STATEMENT OF 
COMMISSIONER MICHAEL O’RIELLY
Re: Applications of Charter Communications Inc., Time Warner Cable Inc., and Advance/Newhouse 
Partnership for Consent to Assign or Transfer Control of Licenses and Authorizations, MB Doc. 
No. 15-149.
I fully support eliminating the harmful “overbuilding” mandate imposed on Charter 
Communications by the last Commission as part of the Charter/Time Warner Cable/Bright House 
Networks transaction.  Although this item isn’t exactly what I would have written, it does the immediate 
job as requested by petitioners. Furthermore, it rightfully opens the door to the Commission scrutinizing 
other objectionable or questionable conditions in this transaction and others as well.  I thank Chairman 
Pai and his team for bringing this item to a vote quickly and accommodating my requests to remove 
inappropriate verbiage and policy conclusions contained in earlier versions. 
As I outlined in my partial dissent on the overall transaction last May, the overbuilding 
requirement represents extremely harmful public policy. To be clear, I have spent most of my career 
trying to remove barriers that may be preventing competition in communications markets. This highly 
repugnant overbuilding merger condition, however, is nothing of the sort. Instead, it functions as a
misguided effort to install the government as Charter’s network deployment decision making team. Had 
it become effective, it would have forced existing and future Charter subscribers to pay higher rates for 
Charter’s expansion into markets that may have been economically unwise to enter, but were necessary in 
order for the company to meet the Commission’s dictate. 
At the same, this policy would have harmed parties that were mere bystanders to the transaction. 
Specifically, Charter would have been forced to enter markets where the existing providers, including 
those represented by the petitioners, may not have been able to make the economic case for greater 
investments.  These companies would have had to divert resources away from expanding their networks 
or improving overall quality of service to pay for additional marketing and advertising to avoid customer 
losses to Charter. In some cases, these would have been the very same markets in which the Commission 
is providing universal service high-cost support, because we determined that government subsidies were 
needed in order to be able to bring broadband to consumers. In other cases, the policy would have 
favored Charter cherry-picking the profitable portions of a market, leaving the rest to the existing provider 
with even more difficult economics and perhaps threatening its overall survival. Either way, private small 
companies would be harmed for the sake of somebody’s make-believe remedy to a nonexistent problem.  
Beyond the likely negative impacts of the overbuilding requirement, the entire process used by 
the Commission in the original review did not comport with an acceptable mechanism to consider a 
merger transaction.  While I plan to write separately on this point, I reject the notion prevalent in the 
original May item and hinted at in the remaining item today that there is some type of scale, and as long 
as there are enough “good” things that can be tossed aboard they can balance out any “bad” things.  There 
is not.  
Similarly, I strongly object to the notion that so-called “remedies” unrelated to the transaction 
itself or any supposed harms created by it, if any, can or should be permitted.  To do so would turn the 
merger review process into a feeding frenzy.  Surely, Congress did not expect the phrase “public interest, 
convenience and necessity” to turn into whatever unrelated commitments can be extorted from applicants.