If I worked for Tribune, I'd say forget the ESOP and begin looking for a new job. I'll bet the company's best journalists are already packing their keyboards. The last good journalist out won't have to turn out the lights. The electric utility will already have shut off the power.
I suspect that Zell has another ESOP card up his sleeve. Tribune owns both television stations and newspapers in four markets—Los Angeles, New York, Hartford, and South Florida. The sale will require Zell to obtain "cross-ownership" waivers from the FCC if he wants to keep all of his overlapping properties, which he very much does for now. Just by postponing the consummation of the Tribune deal, the FCC could cause it to unravel. Identifying the new Tribune Co. as an employee-owned entity would give Zell's legal team political leverage: "If you deny us our waiver, we'll kill this struggling multibillion-dollar media company!"
And what if the whole deal collapses? Zell has that covered that possibility creatively. Tribune will owe him a $25 million breakup fee.
Columbia University President Lee C. Bollinger just won nomination to the Washington Post Co. board of directors. As a Post Co. employee, I think I'd be a much better corporate steward. Please second my self-nomination by sending e-mails filled with praise to email@example.com. (E-mail may be quoted by name unless the writer stipulates otherwise. Permanent disclosure: Slate is owned by the Washington Post Co.)