Talk show hosts are unheralded resource in universal auction.

As the bidding war for Vivendi Universal S.A.'s entertainment assets reaches its final stages, who would have thought that Maury Povich and Jerry Springer could be holding a couple of keys to the deal?

The two talk show hosts are mainstays of Universal's television production and syndication division, which last year generated $992.7 million in revenues --almost half the output of Universal Television Group, which also includes cable channels USA and Sci-Fi:

Within the production and syndication unit, the big money isn't made in producing primetime shows but in off-net syndication--essentially reruns of primetime shows on local stations and cable networks.

Driving that business is "Law & Order," the Dick Wolf-produced courtroom drama that has produced two highly rated spin-offs.

Daytime syndication is the other standout. Universal has one of the hottest properties in "Maury," the 12-year-old talk show hosted by Povich, who anchored the pioneering television tabloid "A Current Affair." Episodes such as "1 Hope My Husband's Brother Is Not My Baby's Father" helped make it the fourth-watched talk show this season behind a group that includes "The Oprah Winfrey Show.'"

The controversial "'Jerry Springer" show is another hit, still the fifth-rated talk show despite a 13 percent drop in ratings last year. Among the other hit shows in the Universal stable are the psychic-driven "Crossing Over With John Edward," along with "Blind Date" and "The 5th Wheel," which revitalized the dating show segment.

To be sure, Universal's movie business, with its vast library of over 4,000 films that include the "Jurassic Park" and "American Pie" franchises, is still the most valued piece for the two remaining bidders: the NBC unit of General Electric Co. and a group led by Vivendi Vice Chairman Edgar Bronfman Jr., who is joined by cable giant Cablevision Systems Inc.

But part of Universal's success has come from navigating the ever-consolidating world of syndicated television, where media giants often control both syndication and the station groups.

"Maury" and "Springer" both air on Tribune Co.'s station group, which includes L.A.'s KTLA-TV (Channel 5). Universal also launched one of the first daytime syndicated shows on cable two years ago when it introduced "Crossing Over" on Sci-Fi.

Pay-per-view and home video also have become income streams. For years, Universal repackaged salacious outtakes of "Springer" for the home video and pay-per-view markets. Last year, it began doing the same thing with "Blind Date."

"We're not part of a station group. But in the end it's all about content. And we have the hot content," said Universal spokesman Jim Benson.

Which explains why the television side is so attractive to the NBC and Bronfman.

Cable mogul John Malone's Liberty Media Corp. bailed out of the auction last week after deciding that "the synergy opportunities with our other businesses" weren't enough to submit the $14 billion minimum offer Vivendi reportedly expected.

A month earlier, Kirk Kerkorian's Metro-Goldwyn-Mayer Inc. withdrew its offer for similar reasons. Another group led by billionaire Marvin Davis and buyout firm Texas Pacific Group was cut loose by Vivendi after their bid was deemed too low.

"None of them had enough pieces that fit into Universal to justify such a pricey deal," said Ted Henderson, an analyst with St. Louis brokerage Stifel, Nicolaus & Co.

But for NBC, which is looked upon as having the best chances to prevail in the bidding war, the TV business makes the deal especially appealing.

With full control of the "Law & Order" franchise, NBC can justify paying a reported $550 million to keep the shows when they come up for renewal next year. That's because the network would be able to recoup part of that cost through syndication on cable networks such as AOL Time Warner Inc.'s TNT.

Universal's daytime syndication operation also would be attractive for NBC, whose syndication division has had difficulty churning out hits despite ties to the parent station group and affiliates controlled by Hearst-Argyle Television.

Among the victims: Sensitive male-oriented talk show "The Other Half," which garnered just a rating of 0.8, as well as a daytime version of the former game show phenomenon "The Weakest Link." A talk show hosted by "America's Most Wanted" mastermind John Walsh survived its first season by garnering a rating of just 1.4.

If NBC acquires Universal, it could fold NBC Enterprises into Universal Domestic Television. That would help it gain critical mass, as well as an entree to launch new shows, such as a talk show with former "Dateline" and "Today" host Jane Pauley expected to be produced next year.

Or it could run two separate syndication units, an approach taken by media giant Via tom Inc. with its King World and Paramount television units.

For the Bronfman group, television is a different consideration. Bronfman's Seagram Co. sold off the television unit--along with the two cable channels--in 1997 to a group led by Barry Diller. That helped form the heart of the former USA Networks before it sold the pieces to Vivendi last year.

One possible synergy would involve the division supplying content to Cablevision's Rainbow Media collection of channels, which include American Movie Classics.

But NBC would be the better fit.

"It's a broadcast network, the home to "Law & Order" and has a syndication arm. I really can't see what Bronfman would do with it," Henderson said.