Monday, Aug. 01, 1988

Business Notes TAKEOVERS

When Polaroid announced two weeks ago that it was reducing its work force by as much as 8% and putting more stock in the hands of the remaining employees, Wall Street realized immediately what the company was up to: trying to boost the price of its shares and protect itself against takeovers. Little did the markets know, however, that Polaroid was already being stalked by a raider. For weeks, Shamrock Holdings, the investment company owned by Roy Disney, Walt's nephew, had been secretly accumulating Polaroid stock. At the same time, Shamrock sent letters to Polaroid's management proposing to buy the whole company. But Polaroid refused the offer, unveiling its restructuring plan instead. Last week the battle burst into the open, as Shamrock made a hostile $2.68 billion bid.

The takeover attempt is the boldest move yet made by Disney, once disparaged as "Walt's idiot nephew." After leaving his uncle's company in 1977, Disney built Shamrock into a thriving enterprise that owns three TV and 14 radio stations. In 1984 Disney helped put together a new management team at the struggling Walt Disney Co. that transformed the firm into one of the hottest in the entertainment business. Now Disney apparently aims to do the same for Polaroid, which has not had strong growth in a decade.