Filed Pursuant to Rule 424(b)(3)
                                                File No. 33-65493

PROSPECTUS SUPPLEMENT
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(TO PROSPECTUS DATED JANUARY 22, 1996)
(as supplemented by Prospectus Supplements dated February 28, 1996, April 18, 
1996, May 28, 1996, June 5, 1996, June 17, 1996, June 20, 1996, June 25, 1996, 
June 28, 1996, July 10, 1996, July 26, 1996 and August 20, 1996)


                           TELE-COMMUNICATIONS, INC.

           TELE-COMMUNICATIONS, INC. SERIES A TCI GROUP COMMON STOCK
                               ($1.00 PAR VALUE)

      TELE-COMMUNICATIONS, INC. SERIES A LIBERTY MEDIA GROUP COMMON STOCK
                               ($1.00 PAR VALUE)
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        The following Selling Stockholder sold shares of the Company's 
Tele-Communications, Inc. Series A TCI Group Common Stock ("TCOMA") and 
Tele-Communications, Inc. Series A Liberty Media Group Common Stock ("LBTYA") on
the dates, in the amounts and at the prices set forth below:

                On September 12, 1996, Michael S. Naify sold 5,000 shares of 
        TCOMA at $15 per share and 1,250 shares of LBTYA at $27 per share.


        All 5,000 shares of TCOMA and 1,250 shares of LBTYA were sold by the 
Selling Stockholder mentioned above to Montgomery Securities, as principal. No 
commission or other compensation was paid to Montgomery Securities in connection
with such sales.

        Immediately following the sales described above, Michael S. Naify 
beneficially owned 110,385 shares of TCOMA and 27,596 shares of LBTYA which are
issuable upon the conversion of certain Notes and which represent less than one
percent of the outstanding shares of TCOMA and LBTYA respectively. The share
numbers in the preceding sentence do not include (a) 229,996 shares of TCOMA and
57,499 shares of LBTYA issuable upon conversion of Notes owned of record by
Marshall Naify as sole trustee under the Michael S. Naify 1963 Trust and (b)
109,328 shares of TCOMA and 27,332 shares of LBTYA issuable upon conversion of
Notes owned of record by John M. Sherwood as trustee under the Michael S. Naify
1981 Trust.

        THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE 
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED 
UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS SUPPLEMENT OR THE PROSPECTUS. 
ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

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         The date of this Prospectus Supplement is September 17, 1996