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ITT REJECTS HILTON BID; MAY LOOK TO SELL KNICKS, RANGERS

          ITT's stake in the Knicks, Rangers and Madison Square
     Garden "likely" will be put up for sale following its public
     rejection yesterday of a $6.5B hostile takeover offer from
     Hilton Hotels Corp., according to Sanger & Zipay in NEWSDAY. 
     ITT said it would explore ways "to realize the value of non-
     core assets," its definition of which included 50% of the
     Garden, its teams and cable network and half of N.Y.
     broadcast station WBIS+.  Cablevision, which purchased MSG
     in '95 with ITT and has the first opportunity to buy ITT's
     Garden stake "wouldn't say" yesterday whether it would
     exercise that option, but "many observers speculate that
     Cablevision can't afford" the estimated $500M-plus price
     tag.  Sanger & Zipay note ITT could spin off its properties
     to existing shareholders or sell it to the public, adding
     "it's possible" the teams, arena and WBIS+ could be sold
     separately (NEWSDAY, 2/13).  Selling off non-core assets
     such as MSG and WBIS+ "is exactly" what Hilton CEO Stephen
     Bollenbach "vows to do if he wrests control of the company." 
     Besides Cablevision, ITT has held "super-preliminary" talks
     with News Corp. CEO Rupert Murdoch about the properties
     (Douglas Feiden, N.Y. DAILY NEWS, 2/13).  News Corp. Group
     General Arthur Siskind: "If the Garden's assets came on the
     market, we would consider it" (WALL STREET JOURNAL, 2/13).  
          DIG IN: A source close to ITT said the company has
     hired a third investment bank to help "explore the sale of
     assets," but the source added any "takeover battle will be a
     marathon, giving the company time to complete the sales"
     (Jon Elsen, N.Y. POST, 2/13). ITT added that it would fight
     the hostile takeover in Federal Court in NV, where Hilton
     filed a lawsuit to keep ITT from using anti-takeover
     measures (Kenneth Gilpin, N.Y. TIMES, 2/13).  Oppenheimer
     Gaming and Lodging Analyst David Wolfe: "I think they're
     setting themselves up for quite a battle in the corporate
     field, and everyone who talks about the Holyfield-Tyson
     fight coming up, we've got one right in the corporate world
     going on right now" ("Moneyline," CNN, 2/12).
     

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