TCI Shareholders Sue Over Deal

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A group of Tele-Communications Inc. shareholders are suingthe MSO over its settlement with the estate of TCI founder Bob Magness, claiming itunfairly benefited Magness' heirs and chairman and CEO John Malone.

The stockholders want the Delaware Chancery Court to vacatethe portion of the deal that paid Malone and the Magness estate $150 million and $124million, respectively, for call options on all their TCI shares.

It also asks that Malone and the estate be forced to repaythe money to the MSO.

TCI officials declined to comment on the pendinglitigation.

The action was triggered by a recent agreement under whichthe company settled a lawsuit brought by Magness' sons, Kim and Gary. That lawsuitalleged that the estate's executors struck a sweetheart deal that allowed Malone toacquire 32 million shares of TCI Class B shares held by the estate at below market price.

As part of the settlement, TCI agreed to pay Malone $150million for a option that will allow it to acquire his 42 million shares of stock in TCIand its affiliates upon his death. It also paid the Magness heirs $124 million for asimilar option to purchase an aggregate of 34 million Class B shares held by the estate.

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