<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
[ X ] ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the fiscal year ended December 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from _____ to _____
Commission File Number 0-15745
AMERICAN CABLE TV INVESTORS 4, LTD.
----------------------------------
(Exact name of Registrant as specified in its charter)
State of Colorado 84-1013221
- ---------------------------------- ----------
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification Number)
5619 DTC Parkway
Englewood, Colorado 80111
- ---------------------------------------- -----
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (303) 267-5500
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act:
120,005 Limited Partnership Units Sold to Investors at $500 per Unit
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months; and (2) has been subject to such filing
requirements for the past 90 days. [X] Yes [ ] No
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of the Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendments to this Form 10-K. [ ]
State the aggregate market value of the voting stock held by non-affiliates
of the Registrant. -- N/A
<PAGE>
AMERICAN CABLE TV INVESTORS 4, LTD.
1997 ANNUAL REPORT ON FORM 10-K
Table of Contents
Page
----
PART I
Item 1. Business........................................... I-1
Item 2. Properties......................................... I-2
Item 3. Legal Proceedings.................................. I-2
Item 4. Submission of Matters to a Vote of Security Holders I-2
PART II
Item 5. Market for Registrant's Common Equity and
Related Stockholder Matters....................... II-1
Item 6. Selected Financial Data............................ II-2
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations............... II-3
Item 8. Financial Statements and Supplementary Data........ II-5
Item 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure............... II-5
PART III
Item 10. Directors and Executive Officers of the Registrant III-1
Item 11. Executive Compensation............................. III-3
Item 12. Security Ownership of Certain Beneficial Owners
and Management.................................... III-3
Item 13. Certain Relationships and Related Transactions..... III-3
PART IV
Item 14. Exhibits, Financial Statements and Financial Statement
Schedules, and Reports on Form 8-K................ IV-1
<PAGE>
PART I.
Item 1. Business.
- ------ --------
(a) General Development of Business.
-------------------------------
American Cable TV Investors 4, Ltd. ("ACT 4") is a Colorado limited
partnership that was formed in December of 1985 for the purpose of acquiring,
developing and operating cable television systems. ACT 4's general partner (the
"General Partner") is IR-TCI Partners IV, L.P. ("IR-TCI"), a Colorado limited
partnership whose general partners are Integrated Cable Corp. IV ("ICC"), an
indirect subsidiary of Presidio Capital Corp. ("Presidio"), and TCI Ventures
Four, Inc. ("TCIV 4"), a subsidiary of TCI Cablevision Associates, Inc.
("Cablevision"). Integrated Resources, Inc. ("Integrated") transferred its
interest in ICC to a subsidiary of Presidio in connection with the November 1994
conclusion of Integrated's bankruptcy proceedings The limited partner of IR-TCI
is Cablevision Equities V, a limited partnership whose partners are certain
former officers and key employees of the predecessor of Cablevision. Cablevision
is an indirect subsidiary of Tele-Communications, Inc. ("TCI") and is the
managing agent of ACT 4. In its public offering from May of 1986 to April of
1987, ACT 4 sold 120,005 limited partnership units at a price of $500 per unit
("Unit").
ACT 4 had a 60% ownership interest in Newport News Cablevision Associates,
L.P. and its subsidiary Newport News Cablevision, Ltd. (collectively, "Newport
News"). Through December 31, 1995, Newport News owned and operated the cable
television system servicing the area in and around Newport News, Virginia (the
"Newport News System"). American Cable TV Investors 5, Ltd. ("ACT 5"), an
affiliate, owned the 40% minority interest in Newport News. ACT 4 and Newport
News are collectively referred to herein as the "Partnership."
During 1995 ACT 4 sold all of its wholly-owned cable television systems in
three separate transactions (collectively, the "Wholly-Owned Sales"). The
wholly-owned cable television systems were located in and around (i) Chino,
California (the "Chino System"), (ii) North and South Kona and North and South
Kohala, Hawaii (collectively, the "Kona System") and (iii) Colton, California
(the "Colton System"). In addition, the Newport News System was sold on January
1, 1996 (the "Newport News Sale", and together with the Wholly-Owned Sales, the
"Sales Transactions"). The Sales Transactions were approved by the
Partnership's limited partners at a special meeting that occurred on June 20,
1995. See "Management's Discussion and Analysis of Financial Condition and
---------------------------------------------------------------
Results of Operations - General."
- -------------------------------
As a result of the Sales Transactions, the Partnership is no longer engaged
in the cable television business and is currently seeking to make a final
determination of its liabilities so that liquidating distributions can be made
in connection with its dissolution.
I-1
<PAGE>
(b) Financial Information about Industry Segments.
---------------------------------------------
Not applicable.
(c) Narrative Description of Business.
---------------------------------
Not applicable.
(d) Financial Information about Foreign and Domestic Operations and Export
----------------------------------------------------------------------
Sales.
-----
Not applicable.
Item 2. Properties.
- ------ ----------
Not applicable.
Item 3. Legal Proceedings.
- ------- -----------------
There are no material pending legal proceedings to which the
Partnership is a party or to which any of its property is subject.
Item 4. Submission of Matters to a Vote of Security Holders.
- ------- ---------------------------------------------------
None.
I-2
<PAGE>
PART II.
Item 5. Market for Registrant's Common Equity and Related Stockholder Matters.
- ------- ---------------------------------------------------------------------
In its public offering from May of 1986 to April of 1987, ACT 4 sold
120,005 Units to the public at a price of $500 per Unit. At December 31, 1997,
there were approximately 8,400 Unit holders.
The Partnership made a cash distribution of $675 per Unit in January 1996
to holders of record as of December 1, 1995. The Partnership anticipates making
final cash distributions to its partners as soon as possible following the final
determination and satisfaction of its liabilities. However, the Partnership is
currently unable to predict the timing or amount of any such liquidating
distributions due primarily to the claim for indemnification which was filed by
the purchaser of the Chino System. For additional information see note 4 to the
accompanying financial statements and "Management's Discussion and Analysis of
---------------------------------------
Financial Condition and Results of Operations - General."
- -------------------------------------------------------
Although the Units are freely transferable, no public trading market for
the Units exists. To the extent that an informal or secondary market exists,
the Partnership's limited partners may only be able to sell Units at a
substantial discount from the Units' proportionate share of the underlying net
assets of the Partnership.
II-1
<PAGE>
Item 6. Selected Financial Data.
- ------- -----------------------
Selected financial data related to the Partnership's financial condition
and results of operations for the five years ended December 31, 1997 are
summarized as follows (such information should be read in conjunction with the
Partnership's financial statements included elsewhere herein):
SUMMARY BALANCE SHEET DATA:
--------------------------
<TABLE>
<CAPTION>
December 31,
---------------------------------------------------------------------
1997 1996(1) 1995 (2) 1994 1993
----------- -------------- ------------ ------------ ------------
<S> <C> <C> <C> <C> <C>
amounts in thousands
Cash and cash equivalents $ 7,310 4,216 48,104 490 1,533
Property and equipment, net $ -- -- 17,090 40,721 42,811
Franchises costs and
other intangibles, net $ -- -- 1,104 10,736 17,071
Total assets $ 9,456 8,958 76,151 57,706 66,917
Debt $ -- -- 24,255 66,887 72,462
Partners' equity (deficit) $ 9,224 8,873 37,274 (14,150) (11,156)
Outstanding Units 120 120 120 120 120
</TABLE>
SUMMARY STATEMENT OF OPERATIONS DATA:
------------------------------------
<TABLE>
<CAPTION>
Years ended December 31,
-------------------------------------------------------------------------
1997 1996(1) 1995 (2) 1994 1993
------------- -------------- ------------ -------------- ------------
<S> <C> <C> <C> <C> <C>
amounts in thousands, except per Unit data
Revenue $ -- -- 33,759 37,500 36,876
Operating income (loss) $ (230) (262) 176 1,104 (770)
Interest expense $ -- (10) (3,518) (4,346) (4,823)
Gain on sale of cable
television systems $ -- 99,700 54,022 -- --
Earnings (loss) before
extraordinary item $ 351 60,208 51,775 (2,994) (5,193)
Net earnings (loss) per Unit
before extraordinary item $ 2.19 421.90 427.13 (24.70) (42.85)
Distributions per Unit $ -- 675 -- -- --
</TABLE>
_________________
(1) The December 31, 1996 summary balance sheet data and statement of
operations data reflect the effects of the January 1, 1996 Newport
News Sale. See "Management's Discussion and Analysis of Financial
-------------------------------------------------
Condition and Results of Operations - General."
----------------------------------------------
(2) The December 31, 1995 summary balance sheet data and statement of
operations data reflect the effects of the Wholly-Owned Sales. As a
result of the Wholly-Owned Sales, the Partnership's statement of
operations for the year ended December 31, 1995 includes (i) six
months of operating results for the Kona and Colton Systems and (ii)
eleven months of operating results for the Chino System. See
"Management's Discussion and Analysis of Financial Condition and
----------------------------------------------------------------
Results of Operations - General."
--------------------------------
II-2
<PAGE>
Item 7. Management's Discussion and Analysis of Financial Condition and Results
- ------- -----------------------------------------------------------------------
of Operations.
-------------
General
-------
Sales Transactions. During 1995, the Partnership sold its wholly-owned
cable television systems in three separate sales transactions. In addition, on
January 1, 1996, the Newport News System was sold. As a result of the Sales
Transactions, the Partnership is no longer engaged in the cable television
business and is currently seeking to make a final determination of its
liabilities so that liquidating distributions can be made in connection with its
dissolution.
In one transaction, the Partnership sold the Colton System on July 3, 1995
to an indirect subsidiary of TCI for net cash proceeds of $10,216,000.
In a second transaction, the Partnership sold the Kona System on July 3,
1995 to Time Warner Cable Ventures, a Division of Time Warner Entertainment
Company L.P. ("Time Warner") for net proceeds of $31,119,000 of which $2,500,000
was placed in escrow (the "Kona Escrow"). The Kona Escrow was subject to any
indemnifiable claims made by Time Warner through July 2, 1996. During the fourth
quarter of 1996, the Kona Escrow, exclusive of $108,000 paid to Time Warner in
satisfaction of a claim for indemnification, was released to ACT 4. The amount
paid to Time Warner for such claim was charged to operations prior to 1996. ACT
4 received interest of $147,000 in conjunction with the release of the Kona
Escrow.
In a third transaction, the Partnership sold the Chino System on December
1, 1995 to Citizens Century Cable Television Venture ("Citizens-Century"), an
unaffiliated third party, for net proceeds of $40,585,000. Pursuant to the
terms of the sale agreement, $2,025,000 of the sales price was placed in escrow
(the "Chino Escrow") and was subject to any indemnifiable claims made by
Citizens-Century through May 29, 1996. In May 1996, Citizens-Century filed a
claim for a breach of warranty in connection with the sale of the Chino System.
Citizens-Century has not submitted to ACT 4 an estimate of the cost associated
with such claim. The claim for indemnification has had and will continue to
have the effect of delaying the release of funds from the Chino Escrow. In
addition, any successful indemnification claim will have the effect of reducing
the amount of the Chino Escrow ultimately released to ACT 4. See notes 2 and 4
to the accompanying financial statements.
In a fourth transaction, the Newport News System was sold on January 1,
1996 to Cox Communications Rhode Island, Inc. ("Cox"), an unaffiliated third
party, for net cash proceeds of $121,886,000. Pursuant to the terms of the sale
agreement, $5,000,000 of the sales price was placed in escrow (the "Newport News
Escrow") and was subject to any indemnifiable claims made by Cox through
September 27, 1996. During the fourth quarter of 1996, such amounts held in
escrow plus accrued interest of $170,000 were released to Newport News. ACT 4
had a 60% ownership interest in Newport News. Accordingly, ACT 4 received
$53,684,000 of the net cash proceeds (after satisfaction of Newport News'
transaction costs and liabilities) from the Newport News Sale during 1996.
II-3
<PAGE>
In connection with the Wholly-Owned Sales, ACT 4 used most of the cash
proceeds to (i) pay disposition fees of $2,454,000 ($1,840,500 to Cablevision
and $613,500 to Presidio Cable IV Corp. ("PCC"), a subsidiary of Presidio) and
(ii) repay debt and related accrued interest of $35,150,000. In connection with
the Newport News Sale, Newport News used most of the cash proceeds to (i) pay a
disposition fee of $3,668,000 ($2,751,000 to Cablevision and $917,000 to PCC),
(ii) repay debt and related accrued interest of $24,306,000 and (iii) make cash
distributions to ACT 4 and ACT 5 of $53,684,000 and $35,789,000, respectively.
The Partnership used proceeds from the Sales Transactions to make initial
distributions to its General and limited partners of $7,606,000 and $81,003,000
($675 per Unit), respectively, in January 1996. The proceeds were distributed
to General and limited partners on a 1% and 99% basis, respectively. See note 1
to the accompanying financial statements.
Inflation did not have a significant impact on the Partnership's financial
condition or results of operations during the three-year period ended December
31, 1997.
Results of Operations
----------------------
As a result of the Sales Transactions, the Partnership is no longer engaged
in the cable television business and is currently seeking to make a final
determination of its liabilities so that liquidating distributions can be made
in connection with its dissolution. Accordingly, the Partnership's results of
operations for the years ended December 31, 1997 and 1996 are primarily
comprised of general and administrative ("G&A") expenses and interest income.
The Partnership's G&A expenses are comprised primarily of costs associated with
the administration of the Partnership. The 1996 results of operations also
include the gain from the Newport News Sale and the minority interest's share of
Newport News' net earnings. The gain from the Newport News Sale has been
reduced by $510,000 to reflect certain of Newport News' operating costs and
expenses which were incurred in 1995 but which were reflected in the 1996
financial records of Newport News. See note 2 to the accompanying financial
statements.
Interest income decreased $354,000 and increased $375,000 during the years
ended December 31, 1997 and 1996, respectively, as compared to the corresponding
prior year periods. Such changes are due primarily to changes in the average
balance of the Partnership's cash and cash equivalents. In addition, interest
income in 1996 includes interest earned on the Newport News Escrow and the Kona
Escrow.
Liquidity and Capital Resources
-------------------------------
As a result of the Sales Transactions, the Partnership is no longer engaged
in the cable television business. The Partnership anticipates that it will make
liquidating distributions in connection with its dissolution as soon as possible
following the final determination and satisfaction of the Partnership's
liabilities, but not prior to the release of funds from the Chino Escrow. In
May 1996, Citizens-Century filed a claim for a breach of warranty in connection
with the sale of the Chino System. Citizens-Century has not submitted to ACT 4
an estimate of the cost associated with such claim. The claim for
indemnification has had and will continue to have the effect of delaying the
release of funds from the Chino Escrow. In addition, any successful
indemnification claim will have the effect of reducing the amount of the Chino
Escrow ultimately released to ACT 4.
II-4
<PAGE>
During the year ended December 31, 1996, the Partnership used cash proceeds
received in connection with the Sales Transactions to make distributions to its
partners and the minority owner of Newport News and to fund other financing and
operating activities. See the Partnership's statements of cash flows included
within the accompanying financial statements.
Item 8. Financial Statements and Supplementary Data.
- ------- -------------------------------------------
The financial statements of the Partnership are filed under this item
beginning on page II-6. All financial statement schedules are omitted as they
are not required or are not applicable.
Item 9. Changes in and Disagreements with Accountants on Accounting and
- ------- ---------------------------------------------------------------
Financial Disclosure.
--------------------
None.
II-5
<PAGE>
Independent Auditors' Report
----------------------------
The Partners
American Cable TV Investors 4, Ltd.:
We have audited the accompanying balance sheets of American Cable TV Investors
4, Ltd. (a Colorado limited partnership) as of December 31, 1997 and 1996, and
the related statements of operations, partners' equity, and cash flows for each
of the years in the three-year period ended December 31, 1997. These financial
statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
As discussed in note 2 to the financial statements, the Partnership sold all of
its cable television assets and is currently in the process of determining its
final liabilities so liquidating distributions can be made.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of American Cable TV Investors 4,
Ltd. as of December 31, 1997 and 1996, and the results of its operations and its
cash flows for each of the years in the three-year period ended December 31,
1997, in conformity with generally accepted accounting principles.
KPMG Peat Marwick LLP
Denver, Colorado
February 27, 1998
II-6
<PAGE>
AMERICAN CABLE TV INVESTORS 4, LTD.
(A Colorado Limited Partnership)
Balance Sheets
December 31, 1997 and 1996
(see note 2)
<TABLE>
<CAPTION>
Assets 1997 1996
- ------ ------------ ------------
amounts in thousands
<S> <C> <C>
Cash and cash equivalents $ 7,310 4,216
Amounts due from related parties (note 3) 121 2,717
Funds held in escrow (note 2) 2,025 2,025
------------ ------------
$ 9,456 8,958
============ ============
Liabilities and Partners' Equity
- --------------------------------
Cash overdraft $ 203 --
Accounts payable -- 9
Accrued expenses 29 76
------------ ------------
Total liabilities 232 85
------------ ------------
Partners' equity:
General partner 1,910 1,822
Limited partners 7,314 7,051
------------ ------------
Total partners' equity 9,224 8,873
------------ ------------
Contingencies (note 4)
$ 9,456 8,958
============ ============
</TABLE>
See accompanying notes to financial statements.
II-7
<PAGE>
AMERICAN CABLE TV INVESTORS 4, LTD.
(A Colorado Limited Partnership)
Statements of Operations
Years ended December 31, 1997, 1996 and 1995
(see note 2)
<TABLE>
<CAPTION>
1997 1996 1995
------------- ------------- -----------
amounts in thousands,
except per unit amounts
<S> <C> <C> <C>
Revenue $ -- -- 33,759
Operating costs and expenses:
Programming (primarily from related parties - see
note 3) -- -- 7,346
Operating (including allocations
from related parties - see note 3) -- -- 3,079
Selling, general and administrative (including
charges and allocations from related parties -
see note 3) 230 262 12,108
Depreciation -- -- 5,556
Amortization -- -- 5,494
------------- ------------- -----------
Total operating expenses 230 262 33,583
------------- ------------- -----------
Operating income (loss) (230) (262) 176
Other income (expense):
Interest expense (note 3) -- (10) (3,518)
Interest income (note 3) 464 818 443
Gain on sale of cable television systems, net of
$510,000 of costs and expenses in 1996 related to
1995 operations (note 2)
-- 99,700 54,022
Minority interest's share of losses (earnings) of
Newport News Cablevision Associates, L.P.
("Newport News") -- (39,995) 652
Other 117 (43) --
------------- ------------- -----------
581 60,470 51,599
------------- ------------- -----------
Earnings before extraordinary item 351 60,208 51,775
Extraordinary item - loss on early extinguishment
of debt -- -- (351)
------------- ------------- -----------
Net earnings $ 351 60,208 51,424
============= ============= ===========
Net earnings per limited partnership unit ("Unit"):
Earnings before extraordinary item $ 2.19 421.90 427.13
Extraordinary item -- -- (2.90)
------------- ------------- ------------
Net earnings $ 2.19 421.90 424.23
============= ============= ============
</TABLE>
See accompanying notes to financial statements.
II-8
<PAGE>
AMERICAN CABLE TV INVESTORS 4, LTD.
(A Colorado Limited Partnership)
Statements of Partners' Equity
Years ended December 31, 1997, 1996 and 1995
(see note 2)
<TABLE>
<CAPTION>
General Limited
partner partners Total
-------------- -------------- --------------
<S> <C> <C> <C>
amounts in thousands
Balance at January 1, 1995 $ (664) (13,486) (14,150)
Net earnings 514 50,910 51,424
-------------- -------------- --------------
Balance at December 31, 1995 (150) 37,424 37,274
Distribution (note 2) (7,606) (81,003) (88,609)
Net earnings 9,578 50,630 60,208
-------------- -------------- --------------
Balance at December 31, 1996 1,822 7,051 8,873
Net earnings 88 263 351
-------------- -------------- --------------
Balance at December 31, 1997 $ 1,910 7,314 9,224
============== ============== ==============
</TABLE>
See accompanying notes to financial statements.
II-9
<PAGE>
AMERICAN CABLE TV INVESTORS 4, LTD.
(A Colorado Limited Partnership)
Statements of Cash Flows
Years ended December 31, 1997, 1996 and 1995
(see note 2)
<TABLE>
<CAPTION>
1997 1996 1995
------------------ ------------------ --------------
amounts in thousands
(see note 1)
<S> <C> <C> <C>
Cash flows from operating activities:
Net earnings before extraordinary item $ 351 60,208 51,775
Adjustments to reconcile net earnings before
extraordinary item to net cash provided by (used
in) operating activities:
Depreciation and amortization -- -- 11,050
Gain on sale of cable television assets -- (100,210) (54,022)
Minority interest's share of earnings (losses)
of Newport News -- 39,995 (652)
Payment of interest accrued in prior periods
-- -- (1,985)
Changes in operating assets and liabilities, net
of effects from sale of cable television
systems:
Change in receivables and
prepaid expenses -- 863 607
Change in accounts payable and
accrued expenses (56) (3,407) (1,019)
Change in amounts due from (to)
related parties 2,596 (6,920) 3,775
------------------ ------------------ --------------
Net cash provided by (used in) operating
activities 2,891 (9,471) 9,529
------------------ ------------------ --------------
Cash flows from investing activities:
Capital expended for property and equipment -- (36) (2,491)
Proceeds from sale of cable television assets, net
of disposition fees paid -- 120,718 74,940
Other investing activities -- -- (163)
------------------ ------------------ --------------
Net cash provided by
investing activities $ -- 120,682 72,286
------------------ ------------------ --------------
</TABLE>
(continued)
II-10
<PAGE>
AMERICAN CABLE TV INVESTORS 4, LTD.
(A Colorado Limited Partnership)
Statements of Cash Flows, Continued
Years ended December 31, 1997, 1996 and 1995
(see note 2)
<TABLE>
<CAPTION>
1997 1996 1995
----------- ------------ --------
amounts in thousands
(see note 1)
<S> <C> <C> <C>
Cash flows from financing activities:
Repayments of debt $ -- (24,255) (40,647)
Distributions to partners -- (88,609) --
Distributions to minority owner of Newport News -- (35,789) --
Change in cash overdraft 203 (6,446) 6,446
---------- ------------ ----------
Net cash provided by (used in)
financing activities 203 (155,099) (34,201)
---------- ------------ ----------
Net increase (decrease) in cash and
cash equivalents 3,094 (43,888) 47,614
Cash and cash equivalents:
Beginning of year 4,216 48,104 490
---------- ------------ ----------
End of year $ 7,310 4,216 48,104
========== ============ ==========
</TABLE>
See accompanying notes to financial statements.
II-11
<PAGE>
AMERICAN CABLE TV INVESTORS 4, LTD.
(A Colorado Limited Partnership)
Notes to Financial Statements
December 31, 1997, 1996 and 1995
(1) Summary of Significant Accounting Policies
------------------------------------------
Organization
------------
American Cable TV Investors 4, Ltd. ("ACT 4"), a Colorado limited
partnership, was formed in December of 1985 for the purpose of acquiring,
developing and operating cable television systems. IR-TCI Partners IV, L.P.
("IR-TCI"), a Colorado limited partnership, is the general partner of ACT 4
(the "General Partner"). The two general partners of IR-TCI are TCI
Ventures Four, Inc., a subsidiary of TCI Cablevision Associates, Inc.
("Cablevision") and Integrated Cable Corp. IV, an indirect subsidiary of
Presidio Capital Corp. ("Presidio"). The limited partner of the General
Partner is Cablevision Equities V, a limited partnership whose partners are
certain former officers and key employees of the predecessor of
Cablevision. Cablevision, an indirect subsidiary of Tele-Communications,
Inc. ("TCI"), is the managing agent of ACT 4. In its public offering from
May of 1986 to April of 1987, ACT 4 sold 120,005 limited partnership units
at a price of $500 per Unit.
ACT 4 had a 60% ownership interest in Newport News. ACT 4 and Newport News
are collectively referred to herein as the "Partnership". American Cable
TV Investors 5, Ltd. ("ACT 5"), an affiliate, owned the 40% minority
interest in Newport News which was formed for the purpose of acquiring,
developing and operating the cable television system located in and around
Newport News, Virginia (the "Newport News System").
As further described in note 2, the Partnership has sold all of its cable
television assets.
The financial statements include the accounts of ACT 4 and Newport News
(through November 1996). As a result of the sale of the Newport News
System, Newport News was liquidated during the fourth quarter of 1996. See
note 2. All significant intercompany transactions and accounts have been
eliminated.
Allocation of Net Earnings
--------------------------
Net earnings are allocated 99% to the limited partners and 1% to the
General Partner, and distributions of Cash from Operations, Sales or
Refinancings (all as defined in the Partnership's limited partnership
agreement) shall be distributed 99% to the limited partners and 1% to the
General Partner until the limited partners receive distributions equal to
their original capital contributions ("Payback"). After the limited
partners have received distributions equal to Payback, the allocations of
net earnings, credits, and distributions of Cash from Operations, Sales or
Refinancings shall be 25% to the General Partner and 75% to the limited
partners. The Partnership's January 1996 distributions, which were funded
with proceeds from the sale of the Partnership's cable television assets,
allowed limited partners to achieve Payback. As such, Payback was deemed
to have occurred on January 1, 1996 in connection with the sale of the
Newport News System. See note 2. Accordingly, the limited partners' share
of earnings for the year ended December 31, 1996 includes $22,578,000
allocated prior to achieving Payback and $28,052,000 allocated after
achieving Payback.
(continued)
II-12
<PAGE>
AMERICAN CABLE TV INVESTORS 4, LTD.
(A Colorado Limited Partnership)
Notes to Financial Statements
Statement of Cash Flows
-----------------------
Cash and cash equivalents consist of investments which are readily
convertible into cash and have maturities of three months or less at the
time of acquisition.
At December 31, 1997 and 1996, all of the Partnership's cash and cash
equivalents were invested in commercial paper, discount notes or money
market funds. The Partnership is exposed to credit loss in the event of
non-performance by the other parties to such financial instruments.
However, the Partnership does not anticipate non-performance by the other
parties.
Cash paid by the Partnership for interest was none, $62,000, and $5,518,000
in 1997, 1996 and 1995, respectively.
Property and Equipment
----------------------
Property and equipment was stated at cost, which included an allocation of
the acquisition costs of cable television systems. Depreciation was
computed using the straight-line method over the estimated useful lives of
the assets, which ranged from 3 to 20 years.
Repairs and maintenance were charged to operations, and renewals and
additions, including interest costs related to construction, were
capitalized. Capitalized interest costs were not significant in any of the
years presented in the accompanying financial statements.
At the time of ordinary retirements, sales, or other dispositions of part
of a cable television system, the depreciated cost and cost of removal of
such property were charged to accumulated depreciation, and salvage value,
if any, was credited thereto. The net book value of assets retired or
disposed of as a result of major rebuilds and lost converters was charged
to depreciation expense in the period of disposition. Gains or losses were
only recognized in connection with the disposition of properties in their
entirety.
Franchise Costs
---------------
Franchise costs represented the difference between the acquisition cost of
the cable television systems and amounts allocated to the tangible assets.
Franchise costs were amortized using the straight-line method over the
remaining terms of the various franchise agreements at the time of
acquisition, which ranged from 4 to 19 years.
(continued)
II-13
<PAGE>
AMERICAN CABLE TV INVESTORS 4, LTD.
(A Colorado Limited Partnership)
Notes to Financial Statements
Other Assets
------------
Other assets were amortized using the straight-line method over the
estimated lives of the assets.
Estimates
---------
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities at
the date of the financial statements and the reported amounts of revenue
and expenses during the reporting period. Actual results could differ from
those estimates.
Net Earnings Per Unit
---------------------
Net earnings per Unit is calculated by dividing net earnings attributable
to the limited partners by the number of Units outstanding during the
period. The number of Units outstanding for each of the years in the
three-year period ended December 31, 1997 was 120,005.
Income Taxes
------------
No provision has been made for income tax expense or benefit in the
accompanying consolidated financial statements as the income or losses of
the Partnership are reported in the respective income tax returns of the
partners.
The Partnership had taxable income (loss) of $(116,000), $61.9 million and
$49.8 million for the years ended December 31, 1997, 1996 and 1995,
respectively.
(2) Sales Transactions
------------------
During 1995, ACT 4 sold all of its wholly-owned cable television systems in
three separate sales transactions (the "Wholly-Owned Sales"). In addition,
on January 1, 1996 the Newport News System was sold (together with the
Wholly-Owned Sales, the "Sales Transactions"). As a result of the Sales
Transactions, the Partnership is no longer engaged in the cable television
business and is currently seeking to make a final determination of its
liabilities so that liquidating distributions can be made in connection
with its dissolution.
In one transaction, ACT 4 sold its cable television system located in and
around Colton, California (the "Colton System") on July 3, 1995 to an
indirect subsidiary of TCI for cash proceeds of $10,216,000.
In a second transaction, ACT 4 sold its cable television system located in
and around North and South Kona and South Kohala, Hawaii on July 3, 1995 to
Time Warner Cable Ventures, a Division of Time Warner Entertainment Company
L.P. ("Time Warner") for cash proceeds of $31,119,000, of which $2,500,000
was placed in escrow (the "Kona Escrow"). The Kona Escrow was subject to
any indemnifiable claims by Time Warner through July 2, 1996. During the
fourth quarter of 1996, the Kona Escrow, exclusive of $108,000 paid to Time
Warner in satisfaction of a claim for indemnification, was released to ACT
4. Such amount was charged to operations prior to 1996. ACT 4 received
interest of $147,000 in conjunction with the release of the Kona Escrow.
(continued)
II-14
<PAGE>
AMERICAN CABLE TV INVESTORS 4, LTD.
(A Colorado Limited Partnership)
Notes to Financial Statements
In a third transaction, ACT 4 sold its cable television system located in
and around Chino, California on December 1, 1995 to Citizens Century Cable
Television Venture ("Citizens-Century"), an unaffiliated third party, for
cash proceeds of $40,585,000 (the "Chino Sale"). Pursuant to the terms of
the sale agreement, $2,025,000 of the sales price was placed in escrow (the
"Chino Escrow") and was subject to any indemnifiable claims made by
Citizens-Century through May 29, 1996. In May 1996, Citizens-Century filed
a claim for a breach of warranty in connection with the Chino Sale.
Citizens-Century has not submitted to ACT 4 an estimate of the cost
associated with such claim. The claim for indemnification has had and will
continue to have the effect of delaying the release of funds from the Chino
Escrow. In addition, any successful indemnification claim will have the
effect of reducing the amount of the Chino Escrow ultimately released to
ACT 4.
In a fourth transaction, the Newport News System was sold on January 1,
1996 to Cox Communications Rhode Island, Inc. ("Cox"), an unaffiliated
third party, for cash proceeds of $121,886,000 (the "Newport News Sale").
Pursuant to the terms of the sale agreement, $5,000,000 of the sales price
was placed in escrow (the "Newport News Escrow") and was subject to any
indemnifiable claims made by Cox through September 27, 1996. During the
fourth quarter of 1996, the Newport News Escrow plus accrued interest of
$170,000 was released to Newport News. ACT 4 had a 60% ownership interest
in Newport News. Accordingly, ACT 4 received $53,684,000 of the net cash
proceeds (after satisfaction of transaction costs and Newport News'
liabilities) from the Newport News Sale in 1996.
The gain on the Newport News Sale has been reduced by $510,000 to reflect
certain of Newport News' operating costs and expenses which were incurred
in 1995 but which were reflected in the 1996 financial records of Newport
News.
All of the Sales Transactions were approved by the limited partners at a
special meeting that occurred on June 20, 1995.
In connection with the Wholly-Owned Sales, ACT 4 used most of the cash
proceeds to (i) pay disposition fees of $2,454,000 ($1,840,500 to
Cablevision and $613,500 to Presidio Cable IV Corp. ("PCC"), a subsidiary
of Presidio) and (ii) repay debt and related accrued interest of
$35,150,000. In connection with the Newport News Sale, Newport News used
most of the cash proceeds to (i) pay a disposition fee of $3,668,000
($2,751,000 to Cablevision and $917,000 to PCC), (ii) repay debt and
related accrued interest of $24,306,000 and (iii) make cash distributions
to ACT 4 and ACT 5 of $53,684,000 and $35,789,000, respectively. The
Partnership used proceeds from the Sales Transactions to make initial
distributions to its General and limited partners of $7,606,000 and
$81,003,000 ($675 per Unit), respectively, in January 1996.
(continued)
II-15
<PAGE>
AMERICAN CABLE TV INVESTORS 4, LTD.
(A Colorado Limited Partnership)
Notes to Financial Statements
(3) Transactions with Related Parties
---------------------------------
The Partnership purchased programming services from affiliates of TCI. The
charges, which approximated such TCI affiliates' cost and were based upon
the number of subscribers served by the Partnership, aggregated $6,558,000
in 1995.
The Partnership had a management agreement with Cablevision whereby
Cablevision was responsible for performing all services necessary for the
management of the Partnership's cable television systems. As compensation
for these services, the Partnership paid a management fee equal to 6% of
gross revenue, as defined in the management agreement (5-1/2% to
Cablevision and 1/2% to PCC). Such fees aggregated $2,073,000 for the year
ended December 31, 1995. Although the management agreement was terminated
in connection with the consummation of the Sales Transactions, Cablevision
continues to serve as the managing agent of the Partnership.
The Partnership also reimburses Cablevision for direct out-of-pocket and
indirect expenses allocable to the Partnership and for certain personnel
employed on a full- or part-time basis to perform accounting, marketing,
technical, or other services. Such reimbursements amounted to $36,000,
$36,000 and $610,000 for the years ended December 31, 1997, 1996 and 1995,
respectively.
The Colton System shared office facilities, personnel and certain
distribution assets with certain affiliated cable television systems. As a
result, certain of the Colton System's operating and administrative
salaries and expenses were allocated based upon the Colton System's
estimated utilization of such office facilities and personnel. During the
year ended December 31, 1995, the Colton System's operating and
administrative salaries and expenses aggregated $515,000. The Partnership
sold the Colton System to an indirect subsidiary of TCI on July 3, 1995.
See note 2.
Cablevision and PCC had agreed to defer payment of certain management fees
and expense reimbursements owed to them by the Partnership, which were in
excess of the payment amount allowed by the terms of the Partnership's bank
credit facilities. In addition, Cablevision made advances to the
Partnership. Such deferred amounts and advances were evidenced by
subordinated promissory notes payable to Cablevision. Total interest
expense charged by Cablevision in 1995 was $388,000.
The Partnership was obligated to pay a disposition fee equal to 3% (2-1/4%
to Cablevision and 3/4% to PCC) of the gross proceeds from the sale of any
of its cable television systems. Such fee was due and payable at the time
the cable television system was sold if the consideration received was
greater than its adjusted cost, as defined in ACT 4's limited partnership
agreement. During 1995, the Partnership paid disposition fees of
$2,454,000, in connection with the Wholly-Owned Sales. In addition,
Newport News paid disposition fees of $3,668,000 during 1996 in connection
with the Newport News Sale. ACT 4's share of Newport News' aggregate
disposition fee was $2,201,000. See note 2.
(continued)
II-16
<PAGE>
AMERICAN CABLE TV INVESTORS 4, LTD.
(A Colorado Limited Partnership)
Notes to Financial Statements
Amounts due from related parties bear interest at variable rates (5.7% at
December 31, 1997). During the year ended December 31, 1997, interest
earned on amounts due from TCI and its affiliates was $102,000. Interest
earned on amounts due from TCI and its affiliates was not material during
the years ended December 31, 1996 and 1995.
(4) Contingencies
-------------
In May 1996, Citizens-Century filed a claim for a breach of warranty in
connection with the Chino Sale. Citizens-Century has not submitted to ACT
4 an estimate of the cost associated with such claim. The claim for
indemnification has had and will continue to have the effect of delaying
the release of funds from the Chino Escrow. In addition, any successful
indemnification claim will have the effect of reducing the amount of the
Chino Escrow ultimately released to ACT 4. See note 2.
II-17
<PAGE>
PART III.
Item 10. Directors and Executive Officers of the Registrant.
- -------- --------------------------------------------------
As the Partnership has no directors or officers of its own, all of the
Partnership's major decisions are made by IR-TCI, whose general partners are ICC
and TCIV 4.
The Partnership previously had entered into a management agreement with
Cablevision, pursuant to which Cablevision was responsible for the day-to-day
operations of the Partnership's cable television systems. Such agreement was
terminated in connection with the consummation of the Sales Transactions.
However, Cablevision continues to serve as the managing agent of the
Partnership.
As of January 31, 1998, the following executive officers and directors of
TCIV 4 and ICC operated IR-TCI:
<TABLE>
<CAPTION>
Name Position
---- --------
<S> <C>
Marvin Jones (1) Director and President of TCIV 4 since March 1996. Appointed
- ---------------- Executive Vice President and Chief Operating Officer of TCI
Born September 11, 1937 Communications, Inc. ("TCIC"), a subsidiary of TCI, in March
1997. President of one of TCIC's cable groups from November
1996 to March 1997. Mr. Jones has performed consulting
services in the cable television industry since December 1991.
Gary K. Bracken Vice President and Controller of Cablevision and TCIV 4 since
- --------------- March 1992. Appointed Executive Vice President of TCIC in
Born July 29, 1939 December 1997; appointed Senior Vice President of TCIC in
December 1991. Mr. Bracken has been Controller of TCIC since
1969. Was named Vice President and Principal Accounting
Officer of TCIC in 1982.
Stephen M. Brett (1) Director of TCIV 4 since August 1995. Vice President and
- -------------------- Secretary of Cablevision and TCIV 4 since March 1992.
Born September 20, 1940 Appointed Executive Vice President of TCIC in October 1997 and
has been General Counsel of TCIC since 1991; previously was
Senior Vice President of TCIC from December 1991 until October
1997; Executive Vice President, General Counsel and Secretary
of TCI since January 1994.
Bernard W. Schotters Vice President and Treasurer of Cablevision and TCIV 4 since
- -------------------- March 1992. Appointed Executive Vice President of TCIC in
Born November 24, 1944 January 1998. Senior Vice President-Finance and Treasurer of
TCIC from December 1991 to January 1998; previously was Vice
President - Finance of TCIC from 1984 to 1991; in August 1997,
was appointed Senior Vice President and Treasurer of TCI.
</TABLE>
III-1
<PAGE>
<TABLE>
<CAPTION>
<S> <C>
Richard Sabella (1) Director and President of ICC since November 1997. From 1989
- ------------------- through 1997, Mr. Sabella was a Partner and head of the real
Born April 8, 1955 estate division of Cahill, Gordon & Reindel. Prior to that he
was associated with the law firms of Milgrim, Thomajian, Jacobs
and Lee, P.C. and Cravath Swaine & Moore.
David King (1) Director, Executive Vice President and Assistant Treasurer of
- -------------- ICC since November 1997. From 1990 through 1997, Mr. King was
Born April 21, 1962 Senior Vice President of Finance for Olympia & York Companies
(USA). Prior to that, Mr. King was employed with Bankers Trust
in its real estate finance group.
Kevin Reardon Director, Vice President, Treasurer and Secretary of ICC since
- ------------- November 1997. From 1993 to 1996, Mr. Reardon was the Director
Born September 3, 1958 of Finance at Dewey Ballantine. From 1996 to 1997, he was the
Controller at Lazard Freres Real Estate Investors.
Allan Rothschild Executive Vice President and General Counsel of ICC since
- ---------------- December 1997. From 1995 through 1997, Mr. Rothschild was the
Born June 2, 1961 Senior Vice President and General Counsel at Newkirk Limited
Partnership. Prior to that he was associated with the law firm
of Proskauer, Rose LLP.
Lawrence Schachter Senior Vice President and Chief Financial Officer of ICC since
- ------------------ January 1998. From 1992 through 1995, Mr. Schachter was the
Born September 18, 1956 Controller at Greenthal/Harlan Realty Services, Inc. In
addition, he was the Controller at Goodrich Associates from
1995 through 1996. From 1996 to 1998, Mr. Schachter held the
position of Controller at CB Commercial Hampshire LLC.
W. Edward Scheetz (1) Director of ICC since July 1997. From 1993 through 1997, Mr.
- --------------------- Scheetz was a partner at Apollo Realty, Advisors, LP. From
Born November 11, 1965 1989 through 1993, he was a principal with Trammell Crow
Ventures.
David Hamamoto (1) Director of ICC since July 1997. From 1988 through 1997, Mr.
- ------------------ Hamamoto was a Partner of the real estate principal investment
Born October 26, 1959 area at Goldman Sachs & Co.
</TABLE>
(1) Directors of TCIV 4 and ICC serve until their successors are duly
appointed and qualified.
There are no family relations, of first cousin or closer, among the
individuals named above, by blood, marriage or adoption.
During the past five years, none of the persons named above has had any
involvement in such legal proceedings as would be material to an evaluation of
that person's ability or integrity.
III-2
<PAGE>
Pursuant to section 16(a) of the Securities Exchange Act of 1934, as
amended, the officers and directors of the general partners are required to file
reports of ownership and changes in ownership with the Securities and Exchange
Commission (the "Commission"). Officers and directors are required by
regulation of the Commission to furnish the Partnership with copies of all
Section 16(a) forms filed.
Based solely on its review of the copies of such forms received by it, or
written representations from certain reporting persons that no Form 5s were
required for those persons, the Partnership believes that, during the fiscal
year ended December 31, 1997, all applicable filing requirements were complied
with, except that Richard Sabella, David King, Kevin Reardon, Allan Rothschild,
Lawrence Schachter, W. Edward Scheetz, and David Hamamoto each filed one Form 3
late.
Item 11. Executive Compensation.
- ------- ----------------------
The Partnership pays no direct compensation to the individuals named above,
but instead pays for their services through management and other fees paid to
Cablevision and Presidio. See "Certain Relationships and Related Transactions"
----------------------------------------------
below.
Item 12. Security Ownership of Certain Beneficial Owners and Management.
- -------- --------------------------------------------------------------
No general or limited partner of the Partnership owns more than 5% of the
Units.
None of the individuals referred to in Item 10 above own (i) any Units of
the Partnership or (ii) more than 1% of the outstanding shares of TCI, the
ultimate parent and owner, directly or indirectly, of all of the voting stock of
TCIV 4.
Cablevision owns 40 Units and Presidio owns 7 Units.
Item 13. Certain Relationships and Related Transactions
- -------- ----------------------------------------------
At December 31, 1997, TCI and its affiliates owed the Partnership $121,000.
Such amounts bear interest at variable rates (5.7% at December 31, 1997).
During the year ended December 31, 1997, interest earned on such amounts was
$102,000.
III-3
<PAGE>
PART IV.
Item 14. Exhibits, Financial Statements and Financial Statement Schedules
- ---------- ----------------------------------------------------------------
and Reports on Form 8-K.
------------------------
(a) (1) Financial Statements Page
-------------------- ----
Included in Part II of this Report:
Independent Auditors' Report II-6
Balance Sheets,
December 31, 1997 and 1996 II-7
Statements of Operations,
Years ended December 31, 1997, 1996 and 1995 II-8
Statements of Partners' Equity,
Years ended December 31, 1997, 1996 and 1995 II-9
Statements of Cash Flows,
December 31, 1997, 1996 and 1995 II-10
Notes to Financial Statements,
December 31, 1997, 1996 and 1995 II-12
(a) (2) Financial Statement Schedules
-----------------------------
All schedules are omitted as they are not required or are not
applicable.
IV-1
<PAGE>
(a) (3) Exhibits
--------
The following exhibits are filed herewith or incorporated by reference herein
(according to the number assigned to them in Item 601 of Regulation S-K), as
noted:
3 - Articles of Incorporation and Bylaws:
Limited Partnership Agreement, incorporated by reference from Exhibit A to
Prospectus filed as part of Post-effective Amendment No. 1 to
Registration Statement 33-2042.
Limited Partnership Agreement of General Partner, incorporated by
reference Registration Statement 33-10707.
10 - Material Contracts:
Management Agreement between Cablevision and the Partnership incorporated
by reference to the Partnership's Annual Report on Form 10-K for the year
ended December 31, 1987 (Commission File No. 0-15745).
Acquisition and Disposition Services Agreement between Cablevision and the
Partnership, incorporated by reference to the Partnership's Annual Report
on Form 10-K for the year ended December 31, 1987 (Commission File No.
015745).
Consulting Agreement re: ACT 4 between Cablevision and Presidio,
incorporated by reference to the Partnership's Annual Report on Form 10-K
for the year ended December 31, 1987 (Commission File No. 0-15745).
Asset Purchase Agreement by and among American Cable TV Investors 4, Ltd.
and Century Communications Corp. and Citizens Utilities Company dated as
of February 26, 1993, incorporated by reference to the Partnership's
Current Report on Form 8-K dated March 5, 1993.
First Amendment, dated as of June 21, 1993, to Asset Purchase Agreement,
dated as of February 26, 1993 by and among American Cable TV Investors 4,
Ltd. and Century Communications Corp. and Citizens Utilities Company,
incorporated by reference to the Partnership's Annual Report on Form 10-K
for the year ended December 31, 1993.
Second Amendment, dated as of November 30, 1993, to Asset Purchase
Agreement, dated as of February 26, 1993, by and among American Cable TV
Investors 4, Ltd. and Century Communications Corp. and Citizens Utilities
Company, incorporated by reference to the Partnership's Annual Report on
Form 10-K for the year ended December 31, 1993.
Letter Agreement, dated January 24, 1995, to Asset Purchase Agreement
dated as of February 26, 1993, by and among American Cable TV Investors
4, Ltd. and Century Communications Corp. and Citizens Utilities Company,
incorporated by reference to the Partnership's Annual Report on Form 10-K
for the year ended December 31, 1994.
27 - Financial Data Schedule.
(b) Reports on Form 8-K filed during the quarter ended December 31, 1997:
None.
IV-2
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Partnership has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
AMERICAN CABLE TV INVESTORS 4, LTD., A Colorado Limited Partnership
By: IR-TCI PARTNERS IV, L.P., Its General Partner
By: TCI VENTURES FOUR, INC., a General Partner
By: /s/ Marvin Jones February 27, 1998
----------------------
Marvin Jones
President and Director - TCI Ventures Four, Inc.
(Principal Executive Officer)
By: INTEGRATED CABLE CORP. IV, a General Partner
By: /s/ Richard Sabella February 27, 1998
----------------------
Richard Sabella
President - Integrated Cable Corp. IV
(Principal Executive Officer)
Pursuant to the Securities Act of 1934, this report has been signed by the
following persons on behalf of the Partnership and in the capacities and on the
dates indicated:
<TABLE>
<CAPTION>
Signature Date
--------- ------
<S> <C>
/s/ Marvin Jones
-----------------------------------------------
Marvin Jones February 27, 1998
President and Director - TCI Ventures Four, Inc.
(Principal Executive Officer)
/s/ Bernard W. Schotters February 27, 1998
-----------------------------------------------
Bernard W. Schotters
Vice President and Treasurer - TCI Ventures Four, Inc.
(Chief Financial Officer)
/s/ Gary K. Bracken February 27, 1998
-----------------------------------------------
Gary K. Bracken
Vice President and Controller - TCI Ventures Four, Inc.
(Principal Accounting Officer)
</TABLE>
IV-3
<PAGE>
<TABLE>
<CAPTION>
Signature Date
--------- ----
<S> <C>
/s/ Stephen M. Brett February 27, 1998
-----------------------------------------------
Stephen M. Brett
Vice President and Secretary and
Director - TCI Ventures Four, Inc.
/s/ Richard Sabella February 27, 1998
-----------------------------------------------
Richard Sabella
President and Director - Integrated Cable Corp. IV (Principal
Executive Officer)
/s/ W. Edward Scheetz February 27, 1998
-----------------------------------------------
W. Edward Scheetz
Director - Integrated Cable Corp. IV
/s/ David Hamamoto February 27, 1998
-----------------------------------------------
David Hamamoto
Director - Integrated Cable Corp. IV
/s/ David King February 27, 1998
-----------------------------------------------
David King
Executive Vice President and Director - Integrated Cable Corp. IV
/s/ Kevin Reardon February 27, 1998
-----------------------------------------------
Kevin Reardon
Vice President, Treasurer, Secretary and Director - Integrated
Cable Corp. IV
</TABLE>
IV-4
<PAGE>
AMERICAN CABLE TV INVESTORS 4, LTD.
EXHIBIT INDEX
The following exhibits are filed herewith or incorporated by reference herein
(according to the number assigned to them in Item 601 of Regulation S-K), as
noted:
3 - Articles of Incorporation and Bylaws:
Limited Partnership Agreement, incorporated by reference to Exhibit A to
Prospectus filed as part of Post-effective Amendment No. 1 to
Registration Statement 33-2042.
Limited Partnership Agreement of General Partner, incorporated by
reference Registration Statement 33-10707.
10 - Material Contracts:
Management Agreement between Cablevision and the Partnership
incorporated by reference to the Partnership's Annual Report on Form
10-K for the year ended December 31, 1987 (Commission File No. 0-
15745).
Acquisition and Diposition Services Agreement between Cablevision and
the Partnership, incorporated by reference to the Partnership's Annual
Report on Form 10-K for the year ended December 31, 1987 (Commission
File No. 0-15745).
Consulting Agreement re: ACT 4 between Cablevision and Presidio,
incorporated by reference to the Partnership's Annual Report on Form
10-K for the year ended December 31, 1987 (Commission File No. 0-
15745).
Asset Purchase Agreement by and among American Cable TV Investors 4,
Ltd. and Century Communications Corp. and Citizens Utilities Company
dated as of February 26, 1993, incorporated by reference to the
Partnership's Current Report on Form 8-K dated March 5, 1993.
First Amendment, dated as of June 21, 1993, to Asset Purchase Agreement,
dated as of February 26, 1993 by and among American Cable TV Investors
4, Ltd. and Century Communications Corp. and Citizens Utilities
Company, incorporated by reference to the Partnership's Annual Report
on Form 10-K for the year ended December 31, 1993.
Second Amendment, dated as of November 30, 1993, to Asset Purchase
Agreement, dated as of February 26, 1993, by and among American Cable
TV Investors 4, Ltd. and Century Communications Corp. and Citizens
Utilities Company, incorporated by reference to the Partnership's
Annual Report on Form 10-K for the year ended December 31, 1993.
Letter Agreement dated January 24, 1995, to Asset Purchase Agreement
dated as of February 26, 1993, by and among American Cable TV
Investors 4, Ltd. and Century Communications Corp. and Citizens
Utilities Company, incorporated by reference to the Partnership's
Annual Report on Form 10-K for the year ended December 31, 1994.
27 - Financial Data Schedule.
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE ANNUAL
REPORT ON FORM 10-K AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 1997.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> DEC-31-1997
<CASH> 7,310
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 9,456
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 9,224
<TOTAL-LIABILITY-AND-EQUITY> 9,456
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 351
<INCOME-TAX> 0
<INCOME-CONTINUING> 351
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 351
<EPS-PRIMARY> 2.19<F1>
<EPS-DILUTED> 0
<FN>
<F1>EPS-PRIMARY REPRESENTS NET EARNINGS PER LIMITED PARTNERSHIP UNIT.
</FN>
</TABLE>
