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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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     "MARCH 1999 NOTES ISSUE DATE" means March 17, 1999.
 
     "MOODY'S" means Moody's Investors Service, Inc. or any successor to the
rating agency business thereof.
 
     "NET PROCEEDS" means the aggregate cash proceeds received by Charter
Holdings or any of its Restricted Subsidiaries in respect of any Asset Sale,
including, without limitation, any cash received upon the sale or other
disposition of any non-cash consideration received in any Asset Sale, net of the
direct costs relating to such Asset Sale, including, without limitation, legal,
accounting and investment banking fees, and sales commissions, and any
relocation expenses incurred as a result thereof or taxes paid or payable as a
result thereof, including amounts distributable in respect of owners', partners'
or members' tax liabilities resulting from such sale, in each case after taking
into account any available tax credits or deductions and any tax sharing
arrangements and amounts required to be applied to the repayment of
Indebtedness.
 
     "NON-RECOURSE DEBT" means Indebtedness:
 
          (1) as to which neither Charter Holdings nor any of its Restricted
     Subsidiaries
 
             (a) provides credit support of any kind, including any undertaking,
        agreement or instrument that would constitute Indebtedness,
 
             (b) is directly or indirectly liable as a guarantor or otherwise,
        or
 
             (c) constitutes the lender;
 
          (2) no default with respect to which, including any rights that the
     holders thereof may have to take enforcement action against an Unrestricted
     Subsidiary, would permit upon notice, lapse of time or both any holder of
     any other Indebtedness, other than the notes, of Charter Holdings or any of
     its Restricted Subsidiaries to declare a default on such other Indebtedness
     or cause the payment thereof to be accelerated or payable prior to its
     stated maturity; and
 
          (3) as to which the lenders have been notified in writing that they
     will not have any recourse to the stock or assets of Charter Holdings or
     any of its Restricted Subsidiaries.
 
     "PARENT" means Charter Communications, Inc. and/or Charter Communications
Holding Company, LLC, as applicable, and any successor Person or any Person
succeeding to the direct or indirect ownership of Charter Holdings.
 
     "PERMITTED INVESTMENTS" means:
 
          (1) any Investment by Charter Holdings in a Restricted Subsidiary of
     Charter Holdings or any Investment by a Restricted Subsidiary of Charter
     Holdings in Charter Holdings;
 
          (2) any Investment in Cash Equivalents;
 
          (3) any Investment by Charter Holdings or any Restricted Subsidiary of
     Charter Holdings in a Person, if as a result of such Investment:
 
             (a) such Person becomes a Restricted Subsidiary of Charter
        Holdings; or
 
             (b) such Person is merged, consolidated or amalgamated with or
        into, or transfers or conveys substantially all of its assets to, or is
        liquidated into, Charter Holdings or a Restricted Subsidiary of Charter
        Holdings;
 
          (4) any Investment made as a result of the receipt of non-cash
     consideration from an Asset Sale that was made pursuant to and in
     compliance with the covenant described above under the caption
     "-- Repurchase at the Option of Holders -- Asset Sales";
 
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