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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
[X] CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) March 18, 1997
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AMERICAN TELECASTING, INC.
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-23008 54-1486988
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(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
5575 Tech Center Drive, Colorado Springs, CO 80919
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (719) 260-5533
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(Former Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events
On March 18, 1997, American Telecasting, Inc. ("ATI") entered into a definitive
agreement with BellSouth Corporation and BellSouth Wireless Corporation
("BellSouth Wireless") providing for the sale of ATI's operations and assets in
up to nine Southern markets to BellSouth Wireless. Details of the transaction
are contained in the attached press release.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
AMERICAN TELECASTING, INC.
By: /s/ David K. Sentman
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David K. Sentman
Sr. Vice President and
Chief Financial Officer
Date: March 19, 1997
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Exhibit Index
99.1 Press Release
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Exhibit 99.1
FOR IMMEDIATE RELEASE FOR MORE INFORMATION:
March 19, 1997 Kevin Doyle
BellSouth Corporation
404-249-2793
Dave Sentman
American Telecasting Inc.
719-260-5533
BELLSOUTH TO BUY WIRELESS CABLE MARKETS
FROM AMERICAN TELECASTING
Agreement would let BellSouth reach up to 2 million households
in nine Southern markets
ATLANTA -- BellSouth Corporation (NYSE: BLS), the premier communications
company in the South, has signed a definitive agreement to acquire wireless
cable operations and assets in up to nine Southern markets from American
Telecasting Inc. (NASDAQ: ATEL), a move that will allow BellSouth to extend
digital wireless cable service to important new markets in Florida and Kentucky.
The BellSouth-ATEL agreement, which is subject to regulatory approval and other
conditions to closing, will give BellSouth rights to provide wireless cable
service in six Florida markets -- Jacksonville, Orlando, Daytona Beach, Ft.
Myers, Lakeland and Bradenton -- and Louisville, Ky. Under terms of the
agreement, BellSouth would acquire ATEL's existing operations in those markets,
including more than 35,000 existing customers; all assets in those markets,
including the rights to wireless cable licenses; and certain additional channel
rights.
As part of the same transaction, BellSouth and ATEL have agreed on options
giving the two companies up to 24 months to reach a decision on the sale of
ATEL assets in two additional markets; Naples, Fla., and Sebring, Fla.
BellSouth has agreed to pay no less than $67.9 million and no more than $103.2
million in the transaction, with the closing price depending on the total
number of channel leases and licenses delivered at closing. The nine markets,
each of which carry the rights to varying numbers of channels, together
comprise a total of approximately 2 million line-of-sight households, the
industry measurement for potential customers served.
"BellSouth is committed to making more home entertainment choices available to
its customers using the technology appropriate to each market. Our agreement
with ATEL will let BellSouth use digital wireless cable to extend our home
entertainment services to several important BellSouth markets," said William F.
Reddersen, BellSouth group president of long distance and video services.
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BellSouth plans to use digital wireless cable to provide more than 100 channels
of high-quality programming, including national satellite programming and all
existing local broadcast channels.
BellSouth will continue to use multiple technologies to bring high-quality home
entertainment services to customers. BellSouth has also been granted franchises
that will allow it to build wired cable TV systems in 13 communities in the
South and is seeking additional franchises in selected markets. BellSouth has
previously announced agreements that would eventually allow it to also provide
home entertainment services using digital wireless cable systems in New
Orleans, Atlanta and Miami.
Digital wireless cable service is generally available to customers within a
35-mile radius of the central transmitter site in any given market. Subscribers
would receive the service via antennas about the size of a laptop personal
computer.
American Telecasting operates wireless cable television systems throughout the
United States, serving approximately 179,800 subscribers in 38 markets.
BellSouth is a $19 billion communications services company. It provides
telecommunications, wireless communications, directory advertising and
publishing, video, Internet and information services to more than 27 million
customers in 20 countries worldwide.
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NOTE: For more information about BellSouth, visit the BellSouth Web page at
http://www.bellsouth.com. Also, BellSouth news releases dating back one year
are available by fax at no charge by calling 1-800-758-5804, ext. 095650.
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