Prospectus Supplement No. 4 Filed Pursuant to Rule 424(b)(3)
(To Prospectus Dated May 19, 2000) Registration No. 333-35412
Prospectus Supplement
Dated July 14, 2000
This prospectus relates to the resale by the holders of our:
o $450,000,000 principal amount of 5.0% convertible notes due 2010, and
o the shares of Class A common stock issuable upon conversion of the
notes.
This prospectus supplement should be read in conjunction with, and may not be
delivered or utilized without, the prospectus dated May 19, 2000. The terms of
the notes are set forth in the prospectus.
The information in the table appearing under the heading "Selling
Securityholders" on page 33 in the prospectus is hereby amended by adding the
information below with respect to selling securityholders not previously listed
in the prospectus or in any amendments or supplements thereto, and by
superceding the information with respect to selling securityholders previously
listed in the prospectus or in any amendments or supplements thereto that are
listed below:
Number of Shares Percentage of
Principal Amount of Class A Common Number of Class A
at Maturity of 5.0% Stock Issuable Shares of Class Common Stock
Notes Beneficially Upon Conversion of A Common Stock Outstanding as
Owned That May the 5.0% Notes That Beneficially of July 12,
Selling Securityholders be Sold May be Sold Owned** 2000***
------------------------- ------------------- ------------------- --------------- --------------
ABN AMRO Incorporated $0 0 -- *
Arkansas Teachers Retirement System $0 0 -- *
Baptist Health of South Florida $0 0 -- *
BBT Fund, LP $0 0 -- *
Boston Museum of Fine Arts $0 0 -- *
BP Amoco Corporation Master Trust for Employee Pension
Plans $2,600,000 50,485 -- *
BP Amoco PLC, Master Trust $3,567,000 69,262 -- *
CALAMOS(R) Market Neutral Fund-CALAMOS(R) Investment
Trust $940,000 18,252 -- *
California Automobile Association $0 0 -- *
California State Automobile Association Co. $0 0 -- *
Champion International Corporation $0 0 -- *
Credit Suiss First Boston Corporation (1) $2,000,000 38,834 -- *
Deephaven Domestic Convertible Trading Ltd. $1,700,000 33,009 -- *
Engineers Joint Pension Fund $0 0 -- *
Forest Alternative Strategies Fund II LP A5M $0 0 -- *
Forest Fulcrum Fund LP $685,000 13,300 -- *
Granville Capital Corporation $17,000,000 330,097 -- *
Hotel Union & Hotel Industry of Hawaii $899,000 17,456 -- *
ITG, Inc. $197,000 3,825 -- *
Jeffries & Company Inc. $20,000 388 -- *
JP Morgan Securities Inc. $0 0 -- *
McMahan Securities Co. L.P. $97,000 1,883 -- *
Nicholas-Applegate Convertible Fund $0 0 -- *
Pacific Specialty (Convertibles) $0 0 -- *
Number of Shares Percentage of
Principal Amount of Class A Common Number of Class A
at Maturity of 5.0% Stock Issuable Shares of Class Common Stock
Notes Beneficially Upon Conversion of A Common Stock Outstanding as
Owned That May the 5.0% Notes That Beneficially of July 12,
Selling Securityholders be Sold May be Sold Owned** 2000***
------------------------- ------------------- ------------------- --------------- --------------
Physicians Life $0 0 -- *
Pilgrim Convertible Fund $0 0 -- *
PIMCO Convertible Bond Fund $0 0 -- *
Putnam Balanced Retirement Fund $0 0 -- *
Raymond James & Associates(1) $0 0 -- *
Salomon Smith Barney, Inc. (1) $0 0 -- *
San Diego City Retirement $0 0 -- *
San Diego County Convertible $2,133,000 41,417 -- *
The Estate of James Campbell $1,164,000 22,601 -- *
Tracor Inc. Employees Retirement Plan $322,000 6,252 -- *
UBS Warburg LLC $60,000 1,165 -- *
Viacom Inc. Pension Plan Master Trust $129,000 2,504 -- *
Wake Forest University $0 0 -- *
Zurich HFR Master Hedge Fund Index Ltd. $40,000 776 -- *
=========== ======= === ==
TOTAL $33,553,000 651,506 -- *
* Less than 1%.
** In addition to the shares issuable upon conversion of the notes.
*** Includes shares issuable upon conversion of the notes and additional shares beneficially owned as of July 12,
2000.
(1) Entity shown in the table, or an affiliate of the entity, was one of the initial purchasers of these notes
and/or other notes of the Company that were sold in a private placement. The initial purchasers acquired such
notes at a discount. In addition, some of these entities or their affiliates have participated in other
offerings of securities by the Company and/or have performed other banking services for which they have
received fees.