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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED
PURSUANT TO RULE 13D-1(A) AND AMENDMENTS THERETO
FILED PURSUANT TO RULE 13D-2(A)
(Amendment No. 2)
TELEWEST COMMUNICATIONS PLC
(Name of Issuer)
Ordinary Shares, par value 10 pence per share,
represented by American Depositary Shares,
each of which represents ten Ordinary Shares
(Title of Class of Securities)
87956P 10 5
(CUSIP Number)
Frank Eichler, Esq.
MediaOne Group, Inc.
188 Inverness Drive West
Englewood, Colorado 80112
Tel: 303-858-3000
with a copy to:
Akiko Mikumo
Weil, Gotshal & Manges
One South Place
London EC2M 2WG
Tel: 011-44-171-903-1000
(Name, Address and Telephone Number of Persons
Authorized to Receive Notices and Communications)
August 25, 1999
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box [ ].
Note: Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other
parties to whom copies are to be sent.
CUSIP NO. 87956P 10 5
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*CUSIP No. 87956 10 5 relates to the American Depositary Shares.
(Continued on following pages)
(Page 1 of 3 Pages)
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ITEM 1 SECURITY AND ISSUER
This constitutes Amendment No. 2 (the "Amendment") to the Statement on
Schedule 13-D (the "Statement"), dated September 21, 1998, as amended
by Amendment No. 1 thereto, dated November 12, 1998, with respect to
the Ordinary Shares, par value 10 pence per share ("Telewest Ordinary
Shares"), of Telewest Communications plc, a public limited company
incorporated under the laws of England and Wales ("Telewest"). All
capitalized terms used and not otherwise defined herein shall have the
meanings assigned to these terms in the Statement.
ITEM 4 PURPOSE OF TRANSACTION
On August 25, 1999, MediaOne entered into a letter of intent (the
"Microsoft/Liberty Letter") with Microsoft Corporation ("Microsoft")
and Liberty Media International Group ("Liberty Media") pursuant to
which, upon the satisfaction of certain conditions set forth in the
Microsoft/Liberty Letter, Microsoft agreed to use its reasonable
endeavors to complete its purchase of the Telewest Ordinary Shares
beneficially owned by MediaOne, and Microsoft and Liberty Media agreed
to purchase their (or, in the case of Microsoft, MediaOne's) pro rata
share of Telewest Ordinary Shares in Telewest's 1 for 11 preemptive
subscription rights offering announced on August 25, 1999, including
any shares issued in Telewest's rights offering that were not purchased
by Telewest's other shareholders in proportion to their respective
percentage holdings in Telewest.
ITEM 6 CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
The information set forth in Item 4 of this Amendment is incorporated
herein by reference.
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SIGNATURE
After reasonable inquiry and to the best of the knowledge and belief of
the undersigned, the undersigned certifies that the information set forth in
this statement is true, complete and correct.
Dated: August 31, 1999
MEDIAONE GROUP, INC.
By: /s/ Stephen E. Brilz
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Name: Stephen E. Brilz
Title: Assistant Secretary
MEDIAONE INTERNATIONAL HOLDINGS, INC.
By: /s/ Stephen E. Brilz
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Name: Stephen E. Brilz
Title: Assistant Secretary
MEDIAONE UK CABLE, INC.
By: /s/ Stephen E. Brilz
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Name: Stephen E. Brilz
Title: Assistant Secretary
MEDIAONE CABLE PARTNERSHIP HOLDINGS, INC.
By: /s/ Stephen E. Brilz
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Name: Stephen E. Brilz
Title: Assistant Secretary
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