SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM 8-K
Current
Report
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): October 2,
2007
Charter
Communications, Inc.
(Exact
name of registrant as specified in its charter)
Delaware
(State
or Other Jurisdiction of Incorporation or Organization)
|
000-27927
|
43-1857213
|
|
|
(Commission
File Number)
|
(I.R.S.
Employer Identification
Number)
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12405
Powerscourt Drive
St.
Louis, Missouri 63131
(Address
of principal executive offices including zip code)
(314)
965-0555
(Registrant's
telephone number, including area code)
Not
Applicable
(Former
name or former address, if changed since last report)
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
|
x
|
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
|
|
o
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
| o |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR
240.14d-2(b))
|
|
o
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR
240.13e-4(c))
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ITEM
8.01 OTHER EVENTS.
Charter
Communications, Inc. (“Charter” ) announced today the closing of the exchange
offer by its subsidiary Charter Communications Holding Company, LLC to exchange
$479 million of Charter’s 6.50% Convertible Senior Notes due 2027 with a
conversion price of $3.41 and a conversion rate of 293.3868 for $364 million
of
Charter’s 5.875% Convertible Senior Notes due 2009.
In
addition, $8 million in cash, representing accrued interest from May 16,
2007
(the last interest payment date) up to - but not including - October 2, 2007
(the closing date) was delivered as consideration on Tuesday, October 2,
2007.
The
press
release announcing the Exchange Offer consideration is filed as Exhibit 99.1
attached hereto.
ITEM
9.01. FINANCIAL STATEMENTS AND EXHIBITS.
The
following exhibits are filed pursuant to Item 8.01:
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Exhibit
Number
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|
Description
|
|
|
|
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| 99.1 |
Press
Release dated as of October 2, 2007.
*
|
* filed
herewith
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, Charter
Communications, Inc. has duly caused this Current Report to be signed on its
behalf by the undersigned hereunto duly authorized.
CHARTER
COMMUNICATIONS, INC.
Registrant
Dated: October
2, 2007
|
|
By:/s/
Kevin D. Howard
Name:
Kevin D. Howard
Title:
Vice President andChief Accounting
Officer
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EXHIBIT
INDEX
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Exhibit
Number
|
|
Description
|
|
|
|
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| 99.1 |
Press
Release dated as of October 2, 2007.
*
|
* filed
herewith