8-K

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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: JUNE 28, 1999
                        (Date of earliest event reported)


                      INTERMEDIA CAPITAL PARTNERS IV, L.P.
             (Exact name of registrant as specified in its charter)


          CALIFORNIA                     333-11893               94-3247750
 (State or other jurisdiction           (Commission             (IRS Employer
       of incorporation)               File Number)          Identification No.)


       235 MONTGOMERY STREET, SUITE 420, SAN FRANCISCO, CALIFORNIA, 94304
              (Address of principal executive offices)           (Zip Code)


       Registrant's telephone number, including area code: (415) 616-4600


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Item 5. Other Events.

        On June 28, 1999, InterMedia Capital Partners IV, L.P. (the
"Partnership") announced its plans to issue a junior preferred limited
partnership interest to a subsidiary of AT&T Corp. in exchange for a cash
contribution of $97.455 million (the "Contribution"). The Partnership intends to
use the proceeds to redeem 30% of its 11.25% Senior Notes Due 2006 (the
"Notes"). See attached press release. The Contribution is subject to, among
other things, the negotiation and execution of definitive documentation by the
parties. The Contribution and redemption of the Notes is subject to partner and
bank consent.

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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 hereunto duly authorized.

        Dated:  June 29, 1999.


                                        INTERMEDIA CAPITAL PARTNERS IV, L.P.

                                        By:  InterMedia Capital Management, LLC,
                                             its General Partner

                                        By:  InterMedia Management, Inc., its
                                             Managing Member



                                        By         /S/ ROBERT J. LEWIS
                                             -----------------------------------
                                                    Robert J. Lewis
                                                       President

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                                  EXHIBIT INDEX



Exhibit
Number                   Description
- ------                   -----------
                      
99.1                     Press Release dated June 28, 1999

EX-99.1

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FOR IMMEDIATE RELEASE                             CONTACT:  Edon Smith
June 28, 1999                                               InterMedia Partners
                                                            (415) 616-4600


        INTERMEDIA CAPITAL PARTNERS IV, L.P., ANNOUNCES EQUITY ISSUANCE


     SAN FRANCISCO, California - Intermedia Capital Partners IV, L.P.,
("InterMedia") today announced that it plans to issue a preferred limited
partnership interest to an AT&T subsidiary in exchange for $97.455 million in
cash. AT&T, through its various subsidiaries, holds a 49.6 percent equity
interest in InterMedia.

     InterMedia said it intends to use the proceeds to redeem 30 percent of its
11.25 percent Senior Notes Due 2006 before August 1, 1999, pursuant to the terms
of the indenture, which allows optional redemption from proceeds of equity
investments at a redemption price equal to 111.25 percent of the principal
amount plus accrued and unpaid interest.

     InterMedia currently operates cable systems serving nearly 600,000
customers located in the southeastern states of Georgia, South Carolina and
Tennessee. InterMedia is a leader in the cable industry in the deployment of
advanced cable communications services, high-speed internet access and
entertainment services.


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