NOTICE OF GUARANTEED DELIVERY
for Tender of
10 1/2% Senior Subordinated Notes Due 2006
(including those in book-entry form)
of
LENFEST COMMUNICATIONS, INC.
This form or one substantially equivalent hereto must be used to accept
the Exchange Offer of Lenfest Communications, Inc. (the "Company") made pursuant
to the Prospectus, dated ____________, 1996 (the "Prospectus"), if certificates
for the outstanding 10 1/2% Senior Subordinated Notes Due 2006 of the Company
(the "Old Notes") are not immediately available or if the procedure for
book-entry transfer cannot be completed on a timely basis or time will not
permit all required documents to reach the Exchange Agent prior to 5:00 p.m.,
New York City time, on the Expiration Date of the Exchange Offer. Such form may
be delivered or transmitted by telegram, telex, facsimile transmission, mail or
hand delivery to The Bank of New York (the "Exchange Agent") as set forth below.
In addition, in order to utilize the guaranteed delivery procedure to tender Old
Notes pursuant to the Exchange Offer, a completed, signed and dated Letter of
Transmittal (or facsimile thereof) must also be received by the Exchange Agent
prior to 5:00 p.m., New York City time, on the Expiration Date. Capitalized
terms not defined herein are defined in the Prospectus.
The Bank of New York, Exchange Agent.
By Mail:
The Bank of New York
101 Barclay Street - 7E
New York, New York 10286
Attention: Ms. Lucille Firrincieli
By Hand or Overnight Courier:
The Bank of New York
Corporate Trust Services
Window, Ground Level
101 Barclay Street - 7E
New York, New York 10286
Attn: Ms. Lucille Firrincieli
By Facsimile:
(212) 815-5915
Attn: Ms. Lucille Firrincieli
Confirm by Telephone:
(212) 815-5741
DELIVERY OF THIS INSTRUMENT TO AN ADDRESS OTHER THAN AS SET FORTH
ABOVE, OR TRANSMISSION OF INSTRUCTIONS VIA FACSIMILE OTHER THAN AS SET FORTH
ABOVE, WILL NOT CONSTITUTE A VALID DELIVERY.
Ladies and Gentlemen:
Upon the terms and conditions set forth in the Prospectus and the
accompanying Letter of Transmittal, the undersigned hereby tenders to the
Company the principal amount of Old Notes set forth below, pursuant to the
guaranteed delivery procedure described in "The Exchange Offer - Guaranteed
Delivery Procedures" section of the Prospectus.
Principal Amount of Old Notes Tendered:*
$__________________________________________________
Certificate Nos. (if available):
___________________________________________________
Total Principal Amount Represented by
Certificate(s):
$__________________________________________________
*Must be in denominations of principal amount of $1,000 and any integral
multiple thereof.
All authority herein conferred or agreed to be conferred shall survive
the death or incapacity of the undersigned and every obligation of the
undersigned hereunder shall be binding upon the heirs, personal representatives,
successors and assigns of the undersigned.
_______________________________________________________________________________
PLEASE SIGN HERE
X___________________________________________ _______________________________
X___________________________________________ _______________________________
Signature(s) of Owners(s) Date
or Authorized Signatory
Area Code and Telephone Number:________________________________________________
Must be signed by the holder(s) of Old Notes as their name(s) appear(s)
on certificates for Old Notes or on a security position listing, or by person(s)
authorized to become registered holder(s) by endorsement and documents
transmitted with this Notice of Guaranteed Delivery. If signature is by a
trustee, executor, administrator, guardian, attorney-in-fact, officer or other
person acting in a fiduciary or representative capacity, such person must set
forth his or her full title below. If Old Notes will be delivered by book-entry
transfer to The Depository Trust Company, provide account number.
Please print name(s) and addresses)
Name(s): ____________________________________________________________
____________________________________________________________
____________________________________________________________
____________________________________________________________
____________________________________________________________
Capacity: ____________________________________________________________
____________________________________________________________
Address (es): ____________________________________________________________
____________________________________________________________
Account Number: ____________________________________________________________
____________________________________________________________
Account Number: ____________________________________________________________
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GUARANTEE
(Not to be used for signature guarantee)
The undersigned, a financial institution (including most banks, savings
and loan associations and brokerage houses) that is a participant in the
Securities Transfer Agents Medallion Program, the New York Stock Exchange
Medallion Signature Program or the Stock Exchanges Medallion Program, hereby
guarantees that the undersigned will deliver to the Exchange Agent the
certificates representing the Old Notes being tendered hereby or confirmation of
book-entry transfer of such Old Notes into the Exchange Agent's account at The
Depository Trust Company, in proper form for transfer, together with any other
documents required by the Letter of Transmittal within three New York Stock
Exchange trading days after the Expiration Date.
Name of Firm ____________________________________________________________
Address ____________________________________________________________
____________________________________________________________
Area Code & Telephone No. ___________________________________________________
Authorized Signature ________________________________________________________
Name ________________________________________________________________________
(Please Type or Print)
Title ____________________________________________________________________
Dated ________________________
NOTE: DO NOT SEND CERTIFICATES OF OLD NOTES WITH THIS FORM. CERTIFICATES OF OLD
NOTES SHOULD BE SENT ONLY WITH A COPY OF THE PREVIOUSLY EXECUTED LETTER OF
TRANSMITTAL
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