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
Date of Report (Date of earliest event reported): March 27, 1997
COMCAST CORPORATION
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(Exact name of registrant as specified in its charter)
Pennsylvania 0-6983 23-1709202
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(State or other (Commission file (IRS employer
jurisdiction of number) identification
incorporation) no.)
1500 Market Street, Philadelphia, PA 19102
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (215) 665-1700
Item 5. Other Events.
On March 27, 1997, Comcast Corporation ("Comcast") announced that its
wholly owned subsidiary Comcast Cellular Holdings Inc. ("Comcast
Cellular") intends to offer approximately $900 million of senior notes (the
"Notes") in a private placement.
The Notes will be obligations of Comcast Cellular and will not be
obligations of, nor guaranteed by, Comcast. The interest rate and certain
other terms of the Notes have not yet been determined. However, there can
be no assurance that acceptable terms will be reached or that the offering
will be consummated.
Comcast Cellular anticipates using the net proceeds from the offering to
redeem in full all outstanding Series A and Series B Senior Participating
Redeemable Zero Coupon Notes Due 2000 of Comcast Cellular Corporation and
to repay a portion of the outstanding borrowings under a credit facility of
Comcast Cellular Communications, Inc. ("CCCI"). Comcast Cellular
Corporation is the direct, and CCCI is an indirect, wholly owned subsidiary
of Comcast Cellular.
Attached hereto as Exhibit (1) is a copy of the Press Release of
Comcast.
Item 7. Financial Statements and Exhibits.
(b) Exhibits.
(1) Press Release dated March 27, 1997 from the Company.
SIGNATURE
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.
Dated: March 27, 1997 COMCAST CORPORATION
By: /s/ Stanley L. Wang
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Senior Vice President;
General Counsel; Secretary
EXHIBIT INDEX
Exhibit No. Exhibit Page
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(1) Press Release Dated March 27, 1997 -- 1
Comcast Corporation Announces Private
Offering of Debt Securities of Comcast
Cellular Holdings, Inc.
EXHIBIT (1)
COMCAST CORPORATION ANNOUNCES
PRIVATE OFFERING OF DEBT SECURITIES OF
COMCAST CELLULAR HOLDINGS, INC.
Philadelphia, PA - March 27, 1997: Comcast Corporation announced today that
its wholly-owned subsidiary, Comcast Cellular Holdings, Inc. ("Comcast
Cellular") intends to offer approximately $900 million of senior notes (the
"Notes") in a private placement.
The notes will be obligations of Comcast Cellular and will not be
obligations of, nor guaranteed by, Comcast Corporation. The interest rate
and certain other terms of the Notes have not yet been determined. There
can be no assurance that acceptable terms will be reached or that the
offering will be consummated.
The private offering of the Notes will not be registered under the
Securities Act of 1933, as amended (the "Securities Act"), and will be made
in reliance on exemptions from the registration requirements of the
Securities Act. The Notes may not be offered or sold in the United States
absent registration or an applicable exemption from registration
requirements of the Securities Act.
Comcast Cellular anticipates using the net proceeds from the offering
to redeem in full all outstanding Series A and Series B Senior
Participating Redeemable Zero Coupon Notes Due 2000 of Comcast Cellular
Corporation and to repay a portion of the outstanding borrowings under a
credit facility of Comcast Cellular Communications, Inc. ("CCCI"). Comcast
Cellular Corporation is the direct, and CCCI is an indirect, wholly-owned
subsidiary of Comcast Cellular.
Comcast Corporation is principally engaged in the development,
management and operation of wired telecommunications including cable
television and telephone services; wireless telecommunications including
cellular, personal communications services and direct to home satellite
television; and content through principal ownership of QVC, the world's
premier electronic retailer, through C3 (Comcast Content and
Communication), through majority ownership of Comcast-Spectacor and through
other programming investments. The Company's consolidated and affiliated
operations serve over ten million customers worldwide.
Comcast's Class A and Class A Special Common Stock are traded on The
Nasdaq Stock Market under the symbols CMCSA and CMCSK, respectively.
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For further information contact:
John R. Alchin
(215) 981-7503
Kenneth Mikalauskas
(215) 981-7541
Marlene S. Dooner
(215) 981-7392