1
 
                                          RULE 424(B)(3)
                                          REGISTRATION STATEMENT NO. 33-51104
 
PROSPECTUS SUPPLEMENT
 
(TO PROSPECTUS DATED NOVEMBER 6, 1992)
(As Supplemented by Prospectus Supplements dated January 19, 1993, January 25,
1993, January 27, 1993, February 3, 1993, February 10, 1993, March 3, 1993, July
12, 1993, August 16, 1993, August 18, 1993, September 3, 1993, September 7,
1993, July 22, 1994, July 26, 1994, July 27, 1994, and July 29, 1994)
 
                           TELE-COMMUNICATIONS, INC.
                              CLASS A COMMON STOCK
                               ($1.00 PAR VALUE)
                          ---------------------------
     The following Selling Stockholder(s) sold shares of the Company's Class A
Common Stock on the date(s), in the amount(s) and at the price(s) set forth in
the table below. The following table also provides the number and the percentage
(if one percent or more) of the outstanding shares of Class A Common Stock owned
beneficially by such Selling Stockholder(s) immediately after such sale.
 


                                           PRICE
    SELLING          DATE      SHARES       PER       NO. OF SHARES     PERCENTAGE
  STOCKHOLDER      OF SALE      SOLD       SHARE        REMAINING        OF CLASS
- ---------------    --------    -------    --------    -------------     ----------
                                                         
Marshall Naify      7/29/94     30,000     $22.625      12,574,351         3.11
                    7/29/94     10,000     $22.750      12,564,351         3.11
                    7/29/94     10,000     $22.875      12,554,351         3.11
                    7/29/94     30,000     $22.625      12,524,351         3.10
                    7/29/94     30,000     $22.750      12,494,351         3.09
                    7/29/94     30,000     $22.875      12,464,351         3.09
                    7/29/94     20,000     $23.000      12,444,351         3.08
                    7/29/94     20,000     $23.125      12,424,351         3.08
Richard Naify       7/29/94     40,000     $23.625         954,352            *
                    7/29/94     60,000     $22.750         894,352            *
                    7/29/94     50,000     $22.875         844,352            *
                    7/29/94     50,000     $23.000         794,352            *
                    7/29/94     50,000     $23.250         744,352            *
                    8/01/94     50,000     $23.500         694,352            *
                    8/01/94     50,000     $23.750         644,352            *

 
- ---------------
* Less than 1%
 
     400,000 Shares of Class A Common Stock were sold by the Selling Stockholder
named above to Bear, Stearns & Co., Inc., as principal, and 130,000 shares were
sold to Goldman, Sachs & Co. as principal. No commission or other compensation
was paid to Bear, Stearns & Co., Inc. or to Goldman, Sachs & Co. in connection
with such sales.
 
     On February 1, 1993, the Company redeemed all of the outstanding shares of
the Company's Compounding Preferred Stock for a price of $19.25 per share plus
all unpaid dividends accrued thereon to the redemption date.
                          ---------------------------
 
    THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS SUPPLEMENT OR THE PROSPECTUS. ANY
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
                          ---------------------------
 
            The date of this Prospectus Supplement is August 3, 1994