
<PAGE>   1


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

                                   FORM 10-K

[ X ]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
        EXCHANGE ACT OF 1934

FOR THE FISCAL YEAR ENDED:  DECEMBER 31, 1994

                                       OR

[   ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

COMMISSION FILE NO. 1-8598

                             A. H. BELO CORPORATION
             (Exact name of registrant as specified in its charter)

<TABLE>
<S>                                                                               <C>
                DELAWARE                                                               75-0135890
   (State or other jurisdiction of                                                  (I.R.S. Employer
    incorporation or organization)                                                Identification No.)

           P. O. BOX 655237
              DALLAS, TEXAS                                                            75265-5237
(Address of principal executive offices)                                               (Zip Code)
</TABLE>

          Registrant's telephone number, including area code:  (214) 977-6606

               Securities registered pursuant to Section 12(b) of the Act:
<TABLE>
<CAPTION>
                                                                                                                      
                                                                         NAME OF EACH EXCHANGE                
                TITLE OF EACH CLASS                                       ON WHICH REGISTERED    
                -------------------                                      -----------------------
       <S>                                                               <C>
       SERIES A COMMON STOCK, $1.67 PAR VALUE                            NEW YORK STOCK EXCHANGE
          PREFERRED SHARE PURCHASE RIGHTS                                NEW YORK STOCK EXCHANGE
</TABLE>

Securities registered pursuant to Section 12(g) of the Act:  SERIES B COMMON
STOCK, $1.67 PAR VALUE
                                                                (Title of class)

    Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
            YES   X    NO
                 ---       ---
    Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to
the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [ X ]

    The aggregate market value of the registrant's voting stock held by
nonaffiliates on February 28, 1995, based on the closing price for the
registrant's Series A Common Stock on such date as reported on the New York
Stock Exchange, was approximately $869,437,405.*

Shares of Common Stock outstanding at February 28, 1995: 19,907,543 shares.
(Consisting of 15,162,735 shares of Series A Common Stock and 4,744,808 shares
of Series B Common Stock.)

*  For purposes of this calculation the market value of a share of Series B
Common Stock was assumed  to be the same as the share of Series A Common Stock
into which it is convertible.

                      DOCUMENTS INCORPORATED BY REFERENCE:

         Portions of the registrant's Proxy Statement relating to the Annual
Meeting of Shareholders to be held May 3, 1995 are incorporated by reference
into Part III (Items 10, 11, 12 and 13).
<PAGE>   2
                                                  A. H. BELO CORPORATION
                                                        FORM 10-K
                                                    TABLE OF CONTENTS

<TABLE>
<CAPTION>
                                                                                                           PAGE
                                                                                                           ----
<S>                                                                                                        <C>
                                                          PART I
Item 1.    Business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     1
Item 2.    Properties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     5
Item 3.    Legal Proceedings  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     6
Item 4.    Submission of Matters to a Vote of Security Holders  . . . . . . . . . . . . . . . . . . . .     6

                                                         PART II
Item 5.    Market for Registrant's Common Equity and Related Stockholder Matters  . . . . . . . . . . .     7
Item 6.    Selected Financial Data  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     8
Item 7.    Management's Discussion and Analysis of Financial Condition and Results of Operations  . . .     9
Item 8.    Financial Statements and Supplementary Data (see Index to Financial Statements
           below) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    14
Item 9.    Changes in and Disagreements with Accountants on Accounting and Financial Disclosure . . . .    14

                                                         PART III
Item 10.   Directors and Executive Officers of the Registrant . . . . . . . . . . . . . . . . . . . . .    14
Item 11.   Executive Compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    14
Item 12.   Security Ownership of Certain Beneficial Owners and Management . . . . . . . . . . . . . . .    14
Item 13.   Certain Relationships and Related Transactions . . . . . . . . . . . . . . . . . . . . . . .    14

                                                         PART IV
Item 14.   Exhibits, Financial Statement Schedules and Reports on Form 8-K  . . . . . . . . . . . . . .    14

Signatures  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    21

                                              INDEX TO FINANCIAL STATEMENTS
Report of Independent Auditors  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    23
Consolidated Statements of Earnings for the years ended December 31, 1994, 1993 and 1992  . . . . . . .    24
Consolidated Balance Sheets as of December 31, 1994 and 1993  . . . . . . . . . . . . . . . . . . . . .    25
Consolidated Statements of Shareholders' Equity for the years ended December 31, 1994, 1993
   and 1992   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    27
Consolidated Statements of Cash Flows for the years ended December 31, 1994, 1993 and 1992  . . . . . .    28
Notes to Consolidated Financial Statements  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    29
Management's Responsibility for Financial Statements  . . . . . . . . . . . . . . . . . . . . . . . . .    40
</TABLE>
<PAGE>   3
                                     PART I

ITEM 1.  BUSINESS

    A. H. Belo Corporation (the "Company" or "Belo") owns and operates
newspapers and network-affiliated television stations in seven U.S. cities.
The Company traces its roots to The Galveston Daily News, which began
publishing in 1842.  Incorporated in Texas in 1926, the Company was reorganized
as a Delaware corporation in 1987.  (References herein to "Company" or "Belo"
mean A. H. Belo Corporation and its wholly-owned subsidiaries unless the
context otherwise specifies.)

    The Company's principal newspaper is The Dallas Morning News.  In addition,
the Company publishes eight community newspapers for certain suburbs in the
Dallas-Fort Worth metropolitan area.  The Company also owns and operates
network- affiliated VHF television broadcast stations in Dallas-Fort Worth and
Houston, Texas; Seattle-Tacoma, Washington; Sacramento-Stockton-Modesto,
California; Norfolk-Portsmouth-Newport News-Hampton, Virginia; New Orleans,
Louisiana; and Tulsa, Oklahoma.  The assets of television station WWL-TV in New
Orleans, Louisiana, were purchased by the Company on June 1, 1994 for
$110,000,000.  Further, on February 1, 1995, the Company completed the
acquisition of the assets of television station KIRO-TV in Seattle, Washington,
for $162,500,000, excluding final adjustments.

    Note 12 to the Consolidated Financial Statements, included on page 38 of
this document, contains information about the Company's industry segments for
the years ended December 31, 1994, 1993 and 1992.

                              NEWSPAPER PUBLISHING

    The Company's wholly-owned subsidiary, The Dallas Morning News, Inc.,
publishes the Company's principal newspaper, The Dallas Morning News, seven
days a week.  Published continuously since 1885, The Dallas Morning News
provides coverage of local, state, national and international news.  The
Morning News is distributed throughout the Southwest, though its circulation is
concentrated primarily in the twelve counties surrounding Dallas:   Collin,
Dallas, Denton, Ellis, Henderson, Hood, Hunt, Johnson, Kaufman, Parker,
Rockwall and Tarrant counties.

    The Dallas Morning News strives to serve the public interest by maintaining
a strong and independent voice in matters of public concern.  It is the policy
of the Company to allocate such resources as may be necessary to maintain
excellence in news reporting and editorial comment in The Dallas Morning News.

    The Dallas Morning News serves a large readership in its primary market.
Average paid circulation for the six months ended September 30, 1994, according
to the unaudited Publisher's Statement of the Audit Bureau of Circulations, an
independent agency, was 524,567 daily, down slightly from the 1993 average
daily circulation of 527,387.  Sunday's average paid circulation was 797,206,
down 2.1 percent from the six months ended September 30, 1993 average of
814,404.


    The Dallas Morning News competes for advertising with television and radio
stations (including a television station owned and operated by the Company),
magazines, direct mail, cable television, billboards and other newspapers
(including the other newspapers owned and operated by the Company).  Also
competing with The Dallas Morning News is the Fort Worth Star-Telegram, owned
by Capital Cities/ABC, Inc..

    The basic material used in publishing The Dallas Morning News is newsprint.
The average unit price of newsprint consumed during 1994 was slightly less than
that of the prior year.  However, recent market-wide increases in newsprint
prices are expected to result in substantially higher newsprint prices during
1995.  At present, newsprint is purchased from nine suppliers.  During 1994,
the Company's three largest providers of newsprint supplied approximately 57
percent of the annual requirements, but the Company is not dependent on any one
of them.  Management believes its sources of newsprint, along with alternate
sources that are available, are adequate for its current needs.





                                       1
<PAGE>   4
    DFW Suburban Newspapers, Inc. publishes six paid and two free circulation
newspapers for suburban communities in the Dallas-Fort Worth metropolitan area.
These publications are delivered either one or two days a week.  Each of the
Company's community publications has its own sales, circulation, news and
editorial personnel, and several of the publications maintain separate offices.
All administrative functions are centralized and all of the newspapers are
printed at a plant in Arlington, Texas.  This plant is owned and operated by
DFW Printing Company, Inc., a wholly-owned subsidiary of the Company, which, in
addition to printing the suburban newspapers, is the site of the Company's
commercial printing operations.

                            TELEVISION BROADCASTING

    The following table lists relevant information about the Company's
television broadcasting stations:

<TABLE>
<CAPTION>
                                                                                   TOTAL
STATION,                                                                           NUMBER OF      NUMBER OF
CHANNEL,                                       DMA                                 TELEVISION     COMMERCIAL
MARKET AND                                     NATIONAL       EXPIRATION           BROADCAST      BROADCAST
NETWORK                       TV HOMES         MARKET         DATE OF              STATIONS IN    STATIONS IN
AFFILIATION                   IN DMA (1)       RANK (1)       FCC LICENSE          MARKET (1)     MARKET (1)
- --------------                ------------     ----------     -------------        ----------     ----------
<S>                           <C>                <C>          <C>                  <C>            <C>
WFAA-TV, Ch. 8                1,820,710           8th         August 1, 1993 (2)   6 VHF          4 VHF
Dallas-Fort Worth, TX                                                              9 UHF          9 UHF
(ABC)

KHOU-TV, Ch. 11               1,561,530          11th         August 1, 1998       4 VHF          3 VHF
Houston, TX                                                                        10 UHF         10 UHF
(CBS)

KIRO-TV, Ch. 7                1,468,730          12th         February 1, 1999     7 VHF          6 VHF
Seattle-Tacoma, WA                                                                 4 UHF          2 UHF
(UPN)(3)

KXTV, Ch. 10                  1,109,140          21st         December 1, 1998     4 VHF          3 VHF
Sacramento-                                                                        6 UHF          6 UHF
Stockton-Modesto, CA
(ABC) (4)

WVEC-TV, Ch. 13                 620,390          40th         October 1, 1996      3 VHF          3 VHF
Norfolk-Portsmouth-                                                                3 UHF          2 UHF
Newport News-Hampton, VA
(ABC)

WWL-TV, Ch. 4                   615,180          41st         June 1, 1997         4 VHF          3 VHF
New Orleans, LA                                                                    3 UHF          2 UHF
(CBS)

KOTV, Ch. 6                     462,800          59th         June 1, 1998         4 VHF          3 VHF
Tulsa, OK                                                                          4 UHF          3 UHF
(CBS)
</TABLE>

________________________


(1)      Designated Market Area ("DMA") is an exclusive geographic area
consisting of all counties in which the local stations receive a preponderance
of total viewing hours.  DMA data, which is published by the A. C. Nielsen
Company ("Nielsen"), is a significant factor in determining television
advertising rates.  All the information shown in the table is as of the
November 1994 Nielsen ratings book.

(2)      An application for renewal of the license for WFAA-TV is pending
before the Federal Communications Commission, and the station's license is by
statute continued in effect pending action thereon.

(3)      On February 1, 1995, the Company purchased television station KIRO-TV
for $162,500,000, excluding final adjustments.  At that time, KIRO-TV was being
operated as a CBS affiliate.  As of March 13, 1995, the station began operating
as a United Paramount Network affiliate.

(4) Effective March 6, 1995, KXTV became an ABC television affiliate. Prior to
March 6, 1995, KXTV was being operated as a CBS affiliate.





                                       2
<PAGE>   5
    Commercial television stations generally fall into one of three categories.
The first category of stations consists of stations affiliated with one of the
three major national networks (ABC, CBS and NBC).  The second category is
comprised of stations affiliated with newer national networks, such as Fox and
the recently formed United Paramount Network ("UPN") and the WB (Warner
Brothers) Television Network.  The third category includes independent stations
that are not affiliated with any network and that rely principally on local and
syndicated programming.

    Affiliation with a television network can have a significant influence on
the revenues of a television station because the audience share drawn by a
network's programming can affect the rates at which a station can sell
advertising time.  The Federal Communications Commission ("FCC") regulates
certain provisions of television stations' network affiliation contracts.  The
television networks compete for affiliations with licensed television stations
through program commitments and local marketing support.  From time to time,
local television stations also solicit network affiliations on the basis of
their ability to provide a network better access to a particular market.

    Generally, rates for national and local spot advertising sold by the
Company are determined by each station, which receives all of the revenues, net
of agency commissions, for that advertising.  Rates are influenced both by the
demand for advertising time and the popularity of the station's programming.
Most advertising during network programs is sold by the networks, which pay
their affiliated stations negotiated fees for broadcasting such programs and
advertising.

    The Company's television broadcast properties compete for advertising
revenues directly with other media such as newspapers (including those owned
and operated by the Company), billboard advertising, magazines, direct mail
advertising, radio stations, other television stations, cable television
systems, and indirectly, with motion picture theaters and other news and
entertainment media.  The success of broadcast operations depends on a number
of factors, including the general strength of the national and local economy,
the ability to provide attractive programming, audience ratings, relative cost
efficiency in reaching audiences as compared to other advertising media,
technical capabilities and governmental regulations and policies.

    The three major national television networks are represented in each
television market in which the Company has a television broadcast station.
Fox-affiliated stations also compete in each of Belo's markets for advertising
sales and local viewers.  Competition for advertising sales and local viewers
within each market is intense, particularly among the network-affiliated
commercial VHF television stations.  See the table on page two of this document
for information regarding the number of competing stations in each of the
Company's television broadcast markets.

                     REGULATION OF TELEVISION BROADCASTING

    The Company's television broadcasting operations are subject to the
jurisdiction of the FCC under the Communications Act of 1934, as amended (the
"Act").  Among other things, the Act empowers the FCC to assign frequency
bands; determine stations' frequencies, location and power; issue, renew,
revoke and modify station licenses; regulate equipment used by stations; impose
penalties for violation of the Act or of FCC regulations; impose fees for
processing applications and other administrative functions; and adopt
regulations to carry out the Act's provisions.  The Act also prohibits the
assignment of a broadcast license or the transfer of control of a broadcast
licensee without prior FCC approval.  Under the Act, the FCC also regulates
certain aspects of the operation of cable television systems and other
electronic media that compete with broadcast stations.

    The Act would prohibit the Company's subsidiaries from continuing as
broadcast licensees if record ownership or power to vote more than one-fourth
of the Company's stock were to be held by aliens or foreign governments or
their representatives, or if an officer or more than one-fourth of the
Company's directors were aliens.

    Under the Act, television broadcast licenses may be granted for maximum
periods of five years and are renewable upon proper application for additional
five-year terms.  Renewal applications are granted without hearing if there are
no competing applications or issues raised by petitioners to deny such
applications that would cause the FCC to order a hearing.  A full comparative
hearing is required if competing applications are filed.  A federal court of
appeals has affirmed an FCC decision that recognizes an incumbent licensee's
"renewal expectancy" based on





                                       3
<PAGE>   6
substantial service to its community.  The precise parameters of licensees'
renewal expectancies in comparative proceedings are ambiguous at the present
time.  This ambiguity may lead to new FCC rules or policies as the result of
pending FCC rulemaking proceedings, or Congressional legislation reforming the
comparative renewal process.

    An application for renewal of the broadcast license for WFAA-TV is pending
before the FCC.  The station's license is by statute continued pending action
thereon.  The current license expiration dates for each of the Company's
television broadcast stations are set forth in the table under
"Business-Television Broadcasting."

    FCC rules limit the total number of television broadcast stations that may
be under common ownership, operation and control, or in which a single person
or entity may hold office or have more than a specified interest or percentage
of voting power.  FCC rules also place certain limits on common ownership,
operation and control of, or cognizable interests or voting power in, (a)
broadcast stations serving the same area, (b) broadcast stations and daily
newspapers serving the same area and (c) television broadcast stations and
cable systems serving the same area.  The Company's ownership of The Dallas
Morning News and WFAA-TV, which are both located in the Dallas-Fort Worth area
and serve the same market area, predates the adoption of the FCC's rules
regarding cross-ownership, and the Company's ownership of The Dallas Morning
News and WFAA-TV has been "grandfathered" by the FCC.

    These FCC rules affect the number, type and location of newspaper,
broadcast and cable television properties that the Company might acquire in the
future.  For example, under current rules, the Company could not acquire any
daily newspaper, broadcast or cable television properties in a market in which
it now owns or has an interest deemed attributable under FCC rules in a
television station, except that the FCC's rules and policies provide that
waivers of their restrictions could be available to permit the Company's
acquisition of radio stations in the Dallas, Houston, Seattle and Sacramento
markets.  Under current FCC regulations, and in light of the Company's current
investments, the Company could not acquire outright any more television
stations in other markets (but not including "satellite" television stations
located within a parent station's grade B service contour which rebroadcast all
or most of the parent station's programming) without disposing of another
television station.  The FCC has instituted proceedings looking toward possible
relaxation of certain of these rules regulating television station ownership
and changes in the standards used to determine what type of interests are
considered to be attributable under it's rules.

    The FCC has significantly reduced its past regulation of broadcast
stations, including elimination of formal ascertainment requirements and
guidelines concerning amounts of certain types of programming and commercial
matter that may be broadcast.  There are, however, FCC rules and policies, and
rules and policies of other federal agencies, that regulate matters such as
network-affiliate relations, cable systems' carriage of syndicated and network
television programming on distant stations, political advertising practices,
obscene and indecent programming, equal employment opportunity, application
procedures and other areas affecting the business or operations of broadcast
stations.  The FCC has modified its rules which restrict network participation
in program production and syndication.  The U.S. Supreme Court has refused to
review a lower court decision that upheld FCC action invalidating most aspects
of the Fairness Doctrine, which had required broadcasters to present
contrasting views on controversial issues of public importance.  The FCC may,
however, continue to regulate other aspects of fairness obligations in
connection with certain types of broadcasts.  The FCC has adopted rules to
implement the Children's Television Act of 1990, which, among other provisions,
limits the permissible amount of commercial matter in children's television
programs and requires each television station to present educational and
informational children's programming.

    The FCC has adopted various regulations to implement certain provisions of
the Cable Television Consumer Protection and Competition Act of 1992 ("1992
Cable Act") which, among other matters, includes provisions respecting the
carriage of television stations' signals by cable television systems and
requiring mid-license term review of television stations' equal employment
opportunity practices.  Certain provisions of the 1992 Cable Act, including the
provisions respecting cable systems' carriage of local television stations, are
the subject of pending judicial review proceedings.  The FCC has also modified
its rules to enable local telephone companies to provide a "video dialtone"
service that would be similar to the ordinary telephone dialtone and would
provide access for consumers to a wide variety of services, including video
programming.  This decision is the subject of pending judicial review
proceedings.





                                       4
<PAGE>   7
    Proposals for additional or revised regulations and requirements are
pending before and are being considered by Congress and federal regulatory
agencies from time to time.  The FCC is at present considering revision or
elimination of rules which now limit the permissible amount of primetime
network programming which television stations in the top 50 markets may carry;
rules relating to telephone company ownership of cable television systems; and
policies with respect to high definition television.  The Company cannot
predict the effect of existing and proposed federal regulations and policies on
its broadcast business.

    The foregoing does not purport to be a complete summary of all the
provisions of the Act or the regulations and policies of the FCC thereunder.
Also, various of the foregoing matters are now, or may become, the subject of
court litigation, and the Company cannot predict the outcome of any such
litigation or the impact on its broadcast business.

                                   EMPLOYEES

    As of December 31, 1994, the Company had 3,082 full-time employees.   At
such date, there were 28 full-time and 1 part-time television broadcasting
employees of WFAA-TV represented by a union under a contract that expires on
September 11, 1996.  Furthermore, WWL-TV had 90 full-time and 1 part-time
television broadcasting employees represented by unions under two separate
contracts that expire on September 24, 1996 and January 8, 1997.  As of
February 1, 1995, KIRO-TV employed 228 employees, including 117 full-time and
13 part-time employees represented by three unions under five different
agreements.  Two of these agreements expired on December 31, 1994 and are
currently under negotiation, two of the agreements expire on April 30, 1995 and
the fifth agreement expires on May 31, 1997.

ITEM 2.  PROPERTIES

    The Company's corporate operations, several departments of The Dallas
Morning News and certain broadcast administrative functions have offices that
are located in downtown Dallas in a portion of a 17-story office building owned
by the Company.

    The Company owns and operates a newspaper printing facility in Plano, Texas
(the "North Plant"), in which eight high-speed offset presses are housed to
print The Dallas Morning News. The remainder of The Morning News' operations
are housed in a Company-owned five-story building in downtown Dallas.  This
facility is equipped with computerized input and photocomposition facilities
and other equipment that is used in the production of both news and advertising
copy.

    DFW Suburban Newspapers, Inc. and DFW Printing Company, Inc. operations are
located at a Company-owned plant in Arlington, Texas.  This facility is pledged
as security for certain industrial revenue bonds issued in 1985.

    The studios and offices of WFAA-TV occupy Company-owned facilities in
downtown Dallas.  The Company also owns 50 percent of the outstanding capital
stock of Hill Tower, Inc. ("Hill Tower"), owner of a 1,500-foot transmitting
tower and antennas located in Cedar Hill, Texas.  The remaining 50 percent of
Hill Tower is owned by the CBS television affiliate in Dallas, a subsidiary of
Argyle Television Holding, Inc..   This property is used by both WFAA and the
CBS television affiliate.

    KHOU-TV operates from Company-owned facilities located in Houston.  The
station's transmitter is located near DeWalt, Texas and includes a 2,000-foot
tower.

    KIRO-TV operates from Company-owned facilities located in Seattle,
Washington.  The station's transmitting facility, which includes a 535-foot
tower, is also located in Seattle.

    KXTV operates from Company-owned facilities located in Sacramento,
California.  The station's 2,000-foot tower and transmitter system are located
in Sacramento County, California.  The tower and transmitter building are





                                       5
<PAGE>   8
owned by a joint venture between the Company and a subsidiary of River City
Broadcasting, Inc., which owns and operates the ABC television affiliate in
Stockton.  KXTV leases the transmitter site from the joint venture.

    WVEC-TV operates from Company-owned facilities in Hampton and Norfolk,
Virginia.  The transmitting facility includes a 980-foot tower and antenna in
Driver, Virginia.  WVEC also leases additional building space adjacent to the
Company- owned facilities that is used by the marketing and business
departments.

    WWL-TV operates from Company-owned facilities in New Orleans, Louisiana.
The transmitting facility includes a 960- foot tower in Gretna, Louisiana.
WWL-TV also leases space in New Orleans, which is used as an additional
broadcast studio.

    KOTV operates from Company-owned facilities located in Tulsa, Oklahoma.
The station's transmitting system is located near Tulsa.  The transmitter site
and 1,839-foot tower are owned by a joint venture between the Company and
Scripps Howard Inc., owner and operator of the NBC television affiliate in
Tulsa.  The balance of KOTV's transmitting equipment is owned by the station.

    All of the foregoing subsidiaries have additional leasehold interests that
are used in their respective operations.

    The Company believes its properties are in good condition and well
maintained, and that such properties are adequate for present operations.


ITEM 3.  LEGAL PROCEEDINGS

    There are legal proceedings pending against the Company, including a number
of actions for alleged libel.  In the opinion of management, liabilities, if
any, arising from these actions are either covered by insurance or would not
have a material adverse effect on the consolidated operations or financial
position of the Company.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

    No matter was submitted to a vote of security holders, through the
solicitation of proxies or otherwise, during the fourth quarter of the fiscal
year covered by this Form 10-K.





                                       6
<PAGE>   9
                                    PART II

ITEM 5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

     The Company's authorized common equity consists of 150,000,000 shares of
Common Stock, par value $1.67 per share.  The Company currently has two series
of Common Stock outstanding, Series A and Series B. Shares of the two series
are identical in all respects except that Series B shares are entitled to ten
votes per share on all matters submitted to a vote of shareholders, while the
Series A shares are entitled to one vote per share; transferability of the
Series B shares is limited to family members and affiliated entities of the
holder; and Series B shares are convertible at any time on a one-for-one basis
into Series A shares. Shares of the Company's Series A Common Stock are traded
on the New York Stock Exchange (NYSE symbol:  BLC). There is no established
public trading market for shares of Series B Common Stock.  The Company has
also issued certain Preferred Stock Purchase Rights that accompany the
outstanding shares of the Company's Common Stock.  See Note 9 of Notes to
Consolidated Financial Statements.

     The following table lists the high and low trading prices and the closing
prices for Series A Common Stock as reported by the New York Stock Exchange for
the last two years.

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------
                                                                                   DIVIDEND
                                         HIGH           LOW           CLOSE          PAID
- -------------------------------------------------------------------------------------------
<S>          <C>                       <C>             <C>           <C>              <C>
1994
             Fourth Quarter            57 1/4          47 1/2        56 1/2           .15
             Third Quarter             52 1/4          43 3/8        50 3/4           .15
             Second Quarter            50 3/8          43 1/8        43 1/8           .15
             First Quarter             55              47 3/4        48               .15

1993
             Fourth Quarter            53              44            53               .14
             Third Quarter             49 5/8          45 1/4        46 3/8           .14
             Second Quarter            49              39 3/4        46 3/4           .14
             First Quarter             43 3/8          38 3/4        40 1/4           .14
- -------------------------------------------------------------------------------------------
</TABLE>

     On February 28, 1995, the closing price for the Company's Series A Common
Stock, as reported on the New York Stock Exchange, was $56 3/8 and the
approximate number of shareholders of record of the Series A Common Stock at
the close of business on such date was 723.  On February 28, 1995, there were
approximately 559 holders of record of shares of Series B Common Stock.

    On February 22, 1995, the Company announced a two-for-one stock split in
the form of a stock dividend whereby one additional share of Series A and
Series B Common Stock will be issued for each share of Series A and Series B
Common Stock outstanding on May 19, 1995, the record date for the split.  The
stock split will be effected on June 9, 1995.  On February 22, 1995, the Board
of Directors also declared a quarterly dividend increase from $.075 to $.08 per
share to be paid on a post-split basis on June 9, 1995 to shareholders of
record on May 19, 1995.  The effect of the stock split will be to double the
number of shares outstanding and reduce earnings per share and other per share
amounts by one- half.  Total shareholders' equity and the proportionate
ownership in the Company of individual shareholders will not be affected by the
stock split.  All information in this report is set forth on a pre-split basis.





                                       7
<PAGE>   10
ITEM 6.  SELECTED FINANCIAL DATA

    The following table presents selected financial data of the Company for
each of the five years in the period ending December 31, 1994.  It is intended
to highlight significant trends in Belo's financial condition and results of
operations.  For a more complete understanding of this selected financial data,
please see Management's Discussion and Analysis of Financial Condition and
Results of Operations and the Consolidated Financial Statements, including the
Notes thereto.


<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------
In thousands, except per share amounts                1994         1993         1992         1991        1990
- --------------------------------------------------------------------------------------------------------------
<S>                                              <C>          <C>         <C>          <C>          <C>
Newspaper publishing revenues                    $ 369,366    $ 335,642   $  314,701   $  249,737   $ 246,493
Broadcasting revenues (A)                          258,759      209,193      201,241      181,848     192,567

Net operating revenues                           $ 628,125    $ 544,835   $  515,942   $  431,585   $ 439,060
                                                 -------------------------------------------------------------

Net earnings (B)                                 $  68,867    $  51,077   $   37,170   $   12,392   $  29,591
                                                 -------------------------------------------------------------
Per share amounts:
   Net earnings per common and
      common equivalent share                    $    3.41    $    2.53   $     1.90   $      .65   $    1.55
   Cash dividends declared                       $     .60    $     .56   $      .54   $      .52   $     .48
- --------------------------------------------------------------------------------------------------------------
Total assets (C)                                 $ 913,791    $ 796,156   $  758,527   $  746,384   $ 694,255
Long-term debt (D)                               $ 330,400    $ 277,400   $  302,151   $  337,100   $ 280,054
- --------------------------------------------------------------------------------------------------------------
</TABLE>


(A)  Broadcasting revenues for 1994 include seven months' revenue of  WWL-TV,
which was purchased by Belo on June 1, 1994.

(B)  Net earnings for 1993 include an increase of $6,599,000 (33 cents per
share) representing the cumulative effect of adopting Statement of Financial
Accounting Standards No. 109, "Accounting for Income Taxes," effective January
1, 1993.

(C)  Belo purchased substantially all of the operating assets of the Dallas
Times Herald newspaper for $55,673,000 in December 1991 and in June 1994, Belo
purchased substantially all of the operating assets of television station
WWL-TV for approximately $110,000,000.

(D)    The purchase of WWL-TV in June 1994 was financed with proceeds from
Belo's revolving credit agreement.





                                       8
<PAGE>   11
ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

FINANCIAL CONDITION

    Cash provided by operations is Belo's primary source of liquidity.  During
1994, net cash provided by operations was $138,785,000, compared to $84,818,000
in 1993, a 63.6 percent increase.  The increase resulted primarily from
increased earnings from operations and changes in the components of working
capital, primarily accounts receivable, accounts payable, accrued compensation
and benefits and income taxes payable.  The increase in accounts receivable is
the result of higher revenues.  Accounts payable were higher due primarily to
larger payables for capital expenditures and timing of payments for newsprint.
Accrued compensation and benefits were higher due to more employees and higher
performance bonus accruals at the end of 1994.  Higher income taxes payable are
attributable to the earnings increase and timing of payments.  Cash provided by
operations was sufficient to fund capital expenditures, common stock dividends
and the repurchase of 644,000 shares of treasury stock for $32,073,000.  These
shares were subsequently retired.

    On June 1, 1994, Belo acquired the assets of television station WWL-TV, the
CBS affiliate in New Orleans, Louisiana, from Rampart Operating Partnership for
approximately $110,000,000 in cash.  The acquisition has been accounted for as
a purchase.  See Other Matters on page 13 for a discussion of additional
borrowings of revolving debt to finance an acquisition subsequent to December
31, 1994.

    At December 31, 1994, Belo had access to a $600,000,000 variable rate
revolving credit agreement, on which borrowings  at that time were
$305,000,000.  The agreement expires on August 5, 1999 with an extension to
August 5, 2000 at the request of the Company and consent of the participating
banks.  Revolving debt increased $55,000,000 from December 31, 1993 due to the
net effect of the $110,000,000 in borrowings in June 1994 to finance the WWL-TV
acquisition and debt repayments.  From time to time, short-term unsecured notes
are also used as a source of financing.  Based on the Company's intent and
ability to renew short-term notes through the revolving credit facility,
short-term borrowings are classified as long-term.  At December 31, 1994, there
was $19,000,000 in short-term notes outstanding.

    Because substantially all of Belo's outstanding debt is currently financed
under the revolving credit agreement, the Company is subject to interest rate
volatility. While average revolving debt rates for 1994 were 4.8 percent, the
weighted average revolving debt rate at December 31, 1994 was 6.3 percent.  If
this condition continues in 1995, interest expense will be higher than in 1994.
During 1994, Belo had four interest rate cap agreements that were designed to
limit the interest rate on $75,000,000 of its revolving debt to 6 percent.
During the first quarter of 1995, Belo sold these financial instruments for
$1,395,000.

    The Company has in place a stock repurchase program authorizing the
purchase of up to $2,500,000 of Company stock annually.  In addition, the
Company has the authority to purchase approximately 765,000 shares of Series A
Common Stock from time to time under a previous authorization from the Board of
Directors.

    Although the Company believes its current financial condition and credit
relationships will enable it to adequately fund its current obligations and
near-term growth, Belo's Board of Directors has authorized the Company to file
a shelf registration statement that would allow it, from time to time, to offer
up to $200,000,000 of debt securities.  The Company's current intentions would
be to use the proceeds from any such offering to refinance existing
indebtedness, to repurchase common stock under the Company's stock repurchase
program and for general corporate purposes, including acquisitions.    

    On December 31, 1994, Belo's ratio of long-term debt to total 
capitalization was 46.3 percent, compared to 44.5 percent at the end of 1993. 
The change during 1994 is due to additional borrowings to finance the
acquisition of WWL-TV and the effect on shareholders' equity of the repurchase
and subsequent retirement of treasury shares.

    Capital expenditures in 1994 were $47,371,000.  Capital projects for the
year included additional production equipment for The Dallas Morning News and
significant building projects at two of Belo's broadcast stations.  Belo
expects to finance future capital expenditures using net cash generated from
operations and, when necessary,





                                       9
<PAGE>   12
borrowings of revolving debt.  Required future payments for capital
expenditures in 1995 are $13,677,000 and relate primarily to additional
newspaper publishing equipment and the renovation of certain newspaper
publishing operating facilities.  Total capital expenditures in 1995 are
expected to be somewhat less than $40,000,000.

    Belo paid dividends of $11,984,000 or 60 cents per share on Series A and
Series B Common Stock outstanding during 1994 compared to $11,128,000 or 56
cents per share in 1993.


CONSOLIDATED RESULTS OF OPERATIONS

    Belo recorded 1994 net earnings of $68,867,000 or $3.41 per share, compared
to $51,077,000 ($2.53 per share) in 1993 and $37,170,000 ($1.90 per share) in
1992.  Results for 1994 include a one-time charge to net earnings of $1,567,000
(8 cents per share) from the donation of shares of Stauffer Communications,
Inc. stock to The Dallas Morning News--WFAA Foundation.  The transaction
included a $9,271,000 gain on the write-up of the shares to fair market value,
less a charge of $16,675,000 for the subsequent donation of those shares to the
Foundation, and the related income tax benefit of $5,837,000.  Upon
consummation of an outstanding tender offer for the remaining Stauffer shares,
Belo expects this transaction to increase earnings per share by approximately 8
cents in 1995, assuming the transaction occurs before June 9, 1995, the
effective date of the stock split.  See Market for Registrant's Common Equity
and Related Stockholder Matters on page 7.  Belo also reversed $631,000 of
music license fee accruals (2 cents per share) during 1994 in response to a
final agreement between the All Industry Television Music License Committee and
Broadcast Music, Inc., which established final television music performance
rights fee levels through 1994.  Excluding these nonrecurring items, net
earnings for 1994 were $3.47 per share.  These earnings include seven months of
WWL-TV results, which contributed approximately 5 cents per share to current
year earnings after consideration of incremental interest and amortization.

    Several one-time items are included in 1993 net earnings, including a
$6,599,000 increase (33 cents per share) representing the cumulative effect of
adopting Statement of Financial Accounting Standards ("SFAS") No. 109 in
January 1993.  This increase was partially offset in the third quarter, when
Belo recorded a $2,249,000 (11 cents per share) adjustment to deferred taxes
following an increase in the federal income tax rate from 34 percent to 35
percent.  Also included in 1993 earnings was a $5,822,000 (19 cents per share)
restructuring charge related primarily to the write-off of goodwill and a
reduction in the carrying value of production assets associated with the
newspaper operations of Dallas-Fort Worth Suburban Newspapers, Inc., a
wholly-owned subsidiary of Belo.  In addition, Belo reversed certain music
license fee accruals totaling $3,349,000 (10 cents per share) in 1993 in
response to an agreement between the All Industry Television Music License
Committee and the American Society of Composers, Authors and Publishers,
defining the formula used to compute licensing fees for the use of certain
music in television broadcasts from 1984 to 1994. Net earnings for 1993,
excluding these special one-time items, were $2.40 per share.

    In 1992, net earnings included a $4,019,000 (16 cents per share) increase
from a property damage settlement with the United States Navy.  Excluding this
one-time gain, comparable 1992 earnings were $1.74 per share.

    Interest expense in 1994 was $16,112,000 compared to $15,015,000 in 1993
and $24,159,000 in 1992.  The decrease in interest expense from 1992 to 1993
was primarily due to lower interest rates.  During 1992, Belo had $200,000,000
of fixed-rate  notes outstanding, with an average rate of 9 percent while
revolving rates were approximately 4 percent.  In January 1993, $100,000,000 of
the fixed-rate debt was converted to revolving debt, and in December of 1993,
the remaining $100,000,000 was replaced with revolving debt. These transactions
lowered the average rate on total debt to approximately 5.4 percent for 1993.
The 1994 average rate on revolving debt was 4.8 percent.  However, rate savings
were offset by higher average borrowings due to the acquisition of WWL-TV in
June 1994.  Capitalization of interest also affected interest expense in each
period, mostly in 1993 during The Dallas Morning News' North Plant expansion
project.  Capitalized interest for 1994, 1993 and 1992 was $138,000, $1,961,000
and $395,000, respectively.

    Other income and expense for 1994 includes the charge associated with the
donation of Stauffer Communications, Inc.  stock.  Other income and expense in
1993 included a gain of $986,000 on the sale of two





                                       10
<PAGE>   13
parcels of non-operating real estate and in 1992, included the $4,019,000 gain
on the property damage settlement with the United States Navy.

    The effective tax rate for 1994 of 36.2 percent includes the tax benefit
associated with the Stauffer Communications, Inc. stock donation.  The 1993
effective tax rate of 41.1 percent was affected by an increase in the federal
income tax rate, which resulted in  a $2,249,000 increase in deferred tax
expense to adjust deferred taxes to the 35 percent rate.  In addition, the 1993
rate was favorably impacted by the reversal of certain tax accruals as a result
of new tax legislation regarding amortization of intangibles.  Excluding these
items, the effective tax rates for 1994 and 1993 were 38.9 percent and 39.5
percent, while the effective rate in 1992 was 39.6 percent.

NEWSPAPER PUBLISHING

    In 1994, newspaper publishing revenues represented 58.8 percent of total
revenues, compared to 61.6 percent in 1993 and 61 percent in 1992. Although
publishing revenues increased 10 percent in 1994 from 1993, they have decreased
as a percent of total revenues due to a disproportionate increase in broadcast
revenues during 1994, partially due to the WWL-TV acquisition.  The composition
of  publishing revenues has remained fairly consistent year to year, with
advertising revenues accounting for 86 percent of revenues in 1994 and 87
percent in 1993 and 1992.  Circulation revenues represent 10 percent of 1994
publishing revenue and 11 percent in 1993 and 1992.  Other publishing revenues,
primarily commercial printing, contributed the remainder.

    Newspaper advertising volume for The Dallas Morning News, Belo's principal
newspaper, is measured in column inches.  Volume for the last three years was
as follows:

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------
In thousands                                   1994             1993             1992
- -------------------------------------------------------------------------------------
<S>                                         <C>              <C>              <C>
Full-run ROP inches:
         Classified                         2,188.9          2,068.8          1,997.6
         Retail                             1,524.0          1,661.5          1,640.6
         General                              270.8            262.1            279.9
- -------------------------------------------------------------------------------------
                 Total                      3,983.7          3,992.4          3,918.1
- -------------------------------------------------------------------------------------
</TABLE>

    Revenues from newspaper publishing for 1994 were $369,366,000, an increase
of $33,724,000 or 10 percent over 1993 revenues. Classified and general
advertising revenues contributed the majority of the increase in year-to-year
revenue gains.  As noted above, linage in these two categories increased 5.8
percent and 3.3 percent, respectively, which combined with significant rate
increases, resulted in an increase in classified and general advertising
revenues of $27,580,000. Strong demand for employment advertising and a good
automotive market drove the improvement in classified linage. The
telecommunications industry was a significant component of the general
advertising year-to-year increase.  Retail ROP revenues for 1994 were down
slightly when compared to 1993 due to volume declines of 8.3 percent, partially
offset by  an increase in the average rate of 8.7 percent.  The retail volume
declines were primarily attributable to a shift by certain department stores to
preprints, which increased 15.6 percent over 1993 preprint revenue.
Circulation revenues in 1994 were up 2.1 percent from 1993 despite a slight
decrease in the Sunday average circulation, due to price increases in April and
July.

    Total publishing revenues in 1993 were $335,642,000, up 6.7 percent from
revenues of $314,701,000 earned in 1992.  Classified advertising revenues were
nearly 11 percent better than 1992 due to both linage and rate increases.  The
increase in linage was primarily attributable to automotive and employment
advertising.  Retail and general advertising revenues also improved in 1993
relative to 1992, primarily due to increased rates.  Circulation revenues
increased 5.9 percent in 1993, mostly because of a January 1, 1993 increase in
the price of a Sunday single-copy and the weekend subscription rate.

    The Company believes that its advertising rates continue to compare
favorably with competing media.  Future demand for advertising in the
Dallas-Fort Worth area will continue to depend on general economic conditions
of the Southwest region and the United States as a whole. Thus, the ability of
the Company to generate continued growth in circulation and advertising
revenues will likely depend on its ability to compete successfully in the
highly





                                       11
<PAGE>   14
competitive Dallas-Fort Worth media market, where numerous news and advertising
alternatives are available.  In addition, various market and demographic
factors, such as circulation and readership trends, retail sales activity,
inflation and population growth will affect future revenues.

    Newspaper publishing earnings from operations in 1994 were $66,568,000
compared to $44,293,000 in 1993.  Operating results in 1993 included a
$5,822,000 restructuring charge related to Belo's suburban newspaper
operations.  Excluding this one-time charge, comparable 1993 operating earnings
were $50,115,000.  The 32.8 percent increase in 1994 from adjusted 1993
operating earnings is due to the 10 percent increase in 1994 revenues,
partially offset by a 6 percent increase in operating expenses, resulting in an
operating margin of 18 percent compared to an adjusted margin of 14.9 percent
in 1993.  Salaries, wages and employee benefits increased in 1994 due to a
larger employment base, merit increases, higher performance-based bonuses and
an increase in related benefit costs.  Other production, distribution and
operating costs were also higher due to increased distribution and outside
solicitation expenses associated with circulation efforts and higher
advertising and promotion expense.  Rack conversion costs to accommodate single
copy price increases also contributed to higher 1994 expense.  Depreciation
expense was up as well, due to a full year's depreciation of The Dallas Morning
News' North Plant expansion project that was completed in late 1993. Newsprint
expense, which currently represents approximately 29 percent of total newspaper
publishing operating costs, was only slightly higher in 1994 than in 1993.  The
increase was primarily due to slightly higher consumption offset by lower
average prices.  However, recent and proposed newsprint price increases could
cause newsprint expense at The Dallas Morning News to increase by as much as 40
percent over 1994.  The Company plans to offset this increase by limiting 1995
spending increases in all other operating expense categories, maintaining 1994
employee-count levels and raising advertising rates.

    Newspaper publishing earnings from operations in 1993 (excluding the
$5,822,000 restructuring charge) increased 16.6 percent from 1992.  Although
total publishing revenues increased 6.7 percent, operating expenses (excluding
the charge) increased only 5.1 percent, resulting in an operating margin of
14.9 percent versus 13.7 percent in 1992.  Salaries, wages and employee
benefits rose primarily as a result of merit increases and more full-time
employees.  Newsprint expense was up due to both increased consumption
associated with the linage increase and a higher average cost per ton.
Contributing to the increase in linage was the publishing of special sports
sections in connection with the Dallas Cowboys' appearance in the Super Bowl.
The higher consumption accounted for approximately 60 percent of the overall
increase in newsprint expense.  In addition, expansion of delivery routes
resulted in increased distribution expenses.  Depreciation expense was higher
in 1993 than in 1992 following the completion of The Dallas Morning News' North
Plant expansion project.  Partially offsetting these increases were savings in
outside services, bad debt expense and property taxes.

BROADCASTING

    Belo's television broadcast subsidiaries contributed 41.2 percent of total
1994 revenues compared to 38.4 percent in 1993 and 39 percent in 1992.
Broadcast revenues for 1994, which include seven months' revenue for WWL-TV,
were $258,759,000.  These results represent an increase of 23.7 percent over
1993 revenues of $209,193,000.  In 1993, revenues improved 4 percent from the
$201,241,000 of the previous year.

    Each station contributed to the increase in 1994 revenues with improvement
in every revenue category.  The greatest improvements were in local and
political advertising.  Local advertising revenues, which improved 25 percent
overall, were up most significantly in Dallas, Houston and Tulsa while the New
Orleans station contributed more than 10 percent of total 1994 local revenues.
Advertising for automobiles was a significant factor in each of Belo's local
market gains. National revenues benefited from the broadcast of the 1994 Winter
Olympics on Belo's CBS-affiliated stations, but were offset somewhat by losses
associated with the baseball strike and the move of NFL Football from CBS to
the Fox network. Political revenues were up considerably in 1994 due to active
gubernatorial and senate races in several states.  The recent and dramatic
changes in the structure of the network television industry in 1994 led to the
renegotiation of several of Belo's network affiliation agreements, resulting in
a significant increase in 1994 network compensation, beginning in the third
quarter.  Belo anticipates 1995 network compensation will exceed 1994 network
compensation levels as well.  This increase, however, is expected to be offset
by the anticipated decline in political advertising.





                                       12
<PAGE>   15
    Local and national advertising revenues in 1993 increased 6.2 percent and
6.6 percent, respectively, compared to 1992 revenues.  Stations in Houston,
Virginia and Tulsa combined for an overall revenue gain of $9,266,000 while
Dallas station revenues were relatively flat and the California station
experienced a slight revenue decline.  In 1993, all but one of Belo's broadcast
stations experienced an increase in local advertising revenues.  National
advertising revenues increased at all but another of Belo's stations.
Contributing factors to the 1993 improvements include strong ratings
performances and healthier local economies.  The industry categories
contributing the most to advertising revenues were restaurants, automobiles,
department stores and health care.  Partially offsetting these revenue gains,
however, were a significant decrease in political advertising compared to 1992,
a weaker California economy and other competitive forces.

    Broadcast earnings from operations were $80,445,000 in 1994 compared to
$63,240,000 in 1993.  Included in 1994 earnings are WWL-TV operations since
June 1, 1994.  Also included in broadcast earnings in 1994 and 1993 are
increases to earnings of $631,000 and $3,349,000, respectively, for the
reversal of certain music license fee accruals from previous years.  Excluding
the music license fee adjustments, operating earnings for 1994 and 1993 were
$79,814,000 and $59,891,000, respectively.  Revenue improvements were partially
offset by higher operating costs.  Salaries, wages and employee benefits were
higher in 1994 due to increases in sales commissions, more employees, merit
increases, higher profit performance bonuses and an increase in benefit costs.
Other production, distribution and operating costs were higher in 1994 than in
1993 (excluding the music license fee adjustments) due primarily to an increase
in programming expenses from increased contract rates for several syndicated
program packages and costs to produce a new local morning show and weekly news
show in Dallas.  Advertising and promotion costs, as well as repair and
maintenance expenses, were also higher in 1994.  These increases were slightly
offset by lower bad debt and outside services expense.  Depreciation and
amortization expense increased as a result of the purchase of WWL-TV assets.

    Broadcast earnings from operations for 1993, excluding the music license
fee adjustment, were $59,891,000 compared to $56,461,000 in 1992, an increase
of 6.1 percent.  Although revenues increased 4 percent, operating costs
increased only 3.3 percent, excluding the music license fee adjustment.
Contributing to the increase in 1993 expenses were higher salaries, wages and
employee benefits, due to merit increases, higher benefit costs and an increase
in the number of broadcast employees.  Communications and travel expenses were
higher in 1993 than in 1992 due to coverage of significant news stories,
including the Dallas Cowboys' appearance in the 1993 Super Bowl, the
Presidential Inauguration, and the Branch Davidian story in Waco, Texas.  These
increases were partially offset by savings in 1993 programming expense.

    In recent years, the television broadcasting industry has been affected by
increased competition for viewing audiences. Belo continues to compete
aggressively for advertisers and viewing audiences in markets that offer many
alternative media outlets.  Future earnings growth will likely depend on the
ability to offer competitive audience delivery to advertisers and on general
economic conditions.

OTHER MATTERS

    On February 1, 1995, Belo completed the acquisition of certain assets of
television station KIRO-TV in Seattle, Washington for a purchase price of
$162,500,000, excluding final adjustments.  Belo borrowed funds from its
revolving credit agreement to complete the transaction, which will be accounted
for as a purchase.  Although a complete purchase price allocation will not be
finalized until later in 1995, it is estimated that the majority of the
purchase price will be allocated to property, plant and equipment and
intangible assets.  The Company intends to operate the television station as a
United Paramount affiliate, with an emphasis on local news  programming.
Management expects the acquisition to be dilutive in 1995.

    The net effect of inflation on Belo's revenues and net earnings from
operations has not been material in the last few years because of a relatively
low rate of inflation during this period, combined with efforts to lessen the
effect of rising costs through improved productivity, cost control and, when
warranted, increased prices.





                                       13
<PAGE>   16
ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

    The Consolidated Financial Statements, together with the report of
independent auditors, are included on pages 23 through 40 of this document.
Financial statement schedules have been omitted because the required
information is contained in the Consolidated Financial Statements or related
notes, or because such information is not applicable.


ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE

    Not applicable.

                                    PART III

ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

    The information set forth under the headings "Outstanding Capital Stock and
Stock Ownership of Directors, Certain Executive Officers and Principal
Shareholders," "Executive Officers of the Company" and "Election of Directors"
contained in the definitive Proxy Statement for the Company's Annual Meeting of
Shareholders to be held on May 3, 1995, is incorporated herein by reference.

ITEM 11.  EXECUTIVE COMPENSATION

    The information set forth under the heading "Executive Compensation and
Other Matters" and "Election of Directors" contained in the definitive Proxy
Statement for the Company's Annual Meeting of Shareholders to be held on May 3,
1995, is incorporated herein by reference.

ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

    The information set forth under the heading "Outstanding Capital Stock and
Stock Ownership of Directors, Certain Executive Officers and Principal
Shareholders" contained in the definitive Proxy Statement for the Company's
Annual Meeting of Shareholders to be held on May 3, 1995, is incorporated
herein by reference.

ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

    The information set forth under the headings "Executive Compensation and
Other Matters" and "Election of Directors" contained in the definitive Proxy
Statement for the Company's Annual Meeting of Shareholders to be held on May 3,
1995, is incorporated herein by reference.

                                    PART IV

ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K

(a)      (1)     The financial statements listed in the Index to Financial
                 Statements included in the Table of Contents are filed as part
                 of this report.

         (2)     The financial schedules required by Regulation S-X are either
                 not applicable or are included in the information provided in
                 the Notes to Consolidated Financial Statements, which are
                 filed as part of this report.

         (3)     Exhibits

                 The exhibits to this report are hereby incorporated by
reference, as specified:





                                       14
<PAGE>   17
EXHIBIT
NUMBER                                                 DESCRIPTION

3.1      Certificate of Incorporation of the Company (incorporated by reference
         to Exhibit 3.1 to the Company's Annual Report on Form 10-K dated March
         19, 1992 (the "1991 Form 10-K"))

3.2      Certificate of Correction to Certificate of Incorporation dated May
         13, 1987 (incorporated by reference to Exhibit 3.2 to the Company's
         Annual Report on Form 10-K dated March 18, 1993 (the "1992 Form
         10-K"))

3.3      Certificate of Designation of Series A Junior Participating Preferred
         Stock of the Company dated April 16, 1987 (incorporated by reference
         to Exhibit 3.3 to the 1991 Form 10-K)

3.4      Certificate of Amendment of Certificate of Incorporation of the
         Company dated May 4, 1988 (incorporated by reference to Exhibit 3.4 to
         the 1992 Form 10-K)

3.5      Amended Certificate of Designation of Series A Junior Participating
         Preferred Stock of the Company dated May 4, 1988 (incorporated by
         reference to Exhibit 3.5 to the 1992 Form 10-K)

3.6      Certificate of Designation of Series B Common Stock of the Company
         dated May 4, 1988 (incorporated by reference to Exhibit 3.6 to the
         1992 Form 10-K)

3.7      Bylaws of the Company, effective February 22, 1995

4.1      Certain rights of the holders of the Company's Common Stock are set
         forth in Exhibits 3.1-3.6 above

4.2      Specimen Form of Certificate representing shares of the Company's
         Series A Common Stock (incorporated by reference to Exhibit 4.2 to the
         1992 Form 10-K)

4.3      Specimen Form of Certificate representing shares of the Company's
         Series B Common Stock (incorporated by reference to Exhibit 4.3 to the
         Company's Annual Report on Form 10-K dated March 20, 1989)

4.4      Form of Rights Agreement, dated March 10, 1986 between the Company and
         RepublicBank Dallas, National Association as Rights Agent, which
         includes as Exhibit B thereto the Form of Right Certificate
         (incorporated by reference to Exhibit 4.8 to the 1991 Form 10-K)

4.5      Supplement No. 1 to Rights Agreement (incorporated by reference to
         Exhibit 4.9 to the 1991 Form 10-K)

4.6      Supplement No. 2 to Rights Agreement (incorporated by reference to
         Exhibit 4.9 to the 1992 Form 10-K)

4.7      Supplement No. 3 to Rights Agreement (incorporated by reference to
         Exhibit 4.10 to the 1992 Form 10-K)

4.8      Supplement No. 4 to Rights Agreement dated December 12, 1988
         substituting Manufacturers Hanover Trust Company as Rights Agent
         (incorporated by reference to Exhibit 4.8 to the Company's Annual
         Report on Form 10-K dated March 18, 1994 (the "1993 Form 10-K"))

4.9      Supplement No. 5 to Rights Agreement (incorporated by reference to
         Exhibit 4.1 to the Company's Quarterly Report on Form 10-Q for the
         quarterly period ended June 30, 1993)

4.10     Supplement No. 6 to Rights Agreement





                                       15
<PAGE>   18
EXHIBIT
NUMBER                                                 DESCRIPTION 

10.1     Contracts relating to television broadcasting:

         (1)   Contract for Affiliation between KOTV in Tulsa, Oklahoma and
               CBS, with Network Affiliation Consent (incorporated by reference
               to Exhibit 10.1(1) to the 1991 Form 10-K)

         (2)   Contract for Affiliation between KHOU-TV in Houston, Texas and
               CBS, with Network Affiliation Consent (incorporated by reference
               to Exhibit 10.1(2) to the 1991 Form 10-K)

         (3)   Letter Amendment to Contract for Affiliation between KHOU-TV in
               Houston,  Texas  and  CBS  (incorporated by reference to Exhibit
               10.1(3) to the 1993 Form 10-K)

         (4)   Contract for Affiliation between KXTV in Sacramento, California
               and CBS (incorporated by reference to Exhibit 10.3 to the
               Company's Quarterly Report on Form 10-Q for the quarterly period
               ended March 31, 1993 (the "First Quarter 1993 Form 10-Q"))

         (5)   Contract for Affiliation between WFAA-TV in Dallas, Texas and
               ABC, with Network Affiliation Consent (incorporated by reference
               to Exhibit 10.1(4) to the Company's Annual Report on Form 10-K
               dated March 28, 1991 (the "1990 Form 10-K"))

         (6)   Rider One to Contract for Affiliation between WFAA-TV in Dallas,
               Texas and ABC (incorporated by reference to Exhibit 10.1 to the
               First Quarter 1993 Form 10-Q)

         (7)   Contract for Affiliation between WVEC-TV in Hampton-Norfolk,
               Virginia and ABC, with Network Affiliation Consent
               (incorporated by reference to  Exhibit 10.1(5) to the 1991 Form
               10-K)

         (8)   Contract for Affiliation between WWL-TV in New Orleans,
               Louisiana, and CBS

10.2     Contracts relating to newspaper publication:

         (1)   Founding Agreement between the Company and Newsprint South, Inc.
               for newsprint supply (incorporated by reference to Exhibit
               10.2(2) to the 1990 Form 10-K)

         (2)   Amendment to the Founding Agreement between the Company and
               Newsprint South, Inc. for newsprint supply (incorporated by
               reference to Exhibit 10.2(3) to the 1990 Form 10-K)

10.3     (1)   Management Security Plan (incorporated by reference to Exhibit
               10.4(1) to the 1991 Form 10-K)

         (2)   Stock Option Plan (incorporated by reference to Exhibit 10.4(2)
               to the 1991 Form 10-K)

         (3)   Amendment to Stock Option Plan by the Compensation Committee of
               the Board of Directors (incorporated by reference to Exhibit
               10.4(3) to the 1991 Form 10-K)

         (4)   Amendments to Stock Option Plan (incorporated by reference to
               Exhibit 10.4(4) to the 1991 Form 10-K)

         (5)   Amendment to Stock Option Plan dated December 19, 1986
               (incorporated by reference to Exhibit 10.4(5) to the 1991 Form
               10-K)

         (6)   Amendment to Stock Option Plan dated February 22, 1989
               (incorporated by reference to Exhibit 10.3(6) to the 1993 Form
               10-K)





                                       16
<PAGE>   19
EXHIBIT
 NUMBER                                                DESCRIPTION

         (7)   1986 Long-Term Incentive Plan (incorporated by reference to
               Exhibit 10.4(7) to the 1991 Form 10-K)

         (8)   Amendment No. 1 to 1986 Long-Term Incentive Plan (incorporated
               by reference to Exhibit 10.4(8) to the 1991 Form 10-K)

         (9)   Amendment No. 2 to 1986 Long-Term Incentive Plan (incorporated
               by reference to Exhibit 10.3(9) to the 1992 Form 10-K)

         (10)  Amendment No. 3 to 1986 Long-Term Incentive Plan (incorporated
               by reference to Exhibit 10.3(10) to the 1993 Form 10-K)

         (11)  Amendment No. 4 to 1986 Long-Term Incentive Plan (incorporated
               by reference to Exhibit 10.3(11) to the 1993 Form 10-K)

         (12)  Amendment No. 5 to 1986 Long-Term Incentive Plan (incorporated
               by reference to Exhibit 10.3(12) to the 1993 Form 10-K)

         (13)  Amendment No. 6 to 1986 Long-Term Incentive Plan (incorporated
               by reference to Exhibit 10.3(13) to the 1992 Form 10-K)

         (14)  The A. H. Belo Corporation Employee Savings and Investment Plan

         (15)  First Amendment to the A. H. Belo Corporation Employee Savings
               and Investment Plan (incorporated by reference to Exhibit
               10.3(15) to the 1992 Form 10-K)

         (16)  Second Amendment to the A. H. Belo Corporation Employee Savings
               and Investment Plan (incorporated by reference to Exhibit
               10.3(16) to the 1992 Form 10-K)

         (17)  Third Amendment to the A. H. Belo Corporation Employee Savings
               and Investment Plan (incorporated by reference to Exhibit 10.2
               to the First Quarter 1993 Form 10-Q)

         (18)  Fourth Amendment to the A. H. Belo Corporation Employee Savings
               and Investment Plan (incorporated by reference to Exhibit 4.14
               to Post-Effective Amendment No. 1 to Form S-8 dated January 18,
               1994 (Registration No. 33-30994))

         (19)  Fifth Amendment to the A. H. Belo Corporation Employee Savings
               and Investment Plan (incorporated by reference to Exhibit
               10.3(19) to the 1993 Form 10-K)

         (20)  Sixth Amendment to the A. H. Belo Corporation Employee Savings
               and Investment Plan (incorporated by reference to Exhibit
               10.3(1) to the Company's Quarterly Report on Form 10-Q for the
               quarterly period ended June 30, 1994 ("Second Quarter 1994 Form
               10-Q"))

         (21)  Seventh Amendment to the A. H. Belo Corporation Employee Savings
               and Investment Plan

         (22)  Eighth Amendment to the A. H. Belo Corporation Employee Savings
               and Investment Plan

         (23)  The G. B. Dealey Retirement Pension Plan (as amended and
               restated effective January 1, 1988) (incorporated by reference
               to Exhibit 10.3(20) to the 1993 Form 10-K)

         (24)  First Amendment to the G. B. Dealey Retirement Pension Plan
               (incorporated by reference to Exhibit 10.3(21) to the 1993 Form
               10-K)





                                                            17
<PAGE>   20
EXHIBIT
NUMBER                                                 DESCRIPTION

         (25)  Second Amendment to the G. B. Dealey Retirement Pension Plan
               (incorporated by reference to Exhibit 10.3(22) to the 1993 Form
               10-K)

         (26)  Third Amendment to the G. B. Dealey Retirement Pension Plan
               (incorporated by reference to Exhibit 10.3(23) to the 1993 Form
               10-K)

         (27)  Fourth Amendment to the G. B. Dealey Retirement Pension Plan
               (incorporated by reference to Exhibit 10.3(24) to the 1993 Form
               10-K)

         (28)  Fifth Amendment to the G. B. Dealey Retirement Pension Plan
               (incorporated by reference to Exhibit 10.3(25) to the 1993 Form
               10-K)

         (29)  Sixth Amendment to the G. B. Dealey Retirement Pension Plan
               (incorporated by reference to Exhibit 10.3(2) to the Second
               Quarter 1994 Form 10-Q)

         (30)  Seventh Amendment to the G. B. Dealey Retirement Pension Plan

         (31)  Eighth Amendment to the G. B. Dealey Retirement Pension Plan

         (32)  Master Trust Agreement, effective as of July 1, 1992, between A.
               H. Belo Corporation and Mellon Bank, N.  A. (incorporated by
               reference to Exhibit 10.3(26) to the 1993 Form 10-K)

         (33)  A. H. Belo Corporation Supplemental Executive Retirement Plan
               (incorporated by reference to Exhibit 10.3(27) to the 1993 Form
               10-K)

         (34)  Trust Agreement dated February 28, 1994, between the Company and
               Mellon Bank, N. A. (incorporated by reference to Exhibit
               10.3(28) to the 1993 Form 10-K)

         (35)  Summary of A. H. Belo Corporation Executive Compensation Program
               (incorporated by reference to Exhibit 10.3(18) to the 1992 Form
               10-K)

         (36)  Employment and Consultation Agreement between A. H. Belo
               Corporation and James P. Sheehan (incorporated by reference to
               Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for
               the quarterly period ended September 30, 1993)

10.4     (1)   Loan Agreement dated October 1, 1985, between City of Arlington
               Industrial Development Corporation and Dallas-Fort Worth
               Suburban Newspapers, Inc. (incorporated by reference to Exhibit
               10.5(2) to the 1991 Form 10-K)

         (2)   Letter of Credit and Reimbursement Agreement dated as of June 2,
               1987, between Dallas-Fort Worth Suburban Newspapers, Inc. and
               The Sanwa Bank, Limited, Dallas Agency covering $6,400,000 City
               of Arlington Industrial Development Corporation Industrial
               Development Revenue Bonds (incorporated by reference to Exhibit
               10.5(3) to the 1991 Form 10-K)

         (3)   Credit Agreement dated as of August 5, 1994 among the Company
               and Citicorp Securities, Inc., as Syndication Agent, The First
               National Bank of Chicago, as Administrative Agent, Texas
               Commerce Bank National Association, as Documentation Agent and
               The Banks Listed Therein, as Lenders (incorporated by reference
               to Exhibit 10.4(1) to the Second Quarter 1994 Form 10-Q)

         (4)   Amendment and Waiver Agreement dated as of August 5, 1994, by
               and between the Company and The Sanwa Bank, Limited, Dallas
               Agency





                                       18
<PAGE>   21
         21    Subsidiaries of the Company

         23    Consent of Ernst & Young  LLP

         27    Financial Data Schedule (filed electronically with the
               Securities and Exchange Commission)

         Executive Compensation Plans and Arrangements

         Management Security Plan--1991 Form 10-K, Exhibit 10.4(1)

         Stock Option Plan--1991 Form 10-K, Exhibit 10.4(2)

         Amendment to Stock Option Plan by the Compensation Committee of the
         Board of Directors--1991 Form 10-K, Exhibit 10.4(3)

         Amendments to Stock Option Plan--1991 Form 10-K, Exhibit 10.4(4)

         Amendment to Stock Option Plan dated December 19, 1986--1991 Form
         10-K, Exhibit 10.4(5)

         Amendment to Stock Option Plan dated February 22, 1989--1993 Form
         10-K, Exhibit 10.3(6)

         1986 Long-Term Incentive Plan--1991 Form 10-K, Exhibit 10.4(7)

         Amendment No. 1 to 1986 Long-Term Incentive Plan --1991 Form 10-K,
         Exhibit 10.4(8)

         Amendment No. 2 to 1986 Long-Term Incentive Plan --1992 Form 10-K,
         Exhibit 10.3(9)

         Amendment No. 3 to 1986 Long-Term Incentive Plan--1993 Form 10-K,
         Exhibit 10.3(10)

         Amendment No. 4 to 1986 Long-Term Incentive Plan--1993 Form 10-K,
         Exhibit 10.3(11)

         Amendment No. 5 to 1986 Long-Term Incentive Plan--1993 Form 10-K,
         Exhibit 10.3(12)

         Amendment No. 6 to 1986 Long-Term Incentive Plan--1992 Form 10-K,
         Exhibit 10.3(13)

         The A. H. Belo Corporation Employee Savings and Investment Plan--filed
         herewith as Exhibit 10.3(14)

         First Amendment to the A. H. Belo Corporation Employee Savings and
         Investment Plan--1992 Form 10-K, Exhibit 10.3(15)

         Second Amendment to the A. H. Belo Corporation Employee Savings and
         Investment Plan--1992 Form 10-K, Exhibit 10.3(16)

         Third Amendment to the A. H. Belo Corporation Employee Savings and
         Investment Plan--First Quarter 1993 Form 10- Q, Exhibit 10.2

         Fourth Amendment to the A. H. Belo Corporation Employee Savings and
         Investment Plan--Post-Effective Amendment No. 1 to Form S-8 dated
         January 18, 1994, Exhibit 4.14

         Fifth Amendment to the A. H. Belo Corporation Employee Savings and
         Investment Plan--1993 Form 10-K, Exhibit 10.3(19)

         Sixth Amendment to the A. H. Belo Corporation Employee Savings and
         Investment Plan--Second Quarter 1994 Form 10-Q, Exhibit 10.3(1)





                                       19
<PAGE>   22
         Seventh Amendment to the A. H. Belo Corporation Employee Savings and
         Investment Plan--filed herewith as Exhibit 10.3(21)

         Eighth Amendment to the A. H. Belo Corporation Employee Savings and
         Investment Plan--filed herewith as Exhibit 10.3(22)

         The G. B. Dealey Retirement Pension Plan (as amended and restated
         effective January 1, 1988)--1993 Form 10-K, Exhibit 10.3(20)

         First Amendment to the G. B. Dealey Retirement Pension Plan--1993 Form
         10-K, Exhibit 10.3(21)

         Second Amendment to the G. B. Dealey Retirement Pension Plan--1993
         Form 10-K, Exhibit 10.3(22)

         Third Amendment to the G. B. Dealey Retirement Pension Plan--1993 Form
         10-K, Exhibit 10.3(23)

         Fourth Amendment to the G. B. Dealey Retirement Pension Plan--1993
         Form 10-K, Exhibit 10.3(24)

         Fifth Amendment to the G. B. Dealey Retirement Pension Plan--1993 Form
         10-K, Exhibit 10.3(25)

         Sixth Amendment to the G. B. Dealey Retirement Pension Plan--Second
         Quarter 1994 Form 10-Q, Exhibit 10.3(2)

         Seventh Amendment to the G. B. Dealey Retirement Pension Plan--filed
         herewith as Exhibit 10.3(30)

         Eighth Amendment to the G. B. Dealey Retirement Pension Plan--filed
         herewith as Exhibit 10.3(31)

         A. H. Belo Corporation Supplemental Executive Retirement Plan--1993
         Form 10-K, Exhibit 10.3(27)

         Summary of A. H. Belo Corporation Executive Compensation Program--1992
         Form 10-K, Exhibit 10.3(18)

         Employment and Consultation Agreement between A. H. Belo Corporation
         and James P. Sheehan--Quarterly Report on Form 10-Q for the quarterly
         period ended September 30, 1993, Exhibit 10.1

(b)      Reports on Form 8-K.

         No reports on Form 8-K were filed during the last quarter of the
period covered by this report.





                                       20
<PAGE>   23
                                  SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Company has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.


                                     A. H. BELO CORPORATION


                                     By: /S/Robert W. Decherd
                                         Robert W. Decherd
                                         Chairman of the Board, President
                                         & Chief Executive Officer

                                     Dated:  March 8, 1995


    Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the Company
and in the capacities and on the dates indicated:

<TABLE>
<CAPTION>
     SIGNATURE                                               TITLE                            DATE
     ---------                                               -----                            ----
<S>                                             <C>                                     <C>
/S/Robert W. Decherd                            Chairman of the Board, President        March 8, 1995
- --------------------                            & Chief Executive Officer                            
Robert W. Decherd                                                        
                                                

/S/Ward L. Huey, Jr.                            Vice Chairman of the                    March 8, 1995
- --------------------                                                                                 
Ward L. Huey, Jr.                               Board and President,
                                                Broadcast Division

/S/Burl Osborne                                 Director, Publisher and                 March 8, 1995
- ---------------                                 Editor, The Dallas                                   
Burl Osborne                                    Morning News       
                                                                   
                                                
/S/John W. Bassett, Jr.                         Director                                March 8, 1995
- -----------------------                                                                              
John W. Bassett, Jr.


/S/Judith L. Craven, M.D., M.P.H.               Director                                March 8, 1995
- ---------------------------------                                                                    
Judith L. Craven, M.D., M.P.H.


/S/Joe M. Dealey                                Director and Former                     March 8, 1995
- ----------------                                Chairman of the Board                                
Joe M. Dealey                                                         
                                                

/S/Dealey D. Herndon                            Director                                March 8, 1995
- --------------------                                                                                 
Dealey D. Herndon


/S/Lester A. Levy                               Director                                March 8, 1995
- -----------------                                                                                    
Lester A. Levy


/S/Arturo Madrid, Ph.D.                         Director                                March 8, 1995
- -----------------------                                                                              
Arturo Madrid, Ph.D.
</TABLE>





                                                            21
<PAGE>   24
<TABLE>
<CAPTION>
   SIGNATURE                                            TITLE                                 DATE
   ---------                                            -----                                 ----
<S>                                             <C>                                     <C>
/S/James M. Moroney, Jr.                        Director and Former                     March 8, 1995
- ------------------------                        Chairman of the Board                                
James M. Moroney, Jr.                                                
                                                

/S/Hugh G. Robinson                             Director                                March 8, 1995
- -------------------                                                                                  
Hugh G. Robinson


/S/William H. Seay                              Director                                March 8, 1995
- ------------------                                                                                   
William H. Seay


/S/William T. Solomon                           Director                                March 8, 1995
- ---------------------                                                                                
William T. Solomon


/S/Thomas B. Walker, Jr.                        Director                                March 8, 1995
- ------------------------                                                                             
Thomas B. Walker, Jr.


/S/J. McDonald Williams                         Director                                March 8, 1995
- -----------------------                                                                              
J. McDonald Williams


/S/Michael D. Perry                             Senior Vice President and               March 8, 1995
- -------------------                             Chief Financial Officer                              
Michael D. Perry                                                       
                                                

/S/Dunia A. Shive                               Vice President/Controller               March 8, 1995
- -----------------                                                                                    
Dunia A. Shive
</TABLE>





                                                            22
<PAGE>   25
REPORT OF INDEPENDENT AUDITORS

The Board of Directors and Shareholders
A. H. Belo Corporation

We have audited the accompanying consolidated balance sheets of A. H. Belo
Corporation and subsidiaries as of December 31, 1994 and 1993, and the related
consolidated statements of earnings, shareholders' equity, and cash flows for
each of the three years in the period ended December 31, 1994. These financial
statements are the responsibility of the Company's management.  Our
responsibility is to express an opinion on these financial statements based on
our audits.

We conducted our audits in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement.  An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements.  An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation.  We believe that our audits provide a reasonable basis
for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the consolidated financial position of A. H. Belo
Corporation and subsidiaries at December 31, 1994 and 1993, and the
consolidated results of their operations and cash flows for each of the three
years in the period ended December 31, 1994, in conformity with generally
accepted accounting principles.

As discussed in Note 5 to the consolidated financial statements, effective
January 1, 1993, the Company changed its method of accounting for income taxes.

                                                /S/ERNST & YOUNG LLP



Dallas, Texas
January 26, 1995
except for Note 13, as to which the date is February 1, 1995.





                                       23
<PAGE>   26
CONSOLIDATED STATEMENTS OF EARNINGS
A. H. BELO CORPORATION AND SUBSIDIARIES

<TABLE>
<CAPTION>
                                                                                     Years ended December 31,
- -------------------------------------------------------------------------------------------------------------
In thousands, except per share amounts                                         1994          1993       1992 
- -------------------------------------------------------------------------------------------------------------
<S>                                                                     <C>            <C>           <C>
NET OPERATING REVENUES
    Newspaper publishing                                                 $369,366      $335,642     $314,701
                                                                                                             
    Broadcasting (Note 2)                                                 258,759       209,193      201,241
- -------------------------------------------------------------------------------------------------------------
         Total net operating revenues                                     628,125       544,835      515,942
- -------------------------------------------------------------------------------------------------------------

OPERATING COSTS AND EXPENSES
    Salaries, wages and employee benefits (Note 6)                        178,264       161,170      149,139
    Newsprint, ink and other  supplies                                    106,270       105,395       97,498
    Other production, distribution and operating costs (Note 8)           166,187       145,310      151,640
    Depreciation                                                           32,854        25,281       23,547
    Amortization                                                           13,551        12,383       12,492
    Restructuring charge (Note 3)                                               -         5,822            -
- -------------------------------------------------------------------------------------------------------------
         Total operating costs and expenses                               497,126       455,361      434,316
- -------------------------------------------------------------------------------------------------------------

             Earnings from operations                                     130,999        89,474       81,626
- -------------------------------------------------------------------------------------------------------------

OTHER INCOME AND EXPENSE
    Interest expense (Note 4)                                             (16,112)      (15,015)     (24,159)
    Other, net (Note 10)                                                   (6,990)        1,119        4,106

- -------------------------------------------------------------------------------------------------------------
         Total other income and expense                                   (23,102)      (13,896)     (20,053)
- -------------------------------------------------------------------------------------------------------------

EARNINGS
    Earnings before income taxes and cumulative
       effect of change in accounting                                     107,897        75,578       61,573 
    Income taxes (Note 5)                                                  39,030        31,100       24,403  
- -------------------------------------------------------------------------------------------------------------
    Earnings before cumulative effect of change in accounting              68,867        44,478       37,170
    Cumulative effect of change in accounting for
       income taxes (Note 5)                                                    -         6,599            -
- -------------------------------------------------------------------------------------------------------------
    Net earnings                                                        $  68,867      $ 51,077     $ 37,170
- -------------------------------------------------------------------------------------------------------------

EARNINGS PER COMMON AND COMMON EQUIVALENT SHARE
    Earnings before cumulative effect of change in accounting           $    3.41      $   2.20     $   1.90
    Cumulative effect of change in accounting                           $       -      $    .33     $      -
    Net earnings                                                        $    3.41      $   2.53     $   1.90
- -------------------------------------------------------------------------------------------------------------
 Weighted average common and common equivalent
    shares outstanding                                                     20,223        20,204       19,567
- -------------------------------------------------------------------------------------------------------------
</TABLE>


See accompanying Notes to Consolidated Financial Statements.





                                       24
<PAGE>   27
CONSOLIDATED BALANCE SHEETS
A. H. BELO CORPORATION AND SUBSIDIARIES

<TABLE>
<CAPTION>
>ASSETS                                                                                          December 31,
- -------------------------------------------------------------------------------------------------------------
In thousands                                                                             1994            1993
- -------------------------------------------------------------------------------------------------------------
<S>                                                                                <C>            <C>
Current assets:
   Cash and temporary cash investments                                             $    9,294     $     8,943
   Accounts receivable (net of allowance of
      $3,959 and $3,684 in 1994 and 1993, respectively)                                99,825          80,023
   Inventories                                                                          9,439          11,734
   Deferred income taxes (Note 5)                                                       7,641           6,053
   Other current assets                                                                 4,138          10,632
- -------------------------------------------------------------------------------------------------------------
      Total current assets                                                            130,337         117,385
- -------------------------------------------------------------------------------------------------------------
Property, plant and equipment, at cost:
   Land                                                                                19,803          15,065
   Buildings                                                                          126,632         116,466
   Newspaper publishing equipment                                                     188,006         183,211
   Broadcast equipment                                                                118,816          93,276
   Other                                                                               40,369          35,610
   Advance payments on plant and equipment
      expenditures (Note 8)                                                            28,352           8,679

      Total property, plant and equipment                                             521,978         452,307
   Less accumulated depreciation                                                      209,824         182,295
- -------------------------------------------------------------------------------------------------------------
      Property, plant and equipment, net                                              312,154         270,012
- -------------------------------------------------------------------------------------------------------------
Intangible assets, net:
   Excess cost over values assigned to tangible
     assets of purchased subsidiaries (Note 2)                                        403,268         333,880
   Other intangibles                                                                   18,949          20,221
- -------------------------------------------------------------------------------------------------------------
           Total intangible assets, net                                               422,217         354,101
- -------------------------------------------------------------------------------------------------------------
Other assets, at cost (Note 6)                                                         49,083          54,658
- -------------------------------------------------------------------------------------------------------------
           Total assets                                                              $913,791        $796,156
- -------------------------------------------------------------------------------------------------------------
</TABLE>





                                      25
<PAGE>   28
CONSOLIDATED BALANCE SHEETS (CONTINUED)
A. H. BELO CORPORATION AND SUBSIDIARIES

<TABLE>
<CAPTION>
LIABILITIES AND SHAREHOLDERS' EQUITY                                                             December 31,
- --------------------------------------------------------------------------------------------------------------
In thousands, except share data                                                           1994           1993
- --------------------------------------------------------------------------------------------------------------
<S>                                                                                  <C>            <C>
Current liabilities:
  Accounts payable                                                                   $  27,308      $  16,555
  Accrued compensation and benefits                                                     26,170         20,092
  Other accrued expenses                                                                 9,112         12,895
  Accrued interest payable                                                               3,138          2,219
  Advance subscription payments                                                          7,935          6,913
  Income taxes payable (Note 5)                                                         10,074          1,057
- --------------------------------------------------------------------------------------------------------------
    Total current liabilities                                                           83,737         59,731
- -------------------------------------------------------------------------------------------------------------- 
Long-term debt (Note 4)                                                                330,400        277,400
Deferred income taxes (Note 5)                                                         110,324        107,308
Other liabilities (Note 6)                                                               6,795          5,618

Commitments and contingent liabilities (Note 8)

Shareholders' equity (Notes 7 and 9):
  Preferred stock, $1.00 par value.  Authorized
    5,000,000 shares; none issued.                                                               
                                                                                                 
  Common stock, $1.67 par value.  Authorized
    150,000,000 shares;
    Series A:  Issued 14,238,888 and 14,467,182 shares
      at December 31, 1994 and 1993, respectively;                                     23,779          24,161
    Series B:  Issued 5,621,988 and 5,743,099 shares
      at December 31, 1994 and 1993, respectively.                                      9,389           9,591
  Additional paid-in capital                                                          124,431         116,451
  Retained earnings                                                                   230,959         201,246
- -------------------------------------------------------------------------------------------------------------- 

      Total                                                                           388,558         351,449

  Less deferred compensation - restricted shares                                        6,023           5,350
- --------------------------------------------------------------------------------------------------------------
    Total shareholders' equity                                                        382,535         346,099
- --------------------------------------------------------------------------------------------------------------
      Total liabilities and shareholders' equity                                     $913,791        $796,156
- --------------------------------------------------------------------------------------------------------------
</TABLE>




See accompanying Notes to Consolidated Financial Statements.





                                      26
<PAGE>   29
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
A. H. BELO CORPORATION AND SUBSIDIARIES

<TABLE>  
<CAPTION>
In thousands, except share and per share amounts                                                Three years ended December 31, 1994 
- ------------------------------------------------------------------------------------------------------------------------------------
                                  COMMON STOCK                                  TREASURY STOCK   Deferred
                                                          Additional                           Compensation-
                                Shares   Shares            Paid-in  Retained   Shares          Restricted
                                Series A Series B  Amount  Capital  Earnings  Series A   Amount  Shares    Total 
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                          <C>           <C>       <C>      <C>      <C>        <C>      <C>     <C>        <C>

BALANCE AT JAN. 1, 1992      12,175,609    6,667,625 $31,468  $70,626 $134,508        -   $      - $(6,545)   $230,057

 Exercise of stock options      513,696      183,698   1,165   16,100                                           17,265
 Restricted shares awarded       50,830                   85    2,871                               (2,956)          -
 Amortization of restricted
   shares                                                                                            2,723       2,723
 Tax benefit from long-term                                                                         
   incentive plan                                               4,408                                            4,408
 Net earnings                                                           37,170                                  37,170
 Cash dividends declared
   ($.54 per share)                                                    (10,381)                                (10,381)
 Conversion of Series B
   to Series A                  693,834     (693,834)                                                                -
- ------------------------------------------------------------------------------------------------------------------------------------

BALANCE AT DEC. 31, 1992     13,433,969    6,157,489 $32,718 $ 94,005 $161,297        -   $      - $(6,778)   $281,242

 Exercise of stock options      505,295       87,326     990   16,252                                           17,242
 Restricted shares awarded       37,192                   62    2,576                               (2,638)          -
 Amortization of restricted
   shares                                                                                            3,781       3,781
 Forfeiture of restricted shares(10,990)                 (18)    (450)                                 285        (183)
 Tax benefit from long-term
   incentive plan                                               4,068                                            4,068
 Net earnings                                                           51,077                                  51,077
 Cash dividends declared
   ($.56 per share)                                                    (11,128)                                (11,128)
 Conversion of Series B
   to Series A                  501,716     (501,716)                                                                -
- ------------------------------------------------------------------------------------------------------------------------------------

BALANCE AT DEC. 31, 1993     14,467,182    5,743,099 $33,752 $116,451 $201,246        -   $      - $(5,350)   $346,099

 Exercise of stock options      234,545       12,500     412    7,240                                            7,652
 Restricted shares awarded       48,360                   81    2,764                               (2,845)          -
 Amortization of restricted               
   shares                                                                                            2,166       2,166
 Forfeiture of restricted shares   (810)                  (1)     (25)                                   6         (20)
 Tax benefit from long-term
   incentive plan                                               1,828                                            1,828
 Purchase of treasury stock                                                    (644,000)   (32,073)            (32,073)
 Retirement of treasury stock  (644,000)              (1,076)  (3,827) (27,170) 644,000     32,073                   -
 Net earnings                                                           68,867                                  68,867
 Cash dividends declared
   ($.60 per share)                                                    (11,984)                                (11,984)
 Conversion of Series B
   to Series A                  133,611     (133,611)                                                                -
- ------------------------------------------------------------------------------------------------------------------------------------

BALANCE AT DEC. 31, 1994     14,238,888    5,621,988 $33,168 $124,431 $230,959        -   $      - $(6,023)   $382,535
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>


See accompanying Notes to Consolidated Financial Statements.




                                       
                                      27
<PAGE>   30
CONSOLIDATED STATEMENTS OF CASH FLOWS
A. H. BELO CORPORATION AND SUBSIDIARIES

<TABLE>
<CAPTION>
CASH PROVIDED (USED)                                                                  Years ended December 31,
- --------------------------------------------------------------------------------------------------------------
In thousands                                                                1994            1993         1992
- --------------------------------------------------------------------------------------------------------------
<S>                                                                     <C>           <C>            <C>
OPERATIONS
  Net earnings                                                          $ 68,867      $ 51,077       $ 37,170
  Adjustments to reconcile net earnings to net cash
    provided by operations:
      Depreciation and amortization                                       46,405        37,664         36,039
      Deferred income taxes                                                1,428        10,969          6,511
      Non-cash adjustments and allowances                                  1,842           209          1,617
      Cumulative effect of change in accounting (Note 5)                       -        (6,599)             -
      Restructuring charge (Note 3)                                            -         5,822              -
      Other, net                                                           1,549         1,262          2,492
      Net change in current assets and liabilities:
         Accounts receivable                                             (20,067)       (5,211)        (3,021)
         Inventories and other current assets                              8,234        (6,685)        (1,335)
         Accounts payable                                                 10,187        (1,338)         2,318
         Accrued compensation and benefits                                14,666         2,466          4,424
         Other accrued liabilities                                       (11,927)       (5,518)           279
         Accrued interest payable                                            919        (3,662)        (2,938)
         Income taxes payable                                             16,682         4,362         (5,220)

- --------------------------------------------------------------------------------------------------------------            
      Net cash provided by operations                                    138,785        84,818         78,336
- --------------------------------------------------------------------------------------------------------------

INVESTMENTS
  Capital expenditures                                                   (47,371)      (62,130)       (27,145)
  Acquisition of WWL-TV assets (Note 2)                                 (110,058)            -              -
  Acquisition of other assets                                                  -             -        (22,624)
  Asset dispositions                                                       2,400         2,458            848
                                                                                               
- --------------------------------------------------------------------------------------------------------------
      Net cash used for investments                                     (155,029)      (59,672)       (48,921)
- --------------------------------------------------------------------------------------------------------------

FINANCING
  Borrowings for acquisition                                             110,000             -              -
  Net proceeds from (payments on) debt                                   (57,000)      175,000        (35,000)
  Repayment of long-term notes                                                 -      (200,000)             -
  Payments of dividends on stock                                         (11,984)      (11,128)       (10,381)
  Net proceeds from exercise of stock options                              7,652        17,242         17,265
  Payments to repurchase stock                                           (32,073)            -              -  

- --------------------------------------------------------------------------------------------------------------
      Net cash provided by (used for) financing                           16,595       (18,886)       (28,116)
- --------------------------------------------------------------------------------------------------------------

           Net increase in cash and
              temporary cash investments                                     351         6,260          1,299
- --------------------------------------------------------------------------------------------------------------
Cash and temporary cash investments at beginning of year                   8,943         2,683          1,384

Cash and temporary cash investments at end of year                      $  9,294      $  8,943       $  2,683

- --------------------------------------------------------------------------------------------------------------
SUPPLEMENTAL DISCLOSURES (Note 11)
- --------------------------------------------------------------------------------------------------------------
</TABLE>
See accompanying Notes to Consolidated Financial Statements.





                                       28
<PAGE>   31
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
A. H. Belo Corporation and Subsidiaries

NOTE 1:  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES


A)       Principles of Consolidation  The consolidated financial statements
         include the accounts of A. H. Belo Corporation (the "Company" or
         "Belo") and its wholly-owned subsidiaries after the elimination of all
         significant intercompany accounts and transactions.

         Certain amounts for the prior years have been reclassified to conform
         to the current year presentation.

B)       Statements of Cash Flows  For the purpose of the Consolidated
         Statements of Cash Flows, the Company considers all highly liquid debt
         instruments purchased with a remaining maturity of three months or
         less to be temporary cash investments.  Such temporary cash
         investments are classified as available for sale and carried at fair
         value.

C)       Accounts Receivable  Accounts receivable are net of a valuation
         reserve that represents an estimation of amounts considered
         uncollectible.  Expense for such uncollectible amounts, which is
         included in other production, distribution and operating costs, was
         $4,506,000, $4,617,000 and $3,758,000 in 1994, 1993 and 1992,
         respectively.  Accounts written off during these years were
         $4,231,000, $4,408,000 and $7,235,000, respectively.

D)       Inventories  Inventories, consisting primarily of newsprint, ink and
         other supplies used in printing newspapers, are stated at the lower of
         average cost or market value.

E)       Property, Plant and Equipment  Depreciation of property, plant and
         equipment is provided principally on a straight-line basis over the
         estimated useful lives of the assets as follows:

<TABLE>
<CAPTION>
         ----------------------------------------------------------------------------
                                                                            ESTIMATED
                                                                         USEFUL LIVES
         ----------------------------------------------------------------------------
         <S>                                                               <C>
         Buildings and improvements                                        5-20 years
         Newspaper publishing equipment                                    5-20 years
         Broadcast equipment                                               7-15 years
         Other                                                             3-10 years
         ---------------------------------------------------------------------------- 

</TABLE>


F)       Intangible Assets, Net  Amortization of excess cost over values
         assigned to tangible assets of purchased subsidiaries is recorded on a
         straight-line basis over 40 years.  The carrying value of intangible
         assets is periodically reviewed to determine whether impairment
         exists.  In 1993, the Company determined that excess cost associated
         with its suburban newspaper operations was not recoverable (see Note
         3).  Also included in intangible assets, net is an intangible asset
         acquired in 1991 that is being amortized on a straight-line basis over
         its estimated useful life of 18 years.

         Accumulated amortization of intangible assets was $126,326,000 and
         $112,775,000 at December 31, 1994 and 1993, respectively.

G)       Earnings Per Common and Common Equivalent Share  Earnings per common
         and common equivalent share are based on the weighted average number
         of shares outstanding during the period, including common equivalent
         shares representing dilutive stock options.





                                       29
<PAGE>   32
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
A. H. Belo Corporation and Subsidiaries

NOTE 2:  ACQUISITION

         On June 1, 1994, Belo acquired the assets of television station
WWL-TV, the CBS affiliate in New Orleans, Louisiana, from Rampart Operating
Partnership for approximately $110,000,000 in cash.  The acquisition has been
accounted for as a purchase.

         The cost of the acquisition has been allocated on the basis of the
estimated fair market value of the assets acquired.  This allocation resulted
in excess cost over values assigned to tangible assets of purchased
subsidiaries of $81,673,000, which is being amortized on a straight-line basis
over 40 years.

         The pro forma financial results of operations below assumes the
transaction was financed with the revolving credit facility, and include
certain other purchase price adjustments regarding depreciation, amortization
and taxes.  The pro forma financial results further assume the transaction was
completed at the beginning of each of the years ended December 31, 1994 and
1993:

<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------
In thousands, except per share amounts                                   1994             1993
- -----------------------------------------------------------------------------------------------
<S>                                                                <C>              <C>
Net operating revenues                                              $ 641,407        $ 573,882
Net earnings before cumulative effect
     of change in accounting                                        $  69,208        $  44,204
Net earnings                                                        $  69,208        $  50,803
Net earnings per common and common
     equivalent share before cumulative effect
     of change in accounting                                        $    3.42        $    2.19
Net earnings per common and
     common equivalent share                                        $    3.42        $    2.52
- -----------------------------------------------------------------------------------------------
</TABLE>

         The pro forma financial information is provided for informational
purposes only and is not necessarily representative of the operating results
that would have occurred had the acquisition been completed as of the indicated
dates, nor are they indicative of future operating results.


NOTE 3:  RESTRUCTURING CHARGE


         The Consolidated Statement of Earnings for 1993 includes a $5,822,000
charge related to Dallas-Fort Worth Suburban Newspapers, Inc. ("DFWSN"), that
consists primarily of the write-off of goodwill and a reduction in the carrying
value of production assets to their fair value.  The production assets adjusted
include building and improvements and publishing equipment.  The charge was
recognized in conjunction with the decision to restructure DFWSN upon the
determination that the carrying value of these assets was not recoverable.  Fair
value of production assets was determined principally by market value.  The
restructuring was substantially completed in January 1994.


NOTE 4:  LONG-TERM DEBT

    Long-term debt consists of the following:

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------
In thousands                                                             1994                1993
- --------------------------------------------------------------------------------------------------
<S>                                                                  <C>                 <C>
Revolving credit agreement                                           $305,000            $250,000
Short-term unsecured notes classified
   as long-term debt                                                   19,000              21,000
Industrial Revenue Bonds                                                6,400               6,400
- --------------------------------------------------------------------------------------------------
Total                                                                $330,400            $277,400
- --------------------------------------------------------------------------------------------------
</TABLE>





                                       30
<PAGE>   33
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
A. H. BELO CORPORATION AND SUBSIDIARIES


         At the end of 1994, the Company had a revolving credit facility for
$600,000,000.  Borrowings of revolving debt were $305,000,000 and $250,000,000
at December 31, 1994 and 1993, respectively. Loans under the revolving credit
agreement bear interest at a rate based, at the option of the Company, on the
bank's alternate base rate, LIBOR or competitive bid.  The rate obtained
through competitive bid is either a Eurodollar rate or a rate agreed to by the
Company and the bank. Average interest rates were 4.8 percent and 3.7 percent
during 1994 and 1993, respectively.  At December 31, 1994, the weighted average
borrowing rate was 6.3 percent.  The agreement also provides for a facility fee
of 1/8 of one percent on the total commitment.  The agreement expires on August
5, 1999, with an extension to August 5, 2000, at the request of the Company and
consent of the participating banks.

         The revolving credit agreement contains certain covenants, including
the maintenance of cash flow in relation to both the Company's leverage and its
fixed charges and a limitation on repurchases of the Company's stock.  The
Company is in compliance with these covenants at December 31, 1994.

         During 1994, the Company used various short-term unsecured notes as an
additional source of financing.  For the years ended December 31, 1994 and
1993, the average interest rate on this debt was 4.8 percent and 3.7 percent,
respectively.  Due to the Company's intent to renew the short-term notes and
its continued ability to refinance this debt on a long-term basis through its
revolving credit agreement, $19,000,000 and $21,000,000 of short-term notes
outstanding at December 31, 1994 and 1993, respectively, have been classified
as long-term.

         During 1993, Belo entered into interest-rate cap agreements to reduce
the effect of increases in interest rates on its revolving debt.  At December
31, 1994, the Company had four interest-rate cap agreements outstanding.  These
agreements entitled the Company to receive the amount, if any, by which
three-month LIBOR on $75,000,000 of borrowings exceeded 6 percent. No such
payments were received during 1994 or 1993.  The fair value of these cap
agreements was approximately $1,400,000 at December 31, 1994, based on the
subsequent selling price of the caps.

         In 1994, 1993 and 1992, the Company incurred interest costs of
$16,250,000, $16,976,000 and $24,554,000, respectively, of which $138,000,
$1,961,000 and $395,000, respectively, were capitalized as components of
construction cost.

         At December 31, 1994, the Company had outstanding letters of credit of
$8,032,000 issued in the ordinary course of business.

         Because substantially all of the Company's debt is due under the
variable rate revolving credit agreement, no significant differences exist
between the carrying value and fair value.

NOTE 5:  INCOME TAXES
- --------------------------------------------------------------------------------

         Effective January 1, 1993, the Company adopted the provisions of
Statement of Financial Accounting Standards ("SFAS") No.  109, "Accounting for
Income Taxes" changing to the liability method of accounting for income taxes.
Under this method, deferred tax assets and liabilities are determined based on
differences between financial reporting and tax bases of assets and
liabilities, and are measured using the enacted tax rates and laws that will be
in effect when the differences are expected to reverse. As permitted by SFAS
No. 109, prior years' financial statements were not restated to reflect the
change.  The cumulative effect of adopting SFAS No. 109 as of January 1, 1993
increased 1993 net earnings by $6,599,000 or 33 cents per share.

         In August 1993, subsequent to the adoption of SFAS No. 109, the
federal income tax rate was increased from 34 percent to 35 percent,
retroactive to January 1, 1993.  The Company's deferred taxes were adjusted to
reflect the new tax rate, resulting in an increase in deferred tax expense of
$2,249,000.  Deferred tax expense in 1993 also reflects a decrease of
$1,000,000 for the reversal of certain tax accruals as a result of new tax
legislation regarding the amortization of intangibles.





                                       31
<PAGE>   34
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
A. H. BELO CORPORATION AND SUBSIDIARIES

    Income tax expense for the years ended December 31, 1994, 1993 and 1992
consists of the following:

<TABLE>
<CAPTION>
         ---------------------------------------------------------------------------------------------
         In thousands                                            1994             1993          1992
         ---------------------------------------------------------------------------------------------
         <S>                                                  <C>              <C>            <C>
         Current
           Federal                                            $32,548          $17,385        $15,585
           State                                                5,054            2,746          2,307
         ---------------------------------------------------------------------------------------------
              Total current                                    37,602           20,131         17,892

         Deferred                                               1,428           10,969          6,511
         ---------------------------------------------------------------------------------------------
         Total                                                $39,030          $31,100        $24,403
         ---------------------------------------------------------------------------------------------
         Effective tax rate                                      36.2%            41.1%          39.6%
         ---------------------------------------------------------------------------------------------
</TABLE>

    Income tax provisions for the years ended December 31, 1994, 1993 and 1992
differ from amounts computed by applying the applicable U.S. federal income tax
rate as follows: 
<TABLE>
<CAPTION>
         ---------------------------------------------------------------------------------------------
         In thousands                                            1994            1993           1992
         ---------------------------------------------------------------------------------------------
         <S>                                                  <C>              <C>            <C>
         Computed expected income tax expense                 $37,764          $26,452        $20,935
         Amortization of excess cost                            2,235            2,235          2,235
         State income taxes                                     3,494            2,601          2,001
         Stock donation (Note 10)                              (3,245)               -              -
         Effect of 1% rate increase on deferred taxes               -            2,249              -
         Reduction for change in law regarding
           amortization of acquired intangible asset                -           (1,000)             -
         Other                                                 (1,218)          (1,437)          (768)
         ---------------------------------------------------------------------------------------------
                                                              $39,030          $31,100         $24,403
         ---------------------------------------------------------------------------------------------
</TABLE>


    Significant components of the Company's deferred tax liabilities and assets
as of December 31, 1994 and 1993, are as follows:

<TABLE>
<CAPTION>
            -----------------------------------------------------------------------------------------
            In thousands                                                          1994          1993
            -----------------------------------------------------------------------------------------
            <S>                                                               <C>           <C>
            Deferred tax liabilities:
                Excess tax depreciation and amortization                      $103,621      $102,392
                Deferred gain on sale of assets                                  4,751         5,425
                Loss on investment                                               7,730         4,080
                Expenses deductible for tax purposes in a year
                    different from the year accrued                              5,053         4,610
                Other                                                              464           654
            -----------------------------------------------------------------------------------------
                    Total deferred tax liabilities                            $121,619      $117,161
            -----------------------------------------------------------------------------------------
                Deferred tax assets:
                State taxes                                                   $  4,541      $  4,448
                Deferred compensation                                            4,490         3,048
                Expenses deductible for tax purposes in a year
                    different from the year accrued                              5,887         4,950
                Other                                                            4,018         3,460
            -----------------------------------------------------------------------------------------
                    Total deferred tax assets                                 $ 18,936      $ 15,906
            -----------------------------------------------------------------------------------------
                        Net deferred tax liability                            $102,683      $101,255
            -----------------------------------------------------------------------------------------
</TABLE>





                                       32
<PAGE>   35
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
A. H. BELO CORPORATION AND SUBSIDIARIES


    The sources of deferred income taxes and the tax effect of each prior to
the adoption of SFAS No. 109 are as follows: 
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------
In thousands                                                                                     1992
- ------------------------------------------------------------------------------------------------------
<S>                                                                                            <C>
Excess tax depreciation and amortization                                                       $3,220
Interest expense                                                                                  337
Alternative Minimum Tax                                                                         3,965
Other expenses deductible for tax purposes
   in a year different from the year accrued                                                   (3,034)
Other, net                                                                                      2,023
- ------------------------------------------------------------------------------------------------------
                                                                                               $6,511
- ------------------------------------------------------------------------------------------------------
</TABLE>


NOTE 6:  EMPLOYEE RETIREMENT PLANS
- --------------------------------------------------------------------------------
         The Company sponsors a noncontributory defined benefit pension plan
covering substantially all employees.  The benefits are based on years of
service and the average of the employee's five years of highest annual
compensation earned during the most recently completed ten years of employment.

         The funding policy is to contribute annually to the plan an amount at
least equal to the minimum required contribution for a qualified retirement
plan, but not in excess of the maximum tax deductible contribution.

         The following table sets forth the plan's funded status and prepaid
pension costs (included in other assets on the Consolidated Balance Sheets) at
December 31, 1994 and 1993:

<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------
In thousands                                                                     1994           1993
- -----------------------------------------------------------------------------------------------------
<S>                                                                         <C>             <C>
Actuarial present value of benefit obligation:
      Vested benefit obligation                                             $(64,476)       $(65,824)

      Accumulated benefit obligation                                        $(66,378)       $(66,225)

      Projected benefit obligation for service
         rendered to date                                                   $(86,462)       $(83,236)

Plan assets at fair value, invested primarily
   in equity securities                                                       75,709          74,754
- -------------------------------------------------------------------------------------------------------

Plan assets less than projected benefit obligation                           (10,753)         (8,482)
Unrecognized net loss                                                         30,285          25,031
Unrecognized net transition asset being recognized
    over 12.3 years                                                           (4,069)         (5,302)
Unrecognized prior service cost                                               (2,241)            915
- ------------------------------------------------------------------------------------------------------
Prepaid pension cost                                                        $ 13,222        $ 12,162
- ------------------------------------------------------------------------------------------------------
</TABLE>





                                       33
<PAGE>   36
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
A. H. BELO CORPORATION AND SUBSIDIARIES

         The net periodic pension cost (benefit) for the years ended December
31, 1994, 1993 and 1992 includes the following components:

<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------
In thousands                                                       1994           1993          1992
- -----------------------------------------------------------------------------------------------------
<S>                                                              <C>          <C>            <C>
Service cost - benefits earned during the period                 $3,666       $ 2,284        $ 1,858
Interest cost on projected benefit obligation                     6,461         5,782          5,109
Actual return on plan assets                                       (604)       (9,294)        (3,447)
Net amortization and deferral                                    (6,563)        1,784         (4,563)
- -----------------------------------------------------------------------------------------------------
Net periodic pension cost (benefit)                              $2,960       $   556        $(1,043)
- -----------------------------------------------------------------------------------------------------
</TABLE>

    Assumptions used in the accounting for the defined benefit plan are as
follows:

<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------
                                                                    1994           1993          1992
- -----------------------------------------------------------------------------------------------------
<S>                                                               <C>            <C>             <C>
Discount rate in determining benefit obligation                    8.50%          7.50%          9.00%
Discount rate in determining net periodic pension
   cost (benefit)                                                  7.50%          9.00%          9.00%
Expected long-term rate of return on assets                       10.25%         10.25%         11.00%
Rate of increase in future compensation                            6.00%          5.00%          5.00%
- -----------------------------------------------------------------------------------------------------
</TABLE>

         The Company sponsors a defined contribution plan that covers
substantially all of its employees.  Subject to certain dollar limits,
employees may contribute a percentage of their salaries to this plan, and the
Company will match a portion of the employee's contributions.  The Company's
contributions totaled $2,568,000, $1,825,000 and $1,074,000 in 1994, 1993 and
1992, respectively.  Contributions have increased in recent years due to a
mid-1993 change in the Company's matching percentage from 35 to 50 percent.

         The Company also sponsors non-qualified retirement and death benefit
plans for key employees. Expense for the plans recognized in 1994, 1993 and
1992 was $1,232,000, $1,412,000 and $908,000, respectively.


NOTE 7:  LONG-TERM INCENTIVE PLAN

         The Company's current long-term incentive plan has been in place since
1986.  There are, however, stock options awarded under a prior plan, which will
remain outstanding until they are exercised, canceled or expire.  The following
table presents the status of the stock options awarded under the prior plan.
At December 31, 1994, all of these options were exercisable.

<TABLE>
<CAPTION>
PRIOR STOCK OPTION PLAN
- --------------------------------------------------------------------------------------------------------
                                                              SHARES           SHARES      OPTION PRICE
                                                             SERIES A          SERIES B       PER SHARE
- --------------------------------------------------------------------------------------------------------
<S>                                                          <C>               <C>              <C>
Options outstanding at January 1, 1992                        204,689           170,959         $  9-26
      Exercised                                              (181,899)         (117,819)           9-26
- --------------------------------------------------------------------------------------------------------
Options outstanding at December 31, 1992                       22,790            53,140          $20-26
         Exercised                                            (20,925)          (50,195)          20-26
- --------------------------------------------------------------------------------------------------------
Options outstanding at December 31, 1993                        1,865             2,945          $22-26
         Exercised                                             (1,265)           (1,895)          22-26
- --------------------------------------------------------------------------------------------------------
Options outstanding at December 31, 1994                          600             1,050         $    26
- --------------------------------------------------------------------------------------------------------
</TABLE>





                                       34
<PAGE>   37
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
A. H. BELO CORPORATION AND SUBSIDIARIES


         Awards under the 1986 long-term incentive plan may be granted to
employees in the form of incentive stock options, non- qualified stock options,
restricted shares or performance units, the values of which are based on the
long-term performance of the Company.  In addition, options may be accompanied
by stock appreciation rights and limited stock appreciation rights.  Rights and
limited rights may also be issued without accompanying options.  The plan was
amended in 1988 to provide for a one-time grant of non-qualified options to
purchase 2,500 shares of Series A Common Stock to non-employee directors and to
eliminate the previous limit on the number of restricted shares that may be
issued.  The plan was also amended in 1992 to provide for automatic annual
grants through 1997 of non-qualified options to non-employee directors serving
after the 1992 Annual Meeting of Shareholders and an additional one-time grant
of options to purchase 10,000 shares of Series A Common Stock to those
directors subsequently elected.  The amendment also increased the number of
shares for which awards could be made under the plan.

         The maximum aggregate number of shares of common stock that may be
granted in relation to options, restricted shares and rights, and limited
rights issued without accompanying options is 3,600,000, less the number of
performance units granted under the plan.  The maximum number of performance
units that may be granted under the plan is 3,600,000, less the number of
options, restricted shares and rights, and limited rights issued without
accompanying options granted.

         Grants made under the 1986 long-term incentive plan during 1994, 1993
and 1992 are summarized below:

<TABLE>  
<CAPTION>
1986 LONG-TERM INCENTIVE PLAN
- --------------------------------------------------------------------------------------------------------------
                                   NON-QUALIFIED STOCK OPTIONS                      RESTRICTED SHARES
                                                          OPTION
                               SHARES        SHARES        PRICE           SHARES       SHARES        PRICE
                              SERIES A      SERIES B     PER SHARE        SERIES A     SERIES B     PER SHARE
- --------------------------------------------------------------------------------------------------------------
<S>                            <C>          <C>            <C>          <C>             <C>            <C>
Outstanding at Jan. 1, 1992    1,628,084    158,415        $24-37        312,473         20,250        $24-38
    Granted                      314,580          -            40         50,830              -         40-42
    Exercised                   (331,797)   (65,879)        24-37              -              -             -
    Vested                             -          -             -        (71,488)       (20,250)        24-42
    Canceled                     (15,140)      (240)        25-37              -              -             -
- --------------------------------------------------------------------------------------------------------------
Outstanding at Dec. 31, 1992   1,595,727     92,296        $24-40        291,815              -        $29-42
    Granted                      317,955          -         40-49         37,192              -         49-53
    Exercised                   (484,370)   (37,131)        24-40              -              -             -
    Vested                             -          -             -       (106,225)             -         29-53
    Canceled                     (61,285)         -         29-40        (10,990)             -         29-49
- --------------------------------------------------------------------------------------------------------------
Outstanding at Dec. 31, 1993   1,368,027     55,165        $24-49        211,792              -        $29-53
    Granted                      322,795          -         50-53         48,360              -         53-57
    Exercised                   (233,280)   (10,605)        24-49              -              -             -
    Vested                             -          -             -        (46,971)             -         30-57
    Canceled                      (7,002)         -         29-49           (810)             -         29-43
- --------------------------------------------------------------------------------------------------------------
Outstanding at Dec. 31, 1994   1,450,540     44,560        $24-53        212,371              -        $29-57
- --------------------------------------------------------------------------------------------------------------
</TABLE>



         The non-qualified options granted under the Company's long-term
incentive plan become exercisable in cumulative installments over a period of
three years.  On December 31, 1994, of the 1,495,100 options outstanding,
906,867 were exercisable.  Shares of Series A Common Stock reserved for grants
under the plan were 250,531 and 613,874 at December 31, 1994 and 1993,
respectively.

         A provision for the restricted shares is made ratably over the
restriction period.  Expense recognized under the plan for restricted shares
was $2,146,000, $3,598,000 and $2,723,000 in 1994, 1993 and 1992, respectively.





                                       35
<PAGE>   38
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
A. H. BELO CORPORATION AND SUBSIDIARIES


NOTE 8:  COMMITMENTS AND CONTINGENT LIABILITIES

         The Company is involved in certain claims and litigation related to
its operations.  In the opinion of Management, liabilities, if any, arising
from these claims and litigation are either covered by insurance or would not
have a material adverse effect on the consolidated financial statements of the
Company.

         Commitments for the purchase of broadcast film contract rights totaled
approximately $141,098,000 at December 31, 1994 for broadcasts scheduled
through August 2000.

         Advance payments on plant and equipment expenditures at December 31,
1994 primarily relate to newspaper production equipment, broadcast equipment
and building renovations and improvements.  Required future payments for
capital expenditures for 1995, 1996, 1997 and 1998 are $13,677,000, $8,998,000,
$5,489,000 and $3,350,000, respectively.

         Total lease expense for property and equipment was $3,131,000,
$5,447,000 and $6,130,000 in 1994, 1993 and 1992, respectively.  Lease expense
was lower in 1994 following the Company's 1993 purchase of the building in
which it had been leasing office space.

         Future minimum rental payments for operating lease agreements are as
follows:

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------
In thousands
- ------------------------------------------------------------------------------------
<S>                                                                           <C>
1995                                                                          $1,631
1996                                                                             811
1997                                                                             343
1998                                                                             140
1999                                                                             129
2000 and beyond                                                                   31
- ------------------------------------------------------------------------------------
                                                                              $3,085
- ------------------------------------------------------------------------------------
</TABLE>


NOTE 9:  COMMON AND PREFERRED STOCK
- --------------------------------------------------------------------------------
         The Company has two series of common stock authorized, issued and
outstanding, Series A and Series B.  The shares are identical except that
Series B shares are entitled to ten votes per share on all matters submitted to
a vote of shareholders, while the Series A shares are entitled to one vote per
share.  Transferability of the Series B shares is limited to family members and
affiliated entities of the holder.  Series B shares are convertible at any time
on a one-for-one basis into Series A shares.

         Each outstanding share of common stock is accompanied by one preferred
share purchase right, which entitles shareholders to purchase 1/200 of a share
of Series A Junior Participating Preferred Stock.  The rights will not be
exercisable until a party either acquires beneficial ownership of 30 percent of
the Company's common stock or makes a tender offer for at least 30 percent of
its common stock.  The rights expire in 1996.  If the Company is acquired in a
merger or business combination, each right has an initial exercise price of
$87.50 (subject to adjustment) and can be used to purchase the common stock of
the surviving company having a market value of twice the exercise price of each
right.  The number of shares of Series A Junior Participating Preferred Stock
reserved for possible conversion of these rights is equivalent to 1/200 of the
number of shares of common stock issued and outstanding plus the number of
shares reserved for grant under the 1986 Long-Term Incentive Plan and Stock
Option Plan.





                                       36
<PAGE>   39
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
A. H. BELO CORPORATION AND SUBSIDIARIES


NOTE 10:  OTHER INCOME AND EXPENSE
- --------------------------------------------------------------------------------
         In 1994, Belo donated 58,835 shares of Stauffer Communications, Inc.
stock to The Dallas Morning News--WFAA Foundation.  The fair market value of
the shares at the time of the transfer, as determined by an outstanding tender
offer from a third party, exceeded the carrying value of the stock, resulting
in a gain of $9,271,000, which was offset by a charge for the charitable
contribution of $16,675,000.  The transaction, net of a $5,837,000 income tax
benefit, resulted in a decrease in 1994 net earnings of $1,567,000 (8 cents per
share).

NOTE 11:  SUPPLEMENTAL CASH FLOW INFORMATION
- --------------------------------------------------------------------------------
         Net cash provided by operations reflects cash payments for interest
and income taxes during the years ended December 31, 1994, 1993 and 1992 as
follows:

<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------
In thousands                                                     1994           1993             1992
- -----------------------------------------------------------------------------------------------------
<S>                                                            <C>            <C>             <C>
Interest paid, net of amounts capitalized                      $14,564        $18,677         $27,097
Income taxes paid, net of refunds                              $26,618        $15,679         $23,112
- ----------------------------------------------------------------------------------------------------- 
</TABLE>





                                       37
<PAGE>   40
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
A. H. BELO CORPORATION AND SUBSIDIARIES


NOTE 12:  INDUSTRY SEGMENT INFORMATION

         The Company operates in two industries:  newspaper publishing and
television broadcasting.  Operations in the newspaper publishing industry
involve the sale of advertising space in published issues, the sale of
newspapers to distributors and individual subscribers and commercial printing.
Operations in the broadcast industry involve the sale of air time for
advertising and the broadcast of entertainment, news and other programming for
both local markets and syndication.  Net operating revenues by industry segment
include sales to unaffiliated customers and intersegment revenues, which before
their elimination, are accounted for on the same basis as revenues from
unaffiliated customers.

         Selected segment data for the years ended December 31, 1994, 1993 and
1992 is as follows:


<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------
In thousands                                                         1994          1993         1992
- ----------------------------------------------------------------------------------------------------
<S>                                                               <C>          <C>          <C>
Net operating revenues
   Newspaper publishing                                           $369,366     $335,651     $314,718
   Broadcasting (A)                                                258,759      209,457      201,241
   Intersegment revenues                                                 -         (273)         (17)
- ----------------------------------------------------------------------------------------------------
                                                                  $628,125     $544,835     $515,942
- ----------------------------------------------------------------------------------------------------
Earnings from operations
   Newspaper publishing                                           $ 66,568     $ 44,293(B)  $ 42,974
   Broadcasting (A)                                                 80,445(C)    63,204(C)    56,461
   Corporate expenses                                              (16,014)     (18,059)     (17,809)
- ----------------------------------------------------------------------------------------------------
                                                                  $130,999     $ 89,474    $  81,626
- ----------------------------------------------------------------------------------------------------
Identifiable assets
   Newspaper publishing                                           $271,179     $263,855     $245,589
   Broadcasting (A)                                                568,147      446,175      444,237
   Other                                                            74,465       86,126       68,701
- ----------------------------------------------------------------------------------------------------
                                                                  $913,791     $796,156     $758,527
- ----------------------------------------------------------------------------------------------------
Depreciation and amortization
   Newspaper publishing                                           $ 20,716     $ 17,374    $  16,247
   Broadcasting (A)                                                 25,079       20,039       19,460
   Other                                                               610          251          332
- ----------------------------------------------------------------------------------------------------
                                                                  $ 46,405     $ 37,664    $  36,039
- ----------------------------------------------------------------------------------------------------
Capital expenditures
   Newspaper publishing                                           $ 22,227     $ 36,765    $  17,381
   Broadcasting (A)                                                 24,623       16,996        9,666
   Other                                                               521        8,369           98
- ----------------------------------------------------------------------------------------------------
                                                                  $ 47,371     $ 62,130    $  27,145
- ----------------------------------------------------------------------------------------------------
</TABLE>

(A)      In 1994, the Broadcasting segment data includes the effect of WWL-TV,
         which Belo purchased on June 1, 1994 (see Note 2).

(B)      Included in Newspaper publishing earnings from operations in 1993 is a
         $5,822,000 restructuring charge consisting primarily of the write-off
         of goodwill and a reduction in the carrying value of production assets
         related to the restructuring of DFWSN (see Note 3).

(C)      Broadcasting earnings from operations include the reversal of certain
         music license fee accruals of $631,000 in 1994 and $3,349,000 in 1993.

NOTE 13:  SUBSEQUENT EVENT

         On February 1, 1995, the Company completed the acquisition of
television station KIRO-TV in Seattle, Washington for $162,500,000, excluding
final adjustments.  The acquisition was financed with borrowings from the
revolving credit agreement.  The transaction will be accounted for as a
purchase.  Although a complete purchase price allocation will not be finalized
until later in 1995, the purchase price will be allocated to property, plant
and equipment and intangible assets.





                                       38
<PAGE>   41
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
A. H. BELO CORPORATION AND SUBSIDIARIES
<TABLE>  
<CAPTION>
NOTE 14:  QUARTERLY RESULTS OF OPERATIONS (unaudited)
- ------------------------------------------------------------------------------------------------------------------------------------
Following is a summary of the unaudited quarterly results of operations for 1994 and 1993:
- ------------------------------------------------------------------------------------------------------------------------------------

 
In thousands, except per share amounts            1ST QUARTER       2ND QUARTER       3RD QUARTER     4TH QUARTER
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                                <C>               <C>               <C>             <C>
1994
Net operating revenues
     Newspaper publishing                          $   82,921        $  91,107         $  93,262       $ 102,076
     Broadcasting                                      49,126           63,831(C)         66,319(C)       79,483(C)
     Intersegment revenues                                  -               (1)                1              -
- ------------------------------------------------------------------------------------------------------------------------------------
                                                   $  132,047        $ 154,937         $ 159,582       $ 181,559
- ------------------------------------------------------------------------------------------------------------------------------------
Earnings from operations
     Newspaper publishing                          $   10,908        $  17,716         $  18,220       $  19,724
     Broadcasting                                      11,498(A)        21,049(C)         19,083(C)       28,815(C)
     Corporate expenses                                (3,222)          (3,361)           (4,618)         (4,813)
- ------------------------------------------------------------------------------------------------------------------------------------
                                                   $   19,184        $  35,404         $  32,685       $  43,726
- ------------------------------------------------------------------------------------------------------------------------------------
Net earnings                                       $   10,038        $  19,511         $  15,748(D)    $  23,570
- ------------------------------------------------------------------------------------------------------------------------------------
Net earnings per common and
   common equivalent share                         $      .49        $     .96         $     .79       $    1.18
- ------------------------------------------------------------------------------------------------------------------------------------
1993
 Net operating revenues
     Newspaper publishing                          $   78,780        $  84,747         $  83,309       $  88,815
     Broadcasting                                      44,122           59,154            49,314          56,867
     Intersegment revenues                                (62)             (97)              (84)            (30)
- ------------------------------------------------------------------------------------------------------------------------------------
                                                   $  122,840        $ 143,804         $ 132,539       $ 145,652
- ------------------------------------------------------------------------------------------------------------------------------------
Earnings from operations
     Newspaper publishing                          $   11,010        $  13,160         $  10,887       $   9,236(F)
     Broadcasting                                       8,283           22,042            12,187          20,728(A)
     Corporate expenses                                (3,737)          (4,985)           (3,686)         (5,651)
- ------------------------------------------------------------------------------------------------------------------------------------
                                                   $   15,556        $  30,217         $  19,388       $  24,313
- ------------------------------------------------------------------------------------------------------------------------------------
Earnings before cumulative effect of
   change in accounting                            $    7,271        $  16,143         $   7,934       $  13,130
Cumulative effect of change in accounting               6,599(B)             -                 -              -
- ------------------------------------------------------------------------------------------------------------------------------------
Net earnings                                       $   13,870        $  16,143         $   7,934(E)    $  13,130
- ------------------------------------------------------------------------------------------------------------------------------------
Earnings per common and common equivalent share:
    Before cumulative effect
       of change in accounting                     $      .37        $     .80         $     .39       $     .64
    Cumulative effect of change in accounting      $      .33(B)     $       -         $       -       $       -
      Net earnings                                 $      .70        $     .80         $     .39       $     .64
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE> 

(A)      Included in Broadcasting earnings from operations for the first
quarter of 1994 and the fourth quarter of 1993 is the reversal of certain music
license fee accruals of $631,000 and $3,349,000, respectively.

(B)      Amount represents the cumulative effect of adopting SFAS No. 109,
"Accounting for Income Taxes" (see Note 5).

(C)      Broadcasting results include the effect of WWL-TV, which Belo
purchased on June 1, 1994 (see Note 2).

(D)      Net earnings for the third quarter of 1994 include the net charge of
$1,567,000 related to the Stauffer Communications, Inc. stock donation (see
Note 10).

(E)      Belo's income tax provision in the third quarter of 1993 reflects a
$2,249,000 charge representing an adjustment to deferred taxes following an
increase in the federal income tax rate from 34 percent to 35 percent (see Note
5).

(F)      Included in Newspaper publishing earnings from operations for the
fourth quarter of 1993 is a $5,822,000 restructuring charge consisting
primarily of the write-off of goodwill and a reduction in the carrying value of
production assets related to the restructuring of DFWSN (see Note 3).




                                       39
<PAGE>   42
MANAGEMENT'S RESPONSIBILITY FOR FINANCIAL STATEMENTS

The Management of A. H. Belo Corporation is responsible for the preparation of
the Company's consolidated financial statements, as well as for their integrity
and objectivity.  Those statements are prepared using generally accepted
accounting principles, they include amounts that are based on our best
estimates and judgments, and we believe they are not misstated due to material
fraud or error.  Management has also prepared the other information in the
Annual Report and is responsible for its accuracy and its consistency with the
financial statements.

Management maintains a system of internal control that is designed to provide
reasonable assurance of the integrity and reliability of the financial
statements, the protection of assets from unauthorized use or disposition, and
the prevention and detection of fraudulent financial reporting.  This system of
internal control provides for appropriate division of responsibility, and is
documented in written policies and procedures. These policies and procedures
are updated as necessary and communicated to those employees having a
significant role in the financial reporting process.  Management continually
monitors the system of internal control for compliance.

Management believes that as of December 31, 1994, the Company's system of
internal control is adequate to accomplish the objectives described above.
Management recognizes, however, that no system of internal control can ensure
the elimination of all errors and irregularities, and it recognizes that the
cost of the internal controls should not exceed the value of the benefits
derived.

Finally, Management recognizes its responsibility for fostering a strong
ethical climate within the Company according to the highest standards of
personal and professional conduct, and this responsibility is delineated in the
Company's written statement of business conduct.  This statement of business
conduct addresses, among other things, the necessity for due diligence and
integrity, avoidance of potential conflicts of interest, compliance with all
applicable laws and regulations, and the confidentiality of proprietary
information.


/S/Robert W. Decherd
Robert W. Decherd
Chairman of the Board, President and Chief Executive Officer


/S/Michael D. Perry
Michael D. Perry
Senior Vice President and Chief Financial Officer





                                       40
<PAGE>   43
<TABLE>
<CAPTION>
EXHIBIT                                                                                                              SEQ.
NUMBER                                                 DESCRIPTION                                               PAGE NO.
- ------                                                 -----------                                               --------
<S>      <C>                                                                                                        <C>
3.1      Certificate of Incorporation of the Company (incorporated by reference to Exhibit 3.1 to the
         Company's Annual Report on Form 10-K dated March 19, 1992 (the "1991 Form 10-K"))                            N/A

3.2      Certificate of Correction to Certificate of Incorporation dated May 13, 1987 (incorporated by reference
         to Exhibit 3.2 to the Company's Annual Report on Form 10-K dated March 18, 1993 (the "1992 Form 10-K"))      N/A

3.3      Certificate of Designation of Series A Junior Participating Preferred Stock of the Company dated
         April 16, 1987 (incorporated by reference to Exhibit 3.3 to the 1991 Form 10-K)                              N/A

3.4      Certificate of Amendment of Certificate of Incorporation of the Company dated May 4, 1988 (incorporated
         by reference to Exhibit 3.4 to the 1992 Form 10-K)                                                           N/A

3.5      Amended Certificate of Designation of Series A Junior Participating Preferred Stock of the Company
         dated May 4, 1988 (incorporated by reference to Exhibit 3.5 to the 1992 Form 10-K)                           N/A

3.6      Certificate of Designation of Series B Common Stock of the Company dated May 4, 1988 (incorporated
         by reference to Exhibit 3.6 to the 1992 Form 10-K)                                                           N/A

3.7      Bylaws of the Company, effective February 22, 1995                                                         
                                                                                                                     ----
4.1      Certain rights of the holders of the Company's Common Stock are set forth in Exhibits 3.1-3.6 above          N/A

4.2      Specimen Form of Certificate representing shares of the Company's Series A Common Stock (incorporated
         by reference to Exhibit 4.2 to the 1992 Form 10-K)                                                           N/A

4.3      Specimen Form of Certificate representing shares of the Company's Series B Common Stock (incorporated by
         reference to Exhibit 4.3 to the Company's Annual Report on Form 10-K dated March 20, 1989)                   N/A

4.4      Form of Rights Agreement, dated March 10, 1986 between the Company and RepublicBank Dallas, National
         Association as Rights Agent, which includes as Exhibit B thereto the Form of Right Certificate
         (incorporated by reference to Exhibit 4.8 to the 1991 Form 10-K)                                             N/A

4.5      Supplement No. 1 to Rights Agreement (incorporated by reference to Exhibit 4.9 to the 1991 Form 10-K)        N/A

4.6      Supplement No. 2 to Rights Agreement (incorporated by reference to Exhibit 4.9 to the 1992 Form 10-K)        N/A

4.7      Supplement No. 3 to Rights Agreement (incorporated by reference to Exhibit 4.10 to the 1992 Form 10-K)       N/A
</TABLE>





                                      E-1
<PAGE>   44
<TABLE>
<CAPTION>
EXHIBIT                                                                                                              SEQ.
NUMBER                                                 DESCRIPTION                                               PAGE NO.
- ------                                                 -----------                                               --------
<S>      <C>                                                                                                       <C>
4.8      Supplement No. 4 to Rights Agreement dated December 12, 1988 substituting Manufacturers Hanover Trust
         Company as Rights Agent (incorporated by reference to Exhibit 4.8 to the Company's Annual Report on
         Form 10-K dated March 18, 1994 (the "1993 Form 10-K"))                                                       N/A

4.9      Supplement No. 5 to Rights Agreement (incorporated by reference to Exhibit 4.1 to the Company's Quarterly
         Report on Form 10-Q for the quarterly period ended June 30, 1993)                                            N/A

4.10     Supplement No. 6 to Rights Agreement                                                                       
                                                                                                                     ----
10.1     Contracts relating to television broadcasting:

         (1)     Contract for Affiliation between KOTV in Tulsa, Oklahoma and CBS, with Network Affiliation Consent
                 (incorporated by reference to Exhibit 10.1(1) to the 1991 Form 10-K)                                 N/A

         (2)     Contract for Affiliation between KHOU-TV in Houston, Texas and CBS, with Network Affiliation
                 Consent (incorporated by reference to Exhibit 10.1(2) to the 1991 Form 10-K)                         N/A

         (3)     Letter Amendment to Contract for Affiliation between KHOU-TV in Houston,  Texas  and  CBS
                 (incorporated by reference to Exhibit 10.1(3) to the 1993 Form 10-K)                                 N/A

         (4)     Contract for Affiliation between KXTV in Sacramento, California and CBS (incorporated by
                 reference to Exhibit 10.3 to the Company's Quarterly Report on Form 10-Q for the quarterly
                 period ended March 31, 1993 (the "First Quarter 1993 Form 10-Q"))                                    N/A

         (5)     Contract for Affiliation between WFAA-TV in Dallas, Texas and ABC, with Network Affiliation
                 Consent (incorporated by reference to Exhibit 10.1(4) to the Company's Annual Report on Form
                 10-K dated March 28, 1991 (the "1990 Form 10-K"))                                                    N/A

         (6)     Rider One to Contract for Affiliation between WFAA-TV in Dallas, Texas and ABC (incorporated by
                 reference to Exhibit 10.1 to the First Quarter 1993 Form 10-Q)                                       N/A

         (7)     Contract for Affiliation between WVEC-TV in Hampton-Norfolk, Virginia and ABC, with Network
                 Affiliation Consent  (incorporated by reference to  Exhibit 10.1(5) to the 1991 Form 10-K)           N/A

         (8)     Contract for Affiliation between WWL-TV in New Orleans, Louisiana, and CBS                       
                                                                                                                     ----
10.2     Contracts relating to newspaper publication:

         (1)     Founding Agreement between the Company and Newsprint South, Inc. for newsprint supply
                 (incorporated by reference to Exhibit 10.2(2) to the 1990 Form 10-K)                                 N/A
</TABLE>





                                      E-2
<PAGE>   45
<TABLE>
<CAPTION>
EXHIBIT                                                                                                              SEQ.
NUMBER                                                 DESCRIPTION                                               PAGE NO.
- ------                                                 -----------                                               --------
<S>      <C>     <C>                                                                                               <C>
         (2)     Amendment to the Founding Agreement between the Company and Newsprint South, Inc. for newsprint
                 supply (incorporated by reference to Exhibit 10.2(3) to the 1990 Form 10-K)                          N/A

10.3     (1)     Management Security Plan (incorporated by reference to Exhibit 10.4(1) to the 1991 Form 10-K)        N/A

         (2)     Stock Option Plan (incorporated by reference to Exhibit 10.4(2) to the 1991 Form 10-K)               N/A

         (3)     Amendment to Stock Option Plan by the Compensation Committee of the Board of Directors
                 (incorporated by reference to Exhibit 10.4(3) to the 1991 Form 10-K)                                 N/A

         (4)     Amendments to Stock Option Plan (incorporated by reference to Exhibit 10.4(4) to the 1991
                 Form 10-K)                                                                                           N/A

         (5)     Amendment to Stock Option Plan dated December 19, 1986 (incorporated by reference to Exhibit
                 10.4(5) to the 1991 Form 10-K)                                                                       N/A

         (6)     Amendment to Stock Option Plan dated February 22, 1989 (incorporated by reference to Exhibit
                 10.3(6) to the 1993 Form 10-K)                                                                       N/A

         (7)     1986 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.4(7) to the 1991 Form 10-K)   N/A

         (8)     Amendment No. 1 to 1986 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.4(8)
                 to the 1991 Form 10-K)                                                                               N/A

         (9)     Amendment No. 2 to 1986 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.3(9)
                 to the 1992 Form 10-K)                                                                               N/A

         (10)    Amendment No. 3 to 1986 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.3(10)
                 to the 1993 Form 10-K)                                                                               N/A

         (11)    Amendment No. 4 to 1986 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.3(11)
                 to the 1993 Form 10-K)                                                                               N/A

         (12)    Amendment No. 5 to 1986 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.3(12)
                 to the 1993 Form 10-K)                                                                               N/A

         (13)    Amendment No. 6 to 1986 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.3(13)
                 to the 1992 Form 10-K)                                                                               N/A

         (14)    The A. H. Belo Corporation Employee Savings and Investment Plan                                     ----

         (15)    First Amendment to the A. H. Belo Corporation Employee Savings and Investment Plan (incorporated
                 by reference to Exhibit 10.3(15) to the 1992 Form 10-K)                                              N/A
</TABLE>





                                      E-3
<PAGE>   46
<TABLE>
<CAPTION>
EXHIBIT                                                                                                              SEQ.
NUMBER                                                 DESCRIPTION                                               PAGE NO.
- ------                                                 -----------                                               --------
         <S>     <C>                                                                                               <C>
         (16)    Second Amendment to the A. H. Belo Corporation Employee Savings and Investment Plan (incorporated
                 by reference to Exhibit 10.3(16) to the 1992 Form 10-K)                                              N/A

         (17)    Third Amendment to the A. H. Belo Corporation Employee Savings and Investment Plan (incorporated
                 by reference to Exhibit 10.2 to the First Quarter 1993 Form 10-Q)                                    N/A

         (18)    Fourth Amendment to the A. H. Belo Corporation Employee Savings and Investment Plan (incorporated
                 by reference to Exhibit 4.14 to Post-Effective Amendment No. 1 to Form S-8 dated January 18, 1994
                 (Registration No. 33-30994))                                                                         N/A

         (19)    Fifth Amendment to the A. H. Belo Corporation Employee Savings and Investment Plan (incorporated
                 by reference to Exhibit 10.3(19) to the 1993 Form 10-K)                                              N/A

         (20)    Sixth Amendment to the A. H. Belo Corporation Employee Savings and Investment Plan (incorporated
                 by reference to Exhibit 10.3(1) to the Company's Quarterly Report on Form 10-Q for the quarterly
                 period ended June 30, 1994 ("Second Quarter 1994 Form 10-Q"))                                        N/A

         (21)    Seventh Amendment to the A. H. Belo Corporation Employee Savings and Investment Plan                 ----

         (22)    Eighth Amendment to the A. H. Belo Corporation Employee Savings and Investment Plan                  ----

         (23)    The G. B. Dealey Retirement Pension Plan (as amended and restated effective January 1, 1988)
                 (incorporated by reference to Exhibit 10.3(20) to the 1993 Form 10-K)                                N/A

         (24)    First Amendment to the G. B. Dealey Retirement Pension Plan (incorporated by reference to Exhibit
                 10.3(21) to the 1993 Form 10-K)                                                                      N/A

         (25)    Second Amendment to the G. B. Dealey Retirement Pension Plan (incorporated by reference to Exhibit
                 10.3(22) to the 1993 Form 10-K)                                                                      N/A

         (26)    Third Amendment to the G. B. Dealey Retirement Pension Plan (incorporated by reference to Exhibit
                 10.3(23) to the 1993 Form 10-K)                                                                      N/A

         (27)    Fourth Amendment to the G. B. Dealey Retirement Pension Plan (incorporated by reference to Exhibit
                 10.3(24) to the 1993 Form 10-K)                                                                      N/A

         (28)    Fifth Amendment to the G. B. Dealey Retirement Pension Plan (incorporated by reference to Exhibit
                 10.3(25) to the 1993 Form 10-K)                                                                      N/A

         (29)    Sixth Amendment to the G. B. Dealey Retirement Pension Plan (incorporated by reference to Exhibit
                 10.3(2) to the Second Quarter 1994 Form 10-Q)                                                        N/A
</TABLE>





                                      E-4
<PAGE>   47
<TABLE>
<CAPTION>
EXHIBIT                                                                                                              SEQ.
NUMBER                                                 DESCRIPTION                                               PAGE NO.
- ------                                                 -----------                                               --------
<S>      <C>
         (30)    Seventh Amendment to the G. B. Dealey Retirement Pension Plan                                       ----

         (31)    Eighth Amendment to the G. B. Dealey Retirement Pension Plan                                        ----

         (32)    Master Trust Agreement, effective as of July 1, 1992, between A. H. Belo Corporation and Mellon
                 Bank, N. A. (incorporated by reference to Exhibit 10.3(26) to the 1993 Form 10-K)                    N/A

         (33)    A. H. Belo Corporation Supplemental Executive Retirement Plan (incorporated by reference to
                 Exhibit 10.3(27) to the 1993 Form 10-K)                                                              N/A

         (34)    Trust Agreement dated February 28, 1994, between the Company and Mellon Bank, N. A.
                 (incorporated by reference to Exhibit 10.3(28) to the 1993 Form 10-K)                                N/A

         (35)    Summary of A. H. Belo Corporation Executive Compensation Program (incorporated by reference
                 to Exhibit 10.3(18) to the 1992 Form 10-K)                                                           N/A

         (36)    Employment and Consultation Agreement between A. H. Belo Corporation and James P. Sheehan
                 (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the
                 quarterly period ended September 30, 1993)                                                           N/A

10.4     (1)     Loan Agreement dated October 1, 1985, between City of Arlington Industrial Development Corporation
                 and Dallas-Fort Worth Suburban Newspapers, Inc. (incorporated by reference to Exhibit 10.5(2) to
                 the 1991 Form 10-K)                                                                                  N/A

         (2)     Letter of Credit and Reimbursement Agreement dated as of June 2, 1987, between Dallas-Fort Worth
                 Suburban Newspapers, Inc. and The Sanwa Bank, Limited, Dallas Agency covering $6,400,000 City of
                 Arlington Industrial Development Corporation Industrial Development Revenue Bonds (incorporated by
                 reference to Exhibit 10.5(3) to the 1991 Form 10-K)                                                  N/A

         (3)     Credit Agreement dated as of August 5, 1994 among the Company and Citicorp Securities, Inc., as
                 Syndication Agent, The First National Bank of Chicago, as Administrative Agent, Texas Commerce Bank
                 National Association, as Documentation Agent and The Banks Listed Therein, as Lenders (incorporated
                 by reference to Exhibit 10.4(1) to the Second Quarter 1994 Form 10-Q)                                N/A

         (4)     Amendment and Waiver Agreement dated as of August 5, 1994, by and between the Company and The Sanwa
                 Bank, Limited, Dallas Agency                                                                        ----

21       Subsidiaries of the Company                                                                                 ----

23       Consent of Ernst & Young  LLP                                                                               ----

27       Financial Data Schedule (filed electronically with the Securities and Exchange Commission)                   N/A
</TABLE>





                                      E-5
