FILE PHOTO OF BARRY DILLER AND VIVENDI CHAIRMAN MESSIER, 2001-10-11 (photo)

French media conglomerate Vivendi Universal is close to an agreement to buy the stake it does not already own in USA Networks Inc. for about $12.4 billion in cash, stock and assumed tax liability, a source familiar with the deal said on December 16, 2001. Details are still being finalized, with announcement of an agreement likely within a week, said the source, who spoke on condition of anonymity. Under the transaction, Vivendi Universal would pay about $9 billion for the stake it does not already own in USA Networks, whose assets include cable channels, the USA Network and USA's television production unit. Jean-Marie Messier (L) chairman of the French conglomerate Vivendi Universal is pictured with Barry Diller, chairman of USA Networks at a Los Angeles benefit dinner in this October 11, 2001 file photograph. REUTERS/Fred Prouser/Files FSP/ME