8-K

                       SECURITIES AND EXCHANGE COMMISSION
                              Washington D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                          Date of Report: June 13, 2001

                      Insight Communications Company, Inc.
             (Exact name of Registrant as specified in its charter)


          Delaware                    0-26677                 13-4053502
  (State of incorporation)     (Commission File No.)         (IRS Employer
                                                         Identification No.)

                                 810 7th Avenue
                            New York, New York 10019
                    (Address of principal executive offices)


                  Registrant's telephone number: (917) 286-2300





Item 5.   Other Events.

         On June 13, 2001, Insight Communication Company, Inc. issued a press
release confirming its previously announced guidance for 2001. A copy of the
press release is attached as Exhibit 99.1 to this Form 8-K.

Item 7.   Financial Statements and Exhibits.

(a)      Financial Statements: None

(b)      Pro Forma Financial Information: None

(c)      Exhibits:

Exhibit No.    Description
- -----------    -----------

   99.1        Press Release dated June 13, 2001


Item 9.   Regulation FD Disclosure.

Forward-Looking Statements

     Some of the information in this report contains forward-looking statements
that involve substantial risks and uncertainties. You can identify these
statements by forward-looking words such as "may," "will," "expect,"
"anticipate," "believe," "estimate" and "continue" or similar words. You should
read statements that contain these words carefully because they:

  .  discuss our future expectations;

  .  contain projections of our future results of operations or of our financial
     condition; or

  .  state other "forward-looking" information.

We believe it is important to communicate our expectations to our investors.
However, there may be events in the future that we are not able to accurately
predict or over which we have no control. The risk factors listed in our Annual
Report on Form 10-K for the year ended December 31, 2000, as well as any
cautionary language in this report, provide examples of risks, uncertainties and
events that may cause our actual results to differ materially from the
expectations we describe in our forward-looking statements. You should be aware
that the occurrence of the events described in these risk factors and elsewhere
in this report could have a material adverse effect on our business, operating
results and financial condition.

Regulation FD Disclosure

     Based upon our projected penetration rates of 55% for our interactive
digital service, 30% for our high speed data service and 30% for our telephone
service, we expect that our average monthly revenue per customer will reach
$86.11 within the next five years, compared to the average of $43.91 for the
quarter ended March 31, 2001, representing an annual growth rate of 15.2%. We
also expect total revenue to approximate $725 million for the full year ending
December 31, 2001. In addition, we expect to achieve for 2001 approximate growth
of 2% in total customers, 100% growth in digital customers and 104% growth in
high speed data customers.



                                   SIGNATURES

     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.

                                       Insight Communications Company, Inc.
                                            (Registrant)



Date: June 13, 2001                    By:   /s/ Elliot Brecher
                                           --------------------------------
                                             Elliot Brecher
                                             Senior Vice President
                                                and General Counsel

EX-99.1

                                                                    EXHIBIT 99.1


                                                                   PRESS RELEASE


FOR IMMEDIATE RELEASE

Contact: Kim Kelly, EVP/COO/CFO
         (917) 286-2300


                INSIGHT COMMUNICATIONS CONFIRMS GUIDANCE FOR 2001

         New York, NY-- June 13, 2001 -- Insight Communications Company (Nasdaq:
ICCI) today confirmed its previously announced cash flow targets for 2001. The
company expects operating cash flow to approximate $328 million, representing an
increase of 11-12% in its rebuilt Indiana and Kentucky properties, and a 7-8%
increase in the recently acquired Illinois systems. The company expects to spend
approximately $300 million on capital, which includes capital for rebuilds in
Illinois, telephone deployment, and continued interactive digital expansion.

         Insight Communications (NASDAQ: ICCI) is the 8th largest cable operator
in the United States, serving approximately 1.4 million subscribers. The company
is highly concentrated in the four contiguous states of Illinois, Kentucky,
Indiana and Ohio. Insight specializes in offering bundled, state-of-the-art
services in mid-sized communities, delivering analog and digital video,
high-speed data and the recent deployment of voice telephony in selected markets
to its customers.

                                      # # #

Any statements in this press release that are not historical facts are
forward-looking statements within the meaning of Section 21E of the Securities
Exchange Act of 1934, as amended. The words "estimate," "anticipate" and other
expressions that indicate future events and trends identify forward-looking
statements. These forward-looking statements are subject to risks and
uncertainties that could cause actual results to differ materially from
historical results or those Insight Communications anticipates. Factors that
could have a material and adverse impact on actual results are described in
Insight Communications' annual report on Form 10-K for the year ended December
31, 2000 and quarterly report on Form 10-Q for the three months ended March 31,
2001. All forward-looking statements in this press release are qualified by
reference to the cautionary statements included in Insight Communications' Form
10-K and Form 10-Q.