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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)
QVC Network, Inc.
(Name of Issuer)
Common Stock ($.01 par value)
(Title of Class of Securities)
747262 10 3
(CUSIP Number)
Craig D. Holleman
Sabin, Bermant & Gould
350 Madison Avenue
New York, New York 10017
(212) 692-4400
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
August 15, 1994
(Date of Event which Requires Filing of this Statement)
If a 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 [ ].
Check the following box if a fee is being paid with this
statement [ ]. (A fee is not required only if the reporting
person: (1) has a previous statement on file reporting
beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of five
percent or less of such class.) (See Rule 13d-7.)
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- ---------------------
CUSIP NO. 747262 10 3
- ---------------------
- ------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Advance Publications, Inc.
- ------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [X]
(b) [ ]
- ------------------------------------------------------------
3. SEC USE ONLY
- ------------------------------------------------------------
4. SOURCE OF FUNDS
OO
- ------------------------------------------------------------
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
[ ]
- ------------------------------------------------------------
6. CITIZENSHIP OR PLACE OF ORGANIZATION
New York
- ------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF 0
SHARES ----------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 125,000
EACH ----------------------------------------
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON 0
WITH ----------------------------------------
10 SHARED DISPOSITIVE POWER
125,000
- ------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
125,000
- ------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
[ ]
- ------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
.3%
- ------------------------------------------------------------
14 TYPE OF REPORTING PERSON
CO
- ------------------------------------------------------------
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- ---------------------
CUSIP NO. 747262 10 3
- ---------------------
- ------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Donald E. Newhouse
- ------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [X]
(b) [ ]
- ------------------------------------------------------------
3. SEC USE ONLY
- ------------------------------------------------------------
4. SOURCE OF FUNDS
OO
- ------------------------------------------------------------
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
[ ]
- ------------------------------------------------------------
6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
- ------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF 0
SHARES ----------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 125,000
EACH ----------------------------------------
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON 0
WITH ----------------------------------------
10 SHARED DISPOSITIVE POWER
125,000
- ------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
125,000
- ------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
[ ]
- ------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
.3%
- ------------------------------------------------------------
14 TYPE OF REPORTING PERSON
IN
- ------------------------------------------------------------
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- ---------------------
CUSIP NO. 747262 10 3
- ---------------------
- ------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
S.I. Newhouse, Jr.
- ------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [X]
(b) [ ]
- ------------------------------------------------------------
3. SEC USE ONLY
- ------------------------------------------------------------
4. SOURCE OF FUNDS
OO
- ------------------------------------------------------------
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
[ ]
- ------------------------------------------------------------
6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
- ------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF 0
SHARES ----------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 125,000
EACH ----------------------------------------
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON 0
WITH ----------------------------------------
10 SHARED DISPOSITIVE POWER
125,000
- ------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
125,000
- ------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
[ ]
- ------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
.3%
- ------------------------------------------------------------
14 TYPE OF REPORTING PERSON
IN
- ------------------------------------------------------------
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This Amendment, dated September 15, 1994 (this
"Amendment"), to the Statement on Schedule 13D, dated April
15, 1994 (the "Statement"), filed by Advance Publications,
Inc., a New York corporation ("Advance"), Donald E. Newhouse
and S. I. Newhouse, Jr., relates to the common stock ($.01 par
value) ("Common Stock"), of QVC Network, Inc., a Delaware
corporation (the "Company") and is filed pursuant to Section
13(d) of the Securities Exchange Act of 1934, as amended (the
"Act"). Advance, Donald E. Newhouse and S.I. Newhouse, Jr.
are collectively referred to herein as the "Reporting
Persons."
This Amendment is being jointly filed by the
Reporting Persons pursuant the joint filing agreement filed as
Exhibit 1 hereto. Capitalized terms not defined herein shall
have the meanings ascribed to such terms in the Statement.
Item 2. Identity and Background.
This Amendment is being jointly filed by the
Reporting Persons. Donald E. Newhouse and S.I. Newhouse, Jr.
are the co-trustees of Advance Voting Trust, a testamentary
trust under the will of S.I. Newhouse, Sr. that owns all of
the equity securities of Advance eligible to vote for
directors of Advance. The name, business address, principal
occupation or employment and, as appropriate, citizenship or
state of organization of each Reporting Person and each person
who is an executive officer or director of a Reporting Person
or a person controlling a Reporting Person are set forth on,
and incorporated by reference to, Schedule I attached hereto.
During the last five years, none of the Reporting Persons and,
to the knowledge of the Reporting Persons, none of the persons
listed on Schedule I attached hereto, has been convicted in a
criminal proceeding (excluding traffic violations or similar
misdemeanors) or was 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.
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Item 5. Interest in Securities of the Issuer.
The shares of Common Stock deemed beneficially owned
by the Reporting Persons consist of 125,000 shares of Common
Stock previously acquired by Advance. On August 15, 1994, the
Advance Option to acquire 2,833,333 shares of Common Stock
(subject to adjustment upon certain changes in the Company's
capitalization) for $170,000,000 ($60 per share of Common
Stock) expired, unexercised. As a consequence, the Reporting
Persons ceased to be the beneficial owner of more than 5
percent of the outstanding Common Stock.
Based on the information set forth above and
information contained in the most recent publicly available
filings of the Company with the Securities and Exchange
Commission (as supplemented by representations by the Company
in the Option Agreement regarding the number of outstanding
shares of Common Stock), each of the Reporting Persons may be
deemed to beneficially own the number and percentage of
outstanding shares of Common Stock listed in its responses to
Items 11 and 13, respectively, of the cover page filed
herewith relating to such Reporting Person. In addition, the
number of shares of Common Stock which may be deemed
beneficially owned by each Reporting Person with respect to
which such Reporting Person (i) has sole voting power, (ii)
shares voting power, (iii) has sole dispositive power and (iv)
shares dispositive power are listed in the responses to Items
7, 8, 9 and 10, respectively, of the cover page filed herewith
relating to such Reporting Person.
Item 7. Material to be Filed As Exhibits.
Exhibit Description
(1) Joint Filing Agreement, dated
September 15, 1994, among Advance,
Donald E. Newhouse and S.I. Newhouse,
Jr.
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SIGNATURES
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.
Dated: September 15, 1994
ADVANCE PUBLICATIONS, INC.
By: /s/ Donald E. Newhouse
Name: Donald E. Newhouse
Title: President
/s/ Donald E. Newhouse
Donald E. Newhouse
/s/ S.I. Newhouse, Jr.
S. I. Newhouse, Jr.
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SCHEDULE I
Name: Advance Publications, Inc.
Business Address: 950 Fingerboard Road
Staten Island, NY 10305
Principal Business: Publishing
State of Organization: New York
Name: Donald E. Newhouse
Business Address: Star-Ledger Plaza
Newark, NJ 07101
Principal Occupation: Member of the Board of
Directors, President and
Treasurer of Advance
Publications, Inc.
Employer: Various affiliates of
Advance Publications, Inc.
Employer's Address: 950 Fingerboard Road
Staten Island, NY 10305
Principal Business of Employer: Publishing
Citizenship: U.S.A.
Name: S.I. Newhouse, Jr.
Business Address: 350 Madison Avenue
New York, NY 10017
Principal Occupation: Chairman of the Board of
Directors and Vice
President of Advance
Publications, Inc.
Employer: Various affiliates of
Advance Publications, Inc.
Employer's Address: 950 Fingerboard Road
Staten Island, NY 10305
Principal Business of Employer: Publishing
Citizenship: U.S.A.
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Name: Samual I. Newhouse, III
Business Address: Evening Journal Association
30 Journal Square
Jersey City, NJ 07306
Principal Occupation: Member of the Board of
Directors of Advance
Publications, Inc.
Employer: Various affiliates of
Advance Publications, Inc.
Employer's Address: 950 Fingerboard Road
Staten Island, NY 10305
Principal Business of Employer: Publishing
Citizenship: U.S.A.
Name: Richard E. Diamond
Business Address: Staten Island Advance
950 Fingerboard Road
Staten Island, NY 10305
Principal Occupation: Vice President and
Secretary of Advance
Publications, Inc.
Employer: Advance Publications, Inc.
Employer's Address: 950 Fingerboard Road
Staten Island, NY 10305
Principal Business of Employer: Publishing
Citizenship: U.S.A.
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INDEX TO EXHIBITS
Exhibit No. Exhibit Page
(99) Joint Filing Agreement, dated
September 15, 1994, among Advance,
Donald E. Newhouse and
S.I. Newhouse, Jr.
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EXHIBIT 99
JOINT FILING AGREEMENT
Pursuant to Rule 13d-1(f) promulgated under the
Securities Exchange Act of 1934, the undersigned hereby agree
to the joint filing of this Amendment No. 1 to Statement on
Schedule 13D including any amendments thereto.
This Agreement may be executed in any number of
counterparts, each of which shall be deemed an original, but
all of which shall constitute one and the same instrument.
Dated: September 15, 1994
ADVANCE PUBLICATIONS, INC.
By: /s/ Donald E. Newhouse
Name: Donald E. Newhouse
Title: President
/s/ Donald E. Newhouse
Donald E. Newhouse
/s/ S. I. Newhouse, Jr.
S. I. Newhouse, Jr.
