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SEC Filings

S-4/A
AVALON CABLE OF MICHIGAN INC/ filed this Form S-4/A on 05/28/1999
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          "Initial Purchasers" means Lehman Brothers Inc. and Barclays Capital
Inc.

          "Initial Senior Discount Notes" means $196.0 million in aggregate
principal amount at maturity of Senior Discount Notes issued under this
Indenture on the date hereof.

          "Investments" means, with respect to any Person, all investments by
such Person in other Persons (including Affiliates) in the forms of direct or
indirect loans (including Guarantees of Indebtedness or other Obligations),
advances of assets or capital contributions (excluding commission, travel and
entertainment, moving, and similar advances to officers and employees made in
the ordinary course of business), purchases or other acquisitions for
consideration of Indebtedness, Equity Interests or other securities, together
with all items that are or would be classified as investments on a balance sheet
prepared in accordance with GAAP. If any of the Issuers or any of their
Restricted Subsidiaries sells or otherwise disposes of any Equity Interests of
any direct or indirect Restricted Subsidiary of any Issuer such that, after
giving effect to any such sale or disposition, such Person is no longer a direct
or indirect Restricted Subsidiary of any Issuer, such Issuer or such Restricted
Subsidiary, as the case may be, shall be deemed to have made an Investment on
the date of any such sale or disposition equal to the fair market value of the
Equity Interests of such Restricted Subsidiary not sold or disposed of in an
amount determined as provided in the final paragraph of Section 4.7.

          "Issue Date" means the date on which $196.0 million aggregate
principal amount at maturity of the Senior Discount Notes are originally issued.

          "Issuers" means, initially, Michigan Holdings, Avalon Holdings and
Finance Holdings or any successor thereto; provided that subsequent to the
Reorganization, the Issuers shall be Avalon Holdings and Finance Holdings or any
successor thereto.

          "Legal Holiday" means a Saturday, a Sunday or a day on which banking
institutions in the City of New York or at a place of payment are authorized by
law, regulation or executive order to remain closed.  If a payment date is a
Legal Holiday at a place of payment, payment may be made at that place on the
next succeeding day that is not a Legal Holiday, and no interest shall accrue on
such payment for the intervening period.

          "Letter of Transmittal" means the letter of transmittal to be prepared
by the Issuers and sent to all Holders of the Senior Discount Notes for use by
such Holders in connection with the Exchange Offer.

          "Leverage Ratio" means the ratio of (i) the aggregate outstanding
amount of Indebtedness of each of the Issuers and their Restricted Subsidiaries
as of the date of calculation on a combined consolidated basis in accordance
with GAAP (subject to the terms described in the next paragraph) plus the
aggregate liquidation preference of all outstanding Disqualified Stock of the
Issuers and preferred stock of the Issuers' Restricted Subsidiaries (except
preferred stock issued to the Issuers or a Wholly Owned Subsidiary of the
Issuers) on such date to (ii) the