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SEC Filings

RENAISSANCE MEDIA GROUP LLC filed this Form S-4 on 06/12/1998
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6. Repurchase upon Change of Control.

     Upon the occurrence of any Change of Control, each Holder shall have the
right to require the repurchase of its Notes by the Obligors in cash pursuant to
the offer described in the Indenture at a purchase price equal to 101% of the
Accreted Value thereof plus accrued interest, if any, to the date of purchase
(the "Payment Date").

     A notice of such Change of Control will be mailed within 30 days after any
Change of Control occurs to each Holder at his last address as it appears in the
Security Register.  Notes in original denominations larger than $1,000 may be
sold to the Obligors in part.  On and after the Payment Date, interest ceases to
accrue and original issue discount ceases to accrete on Notes or portions of
Notes surrendered for purchase by the Obligors, unless the Obligors default in
the payment of the purchase price.

     The Obligors are not required to make an Offer to Purchase if a third party
makes an Offer to Purchase and repurchases all Notes validly tendered and not
withdrawn under such Offer to Purchase.

7. Denominations; Transfer; Exchange.

     The Notes are in registered form without coupons in denominations of $1,000
of principal amount at maturity and multiples of $1,000 in excess thereof.  A
Holder may register the transfer or exchange of Notes in accordance with the
Indenture.  The Registrar may require a Holder, among other things, to furnish
appropriate endorsements and transfer documents and to pay any taxes and fees
required by law or permitted by the Indenture.  The Registrar need not register
the transfer or exchange of any Notes selected for redemption.  Also, it need
not register the transfer or exchange of any Notes for a period of 15 days
before the day of mailing of a notice of redemption of Notes selected for

8. Persons Deemed Owners.

     A Holder shall be treated as the owner of a Note for all purposes.

9. Unclaimed Money.

     If money for the payment of principal, premium, if any, or interest remains
unclaimed for two years, the Trustee and the Paying Agent will pay the money
back to the Obligors at their request.  After that, Holders entitled to the
money must look to the Obligors for payment, unless an abandoned property law
designates another Person, and all liability of the Trustee and such Paying
Agent with respect to such money shall cease.