FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Mark One) [X] Quarterly report pursuant to 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: 0-15714 JONES CABLE INCOME FUND 1-C, LTD. - -------------------------------------------------------------------------------- Exact name of registrant as specified in charter Colorado 84-1010419 - -------------------------------------------------------------------------------- State of organization I.R.S. employer I.D. # 9697 East Mineral Avenue, P.O. Box 3309, Englewood, Colorado 80155-3309 ------------------------------------------------------------------------ Address of principal executive office (303) 792-3111 ----------------------------- Registrant's telephone number Indicate by check mark whether the registrant (1) has 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) has been subject to such filing requirements for the past 90 days. Yes X No ----- ------- JONES CABLE INCOME FUND 1-C, LTD. --------------------------------- (A Limited Partnership) UNAUDITED CONSOLIDATED BALANCE SHEETS ------------------------------------- March 31, December 31, ASSETS 1998 1997 ------ ------------ ------------ CASH $ 685,060 $ 454,501 TRADE RECEIVABLES, less allowance for doubtful receivables of $30,220 and $42,753 at March 31, 1998 and December 31, 1997, respectively 365,084 362,472 INVESTMENT IN CABLE TELEVISION PROPERTIES: Property, plant and equipment, at cost 31,204,985 45,101,407 Less- accumulated depreciation (17,149,496) (24,222,527) ------------ ------------ 14,055,489 20,878,880 Franchise costs and other intangible assets, net of accumulated amortization of $21,324,995 and $33,614,162 at March 31, 1998 and December 31, 1997, respectively 6,241,424 8,342,217 ------------ ------------ Total investment in cable television properties 20,296,913 29,221,097 DEPOSITS, PREPAID EXPENSES AND DEFERRED CHARGES 796,207 476,648 ------------ ------------ Total assets $ 22,143,264 $ 30,514,718 ============ ============ The accompanying notes to unaudited consolidated financial statements are an integral part of these unaudited consolidated balance sheets. 2 JONES CABLE INCOME FUND 1-C, LTD. --------------------------------- (A Limited Partnership) UNAUDITED CONSOLIDATED BALANCE SHEETS ------------------------------------- March 31, December 31, LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) 1998 1997 ------------------------------------------- ------------ ------------ LIABILITIES: Debt $ 14,996,352 $ 23,624,588 Trade accounts payable and accrued liabilities 550,816 1,443,578 Subscriber prepayments 169,338 204,337 ------------ ------------ Total liabilities 15,716,506 25,272,503 ------------ ------------ MINORITY INTEREST IN JOINT VENTURE 2,597,504 2,126,411 ------------ ------------ PARTNERS' CAPITAL (DEFICIT): General Partner- Contributed capital 1,000 1,000 Accumulated earnings 109,710 105,995 Distributions (113,443) (113,443) ------------ ------------ (2,733) (6,448) ------------ ------------ Limited Partners- Net contributed capital (85,059 units outstanding at March 31, 1998 and December 31, 1997) 34,909,262 34,909,262 Accumulated deficit (3,049,689) (10,384,724) Distributions (28,027,586) (21,402,286) ------------ ------------ 3,831,987 3,122,252 ------------ ------------ Total liabilities and partners' capital (deficit) $ 22,143,264 $ 30,514,718 ============ ============ The accompanying notes to unaudited consolidated financial statements are an integral part of these unaudited consolidated balance sheets. 3 JONES CABLE INCOME FUND 1-C, LTD. --------------------------------- (A Limited Partnership) UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS ----------------------------------------------- For the Three Months Ended March 31, -------------------------- 1998 1997 ----------- ----------- REVENUES $ 3,109,910 $ 4,845,698 COSTS AND EXPENSES: Operating expenses 1,932,314 2,968,963 Management fees and allocated overhead from General Partner 344,840 578,239 Depreciation and amortization 1,092,550 1,502,144 ----------- ----------- OPERATING LOSS (259,794) (203,648) ----------- ----------- OTHER INCOME (EXPENSE): Interest expense (144,279) (381,443) Gain on sale of cable television system 12,638,349 18,889,257 Other, net (49,733) (12,461) ----------- ----------- Total other income (expense) 12,444,337 18,495,353 ----------- ----------- CONSOLIDATED INCOME 12,184,543 18,291,705 MINORITY INTEREST IN CONSOLIDATED INCOME (4,845,793) (7,274,611) ----------- ----------- NET INCOME $ 7,338,750 $11,017,094 =========== =========== ALLOCATION OF NET INCOME: General Partner $ 3,715 $ 334,290 =========== =========== Limited Partners $ 7,335,035 $10,682,804 =========== =========== NET INCOME PER LIMITED PARTNERSHIP UNIT $ 86.23 $ 125.59 =========== =========== WEIGHTED AVERAGE NUMBER OF LIMITED PARTNERSHIP UNITS OUTSTANDING 85,059 85,059 =========== =========== The accompanying notes to unaudited consolidated financial statements are an integral part of these unaudited consolidated statements. 4 JONES CABLE INCOME FUND 1-C, LTD. --------------------------------- (A Limited Partnership) UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS ----------------------------------------------- For the Three Months Ended March 31, --------------------------- 1998 1997 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 7,338,750 $ 11,017,094 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Depreciation and amortization 1,092,550 1,502,144 Gain on sale of cable television system (12,638,349) (18,889,257) Minority interest in consolidated income 4,845,793 7,274,611 Decrease (increase) in trade receivables (2,612) 162,476 Decrease (increase) in deposits, prepaid expenses and deferred charges (354,646) 200,875 Decrease in trade accounts payable and accrued liabilities and subscriber prepayments (927,761) (753,917) Decrease in General Partner advances - (284,390) ------------ ------------ Net cash provided by (used in) operating activities (646,275) 229,636 ------------ ------------ CASH FLOWS FROM INVESTING ACTIVITIES: Purchase of property and equipment, net (359,930) (1,748,880) Proceeds from sale of cable television system, net of brokerage fee 20,865,000 34,125,000 ------------ ------------ Net cash provided by investing activities 20,505,070 32,376,120 ------------ ------------ CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from borrowings 1,018,892 17,003,052 Repayment of debt (9,647,128) (35,038,565) Distribution to Venture Partner (4,374,700) (5,965,360) Distributions to Limited Partners (6,625,300) (9,034,640) ------------ ------------ Net cash used in financing activities (19,628,236) (33,035,513) ------------ ------------ Increase (decrease) in cash 230,559 (429,757) Cash, beginning of period 454,501 702,640 ------------ ------------ Cash, end of period $ 685,060 $ 272,883 ============ ============ SUPPLEMENTAL CASH FLOW DISCLOSURE: Interest paid $ 274,901 $ 620,125 ============ ============ The accompanying notes to unaudited consolidated financial statements are an integral part of these unaudited consolidated statements. 5 JONES CABLE INCOME FUND 1-C, LTD. --------------------------------- (A Limited Partnership) NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS ---------------------------------------------------- (1) This Form 10-Q is being filed in conformity with the SEC requirements for unaudited financial statements and does not contain all of the necessary footnote disclosures required for a complete presentation of the Balance Sheets and Statements of Operations and Cash Flows in conformity with generally accepted accounting principles. However, in the opinion of management, this data includes all adjustments, consisting only of normal recurring accruals, necessary to present fairly the financial position of Jones Cable Income Fund 1- C, Ltd. (the "Partnership") at March 31, 1998 and December 31, 1997 and its results of operations and cash flows for the three month periods ended March 31, 1998 and 1997. Results of operations for these periods are not necessarily indicative of results to be expected for the full year. The accompanying financial statements include 100 percent of the accounts of the Partnership and those of the Myrtle Creek, Oregon; South Sioux City, Nebraska; and Three Rivers, Schoolcraft, Vicksburg, Constantine, White Pigeon, Dowagiac, Watervliet and Vandalia, Michigan (the "Southwestern Michigan System") cable television systems reduced by the 40 percent minority interest in Jones Cable Income Fund 1-B/C Venture (the "Venture"). All interpartnership accounts and transactions have been eliminated. The Venture sold the cable television system serving Clearlake and Lakeport, California (the "Clearlake System") on January 9, 1998. Jones Intercable, Inc. (the "General Partner"), a publicly held Colorado corporation, manages the Partnership. (2) On January 9, 1998, the Venture sold the Clearlake System to an unaffiliated party for a sales price of $21,400,000, subject to customary closing adjustments. The Venture distributed a total of $11,000,000 to the Partnership and Jones Cable Income Fund 1-B, Ltd. ("Fund 1-B") in February 1998, which amount represented the net sale proceeds following the Venture's repayment of $9,600,000 outstanding under the Venture's credit facility and the payment of a 2.5 percent brokerage fee to The Jones Group, Ltd., a subsidiary of the General Partner ("The Jones Group"), totaling approximately $535,000. The Partnership received $6,625,300 and Fund 1-B received $4,374,700 of such distribution. The Partnership, in turn, distributed the $6,625,300 (approximately $156 per each $1,000 invested in the Partnership) to the limited partners of the Partnership. Because the distribution to the limited partners of the Partnership together with all prior distributions have not returned the amount initially contributed by the limited partners to the Partnership plus the preferred return provided by the Partnership's limited partnership agreement, the General Partner did not receive a general partner distribution from the sale proceeds. Because the sale of the Clearlake System did not represent a sale of all or substantially all of the Partnership's assets, no vote of the limited partners of the Partnership was required to approve this sale. 6 The pro forma effect of the sale of the Clearlake System on the results of the Venture's operations for the three months ended March 31, 1998 and the sale of the Clearlake System and the sale of the cable television systems serving Brighton, Broomfield and Boulder County, Colorado on the Venture's operations for the three months ended March 31, 1997, assuming the transactions had occurred at the beginning of each year, is presented in the following unaudited tabulation: For the Three Months Ended March 31, 1998 ----------------------------------------- Unaudited Pro Forma Unaudited As Reported Adjustments Pro Forma ----------- ------------ ---------- Revenues $ 3,109,910 $ (132,995) $2,976,915 =========== ============ ========== Operating Loss $ (259,794) $ 215,056 $ (44,738) =========== ============ ========== Consolidated Income (Loss) $12,184,543 $(12,403,040) $ (218,497) =========== ============ ========== For the Three Months Ended March 31, 1997 ----------------------------------------- Unaudited Pro Forma Unaudited As Reported Adjustments Pro Forma ----------- ------------ ---------- Revenues $ 4,845,698 $ (1,959,626) $2,886,072 =========== ============ ========== Operating Loss $ (203,648) $ 134,593 $ (69,055) =========== ============ ========== Consolidated Income (Loss) $18,291,705 $(18,868,388) $ (576,683) =========== ============ ========== On January 30, 1998, the Venture entered into three purchase and sale agreements with unaffiliated parties providing for the sale of the Southwestern Michigan System to three separate unaffiliated parties for a total sales price of $31,250,000, subject to customary closing adjustments. The closing of this transaction, which is expected to occur in the third quarter of 1998, is subject to the consents of governmental authorities and third parties with whom the Venture has contracted that are necessary for the transfer of the Southwestern Michigan System, and termination or expiration of the statutory waiting period applicable to the purchase and sale agreements and the transactions contemplated thereby under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended. Because the sale of the Southwestern Michigan System does not represent a sale of all or substantially all of the Partnership's assets, no vote of the limited partners of the Partnership will be required to approve this sale. Upon consummation of the proposed sale of the Southwestern Michigan System, the Venture will pay a brokerage fee to The Jones Group totaling approximately $781,250 and repay $11,300,000 under the Venture's credit facility, and then the Venture will distribute the net sales proceeds of approximately $19,000,000 to the Partnership and Fund 1-B. The Partnership will receive approximately $11,443,800 and Fund 1-B will receive approximately $7,556,200 of such distribution. The Partnership, in turn, will distribute the $11,443,800 (approximately $135 for each $500 limited partnership interest, or approximately $270 for each $1,000 invested in the Partnership) to the limited partners of the Partnership. Because the distribution to the limited partners of the Partnership together with all prior distributions will not return the amount initially contributed by the limited partners to the Partnership plus the preferred return provided by the Partnership's limited partnership agreement, the General Partner of the Partnership will not receive a general partner distribution from the sale proceeds. Taking into account prior distributions to the limited partners from operating cash flow and from the net proceeds of prior cable television system sales, the limited partners of the Partnership will have received $464 for 7 each $500 limited partner interest, or $928 for each $1,000 invested in the Partnership after the sale of the Southwestern Michigan System. (3) The General Partner manages the Partnership and the Venture and receives a fee for its services equal to 5 percent of the gross revenues of the Venture, excluding revenues from the sale of cable television systems or franchises. Management fees paid to the General Partner by the Venture for the three month periods ended March 31, 1998 and 1997 were $155,496 and $242,285, respectively. The Venture reimburses the General Partner for certain allocated overhead and administrative expenses. These expenses represent the salaries and related benefits paid for corporate personnel, rent, data processing services and other corporate facilities costs. Such personnel provide engineering, marketing, administrative, accounting, legal and investor relations services to the Venture. Such services, and their related costs, are necessary to the operations of the Venture and would have been incurred by the Venture if it was a stand alone entity. Allocations of personnel costs are based primarily on actual time spent by employees of the General Partner with respect to each entity managed. Remaining expenses are allocated based on the pro rata relationship of the Venture's revenues to the total revenues of all systems owned or managed by the General Partner and certain of its subsidiaries. Systems owned by the General Partner and all other systems owned by partnerships for which Jones Intercable, Inc. is the general partner are also allocated a proportionate share of these expenses. The General Partner believes that the methodology of allocating overhead and administrative expenses is reasonable. Overhead and administrative expenses allocated to the Venture by the General Partner for the three month periods ended March 31, 1998 and 1997 were $189,344 and $335,954, respectively. 8 JONES CABLE INCOME FUND 1-C, LTD. --------------------------------- (A Limited Partnership) MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND --------------------------------------------------------------- RESULTS OF OPERATIONS --------------------- FINANCIAL CONDITION - ------------------- It is the General Partner's publicly announced policy that it intends to liquidate its managed partnerships, including the Partnership, as opportunities for sales of partnership cable television systems arise in the marketplace over the next several years. In accordance with the General Partner's policy, the Venture sold the Clearlake System in January 1998 and has entered into a contract to sell the Southwestern Michigan System. No specific dates or terms have yet been set for the sale of the Venture's remaining systems. There can be no assurance as to the timing or terms of any sale. The Partnership owns a 60 percent interest in the Venture. The accompanying financial statements include 100 percent of the accounts of the Partnership and those of the Venture systems reduced by the 40 percent minority interest in the Venture. On January 9, 1998, the Venture sold the Clearlake System to an unaffiliated party for a sales price of $21,400,000, subject to customary closing adjustments. The Venture distributed a total of $11,000,000 to the Partnership and Fund 1-B in February 1998, which amount represented the net sale proceeds following the Venture's repayment of $9,600,000 outstanding under the Venture's credit facility and the payment of a 2.5 percent brokerage fee to The Jones Group totaling approximately $535,000. The Partnership received $6,625,300 and Fund 1-B received $4,374,700 of such distribution. The Partnership, in turn, distributed the $6,625,300 (approximately $156 per each $1,000 invested in the Partnership) to the limited partners of the Partnership. Because the distribution to the limited partners of the Partnership together with all prior distributions have not returned the amount initially contributed by the limited partners to the Partnership plus the preferred return provided by the Partnership's limited partnership agreement, the General Partner did not receive a general partner distribution from the sale proceeds. Because the sale of the Clearlake System did not represent a sale of all or substantially all of the Partnership's assets, no vote of the limited partners of the Partnership was required to approve this sale. On January 30, 1998, the Venture entered into three purchase and sale agreements with unaffiliated parties providing for the sale of the Southwestern Michigan System to three separate unaffiliated parties for a total sales price of $31,250,000, subject to customary closing adjustments. The closing of this transaction, which is expected to occur in the third quarter of 1998, is subject to the consents of governmental authorities and third parties with whom the Venture has contracted that are necessary for the transfer of the Southwestern Michigan System, and termination or expiration of the statutory waiting period applicable to the purchase and sale agreements and the transactions contemplated thereby under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended. Because the sale of the Southwestern Michigan System does not represent a sale of all or substantially all of the Partnership's assets, no vote of the limited partners of the Partnership will be required to approve this sale. Upon consummation of the proposed sale of the Southwestern Michigan System, the Venture will pay a brokerage fee to The Jones Group totaling approximately $781,250 and repay $11,300,000 under the Venture's credit facility, and then the Venture will distribute the net sales proceeds of approximately $19,000,000 to the Partnership and Fund 1-B. The Partnership will receive approximately $11,443,800 and Fund 1-B will receive approximately $7,556,200 of such distribution. The Partnership, in turn, will distribute the $11,443,800 (approximately $135 for each $500 limited partnership interest, or approximately $270 for each $1,000 invested in the Partnership) to the limited partners of the Partnership. Because the distribution to the limited partners of the Partnership together with all prior distributions will not return the amount initially contributed by the limited partners to the Partnership plus the preferred return provided by the Partnership's limited partnership agreement, the General Partner of the Partnership will not receive a general partner distribution from the sale proceeds. 9 Taking into account prior distributions to the limited partners from operating cash flow and from the net proceeds of prior cable television system sales, the limited partners of the Partnership will have received $464 for each $500 limited partner interest, or $928 for each $1,000 invested in the Partnership after the sale of the Southwestern Michigan System. During the first three months of 1998, capital expenditures within the Venture's systems totaled approximately $360,000. Approximately 56 percent of these expenditures was for the construction of service drops to subscribers' homes and approximately 15 percent of these expenditures was for the construction of new cable plant related to new homes passed. The remainder was for other capital expenditures used to maintain the value of the Venture's remaining systems. Funding for these expenditures was provided by cash on hand and borrowings available under the Venture's credit facility. Anticipated capital expenditures for the remainder of 1998 are approximately $2,177,000. Construction of service drops to homes will account for approximately 44 percent of the anticipated expenditures and construction of new cable plant related to new homes passed will account for approximately 33 percent of the anticipated expenditures. The remainder is for other capital expenditures to be used to maintain the value of the Venture's remaining systems. Depending upon the timing of the closing of the sale of the Southwestern Michigan System, the Venture will make only the portion of the budgeted capital expenditures scheduled to be made during the Venture's continued ownership of the Southwestern Michigan System. Funding for these expenditures is expected to come from cash on hand, cash generated from operations and available borrowings under the Venture's credit facility. On January 9, 1998, as required by its credit facility, the Partnership used a portion of the proceeds of the sale of the Clearlake System to repay $9,600,000 of the balance outstanding. At the same time the commitment on the credit facility was reduced to $19,900,000. At March 31, 1998, the Venture's credit facility had $14,700,000 outstanding, leaving $5,200,000 available for future borrowings. Upon the sale of the Southwestern Michigan System, the Venture will repay $11,300,000 under the then-outstanding balance and the commitment will be reduced. On September 30, 2000, the maximum amount available begins to reduce quarterly until June 30, 2005 when the amount available will be zero. Interest on outstanding principal is calculated at the Venture's option of the Base Rate plus 1/8 percent, or the Euro-Rate plus 1-1/8 percent. The effective interest rate on amounts outstanding as of March 31, 1998 and 1997 was 6.81 percent and 6.93 percent, respectively. The Venture has sufficient sources of capital available from cash on hand, cash generated from operations and from borrowings available under its new credit facility to meet its anticipated needs. RESULTS OF OPERATIONS - --------------------- Revenues of the Venture decreased $1,735,788, or approximately 36 percent, to $3,109,910 for the three months ended March 31, 1998 from $4,845,698 for the comparable 1997 period. This decrease was a result of the sale of the Colorado Systems and the Clearlake System. Disregarding the effect of these sales, revenues would have increased $90,843, or approximately 3 percent, to $2,976,915 in 1998 from $2,886,072 in 1997. This increase in revenues was primarily due to basic service rate increases and an increase in the number of basic subscribers. Basic service rate increases accounted for approximately 68 percent of the increase in revenues. An increase in the number of basic subscribers accounted for approximately 21 percent of the increase in revenues. The number of basic subscribers in the remaining systems totaled 30,109 at March 31, 1998 compared to 29,704 at March 31, 1997, an increase of 405, or approximately 1 percent. No other single factor significantly affected the increase in revenues. Operating expenses consist primarily of costs associated with the operation and administration of the Venture's cable television systems. The principal cost components are salaries paid to system personnel, programming expenses, professional fees, subscriber billing costs, rent for leased facilities, cable system maintenance expenses and marketing expenses. 10 Operating expenses decreased $1,036,649, or approximately 35 percent, to $1,932,314 for the quarter ended March 31, 1998 from $2,968,963 for the comparable 1997 period. This decrease was a result of the sale of the Colorado Systems and the Clearlake System. Disregarding the effect of these sales, operating expenses would have increased $46,011, or approximately 3 percent, to $1,626,353 in 1998 from $1,580,342 in 1997. This increase in operating expenses was due primarily to increases in programming fees. Operating expenses represented 55 percent of revenues for both the first quarter of 1998 and 1997. No other individual factor was significant to the increase in operating expenses. The cable television industry generally measures the financial performance of a cable television system in terms of operating cash flow (revenues less operating expenses). This measure is not intended to be a substitute or improvement upon the items disclosed on the financial statements, rather it is included because it is an industry standard. Operating cash flow decreased $699,139, or approximately 37 percent, to $1,177,596 for the three months ended March 31, 1998 from $1,876,735 for the comparable 1997 period. This decrease was a result of the sale of the Colorado Systems and the Clearlake System. Disregarding the effect of these sales, operating cash flow would have increased $44,832, or approximately 3 percent, to $1,350,562 in 1998 from $1,305,730 in 1997. This increase was due to the increase in revenues exceeding the increase in operating expenses. Management fees and allocated overhead from the General Partner decreased $233,399, or approximately 40 percent, to $344,840 for the quarter ended March 31, 1998 from $578,239 for the comparable 1997 period. This decrease was a result of the sale of the Colorado Systems and the Clearlake System. Disregarding the effect of these sales, management fees and allocated overhead from the General Partner would have decreased $44,359, or approximately 12 percent, to $330,828 in 1998 from $375,187 in 1997. This decrease was primarily due to a decrease in expenses allocated from the General Partner. Depreciation and amortization expense decreased $409,594, or approximately 27 percent, to $1,092,550 for the three months ended March 31, 1998 from $1,502,144 for the comparable 1997 period. This decrease was a result of the sale of the Colorado Systems and the Clearlake System. Disregarding the effect of these sales, depreciation and amortization expense would have increased $64,874, or approximately 6 percent, to $1,064,472 in 1998 from $999,598 in 1997. This increase was due to an increase in the Venture's depreciable asset base. The Venture's operating loss increased $56,146, or approximately 28 percent, to $259,794 for the quarter ended March 31, 1998 from $203,648 for the comparable 1997 period. Disregarding the effect of the sale of the Colorado Systems and the Clearlake System, the Venture's operating loss would have decreased $24,317, or approximately 35 percent, to $44,738 in 1998 compared to $69,055 in 1997. This change was a result of the increase in operating cash flow and decrease in management fees and allocated overhead from the General Partner exceeding the increase in depreciation and amortization expense. Interest expense decreased $237,164, or approximately 62 percent, to $144,279 for the quarter ended March 31, 1998 from $381,443 for the comparable 1997 period. This decrease was primarily due to the lower outstanding balances on the Venture's interest bearing obligations, as a result of a portion of the proceeds from the sale of the Colorado Systems and the Clearlake System being used to repay a portion of the outstanding balance of the Venture's credit facility. The Venture reported a gain on the sale of the Clearlake System of $12,638,349 in the first quarter of 1998 and a gain of $18,889,257 on the sale of the Colorado Systems in the first quarter of 1997. The Venture reported net income of $12,184,543 for the three months ended March 31, 1998 compared to $18,291,705 for the similar 1997 period. This change was a result of the factors discussed above. 11 PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K. a) Exhibits 27) Financial Data Schedule b) Reports on Form 8-K Report on Form 8-K dated January 9, 1998 reported that on January 9, 1998, Jones Cable Income Fund 1-B/C Venture sold the cable television system serving subscribers in the communities of Clearlake and Lakeport, all in the State of California, to an unaffiliated party for a sales price of $21,400,000, subject to customary closing adjustments. 12 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 thereunto duly authorized. JONES CABLE INCOME FUND 1-C, LTD. BY: JONES INTERCABLE, INC. General Partner By: /S/ Kevin P. Coyle ------------------------------------ Kevin P. Coyle Group Vice President/Finance (Principal Financial Officer) Dated: May 13, 1998 13