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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 14D-1
Tender Offer Statement Pursuant to Section 14(d)(1)
of the Securities Exchange Act of 1934
AMENDMENT No. 2
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Cable TV Fund 14-A, Ltd.
(Name of Subject Company)
Madison Liquidity Investors 104, LLC
(Bidder)
LIMITED PARTNERSHIP INTERESTS
(Title of Class of Securities)
None
(CUSIP Number of Class of Securities)
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Copy to:
Ronald M. Dickerman Lance D. Myers, Esq.
Madison Liquidity Investors 104, LLC Cullen and Dykman
P.O. Box 7461 177 Montague Street
Incline Village, Nevada 89452 Brooklyn, New York 11201
(212) 687-1899 (718) 780-0048
(Name, Address and Telephone Number of
Person Authorized to Receive Notices and
Communications on Behalf of Bidder)
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AMENDMENT NO. 2 TO SCHEDULE 14D-1
This Amendment No. 2 amends the Tender Offer Statement on Schedule 14D-1
filed by Madison Liquidity Investors 104, LLC, a Delaware Limited Liability
Company (the "Purchaser"), with the Securities and Exchange Commission pursuant
to a Rule 201 temporary hardship exemption on November 2, 1998, with its
confirming copy having been filed on the EDGAR system on November 23, 1998 as
amended and supplemented by Amendment No. 1 on November 25, 1998, relating to
the Tender Offer by the Purchaser to purchase up to 15,840 Units of limited
partnership interests ("Units") of Cable TV Fund 14-A, Ltd., a Colorado limited
partnership, upon the terms and subject to the conditions set forth in the
Purchaser's Offer to Purchase dated October 30, 1998 and the related Agreement
of Transfer and Sale (which, together with any amendment or supplements thereto
constitute the "Offer"). Terms not otherwise defined herein shall have the
respective meanings ascribed to then in the Schedule 14D-1, the Offer to
Purchase and other exhibits thereto.
<PAGE>
ITEM 11. MATERIALS TO BE FILED AS EXHIBITS
(a)(5) -- Text of Press Release issued by the Purchaser on December 18,
1998.
SIGNATURE
After due 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: December 18, 1998
MADISON LIQUIDITY INVESTORS 104, LLC
By: /s/ RONALD S. DICKERMAN
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Ronald S. Dickerman
Title: Managing Director
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EXHIBIT INDEX
Exhibit
Number
(a)(5) Text of Press Release issued by the Purchaser on December 18, 1998.
Press Release-For Immediate Release
Madison Withdraws Tender Offer
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NEW YORK--Madison Liquidity Investors 104, LLC, an investment management
limited liability company that has commenced a tender offer for limited
partnership interests of Cable TV Fund 14-A, Ltd., a Colorado limited
partnership, said Monday that it is withdrawing the tender offer effective
immediately.
For investment purposes, Madison had offered to buy up to 15,840
Partnership Units at $230.00 per Unit. As of the close of business on December
4, 1998, Madison said that 328 Units have been tendered and not withdrawn under
its tender offer. Such Units will be returned to their holders prior to Madison
commencing a new tender offer.
Madison anticipates commencing a new tender offer in the near future and
all interested Unitholders who wish to tender their Units will be able to do so
at that time.
Madison Liquidity Investors 104, LLC is an affiliate of The Madison Avenue
Capital Group, LLC, a Delaware Limited Liability Company that invests in limited
partnership units, common stock and other securities issued by companies which
own diversified portfolios of real estate, cable television systems,
transportation and other leased equipment, film portfolios, LBO/venture
investment portfolios and other cash flow producing assets. The Madison Avenue
Capital Group and its affiliates have over $270 million in committed capital.
Questions and requests for assistance or additional copies of the tender offer
material may be directed to Madison Liquidity Investors 104, LLC, c/o Gemisys
Tender Services, 7103 South Revere Parkway, Englewood, Colorado 80112, Telephone
(303) 705-6390.
