Reviving industry talk that Peter Chernin could succeed Walt Disney Co. CEO Michael Eisner, News Corp. has disclosed that its president and chief operating officer is not subject to any noncompete clauses.

  Chernin must give six months' notice if he wants to leave his post early to become CEO elsewhere but only if that company is privately held, according to details of a new five-year employment contract that he signed this summer and which were made public for the first time last week. This would free him to jump to a publicly traded competitor very quickly.

The new contract, which took effect Aug. 1 and runs through 2009, guarantees Chernin a salary of $3.8 million a year with the opportunity to earn up to $25 million in bonuses that are tied to News Corp.'s financial performance. Chernin also is entitled to a cash payment of $40 million if he is terminated without cause.

Chernin has been News Corp.'s most highly paid executive. Under his old contract, he earned $17.3 million in total compensation last year. Despite the conglomerate's improved profitability, that figure was below the $17.9 million he made in 2002.

Because of his track record and industry reputation, Chernin's name has long been bandied about whenever industry insiders discuss Disney's future. Disney's board said in September that it wants to find a replacement by June for 20-year CEO Eisner, whose contract expires in 2006.

Disney chairman George Mitchell recently said the company's board does not plan to discuss possible candidates in public as it is best to conduct the search "without periodic public announcements."

Current Disney president Bob Iger is the only internal candidate and is widely considered a front-runner. Former Viacom Inc. president Mel Karmazin, whose name also had been mentioned frequently for the Disney post, recently took the CEO reins at Sirius Satellite Radio. He had previously expressed little interest in the Disney job.

Industry insiders have said Chernin's experience makes him a strong contender for the Disney slot, but they have cautioned that he has felt very comfortable at News Corp. and had a strong relationship with chairman and CEO Rupert Murdoch.

"Across the board, this organization has the most talented, creative and aggressive management team in the business, and I consider myself privileged to collaborate with them day in and day out," Chernin said in a statement when News Corp. unveiled his contract extension this summer.

He added that he is "enormously fortunate to have worked side by side with Rupert as News Corp. has become a global media company that today is without peer, and I look forward to building on our successes over the next several years."

Many also are questioning whether Chernin would get comparable pay at Disney. Eisner's pay package for fiscal 2003 amounted to $7.3 million, according to a regulatory filing at the beginning of the year.

Also in a regulatory filing last week, News Corp. confirmed that its board recently affirmed a poison pill provision that will for at least one year make it more difficult for anyone to take control of the conglomerate. The provision came in response to a recent move by John Malone's Liberty Media to raise its voting stake in News Corp.