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SEC Filings

S-4/A
AVALON CABLE OF MICHIGAN INC/ filed this Form S-4/A on 05/28/1999
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                                    SUMMARY

   This summary highlights information contained elsewhere in this prospectus.
This summary may not contain all of the information you should consider before
tendering your notes for the notes offered hereby. We urge you to read this
entire prospectus carefully, including the "Risk Factors" described herein.

                                  Our Company

   Our company was formed in 1997 to acquire, operate and develop cable
television systems in mid-sized markets we believe to be attractive. As of
March 31, 1999, on a pro forma basis giving effect to all our completed and
pending acquisitions:

  . we were one of the leading cable system operators in the State of
    Michigan;

  . we were one of the 30 largest multiple system cable operators in the
    United States;

  . our systems would have passed approximately 400,100 homes; and

  . our systems would have served approximately 242,900 basic subscribers, of
    which approximately 217,100 are located in Michigan and approximately
    25,900 are located in western New England and upstate New York.

                             Our Operating Clusters

   We currently operate in two regional areas: the Michigan cluster and the New
England cluster.

   Our Michigan Cluster. On November 6, 1998, we established our Michigan
cluster by completing our acquisition of Cable Michigan, Inc. In March 1999, we
acquired the approximately 38% of the shares of Mercom, Inc. that Cable
Michigan did not own at the time we acquired Cable Michigan. In addition, we
have acquired the following:

  . cable television systems from Nova Cablevision, Inc., Nova Cablevision
    VI, L.P. and Nova Cablevision VII, L.P.;

  . cable television systems from Cross Country Cable TV, Inc.,

  . assets of Novagate Communications Corp., an Internet service provider,

  . cable system assets of R/COM, L.C., and

  . assets of Traverse Internet, Inc., an Internet service provider.

   We have also entered into an agreement to acquire certain cable system
assets of Galaxy American Communications.

   As of March 31, 1999, on a pro forma basis, we had a total of approximately
217,100 basic subscribers and 9,500 Internet subscribers in our Michigan
cluster, after giving effect to all completed and pending transactions.

   Our New England Cluster. In mid-1998, we established our New England cluster
by acquiring cable system assets from AMRAC Clear View, A Limited Partnership,
and from Pegasus Cable Television, Inc. and Pegasus Cable Television of
Connecticut, Inc. This cluster provides services in western New England and
upstate New York.

   Since we established our New England cluster, we have entered into
agreements to acquire cable system assets and related liabilities of Taconic
Technology Corporation and Hometown TV, Inc.

   As of March 31, 1999, we had a total of approximately 25,900 basic
subscribers in our New England cluster, after giving effect to all completed
and pending transactions.

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