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
Date of Report (Date of earliest event reported) MARCH 9, 1998
MARCUS CABLE COMPANY, L.P.
MARCUS CABLE OPERATING COMPANY, L.P.
MARCUS CABLE CAPITAL CORPORATION
MARCUS CABLE CAPITAL CORPORATION II
MARCUS CABLE CAPITAL CORPORATION III
(Exact name of registrants as specified in their charters)
DELAWARE 33-81088 & 33-67390 & 33-93808 75-2337471
DELAWARE 33-81088-01 75-2495706
DELAWARE 33-67390-01 75-2546077
DELAWARE 33-81088-02 75-2546713
DELAWARE 33-93808-01 75-2599586
(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of Identification No.)
incorporation or
organization)
2911 TURTLE CREEK BOULEVARD, SUITE 1300
DALLAS, TEXAS 75219-6257
(Address of principal executive offices) (Zip Code)
(214) 521-7898
(Registrants' telephone number, including area code)
Page 1 of 7
Index to Exhibits on Page 6
ITEM 5. OTHER EVENTS.
On March 4, 1998, Marcus Cable Company, L.P. announced that it
has entered into a definitive agreement to sell certain cable
television assets located in Connecticut and Virginia. For
information regarding this sale, reference is made to the press
release attached hereto as Exhibit 20.1
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
20.1 Press Release dated March 4, 1998.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, each of the registrants have duly caused this report to be
signed on its behalf by the undersigned thereunto duly authorized.
MARCUS CABLE COMPANY, L.P.
(Registrant)
By: Marcus Cable Properties, L.P., its general
partner,
By: Marcus Cable Properties, Inc., its
general partner,
March 9, 1998 By: /s/ Jeffrey A. Marcus
Jeffrey A. Marcus
Its: President, Chief Executive Officer
and Sole Properties, Inc. (Principal
Executive Officer)
By: /s/ Thomas P. McMillin
Thomas P. McMillin
Its: Executive Vice President and Chief
Financial Officer of Marcus Cable
Properties, Inc. (Principal
Financial and Accounting Officer)
MARCUS CABLE OPERATING COMPANY, L.P.
(Registrant)
By: Marcus Cable Company, L.P., its general
partner,
By: Marcus Cable Properties, L.P., its
general partner,
By: Marcus Cable Properties, Inc., its
general partner,
March 9, 1998 By: /s/ Jeffrey A. Marcus
Jeffrey A. Marcus
Its: President, Chief Executive Officer and
Sole Properties, Inc.(Principal
Executive Officer)
By: /s/ Thomas P. McMillin
Thomas P. McMillin
Its: Executive Vice President and Chief
Financial Officer of Marcus Cable
Properties, Inc. (Principal Financial
and Accounting Officer)
MARCUS CABLE CAPITAL CORPORATION
(Registrant)
March 9, 1998 By: /s/ Jeffrey A. Marcus
Jeffrey A. Marcus
Its: President, Chief Executive Officer and Sole
Director of Marcus Cable Capital
Corporation(Principal Executive Officer)
By: /s/ Thomas P. McMillin
Thomas P. McMillin
Its: Executive Vice President and Chief Financial
Officer of Marcus Cable Capital Corporation
(Principal Financial and Accounting Officer)
MARCUS CABLE CAPITAL CORPORATION II
(Registrant)
March 9, 1998 By: /s/ Jeffrey A. Marcus
Jeffrey A. Marcus
Its: President, Chief Executive Officer and Sole
Director of Marcus Cable Capital Corporation
II (Principal Executive Officer)
By: /s/ Thomas P. McMillin
Thomas P. McMillin
Its: Executive Vice President and Chief Financial
Officer of Marcus Cable Capital Corporation
II (Principal Financial and Accounting
Officer)
MARCUS CABLE CAPITAL CORPORATION III
(Registrant)
March 9, 1998 By: /s/ Jeffrey A. Marcus
Jeffrey A. Marcus
Its: President, Chief Executive Officer and Sole
Director of Marcus Cable Capital Corporation
III (Principal Executive Officer)
By: /s/ Thomas P. McMillin
Thomas P. McMillin
Its: Executive Vice President and Chief Financial
Officer of Marcus Cable Capital Corporation
III (Principal Financial and Accounting
Officer)
INDEX TO EXHIBITS
Exhibit Page
Number Description Number
20.1 Press Release dated March 4, 1998 7
Exhibit 20.1
FOR IMMEDIATE RELEASE
MARCH 4, 1998
MARCUS CABLE TMC HOLDINGS, INC.:
CONTACT: Daniel J. Wilson CONTACT: Doug Best
PHONE: (214) 521-7898 PHONE: (508) 627-9911
WALLER CAPITAL:
CONTACT: Andy Armstrong
PHONE: (212) 632-3600
MARCUS CABLE TO SELL NON-STRATEGIC CABLE SYSTEMS IN
CONNECTICUT AND VIRGINIA TO TMC HOLDINGS, INC.
Dallas, TX.---In connection with its previously announced strategy of
divesting certain non-clustered cable television systems, Marcus Cable
Company, L.P. announced today that it has entered into a definitive
agreement with TMC Holdings, Inc. to sell its cable television assets
located in Connecticut and Virginia for $150 million.
The cable television systems serve approximately 46,000 customers from
a single 550 MHz headend in the Connecticut communities of Waterbury,
Middlebury, Plymouth, Prospect, and Wolcott and approximately 17,000
customers in the Virginia communities of Petersburg, Colonial Heights,
Fort Lee and certain unincorporated parts of Prince Georges County.
In commenting on the sale, Jeffrey A. Marcus, Chairman and CEO said,
"The sale of these systems to TMC represents the second step in our
plan to divest our non-core cable systems. These systems are adjacent
to TMC's existing operations in each of the states and will
significantly enhance the company's clusters in those markets. With
their commitment to the area, we are confident that our customers will
continue to be well served. We are continuing to evaluate offers and
negotiate with interested parties for our remaining non-strategic
systems."
Waller Capital is representing Marcus Cable in the sale of the systems
and continues to market the remaining non-strategic systems serving
approximately 107,000 customers in Illinois, Mississippi, Oklahoma and
Texas. The transaction is subject to regulatory approval and the
closing is expected to occur during the third quarter of 1998.
Marcus Cable is principally engaged in the management and operation
of domestic wired telecommunications networks, including cable
television systems, distance education networks and internet services.
It is currently the nation's tenth largest cable operator serving over
1.2 million customers in 18 states. More information on Marcus Cable
can be found on the company's website on the internet at
www.marcuscable.com.