FOR IMMEDIATE RELEASE	AT

THURSDAY, APRIL 16, 1998                                                                                                                           (202) 616-2771

                                                                                                                                                                                 TDD (202) 514-1888




LOEWS THEATRES AND CINEPLEX ODEON CORPORATION AGREE TO





CONDITION OF ALLOWING MERGER TO PROCEED





	WASHINGTON, D.C. -- The Department of Justice and the states
of New York and Illinois today allowed a merger between Loews
Theatres, a subsidiary of Sony Corporation, and Cineplex Odeon
Corporation to proceed after the companies agreed to sell 25
theaters in Manhattan and the metro Chicago area.

	Without the divestiture, the merger likely would have
resulted in an increase in prices to movie goers and a reduction
in the quality of movie theaters in both markets that show first-run movies.

	"This is a big win for movie-going consumers," said Joel I.
Klein, Assistant Attorney General in charge of the Antitrust
Division.  "With this divestiture, movie goers, whether they are
kids or working adults or seniors, will get the benefits of
competition."

	The Department, along with the Attorneys General of New York
and Illinois, filed suit in U.S. District Court in the Southern
District of New York to block the proposed merger of Loews
Theatres and Cineplex Odeon.  At the same time, a proposed
settlement was filed that, if entered by the court, will settle
the lawsuit.  Named as defendants are LTM Holdings, Inc., d/b/a
Loews Theatres; Sony Corporation of America, the parent company
of LTM Holdings, Inc.; Cineplex Odeon Corporation; and J. E.
Seagram Corp., the parent company of Universal Studios, Inc., the
largest Cineplex Odeon shareholder.   

	Klein said, "This divestiture completely restores the
competition that would have been lost.  Under the settlement, the
merged firm will not be any larger in either market than it was
before the transaction."

	According to the complaint, the proposed merger would have
combined the first and second largest theater chains in Manhattan
and Chicago.  In Manhattan and Chicago, the combined chains would
have had market shares, by revenue, of 67 percent and 77 percent,
respectively. The complaint states that the merger would have
reduced competition in both markets, leading to higher ticket
prices and reduced theater quality for first-run movies.  It also
would have allowed the newly merged firm to reduce competition by
lowering film rentals paid to distributors for first-run movies.

	The proposed settlement requires the defendants to divest 14
theaters in Manhattan and 11 in the Chicago area to a buyer or
buyers, acceptable to the Department, that will continue to
operate them as movie theaters.  The divested properties include
such prominent theaters as the Ziegfeld and the Chelsea in
Manhattan, and 600 North Michigan and the Watertower in Chicago.

	In both Manhattan and Chicago, the divestitures represent
slightly more than the leading firm would be acquiring in both
the number of screens and revenue.  After the divestitures take
place, the merged company will be no larger in either city than
the leading firm in that city was before the merger.  

	The 14 Manhattan theaters to be divested consist of 13
Cineplex Odeon theaters (Chelsea, Chelsea West, 1st & 62nd,
Ziegfeld, Park & 86th Street, Waverly Twin, Olympia, Art
Greenwich, Metro Twin, Beekman, Regency, 62nd & Broadway, and 59th
Street East) and one Sony-Loews theater (34th Street Showplace). 
The 11 Chicago area theaters to be divested consist of 8 Cineplex
Odeon theaters (600 North Michigan, 900 North Michigan, Biograph,
Bricktown, Watertower 1-4, Watertower 5-7, Burnham Plaza, and
Broadway) and 3 Sony-Loews theaters (Hyde Park Quad, River Run
Eightplex, and Old Orchard Quad).

	After the merger, the combined company will be called Loews
Cineplex Entertainment Corp. ("LCE").  Sony Pictures
Entertainment Inc. will own 51 percent of LCE; Universal Studios,
Inc. will own 26 percent of LCE; the Charles Rosner Bronfman
Family Trust and related parties will own 10 percent of LCE; and
the other Cineplex Odeon shareholders will own 13 percent of LCE.

	Cineplex Odeon Corporation, a Canadian company, is
headquartered in Toronto, Ontario.  It is one of the largest
exhibition companies in North America.  As of January 31, 1998,
Cineplex Odeon operated 1,723 screens at 312 locations, including
911 screens at 175 locations in the United States, 806 screens at
136 locations in Canada, and 6 screens at one location in Europe. 
Cineplex Odeon had annual revenues of approximately $500 million
in 1996.

	LTM Holdings, Inc. (d/b/a Loews Theatres) is an indirect
wholly owned subsidiary of Sony Corporation of America.  It 
operates one of the largest movie theater businesses in the
United States under the Loews Theatres and Sony Theatres
marquees.  As of January 31, 1998, Loews Theatres owned, operated
or had interests in 1,035 screens at 139 locations in 16 states
within the United States.  Loews Theatres had annual revenues of
approximately $375 million for the fiscal year ending February
28, 1997.

	As required by the Tunney Act, the proposed consent decree, along with the
Department's competitive impact statement, will be published in the Federal Register.  Any
person may submit written comments concerning the proposed decree during a sixty-day
comment period to Craig Conrath, Chief, Merger Task Force, Antitrust Division, U.S.
Department of Justice, Suite 4000,

1401 H Street, N.W., Washington, D.C. 20530.  At the conclusion of the comment period, the
Court may enter the consent decree upon a finding that it serves the public interest.

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