Continental Cablevision, Inc.
The Pilot House
Lewis Wharf
Boston, Massachusetts 02110
March 7, 1996
By Modem and by U.S. Mail
Securities and Exchange
Commission
Division of Corporate Finance
Mail Stop 7-5
Judiciary Plaza
450 Fifth Street
Washington, D.C. 20549
Attn: Carolyn Sherman
Re: Continental Cablevision, Inc.
Registration Statement on Form S-1
File No. 33-63529
Ladies and Gentlemen:
The Registrant, Continental Cablevision, Inc., hereby requests pursuant
to Rule 477 of the Securities Act of 1933 withdrawal of its Registration
Statement on Form S-1 (the "Registration Statement") filed by modem transmission
on October 19, 1995 (File No. 33-63529), relating to an offering of the
Registrant's Class A Common Stock, $.01 par value. The Registrant has determined
not to go forward with the offering because it has recently entered into a
merger agreement, pursuant to which, if consummated, it will be merged out of
existence.
Very truly yours,
CONTINENTAL CABLEVISION, INC.
By:/s/ P. Eric Krauss
P. Eric Krauss
Vice President and Treasurer
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