<B>The Back Lot:</B> Tribune the latest puzzle

The still unfolding melodrama of the Tribune deal reminds us of several basic realities of corporate negotiation. The dealmakers play their high-stakes game with macho self-importance, yet none of them really knows where these stratagems may lead. In fact, most corporate acquisitions play out like the war in Iraq, lacking both an exit strategy and a modus operandi.

The tortuous Tribune talks may (or may not) end up with an obscure character named Sam Zell as the proprietor of one of the nation’s most important media companies. Or in fact, Zell’s “victory” may simply trigger yet another round of machinations.

At some level, the negotiations are reminiscent of Viacom’s surprise acquisition of DreamWorks — a deal that also had its twists and turns. Only now, precisely one year after the deal took effect, is it possible to glimpse the true impact on the companies involved and on the entertainment community.

As with Tribune, more than one entity was zealously courting DreamWorks, though we didn’t know it at the time. Hollywood players assumed that Universal would comfortably close a deal to keep DreamWorks within its fold. They forgot, however, that Universal itself had become a mere fiefdom of giant General Electric, and that the GE overlords had their own style of negotiation. When talks stalled at the 11th hour, a petulant David Geffen went into overdrive. DreamWorks was instantly delivered into the Viacom camp.

The aftershocks are still resonating. Clobbered by the loss of both product and self-esteem, Universal only lately has been regaining its stride. The company is optimistic about its upcoming slate of movies, but is just now figuring out how to cope with its shortfall of family films. In conscripting Chris Meladandri from 20th Century Fox, Universal hopes to mobilize an important entry in the animation arena — one that will likely attract its own equity funding.

The Meladandri move, to be sure, dealt a blow to 20th Century Fox, a company with an abundance of attitude. Surprised that its executive ranks could be pillaged, Fox bestowed perks on some of its remaining executives — an unexpected tangential bounty from the DreamWorks deal.

Then there’s the Paramount impact. The $1.6 billion price tag immediately prompted some snarky commentaries from blogdom, but these early critiques overlooked several factors — such as the DreamWorks library. Viacom promptly sold the library of 59 films to a George Soros-led group for more than $900 million, easily offsetting the DreamWorks purchase price for Viacom.

Also overlooked was the unstated value of the DreamWorks executive corps, which by now has infiltrated the Paramount bureaucracy at almost all levels. Paramount jobs have been lost, but the studio reflects a new (and sporadically quarrelsome) energy.

The harsh reality is that Paramount would likely be gasping for air were it not for the DreamWorks acquisition. Some eight films are teed up for release this year on the Paramount label, vs. six from DreamWorks and two from DreamWorks Animation. Viacom executives like to talk about the potential of the MTV and Nickelodeon labels, but it’s the DreamWorks label that’s at the center of the action.

Presiding over the DreamWorks slate, of course, is none other than Stacey Snider, who jumped from Universal. While she’s earning high marks at her new home, she didn’t exactly leave a fan club behind at Universal — someone had to take the heat for “Miami Vice,” for example. Now Snider’s successors, Marc Shmuger and David Linde, occasionally find themselves bidding against Snider on projects.

But Shmuger and Linde themselves have a new boss to deal with — Jeff Zucker, the chief of NBC Universal who is TV-born and bred.

Zucker says he will patiently learn the business under the tutelage of Ron Meyer, the Universal Studios chief and a man who has instructed a succession of bosses of varying backgrounds and nationalities.

Meyer’s previous student, Bob Wright, however, made no effort to conceal his mounting skepticism about the movie business, even though his problems on the TV side loomed even larger. Hopefully, Zucker will display a sunnier disposition, and the studio’s releases will reinforce his optimism.

If it’s taken a year to size up the DreamWorks deal, the Tribune traumas may take even longer to unravel. It seems safe to intuit, however, that if the public feels clueless, the insiders — those carving out the deals — are surely even more baffled about where the negotiations may lead.

“Stay tuned,” Sam Zell may advise.

A lot of folks may find that advice uniquely discomfiting.

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