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S-4
CHARTER COMMUNICATIONS HOLDINGS CAPITAL CORP filed this Form S-4 on 01/25/2000
Entire Document
 
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                                                                    Exhibit 99.2

                         NOTICE OF GUARANTEED DELIVERY

 
                      CHARTER COMMUNICATIONS HOLDINGS, LLC
              CHARTER COMMUNICATIONS HOLDINGS CAPITAL CORPORATION
 
                                   TENDER OF
                         10.00% SENIOR NOTES DUE 2009,
                        10.25% SENIOR NOTES DUE 2010 AND
                     11.75% SENIOR DISCOUNT NOTES DUE 2010,
           WHICH ARE NOT REGISTERED UNDER THE SECURITIES ACT OF 1933,
                                IN EXCHANGE FOR
                         10.00% SENIOR NOTES DUE 2009,
                        10.25% SENIOR NOTES DUE 2010 AND
                     11.75% SENIOR DISCOUNT NOTES DUE 2010,
          WHICH HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933
 
     This Notice of Guaranteed Delivery, or one substantially equivalent to this
form, must be used to accept the Exchange Offer (as defined below) if (i)
certificates for the Issuers' (as defined below) 10.00% Senior Notes due 2009,
10.25% Senior Notes due 2010 and 11.75% Senior Discount Notes due 2010
(collectively, the "Original Notes") are not immediately available, (ii)
Original Notes, the Letter of Transmittal and all other required documents
cannot be delivered to Harris Trust and Savings Bank (the "Exchange Agent") on
or prior to the Expiration Date (as defined below) or (iii) the procedures for
delivery by book-entry transfer cannot be completed on a timely basis. This
Notice of Guaranteed Delivery may be delivered by hand, overnight courier or
mail,
 or transmitted by facsimile transmission, to the Exchange Agent. See "The
Exchange Offer -- Procedures for Tendering" in the Prospectus.
 
THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON FEBRUARY   ,
 2000, UNLESS EXTENDED (THE "EXPIRATION DATE"). ORIGINAL NOTES TENDERED IN THE
EXCHANGE OFFER MAY BE WITHDRAWN AT ANY TIME PRIOR TO THE EXPIRATION DATE. WHERE
 THE EXPIRATION DATE HAS BEEN EXTENDED, ORIGINAL NOTES TENDERED PURSUANT TO THE
    EXCHANGE OFFER AS OF THE PREVIOUSLY SCHEDULED EXPIRATION DATE MAY NOT BE
     WITHDRAWN AFTER THE DATE OF THE PREVIOUSLY SCHEDULED EXPIRATION DATE.
 
                 The Exchange Agent for the Exchange Offer is:
                         HARRIS TRUST AND SAVINGS BANK
 

<TABLE>
<S>                                                 <C>
         By Registered or Certified Mail                        By Overnight Mail or Hand:
       c/o Harris Trust Company of New York                c/o Harris Trust Company of New York
               Wall Street Station                                  Wall Street Plaza
                  P.O. Box 1023                                       88 Pine Street
          New York, New York 10268-1023                                 19th Floor
                                                                 New York, New York 10005
                                                           Attention: Reorganization Department
</TABLE>

 
                          By Facsimile: (212) 701-7637
                        Telephone Number: (212) 701-7624
 
     DELIVERY OF THIS NOTICE OF GUARANTEED DELIVERY TO AN ADDRESS OTHER THAN AS
SET FORTH ABOVE OR TRANSMISSION OF THIS NOTICE OF GUARANTEED DELIVERY VIA
FACSIMILE TO A NUMBER OTHER THAN AS SET FORTH ABOVE WILL NOT CONSTITUTE A VALID
DELIVERY.
 
     THIS NOTICE OF GUARANTEED DELIVERY IS NOT TO BE USED TO GUARANTEE
SIGNATURES. IF A SIGNATURE ON A LETTER OF TRANSMITTAL IS REQUIRED TO BE
GUARANTEED BY AN "ELIGIBLE INSTITUTION" UNDER THE INSTRUCTIONS THERETO, SUCH
SIGNATURE GUARANTEE MUST APPEAR IN THE APPLICABLE SPACE PROVIDED IN THE
SIGNATURE BOX ON THE LETTER OF TRANSMITTAL.
 
               THE GUARANTEE ON THE NEXT PAGE MUST BE COMPLETED.