SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                             -----------------------
                                    FORM 10-K

                        FOR ANNUAL AND TRANSITION REPORTS
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

(Mark One)
    [X]         ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934
                   For the fiscal year ended December 31, 2000

                                       OR

    [ ]      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934
             For the transition period from __________ to __________

                          Commission file number 1-2999
                          CHRIS-CRAFT INDUSTRIES, INC.
             (Exact name of registrant as specified in its charter)

         Delaware                                          94-1461226
(State or other jurisdiction of                         (I.R.S. Employer
incorporation or organization)                         Identification No.)

767 Fifth Avenue, New York, New York                      10153
(Address of principal executive offices)                (Zip Code)

Registrant's telephone number, including area code: (212) 421-0200

Securities registered pursuant to Section 12(b) of the Act:

                                                Name of each Exchange
    Title of each class                         on which registered

    Convertible Preferred Stock                 New York Stock Exchange
      $1.40 cumulative dividend                 Pacific Exchange

    Common Stock, $.50 par value                New York Stock Exchange
                                                Pacific Exchange

Securities registered pursuant to Section 12(g) of the Act:

                      Class B Common Stock, $.50 par value
                                (Title of class)

     Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X] No [ ]

     Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [X]

     The aggregate market value of the voting stock held by non-affiliates of
the registrant, as of February 28, 2001, was approximately $2,313,000,000.

     As of February 28, 2001, there were 27,273,688 shares of the registrant's
Common Stock and 7,769,269 shares of the registrant's Class B Common Stock
outstanding.

<PAGE> 2
                       DOCUMENTS INCORPORATED BY REFERENCE

     The documents incorporated by reference into this Form 10-K and the Parts
hereof into which such documents are incorporated are listed below:


                         Document       Part

                          None.

<PAGE> 3
                                     PART I

ITEM 1.  BUSINESS.

                                     General

     Chris-Craft Industries, Inc. ("Chris-Craft"), the registrant, was organized
in Delaware in 1928 and adopted its present name in 1962. Chris-Craft's
principal business is television broadcasting, conducted through its majority
owned (80% at February 28, 2001) subsidiary, BHC Communications, Inc. ("BHC"),
which owns 100% of Chris-Craft Television, Inc. ("CCTV"), 100% of Pinelands,
Inc. ("Pinelands") and, as of February 28, 2001, 57.9% of United Television,
Inc. ("UTV").

     At February 28, 2001, Chris-Craft (including BHC and UTV) had 1,274
full-time employees and 138 part-time employees.

     The information appearing in Note 10 of Notes to Consolidated Financial
Statements in the Annual Report, Industry Segment Information, is incorporated
herein by reference.

                   Acquisition by The News Corporation Limited

     Chris-Craft, BHC and UTV have each agreed to be acquired by The News
Corporation Limited ("News Corp.") for consideration consisting of cash and News
Corp. preferred American depositary shares ("ADSs"). The mergers are structured
initially as "forward mergers" as described below. For each merger to be
effected as a forward merger, the parties to that merger must obtain a favorable
tax ruling from the Internal Revenue Service regarding the merger and a related
tax opinion from their respective legal counsel. In addition, the Federal
Communications Commission ("FCC") must consent to the mergers and related
reorganization transactions and the structure proposed by the parties for the
ownership and operation of Chris-Craft's, BHC's and UTV's television stations
following the mergers. If those tax and regulatory conditions are not met with
respect to a particular merger, that merger will be restructured as a "reverse
merger" as described below.

     If a merger is effected as a forward merger, Chris-Craft, BHC and UTV, as
applicable, simultaneously with the closing of the merger, will merge into News
Publishing Australia Limited, a subsidiary of News Corp. News Publishing will
survive each of the forward mergers and transfer the television assets formerly
held by Chris-Craft, BHC and UTV, as applicable, to a subsidiary of Fox
Entertainment Group. The Fox Entertainment Group subsidiary will simultaneously
transfer the title to all of the FCC licenses to Fox Television Stations, Inc.

     If a merger is restructured as a reverse merger, a subsidiary of Fox
Entertainment Group will merge into Chris-Craft, BHC or UTV, as applicable, and
Chris-Craft, BHC or UTV, as applicable, will be the surviving corporation. The
Chris-Craft merger will occur first, followed by the BHC merger and then the UTV
merger. Because each merger is a separate transaction, it is possible that one
or more of the mergers may be effected as a forward merger, with the other
mergers being effected as reverse mergers.

     The principal difference to stockholders between the forward mergers and
the reverse mergers is that, in the forward mergers, the receipt of preferred
ADSs, but not cash, by Chris-Craft, BHC or UTV stockholders will generally be
tax-free for U.S. federal income tax purposes. In the reverse mergers, such
receipt will be taxable. In addition, under a forward merger, the respective
stockholders will have the ability to elect to receive the consideration as all
cash, all stock or a combination thereof, subject to pro-ration and adjustment
as described in the merger agreement related thereto. In the reverse mergers,
Chris-Craft, BHC and UTV stockholders will receive more consideration than they
would otherwise receive in the forward mergers; however, they will not be able
to make any election as to the type of merger consideration they will receive.

     Chris-Craft has agreed to vote its BHC stock in favor of the acquisition of
BHC by News Corp., and BHC has agreed to vote its UTV stock in favor of the
acquisition of UTV by News Corp. The parties anticipate that the transactions
will be completed in the first half of 2001. Closing of the transactions will be
conditioned on stockholder approvals and other regulatory and contractual
conditions.

<PAGE> 4
                               Television Division

     BHC operates six very high frequency ("VHF") television stations and four
ultra high frequency ("UHF") television stations, together constituting
Chris-Craft's Television Division. Commercial television broadcasting in the
United States is conducted on 68 channels numbered 2 through 69. Channels 2
through 13 are in the VHF band, and channels 14 through 69 are in the UHF band.
In general, UHF stations are at a disadvantage relative to VHF stations, because
UHF frequencies are more difficult for households to receive. This disadvantage
is eliminated when a viewer receives the UHF station through a cable system.

     Commercial broadcast television stations may be affiliated with one of the
three major national networks (ABC, NBC and CBS); three more recently
established national networks (Fox Broadcasting Company ("Fox"), United
Paramount Network ("UPN"), and The WB Network ("WB")), which provide
substantially fewer hours of programming; or may be independent.

     The following table sets forth certain information with respect to BHC
stations and their respective markets:

                                                      Total
                                                   Commercial
              Network Af-    DMA TV                 Stations          DMA
Station and   filiation/     House-       DMA     Operating in     Cable TV
Location(1)   Channel        holds(2)    Rank(2)    Market(3)    Penetration(4)
-----------   -----------  ----------   --------  ------------   --------------
WWOR (5)       UPN 9        6,935,610      1st       6VHF             75%
Secaucus                                            14UHF

KCOP           UPN 13       5,354,150      2nd       7VHF             65%
  Los Angeles                                       10UHF

KPTV           UPN 12       1,017,760     23rd       4VHF             62%
  Portland                                           2UHF

KMSP           UPN 9        1,510,130     14th       4 VHF            55%
  Minne-                                             3 UHF
  apolis/
  St. Paul

KTVX           ABC 4          732,380     36th       4 VHF            53%
  Salt                                               2 UHF
  Lake City

KMOL           NBC 4          693,810     37th       3 VHF            65%
  San                                                3 UHF
  Antonio

KBHK           UPN 44       2,431,720      5th       4 VHF            72%
  San                                               10 UHF
  Francisco

KUTP           UPN 45       1,441,660     17th       4 VHF            59%
  Phoenix                                            4 UHF

WRBW           UPN 65       1,126,000     21st       3 VHF            76%
  Orlando                                            9 UHF

WUTB           UPN 24       1,010,160     24th       3 VHF            68%
  Baltimore                                          3 UHF

------------

    (1) KCOP and KPTV are wholly owned by CCTV; WWOR is owned by Pinelands; the
remaining stations are owned by UTV or wholly owned subsidiaries of UTV.

    (2) Designated Market Area ("DMA") is an exclusive geographic area
consisting of all counties in which the home-market commercial stations received
a preponderance of total viewing hours. The ranking shown is the nationwide
rank, in terms of television households in DMA, of the market served by the
station. Source: Nielsen Media Research television households universe
estimates.

    (3) Additional channels have been allocated by the FCC for activation as
commercial television stations in certain of these markets. Also, additional
stations may be located within the respective DMAs of UTV stations but outside
the greater metropolitan television markets in which UTV stations operate.

   (4)  Cable penetration refers to the percentage of DMA television viewing
households receiving cable television service, as estimated by Nielsen Media
Research.

   (5)  WWOR UPN 9 broadcasts across a tri-state area including the entire
New York City metropolitan area.

<PAGE> 5

     Television stations derive their revenues primarily from selling
advertising time. The television advertising sales market consists primarily of
national network advertising, national spot advertising and local spot
advertising. An advertiser wishing to reach a nationwide audience usually
purchases advertising time directly from the national networks, "superstations"
(i.e., broadcast stations carried by cable operators in areas outside their
broadcast coverage area), barter program syndicators, national basic cable
networks, or "unwired" networks (groups of otherwise unrelated stations whose
advertising time is combined for national sale). A national advertiser wishing
to reach a particular regional or local audience usually buys advertising time
from local stations through national advertising sales representative firms
having contractual arrangements with local stations to solicit such advertising.
Local businesses generally purchase advertising from the stations' local sales
staffs.

     Television stations compete for television advertising revenue primarily
with other television stations and cable television channels serving the same
DMA. There are 210 DMAs in the United States. DMAs are ranked annually by the
estimated number of households owning a television set within the DMA.
Advertising rates that a television station can command vary in part with the
size, in terms of television households, of the DMA served by the station.

     Within a DMA, the advertising rates charged by competing stations depend
primarily on four factors: the stations' program ratings, the time of day the
advertising will run, the demographic qualities of a program's viewers
(primarily age and sex), and the amount of each station's inventory. Ratings
data for television markets are measured by A.C. Nielsen Company ("Nielsen").
This rating service uses two terms to quantify a station's audience: rating
points and share points. A rating point represents one percent of all television
households in the entire DMA tuned to a particular station, and a share point
represents one percent of all television households within the DMA actually
using at least one television set at the time of measurement and tuned to the
station in question.

     Because the major networks regularly provide first-run programming during
prime time viewing hours (in general, 8:00 P.M. to 11:00 P.M. Eastern/Pacific
time), their affiliates generally (but do not always) achieve higher audience
shares, but have substantially less advertising time ("inventory") to sell,
during those hours than affiliates of the newer networks or independent
stations, since the major networks use almost all of their affiliates' prime
time inventory for network programming. Although the newer networks generally
use the same amount of their affiliates' inventory during network broadcasts,
the newer networks provide less programming; accordingly, their affiliates, as
well as non-affiliated stations, generally have substantially more inventory for
sale than the major-network affiliates. The newer network affiliates' and
independent stations' smaller audiences and greater inventory during prime time
hours generally result in lower advertising rates charged and more advertising
time sold during those hours, as compared with major affiliates' larger
audiences and limited inventory, which generally allow the major-network
affiliates to charge higher advertising rates for prime time programming. By
selling more advertising time, the new-network or independent station typically
achieves a share of advertising revenues in its market greater than its audience
ratings. On the other hand, total programming costs for such a station, because
it broadcasts more syndicated programming than a major-network affiliate, are
generally higher than those of a major-network affiliate in the same market.
These differences have been reduced by the growth of the Fox network, which
currently provides 15 weekly hours of programming during prime time and
additional programming in other periods, and are being reduced further as the
other newer networks provide expanded schedules of programming.


     Programming

     BHC's UPN stations depend heavily on independent third parties for
programming, as do KTVX and KMOL for their non-network broadcasts. Recognizing
the need to have a more direct influence on the quality of programming available
to its stations, and desiring to participate in potential profits through
national syndication of programming, BHC invests directly in the development of
original programming. The aggregate amount invested in original programming
through December 31, 2000 was not significant to Chris-Craft's financial
position. BHC television stations also produce programming directed to meet the
needs and interests of the area served, such as local news and events, public
affairs programming, children's programming and sports.

     Programs obtained from independent sources consist principally of
syndicated television shows, many of which have been shown previously on a major
network, and syndicated feature films, which were either made for network
television or have been exhibited previously in motion picture theaters (most of
which films have been shown previously on network or cable television).
Syndicated programs are sold to individual stations to be broadcast one or more
times. Television stations not affiliated with a major network generally have
large numbers

<PAGE> 6

of syndication contracts; each contract is a license for a particular series or
program that usually prohibits licensing the same programming to other
television stations in the same market. A single syndication source may provide
a number of different series or programs.

     Licenses for syndicated programs are often offered for cash sale (i.e.,
without any barter element) to stations; however, some are offered on a barter
or cash plus barter basis. In the case of a cash sale, the station purchases the
right to broadcast the program, or a series of programs, and sells advertising
time during the broadcast. The cash price of such programming varies, depending
on the perceived desirability of the program and whether it comes with
commercials that must be broadcast (i.e., on a cash plus barter basis). Barter
programming is offered to stations for no cash consideration, but comes with a
greater number of commercials that must be broadcast and, therefore, with less
inventory.

     Barter and cash plus barter programming reduce both the amount of cash
required for program purchases and the amount of time available for sale.
Although the direct impact on broadcasters' operating income generally is
believed to be neutral, program distributors that acquire barter air time
compete with television stations and broadcasting networks for sales of air
time. Chris-Craft believes that the effect of barter on BHC television stations
is not significantly different from its impact on the industry as a whole.

     BHC television stations are frequently required to make substantial
financial commitments to obtain syndicated programming while such programming is
still being broadcast by another network and before it is available for
broadcast by BHC stations, or even before it has been produced. Generally,
syndication contracts require the station to acquire an entire program series,
before the number of episodes of original showings that will be produced has
been determined. While analyses of network audiences are used in estimating the
value and potential profitability of such programming, there is no assurance
that a successful network program will continue to be successful or profitable
when broadcast after initial network airing.

     Pursuant to generally accepted accounting principles, commitments for
programming not available for broadcast are not recorded as liabilities until
the programming becomes available for broadcast, at which time the related
contract right is also recorded as an asset. BHC television stations had
unamortized film contract rights for programming available for telecasting and
deposits on film contracts for programming not available for telecasting
aggregating $165,113,000 as of December 31, 2000. The stations were committed
for film and sports rights contracts aggregating $280,100,000 for programming
not available for broadcasting as of that date. License periods for particular
programs or films generally run from one to five years. Long-term contracts for
the broadcast of syndicated television series generally provide for an initial
telecast and subsequent reruns for a period of years, with full payment to be
made by the station over a period of time shorter than the rerun period. See
Notes 1(C) and 9 of Notes to Consolidated Financial Statements.

     KTVX and KMOL are primary affiliates of their respective networks. UTV has
10-year affiliation agreements for KTVX and KMOL, which expire in 2005. Current
FCC rules do not limit the duration of affiliation agreements. The licensee
subsidiaries for Chris-Craft's eight UPN-affiliated stations have agreed to
modify and extend the terms of their UPN affiliations to the end of the
2001-2002 season (approximately August 31, 2002). The subsidiaries have options,
exercisable by December 17, 2001, to extend the affiliation term for each of
their stations through the end of the 2004-2005 season (approximately August 31,
2005).

     An affiliation agreement gives the affiliate the right to broadcast all
programs transmitted by the network. Network programs are produced either by the
networks themselves or by independent production companies and are transmitted
by the networks to their affiliated stations for broadcast. The affiliate must
run in its entirety, together with all network commercials, any network
programming the affiliate elects or is required to broadcast, and is allowed to
broadcast a limited number of commercials it has sold.

     Subject to certain limitations contained in the affiliation agreement, an
affiliate may accept or reject a program offered by the network and instead
broadcast programming from another source. Rejection of a program may give the
network the right to offer that program to another station in the area.

     For each hour of programming broadcast by the affiliate, the major networks
generally have paid their affiliates a fee, specified in the agreement (although
subject to change by the network), which varies in amount depending on the time
of day during which the program is broadcast and other factors. Prime time
programming

<PAGE> 7

generally earns the highest fee. A network may, and sometimes does, designate
certain programs to be broadcast with no compensation to the station.


         Sources of Revenue

     The principal source of revenues for BHC stations is the sale of
advertising time to national and local advertisers. Such time sales are
represented by spot announcements purchased to run between programs and program
segments and by program sponsorship. Most advertising contracts are short-term.
The relative contributions of national and local advertising to BHC's gross cash
advertising revenues vary from time to time.

     BHC's television business is seasonal, like that of the television
broadcasting business generally. In terms of revenues, generally the fourth
quarter is strongest, followed by the second, third and first.

     Advertising is generally placed with BHC stations through advertising
agencies, which are allowed a commission generally equal to 15% of the price of
advertising placed. National advertising time is usually sold through a national
sales representative, which also receives a commission, while local advertising
time is sold by each station's sales staff. UTV has established a national sales
representative organization, United Television Sales, Inc. ("UTS"), which
represents nine of the ten BHC stations.

     Practices with respect to the sale of advertising time do not differ
markedly between BHC's major network and UPN stations, although the
major-network affiliated stations have less inventory to sell.


     Government Regulation

     Television broadcasting operations are subject to the jurisdiction of the
FCC under the Communications Act of 1934, as amended (the "Communications Act").
The Communications Act empowers the FCC, among other things, to issue, revoke or
modify broadcast licenses, to assign frequencies, to determine the locations of
stations, to regulate the broadcasting equipment used by stations, to establish
areas to be served, to adopt such regulations as may be necessary to carry out
the provisions of the Communications Act and to impose certain penalties for
violation of its regulations. BHC television stations are subject to a wide
range of technical, reporting and operational requirements imposed by the
Communications Act or by FCC rules and policies.

     The Communications Act provides that a license may be granted to any
applicant if the public interest, convenience and necessity will be served
thereby, subject to certain limitations, including the requirement that the FCC
allocate licenses, frequencies, hours of operation and power in a manner that
will provide a fair, efficient and equitable distribution of service throughout
the United States. Prior to 1998, television licenses generally were issued for
five-year terms, but such licenses and their renewals are now normally issued
for eight years. Upon application, and in the absence of adverse questions as to
the licensee's qualifications or operations, television licenses have usually
been renewed for additional terms without a hearing by the FCC. An existing
license automatically continues in effect once a timely renewal application has
been filed until a final FCC decision is issued.

     KMSP UPN 9's license renewal was granted on February 11, 2000 and is due to
expire on April 1, 2006. KTVX's license renewal was granted on October 9, 1998
and is due to expire on October 1, 2006. KUTP UPN 45's license renewal was
granted on April 20, 1999 and is due to expire on October 1, 2006. KCOP UPN 13's
license renewal was granted on January 8, 1999 and is due to expire on December
1, 2006. KBHK UPN 44's license renewal was granted on January 8, 1999 and is due
to expire on December 1, 2006. KPTV UPN 12's license renewal was granted on
January 28, 1999 and is due to expire on February 1, 2006. KMOL's license
renewal was granted on November 12, 1998 and is due to expire on August 1, 2006.
WWOR UPN 9's license renewal was granted on July 7, 1999 and is due to expire on
June 1, 2007. WUTB UPN 24's license was assigned to UTV of Baltimore, Inc., a
subsidiary of UTV, on January 20, 1998 and is due to expire on October 1, 2004.
WRBW UPN 65's license was assigned to UTV of Orlando, Inc., a subsidiary of UTV,
on July 7, 1999 and is due to expire on February 1, 2005.

     On August 5, 1999, the FCC adopted changes in several of its broadcast
ownership rules (collectively, the "FCC Ownership Rules"). These rule changes
became effective on November 16, 1999. Further changes were made in a series of
orders released on January 19, 2001.

<PAGE> 8

     Among other changes, the FCC relaxed its "television duopoly" rule, which
barred any entity from having an attributable interest in more than one
television station with overlapping service areas. Under the new rules, one
entity may have attributable interests in two television stations in the same
DMA, provided that (1) one of the two stations is not among the top four in
audience share, and (2) at least eight independently owned and operated
commercial and noncommercial television stations will remain in the DMA, if the
proposed transaction is consummated. The new rules also permit common ownership
of television stations in the same DMA, if one of the stations to be commonly
owned has failed, is failing, or is unbuilt, or if extraordinary public interest
factors are present. To transfer ownership in two commonly owned television
stations in the same DMA, it will be necessary to again demonstrate compliance
with the new rules. Lastly, the new rules authorize the common ownership of
television stations with overlapping signal contours as long as the stations to
be commonly owned are located in different DMAs.

     Similarly, the FCC relaxed its "one-to-a-market" rule, which restricts the
common ownership of television and radio stations in the same market. One entity
now may own up to two television stations and six radio stations or one
television station and seven radio stations in the same market, provided that
(1) 20 independent media voices (including certain newspapers and a single cable
system) will remain in the relevant market following consummation of the
proposed transaction, and (2) the proposed combination is consistent with the
television duopoly and local radio ownership rules. If fewer than 20 but more
than 9 independent voices will remain in a market following a proposed
transaction, and the proposed combination is otherwise consistent with the FCC's
rules, a single entity may have attributable interests in up to two television
stations and four radio stations. If these various "independent voices" tests
are not met, a party generally may have an attributable interest in no more than
one television station and one radio station in a market.

     The FCC made other changes to its rules that determine what constitutes an
"attributable interest" in applying the FCC Ownership Rules. Under the new
rules, a party will be deemed to have an attributable interest in a television
or radio station, cable system or daily newspaper that triggers the FCC's
cross-ownership restrictions, if (1) it is a non-passive investor, and it owns
5% or more of the voting stock in the media outlet or its controlling parent;
(2) it is a passive investor (i.e., bank trust department, insurance company or
mutual fund) and it owns 20% or more of the voting stock; or (3) its interests
(which may be in the form of debt or equity (even if non-voting), or both)
exceeds 33% of the total asset value of the media outlet, and it either (i)
supplies at least 15% of a station's weekly broadcast hours or (ii) has an
attributable interest in another media outlet in the same market.

     The FCC also declared that local marketing agreements, or "LMAs", now will
be attributable interests for purposes of the FCC Ownership Rules. The FCC will
grandfather LMAs that were in effect prior to November 5, 1996, until it has
completed the review of its attribution regulations in 2004. Parties may seek
the permanent grandfathering of such an LMA, on a non-transferable basis, by
demonstrating that the LMA is in the public interest and that it otherwise
complies with FCC Ownership Rules.

     Finally, the FCC eliminated (i) its "cross interest" policy, which had
prohibited common ownership of a cognizable interest in one media outlet and a
"meaningful" non-cognizable interest in another media outlet serving essentially
the same market; and (ii) effective 60 days from publication in the Federal
Register of the January 2001 orders, the "single majority shareholder" exception
to the attribution rules. The single majority shareholder exception provided
that if a single shareholder owned more than 50% of a media outlet's voting
stock, other shareholders in that media outlet whose voting interests would
otherwise have been attributable (such as 5% or more of the voting stock) would
be deemed non-attributable. All interests that were deemed to be
non-attributable based on the single majority shareholder exception as of the
adoption date of the FCC's 2001 orders will continue to be treated as
non-attributable interests.

     It is difficult to assess how these changes in the FCC ownership
restrictions will affect Chris-Craft's broadcast business.

     FCC regulations further provide that a broadcast license will not be
granted if that grant would result in a concentration of control of radio and
television broadcasting in a manner inconsistent with the public interest,
convenience or necessity. FCC rules deem such concentration of control to exist
if any party, or any of its officers, directors or stockholders, directly or
indirectly, owned, operated, controlled, or had an attributable interest in
television stations capable of reaching, in the aggregate, a maximum of 35% of
the national audience. This percentage is determined by the DMA market rankings
of the percentage of the nation's television households considered within each
market. Because of certain limitations of the UHF signal, however, the FCC will
attribute only 50% of a market's DMA reach to owners of UHF stations for the
purpose of calculating the audience reach

<PAGE> 9

limits. Applying the 50% reach attribution rule to BHC's four UHF stations, the
10 BHC stations are deemed to reach approximately 19% of the nation's television
households. The FCC is considering whether to eliminate the 50% attribution
reduction under this rule for UHF stations.

     FCC regulations also prohibit common ownership or control between any two
of ABC, NBC, CBS, and Fox, or any one of those four networks, and, under current
interpretation, either UPN or WB. The FCC is considering whether to modify or
eliminate this rule.

     The Telecom Act directed the FCC to conduct a rule-making proceeding to
require the inclusion, in all television sets 13 inches or larger, of a feature
(commonly referred to as the V-Chip) designed to enable viewers to block display
of programs carrying a common rating and authorized the FCC to establish an
advisory committee to recommend a system for rating video programming that
contains sexual, violent or other indecent material about which parents should
be informed, before it is displayed to children, if the television industry does
not establish a satisfactory voluntary rating system of its own. On March 12,
1998, the FCC voted to accept an industry proposal providing for a voluntary
ratings system of "TV Parental Guidelines" under which all video programming
will be designated in one of six categories to permit the electronic blocking of
selected video programming. The FCC has begun a separate proceeding to address
technical issues related to the "V-Chip." The FCC has directed that all
television receiver models with picture screens 13 inches or greater be equipped
with "V-Chip" technology under a phased implementation beginning on July 1,
1999. Chris-Craft cannot predict how changes in the implementation of the
ratings system and "V-Chip" technology will affect Chris-Craft's business.

     The FCC recently adopted regulations requiring increased closed-captioning
of video programming. Subject to various exemptions, television stations will be
required to begin broadcasting specified amounts or a specified percentage of
new programs with closed captioning in the year 2000 and specified percentages
of pre-rule programming commencing in 2008.

     New FCC video description requirements for television broadcast stations,
which will take effect on April 1, 2002, require television broadcast stations
in the top 25 DMAs that are affiliated with the top four networks (ABC, NBC, CBS
and Fox) to provide video described programming. Mandatory video description of
emergency information, which applies to all television stations and cable
operators, will become effective once the Office of Management and Budget
completes a separate review of this provision.

     FCC regulations prohibit the holder of an attributable interest in a
television station from having an attributable interest in a cable television
system located within the predicted coverage area of that station. FCC
regulations also prohibit the holder of an attributable interest in a television
station from having an attributable interest in a daily newspaper located within
the predicted coverage area of that station. The FCC intends to conduct a
rule-making proceeding to consider possible modification of this latter
regulation.

     FCC regulations implementing the Cable Television Consumer Protection and
Competition Act of 1992 (the "1992 Cable Act") require each television
broadcaster to elect, at three-year intervals beginning June 17, 1993, either to
(i) require carriage of its signal by cable systems in the station's market
("must-carry") or (ii) negotiate the terms on which such broadcast station would
permit transmission of its signal by the cable systems within its market
("retransmission consent"). In June 1997, the U.S. Supreme Court upheld the
constitutionality of the must-carry provisions.

     The FCC has taken a number of steps to implement digital television service
("DTV") (including high definition) in the United States. In December 1996, the
FCC adopted a DTV broadcast standard. On February 17, 1998, the FCC affirmed an
amended table of digital channel allotments and rules for the implementation of
DTV, initially adopted in 1997. The digital table of allotments provides each
existing television station licensee or permittee with a second broadcast
channel to be used during the transition to DTV, conditioned upon the surrender
of one of the channels at the end of the DTV transition period. The DTV channels
assigned to the BHC television stations are as follows: KCOP, channel 66; KBHK,
channel 45; KMSP, channel 26; WWOR, channel 38; KPTV, channel 30; KMOL, channel
58; KTVX, channel 40; KUTP, channel 26; WUTB, channel 41; and WRBW, channel 41.
Implementation of DTV is expected to improve the technical quality of
television. Furthermore, the implementing rules permit broadcasters to use their
assigned digital spectrum flexibly to provide either standard or high-definition
video signals and additional services, including, for example, data transfer,
subscription video, interactive materials, and audio signals, as long as they
continue to provide at least one free, over-the-air television service. However,
the digital table of allotments was devised on the basis of certain technical
assumptions that have

<PAGE> 10

not been subjected to extensive field testing and that, along with specific
digital channel assignments, may be subjected to further administrative and
judicial review. Conversion to DTV may reduce the geographic reach of the BHC
television stations or result in increased interference, with, in either case, a
corresponding loss of population coverage. DTV implementation will impose
additional costs on BHC, primarily due to the capital costs associated with
construction of DTV facilities, and increased operating costs, both during and
after the transition period. In addition, the Telecommunications Act requires
the FCC to assess and collect a fee for any use of a broadcaster's DTV channel
for which it receives subscription fees or other compensation other than
advertising revenue. The FCC has set a target date of 2006 for expiration of the
transition period, subject to biennial reviews to evaluate the progress of DTV,
including the rate of consumer acceptance. The FCC has recently ruled that a
television broadcaster may demand must-carry of its digital signal on cable
systems if its analog station is not being carried on the cable system. This
digital must-carry rule applies only to a single stream of programming that is
provided free over the air and specifically does not apply to ancillary and
supplementary services.

     On January 18, 2001, the FCC adopted rules resolving a number of technical
and legal matters related to whether cable television operators should be
required to carry digital television signals, in addition to the currently
required carriage of stations' analog signals. The FCC tentatively concluded
that a dual channel carriage requirement may impermissibly burden a cable
operator's First Amendment rights. The FCC therefore issued a further notice of
proposed rulemaking to determine the need for dual carriage for a successful
transition to digital television and the extent of harm to cable operators. The
FCC also concluded that a digital-only television station can immediately assert
its rights to carriage on a cable system and that a television station that
returns its analog spectrum and converts to digital has must-carry rights on
cable systems. Based on the current record, the FCC concluded that, for a
digital television station, the primary video that is entitled to mandatory
carriage includes a single programming stream and other program-related content.
The FCC seeks comment in the further notice on the scope of "program-related"
content.

     Some of BHC's television stations have begun broadcasting on their DTV
channels, in addition to their analog broadcasts. BHC has filed applications
with the FCC for permits to construct DTV facilities for each of its other
stations. Future capital expenditures by Chris-Craft will be compatible with the
new technology whenever possible.

     The FCC is conducting a rulemaking proceeding to consider relaxing or
eliminating its rules prohibiting broadcast networks from (i) restricting their
affiliates' rights to reject network programming, (ii) reserving an option to
use specified amounts of their affiliates' broadcast time, and (iii) forbidding
their affiliates from broadcasting the programming of another network; and to
consider relaxing its rule prohibiting network affiliated stations from
preventing other stations from broadcasting the programming of their network.
Chris-Craft is unable to predict the outcome of these proceedings.

     The Communications Act limits the amount of capital stock that aliens
(including their representatives, foreign governments, their representatives and
entities organized under the laws of a foreign country) may own in a television
station licensee or any corporation directly or indirectly controlling such
licensee. No more than 20% of a licensee's capital stock and, if the FCC so
determines, no more than 25% of the capital stock of a company controlling a
licensee, may be owned, directly or indirectly, or voted by aliens or their
representatives. Should alien ownership exceed this limit, the FCC may revoke or
refuse to grant or renew a television station license or approve the assignment
or transfer of such license. Chris-Craft believes the ownership by aliens of its
stock and that of BHC and UTV to be below the applicable limit.

     On January 20, 2000, the FCC approved new equal employment opportunity and
outreach requirements for all broadcast licensees (and cable operators). The key
elements were: (1) licensees must implement a minority outreach program; (2)
licensees with five or more full-time employees must place a report regarding
their outreach efforts in their public inspection file annually, and, if they
have more than 10 full-time employees, they must submit the last four years of
these reports to the FCC at the halfway point and endpoint of their license
terms, which will be subject to FCC review; (3) licensees with five or more
full-time employees also must file with the FCC a "Statement of Compliance" with
regard to their outreach efforts every two years; and (4) licensees with five or
more full-time employees also must file annual employment reports, of the sort
filed prior to 1998, which the FCC will use only to monitor minority employment.
In a decision released January 16, 2001, the United States Court of Appeals for
the District of Columbia Circuit struck down the outreach provisions of the new
rule as unconstitutional. On January 31, the FCC suspended enforcement of the
rule. The FCC has petitioned for a partial rehearing of the decision.

     The Communications Act prohibits the assignment of a broadcast license or
the transfer of control of a licensee without the prior approval of the FCC.
Legislation was introduced in the past that would impose a transfer fee on sales
of broadcast properties. Although that legislation was not adopted, similar
proposals, or a general spectrum licensing fee, may be advanced and adopted in
the future. Recent legislation has imposed annual regulatory fees applicable to
BHC stations, currently ranging as high as $35,025 per station.

     The foregoing does not purport to be a complete summary of all the
provisions of the Communications Act or regulations and policies of the FCC
thereunder. Reference is made to the Communications Act, such regulations and
the public notices promulgated by the FCC for further information.

<PAGE> 11

     Other Federal agencies, including principally the Federal Trade Commission,
also impose a variety of requirements that affect the business and operations of
broadcast stations. Proposals for additional or revised requirements are
considered by the FCC, other Federal agencies or Congress from time to time.
Chris-Craft cannot predict what new or revised Federal requirements may result
from such consideration or what impact, if any, such requirements might have
upon the operation of BHC television stations.

     Competition

     BHC television stations compete for advertising revenue in their respective
markets, primarily with other broadcast television stations and cable television
channels, and compete with other advertising media as well. Such competition is
intense.

     In addition to programming, management ability and experience, technical
factors and television network affiliations are important in determining
competitive position. Competitive success of a television station depends
primarily on public response to the programs broadcast by the station in
relation to competing entertainment, and the results of this competition affect
the advertising revenues earned by the station from the sale of advertising
time.

     Audience ratings provided by Nielsen have a direct bearing on the
competitive position of television stations. In general, major network programs
achieve higher ratings than other programs.

     There are at least five other commercial television stations in each market
served by a BHC station. Chris-Craft believes that the three VHF major-network
affiliates and the two other VHF stations in New York City generally attract a
larger viewing audience than does WWOR UPN 9, and that WWOR UPN 9 generally
attracts a viewing audience larger than the audiences attracted by the UHF
stations in the New York City market. In Los Angeles, the three VHF
major-network affiliates, three other VHF stations, and one UHF station
generally attract a larger viewing audience than does KCOP UPN 13, and KCOP UPN
13 generally attracts a viewing audience larger than the other nine UHF stations
in Los Angeles. In Portland, the three VHF major-network affiliated stations
generally attract a larger audience than does KPTV UPN 12, which generally
attracts an audience equal to one and larger than the other of the independent
stations, both of which are UHF stations. Chris-Craft believes that, in
Minneapolis/St. Paul, KMSP UPN 9 generally attracts a smaller viewing audience
than the three major network-affiliated VHF stations, has a viewing audience the
same size as the Fox UHF affiliate, and has a larger viewing audience than the
other two stations, both of which are UHF stations. In Salt Lake City, KTVX
generally ranks second of the six television stations in terms of audience
share. In San Antonio, KMOL generally ranks first of the six stations in terms
of audience share. Of the 14 commercial television stations in San Francisco,
KBHK UPN 44 generally ranks fifth in terms of audience share, behind the three
major network-affiliated VHF television stations, and the VHF Fox affiliate.
KUTP UPN 45 generally ranks sixth in terms of audience share, of the eight
commercial stations in the Phoenix market. WRBW UPN 65 generally ranks sixth in
terms of audience share, of the twelve commercial stations in the Orlando
market. In Baltimore, WUTB UPN 24 generally ranks sixth of the six commercial
stations in terms of audience share.

     BHC stations may face increased competition in the future from additional
television stations that may enter their respective markets. See note (3) to the
table under Television Division.

     Cable television is a major competitor of television broadcasting stations.
Because cable television systems operate in each market served by a BHC station,
the stations are affected by rules governing cable operations. If a station is
not widely accessible by cable in those markets having strong cable penetration,
it may lose effective access to a significant portion of the local audience.
Even if a television station is carried on a local cable system, an unfavorable
channel or service tier position on the cable system may adversely affect the
station's audience ratings and, in some circumstances, a television set's
ability to receive the station being carried on an unfavorable channel position.
Some cable system operators may be inclined to place broadcast stations in
unfavorable channel locations.

     While Federal law has until recently generally prohibited local telephone
companies from providing video programming to subscribers in their service
areas, this prohibition has been substantially eliminated by the Telecom Act.
The FCC has also recently adopted rules for "Open Video Systems" -- a new
structure of video delivery system authorized by the Telecom Act for provision
by local telephone companies and, if permitted by the FCC, others. Chris-Craft
is unable to predict the outcome or effect of these developments. As of June
1999, there were approximately 60,000 subscribers to OVS systems.

<PAGE> 12

     "Syndicated exclusivity" rules allow television stations to prevent local
cable operators from importing distant television programming that duplicates
syndicated programming in which local stations have acquired exclusive rights.
In conjunction with these rules, network nonduplication rules protect the
exclusivity of network broadcast programming within the local video marketplace.
The FCC is also reviewing its "territorial exclusivity" rule, which limits the
area in which a broadcaster can obtain exclusive rights to video programming.
Chris-Craft believes that the competitive position of BHC stations would likely
be enhanced by an expansion of broadcasters' permitted zones of exclusivity.

     Alternative technologies could increase competition in the areas served by
BHC stations and, consequently, could adversely affect their profitability. The
emergence of home satellite dish antennas has made it possible for individuals
to receive a host of video programming options via satellite transmission. Four
direct-to-home satellite systems ("DTH") currently provide service. The number
of subscribers to DTH services increased substantially during the past five
years, to approximately 13.1 million as of December 1999.

     On November 29, 1999, the President signed the Satellite Home Viewer
Improvement Act ("SHVIA"). Among other things, SHVIA provides for a statutory
copyright license to enable satellite carriers to retransmit local television
broadcast stations' programming into the stations' respective local markets.
After May 27, 2000, satellite carriers were prohibited from delivering a local
signal into their local markets--so called "local-into-local" service--without
the consent or must-carry election of such stations, but stations are obligated
to engage in good faith retransmission consent negotiations with the carriers.
SHVIA and implementing FCC regulations do not require satellite carriers to, but
provide that carriers that choose to do so must, comply with certain mandatory
signal carriage requirements by January 1, 2002. Further, the Act authorizes
satellite carriers to continue to provide certain network signals to unserved
households, as defined in SHVIA and FCC rules, except that carriers may not
provide more than two same-network stations to a household in a single day.
Also, households that do not receive a signal of Grade A intensity from any of a
particular network's affiliates may continue to receive distant station signals
for that network until December 31, 2004, under certain conditions. The FCC has
adopted several regulations, as required by SHVIA, to implement certain aspects
of the Act, such as standards for good faith retransmission consent
negotiations, must-carry procedures, exclusivity protection for local stations
against certain distant signals, and enforcement. Certain portions of SHVIA and
related regulations are currently being challenged in court.

     An additional challenge is now posed by wireless cable systems, including
multichannel distribution services ("MDS"). Two four-channel MDS licenses have
been granted in most television markets. MDS operation can provide commercial
programming on a paid basis. A similar service can also be offered using the
instructional television fixed service ("ITFS"). The FCC now allows the
educational entities that hold ITFS licenses to lease their "excess" capacity
for commercial purposes. The multichannel capacity of ITFS could be combined
with either an existing single channel MDS or a newer multichannel multi-point
distribution service to increase the number of available channels offered by an
individual operator. At the end of 1999, wireless cable systems served about
1.5 million subscribers.

     The broadcasting industry is continuously faced with technological changes,
competing entertainment and communications media and governmental restrictions
or actions of Federal regulatory bodies, including the FCC. These technological
changes may include the introduction of digital compression by cable systems
that would significantly increase the number and availability of cable program
services with which BHC stations compete for audience and revenue, the
establishment of interactive video services, and the offering of multimedia
services that include data networks and other computer technologies. Such
factors have affected, and will continue to affect, the revenue growth and
profitability of Chris-Craft.


                               Industrial Division

     Chris-Craft Industrial Products, Inc., the wholly owned subsidiary of
Chris-Craft that constitutes its Industrial Division, is primarily engaged in
manufacturing plastic flexible films and distributing containment systems to the
healthcare industry. These products are marketed as roll and cut stock as well
as proprietary and private-label end products. The end products include plastic
flexible films and water-soluble hospital laundry bags.

     Significant portions of the sales of the Industrial Division are to the
flexible film packaging industry, composite material fabricators and health care
facilities. Sales of particular items may vary widely from year to year as
specifications, designs and other conditions change. The products of the
Industrial Division are sold by it directly and by sales agents and
distributors.

<PAGE> 13

     Sales of various kinds of plastic film to a large chemical manufacturer and
major distributor equaled 22.2% and 7.1%, respectively, and sales to two health
care customers equaled 8.7% and 6.6%, of 2000 Division revenues. Sales to these
accounts are generally made on the basis of competitive bidding on each item
sold. Similar arrangements with these customers have prevailed for a number of
years. The loss of these customers, unless their business was replaced by
others, would have an adverse effect on the Industrial Division.


     Plastic Flexible Films

     Flexible films manufactured by Chris-Craft are based primarily on polyvinyl
alcohol polymers; some of the film products are water-soluble in their end use
applications, while other applications do not require water solubility.
Chris-Craft's major uses for such film are in water-soluble packaging for
pre-measured amounts of chemical compounds and composite material fabrication.
The films also are used in the manufacture of water-soluble hospital laundry
bags. Management is aware of competition from one other domestic and several
foreign producers of similar film.

     Another series of polyvinyl alcohol film is used as a release medium in
connection with the fabrication of fiberglass-reinforced and other plastic
products. For certain of these applications, Chris-Craft's film competes with
those of a number of producers of other types of films.

     M.D. Industries, Inc., a subsidiary of the Industrial Division, markets
health care products manufactured by the Division and by others, including
proprietary products made for M.D. Industries.

     The Industrial Division is faced with keen competition in each of its
product lines from other companies that manufacture and sell these products.


     Raw Materials

     Principal raw materials used by the Industrial Division include polymers
and chemical additives. These have generally been readily available from many
sources.

ITEM 2. PROPERTIES.

     Television Division

     KCOP owns its studios and offices in two buildings in Los Angeles
containing a total of approximately 54,000 square feet located on adjacent sites
having a total area of approximately 1.93 acres. KCOP's transmitter is located
atop Mt. Wilson on property utilized pursuant to a permit issued by the United
States Forest Service.

     KPTV owns its studios and offices in a building in Portland, Oregon,
containing approximately 45,300 square feet located on a site of approximately
2.0 acres. Its transmitter is located on its own property at a separate site
containing approximately 16.18 acres.

     WWOR owns office and studio facilities in Secaucus, New Jersey, containing
approximately 110,000 square feet on approximately 3.5 acres and leases
additional office space in New York City. Along with almost all of the
television stations licensed to the New York market, WWOR's transmitter is
located on top of the World Trade Center in New York City pursuant to a lease
agreement which expires in 2004.

     Physical facilities consisting of offices and studio facilities are owned
by UTV in Minneapolis, Salt Lake City, San Antonio and Phoenix and are leased in
Baltimore, Orlando and San Francisco. The Baltimore lease expires in April 2005
and is renewable, at increased rental, for two five-year periods. The Orlando
lease expires in March 2004. The San Francisco lease expires in 2007. UTV also
occupies leased facilities in various cities throughout the country.

     The Minneapolis facility includes approximately 49,700 square feet of space
on a 5.63-acre site. The Salt Lake City facility is approximately 48,000 square
feet on a 6.03-acre site. The San Antonio facility is approximately 41,000
square feet on a .92-acre site. The San Francisco facility is approximately
27,700 square feet in downtown San Francisco. The Phoenix facility is
approximately 26,400 square feet on a 3.03-acre site. The

<PAGE> 14

Orlando facility is approximately 8,750 square feet and is located at Universal
Studios in Orlando. The Baltimore facility is approximately 11,700 square feet
and is located in an office park in a suburb of Baltimore. Smaller buildings
containing transmission equipment are owned by UTV at sites separate from the
studio facilities.

     UTV owns a 55-acre tract in Shoreview, Minnesota, of which 40 acres are
used by KMSP for transmitter facilities and tower.

     KTVX's analog transmitter facilities and tower are located at a site on Mt.
Nelson, close to Salt Lake City, under a lease that expires in 2004. KTVX also
maintains back-up analog transmitter facilities and tower at a site on nearby
Mt. Vision under a lease that expires in July 2002 and is renewable, at no
increase in rental, for a 50-year period. KTVX's DTV transmitting facilities are
located at a site on Farnsworth Peak, close to Salt Lake City, in a facility,
and on a tower, which will eventually accommodate the DTV facilities of most of
the television stations in Salt Lake City. UTV is a member of the partnership
that operates the facility.

     KMOL's transmitter facilities are located at a site near San Antonio on
land and on a tower owned by Texas Tall Tower Corporation, a corporation owned
in equal shares by UTV and another television station that also transmits from
the same tower.

     KBHK's transmitter is located on Mt. Sutro, as part of the Sutro Tower
complex, which also houses equipment for other San Francisco television stations
and many of its FM radio stations. The lease for the Mt. Sutro facilities
expires in 2005 and is renewable for two five-year periods.

     KUTP's transmitter facilities and tower are located on a site within South
Mountain Park, a communications park owned by the City of Phoenix, which also
contains transmitter facilities and towers for the other television stations in
Phoenix as well as facilities for several FM radio stations. The license for
this space expires in 2012.

     WRBW's analog transmitter facilities are located on a site near Orlando.
The building containing the transmitter and the tower on which the antenna is
mounted are shared with another television station as well as several FM radio
stations. The lease for the tower and building expires in September 2001, and is
renewable for two five-year periods. WRBW's DTV transmitting facilities are
currently being constructed on another site near Orlando. The building
containing the transmitter, and the tower on which the antenna is mounted, are
shared with two other stations. The lease for the tower and building will expire
15 years after the commencement of the lease and is renewable for two additional
15-year periods. WRBW has an option to move its analog facilities to this same
site under similar lease terms, and has begun the process.

     WUTB's transmitter facilities are located on a site near Baltimore. The
building containing the transmitter, and the tower on which the antenna is
mounted are shared with another television station. The lease for the tower and
building expires in December 2004 and is renewable for a five-year period.


         Industrial Division

     As described below, the Industrial Division owns a plant in Gary, Indiana
and leases facilities in Northbrook, Illinois and in South Holland, Illinois,
which leases expire on October 31, 2004 and June 30, 2003, respectively.

                                                  Factory and
Plant                                             Office Space        Site
Location             Principal Product            (Square Feet)      (Acres)

Gary IN              Plastic flexible films       55,600*             5
                     and water-soluble
                     hospital bags

Northbrook IL        Health care products          3,169              --

South Holland IL     Warehouse for healthcare     32,241              --
                     products distribution
---------

     *Chris-Craft is currently expanding operating space to 68,600 square feet.
Completion is expected in 2001.

     Chris-Craft believes its properties are adequate for their present uses.

<PAGE> 15

ITEM 3.  LEGAL PROCEEDINGS.

     Montrose Chemical Corporation of California ("Montrose"), whose stock is
50% owned by Chris-Craft and 50% by a subsidiary of Astra Zeneca Inc. (f/k/a
Zeneca, Inc.) ("Zeneca"), discontinued its manufacturing operations in 1983 and
has since been defending claims for costs and damages relating to environmental
matters.

     In 1983, the United States of America and the State of California
instituted an action in the Federal District Court for the Central District of
California, entitled United States of America et al. v. J.B. Stringfellow, et
al., Case No. 83-2501 JMI (MCX), against Montrose and approximately 20 other
defendants relating to alleged environmental impairment at the Stringfellow
Hazardous Waste Disposal Site in California. Chris-Craft is not a defendant in
this action. The action seeks to impose joint and several liability against all
defendants for all costs of removal and remedial action incurred by the Federal
and state governments at the site. In 1990, the United States Environmental
Protection Agency ("EPA") issued a Record of Decision for the site which
selected some of the interim remedial measures preferred by the EPA and the
State, the estimated present value of the capital costs of which was estimated
by them to be $169 million although the estimate purports to be subject to
potential variations of up to 50%. Plaintiffs also seek recovery for remedial
expenditures and unspecified damages for alleged harm to natural resources. In
September 1998, the District Court entered a ruling now on appeal allocating
liability at the site under both the Comprehensive Environmental Response,
Compensation and Liability Act of 1980, as amended ("CERCLA" or the "Superfund"
statute) and state law. The CERCLA allocation was 65% to the State of
California, 10% to the owners of the site and 25% to the generator defendants
(including Montrose). The state law allocation was 100% to the State. In
December 1998, the defendants (including Montrose) and the State executed a
settlement agreement that establishes a framework for resolving the litigation.
The agreement is subject to certain conditions, but does not contemplate any
monetary contribution by Chris-Craft.

     In May 1998, a group of current or former residents of the vicinity of the
Stringfellow Site filed suit, entitled Austin v. Stringfellow, No. 312339,
California Superior Court, Riverside County, alleging personal injury and
property damage from exposure to the site. A second amended complaint was filed
in November 1998 on behalf of approximately 750 plaintiffs, approximately 100 of
whom are minors, and names Montrose and Chris-Craft and more than 160 additional
defendants. In March 2000, the court granted the defendants' motion to dismiss
the complaint as to almost all of the adult defendants on statute of limitations
grounds.

     In June 1990, the United States of America and the State of California
commenced an action in the United States District Court for the Central District
of California, entitled United States of America et al. v. Montrose Chemical
Corporation of California et al., Civil Action No. 90-3122 AAH (JRX), against,
among others, Montrose and Chris-Craft. Certain United States affiliates of
Zeneca (the "Zeneca Affiliates"), as well as CBS Corporation (formerly
Westinghouse Electric Corporation), which has no connection with Chris-Craft,
were also named as defendants. Brought under CERCLA, plaintiffs alleged with
respect to Montrose, Chris-Craft, and the Zeneca Affiliates that Montrose
released hazardous substances, including DDT, into the environment in and around
Los Angeles, California, including the waters surrounding the Palos Verdes

<PAGE> 16

Peninsula, the Los Angeles-Long Beach Harbor, and the Channel Islands ("Offshore
Areas"). The complaint also alleged that Westinghouse (now CBS) released PCBs
into the same waters. The complaint sought a declaration that defendants are
jointly and severally liable for damages (in amounts not specified) resulting
from injury to natural resources caused by the alleged releases, including loss
of use and costs of restoration, plus plaintiffs' costs in assessing such
damages. The complaint also sought recovery of response costs incurred and to be
incurred by EPA in connection with potential restoration and remediation efforts
at the affected ocean areas. Although EPA has not selected any response actions,
in September 2000, it undertook a "pilot capping program" whereby, on a test
basis, it dropped dredged sediments from barges onto a portion of the allegedly
contaminated sediments in the waters near the Palos Verdes Peninsula. Also in
the complaint, plaintiffs sought to hold Montrose, Chris-Craft, and the Zeneca
Affiliates jointly and severally liable for all costs incurred and to be
incurred in connection with alleged hazardous substance contamination to soil
and ground water at the site of Montrose's former plant in Torrance, California.
Montrose and EPA are investigating the former plant site and certain other
onshore areas, and evaluating potential response actions.

     In March 1997, the plaintiffs lodged with the District Court an amended
$45.7 million settlement with the Los Angeles County Sanitation District and a
series of other local governmental entities that had been sued by Montrose,
Chris-Craft and other defendants as third-party defendants (the "LACSD
Defendants"), which purports to cover claims both for natural resource damages
and also for response costs relating to the Offshore Areas. In attempting to
justify the settlement, plaintiffs said they valued their total natural resource
damage and response cost claims with respect to the area of sediments at
approximately $482 million. In December 1998, the plaintiffs lodged with the
District Court a $9.5 million consent decree with CBS. In August 1999, the
District Court approved the amended LACSD and CBS consent decrees. Chris-Craft
and the other remaining defendants have appealed. On May 23, 2000, the court
denied cross-motions for summary judgment brought by the plaintiffs and
Chris-Craft regarding its liability. Trial on all the plaintiffs' claims against
Montrose, Chris-Craft and the Zeneca Affiliates commenced on October 17, 2000.
On October 27, 2000, while the trial was pending, the parties announced they had
reached an agreement in principle on a partial settlement resolving all disputes
concerning the Offshore Areas. On December 19, 2000, a partial consent decree
was lodged which effectuates this agreement. The decree was approved by the
District Court on March 15, 2001 following public comment. Under the decree, the
defendants collectively have agreed to pay the plaintiffs a total of $73
million. This amount is to be paid into an escrow in two parts (Montrose paid
$50 million in January 2000, with the remaining $23 million to be paid by
Montrose by May 1, 2001) and subsequently turned over to the plaintiffs. The
decree does not resolve the plaintiffs' claims to recover response costs
expected to be incurred as a result of alleged releases of hazardous substances
by Montrose to certain onshore areas. Except for approving the decree, the court
has adjourned further proceedings until June 19, 2001, including ruling on the
plaintiffs' claim that Chris-Craft is liable for cleanup costs at onshore areas.

     As to this claim, Chris-Craft contends that it is not liable and that it
neither owned nor operated the facilities involved. Chris-Craft and its
predecessors were shareholders of Montrose and provided certain management
services to Montrose as it conducted its operations. Based on the available
information, the status of the proceedings, and the applicable legal and
accounting standards, Chris-Craft, in reliance on, among other things, the
advice of counsel, believes that it should have no liability (under CERCLA or
otherwise) for the operations of Montrose and does not presently consider
liability to be "probable" in any of the Montrose-related cases. Accordingly,
under Statement of Financial Accounting Standards No. 5, "Accounting for
Contingencies," no amount has been reserved in Chris-Craft's financial
statements.

<PAGE> 17

     Since 1984, Montrose has been complying with a Consent Order entered into
with the Nevada Department of Conservation and Natural Resources Division of
Environmental Protection ("DEP") requiring operation of a ground water intercept
treatment system near a production facility used by Montrose until 1985 in
Henderson, Nevada. The EPA and DEP are currently reconsidering whether the
complex that includes the Henderson facility should be included on the National
Priority List. In April 1991, and again in February and June 1996, Montrose
entered into additional consent orders with DEP and other parties requiring
investigation of environmental conditions at the Henderson facility.

     In September 1994, the EPA notified Chris-Craft that it had been designated
as a "potentially responsible party" under CERCLA (a "PRP") in connection with
the Diamond Alkali Superfund Site on the Passaic River in Newark, New Jersey.
The EPA alleges that hazardous substances were released into the river from a
facility operated by a predecessor company. The facility was located near the
Diamond Alkali property, but not on the riverfront, and was sold by Chris-Craft
in 1972. Chris-Craft disputes that it is a responsible party. At the request of
the EPA, Maxus Energy Corp., the former owner of the Diamond Alkali property and
a designated PRP at the site, is currently performing a feasibility study
estimated to cost approximately $10 million to determine the extent of
contamination in the area and to evaluate possible corrective actions. The
Diamond Alkali Superfund Site matter does not involve Montrose, and based on the
review to date by Chris-Craft and its counsel, they believe Chris-Craft has been
erroneously identified as a PRP at the site; Chris-Craft is unable to determine
at this stage if it could have any liability at the site.

     If a court ultimately rejected Chris-Craft's defenses in one or more of the
foregoing matters, under CERCLA Chris-Craft might be held jointly and severally
liable, without regard to fault, for response costs and natural resource
damages. A party's ultimate liability at a site generally depends on its
involvement at the site, the nature and extent of contamination, the remedy
selected, the role of other parties in creating the alleged contamination and
the availability of contribution from those parties, as well as any insurance or
indemnification agreements which may apply. In most cases, both the resolution
of the complex issues involved and any necessary remediation expenditures occur
over a number of years. Future legal and technical developments in each of the
foregoing matters will be periodically reviewed to determine if an accrual of
reserves would be appropriate.

     Between August 14 and 21, 2000, various purported stockholders of BHC filed
complaints in the Delaware Court of Chancery entitled Gissen v. BHC, et al.,
Civil Action No. 18209; Piven v. BHC, et al., Civil Action No. 18211; Voege v.
Siegel, et al., Civil Action No. 18210; Stubbe v. BHC, et al., Civil Action No.
18217; and Rand v. BHC, et al., Civil Action No. 18229 (which collectively are
referred to as the "BHC lawsuits"). During the same period, various purported
stockholders of UTV filed complaints in the Delaware Court of Chancery entitled
Pyenson v. UTV, et al., Civil Action No. 18222; Malamud v. UTV, et al., Civil
Action No. 18218; and Rand v. UTV, et al., Civil Action No. 18235 (which
collectively are referred to as the "UTV lawsuits" and, together with the BHC
actions, as the "Delaware actions"). The Delaware actions assert claims against
Chris-Craft, UTV, BHC, and some of their officers and directors, alleging, among
other things, that Chris-Craft and/or BHC and/or UTV and the individual
defendants breached their fiduciary duties to stockholders, and that certain
defendants engaged in self-dealing, with respect to the News Corp. acquisitions
by merger of BHC and/or UTV.  The Delaware actions seek class action
certification and injunctive relief against Chris-Craft, BHC and UTV or, in the
alternative, to obtain rescission of the mergers or rescissory damages, and
other relief.

     On September 25, 2000, the Court entered an order of consolidation,
consolidating the BHC lawsuit as In re BHC Communications, Inc. Shareholders
Litigation, Civil Action No. 18209, and directing the plaintiffs to file a
consolidated amended complaint. On October 2, 2000, the Court entered an order
of consolidation, consolidating the United Television lawsuit as In re United
Television, Inc. Shareholders Litigation, Civil Action No. 18218, and directing
that the complaint filed in Malamud v. UTV, Civil Action No. 18218, shall be

<PAGE> 18

deemed the operative complaint in the consolidated action. A consolidated
complaint and an amended consolidated complaint have been filed in connection
with each of the BHC and UTV lawsuits.

     We were advised that all defendants in the BHC and UTV lawsuits filed
motions to dismiss the complaints in the Delaware actions. The Court heard
arguments on the motions to dismiss on March 14, 2001. The Court reserved its
decision on the motions but informed the plaintiffs that they must respond in
writing within two weeks of the oral argument date as to whether they wish to
amend their complaints. No answer has been filed in the Delaware actions.
Discovery has been stayed by consent, pending a decision on the motions to
dismiss.



ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

         Not applicable.

         EXECUTIVE OFFICERS OF THE REGISTRANT.

     The executive officers of Chris-Craft, as of February 28, 2001, are as
follows:

                                                             Has served
    Name                  Positions with Chris-Craft and     as officer
                          age as of February 28, 2001        since

    Herbert J. Siegel     Chairman of the Board and            1968
                          President; 72

    Evan C Thompson       Executive Vice President             1982
                          and President,Television
                          Division; 58

    John C. Siegel        Executive Vice President; 48         1985

    William D. Siegel     Executive Vice President; 46         1985

    Joelen K. Merkel      Senior Vice President and            1980
                          Treasurer; 49

    Brian C. Kelly        Senior Vice President and General    1992
                          Counsel and Secretary; 49


     The principal occupation of each of the individuals for the past five years
is stated in the foregoing table.

     All officers hold office until the meeting of the Board following the next
annual meeting of stockholders or until removed by the Board.

<PAGE> 19

                                    PART II

ITEM 5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND
         RELATED STOCKHOLDER MATTERS.

     Chris-Craft common stock is traded on the New York Stock Exchange and the
Pacific Exchange. The high and low sales prices reported in the consolidated
transaction reporting system are shown below for the periods indicated. Since
Chris-Craft Class B common stock is ordinarily nontransferable, there is no
trading market for such class.

                                    2000                 1999
                               High     Low        High       Low
-----------------------------------------------------------------------------
First Quarter                  79       59 3/16    48 7/16    41 5/16
Second Quarter                 70 1/2   56 7/16    49 3/4     43 7/8
Third Quarter                  85 5/16  62         59 1/2     46
Fourth Quarter                 86 7/8   63 7/8     78 1/4     55 7/8

     Chris-Craft paid 3% stock dividends on its common stock in April 2000 and
April 1999. As of February 28, 2001, there were 2,328 holders of record of
common stock and 1,468 holders of record of Class B common stock.

ITEM 6.  SELECTED FINANCIAL DATA.

(In thousands of dollars     As of and for the year ended December 31,
 except per share data)     ------------------------------------------
                         2000       1999       1998        1997        1996

Operating revenue  $ 528,842   $  491,547  $  467,093  $  464,646  $  465,695
=============================================================================
Operating income   $ 115,232   $   94,197  $   94,670  $   95,525  $  103,268
Interest and other
 income, net         138,191      106,183      80,337      80,556      81,879
Equity in United
 Paramount Network
 loss                (35,696)     (97,344)    (88,597)    (87,430)   (146,313)
Gain on change of
  ownership in United
  Paramount Network     -            -           -        153,933        -
Income taxes           1,100      (32,300)    (32,500)    (99,600)    (19,500)
Minority interest    (60,814)     (28,303)    (24,440)    (49,483)    (18,522)
-----------------------------------------------------------------------------
    Net income     $ 158,013   $   42,433  $   29,470  $   93,501  $      812
=============================================================================

Earnings per share -
  Basic            $    4.52   $     1.21  $      .84  $     2.70  $      .01
  Diluted               3.58          .97         .67        2.13         .01
Cash and marketable
 securities         1,445,117   1,359,668   1,415,543   1,501,929   1,395,179
Working capital     1,580,407   1,353,942   1,387,978   1,486,556   1,418,085
Film contract
 rights               165,113     151,369     123,502     121,977     144,034
Investments            89,662     104,176      69,881      50,130      48,194
Total assets        2,552,209   2,345,985   2,245,423   2,226,429   2,137,259
Long-term debt           -           -           -           -           -
Minority interest     553,394     503,447     479,820     484,268     506,260
Shareholders'
 investment        $1,602,202  $1,441,803  $1,408,469  $1,383,180  $1,288,918

<PAGE> 20

ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
         CONDITION AND RESULTS OF OPERATIONS.

LIQUIDITY AND CAPITAL RESOURCES

     Chris-Craft's financial position continues to be strong and highly liquid.
Cash and marketable securities totalled $1.45 billion at December 31, 2000, and
Chris-Craft has no debt outstanding. Chris-Craft's 80.0% owned television
broadcasting subsidiary, BHC Communications, Inc., invested significant funds in
United Paramount Network from UPN's inception in 1994 until March 31, 2000, when
BHC sold its remaining 50% interest in the network.

     Chris-Craft's operating cash flow is generated primarily by its Television
Division's core television station group. Broadcast cash flow reflects station
operating income plus depreciation and film contract amortization less film
contract payments. The relationship between film contract payments and related
amortization may vary greatly between periods (amortization exceeded payments by
$3.2 million in 2000 and payments exceeded amortization by $1.1 million in
1999), and is dependent upon the mix of programs aired and payment terms of the
stations' contracts. Additionally, station operating income for 2000 included a
non-cash $10 million programming write down. Reflecting such amounts, broadcast
cash flow in 2000 increased 22%, while station earnings increased 11%, as
explained below. Although broadcast cash flow is often used in the broadcast
television industry as an ancillary measure, it is not synonymous with operating
cash flow computed in accordance with generally accepted accounting principles,
and should not be considered alone or as a substitute for measures of
performance computed in accordance with generally accepted accounting
principles.

     Chris-Craft's cash flow additionally reflects earnings associated with its
cash and marketable securities, most of which are held by BHC. Such balances
rose slightly, to $1.45 billion at December 31, 2000, from $1.36 billion at
December 31, 1999. Such $85 million increase reflects 2000 operating cash flow
of $124.8 million, which was partially offset by final UPN net funding totalling
$25.9 million, and capital expenditures totalling $14.4 million.

     BHC generates most of Chris-Craft's consolidated cash flow. Parent company
obligations consist solely of corporate office expenditures, current and
accrued. Most parent company cash flow in recent years has been provided from
the receipt by Chris-Craft of its share of special dividends paid by BHC. BHC
paid a $2.00 per share special cash dividend in February 2000, aggregating $45.0
million (of which Chris-Craft received $36.0 million), and a $1.00 per share
special cash dividend (of which Chris-Craft received $18.0 million) in each of
the previous three years.

     Chris-Craft, from time to time, has purchased shares of its own capital
stock. No shares were purchased during 2000, and, at December 31, 2000, 586,602
common shares remained authorized for purchase. BHC, from time to time, has
purchased shares of its own stock. No shares were purchased during 2000, and, at
December 31, 2000, 185,497 Class A shares remained authorized for purchase.
During the three year period ended December 31, 2000, UTV expended $7.8 million
acquiring its own common shares. No shares were purchased during 2000, and, at
December 31, 2000, 721,249 UTV shares remained authorized for purchase.

     In January 1998, UTV purchased the assets of UHF television station WHSW,
Channel 24, in Baltimore, Maryland for $80.2 million in cash. The station's call
letters were changed to WUTB, and the station became a UPN affiliate. In July
1999, UTV purchased the assets of UHF television station WRBW, Channel 65, a UPN
affiliate in Orlando, Florida, for $61.3 million in cash. UTV remains obligated
for possible future consideration relating to the purchase of WRBW of up to $25
million.

<PAGE> 21

     In July 1994, BHC, along with Viacom Inc.'s Paramount Television Group,
formed UPN, a broadcast television network which premiered in January 1995. BHC
owned 100% of UPN from its inception through January 15, 1997, when Viacom
completed the exercise of its option to acquire a 50% interest in UPN, and,
accordingly, BHC and Viacom shared equally in UPN's losses and funding
requirements. On March 31, 2000, BHC sold for $5 million its remaining 50%
interest in UPN to Viacom. As a result of the sale, BHC has no further ownership
interest in the network or obligation to fund UPN's operations. UPN incurred
start-up losses of $194.7 million in 1999, $177.2 million in 1998, $170.2
million in 1997, $146.3 million in 1996 and $129.3 million in 1995. BHC funding
of UPN totalled $29.1 million in 2000, $106.6 million in 1999 and $88.1 million
in 1998. Equity loss and other related to UPN for the year ended December 31,
2000 includes equity loss in UPN of $22,574,000, loss on sale of BHC's interest
in UPN of $11,347,000 and related expenses of $1,775,000.

     Chris-Craft's television stations make commitments for programming that
will not be available for telecasting until future dates. At December 31, 2000,
commitments for such programming totalled $280.1 million, including $104.0
million applicable to UTV. Chris-Craft's capital expenditures generally have not
been material in relation to its financial position, and the related capital
expenditure commitments at December 31, 2000 were not material. During 2000,
Chris-Craft stations continued the process of converting to digital television
(DTV). This conversion requires the purchase of digital transmitting equipment
to telecast over newly assigned frequencies. Six of Chris-Craft's ten stations
have made the initial conversion to DTV signal transmission. This conversion
rollout is expected to take a number of years and will be subject to competitive
market conditions. Chris-Craft expects that its expenditures for future film
contract commitments and capital requirements for its present business,
including the cost to convert to DTV, will be satisfied primarily from
operations, marketable securities or cash balances.

     As set forth in Note 9, Chris-Craft has been named as a defendant (or a
"potentially responsible party") in certain actions seeking recovery for
environmental damage allegedly related to (i) the activities (discontinued since
1983) of 50% owned Montrose Chemical Corporation of California ("Montrose
California") and (ii) the activities of Montrose Chemical Co., a predecessor
company to Chris-Craft. As further set forth in Note 9, Chris-Craft does not
presently consider liability to be "probable" in any of the Montrose California
related matters and believes it has been erroneously identified as a potentially
responsible party and is unable to determine at this stage if it could have any
liability regarding Montrose Chemical Co. Accordingly, no amount has been
reserved in Chris-Craft's financial statements relating to these matters.


QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     Chris-Craft is subject to certain market risk relating to its marketable
securities holdings, which are all held for other than trading purposes. The
table below provides information as of December 31, 2000 about the U.S.
Government securities which are subject to interest rate sensitivity and the
equity securities which are subject to equity market sensitivity.

(In thousands)                               Cost         Fair Value
-----------------------------------------------------------------------------
U.S. Government securities               $   1,091,231   $   1,092,975
Equity securities                        $      95,909   $      99,628

     All of Chris-Craft's marketable securities have been categorized as
available for sale, and are comprised substantially of U.S. Government
securities, 99% of which mature in one year and all of which mature in 17
months.

<PAGE> 22

RESULTS OF OPERATIONS - 2000 VERSUS 1999

     Chris-Craft net income in 2000 rose to $158,013,000, or $4.52 per share
($3.58 per share diluted), compared to net income in 1999 of $42,433,000, or
$1.21 per share ($.97 per share diluted). The substantial increase in net income
resulted primarily from the December 2000 settlement with the Internal Revenue
Service by BHC of a previously denied Federal income tax refund claim for $124.4
million, including interest of $42.9 million. In addition, the increase in net
income reflects the elimination, subsequent to March 2000, of losses
attributable to BHC's former 50% interest in UPN, which was sold by BHC in the
first quarter of 2000.

     Television station earnings in 2000 increased 11%, to $146,952,000 from
$131,808,000, reflecting solid revenue growth and a reduction of approximately
$4.3 million in expense associated with stock price based retirement plans.
Station operating revenues for the year rose 8%, to a record $495,273,000 from
$459,938,000, and same station full year operating revenues rose 6%. The
increase in station earnings was augmented by an increase, to $9,596,000 from
$8,777,000, in earnings at BHC's television production subsidiaries. Corporate
office expenses of BHC and UTV reflect $2.8 million of acquisition related
expenses and a reduction of $1.2 million in stock price based retirement plan
expense. Television Division operating income in 2000 accordingly rose 14%, to a
record $131,346,000 from $114,726,000 in 1999.

     Industrial Division operating income rose 10% in 2000, to a record
$4,607,000 from $4,204,000 in 1999. The Division's operating revenues increased
5%, to $23,338,000 from $22,200,000 in 1999, and its profit margin benefitted
from improved product mix and manufacturing efficiencies.

     Consolidated operating income increased 22%, to a record $115,232,000 from
$94,197,000. Operating income for 2000 includes a favorable swing of
approximately $13.6 million of expense recorded for stock price based retirement
plans, reflecting a 5% decline during 2000 in the market price of Chris-Craft's
common stock together with a 54% market price increase in 1999. Additionally,
2000 operating income includes a $5.5 million favorable litigation settlement,
offset by $8.8 million of expenses associated with the expected acquisitions by
News Corp. of Chris-Craft, BHC and UTV.

     On March 31, 2000, BHC sold its 50% interest in UPN to Viacom. As a result
of the sale, BHC has no further ownership interest in the network or obligation
to fund UPN's operations. Losses associated with BHC's former interest in UPN
declined to $35,696,000 from $97,344,000, following the sale. The 2000 amount
includes equity loss in UPN of $22,574,000, loss on sale of BHC's interest in
UPN of $11,347,000 and related expenses of $1,775,000.

     Interest and other income, which primarily includes earnings on
Chris-Craft's consolidated $1.4 billion in cash and marketable securities,
totalled $138,191,000, compared to $106,183,000 in 1999. The 2000 amount
includes $42.9 million of interest on BHC's Federal income tax refund
settlement. Net gains on securities totalled $7.5 million in 2000 and $33.1
million in 1999.

     Chris-Craft's income tax provisions reflect the realization of certain tax
benefits, including $81.5 million recorded by BHC in December 2000 upon
settlement with the IRS of the Federal income tax refund claimed for capital
losses generated in 1993, and $8.8 million of corresponding state income tax
refunds. In 1999, Chris-Craft's income tax provision reflected the reversal of
the valuation allowance recorded in previous years, since the uncertainty of
realization of those tax benefits had been removed.

<PAGE> 23

     Minority interest reflects the interest of shareholders other than
Chris-Craft in the net income of BHC, 80% owned by Chris-Craft at December 31,
2000 and December 31, 1999, and 79.96% owned by Chris-Craft at December 31,
1998, and the interest of shareholders other than BHC in the net income of UTV,
57.9% owned by BHC at December 31, 2000, 58.1% owned by BHC at December 31,
1999, and 58.5% owned by BHC at December 31, 1998.

RESULTS OF OPERATIONS - 1999 VERSUS 1998

     Chris-Craft net income in 1999 rose to $42,433,000, or $1.21 per share
($.97 per share diluted), from net income in 1998 of $29,470,000, or $.84 per
share ($.67 per share diluted). The 44% increase in net income is mostly
attributable to marketable securities gains.

     Television station earnings in 1999 increased 7%, to $131,808,000 from
$123,123,000, and rose 10% excluding expense associated with stock price based
retirement plans. The increase in station earnings primarily reflects growth in
station operating revenues, which more than offset modest increases in station
operating expenses. Station operating revenues rose 5%, to $459,938,000 from
$436,664,000, and same station operating revenues rose 4%. Station operating
revenues were positively affected by generally strong demand for television
advertising time, as well as the generally positive impact of UPN's improved
competitive position on the prime time results of BHC's eight UPN affiliates.
Nonetheless, several BHC stations recorded lower operating revenues in 1999.
Station operating revenues in 1998 include retroactive network compensation
recorded by our NBC affiliate upon finalization of a long-term affiliation
agreement. Such compensation was offset by certain copyright royalty revenues
recorded in 1999.

     The increase in station earnings was partially offset by a decline, to
$8,777,000 from $10,202,000, in earnings at BHC's television production
subsidiaries, and a $1.1 million increase in corporate office expenses of BHC
and UTV. Television Division operating income in 1999 accordingly rose 5%, to
$114,726,000 from $109,299,000. Excluding stock price based retirement plan
expense, Television Division operating income increased 9% in 1999.

     Industrial Division operating income rose 15% in 1999, to a record
$4,204,000 from $3,642,000 in 1998. The Division's operating revenues increased
5%, to $22,200,000 from $21,243,000 in 1998, and its profit margin was enhanced
by improved product mix and manufacturing efficiencies.

     Consolidated operating income declined slightly, to $94,197,000 from
$94,670,000, primarily due to an increase of approximately $3.2 million in
corporate office stock price based retirement plan expense. Excluding all such
expense, which in 1999 reflects the 54% increase in the market price of
Chris-Craft common stock, consolidated operating income increased 7%.

     UPN's loss in 1999 widened to $194,688,000 from $177,193,000, reflecting
the expansion of the network's prime time schedule to five weekday evenings from
three during most of 1998, as well as ratings shortfalls and expenses related to
cancelled programs earlier in 1999. BHC's 50% share of UPN's loss accordingly
rose to $97,344,000 from $88,597,000 in 1998.

     Interest and other income, which consists mostly of amounts earned on
Chris-Craft's consolidated cash and marketable securities holdings, rose
significantly in 1999, to $106,183,000 from $80,337,000. The increase reflects a
$27.8 million increase, to approximately $33.1 million from approximately $5.3
million, in marketable securities gains. Interest income declined slightly in
1999, due to a modest decline in the average amount of funds invested.

     Chris-Craft's effective income tax rate reflects in both years the
realization of certain income tax benefits and, in 1999, the reversal of the
valuation allowance recorded in previous years, since the uncertainty of
realization of those benefits has been removed.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

     The information appearing in the Management's Discussion and Analysis under
the caption QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK is
incorporated herein by this reference.

<PAGE> 24

ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

                  CHRIS-CRAFT INDUSTRIES, INC. AND SUBSIDIARIES

                   INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

CONSOLIDATED FINANCIAL STATEMENTS:

         Report of Independent Accountants

         Consolidated Balance Sheets - December 31, 2000 and 1999

         Consolidated Statements of Income - For the Years
           Ended December 31, 2000, 1999 and 1998

         Consolidated Statements of Cash Flows - For the Years
           Ended December 31, 2000, 1999 and 1998

         Consolidated Statements of Shareholders' Investment - For
           the Years Ended December 31, 2000, 1999 and 1998

         Notes to Consolidated Financial Statements

QUARTERLY FINANCIAL INFORMATION

<PAGE> 25

               Report of Independent Certified Public Accountants


PricewaterhouseCoopers LLP
200 East Las Olas Blvd.
Fort Lauderdale FL 33301

To the Board of Directors and
Shareholders of Chris-Craft Industries, Inc.

In our opinion, the accompanying consolidated balance sheets and the related
consolidated statements of income, shareholders' investment and cash flows
present fairly, in all material respects, the financial position of Chris-Craft
Industries, Inc. and its subsidiaries at December 31, 2000 and 1999, and the
results of their operations and their cash flows for each of the three years in
the period ended December 31, 2000, in conformity with accounting principles
generally accepted in the United States of America. These financial statements
are the responsibility of the Company's management; our responsibility is to
express an opinion on these financial statements based on our audits. We
conducted our audits of these statements in accordance with auditing standards
generally accepted in the United States of America, which require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

/s/  PricewaterhouseCoopers LLP

March 8, 2001, except as to Note 8 which is as of March 14, 2001

<PAGE> 26

                          Consolidated Balance Sheets
                  Chris-Craft Industries, Inc. and Subsidiaries

                                                          December 31,
(In thousands of dollars)                              2000         1999
----------------------------------------------------------------------------
Assets

Current Assets:
  Cash and cash equivalents                       $   252,514    $   119,427
  Marketable securities (substantially
   all U.S. Government securities)                  1,192,603      1,240,241
  Income tax refund receivable                        129,649           -
  Accounts receivable, less allowance for
   doubtful accounts of $4,330 and $4,676             105,595        102,292
  Film contract rights                                121,135        111,819
  Prepaid expenses and other current assets            57,312         71,316
----------------------------------------------------------------------------
     Total current assets                           1,858,808      1,645,095
----------------------------------------------------------------------------
Investments                                            89,662        104,176
----------------------------------------------------------------------------
Film Contract Rights, including deposits,
   less estimated portion to be
   used within one year                                43,978         39,550
----------------------------------------------------------------------------
Property and Equipment, at cost:
  Land, buildings and improvements                     52,219         49,559
  Machinery and equipment                             131,541        132,665
----------------------------------------------------------------------------
                                                      183,760        182,224
  Less - Accumulated depreciation                     116,569        117,185
----------------------------------------------------------------------------
                                                       67,191         65,039
----------------------------------------------------------------------------
Intangible Assets                                     460,793        474,846
----------------------------------------------------------------------------
Other Assets                                           31,777         17,279
----------------------------------------------------------------------------
                                                 $  2,552,209   $  2,345,985
============================================================================

<PAGE> 27

                                                          December 31,
                                                       2000         1999
----------------------------------------------------------------------------
Liabilities and Shareholders' Investment

Current Liabilities:
  Film contracts payable within one year         $    107,913   $    102,737
  Accounts payable and accrued expenses               145,976        153,509
  Income taxes payable                                 24,512         34,907
----------------------------------------------------------------------------
       Total current liabilities                      278,401        291,153
----------------------------------------------------------------------------
Film Contracts Payable after One Year                 101,471         84,372
----------------------------------------------------------------------------
Other Long-Term Liabilities                            16,741         25,210
----------------------------------------------------------------------------
Minority Interest                                     553,394        503,447
----------------------------------------------------------------------------

Commitments and Contingencies (Note 9)

Shareholders' Investment:
  Cumulative preferred stock -
    Prior preferred stock - redeemed in
     2000; $1.00 dividend; stated at
     liquidating value of $21.50 per
     share; outstanding 73,399 shares
     at December 31, 1999                                -             1,578
    Convertible preferred stock -
     $1.40 dividend; stated at
     $17.50 per share; currently
     authorized 232,809 shares;
     outstanding 232,809 and 234,374
     shares (liquidating value
     $23.00 per share, aggregating $5,355)              4,075          4,102
    Class B common stock - par value $.50
     per share; currently authorized
     50,000,000 shares; outstanding
     7,832,694 and 7,997,292 shares                     3,916          3,999
    Common stock - par value $.50 per
     share; currently authorized 100,000,000
     shares; outstanding 27,167,559
     and 25,781,763 shares                             14,375         13,682
    Capital surplus                                   490,001        420,390
    Retained earnings                               1,087,149        991,398
    Accumulated other comprehensive income              2,686          6,654
----------------------------------------------------------------------------
                                                    1,602,202      1,441,803
----------------------------------------------------------------------------
                                                 $  2,552,209   $  2,345,985
============================================================================

     The accompanying notes to consolidated financial statements are an integral
part of these statements.

<PAGE> 28

                      Consolidated Statements of Income
                Chris-Craft Industries, Inc. and Subsidiaries

                                             Year ended December 31,
(In thousands except per share data)       2000          1999          1998
----------------------------------------------------------------------------
Operating Revenues:
Television revenues                    $   505,504  $   469,347  $   445,850
Sales of manufactured products              23,338       22,200       21,243
----------------------------------------------------------------------------
                                           528,842      491,547      467,093
----------------------------------------------------------------------------
Operating Expenses:
  Television expenses                      239,763      219,936      210,947
  Cost of manufactured products sold        14,408       13,833       13,754
  Selling, general and administrative      159,439      163,581      147,722
----------------------------------------------------------------------------
                                           413,610      397,350     372,423
----------------------------------------------------------------------------
  Operating income                         115,232       94,197      94,670
----------------------------------------------------------------------------

Other Income (Expense):
Interest and other income, net             138,191      106,183      80,337
Equity loss and other related to
 United Paramount Network                  (35,696)     (97,344)    (88,597)
----------------------------------------------------------------------------
                                           102,495        8,839      (8,260)
----------------------------------------------------------------------------
  Income before (benefit)
    provision for income
    taxes and minority interest            217,727     103,036       86,410

(Benefit) Provision for Income Taxes        (1,100)     32,300       32,500
----------------------------------------------------------------------------

  Income before minority interest          218,827      70,736       53,910

Minority Interest                           60,814      28,303       24,440
----------------------------------------------------------------------------

  Net income                           $   158,013  $   42,433   $   29,470
============================================================================
Weighted Average Common
  Shares Outstanding                        34,913      34,599       34,545
============================================================================
Earnings per Share:
  Basic                                $      4.52  $     1.21   $      .84
  Diluted                              $      3.58  $      .97   $      .67
============================================================================

     The accompanying notes to consolidated financial statements are an integral
part of these statements.

<PAGE> 29

                     Consolidated Statements of Cash Flows
                 Chris-Craft Industries, Inc. and Subsidiaries
                                                 Year ended December 31,
                                             -------------------------------
(In thousands of dollars)                       2000       1999      1998
----------------------------------------------------------------------------
Cash Flows from Operating Activities:
Net income                                   $ 158,013  $  42,433  $  29,470
Adjustments to reconcile net income to
  net cash provided from operating activities:
    Film contract amortization                 107,851     99,735     88,507
    Film contract payments                    (104,613)  (100,834)  (100,824)
    Programming write down                      10,000       -          -
    Depreciation and other amortization         26,259     24,378     22,088
    Equity loss and other related to
    United Paramount Network                    35,696     97,344     88,597
    Net gain on disposition of
     marketable securities                     (17,541)   (33,123)    (5,316)
    Minority interest                           60,814     28,303     24,440
    Other                                        4,528     (3,482)     2,486
    Changes in assets and liabilities:
     Accounts receivable                        (3,303)   (12,613)     1,090
     Interest receivable on tax refund         (44,019)      -          -
     Other assets                               (3,072)    (5,499)     7,271
     Accounts payable and other liabilities    (11,245)    23,479      1,198
     Income taxes                              (94,600)    (4,056)     8,900
----------------------------------------------------------------------------
       Net cash provided from
        operating activities                   124,768    156,065    167,907
----------------------------------------------------------------------------
Cash Flows from Investing Activities:
  Disposition of marketable securities         539,970    463,317    414,133
  Purchase of marketable securities           (484,361)  (484,480)  (391,963)
  Station acquisitions (includes $58,903 and
   $77,646 of intangible assets)                  -       (61,269)   (80,214)
  Investment in United Paramount Network       (25,875)  (106,550)   (88,100)
  Other investments                             (5,871)   (21,247)   (22,153)
  Capital expenditures                         (14,353)   (20,616)   (12,260)
  Other                                          2,937     (3,118)    (1,852)
----------------------------------------------------------------------------
       Net cash provided from (used in)
        investing activities                    12,447   (233,963)  (182,409)
----------------------------------------------------------------------------
Cash Flows from Financing Activities:
Capital transactions of subsidiaries            (7,971)    (2,445)   (56,408)
Purchase of treasury stock                        -       (11,145)   (20,171)
Proceeds from exercise of employee
 stock options                                   6,060      7,020      5,783
Redemption of prior preferred stock             (1,835)      -          -
Dividends on preferred stock                      (382)      (402)      (414)
----------------------------------------------------------------------------
       Net cash used in financing activities    (4,128)    (6,972)   (71,210)
----------------------------------------------------------------------------
Net Increase (Decrease) in Cash
 and Cash Equivalents                          133,087    (84,870)   (85,712)
Cash and Cash Equivalents
 at Beginning of Year                          119,427    204,297    290,009
----------------------------------------------------------------------------
Cash and Cash Equivalents at
  End of Year                                $ 252,514  $ 119,427  $ 204,297
============================================================================

     The accompanying notes to consolidated financial statements are an integral
part of these statements.

<PAGE> 30

<TABLE>
                            Consolidated Statements of Shareholders' Investment
                               Chris-Craft Industries, Inc. and Subsidiaries
<CAPTION>
<S>                             <C>         <C>           <C>          <C>             <C>
                                                                                       Treasury
                                              Outstanding Shares                        Shares
                                  --------------------------------------------         --------
                                             Class B      $1.00          $1.40
                                  Common     Common     Preferred     Preferred         Common
-----------------------------------------------------------------------------------------------------------

Balance at December 31, 1997    23,652,015  7,930,384     73,399       246,601             -
Comprehensive income:
 Net income                           -          -          -             -                -
  Other comprehensive income:
    Unrealized net gain on
      securities (net of
      tax of $8,954)                  -          -          -             -                -
    Reclassification
      adjustment (net
      of tax of $1,887)               -          -          -             -                -
    Other comprehensive income,
      net of tax                      -          -          -             -                -
Total comprehensive income            -          -          -             -                -
Capital transactions
 of subsidiaries                      -          -          -             -                -
Dividends on preferred stock          -          -          -             -                -
Common stock dividend - 3%         708,435    237,302       -             -                -
Conversion of preferred stock      151,109    209,566       -          (10,666)            -
Conversion of Class B
 common stock                      249,315   (249,315)      -             -                -
Stock options, including
 related tax benefits              190,722       -          -             -                -
Acquisition of treasury stock         -          -          -             -            (395,400)
Retirement of treasury stock      (395,400)      -          -             -             395,400
-----------------------------------------------------------------------------------------------------------
Balance at December 31, 1998    24,556,196  8,127,937     73,399       235,935             -
Comprehensive income:
 Net income                         -          -          -             -                  -
  Other comprehensive income:
   Unrealized net gain on
      securities (net of
      tax of $5,414)                -             -             -             -            -
   Reclassification adjustment
      (net of tax of $11,624)       -             -             -             -            -
   Other comprehensive income,
      net of tax                    -             -             -             -            -
Total comprehensive income          -             -             -             -            -
Capital transactions
 of subsidiaries                    -             -             -             -            -
Dividends on preferred stock        -             -             -             -            -
Common stock dividend - 3%       733,553       242,313          -             -            -
Conversion of preferred stock     54,232            46          -           (1,561)        -
Conversion of Class B
 common stock                    373,004      (373,004)         -             -            -
Stock options, including
 related tax benefits            310,278          -             -             -            -
Acquisition of treasury stock       -             -             -             -        (245,500)
Retirement of treasury stock    (245,500)         -             -             -         245,500
-----------------------------------------------------------------------------------------------------------
Balance at December 31, 1999  25,781,763     7,997,292        73,399       234,374         -
Comprehensive income:
 Net income                         -             -             -             -            -
  Other comprehensive income:
    Unrealized net gain on
      securities (net of
      tax of $1,760)                -             -             -             -            -
    Reclassification adjustment
      (net of tax of $5,629)        -             -             -             -            -
      Other comprehensive income,
        net of tax                  -             -             -             -            -
Total comprehensive income          -             -             -             -            -
Capital transactions
 of subsidiaries                    -             -             -             -            -
Dividends on preferred stock        -             -             -             -            -
Common stock dividend - 3%       776,123       238,632          -             -            -
Conversion of preferred stock     56,127          -             -           (1,565)        -
Conversion of Class B
 common stock                    403,230      (403,230)         -             -            -
Stock options, including
 related tax benefits            150,316          -             -             -            -
Redemption of prior
 preferred stock                    -             -          (73,399)         -            -
-----------------------------------------------------------------------------------------------------------
Balance at December 31, 2000  27,167,559     7,832,694          -          232,809         -
===========================================================================================================

<CAPTION>
                                                     Dollar Amount (In thousands)
                             ------------------------------------------------------------------------------
<S>                          <C>      <C>      <C>        <C>          <C>        <C>          <C>
                                                                                Accumulated
                                                                                    Other
                             Common  Preferred  Capital     Retained  Treasury  Comprehensive Comprehensive
                             Stocks    Stocks   Surplus     Earnings    Stock      Income        Income
                             ------------------------------------------------------------------------------
Balance at December 31, 1997 $16,582  $ 5,893  $ 343,956  $ 1,010,384  $  -       $ 6,365
Comprehensive income:
 Net income                     -        -          -          29,470     -          -         $ 29,470
  Other comprehensive income:                                                                  --------
    Unrealized net gain on
      securities (net of
      tax of $8,954)            -        -          -            -        -          -           12,199
    Reclassification
      adjustment (net
      of tax of $1,887)         -        -          -            -        -          -           (2,494)
    Other comprehensive income,                                                                --------
      net of tax                -        -          -            -        -         9,705         9,705
                                                                                               --------
Total comprehensive income      -        -          -            -        -          -         $ 39,175
Capital transactions                                                                           ========
 of subsidiaries                -        -          (924)        -        -          -
Dividends on preferred stock    -        -          -            (414)    -          -
Common stock dividend - 3%      473      -        45,783      (46,256)    -          -
Conversion of preferred stock   180     (186)         6          -        -          -
Conversion of Class B
 common stock                   -        -          -            -        -          -
Stock options including
 related tax benefits            96      -         6,877         -        -          -
Acquisition of treasury stock   -        -          -            -     (19,521)      -
Retirement of treasury stock    (198)    -       (19,323)        -      19,521       -
------------------------------------------------------------------------------------------
Balance at December 31, 1998  17,133    5,707    376,375      993,184     -        16,070
Comprehensive income:
  Net income                    -        -          -          42,433     -          -         $ 42,433
  Other comprehensive income:                                                                  --------
    Unrealized net gain on
     securities (net of tax
     of $5,414)                 -        -          -            -        -          -            7,623
    Reclassification
     adjustment (net of
     Tax of $11,624)            -        -          -            -        -          -          (17,039)
    Other comprehensive                                                                        --------
     income, net of tax         -        -          -            -        -        (9,416)       (9,416)
                                                                                               --------
Total comprehensive income      -        -          -            -        -          -         $ 33,017
                                                                                               ========
Capital transactions of
 subsidiaries                   -        -         1,474         -        -          -
Dividends on preferred stock    -        -          -            (402)    -          -
Common stock dividend - 3%       488     -        43,328      (43,817)    -          -
Conversion of preferred
 stock                            27      (27)      -            -        -          -
Conversion of Class B
 common stock                   -        -          -            -        -          -
Stock options, including
 related tax benefits            155     -        10,236         -        -          -
Acquisition of treasury
 stock                           -        -          -            -     (11,145)     -
Retirement of treasury
 stock                           (122)    -       (11,023)        -      11,145      -
------------------------------------------------------------------------------------------
Balance at December 31, 1999   17,681    5,680    420,390      991,398     -        6,654
Comprehensive income:
 Net income                      -        -          -         158,013     -         -         $158,013
 Other comprehensive income:                                                                   --------
 Unrealized net gain on
  securities (net of tax
  of $1,760)                     -        -          -            -        -         -            2,426
 Reclassification
  adjustment (net of
  tax of $5,629)                 -        -          -            -        -         -           (6,394)
 Other comprehensive                                                                           --------
  income, net of tax             -        -          -            -        -       (3,968)       (3,968)
                                                                                               --------
Total comprehensive income       -        -          -            -        -         -         $154,045
Capital transactions of                                                                        ========
 subsidiaries                    -        -         1,055         -        -         -
Dividends on preferred stock     -        -          -            (382)    -         -
Common stock dividend - 3%        507     -        61,373      (61,880)    -         -
Conversion of preferred stock      28      (27)        (1)        -        -         -
Conversion of Class B
 common stock                    -        -          -            -        -         -
Stock options, including
 related tax benefits              75     -         7,441         -        -         -
Redemption of prior
 preferred stock                 -      (1,578)      (257)        -        -         -
------------------------------------------------------------------------------------------
Balance at December 31, 2000  $18,291  $ 4,075  $ 490,001  $ 1,087,149  $  -      $ 2,686
==========================================================================================
</TABLE>
     The accompanying notes to consolidated financial statements are an integral
part of these statements.

<PAGE> 32

                   Notes to Consolidated Financial Statements
                  Chris-Craft Industries, Inc. and Subsidiaries

NOTE 1
-----------------------------------------------------------------------------
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

(A)   BUSINESS AND BASIS OF PRESENTATION

     Chris-Craft's primary business is television broadcasting, conducted
through its majority owned (80.0% at December 31, 2000 and 1999) television
broadcasting subsidiary, BHC Communications, Inc. BHC wholly owned subsidiaries
operate three television stations, and BHC's majority owned (57.9% at December
31, 2000 and 58.1% at December 31, 1999) subsidiary, United Television, Inc.
(UTV), operates seven television stations.

     BHC accounted for its interest in the partnership that operated the United
Paramount Network (UPN), a broadcast television network which premiered in
January 1995, under the equity method. BHC recorded 100% of UPN's start-up
losses from the network's 1994 inception through January 15, 1997, when Viacom
Inc. completed its acquisition of a 50% interest in the partnership. Thereafter,
BHC has recorded 50% of UPN's start-up losses. On March 31, 2000, BHC sold its
remaining 50% interest in UPN to Viacom. As a result of the sale, BHC has no
further ownership interest in the network or obligation to fund UPN's
operations.

     The accompanying consolidated financial statements include the accounts of
Chris-Craft and its subsidiaries, after elimination of all significant
intercompany accounts and transactions. The pro rata interests of BHC and UTV
minority shareholders in the net income and net assets of BHC and UTV are set
forth as Minority Interest in the Consolidated Statements of Income and
Consolidated Balance Sheets, respectively. Chris-Craft has elected to present
Comprehensive Income in the Consolidated Statements of Shareholders' Investment.
Such amounts have been presented net of income taxes and minority interests.
Preparation of financial statements in accordance with generally accepted
accounting principles requires the use of management estimates and assumptions.
Actual results could differ.

(B)   FINANCIAL INSTRUMENTS

     Cash equivalents are securities having maturities at time of purchase not
exceeding three months. The fair value of cash equivalents approximates carrying
value, reflecting their short maturities.

     All of Chris-Craft's marketable securities have been categorized as
available for sale and are carried at fair market value. Since marketable
securities are available for current operations, all are included in current
assets, as follows:

                                           Gross Unrealized
                                            ----------------
(In thousands)                      Cost     Gains    Losses   Fair Value
December 31, 2000:
  U.S. Government securities   $ 1,091,231  $  1,777  $    33  $ 1,092,975
  Other                             95,909     5,275    1,556       99,628
--------------------------------------------------------------------------
                               $ 1,187,140  $  7,052  $ 1,589  $ 1,192,603
==========================================================================

<PAGE> 33

                                            Gross Unrealized
                                            ----------------
(In thousands)                      Cost     Gains    Losses   Fair Value
December 31, 1999:
  U.S. Government securities   $ 1,149,089  $    35   $ 2,520  $ 1,146,604
  Other                             75,342   21,090     2,795       93,637
--------------------------------------------------------------------------
                               $ 1,224,431  $21,125   $ 5,315  $ 1,240,241
==========================================================================

     Of the U.S. Government securities held at December 31, 2000, 99% mature
within one year and all within 17
months.

     Certain additional information related to Chris-Craft's marketable
securities as of and for the years ended December 31, 2000, 1999 and 1998 is as
follows:

(In thousands)                          2000         1999          1998
-------------------------------------------------------------------------
Sales proceeds                      $ 539,970     $ 463,317     $ 414,133
Realized gains                         19,702        33,153         6,018
Realized losses                         2,161            30           702
Net unrealized gain                     5,463        15,810        33,621
Adjustment for unrealized gain,
  net of deferred income taxes
  and minority interests            $   2,686     $   6,654     $  16,070
=========================================================================

   For purposes of computing realized gains and losses, cost was determined
using the specific identification method.

(C)   FILM CONTRACTS

     Chris-Craft's television stations own film contract rights which allow
generally for limited showings of films and syndicated programs. Film contract
rights and related liabilities are recorded when the programming becomes
available for telecasting.

     Contracts are amortized over the estimated number of showings, using
primarily accelerated methods as films are used, based on management's estimates
of the flow of revenue and the ultimate total cost for each contract. In the
opinion of management, future revenue derived from airing programming will be
sufficient to cover related unamortized rights balances at December 31, 2000.
The estimated costs of recorded film contract rights to be charged to income
within one year are included in current assets; payments on such contracts due
within one year are included in current liabilities. The approximate future
maturities of film contracts payable after one year at December 31, 2000 are
$51,148,000, $36,644,000, $11,360,000 and $2,319,000 in 2002, 2003, 2004 and
thereafter, respectively. The net present value at December 31, 2000 of such
payments, based on a 9.5% discount rate, was approximately $79,900,000. See Note
9. In the 2000 second quarter, Chris-Craft recorded an impairment charge of $10
million related to one of its programs.

(D)   DEPRECIATION AND AMORTIZATION

     Depreciation of property and equipment is generally provided on the
straight-line method over the estimated useful lives of the assets, ranging from
three to 40 years, except that leasehold improvements are amortized over the
lives of the respective leases, if shorter.

(E)   INTANGIBLE ASSETS

     Intangible assets reflect the excess of the purchase prices of businesses
acquired over net tangible assets at dates of acquisition. The carrying values
of such intangibles as of December 31, 2000 and 1999 are as follows:

<PAGE> 34

(In thousands)                                       2000          1999
-------------------------------------------------------------------------
Television Division                             $   460,019   $   474,072
Industrial Division                                     774           774
-------------------------------------------------------------------------
                                                $   460,793   $   474,846
=========================================================================

     Television Division amounts primarily relate to television station WWOR,
which was acquired in 1992, and television stations WRBW and WUTB, the assets of
which were acquired in 1999 and 1998, respectively, and are being amortized on a
straight-line basis over 40-year periods. Accumulated amortization of intangible
assets totalled $104,709,000 at December 31, 2000 and $90,650,000 at December
31, 1999. Intangible assets at December 31, 2000 and 1999 include goodwill, net
of amortization, totalling $55,217,000 and $56,652,000, respectively, resulting
from purchases by BHC of its own shares at prices greater than net book value.

     Chris-Craft reviews its long-lived assets, identifiable intangibles and
goodwill and reserves for their impairment based generally upon estimated future
undiscounted cash flows whenever events or changes in circumstances indicate the
carrying value may not be fully recoverable.

(F)   REVENUE RECOGNITION AND BARTER TRANSACTIONS

     Revenue is recognized upon broadcast of television advertising and upon
shipment of manufactured products. The estimated fair value of goods or services
received by Chris-Craft's television stations in barter (nonmonetary)
transactions, most of which relate to the acquisition of programming, is
recognized as revenue when the air time is used by the advertiser. Barter
revenue totalled $44,541,000 in 2000, $44,222,000 in 1999 and $47,654,000 in
1998. Barter expense in each year approximated barter revenue.

(G)   EARNINGS PER SHARE

   Earnings per share amounts have been computed as follows:

                                             Year ended December 31,
(In thousands except per share data)     2000         1999         1998
-------------------------------------------------------------------------
BASIC -
Net income                           $  158,013   $   42,433   $   29,470
Less: Preferred stock dividends            (381)        (402)        (410)
-------------------------------------------------------------------------
  Income available to common
    shareholders                     $  157,632   $   42,031   $   29,060
=========================================================================
Weighted average common shares
 outstanding                             34,913       34,599       34,545
=========================================================================
   Basic per share amount            $     4.52   $     1.21   $      .84
=========================================================================

<PAGE> 35

                                              Year ended December 31,
(In thousands except per share data)      2000         1999         1998
-------------------------------------------------------------------------
DILUTED -
Income available to common
 shareholders                        $  157,632   $   42,031   $   29,060
Effect of dilutive securities -
  Convertible preferred stock
    dividend                                326          329          337
  Dilution of UTV net income from
    UTV stock options                       (74)         (76)         (82)
-------------------------------------------------------------------------
    Income available assuming
     dilution                        $  157,884   $   42,284   $   29,315
=========================================================================

Weighted average common  shares
 outstanding                             34,913       34,599       34,545
Effect of dilutive securities -
  Convertible preferred stock             8,396        8,442        8,707
  Stock options                             841          483          312
-------------------------------------------------------------------------
Weighted average shares outstanding
   assuming dilution                     44,150       43,524       43,564
=========================================================================

   Diluted per share amount          $     3.58   $      .97   $      .67
=========================================================================

     All securities which could dilute per share amounts are included in the
computation of diluted earnings per share.

(H)   STOCK-BASED COMPENSATION

     Chris-Craft has chosen to continue to account for stock-based compensation
using the intrinsic value method. See Note 6.

     (I) SUPPLEMENTAL CASH FLOW INFORMATION AND DISCLOSURE OF NONCASH INVESTING
ACTIVITIES

     Cash paid for income taxes totalled $93,700,000 in 2000, $36,100,000 in
1999 and $30,600,000 in 1998.

NOTE 2
------------------------------------------------------------------------------
UNITED PARAMOUNT NETWORK AND OTHER INVESTMENTS:

     In July 1994, BHC, along with Viacom Inc.'s Paramount Television Group,
formed the United Paramount Network, a broadcast television network which
premiered in January 1995. BHC owned 100% of UPN from its inception through
January 15, 1997, when Viacom completed the exercise of its option to acquire a
50% interest in UPN, and, accordingly, BHC and Viacom shared equally in UPN's
losses and funding requirements. On March 31, 2000, BHC sold its remaining 50%
interest in UPN to Viacom. As a result of the sale, BHC has no further ownership
interest in the network or obligation to fund UPN's operations.

     UPN had been organized as a partnership, and BHC's partnership interest was
accounted for under the equity method. At December 31, 1999, the carrying value
of such interest totalled $9,821,000, and is included in Investments on the
accompanying Consolidated Balance Sheets. Equity loss and other related to UPN
in the accompanying Consolidated Statements of Income totalled $35,696,000 for

<PAGE> 36

the year ended December 31, 2000 and includes equity loss in UPN of $22,574,000,
loss on sale of BHC's interest in UPN of $11,347,000, and related expenses of
$1,775,000. Condensed consolidated financial statements of UPN, insofar as
reflected in Chris-Craft's financial statements, are as follows:

BALANCE SHEET
                                                              December 31,
(In thousands)                                                    1999
-------------------------------------------------------------------------
Current assets                                                $    85,531
Other assets                                                       30,826
-------------------------------------------------------------------------
                                                              $   116,357
=========================================================================
Current liabilities                                           $    96,715
Partners' capital                                                  19,642
-------------------------------------------------------------------------
                                                              $   116,357
=========================================================================

STATEMENTS OF OPERATIONS
                                             Year ended December 31,
(In thousands)                           2000*        1999         1998
-------------------------------------------------------------------------
Operating revenues                   $   36,535   $  134,127   $   96,401
Operating expenses                       81,964      325,845      275,165
-------------------------------------------------------------------------
   Operating loss                       (45,429)    (191,718)    (178,764)
Other income (expense), net                 281       (2,970)       1,571
-------------------------------------------------------------------------
   Net loss                          $  (45,148)  $ (194,688)  $ (177,193)
=========================================================================

     * Reflects UPN's results of operations through March 31, 2000, the date BHC
sold its remaining interest.

     The following information as it relates to UPN is provided in accordance
with Statement of Financial
Accounting Standards (SFAS) 131.  See Note 10.

                                                    Year ended December 31,
(In thousands)                                          1999       1998
-------------------------------------------------------------------------
Depreciation and amortization                        $    751   $   2,069
Capital expenditures                                 $    454   $   1,565

     Also included in Investments on the accompanying Consolidated Balance
Sheets are Chris-Craft's other investments which it considers long-term. In
December 2000, Chris-Craft recorded an impairment charge of $10 million related
to these investments.

<PAGE> 37

NOTE 3
-----------------------------------------------------------------------------
ACCOUNTS PAYABLE AND ACCRUED EXPENSES:

   Accounts payable and accrued expenses consist of the  following:

                                                         December 31,
(In thousands)                                         2000        1999
-------------------------------------------------------------------------
Accounts payable                                    $  10,723   $   9,830
Accrued expenses -
  Payroll and compensation                             64,777      76,189
  Deferred barter revenue                              41,978      39,754
  Other                                                28,498      27,736
-------------------------------------------------------------------------
                                                    $ 145,976   $ 153,509
=========================================================================

NOTE 4
-----------------------------------------------------------------------------
SHAREHOLDERS' INVESTMENT:

     In September 2000, Chris-Craft redeemed all 73,399 outstanding shares of
its $1.00 prior preferred stock at a redemption price of $25.00 per share. Each
share of $1.40 convertible preferred stock is redeemable by Chris-Craft at
$40.00 and is convertible into common stock as set forth below. Chris-Craft has
authorized 10,000,000 shares of preferred stock, $1.00 par value, that may be
issued without further shareholder approval, in one or more series, the terms
and provisions of which shall be set by the Board of Directors.

     Each share of Class B common stock entitles the holder to ten votes (common
stock entitles the holder to one vote per share), is convertible at all times
into common stock on a share-for-share basis, is not transferable except to
specified persons ("Permitted Transferees") and, in general, carries the same
per share dividend and liquidation rights as a share of common stock, except
that the Board of Directors may in its discretion declare greater cash dividends
per share on the common stock than on the Class B common stock. No additional
Class B shares may be issued without further shareholder approval, except upon
the conversion of $1.40 convertible preferred shares by holders of record on
November 10, 1986 (the record date for the initial distribution of Class B
common stock) or Permitted Transferees, or in payment of stock dividends or
stock splits on outstanding shares of Class B common stock.

     So long as any Class B common stock is outstanding, each share of $1.40
convertible preferred stock will entitle the holder on November 10, 1986, or
Permitted Transferees, to convert such share of $1.40 convertible preferred
stock into 11.97643 shares of common stock and 23.95286 shares of Class B common
stock, and to 252.0 votes. The foregoing special conversion and voting rights
will be available to holders of $1.40 convertible preferred stock transferred
after November 10, 1986 only under the same circumstances as those in which the
Class B common stock is transferable. Each share of $1.40 convertible preferred
stock transferred after November 10, 1986 entitles its holder (other than a
Permitted Transferee) to convert such share into 35.92929 shares of common stock
and 35.9 votes.

     Chris-Craft, from time to time, has purchased shares of its capital stock,
including 1999 purchases of 245,500 shares of common stock. No shares were
purchased in 2000, and, at December 31, 2000, 586,602 shares of common stock
remained authorized for purchase.

<PAGE> 38

     As of December 31, 2000, shares of Chris-Craft's authorized but unissued
common stock were reserved for
issuance as follows:

                                                                 Shares
-------------------------------------------------------------------------
Conversion of Class B common stock                              7,832,694
Conversion of $1.40 convertible preferred stock*                8,364,662
Stock options (including options outstanding
  for 3,629,386 shares)                                         4,969,126
-------------------------------------------------------------------------
                                                               21,166,482
=========================================================================
  * Including Class B common shares.


NOTE 5
-----------------------------------------------------------------------------
CAPITAL TRANSACTIONS OF SUBSIDIARIES:

     BHC had outstanding, at December 31, 2000, 4,511,605 shares of Class A
common stock and 18,000,000 shares of Class B common stock. Chris-Craft owns all
outstanding Class B common shares and 10,000 Class A common shares, which
represented 80% of BHC's then outstanding equity and 97.6% of BHC's voting
power. From January 1990, when BHC became a public company and was 60% owned by
Chris-Craft, through December 31, 1998, BHC purchased 6,895,590 shares of its
Class A common stock, including 226,503 from UTV in 1998, at an aggregate cost
of $516,503,000. BHC treasury stock expenditures totalled $46,305,000 in 1998.
Since December 31, 1998, no additional shares were acquired by BHC. At December
31, 2000, 185,497 Class A common shares remained authorized for purchase.

     UTV has also acquired its own shares, expending $828,000 in 1999 and
$7,010,000 in 1998, and received proceeds of $3,049,000 in 2000, $4,849,000 in
1999 and $3,579,000 in 1998 from the exercise of stock options. There were no
shares acquired by UTV in 2000.

     Such transactions, together with BHC special dividends of $2.00 per share
in 2000, and $1.00 per share in 1999 and 1998, and UTV dividends of $.50 per
share in 2000, 1999 and 1998, are reflected in the accompanying Consolidated
Statements of Cash Flows and Consolidated Statements of Shareholders' Investment
under the caption Capital transactions of subsidiaries, net of intercompany
eliminations and minority interests.


NOTE 6
-----------------------------------------------------------------------------
STOCK OPTIONS:

     Under the 1999 Management Incentive Plan, adopted by Chris-Craft
shareholders in May 1999, options (including Incentive Stock Options) to
purchase shares of common stock may be granted from time to time to employees of
Chris-Craft and its subsidiaries, at prices not less than the fair market value
at date of grant. The 1999 Plan replaced a similar plan, the 1994 Plan, which
was terminated with respect to the grant of additional options when the 1999
Plan became effective. One grant of options under the 1999 Plan is exercisable
in 50% installments commencing four years from date of grant. All other options
are exercisable in cumulative annual installments of 33 1/3% commencing one year
from date of grant. Options expire over a period determined by the Plan
Committees, which may not exceed ten years from date of grant. Options currently
outstanding expire either five or ten years from date of grant.

     Both the 1999 Plan and the 1994 Plan permit the Plan Committees to award
stock appreciation rights to holders of options granted under the Plans. Such
rights entitle the holders, in lieu of exercising their options, to receive
payment from Chris-Craft in cash, stock or a combination thereof, equal to the
greater of the appreciation in market value or book value of the shares covered
by exercisable options. No stock appreciation rights have been awarded under
either Plan.

<PAGE> 39

     Transactions under the two Plans during the three years ended December 31,
2000 were as follows:

                                                        Weighted
                                                         Average
(In thousands of dollars except          Shares under   Exercise
 per share data)                            Option        Price       Total
-----------------------------------------------------------------------------
Outstanding, December 31, 1997             1,050,511   $   31.72   $   33,321
Increase to reflect 3% stock dividend         30,333       -             -
Granted                                      122,500   $   51.31        6,285
Exercised                                   (174,571)  $   31.21       (5,449)
-----------------------------------------------------------------------------
Outstanding, December 31, 1998             1,028,773   $   33.20       34,157
Increase to reflect 3% stock dividend         76,300       -             -
Granted                                    2,716,800   $   51.14      138,947
Exercised                                   (364,618)  $   30.78      (11,222)
Cancelled                                     (7,897)  $   49.89         (394)
-----------------------------------------------------------------------------
Outstanding, December 31, 1999             3,449,358   $   46.82      161,488
Increase to reflect 3% stock dividend        103,156       -             -
Granted                                       40,000   $   75.75        3,030
Exercised                                   (114,514)  $   43.82       (5,018)
Cancelled                                    (57,459)  $   41.82       (2,403)
-----------------------------------------------------------------------------
Outstanding December 31, 2000              3,420,541   $   45.93   $  157,097
=============================================================================

     Of the 3,420,541 shares subject to options under the above plans at
December 31, 2000, 1,089,051 shares are subject to options currently exercisable
at $28.79 to $49.83 per share that expire from June 14, 2003 through January 7,
2009. The remaining 2,331,490 shares are subject to options exercisable at
$40.89 to $73.54 per share that expire from June 14, 2003 to September 27, 2009.
At December 31, 2000, options for 1,297,802 shares were available for grant
under the 1999 Plan.

     Chris-Craft received 0 common shares in 2000, 83,310 common shares in 1999
and 7,396 common shares in 1998 as partial payment of exercised options.

     Under the 1994 Director Stock Option Plan, a fixed number of immediately
exercisable options to purchase shares of common stock are granted annually to
each nonemployee director of Chris-Craft, at prices equal to fair market value
at date of grant. The 1994 Director Stock Option Plan replaced a similar plan
which has been terminated with respect to the grant of additional options.

     Transactions under the two Plans during the three years ended December 31,
2000 were as follows:

                                                  Weighted
                                                   Average
(In thousands of dollars        Shares under      Exercise
except per share data)             Option           Price           Total
---------------------------------------------------------------------------
Outstanding, December 31, 1997     159,600        $ 36.87          $ 5,885
Increase to reflect 3%
  stock dividend                     4,597            -                -
Granted                             45,008        $ 56.50            2,542
Exercised                          (23,547)       $ 31.46             (741)
---------------------------------------------------------------------------
Outstanding, December 31, 1998     185,658        $ 41.40             7,686
Increase to reflect 3%
  stock dividend                     5,544            -                -
Granted                             46,352        $ 47.00             2,178
Exercised                          (28,970)       $ 29.66              (859)
---------------------------------------------------------------------------
Outstanding, December 31, 1999     208,584        $ 43.17             9,005
Increase to reflect 3%
  stock dividend                     6,228            -                -
Granted                             29,835        $ 63.00             1,880
Exercised (35,802) $ 29.16 (1,044)
---------------------------------------------------------------------------
Outstanding, December 31, 2000     208,845        $ 47.12           $ 9,841
===========================================================================

<PAGE> 40

     Of the 208,845 shares subject to options under the 1994 Director Stock
Option Plan at December 31, 2000, 131,274 are subject to options currently
exercisable at $38.21 to $53.26 per share that expire from April 24, 2001
through May 2, 2003. The remaining 77,571 shares are subject to options
currently exercisable at $45.63 to $63.00 per share that expire from May 3, 2004
to May 15, 2005. At December 31, 2000, options for 41,938 shares were available
for grant under this plan.

     UTV also maintains stock option plans, and has chosen, like Chris-Craft, to
continue to account for stock-based compensation using the intrinsic value
method. If Chris-Craft and UTV had elected to recognize compensation expense
based upon the fair value at the grant date for awards under their plans using
the methodology prescribed by SFAS 123, Chris-Craft net income and earnings per
share would have been the pro forma amounts as follows:

                                                 Year ended December 31,
(In thousands except per share amounts)       2000        1999         1998
-----------------------------------------------------------------------------
Net income:
  As reported                            $  158,013   $   42,433   $   29,470
  Pro forma                              $  152,058   $   37,608   $   28,975
Earnings per share:
  Basic -
    As reported                          $     4.52   $     1.21   $      .84
    Pro forma                            $     4.34   $     1.08   $      .83
  Diluted -
    As reported                          $     3.58   $      .97   $      .67
    Pro forma                            $     3.44   $      .86   $      .66

     These pro forma amounts may not be representative of the pro forma effect
on net income in future years, since the estimated fair value of stock options
is amortized over the vesting period, pro forma compensation expense related to
grants made prior to 1995 is not considered and additional options may be
granted in future years.

     The weighted average fair values of Chris-Craft options granted during
2000, 1999 and 1998 were $16.87, $11.10 and $12.24 per share, respectively, at
dates of grant. The fair values of options were estimated using the
Black-Scholes option pricing model with the following weighted average
assumptions for the years ended December 31, 2000, 1999 and 1998, respectively:
dividend yields of zero for all periods; expected volatility of 16.7%, 17.6% and
15.6%; risk free interest rates of 6.6%, 5.1% and 5.4%; and expected option life
of 3.5, 3.5 and 3.9 years.


NOTE 7
-----------------------------------------------------------------------------
RETIREMENT PLANS:

     Chris-Craft and UTV maintain noncontributory defined benefit pension plans
covering substantially all their employees. Benefits accrue annually based on
compensation paid to participants each year. The funding policy is to contribute
annually to the plans amounts sufficient to fund current service costs and to
amortize any unfunded accrued liability over periods not to exceed 30 years.

     The estimated funded status of the Chris-Craft and UTV plans, including
amounts accrued in the nonqualified plans, was as follows:

<PAGE> 41

                                                             December 31,
(In thousands)                                            2000         1999
-----------------------------------------------------------------------------
Change in benefit obligation:
Benefit obligation at beginning of year               $   56,922   $   59,181
  Service cost                                             4,095        4,065
  Interest cost                                            4,687        3,931
  Actuarial loss/(gain)                                   12,580       (7,825)
  Benefits paid                                           (1,939)      (2,430)
-----------------------------------------------------------------------------
Benefit obligation at end of year                         76,345       56,922
-----------------------------------------------------------------------------
Change in plan assets:
Fair value of plan assets at beginning of year            42,010       37,219
  Actual return on plan assets                               975        3,082
  Employer contributions                                   5,381        4,139
  Benefits paid                                           (1,939)      (2,430)
-----------------------------------------------------------------------------
Fair value of plan assets at end of year                  46,427       42,010
-----------------------------------------------------------------------------
Plan assets less than projected benefit obligation       (29,918)     (14,912)
Unrecognized initial net asset                                16          (34)
Unrecognized prior service cost                              651          699
Unrecognized net actuarial loss/(gain)                     5,628       (9,308)
-----------------------------------------------------------------------------
Pension liability                                     $  (23,623)  $  (23,555)
=============================================================================

     Pension expense, including amounts accrued in Chris-Craft and UTV
nonqualified plans for retirement benefits in excess of statutory limitations,
was as follows:

                                                  Year ended December 31,
(In thousands)                                 2000        1999        1998
-----------------------------------------------------------------------------
Service cost                                $   4,095   $   4,065   $   4,187
Interest cost                                   4,687       3,931       3,574
Expected return on plan assets                 (3,324)     (2,912)     (2,533)
Amortization:
  Initial unrecognized net asset                  (50)        (50)        (50)
  Prior service cost                               48          48          47
  Actuarial gain                                   (7)       -             (9)
-----------------------------------------------------------------------------
Net periodic pension cost                   $   5,449   $   5,082   $   5,216
=============================================================================

     Assumptions used in accounting for pension plans for each year are as
follows:

                                                        2000    1999    1998
-----------------------------------------------------------------------------
Discount rate                                           7.00%   7.50%   6.75%
Rate of increase in future compensation levels          4.00%   4.00%   4.00%
Expected long-term rate of return on assets             7.75%   7.75%   7.75%

     The accumulated benefit obligation, projected benefit obligation and fair
value of plan assets for the above plans that had an accumulated benefit
obligation in excess of the fair value of plan assets were $37,823,000,
$47,410,000, and $20,437,000, respectively, at December 31, 2000 and
$10,456,000, $13,972,000 and $0, respectively, at December 31, 1999.

     Chris-Craft and certain of its subsidiaries maintain other retirement
plans, primarily stock purchase and profit sharing plans. The aggregate costs of
such plans, including related amounts accrued in the nonqualified plans referred
to above, were $4,193,000 in 2000, $18,263,000 in 1999 and $8,931,000 in 1998.

<PAGE> 42
NOTE 8
-----------------------------------------------------------------------------
INCOME TAXES:

     Income taxes are provided in the accompanying Consolidated Statements of
Income as follows:

                                                 Year ended December 31,
(In thousands)                              2000          1999         1998
-----------------------------------------------------------------------------
Current:
    Federal                             $   (8,500)   $   29,300   $   24,300
    State                                    7,300        10,000        8,500
-----------------------------------------------------------------------------
                                            (1,200)       39,300       32,800
-----------------------------------------------------------------------------
Deferred:
    Federal                                   (200)       (7,200)        (800)
    State                                      300           200          500
-----------------------------------------------------------------------------
                                               100        (7,000)        (300)
-----------------------------------------------------------------------------
                                        $   (1,100)   $   32,300   $   32,500
=============================================================================

     In December 2000, BHC and the Internal Revenue Service settled for $124.4
million, including $42.9 million in interest through December 31, 2000, BHC's
previously denied claim for a refund for capital losses generated in 1993. In
addition, BHC recorded a corresponding state tax refund of $9.6 million,
including $800,000 of interest through December 31, 2000. The IRS paid BHC a
total of $126.1 million, which was received on March 14, 2001.

     Differences between income taxes at the federal statutory income tax rate
and total income taxes provided are as follows:

                                                 Year ended December 31,
(In thousands)                               2000         1999         1998
-----------------------------------------------------------------------------
Taxes at federal statutory rate          $   76,204   $   36,063   $   30,244
State income taxes, net                       4,941        6,630        5,850
Amortization of intangible assets             3,626        3,626        3,250
Dividend from BHC                              -           1,260        1,260
Reversal of valuation allowance                -          (8,973)        -
Realization of tax benefit                  (86,300)      (6,500)      (8,500)
Other                                           429          194          396
-----------------------------------------------------------------------------
                                         $   (1,100)   $  32,300   $   32,500
=============================================================================

     In 1999, the valuation allowance was reversed as the uncertainty regarding
realization was removed when BHC became a member of the Chris-Craft affiliated
group.

     Deferred tax assets and deferred tax liabilities reflect the tax effect of
the following differences between financial statement carrying amounts and tax
bases of assets and liabilities:

<PAGE> 43

                                                             December 31,
(In thousands)                                            2000         1999
-----------------------------------------------------------------------------
Accrued liabilities not deductible until paid         $   34,124   $   36,759
Film contract rights                                       9,527        8,254
Tax credit and loss carryforwards                           -           2,947
Investments                                                8,898         -
Other                                                        291          205
-----------------------------------------------------------------------------
    Deferred tax assets                                   52,840       48,165
-----------------------------------------------------------------------------
Investments                                                 -         (12,402)
Other intangibles                                         (4,392)      (3,324)
Property and equipment                                    (2,286)      (2,259)
Receivable not yet taxable                               (15,298)        -
SFAS 115 adjustment                                       (1,940)      (5,809)
-----------------------------------------------------------------------------
    Deferred tax liabilities                             (23,916)     (23,794)
-----------------------------------------------------------------------------
      Net deferred tax assets                         $   28,924   $   24,371
=============================================================================

     Tax benefits of $1,457,000, $3,371,000 and $1,189,000 arising from the
exercise of employee stock options were credited to capital surplus in 2000,
1999 and 1998, respectively.


NOTE 9
-----------------------------------------------------------------------------
COMMITMENTS AND CONTINGENCIES:

     The aggregate amount payable by Chris-Craft's television stations under
contracts for programming not currently available for telecasting and,
accordingly, not included in film contracts payable and the related contract
rights in the accompanying Consolidated Balance Sheets totalled $280,100,000 at
December 31, 2000 (including $104,000,000 applicable to UTV).

     At December 31, 2000, UTV remains obligated for possible future
consideration relating to the purchase of WRBW of up to $25,000,000.

     In April 1999, a jury awarded damages totalling $7.3 million (approximately
$8.8 million including legal fees and interest through March 2001) to a former
WWOR employee who filed suit alleging discrimination by the station. The station
and its counsel believe the award to be unjustified and have filed an appeal
which is scheduled to be heard in late March 2001. It is not possible to
reasonably estimate the amount, if any, which ultimately will be paid.
Accordingly, no amount has been reserved in Chris-Craft's financial statements
relating to this matter.

     Montrose Chemical Corporation of California, whose stock is 50% owned by
Chris-Craft and 50% by a subsidiary of AstraZeneca Inc., discontinued its
manufacturing operations in 1983 and has since been defending claims for costs
and damages relating to environmental matters. Chris-Craft is a defendant in
certain of these actions. After insurance reimbursements totalling $11,105,000
in 2000, $1,174,000 in 1999 and $3,611,000 in 1998, Montrose-related net
(recoveries) expenses of $(1,356,000) in 2000, $1,632,000 in 1999 and $1,279,000
in 1998, are included in the accompanying Consolidated Statements of Income
under the caption Interest and other income, net.

     Montrose is one of numerous defendants in a suit relating to alleged
environmental impairment at the Stringfellow Hazardous Waste Disposal Site in
California, brought in 1983 by the Federal Government and the State of
California, which claim Montrose generated approximately 19% of the waste placed
at the site. In 1990, the U.S. Environmental Protection Agency issued a Record

<PAGE> 44

of Decision for the site, which selected some of the interim remedial measures
preferred by the EPA and the State, the present value of which was estimated by
them to be $169 million, although the estimate is subject to potential
variations of up to 50%. A ruling issued in 1995 allocated at least 65% of the
liability (under the Comprehensive Environmental Response, Compensation and
Liability Act of 1980, as amended ["CERCLA"]) at the site to the State of
California and approximately 25% of the liability to the generator defendants
(including Montrose). A separate ruling under California law allocated 100% of
the liability to the State. The State's appeal of the allocation rulings is
pending. In December 1998, the State and the defendants, including Montrose,
preliminarily agreed to a structure that, if certain conditions are satisfied,
would resolve the Stringfellow suit. Chris-Craft is not a defendant.

     In May 1998, a group of approximately 750 current or former residents of
the vicinity of the Stringfellow Site filed suit against Montrose, Chris-Craft
and approximately 160 other defendants alleging personal injury and property
damage from exposure to the site. In March 2000, the court dismissed the
complaint as to all but approximately 125 plaintiffs on statute of limitations
grounds. In February 2001, an individual plaintiff filed a similar action.

     In June 1990, the Federal Government and the State of California commenced
an action against Montrose, Chris-Craft, affiliates of AstraZeneca and other
defendants, alleging that Montrose and others released hazardous substances into
Los Angeles Harbor and adjacent waters, and seeking to recover damages resulting
from alleged injury to natural resources. In 1997, the Federal and State
Governments stated they estimated the alleged damages at approximately $482
million. In December 2000, following a partial trial in October 2000, Montrose,
Chris-Craft and the AstraZeneca affiliates entered into a partial consent decree
that settled all claims against them respecting offshore areas for a collective
total of $73 million, of which Montrose paid $50 million into escrow in January
2001, with the remaining $23 million to be paid by Montrose by May 1, 2001. The
consent decree was entered by the court in March 2001.

     The action also seeks recovery for costs related to alleged hazardous
substance contamination of the Montrose plant site in Torrance, California.
Chris-Craft's potential liability for such costs was tried at the October 2000
trial, and a ruling is expected in June 2001 at the earliest. Chris-Craft
contended that it is not liable and that it neither owned nor operated the
facilities involved, nor did it arrange for the disposal of hazardous
substances. Based on the available information, the status of the proceeding,
and the applicable legal and accounting standards, Chris-Craft, in reliance
among other things on the advice of counsel, believes that it should have no
liability (under CERCLA or otherwise) for the operations of Montrose and does
not presently consider liability to be "probable." Accordingly, under SFAS No.
5, "Accounting for Contingencies," no amount has been reserved for this action
in Chris-Craft's financial statements.

     In September 1994, the EPA designated Chris-Craft as a "potentially
responsible party" under CERCLA (a "PRP") in connection with the Diamond Alkali
Superfund Site on the Passaic River in Newark, New Jersey. The EPA alleges that
hazardous substances were released into the river from a facility operated by a
Chris-Craft predecessor company. The facility was located near the Diamond
Alkali property, but not on the river front, and was sold by Chris-Craft in
1972. Chris-Craft disputes that it is a responsible party. The former owner of
the Diamond Alkali property is currently performing a study estimated to cost
approximately $10 million to determine the extent of contamination in the area
and to evaluate possible corrective actions. The Diamond Alkali Superfund Site
matter does not involve Montrose, and based on the review to date by Chris-Craft
and its counsel, they believe Chris-Craft has been erroneously identified as a
PRP at the site; Chris-Craft is unable to determine at this stage if it could
have any liability at the site.

<PAGE> 45

     If a court ultimately rejected Chris-Craft's defenses in one or more of the
foregoing matters, under CERCLA, Chris-Craft could be held jointly and severally
liable, without regard to fault, for response costs and natural resource
damages. A party's ultimate liability at a site generally depends on its
involvement at the site, the nature and extent of contamination, the remedy
selected, the role of other parties in creating the alleged contamination and
the availability of contribution from those parties, as well as any insurance or
indemnification agreements which may apply. In most cases, both the resolution
of the complex issues involved and any necessary remediation expenditures occur
over a number of years. Future legal and technical developments in each of the
foregoing matters will be periodically reviewed to determine if an accrual of
reserves for possible liability would be appropriate.

     Between August 14 and 21, 2000, various purported stockholders of BHC filed
complaints in the Delaware Court of Chancery entitled Gissen v. BHC, et al.,
Civil Action No. 18209; Piven v. BHC, et al., Civil Action No. 18211; Voege v.
Siegel, et al., Civil Action No. 18210; Stubbe v. BHC, et al., Civil Action No.
18217; and Rand v. BHC, et al., Civil Action No. 18229 (which collectively are
referred to as the "BHC lawsuits"). During the same period, various purported
stockholders of UTV filed complaints in the Delaware Court of Chancery entitled
Pyenson v. UTV, et al., Civil Action No. 18222; Malamud v. UTV, et al., Civil
Action No. 18218; and Rand v. UTV, et al., Civil Action No. 18235 (which
collectively are referred to as the "UTV lawsuits" and, together with the BHC
actions, as the "Delaware actions"). The Delaware actions assert claims against
Chris-Craft, UTV, BHC, and some of their officers and directors, alleging, among
other things, that Chris-Craft and/or BHC and/or UTV and the individual
defendants breached their fiduciary duties to stockholders, and that certain
defendants engaged in self-dealing, with respect to the News Corp. acquisitions
by merger of BHC and/or UTV.  The Delaware actions seek class action
certification and injunctive relief against Chris-Craft, BHC and UTV or, in the
alternative, to obtain rescission of the mergers or rescissory damages, and
other relief.

     On September 25, 2000, the court entered an order of consolidation,
consolidating the BHC lawsuits as In re BHC Communications, Inc. Shareholders
Litigation, Civil Action No. 18209 and directing the plaintiffs to file a
consolidated amended complaint. On October 2, 2000, the court entered an order
of consolidation, consolidating the UTV lawsuits as In re United Television,
Inc. Shareholders Litigation, Civil Action No. 18218 and directing that the
complaint filed in Malamud v. UTV, Civil Action No. 18218, shall be deemed the
operative complaint in the consolidated action.

     Chris-Craft, BHC and United Television believe that the Delaware actions
are without merit and intend to defend them vigorously.

     Chris-Craft is a party to various other pending legal proceedings arising
in the ordinary course of business. In the opinion of management, after taking
into account the opinion of counsel with respect thereto, the ultimate
resolution of these other matters will not have a material effect on
Chris-Craft's consolidated financial position or results of operations.

<PAGE> 46

NOTE 10
-----------------------------------------------------------------------------
INDUSTRY SEGMENT INFORMATION:

     The following table presents Chris-Craft's two reportable segments, the
Television Division and the Industrial Division. UPN, which was accounted for
under the equity method, was also considered a reportable segment under SFAS
131. However, all required segment information is included in Note 2. The
accounting policies of the segments are the same as those described in the
"Summary of Significant Accounting Policies." See Note 1.

<TABLE>
<CAPTION>
                                                                                                  Deferred
                                  Operating    Depreciation                          Investment      Tax
                       Operating    Income         and          Capital     Segment      in         Assets
(In thousands)          Revenues    (Loss)     Amortization   Expenditures   Assets     UPN     (Liabilities)
------------------------------------------------------------------------------------------------------------
<S>
Year Ended              <C>        <C>          <C>            <C>        <C>           <C>        <C>
  December 31, 2000
Television Division     $505,504   $131,346     $ 25,655       $ 11,595   $2,434,481(b) $   -      $   5,278
Industrial Division       23,338      4,607          567          2,811       13,118        -            214
Reconciling items (a)       -       (20,721)          37              3      104,610        -         23,432
------------------------------------------------------------------------------------------------------------
                        $528,842   $115,232     $ 26,259       $ 14,409   $2,552,209    $   -      $  28,924
============================================================================================================
Year Ended
  December 31, 1999
Television Division     $469,347   $114,726     $ 23,824       $ 19,636   $2,281,100(b) $ 9,821    $    (334)
Industrial Division       22,200      4,204          520            945       10,943       -             211
Reconciling items (a)       -       (24,733)          34             45       53,942       -          24,494
------------------------------------------------------------------------------------------------------------
                        $491,547   $ 94,197     $ 24,378       $ 20,626   $2,345,985    $ 9,821    $  24,371
============================================================================================================
Year Ended
 December 31, 1998
Television Division     $445,850   $109,299     $ 21,278       $ 11,347   $2,199,687(b) $   615    $  (8,305)
Industrial Division       21,243      3,642          424          1,119        8,738       -             234
Reconciling items (a)       -       (18,271)         386             67       36,998       -          19,512
------------------------------------------------------------------------------------------------------------
                        $467,093   $ 94,670     $ 22,088       $ 12,533   $2,245,423    $   615    $  11,441
============================================================================================================
<FN>
(a)   Consists of Corporate Office and subsidiaries not included in Television Division or Industrial Division.
Related operating loss consists solely of general and administrative expenses and, accordingly, excludes
nonoperating income. Related assets consist primarily of cash and marketable securities.

(b)   Includes marketable securities having an aggregate carrying value of $1,136,103, at December 31, 2000,
$1,219,144, at December 31, 1999 and $1,202,070 at December 31, 1998.
</FN>
</TABLE>

NOTE 11
-----------------------------------------------------------------------------
PROPOSED MERGER:

     As reported in Chris-Craft's Current Report on Form 8-K, dated August 23,
2000, Chris-Craft, BHC, and UTV have each agreed to be acquired by The News
Corporation Limited ("News Corp.") for consideration consisting of cash and News
Corp. preferred American depositary shares. Subject to limitations set forth in

<PAGE> 47

the respective merger agreements, Chris-Craft, BHC and UTV stockholders may
elect to receive the consideration as all cash, all stock or a combination
thereof. Consummation of each transaction is subject to stockholder approval,
receipt of Federal Communications Commission and other regulatory approvals, and
satisfaction of other customary conditions. Chris-Craft has agreed to vote its
BHC stock in favor of the acquisition of BHC by News Corp., and BHC has agreed
to vote its UTV stock in favor of the acquisition of UTV by News Corp. The
parties anticipate that the transactions will be completed in the first half of
2001.

                   Quarterly Financial Information (Unaudited)
                  Chris-Craft Industries, Inc. and Subsidiaries

<TABLE>
<CAPTION>
(In thousands of dollars   First   Second     Third     Fourth
 except per share data)   Quarter  Quarter   Quarter    Quarter     Year
-----------------------------------------------------------------------------
<S>                     <C>       <C>        <C>        <C>       <C>
Year Ended
December 31, 2000
Operating revenues      $127,834  $138,040   $124,668   $138,300  $528,842
Operating income          28,825    32,296     22,924     31,187   115,232
Interest and other
 income, net              20,533    25,235     26,096     66,327   138,191
Equity loss and other
 related to United
 Paramount Network       (35,696)     -          -          -      (35,696)
Income before
 income taxes and
 minority interest        13,662    57,531     49,020     97,514   217,727
Net income                 2,935    20,389     19,266    115,423   158,013
Earnings per share -
     Basic                   .08       .58        .55       3.30      4.52
     Diluted            $    .07  $    .46  $     .43   $   2.62  $   3.58

Year Ended December 31, 1999

Operating revenues      $111,460  $123,825   $119,804   $136,458  $491,547
Operating income          19,566    27,687     24,351     22,593    94,197
Interest and other
 income, net              18,676    24,464     18,190     44,853   106,183
Equity loss and other
 related to United
 Paramount Network       (30,150)  (27,188)   (16,900)   (23,106)  (97,344)
Income before income
 taxes and minority
 interest                  8,092    24,963     25,641     44,340   103,036
Net income                   748     6,722      7,761     27,202    42,433
Earnings per share -
     Basic                   .02       .19        .22        .78      1.21
     Diluted            $    .02  $    .15  $     .18  $     .62  $    .97
</TABLE>

ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
         AND FINANCIAL DISCLOSURE.

         Not applicable.

<PAGE> 48
                                    PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.

         To be provided by amendment.

ITEM 11. EXECUTIVE COMPENSATION.

         To be provided by amendment.

<PAGE> 49

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
         AND MANAGEMENT.

     The management of Chris-Craft has been informed that, as of February 28,
2001, the persons and groups identified in Table I below, including all
directors, nominees for director, executive officers and all owners known to
Chris-Craft of more than 5% of any class of Chris-Craft voting securities, owned
beneficially, within the meaning of Securities and Exchange Commission ("SEC")
Rule 13d-3, the securities of Chris-Craft reflected in such table. Except as
reflected in Tables II and III, as of February 28, 2001, each director or
executive officer of Chris-Craft disclaims beneficial ownership of securities of
any Chris-Craft subsidiary. Except as otherwise specified, the named beneficial
owner claims sole investment and voting power as to the securities reflected in
the tables.

<TABLE>
<CAPTION>

                                   I. Beneficial Ownership Of Chris-Craft Stock

                                             $1.40 Convertible          Class B Common             Common Stock
                                           Preferred Stock(2)(3)       Stock (2)(3)(4)              (3)(5)(6)
           Beneficial Owner(1)             Number of   Percent      Number of    Percent      Number of    Percent
                                           shares      of class     shares      of class      shares      of class
<S>                                         <C>            <C>       <C>            <C>       <C>             <C>
John C. Bogle.........................            -         -                -       -            29,494       *
T. Chandler Hardwick, III.............            -         -                -       -            36,820       *
Jeane J. Kirkpatrick..................            -         -                -       -            23,868
David F. Linowes......................        5,883         2.5%       144,511       1.8%        245,319       *
Joelen K. Merkel(7)...................            -         -           24,766       *           151,358
Norman Perlmutter.....................            -         -            6,822       *            62,799
Herbert J. Siegel(8)..................      142,569        61.3%     5,019,030      44.9%      7,090,407      20.6%
John C. Siegel(9).....................            -         -          878,798      11.3%      1,605,830       6.0%
William D. Siegel(9)..................            -         -          669,663       8.6%        793,871       3.1%
Evan C Thompson(10)...................            -         -          779,362      10.0%      1,590,899       6.0%
All directors and executive officers as     148,452        63.8%     7,355,356      65.0%     11,733,050      31.2%
a group, including those named above (11
persons) (11).........................
Lawrence R. Barnett...................       50,654        21.8%     1,522,217      17.0%      2,178,078       7.4%
James J. Rochlis......................       15,953         6.9%       539,686       6.6%        762,188       2.7%
Capital Research and Management Company           -         -                -       -         1,718,040       6.6%
(12)..................................
AXA, AXA Assurances                               -         -        1,266,690      16.3%      1,514,901       5.3%
   I.A.R.D. Mutuelle, AXA  Assurances
   Vie Mutuelle, AXA Conseil Vie
   Assurance Mutuelle, AXA Courtage
   Assurance Mutuelle, and AXA
   Financial Inc. (13)................
Gabelli Funds, LLC,                            -           -           403,318       5.2%      6,134,528      22.2%
   GAMCO Investors, Inc., Gemini Capital
   Management Ltd., Gabelli
   International II Limited, Gabelli
   Performance Partnership L.P., and
   Mario J. Gabelli (14)..............
The Gabelli Equity Trust                       -           -           592,897       7.6%        592,897       2.1%
   Inc. (15)..........................
Private Capital Management, Inc., Bruce        -           -                 -       -         1,927,791       7.1%
   S. Sherman, Gregg J. Powers, SPS
   Partners, L.P. (16)
</TABLE>
________________
* Less than 1%.

<PAGE> 50

     (1) The address of Capital Research and Management Company is 333 South
Hope Street, Los Angeles, CA 90071; the address of AXA is 25, avenue Matignon,
75008 Paris France, of AXA Assurances I.A.R.D. Mutuelle, AXA Assurances Vie
Mutuelle and AXA Conseil Vie Assurance Mutuelle is 370, rue Saint Honore, 75001
Paris France, of AXA Courtage Assurance Mutuelle is 26, rue Louis le Grand,
75002 Paris France, and of AXA Financial, Inc. is 1290 Avenue of the Americas,
New York, NY 10104; the address of Gabelli Funds, LLC, GAMCO Investors, Inc.,
Gemini Capital Management Ltd., Gabelli International II Limited, and Mario J.
Gabelli, and the Gabelli Equity Trust Inc. is One Corporate Center, Rye, NY
10580; the address of Private Capital Management, Inc., Bruce S. Sherman, Gregg
J. Powers, and SPS Partners, L.P. is 3003 Tamiami Trail, N. Naples, FL 34103;
the address of each other beneficial owner named in the table is c/o Chris-Craft
Industries, Inc., 767 Fifth Avenue, New York, NY 10153.

     (2) Each share of $1.40 Convertible Preferred Stock is convertible into
11.97643 shares of Common Stock and 23.95286 shares of Class B Common Stock,
except that if such share of $1.40 Convertible Preferred Stock was transferred
after November 10, 1986 other than to a Permitted Transferee, as defined in
Chris-Craft's certificate of incorporation, such share is convertible into
35.92929 shares of Common Stock. Each share of Class B Common Stock is
convertible into one share of Common Stock.

     (3) At December 31, 2000, the Trustee of the Chris-Craft/UTV Employees'
Stock Purchase Plan (the "Stock Purchase Plan") held 281,139 shares of Class B
Common Stock and 687,839 shares of Common Stock (representing 3.6% and 2.5% of
the outstanding shares of the respective classes at February 28, 2001). A
committee appointed by the Board of Directors of Chris-Craft to administer the
Stock Purchase Plan, comprised of John C. Siegel and another Chris-Craft
executive officer, is empowered to direct voting of the shares held by the
Trustee of that plan. The numbers of shares set forth in the table with respect
to each named executive officer other than John C. Siegel include, with respect
to the Stock Purchase Plan, only shares vested at December 31, 2000. The numbers
of shares set forth in the table with respect to the named members of the Stock
Purchase Plan Committee and all directors and executive officers as a group
include all shares held in the Stock Purchase Plan as of December 31, 2000. If
at February 28, 2001, the Class B Common Stock held in the Stock Purchase Plan
at December 31, 2000 had been converted, and the Common Stock issuable upon such
conversions had been added to the Common Stock then held in such plan, the
shares of Common Stock held in the plan would represent 3.5% of the Common Stock
that would have been outstanding.

     (4) Includes shares of Class B Common Stock issuable upon conversion of the
$1.40 Convertible Preferred Stock reflected in the table opposite the identified
person or group. In accordance with SEC rules, the percentages shown have been
computed assuming that the only shares converted are those shares reflected
opposite the identified person or group.

     (5) Includes shares of Common Stock issuable upon conversion of the $1.40
Convertible Preferred Stock and Class B Common Stock reflected in the table
opposite the identified person or group. In accordance with SEC rules, the
percentages shown have been computed assuming that the only shares converted are
those shares reflected opposite the identified person or group.

     (6) Includes with respect to the following individuals the indicated
numbers of shares issuable on exercise of options previously granted under the
1994 Director Stock Option Plan: Lawrence R. Barnett, 23,868, John C. Bogle,
23,868; T. Chandler Hardwick, III, 29,835; Jeane J. Kirkpatrick, 23,868; David
F. Linowes, 29,835; Norman Perlmutter, 29,835; James J. Rochlis, 23,868.

<PAGE> 51

     (7) Ownership includes 81,333 shares of Common Stock issuable pursuant to
currently exercisable stock options.

     (8) Ownership includes 358,214 shares of Common Stock issuable pursuant to
a currently exercisable stock option and excludes 74,218 shares of Class B
Common Stock owned by Mr. Siegel's wife and 38,842 shares of Class B Common
Stock held by her as trustee.

     (9) Ownership includes 120,232 shares of Common Stock issuable pursuant to
currently exercisable stock options.

     (10) Ownership includes 359,037 shares of Common Stock issuable pursuant to
currently exercisable stock options and 2,351 shares of Common Stock held by the
Evan C Thompson Foundation.

     (11) Ownership includes all shares held in the Stock Purchase Plan, as of
December 31, 2000 (see Note 3), all other shares reflected in the table with
respect to directors and named executive officers, and all other shares,
including an additional 81,333 shares of Common Stock issuable pursuant to
currently exercisable stock options, held by an executive officer of Chris-Craft
not named in the table. Of the shares held in the Stock Purchase Plan, 104,141
shares of Class B Common Stock and 548,943 shares of Common Stock were held for
the accounts of employees other than executive officers.

     (12) Voting power is disclaimed as to all shares. Information herein is
furnished in reliance on Amendment No. 3 to Schedule 13G of the named owner
dated February 9, 2001, filed with the SEC.

     (13) Voting power is shared as to 1,266,690 shares of Class B Common Stock,
and investment power is shared as to 154,462 shares of Common Stock. Information
is furnished herein in reliance on Amendment Nos. 12 and 19 to Schedule 13G of
the named owners, each dated February 12, 2001, filed with the SEC.

     (14) Voting power is disclaimed as to 60,736 shares. Information is
furnished herein in reliance on Amendment No. 35 to Schedule 13D of the named
owners dated September 21, 2000, filed with the SEC. Amounts exclude shares
referred to in Note 15.

     (15) Gabelli Funds, LLC has investment power respecting the referenced
shares. Information is furnished herein in reliance on Amendment No. 8 to
Schedule 13G of the named owner dated February 14, 2001, filed with the SEC.

     (16) Voting power and investment power is shares as to 1,908,165 shares.
Information is furnished herein in reliance on Schedule 13G of the named owners
dated February 14, 2001, filed with the SEC.

<PAGE> 52

              II. BENEFICIAL OWNERSHIP OF BHC CLASS A COMMON STOCK

Beneficial Owner                                Number of Shares(1)

John C. Bogle(3)...............................       309
T. Chandler Hardwick, III......................        -
Jean J. Kirkpatrick............................        -
David F. Linowes...............................       151
Joelen K. Merkel (2)...........................       200
Norman Perlmutter..............................        -
Herbert J. Siegel..............................       229
John C. Siegel.................................        -
William D. Siegel(3)...........................       540
Evan C. Thompson...............................        -
All Chris-Craft directors and executive officers
as a group, including those named above (11
   persons) (3)................................     1,120

_________________

     (1) Each amount shown represents less than 1% of the class.

     (2) Shares are owned jointly with the executive officer's husband.

     (3) Ownership includes 309 shares held in the Chris-Craft Profit Sharing
Plan, of which John C. Bogle, William D. Siegel, and another Chris-Craft
executive officer are Trustees.

<PAGE> 53

                  III. BENEFICIAL OWNERSHIP OF UTV COMMON STOCK

                                                                    Percent of
Beneficial Owner                               Number of Shares       Class

John C. Bogle..................................        -                -
T. Chandler Hardwick, III......................        -                -
Jean J. Kirkpatrick............................        -                -
David F. Linowes...............................        -                -
Joelen K. Merkel...............................        -                -
Norman Perlmutter(1)...........................     11,500              *
Herbert J. Siegel..............................        -                -
John C. Siegel(2)..............................    220,070             2.3%
William D. Siegel..............................        -                -
Evan C Thompson(2).............................     35,000              *
All Chris-Craft directors and executive
officers as a group, including those
   named above (11 persons) (2)................    270,570             2.8%

______________
         * Less than 1%

     (1) Includes 9,500 shares issuable on exercise of options previously
granted under UTV's 1995 Director Stock Option Plan.

     (2) As of December 31, 2000, (a) the Trustee of the Stock Purchase Plan
held 209,070 shares of UTV Common Stock (representing 2.2% of the outstanding
shares at February 28, 2001), and (b) the Trustees of the UTV Profit Sharing
Plan held 10,000 shares of UTV Common Stock (representing less than 1% of the
outstanding shares at February 28, 2001). John C. Siegel, Evan C Thompson, and
another executive officer of UTV are the Trustees of the UTV Profit Sharing Plan
empowered to vote and dispose of the shares held by that plan. The numbers of
shares set forth in the table with respect to all Chris-Craft directors and
executive officers as a group include all shares held in the Stock Purchase Plan
and the UTV Profit Sharing Plan as of December 31, 2000, and the numbers of
shares set forth respecting the named members of the Stock Purchase Plan and the
named Trustees of the UTV Profit Sharing Plan include the respective numbers of
shares held in those plans as of such date.

ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

         To be provided by amendment.

<PAGE> 54

                                    PART IV

ITEM 14.         EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND
                  REPORTS ON FORM 8-K.

    (a) The following documents are filed as part of this report:

         (1) The financial statements, financial statement schedule, and
quarterly financial information included in Item 8.
         (2) Exhibits listed in the Exhibit Index, including the compensatory
plans listed below:
             *Benefit Equalization Plan
             *1994 Management Incentive Plan
             *1999 Management Incentive Plan
             *Management Incentive Compensation Plan
             *1994 Director Stock Option Plan
             *Employment Agreement dated January 1, 1994, as amended August
                    11, 2000, between Herbert J. Siegel and Chris-Craft.
             *Employment Agreement dated January 1, 1994, as amended September
                    28, 1999, between Evan C Thompson and Chris-Craft.
             *Employment Agreement dated September 28, 1999 between John C.
                    Siegel and Chris-Craft.
             *Employment Agreement dated September 28, 1999 between William D.
                    Siegel and Chris-Craft.
             *Employment Agreement dated September 28, 1999 between Joelen K.
                    Merkel and Chris-Craft.
             *Employment Agreement dated September 28, 1999 between Brian C.
                    Kelly and Chris-Craft.

     (b) The registrant filed reports on Form 8-K during the last quarter of the
period covered by this report, as follows:

                  Date                          Items Reported

                  November 15, 2000                  5, 7

                  December 12, 2000                  5, 7

                  December 21, 2000                  5

<PAGE> 55
                                   SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.

Dated:  March 21, 2001

                                            CHRIS-CRAFT INDUSTRIES, INC.
                                                        (Registrant)

                                            By:      WILLIAM D. SIEGEL
                                                     William D. Siegel
                                                     Executive Vice President

     Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.


     Signature and Title                                      Date


     HERBERT J. SIEGEL                                        March 21, 2001
     Herbert J. Siegel
     Chairman, President and
     Director (principal executive
       officer)


     WILLIAM D. SIEGEL                                        March 21, 2001
     William D. Siegel
     Executive Vice President and
     Director (principal
       financial officer)


     JOELEN K. MERKEL                                         March 21, 2001
     Joelen K. Merkel
     Senior Vice President and Treasurer
       (principal accounting officer)


     EVAN C THOMPSON                                          March 21, 2001
     Evan C Thompson
     Executive Vice President and
       Director


     JOHN C. SIEGEL                                           March 21, 2001
     John C. Siegel
     Executive Vice President and
       Director


     JOHN C. BOGLE                                            March 21, 2001
     John C. Bogle
       Director

<PAGE> 56

    T. CHANDLER HARDWICK, III                                March 21, 2001
    T. Chandler Hardwick, III
       Director


    JEANE J. KIRKPATRICK                                     March 21, 2001
    Jeane J. Kirkpatrick
      Director


    DAVID F. LINOWES                                         March 21, 2001
    David F. Linowes
      Director


    NORMAN PERLMUTTER                                        March 21, 2001
    Norman Perlmutter
      Director

<PAGE> 57
<TABLE>
<CAPTION>

                                  EXHIBIT INDEX

Incorporated by
Reference to:                                      Exhibit No.                  Exhibit
<S>                                                      <C>                    <C>
Exhibit 3(A) [1]                                          3.1                   Restated Certificate of Incorporation

Exhibit 3(B) [1]                                          3.2                   By-Laws

Exhibit 11(H) [2]                                        10.1                   Benefit Equalization Plan of
                                                                                registrant

Exhibit 10(B)(1) [5]                                     10.2                   Amendment No. 1 thereto

Exhibit 10.3 [9]                                         10.3                   Amendment No. 2 thereto

Exhibit 10(B) [7]                                        10.4                   Employment Agreement dated January
                                                                                1, 1994 between registrant and
                                                                                Herbert J. Siegel

Exhibit 10(C) [7]                                        10.5                   Split-Dollar Agreement dated January
                                                                                6, 1994 between registrant and
                                                                                William D. Siegel

Exhibit 10(D) [7]                                        10.6                   Split-Dollar Agreement dated January
                                                                                6, 1994 between registrant and John
                                                                                C. Siegel

Exhibit 10(E) [3]                                        10.7                   Form of Agreement under Executive
                                                                                Deferred Income Plan of registrant

Exhibit 10(F) [7]                                        10.8                   Employment Agreement dated January
                                                                                1, 1994 between registrant and Evan
                                                                                C Thompson

Exhibit 10.9 [10]                                        10.9                   Amendment thereto dated September
                                                                                28, 1999

Exhibit 10(c) [4]                                        10.10                  Management Agreement between the
                                                                                registrant and BHC dated July 21,
                                                                                1989

Exhibit 19 [6]                                           10.11                  Amendment No. 1 thereto dated
                                                                                October 31, 1991

Exhibit 10(H)(2) [7]                                     10.12                  Amendment No. 2 thereto dated  March
                                                                                24, 1994

Exhibit A to registrant's proxy                          10.13                  1994 Management Incentive Plan
statement dated March 25, 1994 (File
No. 1-2999)

Exhibit B to registrant's proxy                          10.14                  1994 Director Stock Option Plan
statement dated March 25, 1994 (File
No. 1-2999)

Exhibit 10.10 [8]                                        10.15                  Option Agreement dated July 19, 1994
                                                                                between BHC Network Partner, Inc.
                                                                                and PCI Network Partner, Inc.

Exhibit 10.16 [10]                                       10.16                  Employment Agreement dated September
                                                                                28, 1999 between John C. Siegel and
                                                                                Chris-Craft

Exhibit 10.17 [10]                                       10.17                  Employment Agreement dated September
                                                                                28, 1999 between William D. Siegel
                                                                                and Chris-Craft

Exhibit 10.18 [10]                                       10.18                  Employment Agreement dated September
                                                                                28, 1999 between Joelen K. Merkel
                                                                                and Chris-Craft

Exhibit 10.19 [10]                                       10.19                  Employment Agreement dated September
                                                                                28, 1999 between Brian C. Kelly and
                                                                                Chris-Craft

Exhibits 2.1, 10.1 and 10.2 [11]                         10.20                  Agreement and Plan of Merger dated
                                                                                August 13, 2000 by and among
                                                                                Chris-Craft, The News Corporation
                                                                                Limited, News Publishing Australia
                                                                                Limited, and Fox Television
                                                                                Holdings, Inc.; Voting Agreement
                                                                                dated August 13, 2000 among the News
                                                                                Corporation Limited, New Publishing
                                                                                Australia Limited and Chris-Craft;
                                                                                and Irrevocable Proxy to Vote BHC
                                                                                Class A Common Stock and Class B
                                                                                Common Stock.

Exhibits 2.1, 10.1, 10.2, 10.3 and                       10.21                  Agreement and Plan of Merger dated
10.4 [12]                                                                       August 13, 2000 by and among BHC,
                                                                                The News Corporation Limited, News
                                                                                Publishing Australia Limited, and
                                                                                Fox Television Holdings, Inc.;
                                                                                Voting Agreement dated August 13,
                                                                                2000 among the News Corporation
                                                                                Limited, News Publishing Australia
                                                                                Limited and Chris-Craft;
                                                                                Irrevocable Proxy to Vote BHC Class
                                                                                A Common Stock and Class B Common
                                                                                Stock dated August 13, 2000; Voting
                                                                                Agreement dated August 13, 2000
                                                                                among The News Corporation Limited,
                                                                                News Publishing Australia Limited
                                                                                and BHC; and Irrevocable Proxy to
                                                                                Vote Common Stock of UTV dated
                                                                                August 13, 2000.

Exhibits 2.1, 10.1 and 10.2 [13]                         10.22                  Agreement and Plan of Merger dated
                                                                                August 13, 2000 among UTV, The News
                                                                                Corporation Limited, News Publishing
                                                                                Australia Limited and Fox Television
                                                                                Holding, Inc.; Voting Agreement
                                                                                dated August 13, 2000 among The News
                                                                                Corporation Limited, News Publishing
                                                                                Australia Limited and BHC; and
                                                                                Irrevocable Proxy to Vote Common
                                                                                Stock of UTV dated August 13, 2000.

         *                                               10.23                  Amendment dated August 11, 2000 to
                                                                                Employment Agreement between
                                                                                registrant and Herbert J. Siegel

         *                                                21                    Subsidiaries of the registrant

         *                                                23                    Consent of PricewaterhouseCoopers LLP

_________________________
<FN>
  *      Filed herewith.

 [1]     Registrant's Annual Report on Form 10-K for the year ended December 31, 1986.

 [2]     Registrant's Registration Statement on Form S-1 (Regis. No. 2-65906).

 [3]     Registrant's Annual Report on Form 10-K for the fiscal year ended August 31, 1983.

 [4]     BHC's Registration Statement on Form S-1 (Regis. No. 33-31091).

 [5]     Registrant's Annual Report on Form 10-K for the year ended December 31, 1989.

 [6]     Registrant's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 1991.

 [7]     Registrant's Annual Report on Form 10-K for the year ended December 31, 1993.

 [8]     BHC's Annual Report on Form 10-K for the year ended December 31, 1994.

 [9]     Registrant's Annual Report on Form 10-K for the year ended December 31, 1994.

[10]     Registrant's Annual Report on Form 10-K for the year ended December 31, 1999.

[11]     Registrant's Current Report on Form 8-K dated August 23, 2000.

[12]     BHC's Current Report on Form 8-K dated August 23, 2000.

[13]     UTV's Current Report on Form 8-K dated August 23, 2000.
</FN>
</TABLE>