TCI, Time Warner Venture Closes

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Englewood, Colo. -- TCI Communications Inc., the cable arm
of Tele-Communications Inc., and Time Warner Cable affiliates closed their long-pending
deal to combine cable systems in Texas in a 1.08 million-subscriber joint venture.

The companies will each contribute 540,000 subscribers and
$640 million in debt to the joint venture. Time Warner will manage the combined
properties.

TCIC contributed Houston-area systems and systems in
southern Texas. Time Warner Inc., Time Warner Entertainment Co. L.P. and Time Warner
Entertainment Advance/Newhouse contributed systems in Houston, El Paso and southern Texas.

A few small systems that were expected to be part of the
deal were kept out of this closing, pending final regulatory approvals.

TCIC and Time Warner are also expected to close another
exchange of systems soon, affecting about 1.2 million subscribers.

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