Filed pursuant to Rule 424(b)(3)
Registration Nos. 33-81088,
33-81088-01 and 33-81088-02
MARCUS CABLE COMPANY, L.P.
MARCUS CABLE OPERATING COMPANY, L.P.
MARCUS CABLE CAPITAL CORPORATION II
Supplement to Prospectus
Dated April 16, 1997, as supplemented by
Prospectus Supplements Dated May 15, 1997, August 14, 1997 and
November 14, 1997
The date of this Supplement is March 9, 1998
On December 4, 1997, Marcus Cable Company, L.P. filed the attached
Form 8-K discussing the Company's definitive agreement to sell
certain cable television systems located in Delaware and Maryland.
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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) DECEMBER 5, 1997
MARCUS CABLE COMPANY, L.P.
MARCUS CABLE OPERATING COMPANY, L.P.
MARCUS CABLE CAPITAL CORPORATION
MARCUS CABLE CAPITAL CORPORATION II
MARCUS CABLE CAPITAL CORPORATION III
(Exact name of registrants as specified in their charters)
DELAWARE 33-81088 & 33-67390 & 33-93808 75-2337471
DELAWARE 33-81088-01 75-2495706
DELAWARE 33-67390-01 75-2546077
DELAWARE 33-81088-02 75-2546713
DELAWARE 33-93808-01 75-2599586
(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of Identification No.)
incorporation or
organization)
2911 TURTLE CREEK BOULEVARED, SUITE 1300
DALLAS, TEXAS 75219-6257
(Address of principal executive offices) (Zip Code)
(214) 521-7898
(Registrants' telephone number, including area code)
Page 1 of 8
Index to Exhibits on Page 6
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ITEM 5. OTHER EVENTS.
On December 4, 1997, Marcus Cable Company, L.P. announced that
it has entered into a definitive agreement to sell certain cable
television assets located in Delaware and Maryland. For
information regarding this sale, reference is made to the press
release attached hereto as Exhibit 20.1.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
20.1 Press Release dated December 4, 1997.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, each of the registrants have duly caused this report to be
signed on its behalf by the undersigned thereunto duly authorized.
MARCUS CABLE COMPANY, L.P.
(Registrant)
By: Marcus Cable Properties, L.P., its
general partner,
By: Marcus Cable Properties, Inc.,
its general partner,
December 5, 1997 By: /s/ Jeffrey A. Marcus
Jeffrey A. Marcus
Its: President, Chief
Executive Officer and
Sole Director of Marcus
Cable Properties, Inc.
(Principal Executive
Officer)
By: /s/ Thomas P. McMillin
Thomas P. McMillin
Its: Senior Vice President and
Chief Financial Officer
of Marcus Cable
(Principal Financial and
Accounting Officer)
MARCUS CABLE OPERATING COMPANY, L.P.
(Registrant)
By: Marcus Cable Company, L.P., its
general partner,
By: Marcus Cable Properties, L.P.,
its general partner,
By: Marcus Cable Properties,
Inc., its general
partner,
December 5, 1997 By: /s/ Jeffrey A. Marcus
Jeffrey A. Marcus
Its: President, Chief
Executive Officer and
Sole Properties, Inc.
(Principal Executive
Officer)
By: /s/ Thomas P. McMillin
Thomas P. McMillin
Its: Senior Vice President and
Chief Financial Officer
of Marcus Cable
Properties, Inc.
(Principal Financial and
Accounting Officer)
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MARCUS CABLE CAPITAL CORPORATION
(Registrant)
December 5, 1997 By: /s/ Jeffrey A. Marcus
Jeffrey A. Marcus
Its: President, Chief
Executive Officer and
Sole Capital Corporation
(Principal Executive
Officer)
By: /s/ Thomas P. McMillin
Thomas P. McMillin
Its: Senior Vice President and
Chief Financial Officer
of Marcus Cable Capital
Corporation (Principal
Financial and Accounting
Officer)
MARCUS CABLE CAPITAL CORPORATION II
(Registrant)
December 5, 1997 By: /s/ Jeffrey A. Marcus
Jeffrey A. Marcus
Its: President, Chief
Executive Officer and
Sole Capital Corporation
II (Principal Executive
Officer)
By: /s/ Thomas P. McMillin
Thomas P. McMillin
Its: Senior Vice President and
Chief Financial Officer
of Marcus Cable Capital
Corporation II (Principal
Financial and Accounting
Officer)
<PAGE>
MARCUS CABLE CAPITAL CORPORATION III
(Registrant)
December 5, 1997 By: /s/ Jeffrey A. Marcus
Jeffrey A. Marcus
Its: President, Chief
Executive Officer and
Sole Director of Marcus
Cable Capital Corporation
III Officer)
By: /s/ Thomas P. McMillin
Thomas P. McMillin
Its: Senior Vice President and
Chief Financial Officer
of Marcus Cable Capital
Corporation III
(Principal Financial and
Accounting Officer)
<PAGE>
INDEX TO EXHIBITS
Exhibit Page
Number Description Number
20.1 Press Release dated December 7, 1997 7
<PAGE>
Exhibit 20.1
MARCUS CABLE COMPANY, L.P.
DALLAS, TEXAS
December 4, 1997
MARCUS CABLE TO SELL NON-STRATEGIC CABLE SYSTEMS
IN DELAWARE AND MARYLAND TO COMCAST
Dallas, TX.---As part of the previously announced strategy of
divesting certain non-clustered cable television systems, Marcus
Cable Company, L.P. announced today that it has entered into a
definitive agreement with an affiliate of Comcast Corporation to
sell its cable television assets located in Delaware and Maryland
for $65.5 million. The cable television systems serve
approximately 26,500 customers in the Delmarva peninsula.
The systems serve the eastern coast of Maryland, along the
Chesapeake Bay, eastward to the Atlantic Ocean through central
Delaware with two headends. In commenting on the sale, Jeffrey A.
Marcus, Chairman and CEO said, "This is part of our previously
announced divestiture of non-strategic assets serving approximately
200,000 basic customers and reflects our strategy to bring greater
focus to our core clusters. Comcast is one of the industry leaders
in terms of customer service and technology advancement and I
believe our customers will continue to be well served under the
management of Comcast."
Thomas G. Baxter, President of Comcast Cable Communications, Inc.
said of the acquisition, "These systems are an excellent geographic
fit for Comcast, giving us broader coverage between currently owned
and operated Comcast systems in Dover and Rehoboth Beach, Delaware
and Salisbury, Maryland."
Waller Capital is representing Marcus Cable in the sale of Delaware
and Maryland systems and continues to market the remaining non-strategic
systems serving approximately 170,000 customers in
Connecticut, Illinois, Mississippi, Oklahoma, Texas and Virginia.
The transaction is subject to regulatory approval and the closing
is expected to occur in the first half of 1998.
Marcus Cable owns and manages domestic cable television systems.
It is currently the nation's tenth largest cable operator serving
over 1.2 million customers in 18 states. More information on
Marcus Cable can be found on the company's website on the internet
at www.marcuscable.com
Comcast Corporation is principally engaged in the development,
management and operation of wired telecommunications, including
cable television and telephone services; wireless
telecommunications, including cellular, personal communications
services and direct to home satellite television; and content,
through principal ownership of QVC, the world's premier electronic
retailer, through C3 (Comcast Content and Communications), through
majority ownership of Comcast-Spectator and a controlling interest
in E! Entertainment, and through other programming investments.
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Comcast's Class A and Class A Special Common Stock are traded on
the Nasdaq Stock Market under the symbols CMCSA and CMCSK,
respectively. More information on Comcast Corporation can be found
on the company's website on the internet at www.comcast.com
For further information contact:
Thomas P. McMillin
(214) 521-7898
