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S-4
RENAISSANCE MEDIA GROUP LLC filed this Form S-4 on 06/12/1998
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compliance in all material respects with the Franchise; and (d) no event has 
occurred or exists that would constitute a default under the Franchise or that 
would permit Franchising Authority to revoke or terminate the Franchise.  
Subject to compliance with the terms of this Resolution, all action necessary to
approve the transfer of the Franchise to Renaissance has been duly and validly 
taken.

Upon being placed to a vote, the above resolution was adopted as follows:

Yeas:    9
Nays:    0
Absent:  0

                                  CERTIFICATE

                   BETTIE T. MONSON, Secretary Treasurer of the 
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              Assumption Parish Police Jury, do hereby certify that 
              the above is a true and correct copy of a RESOLUTION 
                                                        ----------
              adopted by said Police Jury during a REGULAR meeting 
                                                   -------
              held on the 28th day of JANUARY, 1998.  In accordance 
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              with the laws of the State of Louisiana and Parish 
              of Assumption.

              GIVEN UNDER MY HAND AND SEAL OF OFFICE on this day 3rd
              of FEBRUARY, 1998.
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                                       /s/ Bettie T. Monson  
                                       ------------------------
                                          Secretary Treasurer