HBO and Co said it sent a letter ofstrongly urging shareholders not to sign any proxy cards sent
by Andover Group.
    ON March 30, Andover Group, a two-man general partnership
which owns about seven pct of HBO's stock, filed preliminary
proxy materials with the Securities and Exchange Commission
seeking to nominate an alternative slate of directors at the
company's April 30 annual meeting.
    Andover had expressed an interest to acquire the company in
September 1986 but HBO has never received an offer from them,
it said.
    In addition, HBO said its financial condition is improving
rapidly as the result of a significant restructuring
implemented in 1986.
    It expects the company to report net income of about 40 cts
per share in 1987 and a very significant increase in 1988.
    For the year ended December 1986, the company reported a
loss of 3.6 mln dlrs, or 16 cts per share.
 Reuter
