SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 of 15(d) of the
Securities Exchange Act of 1934
October 8, 1998
Date of Report (Date of earliest event reported)
ML DELPHI PREMIER PARTNERS,
L.P.
(Exact name of registrant as specified in its
charter)
Delaware 0-15763 13-
3350265
(State or other (Commission (IRS
Employer
jurisdiction of incorporation) File Number)
Identification No.)
666 Third Avenue, New York, New York
10017
(Address of principal executive officer) (Zip Code)
Registrant's telephone number, including area
code 212-983-9040
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Item 5. Other Events
Columbia Pictures Industries, Inc. ("Columbia") and TriStar
Pictures, Inc. ("TriStar") have offered to purchase from ML
Delphi Premier Partners, L.P. (the "Partnership") its direct
interest in three films distributed by Columbia Pictures, a
division of Columbia and its interest in Tri-Star-ML Delphi
Premier Productions, respectively, for $200,000 and $625,000,
respectively (collectively referred to as the "Transactions").
The General Partner, on behalf of the Partnership, has agreed in
principle to accept this offer subject to finalizing the
definitive documentation for the Transactions. The sale
proceeds, less Partnership expenses and less a reserve for
expenses to pay and/or otherwise satisfy liabilities and/or
obligations of the Partnership that presently exist or that are
expected to arise in the future, will be distributed to partners
in accordance with the Partnership's Amended and Restated
Agreement of Limited Partnership. Based upon such proposed
sale, the final cash distribution to limited partners is expected
to be in excess of $110 per original $5,000 unit. These
distributions and payments will represent the final distributions
of the Partnership, and the Partnership will thereafter be
terminated.
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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, thereunto duly authorized.
ML DELPHI PREMIER PARTNERS, L.P.
A Delaware Limited Partnership
By: ML Delphi Partners, L.P.,
General Partner
By: ML Film Entertainment Inc.,
general partner
October 8, 1998 /s/ Audrey L. Bommer.
Date Audrey L. Bommer
Vice President and Treasurer
of the Managing Partner of the
General Partner
(principal financial officer and
principal
accounting officer of the
Registrant)
October 8, 1998 /s/ David G. Cohen
Date David G. Cohen
Director and Vice President of the
Managing Partner of the General
Partner