PEOPLES CHOICE TV CORP
8-K, 1999-05-03
CABLE & OTHER PAY TELEVISION SERVICES
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                       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 (Date of earliest event reported): April 29, 1999


                            People's Choice TV Corp.
- --------------------------------------------------------------------------------
             (Exact Name of Registrant as specified in its Charter)



          Delaware                     0-21920              06-1366643
- --------------------------------------------------------------------------------
(State or other jurisdiction    (Commission File No.)    (I.R.S. Employer
       of corporation)                                   Identification No.)



2 Corporate Drive
Shelton, Connecticut                                   06484
- --------------------------------------------------------------------------------
(Address of Principal                               (Zip Code)
  Executive Offices)


Registrant's telephone number, including area code:          (203) 925-7900
                                                     ----------------------



                                       N/A
- --------------------------------------------------------------------------------
          (Former name or former address, if changed since last report)




<PAGE>








Item 5.  Other Events.

                  On April 29, 1999, People's Choice TV Corp., a Delaware
         corporation (the "Company") issued a press release relating to recent
         transactions which Sprint Corporation ("Sprint") has entered into with
         certain stockholders of the Company, pursuant to which the
         consideration to be received by each common stockholder of the Company
         in Sprint's pending acquisition of the Company will be increased from
         $8.00 to $10.00 per share in cash.

                  A copy of the press release is attached hereto as Exhibit 99.1
         and is incorporated herein by reference.



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                  Item 7.  FINANCIAL STATEMENTS AND EXHIBITS

         (a)      Financial Statements of Business acquired:  None
         (b)      Pro Forma Financial Information:  None
         (c)      Exhibits:
                  Exhibit 99.1      Press Release




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                                    SIGNATURE

         Pursuant to the requirements of the Securities Exchange Act, of 1934,
as amended, the registrant has duly caused this Report to be signed on its
behalf by the undersigned thereunto duly authorized.





Date:  April 30, 1999      By:  /s/ Matthew Oristano                 
                                -------------------------------------
                                Matthew Oristano
                                Chairman and Chief Executive Officer



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                                                                    Exhibit 99.1
                                                                    ------------

                       SPRINT CORPORATION INCREASES AMOUNT
                     TO BE PAID FOR PEOPLE'S CHOICE TV CORP.
                        COMMON STOCK TO $10.00 PER SHARE
                        --------------------------------

                  Shelton, Connecticut -- People's Choice TV Corp. (OTC Bulletin
Board: PCTV) announced today that, as a result of recent transactions into which
Sprint Corporation (NYSE: FON) has entered into with certain stockholders of
PCTV, the consideration to be received by each common stockholder of PCTV in
Sprint's pending acquisition of PCTV will be increased from $8.00 to $10.00 per
share in cash.

                  In a public filing made today with the Securities and Exchange
Commission, Sprint Corporation disclosed that it has recently entered into
option agreements with certain stockholders of PCTV to acquire from them an
aggregate of 2,227,000 shares of PCTV common stock at a price of $10.00 per
share. The definitive Agreement and Plan of Merger that PCTV and Sprint signed
on April 12, 1999 provides that if Sprint acquires or obtains options to acquire
any additional shares of PCTV common stock at a price in excess of $8.00 per
share, the consideration to be paid by Sprint in the merger would be increased
to that higher price. In its filing with the SEC, Sprint states it now
beneficially owns shares representing 49.997% of the outstanding voting power of
PCTV.

                  Consummation of Sprint's acquisition of PCTV is subject to the
receipt of PCTV stockholder and government regulatory approvals.

                  All statements contained herein that are not historical fact
are based on current expectations. These statements are forward looking in
nature and involve a number of risks

<PAGE>


and uncertainties. Actual results may differ materially. All
such statements should be considered with regard to the risk factors described
in the Company's reports filed with the SEC. The Company wishes to caution
readers not to place undue reliance on any such forward looking statements,
which statements speak only as of the date made.

                  People's Choice TV Corp. is a wireless communications company
with wireless transmission capacity in nine major cities located in the
southwest and midwest. The Company provides wireless cable television service in
Chicago, Houston, Phoenix, Detroit, St. Louis and Tucson and provides wireless
high-speed data communications service marketed under the name of
SpeedChoice(TM) in the Detroit and Phoenix markets.

         CONTACT:  Robert Hoskins, Director of Media Relations of People's 
Choice TV Corp., 602-684-1557.





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