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MADELEINE BRAND, host:

From NPR News, this is DAY TO DAY.

Rupert Murdoch wants to buy Dow Jones, the media giant that publishes the Wall Street Journal. The board of directors meets today to consider Murdoch's $5 billion offer.

Steve Tripoli from MARKETPLACE is here. And Steve, I understand a single family controls Dow Jones, and that's the way it is at some of America's top newspapers - the New York Times, controlled by the Sulzbergers, the Grahams at the Washington Post.

Now the Bancrofts, they're the family behind Dow Jones. We don't know a lot about them, though.

STEVE TRIPOLI: Right. But what we do know is that like the Sulzbergers and like really many other media families, they control a minority of the shares but a majority over the voting power in the company.

They have what's called a dual class - a dual share class structure that essentially gives them control, even though they don't own most of the company, because their shares get more votes.

BRAND: Well - so what's the deal with these dual shares?

TRIPOLI: Well, the short answer is there is a historical reason for it. I spoke with Rick Edmonds. He's a media business analyst at the Poynter Institute, which is kind of a journalism think tank - founded by a newspaper-owning family, by the way - and Rick Edmonds says there is a good reason for this tradition.

Mr. RICK EDMONDS (Media Business Analyst, The Poynter Institute): It's been part of what has kept many newspapers strong editorially, and it was set up to allow a family to honor traditions and commitment to editorial quality in good times, in less good times for the business. And this is a time when all of that's being put to a test.

TRIPOLI: So Madeleine, in essence, the argument is that the news business has a special role to play in a democracy, and therefore it should be insulated for short-term market pressures.

BRAND: And Rick Edmonds, he's just said there that this is the time when that's being put to a test. Why now?

TRIPOLI: Well, because the bargain between the families and the shareholders has been fraying a little bit. Many shareholders, most notably at the New York Times, are saying to the families that the company should be performing better and returning more profits to shareholders.

And the test is a big one in the Wall Street Journal's case, because Rupert Murdoch put in a very high bid, roughly tow-thirds more than the Dow Jones' stock is trading for. And we're not sure at this moment that even some of the Bancrofts want to go for a premium like that.

BRAND: Well, Steve, should the public that consumes the news, should it care about all this? Because, you know, will they get a markedly different product?

TRIPOLI: Well, you know, I guess I have to say as a journalist I have to confess the bias that I see what we do is having a special role in a democratic society.

So with that caveat in mind, let me say as neutrally as possible, there are several areas, I guess, in society where people are facing this question of whether market forces should ever be trumped by larger social needs, and you hear this all the time in the health care debate.

Defenders of that principle in the media argue that you are already seeing what happens when companies with other interests get into the news business. At the extreme, you get this all Anna Nicole Smith all the time syndrome and less of a debate about things like health care or the direction of the Iraq war.

The other side of the argument is that there's so much information available now that any capable person can find all the quality news they want without much effort. So I'll let the competition roll. Take your pick on those arguments.

BRAND: Thank you, Steve. Steve Tripoli of Public Radio's daily business show MARKETPLACE, produced by American Public Media.

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