SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): ~~November~~September 811, ~~2002~~2003

Enstar Income Program IV-2, L.P.

(Exact name of registrant as specified in its charter)

Georgia

(State or Other Jurisdiction of Incorporation or Organization)

c/o Enstar Communications Corporation

000-15706	58-1648318
(Commission File Number)	(I.R.S. Employer Identification Number)

12405 Powerscourt Drive
St. Louis, Missouri 63131

(Address of principal executive offices including zip code)

(314) 965-0555

(Registrant's telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

ITEM 52. ~~Other~~Acquisition ~~Items~~or Disposition of Assets.

On ~~June~~November 68, ~~2003~~2002, Enstar IV/PBD Systems Venture (the "Joint Venture"), a joint venture owned 50% by Enstar Income Program IV-2, L.P. (the "Partnership"), entered into ~~a side letter amending~~ an asset purchase agreement ~~executed on November 8, 2002~~ providing for the sale byof the PBD Joint Venture of's ~~that~~remaining ~~portion~~cable ~~of the~~ system ~~serving communities~~ in ~~and around~~ Dexter, Missouri to Telecommunications Management, LLC (Telecommunications Management). On September 11, 2003, the asset purchase agreement closed for a total sale price (as adjusted for decreases in customers) of approximately $32,~~147~~821,~~955~~600 in(approximately $800 ~~cash~~per customer acquired), subject to post closing ~~sale price~~ adjustments. This sale iswas a part of of a larger transaction in which the ~~Joint~~Venturers ~~Venture~~ and nine other affiliated partnerships (which, together with the ~~Joint~~Venturers ~~Venture~~ are collectively referred to as the "Selling Partnerships") ~~would~~ ~~sell~~sold all of their remaining assets used in the operation of their respective cable systems to Telecommunications Management, ~~LLC~~ for a total cash sale price of approximately $1512,~~341~~576,~~600~~ 400 (the Telecommunications Management Sale). The closing of the purchase agreement was effective as of August 31, 2003.

OnThe ~~February~~Corporate 6,General ~~2003,~~Partner's ~~the~~intention ~~Partnership~~is ~~entered~~to ~~into~~terminate athe ~~side letter amending~~Partnership ~~the~~as ~~asset~~expeditiously ~~purchase~~as ~~agreement~~possible. ~~The~~After ~~February~~paying 6,or ~~2003~~providing ~~side~~for ~~letter~~the ~~amended~~payment of the ~~asset~~expenses ~~purchase~~of ~~agreement~~the ~~and~~sale, ~~Deposit~~the ~~Escrow~~Corporate ~~Agreement~~General toPartner ~~extend~~will ~~the~~make ~~date~~one ofor ~~the~~more ~~second~~distributions ~~installment~~ of the Partnership's ~~deposit~~allocable ~~and~~share of the ~~Outside~~remaining ~~Closing~~net ~~Date~~sale ~~each~~proceeds, byin 60accordance ~~days. On~~with ~~April~~its 7,partnership ~~2003, the second~~agreement. ~~installment~~The ofPartnership ~~the~~intends ~~escrow~~to ~~deposit~~make ~~was~~an ~~due~~initial ~~and~~distribution ~~was~~payment ~~not~~to ~~made. On~~its ~~April~~limited ~~24,~~partners ~~2003, the~~within ~~Partnership~~90 ~~entered~~days ~~into~~following ~~another side letter amending~~ the ~~asset purchase agreement~~sale. ~~The April~~A ~~24,~~second ~~2003~~distribution ~~side~~will ~~letter~~occur ~~amended~~on ~~the~~or ~~asset~~after ~~purchase~~approximately ~~agreement~~13 ~~and~~months following the ~~Deposit~~close ~~Escrow Agreement~~of ~~to extend~~ the ~~date~~transaction ofupon the ~~second~~release ~~installment~~ of the ~~deposit~~indemnity toescrow ~~May~~and ~~15,~~the ~~2003~~receipt ~~and~~ of the remaining ~~Outside~~proceeds ~~Closing~~of ~~Date~~such toescrow ~~September~~if ~~30, 2003~~any.

~~The~~ITEM ~~June~~7. 6,Financial ~~2003 side letter amends the asset purchase agreement to reduce the purchase price of the remaining cable systems in the Selling Partnerships to approximately $14~~Statements,~~487,200,~~ ~~subject~~ProForma toFinancial ~~closing~~Information ~~sale price adjustments, of which approximately $3,052,800 relates to the portion of the Joint Venture's cable system serving communities in~~ and ~~around Dexter, Missouri, and provides that the amount of $250,000 will be deposited in the Deposit Escrow Account concurrent with the execution of the side letter~~Exhibits.

~~Closing~~Financial ofstatements ~~the Telecommunications Management Sale is subject to the approval~~ of abusinesses ~~majority of the holders of the Partnership's units and approval of the holders of the other Selling Partnerships~~acquired. ~~In addition, the transaction is subject to certain closing conditions, including regulatory and franchise approvals.~~

~~ITEM~~Not 7applicable. ~~Exhibits.~~

ExhibitNumber	Description
2.1	Letter of Amendment, dated as of June 6, 2003, between Enstar Income Program II-2, L.P., Enstar Income Program IV-3, L.P., Enstar Income Program 1984-1, L.P., Enstar Income/Growth Program Six-A, L.P., Enstar VII, L.P., Enstar VIII. L.P., Enstar X, L.P., Enstar XI, L.P., Enstar IV/PBD Systems Venture and Enstar Cable of Cumberland Valley and Telecommunications Management, LLC (Incorporated by reference to Exhibit 2.1 to the current report on Form 8-K of Enstar Income/Growth Program Five-A, L.P. filed on June 9, 2003 (File No. 000-16779)).
2.2	Asset Purchase Agreement, dated November 8, 2002, by and among Telecommunications Management, LLC and Enstar Income Program II-2, L.P., Enstar Income Program IV-3, L.P., Enstar Income Program 1984-1, L.P., Enstar Income/Growth Program Six-A, L.P., Enstar VII, L.P., Enstar VIII, L.P., Enstar X, L.P., Enstar XI, L.P., Enstar IV/PBD Systems Venture and Enstar Cable of Cumberland Valley (Incorporated by reference to Exhibit 2.1 to the quarterly report of Form 10-Q of Enstar Income Program II-2, L.P. filed on November 12, 2002 (File No. 000-14505)).

Pro forma financial information.

As discussed above, the Partnership no longer has any cable television systems. The Partnership's unaudited pro forma balance sheet has cash, consisting primarily of sale proceeds, as the only remaining asset. The Partnership retains all liabilities consisting of accounts payable, accrued liabilities and due to affiliates. The unaudited pro forma statement of operations consists solely of interest income.

Exhibits

2.1

Letter of Amendment, dated as of June 6, 2003, between Enstar Income Program II-2, L.P., Enstar Income Program IV-3, L.P., Enstar Income Program 1984-1, L.P., Enstar Income/Growth Program Six-A, L.P., Enstar VII, L.P., Enstar VIII. L.P., Enstar X, L.P., Enstar XI, L.P., Enstar IV/PBD Systems Venture and Enstar Cable of Cumberland Valley and Telecommunications Management, LLC (Incorporated by reference to Exhibit 2.1 to the current report on Form 8-K of Enstar Income/Growth Program Five-A, L.P. filed on June 9, 2003 (File No. 000-16779)).

2.2

Asset Purchase Agreement, dated November 8, 2002, by and among Telecommunications Management, LLC and Enstar Income Program II-2, L.P., Enstar Income Program IV-3, L.P., Enstar Income Program 1984-1, L.P., Enstar Income/Growth Program Six-A, L.P., Enstar VII, L.P., Enstar VIII, L.P., Enstar X, L.P., Enstar XI, L.P., Enstar IV/PBD Systems Venture and Enstar Cable of Cumberland Valley (Incorporated by reference to Exhibit 2.1 to the quarterly report of Form 10-Q of Enstar Income Program II-2, L.P. filed on November 12, 2002 (File No. 000-14505)).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report to be signed on its behalf by the undersigned hereunto duly authorized.

ENSTAR INCOME PROGRAM IV-2, L.P.

By: ENSTAR COMMUNICATIONS CORPORATION
its General Partner

Dated: ~~June~~September 916, 2003

By: /s/ Paul E. Martin
Name: Paul E. Martin
Title: Senior Vice President and
Corporate Controller (Principal Financial Officer
and Principal Accounting Officer)

EXHIBIT INDEX

Exhibit Number	Description
2.1	Letter of Amendment, dated as of June 6, 2003, between Enstar Income Program II-2, L.P., Enstar Income Program IV-3, L.P., Enstar Income Program 1984-1, L.P., Enstar Income/Growth Program Six-A, L.P., Enstar VII, L.P., Enstar VIII. L.P., Enstar X, L.P., Enstar XI, L.P., Enstar IV/PBD Systems Venture and Enstar Cable of Cumberland Valley and Telecommunications Management, LLC (Incorporated by reference to Exhibit 2.1 to the current report on Form 8-K of Enstar Income/Growth Program Five-A, L.P. filed on June 9, 2003 (File No. 000-16779)).
2.2	Asset Purchase Agreement, dated November 8, 2002, by and among Telecommunications Management, LLC and Enstar Income Program II-2, L.P., Enstar Income Program IV-3, L.P., Enstar Income Program 1984-1, L.P., Enstar Income/Growth Program Six-A, L.P., Enstar VII, L.P., Enstar VIII, L.P., Enstar X, L.P., Enstar XI, L.P., Enstar IV/PBD Systems Venture and Enstar Cable of Cumberland Valley (Incorporated by reference to Exhibit 2.1 to the quarterly report of Form 10-Q of Enstar Income Program II-2, L.P. filed on November 12, 2002 (File No. 000-14505)).

Filing Compare · ENSTAR INCOME PROGRAM IV-2 LP