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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): October 20, 1995
CABLE TV FUND 12-B, LTD.
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(Exact name of registrant as specified in its charter)
Colorado 0-13807 84-0969999
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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 2. Disposition of Assets
On February 22, 1995, Jones Intercable, Inc., a Colorado corporation
("Intercable") entered into a Purchase and Sale Agreement (the "Agreement")
with Cable TV Fund 12-B, Ltd., a Colorado limited partnership (the
"Partnership"), providing for the sale by the Partnership to Intercable of the
Partnership's cable television system serving areas in and around Augusta,
Georgia (the "Augusta System").
On October 20, 1995, Intercable assigned to Jones Cable Holdings, Inc.
("JCH") all of its right, title and interest as buyer under the Agreement,
including but not limited to, the right to purchase the assets of the Augusta
System, and JCH assumed and agreed to pay, discharge and perform all of the
obligations and duties of Intercable under the Agreement. JCH is a
wholly-owned subsidiary of Intercable.
A special vote of the limited partners of the Partnership was
conducted for the purpose of obtaining limited partner approval of the sale of
the Augusta System. The transaction was approved by the holders of 74.8% of
the limited partnership interests of the Partnership.
On October 20, 1995, JCH purchased the Augusta System from the
Partnership for $142,618,000, subject to customary closing adjustments as
provided by the Agreement. The purchase price for the Augusta System
represented the average of three separate, independent appraisals of the
Augusta System. The Partnership has paid all of its indebtedness, and the
Partnership has distributed the net sale proceeds to its partners of record as
of September 30, 1995. The limited partners of the Partnership, as a group,
received $95,179,375, and the general partner has received $13,220,625. The
distribution to the limited partners equates to approximately $857 for each
$500 limited partnership interest, or $1,714 for each $1,000 invested in the
Partnership.
The Partnership continues to own a nine percent ownership interest in
the Cable TV Fund 12-BCD Venture (the "Venture"). The Venture currently owns
three cable television systems serving the areas in and around
Palmdale/Lancaster, California; Albuquerque, New Mexico and Tampa, Florida.
The Venture has entered into a purchase and sale agreement pursuant to which
the Venture has agreed to sell the Tampa, Florida cable television system to
Intercable, the general partner.
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Item 7. Financial Statements and Exhibits
a. Purchase and Sale Agreement dated February 22, 1995 between
Cable TV Fund 12-B, Ltd. and Jones Intercable, Inc. is incorporated by
reference from the Schedule 14A of Cable TV Fund 12-B, Ltd filed with the
Securities and Exchange Commission on June 5, 1995 (Commission File No.
0-13807).
b. Pro Forma Financial Statements of Cable TV Fund 12-B, Ltd. are
incorporated by reference from the Cable TV Fund 12-B, Ltd. proxy statement
dated August 18, 1995 (Commission File No. 0-13807).
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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.
CABLE TV FUND 12-B, LTD.,
a Colorado limited partnership
By: Jones Intercable, Inc.
General Partner
Dated: November 1, 1995 By: /s/ Robert S. Zinn
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Robert S. Zinn
Acting Vice President
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