<PAGE>
 
                                   FORM 10-K
                       SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C.


     (Mark One)

[X]       ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
          EXCHANGE ACT OF 1934 (FEE REQUIRED)
For the fiscal year ended December 31, 1996
                                       OR
[  ]      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
          EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
     For the transition period from            to
                                    -----------  -----------------
     Commission file number:    0-16200

                            CABLE TV FUND 14-B, LTD.
                            ------------------------
             (Exact name of registrant as specified in its charter)

      Colorado                                      84-1024658
      --------                                      ----------
(State of Organization)                  (IRS Employer Identification No.)

P.O. Box 3309, Englewood, Colorado 80155-3309             (303) 792-3111
---------------------------------------------             --------------
(Address of principal executive office and Zip Code)  (Registrant's telephone 
                                                      no. including area code)

       Securities registered pursuant to Section 12(b) of the Act:  None
Securities registered pursuant to Section 12(g) of the Act:  Limited Partnership
                                   Interests

Indicate by check mark whether the registrants, (1) have filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrants were required to file such reports), and (2) have been subject to
such filing requirements for the past 90 days:

     Yes  X                                      No
         ---                                         ----

Aggregate market value of the voting stock held by non-affiliates of the
registrant:  N/A

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K ((S)229.405) is not contained herein, and will not be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K.       X
                                         ---



            DOCUMENTS INCORPORATED BY REFERENCE:               None
<PAGE>
 
          Information contained in this Form 10-K Report contains "forward-
     looking statements" within the meaning of the Private Securities Litigation
     Reform Act of 1995.  All statements, other than statements of historical
     facts, included in this Form 10-K Report that address activities, events or
     developments that the Partnership, the Venture or the General Partner
     expects, believes or anticipates will or may occur in the future are
     forward-looking statements.  These forward-looking statements are based
     upon certain assumptions and are subject to a number of risks and
     uncertainties.  Actual results could differ materially from the results
     predicted by these forward-looking statements.


                                    PART I.
                                    -------

                               ITEM 1.  BUSINESS
                               -----------------

          The Partnership.  Cable TV Fund 14-B, Ltd. (the "Partnership") is a
     Colorado limited partnership that was formed pursuant to the public
     offering of limited partnership interests in the Cable TV Fund 14 Limited
     Partnership Program (the "Program"), which was sponsored by Jones
     Intercable, Inc. (the "General Partner").  Cable TV Fund 14-A, Ltd. ("Fund
     14-A") is the other partnership that was formed pursuant to the Program.
     The Partnership and Fund 14-A formed a general partnership known as Cable
     TV Fund 14-A/B Venture (the "Venture"), in which the Partnership owns a 73
     percent interest and Fund 14-A owns a 27 percent interest.  The Partnership
     and the Venture were formed for the purpose of acquiring and operating
     cable television systems.

          The Partnership directly owns cable television systems serving the
     areas in and around Surfside, South Carolina (the "Surfside System") and
     Little Rock, California (the "Little Rock System").  The Venture owns the
     cable television system serving certain areas in Broward County, Florida
     (the "Broward County System").  See Item 2.  The Surfside System, the
     Little Rock System and the Broward County System may collectively be
     referred to as the "Systems."

          Cable Television Services.  The Systems offer to their subscribers
     various types of programming, which include basic service, tier service,
     premium service, pay-per-view programs and packages including several of
     these services at combined rates.

          Basic cable television service usually consists of signals of all four
     national television networks, various independent and educational
     television stations (both VHF and UHF) and certain signals received from
     satellites.  Basic service also usually includes programs originated
     locally by the system, which may consist of music, news, weather reports,
     stock market and financial information and live or videotaped programs of a
     public service or entertainment nature.  FM radio signals are also
     frequently distributed to subscribers as part of the basic service.

          The Systems offer tier services on an optional basis to their
     subscribers.  A tier generally includes most of the cable networks such as
     Entertainment and Sports Programming Network (ESPN), Cable News Network
     (CNN), Turner Network Television (TNT), Family Channel, Discovery and
     others, and the cable television operators buy tier programming from these
     networks.  The Systems also offer a package that includes the basic service
     channels and the tier services.

          The Systems also offer premium services to their subscribers, which
     consist of feature films, sporting events and other special features that
     are presented without commercial interruption.  The cable television
     operators buy premium programming from suppliers such as HBO, Showtime,
     Cinemax or others at a cost based on the number of subscribers the cable
     operator serves.  Premium service programming usually is significantly more
     expensive than the basic service or tier service programming, and
     consequently cable operators price premium service separately when sold to
     subscribers.

          The Systems also offer to subscribers pay-per-view programming.  Pay-
     per-view is a service that allows subscribers to receive single programs,
     frequently consisting of motion pictures that have recently completed their
     theatrical exhibitions and major sporting events, and to pay for such
     service on a program-by-program basis.

                                       2
<PAGE>
 
          Revenues.  Monthly service fees for basic, tier and premium services
     constitute the major source of revenue for the Systems.  At December 31,
     1996, the Systems' monthly basic service rates ranged from $8.50 to $12.95,
     monthly basic and tier ("basic plus") service rates ranged from $17.95 to
     $24.81. and monthly premium services ranged from $1.95 to $10.95 per
     premium service.  In addition, the Partnership and the Venture earn
     revenues from the Systems' pay-per-view programs and advertising fees.
     Related charges may include a nonrecurring installation fee that ranges
     from $1.90 to $43.30; however, from time to time the Systems have followed
     the common industry practice of reducing or waiving the installation fee
     during promotional periods.  Commercial subscribers such as hotels, motels
     and hospitals are charged a nonrecurring connection fee that usually covers
     the cost of installation.  Except under the terms of certain contracts with
     commercial subscribers and residential apartment and condominium complexes,
     the subscribers are free to discontinue the service at any time without
     penalty.  For the year ended December 31, 1996, of the total fees received
     by the Systems, basic service and tier service fees accounted for
     approximately 66% of total revenues, premium service fees accounted for
     approximately 16% of total revenues, pay-per-view fees were approximately
     2% of total revenues, advertising fees were approximately 6% of total
     revenues and the remaining 10% of total revenues came principally from
     equipment rentals, installation fees and program guide sales.  The
     Partnership and the Venture are dependent upon the timely receipt of
     service fees to provide for maintenance and replacement of plant and
     equipment, current operating expenses and other costs of the Systems.

          Franchises.  The Systems are constructed and operated under non-
     exclusive, fixed-term franchises or other types of operating authorities
     (referred to collectively herein as "franchises") granted by local
     governmental authorities.  These franchises typically contain many
     conditions, such as time limitations on commencement and completion of
     construction, conditions of service, including the number of channels,
     types of programming and the provision of free service to schools and
     certain other public institutions, and the maintenance of insurance and
     indemnity bonds.  The provisions of local franchises are subject to federal
     regulation.

          The Partnership directly holds 4 franchises, and the Venture holds 9
     franchises.  These franchises provide for the payment of fees to the
     issuing authorities and generally range from 3% to 5% of the gross revenues
     of a cable television system.  The 1984 Cable Act prohibits franchising
     authorities from imposing annual franchise fees in excess of 5% of gross
     revenues and also permits the cable television system operator to seek
     renegotiation and modification of franchise requirements if warranted by
     changed circumstances.

          Neither the Partnership nor the Venture has ever had a franchise
     revoked.  Neither the Partnership nor the Venture has any franchises that
     expire prior to December 31, 1997.

          Competition.  Cable television systems currently experience
     competition from several sources.

          Broadcast Television.  Cable television systems have traditionally
          ---------------------                                             
     competed with broadcast television, which consists of television signals
     that the viewer is able to receive directly on his television without
     charge using an "off-air" antenna.  The extent of such competition is
     dependent in part upon the quality and quantity of signals available by
     such antenna reception as compared to the services provided by the local
     cable system.  Accordingly, it has generally been less difficult for cable
     operators to obtain higher penetration rates in rural areas where signals
     available off-air are limited, than in metropolitan areas where numerous,
     high quality off-air signals are often available without the aid of cable
     television systems.

          Traditional Overbuild.  Cable television franchises are not exclusive,
          ---------------------                                                 
     so that more than one cable television system may be built in the same area
     (known as an "overbuild"), with potential loss of revenues to the operator
     of the original cable television system. The General Partner has
     experienced overbuilds in connection with certain systems that it has owned
     or managed for limited partnerships, and currently there are overbuilds in
     the systems owned or managed by the General Partner.  Constructing and
     developing a cable television system is a capital intensive process, and it
     is often difficult for a new cable system operator to create a marketing
     edge over the existing system.  Generally, an overbuilder would be required
     to obtain franchises from the local governmental authorities, although in
     some instances, the overbuilder could be the local government itself.  In
     any

                                       3
<PAGE>
 
     case, an overbuilder would be required to obtain programming contracts
     from entertainment programmers and, in most cases, would have to build a
     complete cable system, including headends, trunk lines and drops to
     individual subscribers homes, throughout the franchise areas.

          DBS.  High-powered direct-to-home satellites have made possible the
          ---                                                                
     wide-scale delivery of programming to individuals throughout the United
     States using small roof-top or wall-mounted antennas.  Several companies
     began offering direct broadcast satellite ("DBS") service over the last few
     years and additional entrants are expected.  Companies offering DBS service
     use video compression technology to increase channel capacity of their
     systems to 100 or more channels and to provide packages of movies,
     satellite network and other program services which are competitive to those
     of cable television systems.  DBS cannot currently offer its subscribers
     local programming, although at least one future DBS entrant is attempting
     to offer customers regional delivery of local broadcast signals.  In
     addition to emerging high-powered DBS competition, cable television systems
     face competition from a major medium-powered satellite distribution
     provider and several low-powered providers, whose service requires use of
     much larger home satellite dishes.  Not all subscribers terminate cable
     television service upon acquiring a DBS system.  The General Partner has
     observed that there are DBS subscribers that also elect to subscribe to
     cable television service in order to obtain the greatest variety of
     programming on multiple television sets, including local programming not
     available through DBS service.  The ability of DBS service providers to
     compete successfully with the cable television industry will depend on,
     among other factors, the ability of DBS providers to overcome certain legal
     and technical hurdles and the availability of equipment at reasonable
     prices.

          Telephone.  Federal cross-ownership restrictions historically limited
          ---------                                                            
     entry by local telephone companies into the cable television business.  The
     1996 Telecommunications Act (the "1996 Telecom Act") eliminated this cross-
     ownership restriction, making it possible for companies with considerable
     resources to overbuild existing cable operators and enter the business.
     Several telephone companies have begun seeking cable television franchises
     from local governmental authorities and constructing cable television
     systems.  Ameritech, one of the seven regional Bell Operating Companies
     ("BOCs"), which provides telephone service in a multi-state region
     including Illinois, has been the most active BOC in seeking local cable
     franchises within its service area.  It has already begun cable service in
     Naperville, Illinois and has also obtained franchises for Glen Ellyn and
     Vernon Hills, Illinois, all of which are currently served by cable systems
     owned by three partnerships managed by the General Partner.  The General
     Partner cannot predict at this time the extent of telephone company
     competition that will emerge to owned or managed cable television systems.
     The entry of telephone companies as direct competitors, however, is likely
     to continue over the next several years and could adversely affect the
     profitability and market value of the General Partner's owned and managed
     systems.  The entry of electric utility companies into the cable television
     business, as now authorized by the 1996 Telecom Act, could have a similar
     adverse effect.

          Private Cable.  Additional competition is provided by private cable
          -------------                                                      
     television systems, known as Satellite Master Antenna Television (SMATV),
     serving multi-unit dwellings such as condominiums, apartment complexes, and
     private residential communities.  These private cable systems may enter
     into exclusive agreements with apartment owners and homeowners
     associations, which may preclude operators of franchised systems from
     serving residents of such private complexes.  Private cable systems that do
     not cross public rights of way are free from the federal, state and local
     regulatory requirements imposed on franchised cable television operators.
     In some cases, neither the Partnership nor the Venture has been able to
     provide cable television service to buildings in which private operators
     have secured exclusive contracts to provide video and telephony services.
     The Partnership and the Venture are interested in providing these same
     services, but expects that the market to install and provide these services
     in multi-unit buildings will continue to be highly competitive.  

          MMDS.  Cable television systems also compete with wireless program
          ----                                                              
     distribution services such as multichannel, multipoint distribution service
     ("MMDS") systems, commonly called wireless cable, which are

                                       4
<PAGE>
 
     licensed to serve specific areas. MMDS uses low-power microwave frequencies
     to transmit television programming over-the-air to paying subscribers. The
     MMDS industry is less capital intensive than the cable television industry,
     and it is therefore more practical to construct MMDS systems in areas of
     lower subscriber penetration. Wireless cable systems are now in direct
     competition with cable television systems in several areas of the country,
     including the system in Pima County, Arizona owned by the General Partner.
     Telephone companies have recently acquired or invested in wireless
     companies, and may use MMDS systems to provide services within their
     service areas in lieu of wired delivery systems. Enthusiasm for MMDS has
     waned in recent months, however, as Bell Atlantic and NYNEX have suspended
     their investment in two major MMDS companies. To date, neither the
     Partnership nor the Venture has lost a significant number of subscribers,
     nor a significant amount of revenue, to MMDS operators competing with the
     Partnership's or the Venture's cable television systems. A series of
     actions taken by the FCC, however, including reallocating certain
     frequencies to the wireless services, are intended to facilitate the
     development of wireless cable television systems as an alternative means of
     distributing video programming. The FCC recently held auctions for spectrum
     that will be used by wireless operators to provide additional channels of
     programming over larger distances. In addition, an emerging technology,
     Local Multipoint Distribution services ("LMDS"), could also pose a
     significant threat to the cable television industry, if and when it becomes
     established. LMDS, sometimes referred to as cellular television, could have
     the capability of delivering more than 100 channels of video programming to
     a subscriber's home. The potential impact, however, of LMDS is difficult to
     assess due to the newness of the technology and the absence of any current
     fully operational LMDS systems.

          Cable television systems are also in competition, in various degrees
     with other communications and entertainment media, including motion
     pictures and home video cassette recorders.

     Regulation and Legislation
     --------------------------

          The operation of cable television systems is extensively regulated by
     the FCC, some state governments and most local governments.  The new 1996
     Telecom Act alters the regulatory structure governing the nation's
     telecommunications providers.  It removes barriers to competition in both
     the cable television market and the local telephone market.  Among other
     things, it also reduces the scope of cable rate regulation.

          The 1996 Telecom Act requires the FCC to undertake a host of
     implementing rulemakings, the final outcome of which cannot yet be
     determined.  Moreover, Congress and the FCC have frequently revisited the
     subject of cable regulation.  Future legislative and regulatory changes
     could adversely affect the Venture's operations.  This section briefly
     summarizes key laws and regulations affecting the operation of the
     Venture's cable systems and does not purport to describe all present,
     proposed, or possible laws and regulations affecting the Venture.

          Cable Rate Regulation.  The 1992 Cable Act imposed an extensive rate
          ---------------------                                               
     regulation regime on the cable television industry.  Under that regime, all
     cable systems are subject to rate regulation, unless they face "effective
     competition" in their local franchise area.  Federal law now defines
     "effective competition" on a community-specific basis as requiring either
     low penetration (less than 30%) by the incumbent cable operator,
     appreciable penetration (more than 15%) by competing multichannel video
     providers ("MVPs"), or the presence of a competing MVP affiliated with a
     local telephone company.

          Although the FCC rules control, local government units (commonly
     referred to as local franchising authorities or "LFAs") are primarily
     responsible for administering the regulation of the lowest level of
     cable -- the basic service tier ("BST"), which typically contains local
     broadcast stations and public, educational, and government ("PEG") access
     channels. Before an LFA begins BST rate regulation, it must certify to the
     FCC that it will follow applicable federal rules, and many LFAs have
     voluntarily declined to exercise this authority. LFAs also have primary
     responsibility for regulating cable equipment rates. Under federal law,
     charges for various types of cable equipment must be unbundled from each
     other and from monthly charges for programming services. The 1996 Telecom
     Act allows operators to aggregate costs for broad categories of equipment
     across geographic and functional lines. This change should facilitate the
     introduction of new technology.

                                       5
<PAGE>
 
          The FCC itself directly administers rate regulation of any cable
     programming service tiers ("CPST"), which typically contain satellite-
     delivered programming.   Under the 1996 Telecom Act, the FCC can regulate
     CPST rates only if an LFA first receives at least two rate complaints from
     local subscribers and then files a formal complaint with the FCC.  When new
     CPST rate complaints are filed, the FCC now considers only whether the
     incremental increase is justified and will not reduce the previously
     established CPST rate.

          Under the FCC's rate regulations, most cable systems were required to
     reduce their BST and CPST rates in 1993 and 1994, and have since had their
     rate increases governed by a complicated price cap scheme that allows for
     the recovery of inflation and certain increased costs, as well as providing
     some incentive for expanding channel carriage.  The FCC has modified its
     rate adjustment regulations to allow for annual rate increases and to
     minimize previous problems associated with regulatory lag. Operators also
     have the opportunity of bypassing this "benchmark" regulatory scheme in
     favor of traditional "cost-of-service" regulation in cases where the latter
     methodology appears favorable.  Premium cable services offered on a per-
     channel or per-program basis remain unregulated, as do affirmatively
     marketed packages consisting entirely of new programming product.  Federal
     law requires that the BST be offered to all cable subscribers, but limits
     the ability of operators to require purchase of any CPST before purchasing
     premium services offered on a per-channel or per-program basis.

          The 1996 Telecom Act sunsets FCC regulation of CPST rates for all
     systems (regardless of size) on March 31, 1999.  It also relaxes existing
     uniform rate requirements by specifying that uniform rate requirements do
     not apply where the operator faces "effective competition," and by
     exempting bulk discounts to multiple dwelling units, although complaints
     about predatory pricing still may be made to the FCC.

          Cable Entry Into Telecommunications.  The 1996 Telecom Act provides
          -----------------------------------                                
     that no state or local laws or regulations may prohibit or have the effect
     of prohibiting any entity from providing any interstate or intrastate
     telecommunications service.  States are authorized, however, to impose
     "competitively neutral" requirements regarding universal service, public
     safety and welfare, service quality, and consumer protection.  State and
     local governments also retain their authority to manage the public rights-
     of-way and may require reasonable, competitively neutral compensation for
     management of the public rights-of-way when cable operators provide
     telecommunications service.  The favorable pole attachment rates afforded
     cable operators under federal law can be gradually increased by utility
     companies owning the poles (beginning in 2001) if the operator provides
     telecommunications service, as well as cable service, over its plant.

          Cable entry into telecommunications will be affected by the regulatory
     landscape now being fashioned by the FCC and state regulators.  One
     critical component of the 1996 Telecom Act to facilitate the entry of new
     telecommunications providers (including cable operators) is the
     interconnection obligation imposed on all telecommunications carriers.
     Review of the FCC's initial interconnection order is now pending before the
     Eighth Circuit Court of Appeals.  

          Telephone Company Entry Into Cable Television.  The 1996 Telecom Act
          ---------------------------------------------                       
     allows telephone companies to compete directly with cable operators by
     repealing the historic telephone company/cable cross-ownership ban.  Local
     exchange carriers ("LECs"), including the BOCs, can now compete with cable
     operators both inside and outside their telephone service areas.  Because
     of their resources, LECs could be formidable competitors to traditional
     cable operators, and certain LECs have begun offering cable service.  As
     described above, the General Partner is now witnessing the beginning of LEC
     competition in a few of its cable communities.

          Under the 1996 Telecom Act, a LEC providing video programming to
     subscribers will be regulated as a traditional cable operator (subject to
     local franchising and federal regulatory requirements), unless the LEC
     elects to provide its programming via an "open video system" ("OVS").  To
     qualify for OVS status, the LEC must reserve two-thirds of the system's
     activated channels for unaffiliated entities.

          Although LECs and cable operators can now expand their offerings
     across traditional service boundaries, the general prohibition remains on
     LEC buyouts (i.e., any ownership interest exceeding 10 percent) of co-
     located

                                       6
<PAGE>
 
     cable systems, cable operator buyouts of co-located LEC systems, and joint
     ventures between cable operators and LECs in the same market. The 1996
     Telecom Act provides a few limited exceptions to this buyout prohibition,
     including a carefully circumscribed "rural exemption." The 1996 Telecom Act
     also provides the FCC with the limited authority to grant waivers of the
     buyout prohibition (subject to LFA approval).

          Electric Utility Entry Into Telecommunications/Cable Television.  The
          ---------------------------------------------------------------      
     1996 Telecom Act provides that registered utility holding companies and
     subsidiaries may provide telecommunications services (including cable
     television) notwithstanding the Public Utilities Holding Company Act.
     Electric utilities must establish separate subsidiaries, known as "exempt
     telecommunications companies" and must apply to the FCC for operating
     authority.  Again, because of their resources, electric utilities could be
     formidable competitors to traditional cable systems.

          Additional Ownership Restrictions.  The 1996 Telecom Act eliminates
          ---------------------------------                                  
     statutory restrictions on broadcast/cable cross-ownership (including
     broadcast network/cable restrictions), but leaves in place existing FCC
     regulations prohibiting local cross-ownership between co-located television
     stations and cable systems.  The 1996 Telecom Act also eliminates the three
     year holding period required under the 1992 Cable Act's "anti-trafficking"
     provision. The 1996 Telecom Act leaves in place existing restrictions on
     cable cross-ownership with SMATV and MMDS facilities, but lifts those
     restrictions where the cable operator is subject to effective competition.
     In January 1995, however, the FCC adopted regulations which permit cable
     operators to own and operate SMATV systems within their franchise area,
     provided that such operation is consistent with local cable franchise
     requirements.  The General Partner does not currently plan to acquire such
     licenses.

          Pursuant to the 1992 Cable Act, the FCC adopted rules precluding a
     cable system from devoting more than 40% of its activated channel capacity
     to the carriage of affiliated national program services.  A companion rule
     establishing a nationwide ownership cap on any cable operator equal to 30%
     of all domestic cable subscribers has been stayed pending further judicial
     review.

          There are no federal restrictions on non-U.S. entities having an
     ownership interest in cable television systems or the FCC licenses commonly
     employed by such systems.  Section 310(b)(4) of the Communications Act
     does, however, prohibit foreign ownership of FCC broadcast and telephone
     licenses, unless the FCC concludes that such foreign ownership is
     consistent with the public interest.  BCI's investment in the General
     Partner could, therefore, adversely affect any plan to acquire FCC
     broadcast or common carrier licenses.  The Partnership, however, does not
     currently plan to acquire such licenses.

          Must Carry/Retransmission Consent.  The 1992 Cable Act contains
          ---------------------------------                              
     broadcast signal carriage requirements that allow local commercial
     television broadcast stations to elect once every three years between
     requiring a cable system to carry the station ("must carry") or negotiating
     for payments for granting permission to the cable operator to carry the
     station ("retransmission consent").  Less popular stations typically elect
     "must carry," and more popular stations typically elect "retransmission
     consent."  Must carry requests can dilute the appeal of a cable system's
     programming offerings, and retransmission consent demands may require
     substantial payments or other concessions.  Either option has a potentially
     adverse affect on the Partnership's and the Venture's business.
     Additionally, cable systems are required to obtain retransmission consent
     for all "distant" commercial television stations (except for satellite-
     delivered independent "superstations" such as WTBS). The constitutionality
     of the must carry requirements has been challenged and is awaiting a
     decision from the U.S. Supreme Court.

          Access Channels.  LFAs can include franchise provisions requiring
          ---------------                                                  
     cable operators to set aside certain channels for public, educational and
     governmental access programming.  Federal law also requires cable systems
     to designate a portion of their channel capacity (up to 15% in some cases)
     for commercial leased access by unaffiliated third parties.  The FCC has
     adopted rules regulating the terms, conditions and maximum rates a cable
     operator may charge for use of the designated channel capacity, but use of
     commercial leased access channels has been relatively limited.  The FCC
     released revised rules in February 1997 which mandate a modest rate
     reduction and could make commercial leased access a more attractive option
     to third party programmers.

                                       7
<PAGE>
 
          Access to Programming.  To spur the development of independent cable
          ---------------------                                               
     programmers and competition to incumbent cable operators, the 1992 Cable
     Act imposed restrictions on the dealings between cable operators and cable
     programmers.  Of special significance from a competitive business posture,
     the 1992 Cable Act precludes video programmers affiliated with cable
     companies from favoring cable operators over competitors and requires such
     programmers to sell their programming to other multichannel video
     distributors.  This provision limits the ability of vertically integrated
     cable programmers to offer exclusive programming arrangements to cable
     companies.

          Other FCC Regulations.  In addition to the FCC regulations noted
          ---------------------                                           
     above, there are other FCC regulations covering such areas as equal
     employment opportunity, subscriber privacy, programming practices
     (including, among other things, syndicated program exclusivity, network
     program nonduplication, local sports blackouts, indecent programming,
     lottery programming, political programming, sponsorship identification, and
     children's programming advertisements), registration of cable systems and
     facilities licensing, maintenance of various records and public inspection
     files,  frequency usage, lockbox availability, antenna structure
     notification, tower marking and lighting, consumer protection and customer
     service standards, technical standards, and consumer electronics equipment
     compatibility.  The FCC is expected to impose new Emergency Alert System
     requirements on cable operators this year.  The FCC has the authority to
     enforce its regulations through the imposition of substantial fines, the
     issuance of cease and desist orders and/or the imposition of other
     administrative sanctions, such as the revocation of FCC licenses needed to
     operate certain transmission facilities used in connection with cable
     operations.

          Two pending FCC proceedings of particular competitive concern involve
     inside wiring and navigational devices.  The former rulemaking is
     considering ownership of cable wiring located inside multiple dwelling unit
     complexes.  If the FCC concludes that such wiring belongs to, or can be
     unilaterally acquired by the complex owner, it will become easier for
     complex owners to terminate service from the incumbent cable operator in
     favor of a new entrant.  The latter rulemaking is considering whether cable
     customers must be allowed to purchase cable converters from third party
     vendors.  If the FCC concludes that such distribution is required, and does
     not make appropriate allowances for signal piracy concerns, it may become
     more difficult for cable operators to combat theft of service.

          Copyright.  Cable television systems are subject to federal copyright
          ---------                                                            
     licensing covering carriage of television and radio broadcast signals.  In
     exchange for filing certain reports and contributing a percentage of their
     revenues to a federal copyright royalty pool (that varies depending on the
     size of the system and the number of distant broadcast television signals
     carried), cable operators can obtain blanket permission to retransmit
     copyrighted material on broadcast signals.  The possible modification or
     elimination of this compulsory copyright license is the subject of
     continuing legislative review and could adversely affect the Partnership's
     and the Venture's ability to obtain desired broadcast programming.  In
     addition, the cable industry pays music licensing fees to BMI and is
     negotiating a similar arrangement with ASCAP.  Copyright clearances for
     nonbroadcast programming services are arranged through private
     negotiations.

          State and Local Regulation.  Cable television systems generally are
          --------------------------                                         
     operated pursuant to nonexclusive franchises granted by a municipality or
     other state or local government entity in order to cross public rights-of-
     way.  Federal law now prohibits franchise authorities from granting
     exclusive franchises or from unreasonably refusing to award additional
     franchises.   Cable franchises generally are granted for fixed terms and in
     many cases include monetary penalties for non-compliance and may be
     terminable if the franchisee fails to comply with material provisions.

          The terms and conditions of franchises vary materially from
     jurisdiction to jurisdiction.  Each franchise generally contains provisions
     governing cable operations, service rates, franchise fees, system
     construction and maintenance obligations, system channel capacity, design
     and technical performance, customer service standards, and indemnification
     protections.  A number of states subject cable television systems to the
     jurisdiction of centralized state governmental agencies, some of which
     impose regulation of a character similar to that of a public utility.
     Although LFAs have considerable discretion in establishing franchise terms,
     there are certain federal limitations.  For example, LFAs cannot insist on
     franchise fees exceeding 5% of the system's gross revenues,

                                       8
<PAGE>
 
     cannot dictate the particular technology used by the system, and cannot
     specify video programming other than identifying broad categories of
     programming.

          Federal law contains renewal procedures designed to protect incumbent
     franchisees against arbitrary denials of renewal.  Even if a franchise is
     renewed, the franchise authority may seek to impose new and more onerous
     requirements such as significant upgrades in facilities and services or
     increased franchise fees as a condition of renewal.  Similarly, if a
     franchise authority's consent is required for the purchase or sale of a
     cable system or franchise, such authority may attempt to impose more
     burdensome or onerous franchise requirements in connection with a request
     for consent.  Historically, franchises have been renewed for cable
     operators that have provided satisfactory services and have complied with
     the terms of their franchises.

          General.  The Partnership's and the Venture's business consists of
     providing cable television services to a large number of customers, the
     loss of any one of which would have no material effect on the Partnership's
     or the Venture's business.  The Systems have had some subscribers who later
     terminated the service.  Terminations occur primarily because people move
     to another home or to another city.  In other cases, people terminate on a
     seasonal basis or because they no longer can afford or are dissatisfied
     with the service.  The amount of past due accounts in the Systems is not
     significant.  The Venture's policy with regard to past due accounts is
     basically one of disconnecting service before a past due account becomes
     material.

          Neither the Partnership nor the Venture depends to any material extent
     on the availability of raw materials; it carries no significant amounts of
     inventory and it has no material backlog of customer orders.  Neither the
     Venture nor the Partnership has any employees because all properties are
     managed by employees of the General Partner.  The General Partner has
     engaged in research and development activities relating to the provision of
     new services but the amount of the Partnership's or the Venture's funds
     expended for such research and development has never been material.

          Compliance with federal, state and local provisions that have been
     enacted or adopted regulating the discharge of materials into the
     environment or otherwise relating to the protection of the environment has
     had no material effect upon the capital expenditures, earnings or
     competitive position of the Partnership or the Venture.


                              ITEM 2.  PROPERTIES
                              -------------------

          The cable television systems owned by the Partnership and the Venture
     are described below:
<TABLE>
<CAPTION>
 
             Fund                      System             Acquisition Date
             ----                      ------             ----------------
     <S>                             <C>                  <C>
     Cable TV Fund 14-B, Ltd.        Surfside System        September 1988
                                     Little Rock System     November 1989
 
     Cable TV Fund 14-A/B Venture    Broward County System  March 1988
 
</TABLE>

          The following sets forth (i) the monthly basic plus service rates
     charged to subscribers and (ii) the number of basic subscribers and pay
     units for the Systems.  The monthly basic service rates set forth herein
     represent, with respect to systems with multiple headends, the basic
     service rate charged to the majority of the subscribers within the system.
     In cable television systems, basic subscribers can subscribe to more than
     one pay TV service.  Thus, the total number of pay services subscribed to
     by basic subscribers are called pay units.  As of December 31, 1996, the
     Little Rock System operated cable plant passing approximately 7,800 homes,
     with an approximate 74% penetration rate; the Surfside System operated
     cable plant passing approximately 26,200 homes, with an approximate 79%
     penetration rate; and the Broward County System operated cable plant
     passing approximately 89,100 homes, with an approximate 57% penetration
     rate. Figures for numbers of subscribers and homes passed are compiled from
     the General Partner's records and may be subject to adjustments.

                                       9
<PAGE>
 
<TABLE>
<CAPTION>
Cable TV Fund 14-B, Ltd.
-----------------------------------
 
                                          At December 31,
                                     -------------------------
Little Rock System                     1996     1995     1994
-----------------------------------  -------  -------  -------
<S>                                  <C>      <C>      <C>
Monthly basic plus service rate      $ 24.77  $ 23.27  $ 21.77
Basic subscribers                      5,774    5,673    5,336
Pay units                              4,365    4,608    4,605
 
 <CAPTION>

                                          At December 31,
                                     -------------------------
Surfside System                        1996     1995     1994
-----------------------------------  -------  -------  -------
<S>                                  <C>      <C>      <C>
Monthly basic plus service rate      $ 24.09  $ 22.59  $ 21.09
Basic subscribers                     20,821   20,055   18,969
Pay units                             18,897   14,083   12,424
 

<CAPTION>
 
Cable TV Fund 14-A/B Venture
-----------------------------------
 
                                          At December 31,
                                     -------------------------
Broward County System                  1996     1995     1994
-----------------------------------  -------  -------  -------
<S>                                  <C>      <C>      <C>

Monthly basic plus service rate      $ 25.58  $ 24.16  $ 23.56
Basic subscribers                     50,957   49,654   47,819
Pay units                             47,286   42,167   41,270
 
</TABLE>

                           ITEM 3.  LEGAL PROCEEDINGS
                           --------------------------

          None.


          ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
          ------------------------------------------------------------

          None.


                                    PART II.
                                    --------

               ITEM 5.  MARKET FOR THE REGISTRANT'S COMMON STOCK
               -------------------------------------------------
                      AND RELATED SECURITY HOLDER MATTERS
                      -----------------------------------

          While the Partnership is publicly held, there is no public market for
     the limited partnership interests, and it is not expected that a market
     will develop in the future.  During 1996, several partners of the
     Partnership conducted "limited tender offers" for interests in the
     Partnership at prices ranging from $140 to $190 per interest.  As of
     February 14, 1997, the number of equity security holders in the Partnership
     was 16,060.

                                       10
<PAGE>
 
Item 6.  Selected Financial Data
--------------------------------

<TABLE>
<CAPTION>
 
 
                                                            For the Year Ended December 31,
                                          -------------------------------------------------------------------------
Cable TV Fund 14-B, Ltd./(a)/                 1996           1995           1994           1993           1992
----------------------------------------  -------------  -------------  -------------  -------------  -------------
<S>                                       <C>            <C>            <C>            <C>            <C>
 
Revenues                                  $ 37,768,924   $ 34,443,760   $ 32,084,279   $ 31,735,048   $ 29,559,867
Depreciation and Amortization               13,404,578     14,265,096     15,037,554     15,812,869     16,645,383
Operating Loss                              (1,095,260)    (2,684,818)    (5,677,171)    (5,755,811)    (7,021,107)
Minority Interest in Consolidated Loss         815,252      1,104,003      1,468,218      1,277,358      1,676,435
Net Loss                                    (4,470,043)    (6,108,952)    (7,903,005)    (7,637,593)    (9,183,119)
Net Loss per Limited Partnership Unit           (16.93)        (23.14)        (29.94)        (28.93)        (34.79)
Weighted Average Number of Limited
 Partnership Units Outstanding                 261,353        261,353        261,353        261,353        261,353
General Partner's Deficit                     (713,972)      (669,272)      (608,182)      (529,152)      (452,776)
Limited Partners' Capital                   41,926,343     46,351,686     52,399,548     60,223,523     67,784,740
Total Assets                               105,915,409    111,850,697    118,867,757    128,779,941    141,753,537
Debt                                        56,656,424     56,241,715     57,376,558     58,881,755     62,752,746
General Partner Advances                       449,094      1,896,049        297,956         29,182        119,337

</TABLE>
 
<TABLE>
<CAPTION>
 
                                                              For the Year Ended December 31,
                                          ------------------------------------------------------------------------
Cable TV Fund 14-A/B Venture                  1996           1995           1994           1993           1992
----------------------------------------  ------------   ------------   ------------   ------------   ------------
<S>                                       <C>            <C>            <C>            <C>            <C> 
Revenues                                  $ 25,519,105   $ 23,469,505   $ 22,183,524   $ 22,068,952   $ 20,212,867
Depreciation and Amortization                8,360,927      8,774,507      9,188,994      9,352,808      9,971,915
Operating Income (Loss)                         28,548       (753,422)    (2,661,198)    (2,324,939)    (3,293,133)
Net Loss                                    (3,008,309)    (4,073,811)    (5,417,779)    (4,713,500)    (6,186,107)
Partners' Capital                           14,981,843     17,990,152     22,063,963     27,481,742     32,195,242
Total Assets                                58,277,058     62,447,556     66,597,460     72,315,816     80,404,133
Debt                                        41,262,561     40,530,652     42,271,921     43,461,730     46,908,409
Jones Intercable, Inc. Advances                268,256      2,206,959        354,179         57,920        125,873
 
</TABLE>
(a)  Cable TV Fund 14-B, Ltd.'s. selected financial data includes 100 percent of
     the accounts of Cable TV Fund 14-A/B Venture on a consolidated basis.

                                       11
<PAGE>
 
Item 7.  Management's Discussion and Analysis of Financial Condition and Results
--------------------------------------------------------------------------------
of Operations
-------------

        The following discussion of the financial condition and results of
operations of Cable TV Fund 14-B, Ltd. (the "Partnership") and Cable TV Fund 14-
A/B Venture (the "Venture") contains, in addition to historical information,
forward-looking statements that are based upon certain assumptions and are
subject to a number of risks and uncertainties. The Partnership's and Venture's
actual results may differ significantly from the results predicted in such
forward-looking statements.

FINANCIAL CONDITION
-------------------

        In addition to the Surfside System and the Little Rock System, the
Partnership owns a 73 percent interest in the Venture.  The accompanying
consolidated financial statements include 100 percent of the accounts of the
Partnership and those of the Venture reduced by Cable TV Fund 14-A, Ltd.'s 27
percent minority interest in the Venture.

Cable TV Fund 14-B, Ltd. -
------------------------  

        For the twelve months ended December 31, 1996, the Surfside System and 
Little Rock System generated net cash from operating activities totaling
$1,428,482 which is available to fund capital expenditures and non-operating
costs. The Partnership expended approximately $2,802,000 on capital additions
during 1996 in its Surfside System and Little Rock System. Approximately 46
percent of the expenditures was for the construction of drops to subscribers
homes. Approximately 35 percent of these expenditures was for the construction
of cable plant extensions. The remainder of the expenditures was for various
enhancements in the Partnership's cable television systems. Funding for these
expenditures was provided by cash generated by operations. Anticipated capital
expenditures for 1997 are approximately $2,362,000. Approximately 39 percent are
expected to be used for service drops to homes. Approximately 33 percent of
these expenditures are expected to be used for new plant construction in the
Partnership's systems. The remainder of these expenditures are for various
enhancements in each of the Partnership's systems. Funding for these
improvements will be provided by cash generated from operations and borrowings
under the Partnership's credit facility.

        In December 1995, the Partnership entered into a reducing revolving
credit facility with an available commitment of $18,000,000. At December 31,
1996, the balance outstanding was $15,300,000, leaving $2,700,000 available for
future borrowings. On September 30, 1998, the maximum available on the reducing
revolving credit facility begins to reduce quarterly until March 31, 2003 when
the amount available will be zero. Interest on the reducing revolving credit
facility is at the Partnership's option of the Base Rate plus 1/8 percent, the
London Interbank Offered Rate ("LIBOR") plus 1-1/8 percent, or the Certificate
of Deposit Rate plus 1-1/4 percent. The effective interest rates on amounts
outstanding as of December 31, 1996 and 1995 were 6.69 percent and 8.90 percent,
respectively.

        The General Partner believes that the Partnership's wholly owned systems
have sufficient sources of capital from cash generated from operations and
borrowings available under the reducing revolving credit facility to service
their presently anticipated needs.

Cable TV Fund 14-A/B Venture -
----------------------------  

        For the twelve months ended December 31, 1996, the Venture generated net
cash from operating activities totaling $5,204,336 which is available to fund
capital expenditures and non-operating costs.  The Venture expended
approximately $3,880,000 on capital additions during 1996.  Cable television
plant extensions accounted for approximately 43 percent of these expenditures.
The construction of service drops to homes accounted for approximately 37
percent of the expenditures.  The remainder of these expenditures related to
various enhancements in the Broward County System.  These capital expenditures
were funded primarily from cash generated from operations.  The Venture plans to
expend approximately $3,916,000 for capital additions in 1997.  Of this total,
approximately 35 percent will relate to the construction of service drops to
homes and approximately 34 percent is for cable television plant extensions.
The remainder of the anticipated expenditures are for various enhancements in
the Broward County System. These capital expenditures are expected to be funded
from cash on hand, cash generated from operations and borrowings under its
credit facility.

          In June 1996, the Venture amended its existing term loan providing for
a reducing revolving credit facility with an available commitment of
$42,500,000.  The entire $42,500,000 commitment is available through December
31, 1998, at which time the commitment will be repaid in twenty quarterly
installments with a final maturity of December 31, 2003. At December 31, 1996,
the balance outstanding was $41,102,968, leaving $1,397,032 available for future
borrowings. Interest is at the Venture's option of Prime plus 1/4 percent, LIBOR
plus 1-1/4 percent or the Certificate of Deposit Rate plus 1-3/8 percent. The
effective interest rates on amounts outstanding as of December 31, 1996 and 1995
were 6.79 percent and 7.17 percent, respectively.

                                       12
<PAGE>
 
          The General Partner believes that the Venture has sufficient sources
of capital from cash on hand, cash generated from operations and borrowings
under its credit facility to service its current needs.

RESULTS OF OPERATIONS
---------------------

Cable TV Fund 14-B, Ltd. -
------------------------  

        The results of operations for the Partnership are summarized below:
<TABLE>
<CAPTION>
 
                                                                     Year Ended December 31, 1996
                                                               -----------------------------------------
                                                               Partnership     Venture
                                                                  Owned         Owned      Consolidated
                                                               ------------  ------------  -------------
<S>                                                            <C>           <C>           <C>
 
Revenues                                                       $12,249,819   $25,519,105    $37,768,924
 
Operating expenses                                             $ 6,918,196   $14,148,533    $21,066,729
 
Management fees and allocated overhead from General Partner    $ 1,411,780   $ 2,981,097    $ 4,392,877
 
Depreciation and amortization                                  $ 5,043,651   $ 8,360,927    $13,404,578
 
Operating income (loss)                                        $(1,123,808)  $    28,548    $(1,095,260)
 
Interest expense                                               $(1,082,104)  $(3,006,847)   $(4,088,951)
 
Consolidated loss before minority interest                     $(2,276,986)  $(3,008,309)   $(5,285,295)
 
Minority interest in consolidated loss                         $         -   $   815,252    $   815,252
 
Net loss                                                       $(2,276,986)  $(2,193,057)   $(4,470,043)
 
</TABLE>

<TABLE>
<CAPTION>
 
                                                                    Year Ended December 31, 1995
                                                               ----------------------------------------
                                                               Partnership     Venture
                                                                  Owned         Owned      Consolidated
                                                               -----------   -----------   ------------
<S>                                                            <C>           <C>           <C>
 
Revenues                                                       $10,974,255   $23,469,505    $34,443,760
 
Operating expenses                                             $ 6,061,604   $12,620,209    $18,681,813
 
Management fees and allocated overhead from General Partner    $ 1,353,458   $ 2,828,211    $ 4,181,669
 
Depreciation and amortization                                  $ 5,490,589   $ 8,774,507    $14,265,096
 
Operating loss                                                 $(1,931,396)  $  (753,422)   $(2,684,818)
 
Interest expense                                               $(1,189,677)  $(3,371,524)   $(4,561,201)
 
Consolidated loss before minority interest                     $(3,139,144)  $(4,073,811)   $(7,212,955)
 
Minority interest in consolidated loss                         $         -   $ 1,104,003    $ 1,104,003
 
Net loss                                                       $(3,139,144)  $(2,969,808)   $(6,108,952)
 
</TABLE>

                                       13
<PAGE>
 
1996 Compared to 1995 -

        Revenues of the Partnership's Surfside System and Little Rock System
increased $1,275,564, or approximately 12 percent, to $12,249,819 in 1996 from
$10,974,255 in 1995.  This increase was primarily the result of basic service
rate increases and an increase in the number of basic subscribers.  Basic
service rate increases accounted for approximately 37 percent of the increase in
revenues.  The number of basic subscribers totaled 26,595 at December 31, 1996
compared to 25,728 at December 31, 1995, an increase of 867 or approximately 3
percent.  This increase in basic subscribers accounted for approximately 24
percent of the increase in revenues.  Increases in advertising sales and premium
service revenue accounted for approximately 13 percent and 8 percent,
respectively, of the increase in revenues.  No other individual factor
contributed significantly to the increase in revenues.

        Operating expenses consist primarily of costs associated with the
operation and administration of the Partnership's cable television systems.  The
principal cost components are salaries paid to system personnel, programming
expenses, professional fees, subscriber billing costs, rent for leased
facilities, cable system maintenance expenses and marketing expenses.

        Operating expenses increased $856,592, or approximately 14 percent, to
$6,918,196 in 1996 from $6,061,604 in 1995.  Operating expenses represented
approximately 56 percent and 55 percent of revenue for 1996 and 1995,
respectively.  Increases in programming fees, advertising expenses and marketing
expenses were primarily responsible for the increase in operating expenses.  No
other individual factor significantly affected the increase in operating
expenses.

        Management fees and allocated overhead from the General Partner
increased $58,322, or approximately 4 percent, to $1,411,780 in 1996 from
$1,353,458 in 1995.  This increase was due to the increase in revenues, upon
which such fees are based.

        Depreciation and amortization expense decreased $446,938, or
approximately 8 percent, to $5,043,651 in 1996 from $5,490,589 in 1995.  This
decrease was due to the maturation of the Partnership's asset base.

      Operating loss decreased $807,588, or approximately 42 percent, to
$1,123,808 in 1996 from $1,931,396 in 1995.  This decrease was due to the
increase in revenues and the decrease in depreciation and amortization expense
exceeding the increases in operating expenses and management fees and allocated
overhead from the General Partner.

      The cable television industry generally measures the financial performance
of a cable television system in terms of operating income before depreciation
and amortization.  This measure is not intended to be a substitute or
improvement upon the items disclosed on the financial statements, rather it is
included because it is an industry standard.  Operating income before
depreciation and amortization expense increased $360,650, or approximately 10
percent, to $3,919,843 in 1996 from $3,559,193 in 1995.  This increase was due
to the increase in revenues exceeding the increases in operating expenses and
management fees and allocated overhead from the General Partner.

      Interest expense decreased $107,573, or approximately 9 percent, to
$1,082,104 in 1996 from $1,189,677 in 1995. This decrease was due to lower
effective interest rates on interest bearing obligations during 1996.

      Net loss decreased $862,158, or approximately 27 percent, to $2,276,986 in
1996 from $3,139,144 in 1995.  These losses were primarily the result of the
factors discussed above.

1995 Compared to 1994 -

        Revenues of the Partnership's Surfside System and Little Rock System
increased $1,073,500, or approximately 11 percent, to $10,974,255 in 1995 from
$9,900,755 in 1994.  The number of basic subscribers totaled 25,728 at December
31, 1995 compared to 24,304 at December 31, 1994, an increase of 1,423 or
approximately 6 percent.  This increase in basic subscribers accounted for
approximately 37 percent of the increase in revenues.  Basic service rate
adjustments accounted for approximately 31 percent and increases in advertising
sales and premium service revenue accounted for approximately 15 percent and 9
percent, respectively, of the increase in revenues.

        Operating expenses increased $265,144, or approximately 5 percent, to
$6,061,604 in 1995 from $5,796,460 in 1994.  Operating expenses represented
approximately 55 percent and 59 percent of revenue for 1995 and 1994,
respectively.  Increases in programming fees, advertising expenses and marketing
expenses were primarily responsible for the increase in operating expense.  No
other individual factor significantly affected the increase in operating
expenses.

        Management fees and allocated overhead from the General Partner
increased $81,750, or approximately 6 percent, to $1,353,458 in 1995 from
$1,271,708 in 1994 due to the increase in revenues, upon which such fees and
allocations are based and increases in allocated expenses from the General
Partner.

                                       14
<PAGE>
 
        Depreciation and amortization expense decreased $357,971, or
approximately 6 percent, to $5,490,589 in 1995 from $5,848,560 in 1994.  This
decrease was due to the maturation of the Partnership's asset base.

      Operating loss decreased $1,084,577, or approximately 36 percent, to
$1,931,396 in 1995 from $3,015,973 in 1994.  This decrease was due to the
increase in revenues and the decrease in depreciation and amortization exceeding
the increases in operating expense and management fees and allocated overhead
from the General Partner.

      Operating income before depreciation and amortization expense increased
$726,606, or approximately 26 percent, to $3,559,193 in 1995 from $2,832,587 in
1994 due to the increase in revenues exceeding the increases in operating
expenses and management fees and allocated overhead from the General Partner.

      Interest expense increased $253,751, or approximately 27 percent, to
$1,189,677 in 1995 from $935,926 in 1994.  This increase was due to higher
effective interest rates and higher outstanding balances on interest bearing
obligations in 1995.

      Net loss decreased $814,300, or approximately 21 percent, to $3,139,144 in
1995 from $3,953,444 in 1994.  These losses were primarily the result of the
factors discussed above.

Cable TV Fund 14-A/B Venture -
----------------------------  

      In addition to its ownership of the Surfside System and the Little Rock
System, the Partnership owns a 73 percent interest in the Venture.

      Revenues of the Venture's Broward County System increased $2,049,600, or
approximately 9 percent, to $25,519,105 in 1996 from $23,469,505 in 1995.  Basic
service rate increases accounted for approximately 35 percent of the increase in
revenue.  An increase in the number of basic subscribers accounted for
approximately 27 percent of the increases in revenue.  The number of basic
subscribers totaled 50,957 at December 31, 1996 compared to 49,654 at December
31, 1995, an increase of 1,303, or approximately 3 percent.  Increases in
premium service revenue accounted for approximately 16 percent of the increase
in revenue. No other individual factor significantly affected the increase in
revenues.

      Operating expenses consist primarily of costs associated with the
operation and administration of the Venture's cable television systems.  The
principal cost components are salaries paid to system personnel, programming
expenses, professional fees, subscriber billing costs, rent for leased
facilities, cable system maintenance expenses and marketing expenses.

      Operating expense increased $1,528,324, or approximately 12 percent, to
$14,148,533 in 1996 from $12,620,209 in 1995.  Operating expenses represented 55
percent of revenue in 1996, compared to 54 percent in 1995.  The increase in
operating expenses was due primarily to increases in programming fees, which
were partially offset by decreases in personnel and marketing expenses.  No
other individual factor significantly affected the increase in operating
expenses.

      Management fees and allocated overhead from Jones Intercable, Inc.
increased $152,886, or approximately 5 percent, to $2,981,097 in 1996 from
$2,828,211 in 1995.  This increase was due primarily to the increase in revenues
upon which such fees and allocations are based.

      Depreciation and amortization expense decreased $413,580, or approximately
5 percent, to $8,360,927 in 1996 from $8,774,507 in 1995.  The decrease in
depreciation and amortization expense was attributable to the maturation of the
Venture's asset base.

      The Partnership reported operating income of $28,548 in 1996 compared to
an operating loss of $753,422 in 1995.  This change was due to the increase in
revenues and the decreases in depreciation and amortization expense exceeding
the increase in operating expenses and management fees and allocated overhead
from Jones Intercable, Inc.

      The cable television industry generally measures the financial performance
of a cable television system in terms of operating income before depreciation
and amortization.  This measure is not intended to be a substitute or
improvement upon the items disclosed on the financial statements, rather it is
included because it is an industry standard.  Operating income before
depreciation and amortization expense increased $368,390, or approximately 5
percent, to $8,389,475 in 1996 from $8,021,085 in 1995 due to the increase in
revenues exceeding the increases in operating expenses and management fees and
allocated overhead from Jones Intercable, Inc.

                                       15
<PAGE>
 
      Interest expense decreased $364,677, or approximately 11 percent, to
$3,006,847 in 1996 from $3,371,524 in 1995 due to lower outstanding balances and
lower effective interest rates on interest bearing obligations during 1996.

      Net loss decreased $1,065,502, or approximately 26 percent, to $3,008,309
in 1996 from $4,073,811 in 1995.  These losses were primarily the result of the
factors discussed above.

1995 Compared to 1994-

        Revenues of the Venture's Broward County System increased $1,285,981, or
approximately 6 percent, to $23,469,505 in 1995 from $22,183,524 in 1994.  The
number of basic subscribers totaled 49,654 at December 31, 1995 compared to
47,819 at December 31, 1994, an increase of 1,835, or approximately 4 percent.
This increase in basic subscribers accounted for approximately 44 percent of the
increases in revenue.  Increases in premium service revenue accounted for
approximately 25 percent of the increases in revenue and basic service rate
adjustments accounted for approximately 11 percent of the increases in revenue.
No other individual factor significantly affected the increase in revenues.

        Operating expenses decreased $258,229, or approximately 2 percent, to
$12,620,209 in 1995 from $12,878,438 in 1994.  Operating expenses represented 54
percent of revenue in 1995, compared to 58 percent in 1994.  The decrease in
operating expenses was due primarily to decreases in personnel and marketing
expenses, which were partially offset by increases in programming fees and
office related expenses.  No other individual factor significantly affected the
decrease in operating expense.

        Management fees and allocated overhead from Jones Intercable, Inc.
increased $50,921, or approximately 2 percent, to $2,828,211 in 1995 from
$2,777,290 in 1994 primarily due to the increase in revenues upon which such
fees and allocations are based.

        Depreciation and amortization expense decreased $414,487, or
approximately 5 percent, to $8,774,507 in 1995 from $9,188,994 in 1994.  The
decrease in depreciation and amortization expense was attributable to the
maturation of the Venture's asset base.

      Operating loss decreased $1,907,776, or approximately 72 percent, to
$753,422 in 1995 from $2,661,198 in 1994.  This decrease was due to the increase
in revenues and the decreases in operating and depreciation and amortization
expenses exceeding the increase in management fees and allocated overhead from
Jones Intercable, Inc.

      Operating income before depreciation and amortization expense increased
$1,493,289, or approximately 23 percent, to $8,021,085 in 1995 from $6,527,796
in 1994 due to the increases in revenues and decreases in operating expenses
exceeding the increase in management fees and allocated overhead from Jones
Intercable, Inc.

      Interest expense increased $643,490, or approximately 24 percent, to
$3,371,524 in 1995 from $2,728,034 in 1994 due to higher effective interest
rates and higher outstanding balances on interest bearing obligations.

      Net loss decreased $1,343,968, or approximately 25 percent, to $4,073,811
in 1995 from $5,417,779 in 1994.  These losses were primarily the result of the
factors discussed above.

                                       16
<PAGE>
 
Item 8.  Financial Statements
-----------------------------


                          CABLE TV FUND 14-B, LTD. AND
                          ----------------------------
                          CABLE TV FUND 14-A/B VENTURE
                          ----------------------------

                       CONSOLIDATED FINANCIAL STATEMENTS
                       ---------------------------------

                        AS OF DECEMBER 31, 1996 AND 1995
                        --------------------------------

                                     INDEX
                                     -----

<TABLE>
<CAPTION>
 
 
                                                   Page
                                                -----------
<S>                                             <C>  <C>
 
                                                14-B 14-A/B
                                                ---- ------ 
Report of Independent Public Accountants         18    30
 
Balance Sheets                                   19    31
 
Statements of Operations                         21    33
 
Statements of Partners' Capital (Deficit)        22    34
 
Statements of Cash Flows                         23    35
 
Notes to Financial Statements                    24    36
 
</TABLE>

                                       17
<PAGE>
 
                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
                    ----------------------------------------


To the Partners of Cable TV Fund 14-B, Ltd.:

        We have audited the accompanying consolidated balance sheets of CABLE TV
FUND 14-B, Ltd.(a Colorado limited partnership) and subsidiary as of December
31, 1996 and 1995, and the related consolidated statements of operations,
partners' capital (deficit) and cash flows for each of the three years in the
period ended December 31, 1996.  These financial statements are the
responsibility of the General Partner's management.  Our responsibility is to
express an opinion on these financial statements 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, the financial statements referred to above present
fairly, in all material respects, the financial position of Cable TV Fund 14-B,
Ltd. and subsidiary as of December 31, 1996 and 1995, and the results of their
operations and their cash flows for each of the three years in the period ended
December 31, 1996, in conformity with generally accepted accounting principles.



                                                            ARTHUR ANDERSEN LLP


Denver, Colorado,
March 7, 1997.

                                       18
<PAGE>
 
                            CABLE TV FUND 14-B, LTD.
                            ------------------------
                            (A Limited Partnership)

                          CONSOLIDATED BALANCE SHEETS
                          ---------------------------
<TABLE>
<CAPTION>
 
 
                                                                              December 31,
                                                                      ----------------------------
 
               ASSETS                                                     1996           1995
               ------                                                 ------------   ------------
<S>                                                                   <C>            <C>
 
CASH                                                                  $    840,309   $    474,904
 
TRADE RECEIVABLES, less allowance for doubtful receivables of
 $140,879 and $135,202 at December 31, 1996 and 1995, respectively       2,077,493      1,739,859
 
INVESTMENT IN CABLE TELEVISION PROPERTIES:
 Property, plant and equipment, at cost                                 98,093,791     92,097,232
 Less- accumulated depreciation                                        (48,820,169)   (43,489,032)
                                                                      ------------   ------------
 
                                                                        49,273,622     48,608,200
 
 Franchise costs and other intangible assets, net of accumulated
  amortization of $77,746,909 and $70,528,499 at December 31, 1996
  and 1995, respectively                                                53,293,389     60,511,799
                                                                      ------------   ------------
 
          Total investment in cable television properties              102,567,011    109,119,999
 
DEPOSITS, PREPAID EXPENSES AND DEFERRED CHARGES                            430,596        515,935
                                                                      ------------   ------------
 
          Total assets                                                $105,915,409   $111,850,697
                                                                      ============   ============
 
</TABLE>
          The accompanying notes to consolidated financial statements
           are an integral part of these consolidated balance sheets.

                                       19
<PAGE>
 
                            CABLE TV FUND 14-B, LTD.
                            ------------------------
                            (A Limited Partnership)

                          CONSOLIDATED BALANCE SHEETS
                          ---------------------------
<TABLE>
<CAPTION>
 
 
                                                            December 31,
                                                     ---------------------------
 
   LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)           1996           1995
   -------------------------------------------       ------------   ------------
<S>                                                  <C>            <C>
 
LIABILITIES:
 Debt                                                $ 56,656,424   $ 56,241,715
 General Partner advances                                 449,094      1,896,049
 Deferred brokerage fee                                   920,000        920,000
 Trade accounts payable and accrued liabilities         2,151,254      1,763,047
 Subscriber prepayments                                   562,446        568,400
                                                     ------------   ------------
 
       Total liabilities                               60,739,218     61,389,211
                                                     ------------   ------------
 
COMMITMENTS AND CONTINGENCIES (Note 7)
 
MINORITY INTEREST IN CABLE TELEVISION
 JOINT VENTURE                                          3,963,820      4,779,072
                                                     ------------   ------------
 
PARTNERS' CAPITAL (DEFICIT):
 General Partner-
  Contributed capital                                       1,000          1,000
  Accumulated deficit                                    (714,972)      (670,272)
                                                     ------------   ------------
 
                                                         (713,972)      (669,272)
                                                     ------------   ------------
 
 Limited Partners-
  Net contributed capital (261,353 units
   outstanding at December 31, 1996 and 1995)         112,127,301    112,127,301
  Accumulated deficit                                 (70,200,958)   (65,775,615)
                                                     ------------   ------------
 
                                                       41,926,343     46,351,686
                                                     ------------   ------------
 
Total liabilities and partners' capital (deficit)    $105,915,409   $111,850,697
                                                     ============   ============
 
</TABLE>
          The accompanying notes to consolidated financial statements
           are an integral part of these consolidated balance sheets.

                                       20
<PAGE>
 
                            CABLE TV FUND 14-B, LTD.
                            ------------------------
                            (A Limited Partnership)

                     CONSOLIDATED STATEMENTS OF OPERATIONS
                     -------------------------------------
<TABLE>
<CAPTION>
 
 
                                                        Year Ended December 31,
                                                 ---------------------------------------
                                                     1996          1995          1994
                                                 -----------   -----------   -----------
<S>                                              <C>           <C>           <C> 
REVENUES                                         $37,768,924   $34,443,760   $32,084,279
 
COSTS AND EXPENSES:
  Operating  expenses                             21,066,729    18,681,813    18,674,898
  Management fees and allocated overhead from
   General Partner                                 4,392,877     4,181,669     4,048,998
  Depreciation and amortization                   13,404,578    14,265,096    15,037,554
                                                 -----------   -----------   -----------
 
OPERATING LOSS                                    (1,095,260)   (2,684,818)   (5,677,171)
                                                 -----------   -----------   -----------
 
OTHER INCOME (EXPENSE):
  Interest expense                                (4,088,951)   (4,561,201)   (3,663,960)
  Other, net                                        (101,084)       33,064       (30,092)
                                                 -----------   -----------   -----------
 
       Total other income (expense), net          (4,190,035)   (4,528,137)   (3,694,052)
                                                 -----------   -----------
 
CONSOLIDATED LOSS BEFORE MINORITY INTEREST        (5,285,295)   (7,212,955)   (9,371,223)
 
MINORITY INTEREST IN CONSOLIDATED LOSS               815,252     1,104,003     1,468,218
                                                 -----------   -----------   -----------
 
NET LOSS                                         $(4,470,043)  $(6,108,952)  $(7,903,005)
                                                 ===========   ===========   ===========
 
 
ALLOCATION OF NET LOSS:
  General Partner                                $   (44,700)  $   (61,090)  $   (79,030)
                                                 ===========   ===========   ===========
 
  Limited Partners                               $(4,425,343)  $(6,047,862)  $(7,823,975)
                                                 ===========   ===========   ===========
 
NET LOSS PER LIMITED
  PARTNERSHIP UNIT                                   $(16.93)      $(23.14)      $(29.94)
                                                 ===========   ===========   ===========
 
WEIGHTED AVERAGE NUMBER OF LIMITED
 PARTNERSHIP UNITS OUTSTANDING                       261,353       261,353       261,353
                                                 ===========   ===========   ===========
 
</TABLE>
          The accompanying notes to consolidated financial statements
             are an integral part of these consolidated statements.

                                       21
<PAGE>
 
                            CABLE TV FUND 14-B, LTD.
                            ------------------------
                            (A Limited Partnership)

             CONSOLIDATED STATEMENTS OF PARTNERS' CAPITAL (DEFICIT)
             ------------------------------------------------------
<TABLE>
<CAPTION>
 
 
                                          Year Ended December 31,
                                  ---------------------------------------
 
                                      1996          1995          1994
                                  -----------   -----------   -----------
<S>                               <C>           <C>           <C>
 
GENERAL PARTNER:
    Balance, beginning of year    $  (669,272)  $  (608,182)  $  (529,152)
    Net loss for year                 (44,700)      (61,090)      (79,030)
                                  -----------   -----------   -----------
 
    Balance, end of year          $  (713,972)  $  (669,272)  $  (608,182)
                                  ===========   ===========   ===========
 
 
LIMITED PARTNERS:
    Balance, beginning of year    $46,351,686   $52,399,548   $60,223,523
    Net loss for year              (4,425,343)   (6,047,862)   (7,823,975)
                                  -----------   -----------   -----------
 
    Balance, end of year          $41,926,343   $46,351,686   $52,399,548
                                  ===========   ===========   ===========
 
</TABLE>
          The accompanying notes to consolidated financial statements
             are an integral part of these consolidated statements.

                                       22
<PAGE>
 
                            CABLE TV FUND 14-B, LTD.
                            ------------------------
                            (A Limited Partnership)

                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                     -------------------------------------
<TABLE>
<CAPTION>
 
 
                                                                       Year Ended December 31,
                                                               ----------------------------------------
                                                                   1996           1995          1994
                                                               -----------   -----------    -----------
<S>                                                            <C>           <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                                     $(4,470,043)  $ (6,108,952)  $(7,903,005)
  Adjustments to reconcile net loss to net cash provided by
   operating activities:
    Depreciation and amortization                               13,404,578     14,265,096    15,037,554
    Amortization of interest rate protection contract               10,581        106,431       108,711
    Minority interest in consolidated loss                        (815,252)    (1,104,003)   (1,468,218)
    Decrease (increase) in trade receivables                      (337,634)      (795,486)      387,061
    Increase in deposits, prepaid expenses and
     deferred charges                                              (94,710)      (293,774)     (311,234)
    Increase (decrease) in advances from General Partner        (1,446,955)     1,598,093       268,774
    Increase (decrease) in trade accounts payable and
     accrued liabilities and subscriber prepayments                382,253       (267,355)      695,462
                                                               -----------   ------------   -----------
 
       Net cash provided by operating activities                 6,632,818      7,400,050     6,815,105
                                                               -----------   ------------   -----------
 
CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchase of property and equipment, net                       (6,682,122)    (6,438,682)   (5,071,767)
                                                               -----------   ------------   -----------
 
       Net cash used in investing activities                    (6,682,122)    (6,438,682)   (5,071,767)
                                                               -----------   ------------   -----------
 
CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from borrowings                                       4,048,014     17,622,092       290,797
  Repayment of debt                                             (3,633,305)   (18,756,935)   (1,795,994)
                                                               -----------   ------------   -----------
 
       Net cash provided by (used in)
        financing activities                                       414,709     (1,134,843)   (1,505,197)
                                                               -----------   ------------   -----------
 
Increase (decrease) in cash                                        365,405       (173,475)      238,141
 
Cash, beginning of year                                            474,904        648,379       410,238
                                                               -----------   ------------   -----------
 
Cash, end of year                                              $   840,309   $    474,904   $   648,379
                                                               ===========   ============   ===========
 
SUPPLEMENTAL CASH FLOW DISCLOSURE:
 Interest paid                                                 $ 3,788,839   $  4,852,445   $ 3,257,869
                                                               ===========   ============   ===========
 
</TABLE>
          The accompanying notes to consolidated financial statements
             are an integral part of these consolidated statements.

                                       23
<PAGE>
 
                            CABLE TV FUND 14-B, LTD.
                            ------------------------
                            (A Limited Partnership)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                   ------------------------------------------

(1)  ORGANIZATION AND PARTNERS' INTERESTS
     ------------------------------------

        Formation and Business
        ----------------------

        Cable TV Fund 14-B, Ltd. (the "Partnership"), a Colorado limited
partnership, was formed on September 9, 1987, under a public program sponsored
by Jones Intercable, Inc. ("Intercable").  The Partnership was formed to
acquire, construct, develop and operate cable television systems.  Intercable, a
publicly held Colorado corporation, is the "General Partner" and manager of the
Partnership.  Intercable and its subsidiaries also own and operate cable
television systems.  In addition, Intercable manages cable television systems
for other limited partnerships for which it is general partner and, also, for
other affiliated entities.

        Contributed Capital, Commissions and Syndication Costs
        ------------------------------------------------------

        The capitalization of the Partnership is set forth in the accompanying
Statements of Partners' Capital (Deficit).  No limited partner is obligated to
make any additional contribution to partnership capital.

        Intercable purchased its interest in the Partnership by contributing
$1,000 to partnership capital.

        All profits and losses of the Partnership are allocated 99 percent to
the limited partners and 1 percent to   Intercable, except for income or gain
from the sale or disposition of cable television properties, which will be
allocated to   the partners based upon the formula set forth in the
Partnership's partnership agreement and interest income earned prior to the
first   acquisition by the Partner- ship of a cable television system, which was
allocated 100 percent to the limited partners.

        Formation of Joint Venture and Joint Venture Cable Television System
        --------------------------------------------------------------------
Acquisition
-----------

        On January 8, 1988, Cable TV Fund 14-A, Ltd. and the Partnership formed
Cable TV Fund 14-A/B Venture (the "Venture") to acquire the cable television
system serving areas in and around Broward County, Florida (the "Broward County
System").  Cable TV Fund 14-A, Ltd. contributed $18,975,000 to the capital of
the Venture for a 27 percent ownership interest and the Partnership contributed
$51,025,000 to the capital of the Venture for a 73 percent ownership interest.

        Partnership Cable Television System Acquisitions
        ------------------------------------------------

        The Partnership acquired the cable television system serving Surfside,
South Carolina (the "Surfside System") in 1988 and the cable television system
serving Little Rock, California (the "Little Rock System") in 1989.

(2)  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
     ------------------------------------------

        Accounting Records
        ------------------

        The accompanying consolidated financial statements have been prepared on
the accrual basis of accounting in accordance with generally accepted accounting
principles.  The Partnership's tax returns are also prepared on the accrual
basis.

        The preparation of financial statements in conformity with generally
accepted accounting principles requires the General Partner's 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.

        Purchase Price Allocation
        -------------------------

        Cable television system acquisitions were accounted for as purchases
with the individual purchase prices allocated to tangible and intangible assets
based upon an independent appraisal.  The method of allocation of purchase price
was as follows:  first, to the fair value of net tangible assets acquired;
second, to the value of subscriber lists and non compete agreements with
previous owners; third, to franchise costs; and fourth, to costs in excess of
interests in net assets purchased.  Brokerage fees paid to an affiliate of
Intercable (Note 3) and other system acquisition costs were capitalized and
included in the cost of intangible assets.

                                       24
<PAGE>
 
        Principles of Consolidation
        ---------------------------

        As a result of the Partnership's ownership interest in the Venture of 73
percent, the accompanying consolidated financial statements present the
Partnership's and the Venture's financial condition and results of operations on
a consolidated basis with the ownership interest of Cable TV Fund 14-A, Ltd. in
the Venture shown as a minority interest.  The Venture does not have any
ownership interest in the Surfside System or Little Rock System.  These systems
are owned 100 percent by the Partnership.  All interpartnership accounts and
transactions have been eliminated.

        Property, Plant and Equipment
        -----------------------------

        Depreciation is provided using the straight-line method over the
following estimated service lives:
<TABLE>
<CAPTION>
 
               <S>                               <C>
               Cable distribution systems        5 - 15  years
               Equipment and tools                    5  years
               Office furniture and equipment         5  years
               Buildings                             20  years
               Vehicles                               3  years
</TABLE>
          Replacements, renewals and improvements are capitalized and
maintenance and repairs are charged to expense as incurred.

        Property, plant and equipment and the corresponding accumulated
depreciation are written off as certain assets become fully depreciated and are
no longer in service.

        Intangible Assets
        -----------------

          Costs assigned to franchises, subscriber lists and costs in excess of
interests in net assets purchased are amortized using the straight-line method
over the following remaining estimated useful lives:
<TABLE>
<CAPTION>
 
               <S>                                                  <C>
               Franchise costs                                      1 - 28 years
               Subscriber lists                                          1 year
               Costs in excess of interests in net assets purchased     33 years
</TABLE>

        Revenue Recognition
        -------------------

        Subscriber prepayments are initially deferred and recognized as 
revenue when earned.

        Reclassifications
        -----------------

        Certain prior year amounts have been reclassified to conform to the 1996
presentation.

(3)  TRANSACTIONS WITH THE GENERAL PARTNER AND AFFILIATES
     ----------------------------------------------------

        Brokerage Fees
        --------------

        The Jones Group, Ltd., a subsidiary of Intercable, performs brokerage
services for the Partnership.  For brokering the acquisition of the Surfside
System for the Partnership, The Jones Group, Ltd. earned a fee totaling
$1,920,000, or 4 percent of the purchase price, during the year ended December
31, 1988.  $920,000 of such fee has been deferred until the sale of the Surfside
System.

        Management Fees, Distribution Ratios and Reimbursements
        -------------------------------------------------------

        Intercable manages the Partnership and the Venture and receives a fee
for its services equal to 5 percent of the gross revenues of the Partnership and
the Venture, excluding revenues from the sale of cable television systems or
franchises.  Management fees paid to Intercable by the Partnership and the
Venture for the years ended December 31, 1996, 1995 and 1994 were $1,888,446,
$1,722,188 and $1,604,214, respectively.

        Any partnership distributions made from cash flow (defined as cash
receipts derived from routine operations, less   debt principal and interest
payments and cash expenses) are allocated 99 percent to the limited partners and
1 percent to Intercable.  Any distributions other than interest income on
limited partner subscriptions earned prior to the acquisition of the
Partnership's first

                                       25
<PAGE>
 
cable television system or from cash flow, such as from the sale or refinancing
of a system or upon dissolution of the Partnership, will be made as follows:
first, to the limited partners in an amount which, together with all prior
distributions, will equal 125 percent of the amount initially contributed to the
Partnership capital by the limited partners; the balance, 75 percent to the
limited partners and 25 percent to Intercable.

        The Partnership and the Venture reimburse Intercable for certain
allocated overhead and administrative expenses.  These expenses represent the
salaries and related benefits paid for corporate personnel, rent, data
processing services and other corporate facilities costs.  Such personnel
provide engineering, marketing, accounting, administrative, legal, and investor
relations services to the Partnership and to the Venture.  Such services, and
their related costs, are necessary to the operation of the Partnership and
Venture and would have been incurred by the Partnership if they were stand
alone entities.  Allocations of personnel costs are based primarily on actual
time spent by employees of Intercable with respect to each Partnership managed.
Remaining expenses are allocated based on the pro rata relationship of the
Partnership's and Venture's revenues to the total revenues of all systems owned
or managed by Intercable and certain of its subsidiaries.  Systems owned by
Intercable and all other systems owned by partnerships for which Intercable is
the general partner are also allocated a proportionate share of these expenses.
Intercable believes that the methodology used in allocating overhead and
administrative expense is reasonable.  Reimbursements made to Intercable for
allocated overhead and administrative expenses during the years ended December
31,  1996, 1995 and 1994 were $2,504,431, $2,459,481 and $2,444,784,
respectively.

        The Partnership and the Venture were charged interest during 1996 at an
average interest rate of 8.58 percent on the amounts due Intercable, which
approximated Intercable's weighted average cost of borrowing.  Total interest
charged to the Partnership and the Venture by Intercable was $106,022, $145,929
and $960 for the years ended December 31, 1996, 1995 and 1994, respectively.

        Payments to/from Affiliates for Programming Services
        ----------------------------------------------------

        The Partnership and the Venture receive programming from Superaudio,
Jones Education Company, Great American Country, Inc. and Product Information
Network, all of which are affiliates of Intercable.

        Payments to Superaudio by the Partnership and the Venture totaled
$52,687, $46,269 and $46,768, in 1996, 1995 and 1994, respectively.  Payments to
Jones Education Company by the Partnership and Venture totaled $96,169, $83,895
and $57,330 in 1996, 1995 and 1994, respectively.  Payments by the Partnership
and Venture to Great American Country, Inc., which initiated service in 1996,
totaled $71,929 in 1996.

        The Partnership and the Venture received commissions from Product
Information Network based on a percentage of advertising revenue and number of
subscribers.  Product Information Network paid commissions to the Partnership
and the Venture totaling $80,474, $54,759 and $31,126 in 1996, 1995 and 1994,
respectively.

(4)  PROPERTY, PLANT AND EQUIPMENT
     -----------------------------

     Property, plant and equipment as of December 31, 1996 and 1995, consisted 
of the following:

<TABLE>
<CAPTION>
 
                                       1996           1995
                                   -------------  -------------
<S>                                <C>            <C>
 
Cable distribution systems         $ 89,190,656   $ 82,906,681
Equipment and tools                   2,884,959      2,682,192
Office furniture and equipment        1,592,656      1,584,101
Buildings                             2,213,590      2,202,173
Vehicles                              1,025,629      1,535,784
Land                                  1,186,301      1,186,301
                                   ------------   ------------
                                     98,093,791     92,097,232
 
Less - accumulated depreciation     (48,820,169)   (43,489,032)
                                   ------------   ------------
 
Total                              $ 49,273,622   $ 48,608,200
                                   ============   ============
 </TABLE>

                                       26
<PAGE>
 
(5)    DEBT
       ----

<TABLE>
<CAPTION>

Debt consists of the following:                             December 31,
                                                      -----------------------
                                                         1996         1995
                                                      -----------  -----------
<S>                                                   <C>          <C>
Lending institutions-
  Term loan for the Venture                           $41,102,968  $40,365,468
  Revolving credit and term loan for the Partnership   15,300,000   15,600,000
 
Capital lease obligations                                 253,456      276,247
                                                      -----------  -----------
 
    Total                                             $56,656,424  $56,241,715
                                                      ===========  ===========
</TABLE>

          In June 1996, the Venture amended its existing term loan providing for
a reducing revolving credit facility with an available commitment of
$42,500,000.  The entire $42,500,000 commitment is available through December
31, 1998, at which time the commitment will be repaid in twenty quarterly
installments with a final maturity of December 31, 2003. At December 31, 1996,
the balance outstanding was $41,102,968, leaving $1,397,032 available for future
borrowings. Interest is at the Venture's option of Prime plus 1/4 percent, the
London Interbank Offered Rate ("LIBOR") plus 1-1/4 percent or the Certificate of
Deposit Rate plus 1-3/8 percent. The effective interest rates on amounts
outstanding as of December 31, 1996 and 1995 were 6.79 percent and 7.17 percent,
respectively.

          In December 1995, the Partnership entered into a new reducing
revolving credit facility with an available commitment of $18,000,000.  At
December 31, 1996, the balance outstanding was $15,300,000, leaving $2,700,000
available for future borrowings.  On September 30, 1998, the maximum available
on the reducing revolving credit facility begins to reduce quarterly until March
31, 2003 when the amount available will be zero.  Interest on the reducing
revolving credit facility is at the Partnership's option of the Base Rate plus
1/8 percent, the LIBOR plus 1-1/8 percent, or the Certificate of Deposit Rate
plus 1-1/4 percent.  The effective interest rates on amounts outstanding as of
December 31, 1996 and 1995 were 6.69 percent and 8.90 percent, respectively.

          Installments due on debt principal for each of  the five years in the
period ending December 31, 2001 and thereafter, respectively, are:
<TABLE>
<CAPTION>
 
                Venture    Partnership     Total
              -----------  -----------  -----------
<S>           <C>          <C>          <C>
 
1997          $    47,882  $    28,155  $    76,037
1998               47,882       28,155       76,037
1999            5,450,848      478,157    5,929,005
2000            6,815,949    3,159,396    9,975,345
2001            8,500,000    3,600,000   12,100,000
Thereafter     20,400,000    8,100,000   28,500,000
              -----------  -----------  -----------
 
Total         $41,262,561  $15,393,863  $56,656,424
              ===========  ===========  ===========
</TABLE>
          At December 31, 1996, substantially all of the Partnership's and the
Venture's property, plant and equipment secured their respective indebtedness.

          At December 31, 1996, the carrying amount of the Partnership's long-
term debt did not differ significantly from the estimated fair value of the
financial instruments.  The fair value of the Partnership's long-term debt is
estimated based on the discounted amount of future debt service payments using
rates of borrowing for a liability of similar risk.

(6)       INCOME TAXES
          ------------

          Income taxes have not been recorded in the accompanying consolidated
financial statements because they accrue directly to the partners.  The federal
and state income tax returns of the Partnership are prepared and filed by
Intercable.

          The Partnership's tax returns, the qualification of the Partnership as
such for tax purposes, and the amount of distributable Partnership income or
loss are subject to examination by federal and state taxing authorities.  If
such examinations result in changes with respect to the Partnership's
qualification as such, or in changes with respect to the Partnership's recorded
income or loss, the tax liability of the general and limited partners would
likely be changed accordingly.

                                       27
<PAGE>
 
          Taxable loss reported to the partners is different from that reported
in the consolidated statements of operations due to the difference in
depreciation recognized under generally accepted accounting principles and the
expense allowed for tax purposes under the Modified Accelerated Cost Recovery
System (MACRS).  There are no other significant differences between taxable loss
and the net loss reported in the consolidated statements of operations.

(7)       COMMITMENTS AND CONTINGENCIES
          -----------------------------

          Office and other facilities are rented under various long-term lease
arrangements.  Rent paid under such lease arrangements totaled $40,356, $62,987
and $90,993, respectively, for the years ended December 31, 1996, 1995 and 1994.
Minimum commitments under operating leases for each of the five years in the
period ending December 31, 2001 and thereafter are as follows:

<TABLE>
<CAPTION>
 
                    <S>            <C>
                    1997          $106,938
                    1998            85,478
                    1999            84,312
                    2000            83,912
                    2001            57,587
                    Thereafter     470,776
                                   -------
                                  $889,003
                                  ========
</TABLE>


(8)  SUPPLEMENTARY PROFIT AND LOSS INFORMATION
     -----------------------------------------

     Supplementary profit and loss information is presented below:


<TABLE>
<CAPTION>
  
                                                  For the Year Ended December 31,
                                                 ----------------------------------
                                                    1996        1995        1994
                                                 ----------  ----------  ----------
<S>                                              <C>         <C>         <C>
 
Maintenance and repairs                          $  318,345  $  340,354  $  442,368
                                                 ==========  ==========  ==========
 
Taxes, other than income and payroll taxes       $  584,220  $  435,128  $  386,906
                                                 ==========  ==========  ==========
 
Advertising                                      $  295,082  $  275,739  $  228,144
                                                 ==========  ==========  ==========
 
Depreciation of property, plant and equipment    $6,186,168  $6,014,327  $6,000,478
                                                 ==========  ==========  ==========
 
Amortization of intangible assets                $7,218,410  $8,250,769  $9,037,076
                                                 ==========  ==========  ==========
 </TABLE>

                                       28
<PAGE>
 
(9)  OPERATING RESULTS OF SURFSIDE AND LITTLE ROCK SYSTEMS
     -----------------------------------------------------

          The results of operations of the Partnership's Surfside System and
Little Rock System on a stand-  alone basis are presented below.  The
Partnership's share of the Venture-owned Broward County System's operations is
also presented.

<TABLE>
<CAPTION>
 
                                                                       For the Year Ended December 31,
                                                                    ---------------------------------------
                                                                        1996          1995         1994
                                                                    ------------  ------------  -----------
<S>                                                                 <C>           <C>           <C> 
Revenues                                                            $12,249,819   $10,974,255   $ 9,900,755
 
Operating expenses                                                   (6,918,196)   (6,061,604)   (5,796,460)
Management fees and allocated overhead from General Partner          (1,411,780)   (1,353,458)   (1,271,708)
Depreciation and amortization                                        (5,043,651)   (5,490,589)   (5,848,560)
                                                                    -----------   -----------   -----------
 
Operating loss                                                       (1,123,808)   (1,931,396)   (3,015,973)
 
Interest expense                                                     (1,082,104)   (1,189,677)     (935,926)
Other, net                                                              (71,074)      (18,071)       (1,545)
                                                                    -----------   -----------   -----------
 
Loss of the Surfside System and the Little Rock System               (2,276,986)   (3,139,144)   (3,953,444)
 
The Partnership's share of the loss of the Broward County System     (2,193,057)   (2,969,808)   (3,949,561)
                                                                    -----------   -----------   -----------
 
Net loss                                                            $(4,470,043)  $(6,108,952)  $(7,903,005)
                                                                    ===========   ===========   ===========
 
</TABLE>

                                       29
<PAGE>
 
                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
                    ----------------------------------------

To the Partners of Cable TV Fund 14-A/B Venture:

        We have audited the accompanying balance sheets of CABLE TV FUND 14-A/B
VENTURE (a Colorado general partnership) as of December 31, 1996 and 1995, and
the related statements of operations, partners' capital and cash flows for each
of the three years in the period ended December 31, 1996.  These financial
statements are the responsibility of the General Partner's management.  Our
responsibility is to express an opinion on these financial statements 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, the financial statements referred to above present
fairly, in all material respects, the financial position of Cable TV Fund 14-A/B
Venture as of December 31, 1996 and 1995, and the results of its operations and
its cash flows for each of the three years in the period ended December 31,
1996, in conformity with generally accepted accounting principles.



                                                            ARTHUR ANDERSEN LLP


Denver, Colorado,
March 7, 1997.

                                       30
<PAGE>
 
                          CABLE TV FUND 14-A/B VENTURE
                          ----------------------------
                            (A General Partnership)

                                 BALANCE SHEETS
                                 --------------
<TABLE>
<CAPTION>
 
 
                                                                              December 31,
                                                                      ----------------------------
           ASSETS                                                         1996           1995
           ------                                                     ------------   -------------
<S>                                                                   <C>            <C> 
CASH                                                                  $    489,615   $    371,870
 
TRADE RECEIVABLES, less allowance for doubtful receivables of
 $104,005 and $102,006 at December 31, 1996 and 1995, respectively         879,267      1,093,967
 
INVESTMENT IN CABLE TELEVISION PROPERTIES:
 Property, plant and equipment, at cost                                 55,892,778     52,012,981
 Less- accumulated depreciation                                        (27,437,977)   (24,307,885)
                                                                      ------------   ------------
 
                                                                        28,454,801     27,705,096
 
 Franchise costs and other intangible assets, net of accumulated
  amortization of $52,915,541 and $48,078,124 at December 31, 1996
  and 1995, respectively                                                28,071,425     32,908,842
                                                                      ------------   ------------
 
      Total investment in cable television properties                   56,526,226     60,613,938
 
DEPOSITS, PREPAID EXPENSES AND DEFERRED CHARGES                            381,950        367,781
                                                                      ------------   ------------
 
      Total assets                                                    $ 58,277,058   $ 62,447,556
                                                                      ============   ============
 
</TABLE>
                 The accompanying notes to financial statements
                 are an integral part of these balance sheets.

                                       31
<PAGE>
 
                          CABLE TV FUND 14-A/B VENTURE
                          ----------------------------
                            (A General Partnership)

                                 BALANCE SHEETS
                                 --------------
<TABLE>
<CAPTION>
 
 
                                                           December 31,
                                                    ---------------------------
       LIABILITIES AND PARTNERS' CAPITAL                1996           1995
       ---------------------------------            ------------   ------------
<S>                                                <C>            <C>
 
LIABILITIES:
 Debt                                              $ 41,262,561   $ 40,530,652
 Jones Intercable, Inc. advances                        268,256      2,206,959
 Trade accounts payable and accrued liabilities       1,282,624      1,222,013
 Subscriber prepayments                                 481,774        497,780
                                                   ------------   ------------
 
       Total liabilities                             43,295,215     44,457,404
                                                   ------------   ------------
 
COMMITMENTS AND CONTINGENCIES (Note 7)
 
PARTNERS' CAPITAL:
 Contributed capital                                 70,000,000     70,000,000
 Accumulated deficit                                (55,018,157)   (52,009,848)
                                                   ------------   ------------
 
                                                     14,981,843     17,990,152
                                                   ------------   ------------
 
       Total liabilities and partners' capital     $ 58,277,058   $ 62,447,556
                                                   ============   ============
 
</TABLE>
                 The accompanying notes to financial statements
                 are an integral part of these balance sheets.

                                       32
<PAGE>
 
                          CABLE TV FUND 14-A/B VENTURE
                          ----------------------------
                            (A General Partnership)

                            STATEMENTS OF OPERATIONS
                            ------------------------
<TABLE>
<CAPTION>
 
 
                                                       Year Ended December 31,
                                                ---------------------------------------
                                                    1996          1995          1994
                                                -----------   -----------   -----------
 <S>                                             <C>           <C>           <C>
REVENUES                                        $25,519,105   $23,469,505   $22,183,524
 
COSTS AND EXPENSES:
 Operating expenses                              14,148,533    12,620,209    12,878,438
 Management fees and allocated overhead from
  Jones Intercable, Inc.                          2,981,097     2,828,211     2,777,290
 Depreciation and amortization                    8,360,927     8,774,507     9,188,994
                                                -----------   -----------   -----------
 
OPERATING INCOME (LOSS)                              28,548      (753,422)   (2,661,198)
                                                -----------   -----------   -----------
 
OTHER INCOME (EXPENSE):
 Interest expense                                (3,006,847)   (3,371,524)   (2,728,034)
 Other, net                                         (30,010)       51,135       (28,547)
                                                -----------   -----------   -----------
 
      Total other income (expense)               (3,036,857)   (3,320,389)   (2,756,581)
                                                -----------   -----------   -----------
 
NET LOSS                                        $(3,008,309)  $(4,073,811)  $(5,417,779)
                                                ===========    ==========    ========== 

</TABLE>

                 The accompanying notes to financial statements
                   are an integral part of these statements.

                                       33
<PAGE>
 
                          CABLE TV FUND 14-A/B VENTURE
                          ----------------------------
                            (A General Partnership)

                        STATEMENTS OF PARTNERS' CAPITAL
                        -------------------------------
<TABLE>
<CAPTION>
 
 
                                          Year Ended December 31,
                                   ---------------------------------------
                                       1996          1995          1994
                                   -----------   -----------   -----------
<S>                                <C>           <C>           <C>
CABLE TV FUND 14-A, LTD. (27%):
    Balance, beginning of year     $ 4,779,072   $ 5,883,075   $ 7,351,293
    Net loss for year                 (815,252)   (1,104,003)   (1,468,218)
                                   -----------   -----------   -----------
 
    Balance, end of year           $ 3,963,820   $ 4,779,072   $ 5,883,075
                                   ===========   ===========   ===========
 
 
CABLE TV FUND 14-B, LTD. (73%):
    Balance, beginning of year     $13,211,080   $16,180,888   $20,130,449
    Net loss for year               (2,193,057)   (2,969,808)   (3,949,561)
                                   -----------   -----------   -----------
 
    Balance, end of year           $11,018,023   $13,211,080   $16,180,888
                                   ===========   ===========   ===========
 
TOTAL:
    Balance, beginning of year     $17,990,152   $22,063,963   $27,481,742
    Net loss for year               (3,008,309)   (4,073,811)   (5,417,779)
                                   -----------   -----------   -----------
 
    Balance, end of year           $14,981,843   $17,990,152   $22,063,963
                                   ===========   ===========   ===========
 
</TABLE>
                 The accompanying notes to financial statements
                   are an integral part of these statements.

                                       34
<PAGE>
 
                          CABLE TV FUND 14-A/B VENTURE
                          ----------------------------
                            (A General Partnership)

                            STATEMENTS OF CASH FLOWS
                            ------------------------
<TABLE>
<CAPTION>
 
 
                                                                     Year Ended December 31,
                                                              --------------------------------------
                                                                  1996          1995          1994
                                                              ------------  -----------   -----------
<S>                                                           <C>           <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
 Net loss                                                     $(3,008,309)  $(4,073,811)  $(5,417,779)
 Adjustments to reconcile net loss to net cash provided by
  operating activities:
   Depreciation and amortization                                8,360,927     8,774,507     9,188,994
   Amortization of interest rate protection agreement                 793        82,085        82,080
   Decrease (increase) in trade receivables                       214,700      (492,782)      225,591
   Decrease  (increase) in deposits, prepaid expenses
    and deferred charges                                         (408,380)     (193,197)     (206,491)
   Increase (decrease) in accounts payable, accrued
    liabilities and subscriber prepayments                         44,605      (187,604)      592,973
                                                              -----------   -----------   -----------
 
       Net cash provided by operating activities                5,204,336     3,909,198     4,465,368
                                                              -----------   -----------   -----------
 
CASH FLOWS FROM INVESTING ACTIVITIES:
 Purchase of property and equipment, net                       (3,879,797)   (3,903,813)   (3,630,545)
                                                               ----------    ----------    ---------- 
                                                                                        
     Net cash used in investing                                                         
       activities                                              (3,879,797)   (3,903,813)   (3,630,545)
                                                               ----------    ----------    ---------- 
                                                                                        
CASH FLOWS FROM FINANCING ACTIVITIES:                                                   
 Proceeds from borrowings                                       3,612,576       108,593        71,380
 Repayment of debt                                             (2,880,667)   (1,849,862)   (1,261,189)
 Increase (decrease) in advances from                                                   
   Jones Intercable, Inc.                                      (1,938,703)    1,852,780       296,259
                                                               ----------    ----------    ---------- 
                                                                                        
     Net cash provided by (used in)                                                     
       financing activities                                    (1,206,794)      111,511      (893,550)
                                                               ----------    ----------    ---------- 
                                                                                        
Increase (decrease) in cash                                       117,745       116,896       (58,727)
                                                                                        
Cash, beginning of year                                           371,870       254,974       313,701
                                                               ----------    ----------    ---------- 
 
Cash, end of year                                             $   489,615   $   371,870   $   254,974
                                                              ===========   ===========   ===========
 
SUPPLEMENTAL CASH FLOW DISCLOSURE:
 Interest paid                                                $ 2,929,302   $ 3,467,008   $ 2,454,391
                                                              ===========   ===========   ===========
</TABLE>
                 The accompanying notes to financial statements
                   are an integral part of these statements.

                                       35
<PAGE>
 
                          CABLE TV FUND 14-A/B VENTURE
                          ----------------------------
                            (A General Partnership)

                         NOTES TO FINANCIAL STATEMENTS
                         -----------------------------


(1)     ORGANIZATION AND PARTNERS' INTERESTS
        ------------------------------------

        Formation and Business
        ----------------------

        On January 8, 1988, Cable TV Fund 14-A, Ltd. and Cable TV Fund 14-B,
Ltd. (the "Venture Partners") formed a Colorado general partnership known as
Cable TV Fund 14-A/B Venture (the "Venture") by contributing $18,975,000 and
$51,025,000, respectively, for 27 percent and 73 percent ownership interests,
respectively.  The Venture was formed for the purpose of acquiring the cable
television system serving areas in and around Broward County, Florida (the
"Broward County System").

        Jones Intercable, Inc. ("Intercable"), general partner of each of the
Venture Partners, manages the Venture.  Intercable and its subsidiaries also own
and operate cable television systems.  In addition, Intercable manages cable
television systems for other limited partnerships for which it is general
partner and for other affiliated entities.

        Contributed Capital
        -------------------

        The capitalization of the Venture is set forth in the accompanying
Statements of Partners' Capital.

        All Venture distributions, including those made from cash flow, from the
sale or refinancing of Venture property and on dissolution of the Venture, shall
be made to the Venture Partners in proportion to their 27 and 73 percent
interests in the Venture.

(2)     SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
        ------------------------------------------

        Accounting Records
        ------------------

        The accompanying financial statements have been prepared on the accrual
basis of accounting in accordance with generally accepted accounting principles.
The Venture's tax returns are also prepared on the accrual basis.

        The preparation of financial statements in conformity with generally
accepted accounting principles requires Intercable's 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.

        Purchase Price Allocation
        -------------------------

        The Broward County System acquisition was accounted for as a purchase
with the purchase price allocated to tangible and intangible assets based upon
an independent appraisal.  The method of allocation of purchase price was as
follows:  first, to the fair value of net tangible assets acquired; second, to
the value of subscriber lists and noncompete agreements with previous owners;
third, to franchise costs; and fourth, to costs in excess of interests in net
assets purchased.  Brokerage fees paid to an affiliate of Intercable and other
system acquisition costs were capitalized and included in the cost of intangible
assets.

        Property, Plant and Equipment
        -----------------------------

        Depreciation is provided using the straight-line method over the
following estimated service lives:
<TABLE>
<CAPTION>
 
               <S>                              <C>
               Cable distribution systems         5 - 15  years
               Equipment and tools                     5  years
               Office furniture and equipment          5  years
               Buildings                         10 - 20  years
               Vehicles                                3  years
</TABLE>

          Replacements, renewals and improvements are capitalized and
maintenance and repairs are charged to expense as incurred.

                                       36
<PAGE>
 
        Property, plant and equipment and the corresponding accumulated
depreciation are written off as certain assets become fully depreciated and are
no longer in service.

        Intangible Assets
        -----------------

        Costs assigned to franchises, subscriber lists and costs in excess of
interests in net assets purchased are amortized using the straight-line method
over the following remaining estimated useful lives:
<TABLE>
<CAPTION>
 
               <S>                                                   <C>
               Franchise costs                                       1 - 6 years
               Subscriber lists                                          2 years
               Costs in excess of interests in net assets purchased     32 years
</TABLE>

        Revenue Recognition
        -------------------

        Subscriber prepayments are initially deferred and recognized as revenue
when earned.

        Reclassifications
        -----------------

        Certain prior year amounts have been reclassified to conform to the 1996
presentation.

(3)     TRANSACTIONS WITH AFFILIATES
        ----------------------------

        Management Fees and Reimbursements
        ----------------------------------

        Intercable manages the Venture and receives a fee for its services equal
to 5 percent of the gross revenues of the Venture, excluding revenues from the
sale of cable television systems or franchises.  Management fees paid to
Intercable by the Venture for the years ended December 31, 1996, 1995 and 1994
were $1,275,955, $1,173,475 and $1,109,176, respectively.

        The Venture reimburses Intercable for allocated overhead and
administrative expenses.  These expenses represent the salaries and related
benefits paid for corporate personnel, rent, data processing services and other
corporate facilities costs.  Such personnel provide engineering, marketing,
accounting, administrative, legal, and investor relations services to the
Venture.  Such services, and their related costs, are necessary to the operation
of the Venture and would have been incurred by the Venture, if it was a stand
alone entity.  Allocations of personnel costs are based primarily on actual time
spent by employees of Intercable with respect to each entity managed.  Remaining
expenses are allocated based on the pro rata relationship of the Venture's
revenues to the total revenues of all systems owned or managed by Intercable and
certain of its subsidiaries.  Systems owned by Intercable and all other systems
owned by partnerships for which Intercable is the general partner are also
allocated a proportionate share of these expenses.  Intercable believes that the
methodology used in allocating overhead and administrative expenses is
reasonable.  Reimbursements made to Intercable by the Venture for allocated
overhead and administrative expenses during the years ended December 31, 1996,
1995 and 1994 were $1,705,142, $1,654,736 and $1,668,114, respectively.

        The Venture was charged interest during 1996 at an average interest rate
of 8.58 percent on the amounts due Intercable, which approximated Intercable's
weighted average cost of borrowing.  Total interest charged to the Venture by
Intercable was $122,224, $155,659 and $960 for the years ended December 31,
1996, 1995 and 1994, respectively.

        Payments to/from Affiliates for Programming Services
        ----------------------------------------------------

        The Venture receives programming from Superaudio, Jones Education
Company, Great American Country, Inc. and Product Information Network, all of
which are affiliates of Intercable.

        Payments to Superaudio totaled $34,421, $30,171 and $30,631 in 1996,
1995 and 1994, respectively.  Payments to Jones Education Company totaled
$37,113, $32,268 and $33,445 in 1996, 1995 and 1994, respectively.  Payments to
Great American Country, Inc., which initiated service in 1996, totaled $47,590
in 1996.

        The Venture receives a commission from Product Information Network based
on a percentage of advertising revenue and number of subscribers.  Product
Information Network paid commissions to the Venture totaling $49,973, $23,430
and $23,856 in 1996, 1995 and 1994, respectively.

                                       37
<PAGE>
 
(4)  PROPERTY, PLANT AND EQUIPMENT
     -----------------------------

     Property, plant and equipment as of December 31, 1996 and 1995, consisted 
of the following:

<TABLE>
<CAPTION>
 
                                           December 31,
                                   ----------------------------
                                        1996           1995
                                   ------------   ------------
<S>                                <C>            <C> 
Cable distribution systems         $ 49,591,013   $ 45,655,600
Equipment and tools                   1,899,148      1,749,450
Office furniture and equipment        1,149,554      1,150,940
Buildings                             1,870,430      1,869,631
Vehicles                                651,766        856,493
Land                                    730,867        730,867
                                   ------------   ------------
                                     55,892,778     52,012,981
 
Less - accumulated depreciation     (27,437,977)   (24,307,885)
                                   ------------   ------------
 
                                   $ 28,454,801   $ 27,705,096
                                   ============   ============

</TABLE>
 
(5) DEBT
    ----

<TABLE>
<CAPTION>
 
    Debt consists of the following:         December 31,
                                   ---------------------------
                                       1996           1995
                                   ------------   ------------
<S>                                <C>            <C>
Lending institutions-
Revolving credit and term loan     $ 41,102,968   $ 40,365,468
 
Capital lease obligations               159,593        165,184
                                   ------------   ------------
 
                                   $ 41,262,561   $ 40,530,652
                                   ============   ============
</TABLE>

          In June 1996, the Venture amended its existing term loan providing for
a reducing revolving credit facility with an available commitment of
$42,500,000.  The entire $42,500,000 commitment is available through December
31, 1998, at which time the commitment will be repaid in twenty quarterly
installments with a final maturity of December 31, 2003. At December 31, 1996,
the balance outstanding was $41,102,968, leaving $1,397,032 available for future
borrowings. Interest is at the Venture's option of Prime plus 1/4 percent, the
London Interbank Offered Rate plus 1-1/4 percent or the Certificate of Deposit
Rate plus 1-3/8 percent. The effective interest rates on amounts outstanding as
of December 31, 1996 and 1995 were 6.79 percent and 7.17 percent, respectively.

          Installments due on debt principal for each of the five years in the
period ending December 31, 2001 and thereafter, respectively, are: $47,882,
$47,882, $5,450,848, $6,815,949, $8,500,000 and $20,400,000.  At December 31,
1996, substantially all of the Venture's property, plant and equipment secured
the above indebtedness.

          At December 31, 1996, the carrying amount of the Venture's long-term
debt did not differ significantly from the estimated fair value of the financial
instruments.  The fair value of the Venture's long-term debt is estimated based
on the discounted amount of future debt service payments using rates of
borrowing for a liability of similar risk.

(6)  INCOME TAXES
     ------------

        Income taxes have not been recorded in the accompanying financial
statements because they accrue directly to the partners of Cable TV Fund 14-A,
Ltd. and Cable TV Fund 14-B, Ltd.

        The Venture's tax returns, the qualification of the Venture as such for
tax purposes, and the amount of distributable Venture income or loss are subject
to examination by federal and state taxing authorities.  If such examinations
result in changes with respect to the Venture's qualification as such, or in
changes with respect to the Venture's recorded income or loss, the tax liability
of the Venture's general partners would likely be changed accordingly.

                                       38
<PAGE>
 
        Taxable loss reported to the partners is different from that reported in
the statements of operations due to the difference in depreciation recognized
under generally accepted accounting principles and the expense allowed for tax
purposes under the Modified Accelerated Cost Recovery System (MACRS).  There are
no other significant differences between taxable loss and the net loss reported
in the statements of operations.

(7)     COMMITMENTS AND CONTINGENCIES
        -----------------------------

        Office and other facilities are rented under various long-term lease
arrangements.  Rent paid under such lease arrangements totaled $21,762, $22,680
and $49,856, respectively for the years ended December 31, 1996, 1995 and 1994.
Minimum commitments under operating leases for each of the five years in the
period ending December 31, 2001 and thereafter are as follows:
<TABLE>
<CAPTION>
 
<S>           <C>
1997          $ 57,708
1998            51,878
1999            50,712
2000            50,712
2001            50,712
Thereafter     462,776
              --------

              $724,498
               =======
</TABLE>

(8)  SUPPLEMENTARY PROFIT AND LOSS INFORMATION
     -----------------------------------------

 
     Supplementary profit and loss information 
     is presented below:

<TABLE>
<CAPTION>
 
                                                                     Year Ended December 31,
                                                                 ----------------------------------
                                                                    1996        1995        1994
                                                                 ----------  ----------  ----------
<S>                                                              <C>         <C>         <C>
 
Maintenance and repairs                                          $  163,219  $  204,878  $  238,893
                                                                 ==========  ==========  ==========
 
Taxes, other than income and payroll taxes                       $  425,691  $  268,757  $  258,369
                                                                 ==========  ==========  ==========
 
Advertising                                                      $  197,237  $  152,727  $  157,998
                                                                 ==========  ==========  ==========
 
Depreciation of property, plant and equipment                    $3,523,510  $3,429,925  $3,315,438
                                                                 ==========  ==========  ==========
 
Amortization of intangible assets                                $4,837,417  $5,344,582  $5,873,556
                                                                 ==========  ==========  ==========
 </TABLE>

                                       39
<PAGE>
 
           ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
           ---------------------------------------------------------
                      ACCOUNTING AND FINANCIAL DISCLOSURE
                      -----------------------------------

     None.


                                   PART III.
                                   ---------

          ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
          ------------------------------------------------------------

               The Partnership itself has no officers or directors.  Certain
     information concerning the directors and executive officers of the General
     Partner is set forth below.  Directors of the General Partner serve until
     the next annual meeting of the General Partner and until their successors
     shall be elected and qualified.
<TABLE>
<CAPTION>
 
               <S>                      <C> <C>
               Glenn R. Jones           67  Chairman of the Board and Chief Executive Officer
               Derek H. Burney          57  Vice Chairman of the Board
               James B. O'Brien         47  President and Director
               Ruth E. Warren           47  Group Vice President/Operations
               Kevin P. Coyle           45  Group Vice President/Finance
               Christopher J. Bowick    41  Group Vice President/Technology
               George H. Newton         62  Group Vice President/Telecommunications
               Raymond L. Vigil         50  Group Vice President/Human Resources
               Cynthia A. Winning       45  Group Vice President/Marketing
               Elizabeth M. Steele      45  Vice President/General Counsel/Secretary
               Larry W. Kaschinske      37  Vice President/Controller
               Robert E. Cole           64  Director
               William E. Frenzel       68  Director
               Donald L. Jacobs         58  Director
               James J. Krejci          55  Director
               John A. MacDonald        43  Director
               Raphael M. Solot         63  Director
               Howard O. Thrall         49  Director
               Siim A. Vanaselja        40  Director
               Sanford Zisman           57  Director
               Robert B. Zoellick       43  Director
</TABLE>

          Mr. Glenn R. Jones has served as Chairman of the Board of Directors
     and Chief Executive Officer of the General Partner since its formation in
     1970, and he was President from June 1984 until April 1988.  Mr. Jones is
     the sole shareholder, President and Chairman of the Board of Directors of
     Jones International, Ltd.  He is also Chairman of the Board of Directors of
     the subsidiaries of the General Partner and of certain other affiliates of
     the General Partner.  Mr. Jones has been involved in the cable television
     business in various capacities since 1961, is a member of the Board of
     Directors and the Executive Committee of the National Cable Television
     Association. Additionally, Mr. Jones is a member of the Board of Governors
     for the American Society for Training and Development, and a member of the
     Board of Education Council of the National Alliance of Business.  Mr. Jones
     is also a founding member of the James Madison Council of the Library of
     Congress.  Mr. Jones has been the recipient of several awards including the
     Grand Tam Award in 1989, the highest award from the Cable Television
     Administration and Marketing Society; the President's Award from the Cable
     Television Public Affairs Association in recognition of Jones
     International's educational efforts through Mind Extension University (now
     Knowledge TV); the Donald G. McGannon Award for the advancement of
     minorities and women in cable from the United Church of Christ Office of
     Communications; the STAR Award from American Women in Radio and Television,
     Inc. for exhibition of a commitment to the issues and concerns of women in
     television and radio; the Cableforce 2000 Accolade awarded by Women in
     Cable in recognition of the General Partner's innovative employee programs;
     the Most Outstanding Corporate Individual Achievement Award from the
     International Distance Learning Conference for his contributions to
     distance education; the Golden Plate Award from the

                                       40
<PAGE>
 
     American Academy of Achievement for his advances in distance education; the
     Man of the Year named by the Denver chapter of the Achievement Rewards for
     College Scientists; and in 1994 Mr. Jones was inducted into Broadcasting
     and Cable's Hall of Fame.

          Mr. Derek H. Burney was appointed a Director of the General Partner in
     December 1994 and Vice Chairman of the Board of Directors on January 31,
     1995. Mr. Burney joined BCE Inc., Canada's largest telecommunications
     company, in January 1993 as Executive Vice President, International. He has
     been the Chairman of Bell Canada International Inc., a subsidiary of BCE,
     since January 1993 and, in addition, has been Chief Executive Officer of
     BCI since July 1993. Prior to joining BCE, Mr. Burney served as Canada's
     ambassador to the United States from 1989 to 1992. Mr. Burney also served
     as chief of staff to the Prime Minister of Canada from March 1987 to
     January 1989 where he was directly involved with the negotiation of the
     U.S. - Canada Free Trade Agreement. In July 1993, he was named an Officer
     of the Order of Canada. Mr. Burney is also a director of Bell Cablemedia
     plc, Mercury Communications Limited, Videotron Holdings plc, Tele-Direct
     (Publications) Inc., Teleglobe Inc., Bimcor Inc., Maritime Telegraph and
     Telephone Company, Limited, Moore Corporation Limited, Northbridge
     Programming Inc and certain subsidiaries of Bell Canada International.

          Mr. James B. O'Brien, the General Partner's President, joined the
     General Partner in January 1982.  Prior to being elected President and a
     Director of the General Partner in December 1989, Mr. O'Brien served as a
     Division Manager, Director of Operations Planning/Assistant to the CEO,
     Fund Vice President and Group Vice President/Operations.  Mr. O'Brien was
     appointed to the General Partner's Executive Committee in August 1993.  As
     President, he is responsible for the day-to-day operations of the cable
     television systems managed and owned by the General Partner.  Mr. O'Brien
     is a board member of Cable Labs, Inc., the research arm of the U.S. cable
     television industry. He also serves as Vice Chairman and a director of the
     Cable Television Administration and Marketing Association and as a director
     and member of the Executive Committee of the Walter Kaitz Foundation, a
     foundation that places people of ethnic minority groups in positions with
     cable television systems, networks and vendor companies.

          Ms. Ruth E. Warren joined the General Partner in August 1980 and has
     served in various operational capacities, including system manager and Fund
     Vice President, since then.  Ms. Warren was elected Group Vice
     President/Operations of the General Partner in September 1990.

          Mr. Kevin P. Coyle joined The Jones Group, Ltd. in July 1981 as Vice
     President/Financial Services.  In September 1985, he was appointed Senior
     Vice President/Financial Services.  He was elected Treasurer of the General
     Partner in August 1987, Vice President/Treasurer in April 1988 and Group
     Vice President/Finance and Chief Financial Officer in October 1990.

          Mr. Christopher J. Bowick joined the General Partner in September 1991
     as Group Vice President/Technology and Chief Technical Officer.  Previous
     to joining the General Partner, Mr. Bowick worked for Scientific Atlanta's
     Transmission Systems Business Division in various technical management
     capacities since 1981, and as Vice President of Engineering since 1989.

          Mr. George H. Newton joined the General Partner in January 1996 as
     Group Vice President/Telecommunications.  Prior to joining the General
     Partner, Mr. Newton was President of his own consulting business, Clear
     Solutions, and since 1994 Mr. Newton has served as a Senior Advisor to Bell
     Canada International.  From 1990 to 1993, Mr. Newton served as the founding
     Chief Executive Officer and Managing Director of Clear Communications, New
     Zealand, where he established an alternative telephone company in New
     Zealand.  From 1964 to 1990, Mr. Newton held a wide variety of operational
     and business assignments with Bell Canada International.

          Mr. Raymond L. Vigil joined the General Partner in June 1993 as Group
     Vice President/Human Resources.  Previous to joining the General Partner,
     Mr. Vigil served as Executive Director of Learning with USWest.  Prior to
     USWest, Mr. Vigil worked in various human resources posts over a 14-year
     term with the IBM Corporation.

                                       41
<PAGE>
 
          Ms. Cynthia A. Winning joined the General Partner as Group Vice
     President/Marketing in December 1994.  Previous to joining the General
     Partner, Ms. Winning served since 1994 as the President of PRS Inc.,
     Denver, Colorado, a sports and event marketing company.  From 1979 to 1981
     and from 1986 to 1994, Ms. Winning served as the Vice President and
     Director of Marketing for Citicorp Retail Services, Inc., a provider of
     private-label credit cards for ten national retail department store chains.
     From 1981 to 1986, Ms. Winning was the Director of Marketing Services for
     Daniels & Associates cable television operations, as well as the Western
     Division Marketing Director for Capital Cities Cable.  Ms. Winning also
     serves as a board member of Cities in Schools, a dropout
     intervention/prevention program.

          Ms. Elizabeth M. Steele joined the General Partner in August 1987 as
     Vice President/General Counsel and Secretary.  From August 1980 until
     joining the General Partner, Ms. Steele was an associate and then a partner
     at the Denver law firm of Davis, Graham & Stubbs, which serves as counsel
     to the General Partner.

          Mr. Larry Kaschinske joined the General Partner in 1984 as a staff
     accountant in the General Partner's former Wisconsin Division, was promoted
     to Assistant Controller in 1990, named Controller in August 1994 and was
     elected Vice President/Controller in June 1996.

          Mr. Robert E. Cole was appointed a Director of the General Partner in
     March 1996.  Mr. Cole is currently self-employed as a partner of First
     Variable Insurance Marketing and is responsible for marketing to National
     Association of Securities Dealers, Inc. firms in northern California,
     Oregon, Washington and Alaska.  From 1993 to 1995, Mr. Cole was the
     Director of Marketing for Lamar Life Insurance Company; from 1992 to 1993,
     Mr. Cole was Senior Vice President of PMI Inc., a third party lender
     serving the special needs of Corporate Owned Life Insurance (COLI) and from
     1988 to 1992, Mr. Cole was the principal and co-founder of a specialty
     investment banking firm that provided services to finance the ownership and
     growth of emerging companies, productive assets and real property.  Mr.
     Cole is a Certified Financial Planner and a former United States Naval
     Aviator.

          Mr. William E. Frenzel was appointed a Director of the General Partner
     in April 1995.  Mr. Frenzel has been a Guest Scholar since 1991 with the
     Brookings Institution, a research organization located in Washington D. C.
     Until his retirement in January 1991, Mr. Frenzel served for twenty years
     in the United States House of Representatives, representing the State of
     Minnesota, where he was a member of the House Ways and Means Committee and
     its Trade Subcommittee, the Congressional Representative to the General
     Agreement on Tariffs and Trade (GATT), the Ranking Minority Member on the
     House Budget Committee and a member of the National Economic Commission.
     Mr. Frenzel also served in the Minnesota Legislature for eight years.  He
     is a Distinguished Fellow of the Tax Foundation, Vice Chairman of the
     Eurasia Foundation, a Board Member of the U.S.-Japan Foundation, the Close-
     Up Foundation, Sit Mutual Funds and Chairman of the Japan-America Society
     of Washington.

          Mr. Donald L. Jacobs was appointed a Director of the General Partner
     in April  1995.  Mr. Jacobs is a retired executive officer of TRW.  Prior
     to his retirement, he was Vice President and Deputy Manager of the Space
     and Defense Sector; prior to that appointment, he was the Vice President
     and General Manager of the Defense Systems Group and prior to his
     appointment as Group General Manager, he was President of ESL, Inc., a
     wholly owned subsidiary of TRW.  During his career, Mr. Jacobs served on
     several corporate, professional and civic boards.

          Mr. James J. Krejci was President of the International Division of
     International Gaming Technology, International headquartered in Reno,
     Nevada, until March 1995. Prior to joining IGT in May 1994, Mr. Krejci was
     Group Vice President of Jones International, Ltd. and was Group Vice
     President of the General Partner. He also served as an officer of
     subsidiaries of Jones International, Ltd. until leaving the General Partner
     in May 1994. Mr Krajci has been a Director of the General Partner since
     August 1987.

                                       42
<PAGE>
 
          Mr. John A. MacDonald was appointed a Director of the General Partner
     in November 1995.  Mr. MacDonald is Executive Vice President of Business
     Development and Chief Technology Officer of Bell Canada International Inc.
     Prior to joining Bell Canada in November 1994, Mr. MacDonald was President
     and Chief Executive Officer of The New Brunswick Telephone Company,
     Limited, a post he had held since March of that year.  Prior to March 1994,
     Mr. MacDonald was with NBTel for 17 years serving in various capacities,
     including Market Planning Manager, Corporate Planning Manager, Manager of
     Systems Planning and Development and General Manager, Chief Engineer and
     General Manager of Engineering and Information Systems and Vice President
     of Planning.  Mr. MacDonald was the former Chairman of the New Brunswick
     section of the Institute of Electrical and Electronic Engineers and also
     served on the Federal Government's Information Highway Advisory Council.
     Mr. MacDonald is Chairman of MediaLinx Interactive Inc. and Stentor
     Canadian Network Management and is presently a Governor of the Montreal
     Exchange.  He also serves on the Board of Directors of Tele-Direct
     (Publications) Inc., Bell-Northern Research, Ltd., SRCI, Bell Sygma,
     Canarie Inc., and is a member of the University of New Brunswick Venture
     Campaign Cabinet.

          Mr. Raphael M. Solot was appointed a Director of the General Partner
     in March 1996. Mr. Solot is an attorney and has practiced law for 31 years
     with and emphasis on franchise, corporate and partnership law and complex
     litigation.

          Mr. Howard O. Thrall was appointed a Director of the General Partner
     in March 1996. Mr. Thrall had previously served as a Director of the
     General Partner from December 1988 to December 1994. Mr Thrall is Senior
     Vice President-Corporate Development for First Naitonal Net, Inc., a
     leading service provider for the mortgage banking industry, and he heads
     First National Net's Washington, D.C. regional office. From September 1993
     through July 1996, Mr. Thrall served as Vice President of Sales, Asian
     Region, for World Airways, Inc. headquartered at the Washington Dulles
     International Airport. From 1984 until August 1993, Mr. Thrall was with the
     McDonnell Douglas Corporation, where he concluded as a Regional Vice
     President, Commercial Marketing with the Douglas Aircraft Company
     subsidiary. Mr. Thrall is also an active management and international
     marketing consultant, having completed assignments with McDonnell Douglas
     Aerospace, JAL Trading, Inc., Technology Solutions Company, Cheong Kang
     Associated (Korea), Aero Investment Alliance, Inc. and Western Real Estate
     Partners, among others.

          Mr. Siim A. Vanaselja was appointed a Director of the General Partner
     in August 1996.  Mr. Vanaselja joined BCE Inc., Canada's largest
     telecommunications company, in February 1994 as Assistant Vice-President,
     International Taxation.  In June 1994, he was appointed Assistant Vice-
     President and Director of Taxation, and in February 1995, Mr. Vanaselja was
     appointed Vice-President, Taxation.  On August 1, 1996, Mr. Vanaselja was
     appointed the Chief Financial Officer of Bell Canada International Inc., a
     subsidiary of BCE Inc.  Prior to joining BCE Inc. and since August 1989,
     Mr. Vanaselja was a partner in the Toronto office of KPMG Peat Marwick
     Thorne.  Mr. Vanaselja has been a member of the Institute of Chartered
     Accountants of Ontario since 1982 and is a member of the Canadian Tax
     Foundation, the Tax Executives Institute and the International Fiscal
     Association.

          Mr. Sanford Zisman was appointed a director of the General Partner in
     June 1996.  Mr. Zisman is a member of the law firm, Zisman & Ingraham, P.C.
     of Denver, Colorado and has practiced law for 31 years, with an emphasis on
     tax, business and estate planning and probate administration.  Mr. Zisman
     currently serves as a member of the Board of Directors of Saint Joseph
     Hospital, the largest hospital in Colorado, and he has served as Chairman
     of the Board, Chairman of the Finance Committee and Chairman of the
     Strategic Planning Committee of the hospital.  Since 1992, he has also
     served on the Board of Directors of Maxim Series Fund, Inc., a subsidiary
     of Great-West Life Assurance Company.

          Mr. Robert B. Zoellick was appointed a Director of the General Partner
     in April 1995.  Mr. Zoellick is Executive Vice President for Housing and
     Law of Fannie Mae, a federally chartered and stockholder-owned corporation
     that is the largest housing finance investor in the United States.  From
     August 1992 to January 1993, Mr. Zoellick served as Deputy Chief of Staff
     of the White House and Assistant to the President.  From May 1991 to August
     1992, Mr. Zoellick served concurrently as the Under Secretary of State for
     
                                       43
<PAGE>
 
     Cross for his work on Germany unification. Mr. Zoellick currently serves on
     the boards of Alliance Capital, Said Holdings, the Council on Foreign
     Relations, the Congressional Institute, the German Marshall Fund of the
     U.S., the European Institute, the National Bureau of Asian Research, the
     American Council on Germany, the American Institute for Contemporary German
     Studies and the Overseas Development Council.


                        ITEM 11.  EXECUTIVE COMPENSATION
                        --------------------------------

          The Partnership has no employees; however, various personnel are
     required to operate the Systems.  Such personnel are employed by the
     General Partner and, the cost of such employment is charged by the General
     Partner to the Partnership or the Venture as a direct reimbursement item.
     See Item 13.


     ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGERS
     ----------------------------------------------------------------------

          As of March 4, 1997, no person or entity owned more than 5 percent of
     the limited partnership interests of the Partnership.


            ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
            --------------------------------------------------------

          The General Partner and its affiliates engage in certain transactions
     with the Partnership and the Venture.  The General Partner believes that
     the terms of such transactions are generally as favorable as could be
     obtained by the Partnership and the Venture from unaffiliated parties.
     This determination has been made by the General Partner in good faith, but
     none of the terms were or will be negotiated at arm's-length and there can
     be no assurance that the terms of such transactions have been or will be as
     favorable as those that could have been obtained by the Partnership or the
     Venture from unaffiliated parties.

     Transactions with the General Partner

          The General Partner charges a management fee, and the General Partner
     is reimbursed for certain allocated overhead and administrative expenses.
     These expenses represent the salaries and benefits paid to corporate
     personnel, rent, data processing services and other corporate facilities
     costs.  Such personnel provide engineering, marketing, administrative,
     accounting, legal and investor relations services to the Venture.
     Allocations of personnel costs are based primarily on actual time spent by
     employees of the General Partner with respect to each partnership managed.
     Remaining expenses are allocated based on the pro rata relationship of the
     Venture's revenues to the total revenues of all systems owned or managed by
     the General Partner and certain of its subsidiaries.  Systems owned by the
     General Partner and all other systems owned by partnerships for which Jones
     Intercable, Inc. is the general partner are also allocated a proportionate
     share of these expenses.

          The General Partner also advances funds and charges interest on the
     balance payable.  The interest rate charged approximates the General
     Partner's weighted average cost of borrowing.

     Transactions with Affiliates

          Jones Education Company ("JEC") is owned 63% by Jones International,
     Ltd. ("International"), an affiliate of the General Partner, 9% by Glenn R.
     Jones, 12% by Bell Canada International Inc. ("BCI") and 16% by the General
     Partner.  JEC operates two television networks, JEC Knowledge TV and Jones
     Computer Network.  JEC Knowledge TV provides programming related to
     computers and technology; business, careers and finance; health and
     wellness; and global culture and languages.  Jones Computer Network
     provides programming focused primarily on computers and technology.  JEC
     sells its programming to certain cable television systems owned or managed
     by the General Partner.

                                       44
<PAGE>
 
          The Great American Country network provides country music video
     programming to certain cable television systems owned or managed by the
     General Partner.  This network is owned and operated by Great American
     Country, Inc., a subsidiary of Jones International Networks, Ltd., an
     affiliate of International.

          Jones Galactic Radio, Inc. is a company now owned by Jones
     International Networks, Ltd., an affiliate of International.  Superaudio, a
     joint venture between Jones Galactic Radio, Inc. and an unaffiliated
     entity, provides satellite programming to certain cable television systems
     owned or managed by the General Partner.

          The Product Information Network Venture (the "PIN Venture") is a
     venture among a subsidiary of Jones International Networks, Ltd., an
     affiliate of International, and two unaffiliated cable system operators.
     The PIN Venture operates the Product Information Network ("PIN"), which is
     a 24-hour network that airs long-form advertising generally known as
     "infomercials."  The PIN Venture generally makes incentive payments of
     approximately 60% of its net advertising revenue to the cable systems that
     carry its programming.  Most of the General Partner's owned and managed
     systems carry PIN for all or part of each day.  Revenues received by the
     Partnership from the PIN Venture relating to the Partnership's owned cable
     television systems totaled approximately $80,474 for the year ended
     December 31, 1996.  Revenues received by the Venture from the PIN Venture
     relating the Venture's owned cable television systems totaled approximately
     $49,973 for the year ended December 31, 1996.

          The charges to the Partnership and to the Venture for related party
     transactions are as follows for the periods indicated:
<TABLE>
<CAPTION>
                                             For the Year Ended December 31,
                                          -------------------------------------
Cable TV Fund 14-B                           1996         1995         1994
------------------                        -----------  -----------  -----------
<S>                                       <C>          <C>          <C>
Management fees                            $1,888,466   $1,722,188   $1,604,214
Allocation of expenses                      2,504,431    2,459,481    2,444,784
Interest expense                              106,022      145,929          960
Amount of advances outstanding                449,094    1,896,049      297,956
Highest amount of advances outstanding      3,058,834    1,896,049      297,956
Programming fees:
      Jones Education Company                  96,169       83,895       57,330
      Great American Country                   24,339            0            0
      Superaudio                               52,687       46,269       46,768
 

<CAPTION>
 
                                             For the Year Ended December 31,
                                           ------------------------------------
Cable TV Fund 14-A/B Venture                  1996         1995         1994
----------------------------               ----------   ----------   ----------
<S>                                        <C>          <C>          <C>
Management fees                            $1,275,955   $1,173,475   $1,109,176
Allocation of expenses                      1,705,142    1,654,736    1,668,114
Interest expense                              122,224      155,659          960
Amount of advances outstanding                268,256    2,206,959      354,179
Highest amount of advances outstanding      2,206,959    2,206,959      354,179
Programming fees:
      Jones Education Company                  37,113       32,268       27,751
      Great American Country                   47,590            0            0
      Superaudio                               34,421       30,171       30,631
 
</TABLE>

                                       45
<PAGE>
 
                                    PART IV.
                                    ------- 

               ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES
               -------------------------------------------------
                            AND REPORTS ON FORM 8-K
                            -----------------------
 
       (a)1.                 See index to financial statements for the list of 
                             financial statements and exhibits thereto filed 
                             as part of this report.
 
          3.                 The following exhibits are filed herewith.
 
          4.1                Limited Partnership Agreement for Cable TV Fund
                             14-B, Ltd.  (1)
 
          4.2                Joint Venture Agreement of Cable TV Fund 14-A/B
                             Venture, dated as of January 8, 1988, between
                             Cable TV Fund 14-A, Ltd. and Cable TV Fund 14-B,
                             Ltd.  (1)
 
          10.1.1             Copy of a franchise and related documents thereto
                             granting a community antenna television system
                             franchise for Little Rock, California (Fund 14-B).
                             (2)
 
          10.1.2             Copy of a franchise and related documents thereto
                             granting a community antenna television system
                             franchise for the Big Cypress Seminole Indian
                             Reservation, Florida (Fund 14-A/B).  (3)
 

          10.1.3             Copy of a franchise and related documents thereto
                             granting a community antenna television system
                             franchise for the Brighton Seminole Indian
                             Reservation, Florida (Fund 14-A/B).  (3)
 
          10.1.4             Copy of a franchise and related documents thereto
                             granting a community antenna television system
                             franchise for the unincorporated portions of
                             Broward County, Florida (Fund 14-A/B).  (2)
 
          10.1.5             Copy of a franchise and related documents thereto
                             granting a community antenna television system
                             franchise for Cooper City, Florida (Fund 
                             14-A/B).  (10)
 
          10.1.6             Copy of a franchise and related documents thereto
                             granting a community antenna television system
                             franchise for Dania, Florida (Fund 14-A/B).  (2)
 
          10.1.7             Copy of a franchise and related documents thereto
                             granting a community antenna television system
                             franchise for Davie, Florida (Fund 14-A/B).  (2)
 
          10.1.8             Copy of a franchise and related documents thereto
                             granting a community antenna television system
                             franchise for the Hollywood Seminole Indian
                             Reservation, Florida (Fund 14-A/B).   (3)
 
          10.1.9             Copy of a franchise and related documents thereto
                             granting a community antenna television system
                             franchise for the Immokalee Seminole Indian
                             Reservation, Florida (Fund 14-A/B).     (3)
 
          10.1.10            Copy of a franchise and related documents thereto
                             granting a community antenna television system
                             franchise for Lauderdale Lakes, Florida (Fund
                             14-A/B).  (2)
 
          10.1.11            Copy of Ordinance No. 1200 dated 3/5/90 relating
                             to the City of Big Lake franchise.  (4)
 
          10.1.12            Copy of Ordinance dated 4/16/90 relating to the
                             Buffalo franchise.  (4)
 
                                       46
<PAGE>
 
          10.1.13            Copy of a franchise and related documents thereto
                             granting a community antenna television system
                             franchise for the County of Georgetown, South
                             Carolina (Fund 14-B).  (4)
 
          10.1.14            Copy of a franchise and related documents thereto
                             granting a community antenna television system
                             franchise for the County of Horry, South Carolina
                             (Fund 14-B).  (5)
 
          10.1.15            Copy of a franchise and related documents thereto
                             granting a community antenna television system
                             franchise for Myrtle Beach Air Force Base, South
                             Carolina (Fund 14-B).  (5)
 
          10.1.16            Copy of a franchise and related documents thereto
                             granting a community antenna television system
                             franchise for the Town of Pawley's Island, South
                             Carolina (Fund 14-B).  (5)
 
          10.1.17            Copy of a franchise and related documents thereto
                             granting a community antenna television system
                             franchise for the Town of Surfside Beach, South
                             Carolina (Fund 14-B).  (4)
 
          10.2.1             Credit Agreement dated as of December 28, 1995
                             among Cable TV Fund 14-B, Ltd. and Credit Lyonnais
                             Caymand Island Branch, as agent for various
                             lenders. (Fund 14-B)  (10)
 
          10.2.2             Credit Agreement dated as of September 30, 1988
                             among Cable TV Fund 14-A/B Venture and The Bank of
                             Nova Scotia, as agent for various lenders.  (Fund
                             14-A/B)  (6)
 
          10.2.3             First Letter Amendment dated June 11, 1990 to
                             Credit Agreement dated as of September 30, 1988
                             among Cable TV Fund 14-A/B Venture and The Bank of
                             Nova Scotia, as agent for various lenders. (Fund
                             14-A/B)  (7)
 
          10.2.4             Second Letter Amendment dated May 28, 1992 to
                             Credit Agreement dated as of September 30, 1988
                             among Cable TV Fund 14-A/B Venture and The Bank of
                             Nova Scotia, as agent for various lenders. (Fund
                             14-A/B)  (7)
 
          10.2.5             Third Letter Amendment dated June 30, 1994 to
                             Credit Agreement dated as of September 30, 1988
                             among Cable TV Fund 14-A/B Venture and The Bank of
                             Nova Scotia, as agent for various lenders.  (Fund
                             14-A/B) (9)
 
          10.2.6             Fourth Letter Amendment dated June 24, 1996 to
                             Credit Agreement dated as of September 30, 1988
                             among Cable TV Fund 14-A/B Venture and The Bank of
                             Nova Scotia, as agent for various lenders.  (Fund
                             14-A/B)
 
          10.3.1             Purchase and Sale Agreement dated as of March 31,
                             1988 by and between Cable TV Fund 14-A/B Venture
                             as Buyer and Jones Intercable, Inc. as Seller.
                             (Fund 14-A/B)  (8)
 
          27                 Financial Data Schedule
       __________
          (1)                Incorporated by reference from Registrant's Annual
                             Report on Form 10-K for fiscal year ended December
                             31, 1987 (Commission File Nos. 0-15378 and 0-16200)
 
          (2)                Incorporated by reference from Registrant's Annual
                             Report on Form 10-K for fiscal year ended December
                             31, 1989 (Commission File Nos. 0-15378 and 0-16200)
 
          (3)                Incorporated by reference from Registrant's Annual
                             Report on Form 10-K for fiscal year ended December
                             31, 1990 (Commission File Nos. 0-15378 and 0-16200)
 
          (4)                Incorporated by reference from Registrant's Annual
                             Report on Form 10-K for fiscal year ended December
                             31, 1992.
 

                                       47
<PAGE>
 
          (5)                Incorporated by reference from Registrant's Annual
                             Report on Form 10-K for fiscal year ended December
                             31, 1988 (Commission File Nos. 0-15378 and 0-16200)
 
          (6)                Incorporated by reference from Registrant's Annual
                             Report on Form 10-K for fiscal year ended December
                             31, 1991 (Commission File Nos. 0-15378 and 0-16200)
 
          (7)                Incorporated by reference from Registrants'
                             Current Reports on Form 8-K dated March 31, 1993
                             (Commission File Nos. 0-15378 and 0-16200)
 
          (8)                Incorporated by reference from Registrants'
                             Current Reports on Form 8-K dated March 31, 1988
                             (Commission File Nos. 0-15378 and 0-16200)
 
          (9)                Incorporated by reference from Registrant's Annual
                             Report on Form 10-K for fiscal year ended December
                             31, 1994
 
          (10)               Incorporated by reference from Registrant's Annual
                             Report on Form 10-K for fiscal year ended December
                             31, 1995
 
(b)                          Reports on Form 8-K
                             -------------------
                             None.
 

                                       48
<PAGE>
 
                                   SIGNATURES

          Pursuant to the requirements of Section 13 or 15(d) of the Securities
     Exchange Act of 1934, the registrant has duly caused this report to be
     signed on its behalf by the undersigned, thereunto duly authorized.

                                      CABLE TV FUND 14-B, LTD.
                                      a Colorado limited partnership
                                      By:  Jones Intercable, Inc.


                                      By: /s/ Glenn R. Jones
                                          --------------------------------
                                           Glenn R. Jones
                                           Chairman of the Board and Chief
     Dated: March 24, 1997                 Executive Officer



          Pursuant to the requirements of the Securities Exchange Act of 1934,
     this report has been signed below by the following persons on behalf of the
     registrant and in the capacities and on the dates indicated.


                                      By: /s/ Glenn R. Jones
                                          --------------------------------
                                           Glenn R. Jones
                                           Chairman of the Board and Chief
                                           Executive Officer
     Dated: March 24, 1997                 (Principal Executive Officer)


                                      By: /s/ Kevin P. Coyle
                                          --------------------------------
                                           Kevin P. Coyle
                                           Group Vice President/Finance
     Dated: March 24, 1997                 (Principal Financial Officer)


                                      By: /s/ Larry Kaschinske
                                          --------------------------------
                                           Larry Kaschinske
                                           Vice President/Controller
     Dated: March 24, 1997                 (Principal Accounting Officer)


                                      By: /s/ James B. O'Brien
                                          --------------------------------
                                           James B. O'Brien
     Dated: March 24, 1997                 President and Director


                                      By: /s/ Derek H. Burney
                                          --------------------------------
                                           Derek H. Burney
     Dated: March 24, 1997                 Director


                                      By: /s/ Robert E. Cole
                                          --------------------------------
                                           Robert E. Cole
     Dated: March 24, 1997                 Director

                                       49
<PAGE>
 
                                      By: /s/ William E. Frenzel 
                                          --------------------------------
                                           William E. Frenzel
     Dated: March 24, 1997                 Director


                                      By: /s/ Donald L. Jacobs
                                          --------------------------------
                                           Donald L. Jacobs
     Dated: March 24, 1997                 Director


                                      By: /s/ James J. Krejci
                                          --------------------------------
                                           James J. Krejci
     Dated: March 24, 1997                 Director


                                      By:
                                          --------------------------------
                                           John A. MacDonald
     Dated: March 24, 1997                 Director


                                      By: /s/ Raphael M. Solot
                                          --------------------------------
                                           Raphael M. Solot
     Dated: March 24, 1997                 Director


                                      By:
                                          --------------------------------
                                           Howard O. Thrall
     Dated: March 24, 1997                 Director


                                      By: /s/ Siim A. Vanaselja
                                          --------------------------------
                                           Siim A. Vanaselja
     Dated: March 24, 1997                 Director


                                      By: /s/ Sanford Zisman
                                          --------------------------------
                                           Sanford Zisman
     Dated: March 24, 1997                 Director


                                      By: /s/ Robert B. Zoellick
                                          --------------------------------
                                           Robert B. Zoellick
     Dated: March 24, 1997                 Director

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