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SEC Filings

S-1/A
CHARTER COMMUNICATIONS, INC. /MO/ filed this Form S-1/A on 11/01/1999
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     The following is an explanation of how:
 
     (1) Charter Communications Properties; the operating companies that
         formerly comprised CCA Group; CharterComm Holdings; and the Marcus
         companies became wholly owned subsidiaries of Charter Operating;
 
     (2) Charter Operating became a wholly owned subsidiary of Charter Holdings;
 
     (3) Charter Holdings became a wholly owned subsidiary of Charter
         Communications Holding Company; and
 
     (4) Charter Communications Holding Company became a wholly owned subsidiary
         of Charter Investment, Inc.
 
THE CHARTER COMPANIES
 
   
     Prior to Charter Investment, Inc. acquiring the remaining interests that it
did not previously own in two of the three groups of Charter companies, namely
CCA Group and CharterComm Holdings, as described below, the operating
subsidiaries of the three groups of Charter companies were parties to separate
management agreements with Charter Investment, Inc. under which Charter
Investment, Inc. provided management and consulting services. Prior to our
acquisition by Mr. Allen, the Charter companies were as follows:
    
 
     (1) Charter Communications Properties Holdings, LLC
 
         Charter Communications Properties Holdings, LLC was a wholly owned
     subsidiary of Charter Investment, Inc. The primary subsidiary of Charter
     Communications Properties Holdings, which owned the cable systems, was
     Charter Communications Properties. In connection with Mr. Allen's
     acquisition on December 23, 1998, Charter Communications Properties
     Holdings was merged out of existence. Charter Communications Properties
     became a direct, wholly owned subsidiary of Charter Investment, Inc. In May
     1998, Charter Communications Properties acquired certain cable systems from
     Sonic Communications, Inc. for a total purchase price, net of cash
     acquired, of $228.4 million, including $60.9 million of assumed debt.
 
     (2) CCA Group
 
         The controlling interests in CCA Group were held by affiliates of Kelso
     & Co. Charter Investment, Inc. had only a minority interest. On December
     21, 1998, prior to Mr. Allen's acquisition, the remaining interests it did
     not previously own in CCA Group were acquired by Charter Investment, Inc.
     from the Kelso affiliates. Consequently, the companies comprising CCA Group
     became wholly owned subsidiaries of Charter Investment, Inc.
 
         CCA Group consisted of the following three sister companies:
 
              (a) CCT Holdings, LLC,
 
              (b) CCA Holdings, LLC, and
 
              (c) Charter Communications Long Beach, LLC.
 
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