of such merger, then the Committee shall make an equitable
            adjustment to the


                                       2
<PAGE>

            provisions of this Section 5(a) to take account of such event.

      (b)   In the event that the above condition is met for any year during the
            continuance of this Plan, the maximum aggregate amount that may be
            accrued for Awards under the Plan and the Stock Plan for such year
            shall be 4% of Income Before Income Taxes. The Committee, in its
            sole discretion, may make adjustments in Income Before Income Taxes
            to take account of extraordinary, unusual or infrequently occurring
            events and transactions, changes in accounting principles that
            substantially affect the foregoing, or such other circumstances as
            the Committee may determine warrant such adjustment.

      (c)   As soon as feasible after the close of each year, the independent
            certified public accountants of the Company shall determine and
            report the maximum amount that may be accrued for Awards for such
            year under the formula described in Section 5(b), subject to the
            second sentence of such Section.

      (d)   If amounts are accrued in any year under the formula described in
            this Section 5 and are not awarded in full in such year under the
            Plan and the Stock Plan, such unawarded amounts may, in the
            discretion of the Committee, be carried forward and be available for
            Awards under this Plan and under the Stock Plan in any future year
            without regard to the provisions of Sections 5(a) or (b) of the Plan
            applicable to Awards made in such year.

      (e)   Awards under the Plan for any year may not exceed the sum of (i) the
            amount accrued for such year under Section 5(b) above plus (ii)
            unawarded accrued amounts carried forward from previous years under
            Section 5(d) above plus (iii) amounts that may become available for
            Awards pursuant to the last sentence of Section 7(c) hereof, minus
            (x) the amount of interest equivalents allocated during such year
            pursuant to Section 10(b) hereof, and minus (y) the amount of awards
            made for such year under the Stock Plan valued as set forth in
            Section 13(e) of the Stock Plan (and any interest or dividend
            equivalents allocated during such year pursuant to Sections 15(c),
            24 and 27A thereof).

6. DETERMINATION OF AWARDS AND PARTICIPANTS

      (a)   As promptly as practicable after the end of each year, the Committee
            may make Awards (other than Annual Performance Awards and Long-Term
            Performance Awards, which are to be made exclusively as set forth in
            Parts IB and ID, respectively) for such year and determine the
            amounts to be carried forward for Awards in future years. The
            Committee may also, in its discretion, make Awards (other than
            Annual Performance Awards and Long-Term Performance Awards, which
            are to be made exclusively as set forth in Parts IB and ID,
            respectively) prior to the end of the year based on amounts
            available under clauses (ii) and (iii) of Section 5(e) and
            reasonable estimates of the accrual for the year in question.

      (b)   The Committee shall have absolute discretion to determine the key
            employees who are to receive Awards (other than Annual Performance
            Awards and Long-Term Performance Awards, which are to be made
            exclusively as set forth in Parts IB and ID, respectively) under the
            Plan for any year and to determine the amount of such Awards based
            on such criteria and factors as the Committee in its sole discretion
            may determine, such as the Company's operating cash flow and overall
            financial performance. Recommendations as to the key employees who
            are to receive Awards (including Annual Performance Awards and
            Long-Term Performance Awards) under the Plan for any year and to the
            amount and form of such Awards shall, however, be made to the
            Committee by the chief executive officer of the Company. The fact
            that an employee is selected as eligible for an Award shall not
            mean,


                                       3
<PAGE>

            however, that such employee will necessarily receive an Award.

      (c)   A person whose employment terminates during the year or who is
            granted a leave of absence during the year may, in the discretion of
            the Committee and under such rules as the Committee may from time to
            time prescribe, be given an Award with respect to the period of such
            person's service during such year.

7. METHOD AND TIME OF PAYMENT OF AWARDS

      (a)   Awards shall be paid in full as soon as practicable after the Award
            is made; provided, however, that payment of Annual Performance
            Awards and Long-Term Performance Awards shall be subject to the
            provisions of Parts IB and ID, respectively; and provided further,
            that the payment of any or all Awards may be deferred, divided into
            annual installments, or made subject to such other conditions as the
            Committee in its sole discretion may authorize under such rules and
            regulations as may be adopted from time to time by the Committee.

      (b)   The Committee's rules and regulations may include procedures by
            which a Participant expresses a preference to the Committee as to
            the form of Award or method of payment of an Award but the final
            determination as to the form and the terms and conditions of any
            Award shall rest solely with the Committee.

      (c)   Awards deferred under the Plan shall become payable to the
            Participant or, in the event of the Participant's death, as
            specified in Section 14 hereof, in such manner, at such time or
            times (which may be either before or after termination of service),
            and subject to such conditions as the Committee in its sole
            discretion shall determine. In any year the Committee shall have the
            discretion to set aside, for payment in such year or any future
            year, interest on any deferred Award; provided, however, that the
            total amount of such interest shall be deducted from the maximum
            amount available for Awards under Section 5 of the Plan. Any
            forfeited deferred Awards shall be carried forward and be available
            for Awards in any future year without regard to the provisions of
            Sections 5(a) or (b) of the Plan.

8. INDIVIDUAL AGREEMENTS

      (a)   The Committee may in its discretion require that each Participant
            receiving an Award enter into an agreement with the Company which
            shall contain such terms and conditions as the Committee may in its
            discretion request.

      (b)   The Committee may cancel any unexpired, unpaid or deferred Award at
            any time if the Participant is not in compliance with all applicable
            provisions of the agreement referred to above, if any, and the Plan.

9. STATUS OF PARTICIPANTS

      No Participant in the Plan shall have any interest in any specific assets
of the Company by reason of the fact that deferred Awards are to be recorded as
being held for such Participant's account to be paid in installments in the
future. The interest of all Participants shall derive from and be determined
solely by the terms and provisions of the Plan set forth herein.


                                       4
<PAGE>

PART IA CASH AWARDS

10. DETERMINATION OF CASH AWARDS

      (a)   Each year the Committee shall designate those Participants who shall
            receive Cash Awards under this part of the Plan. Cash Awards may be
            paid immediately, in installments or on a deferred date, as the
            Committee in its discretion may provide.

      (b)   If the Committee determines that some portion of a Cash Award to a
            Participant shall be treated as a deferred Cash Award and be payable
            in annual or other periodic installments, the Participant will be
            notified in writing when such deferred Cash Award shall be paid and
            over what period of time. In each year the Committee shall have
            discretion to provide for the payment of an amount equivalent to
            interest, at such rate or rates fixed by the Committee, on any
            deferred Cash Award. Any amounts provided for pursuant to the
            preceding sentence shall become payable in such manner, at such time
            or times, and subject to such conditions as the Committee shall in
            its sole discretion determine; provided, however, that the total
            amount of such interest shall be deducted from the maximum amount
            available for Awards under the formula described in Section 5 of the
            Plan.

PART IB ANNUAL PERFORMANCE AWARDS

11. DETERMINATION OF ANNUAL PERFORMANCE AWARDS

      (a)   GENERAL. Each year the Committee may make Annual Performance Awards
            under this part of the Plan; provided that no Participant may be
            eligible to receive an Annual Performance Award hereunder and under
            the Stock Plan in the same year.

      (b)   CERTAIN DEFINITIONS. For the purposes of this Part IB, the following
            terms shall have the meanings specified:

            "Affected Officers" shall mean those executive officers of the
            Company whose compensation is required to be disclosed in the
            Company's annual proxy statement relating to the election of
            directors.

            "Code Section 162(m)" shall mean Section 162(m) of the Internal
            Revenue Code of 1986, as amended (or any successor provision), and
            "Regulations" shall mean the regulations promulgated thereunder, as
            from time to time in effect.

            "Eligible Participants" shall have the meaning set forth in
            subsection (c) below.

            "Performance Adjustment" means, for any year, a factor ranging from
            0% to 200%, based upon the achievement of Performance Goal Targets
            established by the Committee, that, when multiplied by an Eligible
            Participant's Target Award, determines the amount of such Eligible
            Participant's Annual Performance Award for such year.

            "Performance Goal" means, for any year, the business criteria
            selected by the Committee to measure the performance during such
            year of the Company (or of a division, subsidiary or group thereof)
            from one or more of the following:

            (i)   earnings per share of the Company for the year;


                                       5
<PAGE>

            (ii) net income of the Company for the year;

            (iii) return on assets of the Company for the year (net income of
      the Company for the year divided by average total assets during such
      year);

            (iv) return on stockholder's equity of the Company for the year (net
      income of the Company for the year divided by average stockholder's equity
      during such year);

            (v) operating profit or operating margins of the Company or of a
      division, subsidiary or group thereof for the year;

            (vi) cash flow of the Company or of a division, subsidiary or group
      thereof for the year;

            (vii) increase in shareholder value as determined at the end of each
      year;

            (viii) revenue growth of the Company or of a division, subsidiary or
      group thereof for the year; and

            (ix) improved use of capital and/or assets of the Company or of a
      division, subsidiary or group thereof for the year.

            "Performance Goal Target" means, for any Performance Goal, the
            levels of performance during a year under such Performance Goal
            established by the Committee to determine the Performance Adjustment
            to an Eligible Participant's Target Award for such year.

            "Target Award" means, for any year, with respect to an Eligible
            Participant, the dollar amount set by the Committee that, when
            multiplied by the applicable Performance Adjustment, determines such
            Eligible Participant's Annual Performance Award.

      (c)   ELIGIBILITY. Annual Performance Awards are available each year only
            to Plan Participants who are designated by the Committee, prior to
            March 31 of such year (or prior to such later date as permitted by
            Code Section 162(m) and the Regulations), as likely to be Affected
            Officers for such year, whose annual salary and bonus for such year
            are expected to exceed $1,000,000 and who are not designated by the
            Committee as eligible for an Annual Performance Award under the
            Stock Plan for such year ("Eligible Participants").

      (d)   DETERMINATION OF ANNUAL PERFORMANCE AWARDS. Prior to March 31 of
            each year (or prior to such later date as permitted by Code Section
            162(m) and the Regulations), the Committee will determine the
            Eligible Participants for such year, will designate those Eligible
            Participants who will be entitled to earn an Annual Performance
            Award for such year under this Plan, and will establish for each
            such Eligible Participant for such year: (i) a Target Award, (ii)
            one or more Performance Goals, and (iii) for each such Performance
            Goal, a Performance Goal Target, the method by which achievement
            thereof will be measured and a schedule of Performance Adjustment
            factors corresponding to varying levels of Performance Goal Target
            achievement. In the event more than one Performance Goal is
            established for any Eligible Participant, the Committee shall at the
            same time establish the weighting of each such Performance Goal in
            determining such Eligible Participant's Annual Performance Award.
            Notwithstanding anything in this Part IB to the contrary, the Annual
            Performance Award payable to any Eligible Participant in any year
            may not exceed $3.0 million.


                                       6
<PAGE>

      (e)   PAYMENT OF ANNUAL PERFORMANCE AWARDS. Subject to subsection (f)
            below, Annual Performance Awards will be paid in cash as soon as
            practicable after the end of the year to which it relates and after
            the Committee certifies the extent to which the Performance Goal
            Target or Targets under the Performance Goal or Goals have been met
            or exceeded. If permitted by the Regulations and Code Section
            162(m), the Committee may determine to pay a portion of an Annual
            Performance Award in December of the year to which it relates. The
            Committee may not increase the amount of an Annual Performance Award
            that would otherwise be payable upon achievement of the Performance
            Target or Targets, but it may reduce any Eligible Participant's
            Annual Performance Award in its discretion. Subject to Section 6(c)
            above, no Annual Performance Award will be payable to any Eligible
            Participant who is not an employee of the Company on the last day of
            the year to which such Annual Performance Award relates.

      (f)   DEFERRAL OF ANNUAL PERFORMANCE AWARDS. If the Committee determines
            that some portion of an Annual Performance Award to an Eligible
            Participant shall be treated as a deferred Annual Performance Award
            and be payable in annual or other periodic installments, the
            Eligible Participant will be notified in writing when such deferred
            Annual Performance Award shall be paid and over what period of time.
            In each year the Committee shall have discretion to provide for the
            payment of an amount equivalent to interest, at such rate or rates
            fixed by the Committee, on any deferred Annual Performance Award.
            Any amounts provided for pursuant to the preceding sentence shall
            become payable in such a manner, at such time or times, and subject
            to such conditions as the Committee shall in its sole discretion
            determine; provided, however, that the total amount of such interest
            shall be deducted from the maximum amount available for Awards under
            the formula described in Section 5 of the Plan.

      (g)   CODE SECTION 162(m). It is the intent of the Company that Annual
            Performance Awards satisfy, and this Part IB be interpreted in a
            manner that satisfies, the applicable requirements of Code Section
            162(m) and the Regulations so that the Company's tax deduction for
            Annual Performance Awards to Affected Officers is not disallowed in
            whole or in part by operation of Code Section 162(m). If any
            provision of this Plan or of any Annual Performance Award would
            otherwise frustrate or conflict with such intent, that provision
            shall be interpreted and deemed amended so as to avoid such
            conflict. To the extent of any irreconcilable conflict with such
            intent, such provision shall be deemed void as applicable to
            Eligible Participants.

PART IC PERFORMANCE AND OTHER AWARDS

12. DETERMINATION OF PERFORMANCE AND OTHER AWARDS

      (a)   Each year the Committee in its sole discretion may authorize other
            forms of Awards such as, but not limited to, Performance Awards, if
            the Committee deems it appropriate to do so in order to further the
            purposes of the Plan.

      (b)   A "Performance Award" shall mean an Award which entitles the
            Participant to receive cash or other compensation, or any
            combination thereof, in an amount which depends upon the financial
            performance of the Company during a stated period of more than one
            year. Performance for this purpose may be measured by the growth in
            book value of the common stock of the Company, an increase in per
            share earnings of the Company, an increase in operating cash flow or
            any other indicators specified by the Committee. The Committee shall
            also fix the period during which such performance is to be measured,
            the value of a


                                       7
<PAGE>

            Performance Award for purposes of providing for the accrual pursuant
            to Section 5 of the Plan and the form of payment to be made in
            respect of the Performance Award.

PART ID LONG-TERM PERFORMANCE AWARDS

13. DETERMINATION OF LONG-TERM PERFORMANCE AWARDS

      (a)   GENERAL. Each year the Committee shall designate those Participants
            who shall be eligible to receive Long-Term Performance Awards under
            this part of the Plan.

      (b)   CERTAIN DEFINITIONS. For purposes of this Part ID, the following
            terms shall have the meanings specified:

            "Code Section 162(m)" shall mean Section 162(m) of the Internal
            Revenue Code of 1986, as amended (or any successor provision), and
            "Regulations" shall mean the regulations promulgated thereunder, as
            from time to time in effect.

            "Eligible Participants" shall mean certain key business leaders and
            senior management of the Company as determined in the discretion of
            the Committee.

            "Long-Term Performance Goal" means, for any Performance Period, the
            business criteria selected by the Committee to measure the
            performance during such Performance Period of the Company (or of a
            division, subsidiary or group thereof) from one or more of the
            following:

            (i) earnings per share of the Company for the Performance Period;

            (ii) net income of the Company for the Performance Period;

            (iii) return on assets of the Company for the Performance Period
      (net income of the Company for the Performance Period divided by average
      total assets for such Performance Period);

            (iv) return on stockholder's equity of the Company for the
      Performance Period (net income of the Company for the Performance Period
      divided by average stockholder's equity for such Performance Period);

            (v) operating profit or operating margins of the Company or of a
      division, subsidiary or group thereof for the Performance Period;

            (vi) cash flow of the Company or of a division, subsidiary or group
      thereof for the Performance Period;

            (vii) increase in shareholder value as determined at the end of the
      Performance Period;

            (viii) revenue growth of the Company or of a division, subsidiary or
      group thereof for the Performance Period; and

            (ix) improved use of capital and/or assets of the Company or of a
      division, subsidiary or group thereof for the Performance Period.

            "Long-Term Performance Goal Target" means, for any Long-Term
            Performance Goal, the levels of performance during a Performance
            Period under such Long-Term Performance


                                       8
<PAGE>

            Goal established by the Committee to determine an Eligible
            Participant's maximum Long-Term Performance Award.

            "Performance Period" means the period in excess of one year
            commencing on January 1 of the year in which the Committee makes the
            Long-Term Performance Award to an Eligible Participant.

      (c)   ELIGIBILITY. Long-Term Performance Awards are available each year to
            Eligible Participants who are designated by the Committee, prior to
            March 31 of such year (or prior to such later date as permitted by
            Code Section 162(m) and the Regulations).

      (d)   DETERMINATION OF LONG-TERM PERFORMANCE AWARDS. Prior to March 31 of
            each year (or prior to such later date as permitted by Code Section
            162(m) and the Regulations), the Committee will designate the
            Eligible Participants who will be entitled to earn a Long-Term
            Performance Award for such Performance Period under this Plan, and
            will establish for each such Eligible Participant for such
            Performance Period (i) one or more Long-Term Performance Goals, and
            (ii) for each such Long-Term Performance Goal, a Long-Term
            Performance Goal Target and the method by which achievement thereof
            will be measured. In the event that more than one Long-Term
            Performance Goal is established for any Eligible Participant, the
            Committee shall at the same time establish the weighting of each
            such Long-Term Performance Goal in determining such Eligible
            Participant's Long-Term Performance Award. Notwithstanding anything
            in this Section 13 to the contrary, the Long-Term Performance Award
            payable to any Eligible Participant in any Performance Period may
            not exceed $3.0 million.

      (e)   PAYMENT OF LONG-TERM PERFORMANCE AWARDS. Subject to subsection (f)
            below, Long-Term Performance Awards will be paid in cash as soon as
            practicable after the end of the Performance Period to which it
            relates and after the Committee certifies the extent to which the
            Long-Term Performance Goal Target or Targets under the Long-Term
            Performance Goal or Goals have been met or exceeded. If permitted by
            the Regulations and Code Section 162(m), the Committee may determine
            to pay a portion of a Long-Term Performance Award in December of the
            last year of the Performance Period to which it relates. The
            Committee may not increase the amount of a Long-Term Performance
            Award that would otherwise be payable upon the achievement of the
            Long-Term Performance Goal Target or Targets, but it may reduce any
            Eligible Participant's Long-Term Performance Award in its
            discretion. Subject to Sections 6(c) and 13(g), no Long-Term
            Performance Award will be payable to any Eligible Participant who is
            not an employee of the Company on the last day of the Performance
            Period to which such Long-Term Performance Award relates.

      (f)   DEFERRAL OF LONG-TERM PERFORMANCE AWARDS. If the Committee
            determines that some portion of a Long-Term Performance Award to an
            Eligible Participant shall be treated as a deferred Long-Term
            Performance Award and payable in annual or other periodic
            installments, the Eligible Participant will be notified in writing
            when such deferred Long-Term Performance Award shall be paid and
            over what period of time. In each year the Committee shall have the
            discretion to provide for the payment of an amount equivalent to
            interest, at such rate or rates fixed by the Committee, on any
            deferred Long-Term Performance Award. Any amounts provided for
            pursuant to the preceding sentence shall become payable in such
            manner, at such time or times, and subject to such conditions as the
            Committee shall in its sole discretion determine; provided, however,
            that the total amount of such interest shall be deducted from the
            maximum amount available for Awards under the


                                       9
<PAGE>

            formula described in Section 5 of the Plan.

      (g)   TERMINATION OF EMPLOYMENT BECAUSE OF DEATH, DISABILITY OR
            RETIREMENT. In the event that an Eligible Participant terminates
            employment because of death, disability or retirement, such Eligible
            Participant, or in the event of death such person as determined in
            accordance with Section 14, shall be paid a pro rata portion of such
            Eligible Participant's Long-Term Performance Award that would
            otherwise be payable upon the achievement of the Long-Term
            Performance Goal Target or Targets had the Participant continued
            employment until the end of the Performance Period. Such pro rata
            Long-Term Performance Award shall not be paid until the end of the
            Performance Period to which such Long-Term Performance Award
            relates.

      (h)   CODE SECTION 162(m). It is the intent of the Company that Long-Term
            Performance Awards satisfy, and this Section 13 be interpreted in a
            manner that satisfies, the applicable requirement of Code Section
            162(m) and the Regulations so that the Company's tax deduction for
            Long-Term Performance Awards to Eligible Participants is not
            disallowed in whole or in part by operation of Code Section 162(m).
            If any provision of this Plan or of any Long-Term Performance Award
            would otherwise frustrate or conflict with such intent, that
            provision shall be interpreted and deemed amended so as to avoid
            such conflict. To the extent of any irreconcilable conflict with
            such intent, such provision shall be deemed void as applicable to
            any Participant whose compensation is subject to Code Section
            162(m).

PART II GENERAL PROVISIONS

14. NON-ALIENATION OF BENEFITS

      Except as herein specifically provided, no right or unpaid benefit under
this Plan shall be subject to alienation, assignment, pledge or charge and any
attempt to alienate, assign, pledge or charge the same shall be void. If any
Participant or person entitled to the benefits hereunder should attempt to
alienate, assign, pledge or charge any benefit hereunder, then such benefit
shall, in the discretion of the Committee, cease. Notwithstanding the foregoing,
rights and benefits hereunder shall pass by will or the laws of descent and
distribution in the following order: (i) to beneficiaries so designated by the
Participant; if none, then (ii) to a legal representative of the Participant; if
none, then (iii) to the persons entitled thereto as determined by a court of
competent jurisdiction. Awards so passing shall be made at such times and in
such manner as if the Participant were living.

15. WITHHOLDING OR DEDUCTION FOR TAXES

      If at any time specified herein for the making of any payment to any
Participant or beneficiary, any law or regulation of any governmental authority
having jurisdiction in the premises shall require the Company to withhold, or to
make any deduction for, any taxes or take any other action in connection with
the payment then to be made, such payment shall be deferred until such
withholding or deduction shall have been provided for by the Participant or
beneficiary, or other appropriate action shall have been taken.

16. ADMINISTRATION EXPENSES

      The entire expense of administering this Plan shall be borne by the
Company.

17. GENERAL CONDITIONS

      (a)   The Board in its discretion may from time to time amend, suspend or
            terminate any or all of


                                       10
<PAGE>

            the provisions of this Plan, provided that the Board may not make
            any amendment which materially affects the provisions of Sections
            5(a) or (b) of the Plan without the consent and approval of the
            holders of a majority of the outstanding shares of Class A and Class
            B Common Stock of the Company entitled to vote thereon, voting
            together as one class. The foregoing provisions shall not be
            construed to prevent the Committee from exercising its discretion,
            or to limit such discretion, to adjust the provisions of Sections
            5(a) and (b) hereof as expressly permitted thereby or otherwise to
            exercise any discretion to the extent expressly authorized
            hereunder.

      (b)   Nothing contained in the Plan shall prohibit the Company from
            establishing incentive compensation arrangements in addition to this
            Plan and the Stock Plan. Payments made under any such separate
            arrangements shall not be included in or considered a part of the
            maximum amount available for Awards under the Plan and Stock Plan
            and shall not be charged against the amount available for Awards
            under the Plan and Stock Plan for any year. In the discretion of the
            Committee, employees shall be eligible to participate in such other
            arrangements, as well as the Plan and Stock Plan, in the same year.

      (c)   Nothing in this Plan shall be deemed to limit in any way the right
            of the Company to terminate a Participant's employment with the
            Company at any time.

      (d)   The Committee may promulgate rules and regulations relating to the
            administration and interpretation of, and procedures under, the
            Plan. Any decision or action taken by the Company, the Board or the
            Committee arising out of or in connection with the construction,
            administration, interpretation and effect of the Plan shall be
            conclusive and binding upon all Participants and any person claiming
            under or through any Participant.

      (e)   No member of the Board or of the Committee shall be liable for any
            act or action, whether of commission or omission, taken by any other
            member or by any officer, agent or employee, nor for anything done
            or omitted to be done by such Director except in circumstances
            involving actual bad faith.

18. TRANSITION

      Upon the effectiveness of this Plan, and the Stock Plan, such plans
replaced the Company's Executive Incentive Compensation Plan ("EICP"), except
that the EICP shall continue to govern options and awards of restricted stock
outstanding under the EICP. No further awards will be made under the EICP, and
all amounts accrued for Awards under the EICP and unawarded were carried forward
and made available for Awards under the Plan and Awards under the Stock Plan.

19. EFFECTIVE DATES

      The Plan became effective for periods beginning after January 1, 1991 upon
the approval by the holders of a majority of the outstanding shares of Class A
and Class B Common Stock of the Company entitled to vote thereon at the 1991
Annual Meeting, in person or by proxy, voting together as a single class. No
Awards may be granted under the Plan after December 31, 2010, or such earlier
expiration date as may be designated by resolution of the Board.


                                       11
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-10.4
<SEQUENCE>4
<FILENAME>0004.txt
<DESCRIPTION>NON-EMPLOYEE DIRECTORS' STOCK OPTION PLAN
<TEXT>


                                                                    Exhibit 10.4

                           THE NEW YORK TIMES COMPANY
                    NON-EMPLOYEE DIRECTORS' STOCK OPTION PLAN
                      AS AMENDED THROUGH SEPTEMBER 21, 2000

1.    PURPOSE

      The purpose of The New York Times Company Non-Employee Directors' Stock
Option Plan (the "Plan") is to secure for The New York Times Company (the
"Company") and its stockholders the benefits of the incentive inherent in
increased common stock ownership by the members of the Board of Directors (the
"Board") of the Company who are not employees of the Company or any of its
subsidiaries.

2.    ADMINISTRATION

      The Plan shall be administered by the Board. The Board shall have all the
powers vested in it by the terms of the Plan, such powers to include authority
(within the limitations described herein) to prescribe the form of the agreement
embodying awards of stock options made under the Plan ("Options"). The Board
shall, subject to the provisions of the Plan, have the power to construe the
Plan, to determine all questions arising thereunder and to adopt and amend such
rules and regulations for the administration of the Plan as it may deem
desirable. Any decision of the Board in the administration of the Plan, as
described herein, shall be final and conclusive. The Board may act only by a
majority of its members in office, except that the members thereof may authorize
any one or more of their number or the Secretary or any other officer of the
Company to execute and deliver documents on behalf of the Board. No member of
the Board shall be liable for anything done or omitted to be done by such member
or by any other member of the Board in connection with the Plan, except in
circumstances involving actual bad faith.

3.    AMOUNT OF STOCK

      The stock which may be issued and sold under the Plan will be the Class A
Common Stock of the Company ("Common Stock"), of a total number not exceeding
500,000 shares, subject to adjustment as provided in Section 6 below. The stock
to be issued may be either authorized and unissued shares, treasury shares,
issued shares acquired by the Company or its subsidiaries or any combination
thereof. In the event that Options granted under the Plan shall terminate or
expire without being exercised in whole or in part, new Options may be granted
covering the shares not purchased under such lapsed Options.

4.    ELIGIBILITY

      Each member of the Board who is not an employee of the Company or any of
its subsidiaries (a "Non-Employee Director") shall be eligible to receive an
Option in accordance with the specific provisions of Section 5 below. The
adoption of this Plan shall be not deemed to give any director any right to be
granted an Option to purchase Common Stock except to the extent and upon such
terms and conditions consistent with the Plan as may be determined by the Board.

5.    TERMS AND CONDITIONS OF OPTIONS

      Each Option granted under the Plan shall be evidenced by an agreement in
such form as the Board shall prescribe from time to time in accordance with the
Plan and shall comply with the following terms and conditions:

<PAGE>

            (a) The Option exercise price shall be the Fair Market Value of the
      shares of Common Stock (as defined in Section 7(a) hereof) subject to such
      Option on the date the Option is granted.

            (b) Each year, as of the date of the Annual Meeting of Stockholders
      of the Company, each Non-Employee Director who has been elected or
      re-elected or who is continuing as a member of the Board as of the
      adjournment of the Annual Meeting shall automatically receive an Option
      for 4,000 shares of Common Stock.

            (c) No Option shall be transferable otherwise than by will or by the
      laws of descent and distribution. Notwithstanding the foregoing sentence,
      the Board may determine that Options granted to a Participant or a
      specified group of Participants may be transferred by the Participant to
      one or more members of the Participant's immediate family, to a
      partnership or limited liability company whose only partners or members
      are members of the Participant's immediate family, or to a trust
      established by the Participant for the benefit of one or more members of
      the Participant's immediate family. For this purpose, "immediate family"
      means the Participant's spouse, parents, children (including adopted and
      step-children), grandchildren and the spouses of such parents, children
      (including adopted and step-children) and grandchildren. A transferee
      described in this subsection may not further transfer an Option. An Option
      transferred pursuant to this subsection shall remain subject to the
      provisions of the Plan and shall be subject to such other rules as the
      Board shall determine.

            (d) No Option or any part of an Option shall be exercisable:

            (i) before the Non-Employee Director has served one term-year as a
      member of the Board since the date the Option was granted (as used herein,
      the term "term-year" means that period from one Annual Meeting to the
      subsequent Annual Meeting), except as provided in subsection 5(d)(iv)(B)
      below;

            (ii) after the expiration of ten years from the date the Option was
      granted;

            (iii) unless notice of the exercise is given to the Company
      specifying the number of shares to be purchased and payment in
      full is made for the shares of Common Stock being acquired thereunder at
      the time of exercise; such payment shall be made

                  (A) in United States dollars by certified check or bank draft
            (or by arranging, in a manner satisfactory to the Company, for a
            broker to promptly pay the purchase price to the Company), or

                  (B) by tendering to the Company shares of Common Stock owned
            by the person exercising the Option and having a Fair Market Value
            on the date of exercise equal to the cash exercise price applicable
            to such Option, or

                  (C) any combination of the foregoing forms; and

            (iv) unless the person exercising the Option has been, at all times
      during the period beginning with the date of grant of the Option and
      ending on the date of such exercise, a Non-Employee Director of the
      Company, except that

                  (A) if such a person shall cease to be such a Non-Employee
            Director for reasons other than Retirement (as defined in Section
            7(a) hereof) or death, while holding


                                       2
<PAGE>

            an Option then exercisable that has not expired, such person, at any
            time within one year after the date he ceases to be such a
            Non-Employee Director (but in no event after the Option has expired
            under the provisions of subsection 5(d)(ii) above), may exercise the
            Option with respect to any shares of Common Stock as to which such
            person could have but has not exercised the Option on the date the
            person ceased to be such a Non-Employee Director;

                  (B) if such a person shall cease to be such a Non-Employee
            Director by reason of Retirement or death while holding an Option
            (whether or not then exercisable) that has not expired,
            notwithstanding the provisions of subsection 5(d)(i) above, such
            person, or in the case of death (either while a Non-Employee
            Director or after Retirement), his executors, administrators, heirs,
            legatees or distributees, as the case may be, may, at any time until
            the expiration of such Option as provided in subsection 5(d)(ii)
            above, exercise the Option with respect to any shares of Common
            Stock as to which such person has not exercised the Option on the
            date the person ceased to be such a Non-Employee Director; and

                  (C) if any person who has ceased to be such a Non-Employee
            Director for reasons other than death or Retirement shall die
            holding an Option, such person's executors, administrators, heirs,
            legatees or distributees, as the case may be, may, at any time
            within one year after the date of death (but in no event after the
            Option has expired under the provisions of subsection 5(d)(ii)
            above), exercise the Option with respect to any shares as to which
            the decedent could have exercised the Option at the time of death.

      In the event any Option is exercised by the executors, administrators,
heirs, legatees or distributees of the estate of a deceased optionee or by the
guardian or legal representative of a disabled optionee, the Company shall be
under no obligation to issue stock thereunder unless and until the Company is
satisfied that the person or persons exercising the Option are the duly
appointed legal representatives of the deceased optionee's estate or the proper
legatees or distributees thereof or the duly appointed guardian or legal
representative of the disabled optionee.

6.    ADJUSTMENT IN THE EVENT OF CHANGE IN STOCK

      In the event of changes in the outstanding Common Stock of the Company by
reason of dividends (other than cash dividends), recapitalizations, mergers,
consolidations, split-ups, combinations or exchanges of shares and the like, the
aggregate number and class of shares available under the Plan, the number, class
and the price of shares of Common Stock subject to outstanding Options and the
number of shares constituting an Option grant under Section 5(b) hereof, shall
be appropriately adjusted by the Board, whose determination shall be conclusive.

7.    MISCELLANEOUS PROVISIONS

      (a)   The following terms shall have the meanings specified below:

            (i) "Fair Market Value" means the arithmetic mean of the highest and
      lowest sales prices of the Common Stock as reported in the Consolidated
      Transactions of The New York Stock Exchange ("NYSE") (or such other
      national securities exchange on which the Common Stock may be listed at
      the time of determination, and if the Common Stock is listed on more than
      one exchange, then on the one located in New York or if the Common Stock
      is listed only on the National Association of Securities Dealers Automated
      Quotations System ("NASDAQ"), then on such system) on the date of the
      grant or other date on which the Common Stock is to be valued


                                       3
<PAGE>

      hereunder. If no sale shall have been made on the NYSE, such other
      exchange or the NASDAQ on such date or if the Common Stock is not then
      listed on any exchange or on the NASDAQ, Fair Market Value shall be
      determined by the Board in accordance with Treasury Regulations applicable
      to incentive stock options.

            (ii) "Retirement" means retirement from the Board at the age of 65
      or thereafter or resignation from the Board by reason of disability.

      (b) Except as expressly provided for in the Plan, no Non-Employee Director
or other person shall have any claim or right to be granted an Option under the
Plan. Neither the Plan nor any action taken hereunder shall be construed as
giving any Non-Employee Director any right to be retained in the service of the
Company.

      (c) An optionee's rights and interest under the Plan may not be assigned
or transferred in whole or in part either directly or by operation of law or
otherwise (except in the event of an optionee's death, by will or the laws of
descent and distribution), including, but not by way of limitation, execution,
levy, garnishment, attachment, pledge, bankruptcy or in any other manner and no
such right or interest of any participant in the Plan shall be subject to any
obligation or liability of such participant.

      (d) No shares of Common Stock shall be issued hereunder unless counsel for
the Company shall be satisfied that such issuance will be in compliance with
applicable federal, state and other securities laws and regulations.

      (e) It shall be a condition to the obligation of the Company to issue
shares of Common Stock upon exercise of an Option, that the optionee (or any
beneficiary or person entitled to act under subsection 5(d)(iv) above) pay to
the Company, upon its demand, such amount as may be requested by the Company for
the purpose of satisfying any liability to withhold federal, state, local or
foreign income or other taxes. If the amount requested is not paid, the Company
may refuse to issue shares of Common Stock.

      (f) The expenses of the Plan shall be borne by the Company.

      (g) The Plan shall be unfunded. The Company shall not be required to
establish any special or separate fund or to make any other segregation of
assets to assure the issuance of shares upon exercise of any Option under the
Plan and issuance of shares upon exercise of Options shall be subordinate to the
claims of the Company's general creditors.

      (h) By accepting any Option or other benefit under the Plan, each optionee
and each person claiming under or through such person shall be conclusively
deemed to have indicated his acceptance and ratification of, and consent to, any
action taken under the Plan by the Company or the Board.

      (i) It is the intent of the Company that the transactions involving
options under the Plan comply in all respects with Rule 16b-3 or any successor
rule ("Rule 16b-3") under the Securities Exchange Act of 1934, as amended, that
any ambiguities or inconsistencies in construction of the Plan be interpreted to
give effect to such intention and that if any provision of the Plan is found not
to be in compliance with Rule 16b-3, such provision shall be deemed null and
void to the extent required to permit any such transaction to comply with Rule
16b-3. The Board may adopt rules and regulations under, and amend, the Plan in
furtherance of the intent of the foregoing.


                                       4
<PAGE>

8.    AMENDMENT OR DISCONTINUANCE

      The Plan may be amended at any time and from time to time by the Board as
the Board shall deem advisable, including, but not limited to, amendments
necessary to qualify for any exemption or to comply with applicable law or
regulations; provided, however, that except as provided in Section 6 above, the
Board may not, without further approval by the holders of a majority of the
outstanding shares of Class A and Class B Common Stock of the Company entitled
to vote thereon, voting together as one class, increase the maximum number of
shares of Common Stock as to which Options may be granted under the Plan,
increase the number of shares subject to an Option, change the Option exercise
price described in subsection 5(a) above, extend the period during which Options
may be granted or exercised under the Plan or change the class of persons
eligible to receive Options under the Plan. Subject to the provision of Section
7(i) hereof relating to Rule 16b-3, no amendment of the Plan shall materially
and adversely effect any right of any optionee with respect to any Option
theretofore granted without such optionee's written consent. It is intended that
the Plan be a "formula plan" under Rule 16b-3 and will comply with all
applicable rules, regulations and staff interpretations of the Securities and
Exchange Commission.

9.    TERMINATION

      This Plan shall terminate upon the earlier of the following dates or
events to occur:

      (a)   upon the adoption of a resolution of the Board terminating the Plan;
            or

      (b)   December 31, 2010.

10.   EFFECTIVE DATE OF PLAN

      The Plan became effective as of April 16, 1991 upon the approval of the
adoption of the Plan by the holders of a majority of the outstanding shares of
Class A and Class B Common Stock of the Company entitled to vote thereon at the
1991 Annual Meeting of Stockholders, in person or by proxy, voting together as a
single class.

                                       5

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-12
<SEQUENCE>5
<FILENAME>0005.txt
<DESCRIPTION>RATIO OF EARNINGS TO FIXED CHARGES
<TEXT>


                                                                      Exhibit 12

                           THE NEW YORK TIMES COMPANY
                       Ratio of Earnings to Fixed Charges
                      (Dollars in thousands, except ratios)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                       For the Three Months Ended      For the Nine Months Ended

                                                                     September 24,    September 26,   September 24,   September 26,
                                                                         2000             1999            2000            1999
                                                                         ----             ----            ----            ----
<S>                                                                     <C>             <C>             <C>             <C>
Earnings from continuing operations before fixed charges

Income before income taxes and income from joint ventures               $120,842        $ 99,834        $431,122        $345,199
Distributed earnings from less than fifty percent owned affiliates         5,585           3,941          12,930           7,416
                                                                        --------        --------        --------        --------
Adjusted pre-tax earnings from continuing operations                     126,427         103,775         444,052         352,615
Fixed charges                                                             21,347          16,329          60,866          47,180
                                                                        --------        --------        --------        --------
Earnings from continuing operations before fixed charges                $147,774        $120,104        $504,918        $399,795
                                                                        ========        ========        ========        ========


Fixed charges

Interest expense                                                        $ 18,077        $ 13,485        $ 51,659        $ 39,208
Portion of rentals representative of interest factor                       3,270           2,844           9,207           7,972
                                                                        --------        --------        --------        --------
Total fixed charges                                                     $ 21,347        $ 16,329        $ 60,866        $ 47,180
                                                                        ========        ========        ========        ========

Ratio of earnings to fixed charges                                          6.92            7.36            8.30            8.47
                                                                        ========        ========        ========        ========
</TABLE>

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-27
<SEQUENCE>6
<FILENAME>0006.txt
<DESCRIPTION>FINANCIAL DATA SCHEDULE
<TEXT>

<TABLE> <S> <C>


<ARTICLE>                     5
<LEGEND>
This schedule contains summary financial information extracted from the
Consolidated Condensed Financial Statement as of and for the quarter ended
September 24, 2000 and is qualified in its entirety by reference to such
financial statements.
</LEGEND>
<MULTIPLIER>                                     1,000

<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          DEC-31-2000
<PERIOD-START>                             DEC-27-1999
<PERIOD-END>                               SEP-24-2000
<CASH>                                          42,864
<SECURITIES>                                         0
<RECEIVABLES>                                  391,269
<ALLOWANCES>                                    43,578
<INVENTORY>                                     41,255
<CURRENT-ASSETS>                               600,974
<PP&E>                                       2,269,178
<DEPRECIATION>                               1,069,708
<TOTAL-ASSETS>                               3,656,990
<CURRENT-LIABILITIES>                          981,681
<BONDS>                                              0
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                          0
<COMMON>                                        18,018
<OTHER-SE>                                   1,240,487
<TOTAL-LIABILITY-AND-EQUITY>                 3,656,990
<SALES>                                              0
<TOTAL-REVENUES>                             2,515,810
<CGS>                                                0
<TOTAL-COSTS>                                1,078,984
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                              48,048
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</TABLE>
</TEXT>
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