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 ---------------------- August 9, 1999 (Date of earliest event reported) COMCAST CABLE COMMUNICATIONS, INC. (Exact name of registrant as specified in charter) Delaware 333-30745 23-2175755 (State of Incorporation) (Commission File Number) (IRS Employer Identification No.) 1201 Market Street, Suite 2201, Wilmington, Delaware 19801 (Address of principal executive offices) (Zip Code) Registrant's telephone number including area code: (302) 594-8700 ITEM 5. Other Events. On August 9, 1999, Comcast Corporation ("Comcast"), the parent of Comcast Cable Communications, Inc. (the "Company"), announced that it plans to commence an offer to exchange (the "Exchange Offer") 1.4 shares of its Class A Special Common Stock for each share of Class A Common Stock or Common Stock of Jones Intercable, Inc., ("Jones Intercable"), for up to 79% of the combined number of shares of Jones Intercable Class A Common Stock or Common Stock outstanding (subject to certain terms and conditions to be contained in the offer documents). Based on the closing market prices of Comcast Class A Special Common Stock, Jones Intercable Class A Common Stock and Jones Intercable Common Stock as of August 6, 1999, the Exchange Offer would value each share of Jones Intercable Class A Common Stock at $50.31, a 9.1% premium over its closing price and each share of Jones Intercable Common Stock at $50.31, a 12.7% premium over its closing price. Comcast expects to commence the Exchange Offer as soon as reasonably practicable after a registration statement on Form S-4 relating to its Class A Special Common Stock to be offered in the Exchange Offer is filed with and declared effective by the Securities and Exchange Commission, pursuant to applicable securities laws. Comcast intends to contribute the shares of Jones Intercable Class A Common Stock and Jones Intercable Common Stock received in the Exchange Offer to the Company. A copy of Comcast's press release dated August 9, 1999 is filed herewith as Exhibit 99.1 and is incorporated herein by reference. ITEM 7. Financial Statements and Exhibits. (c) Exhibits: 99.1 Press Release dated August 9, 1999 from Comcast Corporation. -2- SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, Registrant has duly caused this Report to be signed on its behalf by the undersigned, hereunto duly authorized. COMCAST CABLE COMMUNICATIONS, INC. By: /s/ C. Stephen Backstrom President Date: August 9, 1999 -3- EXHIBIT INDEX Exhibit No. Exhibit 99.1 Press Release dated August 9, 1999 from Comcast Corporation.