Delaware				22-3415036
(State or other jurisdiction of incorporation or organization)				(I.R.S. Employer Identification Number)
520 Broad Street, Newark, New Jersey				07102
(Address of principal executive offices)				(Zip Code)
		(973) 438-1000
		(Registrant’s telephone number, including area code)

PART I.		FINANCIAL INFORMATION		3
Item 1.		Financial Statements (Unaudited)		3
		Condensed Consolidated Balance Sheets as of October 31, 2002 and July 31, 2002		3
		Condensed Consolidated Statements of Operations for the three months ended October 31, 2002 and 2001		4
		Condensed Consolidated Statements of Cash Flows for the three months ended October 31, 2002 and 2001		5
		Notes to Condensed Consolidated Financial Statements		6
Item 2.		Management’s Discussion and Analysis of Financial Condition and Results Of Operations		16
Item 3.		Quantitative and Qualitative Disclosures About Market Risks.		31
Item 4.		Controls and Procedures		31
PART II.		OTHER INFORMATION		32
Item 1.		Legal Proceedings		32
Item 2.		Changes in Securities and Use of Proceeds		32
Item 3.		Defaults Upon Senior Securities		32
Item 4.		Submission of Matters to a Vote of Security Holders		32
Item 5.		Other Information		32
Item 6.		Exhibits and Reports on Form 8-K		32
SIGNATURES				33

		October 31, 2002				July 31, 2002
		(Unaudited)				(Note 1)
Assets
Current assets:
Cash and cash equivalents		$	315,830			$	351,248
Marketable securities			798,642				658,731
Trade accounts receivable, net			119,905				126,153
Other current assets			77,901				65,291
Total current assets			1,312,278				1,201,423
Property, plant and equipment, net			271,429				250,631
Goodwill			34,689				32,702
Licenses and other intangibles, net			24,826				25,503
Investments			43,639				58,903
Other assets			44,581				38,758
Total assets		$	1,731,442			$	1,607,920
Liabilities and stockholders’ equity
Current liabilities:
Trade accounts payable		$	125,537			$	121,529
Accrued expenses			149,857				132,892
Deferred revenue			119,111				112,183
Capital lease obligations—current portion			26,186				22,960
Other current liabilities			19,473				11,866
Total current liabilities			440,164				401,430
Deferred tax liabilities, net			216,353				233,518
Capital lease obligations—long-term portion			42,883				45,398
Other liabilities			5,332				3,088
Total liabilities			704,732				683,434
Minority interests			168,355				54,956
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $.01 par value; authorized shares—10,000,000; no shares issued			—				—
Common stock, $.01 par value; authorized shares—100,000,000; 25,023,972 and 24,988,597 shares issued at October 31, 2002 and July 31, 2002, respectively			196				196
Class A common stock, $.01 par value; authorized shares—35,000,000; 9,816,988 shares issued and outstanding at October 31, 2002 and July 31, 2002			98				98
Class B common stock, $.01 par value; authorized shares—100,000,000; 54,094,855 and 54,009,844 shares issued at October 31, 2002 and July 31, 2002, respectively			501				500
Additional paid-in capital			609,371				606,387
Deferred compensation			(10,907	)			—
Treasury stock, at cost, consisting of 5,419,963 shares of common stock and 4,019,163 shares of Class B common stock			(153,713	)			(153,713	)
Accumulated other comprehensive loss			(1,837	)			(2,675	)
Retained earnings			414,646				418,737
Total stockholders’ equity			858,355				869,530
Total liabilities and stockholders’ equity		$	1,731,442			$	1,607,920

		Three Months Ended October 31,
		2002				2001
Revenues		$	443,171			$	339,209
Costs and expenses:
Direct cost of revenues (exclusive of items shown below)			340,067				266,607
Selling, general and administrative			109,238				67,141
Depreciation and amortization			21,286				15,245
Gain on settlement of litigation			(58,429	)			—
Restructuring, severance, and impairment charges			6,673				2,781
Total costs and expenses			418,835				351,774
Income (loss) from operations			24,336				(12,565	)
Interest income, net			7,759				8,813
Other income (expense):
Equity in loss of affiliates			(2,196	)			(5,250	)
Investment and other income (expense), net			(1,169	)			(14,500	)
Income (loss) before minority interests, income taxes and cumulative effect of accounting change			28,730				(23,502	)
Minority interests			46,467				6,052
Benefit from income taxes			(13,646	)			(18,222	)
Loss before cumulative effect of accounting change			(4,091	)			(11,332	)
Cumulative effect of accounting change, net of income taxes of $3,525			—				(146,983	)
Net loss		$	(4,091	)		$	(158,315	)
Earnings per share:
Loss before cumulative effect of accounting change:
Basic		$	(0.05	)		$	(0.16	)
Diluted		$	(0.05	)		$	(0.16	)
Cumulative effect of accounting change, net of income taxes:
Basic		$	—			$	(2.06	)
Diluted		$	—			$	(2.06	)
Net Loss:
Basic		$	(0.05	)		$	(2.22	)
Diluted		$	(0.05	)		$	(2.22	)
Weighted-average number of shares used in calculation of earnings per share:
Basic			79,436				71,409
Diluted			79,436				71,409

		Three Months Ended October 31,
		2002				2001
Net cash provided by operating activities		$	14,985			$	18,266
Investing activities
Purchases of property, plant and equipment			(8,970	)			(10,922	)
Issuance of notes receivable			(1,601	)			(2,638	)
Purchases of investments			(1,865	)			(18,889	)
Acquisitions			—				(2,394	)
Increase in cash from consolidation of Net2Phone			64,216				—
Net (purchases) sales and maturities of marketable securities			(92,972	)			(5,489	)
Net cash used in investing activities			(41,192	)			(40,332	)
Financing activities
Proceeds from exercise of stock options			958				1,418
Repayments of capital lease obligations			(5,212	)			(4,951	)
Repurchases of common stock and Class B common stock			—				(15,302	)
Distributions to minority shareholder of a subsidiary			(4,957	)			(6,145	)
Net cash used in financing activities			(9,211	)			(24,980	)
Net decrease in cash and cash equivalents			(35,418	)			(47,046	)
Cash and cash equivalents, beginning of period			351,248				1,091,071
Cash and cash equivalents, end of period		$	315,830			$	1,044,025