Attachment ib247.g2

This document pretains to SES-T/C-20020228-00264 for Transfer of Control on a Satellite Earth Station filing.

IBFS_SESTC2002022800264_247991

                                                                              APPENDIX 7

                                                   AT&T BROADBAND ATTRIBUTABLE SUBSCRIBERS1

                                                                     As of December 31, 20012

                                             ENTITY                           OWNERSHIP                       OWNERSHIP %             SUBSCRIBERS



           Owned and        AT&T                                   AT&T Broadband                                  100%                    13,439,000
           Operated Systems

           Consolidated         Mile Hi Cable Partners, L.P.       Community Cable Television                  78.00% limited                 121,000
           System                                                                                               21% general
                                                                   Daniels Communications, Inc.                1.00% limited
           Non-consolidated     Parnassos Communications, L.P. TCI Adelphia Holdings, L.L.C.                  33.33% general                  478,000
                   3
           Systems
                                                                   Adelphia Western New York                  66.57% general
                                                                   Holdings, Inc.


                                                                   Montgomery Cablevision, Inc.                0.10% limited
                                CC VIII, L.L.C.                    TCID of Michigan, Inc.                18.715% Preferred Equity             977,000
                                (Formerly known as Bresnan         TCI Bresnan, L.L.C.
                                Communications Co. Ltd.                                                  11.263% Preferred Equity
                                Partnership)
                                                                   Charter Communications Holdings,
                                                                   L.L.C.                                 70.022% Common Equity

                                Insight Midwest L.P.               TCI of Indiana Holdings, L.L.C.             50.00% limited               1,198,000


                                                                   Insight Communications Company,       50.00% limited and general
                                                                   L.P.




1
         AT&T Broadband entities are in bold.

2
          This chart does not include the subscribers served by the TWE and TWI cable systems. As discussed in the text, this is appropriate because AT&T Broadband and
Comcast are firmly committed to divesting AT&T Broadband’s TWE interest and because, at the time the merger is closed, the TWE/TWI subscribers will not be attributed to the
merged entity. The TWE and TWI cable systems serve approximately 12.8 million subscribers (11 million in TWE; 1.8 million in TWI). However, this includes 1.45 million
subscribers served by the Time Warner-AT&T Broadband joint ventures in the Texas and Kansas City partnerships that are already accounted for in the table above. Thus,
were the TWE/TWI subscribers counted, they would add another 11.35 million subscribers to the chart’s total.

3
         AT&T Broadband also owns a partial interest in Elbert County Cable Partners (TCI Cablevision of Kiowa, Inc. 80% general), which serves less than 500 subscribers.


                     ENTITY                       OWNERSHIP                   OWNERSHIP %           SUBSCRIBERS



        Kansas City Cable Partners     TCI of Missouri, Inc.                  46.20% general             314,000
                                                                               3.80% general
                                       TCI of Overland Park, Inc.


                                                                              50.00% general
                                       Time Warner Entertainment
                                       Company, L.P.
        Texas Cable Partners, L.P.     TCI Texas Cable Holdings, L.L.C.       49.50% limited            1,137,000
                                       TCI Texas Cable, Inc.                  0.50% general


                                       Time Warner Entertainment -            49.50% limited
                                       Advance/Newhouse L.P.
                                       TWE-A/N Texas Cable Partners           0.50% general
                                       General Ptnr. LLC
        US Cable of Coastal - Texas, L.P. AT&T Broadband USC L.L.C.           48.335% limited            151,000


                                       US Cable Holdings, L.P.               51.664% general
        Midcontinent Communications    TCI Midcontinent, LLC                   50% general               206,000


                                       Midcontinent Communications             50% general
                                       Investor, LLC
        Century-TCI California         TCI California Holdings, L.L.C.         25% Limited               774,000
        Communications, L.P.

                                       Century Exchange, L.L.C.           75% Limited and General

TOTAL                                                                                               18,795,000




                                                   -2-



Document Created: 2002-02-27 20:01:38
Document Modified: 2002-02-27 20:01:38

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