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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No.....)*
Cablevision Systems Corporation
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(Name of Issuer)
Class A Common Stock, par value $.01 per share
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(Title of Class of Securities)
12686C-10-9
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(CUSIP Number)
Bruce D. Haims, Esq. Debevoise & Plimpton,
875 Third Avenue,
New York, NY 10022 (212) 909-6000
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(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
May 30, 1997
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(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 which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d- 1(b)(3) or (4), check the following box [ ].
Note: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) for other parties to whom copies are to be
sent.
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purposes of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
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CUSIP No. 12686C-10-9 13D
(1) Names of Reporting Persons
S.S. or I.R.S. Identifica-
tion Nos. of Above Persons Marianne Dolan Weber
SS: ###-##-####
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(2) Check the Appropriate Box (a)
if a Member of a Group ---------------------------------
(b)
---------------------------------
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(3) SEC Use Only
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(4) Source of Funds 00*
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(5) Check if Disclosure of Legal
Proceedings is Required Pursuant
to Items 2(d) or 2(e)
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(6) Citizenship or Place of
Organization U.S.A.
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Number of Shares (7) Sole Voting Power 1,000
Beneficially Owned ---------------------------------------------------------
by Each Reporting (8) Shared Voting Power 790,855
Person With ---------------------------------------------------------
(9) Sole Dispositive Power 1,000
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(10) Shared Dispositive Power 790,855
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(11) Aggregate Amount Beneficially
Owned by Each Reporting Person 790,855
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(12) Check if the Aggregate Amount
in Row (11) Excludes Certain Shares
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(13) Percent of Class Represented
by Amount in Row 11 5.6%
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(14) Type of Reporting Person IN
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* See Exhibit A.
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CUSIP No. 12686C-10-9 13D
CONTINUATION PAGES OF SCHEDULE 13D
FILED BY
MARIANNE DOLAN WEBER, INDIVIDUALLY AND AS TRUSTEE
Item 1. Security and Issuer.
The title of the class of equity securities to which this statement
relates is the Class A Common Stock, par value $.01 per share (the "Class A
Common Stock"), of Cablevision Systems Corporation, a Delaware corporation (the
"Issuer"). The address of the principal executive offices of the Issuer is One
Media Crossways, Woodbury, New York 11797.
Item 2. Identity and Background.
(a) The name of the person filing this statement is Marianne Dolan
Weber, who is filing individually, as a director of the Dolan Children's
Foundation (the "Children's Foundation"), a New York not-for-profit
corporation described in Exhibit A, and as Trustee for the Trusts listed
on Exhibit A.
(b) The residence of Mrs. Weber is 33 Southard Avenue, Rockville
Centre, New York 11570.
(c) The present principal occupation of Mrs. Weber is President of the
Dolan Family Foundation, a New York not-for-profit corporation. The address is
One Media Crossways, Woodbury, New York 11797.
(d) Mrs. Weber has not, during the last five years, been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) Mrs. Weber has not, during the last five years, been a party to a
civil proceeding of a judicial or administrative body of competent jurisdiction
and as a result of such proceeding was or is subject to a judgment, decree or
final order enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws or finding any violation
with respect to such laws.
(f) Mrs. Weber is a U.S. citizen.
Item 3. Source and Amount of Funds or Other Consideration.
The shares held by Mrs. Weber were originally acquired by her through
gifts, by her appointment as a
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CUSIP No. 12686C-10-9 13D
director of the Children's Foundation and as a co-trustee of family trusts.
See Exhibit A.
Item 4. Purpose of Transaction.
The securities in the Children's Foundation and the Trusts described
in Exhibit A are held for investment purposes. See Exhibit A. Mrs.
Weber has no plans or proposals which relate or would result in:
(a) the acquisition by any person of additional securities of the
Issuer or the disposition of additional securities of the Issuer;
(b) an extraordinary corporate transaction such as a merger,
reorganization or liquidation of the Issuer, involving the Issuer or any of its
subsidiaries;
(c) the sale or transfer of a material amount of assets of the Issuer
or any of its subsidiaries;
(d) any change in the present board of directors or management of the
Issuer;
(e) any material change in the Issuer's present capitalization or
dividend policy;
(f) any other material change in the Issuer's business or corporate
structure;
(g) changes in the Issuer's charter, bylaws or instruments
corresponding thereto or other actions which may impede the acquisition of
control of the Issuer by any person;
(h) causing a class of securities of the Issuer to be delisted from a
national securities exchange or to cease to be authorized to be quoted in an
inter-dealer quotation system of a registered national securities association;
(i) a class of securities of the Issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Act; or
(j) any action similar to any of those enumerated above. See Exhibit A.
Item 5. Interest in Securities of the Issuer.
(a) After the transaction described in (c) below, Mrs. Weber may be
deemed to beneficially own an aggregate of
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CUSIP No. 12686C-10-9 13D
790,855 shares of Class A Common Stock as a result of her beneficial
ownership of (i) 654,855 shares of Class B Common Stock, par value $.01 per
share, of the Issuer (the "Class B Common Stock") which are convertible at the
option of the holder share for share into Class A Common Stock and (ii) 136,000
shares of Class A Common Stock. This aggregate amount represents
approximately 5.6% of the outstanding shares of Class A Common Stock
(including shares of Class A Common Stock issuable upon the conversion of
shares of the Class B Common Stock).
(b) After the transaction described in (c) below, Mrs. Weber has the
(i) sole power to vote or to direct the vote of 1,000 shares of Class A Common
Stock; (ii) shared power to vote or direct the vote of 135,000 shares of Class A
Common Stock; (iii) shared power to vote or direct the vote of 654,855 shares of
Class B Common Stock convertible into Class A Common Stock; (iv) sole power to
dispose or to direct the disposition of 1,000 shares of Class A Common Stock;
(v) shared power to dispose or to direct the disposition of 135,000 shares of
Class A Common Stock; and (iv) shared power to dispose or to direct the
disposition of 654,855 shares of Class B Common Stock convertible into Class A
Common Stock. See Exhibit A.
(c) On May 30, 1997, Mr. Charles F. Dolan contributed 135,000 shares of
Class A Common Stock to the newly formed Children's Foundation and Mrs. Weber
was appointed as one of the directors of the Children's Foundation.
(d) See Exhibit A.
(e) Not applicable
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect
to Securities of the Issuer.
Not applicable
Item 7. Material to be Filed as Exhibits.
Not applicable
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CUSIP No. 12686C-10-9 13D
Signature.
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: June 10, 1997
Signature: /s/ Marianne Dolan Weber
By William A. Frewin, Jr.
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Name/Title: Marianne Dolan Weber,
individually, as a Trustee
of each of the following Trusts:
Dolan Grandchildren Trust
Dolan Spouse Trust
DC Marianne Trust
and as a Director of the
Dolan Children's Foundation
By William A. Frewin, Jr.,
attorney-in-fact
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CUSIP No. 12686C-10-9 13D
Exhibit A
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Marianne Dolan Weber ("Mrs. Weber") is currently one of three directors
of the Dolan Children's Foundation, a New York not-for-profit corporation (the
"Children's Foundation"), formed to solicit, receive, hold and invest funds
contributed to the Children's Foundation and, at the discretion of the Board
of Directors of the Children's Foundation, to allocate such funds to
organizations or entities organized and operated exclusively for charitable
or educational purposes within the meaning of Section 501(c)(3) of the Internal
Revenue Code of 1986, as amended. As of May 30, 1997, the Children's
Foundation (after giving effect to the transaction reported in the foregoing
Schedule 13D) owned 135,000 shares of Class A Common Stock, par value
$.01 per share (the "Class A Common Stock"), of Cablevision Systems
Corporation, a Delaware Corporation (the "Issuer"). As a director of
the Children's Foundation, Mrs. Weber has the shared power to vote and
dispose of such Class A Common Stock with the other directors of the Children's
Foundation, Katheleen M. Dolan and Deborah Dolan-Sweeney. Under certain rules
of the Securities and Exchange Commission, so long as Mrs. Weber retains
such powers, she is deemed to have beneficial ownership thereof for purposes
of Schedule 13D reporting. Mrs. Weber also individually owns 1,000 shares of
Class A Common Stock.
In addition, Mrs. Weber is currently one of the trustees (a
"Trustee") of each of the trusts listed in the table below (the "Trusts"),
which as of May 30, 1997, own in the aggregate 654,855 shares of Class B Common
Stock, par value $.01 per share (the "Class B Common Stock"), of the Issuer.
Class B Common Stock is convertible at the option of the holder share for
share into Class A Common Stock, par value $.01 per share (the "Class A
Common Stock"), of the Issuer. Mrs. Weber has an economic interest in such
Class B Common Stock, and, as a Trustee of the Trusts, has the shared power
to vote and dispose of such shares. Under certain rules of the Securities and
Exchange Commission, so long as Mrs. Weber retains such powers, she is
deemed to have beneficial ownership thereof for purposes of Schedule 13D
reporting.
The following table lists each Trust's name and the name of
its beneficiary or description of its beneficiary class.
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CUSIP No. 12686C-10-9 13D
Name of Trust Beneficiary
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DC Marianne Trust Marianne Dolan Weber
Dolan Grandchildren Trust All children and grandchildren of
Charles F. Dolan living at any time
and from time to time.
Dolan Spouse Trust All descendants of Charles F.
Dolan living at any time and
from time to time and their
spouses.
Pursuant to the provisions of the agreements gov erning the Trusts, the
economic interest in the shares of the Issuer owned by each Trust is held by
such Trust's bene ficiary or, if more than one, such Trust's beneficiary class.
For each of the Dolan Grandchildren Trust and the Dolan Spouse Trust,
distributions of income and principal can be made in the discretion of the
non-beneficiary Trustee, Paul Joseph Dolan, to any one or more of the members of
the Trust's beneficiary class.
The Trusts
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The DC Marianne Trust
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For the DC Marianne Trust, distributions of income and principal can be
made in the discretion of the non- beneficiary Trustee, Matthew John Dolan, to
the person for whom the Trust is named, Marianne Dolan Weber (the "Current
Beneficiary"). The Current Beneficiary has the power during her life to appoint
all or part of the relevant DC Marianne Trust to or for the benefit of one or
more of her de scendants. Upon the death of the Current Beneficiary, the DC
Marianne Trust, if not previously terminated, will pass as appointed by the
Current Beneficiary to or for the benefit of one or more of her descendants. Any
unappointed portion of such Trust will pass, in further trust, per stirpes to
the Current Beneficiary's then-living descendants, or if none, per stirpes to
the then-living descendants of Charles F. Dolan, or if none, among the
heirs-at-law of Charles F. Dolan. There are two Trustees of the DC Marianne
Trust, Marianne Dolan Weber and Matthew John Dolan.
The Dolan Grandchildren Trust
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The Dolan Grandchildren Trust's current beneficiary class consists of
the six children and three
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CUSIP No. 12686C-10-9 13D
grandchildren of Charles F. Dolan. The Dolan Grandchildren Trust terminates upon
the death of the survivor of the beneficiaries or upon the expiration of the
applicable perpetuities period, if not previously terminated. Upon such
termination, the Dolan Grandchildren Trust will pass as appointed by the
unanimous appointment of Charles F. Dolan's children or by the survivor of them,
otherwise by the un animous appointment of Charles F. Dolan's grandchildren or
by the survivor of them, to one or more persons or charitable organizations. Any
unappointed portion of the Dolan Grandchildren Trust will pass, in further
trust, per stirpes to the then-living descendants of Charles F. Dolan, or if
none, among the heirs-at-law of Charles F. Dolan. Other than Marianne Dolan
Weber, there are two other Trustees of the Dolan Grandchildren Trust, Thomas
Charles Dolan and Paul Joseph Dolan.
The Dolan Spouse Trust
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The Dolan Spouse Trust's current beneficiary class consists of the six
children and three grandchildren of Charles F. Dolan and the spouses of three of
these children. The Dolan Spouse Trust terminates upon the death of the survivor
of Charles F. Dolan's children and their spouses, if not previously terminated.
Upon such termination, the Dolan Spouse Trust will pass as appointed by the
unanimous appointment of Charles F. Dolan's children or by the survivor of them
to or for the benefit of any one or more persons or charitable organizations.
Any unappointed portion of the Dolan Spouse Trust will pass, in further trust,
per stirpes to the then-living descendants of the children of Charles F. Dolan
or, if none, among the heirs- at-law of Charles F. Dolan. Other than Marianne
Dolan Weber, there are two other Trustees of the Dolan Spouse Trust, Thomas
Charles Dolan and Paul Joseph Dolan.
Beneficial Ownership of Beneficiaries and Trusts
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Beneficiaries of any Trust can be said to have only a contingent
economic interest in the securities of the Issuer held by such Trust because (a)
the non-beneficiary Trustee has the sole discretion to distribute or accumulate
the income from each Trust and the sole discretion to distribute the principal
of each Trust to the beneficiary of such Trust or, if more than one, to any one
or more of the members of such Trust's beneficiary class, and (b) the bene
ficiary class for each of the Dolan Grandchildren Trust and the Dolan Spouse
Trust has not yet closed.
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