We are a leading global, multimedia news and information company that currently includes newspapers, digital businesses, investments in paper mills and other investments. We classify our businesses based on our operating strategies into two reportable segments, the News Media Group and the About Group. Our segments and divisions are:
News Media Group (consisting of The New York Times Media Group, which includes The New York Times ("The Times"), the International Herald Tribune (the "IHT"), NYTimes.com, and related businesses; and the New England Media Group, which includes The Boston Globe (the "Globe"), BostonGlobe.com, Boston.com, the Worcester Telegram & Gazette (the "T&G"), Telegram.com, and related businesses. The News Media Group generates revenues principally from advertising and circulation. Other revenues primarily consist of revenues from news services/syndication, commercial printing, rental income, digital archives and direct mail advertising services. The News Media Group's main operating costs are employee-related costs and raw materials, primarily newsprint. About Group (consisting of About.com, ConsumerSearch.com, CalorieCount.com and related businesses). The About Group generates revenues through cost-per-click advertising (sponsored links for which the About Group is paid when a user clicks on the ad), display advertising and e-commerce (including sales lead generation). Almost all of its revenues (95% in the first six months of 2012) are derived from the sale of cost-per-click and display advertising. Cost-per-click advertising accounted for 57% of the About Group's total advertising revenues in the first six months of 2012. 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 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

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

During the second quarter and first six months of 2012, total revenues increased 0.6% and 0.2%, respectively, compared with the same prior-year periods, driven primarily by growth in circulation revenues, offset by declines in advertising revenues.
The advertising marketplace remained challenging. Total advertising revenues declined in the second quarter of 2012, although the rate of decline moderated from the level experienced in the first quarter of 2012, due primarily to improved digital advertising revenue trends at the About Group. Compared with the prior-year periods, total advertising revenues decreased 6.8% and 7.5% in the second quarter and first six months of 2012, respectively, as both print and digital advertising revenues experienced declines. Print advertising revenues decreased 8.0% and 7.6% in the second quarter and first six months of 2012, respectively. Digital advertising revenues decreased 4.0% and 7.2% in the second quarter and first six months of 2012, respectively. We expect total advertising revenue trends in the third quarter of 2012 to improve from second-quarter 2012 levels due to better digital advertising performance across our Company. At the News Media Group, advertising revenues decreased 6.6% in the second quarter of 2012 compared with the same prior-year period, due to an 8.0% reduction in print advertising revenues and a 1.6% decline in digital advertising revenues, which were similar to the trends experienced in the first quarter of 2012. Compared with the same prior-year period, advertising revenues decreased 6.3% in the first six months of 2012, due to a 7.6% reduction in print advertising revenues and a 1.9% decline in digital advertising revenues. Digital advertising revenue trends at the News Media Group in the second quarter of 2012 improved compared with first-quarter 2012 levels, but digital advertising continued to experience pressure due to a decrease in spending, particularly in the technology category at The New York Times Media Group, and market factors including the weak economic climate and an increasingly competitive landscape. About Group advertising revenues decreased 8.9% in the second quarter and 16.7% in the first six months of 2012 compared with the same prior-year periods, mainly due to lower display and cost-per-click advertising revenues, although trends improved compared with first-quarter levels particularly for cost-per-click advertising. On the display side, the About Group continues to face competition and an uneven economic environment, although it has made progress in the rebuilding of About.com's sales team. While total display advertising revenues declined 14% in the second quarter of 2012 compared with the same prior-year period, the rate of decline for display advertising revenues moderated from first-quarter levels. Compared with the prior-year period, cost-per-click advertising revenues declined 5% in the second quarter of 2012, reflecting lower click-through rates. This decline reflected a moderation from first-quarter 2012 declines as a result of modest growth in page views and cost-per-click advertising rates. We expect cost-per-click advertising in the third quarter of 2012 to benefit from cycling through a Google algorithm change that negatively affected ConsumerSearch's traffic beginning in July 2011. Although, as discussed further below, we recorded a non-cash charge with respect to the About Group in the second quarter of

2012, the Group continues to execute on its turnaround strategy and we expect its performance to meaningfully improve in the second half of 2012, with display advertising and cost-per-click advertising revenues projected to return to positive growth.
Our results for the second quarter and first six months of 2012 reflect strong growth in circulation revenues as we continue to execute on our digital strategy, expanding our digital subscription base and further developing this consumer revenue stream. Compared with the prior-year periods, circulation revenues increased 8.3% and 9.0% in the second quarter and first six months of 2012, respectively, mainly as the addition of digital subscription offerings and the increase in home-delivery and weekday single-copy prices in January 2012 at The Times offset a decline in print copies sold across the News Media Group. We expect circulation revenues to increase in the mid- to high-single digits in the third quarter of 2012 because of growth in digital subscriptions as well as from the print price increases implemented earlier in 2012.
Paid subscribers to digital subscription packages, e-readers and replica editions of The Times and the IHT totaled approximately 509,000 as of the end of the second quarter of 2012, an increase of approximately 12% since March 18, 2012, which was the one-year anniversary of NYTimes.com's digital subscription launch. Paid digital subscribers to BostonGlobe.com and the Globe's e-readers and replica editions totaled approximately 23,000 as of the end of the second quarter of 2012, an increase of approximately 28% since March 18, 2012. In total, paid subscribers to our digital products across our Company were approximately 532,000 as of the end of the second quarter of 2012. Although in March 2012 we cycled past the first full year of digital subscription packages at The Times, we believe there is more opportunity for further growth in this revenue stream and our subscriber count.
Operating costs decreased 0.6% in the second quarter of 2012 compared with the same period in 2011 primarily due to lower professional fees and distribution costs, offset in part by higher compensation and various other costs. Operating costs increased 0.2% in the first six months of 2012 compared with the same prior-year period primarily due to higher compensation costs, depreciation and amortization expense, severance costs, content costs and various other costs offset in part by lower benefits expense, professional fees and outside printing costs. Our cost management efforts are focused on balancing our investments to support our digital and journalistic initiatives, while finding additional cost efficiencies across the organization. We expect operating costs to increase in the low- to mid-single digits in the third quarter of 2012. We plan to continue to invest in our digital capabilities and subscription acquisition efforts and in the About Group's sales and marketing initiatives. We expect higher production costs from new commercial printing activity at the New England Media Group and higher variable compensation costs. We expect these costs to be partially offset by cost savings in our production and distribution operations, reduced support functions and the further leveraging of our centralized processes and resources.
Our cash, cash equivalents and short-term investments were approximately $570 million as of June 24, 2012, an improvement of approximately $290 million since the end of 2011, largely due to the proceeds from the sales of the Regional Media Group and our interest in Fenway Sports Group, as well as cash flows from operations. Two priorities for cash remain managing the underfunded levels of our pension plans and paying off our $75.0 million 4.610% senior notes due at the beginning of the fourth quarter of 2012. As of June 24, 2012, our total debt and capital lease obligations were approximately $776 million and our total debt and capital lease obligations, net of cash, cash equivalents and short-term investments, or "net debt," were approximately $206 million. We believe net debt provides a useful measure of our liquidity and overall debt position. As of June 24, 2012, we had no outstanding borrowings under our $125.0 million asset-backed five-year revolving credit facility. See the "Recent Developments" section for additional information on the sales of the Regional Media Group in the first quarter of 2012 and our ownership interest in Fenway Sports Group during the first six months of 2012.
We expect the following on a pre-tax basis in 2012:
? Results from joint ventures: $6 to $8 million,

? Depreciation and amortization: $105 to $110 million,

? Interest expense, net: $60 to $65 million, and

? Capital expenditures: approximately $50 million.

RECENT DEVELOPMENTS

Impairment of Assets
In the second quarter of 2012, we recorded an estimated $194.7 million non-cash impairment charge for goodwill at the About Group. While total advertising revenue trends for the About Group improved in the second quarter of 2012 compared with first-quarter levels and we expect to build on that progress in the second half of 2012, we have reduced our long-term display advertising growth and profitability assumptions for the About Group, which led to the impairment charge in the second quarter of 2012. See "Results of Operations - Other Items - Impairment of Assets" for additional information. Gain on Sale of Investments
In February 2012, we sold 100 of our units in Fenway Sports Group for an aggregate price of $30.0 million (pre-tax gain of $17.8 million in the first quarter of 2012) and in May 2012, we completed the sale of our remaining 210 units for an aggregate price of $63.0 million (pre-tax gain of $37.8 million in the second quarter of 2012). These sales resulted in a pre-tax gain of $55.6 million in 2012.
Sale of Regional Media Group - Discontinued Operations

On January 6, 2012, we completed the sale of the Regional Media Group, consisting of 16 regional newspapers, other print publications and related businesses, to Halifax Media Holdings LLC for approximately $140 million in cash. The net after-tax proceeds from the sale, including a tax benefit, were approximately $150 million, which we are using for general corporate purposes. The sale resulted in an after-tax gain of $25.7 million (including post-closing adjustments recorded in the second quarter of 2012 totaling $4.5 million).

The results for the Regional Media Group, which had previously been included in the News Media Group reportable segment, have been classified as discontinued operations for all periods presented.

Accelerated Depreciation
In the first quarter of 2012, we recorded a $6.7 million charge for accelerated depreciation for certain assets at the T&G's facility in Millbury, Mass., associated with the consolidation of most of T&G's printing into the Globe's facility in Boston, Mass., which was completed early in the second quarter of 2012.
Impairment of Investments
In the first quarter of 2012, we recorded a non-cash impairment charge of $4.9 million to reduce the carrying value of certain investments to fair value. The impairment charge was primarily related to our investment in Ongo Inc., a consumer service for reading and sharing digital news and information from multiple publishers.

RESULTS OF OPERATIONS

The following table presents our consolidated financial results.

                                           For the Quarters Ended                  For the Six Months Ended
                                    June 24,       June 26,                   June 24,       June 26,
(In thousands)                        2012           2011       % Change        2012           2011       % Change
Revenues
Advertising                        $ 244,259     $  262,104        (6.8 )   $  482,127     $  521,035        (7.5 )
Circulation                          233,291        215,388         8.3        460,285        422,316         9.0
Other                                 37,662         34,496         9.2         72,176         69,301         4.1
Total revenues                       515,212        511,988         0.6      1,014,588      1,012,652         0.2
Operating costs
Production costs:
Raw materials                         33,596         34,222        (1.8 )       66,959         68,375        (2.1 )
Wages and benefits                   110,203        107,454         2.6        221,990        219,914         0.9
Other                                 68,899         68,172         1.1        136,941        136,565         0.3
Total production costs               212,698        209,848         1.4        425,890        424,854         0.2
Selling, general and
administrative costs                 226,223        230,595        (1.9 )      460,501        464,661        (0.9 )
Depreciation and amortization         25,183         26,600        (5.3 )       57,473         52,273         9.9
Total operating costs                464,104        467,043        (0.6 )      943,864        941,788         0.2
Impairment of assets                 194,732          9,225           *        194,732          9,225           *
Pension withdrawal expense                 -          4,228         N/A              -          4,228         N/A
Operating (loss)/profit             (143,624 )       31,492           *       (124,008 )       57,411           *
Gain on sale of investments           37,797              -         N/A         55,645          5,898           *
Impairment of investments                  -              -         N/A          4,900              -         N/A
Income/(loss) from joint
ventures                               1,079          2,791       (61.3 )        1,050         (2,958 )         *
Interest expense, net                 15,464         25,152       (38.5 )       30,916         49,743       (37.8 )
(Loss)/income from continuing
operations before income taxes      (120,212 )        9,131           *       (103,129 )       10,608           *
Income tax benefit/(expense)          36,541         (1,505 )         *         32,465           (909 )         *
(Loss)/income from continuing
operations                           (83,671 )        7,626           *        (70,664 )        9,699           *
(Loss)/income from discontinued
operations, net of income taxes       (4,505 )     (127,449 )     (96.5 )       24,565       (124,296 )         *
Net loss                             (88,176 )     (119,823 )     (26.4 )      (46,099 )     (114,597 )     (59.8 )
Net loss attributable to the
noncontrolling interest                   27            105       (74.3 )           80            298       (73.2 )
Net loss attributable to The New
York Times Company common
stockholders                       $ (88,149 )   $ (119,718 )     (26.4 )   $  (46,019 )   $ (114,299 )     (59.7 )

Revenues

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

                         For the Quarters Ended                 For the Six Months Ended
                    June 24,     June 26,                  June 24,       June 26,
(In thousands)        2012         2011      % Change        2012           2011       % Change
News Media Group   $ 489,802    $ 484,144        1.2     $   965,234    $   953,666        1.2
About Group           25,410       27,844       (8.7 )        49,354         58,986      (16.3 )
Total revenues     $ 515,212    $ 511,988        0.6     $ 1,014,588    $ 1,012,652        0.2

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:

                                        For the Quarters Ended                  For the Six Months Ended
                                  June 24,      June 26,                   June 24,      June 26,
(In thousands)                      2012          2011       % Change        2012          2011       % Change
The New York Times Media Group
Advertising                      $ 171,129     $ 183,850        (6.9 )   $  344,488     $ 365,396        (5.7 )
Circulation                        194,208       175,528        10.6        384,175       343,890        11.7
Other                               22,503        22,284         1.0         43,226        45,479        (5.0 )
Total                            $ 387,840     $ 381,662         1.6     $  771,889     $ 754,765         2.3
New England Media Group
Advertising                      $  49,099     $  51,869        (5.3 )   $   90,974     $  99,588        (8.6 )
Circulation                         39,083        39,860        (1.9 )       76,110        78,426        (3.0 )
Other                               13,780        10,753        28.2         26,261        20,887        25.7
Total                            $ 101,962     $ 102,482        (0.5 )   $  193,345     $ 198,901        (2.8 )
Total News Media Group
Advertising                      $ 220,228     $ 235,719        (6.6 )   $  435,462     $ 464,984        (6.3 )
Circulation                        233,291       215,388         8.3        460,285       422,316         9.0
Other                               36,283        33,037         9.8         69,487        66,366         4.7
Total                            $ 489,802     $ 484,144         1.2     $  965,234     $ 953,666         1.2

Advertising Revenues
Advertising revenues are primarily determined by the volume, rate and mix of advertisements. Advertising spending, which drives a significant portion of revenues, is susceptible to economic conditions and the ongoing transformation in our industry. During the second quarter and first six months of 2012, the advertising marketplace remained challenging as advertisers continued to exercise caution due in part to macroeconomic conditions. Changes in spending patterns and marketing strategies of our advertisers in response to such conditions and alternative digital advertising platforms contributed to declines in both our print and digital advertising revenues during the second quarter and first six months of 2012. Overall, total advertising revenue trends in the second quarter of 2012 were similar to the first quarter of 2012, as print advertising revenue trends worsened and digital advertising trends improved compared with first-quarter 2012 levels. During the second quarter of 2012, total advertising revenues were volatile month to month, down 6.0% in April, 1.3% in May and 12.6% in June, compared with the same prior-year periods. Total News Media Group advertising revenues decreased 6.6% in the second quarter of 2012 and 6.3% in the first six months of 2012 compared with the same prior-year periods due to lower print and digital advertising revenues across most advertising categories. Print advertising revenues, which represented approximately 77% of total advertising revenues for the News Media Group, declined 8.0% in the second quarter of 2012 and 7.6% in the first six months of 2012, mainly due to lower national display and real estate classified advertising revenues, compared with the same prior-year periods. Digital advertising revenues declined 1.6% in the second quarter of 2012 and 1.9% in the first six months of 2012 compared with the same prior-year periods, primarily due to declines in national display and real estate classified advertising revenues partially offset by higher retail advertising revenues during the second quarter of 2012.

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

                       For the Quarters Ended               For the Six Months Ended
                  June 24,     June 26,                 June 24,     June 26,
(In thousands)      2012         2011      % Change       2012         2011      % Change
National         $ 147,486    $ 157,113       (6.1 )   $ 292,883    $ 311,781       (6.1 )
Retail              35,971       36,996       (2.8 )      70,272       71,584       (1.8 )
Classified          30,484       34,542      (11.7 )      60,777       68,215      (10.9 )
Other                6,287        7,068      (11.0 )      11,530       13,404      (14.0 )
Total            $ 220,228    $ 235,719       (6.6 )   $ 435,462    $ 464,984       (6.3 )

Below is a percentage breakdown of advertising revenues in the first six months of 2012 (print and digital) by division.

                                                                    Classified
                                        Retail                                                                       Other
                                         and         Help-       Real       Auto-                    Total        Advertising
                          National     Preprint     Wanted      Estate      motive      Other      Classified      Revenues      Total
The New York Times
Media Group                  77 %         13 %         2 %         4 %         1 %        2 %           9 %             1 %       100 %
New England Media
Group                        31 %         29 %         6 %         6 %        10 %        8 %          30 %            10 %       100 %
Total News Media Group       67 %         16 %         3 %         5 %         3 %        3 %          14 %             3 %       100 %

The New York Times Media Group

Total advertising revenues decreased in the second quarter and first six months of 2012 compared with the same periods in 2011 due to lower print and digital advertising revenues. Print advertising revenues were affected by declines in advertiser spending in most advertising categories, reflecting the continued uneven U.S. economic environment, uncertain global conditions and secular transformation of our industry. Lower digital advertising revenues were affected by market factors including the weak economic climate and an increasingly competitive landscape, as well as by reduced spending on digital platforms, primarily in the technology category during the second quarter of 2012 and the real estate classified advertising category during the first six months of 2012, which were offset in part by improvement in the retail advertising category.

During the second quarter and first six months of 2012, the declines in total national and classified advertising revenues were offset in part by higher print and digital retail advertising revenues, compared with the same periods in 2011. During the second quarter of 2012, the decrease in total national advertising revenues was mainly driven by declines in the technology, studio entertainment and national automotive categories offset in part by growth in the luxury category. During the first six months of 2012, the decrease in total national advertising revenues was mainly driven by declines in the technology, national automotive and studio entertainment categories offset in part by growth in the luxury category. The soft economic environment coupled with secular changes in our industry contributed to declines in total classified advertising revenues, primarily in the real estate and automotive categories. Total retail advertising revenues increased as advertisers increased spending mainly in the fashion jewelry category.

New England Media Group

Total advertising revenues declined in the second quarter and first six months of 2012 compared with the same periods in 2011 mainly due to declines in print advertising revenues. The decline in print advertising revenues was driven by lower advertising in most categories, reflecting uncertain national and local economic conditions and secular forces in our industry. Compared with the same prior-year periods, digital advertising revenues grew during the second quarter of 2012, primarily in the automotive classified and retail advertising categories, and decreased slightly during the first six months of 2012.

During the second quarter of 2012, total advertising revenues declined due to lower retail and classified advertising revenues, offset in part by higher national advertising revenues. The uncertain national and local economic conditions continued to negatively affect total retail advertising revenues, as retailers cut spending mainly in the home furnishings and home improvement categories. The soft economic environment coupled with secular changes in our industry contributed to declines in total classified advertising revenues, primarily in the real estate category. National advertising revenues increased mainly due to growth in the telecommunications and healthcare categories.

During the first six months of 2012, total advertising revenues declined due to lower retail, national and classified advertising revenues. The uncertain national and local economic conditions continued to negatively affect total retail advertising revenues, as retailers cut spending mainly in the home furnishings and department stores categories. The declines in total national advertising revenues were mainly driven by lower advertiser spending in the financial services and banks categories. The soft economic environment coupled with secular changes in our industry contributed to declines in total classified advertising revenues, primarily in the real estate category.

Circulation Revenues

Circulation revenues are based on the number of copies of the printed newspaper (through home-delivery subscriptions and single-copy and bulk sales) and digital subscriptions sold and the rates charged to the respective customers. Total circulation revenues consist of revenues from our print and digital products, including The Times digital subscription packages on NYTimes.com and across other digital platforms, which began in the second quarter of 2011, as well as BostonGlobe.com and digital subscription packages at the IHT, which started in . . .