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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): January 16, 1998
PEGASUS MEDIA & COMMUNICATIONS, INC.
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(Exact name of registrant as specified in charter)
Delaware 33-95042 23-2778525
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(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
c/o Pegasus Communications Management Company, 100 Matsonford Road,
5 Radnor Corporate Center, Suite 454, Radnor, Pennsylvania 19087
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 610-341-1801
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Not Applicable
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(Former name or former address, if changed since last report.)
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Item 5. Other Events.
Sale of New England Cable System. On January 16, 1998,
Pegasus Cable Television, Inc., a subsidiary of Pegasus, entered into a
definitive agreement with Avalon Cable of New England, LLC ("Avalon") to sell
its New England cable systems, which consist of five headends serving 13 towns
in Connecticut and Massachusetts. As of December 31, 1997, Pegasus' New
England cable systems served approximately 15,200 subscribers. The
consideration for the sale will be based upon the twelve month trailing
location cash flow of the systems measured as of the month-end prior to
closing, multiplied by nine, but not less than $28 million or more than $31
million. As of December 31, 1997, Pegasus' New England cable systems had
trailing location cash flow of approximately $3.1 million. In addition to
being subject to consents from regulatory agencies, including local franchise
authorities, the sale will also be subject to conditions customary in
transactions of this nature.
Item 7. Financial Statements, Pro Forma Financial Information
and Exhibits.
(a) Financial Statements of Business Acquired.
Not Applicable
(b) Pro Forma Financial Information.
Not Applicable
(c) Exhibits.
2.1 Asset Purchase Agreement dated as of
January 16, 1998 between Avalon Cable of
New England, LLC and Pegasus Cable
Television, Inc. and Pegasus Cable
Television of Connecticut, Inc. (which is
incorporated herein by reference to
Exhibit 2.1 to Pegasus Communications
Corporation's Form 8-K dated January 16,
1998).
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SIGNATURE
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 thereunto duly authorized.
PEGASUS MEDIA & COMMUNICATIONS, INC.
By: /s/ Ted S. Lodge
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Ted S. Lodge,
Senior Vice President
March 2, 1998
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