SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 1998 ____ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from ______ to______ Commission File Number: 333-19327 OLYMPUS COMMUNICATIONS, L.P. (Exact name of registrant as specified in its charter) Delaware 25-1622615 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) OLYMPUS CAPITAL CORPORATION (Exact name of registrant as specified in its charter) Delaware 23-2868925 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) ------------------------------------------------------- Main at Water Street Coudersport, PA 16915-1141 (Address of principal (Zip code) executive offices) 814-274-9830 (Registrants' telephone number including area code) Indicate by check mark whether the registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. Yes X No __ OLYMPUS COMMUNICATIONS, L.P. AND SUBSIDIARIES INDEX Page Number PART I - FINANCIAL INFORMATION Item 1. Financial Statements Condensed Consolidated Balance Sheets - December 31, 1997 and March 31, 1998....................3 Condensed Consolidated Statements of Operations - Three Months Ended March 31, 1997 and 1998........................................................................4 Condensed Consolidated Statements of Cash Flows - Three Months Ended March 31, 1997 and 1998..................................................................................5 Notes to Condensed Consolidated Financial Statements............................................6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations..................................................................................8 Item 3..Quantitative and Qualitative Disclosures about Market Risk....................................14 PART II - OTHER INFORMATION Item 1. Legal Proceedings............................................................................15 Item 2. Changes in Securities........................................................................15 Item 3. Defaults Upon Senior Securities.............................................................15 Item 4. Submission of Matters to a Vote of Security Holders.........................................15 Item 5. Other Information...........................................................................15 Item 6. Exhibits and Reports on Form 8-K.............................................................15 SIGNATURES............................................................................................16 2 PART I - FINANCIAL INFORMATION Item 1. Financial Statements OLYMPUS COMMUNICATIONS, L.P. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Dollars in thousands) December 31, March 31, 1997 1998 ------------ ------------ ASSETS: Cable systems, at cost, net of accumulated depreciation and amortization: Property, plant and equipment $ 265,783 $ 273,162 Intangible assets 417,559 415,104 ----------- ----------- Total 683,342 688,266 Cash and cash equivalents 3,554 3,555 Subscriber receivables - net 12,577 11,935 Prepaid expenses and other assets - net 29,479 28,580 ----------- ----------- Total $ 728,952 $ 732,336 =========== =========== LIABILITIES AND PARTNERS' EQUITY (DEFICIENCY): Subsidiary debt $ 427,000 $ 470,000 Parent debt 200,000 200,000 Other debt 46,804 4,503 Accounts payable 15,947 17,739 Subscriber advance payments and deposits 7,907 7,980 Accrued interest and other liabilities 25,265 29,622 Accrued priority return on preferred limited partner interests 22,241 24,208 Due to affiliates - net 55,169 54,694 Deferred income taxes 40,836 40,836 ----------- ----------- Total liabilities 841,169 849,582 ----------- ----------- Commitments and contingencies (Note 4) Partners' equity (deficiency): Limited partners' interests 488,398 508,873 General partners' equity (deficiency) (600,615) (626,119) ----------- ----------- Total partners' equity (deficiency) (112,217) (117,246) ----------- ----------- Total $ 728,952 $ 732,336 =========== =========== See notes to condensed consolidated financial statements. 3 OLYMPUS COMMUNICATIONS, L.P. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (Dollars in thousands) Three Months Ended March 31, --------------------------- 1997 1998 ------------- ------------- Revenues $ 41,411 $ 50,918 ------------ ------------ Operating expenses: Direct operating and programming 13,869 17,285 Selling, general and administrative 7,511 9,043 Depreciation and amortization 9,939 12,250 Management fees to managing affiliate 2,357 2,698 ------------ ------------ Total 33,676 41,276 ------------ ------------ Operating income 7,735 9,642 ------------ ------------ Other income (expense): Interest expense (11,434) (13,025) Interest expense - affiliates (1,650) (1,650) Other (44) 370 ------------ ------------ Total (13,128) (14,305) ------------ ------------ Loss before income taxes (5,393) (4,663) Income tax benefit 75 - ------------ ------------ Net loss (5,318) (4,663) Priority return on preferred and senior limited partner interests (18,006) (20,792) ------------ ------------ Net loss of general and limited partners after priority return $ (23,324) $ (25,455) ============ ============ Net loss per general and limited partners' unit after priority return $ (2,332) $ (2,546) ============ ============ See notes to condensed consolidated financial statements. 4 OLYMPUS COMMUNICATIONS, L.P. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (Dollars in thousands) Three Months Ended March 31, ------------------------ 1997 1998 ------------ ----------- Cash flows from operating activities: Net loss $ (5,318) $ (4,663) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation 6,024 6,794 Amortization 3,915 5,456 Accretion of non-interest bearing note 1,813 - Deferred income taxes (59) - Changes in operating assets and liabilities, net of effects of acquisitions: Subscriber receivables 963 642 Prepaid expenses and other assets (1,637) (46) Accounts payable 118 1,792 Subscriber advance payments and deposits 693 73 Accrued interest and other liabilities 1,606 4,285 ---------- ---------- Net cash provided by operating activities 8,118 14,333 ----------- ----------- Cash flows from investing activities: Business acquisitions - (2,055) Expenditures for property, plant and equipment (9,205) (13,249) ---------- ---------- Cash used for investing activities (9,205) (15,304) ---------- ---------- Cash flows from financing activities: Proceeds from debt - 43,000 Repayments of debt (15,124) (43,153) Payments of priority returns (18,006) (18,825) Amounts advanced to (from) affiliates 1,657 (475) Issuance of preferred limited partner interests 19,656 20,475 Capital distributions (50) (50) ----------- ----------- Net cash (used for) provided by financing activities (11,867) 972 ----------- ----------- (Decrease) increase in cash and cash equivalents (12,954) 1 Cash and cash equivalents, beginning of period 26,466 3,554 ----------- ----------- Cash and cash equivalents, end of period $ 13,512 $ 3,555 =========== =========== See notes to condensed consolidated financial statements. 5 OLYMPUS COMMUNICATIONS, L.P. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollars in thousands) The accompanying unaudited condensed consolidated financial statements of Olympus Communications, L.P. and its substantially wholly-owned subsidiaries ("Olympus" or the "Company") have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission. In the opinion of management, all adjustments, consisting of only normal recurring accruals necessary for a fair presentation of the financial position of Olympus at March 31, 1998, and the results of operations for the three months ended March 31, 1997 and 1998, have been included. These condensed consolidated financial statements should be read in conjunction with Olympus' consolidated financial statements included in its Annual Report on Form 10-K for the year ended December 31, 1997 ("Annual Report"). The results of operations for the three months ended March 31, 1998 are not necessarily indicative of the results to be expected for the year ending December 31, 1998. 1. The Registrants: Olympus Communications, L.P. is a joint venture limited partnership formed under the laws of Delaware with 50% of the outstanding voting interests held by ACP Holdings, Inc., a wholly-owned subsidiary of Adelphia Communications Corporation ("Adelphia") and the managing general partner of Olympus. The remaining 50% of the voting interest is held by various wholly-owned subsidiaries of FPL Group, Inc. Olympus' operations consist primarily of selling video programming which is distributed to subscribers in Florida for a monthly fee through a network of fiber optic and coaxial cables. Olympus Capital Corporation, a wholly-owned subsidiary of the Company, was formed solely for the purpose of serving as a co-issuer with Olympus Communications, L.P. of the 10 5/8% Senior Notes due 2006 (the "Senior Notes"). Olympus Capital Corporation has no substantial assets or liabilities and no operations of any kind and the Indenture, pursuant to which such Senior Notes were issued, limits Olympus Capital Corporation's ability to acquire or hold any significant assets or other properties or engage in any business activities other than in connection with the issuance of the Senior Notes. 2. Significant Events Subsequent to the Annual Report: Olympus has entered into a definitive agreement for the purchase of cable television systems from Jones Intercable, Inc. These systems will be acquired for $110,000 cash and serve approximately 46,000 subscribers in and around the city of Ft. Myers, Florida. The acquisition, which will be accounted for under the purchase method of accounting, is expected to close during calendar year 1998. 3. Supplemental Financial Information: Cash payments for interest were $7,147 and $9,384 for the three months ended March 31, 1997 and 1998, respectively. Accumulated depreciation of property, plant and equipment amounted to $142,797 and $163,958 at December 31, 1997 and March 31, 1998, respectively. Accumulated amortization of intangible assets amounted to $125,178 and $137,534 at December 31, 1997 and March 31, 1998, respectively. 4. Commitments and Contingencies: Reference is made to Management's Discussion and Analysis of Financial Condition and Results of Operations and the Annual Report for a discussion of material commitments and contingencies. 6 OLYMPUS COMMUNICATIONS, L.P. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollars in thousands) 5. Recent Accounting Pronouncements SFAS No. 130, "Reporting Comprehensive Income," issued by the Financial Accounting Standards Board in June 1997 is effective for the interim period ended March 31, 1998, with reclassification of comparative financial statements. SFAS No. 130 defines comprehensive income and outlines certain reporting and disclosure requirements related to comprehensive income. Olympus has no items of other comprehensive income for either the three months ended March 31, 1997 or 1998. 7 OLYMPUS COMMUNICATIONS, L.P. AND SUBSIDIARIES (Dollars in thousands) Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations The Private Securities Litigation Reform Act of 1995 provides a "safe harbor" for forward-looking statements. Certain information included in this Form 10-Q, including Management's Discussion and Analysis of Financial Condition and Results of Operations, is forward-looking, such as information relating to the effects of future regulation, future capital commitments and the effects of competition. Such forward-looking information involves important risks and uncertainties that could significantly affect expected results in the future from those expressed in any forward-looking statements made by, or on behalf of, the Company. These risks and uncertainties include, but are not limited to, uncertainties relating to economic conditions, acquisitions and divestitures, government and regulatory policies, the pricing and availability of equipment, materials, inventories and programming, technological developments and changes in the competitive environment in which the Company operates. Olympus Communications, L.P. and subsidiaries ("Olympus" or the "Company") is a joint venture limited partnership formed under the laws of Delaware with 50% of the outstanding voting interests held by ACP Holdings, Inc., a wholly-owned subsidiary of Adelphia Communications Corporation ("Adelphia") and managing general partner of Olympus. The remaining 50% of the voting interest is held by various wholly-owned subsidiaries of FPL Group, Inc. Olympus Capital Corporation, a wholly-owned subsidiary of the Company, was formed solely for the purpose of serving as a co-issuer with Olympus Communications, L.P. of the 10 5/8% Senior Notes due 2006 (the "Senior Notes"). Olympus Capital Corporation has no substantial assets or liabilities and no operations of any kind and the Indenture, pursuant to which such Senior Notes were issued, limits Olympus Capital Corporation's ability to acquire or hold any significant assets or other properties or engage in any business activities other than in connection with the issuance of the Senior Notes. Olympus earned substantially all of its revenues in the three months ended March 31, 1997 and 1998 from monthly subscriber fees for basic, satellite, premium and ancillary services (such as installations and equipment rentals), local and national advertising sales, pay-per-view programming, home shopping networks and electronic security monitoring services. The changes in Olympus' operating results for the quarter ended March 31, 1998, compared to the same period of the prior year, were primarily the result of acquisitions, expanding existing cable television operations, the impact of subscriber rate increases which became effective June 1, 1997, and vendor price increases for the Company's programming. The high level of depreciation and amortization associated with the significant number of acquisitions in recent years, the continuing program of upgrading and expansion of systems and interest costs associated with financing activities will continue to have a negative impact on the reported results of operations. Olympus expects to report net losses for the next several years. 8 The following table sets forth certain cable television system data at the dates indicated. March 31, -------------------- Percent 1997 1998 Increase --------- --------- -------- Homes Passed by Cable 650,742 755,185 16.0% Basic Subscribers 416,760 501,722 20.4% Exclusive of acquisitions, basic subscribers grew 3.7% during the twelve months ended March 31, 1998. The following table is derived from Olympus' condensed consolidated financial statements that are included in this interim report and sets forth the historical percentage relationship to revenues of the components of operating income contained in such financial statements for the periods indicated. Three Months Ended March 31, ------------------------ 1997 1998 ----------- ---------- Revenues 100.0% 100.0% Operating expenses: Direct operating and programming 33.5% 33.9% Selling, general and administrative 18.1% 17.8% Depreciation and amortization 24.0% 24.1% Management fees to Managing Affiliate 5.7% 5.3% --------- --------- Operating income 18.7% 18.9% ========= ========= Revenues. The primary revenue sources, reflected as a percentage of total revenues, for the periods indicated were as follows: Three Months Ended March 31, ------------------------- 1997 1998 ------------ ----------- Regulated service and equipment fees 74% 73% Premium programming services 13% 11% Advertising sales and other services 13% 16% 9 Total revenues increased approximately 23.0% for the three month period ended March 31, 1998 compared with the same period of the prior year, primarily due to acquisitions, basic subscriber growth and the impact of rate increases, partially offset by price reductions on certain services and a decrease in premium programming services. The increase in revenues was attributable to the following: Acquisitions 70% Basic subscriber growth 16% Rate increases 9% Premium programming fees (6%) Advertising sales and other services 11% Direct Operating and Programming Expenses. Direct operating and programming expenses, which are mainly basic and premium programming costs and technical expenses, increased 24.6% for the three month period ended March 31, 1998 compared with the same period of the prior year. Such increases were primarily due to increased operating expenses from acquired systems, increased basic and premium programming costs and increased technical costs associated with providing electronic security monitoring services. Selling, General and Administrative Expenses. These expenses, which are mainly comprised of costs related to system offices, customer service representatives, and sales and administrative employees, increased 20.4% for the three month period ended March 31, 1998 compared with the same periods of the prior year. This increase was primarily due to incremental costs associated with acquisitions and subscriber growth. EBITDA. Earnings before interest expense, income taxes, depreciation and amortization, management fees and other noncash charges ("EBITDA") for the three month period ended March 31, 1998 increased 24.9% compared with the same period of the prior year, primarily due to acquisitions, basic subscriber growth and subscriber rate increases, partially offset by increases in programming, general and administrative expenses. EBITDA and similar measurements of cash flow are commonly used in the cable television industry to analyze and compare cable television companies on the basis of operating performance, leverage and liquidity. While EBITDA is not an alternative indicator of operating performance to operating income or an alternative to cash flows from operating activities as a measure of liquidity, as defined by generally accepted accounting principles, and, while EBITDA may not be comparable to other similarly titled measures of other companies, the Company's management believes EBITDA is a meaningful measure of performance as substantially all of the Company's financing agreements contain financial covenants based on EBITDA. Depreciation and Amortization. Depreciation and amortization was higher for the three month period ended March 31, 1998 compared with the same period of the prior year, primarily due to increased depreciation and amortization related to acquisitions and increased capital expenditures. Management Fees to Managing Affiliate. Pursuant to the terms of the Company's Partnership Agreement, the Company pays to Adelphia, on a quarterly 10 basis, an amount representing an allocation of the corporate overhead of Adelphia and its subsidiaries with respect to the Company for such period, which allocation is based upon the ratio of the Company's cable subscribers to the total cable subscribers owned or managed by Adelphia. Management fees decreased as a percentage of revenues for the three month period ended March 31, 1998 as compared with the same period of the prior year, primarily due to revenues increasing proportionately at a higher rate than allocated corporate costs included in management fees. Interest Expense. Interest expense increased 13.9% for the three month period ended March 31, 1998 compared with the same period of the prior year. The increase in interest expense was primarily attributable to an increase in the average amount of debt outstanding due to an acquisition during the three month period ended December 31, 1997. Net Loss. The Company reported net losses of $5,318 and $4,663 for the quarters ended March 31, 1997 and 1998, respectively. The decrease in net loss for the three months ended March 31, 1998 was due primarily to an increase in operating income, partially offset by an increase in interest expense. Liquidity and Capital Resources The cable television business is capital intensive and typically requires continual financing for the construction, modernization, maintenance, expansion, and acquisition of cable systems. The Company historically has committed significant capital resources for these purposes. These expenditures were funded through long-term borrowings and, to a lesser extent, advances from affiliates and internally generated funds. The Company's ability to generate cash to meet its future needs will depend generally on its results of operations and the continued availability of external financing. The Company's network architecture is designed to increase channel capacity and minimize future capital expenditures, while positioning the Company to take advantage of future opportunities. Capital expenditures for the three months ended March 31, 1997 and 1998 were $9,205 and $13,249, respectively. The Company expects capital expenditures for the remaining nine months of the year ending December 31, 1998 to range from $40,000 to $50,000. The Company generally has funded its working capital requirements, capital expenditures, and acquisitions through long-term borrowings, primarily from banks, issuance of public debt, advances from affiliates and internally generated funds. The Company generally has funded the principal and interest obligations on its long-term borrowings from banks by refinancing the principal with new loans and by paying the interest out of internally generated funds. Olympus has funded the interest obligations on its public borrowings from internally generated funds. At March 31, 1998, the Company's total outstanding debt aggregated approximately $675,000 which included $202,000 of parent debt, and $473,000 of subsidiary debt. In addition, the Company had an aggregate of $3,555 in cash and cash equivalents, and $86,500 in unused credit lines with banks, which includes $1,500 also available to affiliates, part of which is subject to achieving certain levels of operating performance. At March 31, 1998, the Company's unused credit lines were provided by reducing revolving credit facilities whose revolver periods expire through December 31, 2003. The Company's weighted average interest rate on subsidiary debt was approximately 7.19% at March 31, 1997 compared to 7.02% at March 31, 1998. At March 31, 1998, approximately 24.5% of such debt was subject to fixed interest rates for at least one year under the terms of such debt or applicable interest rate swap agreements. 11 Mandatory reductions in principal under all agreements for indebtedness for the four years and nine months after March 31, 1998 based on amounts outstanding at March 31, 1998 are as follows: Nine months ending December 31, 1998 $ 13,002 Year ending December 31, 1999 34,514 Year ending December 31, 2000 88,990 Year ending December 31, 2001 105,285 Year ending December 31, 2002 121,579 The Company plans to continue to explore and consider new commitments, arrangements or transactions to refinance existing debt, increase the Company's liquidity or decrease the Company's leverage. These could include, among other things, the future issuance of debt and the negotiation of new or amended credit facilities by the Company, or its subsidiaries. These could also include entering into acquisitions, joint ventures or other investment or financing activities, although no assurance can be given that any such transactions will be consummated. The Company's ability to borrow under current credit facilities and to enter into refinancings and new financings is limited by covenants contained in its subsidiaries' credit agreements, including covenants under which the ability to incur indebtedness is in part a function of applicable ratios of total debt to cash flow. The Company believes that cash and cash equivalents, internally generated funds, borrowings under existing credit facilities, and future financing sources will be sufficient to meet its short-term and long-term liquidity and capital requirements. Although in the past the Company has been able to refinance its indebtedness or obtain new financing, there can be no assurance that the Company will be able to do so in the future or that the terms of such financings would be favorable. Management believes that the telecommunications industry, including the cable television and telephone industries, continues to be in a period of consolidation characterized by mergers, joint ventures, acquisitions, sales of all or part of cable companies or their assets, and other partnering and investment transactions of various structures and sizes involving cable or other telecommunications companies. The Company continues to evaluate new opportunities that allow for the expansion of its business through the acquisition of additional cable television systems in geographic proximity to its existing regional markets or in locations that can serve as a basis for new market areas. The Company, like other cable television companies, has participated from time to time and is participating in preliminary discussions with third parties regarding a variety of potential transactions, and the Company has considered and expects to continue to consider and explore potential transactions of various types with other cable and telecommunications companies. However, no assurances can be given as to whether any such transaction may be consummated or, if so, when. Regulatory and Competitive Matters The cable television operations of the Company may be adversely affected by changes and developments in governmental regulation, competitive forces and technology. The cable television industry and the Company are subject to extensive regulation at the federal, state and local levels. The 1992 Cable Act significantly expanded the scope of regulation of certain subscriber rates and a number of other matters in the cable industry, such as mandatory carriage of local broadcast stations and retransmission consent, and increased the 12 administrative costs of complying with such regulations. The FCC has adopted rate regulations that establish, on a system-by-system basis, maximum allowable rates for (i) basic and cable programming services (other than programming offered on a per-channel or per-program basis), based upon a benchmark methodology, and (ii) associated equipment and installation services based upon cost plus a reasonable profit. Under the FCC rules, franchising authorities are authorized to regulate rates for basic services and associated equipment and installation services, and the FCC will regulate rates for regulated cable programming services in response to complaints filed with the agency. The Telecommunications Act of 1996 (the "1996 Act") ends FCC regulation of cable programming service tier rates on March 31, 1999. Rates for basic and cable programming services are set pursuant to a benchmark formula. Alternatively, a cable operator may elect to use a cost-of-service methodology to show that rates for basic and cable programming services are reasonable. Refunds with interest will be required to be paid by cable operators who are required to reduce regulated rates. The FCC has reserved the right to reduce or increase the benchmarks it has established. The rate regulations also limit increases in regulated rates to an inflation indexed amount plus increases in certain costs such as taxes, franchise fees, costs associated with specific franchise requirements and increased programming costs. Cost-based adjustments to these capped rates can also be made in the event a cable operator adds or deletes channels or completes a significant system rebuild or upgrade. Because of the limitation on rate increases for regulated services, future revenue growth from cable services will rely to a much greater extent than has been true in the past on increased revenues from unregulated services and new subscribers than from increases in previously unregulated rates. The FCC has adopted regulations implementing all of the requirements of the 1992 Cable Act. The FCC is also likely to continue to modify, clarify or refine the rate regulations. Olympus cannot predict the effect of the 1996 Act on future rulemaking proceedings or changes to the rate regulations. Cable television companies operate under franchises granted by local authorities which are subject to renewal and renegotiation from time to time. Because such franchises are generally non-exclusive, there is a potential for competition with the systems from other operators of cable television systems, including public systems operated by municipal franchising authorities themselves, and from other distribution systems capable of delivering television programming to homes. The 1992 Cable Act and the 1996 Act contain provisions which encourage competition from such other sources. The Company cannot predict the extent to which competition will materialize from other cable television operators, local telephone companies, other distribution systems for delivering television programming to the home, or other potential competitors, or, if such competition materializes, the extent of its effect on the Company. The 1996 Act repealed the prohibition on local exchange telephone companies ("LECs") from providing video programming directly to customers within their local exchange areas other than in rural areas or by specific waiver of FCC rules. The 1996 Act also authorized LECs to operate "open video systems" ("OVS") without obtaining a local cable franchise, although LECs operating such a system can be required to make payments to local governmental bodies in lieu of cable franchise fees. Where demand exceeds capacity, up to two-thirds of the channels on an OVS must be available to programmers unaffiliated with the LEC. The statute states that the OVS scheme supplants the FCC's "video dialtone" rules. The FCC has promulgated rules to implement the OVS concept. The Company believes that the provision of video programming by telephone companies in competition with the Company's existing operations could have an adverse effect on the Company's financial condition and results of operations. At this time, the impact of any such effect is not known or estimable. 13 The Company also competes with direct broadcast satellite ("DBS") service providers. DBS has been available to consumers since 1994. A single DBS satellite can provide more than 100 channels of programming. DBS service can be received virtually anywhere in the United States through the installation of a small outdoor antenna. DBS service is being heavily marketed on a nationwide basis by several service providers. At this time, any impact of DBS competition on the Company's future results is not known or estimable. Item 3. Quantitative and Qualitative Disclosures about Market Risk Not applicable ------------------------------------------------- 14 OLYMPUS COMMUNICATIONS, L.P. AND SUBSIDIARIES PART II - Other Information Item 1. Legal Proceedings None Item 2. Changes in Securities None Item 3. Defaults Upon Senior Securities None Item 4. Submission of Matters to a Vote of Security Holders None Item 5. Other Information None Item 6. Exhibits and Reports on Form 8-K (a) Exhibits: Exhibit 27.01 Financial Data Schedule (supplied for the information of the Commission). (b) Reports on Form 8-K: A Form 8-K was filed on January 14, 1998, which reported information under Item 2 thereof. No financial statements were filed with such Form 8-K. ------------------------------------------------- 15 OLYMPUS COMMUNICATIONS, L.P. AND SUBSIDIARIES SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned thereunto duly authorized. OLYMPUS COMMUNICATIONS, L.P. BY: ACP HOLDINGS, INC. Managing General Partner Date: May 15, 1998 By: /s/ Timothy J. Rigas -------------------- Timothy J. Rigas Executive Vice President, Treasurer, Principal Accounting Officer and Principal Financial Officer of ACP Holdings, Inc. Date: May 15, 1998 OLYMPUS CAPITAL CORPORATION By: /s/ Timothy J. Rigas Timothy J. Rigas Executive Vice President, Treasurer, Principal Accounting Officer and Principal Financial Officer 16 INDEX TO EXHIBITS Exhibit List: Please refer to Part II, Item 6 for an exhibit list. 17