| 08:26am EDT  4-Aug-00 DLJ Securities VIACOM: Better than expected results, raising target price to $85 
 VIACOM (VIAB: $71)
 Better than expected results, raising target price to $85
 
 Range:            Earnings Per Share              2000 vs 1999     % Chg
 71-38             Old    New   P/E Ratios  F1Q$    NM  vs NM
 (FY:Dec.) 2001E   $    $NM       NM        F2Q      NM vs NM
 2000E         NM       NM        F3Q      NM vs NM
 1999A                            F4Q      NM vs NM
 
 Yield: 0%           Market Cap.: $105,674         5-Yr. Growth Rate: 18%
 Dividend: $0        Avg. Trading Vol.(000): 2,791 Book Value: $NM
 
 RATING: Top Pick Change: None 12-Mo. Target: $85
 
 VIEWPOINT
 Viacom's second quarter results (which were in excess of our estimates)
 have solidified our belief that this stock is becoming a must own for
 media/entertainment investors. EBITDA growth remains exceptionally strong,
 with free cash flow growth even stronger. Moreover, with 50% of its revenue
 being generated from advertising and the majority of its assets positioned
 in the fastest growing segments of advertising (radio, outdoor and cable
 television) we continue to see future strength in Viacom's upcoming
 quarters and into next year. The benefits of the strong advertising market,
 coupled with the ongoing synergies in filmed production, cable television
 and television station duopolies provides additional potential for even
 stronger results.
 
 As a result of the recent quarter and our expectation for continued growth,
 we are raising both our 2000 and 2001 EBITDA estimates and have raised our
 target price to $85 per share (20% upside from current levels). Our new
 2000 EBITDA estimate is $5.4 billion, up from $5.3 billion. For 2001, we
 have increase our EBITDA forecast to $6.6 billion from a prior estimate of
 $6.3 billion, an increase of 22% from our 2000 estimate. Our new price
 objective is based on Viacom shares trading at 20-21 times 2001 EBITDA
 (adjusted for the percentages of Infinity and Blockbuster it does not own).
 This multiple target is roughly a 10-15% premium to our projected 18% 3-5
 year growth rate. Affording Viacom a premium multiple is based on two main
 factors. First, we continue to believe its assets are best positioned to
 capitalize on the current robust advertising market (which we expect to
 remain solid in 2001 despite the loss of Olympics and political spending)
 and see tremendous benefits from the integration of CBS and Viacom which
 will provide a distinctively unique and diversified advertising buy.
 Second, while EBITDA multiples are the standard for entertainment
 valuation, looking at Viacom from a free cash flow perspective shows that
 it is actually one of the cheapest in the group. We continue to rate Viacom
 as our top pick with a new target price of $85.
 
 IMPORTANT POINTS
 Viacom's total pro forma EBITDA increased 18% in the second quarter to
 $1.20 billion vs. $1.02 billion last year.  Results were driven by strong
 EBITDA growth at Cable Networks (up 22%), Television (up 48%) and Infinity
 (up 24%).
 
 1.   Cable Networks EBITDA increased 22% to $353.3 million, up from $289
 million last year and in line with our estimate of $353.2 million. Results
 from the Cable Networks were strong, driven by impressive advertising gains
 at MTV Networks (EBITDA up 23%) and higher DBS revenues/ subscriber growth
 at Showtime Networks (EBITDA up 17%).  MTVN achieved 26% higher worldwide
 advertising revenue during the quarter, increasing total revenues by 18% to
 $739 million and EBITDA by 23% to $308 million. Total MTVN subs increased
 10% to almost 580 million (up from 527 million) driven by 16% growth at
 Nickelodeon worldwide.  Showtime Networks increased subs by 9% to 24.2
 million (up from 22.3 million).  Showtime's revenues and EBITDA increased
 8% and 17%, respectively.
 
 Cable Networks reflect a $5 million purchase price accounting charge
 related to the CBS merger and the incorporation of The Nashville Network
 and Country Music Television into the group.
 
 Going forward, we expect results at the cable group to remain strong and
 expect to see significant improvement in both of the acquired CBS
 assets. CMT has tremendous opportunity to benefit from the music
 television expertise of both MTV and VH-1 to grow that business.
 Moreover, TNN with the planned addition of WWF wrestling should leapfrog
 in the ratings.
 
 2.   Television EBITDA increased 48% to $346.7 million, up from $234.5
 million last year and above our estimate of $308.1 million (12.5% higher
 than our forecast). Television results increased dramatically during the
 second quarter, led by gains at the CBS Network and the Paramount/CBS
 Stations.  The group benefited from continued strength in the national and
 local advertising markets, the airing of the NCAA Final Four Championship
 Tournament during the quarter and improved margins at owned and operated
 stations.  Although CBS ratings have been riding high on the success of
 Survivior, the show's popularity had a minimal impact on quarterly results
 because most ad time was sold in advance of its successful debut in order
 to insure a modest profit. What Survivor has been able to do is lower the
 overall age of the CBS viewer, attracting a much larger percent of the
 desired 18-49 demographic. Survivor has had a "halo" affect on other shows
 which has contributing to this trend toward a younger demographic.  We also
 believe the post-Super Bowl airing of Survivor II is likely to have a
 significant positive impact on Q1 `01 results.
 
 Television is another significant area at Viacom that should benefit
 tremendously going forward from the merged company. The six duopoly
 markets created by the merger (VIA is including Baltimore/D.C) have the
 potential of both enhancing advertising selling while simultaneously
 lowering cost and therefore significantly enhancing margins. We believe
 that the television station group is one that will benefit tremendously
 from Mel Karmazin's leadership and experience.
 
 3.   Infinity EBITDA increased 24% to $457.6 million, up from $368 million
 last year and above our estimate of $440.3 million (+3.9% above our
 forecast). Infinity results were better than expected due to the continued
 strength in the national and local advertising markets and strong revenue
 gains at Radio and Outdoor.  Infinity completed its acquisition of two
 radio stations in San Antonio, Texas and Giraudy, one of France's largest
 outdoor advertising companies.  Infinity also acquired Italian outdoor
 media sales company Societa Manifesti & Affissioni S.p.A. during the
 quarter.  Please see DLJ Broadcasting Analyst Geoff Jones' August 3 note,
 Second Quarter Results In-line with Estimates; Proforma Revenue up 18%, Led
 by 20% Radio Growth, for more detail.
 
 4.   Entertainment EBITDA increased 16% to $114.4 million, up from $98.8
 million last year and modestly below our estimate of $119.4 million (-4.2%
 below our forecast). Entertainment results improved primarily due to the
 successful theatrical releases of Mission: Impossible 2 (grossing $431
 million worldwide, $211 million domestic), Shaft ($61.8 million domestic)
 and Rules of Engagement ($61.2 million domestic). Results were slightly
 below estimates due to a $15 million charge related to Viacom's early
 adoption of a new motion picture accounting standard (Statement of Position
 00-2).  The standard includes changes in revenue recognition and accounting
 for advertising, development and overhead costs.
 
 5.   Video EBITDA increased 8% to $113.2 million, up from $104.5 million
 last year and slightly below our estimate of $114.6 million (-1.2% below
 our forecast). Video (Blockbuster) results were strong versus last year,
 driven by increases in the number of company-operated stores, same-store
 sales growth of 11%, and improved cost containment at the store and
 corporate levels. Blockbuster closed the quarter with 7,367 stores, up 11%
 vs. last year.  Segment results also included a $13 million loss related
 Blockbuster's online operations.
 
 Blockbuster continues to try and diversify its long-term revenue stream,
 positioning itself as an entertainment hub for movies, by courting the
 eventual video-on-demand market. Most recently, Blockbuster signed a deal
 with Enron whereby Blockbuster's entertainment services will be delivered
 through the Enron Intelligent Network. Enron will store and stream movies
 for major telecommunication providers SBC and Covad and other distributors
 who will deliver the content through high speed digital subscriber lines to
 set-top boxes in customer's homes. While we are still uncertain how
 successful this strategy will be, Blockbuster clearly needs to diversify
 away from the potential of a drastically reduced video rental market down
 the line.
 
 6.   Publishing EBITDA decreased 50% to $8.5 million, down from $16.9
 million last year. Publishing results were down significantly during the
 quarter due to a tough 1999 comparison created by the timing of major title
 releases in the Pocket Books and Trade divisions.  Best selling titles
 during the quarter included Before I Say Goodbye by Mary Higgins Clark and
 Soul Stories by Gary Zukav.
 7.   Online EBITDA loss widened to $83.3 million from loss of $5.2 million
 last year - better than our loss estimate of a $90 million. Online results
 were generally impacted by increased investment in technology and
 personnel-among other costs commonly associated with new online businesses.
 Revenues for the group more than tripled during the quarter (rising 266% to
 $28 million), driven by increased advertising sales across Internet
 properties.  The MTVi Group remained a top online entertainment destination
 during the quarter,  and attracted 4.7 million unique visitors in June
 alone.  Unique visitors to iWon.com have increased sharply since launching
 in October of 1999, and reached 8.5 million in June.
 
 Other operating points include:
 
 ú    Goodwill of approximately $50 billion related to the CBS merger is
 being amortized on a straight-line basis over the estimated useful asset
 lives not to exceed 40 years.
 
 ú    Total charges in the quarter totaled nearly $1.5 billion. Roughly $700
 million related to the merger and $800 million related to new accounting
 laws requiring VIA to restate the carrying value of film library titles.
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