-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LBEGtqYJITkjEreZLY6Qqk+vEc1RrOKUhXdtsM31CrZ83rQPMRix7hlW0ff5iZ9f Bak4oQm7CRFiIi7/jR23BA== 0000950103-98-000804.txt : 19980821 0000950103-98-000804.hdr.sgml : 19980821 ACCESSION NUMBER: 0000950103-98-000804 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980820 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TELEPORT COMMUNICATIONS GROUP INC CENTRAL INDEX KEY: 0001012099 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 133173139 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-46431 FILM NUMBER: 98694995 BUSINESS ADDRESS: STREET 1: 437 RIDGE RD STREET 2: EXECUTIVE BLDG 3 CITY: DAYTON STATE: NJ ZIP: 08810 BUSINESS PHONE: 7323922000 MAIL ADDRESS: STREET 1: 437 RIDGE RD STREET 2: EXECUTIVE BUILDING 3 CITY: DAYTON STATE: NJ ZIP: 08810 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: COMCAST CORP CENTRAL INDEX KEY: 0000022301 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 231709202 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 1500 MARKET STREET CITY: PHILADELPHIA STATE: PA ZIP: 19102-2148 BUSINESS PHONE: 2156651700 MAIL ADDRESS: STREET 1: 1500 MARKET STREET CITY: PHILADELPHIA STATE: PA ZIP: 19102-2148 SC 13D/A 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ______________ SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(a) (Amendment No. 4) TELEPORT COMMUNICATIONS GROUP INC. (Name of Issuer) CLASS A COMMON STOCK $.01 PAR VALUE (Title of Class of Securities) 879463 107 (CUSIP Number) Stanley Wang Comcast Corporation 1500 Market Street Philadelphia, Pennsylvania 19102-2148 (215) 665-1700 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) July 23, 1998 (Date of Event Which Requires Filing of This Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this statement because of Rule 13d-1(b)(3) or (4), check the following box [ ]. (1)The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosure provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP No. 879463 107 Page 2 of 4 Pages - -------------------- ----------------- 13D 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Comcast Corporation 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [X] 3 SEC USE ONLY 4 SOURCE OF FUNDS* OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION Pennsylvania NUMBER OF SHARES 7 SOLE VOTING POWER BENEFICIALLY None; See Items 3 and 5. OWNED BY EACH REPORTING PERSON 8 SHARED VOTING POWER WITH None; See Items 3 and 5. 9 SOLE DISPOSITIVE POWER None; See Items 3 and 5. 10 SHARED DISPOSITIVE POWER None; See Items 3 and 5. 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON None; See Items 3 and 5. 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [ ] EXCLUDES CERTAIN SHARES* 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.00%; See Items 3 and 5. 14 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! Comcast Corporation, a Pennsylvania corporation ("Comcast") hereby amends its Report on Schedule 13D, originally filed together with other reporting persons on July 17, 1996 and amended on January 20, 1998 and separately amended on December 23, 1996, May 15, 1997 and October 27, 1997 (the "Schedule 13D"), to disclose the disposition of its interest in Class A Common Stock of the Teleport Communications Group Inc., a Delaware corporation ("TCGI" or the "Issuer"). Unless otherwise indicated, each capitalized term used but not defined herein shall have the meaning assigned to such term in the Schedule 13D. Item 5. Interest in Securities of the Issuer Item 5 of the Report is hereby amended and supplemented by adding the following information thereto: In connection with the consummation of the transactions contemplated by the Agreement and Plan of Merger, dated as of January 8, 1998, among AT&T Corp., TA Merger Corp. and the Issuer (filed as Exhibit 99.6 to Amendment No. 1 to the Schedule 13D filed January 8, 1998), as of July 23, 1998 all of the Class A Common Stock held by Comcast was converted to other consideration and Comcast was no longer the beneficial owner of more than five percent of the Class A Common Stock. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: August 20, 1998 Comcast Corporation By: /s/ Arthur R. Block -------------------------------- Name: Arthur R. Block Title: Vice President -----END PRIVACY-ENHANCED MESSAGE-----