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SEC Filings

S-4
CHARTER COMMUNICATIONS HOLDINGS CAPITAL CORP filed this Form S-4 on 01/25/2000
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            1.       Certain Definitions. For purposes of this Exchange and 
Registration Rights Agreement, the following terms shall have the following 
respective meanings:

            "Base Interest" shall mean the interest that would otherwise accrue
      on the Notes under the terms thereof and the Indenture, without giving
      effect to the provisions of this Exchange and Registration Rights
      Agreement.

            The term "broker-dealer" shall mean any broker or dealer registered
      with the Commission under the Exchange Act.

            "Closing Date" shall mean the date on which the Notes are initially
      issued.

            "Commission" shall mean the United States Securities and Exchange
      Commission, or any other federal agency at the time administering the
      Exchange Act or the Securities Act, whichever is the relevant statute for
      the particular purpose.

            "Effective Time," in the case of (i) an Exchange Offer Registration,
      shall mean the time and date as of which the Commission declares the
      Exchange Offer Registration Statement effective or as of which the
      Exchange Offer Registration Statement otherwise becomes effective and (ii)
      a Shelf Registration, shall mean the time and date as of which the
      Commission declares the Shelf Registration Statement effective or as of
      which the Shelf Registration Statement otherwise becomes effective.

            "Electing Holder" shall mean any holder of Registrable Securities
      that has returned a completed and signed Notice and Questionnaire to the
      Issuers in accordance with Section 3(d)(ii) or 3(d)(iii) hereof.

            "Exchange Act" shall mean the Securities Exchange Act of 1934, or
      any successor thereto, as the same shall be amended from time to time.

            "Exchange Notes" shall have the meaning assigned thereto in Section
      2(a) hereof.

            "Exchange Offer" shall have the meaning assigned thereto in Section
      2(a) hereof.

            "Exchange Offer Registration" shall have the meaning assigned
      thereto in Section 3(c) hereof.

            "Exchange Offer Registration Statement" shall have the meaning
      assigned thereto in Section 2(a) hereof.

            The term "holder" shall mean each of the Purchasers and other
      persons who acquire Registrable Securities from time to time (including
      any successors or assigns), in each