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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): August 1, 1997
JONES INTERCABLE, INC.
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(Exact name of registrant as specified in its charter)
Colorado 1-9953 84-0613514
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(State of Organization) (Commission File No.) (IRS Employer
Identification No.)
P.O. Box 3309, Englewood, Colorado 80155-3309 (303) 792-3111
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(Address of principal executive office and Zip Code) (Registrant's
telephone no.
including area code)
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Item 5. Other Events
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On May 4, 1996 and June 26, 1996, the Company filed historical
financial statements of its South Prince Georges County system and its Reston,
Virginia system, respectively. On March 4, 1997, the Company filed its audited
financial statements for the year ended December 31, 1996 as part of its Annual
Report of Form 10-K. On August 1, 1997, the Company filed historical financial
statements of the Independence System and the Albuquerque System.
The Company is filing herewith the consents of Arthur Andersen LLP and
Ernst & Young LLP to the incorporation by reference of their reports on the
above-described historical financial statements into the Company's Prospectus
Supplement dated August 1, 1997, which consents are set forth in the attached
list of exhibits.
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Item 7. Financial Statements and Exhibits
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c. Exhibits.
23.1 Consent of Arthur Andersen LLP to the reference to said firm under the
caption "Experts" in the Company's Prospectus Supplement dated August
1, 1997 to the Prospectus dated November 27, 1995 included in the
Company's Registration Statement on Form S-3, No. 33-62537 and to the
incorporation by reference therein of said firm's report dated
February 14, 1997 with respect to the consolidated financial
statements of the Company and its subsidiaries included in the
Company's Annual Report on Form 10-K for the year ended December 31,
1996, said firm's report dated August 1, 1997 with respect to the
historical financial statements of the Albuquerque System filed with
the Company's Current Report on Form 8-K dated August 1, 1997 and said
firm's report dated March 7, 1997 with respect to the historical
financial statements of Jones Intercable Investors L.P. filed with the
Company's Current Report on Form 8-K dated August 1, 1997.
23.2 Consent of Ernst & Young LLP (New York City) to the reference to said
firm under the caption "Experts" in the Company's Prospectus
Supplement dated August 1, 1997 to the Prospectus dated November 27,
1995 included in the Company's Registration Statement on Form S-3, No.
33-62537, and to the incorporation by reference therein of said firm's
reports dated April 12, 1996 and May 15, 1996 with respect to certain
historical financial statements relating to cable television systems
acquired by the Company during 1996, which reports and historical
financial statements were filed with the Securities and Exchange
Commission by the Company as exhibits to Current Reports on Form 8-K
filed on May 14, 1996 and June 26, 1996.
23.3 Consent of Ernst & Young LLP (Denver) to the reference to said firm
under the caption "Experts" in the Company's Prospectus Supplement
dated August 1, 1997 to the Prospectus dated November 27, 1995
included in the Company's Registration Statement on Form S-3,
No. 33-62537, and to the incorporation by reference therein of said
firm's report dated May 2, 1996 with respect to certain historical
financial statements relating to cable television systems acquired by
the Company during 1996, which reports and historical financial
statements were filed with the Securities and Exchange Commission by
the Company as exhibits to a Current Report on Form 8-K filed on May
14, 1996.
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SIGNATURES
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 hereunto duly authorized.
JONES INTERCABLE, INC.,
a Colorado corporation
Dated: August 4, 1997 By: /s/ Elizabeth M. Steele
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Elizabeth M. Steele
Vice President, General
Counsel and Secretary
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EXHIBIT 23.1
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
We consent to the reference to our firm under the caption "Experts" in the
Prospectus Supplement, dated August 1, 1997, to the Prospectus dated November
27, 1995 filed in the Registration Statement (Form S-3, No. 33-62537) of Jones
Intercable, Inc. (the "Company"), and to the incorporation by reference therein
of our report dated February 14, 1997 with respect to the consolidated financial
statements of the Company and its subsidiaries included in the Company's Annual
Report on Form 10-K for the year ended December 31, 1996, our report dated
August 1, 1997 with respect to the historical financial statements of the
Albuquerque System filed with the Company's Current Report on Form 8-K dated
August 1, 1997 and our report dated March 7, 1997 with respect to the historical
financial statements of Jones Intercable Investors L.P. filed with the Company's
Current Report on Form 8-K dated August 1, 1997, all filed with the Securities
and Exchange Commission.
/s/ Arthur Andersen LLP
Arthur Andersen LLP
Denver, Colorado
August 1, 1997
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EXHIBIT 23.2
CONSENT OF INDEPENDENT AUDITORS
We consent to the reference to our firm under the caption "Experts" in the
Prospectus Supplement, dated August 1, 1997, to the Prospectus filed in the
Registration Statement (Form S-3, No. 33-62537) of Jones Intercable, Inc.
("Jones"), and to the incorporation by reference therein of said firm's reports
dated May 15, 1996 with respect to the financial statements of Cablevision of
Savannah (a cable system included in Time Warner Entertainment Company, L.P.) as
of December 31, 1995 and 1994, and for the years then ended, included in Jones'
Current Report on Form 8-K dated June 26, 1996, and to the incorporation by
reference therein of our report dated April 12, 1996, with respect to the
financial statements of Prince George's County (a cable system included in the
Time Warner Entertainment - Advance/Newhouse Partnership) as of December 31,
1995, and for the period from April 1, 1995 through December 31, 1995, included
in Jones' Current Report on Form 8-K dated May 14, 1996, both filed with the
Securities and Exchange Commission.
/s/ Ernst & Young LLP
Ernst & Young LLP
New York, New York
August 1, 1997
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EXHIBIT 23.3
CONSENT OF INDEPENDENT AUDITORS
We consent to the reference to our firm under the caption "Experts" in the
Prospectus Supplement, dated August 1, 1997, to the Prospectus filed in the
Registration Statement (Form S-3, No. 33-62537) of Jones Intercable, Inc.
("Jones"), and to the incorporation by reference therein of our report dated May
2, 1996, with respect to the financial statements of Warner Cable Communications
(Fairfax County, Virginia) as of December 31, 1995, and for the year then ended,
included in Jones' Current Report on Form 8-K dated June 26, 1996, filed with
the Securities and Exchange Commission.
/s/ Ernst & Young LLP
Ernst & Young LLP
Denver, Colorado
August 1, 1997