As filed with the Securities and Exchange Commission on November 25, 1996
                                                  Registration No:  33-
       -----------------------------------------------------------------
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           THE SECURITIES ACT OF 1933

                               MEDIA GENERAL, INC.
             (Exact name of registrant as specified in its charter)

    Commonwealth of Virginia                                  54-0850433
  (State or other jurisdiction                             (I.R.S. Employer
of incorporation or organization)                         Identification No.)

333 East Grace Street, Richmond, Virginia,  23219
(Address of principal executive offices) (Zip Code)

                        Thrift Plan Plus For Employees of
                               MEDIA GENERAL, INC.
                          (Formerly, Media General Inc.
                             Employees Thrift Plan)
                            (Full title of the plan)


                GEORGE L. MAHONEY, General Counsel and Secretary
                               Media General, Inc.
                              333 East Grace Street
                            Richmond, Virginia 23219
                     (Name and address of agent for service)
                                 (804) 649-6029
          (Telephone number, including area code, of agent for service)
<TABLE>
<CAPTION>
                                          CALCULATION OF REGISTRATION FEE
=====================================================================================================================
                              Amount            Proposed Maximum        Proposed Maximum     
  Title of Securities          to be             Offering Price             Aggregate       Amount of Registration
   to be Registered         Registered            Per Share(1)          Offering Price(1)             Fee(1)
---------------------------------------------------------------------------------------------------------------------
<S> <C>
Class A Common Stock         1,000,000          $ 31.25 per share.        $ 31,250,000              $ 9,470.00
=====================================================================================================================
</TABLE>
----------
(1)  Calculated  pursuant to Rules 457(c) and (h), based upon the average of the
     high and low prices for Media  General,  Inc.  Class A Common  Stock on the
     American Stock Exchange on November 21, 1996.

(2)  In addition, pursuant to Rule 416(c) under the Securities Act of 1933, this
     registration  statement also covers an indeterminate amount of interests to
     be offered or sold pursuant to the employee benefit plan described herein.

<PAGE>


PART II - INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

         There  are  hereby  incorporated  by  reference  in  this  registration
statement the  following  documents  heretofore  filed with the  Securities  and
Exchange Commission (the "Commission");

         (a) The  Annual  Report on Form  10-K of Media  General,  Inc.  ("Media
General") for the fiscal year ended December 31, 1995;

         (b)(1)  The  Quarterly  Reports on Form 10-Q of Media  General  for the
quarters ended March 31, 1996, June 30, 1996, and September 29, 1996;

         (b)(2) The Current  Report on Form 8-K/A of Media General dated January
4, 1996;

         (c) The description of Media General's Class A Common Stock,  $5.00 par
value per share ("Common Stock") set forth under the caption "Description of the
Common Stock" in the Prospectus,  included in the Registration Statement on Form
S-3 of Media General (File No. 33-26853).

         All documents  subsequently  filed by Media General pursuant to Section
13(a),  13(c),  14 or 15(d) of the Securities  Exchange Act of 1934 prior to the
filing of a post-effective amendment which indicates that all securities offered
have been sold or which deregisters all securities then remaining unsold,  shall
be deemed to be incorporated by reference in this registration  statement and to
be a part thereof from the date of filing of such documents.

Item 5.  Interests of Named Experts and Counsel.

         Legal  matters  in  connection  with  the  issuance  and  sale  of  the
securities  offered  hereby will be passed  upon for Media  General by George L.
Mahoney,  General  Counsel and  Secretary.  As of November 22, 1996, Mr. Mahoney
owned 3,491  shares of Common  Stock.  He also held  options to  purchase  9,300
shares  of  Common  Stock at prices  ranging  from  $27.625  to  $31.8125,  with
expiration dates ranging from 01/26/2004 to 01/30/2006.

Item 6.  Indemnification of Directors and Officers.

         Section 13.1-697 of the Virginia Stock Corporation Act authorizes Media
General to indemnify  directors in certain  circumstances  against  liabilities,
including expenses, incurred while acting in such capacity; provided, generally,
that any such indemnified director acted in good faith and in a manner he or she
believed to be in the best  interests of the  corporation  and, in the case of a
criminal  proceeding,  had no reasonable cause to believe his or her conduct was
unlawful.  Section  13.1-702 of the Virginia  Stock  Corporation  Act authorizes
Media General to indemnify officers to the same extent as directors.

         Article IV of the Articles of  Incorporation  of Media General provides
that Media General shall  indemnify each of its directors and officers,  and the
directors  and officers of its  subsidiaries,  against  liabilities  incurred in
connection with any actual or threatened  suit or proceeding  brought because of
being or having  been such a director  or  officer;  provided  there shall be no
indemnification  if such  director  or officer  is  adjudged  liable  because of


                                       2
<PAGE>
willful  misconduct,  bad faith,  gross negligence or reckless disregard of such
person's  duties.  In the  event of a  settlement  or a  proceeding  in which no
determination  is made as to any of the foregoing  types of  misfeasance,  Media
General  shall  indemnify  the subject  director  or officer if a  disinterested
majority  of the Board of  Directors  (acting in certain  cases upon the written
advice of counsel) find that such director or officer had no liability by reason
of misfeasance  and the payments  sought are  reasonable.  Media General carries
directors' and officers' liability insurance.

Item 8.  Exhibits.

         The Exhibit Index on page 6 of this  registration  statement  lists the
exhibits that are filed as part of this registration statement.

Item 9.  Undertakings.

         (a)  The undersigned Registrant hereby undertakes:

                  (1) To file,  during any  period in which  offers or sales are
                  being made, a  post-effective  amendment to this  registration
                  statement:

                           (i) To include  any  prospectus  required  by Section
                           10(a)(3) of the  Securities  Act of 1933,  as amended
                           (the "Securities Act");

                           (ii) To reflect in the prospectus any facts or events
                           arising after the effective date of this registration
                           statement   (or  the   most   recent   post-effective
                           amendment  thereof)  which,  individually  or in  the
                           aggregate,  represent  a  fundamental  change  in the
                           information set forth in this registration statement.
                           Notwithstanding   the  foregoing,   any  increase  or
                           decrease  in volume  of  securities  offered  (if the
                           total dollar value of  securities  offered  would not
                           exceed that which was  registered)  and any deviation
                           from  the low or high  end of the  estimated  maximum
                           offering  range  may  be  reflected  in the  form  of
                           prospectus filed with the Commission pursuant to Rule
                           424(b) if, in the  aggregate,  the  changes in volume
                           and price  represent no more than a 20 percent change
                           in the maximum aggregate  offering price set forth in
                           the  "Calculation of  Registration  Fee" table in the
                           effective registration statement;

                           (iii)  To  include  any  material   information  with
                           respect to the plan of  distribution  not  previously
                           disclosed in this statement or any material change to
                           such information in this registration statement;

         Provided,  however,  that the  undertakings set forth in paragraphs (i)
         and (ii) above do not apply if the information  required to be included
         in a  post-effective  amendment  by those  paragraphs  is  contained in
         periodic  reports filed with the Commission by the Registrant  pursuant
         to  Section  13 or  Section  15(d) of the  Securities  Act of 1934 (the
         "Exchange Act") that are incorporated by reference in this registration
         statement.


                                       3
<PAGE>
                  (2) That, for the purpose of determining  any liability  under
                  the Securities Act, each such  post-effective  amendment shall
                  be deemed to be a new registration  statement  relating to the
                  securities   offered   therein,   and  the  offering  of  such
                  securities at that time shall be deemed to be the initial bona
                  fide offering thereof.

                  (3) To remove from  registration by means of a  post-effective
                  amendment, any of the securities being registered which remain
                  unsold at the termination of the offering.

         (b) The undersigned  Registrant hereby undertakes that, for purposes of
         determining  any liability under the Securities act, each filing of the
         Registrant's  annual report  pursuant to Section 13(a) or Section 15(d)
         of  the  Exchange  Act  that  is   incorporated  by  reference  in  the
         registration  statement  shall  be  deemed  to  be a  new  registration
         statement relating to the securities offered therein,  and the offering
         of such  securities at that time shall be deemed to be the initial bona
         fide offering thereof.

         (c)  Insofar  as  indemnification  for  liabilities  arising  under the
         Securities Act may be permitted to directors,  officers and controlling
         persons of the  Registrant  pursuant to the  foregoing  provisions,  or
         otherwise,  the  Registrant has been advised that in the opinion of the
         Commission such  indemnification  is against public policy as expressed
         the Act and is, therefore, unenforceable. In the event that a claim for
         indemnification against such liabilities (other than the payment by the
         Registrant  of  expenses  incurred  or paid by a  director,  officer or
         controlling  person of the Registrant in the successful  defense of any
         action,  suit or proceeding)  is asserted by such director,  officer or
         controlling  person in connection with the securities being registered,
         the  Registrant  will,  unless in the opinion of its counsel the matter
         has  been  settled  by  controlling  precedent,  submit  to a court  of
         appropriate  jurisdiction the question whether such  indemnification by
         it is  against  public  policy  as  expressed  in the Act  and  will be
         governed by the final adjudication of such issue.

                                   SIGNATURES

         The Registrant.  Pursuant to the  requirements of the Securities Act of
         1933,  the  Registrant  certifies  that it has  reasonable  grounds  to
         believe  that it meets all of the  requirements  of filing on Form S-8,
         and has duly caused  this  registration  statement  to be signed on its
         behalf by the undersigned,  thereunto duly  authorized,  in the City of
         Richmond, Commonwealth of Virginia, on the 22nd day of November 1996.

                                  MEDIA GENERAL, INC.


                                  By:  /s/ J. STEWART BRYAN III
                                     ----------------------------------
                                           J. Stewart Bryan III
                                           Chairman, President, and
                                           Chief Executive Officer

                                       4
<PAGE>
         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
registration  statement  has been signed below by the  following  persons in the
capacities and on the dates indicated.
<TABLE>
<CAPTION>
<S> <C>
Signature                                Title                                       Date
---------                                -----                                       ----

/s/ J. STEWART BRYAN III
-------------------------------------
J. Stewart Bryan III                     Chairman of the Board and Chief             November 22, 1996
                                         Executive Officer
-------------------------------------
D. Tennant Bryan                         Chairman of the Executive Committee         November 22, 1996
                                         and Director
/s/ JAMES S. EVANS
-------------------------------------
James S. Evans                           Vice Chairman and Director                  November 22,  1996

/s/ MARSHALL N. MORTON
-------------------------------------
Marshall N. Morton                       Senior Vice President and Chief             November 22, 1996
                                         Financial Officer
/s/ STEPHEN Y. DICKINSON
-------------------------------------
Stephen Y. Dickinson                     Controller                                  November 22, 1996

/s/ ROBERT P. BLACK
-------------------------------------
Robert P. Black                          Director                                    November 22, 1996

/s/ CHARLES A. DAVIS
-------------------------------------
Charles A. Davis                         Director                                    November 22, 1996

/s/ ROBERT V. HATCHER, JR.
-------------------------------------
Robert V. Hatcher, Jr.                   Director                                    November 22, 1996

/s/ JOHN G. MEDLIN, JR.
-------------------------------------
John G. Medlin, Jr.                      Director                                    November 22, 1996

/s/ WYNDHAM ROBERTSON
-------------------------------------
Wyndham Robertson                        Director                                    November 22, 1996

/s/ HENRY L. VALENTINE, II
-------------------------------------
Henry L. Valentine, II                   Director                                    November 22, 1996
</TABLE>

         The Plan.  Pursuant to the  requirements of the Securities Act of 1933,
the Plan is  administered  by Media  General,  Inc.,  which has duly caused this
registration statement to be signed on its behalf by undersigned, thereunto duly
authorized,  in the City of Richmond,  Commonwealth of Virginia, on November 22,
1996.

                              Thrift Plan Plus
                                for Employees of Media General, Inc.

                              By:      Media General, Inc.

                                  /s/ GEORGE L. MAHONEY
                              -------------------------------------
                              By.      George L. Mahoney, Secretary


                                       5
<PAGE>


                                  EXHIBIT INDEX

EXHIBIT
NUMBER

5                 Opinion  of  General   Counsel  as  to  the  legality  of  the
                  securities being registered.

23.1              Consent of Independent Auditors.

23.2              Consent of General Counsel (included in Exhibit 5).
[{"type": "S-8", "sequence": "1", "description": "THRIFT PLAN FOR EMPLOYEES", "secsgml_size_bytes": 16760}]
{"company-data": {"conformed-name": "MEDIA GENERAL INC", "cik": "0000216539", "assigned-sic": "2711", "irs-number": "540850433", "state-of-incorporation": "VA", "fiscal-year-end": "1226"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-16737", "film-number": "96671924"}, "business-address": {"street1": "333 E GRACE ST", "city": "RICHMOND", "state": "VA", "zip": "23219", "phone": "8046496000"}}
As filed with the Securities and Exchange Commission on November 25, 1996
                                                  Registration No:  33-
       -----------------------------------------------------------------
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           THE SECURITIES ACT OF 1933

                               MEDIA GENERAL, INC.
             (Exact name of registrant as specified in its charter)

    Commonwealth of Virginia                                  54-0850433
  (State or other jurisdiction                             (I.R.S. Employer
of incorporation or organization)                         Identification No.)

333 East Grace Street, Richmond, Virginia,  23219
(Address of principal executive offices) (Zip Code)

                        Thrift Plan Plus For Employees of
                               MEDIA GENERAL, INC.
                          (Formerly, Media General Inc.
                             Employees Thrift Plan)
                            (Full title of the plan)

                GEORGE L. MAHONEY, General Counsel and Secretary
                               Media General, Inc.
                              333 East Grace Street
                            Richmond, Virginia 23219
                     (Name and address of agent for service)
                                 (804) 649-6029
          (Telephone number, including area code, of agent for service)
CALCULATION OF REGISTRATION FEE
=====================================================================================================================
                              Amount            Proposed Maximum        Proposed Maximum     
  Title of Securities          to be             Offering Price             Aggregate       Amount of Registration
   to be Registered         Registered            Per Share(1)          Offering Price(1)             Fee(1)
---------------------------------------------------------------------------------------------------------------------
Class A Common Stock         1,000,000          $ 31.25 per share.        $ 31,250,000              $ 9,470.00
=====================================================================================================================
----------
(1)  Calculated  pursuant to Rules 457(c) and (h), based upon the average of the
     high and low prices for Media  General,  Inc.  Class A Common  Stock on the
     American Stock Exchange on November 21, 1996.

(2)  In addition, pursuant to Rule 416(c) under the Securities Act of 1933, this
     registration  statement also covers an indeterminate amount of interests to
     be offered or sold pursuant to the employee benefit plan described herein.
PART II - INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

         There  are  hereby  incorporated  by  reference  in  this  registration
statement the  following  documents  heretofore  filed with the  Securities  and
Exchange Commission (the "Commission");

         (a) The  Annual  Report on Form  10-K of Media  General,  Inc.  ("Media
General") for the fiscal year ended December 31, 1995;

         (b)(1)  The  Quarterly  Reports on Form 10-Q of Media  General  for the
quarters ended March 31, 1996, June 30, 1996, and September 29, 1996;

         (b)(2) The Current  Report on Form 8-K/A of Media General dated January
4, 1996;

         (c) The description of Media General's Class A Common Stock,  $5.00 par
value per share ("Common Stock") set forth under the caption "Description of the
Common Stock" in the Prospectus,  included in the Registration Statement on Form
S-3 of Media General (File No. 33-26853).

         All documents  subsequently  filed by Media General pursuant to Section
13(a),  13(c),  14 or 15(d) of the Securities  Exchange Act of 1934 prior to the
filing of a post-effective amendment which indicates that all securities offered
have been sold or which deregisters all securities then remaining unsold,  shall
be deemed to be incorporated by reference in this registration  statement and to
be a part thereof from the date of filing of such documents.

Item 5.  Interests of Named Experts and Counsel.

         Legal  matters  in  connection  with  the  issuance  and  sale  of  the
securities  offered  hereby will be passed  upon for Media  General by George L.
Mahoney,  General  Counsel and  Secretary.  As of November 22, 1996, Mr. Mahoney
owned 3,491  shares of Common  Stock.  He also held  options to  purchase  9,300
shares  of  Common  Stock at prices  ranging  from  $27.625  to  $31.8125,  with
expiration dates ranging from 01/26/2004 to 01/30/2006.

Item 6.  Indemnification of Directors and Officers.

         Section 13.1-697 of the Virginia Stock Corporation Act authorizes Media
General to indemnify  directors in certain  circumstances  against  liabilities,
including expenses, incurred while acting in such capacity; provided, generally,
that any such indemnified director acted in good faith and in a manner he or she
believed to be in the best  interests of the  corporation  and, in the case of a
criminal  proceeding,  had no reasonable cause to believe his or her conduct was
unlawful.  Section  13.1-702 of the Virginia  Stock  Corporation  Act authorizes
Media General to indemnify officers to the same extent as directors.

         Article IV of the Articles of  Incorporation  of Media General provides
that Media General shall  indemnify each of its directors and officers,  and the
directors  and officers of its  subsidiaries,  against  liabilities  incurred in
connection with any actual or threatened  suit or proceeding  brought because of
being or having  been such a director  or  officer;  provided  there shall be no
indemnification  if such  director  or officer  is  adjudged  liable  because of

                                       2
willful  misconduct,  bad faith,  gross negligence or reckless disregard of such
person's  duties.  In the  event of a  settlement  or a  proceeding  in which no
determination  is made as to any of the foregoing  types of  misfeasance,  Media
General  shall  indemnify  the subject  director  or officer if a  disinterested
majority  of the Board of  Directors  (acting in certain  cases upon the written
advice of counsel) find that such director or officer had no liability by reason
of misfeasance  and the payments  sought are  reasonable.  Media General carries
directors' and officers' liability insurance.

Item 8.  Exhibits.

         The Exhibit Index on page 6 of this  registration  statement  lists the
exhibits that are filed as part of this registration statement.

Item 9.  Undertakings.

         (a)  The undersigned Registrant hereby undertakes:

                  (1) To file,  during any  period in which  offers or sales are
                  being made, a  post-effective  amendment to this  registration
                  statement:

                           (i) To include  any  prospectus  required  by Section
                           10(a)(3) of the  Securities  Act of 1933,  as amended
                           (the "Securities Act");

                           (ii) To reflect in the prospectus any facts or events
                           arising after the effective date of this registration
                           statement   (or  the   most   recent   post-effective
                           amendment  thereof)  which,  individually  or in  the
                           aggregate,  represent  a  fundamental  change  in the
                           information set forth in this registration statement.
                           Notwithstanding   the  foregoing,   any  increase  or
                           decrease  in volume  of  securities  offered  (if the
                           total dollar value of  securities  offered  would not
                           exceed that which was  registered)  and any deviation
                           from  the low or high  end of the  estimated  maximum
                           offering  range  may  be  reflected  in the  form  of
                           prospectus filed with the Commission pursuant to Rule
                           424(b) if, in the  aggregate,  the  changes in volume
                           and price  represent no more than a 20 percent change
                           in the maximum aggregate  offering price set forth in
                           the  "Calculation of  Registration  Fee" table in the
                           effective registration statement;

                           (iii)  To  include  any  material   information  with
                           respect to the plan of  distribution  not  previously
                           disclosed in this statement or any material change to
                           such information in this registration statement;

         Provided,  however,  that the  undertakings set forth in paragraphs (i)
         and (ii) above do not apply if the information  required to be included
         in a  post-effective  amendment  by those  paragraphs  is  contained in
         periodic  reports filed with the Commission by the Registrant  pursuant
         to  Section  13 or  Section  15(d) of the  Securities  Act of 1934 (the
         "Exchange Act") that are incorporated by reference in this registration
         statement.

                                       3
(2) That, for the purpose of determining  any liability  under
                  the Securities Act, each such  post-effective  amendment shall
                  be deemed to be a new registration  statement  relating to the
                  securities   offered   therein,   and  the  offering  of  such
                  securities at that time shall be deemed to be the initial bona
                  fide offering thereof.

                  (3) To remove from  registration by means of a  post-effective
                  amendment, any of the securities being registered which remain
                  unsold at the termination of the offering.

         (b) The undersigned  Registrant hereby undertakes that, for purposes of
         determining  any liability under the Securities act, each filing of the
         Registrant's  annual report  pursuant to Section 13(a) or Section 15(d)
         of  the  Exchange  Act  that  is   incorporated  by  reference  in  the
         registration  statement  shall  be  deemed  to  be a  new  registration
         statement relating to the securities offered therein,  and the offering
         of such  securities at that time shall be deemed to be the initial bona
         fide offering thereof.

         (c)  Insofar  as  indemnification  for  liabilities  arising  under the
         Securities Act may be permitted to directors,  officers and controlling
         persons of the  Registrant  pursuant to the  foregoing  provisions,  or
         otherwise,  the  Registrant has been advised that in the opinion of the
         Commission such  indemnification  is against public policy as expressed
         the Act and is, therefore, unenforceable. In the event that a claim for
         indemnification against such liabilities (other than the payment by the
         Registrant  of  expenses  incurred  or paid by a  director,  officer or
         controlling  person of the Registrant in the successful  defense of any
         action,  suit or proceeding)  is asserted by such director,  officer or
         controlling  person in connection with the securities being registered,
         the  Registrant  will,  unless in the opinion of its counsel the matter
         has  been  settled  by  controlling  precedent,  submit  to a court  of
         appropriate  jurisdiction the question whether such  indemnification by
         it is  against  public  policy  as  expressed  in the Act  and  will be
         governed by the final adjudication of such issue.

                                   SIGNATURES

         The Registrant.  Pursuant to the  requirements of the Securities Act of
         1933,  the  Registrant  certifies  that it has  reasonable  grounds  to
         believe  that it meets all of the  requirements  of filing on Form S-8,
         and has duly caused  this  registration  statement  to be signed on its
         behalf by the undersigned,  thereunto duly  authorized,  in the City of
         Richmond, Commonwealth of Virginia, on the 22nd day of November 1996.

                                  MEDIA GENERAL, INC.

                                  By:  /s/ J. STEWART BRYAN III
                                     ----------------------------------
                                           J. Stewart Bryan III
                                           Chairman, President, and
                                           Chief Executive Officer

                                       4
Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
registration  statement  has been signed below by the  following  persons in the
capacities and on the dates indicated.
Signature                                Title                                       Date
---------                                -----                                       ----

/s/ J. STEWART BRYAN III
-------------------------------------
J. Stewart Bryan III                     Chairman of the Board and Chief             November 22, 1996
                                         Executive Officer
-------------------------------------
D. Tennant Bryan                         Chairman of the Executive Committee         November 22, 1996
                                         and Director
/s/ JAMES S. EVANS
-------------------------------------
James S. Evans                           Vice Chairman and Director                  November 22,  1996

/s/ MARSHALL N. MORTON
-------------------------------------
Marshall N. Morton                       Senior Vice President and Chief             November 22, 1996
                                         Financial Officer
/s/ STEPHEN Y. DICKINSON
-------------------------------------
Stephen Y. Dickinson                     Controller                                  November 22, 1996

/s/ ROBERT P. BLACK
-------------------------------------
Robert P. Black                          Director                                    November 22, 1996

/s/ CHARLES A. DAVIS
-------------------------------------
Charles A. Davis                         Director                                    November 22, 1996

/s/ ROBERT V. HATCHER, JR.
-------------------------------------
Robert V. Hatcher, Jr.                   Director                                    November 22, 1996

/s/ JOHN G. MEDLIN, JR.
-------------------------------------
John G. Medlin, Jr.                      Director                                    November 22, 1996

/s/ WYNDHAM ROBERTSON
-------------------------------------
Wyndham Robertson                        Director                                    November 22, 1996

/s/ HENRY L. VALENTINE, II
-------------------------------------
Henry L. Valentine, II                   Director                                    November 22, 1996
The Plan.  Pursuant to the  requirements of the Securities Act of 1933,
the Plan is  administered  by Media  General,  Inc.,  which has duly caused this
registration statement to be signed on its behalf by undersigned, thereunto duly
authorized,  in the City of Richmond,  Commonwealth of Virginia, on November 22,
1996.

                              Thrift Plan Plus
                                for Employees of Media General, Inc.

                              By:      Media General, Inc.

                                  /s/ GEORGE L. MAHONEY
                              -------------------------------------
                              By.      George L. Mahoney, Secretary

                                       5
EXHIBIT INDEX

EXHIBIT
NUMBER

5                 Opinion  of  General   Counsel  as  to  the  legality  of  the
                  securities being registered.

23.1              Consent of Independent Auditors.

23.2              Consent of General Counsel (included in Exhibit 5).