SEC Filing | Charter Communications Inc.

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SEC FORM 4/A SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Apollo Management Holdings GP, LLC

(Last)

(First)

(Middle)

9 W. 57TH STREET

43RD FLOOR

(Street)

NEW YORK

10019

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
CHARTER COMMUNICATIONS, INC. /MO/ [ CHTR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/08/2012

4. If Amendment, Date of Original Filed (Month/Day/Year)
08/10/2012

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A common stock	08/08/2012		X		19,518⁽¹⁾	A	$46.86	31,997,059⁽¹⁾	I	See footnote⁽¹⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

Apollo Management Holdings GP, LLC

(Last)

(First)

(Middle)

9 W. 57TH STREET

43RD FLOOR

(Street)

NEW YORK

10019

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Apollo Management Holdings, L.P.

(Last)

(First)

(Middle)

9 W. 57TH STREET

(Street)

NEW YORK

10019

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Apollo Principal Holdings I GP, LLC

(Last)

(First)

(Middle)

TWO MANHATTANVILLE ROAD

SUITE 203

(Street)

PURCHASE

10577

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Apollo Principal Holdings I, L.P.

(Last)

(First)

(Middle)

TWO MANHATTANVILLE ROAD

SUITE 203

(Street)

PURCHASE

10577

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Apollo Value Management, L.P.

(Last)

(First)

(Middle)

TWO MANHATTANVILLE ROAD

(Street)

PURCHASE

10577

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Apollo Capital Management GP, LLC

(Last)

(First)

(Middle)

9 WEST 57TH STREET

(Street)

NEW YORK

10019

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Apollo Capital Management, L.P.

(Last)

(First)

(Middle)

9 WEST 57TH STREET

(Street)

NEW YORK

10019

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Apollo Alternative Assets, L.P.

(Last)

(First)

(Middle)

87 MARY STREET, GEORGE TOWN

(Street)

GRAND CAYMAN

KY1-9005

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Apollo Principal Holdings II GP, LLC

(Last)

(First)

(Middle)

9 W. 57TH ST.

43RD FLOOR

(Street)

NEW YORK

10019

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Apollo Principal Holdings II, L.P.

(Last)

(First)

(Middle)

9 W. 57TH STREET

43RD FLOOR

(Street)

NEW YORK

10019

(City)

(State)

(Zip)

Explanation of Responses:

1. See Exhibit 99.1.

	[see signatures attached as Exhibit 99.2]	08/20/2012
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Exhibit 99.1

(1) This Amendment to the Form 4 initially filed on August 10, 2012, as amended on August 15, 2012 (the “Form 4”), is filed solely for the purpose of correcting the number of shares of the Class A common stock, par value $0.001 (the “Common Stock”) of Charter Communications, Inc. (the “Issuer”) that were reported as having been acquired upon exercise of the warrants as reported in the Form 4, and to correct the number of securities reported as beneficially owned following the exercise of the warrants.

This Amendment to the Form 4 also corrects the number of shares reported as issued to AAA Co-Invest VI BC, Ltd. (“AAA VI”) and AAA Co-Invest VII BC, Ltd. (“AAA VII”) upon exercise of the warrants as originally reported in footnote (1) to the Form 4. Based on information provided by the Issuer on August 17, 2012, following the exercise of the warrants, the number of shares of Common Stock held of record by AAA VI was 11,623 shares of Common Stock, and the number of shares of Common Stock held of record by AAA VII was 7,895 shares of Common Stock.

The Form 4 filed by the reporting persons on August 15, 2012 (the “August 15th Form 4”) did not reflect the corrections made in this Amendment to the Form 4. Following the transactions reported in the August 15th Form 4, the correct number of shares beneficially owned by the reporting persons was an aggregate of 28,330,726 shares of Common Stock, including: (i) 27,455,376 shares of Common Stock held of record by AP Charter Holdings (Sub II), LLC (“AP Charter Sub II”); (ii) 764,663 shares of Common Stock held of record by Red Bird, L.P. (“Red Bird”); (iii) 41,921 shares of Common Stock held of record by Blue Bird, L.P. (“Blue Bird”); (iv) 39,335 shares of Common Stock held of record by Green Bird, L.P. (“Green Bird”), (v) 11,623 shares of Common Stock held of record by AAA Co-Invest VI BC, Ltd. (“AAA VI”), and (vi) 7,895 shares of Common Stock held of record by AAA Co-Invest VII BC, Ltd. (“AAA VII”). The amount reported as beneficially owned also includes 9,913 shares of Common Stock that are held of record by Permal Apollo Value Investment Fund Ltd. (“Permal Fund”).

This Amendment to the Form 4 is filed solely to make the corrections as described above and does not reflect the acquisition or the disposition of any securities.

Exhibit 99.2

This Amendment to Statement on Form 4 is filed by: (i) AP Charter Holdings (Sub II), LLC, (ii) Red Bird, L.P., (iii) Blue Bird, L.P., (iv) Green Bird, L.P., (v) AAA Co-Invest VI BC, Ltd., (vi) AAA Co-Invest VII BC, Ltd., (vii) AP Charter Holdings (Sub II MM), LLC; (viii) AP Charter Holdings, L.P., (ix) Apollo Advisors VI, L.P., (x) Apollo Capital Management VI, LLC, (xi) Apollo Advisors VII, L.P., (xii) Apollo Capital Management VII, LLC, (xiii) Apollo Principal Holdings I, L.P., (xiv) Apollo Principal Holdings I GP, LLC, (xv) Red Bird GP, Ltd., (xvi) Blue Bird GP, Ltd., (xvii) Green Bird GP, Ltd., (xviii) AAA Guarantor — Co-Invest VI, L.P., (xix) AAA Guarantor — Co-Invest VII, L.P., (xx) Apollo SVF Management, L.P., (xxi) Apollo SVF Management GP, LLC, (xxii) Apollo Value Management, L.P., (xxiii) Apollo Value Management GP, LLC, (xxiv) Apollo Capital Management, L.P., (xxv) Apollo Capital Management GP, LLC, (xxvi) Apollo SOMA Advisors, L.P., (xxvii) Apollo SOMA Capital Management, LLC, (xxviii) Apollo SVF Advisors, L.P., (xxix) Apollo SVF Capital Management, LLC, (xxx) Apollo Value Advisors, L.P., (xxxi) Apollo Value Capital Management, LLC, (xxxii) Apollo Principal Holdings II, L.P., (xxxiii) Apollo Principal Holdings II GP, LLC, (xxxiv) AAA MIP Limited, (xxxv) Apollo Alternative Assets, L.P., (xxxvi) Apollo International Management, L.P., (xxxvii) Apollo International Management GP, LLC, (xxxviii) Apollo Management Holdings, L.P., and (xxxix) Apollo Management Holdings GP, LLC

Name of Designated Filer: Apollo Management Holdings GP, LLC

Date of Event Requiring Statement: August 8, 2012

Issuer Name and Ticker or Trading Symbol: Charter Communications, Inc. [CHTR]

AP CHARTER HOLDINGS (SUB II), LLC

By:	AP Charter Holdings (Sub II MM), LLC
	its sole member and manager

	By:			/s/ Laurie D. Medley
	Name:			Laurie D. Medley
	Title:			Vice President


RED BIRD, L.P.

By:		Red Bird GP, Ltd.
		its general partner

		By:	Apollo SVF Management, L.P.
			its director

			By:		Apollo SVF Management GP, LLC
					its general partner

					By:	/s/ Laurie D. Medley
					Name:	Laurie D. Medley
					Title:	Vice President

BLUE BIRD, L.P.

By:	Blue Bird GP, Ltd.
	its general partner

	By:		Apollo SVF Management, L.P.
			its director

			By:		Apollo SVF Management GP, LLC
					its general partner

					By:		/s/ Laurie D. Medley
					Name:		Laurie D. Medley
					Title:		Vice President


GREEN BIRD, L.P.

By:	Green Bird GP, Ltd.
	its general partner

	By:			Apollo Value Management, LP.
				its director

				By:		Apollo Value Management GP, LLC
						its general partner

						By		/s/ Laurie D. Medley
						Name:		Laurie D. Medley
						Title:		Vice President


AAA CO-INVEST VI BC, LTD.

By:		/s/ Laurie D. Medley
Name:		Laurie D. Medley
Title:		Director


AAA CO-INVEST VII BC, LTD.

By:		/s/ Laurie D. Medley
Name:		Laurie D. Medley
Title:		Director

AP CHARTER HOLDINGS (SUB II MM), LLC

By:		/s/ Laurie D. Medley
Name:		Laurie D. Medley
Title:		Vice President

AP CHARTER HOLDINGS, L.P.

By:	Apollo Advisors VI, L.P.
	its general partner

	By:			Apollo Capital Management VI, LLC,
				its general partner

				By:			/s/ Laurie D. Medley
				Name:			Laurie D. Medley
				Title:			Vice President


APOLLO ADVISORS VI, L.P.

By:	Apollo Capital Management VI, LLC,
	its general partner

	By:				/s/ Laurie D. Medley
	Name:				Laurie D. Medley
	Title:				Vice President


APOLLO CAPITAL MANAGEMENT VI, LLC

By:		/s/ Laurie D. Medley
Name:		Laurie D. Medley
Title:		Vice President


APOLLO ADVISORS VII, L.P.

By:	Apollo Capital Management VII, LLC,
	its general partner

	By:					/s/ Laurie D. Medley
	Name:					Laurie D. Medley
	Title:					Vice President


APOLLO CAPITAL MANAGEMENT VII, LLC

By:			/s/ Laurie D. Medley
Name:			Laurie D. Medley
Title:			Vice President

APOLLO PRINCIPAL HOLDINGS I, L.P.

By:	Apollo Principal Holdings I GP, LLC,
	its general partner

	By:			/s/ Laurie D. Medley
	Name:			Laurie D. Medley
	Title:			Vice President


APOLLO PRINCIPAL HOLDINGS I GP, LLC

By:		/s/ Laurie D. Medley
Name:		Laurie D. Medley
Title:		Vice President


RED BIRD GP, LTD.

By:	Apollo SVF Management, L.P.
	its director

	By:		Apollo SVF Management GP, LLC
			its general partner

			By:			/s/ Laurie D. Medley
			Name:			Laurie D. Medley
			Title:			Vice President


BLUE BIRD GP, LTD.

By:	Apollo SVF Management, L.P.
	its director

	By:		Apollo SVF Management GP, LLC
			its general partner

			By:		/s/ Laurie D. Medley
			Name:		Laurie D. Medley
			Title:		Vice President

GREEN BIRD GP, LTD.

By:	Apollo Value Management, L.P.
	its director

	By:	Apollo Value Management GP, LLC
		its general partner

		By:	/s/ Laurie D. Medley
		Name:	Laurie D. Medley
		Title:	Vice President

AAA GUARANTOR – CO-INVEST VI, L.P.

By:	AAA MIP Limited
	its general partner

	By:	Apollo Alternative Assets, L.P.
		its investment manager

		By:	Apollo International Management, L.P.
			its managing general partner

			By:	Apollo International Management GP, LLC
				its general partner

				By:	/s/ Laurie D. Medley
					Laurie D. Medley
					Vice President

AAA GUARANTOR – CO-INVEST VII, L.P.

By:	AAA MIP Limited
	its general partner

	By:	Apollo Alternative Assets, L.P.
		its investment manager

		By:	Apollo International Management, L.P.
			its managing general partner

			By:	Apollo International Management GP, LLC
				its general partner

				By:	/s/ Laurie D. Medley
					Laurie D. Medley
					Vice President

APOLLO SVF MANAGEMENT, L.P.

By:	Apollo SVF Management GP, LLC
	its general partner


	By:				/s/ Laurie D. Medley
	Name:				Laurie D. Medley
	Title:				Vice President


APOLLO SVF MANAGEMENT GP, LLC


By:			/s/ Laurie D. Medley
Name:			Laurie D. Medley
Title:			Vice President


APOLLO VALUE MANAGEMENT, L.P.


By:		Apollo Value Management GP, LLC
		its general partner

		By:				/s/ Laurie D. Medley
		Name:				Laurie D. Medley
		Title:				Vice President


APOLLO VALUE MANAGEMENT GP, LLC

By:				/s/ Laurie D. Medley
Name:				Laurie D. Medley
Title:				Vice President


APOLLO CAPITAL MANAGEMENT, L.P.

By:		Apollo Capital Management GP, LLC
		its general partner

		By:				/s/ Laurie D. Medley
		Name:				Laurie D. Medley
		Title:				Vice President


APOLLO CAPITAL MANAGEMENT GP, LLC

By:			/s/ Laurie D. Medley
Name:			Laurie D. Medley
Title:			Vice President

APOLLO SOMA ADVISORS, L.P.

By:		Apollo SOMA Capital Management, LLC
		its general partner

		By:		/s/ Laurie D. Medley
		Name:		Laurie D. Medley
		Title:		Vice President


APOLLO SOMA CAPITAL MANAGEMENT, LLC

By:			/s/ Laurie D. Medley
Name:			Laurie D. Medley
Title:			Vice President


APOLLO SVF ADVISORS, L.P.

By:		Apollo SVF Capital Management, LLC
		its general partner

		By:		/s/ Laurie D. Medley
		Name:		Laurie D. Medley
		Title:		Vice President


APOLLO SVF CAPITAL MANAGEMENT, LLC

By:			/s/ Laurie D. Medley
Name:			Laurie D. Medley
Title:			Vice President


APOLLO VALUE ADVISORS, L.P.

By:	Apollo Value Capital Management, LLC
	its general partner

	By:			/s/ Laurie D. Medley
	Name:			Laurie D. Medley
	Title:			Vice President


APOLLO VALUE CAPITAL MANAGEMENT, LLC

By:			/s/ Laurie D. Medley
Name:			Laurie D. Medley
Title:			Vice President

APOLLO PRINCIPAL HOLDINGS II, L.P.

By:	Apollo Principal Holdings II GP, LLC
	its general partner

	By:				/s/ Laurie D. Medley
	Name:				Laurie D. Medley
	Title:				Vice President


APOLLO PRINCIPAL HOLDINGS II GP, LLC

By:		/s/ Laurie D. Medley
Name:		Laurie D. Medley
Title:		Vice President


AAA MIP LIMITED

By:	Apollo Alternative Assets, L.P.
	its investment manager

	By:		Apollo International Management, L.P.
			its managing general partner

			By:			Apollo International Management GP, LLC,
						its general partner

						By:		/s/ Laurie D. Medley
						Name:		Laurie D. Medley
						Title:		Vice President


APOLLO ALTERNATIVE ASSETS, L.P.

By:	Apollo International Management, L.P.
	its managing general partner

	By:			Apollo International Management GP, LLC
				its general partner

				By:			/s/ Laurie D. Medley
				Name:			Laurie D. Medley
				Title:			Vice President


APOLLO INTERNATIONAL MANAGEMENT, L.P.

By:	Apollo International Management GP, LLC
	its general partner

	By:				/s/ Laurie D. Medley
	Name:				Laurie D. Medley
	Title:				Vice President


APOLLO INTERNATIONAL MANAGEMENT GP, LLC

By:		/s/ Laurie D. Medley
Name:		Laurie D. Medley
Title:		Vice President


APOLLO MANAGEMENT HOLDINGS, L.P.

By:	Apollo Management Holdings GP, LLC
	its general partner

	By:			/s/ Laurie D. Medley
	Name:			Laurie D. Medley
	Title:			Vice President


APOLLO MANAGEMENT HOLDINGS GP, LLC

By:			/s/ Laurie D. Medley
Name:			Laurie D. Medley
Title:			Vice President