UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
December 13, 2007
Date of Report (Date of earliest event reported)
Date of Report (Date of earliest event reported)
NORTHLAND CABLE PROPERTIES EIGHT LIMITED PARTNERSHIP
(Exact Name of Registrant as Specified in Charter)
| STATE OF WASHINGTON | 000-18307 | 91-1423516 | ||
| (State or Other Jurisdiction of Incorporation) | (Commission File No.) | (IRS Employer Identification No.) |
101 STEWART STREET, SUITE 700, SEATTLE, WASHINGTON 98101
(Address of principal executive offices) (Zip Code)
(Address of principal executive offices) (Zip Code)
(206) 621-1351
(Registrant’s telephone number, including area code)
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| o | Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| þ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| ITEM 8.01 | OTHER EVENTS |
On December 13, 2007, Northland Cable Properties Eight Limited Partnership (“NCP-Eight”) dispatched a letter to NCP-Eight’s limited partners responding to a mini-tender offer by entities affiliated with Mackenzie Patterson Fuller, LP. A copy of the letter is included as Exhibit 99.
| ITEM 9.01. | FINANCIAL STATEMENTS AND EXHIBITS |
| Exhibit No. | Description | |||
| 99 | Letter to limited partners regarding mini-tender offer dated December 13, 2007. | |||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Northland Cable Properties Eight Limited Partnership | ||||
| By: | Northland Communications Corporation (General Partner) | |||
| Dated: December 19, 2007 | By: | /s/ GARY S. JONES | ||
| Name: | Gary S. Jones | |||
| Title: | President | |||
| By: | /s/ RICHARD I. CLARK | |||
| Name: | Richard I. Clark | |||
| Title: | Executive Vice President, Treasurer and Assistant Secretary | |||