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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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               (6) the incurrence by the Company or any of its Restricted
Subsidiaries of intercompany Indebtedness between or among the Company and any
of its Wholly Owned Restricted Subsidiaries; provided that:

                      (a) if the Company is the obligor on such Indebtedness,
        such Indebtedness must be expressly subordinated to the prior payment in
        full in cash of all Obligations with respect to the Notes; and

                      (b)(i) any subsequent issuance or transfer of Equity
        Interests that results in any such Indebtedness being held by a Person
        other than the Company or a Wholly Owned Restricted Subsidiary thereof
        and (ii) any sale or other transfer of any such Indebtedness to a Person
        that is not either the Company or a Wholly Owned Restricted Subsidiary
        thereof, shall be deemed, in each case, to constitute an incurrence of
        such Indebtedness by the Company or any of its Restricted Subsidiaries
        that was not permitted by this clause (6);

               (7) the incurrence by the Company or any of its Restricted
Subsidiaries of Hedging Obligations that are incurred for the purpose of fixing
or hedging interest rate risk with respect to any floating rate Indebtedness
that is permitted by the terms of the Indentures to be outstanding;

               (8) the guarantee by the Company of Indebtedness of a Restricted
Subsidiary of the Company that was permitted to be incurred by another provision
of this Section 4.10;

               (9) the incurrence by the Company or any of its Restricted
Subsidiaries of additional Indebtedness in an aggregate principal amount at any
time outstanding not to exceed $300 million;

               (10) the incurrence by the Company or any of its Restricted
Subsidiaries of additional Indebtedness in an aggregate principal amount at any
time outstanding not to exceed 200% of the net cash proceeds received by the
Company from the sale of its Equity Interests (other than Disqualified Stock)
after the Existing Notes Issue Date to the extent such net cash proceeds have
not been applied to make Restricted Payments or to effect other transactions
pursuant to Section 4.07 or to make Permitted Investments pursuant to clause (5)
of the definition thereof; and

               (11) the accretion or amortization of original issue discount and
the write up of Indebtedness in accordance with purchase accounting.

               For purposes of determining compliance with this Section 4.10, in
the event that