Vogel: No More Long-Term Deals

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Senior managers at Charter Communications Inc. anticipating lucrative
long-term employment deals shouldn't hold their breath.

While Charter signed both chief operating officer Dave Barford and chief
financial officer Kent Kalkwarf to four-year pacts that included increased stock
options, newly installed president and CEO Carl Vogel said in an interview
Wednesday that this won't necessarily be the case with other Charter
managers.

Vogel, former senior vice president at Liberty Media Corp., was named to the
Charter position Tuesday.

Barford's and Kalkwarf's deals were largely made to appease Wall Street
analysts, who were nervous that Charter's executive team would follow former
president and CEO Jerald Kent out the door. Kent announced his resignation Sept.
24, and the MSO signed Barford and Kalkwarf to their deals Oct. 1.

But Vogel said a new Charter incentive plan that would give stock options to
employees at $12 per share should be enough to keep key executives on board.

'I'm in great shape there,' he said. 'The board gave significant option
grants at favorable prices. I'm not expecting to [announce additional long-term
agreements].'

Although those options weren't enough to hold senior vice president of
marketing Mary Pat Blake, who said she would leave Charter Oct. 19, Vogel added
that he did not expect a mass exodus of management talent.

'To the extent that people feel they have to leave, I'm confident we have got
a pretty deep bench,' he said. 'I don't see that as a problem.'

Vogel also doesn't see any problems with his new boss, Charter chairman Paul
Allen, whom Kent cited as the main reason for his resignation.

'I looked at the relationships and I think they are customary to other
relationships in the business,' Vogel said.

'If you look at companies like AOL Time Warner [Inc.], Comcast [Corp.] and
certainly TCI [Tele-Communications Inc., now AT&T Broadband] and Liberty,
there are fair amounts of precedent where the interests may not be totally
aligned from an ownership perspective, but they can be very much aligned from a
strategic perspective,' he added. 'I don't see that as a particular problem, and
in my discussions with the board, I didn't get anything that caused me any
pause.'

Wall Street analysts have expressed some concern over Vogel's appointment,
mainly because he has been under their radar for the past few years. While Vogel
was well-respected by the Wall Street community during his stint as CEO of
EchoStar Communications Corp. from 1994 through 1997, several analysts have
wondered what he has done lately.

Vogel said that will change.

'At Liberty, I was asked to play a different role,' he said. 'I raised a lot
of capital on the Street. I haven't been in a visible Wall Street role for the
past couple of years, but that's because I was doing other things at Liberty. I
look forward to getting involved with Wall Street. Those that don't know me are
pretty young and those that do, I look forward to
reconnecting.'

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