8-K

UNITED STATES
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

November 30, 2004

Date of Report (Date of earliest event reported)

NORTHLAND CABLE PROPERTIES SEVEN LIMITED PARTNERSHIP

(Exact Name of Registrant as Specified in Charter)

STATE OF WASHINGTON	000-16718	91-1366564
(State or Other Jurisdiction of Incorporation)	(Commission File No.)	(IRS Employer Identification No.)
101 STEWART STREET, SUITE 700, SEATTLE, WASHINGTON 98101
(Address of principal executive offices)		(Zip Code)

(206) 621-1351

(Registrant’s telephone number, including area code)

     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

	Item 9.01. Financial Statements and Exhibits
SIGNATURES
EXHIBIT 99.4

Section 8 – Other Events

Item 9.01. Financial Statements and Exhibits

Exhibit No.	Description
99.4	Letter to limited partners regarding mini-tender offer dated November 30, 2004.

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 hereunto duly authorized.

	Northland Cable Properties Seven Limited Partnership
	By:	Northland Communications Corporation (Managing General Partner)
Dated:   December 1, 2004	By:	/s/ GARY S. JONES
		Name:	Gary S. Jones
		Title:	President
Dated:   December 1, 2004	By:	/s/ RICHARD I. CLARK
		Name:	Richard I. Clark
		Title:	Executive Vice President, Treasurer and Assistant Secretary

EX-99.4

EXHIBIT 99.4

November 30, 2004

Re:       Northland Cable Properties Seven Limited Partnership

Dear Limited Partner:

We have recently been made aware of an outstanding offer by Everest Properties II, LLC (“Everest”) to purchase limited partnership units in Northland Cable Properties Seven Limited Partnership (the “Partnership”). Under the Securities and Exchange Commission’s (the “SEC’s”) Release No. 34-43069, the Partnership is obligated to respond to such offers by stating its position with respect to the tender offer.

The Partnership does not in any way recommend or endorse Everest’s offer and expresses no opinion as to whether the Partnership’s limited partners should tender their units in the offer. The Partnership is not associated with Everest, the offer or the offer documentation. The Partnership encourages its limited partners to consult their financial and tax advisors concerning this offer.

The SEC has cautioned investors about offers of this nature. Mini-tender offers, which are offers to buy less than 5 percent of a company’s equity, “have been increasingly used to catch investors off guard,” according to an investor alert on the SEC’s website. The Partnership’s limited partners should be aware that many of the SEC’s tender offer rules designed to protect investors do not apply to mini-tender offers.

To read more about the risks of mini-tender offers, please review an investor alert on the SEC’s website, available at www.sec.gov/investor/pubs/minitend.htm.

Limited partners should be aware that there is no established trading market for the units and, accordingly, there is no established trading price for the units. However, as disclosed in Everest’s offer letter, there have been recent sales of limited partnership units at prices greater than the price offered by Everest. Additional information on recent sales of limited partnership units may be obtained through the American Partnership Board at (800) 695-2523. The Partnership is not associated with the American Partnership Board and pricing information obtained through the American Partnership Board may not reflect the fair value of the units.

For more information about the Partnership, please see the filings we make with the SEC, including our Quarterly Report on Form 10-Q for the quarter ended September 30, 2004 and our Annual Report on Form 10-K for the year ended December 31, 2003. These filings can be found on the SEC’s website at www.sec.gov.

Sincerely,
Northland Communications Corporation, Managing General Partner
Northland Cable Properties Seven Limited Partnership

/s/ Richard I. Clark
Richard I. Clark
Executive Vice President