UNITED ARTISTS THEATRE CIRCUIT INC /MD/
424B3, 1998-06-08
MOTION PICTURE THEATERS
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                                                  Registration Number  333-01024
                                                                  Rule 424(b)(3)


                              PROSPECTUS SUPPLEMENT

                               Dated: June 8, 1998

                     to the Prospectus, Dated July 15, 1997

                                       of

                      UNITED ARTISTS THEATRE CIRCUIT, INC.


                      Form of prospectus is attached hereto




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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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                                    FORM 8-K


                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934



         Date of report (Date of earliest event reported): June 8, 1998


                      UNITED ARTISTS THEATRE CIRCUIT, INC.
               (Exact Name of Registrant as Specified in Charter)


         Delaware                      333-01024                  13-1424080
(State or Other Jurisdiction    (Commission File Number)        (IRS Employer 
     of Incorporation)                                       Identification No.)


                        9110 E. Nichols Avenue, Suite 200
                            Englewood, CO 80112-3405
                    (Address of Principal Executive Offices)


                                 (303) 792-3600
              (Registrant's telephone number, including area code)

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ITEM 5. OTHER EVENTS.

         On June 8, 1998, Oscar I Corporation, a Delaware corporation and the
parent corporation of the Registrant, amended its Restated Certificate of
Incorporation to change its corporate name to "United Artists Theatre Company."


























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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 hereunto duly authorized.



                                          UNITED ARTISTS THEATRE CIRCUIT, INC.



                                          By: /s/ Trent J. Carman
                                               Name:  Trent J. Carman
                                               Title: Senior Vice President and
                                                      Chief Financial Officer

















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