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): September 17, 1997
JONES CABLE INCOME FUND 1-C, LTD.
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(Exact name of registrant as specified in its charter)
Colorado 0-15714 84-1010419
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(State of Organization) (Commission File No.) (IRS Employer
Identification No.)
P.O. Box 3309, Englewood, Colorado 80155-3309 (303) 792-3111
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(Address of principal executive office and Zip Code) (Registrant's
telephone no.
including area code)
Item 5. Other Events
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On September 17, 1997, Jones Cable Income Fund 1-B/C Venture (the
"Venture") entered into an Asset Purchase Agreement with Mediacom California LLC
("Mediacom"), a Delaware limited liability company, to sell the cable television
system serving areas in and around the communities of Clearlake and Lake Port,
California (the "Clearlake System") to Mediacom for a sales price of
$21,400,000, subject to normal closing adjustments. Jones Cable Income Fund 1-
B, Ltd. ("Fund 1-B") and Jones Cable Income Fund 1-C, Ltd. ("Fund 1-C"), both
Colorado limited partnerships (the "Partnerships"), are the partners in the
Venture, owning a 40 percent and a 60 percent interest, respectively. Mediacom
is not affiliated with the Venture, the Partnerships or with Jones Intercable,
Inc. ("Intercable"), the general partner of the Partnerships. The closing of
this transaction, which is expected to occur in the first quarter of 1998, is
subject to the consents of governmental authorities and other third parties.
Upon the successful closing of the sale of the Clearlake System, the
Venture will distribute an aggregate of approximately $11,000,000 to the
Partnerships, which amount represents the net sale proceeds following the
Venture's repayment of a portion of its credit facility. Fund 1-C will receive
approximately $6,600,000 of such distribution and Fund 1-C will, in turn,
distribute such amount to its limited partners. This distribution will provide
Fund 1-C's limited partners a return of approximately $155 for each $1,000
invested in Fund 1-C. Limited partners of Fund 1-C have already received prior
distributions from cash flow and from the sale of the Broomfield, Brighton and
Boulder County, Colorado cable television systems totaling $553 for each $1,000
invested in Fund 1-C. When added to the expected distribution from the sale of
the Clearlake System, distributions to the limited partners of Fund 1-C will
total approximately $708 for each $1,000 invested in Fund 1-C.
Because the distribution to the limited partners of Fund 1-C will not
return the amount initially contributed by the limited partners to Fund 1-C plus
the preferred distribution provided under Fund 1-C's limited partnership
agreement, Intercable, as the general partner of Fund 1-C, will not receive a
distribution from the sale proceeds.
The Jones Group, Ltd., a subsidiary of Intercable, will receive a
brokerage fee of approximately $535,000, representing 2.5 percent of the sales
price, for acting as a broker in this transaction. Because the sale of the
Clearlake System does not represent a sale of all or substantially all of Fund
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1-C's assets, no vote of the limited partners of Fund 1-C is required to approve
this sale.
The Venture continues to own cable television systems located in
Michigan, Nebraska and Oregon, and no specific arrangements have been made for
the sale of these systems.
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Item 7. Financial Statements and Exhibits
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a. Historical financial statements.
Not applicable.
b. Pro forma financial statements.
Not applicable.
c. Exhibits.
2.1 Asset Purchase Agreement dated as of September 17, 1997,
between Jones Cable Income Fund 1-B/C Venture. and Mediacom California LLC.
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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.
JONES CABLE INCOME
FUND 1-C, LTD.
By: Jones Intercable, Inc.,
its general partner
Dated: September 24, 1997 By:/s/ Elizabeth M. Steele
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Elizabeth M. Steele
Vice President, General
Counsel and Secretary
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