Prospectus Supplement No. 5 Filed Pursuant to Rule 424(b)(3)
(To Prospectus Dated May 19, 2000) Registration No. 333-35412
Prospectus Supplement
Dated August 10, 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 August 9,
Selling Securityholders be Sold May be Sold Owned** 2000***
------------------------- ------------------- ------------------- --------------- --------------
AXP Variable Portfolio - Managed Fund $1,031,000 20,019 -- *
Bank Austria Cayman Island, Ltd. $1,500,000 29,126 -- *
Clinton Riverside Convertible Portfolio Ltd. $0 0 -- *
Continental Assurance Company Separate Account (E) $960,000 18,640 -- *
Credit Suiss First Boston Corporation (1) $0 0 -- *
Deephaven Domestic Convertible Trading Ltd. $0 0 -- *
Goldman Sachs and Company (1) $10,000 194 -- *
Granville Capital Corporation $17,000,000 330,097 -- *
IDS Life Series Fund, Inc. - Income Portfolio $64,000 1,242 -- *
Putnam Convertible Income-Growth Trust $7,000,000 135,922 -- *
Ramius Capital Group Holdings, Ltd. $0 0 -- *
TCW Group, Inc. $33,455,000 649,611 -- *
Teachers Insurance and Annuity Association $11,000,000 213,592 -- *
=========== ========= === ==
TOTAL $72,020,000 1,398,443 -- *
* 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 August 9, 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.
