JONES INTERCABLE INC
8-K, 1997-07-18
CABLE & OTHER PAY TELEVISION SERVICES
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<PAGE>
 
                       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):  July 15, 1997



                             JONES INTERCABLE, INC.
                             ----------------------
             (Exact name of registrant as specified in its charter)


     Colorado                       1-9953                 84-0613514
- ----------------------------        ------             ------------------
(State of Organization)       (Commission File No.)    (IRS Employer
                                                       Identification No.)
 
P.O. Box 3309, Englewood, Colorado 80155-3309              (303) 792-3111
- ---------------------------------------------            ------------------
(Address of principal executive office and Zip Code       (Registrant's
                                                           telephone no.
                                                          including area code)
<PAGE>
 
Item 5.       Other Events
              ------------

          On July 15, 1997, pursuant to a Notice of Redemption dated June 11,
1997 to the holders of Jones Intercable, Inc. 11 1/2% Senior Subordinated
Debentures due 2004 (the "Debentures"), Jones Intercable, Inc., a Colorado
corporation (the "Registrant"), redeemed all of its issued and outstanding
Debentures.  The amount required to retire the Debentures was 106.75% of the
principal amount of the Debentures ($170,800,000) plus interest accrued and
unpaid thereon through July 15, 1997 ($9,200,000), and this amount was made
available from the Registrant's corporate line of credit. The redemption of the
Debentures reduced the Registrant's effective cost of borrowing, since the
Registrant's corporate line of credit has a significantly lower interest rate
than the interest rate of the Debentures redeemed.

 

                                       2
<PAGE>
 
Item 7.  Financial Statements and Exhibits
         ---------------------------------

         a.   Not required.

         b.   Not required.

         c.   Notice of Redemption of Jones Intercable, Inc. 11 1/2% Senior
Subordinated Debentures Due July 15, 2004 dated June 11, 1997.

                                       3
<PAGE>
 
                                   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:  July 16, 1997         By:  /s/ Elizabeth M. Steele
                                   -----------------------
                                   Elizabeth M. Steele
                                   Vice President, General
                                   Counsel and Secretary

(31091)

                                       4

<PAGE>
 
                                                                       Exhibit 1
 
                              NOTICE OF REDEMPTION

                             JONES INTERCABLE, INC.
                     11 1/2% SENIOR SUBORDINATED DEBENTURES
                               DUE  JULY 15, 2004

                            (CUSIP NO. 480206 AG 6)*


          NOTICE IS HEREBY GIVEN in accordance with Section 4.09(b) of the
Indenture dated as of July 15, 1992, as amended by that certain First
Supplemental Indenture dated July 15, 1992, between Jones Intercable, Inc. (the
"Company") and First Trust National Association, as Trustee (the "Indenture")
that pursuant to the terms of the Indenture all of the outstanding 11 1/2%
Senior Subordinated Debentures due 2004 (the "Debentures") in the total
principal amount of $160,000,000 will be redeemed on July 15, 1997 (the
"Redemption Date"), at a price equal to 106.75% of the principal amount thereof,
plus interest accrued and unpaid thereon to the Redemption Date (the "Redemption
Price").

          Interest accrued on the Debentures to the Redemption Date will be paid
as part of the Redemption Price and will become due and payable on the
Debentures on the Redemption Date.  From and after the Redemption Date, interest
will cease to accrue on the Debentures.

          A Form W-9, Payer's Request for Taxpayer Identification Number, must
be completed by the holders of the Debentures and must be submitted with the
Debentures to be redeemed or 31% of the redemption proceeds will be withheld for
tax purposes.  Payment of the Redemption Price will be made on and after July
15, 1997, upon presentation and surrender of the Debentures, along with the
completed Form W-9, to one of the following addresses:

By Mail: (REGISTERED BONDS)  By Mail: (BEARER BONDS)  By Hand or Overnight Mail:
- ---------------------------  ------------------------ --------------------------
First Trust National         First Trust National     First Trust National
Association                  Association              Association     
First Trust Center           First Trust Center       180 East Fifth Street
P.O. Box 64111               P.O. Box 64452           4th Floor - Bond Drop Win.
St. Paul, MN  55164-0111     St. Paul, MN  55164-0452 St. Paul, MN  55101
_____________

*The Trustee shall not be held responsible for the selection or use of the CUSIP
number, nor is any representation made as to its correctness indicated in the
Redemption Notice.  It is included solely for convenience of the Holders.


<PAGE>
 
 
          Debenture holders presenting their Debentures in person for same day
payment must surrender their Debenture(s) by 1:00 p.m. on the Redemption Date
and a check will be available for pick up after 2:00 p.m.  Checks not picked up
by 4:30 p.m. will be mailed out to the Debenture holder via first class mail.
If payment of the Redemption Price is to be made to the registered owner of the
Debenture, you are not required to endorse the Debenture to collect the
Redemption Price.

          Telephone inquiries may be made by calling (612) 973-5800.


                              FIRST TRUST NATIONAL
                              ASSOCIATION, as Trustee



Dated:  June 11, 1997




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