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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: February 3, 1995
Date of Earliest Event Reported: January 26, 1995
TELE-COMMUNICATIONS, INC.
AND
TCI COMMUNICATIONS, INC.
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(Exact name of Registrants as specified in their charters)
State of Delaware
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(State or other jurisdiction of incorporation)
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<S> <C>
0-20421 and 0-5550 84-1260157 and 84-0588868
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(Commission File Numbers) (I.R.S. Employer Identification Nos.)
5619 DTC Parkway
Englewood, Colorado 80111
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(Address of principal executive offices) (Zip Code)
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Registrants' telephone number, including area code: (303) 267-5500
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrants have duly caused this report to be signed on their behalf by
the undersigned hereunto duly authorized.
Date: February 9, 1995
TELE-COMMUNICATIONS, INC.
(Registrant)
By:/s/ Stephen M. Brett
--------------------------------
Stephen M. Brett
Executive Vice President and
Secretary
TCI COMMUNICATIONS, INC.
(Registrant)
By:/s/ Stephen M. Brett
--------------------------------
Stephen M. Brett
Senior Vice President and
General Counsel
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Financial Statements
QVC, Inc. and Subsidiaries
Nine months ended October 31, 1994:
Consolidated Balance Sheets,
October 31, 1994 and December 31, 1993 (unaudited)
Consolidated Statements of Operations,
Nine months ended October 31, 1994 and 1993 (unaudited)
Consolidated Statements of Cash Flows,
Nine months ended October 31, 1994 and 1993 (unaudited)
Consolidated Statement of Shareholders' Equity,
Nine months ended October 31, 1994 (unaudited)
Notes to Consolidated Financial Statements,
Nine months ended October 31, 1994 (unaudited)
Year ended January 31, 1994:
Independent Auditors' Report
Consolidated Balance Sheets
Years ended January 31, 1994 and 1993
Consolidated Statements of Operations
Years ended January 31, 1994, 1993 and 1992
Consolidated Statements of Shareholders' Equity
Years ended January 31, 1994, 1993 and 1992
Consolidated Statements of Cash Flows
Years ended January 31, 1994, 1993 and 1992
Notes to Consolidated Financial Statements
Years ended January 31, 1994, 1993 and 1992
(b) Pro Forma Financial Information
TCI Communications, Inc. and Subsidiaries:
Condensed Pro Forma Combined Balance Sheet,
September 30, 1994 (unaudited)
Condensed Pro Forma Combined Statement of Operations,
Nine months ended September 30, 1994 (unaudited)
Condensed Pro Forma Combined Statement of Operations,
Year ended December 31, 1993 (unaudited)
Notes to Condensed Pro Forma Combined Financial Statements,
September 30, 1994 (unaudited)
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(b) Pro Forma Financial Information, continued)
Tele-Communications, Inc. and Subsidiaries:
Condensed Pro Forma Combined Balance Sheet,
September 30, 1994 (unaudited)
Condensed Pro Forma Combined Statement of Operations,
Nine months ended September 30, 1994 (unaudited)
Condensed Pro Forma Combined Statement of Operations,
Year ended December 31, 1993 (unaudited)
Notes to Condensed Pro Forma Combined Financial Statements,
September 30, 1994 (unaudited)
(c) Exhibit
(23) Consent of KPMG Peat Marwick LLP
_________________________
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EXHIBIT INDEX
Listed below is the exhibit which is filed as per this report (according to
the number assigned to them in Item 601 of Regulation S-K):
(23) Consent of KPMG Peat Marwick LLP
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Exhibit 23
CONSENT OF INDEPENDENT AUDITORS
The Board of Directors
QVC, Inc.:
We consent to the incorporation by reference in the registration statements
(Nos. 33-60982, 33-56271, 33-57409, 33-57469, 33-57177 and 33-57399) on Form
S-3, the registration statements (Nos. 33-54263, 33-57405 and 33-56135 on Form
S-4, and the registration statements (Nos. 33-54263, 33-59058 and 33-44532) on
Form S-8 of Tele-Communications, Inc. of our report dated March 4, 1994,
related to the consolidated balance sheets of QVC, Inc. and subsidiaries as of
January 31, 1994 and 1993, and the related consolidated statements of
operations, shareholders' equity, and cash flows for each of the years in the
three-year period ended January 31, 1994, which report appears in the Current
Report on Form 8-K of Tele-Communications, Inc. and TCI Communications, Inc.
dated February 3, 1995. Our report refers to a change in the method of
accounting for income taxes in 1993.
/s/ KPMG PEAT MARWICK LLP
Philadelphia, Pennsylvania
February 3, 1995
