CENTURY COMMUNICATIONS CORP
8-K, 1997-12-10
CABLE & OTHER PAY TELEVISION SERVICES
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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): December 9, 1997

                          Century Communications Corp.
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

                                     0-16899
                            -------------------------
                            (Commission File Number)


              New Jersey                                       06-1158179
- --------------------------------------                  ------------------------
    (State or other jurisdiction                             (I.R.S. Employer
  of incorporation or organization)                       Identification Number)

          50 Locust Avenue
       New Canaan, Connecticut                                   06840
- --------------------------------------                  ------------------------
       (Address of principal                                   (Zip Code)
         executive offices)

       Registrant's telephone number, including area code (203) 972-2000


- --------------------------------------------------------------------------------
          (Former name or former address, if changed since last report)

                                Page 1 of 7 Pages
                             Exhibit Index on Page 4

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Item 5.  Other Events

         Century Communications Corp. (the "Company") issued a press release on
December 9, 1997 regarding a partnership and cable system trades in the Bay Area
and Southern California.

Item 7.  Financial Statements and Exhibits

(c)      Exhibits.

         The following exhibit is filed as part of this Current Report on Form
         8-K:

99       Press release of the Company dated December 9, 1997.

                                       -2-

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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.

                                               CENTURY COMMUNICATIONS CORP.

                                               By: /s/ Robert J. Larson
                                                   -----------------------------
                                               Name:  Robert J. Larson
                                               Title: Assistant Secretary

Date: December 10, 1997

                                       -3-

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                                  EXHIBIT INDEX

Exhibit                                                                    Page
No.               Description                                               No.
- -------           -----------                                              -----
99                Press release of the Company dated December 9, 1997.       5

                                       -4-

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[LOGO]                                                                    [LOGO]

FOR IMMEDIATE RELEASE
December 9, 1997
Contacts: TCI Media Relations, LaRae Marsik, (303) 267-5273
          Century Communications, Scott N. Schneider, CFO, (203) 972-2002

              TCIC AND CENTURY COMMUNICATIONS ANNOUNCE PARTNERSHIP
             AND CABLE SYSTEM TRADES, STRENGTHENING KEY LOCAL CABLE
                 MARKETS IN THE BAY AREA AND SOUTHERN CALIFORNIA

ENGLEWOOD, CO/NEW CANAAN, CT--TCI Communications, Inc. ("TCIC") and Century
Communications Corp. ("Century") announced today that they have signed a letter
of intent to establish a strategic partnership that will combine multiple cable
systems in Southern California, building more efficient and unified local cable
operations for these communities. The companies have also agreed to exchange
certain cable systems in Northern and Southern California, deepening TCIC's
commitment to the Bay Area and expanding Century's reach in Southern
California.

The Southern California partnership is expected to create notable operational
advantages, enhancing customer service efforts and providing a more unified
advertising and marketing platform in each local community. TCIC will contribute
systems serving approximately 245,000 customers in and around Los Angeles
County, Arcadia, Redlands, Ventura and Hemet to the partnership, and Century
will contribute systems serving customers in Sherman Oaks, Santa Monica, Anaheim
and other areas around East San Fernando Valley serving approximately 500,000
customers. TC1C is expected to own approximately 25 percent of the new
partnership, with Century managing the newly combined markets and owning
approximately 75 percent of the partnership. The establishment of this agreement
will also permit TCIC and Century to reduce a meaningful portion of debt on
their respective consolidated balance sheets.

The companies have also agreed to exchange cable systems in certain communities
in Northern and Southern California, allowing each company to unify operations
in existing service areas. TCIC will exchange its East San Fernando Valley cable
systems serving approximately 90,000 customers for the majority of Century's
Northern California cable systems, serving approximately 90,000 customers in the
communities of San Pablo, Benicia, Fairfield and Rohnert Park, California. This
transaction will allow TCIC to strengthen its strong commitment to the Bay
Area, and it will provide Century the opportunity to further expand its presence
in Southern California.

                                    - more -

                                        5

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"The Bay Area is a leading market for TCIC, and our commitment to the 1.3
million customers we serve in this area is evident as we continue to progress
in our service levels and in the products we offer to customers," said Leo J.
Hindery, Jr., President and Chief Executive Officer of TCIC. "As we continue to
combine our local strengths with other leading companies, we are very pleased to
work with Century in markets as complex and attractive as Los Angeles and
Southern California. Together, we look forward to concentrating our local
resources to strongly serve our customers and the individual needs of each
community."

"We are delighted to increase the scope of our operations in the Southern
California market," said Bernard P. Gallagher, President and Chief Operating
Officer of Century. "This combination will provide Century with a regional
economy of scale to offer better and more enhanced services to our customers.
While we've enjoyed local relationships in Northern California for nearly
twenty-five years, we are confident that the strong TCI commitment to the
region will bring great service benefits and new offerings to those systems."

Additional terms of the letter of intent were not disclosed. The transactions
are subject to the signing of definitive agreements and to all appropriate
regulatory approvals and other consents.

A specific list of the communities affected by this agreement is attached.

Century Communications Corp. is traded on the National Market tier of the Nasdaq
Stock Market under the symbol CTYA.

Tele-Communications, Inc. is traded through the TCI Group, the TCI Ventures
Group and the Liberty Media Group common stocks. The Series A and Series B
TCI Group common stocks are traded on the National Market tier of the Nasdaq
Stock Market under the symbols of TCOMA and TCOMB, respectively.

                                       ###


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           CABLE SYSTEMS INVOLVED IN THE TCIC/CENTURY PARTNERSHIP:

FROM TCIC
- ---------

Arcadia, CA
Hemet, CA
Los Angeles County, CA
Redlands, CA
Ventura, CA

FROM CENTURY
- ------------

Anaheim, CA
Brea, CA
Chino, CA
East San Fernando Valley, CA
Glendora, CA
Hermosa Beach, CA
Los Angeles, CA
Redondo Beach, CA
Santa Monica, CA
Sherman Oaks, CA
Ventura, CA
Walnut, CA
Yucca Valley, CA


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