UPN, THE WB JOIN AS SPINOFF NETWORK CALLED THE CW SET TO DEBUT IN SEPTEMBER.

Byline: David Kronke Television Writer

UPN and The WB, the youngest and most troubled television networks, threw lifelines to each other Tuesday, announcing they will merge in September to create The CW.

CBS, which owns UPN, and Warner Bros. Entertainment will each own half of the new network. Tribune Broadcasting, which had lost money from owning a piece of The WB, will no longer be a partner. Sixteen major-market Tribune stations will carry the new network, including KTLA (Channel 5) in L.A., as will 12 CBS-owned stations in major markets, accounting for coverage in 48 percent of the country. Other UPN and WB affiliates that pick up The CW will give the new network coverage of 95 percent of the country.

When it launches in September, the new network will follow The WB's scheduling model, offering 13 hours of prime-time programming (presently UPN only offers 10), as well as a two-hour block of repeats on Sunday afternoons and children's programming on Saturday mornings. The CW's schedule will combine the most successful series of both UPN and The WB, as well as new programming. Dawn Ostroff, president of UPN Entertainment, will head up the new network. The fates of WB executives Garth Ancier and David Janollari were not immediately clear.

UPN and The WB had a few successful programs, such as ``Everybody Hates Chris'' and ``Gilmore Girls,'' but both also had gaping holes in their schedules that were often filled with repeats, so the merger automatically promises a stronger schedule. Shows like ``America's Next Top Model,'' ``Smallville'' and ``WWE's Smackdown'' are likely to be mates in September. On the other hand, TV production companies will feel the impact immediately, as fewer new prospective series will be given pilot orders as the current development season proceeds.

``Both The WB and UPN would've needed more pilots on their own than the new network, where we'll have hit shows from both combined on one schedule,'' The WB's spokesman Brad Turrell said while in a plane over Missouri. ``There will be a couple of hours that need to be filled, but not much more. We can do the normal number of pilots, perhaps even less.'' As he spoke, he said he was sitting next to The CW's new entertainment president, Ostroff, who was reading a pilot script The WB was hoping to produce.

Les Moonves, chairman and CEO of the CBS Corp., who came up with the idea of a merger along with Barry Meyer, chairman and CEO of Warner Bros. Entertainment, said the move ``offers immediate upgrades and advantages to all key constituencies we serve - audiences, affiliates and advertisers.''

Though both broadcast networks struggled to achieve profitability, Meyer said, ``there's a very good chance that The CW will be profitable right from the get-go. We have not determined how many employees will be winding up where, but it will operate on a more cost-efficient basis.''

Many in the industry were caught off-guard by the announcement, which was made in New York City. WB's Turrell said that only six people at the network knew the announcement was forthcoming. The mere possibility of such a merger was only broached two months ago, according to CBS spokesman Chris Ender.

``The talks originated at a dinner that Mr. Moonves and Mr. Meyer had around Thanksgiving,'' Ender said. Moonves and Meyer are longtime friends; before coming to CBS, Moonves headed up Warner Bros. Television's production arm. ``In the course of conversation, it came up as a topic, and talks soon became more heated and advanced.''

Though it sounds like it refers to a country-music channel, The CW's name comes from the initials of both companies - CBS and Warner Bros. ``We couldn't name it The WC for obvious reasons,'' Moonves joked. (WC is British slang for toilet.)

Both executives admitted that the financial woes of their current networks, which were never able to grow beyond niche audiences of younger viewers, made The CW an enticing proposition.

``UPN was approaching profitability, but the long-range plans looked far better with this entity than where we are right now,'' Moonves said. ``Down the road, this is much better than keeping UPN alive the way it was.''

``The WB had kicked into profitability for one or two years,'' Meyer added. ``But we saw down the line a challenged landscape for keeping small networks alive, and we were just afraid we were going to be forced to program less original programming, and that wasn't a prescription for building a long-term successful asset. With the formation of this new network, we create long-term, viable, highly rated programming assets, which is in all of our interests.''

Shows produced for The CW will be jointly owned by both companies' production arms. As with other networks, outside studios will also sell programming to The CW.

While many hailed the merger, others were less sanguine about it. Paul Levinson, chairman of the department of communications and media studies at Fordham University in New York, questioned The CW's dedication to diverse programming - while UPN airs a number of shows aimed at African-Americans, The WB's lineup has often featured a paucity of minority characters.

``One of the things at stake in mergers is, will diversity, independent decisions and creativity in programming suffer?'' said Levinson. ``What almost always happens over the long run in these things is there's a reduction in diversity and independence of programming. Looking at this long-range, based on previous mergers in history, it's not a particularly good thing for consumers or for the future of network TV.''

Bob Thompson, founding director of Syracuse University's Center for the Study of Popular Television, found fault with many aspects of the merger, beginning with the name: ``It sounds like a railroad on a Monopoly board,'' he said.

``It's an interesting idea, and if it's done well and they're lucky, it could work,'' Thompson added. ``But you're taking two branded networks that have spent untold money promoting their distinctive identities, and in less than eight months, they won't be able to capitalize on that at all.''

Moreover, he added, ``You have two networks with pretty weak schedules, and adding them together is not going to solve their problems. They're still in the same boat - they need new hits to generate enthusiasm with audiences. And ... they have so little in development between the two of them.''

Valerie Kuklenski contributed to this story.

David Kronke, [phone]

david.kronke(at)dailynews.com

NETWORK CHANGES

When the WB and UPN programming is merged in September to become The CW network, it will air locally on KTLA (Channel 5) (currently the WB affiliate). KCOP (Channel 13) (currently the UPN affiliate) is expected to revert to an independent station offering syndicated fare.

The CW will offer a combination of programming for both networks, including the reality shows ``America's Next Top Model'' and ``Beauty and the Geek,'' hit dramas including ``Gilmore Girls,'' ``Smallville,'' ``Supernatural'' and ``Veronica Mars,'' comedies like ``Everybody Hates Chris,'' ``Girlfriends'' and ``Reba'' as well as the popular WWE's ``Smackdown.''

Channel 13 currently runs the syndicated shows ``The Tyra Banks Show,'' ``Seinfeld'' and ``The Crosby Show.'' It is expected to add to those.

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NETWORK CHANGES (see text)