MGM posted a net loss of $142.2m or 57 cents per share in 2002,compared with a net loss of $438.1m or $1.89 per share in 2001, according tothe studio's annual shareholder report.

The company also declined to pay annual bonuses to its topofficers for 2002, "due to the failure of the company to achieve theperformance goals pre-established by the compensation committee," the companysaid.

MGM also reported that in March 2002 company chairman and chiefexecutive officer Alex Yemenidjian extended his contract by three years throughto 2007, providing him with the same annual salary of $2.5m and an annualperformance-based bonus.

Yemenidjian received a bonus of $1.2m in 2001 but for 2002received options to buy 1.5million shares at $16.02 each. The options expire in2012 and were valued at an estimated $15.1m to $38.3m as long as MGM stockappreciates by 5% to 10% each year.

Francis Ford Coppola, who has been a company director since 1998,will not stand for re-election to the board.

MGM shares weredown 18 cents at $10.49 in afternoon trading on the New York Stock Exchangeyesterday.