Exhibit 99.01

ITEM 6.  SELECTED FINANCIAL DATA

(Dollars in thousands)

      The selected consolidated financial data as of and for each of the five
years in the period ended December 31, 1997 have been derived from the audited
consolidated financial statements of the Company. These data should be read in
conjunction with the consolidated financial statements and related notes
thereto, for each of the three years in the period ended December 31, 1997 and
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" included elsewhere in this Annual Report on Form 10-K. The Statement
of Operations Data with respect to the years ended December 31, 1993 and 1994,
and the balance sheet data at December 31, 1993, 1994, and 1995 have been
derived from audited consolidated financial statements of the Company not
included herein.

<TABLE>
<CAPTION>

                                                                            Year Ended December 31,
                                                        -------------------------------------------------------------
                                                           1993          1994        1995         1996         1997
                                                        ---------     --------    ---------    ---------    ---------
Statement of Operations Data:
<S>                                                       <C>          <C>         <C>          <C>          <C>
Revenues                                                  $98,646      $94,458     $120,968     $159,870     $176,363
Direct operating and programming expenses                  22,078       22,369       37,494       48,598       56,905
Selling, general and administrative expenses               16,692       18,708       23,912       28,974       32,163
Depreciation and amortization                              37,240       36,703       31,953       40,446       43,337
Management fees                                             4,681        6,302        6,334        8,839        9,566
                                                        ---------    ---------    ---------    ---------    ---------

Operating income                                           17,955       10,376       21,275       33,013       34,392

Interest expense                                          (24,515)     (22,889)     (29,217)     (40,748)     (50,150)
Interest expense affiliates                                (4,955)      (9,373)      (7,501)      (6,600)      (6,600)
Gain on sale of assets                                         --           --           --           --        1,522
Other income (expense)                                        271          585          (15)         401        1,085
                                                        ---------    ---------    ---------    ---------    ---------

Loss before income taxes, extraordinary loss and
cumulative effect of change in accounting
principle (a)                                             (11,244)     (21,301)     (15,458)     (13,934)     (19,751)
Income tax benefit (expense)                                   --          276       (2,824)       2,984          (51)
Extraordinary loss (a)                                         --           --       (1,109)          --           --
Cumulative effect of change in accounting for
income taxes (a)                                          (59,500)          --           --           --           --
                                                        ---------    ---------    ---------    ---------    ---------
Net loss                                                 $(70,744)    $(21,025)    $(19,391)    $(10,950)    $(19,802)
                                                        =========    =========    =========    =========    =========



Loss per general and limited partners' unit before
extraordinary loss and cumulative effect of change
in accounting principle                                   $(1,124)     $(2,103)     $(1,828)     $(1,095)     $(1,980)
Net loss per general and limited partners' unit after
priority return and accretion requirements               $(12,346)     $(8,383)     $(8,275)     $(7,659)     $(9,570)
Cash distributions declared per general and limited
partners' units                                          $     --      $    --      $    --      $ 5,467      $    --
</TABLE>





<PAGE>


<TABLE>
<CAPTION>

                                                                                  December 31,
                                                         -------------------------------------------------------------
                                                           1993          1994         1995         1996         1997
                                                         ----------   ----------   ---------    ---------    ---------
Balance Sheet Data:
<S>                                                      <C>          <C>          <C>          <C>          <C>
Total assets                                             $458,663     $375,985     $533,909     $640,221     $728,952
Total debt (b)                                            368,263      314,069      419,809      572,713      673,804
Redeemable Preferred Limited
Partner Interests                                         276,101      276,101           --           --           --

Partners' equity (deficiency)                            (452,115)    (494,105)     (18,544)     (84,199)    (112,217)


                                                                             Year Ended December 31,
                                                          -----------------------------------------------------------
Other Data and Financial Ratios:                             1993         1994         1995         1996         1997
                                                          ---------    ---------    --------     --------     -------
EBITDA (c)                                                $60,147      $53,966      $59,547      $82,699      $88,380
EBITDA Margin (d)                                            56.8%(e)     56.7%(e)     49.2%        51.7%        50.1%
Interest expense                                           29,470       32,262       36,718       47,348       56,750
Cash provided by operating activities                      16,652       20,285        8,161       33,411       21,305
Cash (used for) provided by investing activities          (32,959)      19,402     (107,351)     (70,444)     (51,821)
Cash provided by (used for) financing activities           20,628      (50,633)     131,442       30,822        7,604
EBITDA to interest expense (f)                               2.04         1.67         1.62         1.75         1.56
Capital Expenditures                                      $23,164      $23,916      $21,498      $28,117      $37,867

<FN>


(a)  "Extraordinary loss" relates to loss on the early retirement of debt.
     "Cumulative effect of change in accounting for income taxes" refers to a
     change in accounting principle. Effective January 1, 1993, the Company
     adopted the provisions of Statement of Financial Accounting Standards
     ("SFAS") No. 109, "Accounting for Income Taxes," which requires an asset
     and liability approach for financial accounting and reporting for income
     taxes. SFAS No. 109 resulted in the cumulative recognition of an additional
     liability by the Company of $59,500.

(b)  Excludes affiliate debt.

(c)  Earnings before interest expense, income taxes, depreciation and
     amortization, management fees, other noncash charges, extraordinary loss
     and cumulative effect of change in accounting principle ("EBITDA"). EBITDA
     and similar measurements of cash flow are commonly used in the cable
     television industry to analyze and compare cable television companies on
     the basis of operating performance, leverage and liquidity. While EBITDA is
     not an alternative to operating income as an indicator of operating
     performance or an alternative to cash flows from operating activities as a
     measure of liquidity, as defined by generally accepted accounting
     principles and, while EBITDA may not be comparable to other similarly
     titled measures of other companies, the Company's management believes
     EBITDA is a meaningful measure of performance as substantially all of the
     Company's financing agreements contain financial covenants based on EBITDA.

(d) Percentage representing EBITDA divided by revenues.

(e) Excludes business interruption revenue allocated from insurance proceeds
    related to Hurricane Andrew of $9,547 and $1,037 for the years ended
    December 31, 1993 and 1994, respectively.

(f) Based on EBITDA for the period presented divided by interest expense
recorded for the applicable period.

</FN>
</TABLE>


<PAGE>


ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS

(Dollars in thousands)

      Results of Operations

General

      Olympus is a joint venture limited partnership formed under the laws of
Delaware with 50% of the outstanding voting interests held by ACP Holdings,
Inc., a wholly-owned subsidiary of Adelphia and managing general partner of
Olympus. The remaining 50% of the voting interest is held by various
wholly-owned subsidiaries of FPL Group. Adelphia and FPL Group also held, as of
December 31, 1997, $312,261 and $156,130, respectively, aggregate principal
amount of non-voting Preferred Limited Partnership ("PLP") interests in the
Company, which provide for a 16.5% per annum priority return.

      Olympus Capital Corporation, a wholly-owned subsidiary of the Company, was
formed solely for the purpose of serving as a co-issuer with Olympus
Communications, L.P. of the 10 5/8% Senior Notes due 2006. Olympus Capital
Corporation has no substantial assets or liabilities and no operations of any
kind and the Indenture, pursuant to which such Senior Notes were issued, limits
Olympus Capital Corporation's ability to acquire or hold any significant assets
or other properties or engage in any business activities other than in
connection with the issuance of the Senior Notes.

      Olympus earned substantially all of its revenues in each of the last three
fiscal years from monthly subscriber fees for basic, satellite, premium and
ancillary services (such as installations and equipment rentals), local and
national advertising sales, pay-per-view programming, home shopping networks and
electronic security monitoring services.


Comparison of the Years Ended December 31, 1995, 1996 and 1997

      The changes in the Company's results of operations for the year ended
December 31, 1996 compared with the year ended December 31, 1995, were primarily
the result of acquisitions, expanding existing cable television operations and
the impact of increased advertising sales and other service offerings as well as
an increase in cable rates implemented during October 1995 and June 1996. The
changes for the year ended December 31, 1997, compared with the prior year, were
primarily the result of acquisitions, expanding existing cable television
operations, the impact of subscriber rate increases which became effective June
1, 1996 and 1997 and vendor price increases for the Company's programming. Refer
to Liquidity and Capital Resources - Acquisitions for a discussion of
acquisitions. The high level of depreciation and amortization associated with
acquisitions and the upgrading and expansion of the cable systems, and interest
and placement costs associated with financing activities will continue to have a
negative impact on the reported results of operations. The Company expects to
report net losses for the foreseeable future. The following table is derived
from the Company's consolidated financial statements that are included in this
Annual Report on Form 10-K and sets forth the historical percentage relationship
to revenues of the components of operating income contained in such financial
statements for the periods indicated.

                                                   Percentage of Revenues
                                                  Year Ended December 31,
                                              1995        1996       1997
                                            ---------  ---------  ----------

Revenues                                      100.0%     100.0%      100.0%

Operating expenses:
Direct operating and programming               31.0        30.4       32.3
Selling, general and administrative            19.8        18.1       18.2
Depreciation and amortization                  26.4        25.4       24.6
Management fees to managing general partner     5.2         5.5        5.4
                                             -------     -------    -------
Operating income                               17.6%       20.6%      19.5%
                                             =======     =======    =======


<PAGE>




      Revenues

The primary revenue sources, reflected as a percentage of total revenues, were
as follows:

                                              Year Ended December 31,
                                             1995       1996      1997
                                          ---------  ---------  ---------

Regulated service and equipment fees           74%       73%       74%
Premium programming fees                       15%       13%       12%
Advertising sales and other services           11%       14%       14%


      Total revenues for the year ended December 31, 1996 increased 32.2% from
the prior year, primarily due to the impact of cable systems contributed by FPL
Group, the cable systems acquired from WB Cable during 1995 and Leadership
during 1996, and the positive impact of rate increases implemented during
October 1995 and June 1996. Subscriber growth and advertising revenues also
contributed to such increase. Revenues increased approximately 10.3% for the
year ended December 31, 1997 compared with the prior year, primarily due to
acquisitions, basic subscriber growth and the positive impact of rate increases
on June 1, 1996 and June 1, 1997. These increases were partially offset by price
reductions on certain services and a decrease in premium programming services
and advertising revenues.

      The increases (decreases) were attributable to the following:

                                            Percentage of
                                         Increase (Decrease)
                                         for the Year Ended
                                             December 31,
                                         -------------------
                                            1996      1997
                                           ------    ------
Acquisitions                                 66%       48%
Basic subscriber growth                      12%       38%
Rate increases                               20%       24%
Premium programming fees                     (1%)     (11%)
Advertising sales and other                   3%        1%


      Direct Operating and Programming Expenses. Direct operating and
programming expenses, which are mainly basic and premium programming costs and
technical expenses, increased 29.6% and 17.1% for the years ended December 31,
1996 and 1997, respectively, compared with the respective prior years. Such
increases were primarily due to increased programming costs and incremental
costs associated with increased subscribers as well as increased operating
expenses from acquired systems. Acquired systems accounted for approximately 41%
and 25% of the increase for the years ended December 31, 1996 and 1997,
respectively.

      Selling, General and Administrative Expenses. These expenses, which are
mainly comprised of costs related to system offices, customer service
representatives, and sales and administrative employees, increased 21.1% and
11.0% for the years ended December 31, 1996 and 1997, respectively, compared
with the respective prior years. The increases were primarily due to incremental
costs associated with acquisitions and costs associated with subscriber growth.
Acquired systems accounted for approximately 41% and 35% of the increase for the
years ended December 31, 1996 and 1997, respectively. Selling, general and
administrative expenses declined as a percentage of revenues for the year ended
December 31, 1996 and remained constant through December 31, 1997 when compared
with the respective prior year which reflects the impact of rate increases and
the successful integration of acquired systems with existing operations.

      EBITDA. EBITDA (earnings before interest expense, income taxes,
depreciation and amortization, management fees, other non-cash charges,
extraordinary loss and cumulative effect of change in accounting principle) for
the year ended December 31, 1996, increased 38.9% as compared with the prior
year. The increase was primarily due to the positive effects of the October 1995
and June 1996 rate increases, increased advertising and other service revenues,

<PAGE>

and the increased operating income provided by cable systems contributed by the
FPL Group, and acquired from WB Cable and Leadership, partially offset by
increased programming costs and incremental costs associated with increased
subscribers. For the year ended December 31, 1997, EBITDA increased 6.9% as
compared with the prior year. The increase was primarily due to the positive
impact of acquisitions and rate increases on June 1, 1996 and 1997. While EBITDA
is not an alternative to operating income as an indicator of operating
performance or an alternative to cash flows from operating activities as a
measure of liquidity, as defined by generally accepted accounting principles
and, while EBITDA may not be comparable to other similarly titled measures of
other companies, the Company's management believes EBITDA is a meaningful
measure of performance as substantially all of the Company's financing
agreements contain financial covenants based on EBITDA.

      Depreciation and Amortization. Depreciation and amortization was higher
for the year ended December 31, 1996 compared with the prior year, primarily due
to the effect of acquisitions. For the year ended December 31, 1997,
depreciation and amortization increased compared with the prior year primarily
due to increased amortization related to acquisitions and to the costs
associated with the Company's financing activities.

      Management Fees to Managing Affiliate. Pursuant to the terms of the
Company's Partnership Agreement, the Company pays to Adelphia, on a quarterly
basis, an amount representing an allocation of the corporate overhead of
Adelphia with respect to the Company for such period, which allocation is based
upon the ratio of the Company's cable subscribers to the total cable subscribers
owned or managed by Adelphia. Such fees were relatively flat as a percentage of
revenues for the years ended December 31, 1996 and 1997 as compared to the
respective prior year.

      Interest Expense. For the years ended December 31, 1996 and 1997, interest
expense increased 39.5% and 23.1% compared to the respective prior year. The
increase during 1996 was primarily due to increased levels of debt incurred as a
result of acquisitions. The increase in interest expense during 1997 was
primarily attributable to an increase in the average interest rate on
outstanding debt due to the issuance of $200,000 of 10 5/8% Senior Notes on
November 12, 1996 and an increase in the average amount of debt outstanding
during 1997 as compared with the prior year.

      Interest Expense-Affiliates. The Company is charged interest on advances
due to Adelphia and other affiliates. Such advances were used by the Company for
capital expenditures, for repayment of debt and for working capital. For the
year ended December 31, 1996, interest expense-affiliates declined 12.0%
primarily due to the lower level of advances outstanding during 1996 compared
with the year ended December 31, 1995. Interest expense-affiliates was flat for
the year ended December 31, 1997 as compared with the prior year.

      Net Loss. The Company reported net losses of $19,391, $10,950 and $19,802
for the years ended December 31, 1995, 1996 and 1997, respectively. The decline
in net loss in 1996 compared to 1995 is primarily due to the impact of rate
increases and increased operating income of acquired systems, partially offset
by increased programming costs, interest expense and other incremental costs
associated with increased subscribers. The increase in net loss for the year
ended December 31, 1997 as compared to the prior year was due primarily to
increased interest expense.

Liquidity and Capital Resources

      The cable television business is capital intensive and typically requires
continual financing for the construction, modernization, maintenance, expansion
and acquisition of cable systems. During the three years in the period ended
December 31, 1997, the Company committed substantial capital resources for these
purposes. These expenditures were funded through long-term borrowings and, to a
lesser extent, advances from affiliates and internally generated funds. The
Company's aggregate outstanding borrowings as of December 31, 1997 were
$673,804. The Company's ability to generate cash to meet its future needs will
depend generally on its results of operations and the continued availability of
external financing.
<PAGE>

      Capital Expenditures

      The Company's network architecture is designed to increase channel
capacity and minimize future capital expenditures, while positioning the Company
to take advantage of future opportunities. Capital expenditures for the years
ended December 31, 1995, 1996 and 1997 were $21,498, $28,117 and $37,867
respectively. The increases in capital expenditures for the years ended December
31, 1996 and 1997 compared to the respective prior years were primarily due to
the impact of acquired systems and increased investment related to the
rebuilding of the Company's cable plant. The Company expects capital
expenditures for 1998 to range from $40,000 to $60,000.

      Financing Activities

      The Company's ability to generate cash adequate to meet its future needs
will depend generally on its results of operations and the continued
availability of financing from both its owners and external sources. During the
three year period ended December 31, 1997, the Company funded its working
capital requirements, capital expenditures, and acquisitions through long-term
borrowings primarily from banks and affiliates, issuance of debt securities by
Olympus, advances from affiliates and internally generated funds. The Company
generally has funded the principal and interest obligations on its long-term
borrowings by refinancing the principal with new loans, and by paying the
interest out of internally generated funds.

      Most of Olympus' directly-owned subsidiaries have their own senior credit
agreements. Typically, borrowings under these agreements are collateralized by
the assets of the borrowing subsidiary and its subsidiaries and, in some cases,
are guaranteed by such subsidiary's subsidiaries. At December 31, 1996 and 1997,
an aggregate of $309,000 and $427,000, respectively, in borrowings were
outstanding under these agreements. These agreements limit, among other things,
additional borrowings, investments, transactions with affiliates and other
subsidiaries, and the payment of dividends and fees by the subsidiaries. The
agreements also require maintenance of certain financial ratios by the
subsidiaries. Management believes that the borrowers were in compliance with the
agreements' covenants at December 31, 1997. At December 31, 1997, approximately
$151,451 of the net assets of subsidiaries would be permitted to be transferred
to Olympus in the form of distributions, dividends and loans without the prior
approval of the lenders based upon the results of operations of such
subsidiaries for the quarter ended December 31, 1997. The subsidiaries are
permitted to pay management fees to Olympus or other subsidiaries. Such fees are
limited to a percentage of the subsidiaries' revenues.

      A subsidiary of Olympus is a co-borrower with an affiliate under a
$200,000 credit agreement. The subsidiary is permitted to borrow up to $39,500
of the available credit, none of which was included in subsidiary debt as of
December 31, 1996 and 1997. In conjunction with the acquisition of the
partnership interests of National, another subsidiary of Olympus assumed the
obligation for $118,000 of a $350,000 credit agreement of Hilton Head
Communications, L.P. ("Hilton Head"). Each of these subsidiaries is liable for
all borrowings under the respective credit agreements, although the lenders have
no recourse against Olympus other than against Olympus' interest in and the
assets of the respective subsidiaries.

      The amount of borrowings available to Olympus under revolving credit
agreements is generally based upon the subsidiaries achieving certain levels of
operating performance. Olympus had commitments from banks for additional
borrowings of up to $147,750, which included $10,250 also available to
affiliates at December 31, 1997, which expire through 2003. Olympus pays
commitment fees of .375% of unused principal.

       Subsidiary debt is due at various dates through 2003. Interest rates are
based upon one or more of the following rates at the option of the borrowers:
prime rate plus 0% to 1%; certificate of deposit rate plus .875% to 2.25%; or
LIBOR rate plus .625% to 2%. At December 31, 1996 and 1997, the weighted average
interest rate on subsidiary debt was 7.43% and 7.18%, respectively. Interest is
payable quarterly. The rates on 26.9% of Olympus' subsidiary debt were fixed for
at least one year through interest rate swap agreements.

      On November 12, 1996, Olympus issued $200,000 of 10 5/8% Senior Notes (the
"Senior Notes"). Net proceeds, after payment of transaction costs, of
approximately $195,000 were used to reduce amounts outstanding on Olympus'
subsidiary debt. Interest is payable semi-annually. The Senior Notes are

<PAGE>

unsecured and are due November 15, 2006. Olympus may redeem up to $70,000 of the
Senior Notes at 110.625% of principal through November 6, 1999. Commencing
November 15, 2001, Olympus may redeem the Senior Notes in whole or in part at
105.3125% of principal declining annually to par on November 15, 2004. Holders
of the Senior Notes have the right to require Olympus to redeem their Senior
Notes at 101% of principal upon a Change of Control (as defined in the
Indenture). The Indenture stipulates, among other things, limitations on
additional borrowings, payment of dividends or distributions, repurchase of
equity interests, transactions with affiliates and the sale of assets.

      Olympus has entered into interest rate swap agreements and interest rate
cap agreements with banks and an affiliate to reduce the impact of changes in
interest rates on its bank debt and its Senior Notes. Olympus enters into
pay-fixed agreements to effectively convert a portion of its variable-rate debt
to fixed-rate debt. Olympus enters into receive-fixed agreements to effectively
convert a portion of its fixed-rate Senior Notes to variable-rate debt which is
indexed to LIBOR. Interest rate cap agreements are used to reduce the impact of
increases in interest rates on variable rate debt. Olympus is exposed to credit
loss in the event of nonperformance by the banks and the affiliate. Olympus does
not expect any such nonperformance. At December 31, 1996 and 1997, Olympus would
have received approximately $2,571 and $615, respectively, to settle its
interest rate swap and cap agreements, representing the excess of fair value
over carrying cost of these agreements.

      Acquisitions

      On February 28, 1995, Olympus entered into a Liquidation Agreement with
the Gans Family ("Gans"), a former Olympus limited partner. Under this
Liquidation Agreement, Gans agreed to exchange their redeemable limited partner
interests in Olympus for Olympus' investment in Northeast Cable, Inc.
Concurrently with the closing of the Liquidation Agreement, ACP Holdings,
Olympus, Telesat and certain shareholders of Adelphia entered into an investment
agreement (the "Telesat Investment Agreement") whereby Telesat contributed to
Olympus substantially all of the assets associated with certain cable television
systems, serving approximately 50,000 subscribers in southern Florida, in
exchange for general and limited partner interests of $5, Senior Limited partner
("SLP") interests of $20,000 and $112,500 of newly issued 16.5% preferred
limited partner ("PLP") interests.

      Prior to the Telesat Investment Agreement, Olympus had obligations to
Adelphia for intercompany advances, redeemable PLP interests, and accrued
priority return on redeemable PLP interests. In conjunction with the Telesat
Investment Agreement, Adelphia contributed $49,974 of the intercompany advances,
$51,101 of the existing redeemable PLP interests and all of the then existing
accrued priority return on the redeemable PLP interests to general partners'
equity (deficiency). Adelphia then exchanged its remaining redeemable PLP
interests for $225,000 of new PLP interests. Also, Senior Debt (as defined in
the Telesat Investment Agreement) owed by Olympus to Adelphia of $40,000
remained outstanding after consummation of the Telesat Investment Agreement.

      On March 28, 1996, ACP Holdings, Telesat, Olympus, Adelphia and certain
shareholders of Adelphia entered into an agreement which amended certain aspects
of the Telesat Investment Agreement and the Olympus Partnership Agreement. The
amendment provided for the repayment of certain amounts owed to Telesat totaling
$20,000, the release of certain obligations of Telesat to Olympus and the
reduction of Telesat's PLP and accrued priority return balances by $20,000. The
amendment further provided for a $40,000 distribution to Adelphia as a reduction
of its PLP interest and accrued priority return balances. These repayments and
distributions were made on March 29, 1996 and were funded through internally
generated funds and borrowings by a subsidiary of Olympus.

      On April 3, 1995, Olympus purchased all of the cable and security systems
of WB Cable Associates, Ltd., ("WB Cable") serving approximately 44,000 cable
and security monitoring subscribers for a purchase price of $82,000. WB Cable
provides cable service from one headend and security monitoring services from
one location in West Boca Raton, Florida. Of the purchase price, $77,000 was
paid in cash and $5,000 was paid in Adelphia Class A Common Stock. The
acquisition, which was accounted for under the purchase method of accounting,
was financed principally through additional borrowings under an Olympus
subsidiaries' credit agreement.
<PAGE>

      On January 5, 1996, Olympus acquired all of the southeast Florida cable
systems of the Leadership Cable division of Fairbanks Communications, Inc.,
("Leadership Cable") which at the acquisition date served approximately 50,000
cable and security subscribers for a purchase price of $95,800. Leadership Cable
provides cable service and security services in and around West Palm Beach,
Florida. The purchase price consisted of $40,000 in cash and a $70,000
non-interest bearing discount seller note. This note was recorded at $55,800 at
acquisition and accreted to the $70,000 face amount. The acquisition was
accounted for under the purchase method of accounting.

      Effective April 1, 1997, Olympus acquired certain cable systems of
Tele-Media Company of Southeast Florida, Inc. for an aggregate price of $8,500.
These systems served approximately 5,000 subscribers at the date of acquisition
located in and around Osceola County, Florida. The acquisition was accounted for
under the purchase method of accounting.

      On June 20, 1997, Olympus acquired the Peninsula Cable systems from Booth
American Company for an aggregate price of $10,500. These systems served
approximately 6,000 subscribers at the date of acquisition located in and around
Madeira Beach, Florida. The acquisition was accounted for under the purchase
method of accounting.

      Olympus completed the acquisition of all of the partnership interests of
National from Hilton Head, an entity controlled by the family of John Rigas
(principal shareholder of Adelphia), for a purchase price of approximately
$118,000. National provides cable service to approximately 57,000 subscribers in
Palm Beach County, Florida and also owns limited partnership interests in
Tele-Media Investment Partnership, L.P. ("TMIP"). The acquisition was accounted
for under the purchase method of accounting and National's operations were
consolidated with Olympus for financial reporting purposes effective as of
October 1, 1997.

      On March 2, 1998, Olympus and TMIP entered into a series of agreements to
restructure the ownership of TMIP. The restructuring will result in Olympus
exchanging its nonconsolidated preferred limited partnership investment in TMIP
for 100% ownership of approximately 27,750 subscribers in Palm Beach County,
Florida subject to $38,287 in debt and a 75% consolidated general partner
interest in TMIP subject to $37,856 in debt. The restructured TMIP will own
approximately 40,850 subscribers located principally in Broward County, Florida.
Consummation of this transaction is subject to certain closing conditions and
regulatory approval.

      Resources

      The Company plans to continue to explore and consider new commitments,
arrangements or transactions to refinance existing debt, increase the Company's
liquidity or decrease the Company's leverage. These could include, among other
things, the future issuance by the Company, or its subsidiaries or debt and the
negotiation of new or amended credit facilities. These could also include
entering into acquisitions, joint ventures or other investment or financing
activities, although no assurance can be given that any such transactions will
be consummated. The Company's ability to borrow under current credit facilities
and to enter into refinancings and new financings is limited by covenants
contained in its subsidiaries' credit agreements, including covenants under
which the ability to incur indebtedness is in part a function of applicable
ratios of total debt to cash flow.

      The Company believes that cash and cash equivalents, internally generated
funds, borrowings under existing credit facilities, and future financing sources
will be sufficient to meet its short-term and long-term liquidity and capital
requirements. Although in the past the Company has been able to refinance its
indebtedness or obtain new financing, there can be no assurance that the Company
will be able to do so in the future or that the terms of such financings would
be favorable.

      Management believes that the telecommunications industry, including the
cable television and telephone industries, continues to be in a period of
consolidation characterized by mergers, joint ventures, acquisitions, sales of
all or part of cable companies or their assets, and other partnering and
investment transactions of various structures and sizes involving cable or other
telecommunications companies. The Company continues to evaluate new
opportunities that allow for the expansion of its business through the
acquisition of additional cable television systems in geographic proximity to
its existing regional markets or in locations that can serve as a basis for new

<PAGE>

market areas. The Company, like other cable television companies, has
participated from time to time and is participating in preliminary discussions
with third parties regarding a variety of potential transactions, and the
Company has considered and expects to continue to consider and explore potential
transactions of various types with other cable and telecommunications companies.
However, no assurances can be given as to whether any such transaction may be
consummated or, if so, when.

Recent Accounting Pronouncements

      SFAS No.  130,  "Reporting  Comprehensive  Income,"  and SFAS No. 131 
"Disclosures about Segments of an Enterprise and Related Information," have been
issued and are effective for fiscal years beginning after December 15, 1997.
SFAS No. 130 defines comprehensive income and outlines certain reporting and
disclosure requirements related to comprehensive income. SFAS No. 131 requires
certain disclosures about business segments of an enterprise, if applicable. The
adoption of SFAS No. 130 and SFAS No. 131 is not expected to have a significant
effect on Olympus' financial statements or disclosures.

Inflation

      In the three years in the period ended December 31, 1997, the Company
believes that inflation did not have a significant effect on its results of
operations. Periods of high inflation could have an adverse effect to the extent
that increased borrowing costs for floating-rate debt may not be offset by
increases in subscriber rates. At December 31, 1997, after giving effect to
interest rate hedging agreements, approximately $312,000 of the Company's total
debt was subject to floating interest rates.

Regulatory and Competitive Matters

      The cable television operations of the Company may be adversely affected
by changes and developments in governmental regulation, competitive forces and
technology. The cable television industry and the Company are subject to
extensive regulation at the federal, state and local levels. The 1992 Cable Act
significantly expanded the scope of regulation of certain subscriber rates and a
number of other matters in the cable industry, such as mandatory carriage of
local broadcast stations and retransmission consent, and increased the
administrative costs of complying with such regulations. The FCC has adopted
rate regulations that establish, on a system-by-system basis, maximum allowable
rates for (i) basic and cable programming services (other than programming
offered on a per-channel or per-program basis), based upon a benchmark
methodology, and (ii) associated equipment and installation services based upon
cost plus a reasonable profit. Under the FCC rules, franchising authorities are
authorized to regulate rates for basic services and associated equipment and
installation services, and the FCC will regulate rates for regulated cable
programming services in response to complaints filed with the agency. The
Telecommunications Act of 1996 (the "1996 Act") ends FCC regulation of cable
programming service tier rates on March 31, 1999.

      Rates for basic and cable programming services are set pursuant to a
benchmark formula. Alternatively, a cable operator may elect to use a
cost-of-service methodology to show that rates for basic and cable programming
services are reasonable. Refunds with interest will be required to be paid by
cable operators who are required to reduce regulated rates. The FCC has reserved
the right to reduce or increase the benchmarks it has established. The rate
regulations also limit increases in regulated rates to an inflation indexed
amount plus increases in certain costs such as taxes, franchise fees, costs
associated with specific franchise requirements and increased programming costs.
Cost-based adjustments to these capped rates can also be made in the event a
cable operator adds or deletes channels or completes a significant system
rebuild or upgrade. Because of the limitation on rate increases for regulated
services, future revenue growth from cable services will rely to a much greater
extent than has been true in the past on increased revenues from unregulated
services and new subscribers than from increases in previously unregulated
rates.

      The FCC has adopted regulations implementing all of the requirements of
the 1992 Cable Act. The FCC is also likely to continue to modify, clarify or
refine the rate regulations. Olympus cannot predict the effect of the 1996 Act
or future rulemaking proceedings or changes to the rate regulations.
<PAGE>

      Cable television companies operate under franchises granted by local
authorities which are subject to renewal and renegotiation from time to time.
Because such franchises are generally non-exclusive, there is a potential for
competition with the systems from other operators of cable television systems,
including public systems operated by municipal franchising authorities
themselves, and from other distribution systems capable of delivering television
programming to homes. The 1992 Cable Act and the 1996 Act contain provisions
which encourage competition from such other sources. The Company cannot predict
the extent to which competition will materialize from other cable television
operators, local telephone companies, other distribution systems for delivering
television programming to the home, or other potential competitors, or, if such
competition materializes, the extent of its effect on the Company.

      The 1996 Act repealed the prohibition on local telephone exchange carriers
("LECs") from providing video programming directly to customers within their
local exchange areas other than in rural areas or by specific waiver of FCC
rules. The 1996 Act also authorized LECs to operate "open video systems" ("OVS")
without obtaining a local cable franchise, although LECs operating such a system
can be required to make payments to local governmental bodies in lieu of cable
franchise fees. Where demand exceeds capacity, up to two-thirds of the channels
on an OVS must be available to programmers unaffiliated with the LEC. The
statute states that the OVS scheme supplants the FCC's "video dialtone" rules.
The FCC has promulgated rules to implement the OVS concept, and New Jersey Bell
Telephone Company has been granted permission to convert its video dialtone
authorization in Dover Township, New Jersey to an OVS authorization.

      The Company believes that the provision of video programming by telephone
companies in competition with the Company's existing operations could have an
adverse effect on the Company's financial condition and results of operations.
At this time, the impact of any such effect is not known or estimable.

      The Company also competes with DBS service providers. DBS has been
available to consumers since 1994. A single DBS satellite can provide more than
100 channels of programming. DBS service can be received virtually anywhere in
the United States through the installation of a small outdoor antenna. DBS
service is being heavily marketed on a nationwide basis by several service
providers. At this time, any impact of DBS competition on the Company's future
results is not known or estimable.

Year 2000 Issues

      The Year 2000 Issue is the result of computer programs being written using
two digits rather than four to define the applicable year. Any of the Company's
computer programs that have time-sensitive software may recognize a date using
"00" as the year 1900 rather than the year 2000. This could result in a system
failure or miscalculations causing disruptions of operations, including, among
other things, a temporary inability to process transactions, send invoices, or
engage in similar normal business activities.

      The Company has recently completed the planning stage of a project that
addresses the Year 2000 data processing issues relating to modifications of its
mainframe computer applications. Internal and external resources are being used
to make the required modifications and perform the necessary tests, all of which
is expected to be completed by June 1999. The financial impact of these
modifications is not expected to be significant to Olympus' financial
statements.

      In addition, the Company has begun communicating with others with whom it
does significant business to determine their Year 2000 Compliance readiness and
the extent to which the Company is vulnerable to any third party Year 2000
issues. However, there can be no guarantee that the systems of other companies
on which the Company's systems rely will be timely converted, or that a failure
to convert by another company, or a conversion that is incompatible with the
Company's systems, would not have a material adverse effect on the Company.

ITEM 7A.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

      Not applicable

<PAGE>




ITEM 8.   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
      The consolidated financial statements and related notes thereto and
independent auditors report follow.
<TABLE>
<CAPTION>



                                       INDEX TO FINANCIAL STATEMENTS



<S>                                                                                          <C>
Independent Auditors' Report..................................................................34

Consolidated Balance Sheets, December 31, 1996 and 1997.......................................35

Consolidated Statements of Operations, Years Ended December 31, 1995, 1996 and 1997...........36

Consolidated Statements of Partners' Equity (Deficiency), Years Ended December 31, 1995,
     1996 and 1997............................................................................37

Consolidated Statements of Cash Flows, Years Ended December 31, 1995, 1996 and 1997...........38

Notes to Consolidated Financial Statements....................................................39
</TABLE>



<PAGE>



INDEPENDENT AUDITORS' REPORT

Olympus Communications, L.P.:

We have audited the accompanying consolidated balance sheets of Olympus
Communications, L.P. and subsidiaries as of December 31, 1996 and 1997, and the
related consolidated statements of operations, partners' equity (deficiency),
and cash flows for each of the three years in the period ended December 31,
1997. Our audits also included the financial statement schedules listed in the
Index at Item 14. These financial statements and financial statement schedules
are the responsibility of the Partnership's management. Our responsibility is to
express an opinion on these financial statements and financial statement
schedules based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such consolidated financial statements present fairly, in all
material respects, the financial position of Olympus Communications, L.P. and
subsidiaries at December 31, 1996 and 1997, and the results of their operations
and their cash flows for each of the three years in the period ended December
31, 1997, in conformity with generally accepted accounting principles. Also, in
our opinion, such financial statement schedules, when considered in relation to
the basic consolidated financial statements taken as a whole, present fairly in
all material respects the information set forth therein.





DELOITTE & TOUCHE LLP

Pittsburgh, Pennsylvania
March 6, 1998


<PAGE>





                  OLYMPUS COMMUNICATIONS, L.P. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                             (Dollars in thousands)

                                                      December 31,
                                                 -----------------------
                                                    1996        1997
                                                 ---------   ----------

ASSETS:
Cable systems, at cost, net of accumulated 
 depreciation and amortization:
Property, plant and equipment                     $225,775     $265,783
Intangible assets                                  350,411      417,559
                                                 ---------    ---------
Total                                              576,186      683,342

Cash and cash equivalents                           26,466        3,554
Subscriber receivables - net                        10,491       12,577
Prepaid expenses and other assets - net             27,078       29,479
                                                 ---------    ---------
Total                                             $640,221     $728,952
                                                 =========    =========

LIABILITIES AND PARTNERS' EQUITY (DEFICIENCY):
Subsidiary debt                                   $309,000     $427,000
Parent debt                                        200,000      200,000
Other debt                                          63,713       46,804
Accounts payable                                    15,122       15,947
Subscriber advance payments and deposits             5,426        7,907
Accrued interest and other liabilities              30,429       25,265
Accrued priority return on preferred limited
partner interests                                   20,476       22,241
Due to affiliates - net                             39,667       55,169
Deferred income taxes                               40,587       40,836
                                                 ---------    ---------
Total liabilities                                  724,420      841,169

Commitments and contingencies (Note 5)

Partners' equity (deficiency):
Limited partners' interests                        407,669      488,398
General partners' equity (deficiency)             (491,868)    (600,615)
                                                 ---------    ---------
Total partners' equity (deficiency)                (84,199)    (112,217)
                                                 ---------    ---------
Total                                             $640,221     $728,952
                                                 =========    =========


                 See notes to consolidated financial statements.





<PAGE>


<TABLE>
<CAPTION>

                  OLYMPUS COMMUNICATIONS, L.P. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                             (Dollars in thousands)

                                                                 Year Ended December 31,
                                                        -------------------------------------
                                                             1995        1996      1997
                                                         ----------- ----------- -----------

<S>                                                         <C>         <C>         <C>
Revenues                                                    $120,968    $159,870    $176,363
                                                          ----------  ----------  ----------

Operating expenses:
Direct operating and programming                              37,494      48,598      56,905
Selling, general and administrative                           23,912      28,974      32,163
Depreciation and amortization                                 31,953      40,446      43,337
Management fees to managing affiliate                          6,334       8,839       9,566
                                                          ----------  ----------  ----------
Total                                                         99,693     126,857     141,971
                                                          ----------  ----------  ----------

Operating income                                              21,275      33,013      34,392
                                                          ----------  ----------  ----------

Other income (expense):
Interest expense                                             (29,217)    (40,748)    (50,150)
Interest expense - affiliates                                 (7,501)     (6,600)     (6,600)
Gain on sale of assets                                            --          --       1,522
Other (expense) income                                           (15)        401       1,085
                                                          ----------  ----------  ----------
Total                                                        (36,733)    (46,947)    (54,143)
                                                          ----------  ----------  ----------

Loss before income taxes and extraordinary loss              (15,458)    (13,934)    (19,751)
Income tax (expense) benefit                                  (2,824)      2,984         (51)
                                                          ----------  ----------  ----------

Loss before extraordinary loss                               (18,282)    (10,950)    (19,802)
Extraordinary loss on early retirement of debt (net
of income tax benefit of $486)                                (1,109)         --          --
                                                          ----------  ----------  ----------
Net loss                                                     (19,391)    (10,950)    (19,802)

Priority return on preferred and senior limited
partner interests                                            (63,358)    (65,644)    (75,893)
                                                          ----------  ----------  ----------
Net loss of general and limited partners after
priority return                                             $(82,749)   $(76,594)   $(95,695)
                                                          ==========  ==========  ==========
Loss per general and limited partners' unit before
extraordinary loss and after priority return                 $(8,164)    $(7,659)    $(9,570)
Extraordinary loss per general and limited partners'
unit on early retirement of debt                                (111)         --          --
                                                          ----------  ----------  ----------
Net loss per general and limited partners' unit after
priority return                                              $(8,275)    $(7,659)    $(9,570)
                                                          ==========  ==========  ==========

                 See notes to consolidated financial statements.
</TABLE>


<PAGE>


<TABLE>
<CAPTION>

                                     OLYMPUS COMMUNICATIONS, L.P. AND SUBSIDIARIES
                                CONSOLIDATED STATEMENTS OF PARTNERS' EQUITY (DEFICIENCY)
                                                  (Dollars in thousands)
                                                                                              Total
                                                                                             Partners'
                                                                 Limited        General       Equity
                                                                 Partners       Partners   (Deficiency)
                                                             --------------   ------------  ----------

<S>                                                          <C>              <C>           <C>
Balance, December 31, 1994                                   $         --     $(494,105)    $(494,105)

Intercompany advances converted to general partners'
equity (deficiency)                                                    --        49,974        49,974
Redeemable preferred limited partner interests converted
to general partners' equity (deficiency)                               --        51,101        51,101
Accrued priority return converted to general partners'
equity (deficiency)                                                    --       142,300       142,300
Excess of obligation for redeemable limited partner
interest over carrying value of investment exchanged
to satisfy such obligation                                             --         4,754         4,754
Excess of ascribed value over historical cost of assets
contributed by Telesat                                                 --       (86,349)      (86,349)
Issuance of preferred limited partner interests                   376,625            --       376,625
Issuance of limited and senior limited partner interests           20,005            --        20,005
Net loss of general and limited partners after priority
return                                                                 --       (82,749)      (82,749)
Capital distribution                                                   --          (100)         (100)
                                                             ------------  ------------  ------------

Balance, December 31, 1995                                        396,630      (415,174)      (18,544)

Net loss of general and limited partners after priority
return                                                                 --       (76,594)      (76,594)
Issuance of preferred limited partner interests                    65,711            --        65,711
Capital distributions                                             (54,672)         (100)      (54,772)
                                                             ------------  ------------  ------------

Balance, December 31, 1996                                        407,669      (491,868)      (84,199)

Net loss of general and limited partners after priority
return                                                                 --       (95,695)      (95,695)
Excess of ascribed value over historical cost of assets
purchased from affiliate                                               --       (22,752)      (22,752)
Issuance of preferred limited partner interests                    80,729            --        80,729
Capital contributions                                                  --         9,800         9,800
Capital distributions                                                  --          (100)         (100)
                                                             ------------  ------------  ------------

Balance, December 31, 1997                                   $    488,398  $   (600,615) $   (112,217)
                                                             ============  ============  ============

                            See notes to consolidated financial statements.
</TABLE>



<PAGE>


<TABLE>
<CAPTION>
                                OLYMPUS COMMUNICATIONS, L.P. AND SUBSIDIARIES
                                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                                             (Dollars in thousands)


                                                                           Year Ended December 31,
                                                              ------------------------------------------
                                                                     1995          1996         1997
                                                               ------------- ------------- -------------
Cash flows from operating activities:
<S>                                                            <C>           <C>           <C>          
  Net loss                                                     $    (19,391) $    (10,950) $    (19,802)
Adjustments to reconcile net loss to net cash provided
by operating activities:
Depreciation                                                         22,593        25,507        25,535
Amortization                                                          9,360        14,939        17,802
Extraordinary loss on debt retirement (net of
income tax benefit)                                                   1,109            --            --
Gain on sale of assets                                                   --            --        (1,522)
Accretion of non-interest bearing note                                   --         6,207         7,993
Deferred taxes, net of effects of acquisitions                        2,824        (2,965)           82
Changes in operating assets and liabilities, net of effects
 of acquisitions:
Subscriber receivables                                               (1,026)       (2,653)       (1,174)
Prepaid expenses and other assets                                    (2,505)      (16,318)       (3,596)
Accounts payable                                                      2,729           861           (53)
Subscriber advance payments and deposits                                581         1,469         1,733
Accrued interest and other liabilities                               (8,113)       17,314        (5,693)
                                                               ------------  ------------  ------------
Net cash provided by operating activities                             8,161        33,411        21,305
                                                               ------------  ------------  ------------

Cash flows from investing activities:
Business acquisitions, net of cash acquired                         (85,853)      (42,327)      (15,909)
Expenditures for property, plant and equipment                      (21,498)      (28,117)      (37,867)
Proceeds from sale of assets                                             --            --         1,955
                                                               ------------  ------------  ------------
Net cash used for investing activities                             (107,351)      (70,444)      (51,821)
                                                               ------------  ------------  ------------

Cash flows from financing activities:
Proceeds from debt                                                  438,000       324,500        15,000
Repayments of debt                                                 (336,094)     (235,018)      (40,541)
Costs associated with debt financing                                 (4,872)       (6,215)           --
Payments of priority returns                                        (37,341)      (64,438)      (74,129)
Amounts advanced from affiliates                                     32,724         1,054        16,845
Issuance of preferred limited partner interests                      39,125        65,711        80,729
Capital contributions                                                    --            --         9,800
Capital distributions                                                  (100)      (54,772)         (100)
                                                               ------------  ------------  ------------
Net cash provided by financing activities                           131,442        30,822         7,604
                                                               ------------  ------------  ------------

Increase (decrease) in cash and cash equivalents                     32,252        (6,211)      (22,912)

Cash and cash equivalents, beginning of year                            425        32,677        26,466
                                                               ------------  ------------  ------------

Cash and cash equivalents, end of year                         $     32,677  $     26,466  $      3,554
                                                               ============  ============  ============

Supplemental disclosure of cash flow activity-
cash payments for interest                                     $     38,057  $     38,283  $     49,707
                                                               ============  ============  ============

                              See notes to consolidated financial statements.
</TABLE>


<PAGE>


                  OLYMPUS COMMUNICATIONS, L.P. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             (Dollars in thousands)



1. The Partnership and Basis of Presentation:

      Olympus Communications, L.P. and subsidiaries ("Olympus") is a joint
venture limited partnership formed under the laws of Delaware with 50% of the
outstanding voting interests held by ACP Holdings, Inc., ("ACP Holdings"), a
wholly-owned subsidiary of Adelphia Communications Corporation ("Adelphia") and
managing general partner of Olympus. The remaining 50% of the voting interests
are held by various Telesat entities ("Telesat") which are wholly-owned
subsidiaries of FPL Group, Inc. ("FPL"). Olympus' operations consist primarily
of selling video programming which is distributed to subscribers in Florida for
a monthly fee through a network of fiber optic and coaxial cables.

      The consolidated financial statements include the accounts of Olympus and
its substantially wholly-owned subsidiaries. All significant intercompany
accounts and transactions have been eliminated.

      On February 28, 1995, Olympus entered into a Liquidation Agreement with
the Gans Family ("Gans"), an Olympus limited partner. Under this Liquidation
Agreement, Gans agreed to exchange their redeemable limited partner interests in
Olympus for Olympus' investment in Northeast Cable, Inc. Concurrently with the
closing of the Liquidation Agreement, ACP Holdings, Olympus, Telesat and certain
shareholders of Adelphia entered into an investment agreement (the "Telesat
Investment Agreement") whereby Telesat contributed to Olympus substantially all
of the assets associated with certain cable television systems, serving
approximately 50,000 subscribers in southern Florida, in exchange for general
and limited partner interests of $5, Senior Limited partner ("SLP") interests of
$20,000 and $112,500 of newly issued 16.5% preferred limited partner ("PLP")
interests.

      Prior to the Telesat Investment Agreement, Olympus had obligations to
Adelphia for intercompany advances, redeemable PLP interests, and accrued
priority return on redeemable PLP interests. In conjunction with the Telesat
Investment Agreement, Adelphia contributed $49,974 of the intercompany advances,
$51,101 of the existing redeemable PLP interests and all of the then existing
accrued priority return on the redeemable PLP interests to general partners'
equity (deficiency). Adelphia then exchanged its remaining redeemable PLP
interests for $225,000 of new PLP interests. Also, Senior Debt (as defined in
the Telesat Investment Agreement) owed by Olympus to Adelphia of $40,000
remained outstanding after consummation of the Telesat Investment Agreement.

      On March 28, 1996, ACP Holdings, Telesat, Olympus, Adelphia and certain
shareholders of Adelphia entered into an agreement which amended certain aspects
of the Telesat Investment Agreement and the Olympus Partnership Agreement. The
amendment provided for the repayment of certain amounts owed to Telesat totaling
$20,000, the release of certain obligations of Telesat to Olympus and the
reduction of Telesat's PLP and accrued priority return balances by $20,000. The
amendment further provided for a $40,000 distribution to Adelphia as a reduction
of its PLP interest and accrued priority return balances. These repayments and
distributions were made on March 29, 1996 and were funded through internally
generated funds and borrowings by a subsidiary of Olympus.

      On April 3, 1995, Olympus purchased all of the cable and security systems
of WB Cable Associates, Ltd. ("WB Cable"), serving approximately 44,000 cable
and security monitoring subscribers, for a purchase price of $82,000. WB Cable
provides cable service from one headend and security monitoring services from
one location in West Boca Raton, Florida. Of the purchase price, $77,000 was
paid in cash and $5,000 was paid in Adelphia Class A Common Stock. The
acquisition, which was accounted for under the purchase method of accounting,
was financed principally through additional borrowings under an Olympus
subsidiary credit agreement (see Note 3).

      On January 5, 1996, Olympus acquired all of the southeast Florida cable
systems of the Leadership Cable division of Fairbanks Communications, Inc.
("Leadership Cable"), which at the acquisition date served approximately 50,000
cable and security subscribers, for a purchase price of $95,800. Leadership
Cable provides cable service and security services in and around West Palm
Beach, Florida. The purchase price consisted of $40,000 in cash and a $70,000
non-interest bearing discount seller note. This note was recorded at $55,800 at

<PAGE>

acquisition and accreted to the $70,000 face amount (see Note 3). The
acquisition was accounted for under the purchase method of accounting.

      Effective April 1, 1997, Olympus acquired certain cable systems of
Tele-Media Company of Southeast Florida, Inc. for an aggregate price of $8,500.
These systems served approximately 5,000 subscribers at the date of acquisition
located in and around Osceola County, Florida. The acquisition was accounted for
under the purchase method of accounting.

      On June 20, 1997, Olympus acquired the Peninsula Cable systems from Booth
American Company for an aggregate price of $10,500. These systems served
approximately 6,000 subscribers at the date of acquisition located in and around
Madeira Beach, Florida. The acquisition was accounted for under the purchase
method of accounting.

      Olympus completed the acquisition of all of the partnership interests of
National Cable Acquisition Associates, L.P. ("National") from Hilton Head
Communications, L.P. ("Hilton Head"), an entity controlled by the family of John
Rigas (principal shareholder of Adelphia), for a purchase price of approximately
$118,000. National provides cable service to approximately 57,000 subscribers in
Palm Beach County, Florida and also owns limited partnership interests in
Tele-Media Investment Partnership, L.P. ("TMIP"). The acquisition was accounted
for under the purchase method of accounting and National's operations were
consolidated with Olympus for financial reporting purposes effective as of
October 1, 1997. The purchase price was paid through the assumption of
liabilities.

      The following  unaudited  financial  information  assumes that all of the 
aforementioned contribution/acquisition transactions had occurred on January 1,
1995.

<TABLE>
<CAPTION>
                                                           Year Ended December 31,
                                                    ---------------------------------------
                                                        1995          1996          1997
                                                     ----------    -----------   ----------
<S>                                                  <C>           <C>           <C>     
Revenues                                              $165,558      $180,899      $191,290
Loss before extraordinary loss and priority return
 on preferred and senior limited partner interests     (34,601)      (17,153)      (24,688)
Net loss of general and limited partners after 
 priority return                                       (99,946)      (82,798)     (100,582)
Net loss per general and limited partners' unit 
 after priority return                                  (9,995)       (8,280)      (10,058)
</TABLE>

2. Summary of Significant Accounting Policies:
Subscriber Revenues

      Subscriber revenues are recorded in the month the service is provided.

Subscriber Receivables

      An allowance  for doubtful  accounts of $612 and $622 is recorded as a 
reduction of subscriber receivables at December 31, 1996 and 1997, respectively.

Programming Expense

      Adelphia allocates charges from programmers to affiliates (including
Olympus) based on the number of subscribers to each programming service.





<PAGE>




Property, Plant and Equipment

      Property, plant and equipment are comprised of the following:


                                                 December 31,
                                       -------------------------------
                                              1996           1997
                                        --------------  -------------

Operating plant and equipment                 $315,610       $366,104
Real estate and improvements                     4,592          5,786
Support equipment                                6,104          7,874
Construction in progress                        16,057         28,816
                                         -------------  -------------
                                               342,363        408,580
Accumulated depreciation                      (116,588)      (142,797)
                                         -------------  -------------
                                              $225,775       $265,783
                                         =============  =============

      Depreciation is computed on the straight-line method using estimated
useful lives of 5 to 12 years for operating plant and equipment and 3 to 20
years for support equipment and buildings. Additions to property, plant and
equipment are recorded at cost, which includes amounts for material, applicable
labor, and interest. Olympus capitalized interest amounting to $346 for each of
the years ended December 31, 1996 and 1997, respectively.

Intangible Assets

      Intangible assets, net of accumulated amortization, are comprised of the
following:




                                                 December 31,
                                       -------------------------------
                                              1996           1997
                                        --------------  -------------     

Purchased franchises                          $306,770       $360,188
Purchased subscriber lists                      25,950         36,032
Goodwill                                        17,691         21,339
                                         -------------  -------------
                                              $350,411       $417,559
                                         =============  =============


      A portion of the aggregate purchase price of cable television systems
acquired has been allocated to purchased franchises, purchased subscriber lists
and goodwill. Purchased franchises and goodwill are amortized on the
straight-line method over periods which range from 34 to 40 years. Purchased
subscriber lists are amortized on the straight-line method over the average
periods that the listed subscribers are expected to receive service from the
date of acquisition, which range from 7 to 10 years. Accumulated amortization of
intangible assets amounted to $91,165 and $125,178 at December 31, 1996 and
1997, respectively.
<PAGE>

Other Assets

      The unamortized amount of deferred debt financing costs included in
prepaid expenses and other assets was $10,403 and $9,450 at December 31, 1996
and 1997, respectively. Such costs are amortized over the term of the related
debt.

      At December 31, 1997, prepaid expenses and other assets also includes the
Company's limited partnership investment in TMIP of $14,310. Income of $906 from
this investment is included in revenues for the year ended December 31, 1997.

Asset Impairments

      Olympus periodically reviews the carrying value of its long-lived assets
for impairment whenever events or changes in circumstances indicate that the
carrying value of assets may not be recoverable. Measurement of any impairment
would include a comparison of estimated future operating cash flows anticipated
to be generated during the remaining life of the assets with their net carrying
value. An impairment loss would be recognized as the amount by which the
carrying value of the assets exceeds their fair value.

Noncash Financing and Investing Activities

      Capital leases entered into during 1995, 1996 and 1997 totaled $341,
$1,147 and $415, respectively. Business acquisitions include the acquisition of
National which was paid for through the assumption of liabilities (see Note 1).
Reference is made to Notes 1 and 4 for descriptions of additional noncash
financing activities.

Net Loss Per General and Limited Partners' Unit After Priority Return

      Net loss per general and limited partners' unit after priority return is
based upon the weighted average number of general and limited partner units
outstanding of 10.0 for all periods presented.

Cash and Cash Equivalents

      Olympus considers all highly liquid investments with original maturities
of three months or less to be cash equivalents.

Derivative Financial Instruments

      Net settlement amounts under interest rate swap agreements are recorded as
adjustments to interest expense during the period incurred.

Franchise Expense

      The typical term of the Company's  franchise  agreements  upon renewal is
10 years. Franchise fees range from 3% to 5% of subscriber revenue and are
expensed currently.

Use of Estimates in the Preparation of Financial Statements

      The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.
<PAGE>

Recent Accounting Pronouncements

      SFAS No.  130,  "Reporting  Comprehensive  Income,"  and SFAS No. 131  
"Disclosures about Segments of an Enterprise and Related Information," have been
issued and are effective for fiscal years beginning after December 15, 1997.
SFAS No. 130 defines comprehensive income and outlines certain reporting and
disclosure requirements related to comprehensive income. SFAS No. 131 requires
certain disclosures about business segments of an enterprise, if applicable. The
adoption of SFAS No. 130 and SFAS No. 131 is not expected to have a significant
effect on Olympus' financial statements or disclosures.


3. Debt:

Subsidiary Debt

      Subsidiary debt is comprised of amounts due under credit agreements with
banks.

      The amount of borrowings available to Olympus under revolving credit
agreements is generally based upon the subsidiaries achieving certain levels of
operating performance. Olympus had commitments from banks for additional
borrowings of up to $147,750, which included $10,250 also available to
affiliates at December 31, 1997, which expire through 2003. Olympus pays
commitment fees of .375% of unused principal.

      Borrowings under these credit arrangements of subsidiaries are
collateralized by substantially all of the assets of the respective
subsidiaries. These agreements limit, among other things, additional borrowings,
investments, transactions with affiliates and other subsidiaries, and the
payment of dividends and fees by the subsidiaries. The agreements also require
maintenance of certain financial ratios by the subsidiaries. Management believes
that the borrowers were in compliance with the agreements' covenants at December
31, 1997. At December 31, 1997, approximately $151,451 of the net assets of
subsidiaries would be permitted to be transferred to Olympus in the form of
distributions, dividends and loans without the prior approval of the lenders
based upon the results of operations of such subsidiaries for the quarter ended
December 31, 1997. The subsidiaries are permitted to pay management fees to
Olympus or other subsidiaries. Such fees are limited to a percentage of the
subsidiaries' revenues.

      A subsidiary of Olympus is a co-borrower with an affiliate under a
$200,000 credit agreement. The subsidiary is permitted to borrow up to $39,500
of the available credit, none of which was included in subsidiary debt as of
December 31, 1996 and 1997. In conjunction with the acquisition of the
partnership interests of National, another subsidiary of Olympus assumed the
obligation for $118,000 of a $350,000 credit agreement of Hilton Head. Each of
these subsidiaries is liable for all borrowings under the respective credit
agreements, although the lenders have no recourse against Olympus other than
against Olympus' interest in the respective subsidiaries.

       Subsidiary debt is due at various dates through 2003. Interest rates are
based upon one or more of the following rates at the option of the borrowers:
prime rate plus 0% to 1%; certificate of deposit rate plus .875% to 2.25%; or
LIBOR rate plus .625% to 2%. At December 31, 1996 and 1997, the weighted average
interest rate on subsidiary debt was 7.43% and 7.18%, respectively. Interest is
payable quarterly. The rates on 26.9% of Olympus' subsidiary debt were fixed for
at least one year through interest rate swap agreements.

      Initial borrowings under one of the revolving credit facilities were used
to repay then existing notes payable to banks and accrued interest on May 12,
1995. An extraordinary loss on early retirement of debt of $1,109, net of income
tax benefit of $486, was recognized for the year ended December 31, 1995, which
represents the unamortized deferred financing costs related to such notes at the
date of refinancing.
<PAGE>

Parent Debt

      On November 12, 1996, Olympus issued $200,000 of 10 5/8% Senior Notes (the
"Senior Notes"). Net proceeds, after payment of transaction costs, of
approximately $195,000 were used to reduce amounts outstanding on Olympus'
subsidiary debt. Interest is payable semi-annually. The Senior Notes are
unsecured and are due November 15, 2006. Olympus may redeem up to $70,000 of the
Senior Notes at 110.625% of principal through November 6, 1999. Commencing
November 15, 2001, Olympus may redeem the Senior Notes in whole or in part at
105.3125% of principal declining annually to par on November 15, 2004. Holders
of the Senior Notes have the right to require Olympus to redeem their Senior
Notes at 101% of principal upon a Change of Control (as defined in the
Indenture). The Indenture stipulates, among other things, limitations on
additional borrowings, payment of dividends or distributions, repurchase of
equity interests, transactions with affiliates and the sale of assets.

Other Debt

      As of December 31, 1996 and 1997, other debt consists, in part, of
purchase money indebtedness and capital leases incurred in connection with the
acquisition of, and are collateralized by, certain equipment. The interest rate
on such debt is based on the Federal Funds rate plus 1.4% and is adjusted
monthly based on changes in the Federal Funds rate. As of December 31, 1996 and
1997, other debt also includes $62,007 and $45,000 regarding the seller note
discussed in Note 1. On January 2, 1998, $43,000 was paid and the remaining
$2,000 balance is due on December 30, 1998.

      The following table sets forth the mandatory reductions in principal under
all agreements for indebtedness at December 31 of each of the next five years
based on amounts outstanding at December 31, 1997:

    December 31, 1998                        $   56,002
    December 31, 1999                            19,764
    December 31, 2000                            60,740
    December 31, 2001                           105,285
    December 31, 2002                           121,579


      Olympus intends to fund its debt maturities through borrowings under new
credit agreements and internally generated funds. Changing conditions in the
financial markets may have an impact on how Olympus will refinance its debt in
the future.

Interest Rate Swaps and Caps

      Olympus has entered into interest rate swap agreements and interest rate
cap agreements with banks and an affiliate (see Note 9) to reduce the impact of
changes in interest rates on its bank debt and its Senior Notes. Olympus enters
into pay-fixed agreements to effectively convert a portion of its variable-rate
debt to fixed-rate debt. Olympus enters into receive-fixed agreements to
effectively convert a portion of its fixed-rate Senior Notes to variable-rate
debt which is indexed to LIBOR. Interest rate cap agreements are used to reduce
the impact of increases in interest rates on variable rate debt. Olympus is
exposed to credit loss in the event of nonperformance by the banks and the
affiliate. Olympus does not expect any such nonperformance.



<PAGE>




      The following table summarizes the notional amounts outstanding and
weighted average interest rate data for all swaps and caps which expire 1998
through 2000.

                                                    December 31,
                                                1996           1997
Pay Fixed Swaps:
Notional amount                               $115,000       $115,000
Average receive rate                              5.64%          5.85%
Average pay rate                                  6.54%          6.54%

Receive Fixed Swaps:
Notional amount                               $140,000       $140,000
Average receive rate                              7.58%          7.58%
Average pay rate                                  5.55%          5.83%

Interest Rate Caps:
Notional amount                                $75,000        $75,000
Average cap rate                                  7.50%          7.50%



4. Limited Partners' Interests and General Partners' Equity (Deficiency):

 16.5% Redeemable PLP Interests

      The redeemable PLP interests issued to Adelphia, totaling $276,101 at
December 31, 1994, were nonvoting, senior to claims represented by other partner
interests and provided for a priority return of 16.5% per annum (payable
quarterly). In the event that any priority return was not paid when due, such
unpaid amounts accrued additional return at a rate of 18.5% per annum. As a
result of the February 28, 1995 Telesat Investment Agreement (see Note 1),
$225,000 of the redeemable PLP interests were converted to new PLP interests as
described below, and $51,101 of the redeemable PLP interests and $142,300 of the
unpaid priority return were converted to general partners' equity (deficiency).

Redeemable Limited Partner Interests

      As a result of the Liquidation Agreement entered into on February 28, 1995
between Gans and Olympus, Gans exchanged their redeemable limited partnership
interest in Olympus for Olympus' investment in Northeast Cable, Inc. (see Note
1).

Preferred, Senior, Limited and General Partnership Interests

      On February 28, 1995, as a result of the Telesat Investment Agreement (as
described in Note 1), $337,500 of new Preferred Limited Partner interests,
$20,000 of Senior Limited Partner interests and $5 of Limited Partner interests
were issued to Adelphia and Telesat as summarized in the table below. 
<TABLE>
<CAPTION>

                                              Adelphia       Telesat        Total
                                            ------------- ------------- -------------
<S>                                          <C>           <C>           <C>
16.5% Preferred Limited Partner Interests        $225,000      $112,500      $337,500
16.5% Senior Limited Partner Interests                 --        20,000        20,000
General and Limited Partner Interests                  --             5             5
                                             ------------  ------------  ------------
Total                                            $225,000      $132,505      $357,505
                                             ============  ============  ============
</TABLE>


      In addition, on various dates during the years ended December 31, 1995,
1996 and 1997, additional Preferred Limited Partner interests were issued for
cash of $39,125, $65,711 and $80,729, respectively.
<PAGE>

      The Preferred Limited Partner interests are nonvoting, do not participate
in the profits and losses of Olympus and provide for a priority return of 16.5%
per annum (payable quarterly). In the event that any priority return is not paid
when due, such unpaid amounts accrue additional return at a rate of 16.5% per
annum.

      The Senior Limited Partner interests held by Telesat are nonvoting, senior
to claims represented by all other partner interests and provide for a priority
return of 16.5% per annum (payable quarterly). In the event that any priority
return is not paid when due, such unpaid amounts accrue additional return at a
rate of 16.5% per annum.

Allocation of Profits, Losses and Distributions

      On and after February 28, 1995, profits and losses of Olympus for income
tax purposes are allocated 99% to the limited partner of Olympus and 1% to the
managing general partner of Olympus until the aggregate profits allocated to the
limited partner equals the aggregate losses allocated to the limited partner, at
which time the managing general partner receives two-thirds, and the limited
partner of Olympus receives one-third of the net income and losses of Olympus.
As specified in the partnership agreement, allocations will be made in the
following order to the holders of the: (i) Senior Limited Partner Interests;
(ii) Special Limited Partner Interests, if any; and (iii) Preferred Limited
Partner Interests. Such allocations will equal a return of their capital plus
16.5% per annum priority return less any priority return previously paid. After
such allocations, distributions by Olympus will be made in the following order:
(i) 99% of any remaining amount will be distributed two-thirds to the managing
general partner and any partner holding voting units acquired directly or
indirectly from the managing partner, pro rata, and one-third to partners
holding the remaining voting units; and (ii) thereafter pro rata to all partners
holding voting units. At December 31, 1997, 10 voting units were outstanding of
which five were held by ACP Holdings, the managing general partner, and five
were held by Telesat, the general and limited partners.


5. Commitments and Contingencies:

      Olympus rents office space, tower sites, and space on utility poles under
leases with terms which are generally less than one year or under agreements
that are generally cancelable on short notice. Total rental expense under all
operating leases aggregated $1,379, $1,495 and $1,614 for 1995, 1996 and 1997,
respectively.

      In connection with certain obligations under existing franchise
agreements, Olympus obtains surety bonds guaranteeing performance to
municipalities and public utilities. Payment is required only in the event of
nonperformance. Olympus has fulfilled all of its obligations such that no
payments under surety bonds have been required.

      Through July 26, 1996, Olympus had a program to self insure for casualty
and business interruption insurance. This program was part of an aggregate
agreement between Olympus and its subsidiaries in which Olympus provided
insurance for casualty and business interruption claims of up to $10,000 and
$20,000 per claim, respectively, for each subsidiary. Effective July 26, 1996,
Olympus is insured by an outside party for casualty and business interruption.

      The cable television industry and Olympus are subject to extensive
regulation at the federal, state and local levels. Pursuant to the 1992 Cable
Act, which significantly expanded the scope of regulation of certain subscriber
rates and a number of other matters in the cable industry, the FCC has adopted
rate regulations that establish, on a system-by-system basis, maximum allowable
rates for (i) basic and cable programming services (other than programming
offered on a per-channel or per-program basis), based upon a benchmark
methodology, and (ii) associated equipment and installation services based upon
cost plus a reasonable profit. Under the FCC rules, franchising authorities are
authorized to regulate rates for basic services and associated equipment and
installation services, and the FCC will regulate rates for regulated cable

<PAGE>

programming services in response to complaints filed with the agency. The
original rate regulations became effective on September 1, 1993. Several
amendments to the rate regulations have subsequently been added.

      The FCC has adopted regulations implementing virtually all of the
requirements of the 1992 Cable Act. The FCC is also likely to continue to
modify, clarify or refine the rate regulations. The Telecommunications Act of
1996 (the "1996 Act") deregulates the rates for cable programming services on
March 31, 1999. Olympus cannot predict the effect of the 1996 Act on future
rulemaking proceedings or changes to the rate regulations.


6. Employee Benefit Plans:

      Olympus participates in an Adelphia savings plan (401(k)) which provides
that eligible full-time employees may contribute from 2% to 20% of their pre-tax
compensation subject to certain limitations. Olympus matches contributions not
exceeding 1.5% of each participant's pre-tax compensation. During the years
ended 1995, 1996 and 1997 no significant matching contributions were made by
Olympus.


7. Taxes on Income:

      Certain wholly-owned subsidiaries of Olympus are corporations that file
separate federal and state income tax returns. At December 31, 1997, these
subsidiaries had net operating loss carryforwards for federal income tax
purposes of approximately $185,500 expiring through 2012. The partnership
investments of Olympus are tax entities in which the filing of returns and
related tax liabilities are the responsibility of the individual owners.

      Deferred income taxes reflect the net tax effects of: (a) temporary
differences between the carrying amounts of assets and liabilities for financial
reporting purposes and the amounts used for income tax purposes, and (b)
operating loss and tax credit carryforwards.

      The tax effects of significant items comprising Olympus' net deferred tax
liability as of December 31, 1996 and 1997 are as follows:



                                                      December 31,
                                             ---------------------------
                                                    1996        1997
                                              ------------ ------------
Deferred tax liabilities:
Differences between book and tax basis of
 property, plant and equipment and intangible
 assets                                            $91,703      $90,777
                                               -----------  -----------

Deferred tax assets:
Operating loss carryforwards                        71,145       71,391
Other                                                   47          123
Valuation allowance                                (20,076)     (21,573)
                                               -----------  -----------

Subtotal                                            51,116       49,941
                                               -----------  -----------

Net deferred tax liability                         $40,587      $40,836
                                               ===========  ===========


      The net change in the valuation allowance for the year ended December 31,
1997 was an increase of $1,497.





<PAGE>




      The income tax (expense) benefit for the years ended December 31, 1995,
1996 and 1997 is as follows:




                            Year Ended December 31,
                  -------------------------------------------
                          1995        1996          1997
                   -------------- ------------ -------------

Federal:
Current             $         --   $        19  $         --
Deferred                  (2,184)        2,386           (46)

State:
Current                       --            --            31
Deferred                    (640)          579           (36)
                    ------------  ------------  ------------
                     $    (2,824) $     $2,984  $        (51)
                    ============  ============  ============


      Reconciliations between the statutory federal income tax rate and Olympus'
effective income tax rate as a percentage of loss before income taxes and
extraordinary loss are as follows:



                                                        Year Ended
                                                        December 31,
                                            --------------------------------
                                                1995       1996     1997
                                             ---------- --------- ---------

Statutory federal income tax rate                  (35%)     (35%)     (35%)
Change in valuation allowance                       (5%)      26%        8%
Operating losses passed through
to partners                                         54%       (9%)      27%
State taxes, net of federal benefit                  4%       (3%)      - %
                                              --------  --------  --------
Effective income tax rate                           18%      (21%)      - %
                                              ========  ========  ========

8. Disclosures about Fair Value of Financial Instruments:

      Included in Olympus' financial instrument portfolio are cash, notes
payable to banks, Senior Notes and interest rate swaps and caps. The carrying
values of the notes payable to banks approximate their fair values at December
31, 1997. The fair value of the Senior Notes exceeded their carrying cost by $0
and $22,000 at December 31, 1996 and 1997, respectively. At December 31, 1996
and 1997 Olympus would have received approximately $2,571 and $615,
respectively, to settle its interest rate swap and cap agreements, representing
the excess of fair value over carrying cost of these agreements. The fair values
of the debt and interest rate swaps and caps were based upon quoted market
prices of similar instruments or on rates available to Olympus for instruments
of the same remaining maturities.


9. Transactions with Related Parties:

      Olympus has an agreement with a subsidiary of Adelphia which provides for
the payment of management fees by Olympus. The amount and payment of these fees
is subject to restrictions contained in the partnership agreements. During the
year ended December 31, 1995, Olympus paid Adelphia a fee totaling $646 in
connection with the acquisition of Leadership Cable.
<PAGE>

      Olympus has periodically received funds from and advanced funds to
Adelphia and other affiliates. Olympus was charged $7,501, $6,600 and $6,600 of
interest on such net payables for 1995, 1996 and 1997, respectively.

      At December 31, 1997, Olympus had interest rate swaps with an affiliate
for a notional amount of $140,000 for Receive Fixed Swaps. These swaps expire at
various dates in 1998. The net effect of these interest rate swaps was to
decrease interest expense by $244, $2,554 and $2,308 in 1995, 1996 and 1997,
respectively.

      Effective October 1, 1997, Olympus completed the acquisition of all of the
partnership interests of National from Hilton Head Communications, L.P., an
entity controlled by the family of John Rigas (principal shareholder of
Adelphia), for a purchase price of approximately $118,000 (see Note 1).



<PAGE>





10. Quarterly Financial Data (unaudited):

      The following  tables  summarize the financial  results of Olympus for 
each of the quarters in the years ended December 31, 1996 and 1997:

<TABLE>
<CAPTION>

                                                                  Three Months Ended
                                                 --------------------------------------------------
                                                    March 31    June 30  September 30  December 31
                                                  ----------- ----------- ----------- -------------
Year ended December 31, 1996:

<S>                                                <C>         <C>         <C>           <C>
Revenues                                              $39,088     $39,336     $40,180       $41,266
                                                   ----------  ----------  ----------  ------------

Operating expenses:
Direct operating and programming                       12,402      11,582      11,943        12,671
Selling, general and administrative                     7,145       6,753       7,032         8,044
Depreciation and amortization                           9,573      10,028      10,409        10,436
Management fees to managing affiliate                   2,009       2,100       2,263         2,467
                                                   ----------  ----------  ----------  ------------
Total                                                  31,129      30,463      31,647        33,618
                                                   ----------  ----------  ----------  ------------

Operating income                                        7,959       8,873       8,533         7,648
                                                   ----------  ----------  ----------  ------------

Other income (expense):
Interest expense                                       (9,460)    (10,929)     (9,612)      (10,747)
Interest expense - affiliates                          (1,650)     (1,650)     (1,650)       (1,650)
Other income (expense)                                    122          (5)         46           238
                                                   ----------  ----------  ----------  ------------
Total                                                 (10,988)    (12,584)    (11,216)      (12,159)
                                                   ----------  ----------  ----------  ------------

Loss before income taxes                               (3,029)     (3,711)     (2,683)       (4,511)
Income tax benefit                                        610         598         412         1,364
                                                   ----------  ----------  ----------  ------------

Net loss                                               (2,419)     (3,113)     (2,271)       (3,147)

Priority return on preferred and senior limited
partner interests                                     (17,222)    (15,550)    (16,235)      (16,637)
                                                   ----------  ----------  ----------  ------------
Net loss of general and limited partners after
priority return                                      $(19,641)   $(18,663)   $(18,506)     $(19,784)
                                                   ==========  ==========  ==========  ============
Net loss per general and limited partners' unit
after priority return                                 $(1,964)    $(1,866)    $(1,851)      $(1,978)
                                                   ==========  ==========  ==========  ============
</TABLE>


<PAGE>


<TABLE>
<CAPTION>



                                                                  Three Months Ended
                                                 --------------------------------------------------
                                                    March 31    June 30  September 30  December 31
                                                  ----------- ----------- ----------- -------------
Year ended December 31, 1997:

<S>                                                   <C>         <C>         <C>           <C>    
Revenues                                              $41,411     $42,173     $43,235       $49,544
                                                   ----------  ----------  ----------  ------------

Operating expenses:
Direct operating and programming                       13,869      13,912      13,604        15,520
Selling, general and administrative                     7,511       7,545       7,976         9,131
Depreciation and amortization                           9,939       9,982      10,579        12,837
Management fees to managing affiliate                   2,357       2,390       2,261         2,558
                                                   ----------  ----------  ----------  ------------
Total                                                  33,676      33,829      34,420        40,046
                                                   ----------  ----------  ----------  ------------

Operating income                                        7,735       8,344       8,815         9,498
                                                   ----------  ----------  ----------  ------------

Other income (expense):
Interest expense                                      (11,434)    (11,538)    (12,506)      (14,672)
Interest expense - affiliates                          (1,650)     (1,650)     (1,650)       (1,650)
Gain on sale of assets                                     --          --          --         1,522
Other (expense) income                                    (44)        181         252           696
                                                   ----------  ----------  ----------  ------------
Total                                                 (13,128)    (13,007)    (13,904)      (14,104)
                                                   ----------  ----------  ----------  ------------

Loss before income taxes                               (5,393)     (4,663)     (5,089)       (4,606)
Income tax benefit (expense)                               75          50          --          (176)
                                                   ----------  ----------  ----------  ------------

Net loss                                               (5,318)     (4,613)     (5,089)       (4,782)

Priority return on preferred and senior limited
partner interests                                     (18,006)    (18,473)    (19,284)      (20,130)
                                                   ----------  ----------  ----------  ------------
Net loss of general and limited partners after
priority return                                      $(23,324)   $(23,086)   $(24,373)     $(24,912)
                                                   ==========  ==========  ==========  ============
Net loss per general and limited partners' unit
after priority return                                 $(2,332)    $(2,309)    $(2,437)      $(2,492)
                                                   ==========  ==========  ==========  ============
</TABLE>

11.  Subsequent Events:

      On March 2, 1998, Olympus and TMIP entered into a series of agreements to
restructure the ownership of TMIP. The restructuring will result in Olympus
exchanging its nonconsolidated preferred limited partnership investment in TMIP
for 100% ownership of approximately 27,750 subscribers in Palm Beach County,
Florida subject to $38,287 in debt and a 75% consolidated general partner
interest in TMIP subject to $37,856 in debt. The restructured TMIP will own
approximately 40,850 subscribers located principally in Broward County, Florida.
Consummation of this transaction is subject to certain closing conditions and
regulatory approval.