Capital Cities Abc Inc/NY – ‘10-K’ for 12/31/94 – EX-99.B

As of:  Wednesday, 3/29/95   ·   For:  12/31/94   ·   Accession #:  950130-95-586   ·   File #:  1-04278

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Annual Report   —   Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                         20    117K 
 2: EX-13       Annual Report                                         48    239K 
 3: EX-21       Subsidiaries of Company                                5     21K 
 4: EX-27       Art. 5 Financial Data Schedule for 1994 10-K           2      9K 
 5: EX-99.A     Form 11-K for the Company                             23     69K 
 6: EX-99.B     Undertakings                                           2±     8K 

EX-99.B   —   Undertakings

EX-99.B
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                                                                 EXHIBIT (99)(b)

   The Registrant hereby undertakes as follows which undertakings shall be
and hereby are incorporated by reference into Form S-8 Registration Statements  
No. 33-25918, No. 33-33761, No. 33-52563 and No. 33-52947.                      

UNDERTAKINGS  

The undersigned Registrant hereby undertakes:                       

      (1) To file during any period in which offers or sales are being
   made, a post-effective amendment to this registration statement: (i) to
     include any prospectus required by Section 10(a)(3) of the Securities Act
  of 1933; (ii) to reflect in the prospectus any facts or events arising
      after the effective date of the registration statement (or the most recent
      post-effective amendment thereof) which, individually or in the aggregate,
represent a fundamental change in the information set forth in the  
  registration statement; (iii) to include any material information with
respect to the plan of distribution not previously disclosed in the 
    registration statement or any material change to such information in the
registration statement.                                             

      (2) That, for the purpose of determining any liability under the
      Securities Act of 1933, each such post-effective amendment shall be deemed
 to be a new registration statement relating to the securities offered
    therein and the offering of such securities at that time shall be deemed
to be the initial bona fide offering thereof.                       
---- ----                       

  (3) To remove from registration by means of a post-effective
   amendment any of the securities being registered which remain unsold at
the termination of the offering.                                    

The undersigned Registrant hereby undertakes that, for purposes of  
determining any liability under the Securities Act of 1933, each filing of the  
Registrant's annual report pursuant to Section 13(a) or 15(d) of the Securities 
Exchange Act of 1934 (and, where applicable, each filing of an employee benefit 
plan's annual report pursuant to Section 15(d) of the Securities Exchange Act of
1934) that is incorporated by reference in the registration statement shall be  
deemed to be a new registration statement relating to the securities offered    
therein, and the offering of such securities at that time shall be deemed to be 
the initial bona fide offering thereof.                                         
---- ----                                               

  The undersigned Registrant hereby undertakes to deliver or cause to be
delivered with the prospectus, to each person to whom the prospectus is sent or 
given, the latest annual report to security holders that is incorporated by     
reference in the prospectus and furnished pursuant to and meeting the           
requirements of Rule 14a-3 or Rule 14c-3 under the Securities Exchange Act of   
1934; and, where interim financial information required to be presented by      
Article 3 of Regulation S-X is not set forth in the prospectus, to deliver, or  
cause to be delivered, to each person to whom the prospectus is sent or given,  
the latest quarterly report that is specifically incorporated by reference in   
the prospectus to provide such interim financial information.                   

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing		Date		Other Filings
Filed on:		3/29/95		None on these Dates
For Period End:		12/31/94
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