Exhibit 32




         Certification Pursuant to Section 906 of the Sarbanes-Oxley Act

                                                               November 13, 2003

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

Ladies and Gentlemen:

The  certification  set forth below is being  submitted in  connection  with the
quarterly report on Form 10-Q of Cable TV Fund 12-D, Ltd. (the "Report") for the
purpose of complying  with Rule  13a-14(b) or Rule  15d-14(b) of the  Securities
Exchange  Act of 1934 (the  "Exchange  Act") and  Section  1350 of Chapter 63 of
Title 18 of the United States Code.

Brian L. Roberts,  the Chief Executive Officer,  Lawrence S. Smith, the Co-Chief
Financial Officer and John R. Alchin, the Co-Chief Financial Officer of Cable TV
Fund 12-D, Ltd., each certifies that, to the best of his knowledge:

     1.   the Report fully  complies with the  requirements  of Section 13(a) or
          15(d) of the Exchange Act; and

     2.   the  information  contained  in the  Report  fairly  presents,  in all
          material respects,  the financial  condition and results of operations
          of Cable TV Fund 12-D, Ltd.



                                          /s/ BRIAN L. ROBERTS
                                          --------------------------------------
                                          Name: Brian L. Roberts
                                          Chief Executive Officer

                                          /s/ LAWRENCE S. SMITH
                                          --------------------------------------
                                          Name: Lawrence S. Smith
                                          Co-Chief Financial Officer

                                          /s/ JOHN R. ALCHIN
                                          --------------------------------------
                                          Name: John R. Alchin
                                          Co-Chief Financial Officer