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SEC Filings

RENAISSANCE MEDIA GROUP LLC filed this Form S-4/A on 08/06/1998
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any system actually providing such services to customers as a pilot system
prior to that date will be permitted to continue doing so indefinitely. As of
the date hereof, however, none of these bills has been enacted, and applicable
state and local law do not permit the Jackson Public Utility Department to
provide cable television services. See "Legislation and Regulation--State and
Local Regulation." Other new technologies, including Internet-based services,
may also become competitive with services that the Company may offer.
  Many of the Company's potential competitors have substantially greater
resources than the Company, and the Company cannot predict the extent to which
competition will materialize in its franchise areas from other cable
television operators, other distribution systems for delivering video
programming and other broadband telecommunications services to the home, or
from other potential competitors, or, if such competition materializes, the
extent of its effect on the Company. See "Business--Competition" and
"Legislation and Regulation."
  Cable television companies operate under franchises granted by local
authorities which are subject to renewal and renegotiation from time to time.
The Company's business is dependent upon the retention and renewal of its
local franchises. A franchise is generally granted for a fixed term ranging
from five to fifteen years, but in many cases is terminable if the franchisee
fails to comply with the material provisions thereof. The Company's franchises
typically impose conditions relating to the use and operation of the cable
television system, including requirements relating to the payment of fees,
system bandwidth capacity, customer service requirements, franchise renewal
and termination. The Cable Television Consumer Protection and Competition Act
of 1992 (the "1992 Cable Act") prohibits franchising authorities from granting
exclusive cable television franchises and from unreasonably refusing to award
additional competitive franchises. It also permits municipal authorities to
operate cable television systems in their communities without franchises. The
Cable Communications Policy Act of 1984 (the "1984 Cable Act" and collectively
with the 1992 Cable Act, the "Cable Acts") provides, among other things, for
procedural and substantive safeguards for cable operators and creates an
orderly franchise renewal process in which renewal of franchise licenses can
not be unreasonably withheld or, if renewal is withheld and the franchise
authority acquires ownership of the system or effects a transfer of the system
to another person, the operator generally is entitled to the "fair market
value" for the system covered by such franchise. Although the Company believes
that the Systems generally have good relationships with their franchise
authorities, no assurances can be given that the Company will be able to
retain or renew such franchises or that the terms of any such renewals will be
as favorable to the Company as the existing franchises. The non-renewal or
termination of franchises relating to a significant portion of the Company's
subscribers could have a material adverse effect on the Company's financial
condition and results of operations. The Company's future acquisitions will be
dependent on its ability to obtain franchise transfer approvals in a timely
manner. Each city has some flexibility in determining the terms of a franchise
(including franchise fees), and to some extent can impose conditions on such
franchise, such as build-out and upgrade requirements. See "Business--
  The cable television industry is subject to extensive regulation by federal,
local and, in some instances, state governmental agencies. The Cable Acts,
both of which amended the Communications Act of 1934 (as amended, the
"Communications Act"), established a national policy to guide the development
and regulation of cable television systems. The Communications Act was
substantially amended by the Telecommunications Act of 1996 (the "1996 Telecom
Act"). Principal responsibility for implementing the policies of the Cable
Acts and the 1996 Telecom Act has been allocated between the Federal
Communications Commission (the "FCC") and state or local regulatory
authorities. Advances in communications technology as well as changes in the
marketplace and the regulatory and legislative environment are constantly
occurring. Thus, it is not possible to predict the effect that ongoing or
future developments might have on the cable television industry or on the
operations of the Company.
  The 1992 Cable Act and the FCC's rules implementing that Act generally have
increased the administrative and operational expenses of cable television
systems and have resulted in additional regulatory oversight by the FCC and
local or state franchise authorities. The Cable Acts and the corresponding FCC
regulations have