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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 6)*
Cablevision Systems Corporation
(Name of Issuer)
Class A Common Stock, par value $.01 per share
(Title of Class of Securities)
12686C-10-9
(CUSIP Number)
*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 the disclosure provided in a prior cover page.
The information required in the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
the 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 13G
1. Names of Reporting Persons Helen A. Dolan
or I.R.S. Identifica- SS: ###-##-####
tion Nos. of Above Persons
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2. Check the Appropriate Box (a)
if a Member of a Group (b)
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3. S.E.C. Use Only
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4. Citizenship or Place of U.S.A.
Organization
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Number of Shares (5) Sole Voting Power
Beneficially 0
Owned by Each Reporting --------------------------------------
Person With
(6) Shared Voting Power
1,454,830
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(7) Sole Dispositive
Power 0
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(8) Shared Dispositive
Power 1,454,830
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9. Aggregate Amount Beneficially
Owned by Each Reporting Person 1,454,830
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10. Check if the Aggregate Amount
in Row (9) Excludes Certain
Shares
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11. Percent of Class Represented
by Amount in Row 9 9.6%
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12. Type of Reporting Person
IN
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CUSIP No. 12686C-10-9 13G
CONTINUATION PAGES OF AMENDMENT NO. 6 TO SCHEDULE 13G
FILED BY
HELEN A. DOLAN
Item 1(a) Name of Issuer:
Cablevision Systems Corporation
Item 1(b) Address of Issuer's Principal Executive Offices:
One Media Crossways
Woodbury, New York 11797
Item 2(a) Name of Person Filing:
Helen A. Dolan
Item 2(b) Address of Principal Business Office:
Cove Neck Road
Oyster Bay, New York 11771
Item 2(c) Citizenship:
U.S.A.
Item 2(d) Title of Class of Securities:
Class A Common Stock
Item 2(e) CUSIP Number:
12686C-10-9
Item3. If this statement is filed pursuant to Rules 13d-1(b), or
13d-2(b), check whether the person filing is a:
Not Applicable.
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CUSIP No. 12686C-10-9 13G
Item 4. Ownership
(a) Amount Beneficially Owned
1,454,830 (as of December 31, 1997)
(b) Percent of Class:
9.6% (as of December 31, 1997)
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 0
(ii) shared power to vote or to direct the vote:
1,454,830
(iii) sole power to dispose or to direct the
disposition of: 0
(iv) shared power to dispose or to direct the dis-
position of: 1,454,830
On June 6, 1997, Cablevision Systems Corporation, a Delaware
corporation ("Issuer"), entered into a Contribution and Merger Agreement (as
amended and restated, the "Contribution and Merger Agreement"), with TCI
Communications, Inc., a Delaware corporation and the principal cable television
subsidiary of Tele-Communications, Inc. ("TCI Communications"), CSC Parent
Corporation, a Delaware corporation wholly-owned by Issuer ("Parent"), and CSC
Merger Corporation, a Delaware corporation wholly-owned by Parent ("Merger
Sub"). The Contribution and Merger Agreement provides for the merger of Merger
Sub with and into Issuer, with Issuer as the surviving corporation, and the
conversion in the merger of outstanding shares of Issuer's common stock into
like shares of common stock of Parent and for the contribution by or on behalf
of TCI Communications of corporations (the "Contributed Entities") owning, or
assets constituting, specified cable television systems in exchange for shares
of Class A Common Stock of Parent. Issuer's Series I Preferred Shares will
become convertible into Series A Common Stock of Parent. Following the closing
(the "Closing") of the transactions contemplated by the Contribution and Merger
Agreement, Parent
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CUSIP No. 12686C-10-9 13G
will be renamed Cablevision Systems Corporation. As a result of the transactions
contemplated by the Contribution and Merger Agreement, existing common
shareholders of Issuer will become common shareholders of Parent, which will be
a new publicly traded company that will own Issuer and, separately, the
Contributed Entities.
Shareholders of Issuer having a majority of Issuer's voting power have
agreed with TCI Communications in a voting agreement (the "Voting Agreement")
that they will vote to approve the adoption of the Contribution and Merger
Agreement and the issuance of Parent shares to TCI Communications and against
any matter that would compete with or interfere with such adoption and issuance.
The parties to the Voting Agreement are: Parent, Tele-Communications, Inc.,
Issuer, Charles F. Dolan, Charles F. Dolan 1997 Grantor Retained Annuity Trust,
Dolan Descendants Trust, Dolan Progeny Trust, Dolan Grandchildren Trust, Dolan
Spouse Trust, DC Kathleen Trust, DC Deborah Trust, DC Marianne Trust, DC Patrick
Trust, DC Thomas Trust, DC James Trust, CFD Trust No. 1, CFD Trust No. 2, CFD
Trust No. 3, CFD Trust No. 4, CFD Trust No. 5, CFD Trust No. 6, and CFD Trust
No. 10.
The Contribution and Merger Agreement provides that at the Closing,
Parent, Tele-Communications, Inc., a Delaware corporation and owner of TCI
Communications ("TCI"), and certain holders of Parent's Class B Common Stock
(the "Class B Stockholders") will enter into a Stockholders Agreement (the
"Stockholders Agreement") providing, among other things for: (i) limitations on
TCI's ability to purchase and sell Class A Common Stock, (ii) consultation
rights between Parent, TCI and the Class B Stockholders regarding sales of
Parent or significant Parent assets, sales of Class A Common Stock owned by TCI
and sales of Class B Common Stock owned by the Class B Stockholders, (iii) TCI's
right to designate two Class B directors, (iv) the right of TCI director
designees to membership on a Parent Board committee to approve certain
transactions with Class B Stockholders and their family members that will give
such designees a veto over such transactions, and (v) TCI's agreement to vote in
proportion with the public Parent Class A stockholders for the election of the
25% of Parent directors which the Parent Class A Common Stock is entitled to
elect. The Class B Stockholders are: Charles F. Dolan, CFD 1997 Grantor Retained
Annuity Trust, Dolan Descendants Trust, Dolan Progeny Trust, Dolan Grandchildren
Trust, Dolan Spouse Trust, DC Kathleen Trust, DC Deborah Trust, DC Marianne
Trust, DC Patrick Trust, DC
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CUSIP No. 12686C-10-9 13G
Thomas Trust, DC James Trust, CFD Trust No. 1, CFD Trust No. 2, CFD Trust No. 3,
CFD Trust No. 4, CFD Trust No. 5, CFD Trust No. 6, and CFD Trust No. 10.
Item 5. Ownership of Five Percent or Less of a Class
Not Applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
See Exhibit A.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent
Holding Company.
Not applicable.
Item 8. Identification and Classification of Members of the Group.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
Not applicable because the statement is filed pursuant to Rule
13d-1(c).
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CUSIP No. 12686C-10-9 13G
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: February 12, 1998
Signature: /s/ Helen A. Dolan
By William A. Frewin, Jr., as
attorney-in-fact
-------------------------
Name/Title: Helen A. Dolan
By William A. Frewin, Jr., as
attorney-in-fact
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CUSIP No. 12686C-10-9 13G
Exhibit A
The Dolan Family Foundation, a New York not for profit corporation (the
"Foundation"), as of December 31, 1997, owned 209,830 shares of Class A Common
Stock, par value $.01 per share (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 Foundation is organized as a Membership
Corporation. The sole members, with lifetime terms, of the Foundation are Helen
A. Dolan ("Mrs. Dolan") and her husband, Charles F. Dolan ("Mr. Dolan"). Mrs.
Dolan does not have an economic interest in such shares, but as a member with
her husband, does have the power to elect the directors of the Foundation and
thus the indirect power to vote and dispose of such shares. Under certain rules
of the Securities and Exchange Commission, so long as Mrs. Dolan retains such
powers, she is deemed to have beneficial ownership thereof.
As of December 31, 1997, the Charles F. Dolan 1997 Grantor Retained
Annuity Trust (the "Trust") owned 1,240,000 shares of Class B Common Stock, par
value $.01 per share (the "Class B Common Stock) of the Issuer. The Class B
Common Stock of the Issuer is convertible at the option of the holder share for
share into Class A Common Stock of the Issuer. The Trust was established on
April 30, 1997 by Mr. Dolan for estate planning purposes. For three years or
until the earlier death of Mr. Dolan, the Trust will pay to Mr. Dolan a certain
percentage of the fair market value of the property initially contributed to the
Trust (the "Annuity"). If Mr. Dolan dies during such three-year term and is
survived by Mrs. Dolan, the remaining portion of the Annuity will paid to Mrs.
Dolan until the earlier of her death or the date three years from Mr. Dolan's
death, provided that Mr. Dolan may revoke Mrs. Dolan's right to receive such
payments. If Mr. Dolan is living at the expiration of the term of the Trust, the
remainder will pass into another trust for the benefit of Mrs. Dolan and all
descendants of Charles F. Dolan living at any time and from time to time. If Mr.
Dolan is not living at the expiration of the term of the Trust, the then
principal of the Trust will revert to his estate. The two co-trustees of the
Trust are Mr. Dolan and Mrs. Dolan, who have the shared power to vote and
dispose of the Trust's shares. Under certain rules of the Securities and
Exchange Commission, so long as Mrs. Dolan retains such powers, she is deemed to
have beneficial ownership thereof.
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CUSIP No. 12686C-10-9 13G
Mrs. Dolan, as of December 31, 1997, owned directly 5,000 shares of
Class A Common Stock. Although Mrs. Dolan retains all economic interest in such
shares, Mr. Dolan may be deemed a beneficial owner thereof.
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