The following discussion and analysis provides information that management believes is relevant to an assessment and understanding of our consolidated financial condition as of December 28, 2008, and results of operations for the three years ended December 28, 2008. This item should be read in conjunction with our consolidated financial statements and the related notes included in this Annual Report.

EXECUTIVE OVERVIEW

We are a diversified media company that currently includes newspapers, Internet businesses, a radio station, investments in paper mills and other investments. Our segments and divisions are:

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Our revenues were $2.9 billion in 2008. The percentage of revenues contributed by division is below.

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News Media Group

The News Media Group generates revenues principally from print, online and radio advertising and through circulation. Other revenues, which make up the remainder of its revenues, primarily consist of revenues from news services/syndication, commercial printing, digital archives, direct mail advertising services, rental income and wholesale delivery operations, which we closed in January 2009. The News Media Group's main operating costs are employee-related costs and raw materials, primarily newsprint.

P. 22 2008 ANNUAL REPORT - Management's Discussion and Analysis of Financial Condition and Results of Operations

News Media Group revenues in 2008 by category and percentage share are below.

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About Group

The About Group principally generates revenues from cost-per-click advertising (sponsored links for which the About Group is paid when a user clicks on the ad), display advertising that is relevant to its adjacent content, and e-commerce (including sales lead generation). Almost all of its revenues (93% in 2008) are derived from the sale of advertisements (cost-per-click and display advertising). Cost-per-click advertising accounted for 56% 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, which publishes a free daily newspaper in the greater Boston area,

- a 49% interest in a Canadian newsprint company, Malbaie,

- a 40% interest in a partnership, Madison, operating a supercalendered paper mill in Maine,

- a 25% interest in quadrantONE, an online advertising network that sells bundled premium, targeted display advertising onto local newspaper and other Web sites and

- a 17.75% interest in NESV, which owns the Boston Red Sox, Fenway Park and adjacent real estate, 80% of New England Sports Network (the regional cable sports network that televises the Red Sox games) and 50% of Roush Fenway Racing, a leading NASCAR team. In January 2009, we announced that we are exploring the possible sale of our interest in NESV.

Business Environment

We believe that a number of factors and industry trends have had, and will continue to have, an adverse effect on our business and prospects. These include the following:

Economic conditions

The recent slowdown in the economy has adversely affected, and is expected to continue to adversely affect, our advertising revenues, as well as reduce our financing flexibility.

Advertising spending, which drives a significant portion of our revenues, is susceptible to economic conditions. In 2008, declines in advertising revenues experienced in the first nine months accelerated in the fourth quarter, when the economic downturn exacerbated the declines in print and interrupted the growth trajectory of our digital businesses. National and local economic conditions, particularly in the New York City and Boston metropolitan regions, as well as in Florida and California, have affected the levels of our classified, national and retail advertising revenue. Classified advertising, which is an important category at all of our newspaper properties, declined significantly throughout the year, particularly help-wanted. Changes in spending patterns and priorities, including shifts in marketing strategies and budget cuts of key advertisers, in response to continuing and deepening softness in the economy, have depressed and may continue to depress our advertising revenue. We believe that advertising revenues are likely to continue to be challenged in 2009.

The deteriorating economic conditions also tightened credit markets, making it more difficult and costly for us to obtain replacement financing for existing debt.

Increasing competition

We face significant competition for advertising revenue in various markets and competition has intensified as a result of the continued development of digital media technologies. We expect that technological developments will continue to favor digital media choices, intensifying the challenges posed by audience fragmentation.

We have expanded and will continue to expand our digital offerings; however, most of our revenues are currently from traditional print products where advertising revenues are declining. We believe this decline, particularly in classified advertising, is due to a shift to digital media or to other forms of media and marketing in addition to the economic conditions mentioned above.

Circulation

Circulation is another significant source of revenue for us. Circulation revenues are affected by circulation and readership levels. In recent years, our newspaper properties, and the newspaper industry as a whole, have experienced difficulty maintaining and increasing circulation volume. This is due to, among other factors, increased competition from new media formats and sources other than traditional newspapers (often free to users), declining discretionary spending by consumers, higher subscription and newsstand rates charged to customers and a growing preference among some consumers to receive all or a portion of their news other than from a newspaper.

Costs

A significant portion of our costs are fixed costs and therefore we are limited in our ability to reduce costs in the short term. Our most significant costs are employee-related costs and raw materials, which together accounted for approximately 50% of our total costs in 2008. Changes in employee-related costs and the price and availability of newsprint can materially affect our operating results.

Pension obligations

As a result of significant declines in the equity markets in 2008, the funded status of our qualified pension plans was adversely affected. See the " - Pension and Postretirement Benefits" section below for additional information regarding our pension plans, including their underfunded status.

For a discussion of these and other factors that could affect our results of operations and financial condition, see "Forward-Looking Statements" and "Item 1A - Risk Factors."

Our Strategy

We anticipate that the challenges we currently face will continue, and we believe that the following elements are key to our efforts to address them.

Introducing new products and services

We are addressing the increasingly fragmented media landscape by building on the strength of our brands, particularly of The Times. Because of our high-quality content, we have very powerful and trusted brands that attract educated, affluent and influential audiences. To further leverage these brands, we have introduced and will continue to introduce a number of new products and services. We want to offer our consumers news, information and entertainment wherever and whenever our audience want it in print or online, in text, graphics, audio, video or even live events.

In 2008, we introduced The Times on new digital platforms, significantly expanded and deepened our online business coverage on NYTimes.com, and added new tools and multimedia features across our properties.

Strengthening our digital businesses and research and development capabilities

Online, our goal is to grow our digital businesses by broadening our audiences, deepening engagement and monetizing the usage of our Web sites. We have a more diversified revenue base mainly because NYTimes.com attracts a diverse base of national advertisers and About.com generates most of its revenues from cost-per-click and display advertising. Our goal for NYTimes.com is to build a fully interactive news and information platform, achieving sustainable leadership positions in our most profitable content areas or verticals. We have made and expect to continue to make investments to grow these areas of our Web sites that have the highest advertiser demand.

Our research and development group also helps us monitor the changing media and technology landscape so that we can anticipate consumer preferences and devise innovative ways of satisfying them. This has led to the development of new digital products across the Company and accelerated our entry onto new platforms, such as mobile.

Restructuring our cost base

Managing costs is a key component of our strategy and remains a priority in 2009 in light of weakening economic conditions and secular trends. We continuously review our cost structure to ensure that we are operating our businesses efficiently. Our focus is on streamlining our operations, eliminating unnecessary costs and achieving cost benefits from productivity gains, while maintaining the quality of our journalism and achieving our long-term strategy. We have focused our cost restructuring efforts on the following key areas:
consolidating our operations; closing businesses that are not meeting their financial targets; outsourcing; optimizing circulation; reducing newsprint consumption; reducing employee-related costs and rationalizing our cost base relative to expected future revenue.

- Consolidating our operations - In March 2008, we completed the consolidation of our two New York area printing plants into one facility in College Point, N.Y., which we estimate will result in savings of approximately $30 million in annual operating costs. We plan to close our printing plant in Billerica, Mass., and consolidate the printing of the Globe into our main printing plant in Boston, Mass. The consolidation is expected to be completed during the second half of 2009 and result in about $18 million in annual savings. At our Regional Media Group, we have completed the consolidation of the mailrooms of our Gainesville and Ocala, Fla. papers, and we are looking at consolidating their production facilities.

- Closing businesses - In January 2009, we closed City & Suburban, which operated a wholesale distribution business that delivered The Times and other newspapers and magazines to newsstands and retail outlets in the New York metropolitan area. The closure is estimated to improve our operating results by approximately $27 million on an annual basis, excluding one-time costs. This is a result of an

P. 24 2008 ANNUAL REPORT - Management's Discussion and Analysis of Financial Condition and Results of Operations

estimated decrease in costs of approximately $112 million to operate City & Suburban, offset in part by an estimated decrease in revenue of approximately $85 million. The revenue decrease is expected to be in other revenues (from the elimination of delivering third-party publications) and in circulation revenue (from the sale of The Times to wholesale distributors rather than retailers).

- Outsourcing - We have outsourced certain functions, including circulation, telemarketing, customer service and financial back-office functions. At some of our smaller newspapers, we have outsourced printing to outside facilities.

- Optimizing circulation - We have reduced promotion, production, distribution and other costs related to less profitable circulation. By focusing our efforts on acquisition channels that have the best retention and are the most profitable, we expect to achieve higher margins despite declines in overall circulation volume.

- Reducing newsprint consumption - As part of our continuing efforts to reduce our newsprint consumption, we have reduced the printed page of the majority of our newspapers across the Company since 2007, including The Times, the Globe, the T&G and nine regional newspapers. With these reductions, we expect to save approximately $12 million annually from decreased newsprint consumption.

- Evaluating employee-related costs - We reduced our headcount across the Company in 2008. By year-end 2008, the number of full-time equivalent employees was approximately 9 percent lower than year-end 2007, and in January 2009, the closure of City & Suburban led to a reduction of approximately 500 full-time equivalent employees. We will continually evaluate all employee-related costs as we monitor our overall financial health.

Rebalancing our portfolio of businesses

Over the past several years, we have been rebalancing our portfolio of businesses, focusing more on growth areas, such as digital. We also continue to evaluate our businesses to determine whether they are meeting our targets for financial performance, growth and return on investment and whether they remain relevant to our strategy. In January 2009, we announced that we are exploring the possible sale of our interest in NESV.

Allocating capital and improving our liquidity

In light of deteriorating economic conditions, we have taken decisive steps to reduce capital spending and improve our liquidity. We are strongly focused on conserving cash. In 2009, we expect our capital expenditures will decrease to approximately $80 million from approximately $127 million in 2008.

In November 2008, our Board of Directors reduced our fourth-quarter dividend from $.23 per share to $.06 per share and in February 2009, the Board suspended our quarterly dividend.

In January 2009, we completed a private financing transaction for $250.0 million in senior unsecured notes and warrants. The net proceeds from this transaction were used to repurchase medium-term notes and repay amounts borrowed under our revolving credit facilities. We also continue to explore other financing initiatives, including a possible sale-leaseback transaction for up to $225 million for part of the space we own in our New York headquarters.

We remain focused on reducing our total debt. We plan to do so through the cash we generate from our businesses and the decisive steps we have taken to reduce costs, lower capital spending, suspend our dividend and rebalance our portfolio of assets. These were difficult but prudent decisions that we believe will provide us with greater financial flexibility in the current economic environment and the uncertain business outlook.

2009 Expectations

For 2009, we expect depreciation and amortization to be $140 to $150 million, which includes accelerated depreciation of approximately $5 million related to the closing of our printing plant in Billerica, Mass. We expect capital expenditures to be approximately $80 million, including about $27 million for a plant consolidation and a systems project at the News Media Group.

RESULTS OF OPERATIONS

Overview

Fiscal year 2008 and 2007 each comprise 52 weeks and fiscal year 2006 comprises
53 weeks. The effect of the 53rd week ("additional week") on the results of
operations is discussed below.

                                          December 28,      December 30,      December 31,            % Change
                                              2008              2007              2006           08-07        07-06
(In thousands)                             (52 weeks)        (52 weeks)        (53 weeks)
Revenues
Advertising                               $ 1,779,699       $ 2,047,468       $ 2,153,936        (13.1 )       (4.9 )
Circulation                                   910,154           889,882           889,722          2.3          0.0
Other                                         259,003           257,727           246,245          0.5          4.7
Total revenues                              2,948,856         3,195,077         3,289,903         (7.7 )       (2.9 )
Operating costs
Production costs:
Raw materials                                 250,843           259,977           330,833         (3.5 )      (21.4 )
Wages and benefits                            622,692           646,824           665,304         (3.7 )       (2.8 )
Other                                         441,585           434,295           439,319          1.7         (1.1 )
Total production costs                      1,315,120         1,341,096         1,435,456         (1.9 )       (6.6 )
Selling, general and
administrative costs                        1,332,084         1,397,413         1,398,294         (4.7 )       (0.1 )
Depreciation and amortization                 144,409           189,561           162,331        (23.8 )       16.8
Total operating costs                       2,791,613         2,928,070         2,996,081         (4.7 )       (2.3 )
Impairment of assets                          197,879            11,000           814,433            *        (98.6 )
Net loss on sale of assets                          -            68,156                 -          N/A          N/A
Gain on sale of WQEW-AM                             -            39,578                 -          N/A          N/A
Operating (loss)/profit                       (40,636 )         227,429          (520,611 )          *            *
Net income/(loss) from joint
ventures                                       17,062            (2,618 )          19,340            *            *
Interest expense, net                          47,790            39,842            50,651         19.9        (21.3 )
(Loss)/income from continuing
operations before income
taxes and minority interest                   (71,364 )         184,969          (551,922 )          *            *
Income tax (benefit)/expense                   (5,726 )          76,137            16,608            *            *
Minority interest in net (income)/
loss of subsidiaries                             (501 )             107               359            *        (70.2 )
(Loss)/income from continuing
operations                                    (66,139 )         108,939          (568,171 )          *            *
Discontinued operations,
Broadcast Media Group:
Income from discontinued
operations, net of
income taxes                                        -             5,753            24,728          N/A        (76.7 )
Gain on sale, net of
income taxes                                    8,300            94,012                 -        (91.2 )        N/A
Discontinued operations, net
of income taxes                                 8,300            99,765            24,728        (91.7 )          *
Net (loss)/income                         $   (57,839 )     $   208,704       $  (543,443 )          *            *

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

  P. 26 2008 ANNUAL REPORT - Management's Discussion and Analysis of Financial
                      Condition and Results of Operations

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Revenues

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

                      December 28,      December 30,      December 31,          % Change
                          2008              2007              2006          08-07      07-06
(In millions)          (52 weeks)        (52 weeks)        (53 weeks)
Revenues
News Media Group      $    2,833.6      $    3,092.4      $    3,209.7       (8.4 )     (3.7 )
About Group                  115.3             102.7              80.2       12.3       28.0
Total revenues        $    2,948.9      $    3,195.1      $    3,289.9       (7.7 )     (2.9 )

News Media Group

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

                   December 28,      December 30,      December 31,           % Change
                       2008              2007              2006           08-07       07-06
(In millions)       (52 weeks)        (52 weeks)        (53 weeks)
The New York Times Media Group
Advertising        $    1,076.6      $    1,222.8      $    1,268.6       (12.0 )      (3.6 )
Circulation               668.1             646.0             637.1         3.4         1.4
Other                     180.9             183.1             171.6        (1.2 )       6.7
Total              $    1,925.6      $    2,051.9      $    2,077.3        (6.2 )      (1.2 )
New England Media Group
Advertising        $      319.1      $      389.2      $      425.7       (18.0 )      (8.6 )
Circulation               154.2             156.6             163.0        (1.5 )      (4.0 )
Other                      50.3              46.4              46.6         8.4        (0.3 )
Total              $      523.6      $      592.2      $      635.3       (11.6 )      (6.8 )
Regional Media Group
Advertising        $      276.5      $      338.0      $      383.2       (18.2 )     (11.8 )
Circulation                87.9              87.3              89.6         0.6        (2.5 )
Other                      20.0              23.0              24.3       (12.8 )      (5.7 )
Total              $      384.4      $      448.3      $      497.1       (14.3 )      (9.8 )
Total News Media Group
Advertising        $    1,672.2      $    1,950.0      $    2,077.5       (14.2 )      (6.1 )
Circulation               910.2             889.9             889.7         2.3         0.0
Other                     251.2             252.5             242.5        (0.5 )       4.1
Total              $    2,833.6      $    3,092.4      $    3,209.7        (8.4 )      (3.7 )

Advertising Revenue

Advertising revenue is primarily determined by the volume, rate and mix of advertisements. In 2008, News Media Group advertising revenues decreased primarily due to lower print volume, partially offset by higher online advertising revenues. Print advertising revenues declined 16.7% while online advertising revenues increased 8.7%. A secular shift of print advertising to online alternatives continues to negatively affect classified, national and retail advertising at the News Media Group, and deteriorating economic conditions have produced deeper print advertising revenue declines and, in the fourth quarter of 2008, declines in online advertising revenues as well, as advertisers have significantly reduced their spending. After growing almost 14% in the first nine months of 2008, online advertising decreased 3.2% in the fourth quarter of 2008 as advertisers cut back on display advertising in response to worsening business conditions.

In 2007, News Media Group advertising revenues decreased primarily due to lower print volume and the additional week in fiscal 2006, partially offset by higher rates and higher online advertising revenues. Print advertising revenues declined 8.1% while online advertising revenues increased 18.4%.

   Management's Discussion and Analysis of Financial Condition and Results of
                  Operations - THE NEW YORK TIMES COMPANY P.27

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

                   December 28,      December 30,      December 31,           % Change
                       2008              2007              2006           08-07       07-06
(In millions)       (52 weeks)        (52 weeks)        (53 weeks)
News Media Group
National           $      857.6      $      945.5      $      938.2        (9.3 )       0.8
Retail                    398.0             451.6             495.4       (11.9 )      (8.8 )
Classified                357.9             489.2             578.7       (26.8 )     (15.5 )
Other                      58.7              63.7              65.2        (7.8 )      (2.4 )
Total              $    1,672.2      $    1,950.0      $    2,077.5       (14.2 )      (6.1 )

Below is a percentage breakdown of 2008 advertising revenue by division:

                                                                                             Classified
                                                                    Retail                                                                   Other
                                                                     and         Help       Real                             Total        Advertising
                                                      National     Preprint     Wanted     Estate     Auto      Other     Classified        Revenue        Total
The New York Times
Media Group                                               70 %         13 %        4 %         7 %       2 %       2 %          15 %             2 %        100 %
New England Media Group                                   29           33          8           9         9         5            31               7          100
Regional Media Group                                       4           56          7          11         8         7            33               7          100
Total News Media Group                                    51           24          5           8         4         4            21               4          100

The New York Times Media Group

Total advertising revenues declined in 2008 compared with 2007 primarily due to lower print advertising, particularly in the national category, offset in part by higher online revenues.

National advertising revenues decreased in 2008 compared with 2007 primarily due to lower print advertising, offset in part by higher online revenue. National print advertising has been negatively affected by the slowdown in the economy, with significant categories, such as entertainment and telecommunications, experiencing substantial declines. Online national advertising grew in 2008 primarily as a result of secular shifts to online alternatives, but started to decline in the fourth quarter of 2008 as advertisers cut back on spending in response to worsening business conditions.

Classified advertising declined in 2008 compared with 2007 mainly due to declines in all print categories (mainly real estate, help-wanted and automotive). The weakening economic conditions contributed to the declines in classified advertising in print and online, with declines in print classified advertising exacerbated by secular shifts to online alternatives, particularly in the real estate category.

Retail advertising in 2008 declined compared with 2007 mainly because of lower volume in various categories. Deteriorating economic conditions contributed to shifts in marketing strategies and budget cuts of major advertisers, which negatively affected retail advertising.

Year-over-year comparisons between 2007 and 2006 were affected by an additional week in 2006 due to our fiscal calendar. The effect of the additional week was estimated to be approximately $14 million for the national category, $3 million for the retail category and $1 million for the classified category.

Total advertising revenues declined in 2007 compared with 2006 primarily due to . . .