In the Matter of 
Federal Communications Commission 
Before the 
Federal Communications Commission 
Washington, D.C. 20554 
) 
) 
DA 96-1328 
Cencom Cable Income Partners II, L.P. ) CUID No. TX0061 (City of Jasper) 
Small System Filing to Support 
Cable Programming Services Rate 
) TX0803 (City of Angleton) 
) 
) 
) 
) 
ORDER 
Adopted: August 19, 1996 Released: August 28, 1996 
By the Deputy Chief, Cable Services Bureau: 
1. In this Order we consider an application for small system relief filed by Cencom 
Cable Income Partners II, L.P. ("Cencom") for its cable programming services tiers ("CPST") in 
the franchise areas referenced above. 1 On February 7, 1996, Cencom filed with the Federal 
Communications Commission ("Commission") FCC Forms 1230 fer the above referenced 
franchise areas seeking to justify its rates through the simplified small system cost of service 
procedures under the Commission's Small System Order.2 In response to requests for information 
relating to earlier FCC Form 1230 filings by Cencom,3 Cencom provided organizational charts 
of all entities related to Charter Communications, Inc, of which Cencom is a part. 4 In this Order 
1 The first valid complaint regarding the CPST rate charged in CUID No. TX0061 was filed on November 16, 
1993. The first valid complaint regarding the CPST rate charged in CUID No. TX0803 was filed on October 5, 
1993. 
2 Sixth Report and Order and Eleventh Order on Reconsideration, MM Docket Nos. 92-266 & 93-215, 10 FCC 
Red 7393 (1995X"Sma// System Order"). 
3 See Letter dated January 18, 1996, from Janet L. Sie"v~ Senior Attorney Advisor, Financial Analysis and 
Compliance Division, to Theodore W. Browne II, Executive Vice President, General Counsel and Secretary, Cencom 
Partners, L.P. 
4 See Attachment A of this Order consisting of the Letter and Exhibit B filed February 7, 1996, from Trudi 
M. Foushee, Esq., attorney for Cencom, to Janet L. Sievert. Specifically, Exhibit B of Ms. Foushee's letter is an 
organizational chart indicating all entities related to Charter Communications. The entire document is available for 
inspection by the public in the Cable Services Bureau's Public Reference Room or through the Commission's copy 
contractor, International Transcription Services (ITS), 1919 M Street N.W., Washington, DC 20554 or by calling 
10378 
Federal Communications Commission DA 96-1328 
we deny Cencom' s request for small system relief for these franchise areas under the Small 
S)lstem ()refer. 
2. Under the Cable Television Consumer Protection and Competition Act of 1992,5 
and the Commission's roles implementing it, 47 C.F.R Part 76, the Commission must review a 
cable operator's rates for its CPST upon the filing of a valid complaint. The filing of a valid 
complaint triggers an obligation on behalf of the cable operator to file a justification of its CPST 
rates.6 Under the Commission's rules, an operator may attempt to justify its rates through a 
benchmark showing, a cost of service showing, or a small system cost of service showing. 7 In 
any case, the operator has the burden of demonstrating that its CPST rates are not unreasonable. 8 
3. The Commission's original rate regulations took effect on September I, 1993.9 
The Commission subsequently revised its rate regulations effective May 15, 1994.10 In a further 
effort to offer small cable companies administrative relief from rate regulation, the Commission 
amended the definition of small cable companies and small systems and introduced a simplified 
form of small system rate relief in the Small S)lstem Dreier. Cable systems serving 15,000 or 
fewer subscribers, and owned by or affiliated with a company having 400,000 or fewer 
subscribers as of both the effective date of the Small S)lstem ()refer and the period during which 
the disputed rates were in effect, may elect to use the new small cable system rate mechanism 
in lieu of other Commission rate processes, provided the Commission has not reached a final 
resolution on the rate complaints filed against the system. Operators attempting to justify their 
rates through small system relief must file FCC Form 1230. If the maximum rate established on 
FCC Form 1230 does not exceed $1.24 per channel, the rate shall be presumed reasonable.11 
ITS at (202) 857-3800; 
5 Pub. L. No. 102-385, 106 Stat. 1460 (1992)("1992 Cable Act"); Communications Act, § 623(c), as amended, 
47 U.S.C. § 543(c)(I993). 
6 47 C.F.R. § 76.956. 
7 47 C.F.R. §§ 76.956(b) and 76.934(h). 
a Id. 
9 Implementation of Sections of the Cable Television Consumer Protection and Competition Act of 1992:.Rate 
Regulation Order, MM Docket No. 92-266, 58 Fed. Reg. 41042 (Aug. 2, 1993). 
10 See Implementation of Sections of the Cable Television Consumer Protection and Competition Act of 1992, 
MM Docket No. 92-266, Second Order on Reconsideration Fourth Report and Order and Fifth Notice of Proposed 
Rulemaking, 9 FCC Red 4119 ("Second Order on Reconsideration''); 41 C.F.R. § 76.922(b). 
11 See Small System Order, 10 FCC Red at 7428. 
10379 
Federal Communications Commission DA 96-1328 
4. Cencom's supplemental filing and Commission records indicate that Cencom was 
affiliated with Crown Media for the period during which the rates under review were in effect. 
We fmd that Crown Media was a company with more than 400,000 total subscribers prior to the 
acquisition of Cencom by· entities related to Charter Communications, Inc. This makes Cencom 
ineligible for small system relief. There is nothing in the record of this proceeding that refutes 
this presumption, therefore, Cencom is not qualified for small system relief. 
5. Accordingly, IT IS ORDERED, pursuant to Section 0.321 of the Commission's 
Rules, 47 C.F.R § 0.321, that Cencom's request for small system relief, with respect to the 
above-referenced CUID numbers, IS DENIED. 
FEDERAL COMMUNICATIONS COMMISSION 
John E. Logan 
Deputy Chief, Cable Services Bureau 
10380 
Janet L. Sievert 
Senior Attorney Advisor 
GREEN & FOUSHEE 
1000 Bristol Manor Drive - Suite B 
St. Louis, Missouri 63011-5103 
314-965-0555 
Fax: 314-891-8083 
February 6, 1996 
Federal Communications Commission 
Washington, DC 20554 
Re: Cencom Partners, L.P. 
Lincoln County 
NC0281, NC0750 
Dear Ms. Sievert: 
CRIGJNAI 
RECEIVED 
FEB - 7 1996 
FEDERALCOMMUNIC.4TIONS co~:z:: 
OfFfCE OF SECRETARY 
Please find enclosed responses to your phone inquiry· of January 17, 1996 and your 
letter of January 18, 1996 to Theodore W. Browne requesting additional information 
relative to the small system qualification of the above-referenced entity and other 
entities managed by Charter Communications, Inc. 
If you have further questions or cpncerns in this regard, please do not hesitate to call. 
TMF:smf 
Enclosures 
cc: Ted Browne, w/encl. 
Paul Glist, w/encl. 
Fred Giroux, w/encl. 
Sincerely, 
10381 
RECEIVED 
FEB - 7 1996 
CENCOM PARTNERS, LP. RESPONSES TO 
FCC WRITTEN DATA REQUEST DATED fEIRALCQll"w.ATICllSOOMMISSI 
JANUARY 18, 1996 CIRCECfEAETMY 
Question 1: 
Supplemental organizational charts depicting the 3 ownership groups mentioned 
during the discussion: Kelso, Charterhouse and Cencom ownership chains; and 
their relationships to Charter Communications, Inc. (Charter, Inc.} Please 
include details identifying all petitioning small systems, and total subscriber 
counts of cable systems in these ownership structures. 
Response: 
Please see Exhibits A, 8 and C attached hereto and incorporated herein by 
reference. Additionally, no entity or individual shown on the respective charts 
holds any ownership or interest other than that depicted on the respective charts. 
Please note that the overall ownership and management structure depicted in 
the above-referenced charts existed prior to June, 1995. 
Question 2: 
Statement confirming that Kelso and Company's only cable asset is its 85% 
equity ownership interest in Charterhouse. 
Response: 
Kelso does not hold any interest, ownership or otherwise, in Charterhouse. The 
total cable ownership of Kelso is depicted at Exhibit A. 
Question 3: 
Excerpts from management agreements that disclose the extent of programming 
discounts or other financial or marketplace benefits to the small system 
petitioners by Charter Communications, Inc., or other related or non-related 
entities. 
Response: 
Please see Exhibit 0 - excerpt from Chart~r Communications Entertainment I, 
L.P. Management Agreement relative to programming; and Exhibit E - excerpt 
from Charter Communications II, L.P. Management Agreement relative to 
programming. 
10382 
Question 4: 
A short narrative reconciling the difference between subscriber totals listed in the 
supplemental information filed on behalf of CableSouth and the NCTA's "Cable 
Television Developments", Spring 1995 edition. 
Response: 
Although Charter, Inc. has no editorial control over the referenced publication, it 
is entirely possible that the publication grouped all of the systems managed by 
Charter, Inc. and those systems which Charter, Inc. serves only as a consultant, 
and "attributed" ownership of those systems and their subscribers to Charter, Inc. 
Exhibits A, B and C clearly depicts the cable ownership and subscribership of· 
entities managed by Charter, Inc. and those owned by Charter, Inc. 
Question 5: 
A listing of Cencom's publi_c partnerships and related cable holdings, if any. 
Response: 
The Cencom partnerships are depicted at Exhibit B. Also, see Exhibit F attached 
hereto and incorporated herein by reference, which. lists the Cencom systems by 
headend. 
Question 6: 
Listings of all systems (by headend if possible) under Charter Communications 
control or management subsequent to the purchase of Crown Media's cable 
assets that was consummated in early 1995. Please divide these listings 
according to those systems directly or indirectly owned by any Charter-related 
entity, and those with no direct or indirect ownership ties to any Charter-related 
entity. 
Response: 
Please see Exhibit G attached hereto and incorporated herein by reference 
relative to systems by headend that Charter, Inc. manages subsequent to the 
Crown Media transaction. Please see Exhibits A, B and C relative to ownership 
and relationship to Charter, Inc. 
10383 
Exhibit B 
CHARTER COMMUNICATIONS, INC. 
CABLE OWNERSHIP 
Chatter 
Cctrmmic:atians 
Group (Bl..B-JLK· 
HLW) 
66.6% 
Dated as of 1/1196 
~No...-s as otf2f.rf"5 
The Oklahoma 
Publisn119 
Comp8ny 
roPVeco; 
100% 
GFICompany 
33.3% 
Chaner 
..--~~~~~~~~~~~~~-icommunicllbons 
100% 
Chaner Conwnuruc:allOnS 
Properues Holding Corp. 
Inc. ("Chaner") 
100% 100% 
CCP IV. Inc. 
Lenoir. NC 
Greer. SC 
Z0.000 
100% 
CC I Holdings, 
fnC. 
Charter Real ESlme 
Holdings. Inc. 
~L Sysll!mS TN Sysll!mS Mi!Gy Systems KY Sysll!mS NC Systems 
109.000 
D PreYlOUSly G.ayleta Owned and Managed l:ly Crown 
0 Crown PreYlousJy Owned G.P. Interest 
100% 
CCII 
Holcqs. fnC. 
100% 
B
NE MO Systems 
SC Systems 
TX Systems 
44,500 
- PublaJJy Held PS1nerSl'rip Acquired G.P. Interest From Cnlwn 
10384 
99% 
G.P. 
CMner 
~IV. 
L.P. 
100% 
1% 
L.P. 
CCIII 
Holdings. Inc. ~ 
100% 
1.5% G.P. 
-