Charter and Comcast Agree to Transactions That Will Benefit Shareholders,
Industry and Consumers

April 28, 2014

Important Information for Investors and Shareholders

This communication does not constitute an offer to sell or the solicitation of
an offer to buy any securities or a solicitation of any vote or approval. In
connection with the proposed transaction between Comcast Corporation
("Comcast") and Charter Communications, Inc. ("Charter"), Charter will file
with the Securities and Exchange
Commission ("SEC") a registration statement on Form S-4 that will include a
proxy statement of Charter that also constitutes a prospectus of Charter, and a
definitive proxy statement/prospectus will be mailed to shareholders of
Charter. INVESTORS AND SECURITY HOLDERS OF COMCAST AND CHARTER ARE URGED TO
READ THE PROXY STATEMENT/PROSPECTUS AND OTHER DOCUMENTS THAT WILL BE FILED WITH
THE SEC CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION. Investors and security holders will be able to obtain free copies
of the registration statement and the proxy statement/prospectus (when
available) and other documents filed with the SEC by Comcast or Charter through
the website maintained by the SEC at http://www.sec.gov.
Copies of the documents filed with the SEC by Comcast are available free of
charge on Comcast's website at http://cmcsa.com or by contacting Comcast's
Investor
Relations Department at 866-281-2100. Copies of the documents filed with the
SEC by Charter will be available free of charge on Charter's website at
charter.com, in the "Investor and News Center" near the bottom of the page, or
by contacting Charter's Investor Relations Department at (203) 905-7955.

In addition, in connection with the proposed transaction between Comcast and
Time Warner Cable Inc. ("Time Warner Cable"), on March 20, 2014, Comcast filed
with the SEC a registration statement on Form S-4 containing a preliminary
joint proxy statement of Comcast and Time Warner Cable that also constitutes a
preliminary prospectus of Comcast. The registration statement has not yet
become effective. After the registration statement is declared effective by the
SEC, a definitive joint proxy statement/prospectus will be mailed to
shareholders of Comcast and Time Warner Cable. INVESTORS AND SECURITY HOLDERS
OF COMCAST AND TIME WARNER CABLE ARE URGED TO READ THE JOINT PROXY
STATEMENT/PROSPECTUS AND OTHER DOCUMENTS FILED OR THAT WILL BE FILED WITH THE
SEC CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN
IMPORTANT INFORMATION. Investors and security holders may obtain free copies of
the registration statement and the joint proxy statement/prospectus and other
documents filed with the SEC by Comcast or Time Warner Cable through the
website maintained by the SEC at http://www.sec.gov. Copies of the documents
filed with the SEC by Comcast are available free of charge on Comcast's website
at http://cmcsa.com or by contacting Comcast's Investor Relations Department at
866-281-2100. Copies of the documents filed with the SEC by Time Warner Cable
will be available free of charge on Time Warner Cable's website at
http://ir.timewarnercable.com or by contacting Time Warner Cable's Investor
Relations Department at 877-446-3689.

Shareholders of Comcast and Time Warner Cable are not being asked to vote on
the proposed transaction between Comcast and Charter, and the proposed
transaction between Comcast and Time Warner Cable is not contingent upon the
proposed transaction between Comcast and Charter.

Comcast, Time Warner Cable, Charter and their respective directors and certain
of their respective executive officers may be considered participants in the
solicitation of proxies in connection with the proposed transaction between
Comcast and Time Warner Cable, and Comcast, Charter and their respective
directors and certain of their respective executive officers may be considered
participants in the solicitation of proxies in connection with the proposed
transaction between Comcast and Charter. Information about the directors and
executive officers of Time Warner Cable is set forth in its Annual Report on
Form 10-K for the year ended December 31, 2013, which was filed with the SEC on
February 18, 2014, and its preliminary proxy statement for its 2014 annual
meeting of stockholders, which was filed with the SEC on April 8, 2014.
Information about the directors and executive officers of Comcast is set forth
in its Annual Report on Form 10-K for the year ended December 31, 2013, which
was filed with the SEC on February 12, 2014, and its proxy statement for its
2014 annual meeting of stockholders, which was filed with the SEC on April 11,
2014. Information about the directors and executive officers of Charter is set
forth in its Annual Report on Form 10-K for the year ended December 31, 2013,
which was filed with the SEC on February 21, 2014, and its proxy statement for
its 2014 annual meeting of stockholders, which was filed with the SEC on March
27, 2014. These documents can be obtained free of charge from the sources
indicated above. Additional information regarding the participants in the proxy
solicitations and a description of their direct and indirect interests, by
security holdings or otherwise, are contained in the preliminary joint proxy
statement/prospectus of Comcast and Time Warner Cable filed with the SEC and
will be contained in the definitive joint proxy statement/prospectus of Comcast
and Time Warner Cable and other relevant materials to be filed with the SEC
when they become available, and will also be contained in the preliminary proxy
statement/prospectus of Charter when it becomes available.

2

Cautionary Statement Regarding Forward-Looking Statements

Certain statements in this communication regarding the proposed acquisition of
Time Warner Cable by Comcast and the proposed transaction between Comcast and
Charter, including any statements regarding the expected timetable for
completing the transactions, benefits and synergies of the transactions, future
opportunities for the respective companies and products, and any other
statements regarding Comcast's, Time Warner Cable's and Charter's future
expectations, beliefs, plans, objectives, financial conditions, assumptions or
future events or performance that are not historical facts are
"forward-looking" statements made within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended. These statements are often, but not always, made
through the use of words or phrases such as "may", "believe," "anticipate,"
"could", "should," "intend," "plan," "will," "expect(s)," "estimate(s),"
"project(s)," "forecast(s)", "positioned," "strategy," "outlook" and similar
expressions. All such forward-looking statements involve estimates and
assumptions that are subject to risks, uncertainties and other factors that
could cause actual results to differ materially from the results expressed in
the statements. Among the key factors that could cause actual results to differ
materially from those projected in the forward-looking statements are the
following: the timing to consummate the proposed transactions; the risk that a
condition to closing either of the proposed transactions may not be satisfied;
the risk that a regulatory approval that may be required for either of the
proposed transactions is not obtained or is obtained subject to conditions that
are not anticipated; the parties' ability to achieve the synergies and value
creation contemplated by the proposed transactions; the parties' ability to
promptly, efficiently and effectively integrate acquired operations into their
own operations; and the diversion of management time on transaction-related
issues. Additional information concerning these and other factors can be found
in Comcast's, Time Warner Cable's and Charter's respective filings with the
SEC, including Comcast's, Time Warner Cable's and Charter's most recent Annual
Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on
Form 8-K. Comcast, Time Warner Cable and Charter assume no obligation to update
any forward-looking statements. Readers are cautioned not to place undue
reliance on these forward-looking statements that speak only as of the date
hereof.

3

Brian L. Roberts

Chairman and CEO, Comcast Corporation

Transaction Overview

* Mutually beneficial and tax-efficient agreement

* Value enhancing for Comcast shareholders

* Comcast's divesting 3.9 million customers facilitates regulatory approval
process for Time
Warner Cable merger

* Three part transaction:

* Asset Sale: Charter acquires systems serving ~1.4 million former TWC
customers for an estimated $7.3 billion in cash * Asset Transfer: Charter and
Comcast transfer assets in a tax-efficient exchange involving ~1.6 million
former TWC customers and ~1.6 million Charter customers

* Asset Spin-off: Comcast will spin-off a new entity ("SpinCo") composed of
cable systems serving
~2.5 million Comcast customers to its shareholders, with Charter acquiring ~33%
of the equity of SpinCo in exchange for 13% of the equity of a new holding
company of Charter

* Improves rationalization of each company's footprint, enhancing operating
efficiencies and technology deployments

5

Overview and Summary

Charter and Comcast, with Time Warner Cable's (TWC) consent, have entered into
an agreement for a series of transactions following the close of Comcast's
proposed merger with TWC

1 1.4 Million Video Customer Asset Purchase

2 1.6 Million Video Customer Transfer
3 2.5 Million Video Customer 3 ~33%(2) Stake Purchase Spin-Off to Shareholders
(~67%) SpinCo

1 Asset Purchase: 2 Asset Transfer: 3 Spin-Off and Stake Purchase:

[] Charter acquires systems from [] Charter and Comcast transfer [] Comcast
will spin-off a new entity Comcast, representing assets in a tax-efficient
exchange ("SpinCo") composed of cable approximately 1.4 million former
involving approximately 1.6 million systems serving approx. 2.5 TWC video
customers for an former TWC video customers and million Comcast video customers
estimated $7.3 billion(1) in cash approximately 1.6 million Charter to its
shareholders video customers [] Charter will acquire approx.
33%(2) of SpinCo equity by issuing an estimated $2.1 billion(1)
1) See notes on page 13 of equity of a new holding
2) Ownership percentage to be greatest percentage that results in Comcast
stockholders as of immediately prior to company of Charter to SpinCo the TWC
merger holding at least 50.75% of SpinCo immediately after Charter acquisition
of SpinCo equity
shareholders

All value transfers to be valued at 7.125x 2014 EBITDA(1)

6

Thomas M. Rutledge

President and CEO, Charter Communications

Announced Transactions Drive Value for Charter

Creates Strong #2 Cable Player -- Charter

[] Charter will own systems with an estimated 5.7 million video customers(1)

[] Through its services agreement with SpinCo, Charter will manage an
additional estimated 2.5 million SpinCo video customers(1)

[] As a result of the transactions Charter will own 5.7 million video customers
and manage systems comprising 8.2 million video customers(1), providing scale
and operating efficiencies for both companies

[] For Charter shareholders, we believe the transactions will be accretive
relative to Charter's stand-alone plan pp Creates New Publicly Traded MSO That
Will Leverage Charter's Strategy and Services

* SpinCo to benefit from its services agreement with Charter, providing
synergies to SpinCo that it would not have on a standalone basis

* Charter's proven operating model intended to drive long-term growth and value
at SpinCo

* Charter executives to serve on SpinCo Board of Directors, with Tom Rutledge
as chairman

1) Charter customer count on its reporting methodology, net additions and
SpinCo on respective TWC and Comcast reporting methodology, where there may be
small definitional differences. Totals may not recalculate due to rounding.

8

Benefits of Transactions for Charter

                                 [] Nearly doubles the number of video
customers owned or managed by Charter to over 8 million Enhances Scale []
Significantly improved operating footprint provides better marketing and
service capabilities and Footprint [] Charter and SpinCo will be the leading
cable operators in 10 states

[] Attractive competitive dynamics

[] Ownership in SpinCo expected to deliver attractive returns for Charter
shareholders
~33% Ownership in
 SpinCo Drives [] Scale will drive benefits for both Charter and SpinCo
Operational and [] Charter representation on SpinCo Board
Financial Benefits
[] Service fee to Charter of 4.25% of SpinCo revenue, plus cost reimbursement

[] Enterprise Value/2014E EBITDA = 7.125x (1)

Fair Valuation and [] Ability to drive operating synergies and enhance growth
profile
Growth Potential
[] System synergies driven by more logical geographic operations, partly offset
by programming cost increases coming off of Comcast/TWC programming agreements


Levered Equity [] Pro forma leverage of ~5x for Charter, preserves levered
equity profile
Returns [] Existing tax assets (NOL  and  outsized basis) remain intact at Charter
and their present value is enhanced with accelerated use of tax loss
carryforwards via asset purchase

1) See notes on page 13

9

Pro Forma Charter and SpinCo: Scale and Footprint

Charter will Video Customers (in Millions)(1)
[] Acquire systems in Ohio, Kentucky, Wisconsin, Indiana and Alabama DMAs
Current Charter 4.4
[] Divest systems in California, New England, Tennessee, Georgia, North
Carolina, Texas, + Acquired Systems ~1.4 Oregon, Washington and Virginia DMAs =
Pro Forma Charter ~5.7 SpinCo to own systems that are adjacent and/or
contiguous to Charter systems in SpinCo ~2.5

[] Michigan, Minnesota, Indiana, Alabama, Eastern Tennessee, Kentucky and
Wisconsin DMAs Charter Owned or Managed ~8.2

   Charter Less Divested Systems Acquired Systems SpinCo Note: Larger Circles
Representing Major Markets

1) Charter customer count on its reporting methodology, net additions and
SpinCo on respective TWC and Comcast reporting methodology, where there may be
small definitional differences. Totals may not recalculate due to rounding.

10

Christopher L. Winfrey

Executive Vice President and CFO, Charter Communications

Transactions Summary for Charter

[] In addition to ~1.6 million asset transfer in a tax-efficient exchange,
transaction values will all be determined at closing, based on carve-out
financials for asset transfer systems, purchased systems and SpinCo

[] The calculations below are based on preliminary estimates, with all systems
valued at 7.125x 2014 carve-out EBITDA as defined in the agreement

[] Charter will merge into a newly formed subsidiary of CCH I ("New Charter");
shares of Charter become shares of New Charter

Systems Acquisition

[] Charter will issue debt to acquire systems serving approximately 1.4 million
of the prior TWC video customers

[] Based on estimated 2014 EBITDA (pro-rated as a proxy for the acquired
systems), this transaction is estimated to be valued at $7.3 billion(1)

[] Charter expects to have leverage of ~5x EBITDA at close and to naturally
delever back to its target leverage range of 4.0 -4.5x EBITDA

[] Comcast and Charter have also agreed that Comcast will receive the value of
the tax benefits Charter realizes from a step-up in basis of the acquired
assets, at the earlier of time of realization and 8 years

Spin-Off and Stake Aquisition

[] SpinCo will raise new debt of ~5x EBITDA prior to its spin off

[] Based on the estimated 2014 carve-out EBITDA of SpinCo, SpinCo would have an
estimated enterprise value of $14.3 billion and an estimated equity value of
$5.8 billion (assuming leverage of ~5x)(1)

[] New Charter will issue equity to SpinCo shareholders to acquire its ~33%
stake in SpinCo(2), Comcast will have no ownership of SpinCo

[] SpinCo shareholders would receive shares representing an approximate 13%
ownership stake in New Charter(1)

[] SpinCo will employ an executive team and have a Board of Directors of 9
members, 3 of whom will be Charter executives

[] SpinCo operations to benefit from Charter Board participation and services
agreement

1) See notes on page 13
2) Ownership percentage to be greatest percentage that results in Comcast
stockholders as of immediately prior to the TWC merger holding at least 50.75%
of SpinCo immediately after Charter acquisition of SpinCo equity

12

Illustrative Transaction Details for Charter

Acquisition Transaction Pro Forma Charter Ownership

Est. Net 2014 Carve-out EBITDA Acquired $1.0B Current Charter Shareholders ~87%
Transaction Valuation Multiple 7.125x SpinCo Shareholders ~13%

= Estimated Purchase Price $7.3B

SpinCo Transaction Pro Forma Charter Debt (excl. SpinCo)

Estimated 2014 SpinCo Carve-out EBITDA $2.0B Projected Charter Debt at Close
12/31/2014 $14.1B Transaction Valuation Multiple 7.125x + New Debt and Fees for
Acquisition of Systems $7.7B

= Estimated SpinCo Enterprise Value $14.3B = Pro Forma Charter Debt at Close
$21.8B

Estimated PF Leverage at Close ~5x
SpinCo Leverage ~5x Debt to be Raised at SpinCo $8.5B

Implied SpinCo Equity Value $5.8B Stake Purchased by Charter ~33%

= Est. Charter Equity to SpinCo Shareholders $2.1B

Notes:
[] EBITDA defined as all revenue less direct costs and fully allocated indirect
costs of the respective systems, including corporate overhead, as defined in
agreement
[] The shares issued to SpinCo shareholders will be based on the VWAP of
Charter shares for 60 calendar days ending on the last trading day prior to
closing. 12% ownership on a fully diluted basis (based on 4/25/2014 share
price).
[] $7.3 billion acquisition purchase price estimate based on 7.125x estimated
2014 carve-out EBITDA, less $22 million of other expense allocation. Estimated
carve-out EBITDA based on fully allocated EBITDA/video customer derived from
Comcast S-4 filing dated 3/20/14.
[] $2.1 billion Charter equity issuance estimate based on 7.125x estimated 2014
carve-out EBITDA, less $22 million of Comcast corporate allocation, less ~5x
leverage based on estimated 2014 pro forma EBITDA, multiplied by ~33% stake
purchased. Estimated carve-out EBITDA based on EBITDA/video customer derived
from Comcast S-4 filing dated 3/20/14, less non-allocable corporate overhead.
Est. pro forma EBITDA based on est. carve-out EBITDA less Charter service fee
and any other customary pro forma adjustments.
[] All numbers and calculation shown are based on preliminary estimates pending
preparation of financial statements.
[] Charter customer count on its reporting methodology, net additions and
SpinCo on respective TWC and Comcast reporting methodology, where there may be
small definitional differences. Totals may not recalculate due to rounding.

13

Michael J. Angelakis

Vice Chairman and CFO, Comcast Corporation

Benefits of Transactions for Comcast

Benefits [] Early identification to federal, state and local regulatory bodies
of Comcast divestiture process
Regulatory
[] Reduces Comcast post-merger number of managed residential customers to less
than 30% of
Process and national MVPD market
Integration
Planning [] Provides clarity on divested and transferred systems for
integration planning

[] Valued at Comcast Cable's 7.125x 2014 estimated EBITDA

[] Tax-efficient spin-off to Comcast shareholders
Efficient Transaction
[] Inclusion of higher tax basis TWC assets minimizes tax burden in the asset
sale
Structure
[] Comcast gross debt reduced by ~$9 billion, assuming ~5x leverage on SpinCo

[] Approximately $5 billion in net cash proceeds from asset sale

                                 [] Substantially improves operating efficiency
and technology deployments in key Comcast markets Improves Scale [] Improves
presence and geographic rationalization in the greater New York, greater
Boston, and Geographic Dallas/Ft. Worth, Northern and Southern California,
greater Atlanta, Tennessee and the North Rationalization Carolina markets

[] Attractive for increased advertising opportunity and enhances enterprise
capabilities

[] Approximately ~$19.5 billion of value received for Comcast shareholders

Benefits [] Comcast shareholders will own equity in SpinCo (~67%) and New
Charter (~13%) Comcast [] Commitment to leverage neutral transaction, providing
share repurchase capacity
Shareholders
[] Preserves ~$1.5 billion synergies and maintains the compelling strategic and
financial rationale of the Time Warner Cable merger

15

Pro Forma Estimated Comcast

Est. Initial Value to Comcast Shareholders Highlights

($ in Billions)
[] Less than 30 million managed residential
SpinCo Equity $3.5 customers Charter Equity + $2.0
[] Increased presence in key strategic markets
Total SpinCo and Charter Equity $5.5
[] Improved business opportunity to serve regional
Reduction in Comcast Debt +$9.0 and enterprise businesses Net Cash Proceeds
+$5.0
[] Significant opportunities for operating
Est. Initial Value to Comcast Shareholders $19.5 efficiencies and revenue
growth

[] Additional buyback capacity through cash proceeds from sale proceeds and
debt reduction
Illustrative Pro Forma Comcast EBITDA

($ in Billions) [] Preserves balance sheet strength and will
Comcast consensus 2014E EBITDA $22.9 remain leverage neutral

TWC consensus 2014E EBITDA + $8.4 [] Pro forma leverage at 12/31/2014 remains
at 2.2x
Combined 2014E EBITDA $31.3

Commitment to Continue to Build Shareholder
Net EBITDA reduction ($3.0)
Value
Pro Forma 2014E Comcast Consensus EBITDA $28.3

16

Regulatory Implications

We believe this agreement facilitates the regulatory review by bringing
certainty to our divestitures early in the process pp Regulatory filings

[] We will continue to pursue the pending applications and filings for the
Comcast-TWC deal

[] These transactions will require their own HSR filings

[] We will file new public interest statements and applications at the FCC for
these transactions

[] We will also file new LFA and state PUC applications in multiple
jurisdictions

We will aim to make all additional filings in approximately 30 days

We will request review of all transactions on an integrated basis and we are
hopeful that review will be completed by the end of the year

17

Q and A