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S-4
AVALON CABLE OF MICHIGAN INC/ filed this Form S-4 on 04/01/1999
Entire Document
 
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         SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
 
   The Issuers are each indirectly controlled by Avalon. Finance Holdings is a
wholly owned subsidiary of Avalon Holdings. Avalon owns a controlling interest
in Avalon Holdings. Avalon Cable of Michigan LLC and Avalon Cable of New
England LLC are wholly owned subsidiaries of Avalon Holdings. Avalon Cable
Finance, Inc. is a wholly owned subsidiary of Finance Holdings. See "The
Company" section of this prospectus for a further description of our corporate
structure.
 
   The following table sets forth certain information regarding the beneficial
ownership of the Class A Units of Avalon (which are the only outstanding
membership interests in Avalon with voting rights) as of November 15, 1998 by:
 
  . holders having beneficial ownership of more than 5% of the voting equity
    interests of Avalon,
 
  . each Manager and director of Avalon and the Issuers,
 
  . the executive officers of Avalon and the Issuers and
 
  . all such Managers, directors and executive officers as a group. For
    descriptions of certain voting and other arrangements among such holders,
    see "Certain Relationships and Related Transactions."
 

<TABLE>
<CAPTION>
                                                   Beneficial Ownership(a)
                                                   ------------------------
                                                     Number of   Percentage
      Beneficial Owner                             Class A Units Ownership
      ----------------                             ------------- ----------
      <S>                                          <C>           <C>       
      ABRY Broadcast Partners III, L.P............  41,094.927     95.12%
       18 Newbury Street
       Boston, MA 02116
      David W. Unger..............................     802.658      1.86%
      Joel C. Cohen...............................     702.658      1.63%
      Peter Polimino..............................         --        --
      John F. Dee.................................         --        --
      Mark Dineen.................................         --        --
      Peter Luscombe..............................         --        --
      Jay M. Grossman.............................         --        --
      Peggy J. Koenig.............................         --        --
      Royce Yudkoff(b)............................  41,094.927     95.12%
      All Managers, Directors and executive
       officers as a group (9 persons)............  42,600.243     98.61%
</TABLE>

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(a) "Beneficial ownership" generally means any person who, directly or
    indirectly, has or shares voting or investment power with respect to a
    security. Unless otherwise indicated, we believe that each holder has sole
    voting and investment power with regard to the equity interests listed as
    beneficially owned. Percentage ownership is based on a total of 43,202.901
    units outstanding.
(b) Mr. Yudkoff is the sole owner of the equity interests of ABRY Holdings III,
    Inc., the general partner of ABRY Equity Investors, L.P., the general
    partner of ABRY Broadcast Partners III, L.P. As a result, Mr. Yudkoff may
    be deemed to beneficially own the shares owned by ABRY Broadcast Partners
    III, L.P. The address of Mr. Yudkoff is the address of ABRY.
 
Avalon Equity Structure
 
   The Issuers are each indirectly controlled by Avalon. Avalon has three
classes of equity units authorized and available for issuance:
 
  . class A units ("Class A Units"),
 
  . class B units ("Class B Units"), and
 
  . class C units ("Class C Units" and together with the Class A Units, Class
    B Units, the "Units").
 
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