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SEC Filings

S-4/A
CHARTER COMMUNICATIONS HOLDINGS CAPITAL CORP filed this Form S-4/A on 06/22/1999
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            (7) the incurrence by the Company or any of its Restricted
      Subsidiaries, or the Guarantor or any of its Restricted Subsidiaries, of
      Hedging Obligations that are incurred for the purpose of fixing or hedging
      interest rate risk with respect to any floating rate Indebtedness that is
      permitted by the terms of the Indentures to be outstanding;

            (8) the guarantee by the Company or the Guarantor of Indebtedness of
      the Company or a Restricted Subsidiary of the Company, or Indebtedness of
      the Guarantor or a Restricted Subsidiary of the Guarantor that was
      permitted to be incurred by another provision of this Section 4.10;

            (9) the incurrence by the Company or any of its Restricted
      Subsidiaries, or the Guarantor or any of its Restricted Subsidiaries of
      additional Indebtedness in an aggregate principal amount at any time
      outstanding, not to exceed $300 million;

            (10) the incurrence by the Company or any of its Restricted
      Subsidiaries, or the Guarantor or any of its Restricted Subsidiaries, of
      additional Indebtedness in an aggregate principal amount at any time
      outstanding, not to exceed 200% of the net cash proceeds received by the
      Company from the sale of its Equity Interests (other than Disqualified
      Stock) after the date of this Indenture to the extent such net cash
      proceeds have not been applied to make Restricted Payments or to effect
      other transactions pursuant to Section 4.07 or to make Permitted
      Investments pursuant to clause (6) of the definition thereof;

            (11) the accretion or amortization of original issue discount and
      the write up of Indebtedness in accordance with purchase accounting; and

            (12) Indebtedness under the Mirror Note.

            For purposes of determining compliance with this Section 4.10, in
the event that an item of proposed Indebtedness meets the criteria of more than
one of the categories of Permitted Debt described in clauses (1) through (12)
above, or is entitled to be incurred pursuant to the first paragraph of this
covenant, the Company or the Guarantor, as the case may be, shall be permitted
to classify and from time to time to reclassify such item of Indebtedness on the
date of its incurrence in any manner that complies with this covenant. For
avoidance of doubt, Indebtedness incurred pursuant to a single agreement,
instrument, program, facility or line of credit may be classified as
Indebtedness arising in part under one of the clauses listed above, and in part
under any one or more of the clauses listed above, to the extent that such
Indebtedness satisfies the criteria for such clauses.

            Notwithstanding the foregoing, in no event shall any Restricted
Subsidiary of the Company or the Guarantor consummate a Subordinated Debt
Financing or a Preferred Stock Financing. A "Subordinated Debt Financing" or a
"Preferred Stock Financing", as the case may be, with respect to any Restricted
Subsidiary of the Company or the Guarantor shall mean a public offering or
private placement (whether pursuant to Rule 144A under the Securities Act or
otherwise) of Subordinated Notes or preferred stock (whether or not such
preferred stock constitutes Disqualified Stock), as the case may be, of such
Restricted Subsidiary to one or more purchasers (other than to one or more
Affiliates of the Company or the Guarantor). "Subordinated Notes" with respect
to any Restricted Subsidiary of the Company or the Guarantor shall mean
Indebtedness of such Restricted Subsidiary