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S-4/A
CHARTER COMMUNICATIONS HOLDINGS CAPITAL CORP filed this Form S-4/A on 08/27/1999
Entire Document
 
<PAGE>   459
             CHARTER COMMUNICATIONS HOLDINGS, LLC AND SUBSIDIARIES
 
      NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
 
   

<TABLE>
<CAPTION>
                                                JUNE 30,     DECEMBER 31,
                                                  1999           1998
                                               ----------    ------------
<S>                                            <C>           <C>
Charter Holdings:
  8.250% Senior Notes........................     600,000             --
  8.625% Senior Notes........................   1,500,000             --
  9.920% Senior Discount Notes...............   1,475,000             --
  CCO Credit Agreement.......................   2,025,000             --
Renaissance:
  10.0% Senior Discount Notes................     114,413             --
                                               ----------     ----------
                                                5,715,423      1,960,652
  Current maturities.........................          --        (10,450)
  Unamortized net premium (discount).........    (581,113)        41,554
                                               ----------     ----------
                                               $5,134,310     $1,991,756
                                               ==========     ==========
</TABLE>

    
 
     In March 1999, the Company extinguished substantially all existing
long-term debt, excluding borrowings of the Company under its credit agreements,
and refinanced substantially all existing credit agreements at various
subsidiaries with a new credit agreement entered into by Charter Operating (the
"CCO Credit Agreement"). The excess of the amount paid over the carrying value
of the Company's long-term debt was recorded as Extraordinary item -- loss on
early extinguishment of debt in the accompanying statement of operations.
 
CCH NOTES
 
     In March 1999, the Company issued $600.0 million 8.250% Senior Notes due
2007 (the "8.250% Senior Notes") for net proceeds of $598.4 million, $1.5
billion 8.625% Senior Notes due 2009 (the "8.625% Senior Notes") for net
proceeds of $1,495.4 million, and $1,475.0 million 9.920% Senior Discount Notes
due 2011 (the "9.920% Senior Discount Notes") for net proceeds of $905.6
million, (collectively with the 8.250% Senior Notes and the 8.625% Senior Notes,
referred to as the "CCH Notes").
 
     The 8.250% Senior Notes are not redeemable prior to maturity. Interest is
payable semiannually in arrears on April 1 and October 1 beginning October 1,
1999 until maturity.
 
     The 8.625% Senior Notes are redeemable at the option of the Company at
amounts decreasing from 104.313% to 100% of par beginning on April 1, 2004, plus
accrued and unpaid interest, to the date of redemption. At any time prior to
April 1, 2002, the Company may redeem up to 35% of the aggregate principal
amount of the 8.625% Senior Notes at a redemption price of 108.625% of the
principal amount under certain conditions. Interest is payable semiannually in
arrears on April 1 and October 1, beginning October 1, 1999 until maturity.
 
     The 9.920% Senior Discount Notes are redeemable at the option of the
Company at amounts decreasing from 104.960% to 100% of accreted value beginning
April 1, 2004. At any time prior to April 1, 2002, the Company may redeem up to
35% of the aggregate principal amount of the 9.920% Senior Discount Notes at a
redemption price of 109.920%
 
                                      F-252