TELE COMMUNICATIONS INC /CO/
10-C, 1995-08-18
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                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549

                                   FORM 10-C

                REPORT BY ISSUER OF SECURITIES QUOTED ON NASDAQ
                          INTERDEALER QUOTATION SYSTEM

                  Filed pursuant to Section 13 or 15(d) of the
                Securities Exchange Act of 1934 and Rule 13a-17
                              or 15d-17 thereunder


                           TELE-COMMUNICATIONS, INC.
                 (Exact name of issuer as specified in charter)

                5619 DTC Parkway, Englewood, Colorado 80111-3000
                    (Address of principal executive offices)

Issuer's telephone number, including area code:  (303) 267-5500


     I.      CHANGE IN NUMBER OF SHARES OUTSTANDING

Indicate any change (increase or decrease) of 5% or more in the number of shares
outstanding:

1.   Title of security:

     a)  Tele-Communications, Inc. Series A Liberty Media Group Common Stock,
par value $1.00 per share.
     b)  Tele-Communications, Inc. Series B Liberty Media Group Common Stock,
par value $1.00 per share.
 
2.   Number of shares outstanding before the change:

     a)  -0- shares of Tele-Communications, Inc. Series A Liberty Media Group
Common Stock, par value $1.00 per share.
     b)  -0- shares of Tele-Communications, Inc. Series B Liberty Media Group
Common Stock, par value $1.00 per share.

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3.   Number of shares outstanding after the change:
 
     a)  142,876,795 shares of Tele-Communications, Inc. Series A Liberty Media
Group Common Stock, par value $1.00 per share.
     b)  21,212,836 shares of Tele-Communications, Inc. Series B Liberty Media
Group Common Stock, par value $1.00 per share.

4.   Effective date of change:  August 10, 1995


5.   Method of change:    Distribution.

Give brief description of transaction: Pursuant to the Certificate of Amendment
to the Restated Certificate of Incorporation of Tele-Communications, Inc., a
Delaware corporation (the "Company"), dated August 3, 1995, (i) shares of the
Company's Class A Common Stock, par value $1.00 per share (the "Class A Common
Stock"), were redesignated into shares of Tele-Communications, Inc. Series A TCI
Group Common Stock, par value $1.00 per share (the "Series A TCI Group Common
Stock"), and shares of the Company's Class B Common Stock, par value $1.00 per
share (the "Class B Common Stock"), were redesignated into shares of Tele-
Communications, Inc. Series B TCI Group Common Stock, par value $1.00 per share
(the "Series B TCI Group Common Stock"), and (ii) shares of Tele-Communications,
Inc. Series A Liberty Media Group Common Stock, par value $1.00 per share (the
"Series A Liberty Media Group Common Stock"), and shares of Tele-Communications,
Inc. Series B Liberty Media Group Common Stock, par value $1.00 per share (the
"Series B Liberty Media Group Common Stock"), were authorized.  On August 10,
1995, the Company distributed (i) one-fourth of one share of  Series A Liberty
Media Group Common Stock on each outstanding share of  Series A TCI Group
Common Stock and (ii) one-fourth of one share of Series B Liberty Media Group
Common Stock on each outstanding share of Series B TCI Group Common Stock.  The
record date for determining the stockholders entitled to receive the
distribution referred to above was August  4, 1995.

     II.             CHANGE IN NAME OF ISSUER

1.   Name prior to change: Not applicable.

2.   Name after change: Not applicable.

3.   Effective date of charter amendment changing name: Not applicable.

4.   Date of shareholder approval of change, if required: Not applicable.

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                                                  TELE-COMMUNICATIONS, INC.




Date: August 18, 1995                             By:  /s/ Stephen M. Brett
                                                  ------------------------------
                                                         Stephen M. Brett
                                                     Executive Vice President
                                                       

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