Charter Sells $1.3B in Bonds

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St. Louis -- Two Charter Communications Inc. units
completed a private bond offering last week, raising about $1.3 billion.

The offering was made to retire earlier bonds used to
finance Charter's purchase of two MSOs -- Falcon Communications Inc. and Avalon Cable LLC.

Charter completed its purchase of Falcon in November for
$3.6 billion in cash, stock and assumed debt. Falcon had about 1 million subscribers,
mainly in California and the Pacific Northwest.

The Avalon acquisition was also completed in November,
adding about 260,000 customers in Michigan and New England to the Charter fold. Charter
purchased Avalon for $845 million in stock and debt.

This is the second bond offering from Charter
Communications Holdings LLC and Charter Communications Holdings Capital Corp. Last March,
they issued $3.6 billion in debt to retire bonds used in part to finance the parent
company's acquisition of Marcus Cable and Charter Southeast Holdings, a holding company
that included Charter cable properties in Tennessee, Alabama, Louisiana, Georgia and North
Carolina.

According to the company, in the most recent offering,
Charter sold $675 million of 10 percent senior notes due 2009, $325 million of 10.25
percent senior notes due 2010 and 11.75 percent senior discount notes due 2010 with a
principal amount at maturity of $532 million.

Charter had originally expected to raise $900 million
through issuing senior notes due 2008, 2010 and 2012.

Charter is the fourth largest MSO in the country, with
about 6.2 million pro forma subscribers. The company's initial public offering in November
raised about $3.7 billion.

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