ENSTAR INCOME GROWTH PROGRAM SIX B L P
8-K, 1999-06-30
CABLE & OTHER PAY TELEVISION SERVICES
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<PAGE>   1
                       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: June 25, 1999
                       (Date of earliest event reported)




                   ENSTAR INCOME/GROWTH PROGRAM SIX-B, L.P.,
                         a Georgia limited partnership
             (Exact name of registrant as specified in its charter)





<TABLE>

<S>                                   <C>                       <C>
          Georgia                    Commission File:          58-1754588
(State or other jurisdiction              0-18495             (I.R.S. Employer
of incorporation or organization)                            Identification No.)
</TABLE>





                      10900 Wilshire Boulevard, 15th Floor
                         Los Angeles, California 90024
          (Address of principal executive offices, including zip code)






                                 (310) 824-9990
                (Registrant's phone number, including area code)


<PAGE>   2
Item 5.    Other Events

     As of 5:00 p.m., Los Angeles time on June 25, 1999, Enstar Income/Growth
Program Six-B, L.P. ("Enstar Six-B") completed the solicitation of consents to
its Liquidation Plan. The Liquidation Plan is described in detail in Enstar
Six-B's Consent Solicitation Statement dated April 30, 1999 and Supplement
dated June 9, 1999. The holders of 65.37% of the outstanding units voted to
approve the Liquidation Plan. Consent of at least a majority of the total
outstanding units was necessary in order for the Liquidation Plan to become
effective. Consequently, the Liquidation Plan was approved and is binding upon
the unitholders. Enstar Six-B intends to effect the Liquidation Plan as soon as
reasonably practicable.

Item 7.    Financial Statements and Exhibits

(a)  Exhibits

     99.1  Press Release issued by Enstar Six-B dated June 28, 1999.

     99.2  Letter from Enstar Six-B to non-voting unitholders dated June 28,
           1999.


                                   *  *  *  *

                                   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.

                              Enstar Income/Growth Program Six-B, L.P.
                                   a Georgina limited partnership

Date:  June 30, 1999.         By: /s/ Michael K. Menerey
                                  --------------------------------
                                  Michael K. Menerey
                                  Executive Vice President,
                                  Chief Financial Officer and
                                  Secretary


2 of 4

<PAGE>   1
                                                                EXHIBIT 99.1


                                  PRESS RELEASE


                             [LETTERHEAD OF FALCON]


                                                  For immediate release
                                                  June 28, 1999
                                                  CONTACT:  Dan T. Do
                                                  Director of Investor Relations
                                                  (626) 844-1754



               ENSTAR INCOME/GROWTH PROGRAM SIX-B, L.P. ANNOUNCES
                       COMPLETION OF CONSENT SOLICITATION
                          TO LIQUIDATE THE PARTNERSHIP


Los Angeles, California - June 28, 1999 - Enstar Income/Growth Program Six-B,
L.P. (the "Partnership") today announced that as of the close of business on
June 25, 1999, it had completed the solicitation of consents to its Liquidation
Plan described in both its Consent Solicitation Statement dated April 30, 1999
and Supplement dated June 9, 1999. The holders of 65.37% of the outstanding
units have voted to approve the Liquidation Plan, which required the consent of
holders of at least a majority of the total outstanding units in order to become
effective. Since the required consents have been obtained, the Partnership
intends to effectuate the Liquidation Plan as soon as reasonably practicable.

                                       ###



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<PAGE>   1
                                                                EXHIBIT 99.2



                [LETTERHEAD OF ENSTAR COMMUNICATIONS CORPORATION]



June 28, 1999



Dear Unitholders:

As of 5:00 p.m., Los Angeles time on June 25, 1999, Enstar Income/Growth Program
Six-B, L.P. (Enstar Six-B) completed the solicitation of consents to its
Liquidation Plan. The Liquidation Plan is described in detail in materials that
have already been provided to you, including Enstar Six-B's Consent Solicitation
Statement dated April 30, 1999 and Supplement dated June 9, 1999. The holders of
65.37% of the outstanding units voted to approve the Liquidation Plan. Approval
of at least a majority of the total outstanding units was necessary in order for
the Liquidation Plan to become effective. Consequently, the Liquidation Plan was
approved and is binding on all unitholders. Enstar Six-B intends to effect the
Liquidation Plan as soon as reasonably practicable.

If you have any questions about the Liquidation Plan, you should contact:

                      Enstar Communications Corporation
                      474 South Raymond Avenue, Suite 200
                      Pasadena, CA  91105
                      (626) 844-1700
                      Attention:  Dan Do

                                             Very truly yours,

                                             Enstar Communications Corporation
                                             General Partner



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