The company needs approval from its employee-owners because they own 90 percent of the company's shares through a trust established in 1937 by Harry J. Grant, then the chairman of the firm. Grant's heirs own the balance.

In March, Journal Communications reached an agreement in principle with the Grant heirs in which they would exchange their stock for a package of common and preferred stock if the company brought in new outside capital.

Changes to the trust and to the company's capital structure also are subject to approval by the trustees and employee-owners.

Journal Communications, founded in 1882, has offered its stock only to employees and retirees for more than 60 years through the trust. The stock would trade on the New York Stock Exchange under the symbol JRN.

The company would use all the net proceeds from the initial public offering to repurchase stock held by employees and retirees who want to sell shares. The offering is expected to generate $221.9 million, according to a filing the company made last month with the SEC.

Underwriters for Journal Communications set the terms of the company's proposed initial public offering at 17.25 million shares, with an estimated price range of $13.50 to $15.50 each, according to the filing.

The company first filed its proposal for an initial public offering in May.

Robert Dye, a Journal Communications spokesman, declined to comment Tuesday on the vote, citing SEC restrictions on public comment when a stock offering is pending.

The company is looking to invest in other publishing operations, acquire more broadcasting stations and continue to invest in its telecommunications business, according to the SEC filing.

The company reported $76 million in debt in March. Its debt started rising last year after it opened a $112 million printing and distribution plant, the largest capital investment in the company's history, according to papers it filed with the SEC.

In July, the company reported second-quarter earnings of $13.9 million, down 16.8 percent from the same period in 2002.

The company employs more than 6,000 people at the newspaper, six television stations and 36 radio stations in 11 states, and other communications operations. The Journal Sentinel was formed in 1995 with the merger of The Milwaukee Journal and Milwaukee Sentinel.

The Journal Sentinel has the largest circulation of all newspapers published in Wisconsin, with a circulation of 434,000 on Sunday and 247,000 daily, according to the company.

Thorn, of Marquette, said going public could make Journal Communications ripe for a takeover by a large media company that may see it as "a nice plum to add to our basket."