Exhibit 3
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Xxxxxx X. Xxxxxxx Liberty Media Corporation
0000 Xxxxxxx Xxxxxxx, X.X. 0000 Xxxx Xxxxxxxx Xxxxxx
Xxxxxxxxxx, X.X. 00000 Xxxxxxxxx, XX 00000
September 19, 1997
Xx. Xxxxxx X. Xxxxx
c/o Xxxxx Xxx
BET Holdings, Inc.
One BET Plaza
0000 X Xxxxx X.X.
Xxxxxxxxxx, X.X. 00000-0000
Dear Xx. Xxxxx:
This letter is to clarify and confirm our letter of September 10, 1997 pursuant
to which a new corporation ("Newco") formed by Xxxxxx X. Xxxxxxx and Liberty
Media Corporation (together, the "Group") would acquire (the "Acquisition") all
of the capital stock of BET Holdings, Inc. (the "Company") not already owned by
them at a price of $48.00 per share in cash. Neither member of the Group is
considering selling any portion of their Company shares to a third party.
As we stated in our prior letter, our offer is subject to obtaining financing.
In connection with the evaluation of financing alternatives the Group requests
that the Company grant to it and its attorneys, advisors, and authorized
representatives (including lenders) access to, upon reasonable notice, the
Company's books and records and make available to representatives of the Group
such of its officers and employees as the Group determines necessary in order to
complete their due diligence investigation of the Company. The Group members,
on behalf of themselves and their attorneys, advisors and representatives, would
be willing to execute an appropriate confidentiality agreement with the Company.
The group has retained the investment banking firm of Salomon Brothers Inc. to
advise it in the completion of the proposed Acquisition.
We appreciate your giving this offer prompt and serious consideration, and look
forward to a response as soon as possible.
Sincerely,
LIBERTY MEDIA CORPORATION
by:
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Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxxxx
President
cc: Xxxxx Xxx
Xxxxxx Xxxxx Xxxxxxx
Xxxxxxx Xxxxxxx
Xxxx Xxxxxx
Xxxxxx Xxxxxxxxxx