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SEC Filings

S-1/A
CHARTER COMMUNICATIONS, INC. /MO/ filed this Form S-1/A on 11/04/1999
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                         $300,000,000 CREDIT FACILITIES
                         AVALON CABLE OF NEW ENGLAND LLC
                          AVALON CABLE OF MICHIGAN LLC

                    Summary of Proposed Terms and Conditions

I.     Parties                      Avalon Cable of New England LLC, a Delaware
                                    limited liability company ("Avalon
                                    Borrowers: New England"), and Avalon Cable
                                    of Michigan LLC, a Delaware limited
                                    liability company ("Avalon Michigan"), or
                                    their respective successors, as joint and
                                    several borrowers (collectively, the
                                    "Borrowers").

Guarantors:                         Avalon Cable LLC, a Delaware limited
                                    liability company ("Holdings"), and each
                                    Borrower's direct and indirect domestic
                                    subsidiaries, other than "non-recourse"
                                    subsidiaries described in clause (e) under
                                    the heading "Negative Covenants" below
                                    (collectively, the "Guarantors"; the
                                    Borrowers and the Guarantors, collectively,
                                    are the "Loan Parties").

Lead Arranger and Book Runner:      Bank of Montreal (in such capacity, "Lead
                                    Arranger").

Administrative Agent:               Bank of Montreal (in such capacity, the
                                    "Administrative Agent").

Syndication Agents:                 First Union National Bank and PNC Bank,
                                    National Association (in such capacity,
                                    collectively, the "Syndication Agents").

Co-Documentation Agents:            Mercantile Bank and Bank of Montreal (in
                                    such capacity, collectively, the
                                    "Co-Documentation Agents").

Co-Arrangers:                       First Union National Bank, PNC Bank,
                                    National Association and Mercantile Bank (in
                                    such capacity, collectively, the
                                    "Co-Arrangers").

Lenders:                            A syndicate of banks, financial institutions
                                    and other entities selected in the
                                    syndication process (collectively, the
                                    "Lenders").



II.   Types and Amounts
      of Facilities

    1.  Term B Facilities

Amount and Tenor:                   Term B Loan Facility: A 9-year term loan
                                    facility (the "Term B Loan Facility") in an
                                    aggregate principal amount equal to
                                    $125,000,000 (the loans thereunder being the
                                    "Term B Loans"). The Term B Loans shall be
                                    repayable in quarterly installments in
                                    aggregate amounts for each year the Term B
                                    Loan Facility is outstanding (expressed as a
                                    percentage of the aggregate amount borrowed)
                                    as set forth below:


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