SECURITIES AND EXCHANGE COMMISSION
                                 WASHINGTON, DC 20549


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                                 SCHEDULE 14D-9


               SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO 
            SECTION 14(D) (4) OF THE SECURITIES EXCHANGE ACT OF 1934


                       Enstar Income Program 1984-1, L.P.
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                            (Name of Subject Company)

                       Enstar Income Program 1984-1, L.P.
                        Enstar Communications Corporation

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                      (Name of Person(s) Filing Statement)


                      Units of Limited Partnership Interest

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                         (Title of Class of Securities)


                                 Not Applicable

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                     ((CUSIP) Number of Class of Securities)


                          Stanley S. Itskowitch, Esq. 
                        Enstar Communications Corporation
                        10900 Wilshire Blvd., 15th Floor
                          Los Angeles, California 90024
                                 (310) 824-9990

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      (Name, Address and Telephone Number of Person Authorized to Receive
     Notice and Communications on Behalf of the Person(s) Filing Statement)

                                       



ITEM 1.        SECURITY AND SUBJECT COMPANY.

               The subject company is Enstar Income Program 1984-1, L.P., a 
Georgia limited partnership (the "Partnership").  The general partner of the 
Partnership is Enstar Communications Corporation, a Georgia corporation (the 
"General Partner").  The principal executive offices of the Partnership and 
the General Partner are located at 10900 Wilshire Boulevard, 15th Floor, Los 
Angeles, California 90024.  The title and class of equity securities to which 
this Statement relates is the units of limited partnership interest of the 
Partnership (the "Units").

ITEM 2.        TENDER OFFER OF THE BIDDER. 

               This Statement relates to the offer (the "Offer") by Madison 
Liquidity Investors 104, LLC, a Delaware limited liability company 
("Madison"), to purchase for cash up to 1,068 Units, representing 
approximately 3.6% of the Units outstanding, at a purchase price of $210.00 
per Unit (less the $25 transfer fee and the amount of any distributions paid 
with respect to the Units on or after April 21, 1999) (the "Offer Price"), as 
disclosed in the Tender Offer Statement on Schedule 14D-1 (the "Schedule 
14D-1"), dated April 21, 1999, and filed by Madison with the Securities and 
Exchange Commission on April 22, 1999.  According to the Schedule 14D-1, 
Madison's principal business address is P.O. Box 7461, Incline Village, 
Nevada 89452.

ITEM 3.        IDENTITY AND BACKGROUND.

       (a)     This Statement is being filed by the Partnership and the 
General Partner.  The name and business address of the Partnership and the 
General Partner are set forth under Item 1 above.

       (b)(1)  The Partnership is party to a management agreement (the 
"Management Agreement") with Enstar Cable Corporation, a wholly owned 
subsidiary of the General Partner ("Enstar Cable").  Pursuant to the 
Management Agreement, Enstar Cable manages the Partnership's systems and 
provides all operational support for the activities of the Partnership.  For 
these services, Enstar Cable receives a management fee equal to 5% of the 
Partnership's gross revenues (excluding revenues from the sale of cable 
television systems or franchises) calculated and paid monthly.  In addition, 
the Partnership reimburses Enstar Cable for certain operating expenses 
incurred by Enstar Cable in the day-to-day operation of the Partnership's 
cable systems.  The Management Agreement also requires the Partnership to 
indemnify Enstar Cable (including its officers, employees, agents and 
shareholders) against loss or expense, absent negligence or deliberate breach 
by Enstar Cable of the Management Agreement.  Enstar Cable has engaged Falcon 
Communications, L.P., an affiliate of the General Partner ("FCLP"), to 
provide certain management services for the Partnership and pays a portion of 
the management fees it receives to FCLP in consideration of such services and 
reimburses FCLP for expenses incurred by FCLP on its behalf.  In addition, 
the Partnership receives certain system operating management services from 
affiliates of Enstar Cable in lieu of directly employing personnel to perform 
such services.  The Partnership reimburses the affiliates for its allocable 
share of their operating costs.  The General Partner also performs certain 
supervisory and administrative services for the Partnership for which it is 
reimbursed.  In addition, the Partnership purchases

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substantially all of its programming services from FCLP.  FCLP charges the 
Partnership for these costs based on an estimate of what the General Partner 
could negotiate for such programming services for the 15 partnerships managed 
by the General Partner as a group.  The interest of the General Partner and 
the affiliates that provide the services described above in maximizing their 
profits from the provision of such services conflicts with the Partnership's 
interest in receiving such services for the best possible price.

               In addition, on September 30, 1997, the Partnership entered 
into a new revolving loan facility with Enstar Finance Company, LLC ("Enstar 
Finance"), an eighty-percent owned subsidiary of the General Partner.  
Although the Partnership has no indebtedness outstanding under that facility 
as of the date of this Statement, the Partnership may borrow under that 
facility in the future.  In that event, the interest of Enstar Finance in 
receiving prompt payments of principal and interest may conflict with the 
Partnership's interest in maintaining liquidity.

       (b)(2)  To the best knowledge of the Partnership and the General 
Partner, there are no material contracts, agreements, arrangements or 
understandings or any actual or potential conflicts of interest between the 
Partnership or the General Partner or the directors and executive officers of 
the General Partner or affiliates thereof, on the one hand, and Madison or 
its executive officers, directors or affiliates, on the other hand.

               Based on the Schedule 14D-1, as of the date of the Offer, 
Madison and its affiliates owned or had contracted to purchase a total of 
2,023 Units, or approximately 6.8% of the outstanding Units, which were 
acquired during 1997 through 1999 through registered and unregistered tender 
offers and negotiated secondary market purchases. 

ITEM 4.        THE SOLICITATION OR RECOMMENDATION.

       (a)     This Statement relates to the recommendation by the 
Partnership and the General Partner with respect to the Offer.  In a letter 
to unitholders, dated May 5, 1999, the Partnership and the General Partner 
recommended that unitholders reject the Offer.  In reaching that conclusion, 
the Partnership and the General Partner noted, however, that some unitholders 
may view the Offer as attractive, even if at a low value, because it offers 
the prospect of liquidity, and also noted that there can be no assurance as 
to when unitholders will be presented with another opportunity to liquidate 
their investment in the Units. Such letter is filed as Exhibit (a)(1) hereto 
and is incorporated herein by reference.

       (b)     The reasons for the position taken by the Partnership and the
General Partner are as follows:

               THE OFFER PRICE REPRESENTS A LOW CASH FLOW MULTIPLE.  The 
Partnership's cash flow (operating income before depreciation and 
amortization) for the twelve months ended December 31, 1998 was approximately 
$79.14 per Unit. The Offer Price represents a valuation of approximately 2.6 
times cash flow (after adjustment for the excess of current assets over total 
liabilities as of December 31, 1998).  The Partnership and the General 
Partner believe that a valuation of 2.6 times cash flow is considerably lower 
than the inherent value of the Partnership's assets based on cash flow 
multiples paid for similar assets.

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               THE OFFER PRICE IS LOWER THAN THE GENERAL PARTNER'S ESTIMATE 
OF A REASONABLE VALUATION RANGE PER UNIT.  As of the date hereof, the General 
Partner believes that a reasonable range of valuation per limited partnership 
Unit is between $380 and $460 based on the factors noted below.  The General 
Partner believes that the Madison Offer is inadequate because it is 
significantly less than the $380 low end of the range provided.  The General 
Partner did not retain a third party to conduct an evaluation of the 
Partnership's assets or otherwise obtain any appraisals.  Rather, the per 
Unit valuations provided were derived by attributing a range of multiples to 
the Partnership's cash flow (operating income before depreciation and 
amortization) for the twelve months ended December 31, 1998, adjusted for the 
excess of current assets over total liabilities. The General Partner has 
selected market multiples based on, among other things, its understanding of 
the multiples placed on other transactions involving comparable cable 
television properties and the securities of companies in that industry.  The 
General Partner's belief as to the valuation range provided is necessarily 
based on economic, industry and financial market conditions as they exist as 
of the date hereof, all of which are subject to change, and there can be no 
assurance that the Partnership's cable properties could actually be sold at a 
price within this range.  Additionally, the valuations provided do not give 
effect to any brokerage or other transaction fees that might be incurred by 
the Partnership in any actual sale of the Partnership's systems.

               THE OFFER PRICE IS LOWER THAN THE MOST RECENT SALES IN THE 
SECONDARY MARKET.  No established market for the Units was ever expected to 
develop, and the secondary market transactions for the Units have been 
limited and sporadic.  The Partnership believes that sellers in the secondary 
market who desire to dispose of their units but who have limited means to 
effectuate such sales are often willing to accept substantial discounts from 
what might otherwise be regarded as the fair value of the interest being sold 
to facilitate the sales.  The Partnership and the General Partner believe 
that secondary market prices generally do not reflect the current market 
value of the Partnership's assets, nor are they indicative of total return, 
since prior cash distributions and tax benefits received by the original 
investor are not reflected in the prices.  Nevertheless, the secondary market 
prices, to the extent that the reported data are reliable, are indicative of 
the prices at which the Units trade in the illiquid secondary market.  As 
reported in THE PARTNERSHIP SPECTRUM, the weighted average price was $333.58 
per Unit for the months of January and February 1999 (based on five trades 
involving an aggregate of 120 Units).  There can be no assurance regarding 
future secondary market prices.

               A SIGNIFICANT PORTION OF THE UNITS TENDERED PURSUANT TO THE 
OFFER MAY NOT BE TRANSFERRED IN 1999.  As more fully described under Item 8 
below, the Partnership adheres to an Internal Revenue Service safe harbor 
which limits most sales of limited partnership interests to five percent of 
the outstanding Units in any given tax year of the Partnership.  The General 
Partner believes that the policy of allowing no more than five percent of the 
outstanding Units to be transferred in any given tax year of the Partnership 
serves the best interests of the Partnership and the unitholders and the 
Partnership does not intend to waive this policy for transfers of Units 
pursuant to the Offer.  Consequently, this policy may have the effect of 
limiting the number of Units that can be transferred pursuant to the Offer in 
1999.

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ITEM 5.        PERSONS RETAINED, EMPLOYED OR TO BE COMPENSATED.

               Neither the Partnership nor the General Partner, nor any person
acting on their behalf, intends to employ, retain or compensate any other person
to make solicitations or recommendations to the holders of Units in connection
with the Offer.

ITEM 6.        RECENT TRANSACTIONS AND INTENT WITH RESPECT TO SECURITIES.

       (a)     To the best knowledge of the Partnership and the General Partner,
no transaction in the Units has been effected during the past 60 days by the
Partnership or the General Partner, or by any executive officer, director,
affiliate or subsidiary thereof.

       (b)     To the best knowledge of the Partnership and the General Partner,
the General Partner and the executive officers, directors, affiliates and
subsidiaries of the Partnership and the General Partner do not own any Units.

ITEM 7.        CERTAIN NEGOTIATIONS AND TRANSACTIONS BY THE SUBJECT COMPANY.

       (a)     The Partnership is not engaged in any negotiations in response to
the Offer that relates to or would result in:  (1) an extraordinary transaction,
such as a merger or reorganization, involving the Partnership or any subsidiary
of the Partnership; (2) a purchase, sale or transfer of a material amount of
assets by the Partnership or any subsidiary of the Partnership; (3) a tender
offer for or other acquisition of securities by or of the Partnership; or (4)
any material change in the present capitalization or distribution policy of the
Partnership.

       (b)     There are no transactions, board or partnership resolutions,
agreements in principle or signed contracts in response to the Offer, which
relate to or would result in one or more of the events set forth in clauses (1)
through (4) in section (a) above.

ITEM 8.        ADDITIONAL INFORMATION TO BE FURNISHED.

               Unitholders are advised that Units may be transferred (including
transfers pursuant to the Offer) only upon the following conditions:  (1) by the
registered holder thereof, or in appropriate cases such holder's legal
representative, (2) as part of a transfer of the entire interest of the
transferor to the new holder (unless the General Partner otherwise consents) and
(3) after delivery to the General Partner of a written instrument of assignment
of such Units in form satisfactory to the General Partner, duly executed by the
registered holder or the personal representative or authorized agent thereof,
accompanied by such assurance of the genuineness and effectiveness of each
signature and of the obtaining of any required consents or authorizations of any
governmental or other authorities as may reasonably be required by the General
Partner; PROVIDED, HOWEVER, that such a transfer may not be made if the General
Partner believes that it could violate the Revised Uniform Limited Partnership
Act of the State of Georgia or any applicable state securities law or cause the
Partnership to be classified as an

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association taxable as a corporation under the Internal Revenue Code of 1986, 
as amended, or terminate for purposes of the Code.

               The Partnership currently is treated as a partnership for 
Federal income tax purposes.  One of the obligations of the General Partner 
is to endeavor to preserve the status of the Partnership as a partnership 
under Federal income tax laws.  Failure to maintain this status could have a 
material adverse effect on the Partnership and the unitholders.  Among the 
related legal requirements imposed upon the Partnership is that its 
partnership interests not be traded in an established securities market, a 
secondary market or the substantial equivalent of a secondary market.  As it 
believes is customary, the Partnership complies with this requirement by 
adhering to an Internal Revenue Service safe harbor which limits most sales 
of limited partnership interests to five percent of the outstanding Units in 
any given tax year of the Partnership. Transfers to which the above trading 
limit does not apply include (1) carryover basis transactions, (2) transfers 
at death, (3) transfers between siblings, spouses, ancestors or lineal 
descendants and (4) distributions from a qualified retirement plan.

               The General Partner believes that the policy of allowing no 
more than five percent of the outstanding Units to be transferred in any 
given tax year of the Partnership serves the best interests of the 
Partnership and the unitholders, and the Partnership does not intend to waive 
this policy for transfers of Units pursuant to the Offer.  Consequently, this 
policy may have the effect of limiting the number of Units that can be 
transferred pursuant to the Offer in 1999.  As of the date of this Statement, 
transfers of 576 Units, or approximately 1.92% of the total outstanding 
Units, already have been processed during the 1999 tax year of the 
Partnership.  Accordingly, only 921 Units, or approximately 3.08% of the 
total outstanding Units, remain available for transfer during the remainder 
of this 1999 tax year.

ITEM 9.        MATERIAL TO BE FILED AS EXHIBITS.

Exhibit
NUMBER                DESCRIPTION
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(a)(1)         Letter, dated May 5, 1999, from the Partnership and the General
               Partner to the unitholders of the Partnership.

(c)(1)         Sixteenth Amended and Restated Agreement of Limited Partnership
               of Enstar Income Program 1984-1, L.P., dated as of August 1, 1988
               (incorporated by reference to the exhibits to the Partnership's
               Annual Report on Form 10-K for the fiscal year ended December 31,
               1988, File No. 0-13333).

(c)(2)         Management Agreement between Enstar Income Program 1984-1, L.P.
               and Enstar Cable Corporation (incorporated by reference to the
               exhibits to the Partnership's Annual Report on Form 10-K for the
               fiscal year ended December 31, 1986, File No. 0-13333).

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(c)(3)         Service Agreement, dated as of October 1, 1988, between Enstar
               Communications Corporation, Enstar Cable Corporation and Falcon
               Holding Group, Inc. (incorporated by reference to the exhibits to
               the Partnership's Annual Report on Form 10-K for the fiscal year
               ended December 31, 1989, File No. 0-13333).

(c)(4)         Loan Agreement, dated as of September 30, 1997, between Enstar
               Income Program 1984-1, L.P. and Enstar Finance Company, LLC
               (incorporated by reference to the exhibits to the Partnership's
               Quarterly Report on Form 10-Q for the quarter ended September 30,
               1997, File No. 0-13333).

               After reasonable inquiry and to the best of our knowledge and
belief, we certify that the information set forth in this Statement is true,
complete and correct.

                         ENSTAR INCOME/GROWTH PROGRAM 1984-1, L.P.

                         By: Enstar Communications Corporation,
                             Corporate General Partner

                         By: /s/ MICHAEL K. MENEREY
                             -------------------------------------------------
                             Michael K. Menerey
                             Executive Vice President, Chief Financial Officer
                             and Secretary


                         ENSTAR COMMUNICATIONS CORPORATION

                         By: /s/ MICHAEL K. MENEREY
                             -------------------------------------------------
                             Michael K. Menerey
                             Executive Vice President, Chief Financial Officer
                             and Secretary

Dated:    May 5, 1999

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