Calculation of Registration Fee
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Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-155374 CALCULATION OF REGISTRATION FEE Proposed Proposed maximum maximum Amount of Title of each class of securities to be Amount to be offering price aggregate registration registered registered per unit offering price fee (1)(2) 7.250 % Notes due 2019 $400,000,000 99.614% $398,456,000 $15,720.00 (1) Pursuant to Rule 415(a)(6) under the Securities Act of 1933, as amended, (the “Securities Act”) the filing fee of $100,000 related to $400,000,000 principal amount of debt securities that were registered under registration statement no. 333-72162 filed on October 24, 2001 (the “Previously Registered Securities”) and have not been issued and sold will be applied to the filing fee for this registration statement. (2) This completely exhausts the filing fee paid for the Previously Registered Securities. Going forward, the Registrant will be issuing securities on a pay-as-you-go basis pursuant to Rule 456(b) under the Securities Act. Table of Contents Prospectus Supplement To Prospectus dated November 14, 2008 The Washington Post Company $400,000,000 7.250% Notes due 2019 Issue price: 99.614% Interest payable February 1 and August 1. The 7.250% Notes due 2019 (the “Notes”) are an issue of the debt securities described in the accompanying prospectus. Interest on the Notes will be payable semi-annually on February 1 and August 1 of each year commencing August 1, 2009. The Notes will mature on February 1, 2019. We may redeem the Notes in whole or in part at any time and from time to time prior to their maturity at the redemption price described in this prospectus supplement under the heading “Description of Notes—Optional Redemption.” Upon the occurrence of a Change of Control Repurchase Event, we will be required to make an offer to purchase the Notes at a price equal to 101% of their principal amount to the date of repurchase plus any accrued and unpaid interest. Investing in these securities involves certain risks. See the information included and incorporated by reference in this prospectus supplement for a discussion of the factors you should carefully consider before deciding to purchase these securities. The Notes will be our general unsecured obligations and will rank equally in right of payment with all of our other existing and future unsecured and unsubordinated indebtedness. Underwriting Discounts Proceeds, Before Price to Public and Commissions Expenses, to Company Per note 99.614% 0.650% 98.964% Total $398,456,000 $2,600,000 $395,856,000 Interest on the Notes will accrue from January 30, 2009 to the date of delivery. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities, or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense. The underwriters expect to deliver the Notes to purchasers in book-entry form on or about January 30, 2009 through the facilities of the Depository Trust Company and its direct and indirect participants. Joint Book-Running Managers Citi J.P. Morgan Senior Co-Managers SunTrust Robinson Humphrey Wachovia Securities Co-Managers BNY Mellon Capital Markets, LLC PNC Capital Markets LLC Wells Fargo Securities The date of this Prospectus Supplement is January 27, 2009 Table of Contents You should rely only on the information provided in this prospectus supplement and the accompanying prospectus or any free writing prospectus filed by us with the Securities and Exchange Commission (the “Commission”), including the information incorporated by reference. We have not authorized anyone to provide you with different information. We are not offering the securities in any state where the offer is not permitted. You should not assume that the information in this prospectus supplement, or the accompanying prospectus, is accurate at any date other than the date indicated on the cover page of these documents. Table of contents Prospectus Supplement About This Prospectus Supplement S-iii Special Note Regarding Forward-Looking Statements S-iii Where You Can Find More Information S-iv Incorporation of Certain Documents By Reference S-v Prospectus Supplement Summary S-1 Risk Factors S-10 Use of Proceeds S-11 Ratio of Earnings to Fixed Charges S-11 Description of Notes S-12 United States Federal Income Tax Consequences S-21 Underwriting S-24 Legal Matters S-26 Experts S-26 Prospectus About this Prospectus 1 Where You Can Find More Information 1 Incorporation of Certain Documents By Reference 2 Forward-Looking Statements 3 The Washington Post Company 3 Use of Proceeds 3 Ratio of Earnings to Fixed Charges 4 Description of The Debt Securities 5 Plan of Distribution 13 Legal Matters 14 Experts 14 S-ii Table of Contents About this prospectus supplement This document consists of two parts. The first part is the prospectus supplement, which describes the specific terms of the Notes we are offering and certain other matters relating to The Washington Post Company (together with its subsidiaries, the “Company”). The second part, the base prospectus, gives more general information about securities we may offer from time to time, some of which does not apply to the Notes we are offering. Generally, when we refer to the prospectus, we are referring to both parts of this document combined. If the description of the Notes in the prospectus supplement differs from the description in the base prospectus, the description in the prospectus supplement supersedes the description in the base prospectus. Before purchasing any Notes, you should carefully read both this prospectus supplement and the accompanying prospectus, together with the additional information described under the heading “Where You Can Find More Information.” Offers and sales of the Notes are subject to restrictions which are discussed in “Underwriting” below. The distribution of this prospectus supplement and the accompanying prospectus and the offering of the Notes in certain other jurisdictions may also be restricted by law. In this prospectus supplement and the accompanying prospectus, unless otherwise specified or the context otherwise requires, references to “dollars” and “$” are to U.S. dollars. Unless otherwise specified or the context otherwise requires, the terms “the Company,” “we,” “us,” and “our” refer to The Washington Post Company and its subsidiaries. Special note regarding forward-looking statements All public statements made by us that are not statements of historical fact, including certain statements made or incorporated by reference in this prospectus supplement or the accompanying prospectus, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements including comments about our business strategies and objectives, the prospects for growth in our various business operations, and our future financial performance are subject to various risks and uncertainties that could cause actual results or events to differ materially from those anticipated in such statements. Accordingly, undue reliance should not be placed on any such forward-looking statement. We assume no obligation to update any forward-looking statement after the date on which such statement is made, even if new information subsequently becomes available. S-iii Table of Contents Where you can find more information We have filed with the Commission a registration statement under the Securities Act of 1933, as amended (the “Securities Act”) that registers the distribution of the Notes. The registration statement, including the attached exhibits and schedules, contains additional relevant information about us and our securities. The rules and regulations of the Commission allow us to omit certain information included in the registration statement from this prospectus. In addition, we file annual, quarterly and current reports, proxy statements and other information with the Commission under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). You may read and copy this information at the following locations of the SEC. Public Reference Room 100 F Street, N.E. Washington, D.C. 20549 You may also obtain copies of this information by mail from the Public Reference Section of the Commission, 100 F Street, N.E., Washington, D.C. 20549, at prescribed rates. You may obtain information on the operation of the Public Reference Room by calling the Commission at 1-800-SEC- 0330. The Commission also maintains a website that contains reports, proxy statements and other information about issuers. The address of that site is http://www.sec.gov. You can also inspect reports, proxy statements and other information about the Company at the offices of the New York Stock Exchange, 20 Broad Street, New York, New York 10005. S-iv Table of Contents Incorporation of certain documents by reference The Commission allows us to “incorporate by reference” information into this prospectus supplement and the accompanying prospectus. This means that we can disclose important information to you by referring you to another document filed separately with the Commission. The information incorporated by reference is considered to be a part of this prospectus supplement and accompanying prospectus, except for any information that is superseded by information that is included directly in this document. This prospectus incorporates by reference the documents listed below that we have previously filed with the Commission. They contain important information about us and our predecessors. Company SEC Filings Period Annual Report on Form 10-K Year ended December 30, 2007 Quarterly Reports on Form 10-Q Quarters ended March 30, 2008, June 29, 2008 and September 28, 2008 Current Reports on Form 8-K As filed on January 17, 2008, February 7, 2008, May 16, 2008, June 10, 2008, June 12, 2008, July 2, 2008, November 19, 2008 and January 23, 2009. We incorporate by reference additional documents that we may file with the Commission between the date of this prospectus supplement and the termination or completion of the offering of the Notes.