The Bank of Butterfield takes centre stage at this week's special general meeting of Bermuda Cablevision.

All eyes will be on the Bank to see how it votes the 66.7 percent of the company's shares under its control.

Without the Bank's support, local shareholders have no hope of forcing through a resolution making the company seek, and pay for, a Supreme Court ruling on the legality of its structure.

But, no matter what happens, it has become clear that the Supreme Court will eventually decide the matter: it is just a question of who pays for it.

Shareholder Mr. Jeff Conyers has filed a private writ against the company and its Board of Directors seeking court clarification, at his own cost, over Cablevision's ownership.

"The Board really believes they can bluff us out over this but we're not going to go away,'' said Mr. Conyers.

"There's only one way this disupte can be decided and that's in Supreme Court. People should ask themselves why anyone should want to block this? What have they got to hide?'' Which way the Bank of Butterfield will note during Thursday's Special General Meeting (SGM) remains to be seen.

Of the shares the Banks holds, 41.5 percent is beneficially owned by Cablevision's president, Mr. Gavin Wilson, and 27 percent belongs to American brothers Allan and Bill McDonald.

The Bank has been exercising voting rights on them in the past to protect a loan it has made to the company.

It has always voted with the company's Board, to the disgust of some local shareholders who are angry that most of Cablevision's profits go to the McDonalds.

Mr. Peter Rodger, the Bank's group legal adviser, has indicated the Bank will always vote its shares to protect the security of its loan to Cablevision.

Whether the Bank deems rebel shareholders a threat to its loan security will be known on Thursday.

Some parties indicated yesterday that Mr. Wilson may vote in favour of the resolution, but this would amount to a dramatic U-turn on his part.

Although Mr. Wilson is in charge of the company on paper and owns the largest block of shares, it appears to many that the McDonalds have de facto control over the firm.

Mr. Allan McDonald always chairs the company's annual general meetings and the shares the McDonalds own have more powerful voting rights than shares held by others.

Mr. Wilson would not discuss the situation yesterday and referred all inquiries to Cablevision's assistant secretary, Mr. Kenneth Robinson, of law firm Appleby, Spurling and Kempe.

"I feel not able to comment since there are threats of litigation,'' said Mr.

Wilson, who confirmed the Bank still held the voting rights over his shares.

Local investment firm First Bermuda Securities (FBS), of which Mr. Conyers is president, has an option to buy Mr. Wilson's shares and must exercise this option before the end of 1993.

Mr. Conyers said the firm's ownership row will be settled in court whether the Board likes it or not.

As well as the writ over the legality of the company's ownership, Mr. Conyers has brought a second action against Mr. Allan McDonald which is being heard today in Supreme Court.

Mr. Conyers is seeking a legal ruling that Cablevision's shareholders, and not its Board, be allowed to determine who attends this Thursday's SGM.

The purpose of this writ is to allow shareholders' attorneys and the media into the meeting, a position which Mr. McDonald attempted to block, albeit unsuccessfully, at this year's stormy annual general meeting.

The SGM resolution also calls for the activities of directors to be restricted to "preserving the assets of the company'' until the row is resolved.

To some observers, the McDonalds appear to have a stranglehold on the company which cannot be broken by Bermudian shareholders, who, by law, must control it.

The McDonalds claim they have already taken legal advice from local attorneys Appleby, Spurling and Kempe and from "leading counsel'' in England which confirms the legality and validity of Cablevision's structure, agreements and bye-laws.

Mr. Jeffrey Conyers.