NEW YORK TIMES CO (Form: 10-Q, Received: 08/09/2007 16:52:39)

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

FORM 10-Q

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

For the quarterly period ended July 1, 2007

Commission file number 1-5837

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

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

620 EIGHTH AVENUE, NEW YORK, NEW YORK
(Address of principal executive offices)

10018
(Zip Code)

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

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (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 o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act.

Large accelerated filer x Accelerated filer o Non-accelerated filer o .

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x .

Number of shares of each class of the registrant’s common stock outstanding as of August 3, 2007 (exclusive of treasury shares):

Class A Common Stock			143,089,491 shares
Class B Common Stock			832,572 shares

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

THE NEW YORK TIMES COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)

(In thousands, except per share data)

	For the Quarters Ended					For the Six Months Ended
	July 1, 2007			June 25, 2006		July 1, 2007			June 25, 2006
	(13 weeks)					(26 weeks)
Revenues
Advertising	$	508,467		$	539,443	$	1,013,382		$	1,062,128
Circulation	218,664			219,705		441,118			439,986
Other	61,812			60,488		120,463			116,719
Total revenues	788,943			819,636		1,574,963			1,618,833

Operating Costs
Production costs
Raw materials	63,139			84,478		138,035			166,415
Wages and benefits	158,883			161,412		324,443			327,793
Other	103,900			108,439		208,469			216,867
Total production costs	325,922			354,329		670,947			711,075
Selling, general and administrative costs	344,481			343,504		686,542			690,014
Depreciation and amortization	46,645			35,560		91,082			71,036
Total operating costs	717,048			733,393		1,448,571			1,472,125

Net loss on sale of assets	68,156			—		68,156			—
Gain on sale of WQEW-AM	39,578			—		39,578			—
Operating profit	43,317			86,243		97,814			146,708

Net income from joint ventures	4,745			8,770		2,592			10,737
Interest expense, net	7,126			13,234		18,454			25,758
Income from continuing operations before income taxes and minority interest	40,936			81,779		81,952			131,687
Income taxes	18,851			28,156		39,750			47,631
Minority interest in net (income)/loss of subsidiaries	(24		)	244		(15		)	337
Income from continuing operations	22,061			53,867		42,187			84,393

Discontinued operations, Broadcast Media Group: Income from discontinued operations, net of income taxes	1,977			5,714		5,753			7,600
Gain on sale, net of income taxes	94,330			—		94,330			—
Discontinued operations, net of income taxes	96,307			5,714		100,083			7,600
Net income	$	118,368		$	59,581	$	142,270		$	91,993

Average number of common shares outstanding
Basic	143,906			144,792		143,901			144,978
Diluted	144,114			144,943		144,114			145,166

Basic earnings per share:
Income from continuing operations	$	0.15		$	0.37	$	0.29		$	0.58
Discontinued operations, net of income taxes	0.67			0.04		0.70			0.05
Net income	$	0.82		$	0.41	$	0.99		$	0.63

Diluted earnings per share:
Income from continuing operations	$	0.15		$	0.37	$	0.29		$	0.58
Discontinued operations, net of income taxes	0.67			0.04		0.70			0.05
Net income	$	0.82		$	0.41	$	0.99		$	0.63

Dividends per share	$	0.230		$	0.175	$	0.405		$	0.340

See Notes to Condensed Consolidated Financial Statements.

THE NEW YORK TIMES COMPANY

CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)

	July 1, 2007		December 31, 2006
ASSETS	(Unaudited)

Current Assets

Cash and cash equivalents	$	57,644	$	72,360
Accounts receivable-net	344,892		402,639
Inventories
Newsprint and other paper	23,523		32,594
Work-in-process and other	4,559		4,102
Total inventories	28,082		36,696

Deferred income taxes	92,563		73,729
Assets held for sale	—		357,028
Other current assets	87,377		242,591

Total current assets	610,558		1,185,043

Other Assets

Investments in joint ventures	147,176		145,125
Property, plant and equipment (less accumulated depreciation and amortization of $1,152,454 in 2007 and $1,297,546 in 2006)	1,400,477		1,375,365

Intangible assets acquired
Goodwill	676,944		650,920
Other intangible assets acquired (less accumulated amortization of $224,734 in 2007 and $217,972 in 2006)	138,215		133,448
Deferred income taxes	197,924		125,681
Miscellaneous assets	260,531		240,346

TOTAL ASSETS	$	3,431,825	$	3,855,928

See Notes to Condensed Consolidated Financial Statements.

THE NEW YORK TIMES COMPANY

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share data)

	July 1, 2007		December 31, 2006
LIABILITIES AND STOCKHOLDERS’ EQUITY	(Unaudited)

Current Liabilities

Commercial paper outstanding	$	237,500	$	422,025
Accounts payable	213,765		242,528
Accrued payroll and other related liabilities	102,868		121,240
Accrued expenses	210,221		200,030
Unexpired subscriptions	83,773		83,298
Current portion of long-term debt and capital lease obligations	75		104,168
Construction loan	—		124,705

Total current liabilities	848,202		1,297,994

Other Liabilities

Long-term debt	721,126		720,790
Capital lease obligations	6,699		74,240
Pension benefits obligation	349,387		384,277
Postretirement benefits obligation	244,258		256,740
Other	379,807		296,078

Total other liabilities	1,701,277		1,732,125

Minority Interest	5,981		5,967

Stockholders’ Equity

Common stock of $.10 par value:
Class A — authorized 300,000,000 shares; issued: 2007 — 148,050,220; 2006 —148,026,952 (including treasury shares: 2007 — 4,978,076; 2006 — 5,000,000)	14,805		14,804
Class B — convertible — authorized and issued shares: 2007 - 832,572; 2006 — 832,592	83		82
Additional paid-in capital	7,844		—
Retained earnings	1,137,249		1,111,006
Common stock held in treasury, at cost	(158,389)		(158,886)
Accumulated other comprehensive loss, net of income taxes	(125,227)		(147,164)

Total stockholders’ equity	876,365		819,842

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	3,431,825	$	3,855,928

See Notes to Condensed Consolidated Financial Statements.

THE NEW YORK TIMES COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(In thousands)

	Six Months Ended
	July 1, 2007			June 25, 2006
	(26 weeks)
OPERATING ACTIVITIES
Net cash (used in)/provided by operating activities	$	(11,745	)	$	166,056

INVESTING ACTIVITIES
Capital expenditures	(225,652		)	(137,296		)
Proceeds from sale of the Broadcast Media Group	575,288			—
Proceeds from sale of WQEW-AM	40,000			—
Proceeds from sale of Edison, N.J., assets	90,819			—
Payment for purchase of Edison, N.J., printing plant	(139,961		)	—
Acquisitions, net of cash acquired of $1,190	(27,632		)	—
Other investing (payments)/proceeds—net	(7,453		)	620

Net cash provided by/(used in) investing activities	305,409			(136,676		)

FINANCING ACTIVITIES
Commercial paper (repayments)/borrowings-net	(184,525		)	7,525
Construction loan borrowings	—			24,446
Long-term obligations:
Reductions	(102,412		)	(801		)
Capital shares:
Issuances	529			4,398
Repurchases	(816		)	(20,943		)
Excess tax benefits from stock-based awards	43			745
Dividends paid to stockholders	(58,574		)	(49,475		)
Other financing proceeds—net	37,221			993

Net cash used in financing activities	(308,534		)	(33,112		)

Decrease in cash and cash equivalents	(14,870		)	(3,732		)

Effect of exchange rate changes on cash and cash equivalents	154			242

Cash and cash equivalents at the beginning of the year	72,360			44,927
Cash and cash equivalents at the end of the quarter	$	57,644		$	41,437

SUPPLEMENTAL DATA

Acquisitions

· In May 2007, the Company acquired ConsumerSearch, Inc. for approximately $33 million, including $5 million in net liabilities assumed.

· In March 2007, the Company acquired UCompareHealthCare.com for $2.3 million. The Company paid approximately $1.8 million in the first quarter of 2007 and withheld the remaining $0.5 million for a one-year indemnification period.

Other

· Financing activities — Other financing proceeds in 2007 includes cash received from the Company’s real estate development partner for repayment of the Company’s loan receivable.

Non-Cash

· As of December 31, 2006, approximately $125 million was outstanding under the Company’s real estate development partner’s construction loan. In January 2007, the Company was released as a co-borrower, and therefore the receivable and the construction loan were reversed and are not included in the Company’s Condensed Consolidated Balance Sheet as of July 1, 2007. See Note 12 for additional information related to the Company’s new headquarters.

· As part of the purchase and sale of the Company's Edison, N.J., printing facility (see Note 8), the Company terminated its existing capital lease agreement. This resulted in the reversal of the related assets (approximately $86 million) and capital lease obligation (approximately $69 million).

See Notes to Condensed Consolidated Financial Statements.

THE NEW YORK TIMES COMPANY

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE 1. GENERAL AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

In the opinion of The New York Times Company’s (the “Company”) management, the Condensed Consolidated Financial Statements present fairly the financial position of the Company as of July 1, 2007, and December 31, 2006, and the results of operations and cash flows of the Company for the periods ended July 1, 2007 and June 25, 2006. All adjustments necessary for a fair presentation have been included and are of a normal and recurring nature. All significant intercompany accounts and transactions have been eliminated in consolidation. The Company’s Condensed Consolidated Financial Statements and related Notes should be read in conjunction with the Consolidated Financial Statements and related Notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2006. Due to the seasonal nature of the Company’s business, operating results for the interim periods are not necessarily indicative of a full year’s operations.

As of July 1, 2007, the Company’s significant accounting policies, which are detailed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2006, have not changed materially, except for the adoption of Financial Accounting Standards Board (“FASB”) Interpretation (“FIN”) No. 48, Accounting for Uncertainty in Income Taxes — an interpretation of FASB Statement No. 109 (“FIN 48”) (see Note 5).

Certain reclassifications have been made to the prior periods to conform to classifications used as of and for the period ended July 1, 2007, such as presenting depreciation and amortization separately from production and selling, general and administrative costs. The fiscal periods included herein comprise 13 weeks for the second-quarter periods and 26 weeks for the six-month periods.

Recent Accounting Pronouncements

In February 2007, FASB issued Statement of Financial Accounting Standards (“FAS”) No. 159, The Fair Value Option for Financial Assets and Financial Liabilities Including an Amendment of FASB Statement No. 115 (“FAS 159”). FAS 159 permits entities to choose to measure many financial instruments and certain other items at fair value. FAS 159 is effective for fiscal years beginning after November 15, 2007. The Company is currently evaluating the impact of adopting FAS 159 on its financial statements.

In September 2006, FASB issued FAS No. 157, Fair Value Measurements (“FAS 157”). FAS 157 establishes a common definition for fair value under accounting principles generally accepted in the United States of America (“GAAP”), establishes a framework for measuring fair value and expands disclosure requirements about such fair value measurements. FAS 157 is effective for fiscal years beginning after November 15, 2007. The Company is currently evaluating the impact of adopting FAS 157 on its financial statements.

clarify the accounting and requires employers to recognize a liability for future benefits in accordance with FAS No. 106, Employers’ Accounting for Postretirement Benefits Other Than Pensions (if, in substance, a postretirement benefit plan exists), or Accounting Principles Board Opinion No. 12, Omnibus Opinion—1967 (if the arrangement is, in substance, an individual deferred compensation contract) based on the substantive agreement with the employee.

EITF 06-4 is effective for fiscal years beginning after December 15, 2007, with earlier application permitted. The effects of adopting EITF 06-4 can be recorded either as (i) a change in accounting principle through a cumulative-effect adjustment to retained earnings or to other components of equity as of the beginning of the year of adoption, or (ii) a change in accounting principle through retrospective application to all prior periods. The Company is currently evaluating the impact of adopting EITF 06-4 on its financial statements.

NOTE 2. DISCONTINUED OPERATIONS

On May 7, 2007, the Company sold its Broadcast Media Group, which consisted of nine network-affiliated television stations, their related Web sites and digital operating center, for approximately $575 million. The Company recognized a pre-tax gain on the sale of $191.2 million ($94.3 million after-tax).

In accordance with the provisions of FAS No. 144, Accounting for Costs Associated with Exit or Disposal Activities, the Broadcast Media Group’s results of operations and the gain on the sale are presented as discontinued operations, and certain assets and liabilities are classified as held for sale for the period presented before the sale. The results of operations presented as discontinued operations through May 7, 2007, and the assets and liabilities classified as held for sale as of December 31, 2006, are summarized below.

	For the Quarters Ended				For the Six Months Ended
(In thousands)	July 1, 2007		June 25, 2006		July 1, 2007		June 25, 2006
Revenues	$	13,798	$	39,112	$	46,702	$	71,066
Total operating costs	10,451		29,427		36,854		58,184
Pre-tax income	3,347		9,685		9,848		12,882
Income taxes	1,370		3,971		4,095		5,282
Income from discontinued operations, net of income taxes	1,977		5,714		5,753		7,600
Gain on sale, net of income taxes of $96,911	94,330		—		94,330		—
Discontinued operations, net of income taxes	$	96,307	$	5,714	$	100,083	$	7,600

(In thousands)	December 31, 2006
Property, plant & equipment, net	$	64,309
Goodwill	41,658
Other intangible assets, net	234,105
Other assets	16,956
Assets held for sale	357,028
Program rights liability(a)	14,931
Net assets held for sale	$	342,097

(a) Included in “Accounts payable” in the Condensed Consolidated Balance Sheet.

NOTE 3. GOODWILL AND OTHER INTANGIBLE ASSETS

Goodwill is the excess of cost over the fair market value of tangible and other intangible assets acquired. Goodwill is not amortized but tested for impairment annually or if certain circumstances indicate a possible

impairment may exist, in accordance with FAS No. 142, Goodwill and Other Intangible Assets.

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

The Company performs its annual impairment testing in the fourth quarter of its fiscal year.

The changes in the carrying amount of goodwill were as follows:

(In thousands)	News Media Group			About Group		Total
Balance as of December 31, 2006	$	306,564		$	344,356	$	650,920
Goodwill acquired during year	—			26,343		26,343
Goodwill adjusted during the year	(2,009		)	—		(2,009		)
Foreign currency translation	1,690			—		1,690
Balance as of July 1, 2007	$	306,245		$	370,699	$	676,944

On May 4, 2007, the Company acquired ConsumerSearch, Inc., a leading online aggregator and publisher of consumer product reviews, for approximately $33 million, including $5 million in net liabilities assumed. ConsumerSearch includes product comparisons and recommendations and adds a new functionality to the About Group.

On March 27, 2007, the Company acquired UCompareHealthCare.com, a site that provides dynamic Web-based interactive tools to consumers to enable them to measure the quality of certain healthcare services, for $2.3 million. The Company paid approximately $1.8 million and withheld the remaining $0.5 million for a one-year indemnification period. UCompareHealthCare.com expands the About Group’s online health channel.

The Condensed Consolidated Financial Statements include the operating results of these acquisitions subsequent to the dates of acquisition.

Based on preliminary valuations of ConsumerSearch and UCompareHealthCare.com, the Company has allocated the excess of the purchase price over the carrying value of the net assets acquired of $24.8 million to goodwill and $8.2 million to other intangible assets for ConsumerSearch and $1.5 million to goodwill and $0.8 million to other intangible assets for UCompareHealthCare.com. The goodwill for the UCompareHealthCare.com acquisition is tax-deductible, but the goodwill for the ConsumerSearch acquisition is not tax-deductible. The intangible assets of ConsumerSearch consist of its trade name, content and proprietary technology. The intangible assets of UCompareHealthCare.com consist of content and proprietary technology.

The preliminary purchase price allocations for the ConsumerSearch and UCompareHealthCare.com acquisitions are subject to adjustment when additional information concerning asset and liability valuations is obtained. The final asset and liability fair values may differ from those included in the Company’s Condensed Consolidated Balance Sheet as of July 1, 2007; however, the changes are not expected to have a material effect on the Company’s Condensed Consolidated Financial Statements.

Other intangible assets acquired were as follows:

	July 1, 2007							December 31, 2006
(In thousands)	Gross Carrying Amount		Accumulated Amortization			Net		Gross Carrying Amount		Accumulated Amortization			Net
Amortized other intangible assets:
Customer lists	$	222,216	$	(198,095	)	$	24,121	$	220,935	$	(196,268	)	$	24,667
Other	64,714		(26,639		)	38,075		63,777		(21,704		)	42,073
Total	286,930		(224,734		)	62,196		284,712		(217,972		)	66,740
Unamortized other intangible assets:
Trade names	8,880		—			8,880		—		—			—
Newspaper mastheads	67,139		—			67,139		66,708		—			66,708
Total	76,019		—			76,019		66,708		—			66,708
Total other intangible assets acquired	$	362,949	$	(224,734	)	$	138,215	$	351,420	$	(217,972	)	$	133,448

As of July 1, 2007, the remaining weighted-average amortization period is eight years for customer lists and seven years for other amortizable intangible assets acquired included in the table above.

Amortization expense related to other intangible assets acquired that are subject to amortization was approximately $7 million in the first half of 2007, and is expected to be approximately $14 million for the fiscal year 2007. Estimated annual amortization expense for the next five years related to these intangible assets is expected to be as follows:

(In thousands)
Year	Amount
2008	$	10,800
2009	8,900
2010	8,700
2011	8,400
2012	7,100

NOTE 4. DEBT OBLIGATIONS

The Company’s total debt, including commercial paper and capital lease obligations, was $965.4 million as of July 1, 2007. Until January 2007, the Company was a co-borrower under a $320 million non-recourse construction loan in connection with the construction of its new headquarters. The Company did not draw down on the construction loan, which is being used by its development partner. However, as a co-borrower, the Company was required to record the amount outstanding of the construction loan on its financial statements. The Company also recorded a receivable, due from its development partner, for the same amount outstanding under the construction loan. As of December 31, 2006, approximately $125 million was outstanding under the construction loan and recorded as a receivable included in “Other current assets” in the Condensed Consolidated Balance Sheet. In January 2007, with the Company’s release as a co-borrower, the receivable and the construction loan were reversed and are not included in the Company’s Condensed Consolidated Balance Sheet as of July 1, 2007. See Note 12 for additional information related to the Company’s new headquarters.

The Company’s $725.0 million commercial paper program is supported by the revolving credit agreements described below. Commercial paper issued by the Company is unsecured and can have maturities of up to 270 days. The Company had $237.5 million in commercial paper outstanding as of July 1, 2007, with an annual weighted-average interest rate of 5.5% and an average of 12 days to maturity from original issuance. Commercial

paper decreased during the second quarter of 2007 because the proceeds from the sales of the Broadcast Media Group and WQEW-AM (“WQEW”) were used to repay the Company’s outstanding commercial paper.

The primary purpose of the Company’s $800.0 million revolving credit agreements is to support its commercial paper program. In addition, these revolving credit agreements provide a facility for the issuance of letters of credit. Of the total $800.0 million available under the two revolving credit agreements ($400.0 million credit agreement maturing in May 2009 and $400.0 million credit agreement maturing in June 2011), the Company has issued letters of credit of approximately $24 million. The remaining balance of approximately $776 million supports the Company’s commercial paper program. There were no borrowings outstanding under the revolving credit agreements as of July 1, 2007, and December 31, 2006.

Any borrowings under the revolving credit agreements bear interest at specified margins based on the Company’s credit rating, over various floating rates selected by the Company.

The revolving credit agreements each contain a covenant that requires a specified level of stockholders’ equity (as defined in the agreements). As of July 1, 2007, the amount of stockholders’ equity in excess of the required levels was approximately $652 million.

The Company’s five-year 5.350% notes aggregating $50.0 million matured on April 16, 2007, and its five-year 4.625% notes aggregating $52.0 million matured on June 25, 2007. As of December 31, 2006, these notes were recorded in “Current portion of long-term debt and capital lease obligations.” In the second quarter of 2007, the Company made principal repayments totaling $102.0 million.

As part of the purchase and sale of the Company's Edison, N.J., printing facility (see Note 8), the Company terminated its existing capital lease agreement. This resulted in the reversal of the related assets (approximately $86 million) and capital lease obligation (approximately $69 million).

“Interest expense, net” in the Company’s Condensed Consolidated Statements of Income was as follows:

	For the Quarters Ended						For the Six Months Ended
(In thousands)	July 1, 2007			June 25, 2006			July 1, 2007			June 25, 2006
Interest expense	$	14,005		$	18,661		$	32,309		$	35,979
Interest income	(678		)	(2,247		)	(1,732		)	(4,203		)
Capitalized interest	(6,201		)	(3,180		)	(12,123		)	(6,018		)
Interest expense, net	$	7,126		$	13,234		$	18,454		$	25,758

NOTE 5. INCOME TAXES

The Company’s effective income tax rate increased to 46.0% in the second quarter and 48.5% in the first half of 2007 compared with 34.4% in the second quarter and 36.2% in the first half of 2006. The increases were primarily due to the income taxes associated with asset sales in the second quarter of 2007 (see Notes 2 and 8) and a net tax adjustment primarily due to the application of a change in New York state law (effective January 1, 2007) that required a revaluation of the existing deferred tax balances.

On January 1, 2007, the Company adopted FIN 48. The adoption of FIN 48 resulted in a cumulative effect adjustment of approximately $24 million recorded as a reduction to the beginning balance of retained earnings. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:

(In thousands)
Balance at January 1, 2007	$	108,474
Additions based on tax positions related to the current year	18,559
Additions for tax positions of prior years	—
Reductions for tax positions of prior years	(7,965		)
Settlements	—
Balance at July 1, 2007	$	119,068

The total amount of unrecognized tax benefits that would, if recognized, affect the effective income tax rate was approximately $64 million as of July 1, 2007, and approximately $57 million as of December 31, 2006.

The Company also recognizes accrued interest expense and penalties related to the unrecognized tax benefits as additional tax expense, which is consistent with prior periods. The total amount of accrued interest and penalties was approximately $30 million as of July 1, 2007, and was approximately $25 million as of December 31, 2006.

With few exceptions, the Company is no longer subject to U.S. federal, state and local, or non-U.S. income tax examinations by tax authorities for years prior to 2000. Management believes that its accrual for tax liabilities is adequate for all open audit years. This assessment relies on estimates and assumptions and may involve a series of complex judgments about future events.

It is reasonably possible that U.S. federal, state and local, and non-U.S. tax examinations will be settled during the next twelve months. If any of these tax audit settlements do occur within the next twelve months, the Company would make any necessary adjustments to the accrual for uncertain tax benefits. Until formal resolutions are reached between the Company and the tax authorities, the determination of a possible audit settlement range for the impact on uncertain tax benefits is not practicable. On the basis of present information, it is the opinion of the Company’s management that any assessments resulting from the current audits will not have a material effect on the Company’s consolidated financial statements.

NOTE 6. COMMON STOCK

During the first half of 2007, the Company repurchased 29,300 shares of its Class A Common Stock under its stock repurchase program at a cost of approximately $0.7 million. The average price of these repurchases was $24.42 per share. As of July 1, 2007, approximately $93 million remained from the Company’s current share repurchase authorization.

On June 21, 2007, the Board declared a dividend of $.23 per share on the Company’s Class A and B Common Stock. The dividend is payable on September 12, 2007, to shareholders of record on September 4, 2007. The estimated dividend payable of approximately $33 million is included in “Accounts payable” in the Company’s Condensed Consolidated Balance Sheet as of July 1, 2007.

NOTE 7. PENSION AND POSTRETIREMENT BENEFITS

Pension

The Company sponsors several pension plans (qualified funded plans and non-qualified unfunded plans) and makes contributions to several others, in connection with collective bargaining agreements, that are considered multi-employer pension plans. These plans cover substantially all employees.

On May 7, 2007, the Company sold the Broadcast Media Group. As part of the sale, Broadcast Media Group employees no longer accrue benefits under the Company’s pension plan and those employees who on the date of sale were within a year of becoming eligible for early retirement were bridged to retirement-eligible status. Upon retirement, all Broadcast Media Group employees will receive pension benefits equal to their vested amount as of the date of the sale. The sale significantly reduced the expected years of future service from current employees, resulting in a curtailment of the pension plan. The Company recorded a special termination charge, for benefits provided to employees bridged to retirement-eligible status, of $0.9 million, which is reflected in the gain on the sale of the Broadcast Media Group.

In connection with the curtailment, the Company remeasured one of its pension plans as of the date of the sale of the Broadcast Media Group. The curtailment and remeasurement resulted in a decrease in the pension liability of $40.4 million and an increase in other comprehensive income (before taxes) of $40.4 million.

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

	For the Quarters Ended
	July 1, 2007								June 25, 2006
(In thousands)	Qualified Plans			Non- Qualified Plans		All Plans			Qualified Plans			Non- Qualified Plans		All Plans
Service cost	$	10,899		$	519	$	11,418		$	12,888		$	588	$	13,476
Interest cost	23,515			3,574		27,089			22,261			3,015		25,276
Expected return on plan assets	(30,712		)	—		(30,712		)	(28,162		)	—		(28,162		)
Amortization of prior service cost	363			18		381			361			17		378
Recognized actuarial loss	1,070			1,983		3,053			5,887			1,664		7,551
Effect of curtailment	15			—		15			512			—		512
Special termination benefits	—			908		908			—			—		—
Net periodic pension cost	$	5,150		$	7,002	$	12,152		$	13,747		$	5,284	$	19,031

	For the Six Months Ended
	July 1, 2007								June 25, 2006
(In thousands)	Qualified Plans			Non- Qualified Plans		All Plans			Qualified Plans			Non- Qualified Plans		All Plans
Service cost	$	22,807		$	1,038	$	23,845		$	26,019		$	1,176	$	27,195
Interest cost	47,001			7,148		54,149			44,493			6,030		50,523
Expected return on plan assets	(60,671		)	—		(60,671		)	(56,283		)	—		(56,283		)
Amortization of prior service cost	722			35		757			734			34		768
Recognized actuarial loss	3,144			3,965		7,109			12,035			3,328		15,363
Effect of curtailment	15			—		15			512			—		512
Special termination benefits	—			908		908			—			—		—
Net periodic pension cost	$	13,018		$	13,094	$	26,112		$	27,510		$	10,568	$	38,078

Although the Company does not have any quarterly funding requirements in 2007 (under the Employee Retirement Income Security Act of 1974, as amended, and Internal Revenue Code requirements), the Company will make contractual funding contributions of approximately $13 million (approximately $7 million was made in the first half of 2007) for The New York Times Newspaper Guild pension plan. The Company may elect to make additional contributions to its other pension plans. The amount of these contributions, if any, would be based on

the results of the January 1, 2007, valuation, market performance and interest rates in 2007 as well as other factors.

Postretirement Benefits

The Company provides health and life insurance benefits to retired employees (and their eligible dependents) who are not covered by any collective bargaining agreements if the employees meet specified age and service requirements. In addition, the Company contributes to a postretirement plan under the provisions of a collective bargaining agreement.

As part of the Broadcast Media Group sale, those employees who on the date of sale were within a year of becoming retirement eligible under the Company’s postretirement plan will be eligible to receive postretirement benefits upon reaching age 55. All other Broadcast Media Group employees under age 55 are no longer eligible for benefits under the Company’s postretirement plan. The sale significantly reduced the expected years of future service from current employees, resulting in a curtailment of the postretirement plan. The Company recorded a curtailment gain of $4.7 million and a special termination charge, for benefits provided to employees bridged to retirement-eligible status, of $0.7 million, which is reflected in the gain on the sale of the Broadcast Media Group.

In connection with the curtailment, the Company remeasured one of its postretirement plans as of the date of the sale of the Broadcast Media Group. The curtailment and remeasurement resulted in a decrease in the postretirement liability of $5.1 million and an increase in other comprehensive income (before taxes) of $0.4 million.

The components of net periodic postretirement benefit cost were as follows:

	For the Quarters Ended						For the Six Months Ended
(In thousands)	July 1, 2007			June 25, 2006			July 1, 2007			June 25, 2006
Service cost	$	1,853		$	2,376		$	4,044		$	4,752
Interest cost	3,547			3,667			7,498			7,334
Expected return on plan assets	—			(10		)	—			(20		)
Amortization of prior service credit	(1,892		)	(1,794		)	(3,966		)	(3,588		)
Recognized actuarial loss	674			744			1,569			1,488
Effect of curtailment	(4,717		)	—			(4,717		)	—
Special termination benefits	703			—			703			—
Net periodic postretirement cost	$	168		$	4,983		$	5,131		$	9,966

NOTE 8. OTHER

Staff Reductions

The Company recognized staff reduction charges of $5.0 million in the second quarter of 2007 and $12.8 million in the first half of 2007. In the second quarter and first half of 2006, the Company recognized staff reduction charges of $9.1 million and $18.4 million, respectively. Most of the charges in 2007 and 2006 were recognized at the News Media Group. These charges are recorded in “Selling, general and administrative costs” in the Company’s Condensed Consolidated Statements of Income. As of July 1, 2007, the Company had a staff reduction liability of $10.6 million included in “Accrued expenses” in the Company’s Condensed Consolidated Balance Sheet.

Plant Consolidation

In 2006, the Company announced plans to consolidate the printing operations of a facility it leased in Edison, N.J., into its newer facility in College Point, Queens. As part of the consolidation, the Company purchased the Edison facility and then sold it, with two adjacent properties it already owned, to a third party. The purchase

and sale of the Edison facility closed in the second quarter of 2007, relieving the Company of rental terms that were above market as well as restoration obligations under the original lease. As a result of the sale, the Company recognized a pre-tax loss of $68.2 million ($41.3 million after-tax) in the second quarter of 2007. This loss is recorded in “Net loss on sale of assets” in the Company’s Condensed Consolidated Statements of Income.

As part of the consolidation, the Company expects a workforce reduction of approximately 300 full-time equivalent employees resulting in a charge of $18 to $22 million for staff reduction costs. The Company plans to facilitate the reductions through a variety of severance and buyout packages. The exact amount of the charge will depend on the final composition and seniority of the affected employees, and the timing of the recognition and expenditures will depend on the timing of the implementation of the staff reductions.

Sale of WQEW

On April 26, 2007, the Company sold WQEW to Radio Disney, LLC (which provided substantially all of WQEW programming through a licensing agreement) for $40.0 million. The Company recognized a pre-tax gain of $39.6 million ($21.2 million after-tax) in the second quarter of 2007.

NOTE 9. EARNINGS PER SHARE

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

	For the Quarters Ended				For the Six Months Ended
(In thousands, except per share data)	July 1, 2007		June 25, 2006		July 1, 2007		June 25, 2006
Basic earnings per share computation:
Numerator
Income from continuing operations	$	22,061	$	53,867	$	42,187	$	84,393
Discontinued operations, net of income taxes — Broadcast Media Group	96,307		5,714		100,083		7,600
Net income	$	118,368	$	59,581	$	142,270	$	91,993
Denominator
Average number of common shares outstanding	143,906		144,792		143,901		144,978
Income from continuing operations	$	.15	$	.37	$	.29	$	.58
Discontinued operations, net of income taxes — Broadcast Media Group	.67		.04		.70		.05
Basic earnings per share	$	.82	$	.41	$	.99	$	.63
Diluted earnings per share computation:
Numerator
Income from continuing operations	$	22,061	$	53,867	$	42,187	$	84,393
Discontinued operations, net of income taxes — Broadcast Media Group	96,307		5,714		100,083		7,600
Net income	$	118,368	$	59,581	$	142,270	$	91,993
Denominator
Average number of common shares outstanding	143,906		144,792		143,901		144,978
Incremental shares for assumed exercise of securities	208		151		213		188
Total shares	144,114		144,943		144,114		145,166
Income from continuing operations	$	.15	$	.37	$	.29	$	.58
Discontinued operations, net of income taxes — Broadcast Media Group	.67		.04		.70		.05
Diluted earnings per share	$	.82	$	.41	$	. 99	$	.63

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

Stock options with exercise prices that exceeded the average fair market value of the Company’s Common Stock had an antidilutive effect and, therefore, were excluded from the computation of diluted earnings per share. Approximately 32 million stock options with exercise prices ranging from $23.83 to $48.54 were excluded from the computation in the second quarter and first six months of 2007. Approximately 30 million stock options with exercise prices ranging from $25.05 to $48.54 were excluded from the computation in the second quarter and first six months of 2006.

NOTE 10. COMPREHENSIVE INCOME

Comprehensive income was as follows:

	For the Quarters Ended						For the Six Months Ended
(In thousands)	July 1, 2007			June 25, 2006			July 1, 2007			June 25, 2006
Net income	$	118,368		$	59,581		$	142,270		$	91,993
Foreign currency translation adjustments	2,719			4,253			3,602			5,102
Unrealized derivative gains on cash-flow hedges	—			2,556			—			2,932
Unrealized (loss)/gain on marketable securities	—			(24		)	—			36
Reclassification adjustment for realized loss included in net income	—			468			—			468
Adjustments to pension and postretirement obligations	56,711			—			56,711			—
Amortization of unrecognized amounts included in pension and postretirement obligations	(2,486		)	—			767			—
Income tax charge	(34,493		)	(1,255		)	(39,143		)	(1,438		)
Comprehensive income	$	140,819		$	65,579		$	164,207		$	99,093

The “Accumulated other comprehensive loss, net of income taxes” in the Company’s Condensed Consolidated Balance Sheets was net of a deferred income tax benefit of approximately $113 million as of July 1, 2007, and approximately $152 million as of December 31, 2006.

NOTE 11. SEGMENT STATEMENTS OF INCOME

The Company’s reportable segments consist of the News Media Group and the About Group. These segments are evaluated regularly by management in assessing performance and allocating resources.

Below is a description of the Company’s reportable segments:

About Group (consisting of the Web sites of About.com, ConsumerSearch.com, UCompareHealthCare.com and Calorie-Count.com). The Company acquired UCompareHealthCare.com in the first quarter of 2007 and ConsumerSearch.com in the second quarter of 2007 (see Note 3). The Condensed C onsolidated Financial Statements include the operating results of these acquisitions subsequent to the date of each acquisition.

The Broadcast Media Group, which was sold on May 7, 2007, is classified as a discontinued operation and is no longer included as a reportable segment (see Note 2).

	For the Quarters Ended						For the Six Months Ended
(In thousands)	July 1, 2007			June 25, 2006			July 1, 2007			June 25, 2006

REVENUES
News Media Group	$	764,238		$	800,190		$	1,527,715		$	1,581,181
About Group	24,705			19,446			47,248			37,652
Total	$	788,943		$	819,636		$	1,574,963		$	1,618,833

OPERATING PROFIT (LOSS)
News Media Group	$	46,653		$	90,933		$	106,282		$	155,188
About Group	8,511			7,309			16,841			14,252
Corporate	(11,847		)	(11,999		)	(25,309		)	(22,732		)
Total	$	43,317		$	86,243		$	97,814		$	146,708

Net income from joint ventures	4,745			8,770			2,592			10,737
Interest expense, net	7,126			13,234			18,454			25,758
Income from continuing operations before income taxes and minority interest	40,936			81,779			81,952			131,687
Income taxes	18,851			28,156			39,750			47,631
Minority interest in net (income)/ loss of subsidiaries	(24		)	244			(15		)	337
Income from continuing operations	22,061			53,867			42,187			84,393
Discontinued operations, Broadcast Media Group:
Income from discontinued operations, net of income taxes	1,977			5,714			5,753			7,600
Gain on sale, net of income taxes	94,330			—			94,330			—
Discontinued operations, net of income taxes	96,307			5,714			100,083			7,600
Net income	$	118,368		$	59,581		$	142,270		$	91,993

NOTE 12. CONTINGENT LIABILITIES

New Headquarters Building

The Company is in the process of completing construction on its new headquarters building in New York City (the “Building”), which the Company began to occupy in the second quarter of 2007. In December 2001, a wholly owned subsidiary of the Company (“NYT”) and FC Lion LLC (a partnership between an affiliate of the Forest City Ratner Companies and an affiliate of ING Real Estate) became the sole members of The New York Times Building LLC (the “Building Partnership”), a partnership established for the purpose of constructing the Building. In August 2006, the Building was converted to a leasehold condominium, and NYT and FC Lion LLC each acquired ownership of its respective leasehold condominium units. Also in August 2006, Forest City Ratner Companies purchased the ownership interest in FC Lion LLC of the ING Real Estate affiliate. In turn, FC Lion LLC assigned its ownership interest in the Building Partnership and the FC Lion LLC condominium units to FC Eighth Ave., LLC.

In connection with the construction of the Building, the Building Partnership obtained a construction loan, secured by the Building. In January 2007, the construction loan was amended to release NYT as a co-borrower and release NYT’s condominium units from the related lien. The Company was also released from its obligation to make an extension loan. The Company no longer includes the construction loan in its financial statements (see Note 4).

The Company’s actual and anticipated capital expenditures in connection with the Building, net of proceeds from the sale of its previous headquarters, including core and shell and interior construction costs, are detailed in the table below.

Capital Expenditures (In millions)	NYT
2001–2006	$	434
2007	$	170–$190
Total	$	604–$624
Less: net sale proceeds (a)	$	106
Total, net of sale proceeds (b)	$	498–$518

(a) Represents cash proceeds from the sale of the Company’s previous headquarters, net of income taxes and transaction costs.

(b) Includes estimated capitalized interest and salaries of approximately $48 million.

See the Company’s Annual Report on Form 10-K for the year ended December 31, 2006, for additional information regarding the Building. In addition, during the first quarter of 2007, the Company leased five floors in its portion of the Building under a 15-year non-cancelable agreement.

Third-Party Guarantees

The Company has outstanding guarantees on behalf of a third party that provides circulation customer service, telemarketing and home-delivery services for The Times and the Globe (the “circulation servicer”), and on behalf of two third parties that provide printing and distribution services for The Times’s National Edition (the “National Edition printers”). In accordance with GAAP, the contingent obligations related to these guarantees are not reflected in the Company’s Condensed Consolidated Balance Sheets as of July 1, 2007, and December 31, 2006.

The Company has guaranteed the payments under the circulation servicer’s credit facility and any miscellaneous costs related to any default thereunder (the “credit facility guarantee”). As of July 1, 2007, the total amount of the credit facility guarantee was approximately $20 million and the amount outstanding under the credit facility was approximately $15 million. On April 23, 2007, the credit facility was extended for another year and the amount available was reduced to $17.5 million. The credit facility guarantee was made by the Company to allow the circulation servicer to obtain more favorable financing terms. The circulation servicer has agreed to reimburse the Company for any amounts the Company pays under the credit facility guarantee and has granted the Company a security interest in all of its assets to secure repayment of any amounts the Company pays under the credit facility guarantee. In addition, the Company has guaranteed the payments of two property leases of the circulation servicer and any miscellaneous costs related to any default thereunder (the “property lease guarantees”). The total amount of the property lease guarantees was approximately $2 million as of July 1, 2007. One property lease expires in June 2008 and the other property lease expires in May 2009. The property lease guarantees were made by the Company to allow the circulation servicer to obtain space to conduct business.

The Company has guaranteed a portion of the payments of an equipment lease of a National Edition printer and any miscellaneous costs related to any default thereunder (the “equipment lease guarantee”). The total amount of the equipment lease guarantee was approximately $2 million as of July 1, 2007. The equipment lease expires in March 2011. The Company made the equipment lease guarantee to allow the National Edition printer to obtain lower cost of lease financing.

The Company has also guaranteed certain debt of one of the two National Edition printers and any miscellaneous costs related to any default thereunder (the “debt guarantee”). The total amount of the debt guarantee was approximately $5 million as of July 1, 2007. The debt guarantee, which expires in May 2012, was

made by the Company to allow the National Edition printer to obtain a lower cost of borrowing. The Company has obtained a secured guarantee from a related party of this National Edition printer to repay the Company for any amounts that it would pay under the debt guarantee. In addition, the Company has a security interest in the equipment that was purchased by the National Edition printer with the funds it received from its debt issuance, as well as other equipment and real property.

The Company would have to perform the obligations of the circulation servicer under the credit facility and property lease guarantees and of the National Edition printers under the equipment lease and debt guarantees if any of the circulation servicer or the National Edition printers defaulted under the terms of their respective agreements.

Other

The Company also has letters of credit of approximately $24 million, which are required by insurance companies, to provide support for the Company’s workers’ compensation liability. The workers’ compensation liability is included in the Company’s Condensed Consolidated Balance Sheet as of July 1, 2007.

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

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

We are a leading media and news organization serving our audiences through print, online and mobile technology. Our segments and divisions are:

News Media Group (consisting of The New York Times Media Group, which principally includes The New York Times (“The Times”), NYTimes.com, the International Herald Tribune and WQXR-FM; the New England Media Group, which principally includes The Boston Globe (the “Globe”), Boston.com and the Worcester Telegram & Gazette; and the Regional Media Group, which includes 14 daily newspapers and their related digital operations). The News Media Group generates revenues principally from print, online and radio advertising and through circulation. Other revenues, which make up the remainder of revenues, primarily consist of revenues from wholesale delivery operations, news services/syndication, digital archives, subscription Web services and commercial printing. The News Media Group’s main operating costs are employee-related costs and raw materials, primarily newsprint.

About Group (consisting of the Web sites of About.com, ConsumerSearch.com, UCompareHealthCare.com and Calorie-Count.com). The About Group principally generates revenues from display advertising relevant to its adjacent content, cost-per-click advertising (sponsored links for which the About Group is paid when a user clicks on the ad) and e-commerce (including sales lead generation). Almost all of its revenues (95% in the first half of 2007) are derived from the sale of advertisements (display and cost-per-click advertising). Cost-per-click advertising accounts for 48% of the About Group’s total advertising revenues. The About Group’s main operating costs are employee-related costs and content and hosting costs.

Joint Ventures Our investments accounted for under the equity method are as follows:

· a 49% interest in Metro Boston LLC, which publishes a free daily newspaper catering to professionals and students in the Greater Boston area,

· a 49% interest in a Canadian newsprint company, Donohue Malbaie Inc.,

· a 40% interest in a partnership, Madison Paper Industries, operating a supercalendered paper mill in Maine, and

· an approximately 17% interest in New England Sports Ventures, which owns the Boston Red Sox, Fenway Park and adjacent real estate, 80% of the New England Sports Network, a regional cable sports network, and 50% of Roush Fenway Racing, a leading NASCAR team.

RECENT DEVELOPMENTS

Broadcast Media Group Sale

On May 7, 2007, we sold the Broadcast Media Group, consisting of nine network-affiliated television stations, their related Web sites and the digital operating center, for approximately $575 million. This decision was a result of our ongoing analysis of our business portfolio and has allowed us to place an even greater emphasis on

developing and integrating our print and growing digital resources. We recognized a pre-tax gain of $191.2 million ($94.3 million after-tax) in the second quarter of 2007, and we used the cash proceeds of the sale to repay our outstanding commercial paper.

Acquisitions

On May 4, 2007, we acquired ConsumerSearch, Inc., a leading online aggregator and publisher of consumer product reviews, for approximately $33 million.

On March 27, 2007, we acquired UCompareHealthCare.com, a site that provides dynamic Web-based interactive tools to consumers to enable them to measure the quality of certain healthcare services, for $2.3 million.

The operating results of these acquisitions are included within the operating results of the About Group from the dates of acquisition. See Note 3 of the Notes to the Condensed Consolidated Financial Statements.

Sale of WQEW-AM

On April 26, 2007, we sold WQEW-AM (“WQEW”) to Radio Disney, LLC (which had been providing substantially all of WQEW programming through a licensing agreement) for $40 million. We recognized a pre-tax gain of $39.6 million ($21.2 million after-tax) in the second quarter of 2007.

Plant Consolidation

We are in the process of consolidating the printing operations of a facility we lease in Edison, N.J., into our newer facility in College Point, Queens. The plant consolidation is part of our cost-saving initiatives and is expected to be completed in the second quarter of 2008. As part of the consolidation, we originally planned to sublease the Edison facility through 2018, the end of the then-existing lease term. After evaluating the options with respect to the original lease, we decided it was financially prudent to purchase the Edison facility and sell it, with two adjacent properties we already owned, to a third party. The purchase and sale of the Edison facility closed in the second quarter of 2007, relieving us of rental terms that were above market as well as certain restoration obligations under the original lease. As a result of the sale, we recognized a pre-tax loss of $68.2 million ($41.3 million after-tax) in the second quarter of 2007.

In addition to the loss mentioned above, we estimate costs to close the Edison facility as follows:

· $76 to $79 million for accelerated depreciation expense, of which approximately $45 million has been recognized. The remainder will be recognized through the end of the first quarter of 2008 ($14 to $15 million in the third quarter 2007; $10 to $11 million in the fourth quarter of 2007; and $7 to $8 million in the first quarter of 2008). This expense is for the acceleration of depreciation expense for assets that we continue to own at the Edison facility, mainly printing presses.

· $18 to $22 million for staff reduction costs. As part of the consolidation, we expect a workforce reduction of approximately 300 full-time equivalent employees. We plan to facilitate the reductions through a variety of severance and buyout packages. The exact amount of the charge will depend on the final composition and seniority of the affected employees, and the timing of the recognition and expenditures will depend on the timing of the implementation of the staff reductions.

· $5 to $6 million in other costs, mainly restoration costs, under the new Edison lease.

Capital expenditures for the plant consolidation are estimated to be approximately $135 million, a significant portion of which will be made in 2007. We expect to save $30 million annually due to lower operating costs and will avoid the need for approximately $50 million in capital investment at the Edison facility over the next ten years.

2007 EXPECTATIONS

Expectations regarding key financial measures are discussed in the table below.

Item		2007 Expectation
Cost savings and productivity gains		$65 to $75 million(a)
Newsprint cost per ton		Decline expected to be about 9% to 10%
Depreciation & amortization		$185 to $195 million(b)
Net income from joint ventures		$5 to $10 million
Interest expense		$41 to $44 million
Tax rate		41%(c)
Capital expenditures		$340 to $370 million(d)

(a) Excludes the effect of inflation and certain one-time costs.

(b) Includes $48 to $52 million ($14 to $15 million in the third quarter and $10 to $11 million in the fourth quarter) of accelerated depreciation expense associated with the plant consolidation project, mainly presses. Total depreciation and amortization includes approximately $15 to $17 million for our new headquarters, primarily in the second half of 2007.

(c) Represents the tax rate excluding discrete items such as the first-quarter tax adjustment and second-quarter asset dispositions.

(d) Includes $170 to $190 million for our new headquarters and $75 million for the plant consolidation.

In addition, we believe that we can achieve a reduction in costs from our year-end 2007 cost base of approximately $230 million in 2008 and 2009, excluding the effects of inflation and certain one-time costs. About $130 million of these savings are expected in 2008.

RESULTS OF OPERATIONS

The following table presents our consolidated financial results.

	For the Quarters Ended							For the Six Months Ended
(In thousands)	July 1, 2007			June 25, 2006		% Change		July 1, 2007			June 25, 2006		% Change

Revenues
Advertising	$	508,467		$	539,443	(5.7	)	$	1,013,382		$	1,062,128	(4.6	)
Circulation	218,664			219,705		(0.5	)	441,118			439,986		0.3
Other	61,812			60,488		2.2		120,463			116,719		3.2
Total revenues	788,943			819,636		(3.7	)	1,574,963			1,618,833		(2.7	)
Operating costs
Production costs
Raw materials	63,139			84,478		(25.3	)	138,035			166,415		(17.1	)
Wages and benefits	158,883			161,412		(1.6	)	324,443			327,793		(1.0	)
Other	103,900			108,439		(4.2	)	208,469			216,867		(3.9	)
Total production costs	325,922			354,329		(8.0	)	670,947			711,075		(5.6	)
Selling, general and administrative costs	344,481			343,504		0.3		686,542			690,014		(0.5	)
Depreciation and amortization	46,645			35,560		31.2		91,082			71,036		28.2
Total operating costs	717,048			733,393		(2.2	)	1,448,571			1,472,125		(1.6	)
Net loss on sale of assets	68,156			—		N/A		68,156			—		N/A
Gain on sale of WQEW-AM	39,578			—		N/A		39,578			—		N/A
Operating profit	43,317			86,243		(49.8	)	97,814			146,708		(33.3	)
Net income from joint ventures	4,745			8,770		(45.9	)	2,592			10,737		(75.9	)
Interest expense, net	7,126			13,234		(46.2	)	18,454			25,758		(28.4	)
Income from continuing operations before income taxes and minority interest	40,936			81,779		(49.9	)	81,952			131,687		(37.8	)
Income taxes	18,851			28,156		(33.0	)	39,750			47,631		(16.5	)
Minority interest in net (income)/loss of subsidiaries	(24		)	244		*		(15		)	337		*
Income from continuing operations	22,061			53,867		(59.0	)	42,187			84,393		(50.0	)
Discontinued operations, Broadcast Media Group:
Net income	1,977			5,714		(65.4	)	5,753			7,600		(24.3	)
Gain on sale, net of income taxes	94,330			—		N/A		94,330			—		N/A
Discontinued operations, net of income taxes	96,307			5,714		*		100,083			7,600		*
Net income	$	118,368		$	59,581	98.7		$	142,270		$	91,993	54.7

* Represents an increase or decrease in excess of 100%.

Revenues

Revenues by reportable segment and for the Company as a whole were as follows:

	For the Quarters Ended						For the Six Months Ended
(In thousands)	July 1, 2007		June 25, 2006		% Change		July 1, 2007		June 25, 2006		% Change
Revenues:
News Media Group	$	764,238	$	800,190	(4.5	)	$	1,527,715	$	1,581,181	(3.4	)
About Group	24,705		19,446		27.0		47,248		37,652		25.5
Total revenues	$	788,943	$	819,636	(3.7	)	$	1,574,963	$	1,618,833	(2.7	)

News Media Group

Advertising, circulation and other revenues by operating segment of the News Media Group and for the Group as a whole were as follows:

	For the Quarters Ended						For the Six Months Ended
(In thousands)	July 1, 2007		June 25, 2006		% Change		July 1, 2007		June 25, 2006		% Change
The New York Times Media Group
Advertising	$	299,394	$	316,045	(5.3	)	$	596,540	$	623,856	(4.4	)
Circulation	157,888		157,646		0.2		318,550		314,119		1.4
Other	44,143		41,788		5.6		86,219		81,821		5.4
Total	$	501,425	$	515,479	(2.7	)	$	1,001,309	$	1,019,796	(1.8	)

New England Media Group
Advertising	$	100,334	$	108,608	(7.6	)	$	197,576	$	210,145	(6.0	)
Circulation	39,297		40,276		(2.4	)	77,782		80,572		(3.5	)
Other	10,657		11,622		(8.3	)	20,050		21,027		(4.6	)
Total	$	150,288	$	160,506	(6.4	)	$	295,408	$	311,744	(5.2	)

Regional Media Group
Advertising	$	85,205	$	96,343	(11.6	)	$	174,411	$	192,392	(9.3	)
Circulation	21,479		21,783		(1.4	)	44,786		45,295		(1.1	)
Other	5,841		6,079		(3.9	)	11,801		11,954		(1.3	)
Total	$	112,525	$	124,205	(9.4	)	$	230,998	$	249,641	(7.5	)

Total News Media Group
Advertising	$	484,933	$	520,996	(6.9	)	$	968,527	$	1,026,393	(5.6	)
Circulation	218,664		219,705		(0.5	)	441,118		439,986		0.3
Other	60,641		59,489		1.9		118,070		114,802		2.8
Total	$	764,238	$	800,190	(4.5	)	$	1,527,715	$	1,581,181	(3.4	)

Advertising Revenues

Advertising revenue is primarily determined by the volume, rate and mix of advertisements. Total News Media Group advertising revenues decreased in the second quarter and the first half of 2007. Print advertising revenues declined 8.9% and 7.5% in the second quarter and first half of 2007, while online advertising revenues increased 19.5% and 19.8% in the same periods.

During the last few years, our results have been adversely affected by a weak print advertising environment. Print advertising volume for the News Media Group was as follows:

	For the Quarters Ended				For the Six Months Ended
(Inches in thousands, preprints in thousands of copies)	July 1, 2007	June 25, 2006	% Change		July 1, 2007	June 25, 2006	% Change

National	525.4	584.3	(10.1	)	1,072.6	1,166.0	(8.0	)
Retail	1,441.4	1,590.1	(9.4	)	2,888.6	3,097.1	(6.7	)
Classified	2,185.1	2,483.4	(12.0	)	4,331.8	4,859.9	(10.9	)
Part Run/Zoned	457.8	555.4	(17.6	)	864.0	1,015.8	(14.9	)
Total	4,609.7	5,213.2	(11.6	)	9,157.0	10,138.8	(9.7	)
Preprints	663,855	716,905	(7.4	)	1,353,398	1,403,055	(3.5	)

Advertising revenues (print and online) by category for the News Media Group were as follows:

	For the Quarters Ended						For the Six Months Ended
(In thousands)	July 1, 2007		June 25, 2006		% Change		July 1, 2007		June 25, 2006		% Change

National	$	224,244	$	227,200	(1.3	)	$	449,146	$	452,658	(0.8	)
Retail	109,640		121,658		(9.9	)	216,989		232,578		(6.7	)
Classified	134,471		155,331		(13.4	)	270,578		309,338		(12.5	)
Part Run/Zoned	16,578		16,807		(1.4	)	31,814		31,819		0.0
Total	$	484,933	$	520,996	(6.9	)	$	968,527	$	1,026,393	(5.6	)

The New York Times Media Group

Advertising revenues decreased in the second quarter and first half of 2007 primarily due to lower print advertising revenue, partially offset by higher online advertising. Lower print volume more than offset higher print rates and higher volume in online advertising. Print advertising revenues declined 7.4% and 6.3% in the second quarter and first half of 2007, while online advertising revenues increased 21.9% and 20.1% in the same periods.

National advertising, which represented approximately 65% of the Group’s advertising revenues in the second quarter and first half of 2007, declined due to decreases in a variety of categories, particularly telecommunications and national automotive, mainly as a result of reduced spending by wireless carriers and domestic automakers.

Classified advertising, which represented approximately 21% of the Group’s advertising revenues in the second quarter and first half of 2007, decreased due to declines in the print real estate category, reflecting the slowdown in the local and national housing markets and a shift in advertising to online alternatives, and in the automotive category.

Retail advertising, which represented approximately 13% of the Group’s advertising revenues in the second quarter and first half of 2007, decreased principally because of softness in home furnishing store, mass market and department store advertising for the second quarter and most of the first half of 2007.

New England Media Group

Advertising revenues were lower in the second quarter and for the first half of 2007 primarily due to lower print volume in the classified and retail advertising categories.

Classified advertising, which represented approximately 37% of the Group’s advertising revenues in the second quarter and first half of 2007, decreased, principally because of declines in real estate advertising, which was negatively affected by a sluggish real estate market in the Northeast, and softness in the automotive and help-wanted categories.

Retail advertising, which represented approximately 29% of the Group’s advertising revenues in the second quarter and first half of 2007, also decreased. Advertising revenues in the second quarter decreased due to declines in a number of categories, while weakness in the first half was principally due to reduced spending in department store advertising as a result of the consolidation of two large retailers.

National advertising, which represented approximately 28% of the Group’s advertising revenues in the second quarter and first half of 2007, increased mainly because of growth in online advertising.

Regional Media Group

Advertising revenues decreased in the second quarter and the first half of 2007, primarily due to weakness in print classified and retail advertising, which was partially offset by growth in online advertising.

Retail advertising, which represented approximately 49% of the Group’s advertising revenues in the second quarter and first half of 2007, decreased mainly due to reduced spending in home furnishings and banking advertising.

Classified advertising, which represented approximately 42% of the Group’s advertising revenues in the second quarter

and first half of 2007, decreased mainly due to lower levels of real estate, help-wanted and automotive advertising. In the second quarter and for most of the first half of 2007, much of this was related to the downturn in the Florida and California housing markets, which continues to affect not only real estate but help-wanted and retail advertising as well.

Circulation Revenues

Circulation revenue is based on the number of copies sold and the rate charged to customers. Recently, at The Times and our other newspapers, we have sought to reduce our other-paid circulation and to focus promotional spending on individually paid circulation, which is generally more valued by advertisers. While we expect this strategy to result in copy declines, we believe it will result in reduced costs. Circulation revenues in the second quarter of 2007 decreased 0.5% compared with the second quarter of 2006 mainly because of fewer copies sold, partially offset by higher prices for The Times. In the fourth quarter of 2006, The Times raised the newsstand price of the Northeast edition of the Sunday Times and increased home-delivery prices. At the New England Media Group and Regional Media Group, circulation revenues declined primarily due to lower volume.

In the first half of 2007, circulation revenues increased 0.3% compared with the same prior-year period mainly because of higher prices for The New York Times, partially offset by fewer copies sold. At the New England Media Group and Regional Media Group, circulation revenues declined primarily due to lower volume.

In the second quarter of 2007, we announced circulation price increases effective in July for The Times home-delivery and newsstand copies that together are expected to add $7 to $8 million in incremental revenue in 2007.

Other Revenues

Other revenues increased in the second quarter and first half of 2007 primarily because of revenues from wholesale delivery operations and Baseline StudioSystems. Baseline, which was acquired in August 2006, is a leading online database and research subscription service for information on the film and television industries. The increase in other revenues for the first half of 2007 was also due to the growth in subscriptions to TimesSelect, a product offering subscribers exclusive online access to the columnists of The Times.

About Group

About Group revenues increased 27.0% to $24.7 million in the second quarter of 2007 from $19.4 million in the second quarter of 2006 and 25.5% to $47.2 million in the first half of 2007 compared with $37.7 million in the same period last year. The increase is primarily due to higher display and cost-per-click advertising, and e-commerce revenues as well as revenues associated with the acquisition of ConsumerSearch, Inc.

Operating Costs

Operating costs were as follows:

	For the Quarters Ended						For the Six Months Ended
(In thousands)	July 1, 2007		June 25, 2006		% Change		July 1, 2007		June 25, 2006		% Change
Operating costs:
Production costs:
Raw materials	$	63,139	$	84,478	(25.3	)	$	138,035	$	166,415	(17.1	)
Wages and benefits	158,883		161,412		(1.6	)	324,443		327,793		(1.0	)
Other	103,900		108,439		(4.2	)	208,469		216,867		(3.9	)
Total production costs	325,922		354,329		(8.0	)	670,947		711,075		(5.6	)
Selling, general and administrative costs	344,481		343,504		0.3		686,542		690,014		(0.5	)
Depreciation and amortization	46,645		35,560		31.2		91,082		71,036		28.2
Total operating costs	$	717,048	$	733,393	(2.2	)	$	1,448,571	$	1,472,125	(1.6	)

Production Costs

Total production costs decreased 8.0% ($28.4 million) in the second quarter of 2007 and 5.6% ($40.1 million) in the first half of 2007, mainly due to lower raw materials, primarily newsprint ($16.9 million in the second quarter and $22.9 million in the first half of 2007) and outside printing costs ($5.6 million in the second quarter and $8.7 million in the first half of 2007). Newsprint expense declined 22.9% in the second quarter and 15.9% in the first half of 2007 due to a combination of lower consumption and prices. Outside printing decreased principally as a result of lower volume of copies printed by third parties and cost-saving initiatives.

Selling, General and Administrative Costs

Total selling, general and administrative costs increased 0.3% ($1.0 million) in the second quarter of 2007 primarily because of higher professional fees ($6.0 million) related to cost-saving initiatives and costs related to the move into our new headquarters ($5.7 million). These increases were principally offset by reduced benefits expense ($5.7 million), in part due to lower workers’ compensation expense, and lower promotion costs ($4.5 million) due to the timing of promotion campaigns and elimination of certain programs compared to the prior year.

Total selling, general and administrative costs decreased 0.5% ($3.5 million) in the first half of 2007 primarily because of lower promotion costs ($9.8 million) due to the timing of promotion campaigns and elimination of certain programs, and lower benefits expense ($8.8 million), in part due to lower workers’ compensation expense. These decreases were partially offset by higher professional fees ($10.0 million) associated with cost-saving efforts and costs ($5.7 million) related to the move into our new headquarters.

In addition, staff reduction costs decreased to $5.0 million and $12.8 million in the second quarter and first half of 2007 compared with $9.1 million and $18.4 million in the comparable prior-year periods.

Depreciation and Amortization

Total depreciation and amortization, by reportable segment, Corporate and for the Company as a whole, was as follows:

	For the Quarters Ended					For the Six Months Ended
(In thousands)	July 1, 2007		June 25, 2006		% Change	July 1, 2007		June 25, 2006		% Change
Depreciation and amortization:
News Media Group	$	41,439	$	31,098	33.3	$	81,162	$	62,047	30.8
About Group	3,418		2,946		16.0	6,551		5,905		10.9
Corporate	1,788		1,516		17.9	3,369		3,084		9.2
Total depreciation and amortization	$	46,645	$	35,560	31.2	$	91,082	$	71,036	28.2

In the second quarter and first half of 2007, depreciation and amortization increased primarily because we recognized $13.1 million and $24.7 million, respectively, in accelerated depreciation expense for assets at the

Edison, N.J., printing plant, which we are closing. This increase was partially offset by lower amortization expense in the second quarter and first half of 2007 compared with the same periods last year because of the write-down of certain intangible assets of the New England Media Group in the fourth quarter of 2006.

The following table sets forth consolidated operating costs by reportable segment, Corporate and the Company as a whole.

	For the Quarters Ended						For the Six Months Ended
(In thousands)	July 1, 2007		June 25, 2006		% Change		July 1, 2007		June 25, 2006		% Change
Operating costs:
News Media Group	$	689,007	$	709,257	(2.9	)	$	1,392,855	$	1,425,993	(2.3	)
About Group	16,194		12,137		33.4		30,407		23,400		29.9
Corporate	11,847		11,999		(1.3	)	25,309		22,732		11.3
Total operating costs	$	717,048	$	733,393	(2.2	)	$	1,448,571	$	1,472,125	(1.6	)

News Media Group

In the second quarter of 2007, total operating costs decreased 2.9% ($20.3 million) primarily due to lower raw materials, primarily newsprint ($16.9 million), outside printing costs ($6.2 million), promotion costs ($4.5 million) and staff reductions ($4.1 million), which were partially offset by higher depreciation expense ($13.1 million) from the accelerated depreciation of assets at the Edison, N.J., printing plant.

In the first half of 2007, total operating costs decreased 2.3% ($33.1 million) primarily due to lower raw materials, primarily newsprint ($22.9 million), benefits expense ($16.4 million), promotion costs ($10.0 million) and outside printing costs ($9.5 million), which were partially offset by higher depreciation expense ($26.5 million) primarily from the accelerated depreciation of assets at the Edison, N.J., printing plant.

About Group

Total operating costs for About Group increased 33.4% ($4.1 million) in the second quarter and 29.9% ($7.0 million) in the first half of 2007 primarily due to higher compensation costs ($2.2 million in the second quarter and $4.0 million in the first half of 2007), due in part to acquisitions of ConsumerSearch, Inc. and UCompareHealthCare.com and investments in new initiatives, and higher editorial costs ($1.0 million for the second quarter and first half of 2007).

Corporate

Total operating costs for Corporate decreased 1.3% ($0.2 million) in the second quarter of 2007 compared with the same period last year. For the first half of 2007, total operating costs increased 11.3% ($2.6 million) due to higher compensation costs and professional fees associated with cost-saving efforts.

Operating Profit

Consolidated operating profit, by reportable segment, Corporate and for the Company as a whole, were as follows:

	For the Quarters Ended								For the Six Months Ended
(In thousands)	July 1, 2007			June 25, 2006			% Change		July 1, 2007			June 25, 2006			% Change
Operating profit (loss):
News Media Group	$	46,653		$	90,933		(48.7	)	$	106,282		$	155,188		(31.5	)
About Group	8,511			7,309			16.4		16,841			14,252			18.2
Corporate	(11,847		)	(11,999		)	(1.3	)	(25,309		)	(22,732		)	11.3
Total operating profit	$	43,317		$	86,243		(49.8	)	$	97,814		$	146,708		(33.3	)

The reasons underlying the period-to-period changes in each segment’s and Corporate’s operating profit (loss) are previously discussed under “Revenues,” “Operating Costs,” “Recent Developments - Sale of WQEW-AM” and “Plant Consolidation.”

Non-Operating Items

Joint Ventures

Net income from joint ventures totaled $4.7 million in the second quarter of 2007 compared with $8.8 million in the second quarter of 2006 and $2.6 million in the first half of 2007 compared with $10.7 million in the first half of 2006. Lower earnings resulted from weaker performance at the paper mills and the sale of our interest in the Discovery Times Channel in October 2006.

Interest Expense, Net

“Interest expense, net” in our Condensed Consolidated Statements of Income was as follows:

	For the Quarters Ended						For the Six Months Ended
(In thousands)	July 1, 2007			June 25, 2006			July 1, 2007			June 25, 2006
Interest expense	$	14,005		$	18,661		$	32,309		$	35,979
Interest income	(678		)	(2,247		)	(1,732		)	(4,203		)
Capitalized interest	(6,201		)	(3,180		)	(12,123		)	(6,018		)
Interest expense, net	$	7,126		$	13,234		$	18,454		$	25,758

Interest expense, net decreased in the second quarter and first half of 2007 mainly due to the repayment of outstanding commercial paper with the proceeds from the sales of the Broadcast Media Group and WQEW.

Income Taxes

The effective income tax rate increased to 46.0% in the second quarter and 48.5% in the first half of 2007 compared with 34.4% in the second quarter and 36.2% in the first half of 2006. The increases were primarily due to the income taxes associated with asset sales in the second quarter of 2007 (see Notes 2 and 8 of the Notes to the Condensed Consolidated Financial Statements) and a net tax adjustment. The tax adjustment was primarily due to the application of a change in New York state law (effective January 1, 2007) that required a revaluation of the existing deferred tax balances.

Discontinued Operations

On May 7, 2007, we sold the Broadcast Media Group, consisting of nine network-affiliated television stations, their related Web sites and the digital operating center, for approximately $575 million. The results of operations presented as discontinued operations through May 7, 2007, are summarized below.

	For the Quarters Ended				For the Six Months Ended
(In thousands)	July 1, 2007		June 25, 2006		July 1, 2007		June 25, 2006
Revenues	$	13,798	$	39,112	$	46,702	$	71,066
Total operating costs	10,451		29,427		36,854		58,184
Pre-tax income	3,347		9,685		9,848		12,882
Income taxes	1,370		3,971		4,095		5,282
Income from discontinued operations, net of income taxes	1,977		5,714		5,753		7,600
Gain on sale, net of income taxes of $96,911	94,330		—		94,330		—
Discontinued operations, net of income taxes	$	96,307	$	5,714	$	100,083	$	7,600

LIQUIDITY AND CAPITAL RESOURCES

We expect our cash balance, cash provided from operations and available third-party financing, described below, to be sufficient to meet our normal operating commitments and debt service requirements, to fund planned capital expenditures and to pay dividends to our stockholders.

We expect dividends to increase to approximately $125 million in 2007 from approximately $100 million in 2006. On March 22, 2007, our Board of Directors authorized a $.23 per share quarterly dividend on our Class A and Class B Common Stock, effective with the June 2007 dividend, representing a 31% increase from the prior quarterly dividend of $.175 per share. On June 21, 2007, the Board declared a dividend of $.23 per share on our Class A and B Common Stock. The dividend is payable on September 12, 2007, to shareholders of record on September 4, 2007.

We repurchase Class A Common Stock under our stock repurchase program from time to time either in the open market or through private transactions, and these repurchases may be suspended from time to time or discontinued. During the first half of 2007, we repurchased 29,300 shares of Class A Common Stock at a cost of approximately $0.7 million. The average price of these repurchases was $24.42 per share. As of July 1, 2007, approximately $93 million remained from our current share repurchase authorization.

New Headquarters Building

We are in the process of completing construction of our new headquarters building in New York City (the “Building”), which we began to occupy in the second quarter of 2007. In December 2001, one of our wholly owned subsidiaries (“NYT”), and FC Lion LLC (a partnership between an affiliate of the Forest City Ratner Companies and an affiliate of ING Real Estate) became the sole members of The New York Times Building LLC (the “Building Partnership”), a partnership established for the purpose of constructing the Building. In August 2006, the Building was converted to a leasehold condominium, and NYT and FC Lion LLC each acquired ownership of their respective leasehold condominium units. Also in August 2006, Forest City Ratner Companies purchased the ownership interest in FC Lion LLC of the ING Real Estate affiliate. In turn, FC Lion LLC assigned its ownership interest in the Building Partnership and the FC Lion LLC condominium units to FC Eighth Ave., LLC. See Note 12 of the Notes to the Condensed Consolidated Financial Statements for additional information regarding the Building.

Our actual and anticipated capital expenditures in connection with the Building, net of proceeds from the sale of our previous headquarters, including core and shell and interior construction costs, are detailed in the table below.

Capital Expenditures
(In millions)	NYT
2001-2006	$	434
2007	$	170-$190
Total	$	604-$624
Less: net sale proceeds (a)	$	106
Total, net of sale proceeds ( b )	$	498-$518

(a) Represents cash proceeds from the sale of our previous headquarters, net of income taxes and transaction costs.

(b) Includes estimated capitalized interest and salaries of approximately $48 million.

During the first quarter of 2007, we leased five floors in our portion of the Building under a 15-year non-cancelable agreement. Revenue from this lease is included in other revenues beginning in the second quarter of 2007. After substantial completion of the Building, which we expect will be in the third quarter of 2007, we may consider whether to enter into financing arrangements for our condominium interest, such as mortgage financing. The decision of whether or not to do so will depend upon our capital requirements, market conditions and other factors.

Capital Resources

Sources and Uses of Cash

Cash flows by category were as follows:

	For the Six Months Ended
(In thousands)	July 1, 2007			June 25, 2006
Operating Activities	$	(11,745	)	$	166,056
Investing Activities	$	305,409		$	(136,676	)
Financing Activities	$	(308,534	)	$	(33,112	)

Operating Activities

The primary source of our liquidity is cash flows from operating activities. The key component of operating cash inflow is cash receipts from advertising customers. Advertising has provided approximately 64% to 66% of total revenues over the past three years. Operating cash inflows also include cash receipts from circulation sales and other revenue transactions such as wholesale delivery operations, news services/syndication, digital archives, subscription Web services and commercial printing. Operating cash outflows include payments to vendors for raw materials, services and supplies, payments to employees, and payments of interest and income taxes.

Net cash provided by operating activities decreased approximately $178 million in the first half of 2007 compared with the first half of 2006. Operating cash flows decreased in the first half of 2007 due to higher working capital requirements primarily driven by income taxes paid on the gains on the sales of the Broadcast Media Group and WQEW.

Investing Activities

Cash from investing activities generally include proceeds from the sale of assets or a business. Cash used in investing activities generally include payments for the acquisition of new businesses, equity investments and capital expenditures, including property, plant and equipment.

Net cash provided by investing activities of $305.4 million in the first half of 2007 was due to proceeds from the sales of the Broadcast Media Group, WQEW and Edison, N.J., assets partially offset by payments to acquire the Edison printing facility, acquisitions of ConsumerSearch, Inc. and UCompareHealthCare.com and additional capital expenditures related to the construction of the Building. See Note 12 of the Notes to the Condensed Consolidated Financial Statements for additional information regarding the Building.

Financing Activities

Cash from financing activities generally includes borrowings under our commercial paper program, the issuance of long-term debt and funds from stock option exercises. Cash used in financing activities generally includes the repayment of commercial paper and long-term debt, the payment of dividends and the repurchase of our Class A Common Stock.

Net cash used in financing activities increased approximately $275 million in the first half of 2007 because of repayments of commercial paper and medium-term notes that matured during the second quarter of 2007 partially offset by cash received from our real estate development partner for the repayment of our loan receivable.

See our Condensed Consolidated Statements of Cash Flows for additional information on our sources and uses of cash.

Third-Party Financing

We have the following financing sources available to supplement cash flows from operations:

· a commercial paper facility,

· revolving credit agreements and

· medium-term notes.

Our total debt, including commercial paper and capital lease obligations, was $965.4 million as of July 1, 2007, and total debt, including these items and a construction loan (see below), was $1.4 billion as of December 31, 2006.

Our short- and long-term debt is rated investment grade by the major rating agencies. In July 2007, Standard and Poor’s lowered its investment rating on our long-term debt to BBB from A- and lowered its rating on our short-term debt to A-3 from A-2. We have no liabilities subject to accelerated payment upon a ratings downgrade and do not expect the downgrades of our long-term and short-term debt ratings to have any material impact on our ability to borrow. However, as a result of these downgrades, we may incur higher borrowing costs for any future long-term and short-term issuances or borrowings under our revolving credit agreements. We do not currently expect these to be significant.

Commercial Paper

Our $725.0 million commercial paper program is supported by the revolving credit agreements described below. Commercial paper that we issue is unsecured and can have maturities of up to 270 days. We had $237.5 million in commercial paper outstanding as of July 1, 2007, with an annual weighted-average interest rate of 5.5% and an average of 12 days to maturity from original issuance. We used the cash proceeds from the sales of the Broadcast Media Group and WQEW to repay our outstanding commercial paper.

Revolving Credit Agreements

The primary purpose of our $800.0 million revolving credit agreements is to support our commercial paper program. In addition, these revolving credit agreements provide a facility for the issuance of letters of credit. Of the total $800.0 million available under the two revolving credit agreements ($400.0 million credit agreement maturing in May 2009 and $400.0 million credit agreement maturing in June 2011), we have issued letters of credit of approximately $24 million. The remaining balance of approximately $776 million supports our commercial paper program. There were no borrowings outstanding under the revolving credit agreements as of July 1, 2007, and December 31, 2006.

Any borrowings under the revolving credit agreements bear interest at specified margins based on our credit rating, over various floating rates selected by us.

Medium-Term Notes

Our liquidity requirements may also be funded through the public offer and sale of notes under our $300.0 million medium-term note program. As of July 1, 2007, we had issued $75.0 million of medium-term notes under this program. An additional $225.0 million of medium-term notes may be issued from time to time pursuant to our currently effective shelf registration statement.

Our five-year 5.350% notes aggregating $50.0 million matured on April 16, 2007, and our five-year 4.625% notes aggregating $52.0 million matured on June 25, 2007. As of December 31, 2006, these notes were recorded in “Current portion of long-term debt and capital lease obligations.” In the second quarter of 2007, we made principal repayments totaling $102.0 million.

Construction Loan

Until January 2007, we were a co-borrower under a $320 million non-recourse construction loan in connection with the construction of our new headquarters. We did not draw down on the construction loan, which is being used by our development partner. However, as a co-borrower, we were required to record the amount outstanding of the construction loan on our financial statements. We also recorded a receivable, due from our development partner, for the same amount outstanding under the construction loan. As of December 31, 2006,

approximately $125 million was outstanding under the construction loan and recorded as a receivable included in “Other current assets” in the Condensed Consolidated Balance Sheet. In January 2007, with our release as a co-borrower, the receivable and the construction loan were reversed and are not included in our Condensed Consolidated Balance Sheet as of July 1, 2007. See Note 12 of the Notes to the Condensed Consolidated Financial Statements for additional information related to our new headquarters.

RECENT ACCOUNTING PRONOUNCEMENTS

In February 2007, the Financial Accounting Standards Board (“FASB”) issued Statement of Financial Accounting Standards (“FAS”) No. 159, The Fair Value Option for Financial Assets and Financial Liabilities Including an Amendment of FASB Statement No. 115 (“FAS 159”). FAS 159 permits entities to choose to measure many financial instruments and certain other items at fair value. FAS 159 is effective for fiscal years beginning after November 15, 2007. We are currently evaluating the impact of adopting FAS 159 on our financial statements.

In September 2006, FASB issued FAS No. 157, Fair Value Measurements (“FAS 157”). FAS 157 establishes a common definition for fair value under accounting principles generally accepted in the United States of America, establishes a framework for measuring fair value and expands disclosure requirements about such fair value measurements. FAS 157 is effective for fiscal years beginning after November 15, 2007. We are currently evaluating the impact of adopting FAS 157 on our financial statements.

In September 2006, FASB ratified the Emerging Issues Task Force (“EITF”) conclusion under EITF No. 06-4, Accounting for Deferred Compensation and Postretirement Benefit Aspects of Endorsement Split-Dollar Life Insurance Arrangements (“EITF 06-4”). Diversity in practice exists in accounting for the deferred compensation and postretirement aspects of endorsement split-dollar life insurance arrangements. EITF 06-4 was issued to clarify the accounting and requires employers to recognize a liability for future benefits in accordance with FAS No. 106, Employers’ Accounting for Postretirement Benefits Other Than Pensions (if, in substance, a postretirement benefit plan exists), or Accounting Principles Board Opinion No. 12, Omnibus Opinion—1967 (if the arrangement is, in substance, an individual deferred compensation contract) based on the substantive agreement with the employee.

EITF 06-4 is effective for fiscal years beginning after December 15, 2007, with earlier application permitted. The effects of adopting EITF 06-4 can be recorded either as (i) a change in accounting principle through a cumulative-effect adjustment to retained earnings or to other components of equity as of the beginning of the year of adoption, or (ii) a change in accounting principle through retrospective application to all prior periods. We are currently evaluating the impact of adopting EITF 06-4 on our financial statements.

CRITICAL ACCOUNTING POLICIES

Our critical accounting policies are detailed in our Annual Report on Form 10-K for the year ended December 31, 2006. As of July 1, 2007, our critical accounting policies have not changed materially from December 31, 2006, except for the adoption of FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes — an interpretation of FASB Statement No.109 (“FIN 48”). See Note 5 of the Notes to the Condensed Consolidated Financial Statements.

CONTRACTUAL OBLIGATIONS & OFF-BALANCE SHEET ARRANGEMENTS

Our contractual obligations and off-balance sheet arrangements are detailed in our Annual Report on Form 10-K for the year ended December 31, 2006. As of July 1, 2007, our contractual obligations and off-balance sheet arrangements have not materially changed from December 31, 2006.

With the adoption of FIN 48, our liability for unrecognized tax benefits was approximately $149 million, including approximately $30 million of accrued interest and penalties. Until formal resolutions are reached between us and the tax authorities, the timing and amount of a possible audit settlement for uncertain tax benefits is not practicable. Therefore, we do not include this obligation in the table of contractual obligations.

FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q, including the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” contains forward-looking statements that relate to future events or our future financial performance. We may also make written and oral forward-looking statements in our Securities and Exchange Commission (“SEC”) filings and otherwise. We have tried, where possible, to identify such statements by using words such as “believe,” “expect,” “intend,” “estimate,” “anticipate,” “will,” “project,” “plan” and similar expressions in connection with any discussion of future operating or financial performance. Any forward-looking statements are and will be based upon our then-current expectations, estimates and assumptions regarding future events and are applicable only as of the dates of such statements. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

By their nature, forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those anticipated in any forward-looking statements. Such factors include those described in “Item 1A-Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2006, as well as other risks and factors identified from time to time in our SEC filings.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

The Company’s Annual Report on Form 10-K for the year ended December 31, 2006, details our disclosures about market risk. As of July 1, 2007, there were no material changes in the Company’s market risk from December 31, 2006.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Janet L. Robinson, our Chief Executive Officer, and James M. Follo, our Chief Financial Officer, have evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934) as of July 1, 2007. Based on such evaluation, Ms. Robinson and Mr. Follo concluded that our disclosure controls and procedures were effective to ensure that the information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting

There have been no changes in our internal control over financial reporting during the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1A. Risk Factors

There have been no material changes to the Company’s risk factors as set forth in “Item 1A-Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2006.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

					(d)
				(c)	Maximum Number (or
	(a)	(b)		Total Number	Approximate Dollar
	Total Number	Average		of Shares	Value) of Shares of
	of Shares of	Price Paid		of Class A Common	Class A Common
	Class A	Per Share		Stock Purchased as	Stock that
	Common	of Class A		Part	May Yet Be
	Stock	Common		of Publicly Announced	Purchased Under the
Period	Purchased	Stock		Plans or Programs	Plans or Programs
April 2, 2007 – May 6, 2007	584	$	23.55	―	$	92,976,000
May 7, 2007 – June 3, 2007	1,776	$	24.84	―	$	92,976,000
June 4, 2007 – July 1, 2007	530	$	25.21	―	$	92,976,000
Total for the second quarter of 2007(2)	2,890	$	24.65	―	$	92,976,000

(1) On April 13, 2004, our Board of Directors authorized repurchases in an amount up to $400.0 million. Except as otherwise noted, all purchases were made pursuant to the Company’s publicly announced share repurchase program. As of August 3, 2007, we had authorization from the Board to repurchase an amount of up to approximately $93 million of our Class A Common Stock. The Board has authorized us to purchase shares from time to time as market conditions permit. There is no expiration date with respect to this authorization.

(2) Consists of 2,890 shares (584 shares in fiscal April, 1,776 shares in fiscal May and 530 shares in fiscal June) withheld from employees to satisfy tax withholding obligations upon the vesting of restricted shares awarded under the Company’s 1991 Executive Stock Incentive Plan. The shares were purchased pursuant to the terms of the plan and not pursuant to our publicly announced share repurchase program.

Item 4. Submission of Matters to a Vote of Security Holders

(a) The Company’s annual meeting of stockholders was held on April 24, 2007.

(b) Not applicable.

1. The stockholders (with Class A and Class B stockholders voting separately) elected all of management’s nominees for election as directors. The results of the vote taken were as follows:

Directors:	For	Withheld
(Vote Results of Class A Stockholders)
Raul E. Cesan	71,758,576	52,445,370
William E. Kennard	71,769,943	52,434,003
James M. Kilts	71,728,203	52,475,743
Doreen A. Toben	71,740,240	52,463,706
(Vote Results of Class B Stockholders)
Brenda C. Barnes	766,098	0
Daniel H. Cohen	766,098	0
Lynn G. Dolnick	766,098	0
Michael Golden	766,098	0
David E. Liddle	766,098	0
Ellen R. Marram	766,098	0
Thomas Middelhoff	766,098	0
Janet L. Robinson	766,098	0
Arthur Sulzberger, Jr.	766,098	0

2. The stockholders (with Class A and Class B stockholders voting together) ratified the selection, by the Audit Committee of the Board of Directors, of Ernst & Young LLP, independent certified public accountants, as auditors of the Company for the year ending December 30, 2007. The results of the vote taken were as follows:

For:	123,630,886
Against:	430,753
Abstain:	908,405	*

(d) Not applicable.

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

Item 5. Other Information

On August 6, 2007, the Board of Directors approved an amendment to the Company’s By-laws that, as permitted by Section 602(d) of the New York Business Corporation Law, added provisions specifying the procedures for stockholder nominations of directors and the making of other proposals at the Company’s annual meeting. The amendments became effective upon the Board’s approval and will first apply to the Company’s 2008 annual meeting. A copy of the By-laws, as amended, is filed as an exhibit to this report.

As amended, the By-laws provide that the nomination of persons for election to the Board and the proposal of business to be considered by stockholders may be made at the annual meeting as set out in the Company’s notice of such meeting, by or at the direction of the Board or by any stockholder who is entitled to vote at the meeting on such nomination or other proposal, and who, in the case of a holder of Class A common stock, complies with certain notice procedures. Any holder of Class A common stock proposing to nominate an individual for election to the Board by the Class A holders or proposing business to be considered by the Class A holders at an annual meeting must give written notice to the Secretary of the Company generally not less than 90 days nor more than 120 days before the first anniversary of the preceding year’s annual meeting.

The Company has included the foregoing information in this Quarterly Report on Form 10-Q under Item 5 in lieu of filing a report on Form 8-K under Item 5.03.

Item 6. Exhibits

3.1		Certificate of Incorporation as amended and restated to reflect amendments effective July 1, 2007
3.2		By-laws as amended through August 6, 2007
12		Ratio of Earnings to Fixed Charges
31.1		Rule 13a-14(a)/15d — 14(a) Certification
31.2		Rule 13a-14(a)/15d — 14(a) Certification
32.1		Certification Pursuant to 18 U.S.C. Section 1350, as Added by Section 906 of the Sarbanes-Oxley Act of 2002
32.2		Certification Pursuant to 18 U.S.C. Section 1350, as Added by Section 906 of the Sarbanes-Oxley Act of 2002

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	THE NEW YORK TIMES COMPANY
	(Registrant)


Date: August 9, 2007	/s/ JAMES M. FOLLO
	James M. Follo
	Senior Vice President and
	Chief Financial Officer
	(Principal Financial Officer)

Exhibit Index to Quarterly Report on Form 10-Q
For the Quarter Ended July 1, 2007

Exhibit No.
3.1		Certificate of Incorporation as amended and restated to reflect amendments effective July 1, 2007

3.2		By-laws as amended through August 6, 2007

12		Ratio of Earnings to Fixed Charges

31.1		Rule 13a-14(a)/15d — 14(a) Certification

31.2		Rule 13a-14(a)/15d — 14(a) Certification

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

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

Exhibit 3.1

THE NEW YORK TIMES COMPANY

Certificate of Incorporation

As Amended and Restated on
September 29, 1993;
and As Amended on
June 19, 1998, and
June 22, 2007

CERTIFICATE OF INCORPORATION
of
THE NEW YORK TIMES COMPANY*

FIRST

The name of the proposed corporation is The New York Times Company.

SECOND

The objects for which it is to be formed are as follows:

1. The business of printing, publishing and selling newspapers, books, pamphlets and other publications, gathering, transmitting and supplying news reports, general job printing, and any and all other business incidental to the foregoing or any of them or thereunto pertaining or proper in connection therewith.

2. To purchase, take on lease or in exchange, hire or otherwise acquire any real or personal property, rights or privileges suitable or convenient for any purpose of its business, and to erect and construct, make, improve or aid or subscribe towards the construction, erection, making and improvement of any building institution, machinery or other appliance insofar as the same may be appurtenant to or useful for the conduct of the business above specified, but only to the extent to which the Corporation may be authorized under the laws of the State of New York or of the United States.

3. To acquire and carry on all or any part of the business or property of any corporation engaged in a business similar to that authorized to be conducted by this Corporation, and to undertake in conjunction therewith any liabilities of any person, firm, association or corporation possessed of property suitable for any of the purposes of this Corporation, or for carrying on any business which this Corporation is authorized to conduct, and as the consideration for the same to pay cash or to issue shares, stock or obligations of this Corporation.

4. To purchase, subscribe for or otherwise acquire, hold and dispose of the shares, stock or obligations of any corporation organized under the laws of this state or any other state, or of any territory of the United States or of any foreign country, except moneyed corporations, insofar as the same may be useful for the conduct of the business of this Corporation and incidental to or proper in connection therewith, and to issue in exchange therefor its stock, bonds or other obligations.

5. To borrow or raise money for any of the aforementioned purposes of this Corporation, and to secure the same and the interest thereon accruing, or for any purpose, to mortgage or charge the undertaking, or all or any part of the property, present or after acquired, subject to the limitations herein expressed, and to create, issue, make, draw, accept and negotiate debentures or debenture stock, mortgage bonds, promissory notes or other obligations or negotiable instruments.

6. To guarantee the payment of dividends or interest on any shares, stocks or debentures or other securities issued by, or any other contract or obligation of any corporation whenever proper or necessary for the business of this Corporation, provided the required authority be first obtained for that purpose.

7. To do any and all such other things as are incidental or conducive to the attainment of the above-mentioned objects.

THIRD

The Capital Stock is to consist of 301,049,602 shares, of which 200,000 shares of the par value of One Dollar ($1) each shall be Serial Preferred Stock, 300,000,000 shares of the par value of Ten Cents (10¢) each shall be Class A Common Stock and 849,602 shares of the par value of Ten Cents (10¢) each shall be Class B Common Stock.

* Restated to reflect amendments effective June 22, 2007.

FOURTH

The designations, preferences, privileges and voting powers of the shares of each class and the restrictions or qualifications thereof are as follows:

(I) (a) Subject to applicable provisions of law and to the provisions of this Certificate of Incorporation, authority is hereby expressly granted to and vested in the Board of Directors, to the extent permitted by and upon compliance with the provisions set forth in the law of the State of New York, to issue the Serial Preferred Stock from time to time in one or more series, each series to have such relative rights, preferences, limitations or restrictions, and bear such designations, as shall be determined and stated prior to the issuance of any shares of any such series in and by a resolution or resolutions of the Board of Directors authorizing the issuance of such series, including without limitation:

(1) The number of shares to constitute such series and the distinctive designation thereof;

(2) The dividend rate or rates to which the shares of such series shall be entitled and whether dividends shall be cumulative and, if so, the date from which dividends shall accumulate, and the quarterly dates on which dividends, if declared, shall be payable;

(3) Whether the shares of such series shall be redeemable, the limitations and restrictions in respect of such redemptions, the manner of selecting shares of such series for redemption if less than all shares are to be redeemed, and the amount per share, including the premium, if any, which the holders of shares of such series shall be entitled to receive upon the redemption thereof, which amount may vary at different redemption dates and may be different in respect of shares redeemed through the operation of any retirement or sinking fund and in respect of shares otherwise redeemed;

(4) Whether the holders of shares of such series shall be entitled to receive, in the event of the liquidation, dissolution or winding up of the Corporation, whether voluntary or involuntary, an amount equal to the dividends accumulated and unpaid thereon, whether or not earned or declared, but without interest;

(5) Whether the shares of such series shall be subject to the operation of a purchase, retirement or sinking fund and, if so, whether such fund shall be cumulative or noncumulative, the extent to and the manner in which such fund shall be applied to the purchase or redemption of the shares of such series for retirement or to other corporate purposes, and the terms and provisions in respect of the operation thereof;

(6) Whether the shares of such series shall be convertible into, or exchangeable for, shares of stock of any other class or series thereof or of any other series of the same class, and if so convertible or exchangeable, the price or prices or the rate or rates of conversion or exchange and the method, if any, of adjusting the same;

(7) The voting powers, if any, of the shares of such series in addition to the voting powers provided by law;

(8) Any other rights, preferences, limitations or restrictions not inconsistent with law or the provisions of this Certificate of Incorporation.

(b) All shares of any one series of Serial Preferred Stock shall be identical with each other in all respects, except that in respect of any series entitled to cumulative dividends, shares of such series issued at different times may differ as to the dates from which such dividends shall be cumulative.

(c) The shares of Serial Preferred Stock shall be issued for a consideration of at least One Hundred Dollars ($100) per share, and the stated capital allocable to each such issued share shall be at least One Hundred Dollars ($100).

(II) The holders of the Class A Common Stock shall be entitled to one vote for each share thereof held by them in the election of 30% of the Board of Directors proposed to be elected at any meeting of stockholders held for that purpose (or the nearest larger whole number if such percentage is not a whole number) voting separately and as a class; and the holders of the Class B Common Stock shall be entitled to one vote for each share held by them in the election of the balance of the Board of Directors proposed to be elected at any such meeting, voting separately and as a class. Nothing herein shall be deemed to limit the authority of the Board of Directors with respect to the voting powers of any series of Serial Preferred Stock which may be issued pursuant to paragraph (I) of this Article FOURTH.

(III) The holders of the Class A Common Stock, the holders of the Class B Common Stock, and (to the extent determined by the Board of Directors in determining the rights of any series of Serial Preferred Stock issued pursuant to paragraph I hereof) the holders of shares of any series of Serial Preferred Stock shall be entitled to one vote per share, voting together and not as separate classes, upon:

(1) The matters specifically set forth in paragraph V of this Article FOURTH;

(2) Any proposal submitted to a vote of shareholders in connection with the ratification of the selection of independent certified public accountants to serve as auditors of the Company.

(IV) Except as provided in paragraphs I, II and III of this Article FOURTH and as otherwise required by the laws of the State of New York, the entire voting power shall be vested solely and exclusively in the holders of the shares of Class B Common Stock, the holders of Class B Common Stock to be entitled to 1 vote for each 1 share thereof held upon all matters requiring a vote of stockholders of the Corporation and the holders of the Class A Common Stock shall have no voting power, and shall not have the right to participate in any meeting of stockholders or to have notice thereof.

(V) Authorization by a majority of the votes cast at a meeting of shareholders by the holders of shares entitled to vote thereon shall be required for any one or more of the following actions, unless the Corporation shall, prior to any such action, receive in writing the consent of any stock exchange upon which any stock of the Corporation may be listed to such action without authorization of stockholders, or unless at the time of such action no shares of stock of the Corporation are listed upon any stock exchange:

(1) Reservation of any shares of capital stock of the Corporation for options granted or to be granted to officers, directors or employees of the Corporation:

(2) The acquisition of the stock or assets of any other company in the following circumstances:

(a) If any officer, director or holder of 10% or more of any class of shares of voting securities of the Corporation has an interest, directly or indirectly, in the company or assets to be acquired or in the consideration to be paid in the transaction;

(b) If the transaction involves the issuance of Class A Common Stock or Class B Common Stock or securities convertible into either, or any combination of the three, and if the aggregate number of shares of Common Stock so to be issued together with the Common Stock which could be issued upon conversion of such securities approximates (in the reasonable judgment of the Board of Directors) 20% of the aggregate number of shares of Class A Common Stock and Class B Common Stock outstanding immediately prior to such transaction; or

(c) If the transaction involves issuance of Class A Common Stock or Class B Common Stock and any additional consideration, and if the value of the aggregate consideration so to be issued (including the value of any Common Stock which may be issuable in the future in accordance with the terms of the transaction) has in the reasonable judgment of the Board of Directors a combined fair value of approximately 20% or more of the aggregate market value of shares of Class A Common Stock and Class B Common Stock outstanding immediately prior to such transaction.

(VI) Except for the holders of Class B Common Stock, no holder of any share of any class of stock of the Corporation shall have any preemptive or other rights to subscribe for or purchase any shares of any class or any notes, debentures, bonds or any other securities of the Corporation, whether now or hereafter authorized and whether or not convertible into, or evidencing or carrying options, warrants or rights to purchase shares of any class or any notes, debentures, bonds or any other securities now or hereafter authorized, and whether the same shall be issued for cash, services or property, or by way of dividend or otherwise.

(VII) Whenever any shares of Class A Common Stock or Class B Common Stock of the Corporation shall have been redeemed, purchased or otherwise reacquired, the Board of Directors shall be authorized either to eliminate such shares from the authorized number of shares of the Corporation or to restore such shares to the status of authorized but unissued shares.

(VIII) (1) Each share of Class B Common Stock may at any time be converted, at the option of the holder thereof, into one fully paid and non-assessable (except to the extent provided in Section 630 of the Business Corporation Law) share of Class A Common Stock. Such right shall be exercised by the surrender of the certificate representing such share of Class B Common Stock to be converted at the office of the transfer agent of the Corporation (the “Transfer Agent”) during normal business hours accompanied by a written notice of the election by the holder thereof to convert and (if so required by the Corporation or the Transfer Agent) an instrument of transfer, in form satisfactory to the Corporation and to the Transfer Agent, duly executed by such holder or his duly authorized attorney, and funds in the amount of any applicable transfer tax (unless provision satisfactory to the Corporation is otherwise made therefor), if required pursuant to subparagraph (3) below.

(2) As promptly as practicable after the surrender for conversion of a certificate representing shares of Class B Common Stock in the manner provided in subparagraph (1) above and the payment in cash of any amount required by the provisions of subparagraphs (1) and (3), the Corporation will deliver or cause to be delivered at the office of the Transfer Agent to or upon the written order of the holder of such certificate, a certificate or certificates representing the number of fully paid and non-assessable (except to the extent provided in Section 630 of the Business Corporation Law) shares of Class A Common Stock issuable upon such conversion, issued in such name or names as such holder may direct. Such conversion shall be deemed to have been made immediately prior to the close of business on the date of the surrender of the certificate representing shares of Class B Common Stock, and all rights of the holder of such shares of Class B Common Stock as such holder shall cease at such time and the person or persons in whose name or names the certificate or certificates representing the shares of Class A Common Stock are to be issued shall be treated for all purposes as having become the record holder or holders of such shares of Class A Common Stock at such time; provided, however, that any such surrender and payment on any date when the stock transfer books of the Corporation shall be closed shall constitute the person or persons in whose name or names the certificate or certificates representing shares of Class A Common Stock are to be issued as the record holder or holders thereof for all purposes immediately prior to the close of business on the next succeeding day on which such stock transfer books are open.

(3) The issuance of certificates for shares of Class A Common Stock upon conversion of shares of Class B Common Stock shall be made without charge for any stamp or other similar tax in respect of such issuance. However, if any such certificate is to be issued in a name other than that of the holder of the share or shares of Class B Common Stock converted, the person or persons requesting the issuance thereof shall pay to the Corporation the amount of any tax which may be payable in respect of any transfer involved in such issuance, or shall establish to the satisfaction of the Corporation that such tax has been paid.

(4) When shares of Class B Common Stock have been converted, they shall be cancelled and not reissued.

FIFTH

The amount with which said Corporation shall commence business is the sum of Seven Hundred Dollars ($700).

SIXTH

The Secretary of State is designated as agent for the service of process.

The principal office of the Corporation shall be located in the City of New York, County of New York and State of New York, and the address to which the Secretary of State shall mail a copy of process in any action or proceeding against the Corporation which may be served on him is 620 Eighth Avenue, New York, N.Y. 10018.

SEVENTH

The duration of the Corporation shall be perpetual.

EIGHTH

The number of directors of the Corporation shall be not less than three nor more than eighteen, each of whom shall hold at least one share of Capital Stock.

NINTH

No director of the Corporation shall be personally liable to the Corporation or its stockholders for damages for any breach of duty as a director; provided that this Article NINTH shall neither eliminate nor limit liability: (a) if a judgment or other final adjudication adverse to such director establishes that his or her acts or omissions were in bad faith or involved intentional misconduct or a knowing violation of law or that he or she personally gained in fact a financial profit or other advantage to which he or she was not legally entitled or that his or her acts violated Section 719 of the Business Corporation Law; or (b) for any act or omission prior to the effectiveness of this Article NINTH. Any repeal of or modification to the provisions of this Article NINTH shall not adversely affect any right or protection of a director of the Corporation existing pursuant to this Article NINTH immediately prior to such repeal or modification.

Exhibit 3.2

The New York Times Company

By-Laws

As Amended by the

Board of Directors

October 21, 1968, February 26, 1969, March 24, 1971, March 29, 1972, March 28, 1973, May 30, 1973, November 28, 1973, March 27, 1974, March 31, 1976, April 26, 1977, January 30, 1978, October 25, 1978, April 3, 1979, July 23, 1979, March 20, 1980, May 15, 1980, March 19, 1981, March 18, 1982, February 17, 1983, April 28, 1983, February 16, 1984, July 18, 1985, February 20, 1986, April 30, 1986, October 16, 1986, February 19, 1987, February 18, 1988, March 16, 1989, February 15, 1990, February 21, 1991, February 20, 1992, February 18, 1993, October 21, 1993, December 16, 1993, February 17, 1994, February 16, 1995, March 20, 1997, October 16, 1997, February 19, 1998, May 21, 1998, April 27, 2000, December 18, 2001, and August 6, 2007.

As Ratified by the

Class B Stockholders

April 22, 1969

and the Class A and Class B Stockholders

(Article XI only)

April 19, 1988

By-Laws

THE NEW YORK TIMES COMPANY

As Amended by the
Board of Directors

	October 21, 1968	As Ratified by the
	February 26, 1969	Class B Stockholders
	March 24, 1971	April 22, 1969
	March 29, 1972	and the Class A and
	March 28, 1973	Class B Stockholders
	May 30, 1973	(Article XI only)
	November 28, 1973	April 19, 1988
	March 27, 1974
	March 31, 1976
	April 26, 1977
	January 30, 1978
	October 25, 1978
	April 3, 1979
	July 23, 1979
	March 20, 1980
	May 15, 1980
	March 19, 1981
	March 18, 1982
	February 17, 1983
	April 28, 1983
	February 16, 1984
	July 18, 1985
	February 20, 1986
	April 30, 1986
	October 16, 1986
	February 19, 1987
	February 18, 1988
	March 16, 1989
	February 15, 1990
	February 21, 1991
	February 20, 1992
	February 18, 1993
	October 21, 1993
	December 16, 1993
	February 17, 1994
	February 16, 1995
	March 20, 1997
	October 16, 1997
	February 19, 1998
	May 21, 1998
	April 27, 2000
	December 18, 2001
	August 6, 2007

INDEX

		Page
ARTICLE I.	STOCKHOLDERS	1
	1. Annual Meeting	1
	2. Special Meetings	1
	3. Notice of Meetings	1
	4. Quorum	1
	5. Voting	2
	6. Nominations and Proposal of Business for Stockholder Consideration	2
	7. Advance Notice Procedures	3
ARTICLE II.	CLOSING TRANSFER BOOKS; SETTING RECORD DATE	3
	1. Qualification of Voters	3
	2. Determination of Stockholders of Record for Other Purposes	3
ARTICLE III.	BOARD OF DIRECTORS	3
	1. Number, Classification, Election and Qualifications	3
	2. Vacancies	3
	3. Regular Meetings	3
	4. Special Meetings	4
	5. Quorum	4
	6. Committees	4
	7. Salaries	4
	8. Resignation	4
	9. Telephonic Meetings	5
ARTICLE IV.	OFFICERS	5
	1. Appointment	5
	2. Term of Office	5
	3. The Chairman of the Board	5
	4. The Vice Chairman of the Board	5
	5. The President	5
	6. Vice Presidents	5
	7. The Secretary	6
	8. The Treasurer	6
	9. Duties of Officers may be Delegated	6
ARTICLE V.	STOCK CERTIFICATES	6
	1. Issuance of Stock Certificates	6
	2. Lost Stock Certificates	6
	3. Transfers of Stock	6
	4. Regulations	7
ARTICLE VI.	SEAL	7
ARTICLE VII.	CHECKS	7
ARTICLE VIII.	BOOKS OF ACCOUNT AND STOCK BOOK	7
ARTICLE IX.	FISCAL YEAR	7
ARTICLE X.	VOTING SECURITIES	7
ARTICLE XI.	INDEMNIFICATION	7
	1. Directors and Officers	7
	2. Non-Exclusivity	8
	3. Continuity of Rights	8
ARTICLE XII.	INTEREST OF DIRECTORS AND OFFICERS IN CONTRACTS WITH THE COMPANY	8
ARTICLE XIII.	NOTICES	9
ARTICLE XIV.	AMENDMENT	9

THE NEW YORK TIMES COMPANY

By-Laws

ARTICLE I

STOCKHOLDERS

1. Annual Meeting. The Annual Meeting of Stockholders for the election of directors and for the transaction of such other business as may properly come before the meeting shall be held on such date, at such time and place either within or without the State of New York as may be specified by the Board of Directors.

2. Special Meetings. Special meetings of the stockholders, to be held at such place either within or without the State of New York and for the purpose or purposes as may be specified in the notices of such meetings, may be called by the Chairman of the Board or the President and shall be called by the President or the Secretary at the request of a majority of the Board of Directors or of stockholders owning 25 per cent or more of the shares or stock of the Company issued and outstanding and entitled to vote on any action proposed by such stockholders for such meetings. Such request shall be in writing and shall state the purpose or purposes of the proposed meeting.

3. Notice of Meetings. Notice shall be given to the stockholders of the time and place of every meeting of stockholders. Notices of special meetings shall also specify the purpose or purposes for which the meeting has been called and indicate that the notice is being issued at the direction of the person or persons calling the meeting. Notice of any meeting may be written or electronic, and shall be given not fewer than 10, nor more than 60, days before the date of the meeting, to each stockholder of record entitled to vote at such meeting. If mailed, such notice shall be directed to a stockholder at his, her or its address as it appears on the stock book, unless the stockholder shall have filed with the Secretary a written request that notices intended for the stockholder be mailed to some other address, in which case it will be mailed to the address designated in such request. If transmitted electronically, such notice shall be directed to the stockholder’s electronic mail address as supplied by the stockholder to the Secretary or as otherwise directed pursuant to the stockholder’s authorization or instructions. If, at any meeting, action is proposed to be taken which would, if taken, entitle stockholders fulfilling the requirements of Section 623 of the New York Business Corporation Law to receive payment for their shares, the notice of such meeting shall include a statement of that purpose and to that effect and shall be accompanied by a copy of such Section 623 or an outline of its material terms.

4. Quorum. The holders of record of a majority of the shares of stock issued and outstanding and entitled to vote thereat, present in person or by proxy, shall be requisite and shall constitute a quorum at each meeting of stockholders for the transaction of business, except as otherwise provided by law, by the Certificate of Incorporation or by these By-laws; provided that, when any specified action is required to be voted upon by a class of stock voting as a class, the holders of a majority of the shares of such class shall be requisite and shall constitute a quorum for the transaction of such specified action. If, however, there shall be no quorum, the officer of the Company presiding as chairman of the meeting shall have the power to adjourn the meeting from time to time, without notice other than announcement at the meeting, until a quorum shall be present, when any business may be transacted which might have been transacted at the meeting as first convened had there been a quorum.

5. Voting. Each stockholder entitled to vote on any action proposed at a meeting of stockholders shall be entitled to one vote in person or by proxy for each share of voting stock held of record by him. Execution of a proxy may be accomplished by the stockholder or the stockholder’s authorized officer, director, employee or agent. Proxies may be executed by facsimile signature or transmitted by telegram, cablegram or other means of electronic transmission authorized by the stockholder to the person who will be the holder of the proxy or to a proxy solicitation firm, proxy support service organization or like agent duly authorized by the person who will be the holder of the proxy to receive such transmission, provided that any such telegram, cablegram or other means of electronic transmission must either set forth or be submitted with information from which it can be reasonably determined that the telegram, cablegram or other electronic transmission was authorized by the stockholder. No proxy shall be valid after the expiration of eleven months from the date of its execution, unless the person executing it shall have specified therein its duration.

The vote for directors shall be by ballot, and the election of each director shall be decided by a plurality vote. Except as otherwise provided by law, by the Certificate of Incorporation, by other certificate filed pursuant to law or by these By-laws, votes on any other matters coming before any meeting of stockholders shall be decided by the vote of the holders of a majority of the shares represented at such meeting, in person or by proxy, and entitled to vote on the specific matter. Except as required by law, by the Certificate of Incorporation, by other certificate filed pursuant to law or by these By-laws, the chairman presiding at any meeting of stockholders may rule on questions of order or procedure coming before the meeting or submit such questions to the vote of the meeting, which vote may at his direction be by ballot. The chairman shall submit any such questions to the vote of the meeting at the request of any stockholder entitled to vote present in person or by proxy at the meeting, which vote shall be by ballot.

6. Nominations and Proposal of Business for Stockholder Consideration . Nominations of persons for election to the Board of Directors of the Company and the proposal of business to be considered by the stockholders may be made at an annual meeting of stockholders (i) pursuant to the Company’s notice of meeting, (ii) by or at the direction of the Board of Directors or (iii) by any stockholder of the Company who is entitled to vote at the meeting on the nomination or other proposal, and who, in the case of a holder of Class A Common Stock, complied with the notice procedures set forth in Section 7 of this Article I.

7. Advance Notice Procedures . For nominations or other business to be properly brought before an annual meeting by a holder of Class A Common Stock pursuant to clause (iii) of Section 6 of this Article I, the stockholder must have given timely notice thereof in writing to the Secretary of the Company. To be timely, a stockholder’s written notice must be delivered to the Secretary at the principal executive offices of the Company not earlier than the 120 th day prior to the first anniversary of the preceding year’s annual meeting and not later than the 90 th day prior to such anniversary date; provided, however, that in the event that the date of the annual meeting is advanced by more than 30 days or delayed by more than 60 days from such anniversary date, notice by the stockholder to be timely must be so delivered not earlier than the 120 th day prior to such annual meeting and not later than the later of the 90 th day prior to such annual meeting or the 10 th day following the day on which public announcement of the date of such meeting is first made. In no event shall the public announcement of an adjournment of an annual meeting commence a new time period for the giving of a stockholder’s notice as provided above. Such stockholder’s notice shall set forth (i) as to each person whom the stockholder proposes to nominate for election as a director all information relating to such person that is required to be disclosed in solicitations of proxies for election of directors, or is otherwise required, in each case pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended (including such person’s written consent to being named in the proxy statement as a nominee and to serving as a director if elected); (ii) as to any other business that the stockholder proposes to bring before the meeting, a brief description of the business desired to be brought before the meeting, the reasons for conducting such business at the meeting and any material interest in such business of such stockholder and the beneficial owner, if any, on whose behalf the proposal is made; (iii) as to the stockholder giving the notice and the beneficial owner, if any, on whose behalf the nomination or proposal is made (a) the name and address of such stockholder, as they appear on the Company’s books, and of such beneficial owner and (b) the class and number of shares of the Company which are owned beneficially and of record by such stockholder and such beneficial owner.

ARTICLE II

CLOSING TRANSFER BOOKS; SETTING RECORD DATE

1. Qualification of Voters. The Board of Directors may fix a date, which shall not be more than sixty days, nor fewer than 10 days prior to the date of any meeting of the stockholders or prior to the last day on which the consent or dissent of stockholders may be effectively expressed for any purpose without a meeting, as the record date for the determination of stockholders entitled to notice of and to vote at such a meeting or whose consent or dissent is required or may be expressed for any purpose, as the case may be, shall be determined, and all persons who were holders of record of voting stock on the date so fixed and no others shall be entitled to notice of and to vote at such meeting or to express their consent or dissent, as the case may be.

2. Determination of Stockholders of Record for Other Purposes. The Board of Directors may fix a date, which shall not be more than sixty days, nor fewer than 10 days preceding the date fixed for the payment of any dividend or for the making of any distribution or for the delivery of evidences of rights or evidences of interests arising out of any change, conversion or exchange of capital stock, as the record date for the determination of the stockholders entitled to receive any such dividend, distribution, rights or interests, and in such case only stockholders of record on the date so fixed shall be entitled to receive such dividend, distribution, rights or interests.

ARTICLE III

BOARD OF DIRECTORS

1. Number, Classification, Election and Qualifications. The affairs of the Company shall be managed by a Board of Directors consisting of not fewer than three nor more than eighteen members. The number of directors shall be determined from time to time by resolution of a majority of the entire Board of Directors then in office, provided that no decrease in the number of directors shall shorten the term of any incumbent director. For the purpose of election of directors only, and not for any other purpose, the directors shall be divided into two classes, the holders of Class A Common Stock are entitled to elect 30% of the Board of Directors proposed to be elected at any meeting of stockholders held for that purpose (or the nearest larger whole number if such percentage is not a whole number), to be designated the Class A directors, and the holders of Class B Common Stock are entitled to elect the balance of the Board of Directors proposed to be elected at any such meeting, to be designated the Class B directors. The directors shall, except as provided in Section 2 of this Article III, be elected by the classes of shares entitled to elect them, by ballot at each annual meeting of stockholders, and shall hold office until the next annual meeting of stockholders and until their successors shall be elected and qualified. All directors must be at least eighteen years of age and at least one shall be a citizen of the United States and a resident of New York State.

2. Vacancies. Any vacancy in the Board of Directors, whether caused by resignation, death, increase in the number of directors, disqualification or otherwise, may be filled by a majority of the directors in office after the vacancy has occurred, although less than a quorum. A director so elected shall hold office for the unexpired term in respect of which such vacancy occurred.

3. Regular Meetings. A regular meeting of the Board shall be held in each year immediately following the Annual Meeting of Stockholders or if such meeting be adjourned, the final adjournment thereof at the same place as such meeting of stockholders. No notice of such meeting shall be necessary to the newly elected directors in order to legally constitute the meeting. Other regular meetings of the Board may be held at such time and place, either within or without the State of New York, as shall from time to time be determined by a resolution of the Board. Any business may be transacted at any regular meeting at which a quorum is present. The time and place of any such regular meeting may be changed (i) at the preceding regular meeting; or (ii) subsequent to the adjournment of the preceding regular meeting by consent in writing signed by a majority of the whole Board; provided, however, that in either case notice of such change be given to each director personally or by telegram, facsimile transmission or comparable means two days or by mail five days prior to the date originally designated for such regular meeting.

4. Special Meetings. A special meeting of the Board of Directors may be held at the time fixed by resolution of the Board or upon call of the Chairman of the Board, the President or any two directors and may be held at any place within or without the State of New York. Except as otherwise provided by law, by the Certificate of Incorporation, by other certificate filed pursuant to law or by these By-laws, notice of the time and place of any special meeting of the Board shall be given by the Secretary or other person designated by him to perform this duty by giving the same personally or by telegram, facsimile transmission or comparable means to each director at his address as the same shall appear on the books of the Company at least two days previous to such meeting or by mailing a copy of such notice, postage prepaid, to each director at such address at least five days previous to such meeting; provided, however, that no notice need be given to any director if waived by him either before or after the meeting or if he shall be present at such meeting, and any meeting of the Board may be held at any time without notice if all the directors then in office shall be present thereat.

Any such notice shall also state the items of business which are expected to come before the meeting, and the items of business transacted at any special meeting of the Board shall be limited to those stated in such notice, unless all the directors are present at the meeting, or all those absent consent in writing either before or after the meeting, to the transaction of an item or items of business not stated in such notice.

5. Quorum. At all meetings of the Board, the presence of at least one-third of the directors in office shall be necessary and sufficient to constitute a quorum for the transaction of business, and, except as otherwise required by law, by the Certificate of Incorporation, by other certificate filed pursuant to law or by these By-laws, the affirmative vote of a majority of the directors present at any meeting at which a quorum is present shall be necessary for the adoption of any business or resolution which may come before the meeting; provided, however, that in the absence of a quorum a majority of the directors present or any director solely present may adjourn any meeting from time to time until a quorum is present. No notice of any adjournment to a later hour on the date originally designated for the holding of a meeting need be given, but immediate notice by telegram, facsimile transmission or comparable means shall be given by the Secretary or other person designated by him to perform this duty to all directors of any adjournment to any subsequent date, and such notice shall be deemed sufficient, though less than the notice required by Section 3 if such meeting be an adjourned regular meeting of the Board, or by Section 4 if such meeting be an adjourned special meeting of the Board.

6. Committees. The Board of Directors may by resolution or resolutions passed by a majority of the whole Board designate one or more committees, each committee to consist of three or more of the directors, which, to the extent provided in said resolution or resolutions, shall have and may exercise powers of the Board of Directors in the management of the business and affairs of the Company and may have power to authorize the seal of the Company to be affixed to all papers which may require it. Such committee or committees shall have such name or names as may be determined from time to time by resolution adopted by the Board of Directors. All committees so appointed shall keep regular minutes of the business transacted at their meetings.

7. Salaries. Directors, as such, shall not receive any stated salary for their services, provided that, by resolution of the Board, the Board of Directors shall have authority to fix the compensation of directors and provide for the reimbursement of expenses of attending meetings; provided further that nothing herein contained shall be construed to preclude any director from serving the Company in any other capacity and receiving compensation therefore Members of committees may be allowed such compensation as may be fixed from time to time by the Board for attending committee meetings and reimbursement of expenses of attendance.

8. Resignation. Any director may, at any time, resign, such resignation to take effect upon receipt of written notice thereof by the President or the Secretary, unless otherwise stated in the resignation.

9. Telephonic Meetings. One or more directors may participate in a meeting of the Board of Directors, or a committee designated pursuant to Section 6 of this Article III, by a conference telephone or similar communications equipment by means of which all persons participating in the meeting can hear and speak to each other. Participation in a meeting pursuant to this provision shall constitute actual attendance at such meeting.

ARTICLE IV

OFFICERS

1. Appointment. The Board of Directors may appoint from their number a Chairman of the Board and a Vice Chairman of the Board. The Board of Directors shall appoint a President, a Secretary and a Treasurer and may also appoint one or more Vice Presidents, none of whom need be members of the Board, and may from time to time appoint such other officers as they may deem proper. The Chairman, President or Vice Chairman may appoint one or more Vice Presidents, the Secretary, the Treasurer, or any Assistant Secretary or Assistant Treasurer. Any two of the aforesaid offices, except those of President and Vice President, or President and Secretary, may be filled by the same person. The compensation of all officers of the Company shall be fixed by the Board.

2. Term of Office. The officers of the Company shall hold office at the pleasure of the Board of Directors. Any officer may be removed from office at any time for or without cause by the affirmative vote of a majority of the whole Board of Directors. Any officer may resign his office at any time, such resignation to take effect upon receipt of written notice thereof by the Company, unless otherwise stated in the resignation. If the office of any officer becomes vacant for any reason, the vacancy may be filled by the Board or in the case of any Vice President, the Secretary or the Treasurer, or any Assistant Secretary or Assistant Treasurer, the vacancy may be filled by any two of the Chairman, President or Vice Chairman.

3. The Chairman of the Board. The Chairman of the Board shall preside at all meetings of the Board of Directors and all meetings of the stockholders. He shall have final authority, subject to the control of the Board of Directors, over the general policy and business of the Company, and shall have such other powers and duties as may from time to time be prescribed by the Board of Directors.

4. The Vice Chairman of the Board. The Vice Chairman of the Board shall have such powers and duties as may from time to time be prescribed by the Board of Directors or by the Chairman of the Board. In the absence or inability to act of the Chairman of the Board, the Vice Chairman of the Board shall preside at all meetings of the Board of Directors and all meetings of the stockholders.

5. The President. The President shall be the chief executive officer of the Company and as such shall have the general control and management of the business and affairs of the Company subject, however, to the control of the Chairman of the Board. The President shall have the power, subject to the control of the Chairman of the Board, to appoint or discharge and to prescribe the duties and to fix the compensation of such agents and employees of the Company as he may deem necessary. He shall have, as does the Chairman of the Board, the authority to make and sign bonds, mortgages and other contracts and agreements in the name and on behalf of the Company, except when the Board of Directors by resolution instructs the same to be done by some other officer or agent. He shall see that all orders and resolutions of the Board of Directors are carried into effect and shall perform all other duties necessary to his office or properly required of him by the Board of Directors subject, however, to the right of the directors to delegate any specific powers, except such as may by statute be exclusively conferred upon the President, to any other officer or officers of the Company. In the absence or inability to act of the Chairman of the Board, the President shall have the duties prescribed for the Chairman of the Board subject, however, to Section 4 of this Article IV.

6. Vice Presidents. Each Vice President shall have such powers and perform such duties as may be assigned to him from time to time by the Chairman of the Board or the President.

7. The Secretary. The Secretary shall attend all sessions of the Board and all meetings of the stockholders and record all votes and the minutes of all proceedings in a book to be kept for that purpose, and shall perform like duties for committees when required. He shall give, or cause to be given, notice of all meetings of the stockholders and meetings of the Board of Directors, and shall perform such other duties as may be prescribed by the Board of Directors or the President. He shall keep in safe custody the seal of the Company and shall see that it is affixed to all documents, the execution of which, on behalf of the Company, under its seal, is necessary or proper, and when so affixed may attest the same.

8. The Treasurer. The Treasurer shall, if required by the Board of Directors, give a bond for the faithful discharge of his duties in such amount and with such surety or sureties as the Board of Directors may determine; the cost of any such bond, and any expenses incurred in connection therewith, shall be borne by the Company. He shall have the custody of the corporate funds and securities, except as otherwise provided by the Board, and shall cause to be kept full and accurate accounts of receipts and disbursements in books belonging to the Company and shall deposit all moneys and other valuable effects in the name and to the credit of the Company in such depositories as may be designated by the Board of Directors. He shall disburse the funds of the Company as may be ordered by the Board, taking proper vouchers for such disbursements, and shall render to the President and the directors, at the regular meetings of the Board, or whenever they may require it, an account of all his transactions as Treasurer and of the financial condition of the Company.

9. Duties of Officers may be Delegated. In the case of the absence of any officer, or for any other reason that the Board may deem sufficient, the President or the Board may delegate for the time being the powers or duties of such officer to any other officer or to any director.

ARTICLE V

STOCK CERTIFICATES

1. Issuance of Stock Certificates. The Capital Stock of the Company shall be represented by certificates signed by the Chairman or the President or a Vice President and by the Secretary or an Assistant Secretary or the Treasurer or an Assistant Treasurer and sealed with the seal of the Company. Such seal may be a facsimile, engraved or printed and where any such certificate is signed by a transfer agent registered by a registrar other than the Company or an employee of the Company or the shares represented by such certificate are listed on a national security exchange, the signatures of any officers appearing thereon may be facsimiles, engraved or printed.

2. Lost Stock Certificates. The Board of Directors may by resolution adopt, from time to time, such regulations concerning the issue of any new or duplicate certificates for lost, stolen or destroyed stock certificates of the Company as shall not be inconsistent with the provisions of the laws of the State of New York as presently in effect or as they may hereafter be amended.

3. Transfers of Stock. Transfers of stock shall be made only on the stock transfer books of the Company, and, except in the case of any such certificate which has been lost, stolen or destroyed, in which case the resolutions of the Board then in effect respecting lost, stolen or destroyed stock certificates shall be complied with, such transfer shall only be made upon surrender to the Company of a certificate for shares for cancellation duly endorsed or accompanied by proper evidence of succession, assignment or authority to transfer. Upon the issue of a new certificate to the person entitled thereto, the Company shall cancel the old certificate and record the transaction upon its books.

4. Regulations. Except to the extent that the exercise of such power shall be prohibited or circumscribed by these By-laws, by the Certificate of Incorporation, or other certificate filed pursuant to law, or by statute, the Board of Directors shall have power to make such rules and regulations concerning the issuance, registration, transfer and cancellation of stock certificates as it shall deem appropriate.

ARTICLE VI

SEAL

The seal of the Company shall be circular in form, shall bear the legend: “The New York Times Company—1851 Inc. 1896” and shall contain in the center the Roman letter T.

ARTICLE VII

CHECKS

All checks or demands for money and notes of the Company shall be signed by such officer or officers or such other person or persons as the Board of Directors may from time to time designate.

ARTICLE VIII

BOOKS OF ACCOUNT AND STOCK BOOK

The Company shall keep at its principal office correct books of account of all its business and transactions. A book to be known as the stock book, containing the names alphabetically arranged, of all persons who are stockholders of the Company, showing their addresses, the number and class of shares of stock held by them respectively and the times when they respectively became the owners thereof shall be kept at the principal office of the Company or its transfer agent.

ARTICLE IX

FISCAL YEAR

The fiscal year of the Company shall be the calendar year unless otherwise provided by the Board of Directors.

ARTICLE X

VOTING SECURITIES

Unless otherwise ordered by the Board of Directors, the Chairman, the President or the Vice Chairman, or, in the event of their absence or inability to act, the Vice Presidents, in order of seniority or priority established by the Board or by the President, unless and until the Board shall otherwise direct, shall have full power and authority on behalf of the Company to attend and to act and to vote, or to execute in the name and on behalf of the Company a proxy authorizing an agent or attorney-in-fact for the Company to attend and to act and to vote at any meetings of security holders of corporations in which the Company may hold securities, and at such meetings he or his duly authorized agent or attorney-in-fact shall possess and may exercise any and all rights and powers incident to the ownership of such securities, and which as the owner thereof the Company might have possessed and exercised, if present. The Board of Directors by resolution from time to time may confer like powers upon any other person or persons.

ARTICLE XI

INDEMNIFICATION

1. Directors and Officers. The Company shall, to the fullest extent permitted by applicable law as the same exists or may hereafter be in effect, indemnify any person who is or was made or threatened to be made a party to or is involved in any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative, including an action by or in the right of the Company to procure a judgment in its favor and an action by or in the right of any other corporation of any type or kind, domestic or foreign, or any partnership, joint venture, trust, employee benefit plan or any other entity, which any director or

officer of the Company is serving, has served or has agreed to serve in any capacity at the request of the Company, by reason of the fact that such person or such person’s testator or intestate is or was or has agreed to become a director or officer of the Company, or is or was serving or has agreed to serve such other corporation, partnership, joint venture, trust, employee benefit plan or other entity in any capacity, against judgments, fines, amounts paid or to be paid in settlement, taxes or penalties, and costs, charges and expenses, including attorneys’ fees, incurred in connection with such action or proceeding or any appeal therein; provided, however, that no indemnification shall be provided to any such person if a judgment or other final adjudication adverse to the director or officer establishes that (i) his or her acts were committed in bad faith or were the result of active and deliberate dishonesty and, in either case, were material to the cause of action so adjudicated or (ii) he or she personally gained in fact a financial profit or other advantage to which he or she was not legally entitled.

2. Non-Exclusivity. Nothing contained in this Article XI shall limit the right to indemnification and advancement of expenses to which any person would be entitled by law in the absence of this Article, or shall be deemed exclusive of any other rights to which such person seeking indemnification or advancement of expenses may have or hereafter may be entitled under law, any provision of the Certificate of Incorporation, or By-laws, any agreement approved by the Board of Directors, or a resolution of stockholders or directors; and the adoption of any such resolution or entering into of any such agreement approved by the Board of Directors is hereby authorized.

3. Continuity of Rights. The indemnification and advancement of expenses provided by, or granted pursuant to, this Article XI shall (i) apply with respect to acts or omissions occurring prior to the adoption of this Article XI to the fullest extent permitted by law and (ii) survive the full or partial repeal or restrictive amendment hereof with respect to events occurring prior thereto.

ARTICLE XII

INTEREST OF DIRECTORS AND OFFICERS IN CONTRACTS WITH THE COMPANY

A director or officer of the Company shall not be disqualified by his office from dealing or contracting with the Company either as a vendor, purchaser or otherwise, nor shall any transaction or contract of the Company be void or voidable by reason of the fact that any director or officer or any firm of which any director or officer is a member or any corporation or other entity of which any director or officer is a shareholder, officer or director or has a substantial interest, is in any way interested in such transaction or contract, provided that such transaction or contract is or shall be authorized, ratified or approved either (1) by a vote of a majority of a quorum of the Board of Directors, without counting in such majority any director so interested or member of a firm so interested, or a shareholder, officer or director or holder of substantial interest of a corporation so interested, or, if the disinterested directors are less than a majority of the directors present at such meeting, by unanimous vote of the disinterested directors and, in each case, the common or interested directors may be counted in determining the presence of a quorum at such meeting, or (2) by the written consent, or by the vote at any stockholders’ meeting of the holders of record of a majority of all the outstanding shares of stock of the Company entitled to vote on such transaction or contract; nor shall any director or officer be liable to account to the Company for any profits realized by or from or through any such transaction or contract of the Company authorized, ratified or approved as aforesaid by reason of the fact that he, or any firm of which he is a member or any corporation of which he is a shareholder, officer or director, was interested in such transaction or contract. Nothing herein contained shall create liability in the events above described or prevent the authorization, ratification or approval of such transactions or contracts in any other manner permitted by law.

ARTICLE XIII

NOTICES

Whenever, under the provisions of these By-laws, notice is required to be given to any director, officer, or stockholder, it shall not be construed to mean personal notice, but unless otherwise expressly stated in these By-laws, such notice may be given in writing by depositing the same, with postage pre-paid, in a post office or official depositary under the exclusive care and custody of the United States Postal Service, addressed to such stockholder, officer or director, at such address as appears on the books of the Company, and such notice shall be deemed to have been given at the time when the same was thus mailed.

ARTICLE XIV

AMENDMENT

These By-laws may be amended, altered, changed, added to or repealed by a majority vote of all the Class B Common Stock issued and outstanding and entitled to vote at any annual or special meeting of the stockholders, provided that such amendments are not inconsistent with any provisions of the Company’s Certificate of Incorporation.

The Board of Directors, at any regular or at any special meeting, by a majority vote of the whole Board, may amend, alter, change, add to or repeal these By-laws, provided that such amendments are not inconsistent with any provisions of the Company’s Certificate of Incorporation, and provided further that if any By-law regulating an impending election of directors is adopted or amended or repealed by the Board, there shall be set forth in the notice of the next stockholders meeting for the election of directors the By-laws so adopted or amended or repealed, together with a concise statement of the changes made.

EXHIBIT 12

THE NEW YORK TIMES COMPANY
Ratio of Earnings to Fixed Charges(a)
(Unaudited)

	For the
	Six Months		For the Years Ended
	Ended		December 31,			December 25,		December 26,		December 28,		December 29,
(In thousands, except ratios)	July 1, 2007 (b)		2006(c)			2005		2004		2003		2002
Earnings from continuing operations before fixed charges

Income/(loss) from continuing operations before income taxes, minority interest and income/loss from joint ventures	$	79,360	$	(571,262	)	$	397,495	$	429,065	$	464,851	$	452,517
Distributed earnings from less than fifty- percent owned affiliates	2,234		13,375			9,132		14,990		9,299		6,459
Adjusted pre-tax earnings from continuing operations	81,594		(557,887		)	406,627		444,055		474,150		458,976
Fixed charges less capitalized interest	26,188		69,245			64,648		54,222		56,886		59,225
Earnings from continuing operations before fixed charges	$	107,782	$	(488,642	)	$	471,275	$	498,277	$	531,036	$	518,201

Fixed charges

Interest expense, net of capitalized interest	$	20,186	$	58,581		$	53,630	$	44,191	$	46,704	$	48,697
Capitalized interest	12,123		14,931			11,155		7,181		4,501		1,662
Portion of rentals representative of interest factor	6,002		10,664			11,018		10,031		10,182		10,528
Total fixed charges	$	38,311	$	84,176		$	75,803	$	61,403	$	61,387	$	60,887

Ratio of earnings to fixed charges	2.81		—			6.22		8.11		8.65		8.51

(a) The Ratio of Earnings to Fixed Charges should be read in conjunction with this Quarterly Report on Form 10-Q, as well as the Company’s Annual Report on Form 10-K for the year ended December 31, 2006.

(b) The Company adopted FIN 48 on January 1, 2007 (see Note 5 of the Condensed Consolidated Financial Statements in this Quarterly Report on Form 10-Q). The Company’s policy is to classify interest expense recognized on uncertain tax positions as income tax expense. The Company has excluded interest expense recognized on uncertain tax positions from the Ratio of Earnings to Fixed Charges.

(c) Earnings were inadequate to cover fixed charges by approximately $573 million for the year ended December 31, 2006, as a result of a non-cash impairment charge of approximately $814 million.

EXHIBIT 31.1

Rule 13a-14(a)/15d-14(a) Certification

I, Janet L. Robinson, certify that:

1. I have reviewed this quarterly report on Form 10-Q of The New York Times Company;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that as materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 9, 2007

	/s/ JANET L. ROBINSON
	Janet L. Robinson
	Chief Executive Officer

EXHIBIT 31.2

Rule 13a-14(a)/15d-14(a) Certification

I, James M. Follo, certify that:

1. I have reviewed this quarterly report on Form 10-Q of The New York Times Company;

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 9, 2007	/s/ JAMES M. FOLLO
	James M. Follo
	Chief Financial Officer

EXHIBIT 32.1

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADDED BY
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of The New York Times Company (the “Company”) for the quarter ended July 1, 2007, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Janet L. Robinson, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as added by § 906 of the Sarbanes-Oxley Act of 2002, that, based on my knowledge:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ JANET L. ROBINSON
Janet L. Robinson
Chief Executive Officer
August 9, 2007

EXHIBIT 32.2

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADDED BY
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of The New York Times Company (the “Company”) for the quarter ended July 1, 2007, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, James M. Follo, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as added by § 906 of the Sarbanes-Oxley Act of 2002, that, based on my knowledge:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ JAMES M. FOLLO
James M. Follo
Chief Financial Officer
August 9, 2007