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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. 4
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CABLE TV FUND 15-A, LTD.
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(Name of Subject Company)
MADISON LIQUIDITY INVESTORS 104, LLC
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(Bidder)
LIMITED PARTNERSHIP INTERESTS
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(Title of Class of Securities)
NONE
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(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) 687-0251 (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. 4 TO SCHEDULE 14D-1
This Amendment No. 4 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 12, 1998, with its
confirming copy having been filed on the EDGAR system on November 27, 1998 as
amended and supplemented by Amendment No. 1 on December 11, 1998, Amendment No.
2 on December 31, 1998 and Amendment No. 3 on January 21, 1999 relating to the
Tender Offer by the Purchaser to purchase up to 21,104 Units of limited
partnership interests ("Units") of Cable TV Fund 15-A, Ltd., a Colorado limited
partnership, upon the terms and subject to the conditions set forth in the
Purchaser's Offer to Purchase dated November 5, 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.
This Amendment No. 4 is hereby made to withdraw Madison's Tender Offer.
ITEM 11. MATERIALS TO BE FILED AS EXHIBITS
(a)(8) -- Text of Press Release issued by the Purchaser on February 1,
1999.
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: February 5, 1999
MADISON LIQUIDITY INVESTORS 104, LLC
By: /s/ RONALD M. DICKERMAN
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Ronald M. Dickerman
Title: Managing Director
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Exhibit
Number
(a)(8) Text of Press Release issued by the Purchaser on February 1, 1999.
Press Release
Madison Withdraws Tender Offer
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 15-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 21,104 Partnership
Units at $250.00 per Unit. As of the close of business on January 29, 1999,
Madison said that 315 Units have been tendered and not withdrawn under its
tender offer. Such Units will be returned to their holders.
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 should be directed to Madison Liquidity
Investors 104, LLC, c/o Gemisys Tender Services, 7103 South Revere Parkway,
Englewood, Colorado 80112, Telephone (303) 705-6390.
