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S-4
RENAISSANCE MEDIA GROUP LLC filed this Form S-4 on 06/12/1998
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                                 ARTICLE FOUR
                                   COVENANTS

     SECTION 4.01.  Payment of Notes.  The Obligors shall, jointly and
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severally, pay the principal of, premium, if any, and interest on the Notes on
the dates and in the manner provided in the Notes and this Indenture.  An
installment of principal, premium, if any, or interest shall be considered paid
on the date due if the Trustee or Paying Agent (other than the Obligors, a
Subsidiary of the Obligors, or any Affiliate of any of them) holds on that date
money designated for and sufficient to pay the installment.  If the Obligors or
any Subsidiary of the Obligors or any Affiliate of any of them acts as Paying
Agent, an installment of principal, premium, if any, or interest shall be
considered paid on the due date if the entity acting as Paying Agent complies
with the last sentence of Section 2.05.  As provided in Section 6.09, upon any
bankruptcy or reorganization procedure relative to the Obligors, the Trustee
shall serve as the Paying Agent, if any, for the Notes.

     The Obligors shall pay interest on overdue principal and premium, if any,
and interest on overdue installments of interest, to the extent lawful, at the
rate per annum specified in the Notes.

     SECTION 4.02.  Maintenance of Office or Agency.  The Obligors will
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maintain in the Borough of Manhattan, The City of New York, an office or agency
where Notes may be surrendered for registration of transfer or exchange or for
presentation for payment and where notices and demands to or upon the Obligors
in respect of the Notes and this Indenture may be served.  The Obligors will
give prompt written notice to the Trustee of the location, and any change in the
location, of such office or agency.  If at any time the Obligors shall fail to
maintain any such required office or agency or shall fail to furnish the Trustee
with the address thereof, such presentations, surrenders, notices and demands
may be made or served at the address of the Trustee set forth in Section 11.02.

     The Obligors may also from time to time designate one or more other offices
or agencies where the Notes may be presented or surrendered for any or all such
purposes and may from time to time rescind such designations; provided that no
such designation or rescission shall in any manner relieve the Obligors of their
obligation to maintain an office or agency in the Borough of Manhattan, The City
of New York, for such purposes.  The Obligors shall give prompt written notice
to the Trustee of any such designation or rescission and of any change in the
location of any such other office or agency.

     The Obligors hereby initially designate the Corporate Trust Office of the
Trustee as such office of the Obligors in accordance with Section 2.04.

      SECTION 4.03.  Limitation on Indebtedness.  (a) The Company will not, and
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will not permit any of its Restricted Subsidiaries to, Incur any Indebtedness
(other than the Notes, the Guaranty and Indebtedness existing on the Closing
Date); provided that the Company or any