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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 24)
MERCOM, INC.
(Name of Issuer)
COMMON STOCK
$1.00 PAR VALUE
(Title of Class of Securities)
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58935D109
(CUSIP Number)
C-TEC CORPORATION
(Names of Persons Filing Statement)
Bruce C. Godfrey
Executive Vice President and Chief Financial Officer
C-TEC Corporation
105 Carnegie Center
Princeton, New Jersey 08540
Tel. No.: (609) 734-3700
(Name, Address and Telephone Number of
Person Authorized to Receive Notices
and Communications)
September 30, 1997
(Date of Event which Requires Filing of
this Statement)
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If the filing person has previously filed a statement on
Schedule 13G to report the acquisition which is the subject of this Schedule
13D, and is filing this statement because of Rule 13d-1(b)(3) or (4), check
the following: [ ]
Note: This document is being electronically filed with the
Commission, using the EDGAR system. See Rule 13d-1(a) for other parties to
whom copies are to be sent.
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SCHEDULE 13D
CUSIP No. 58935D109
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1 NAME OF REPORTING PERSON
C-TEC Corporation 23-2093008
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [ ]
N/A
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Pennsylvania
7 SOLE VOTING POWER
-0-
8 SHARED VOTING POWER
NUMBER OF SHARES
BENEFICIALLY OWNED BY EACH -0-
REPORTING PERSON WITH
9 SOLE DISPOSITIVE POWER
-0-
10 SHARED DISPOSITIVE POWER
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0-
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
14 TYPE OF REPORTING PERSON*
CO
The following information amends the Schedule 13D dated March
14, 1990, as previously amended (as so amended, the "Schedule 13D").
Unless otherwise indicated, each capitalized term used but not
defined herein shall have the meaning assigned to such term in the Schedule
13D.
Item 4. Purpose of Transaction.
The response set forth in Item 4 of the Schedule 13D is hereby
amended and restated as follows:
"On September 30, 1997, and in accordance with the Distribution
Agreement, (i) C-TEC contributed its 62% interest in the Company to Cable
Michigan subject to the encumbrance of the $15 Million Loan which such
interest secures, (ii) Cable Michigan assumed the $15 Million Loan and (iii)
C-TEC distributed all of the shares of common stock of Cable Michigan to the
holders of record on the Record Date of the C-TEC Common Stock and the C-TEC
Class B Stock.
Item 5. Interest in Securities of the Company.
The response set forth in Item 5 (a) and (b) of the Schedule
13D is hereby supplemented as follows:
"(a) and (b) C-TEC owns no shares of Common Stock of the
Company."
The response set forth in Item 5(c) is supplemented as follows:
"Except as set forth in Item 4, no transactions in the Common
Stock have been effected during the past 60 days by the C-TEC Entities or, to
the best knowledge of the C-TEC Entities, by any of the persons named in
Schedules A through D attached to Amendment No. 17 to the Schedule 13D."
The response set forth in Item 5(e) is amended and restated as
follows:
"(e) On September 30, 1997, C-TEC ceased to be the beneficial
owner of more than five percent of the Common Stock."
SIGNATURES
After reasonable inquiry and to the best knowledge and belief
of the undersigned, the undersigned certifies that the information set forth
in this statement is true, complete and correct.
Date: October 2, 1997
C-TEC CORPORATION
By: /s/ Bruce Godfrey
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Name: Bruce Godfrey
Title: Executive Vice President and
Chief Financial Officer
