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S-4
CHARTER COMMUNICATIONS HOLDINGS CAPITAL CORP filed this Form S-4 on 01/25/2000
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<PAGE>   672
                               TCI FALCON SYSTEMS
            (A COMBINATION OF CERTAIN ASSETS, AS DEFINED IN NOTE 1)
 
             NOTES TO COMBINED FINANCIAL STATEMENTS -- (CONTINUED)
 
     Future minimum lease payments under noncancellable operating leases for
each of the next five years are summarized as follows (amounts in thousands):
 

<TABLE>
<CAPTION>
YEARS ENDING
SEPTEMBER 30,
-------------
<S>                                                           <C>
1999........................................................  $  762
2000........................................................     667
2001........................................................     533
2002........................................................     469
2003........................................................     414
Thereafter..................................................   2,768
                                                              ------
                                                              $5,613
                                                              ======
</TABLE>

 
     TCI formed a year 2000 Program Management Office (the "PMO") to organize
and manage its year 2000 remediation efforts. The PMO is responsible for
overseeing, coordinating and reporting on TCI's year 2000 remediation efforts,
including the year 2000 remediation efforts of the TCI Falcon Systems prior to
the Contribution. Subsequent to the date of the Contribution, the year 2000
remediation efforts of the TCI Falcon Systems are no longer the responsibility
of TCI or the PMO.
 
     The failure to correct a material year 2000 problem could result in an
interruption or failure of certain important business operations. There can be
no assurance that the TCI Falcon Systems or the systems of other companies on
which the TCI Falcon Systems relies will be converted in time or that any such
failure to convert by the TCI Falcon Systems or other companies will not have a
material adverse effect on its financial position, results of operations or cash
flows.
 
                                      F-443