EX-99.1 2 a2147295zex-99_1.htm EXHIBIT 99.1
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Exhibit 99.1

        UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK

Case No. 02-12834 and 02-41729 through 02-41957*
Chapter 11

ADELPHIA COMMUNICATIONS CORPORATION, et al.
(Name of Debtors)

Monthly Operating Report for
the period ended October 31, 2004 **

Debtors' Address:
5619 DTC Parkway
Greenwood Village, CO 80111

Willkie Farr & Gallagher LLP
(Debtors' Attorneys)

Monthly Operating Loss:  $(10,374)
($ in thousands)

Report Preparer:

The undersigned, having reviewed the attached report and being familiar with the Debtors' financial affairs, verifies under the penalty of perjury, that the information contained therein is complete, accurate and truthful to the best of my knowledge.**

Date:    November 24, 2004


 

 

/s/  
SCOTT MACDONALD      
Scott Macdonald
Senior Vice President
and Chief Accounting Officer

Indicate if this is an amended statement by checking here

AMENDED STATEMENT     o


*
Refer to Schedule VI for a listing of Debtors by Case Number.

**
All amounts herein are preliminary and subject to revision. The Debtors reserve all rights to revise this report.


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
UNAUDITED CONSOLIDATED BALANCE SHEET
(Dollars in thousands, except per share amounts)

 
  October 31, 2004
 
ASSETS:        
Current Assets:        
  Cash and cash equivalents   $ 323,285  
  Restricted cash     5,114  
  Subscriber receivables—net     203,129  
  Other current assets     267,394  
   
 
    Total current assets     798,922  
   
 
Restricted cash     9,535  
Investments     25,611  
Intercompany receivables     27,664,192  
Related party receivables     1,750,427  
Property, plant and equipment—net     6,904,078  
Intangible assets—net     15,306,020  
Other noncurrent assets—net     208,016  
   
 
      Total assets   $ 52,666,801  
   
 
LIABILITIES AND STOCKHOLDERS' EQUITY:        
Current liabilities:        
  Accounts payable   $ 100,837  
  Subscriber advance payments and deposits     111,090  
  Accrued and other liabilities     248,108  
  Current portion of parent and subsidiary debt     50,493  
   
 
    Total current liabilities     510,528  
   
 
Noncurrent liabilities:        
  Parent and subsidiary debt, net of current portion     638,176  
  Accrued and other liabilities     177,638  
  Deferred income taxes     2,004,762  
  Intercompany payables     615,308  
  Related party payables     162,681  
   
 
    Total noncurrent liabilities     3,598,565  
   
 
Liabilities subject to compromise     46,051,025  
   
 
      Total liabilities     50,160,118  
   
 
Minority interests     535,512  
   
 
Stockholders' equity:        
  Convertible preferred stock     397  
  Class A and Class B common stock, $.01 par value, 1,500,000,000 shared authorized, 254,842,636 shares issued and outstanding     2,548  
  Additional paid-in capital     9,467,136  
  Accumulated other comprehensive loss     (6,721 )
  Accumulated deficit     (4,496,632 )
  Treasury stock, at cost     (149,401 )
   
 
      4,817,327  
  Amounts due from Rigas family entities under co-borrowing credit facilities     (2,846,156 )
   
 
    Total stockholders' equity     1,971,171  
   
 
      Total liabilities and stockholders' equity   $ 52,666,801  
   
 

The accompanying notes are an integral part of these unaudited consolidated financial statements.

2



ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in thousands, except per share amounts)

 
  Month Ended
October 31, 2004

  Twenty-eight
Months Ended
October 31, 2004

 
Revenue   $ 331,152   $ 8,434,587  

Cost and expenses:

 

 

 

 

 

 

 
  Direct operating and programming     204,289     5,416,560  
  Selling, general and administrative     26,784     583,231  
  Depreciation and amortization     98,239     2,203,903  
  Impairment of long-lived and other assets         72,134  
  Non-recurring professional fees     7,076     156,894  
   
 
 
    Operating income before reorganization expenses due to bankruptcy     (5,236 )   1,865  
  Reorganization expenses due to bankruptcy     5,138     200,672  
   
 
 
Operating loss     (10,374 )   (198,807 )
   
 
 
Other income (expense):              
  Interest expense     (40,722 )   (936,657 )
  Equity in losses of affiliates—net     (1,312 )   (110,555 )
  Minority interest in losses of subsidiaries—net     450     25,344  
  Other-than-temporary impairment of investments and other assets         (72,909 )
  Other     264     10,011  
   
 
 
      (41,320 )   (1,084,766 )
   
 
 
Net loss from continuing operations before income taxes     (51,694 )   (1,283,573 )
Income tax benefit         35  
   
 
 
Net loss from continuing operations     (51,694 )   (1,283,538 )
Discontinued operations         (46,139 )
   
 
 
Net loss applicable to common stockholders   $ (51,694 ) $ (1,329,677 )
   
 
 
Net loss per weighted average share outstanding—basic and diluted   $ (0.20 ) $ (5.24 )
   
 
 
Weighted average shares outstanding (in thousands)—basic and diluted     253,748     253,748  
   
 
 

The accompanying notes are an integral part of these unaudited consolidated financial statements.

3



ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in thousands)

 
  Month Ended
October 31, 2004

  Twenty-eight
Months Ended
October 31, 2004

 
Cash flows from operating activities:              
  Net loss   $ (51,694 ) $ (1,329,677 )
    Adjustments to reconcile net loss to net cash provided by operating activities:              
    Depreciation and amortization     98,239     2,203,903  
    Amortization of bank financing costs     4,667     62,028  
    Impairment of long-lived and other assets         72,134  
    Other-than-temporary impairment of investments and other assets         72,909  
    Minority interest in losses of subsidiaries—net     (450 )   (25,344 )
    Equity in losses of affiliates, net     1,312     110,555  
    Gain on sale of assets—net         (8,642 )
    Depreciation, amortization and other non-cash items from discontinued operations         46,366  
    Other non-cash items         3,856  
    Reorganization expenses due to bankruptcy     5,138     200,672  
    Non-recurring professional fees, net of amounts paid     562     43,800  
    Change in assets and liabilities:              
      Subscriber receivables—net     (728 )   (2,315 )
      Other assets—net     3,961     (61,519 )
      Accounts payable     3,021     (2,084 )
      Subscriber advance payments and deposits     (6,018 )   33,258  
      Accrued interest and other liabilities     31,467     265,009  
      Liabilities subject to compromise     (120 )   (113,319 )
      Intercompany receivables and payables—net     (848 )   (24,315 )
   
 
 
Net cash provided by operating activities before payment of reorganization expenses     88,509     1,547,275  
Reorganization expenses paid during the period     (6,052 )   (166,773 )
   
 
 
Net cash provided by operating activities     82,457     1,380,502  
   
 
 
Cash flows from investing activities:              
  Expenditures for property, plant and equipment     (54,850 )   (1,745,938 )
  Cash paid for acquisitions         (2,899 )
  Changes in restricted cash     23,682     (12,506 )
  Proceeds on asset sales         9,906  
  Investment distributions and contributions — net         (2,804 )
  Related party receivables and payables—net     4,673     39,657  
   
 
 
Net cash used in investing activities     (26,495 )   (1,714,584 )
   
 
 
Cash flows from financing activities:              
  Proceeds from debt     32,000     688,572  
  Payments of debt     (1,567 )   (109,763 )
  Payment of bank financing costs         (63,066 )
   
 
 
Net cash provided by financing activities     30,433     515,743  
   
 
 
Change in cash and cash equivalents     86,395     181,661  
Cash and cash equivalents, beginning of period     236,890     141,624  
   
 
 
Cash and cash equivalents, end of period   $ 323,285   $ 323,285  
   
 
 

The accompanying notes are an integral part of these unaudited consolidated financial statements.

4



ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands)

1.     Organization, Business and Proceedings under Chapter 11

        Adelphia Communications Corporation and its subsidiaries ("Adelphia" or the "Company") owns, operates and manages cable television systems and other related businesses. Adelphia's operations primarily consist of providing analog and digital cable services, high-speed Internet access and other advanced services over Adelphia's cable networks. These services are generally provided to residential customers. Cable systems operated by Adelphia are located in 31 states and Puerto Rico, with large clusters in Los Angeles, Western Pennsylvania, Ohio, Western New York, New England, Florida, Virginia and Colorado Springs.

        Solely for the purposes of the accompanying unaudited consolidated financial statements, the accounts of Adelphia, including its majority-owned subsidiaries and subsidiaries that are at least 50% owned and controlled by Adelphia, are included with the exception of those subsidiaries/entities (the "Non-Filing Entities") who did not file voluntary petitions under Chapter 11 of Title 11 of the United States Code (the "Bankruptcy Code") and Century-ML Cable Venture ("CMLCV"), a joint venture of which Adelphia is the managing partner and whose bankruptcy filing is administered separately. The Non-Filing Entities as of October 31,2004 include Palm Beach Group Cable, Inc., Palm Beach Group Cable Joint Venture, Century-ML Cable Corporation, Praxis Capital Ventures, L.P., St. Marys Television, Inc. ("St. Marys"), Adelphia Brasil, Ltda, STV Communications and Main Security Surveillance, Inc. As of and for the month ended October 31,2004, the Non-Filing Entities were not significant to the consolidated results of operations, financial position, or cash flows of the filing entities. The accompanying unaudited consolidated financial statements do not include any entities owned and/or controlled by John J. Rigas or his family (the "Rigas Family" or "Rigas Entities").

Bankruptcy Proceedings

        On June 25, 2002, Adelphia and all of its wholly-owned subsidiaries (excluding Century Communications Corporation ("Century") which filed on June 10, 2002) (all filing entities, including Century, herein known as the "Debtors" or "Filing Entities"), except for the Non-Filing Entities and CMLCV which filed on September 30, 2002 (see Note 18), filed voluntary petitions to reorganize under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the Southern District of New York (the "Bankruptcy Court"). The Debtors are operating their business as debtors-in-possession under Chapter 11. On July 11, 2002, the Office of the United States Trustee for the Southern District of New York (the "U.S. Trustee") appointed a statutory committee of unsecured creditors (the "Creditors' Committee"). In addition, on July 31, 2002, the U.S. Trustee appointed a statutory committee of equity holders (the "Equity Committee" and collectively with the Creditors' Committee, the "Committees"). The Committees have the right to, among other things, review and object to certain business transactions and may participate in the formulation of the Company's long-term business plan and plan of reorganization. The Company has received several extensions from the Bankruptcy Court of the period within which to file a plan of reorganization (the "Exclusive Period") and solicit acceptances thereof (the "Solicitation Period"), with the latest extension of the Exclusive Period and the Solicitation Period being through February 17, 2004 and April 20, 2004, respectively. On February 9, 2004, the Debtors filed a motion requesting an additional extension of the Exclusive Period and Solicitation Period to April 17, 2004 and June 19, 2004, respectively. On February 5, 2004, the Equity Committee filed a motion to terminate the Debtors' Exclusive Period and Solicitation Period. On February 17, 2004, the Rigas Family filed a motion to terminate the Debtors' Exclusive Period and Solicitation Period. Other objections have been filed to the Debtors' extension motion by parties in interest in these cases, including by the agents for the pre-petition lenders and certain creditors. Bridge orders were entered by the Bankruptcy Court extending the Exclusive Period and Solicitation Period until the hearing on the motions is held and a determination by the Bankruptcy Court is made. A hearing on all of these motions has been adjourned, due to the exploration of the sales process discussed below, to a date to be determined by the Bankruptcy Court. Until such hearing, the Exclusive Period and the Solicitation Period are continuing.

5


ADELPHIA COMMUNICATIONS CORPORATION, et. al.
(DEBTORS-IN-POSSESSION)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands)

        On February 25, 2004, the Debtors filed their proposed joint plan of reorganization (the "Plan") and related draft disclosure statement with the Bankruptcy Court. In addition, on February 25, 2004, the Company announced that it executed a commitment letter and certain related documents pursuant to which, and subject to the terms and conditions set forth therein, four financial institutions committed to provide to the Debtors up to $8.8 billion in exit financing, which amounts will be used by the Debtors to make the cash payments contemplated by the Debtors' proposed plan of reorganization and to pay transaction costs associated with the reorganization of the Debtors. The commitment letter and the related documents were amended on several occasions during the first and second quarters of 2004 to give effect to certain developments in the bankruptcy cases of the Debtors, including in response to the April 22, 2004 announcement by the Debtors of their intention to pursue a possible sale of their equity or assets.

        The proposed exit financing facilities are comprised of (i) $5,500,000 of senior secured credit facilities, which includes $4,750,000 of term loans and a $750,000 revolving credit line, and (ii) a $3,300,000 bridge facility. The revolving credit line would generally not be used on the closing date to finance the cash payments to be made under the Debtors' proposed plan of reorganization or to pay transaction costs associated with the reorganization of the Debtors. Rather, the revolving credit line would be used following the completion of the Debtors' reorganization to fund the working capital requirements of the Debtors. The aggregate commitment of the exit lenders under the terms of the exit financing commitment is subject to reduction under certain circumstances, which are described in the commitment letter, as amended. In addition, the Company has the right to terminate the commitment of the exit lenders after the execution of a definitive sale agreement that has been approved by Adelphia's board of directors providing for the sale of all or substantially all of the assets of the Debtors or all or substantially all of the equity of Adelphia. The obligation of the exit lenders to fund the exit financing facilities is subject to certain conditions which are enumerated in the commitment letter and the attachments thereto, each as amended. No assurance can be given that such conditions will be satisfied.

        On June 30, 2004, and after the Debtors and the exit lenders agreed on certain modifications to the terms of the exit financing commitment, the Bankruptcy Court entered a final order approving the exit financing commitment. Following the Bankruptcy Court's definitive approval of the exit financing commitment, the Company paid the exit lenders a nonrefundable fee of $10,000 and reimbursed the exit lenders for certain expenses they had incurred through the date of such approval, including certain legal expenses incurred by them through such date. Additional fees will be payable by the Company under the terms of the exit financing commitment irrespective of whether the exit financing facilities are utilized. Certain other fees will only become payable if the exit financing facilities are funded.

        The Debtors are not soliciting acceptances of the Plan at this time, and any such solicitation will be made only after the disclosure statement relating to the Plan has been approved by the Bankruptcy Court. In order to successfully emerge from bankruptcy, the Debtors must, among other things: (1) obtain an order of the Bankruptcy Court approving the disclosure statement as containing "adequate information", (2) solicit the acceptance of the Plan from the holders of claims and equity interests in each class that is impaired and not deemed by the Bankruptcy Court to have rejected the Plan, (3) obtain an order from the Bankruptcy Court confirming the Plan and (4) consummate the Plan. No date for a hearing on the disclosure statement has been scheduled at this time. In order to obtain a confirmation order, the Bankruptcy Court will have to find, among other things, that each class of impaired claims or equity interests has either accepted the Plan or the Plan meets the requirements of the Bankruptcy Code to confirm the Plan over the dissenting classes. In addition, the Bankruptcy Court must find that the Plan meets certain other requirements specified in the Bankruptcy Code. Confirmation of the Plan would resolve, among other things, the Debtors' pre-petition obligations, determine the revised capital structure of the newly reorganized Debtors and provide for their corporate governance following emergence from bankruptcy. There can be no assurance that the Bankruptcy Court will find that the Plan satisfies all requirements necessary for confirmation by the Bankruptcy Court. There also can be no assurance that modifications to the Plan will not be required for confirmation or that such modifications would not necessitate the resolicitation of votes of holders of claims and equity interests. In addition, if the Plan is rejected by certain classes of claims or equity interests, the Bankruptcy Court may determine not to confirm it. The Debtors believe that there is substantial opposition from many of the Debtors' constituents to the terms of the Plan as filed on February 25, 2004. The Debtors are in the process of amending the Plan to

6


ADELPHIA COMMUNICATIONS CORPORATION, et. al.
(DEBTORS-IN-POSSESSION)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands)

address the opposition of certain constituents. While the Plan proposes, among other things, the reorganization of the Debtors and claims against them, it does not address the reorganization of CMLCV.

        On April 22, 2004, Adelphia announced that it intended to pursue a sale of the Company while simultaneously continuing to prepare to emerge as a stand-alone company pursuant to the Plan. Adelphia intends to pursue the dual track process to determine which alternative is in the best interest of the Debtors' constituents. The Bankruptcy Court approved the Company's engagement of UBS Investment Bank and Allen & Company LLC as financial advisors on September 14, 2004 and Sullivan & Cromwell LLP on July 21, 2004, as legal advisors in connection with a possible sale of the Company. On September 21, 2004, the Company announced that it has formally launched the sales process. As part of that process, the Company is allowing interested parties to bid on any or all of seven strategic clusters of cable systems. On October 22, 2004, the Bankruptcy Court approved the bidding procedures and related bidding protections in connection with the potential sale of substantially all the assets of or the equity in the Company (the "Bid Procedures Order"). Based on these non-binding indications of interest, on November 1, 2004, Adelphia invited qualified bidders to submit final, legally binding bids in accordance with the Bid Procedures Order. The Company has established a date in January 2005 as the deadline for the submission of final, legally-binding offers; however, the Company has reserved the right to change the deadline if such a change is deemed to be warranted.

        In order to motivate existing employees and stave off attrition that likely would result from a dual path emergence strategy, the Debtors adopted certain key employee compensation and retention programs, which were approved by the Bankruptcy Court on September 21, 2004 (the "KERP Programs"). The KERP Programs include (1) an amended performance retention plan; (2) an amended severance plan; (3) amended forms of employment agreements for senior managers; and (4) a key employee continuity program. The key employee continuity program consists of the Adelphia Communications Corporation Key Employee Continuity Program (as amended, the "Stay Plan") and the Adelphia Communications Corporation Sale Bonus Program (as amended, the "Sale Plan"). The Stay Plan provides for the payment of cash bonuses to certain eligible employees of the Debtors if such employees continue their employment with the Debtors or their successors for a period of at least nine months from the date the award is granted. The Sale Plan provides for the payment of cash bonuses to certain eligible employees of the Debtors if such employees continue their employment with the Debtors or their successors until, and for the six month period following, a "change in control" (as defined in the Sale Plan).

Bankruptcy Costs and Fees

        In connection with the effectiveness of a plan or plans of reorganization, the Company will incur certain costs and fees (in addition to any costs or fees associated with the proposed exit financing facilities). Certain of these costs and fees will be due once the plan of reorganization is approved by the Bankruptcy Court and include cure costs and success fees. The Company is currently aware of certain success fees that potentially could be paid to representatives of the Company and the Committees upon the Company's emergence from bankruptcy. Currently, these success fees are estimated to be between $27,000 to $31,500. As no plan or plans of reorganization have been confirmed by the Bankruptcy Court, no accrual for such amounts has been recorded in the accompanying unaudited consolidated financial statements.

Basis of Presentation

        Until a plan or plans of reorganization is confirmed by the Bankruptcy Court, the unaudited consolidated financial statements of the Company have been prepared using guidance prescribed by the American Institute of Certified Public Accountants' ("AICPA") Statement of Position 90-7 "Financial Reporting by Entities in Reorganization Under the Bankruptcy Code" ("SOP 90-7") and generally accepted accounting principles in the United States of America ("GAAP"). These unaudited consolidated financial statements are not intended to present fairly the financial position of the Company as of October 31, 2004, or the results of its operations or its cash flows for the one and twenty-eight month periods ended October 31, 2004 in conformity with GAAP because the accompanying unaudited consolidated financial statements exclude the financial position, results of operations and cash flows of the Non-Filing Entities and CMLCV. Furthermore, the accompanying unaudited consolidated financial statements do not include all of the information and footnote disclosures required by GAAP for complete financial statements.

7


ADELPHIA COMMUNICATIONS CORPORATION, et. al.
(DEBTORS-IN-POSSESSION)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands)

        The accompanying unaudited consolidated financial statements of the Company have been prepared on a going concern basis, which assumes the realization of assets and the payment of liabilities in the ordinary course of business, and do not reflect any adjustments that might result if the Company is unable to continue as a going concern. As a result of the reorganization proceedings under Chapter 11 of the Bankruptcy Code, the Company may take, or may be required to take, actions which may cause assets to be realized, or liabilities to be liquidated, for amounts other than those reflected in the accompanying unaudited consolidated financial statements. SOP 90-7 requires that pre-petition liabilities that are subject to compromise be segregated in the unaudited consolidated balance sheet as liabilities subject to compromise and that revenue, expenses, realized gains and losses, and provisions for losses resulting directly from the reorganization due to the bankruptcy be reported separately as reorganization expenses in the unaudited consolidated statements of operations. See Note 5 to these unaudited consolidated financial statements for further discussion.

        As a result of the Company's recurring losses, the Chapter 11 filing and circumstances relating to these events (including the Company's debt structure), actions taken by Rigas management and current economic conditions, realization of assets and liquidation of liabilities are subject to significant uncertainty. In order to provide liquidity through June 2004, the Company entered into an Amended and Restated Credit and Guaranty Agreement dated as of August 26, 2002, as amended, with a group of lenders led by JP Morgan Securities Inc. and Citigroup Global Markets Inc., as Co-Lead Arrangers (the "DIP Lenders"), for a Debtor-in-Possession Credit Facility (the "DIP Facility"). On May 6, 2004, the Bankruptcy Court entered an order authorizing and approving a form of Second Amended and Restated Credit and Guaranty Agreement (the "Extended DIP Facility") and a related commitment letter and fee letter, each dated April 16, 2004, and the payment of related fees and expenses. On May 10, 2004, the Company closed on the Extended DIP Facility, which replaced and superceded the DIP Facility. Certain terms of the Extended DIP Facility are more fully described in Note 2 below. The Company believes that cash flows from operations, along with the financing provided through the Extended DIP Facility, should allow the Company to continue as a going concern; however, there can be no assurance of this. The Company's ability to continue as a going concern is also dependent upon its ability to maintain compliance with covenants under the Extended DIP Facility and the ability to generate sufficient cash flow from operations and financing sources to meet its obligations as they become due.

        In the event a Chapter 11 plan or plans of reorganization is confirmed by the Bankruptcy Court and becomes effective, continuation of the Company's business thereafter will be dependent on the Company's ability to achieve positive operating results and maintain satisfactory capital and liquidity. Until a plan or plans of reorganization is confirmed by the Bankruptcy Court and becomes effective, there can be no assurance that the Company will emerge from these bankruptcy proceedings. Furthermore, the effect on the Company's business from the terms and conditions of such a plan or plans of reorganization cannot be determined at this time and, therefore, also raises substantial doubt regarding the Company's ability to continue as a going concern.

        The accompanying unaudited consolidated financial statements have been derived from the books and records of the Company. However, certain financial information has not been subject to procedures that would typically be applied to financial information presented in accordance with GAAP. Upon the application of such procedures (e.g., tests for asset impairment), the Company believes that the financial information of the Debtors will change, and these changes will be material. The Company's intangible assets primarily consist of purchased franchises and goodwill that resulted from the allocation of the purchase price of previously acquired cable systems. In accordance with Statement of Financial Accounting Standards ("SFAS") No. 142, "Goodwill and Other Intangible Assets", the Company discontinued amortizing its purchased franchise and goodwill intangibles as of January 1, 2002. SFAS No. 142 requires annual testing for impairment of goodwill and indefinite-lived intangible assets (e.g., purchased franchise intangibles), or more frequently as warranted by events or changes in circumstances. At this time, the Company has not completed its impairment test of its purchased franchise and goodwill intangible assets. Any adjustment as a result of an analysis performed in accordance with SFAS No. 142, may have a material impact on the Company's financial statements. Additionally, the Company has not completed its adoption of SFAS No. 144, "Accounting for the Impairment or Disposal of Long-Lived Assets", which addresses the financial accounting and reporting for the impairment of long-lived assets and long-lived assets to be disposed of. Once the Company has completed its adoption of SFAS No. 144, an

8


ADELPHIA COMMUNICATIONS CORPORATION, et. al.
(DEBTORS-IN-POSSESSION)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands)

adjustment to the financial statements may be required and this adjustment may be material to the financial statements. Furthermore, the Company disclosed in its Current Report on Form 8-K, dated June 10, 2002, that it believes that certain financial information reported by Rigas management was unreliable. As such, the books and records of the Company from which the accompanying unaudited consolidated financial statements of the Debtors are derived may not accurately reflect the financial condition, results of operations and cash flows of the Debtors.

        The Company is reviewing its books and records and other information on an on-going basis to determine whether the accompanying unaudited consolidated financial statements of the Debtors should be supplemented or otherwise amended. The Company reserves the right to file, at any time, such supplements or amendments to these accompanying unaudited consolidated financial statements. The accompanying unaudited consolidated financial statements should not be considered an admission regarding any of the Debtors' income, expenditures or general financial condition, but rather, a current compilation of the Debtors' books and records. The Company does not make, and specifically disclaims, any representation or warranty as to the completeness or accuracy of the information set forth herein.

        All significant intercompany accounts have been presented gross for purposes of these unaudited consolidated financial statements and accordingly, have not been eliminated in consolidation. GAAP would require that these intercompany balances be eliminated in consolidation. See Note 8 to these unaudited consolidated financial statements for further discussion.

        As previously stated, certain footnote disclosures normally included in unaudited consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. In the opinion of management, all disclosures considered necessary for an informative presentation have been included herein. As further discussed in Dismissal of Former Independent Public Accountants/New Management below, PricewaterhouseCoopers, LLP ("PwC"), the Company's independent auditors, has not completed its audit as of and for the years ended December 31, 2003, 2002 and 2001 or its re-audits as of and for the years ended December 31, 2000 and 1999.

Dispositions

        As more fully described in Note 17, in April 2004, the Company transferred the economic risks and benefits of certain assets which provide competitive local exchange carrier ("CLEC") telecommunication services. Accordingly, the Company presented such CLEC assets as discontinued operations in April 2004.

        In November 2004 the Company entered into an agreement to sell its security business for approximately $38,000. This agreement is subject to Bankruptcy Court approval and normal closing conditions. Pursuant to the bidding procedures order filed with the Bankruptcy Court on November 22, 2004, qualified bidders will have the opportunity to submit higher or otherwise better offers, with an initial bid increment of $1,900, and if there is an auction, in subsequent increments of $200. The transaction is expected to close in first quarter 2005.

Change in Useful Life

        In March 2004, effective January 1, 2004, the Company changed the useful life used to calculate the depreciation of converter boxes from five years to four years due to the introduction of advanced set-top boxes which provide high definition and digital video recording capabilities.

Reclassification

        Certain amounts for the twenty-eight months ended October 31, 2004 have been reclassified to conform with the October 31, 2004 monthly presentation.

        In accordance with SFAS No. 150, "Accounting for Certain Financial Instruments with Characteristics of both Liabilities and Equity," the Company has reclassified "Cumulative redeemable exchangeable preferred stock" as a liability in the accompanying unaudited consolidated balance sheet.

9


ADELPHIA COMMUNICATIONS CORPORATION, et. al.
(DEBTORS-IN-POSSESSION)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands)

Dismissal of Former Independent Public Accountants/New Management

        As disclosed in its Current Report on Form 8-K filed on June 14, 2002, as amended, the Company, on June 9, 2002, dismissed Deloitte & Touche LLP ("Deloitte"), its former independent public accountants. As a result of actions taken by management of the Company during the time that members of the Rigas Family held all of the senior management positions ("Rigas Management"), the Company has not yet completed its financial statements as of and for the years ended December 31, 2003, 2002 and 2001 or received its independent auditor's report thereon. In addition, the Company has not filed with the Securities and Exchange Commission ("SEC") its Annual Reports on Form 10-K as of and for the years ended December 31, 2003, 2002 and 2001. Furthermore, the Company has not timely filed its Quarterly Reports on Form 10-Q for the quarters ended September 30, 2004, June 30, 2004, March 31, 2004, September 30, 2003, June 30, 2003, March 31, 2003, September 30, 2002, June 30, 2002 and March 31, 2002. As of the date Deloitte was dismissed as the Company's independent accountants, Deloitte had not completed its audit or issued its independent auditors' report with respect to the Company's financial statements as of and for the year ended December 31, 2001. In addition, Deloitte withdrew the audit reports it had issued with respect to the financial statements of the Company and its subsidiaries. The Company is performing a review of its historical books and records, accounting policies and practices and financial statements to determine whether its books and records and financial statements need to be adjusted in light of the actions taken by management of the Company during the time that the Rigas Family held director and officer positions at the Company. Adelphia's current management is actively engaged in preparing restated financial statements for 2000 and 1999 and preparing financial statements for 2003, 2002 and 2001. In addition, PwC is preparing the audits for the years ended December 31, 2003, 2002 and 2001 and re-audits for the years ended December 31, 2000 and 1999. See Note 3 to these unaudited consolidated financial statements for further information.

        On November 6, 2002, the Company filed a lawsuit against Deloitte charging them with, among other matters, professional negligence, breach of contract, fraud and wrongful conduct. The Company is seeking compensation for all injury from Deloitte's conduct, as well as punitive damages. Deloitte filed preliminary objections to the complaint. On June 11, 2003, the Bankruptcy Court denied Deloitte's preliminary objections in their entirety. On September 15, 2003, Deloitte filed an answer and counterclaims with respect to the Company's complaint and also asserted claims against the Rigas Family. On January 9, 2004, the Company filed an answer to Deloitte's counterclaims. Discovery in the action has commenced.

        Effective March 18, 2003, the Company appointed William Schleyer to serve as its new Chief Executive Officer and Ronald Cooper to serve as its new President and Chief Operating Officer. The new Chief Executive Officer replaced the interim Chief Executive Officer, who, along with other new members of management, took control of the Company in May 2002. On March 7, 2003 the Bankruptcy Court entered an order approving the employment of Messrs. Schleyer and Cooper. Mr. Schleyer's employment agreement provides that he will be permitted to use the Company's aircraft in accordance with the corporate aircraft policy approved by the Board of Directors, and prohibits personal use of the aircraft. In October 2003, the Board of Directors approved an aircraft policy that provides, among other things, that reimbursed commuting under a timeshare arrangement does not constitute personal use of the aircraft if significant advantages to the Company in terms of time, money, security or productivity may be realized.

2.     Debt and Other Obligations

        Due to the commencement of the Chapter 11 filings and the Company's failure to comply with certain financial covenants, the Company is in default on substantially all of its pre-petition debt obligations. Except as otherwise may be determined by the Bankruptcy Court, the stay protection afforded by the Chapter 11 filings prevents any action from being taken with regard to any of the defaults under the pre-petition debt obligations. All of the pre-petition obligations are classified as liabilities subject to compromise in the accompanying consolidated balance sheet as of October 31, 2004. See Note 4 to these unaudited consolidated financial statements for further information.

10


ADELPHIA COMMUNICATIONS CORPORATION, et. al.
(DEBTORS-IN-POSSESSION)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands)

Extended DIP Facility

        In connection with the Chapter 11 filings, the Company entered into the $1,500,000 DIP Facility. On May 6, 2004, the Bankruptcy Court entered an order approving the $1,000,000 Extended DIP Facility and on May 10, 2004, the Company closed on the Extended DIP Facility. The Extended DIP Facility superceded and replaced in its entirety the DIP Facility. The Extended DIP Facility matures on the earlier of March 31, 2005 or upon the occurrence of certain other events, including, with respect to each designated subsidiary borrowing group, the effective date of a reorganization plan of the loan parties in such designated subsidiary borrowing group that is confirmed pursuant to an order of the Bankruptcy Court. Upon the closing of the Extended DIP Facility, the Company borrowed an aggregate of approximately $390,750 thereunder and used all such proceeds to repay all of the then outstanding principal, accrued interest and certain related fees and expenses under the DIP Facility. The proceeds from borrowings under the Extended DIP Facility can be used for general corporate purposes and investments, as defined in the Extended DIP Facility. The Extended DIP Facility is secured with a first priority lien on all of Adelphia's unencumbered assets, a priming first priority lien on all its assets securing its pre-petition bank debt, and a junior lien on all other assets subject to valid pre-existing liens. The Extended DIP Facility consists of an $800,000 revolving credit facility (the "Tranche A Loan") and a $200,000 loan (the "Tranche B Loan"). Loans under the Extended DIP Facility bear interest at the Alternate Base Rate (greatest of the Prime Rate, the Base CD Rate plus 1% or the Federal Funds Effective Rate plus .5%) plus 1.5% or the Adjusted LIBOR Rate, as defined in the Extended DIP Facility, plus 2.5%.

        The Extended DIP Facility contains certain restrictive covenants, which include limitations on the ability of the loan parties to (i) incur additional guarantees, liens and indebtedness, (ii) sell or otherwise dispose of certain assets and (iii) pay dividends or make other distributions, loans or payments with respect to any shares of capital stock, subject to certain exceptions set forth in the DIP Facility. The Extended DIP Facility also requires compliance with certain financial covenants with respect to operating results and capital expenditures. These financial covenants became effective for periods beginning May 1, 2003.

        On June 29, 2004 and July 30, 2004, certain loan parties made mandatory prepayments of principal on the Extended DIP Facility in connection with the consummation of certain asset sales. As a result, the total commitment for the entire Extended DIP Facility was reduced to $996,425, with the total commitment of the Tranche A Loan being reduced to $796,822 and the total commitment of the Tranche B Loan being reduced to $199,603. As of October 31, 2004, $438,572 under the Tranche A Loan has been drawn and letters of credit totaling $116,387 have been issued under the Tranche A Loan, leaving availability of $241,863 under the Tranche A Loan. Furthermore, as of October 31, 2004, $199,603 under the Tranche B Loan has been drawn.

        The foregoing summary of certain material terms and conditions of the Extended DIP Facility do not represent a complete summary of all of the material terms and conditions of the Extended DIP Facility and is qualified in its entirety by reference to the Extended DIP Facility and Amendment No. 1 and Amendment No. 2 thereto, copies of which are attached as exhibits to the Company's Current Reports on Form 8-K filed with the SEC on May 12, 2004, July 27, 2004 and September 27, 2004, respectively.

Co-Borrowing Credit Facilities

        As disclosed in the Company's Current Report on Form 8-K filed on May 24, 2002, various subsidiaries of the Company entered into co-borrowing credit facilities with certain entities owned by the Rigas Family. Historically, the Company's financial statements reported borrowings attributable only to the Company under such co-borrowing credit facilities and provided footnote disclosure as to the total amount of borrowings permitted under such facilities without disclosing the amount of borrowings attributable to entities owned by the Rigas Family. As a result, the entire amount of indebtedness for which the Company's affiliates could be liable under the co-borrowing credit facilities was not reflected as indebtedness on the Company's historical financial statements.

11


ADELPHIA COMMUNICATIONS CORPORATION, et. al.
(DEBTORS-IN-POSSESSION)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands)

        As discussed in Note 1, at this time, PwC has not completed its audits of the Company's financial statements as of and for the years ended December 31, 2003, 2002 and 2001 and the Company is engaged in preparing restated financial statements as of and for the years ended December 31, 2000 and 1999. As disclosed in its Current Reports on Form 8-K filed on May 24 and June 10, 2002, after initial discussions with the SEC in early May 2002, the Company announced on May 24, 2002 that it had tentatively concluded that it would increase the Company's indebtedness to reflect the full amount of borrowings by entities owned by the Rigas Family for which subsidiaries of the Company are jointly and severally liable. Accordingly, the accompanying unaudited consolidated financial statements reflect an increase of $2,846,156 of such indebtedness of parent and subsidiary debt in liabilities subject to compromise with a corresponding receivable from such Rigas Entities reflected as a reduction in stockholders' equity. Since consultations are continuing with the SEC and PwC, and PwC has not yet completed its audit of the Company's financial statements, the accounting treatment for the increase in parent and subsidiary debt and the reduction in stockholders' equity for the corresponding receivable reflected in the accompanying unaudited financial statements has yet to be finalized. The final accounting treatment may result in a materially different treatment from that presented herein.

        On July 6, 2003, the Creditors' Committee filed an adversary proceeding against the Debtors' Pre-Petition Agents and Pre-Petition Secured Lenders (collectively, the "Defendants") on behalf of the Debtors and their estates seeking, among other things, to: (i) recover as fraudulent transfers the principal and interest paid by the Debtors to the Defendants; (ii) avoid as a fraudulent transfer the Debtors' obligation, if any, to repay the Defendants; (iii) recover damages for breaches of fiduciary duties to the Debtors and for aiding and abetting fraud and breaches of fiduciary duties by the Rigas Family; (iv) equitably disallow, subordinate or re-characterize each of the Defendants' claims in the Debtors' bankruptcy proceedings; (v) avoid and recover certain preferential transfers made to certain of the Defendants; and (vi) recover damages for violations of the Bank Holding Company Act. On July 29, 2003, the Bankruptcy Court entered a Stipulation and Order Regarding (a) the Creditors' Committee's Motion for Leave to Prosecute Claims and Causes of Action Against the Defendants, (b) the Equity Committee's Motion to Intervene in the Adversary Proceeding and (c) the Pre-Petition Agents' Responses in Opposition to the Motion of the Creditors' Committee and the Equity Committee and Alternative Motions to Dismiss the Creditors' Committee's Complaint. On July 31, 2003, the Equity Committee filed a motion seeking authority to file additional claims against the Pre-Petition Lenders. By decision and order of the Bankruptcy Court, on August 5, 2003, the Bankruptcy Court determined that the Creditors' Committee had met the applicable legal standards to assert claims on behalf of the Debtors. On or about October 3, 2003, certain of the Defendants filed objections to the Creditors' Committee's motion seeking standing to pursue the adversary proceeding filed against the Defendants. On or about January 13, 2004, the Creditors' Committee filed its memorandum of law in opposition to objections to standing and Motions to Dismiss. On or about June 4, 2004, the Pre-Petition Agents filed oppositions to the Equity Committee's Motion to Intervene. A hearing has been scheduled for December 13, 2004 to hear issues, among others, the Motions to Dismiss.

        In late March and early April 2004, each of the Debtors' Pre-Petition Agents filed adversary proceedings against the Debtors, seeking, among other things, a judicial determination of certain of their rights pursuant to their respective credit agreements. The Debtors have not responded yet to any of these actions.

12


ADELPHIA COMMUNICATIONS CORPORATION, et. al.
(DEBTORS-IN-POSSESSION)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands)

    Parent and Subsidiary Debt

        The following information is an update of certain disclosures relating to the book value of the Company's debt, as reflected on its books and records, included in Note 4 to Adelphia's consolidated financial statements contained in the Annual Report on Form 10-K as of and for the year ended December 31, 2000. The book value of such indebtedness does not necessarily reflect the amount of the claim of the holders' of such indebtedness in the Company's bankruptcy proceeding.

Parent Debt:

 
  August 31,
2004

91/4% Senior Notes due 2002   $ 325,000
81/8% Senior Notes due 2003     149,817
101/2% Senior Notes due 2004     150,000
71/2% Senior Notes due 2004     100,000
101/4% Senior Notes due 2006     487,698
97/8% Senior Notes due 2007     348,417
83/8% Senior Notes due 2008     299,438
73/4% Senior Notes due 2009     300,000
77/8% Senior Notes due 2009     350,000
93/8% Senior Notes due 2009     497,048
107/8% Senior Notes due 2010     745,316
101/4% Senior Notes due 2011     1,000,000
6% Convertible Subordinated Notes due 2006     1,024,924
31/4% Convertible Subordinated Notes due 2021     978,253
97/8% Senior Debentures due 2005     129,286
91/2% Pay-In-Kind Notes due 2004     31,847
   
  Total parent debt   $ 6,917,044
   

Subsidiary Debt:

 

 

 
Notes to banks   $ 3,970,532
Extended DIP Facility     638,176
105/8% Senior Notes of Olympus due 2006     202,243
11% Senior Subordinated Notes of FrontierVision Due 2006     207,953
117/8% Senior Discount Notes Series A of FrontierVision due 2007     244,639
117/8% Senior Discount Notes Series B of FrontierVision due 2007     89,953
Zero Coupon Senior Discount Notes of Arahova due 2003     412,601
91/2% Senior Notes of Arahova due 2005     250,590
87/8% Senior Notes of Arahova due 2007     245,371
83/4% Senior Notes of Arahova due 2007     219,168
83/8% Senior Notes of Arahova due 2007     96,046
83/8% Senior Notes of Arahova due 2017     94,924
Senior Discount Notes of Arahova due 2008     348,086
Other subsidiary debt and capital leases     172,943
   
  Total subsidiary debt   $ 7,193,225
   
  Total parent and subsidiary debt, exclusive of co-borrowing credit facilities     14,110,269
  Debt under co-borrowing credit facilities attributable to Rigas Entities     2,846,156
   
    $ 16,956,425
   

13



ADELPHIA COMMUNICATIONS CORPORATION, et. al.
(DEBTORS-IN-POSSESSION)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands)

        In connection with the Company's ongoing review of its books and records and other information, an adjustment was made for liabilities subject to compromise regarding classification of leases. For purposes of this report only, leases which are being paid on a current basis, have not been treated as liabilities subject to compromise.

        Total parent and subsidiary debt, exclusive of debt under co-borrowing credit facilities attributable to Rigas Entities, of $14,110,269 consists of liabilities subject to compromise of $13,421,601, bank financing under the Extended DIP Facility of $638,176 and capital leases of $50,492.

Weighted average interest rate payable by subsidiaries
under credit agreements with banks
  5.41 %

        On December 29, 2003, certain holders of prepetition convertible subordinated debt issued by Adelphia Communications Corporation ("ACC") and the Bank of New York, as trustee with respect to such debt, filed a lawsuit (the "X-Clause Litigation") against ACC seeking, among other things, a declaratory judgment stating that under the provisions of the applicable indentures, such holders are entitled to receive and retain their pro rata portion of payment on their claims to the extent that distributions are made to ACC's senior note holders in the form of Common Stock under any plan proposed in the chapter 11 cases. By order dated April 13, 2004, the Bankruptcy Court dismissed the X-Clause Litigation, without prejudice, because the issue presented was not ripe for decision.

Interest Expense

        Interest expense totaled $40,722 and $936,657 for the one and twenty-eight month periods ended October 31, 2004, respectively, of which $14,519 and $368,837 is attributable to the Rigas Entities under co-borrowing credit facilities. In accordance with SOP 90-7, interest expense is reported only to the extent that it will be paid during Chapter 11 proceedings or will be allowed on a secured or unsecured claim. Had the Company not filed voluntary petitions under Chapter 11 of the Bankruptcy Code, the amount of interest expense that would have been reported in the unaudited consolidated statement of operations, for the one and twenty-eight month periods ended October 31, 2004 is $102,345 and $2,666,462, respectively.

Other

        In July 2003 and again in January 2004, the Rigas Family sought approval from the Bankruptcy Court to use cash from the Rigas Entities to fund the Rigas Family members' civil and criminal defense costs. The Rigas Family claimed they were entitled to this funding based on certain purported indemnity and other rights they claimed they had as officers, directors, and controlling shareholders of the Rigas Entities. In an order dated August 7, 2003, the Bankruptcy Court granted the Rigas Family members' request to the extent of $15,000. In a decision rendered from the bench on February 18, 2004 and entered as an order on March 9, 2004, the Bankruptcy Court amended that order to allow an additional $12,800 to be spent on criminal defense costs and denied the Rigas Family members' request for additional funding for civil defense cost. The Debtors and Creditors' Committee appealed the February 18, 2004 ruling and moved for a stay pending the appeal of the Bankruptcy's Court's March 9, 2004 order. A hearing on the motion for a stay pending appeal was held on March 17, 2004 in the District Court. On March 22, 2004 the District Court denied Adelphia's motion for a stay pending appeal of the Bankruptcy Court's March 9, 2004 order. On September 14, 2004, the Rigas Family members again moved to amend the August 7, 2003 and March 9, 2004 orders, seeking approximately $11,000 of additional cash from the Rigas Entities to fund civil and criminal defense costs. While that motion was pending, the United States District Court issued a decision on September 27, 2004, reversing the Bankruptcy Court's March 9, 2004 Order and remanding the matter back to the Bankruptcy Court for further consideration. On November 8, 2004, a hearing regarding evidentiary issues relating to the Rigas Family members' latest motion occurred, at which time the court granted Adelphia's motion to exclude certain evidence. An evidentiary hearing was held on November 22, 2004 and the Bankruptcy Court reserved decision. As of October 31, 2004, the Rigas Entities had advanced $27,800 to the Rigas Family for defense costs.

14


ADELPHIA COMMUNICATIONS CORPORATION, et. al.
(DEBTORS-IN-POSSESSION)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands)

3.     Correction in Accounting Policies and Practices / Provision for Accounting Changes

        Effective January 1, 2003, the Company, as part of its ongoing review of its historical books and records and its financial statements, corrected certain of its erroneous accounting policies and practices for Property, Plant and Equipment ("PP&E") relating to the capitalization of labor, labor-related costs, certain overhead costs, and certain materials (collectively, "Capitalized Costs") used in the maintenance of its cable systems. The erroneous capitalization of costs that were corrected included, among other things, Capitalized Costs for service calls and normal, ongoing maintenance to cable systems. Some of the items that had been capitalized included system electrical power, converter repairs, equipment repairs and maintenance contracts. The Company believes that the corrections were necessary in order to be in compliance with GAAP. At the time the Company filed its current report on Form 8-K dated February 25, 2003, the Company was still evaluating Capitalized Costs related to installation activities and internal construction (collectively, "Capitalized Installation and Construction Activities"). In April 2003, the Company corrected its erroneous accounting policies and practices related to Capitalized Installation and Construction Activities and recorded an adjustment of approximately $15,000 in the April 2003 accounting month to correct for these errors for the months of January through March 2003. These errors included the incorrect capitalization of reconnect and disconnect activities, which are prohibited by GAAP, as well as the improper capitalization or overcapitalization of certain overhead costs. This adjustment had the effect of increasing expenses and reducing capital expenditures in April 2003.

        The Company has not restated previously filed Adelphia Monthly Operating Reports and has not completed its review and analysis of its new accounting policies and practices for PP&E relating to Capitalized Costs, including Capitalized Installation and Construction Activities, on the financial statements for the years ended December 31, 2003, 2002, 2001, 2000 and 1999. However, the Company has recorded total adjustments of $144,000 in 2002 for estimated corrections in accounting polices and practices, comprised of (i) a May 2002 adjustment expensing approximately $21,000 for certain costs erroneously capitalized under Rigas Management accounting policies and practices, (ii) a December 2002 adjustment expensing approximately $21,000 for certain costs erroneously capitalized under Rigas Management accounting policies and practices, and (iii) an estimated provision for accounting changes of $51,000 in June 2002 and $8,500 per month from July 2002 through December 2002.

        The Company estimates that the new accounting policies and practices relating to Capitalized Costs, including Capitalized Installation and Construction Activities, for PP&E will materially increase expenses and decrease capital expenditures as compared to the accounting policies and practices of the Company under Rigas Management. The impact of the new accounting policies and practices relating to Capitalized Costs, including Capitalized Installation and Construction Activities, for PP&E on the Company's results of operations will vary based upon levels of activities. Furthermore, the Company is currently unable to determine the impact on depreciation expense attributable to these corrections for any period since the adjustments to the historical costs of PP&E for 2003, 2002, 2001, 2000 and 1999 have not yet been finalized. The impact of these changes and any other further changes will likely be material.

        Additionally, management has not completed its overall review of the Company's historical books and records, accounting policies and practices and financial statements, and accordingly, the Company may record additional adjustments for corrections in erroneous accounting policies and practices in addition to those adjustments already recorded for PP&E, and such adjustments may be material. PwC has not completed its audit of the Company's books for any period and their audit could result in further adjustments to the Company's results of operations and those adjustments could be material.

4.     Liabilities Subject to Compromise

        As discussed in Note 1 to the accompanying unaudited consolidated financial statements, the Company has been operating as a debtor-in-possession under Chapter 11 of the Bankruptcy Code since June 25, 2002. The Company is authorized to operate its business in the ordinary course pursuant to Chapter 11 of the Bankruptcy Code.

15


ADELPHIA COMMUNICATIONS CORPORATION, et. al.
(DEBTORS-IN-POSSESSION)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands)

        Due to the commencement of the Chapter 11 cases and the Company's failure to comply with certain financial covenants, the Company is in default on substantially all of its pre-petition debt obligations. As a result of the Chapter 11 filing, all actions to collect the payment of pre-petition indebtedness are subject to compromise or other treatment under a plan or plans of reorganization. Generally, actions to enforce or otherwise effect payment of pre-Chapter 11 liabilities are stayed. However, as part of the first day orders and subsequent motions granted by the Bankruptcy Court, the Bankruptcy Court approved Adelphia's motions to pay certain pre-petition obligations including, but not limited to, employee wages, salaries, commissions, incentive compensation and other related benefits. The Company has been paying and intends to continue to pay undisputed post-petition claims in the ordinary course of business. In addition, the Company may assume or reject pre-petition executory contracts and unexpired leases with the approval of the Bankruptcy Court. Unless otherwise agreed to by the parties, the cost of curing any pre-petition executory contract or unexpired lease is borne by the Debtors. Any damages resulting from the rejection of executory contracts and unexpired leases are treated as general unsecured claims and will be classified as liabilities subject to compromise.

        By order dated October 24, 2003 (the "Bar Date Order"), the Bankruptcy Court established a bar date for filing proofs of claim against the Debtors' estates of the later of January 9, 2004 at 5:00 P.M. (Eastern Time) or 30 days after the date upon which the Debtors amend their respective Schedules of Liabilities or the Bankruptcy Court enters a rejection order. A bar date is the date by which proofs of claims must be filed if a claimant disagrees with how such claimant's claim appears on the Debtor's Schedules of Liabilities. The Company provided notice to all known claimants of the bar date and their need to file a proof of claim with the Bankruptcy Court. The aggregate amount of claims filed exceeds $3.2 trillion, but excludes any estimated amounts for unliquidated claims. The Debtors believe that many of these claims are duplicative, based upon contingencies that have not occurred, or otherwise are overstated, and are therefore invalid. Differences between amounts recorded by the Debtors and claims filed by creditors are being investigated and resolved in connection with the Debtors' claims resolution process. That process has commenced and, in light of the number of claims asserted, will take significant time to complete. While the ultimate number and allowed amounts of such claims are not presently determinable, the Debtors have commenced the process of objecting to such invalid claims by filing their first omnibus objection to claims dated October 12, 2004 (the "Objection"). The Objection includes approximately 1,500 claims filed by 22 creditors totaling in excess of $4.5 billion. The Objection is scheduled for a hearing on November 30, 2004. On July 31, 2003, each Debtor filed with the Bankruptcy Court its Schedules of Liabilities and Statement of Financial Affairs. On or about October 8, 2003, each Debtor filed its First Amendment to its Schedules of Liabilities and Statement of Financial Affairs. On or about October 24, 2003, certain of the Debtors filed a Second Amendment to their respective Schedules of Liabilities. Between February 27 and March 1, 2004, each Debtor filed its Schedules of Assets and February 2004 Amendments to Schedules of Liabilities and Executory Contracts and February 2004 Amendments to the Statement of Financial Affairs. On April 23, 2004 one of the Debtors filed its April 2004 Amendments to its Schedules of Liabilities.

        On December 3, 2003, the SEC filed a proof of claim in the Chapter 11 Cases against ACC for, among other things, unliquidated claims for penalties, disgorgement, and prejudgment interest arising from violations of the federal securities laws (the "SEC Claim"). On July 14, 2004, the Creditors' Committee initiated an adversary proceeding against the SEC alleging, among other things, that (i) pursuant to sections 510(b) and 726(a) of the Bankruptcy Code the SEC Claim should be subordinated to prevent the SEC from claiming a recovery for junior stockholders and subordinated noteholders prior to senior creditors being paid in full, and (ii) the court should grant declaratory relief that the SEC Claim applies only to ACC (as opposed to all of the Debtors) because, pursuant to the Bar Date Order, the failure to file separate proofs of claim against each of the Debtors bars the SEC from pursuing claims against any entity other than ACC. In response, on August 12, 2004, the SEC filed an Answer to the adversary proceeding initiated by the Creditors' Committee asserting, among other things, (i) it may recover against debtors affiliated with ACC that engaged in fraud, received the fruits of ACC's fraud, or otherwise commingled assets with ACC if the various estates are substantively consolidated (and if not, reserves the right to file an action to substantively consolidate the estates) and (ii) that the relief sought by the Creditors' Committee rests upon contingent events that may not occur as anticipated by the Creditors' Committee and, therefore, are not ripe for judicial review. Presently, the parties are submitting legal briefs on the issue of whether the Creditors' Committee's suit is ripe for adjudication.

16


ADELPHIA COMMUNICATIONS CORPORATION, et. al.
(DEBTORS-IN-POSSESSION)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands)

        Liabilities subject to compromise consist of the following:

 
  October 31, 2004
Parent and subsidiary debt   $ 13,421,601
Parent and subsidiary debt under co-borrowing credit facilities attributable to Rigas Family Entities     2,846,156
Accounts payable     881,291
Accrued and other liabilities     508,145
Intercompany payables     27,011,502
Related party payables     1,233,536
Cumulative redeemable exchangeable preferred stock     148,794
   
    $ 46,051,025
   

        Liabilities subject to compromise have been reported in accordance with SOP 90-7. Such amounts may be subject to future adjustments depending on Bankruptcy Court actions, further developments with respect to disputed claims, determinations of the secured status of certain claims, the values of any collateral securing such claims, or other events. Such adjustments may be material to the amounts reported as liabilities subject to compromise.

        Valuation methods used in Chapter 11 reorganization cases vary depending on the purpose for which they are prepared and used and are rarely based on GAAP, the basis of which the accompanying financial statements are prepared, unless otherwise noted. Accordingly, the values set forth in the accompanying unaudited consolidated financial statements are not likely to be indicative of the values presented to or used by the Bankruptcy Court.

5.     Non-Recurring Professional Fees and Reorganization Expenses Due to Bankruptcy

        The Company is incurring certain non-recurring professional fees that, although not directly related to the Chapter 11 filing, relate to the Company's reorganization and have been incurred in response to the actions taken by Rigas Management. These expenses include the re-audit, legal, special investigation and forensic consultant fees of the Company and the Special Committee of the Board of Directors and have been included in non-recurring professional fees in the accompanying unaudited consolidated statements of operations. Based on the Company's interpretation of SOP 90-7, only those fees directly related to the Chapter 11 filing should be expensed and included in reorganization expenses due to bankruptcy in the unaudited consolidated statements of operations. These expenses include legal, restructuring and financial consultant fees for the Company and for Committee representatives.

6.     Accounts Payable, Accrued Expenses and Other Liabilities

        To the Company's knowledge, all undisputed post-petition trade payables are current and all premiums for insurance policies, including all workers' compensation and disability insurance policies, required to be paid are fully paid as of October 31, 2004.

        As stated in Note 1, the Company is reviewing its books and records and other information on an ongoing basis to determine whether the accompanying unaudited consolidated financial statements should be supplemented or otherwise amended. Management is currently performing a review to substantiate the completeness of all liabilities. Such review is ongoing and may result in additional adjustments to the accompanying unaudited consolidated financial statements.

7.     Preferred Stock

        In accordance with the accounting direction provided in SOP 90-7, the Company has discontinued accruing for its preferred stock dividends as of June 25, 2002, the filing date of the Chapter 11 cases. Had the Company not filed voluntary petitions under Chapter 11 of the Bankruptcy Code, preferred stock dividends would have been $5,750 and $161,000 for the respective one and twenty-eight month periods ended October 31, 2004.

17


ADELPHIA COMMUNICATIONS CORPORATION, et. al.
(DEBTORS-IN-POSSESSION)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands)

        On August 11, 2003, the Debtors initiated an adversary proceeding against the holders of various series of preferred stock of Adelphia (the "Preferred Stockholders"), seeking, among other things, to enjoin the Preferred Stockholders from exercising certain purported rights to elect directors to the Board of Directors due to Adelphia's failure to pay dividends and alleged breaches of debt-like covenants contained in the Certificates of Designations relating to the preferred stock. On August 13, 2003, certain of the Preferred Stockholders filed an action in the Delaware Chancery Court seeking a declaratory judgment of their purported right to appoint two directors to the Board of Directors (the "Delaware Action"). On August 13, 2003, the Bankruptcy Court granted the Debtors a temporary restraining order, which, among other things, stayed the Delaware Action and temporarily enjoined the Preferred Stockholders from exercising their purported rights to elect directors to the Board of Directors. Thereafter, the Delaware Action was withdrawn.

        On October 29, 2004, Adelphia filed a motion with the Bankruptcy Court to postpone the conversion of Adelphia's 7.5% Series E Mandatory Convertible Preferred Stock into shares of Class A Common Stock from November 15, 2004 to February 1, 2005, to the extent such conversion was not already stayed by the Debtors' bankruptcy filing, in order to protect the Debtors' net operating loss carryovers. The motion was heard on November 10, 2004, and an order granting such postponement was entered by the Bankruptcy Court on November 18, 2004, effective as of November 14, 2004.

8.     Intercompany Receivables and Payables

        The accompanying unaudited consolidated financial statements include intercompany receivables and payables related to all of Adelphia's majority-owned subsidiaries and subsidiaries that are at least 50% owned and controlled by the Company. The intercompany receivables and payables are presented at the gross amount with the total receivables balance included in assets and the total intercompany payables balance included in liabilities in the accompanying unaudited consolidated balance sheet. Intercompany payables have been segregated between pre- and post- bankruptcy petition and none of the intercompany balances have been collateralized (other than certain post-bankruptcy petition intercompany receivables that are required to be collateralized under the terms of the Extended DIP Facility until such time as such intercompany receivables are paid). The intercompany balances do not net to zero as the Non-Filing Entities and CMLCV have not been included in the accompanying consolidated financial statements, as discussed in Note 1.

9.     Related Party Receivables and Payables

        Related party receivables and payables represent advances to and payables from certain related parties, including entities owned and/or controlled by the Rigas Family. Related party receivables and payables are presented at the gross amount with the total receivable balance included in assets and the payables included in the liabilities in the accompanying unaudited consolidated balance sheet. Related party payables have been segregated between pre- and post-bankruptcy petition, and none of the related party balances have been collateralized. Management is continuing to evaluate the proper classification and recoverability of related party receivables and may record reserves against such receivables in the future.

10.   Cash and Cash Equivalents and Restricted Cash

        The Company considers all highly liquid investments with a maturity date of three months or less to be cash equivalents.

        As of October 31, 2004, the Company has restricted cash of $5,465 for the payment of franchise obligations, as required by an agreement with the Company's insurance provider. Also included in restricted cash is $3,607 related to revenue received from customers which was placed in trust as a result of a dispute arising from the acquisition of certain cable systems from Verizon Media Ventures, Inc. The remainder of the restricted cash balance primarily consists of cash collateral supporting obligations under certain of the Company's franchise agreements and surety bonding obligations.

18


ADELPHIA COMMUNICATIONS CORPORATION, et. al.
(DEBTORS-IN-POSSESSION)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands)

11.   Subscriber Receivables

        Subscriber receivables consist of monthly amounts due from the Company's customers and are reported net of allowance for doubtful accounts of $17,361.

12.   Prepaid Expenses and Other Assets—Net

        Included in other assets—net are unamortized deferred financing fees of $154,974 relating to pre-petition debt obligations. Such amounts are not currently being amortized. See Note 4 to these unaudited consolidated financial statements for further discussion. SOP 90-7 requires that in cases where the underlying debt becomes an allowed claim and the allowed claim differs from the net carrying amount of the debt, the amount of the debt will be adjusted for any unamortized deferred loan fees to equal the value of the allowed claim. Any gain or loss from such adjustments to the underlying debt as compared to the allowed claim will be reflected in the statement of operations.

13.   Other-than-Temporary Impairment of Investments, Long-Lived Assets and Certain Other Assets

        As discussed in Note 1, the Company is reviewing its books and records and other information on an ongoing basis to determine whether the accompanying unaudited consolidated financial statements should be supplemented or otherwise amended. Additionally, as discussed in Note 1, PwC has not completed its audit as of and for the years ended December 31, 2003, 2002 and 2001 or its re-audit as of and for the years ended December 31, 2000 and 1999. The Company is performing an evaluation of impairment related to several investments and long-lived and certain other assets. This evaluation includes a review of the accounting treatment when the transaction originated and a review of the accounting subsequent to the date of origination, including periodic evaluations for impairment. These evaluations may result in adjustments to the unaudited consolidated financial results contained herein and financial statements as of and for the periods ended December 31, 2003, 2002, 2001, 2000 and 1999. The adjustments may be material to these periods.

        Listed below are certain investments and other assets for which (with the exception of property, plant and equipment and intangible assets) the Company has recorded an asset impairment charge during the twenty-eight month period ended October 31, 2004. All adjustments to be made to prior periods as a result of the Company's restatement of prior year financial statements have not been reflected in the unaudited consolidated financial statements contained herein pending the completion of the audit as of and for the years ended December 31, 2003, 2002 and 2001 and the re-audits as of and for the years ended December 31, 2000 and 1999.

        The tables below present the impairment of long-lived and other assets and other than temporary impairment of investments and other assets that have been recorded by the Company since July 1, 2002.

 
  Twenty-eight
Months Ended
October 31, 2004

Impairment of Long-Lived and Other Assets:      
Internal Operations, Call Center and Billing System   $ 63,910
Competitive Local Exchange Carriers     8,224
   
    $ 72,134
   
Other-than-Temporary Impairment of Investments and Other Assets:      
Buffalo Sabres     68,612
Interactive Digital TV Investments     1,697
Praxis Capital Ventures, L.P.     2,600
   
    $ 72,909
   

Internal Operations, Call Center and Billing System

        From 1998 through mid-2002, the Company was developing an internal operations, call center and billing system known as "Convergence." After careful evaluation of the functionality and usability of Convergence, the Company decided not to pursue continued rollout and terminated additional funding for

19


ADELPHIA COMMUNICATIONS CORPORATION, et. al.
(DEBTORS-IN-POSSESSION)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands)

the system. In October 2002, the Company recognized an impairment charge related to the abandonment of the Convergence system in the amount of $63,910. Additional adjustments totaling $7,610 were recorded in October to reclassify payroll and other operating expenses improperly capitalized during 2002. The Company's remaining investment in this system of approximately $30,000 will be adjusted in connection with the restatement of its prior year financial statements.

Closure of the CLECs

        In August 2002, the Company filed a motion with the Bankruptcy Court for approval to close operations in 14 markets that were served by the Company's CLECs. The CLECs provided local telephone service to certain geographic markets and competed with local telephone exchange carriers. The Company's Board of Directors approved the closure, and approval was granted by the Bankruptcy Court by order dated September 25, 2002. The Company expects that, in connection with the restatement of its financial statements for prior periods, the property, plant and equipment associated with these CLECs will be written down by approximately $100,000. The remaining net book value of the property, plant and equipment of approximately $20,000 was depreciated over its estimated remaining useful life beginning in November 2002 through April 2003. Furthermore, in November 2002, the Company recognized an additional impairment of $6,873 on certain of its CLEC assets and recorded a reserve on its CLEC trade accounts receivables of $1,351.

Buffalo Sabres

        As disclosed in the Company's Current Report on Form 8-K filed on May 24, 2002, the Company had entered into various arrangements with Niagara Frontier Hockey, L.P. ("NFHLP"), a Delaware limited partnership owned by the Rigas Family. Among other assets, NFHLP owned the Buffalo Sabres, a National Hockey League team. The Company made approximately $165,000 of loans and advances, including accrued interest, to NFHLP and its subsidiaries. In November 2002, the Company recognized impairments of those loans and advances of $31,447. On January 13, 2003, NFHLP and certain of its subsidiaries (the "Niagara Debtors") filed voluntary petitions to reorganize under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the Western District of New York (the "NFHLP Bankruptcy Court").

        On or about March 13, 2003, certain of the Niagara Debtors entered into an Asset Purchase Agreement with Hockey Western New York LLC for the sale of certain assets and assumption of certain liabilities of NFHLP. In March 2003, the Company recognized an additional impairment of $37,922 as a result of the then pending sale of certain assets, including the Buffalo Sabres, and assumption of certain liabilities of NFHLP. On April 23, 2003, the sale was completed. The Company did not recover any of its loans and advances in NFHLP from such sale. The March 2003 impairment charge, combined with the November 2002 charge, and with anticipated adjustments related to restatement of the Company's prior year financial statements, completely wrote off the Company's loans and advances in NFHLP and its subsidiaries. On or about August 14, 2003, the NFHLP Bankruptcy Court approved the Niagara Debtors' Disclosure Statement. On September 25, 2003, the NFHLP Bankruptcy Court approved the NFHLP joint plan of liquidation. The Niagara Debtors filed a complaint, dated November 4, 2003, against, among others, the Company and the Creditors' Committee seeking to enforce certain purported rights against the Company and the Creditors' Committee related to the waiver of the Company's claims. Certain of the Niagara Debtors' prepetition lenders have intervened and filed cross-claims against the Company and the Creditors' Committee. Proceedings as to the complaint itself have been suspended. With respect to the cross-complaint, motion practice and discovery is proceeding concurrently, but no hearing on dispositive motions has been scheduled.

Interactive Digital TV Investments

        The Company has investments in interactive digital TV product ventures. In December 2002, the Company recognized a loss of $1,697 for declines in investment value deemed other than temporary.

20


ADELPHIA COMMUNICATIONS CORPORATION, et. al.
(DEBTORS-IN-POSSESSION)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands)

Praxis Capital Ventures, L.P.

        As disclosed in the Company's Current Report on Form 8-K filed on May 24, 2002 the Company entered into certain transactions with Praxis Capital Partners, LLC ("Praxis Capital"), a Delaware limited liability company and Praxis Capital Management, LLC, a Delaware limited liability company, through Praxis Capital Ventures, L.P. ("PCVLP"), a Delaware limited partnership in which ACC Operations, Inc. (a wholly-owned Company subsidiary) is a 99.5% Limited Partner. Formed in June 2001, PCVLP focused on private equity investments in the telecommunications market. At June 30, 2002, the net book value of the Company's portion of these investments was approximately $1,247. In addition, the Company had recorded $1,053 of prepaid management service fees to PCVLP. The Company has recorded reserves totaling $2,600 related to PCVLP. The Company is continuing to evaluate the PCVLP investments, which consist primarily of investments in private companies whose securities have no actively traded market. By order dated October 20, 2003, the Debtors rejected the partnership agreement with Praxis Capital. Peter L. Venetis, the son-in-law of John J. Rigas and a former director of the Company, is the managing director of Praxis Capital Management, LLC.

    Devon Mobile Communications, L.P.

        Pursuant to the Agreement of Limited Partnership of Devon Mobile Communications, L.P., a Delaware limited partnership ("Devon Mobile"), dated as of November 3, 1995 (the "Devon Mobile Limited Partnership Agreement"), the Company owned a 49.9% limited partnership interest in Devon Mobile, which, through its subsidiaries, held licenses to operate regional wireless telephone businesses in several states. Devon Mobile had certain business and contractual relationships with the Company and with former subsidiaries or divisions of the Company which were spun-off as TelCove in January 2002. In late May 2002, the Company notified Devon G.P., Inc., the general partner of Devon Mobile, that it would likely terminate certain discretionary operational funding to Devon Mobile. In July 2002, the Company learned that its former subsidiary, TelCove, had elected to terminate certain services it provided to Devon Mobile. On August 19, 2002, Devon Mobile and certain of its subsidiaries filed voluntary petitions to reorganize under Chapter 11 of the Bankruptcy Code with the United States Bankruptcy Court (the "Devon Bankruptcy Court"). In July 2002, the Company recorded an asset impairment reserve against the investment in and receivables from Devon Mobile of $1,221 and $53,646, respectively. In November 2002, the Company refined its evaluation of exposure to Devon Mobile and recorded additional impairments of $51,087, which related primarily to the Company's guarantee of certain obligations of Devon Mobile, other receivables from Devon Mobile, and an incremental investment in Devon Mobile that is expected to result from the Company's restatement of prior year financial information. All such impairments are included in equity in losses of affiliates—net in the accompanying unaudited consolidated statements of operations. As of November 2002, the Company has fully reserved for its investment and receivables in Devon Mobile.

        On January 17, 2003, the Company filed proofs of claim against Devon Mobile and its subsidiaries for approximately $129,000 in debt and equity claims, as well as an additional claim of approximately $35,000 relating to the Company's guarantee of certain Devon Mobile obligations (collectively, the "Adelphia Claims"). On June 23, 2003, Devon Mobile filed a disclosure statement for the joint plan of liquidation (the "Disclosure Statement"). On or about July 25, 2003, the Devon Bankruptcy Court approved the Disclosure Statement. By order dated October 1, 2003, the Devon Bankruptcy Court confirmed Devon's First Amended Joint Plan of Liquidation (the "Devon Plan"). The Devon Plan went effective on October 17, 2003, at which time the Company's limited partnership interest in Devon Mobile was extinguished. According to the Disclosure Statement, Devon Mobile and the Official Committee of Unsecured Creditors appointed in the Devon Mobile Chapter 11 cases disagree with the Adelphia Claims and intend to file an objection seeking an order eliminating such claims in their entirety. As of the date hereof, Devon Mobile has not objected to the Adelphia Claims. On or about January 8, 2004, Devon Mobile filed proofs of claim in the Company's Chapter 11 cases in respect of, among other things, certain transfers alleged to be made by Devon Mobile to the Company prior to the commencement of the Company's Chapter 11 cases (the "Devon Claims"). On May 20, 2004, the Company and Devon Mobile filed a stipulation in the Company's Chapter 11 cases granting Devon Mobile limited relief from the automatic stay to (i) file a complaint against the Company based on the Devon Claims and (ii) file objections to the Adelphia Claims in the Devon Bankruptcy Court (the "Devon Stay Stipulation"). The Devon Stay Stipulation was approved by the

21


ADELPHIA COMMUNICATIONS CORPORATION, et. al.
(DEBTORS-IN-POSSESSION)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands)

Bankruptcy Court on June 10, 2004. On June 21, 2004, Devon Mobile filed a complaint (the "Devon Complaint") in the Company's Chapter 11 cases in respect of the Devon Claims. On August 20, 2004, the Company filed an answer and counterclaim in response to the Devon Complaint denying the allegations made in the Devon Complaint and asserting various counterclaims against Devon Mobile, which encompassed the Adelphia Claims (the "Adelphia Answer"). On September 21, 2004, the Bankruptcy Court entered an order approving an amendment to the Devon Stay Stipulation which provides that the Adelphia Claims will be prosecuted to final order in the Bankruptcy Court and will be given full force and effect by the Devon Bankruptcy Court taking into account the rights of set-off and/or recoupment of the parties with respect thereto. On September 30, 2004 Devon Mobile filed an answer with respect to the counterclaims asserted by Adelphia in the Adelphia Answer. On October 13, 2004, Adelphia filed a motion for judgment on the pleadings dismissing Devon Mobile's demand for punitive damages. The Company anticipates that Devon Mobile will deny liability with respect to the Adelphia Claims. Any recovery of the Adelphia Claims is uncertain at this time. The Company cannot predict the outcome of these legal proceedings or estimate the possible effects on the financial condition or results of operations of the Company.

    Property, Plant and Equipment, and Intangible Assets

        As stated previously, the Company's property, plant and equipment and intangible assets are currently being evaluated by management for asset impairment and other issues. These issues include the ownership of assets, prior capitalization policies, estimated useful lives, amounts allocated to specific assets in connection with acquisitions, and impairment. The complete results of these evaluations are unknown at this time but could result in material adjustments to the net book value of property, plant and equipment and intangible assets at December 31, 2003, 2002, 2001, 2000 and 1999, as well as results of operations for the periods then ended.

        As more fully discussed in Note 3, the Company has corrected many of its erroneous accounting policies and practices for PP&E with respect to the accounting for Capitalized Costs and Capitalized Installation and Construction Activities for the twenty-two months ended October 31, 2004. The Company is continuing its review of the historical books and records and other information; accordingly, these issues should not be considered the only issues related to these assets that are under evaluation by the Company, and the Company reserves the right to amend, update or supplement this information.

14.   Net Loss Per Weighted Average Share of Common Stock

        Basic net loss per weighted average share of common stock is computed based on the weighted average number of common shares outstanding after giving effect to dividend requirements on the Company's preferred stock (see Note 7). Diluted net loss per common share is equal to basic net loss per common share because the Company's convertible preferred stock and outstanding stock options do not have a dilutive effect for the periods presented. In the future, however, the convertible preferred stock and outstanding stock options could have a dilutive effect on earnings per share.

15.   Supplemental Cash Flow Information

        Cash payments for interest were $33,828 and $895,563 for the one and twenty-eight month periods ended October 31, 2004, respectively. Included in these amounts are cash payments made by the Company of $13,659 and $377,140 for the one and twenty-eight month periods ended October 31, 2004, respectively, for interest on the co-borrowing credit facilities attributable to the Rigas family entities. Such payments are included in the related party receivables and payables, net in the accompanying unaudited consolidated statements of cash flows.

16.   EBITDA

        The following is a summary of Earnings Before Interest, Taxes, Depreciation and Amortization ("EBITDA") from the accompanying unaudited consolidated statements of operations for the one and twenty-eight month periods ended October 31, 2004. EBITDA is an alternative performance measure that is customarily used by companies that own, operate and manage cable television systems and other related telecommunications businesses. Management believes that EBITDA provides an alternative measure that

22


ADELPHIA COMMUNICATIONS CORPORATION, et. al.
(DEBTORS-IN-POSSESSION)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands)

is useful in evaluating the Company's liquidity. EBITDA is not a performance measure in accordance with GAAP and the use of EBITDA is not meant to replace or supercede any information presented in accordance with GAAP.

        Presented below is a reconciliation of EBITDA to net loss and net cash provided by operating activities as presented in the accompanying unaudited consolidated financial statements.

        Reconciliation of EBITDA to Net loss from continuing operations:

 
  Month Ended
October 31, 2004

  Twenty-eight
Months Ended
October 31, 2004

 
EBITDA   $ 87,267   $ 1,856,987  
Adjustments to reconcile EBITDA to net loss from continuing operations:              
  Depreciation and amortization     (98,239 )   (2,203,903 )
  Interest expense     (40,722 )   (936,657 )
  Income tax benefit         35  
   
 
 
Net loss from continuing operations   $ (51,694 ) $ (1,283,538 )
   
 
 

        Reconciliation of EBITDA to Net Cash Provided by Operating Activities:

 
  Month Ended
October 31, 2004

  Twenty-eight
Months Ended
October 31, 2004

 
EBITDA   $ 87,267   $ 1,856,987  
Adjustments to reconcile EBITDA to net cash provided by operating activities:              
Amortization of bank financing costs     4,667     62,028  
Impairment of long-lived and other assets         72,134  
Other-than-temporary impairment of investments and other assets         72,909  
Minority interest in losses of subsidiaries—net     (450 )   (25,344 )
Equity in losses of affiliates, net     1,312     110,555  
Gain on sale of assets—net         (8,642 )
Depreciation, amortization and other non-cash items from discontinued operations         46,366  
Other non-cash items         3,856  
Reorganization expenses due to bankruptcy     5,138     200,672  
Non-recurring professional fees, net of amounts paid     562     43,800  
Change in Assets and Liabilities:              
  Subscriber receivables—net     (728 )   (2,315 )
  Other assets—net     3,961     (61,519 )
  Accounts payable     3,021     (2,084 )
  Subscriber advance payments and deposits     (6,018 )   33,258  
  Accrued interest and other liabilities     31,467     265,009  
  Liabilities subject to compromise     (120 )   (113,319 )
  Intercompany receivables and payables—net     (848 )   (24,315 )
Reorganization expenses paid during the period     (6,052 )   (166,773 )
Interest expense     (40,722 )   (936,657 )
Income tax benefit         35  
Discontinued operations         (46,139 )
   
 
 
Net cash provided by operating activities   $ 82,457   $ 1,380,502  
   
 
 

23



ADELPHIA COMMUNICATIONS CORPORATION, et. al.
(DEBTORS-IN-POSSESSION)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands)

17.   TelCove Spin-off and Bankruptcy Proceedings

        Adelphia Business Solutions, Inc., which has since changed its name to TelCove, Inc. ("TelCove"), was a consolidated subsidiary of Adelphia as of December 31, 2001. TelCove owns, operates and manages entities which provide CLEC telecommunications services. On January 11, 2002, the Company distributed in the form of a dividend, all of the shares of common stock of TelCove owned by Adelphia to holders of Adelphia's Class A and Class B common stock (the "Spin-off"). As a result of the Spin-off, the Rigas Family held a majority of the total voting power of TelCove common stock. The distribution of TelCove common stock was recorded on the date of the Spin-off. Accordingly, the accompanying unaudited consolidated financial statements do not include the accounts of TelCove. On March 27, 2002, TelCove and certain of its direct subsidiaries filed voluntary petitions to reorganize under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the Southern District of New York (the "Bankruptcy Court"). On December 19, 2003, the Bankruptcy Court entered an order confirming TelCove's Modified Third Amended Joint Plan of Reorganization Under Chapter 11 of the Bankruptcy Code, dated December 18, 2003.

        Prior to the TelCove Spin-off (and in some circumstances following the TelCove Spin-off), Adelphia and TelCove (i) shared certain collocation space, real property interests, fiber-optic cable assets, strands and network infrastructure and related equipment (collectively, the "Shared Assets"); (ii) engaged in joint undertakings, including the construction and overlash of fiber-optic cable networks and facilities, necessary for the construction and operation of a telecommunications network and cable network; and (iii) provided one another with certain services that are or were crucial to the operation of each other's businesses (the "Shared Services").

        In order to reduce the Company's dependence on TelCove for access to certain collocation space, real property interests, fiber-optic cable assets, strands and network infrastructure and related equipment shared by the Company and TelCove (the "Shared Assets") and certain services, provided by the Company and TelCove to one another that are or were crucial to the operation of each others' businesses (the "Shared Services"), as well as to gain operational independence from TelCove and validate and memorialize the ownership of the Shared Assets, on December 3, 2003, the Debtors and TelCove entered into a Master Reciprocal Settlement Agreement pursuant to which the parties, among other things, memorialized their agreement relating to their ownership and use of the Shared Assets. On March 23, 2004, the Bankruptcy Court approved the Master Reciprocal Settlement Agreement.

        In the TelCove plan of reorganization and the related disclosure statement, TelCove alleged that it had substantial claims against the Company totaling more than $1,000,000 (the "Alleged Claims"). On November 25, 2003, the Company filed a proof of claim for administrative expenses against TelCove in the approximate amount of $71,000 (collectively, "Adelphia's Administrative Claims").

        On February 21, 2004, the parties executed a global settlement agreement (the "Global Settlement") which resolves, among other things, the Alleged Claims, Adelphia's Administrative Claims, and TelCove's alleged counterclaims and defenses thereto. The Global Settlement provides that on the closing date, the Company will transfer to TelCove certain settlement consideration, including, $60,000 in cash, plus an additional payment of up to $2,500 related to certain outstanding payables, as well as certain vehicles, real property and intellectual property licenses used in the operation of TelCove's businesses. The Global Settlement also provides for the transfer by the Company to TelCove of certain CLEC market assets, together with various licenses, franchises and permits related to the operation and ownership of such assets, and for the execution of various annexes to the Global Settlement (the "Annex Agreements), which provide, among other things, for (i) a five-year business commitment to TelCove by the Company; (ii) future use by TelCove of certain fiber capacity in assets owned by the Company; (iii) the mutual release by the parties from any and all liabilities, claims and causes of action which either party has or may have against the other party; and (iv) TelCove's management, pending transfer, of the Company's active CLEC markets pursuant to a master management agreement that amended and superceded pre-existing management agreements between the Company and TelCove. On March 23, 2004, the Bankruptcy Court approved the Global Settlement.

        The Global Settlement was consummated on April 7, 2004, at which time the Company paid $57,941 to TelCove and transferred the economic risks and benefits of the CLEC market assets to TelCove pursuant

24


ADELPHIA COMMUNICATIONS CORPORATION, et. al.
(DEBTORS-IN-POSSESSION)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands)

to the terms of the Global Settlement and entered into the Annex Agreements which are effective in accordance with their terms. On August 20, 2004, the Company paid TelCove an additional $2,464 pursuant to the Global Settlement in connection with the resolution and release of certain claims. On August 21, 2004, the CLEC market assets were transferred to TelCove.

18.   Century-ML Cable Venture Bankruptcy Filing

        On September 30, 2002, CMLCV, a 50/50 joint venture between Century and ML Media Partners, L.P. ("ML Media") filed a voluntary petition to reorganize under Chapter 11 of the Bankruptcy Code in the Bankruptcy Court. This bankruptcy proceeding is administered separately from that of Adelphia. CMLCV is operating its business as a debtor-in-possession and is continuing to serve its subscribers in three communities in Puerto Rico. At this time, CMLCV is expected to generate sufficient cash to fund foreseeable operations and capital requirements. The CMLCV Chapter 11 filing is not expected to have a material impact on the operations of CMLCV's subsidiary, Century-ML Cable Corporation, which serves communities in Puerto Rico.

        CMLCV, since October 2002, has been filing a separate monthly operating report with the Bankruptcy Court. As more fully disclosed in CMLCV's separate Monthly Operating Report, there is litigation pending in the Bankruptcy Court between ML Media and CMLCV, Century, the Company and Highland Holdings ("Highland"), a Rigas Family partnership. In connection with the parties' December 13, 2001 Leveraged Recapitalization Agreement ("Recap Agreement"), there is a pre-petition dispute relating primarily to an alleged secured obligation in the amount of $279,800 to ML Media for its 50% ownership in CMLCV. If there is an adverse outcome against the Company relating to this litigation, the Company may be required to pay $279,800 to ML Media for its 50% ownership in CMLCV, as well as interest and other amounts that may result from the outcome of this litigation, or Century may be required to surrender its 50% ownership in CMLCV to ML Media. A hearing was held on September 24, 2002, and a decision was rendered on January 17, 2003, wherein the Bankruptcy Court; (i) denied all of the parties' motions for summary judgment on the issue of whether there has been an acceleration of the September 30, 2002 closing date under the Recap Agreement, except that the Bankruptcy Court (ii) found "as a matter of law, that, assuming that the Recap Agreement is enforceable, payment by the Company was due on September 30, 2002 and payment by Adelphia, Century and Highland was due on October 1, 2002, one day later, and that, having failed to make payment, each of the Company, Century and Highland is now in default." The Bankruptcy Court granted summary judgment only to such extent.

        In a decision and order dated March 31, 2003, the Bankruptcy Court denied ML Media's request to become manager of CMLCV's cable systems. In a decision and order dated April 21, 2003, the Bankruptcy Court denied ML Media's motion to dismiss the CMLCV bankruptcy petition, rejecting ML Media's claim that Century improperly filed the petition without ML Media's consent. On September 5, 2003, a hearing was held to determine whether ML Media's motions to dismiss and for summary judgment should be granted. Although the Bankruptcy Court has not yet issued a written decision on the motions, at a status conference held on April 15, 2004, the Court announced that it would be issuing a decision in which it would (a) dismiss all of the counterclaims of Adelphia and Century except for aiding and abetting of a breach of fiduciary duties, and (b) dismiss all of the Venture's counterclaims except for constructive fraudulent conveyance. On September 17, 2003, the Bankruptcy Court entered an order authorizing Adelphia's and Century's rejection of the Recap Agreement.

        On May 12, 2003, the Bankruptcy Court directed ML Media, Century, Adelphia and Highland to enter into mediation to resolve the dispute. Settlement discussions between Adelphia and ML Media are continuing.

        No accrual for the outcome of the above described litigation is included in the accompanying unaudited financial statements.

        By order dated December 2, 2003, the Bankruptcy Court established a bar date for filing proofs of claim against CMLCV's estate of January 15, 2004 at 5:00 P.M. (Eastern Time).

        On October 8, 2004, the Venture filed various claims in the Adelphia Debtors' bankruptcy proceedings relating to, among other things, Adelphia's conduct as manager of the Venture, alleged

25


ADELPHIA COMMUNICATIONS CORPORATION, et. al.
(DEBTORS-IN-POSSESSION)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands)

breaches of Adelphia's fiduciary duties to the Venture, and receivables alleged to be owing to the Venture by various Adelphia Debtors. The Venture cannot estimate at this time its recovery, if any, related to such claims.

        On March 17, 2004, ML Media presented a non-binding written indication of interest (the "Vaughn Indication of Interest") for the acquisition of 100% of CMLCV by an investor group led by James C. Vaughn (the "Vaughn Group"). The Vaughn Group has since indicated that it is not prepared to proceed with a transaction on the terms set forth in the Vaughn Indication of Interest and has submitted a revised bid at a lower price. ML Media and Century are exploring other potential transactions relating to CMLCV, including a potential sale of the Venture to a third party bidder.

19.   Statistical information

        The table below provides information on the number of basic customers, digital customers and high speed internet customers as of October 31, 2004 and September 30, 2004. As further described in its Current Report on Form 8-K filed May 25, 2003, the Company corrected the methodology for calculating customers previously used; therefore, the customer data set forth below may not be comparable to customer data reported prior to such correction.

 
  Filing
Entities

  Brazil
  CMLCV and
St. Marys

  Rigas
Entities

  Total
October 31, 2004:                    
Basic customers   4,855,724   50,774   143,429   229,961   5,279,888
Digital customers   1,874,579     67,768   85,718   2,028,065
High speed internet customers   1,271,781   4,143   5,253   75,043   1,356,220
   
 
 
 
 
Total revenue generating units   8,002,084   54,917   216,450   390,722   8,664,173
   
 
 
 
 
September 30, 2004:                    
Basic customers   4,890,661   49,321   142,817   230,114   5,312,913
Digital customers   1,883,619     66,983   85,339   2,035,941
High speed internet customers   1,248,657   3,998   4,750   73,854   1,331,259
   
 
 
 
 
Total revenue generating units   8,022,937   53,319   214,550   389,307   8,680,113

20.   Bankruptcy Court Reporting Schedules

        The Bankruptcy Court reporting schedules included in this report beginning on page 27 are for the period from October 1 through October 31, 2004 and have been prepared for the purpose of filing with the Bankruptcy Court and are not required by GAAP. The accompanying Bankruptcy Court reporting schedules, as with all other information contained herein, have been obtained from the books and records of the Company and are unaudited.

26



ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

Summary

 
  For the
Month Ended
October 31, 2004

  Reference
Gross wages paid   $ 67,857,910   Schedule I
Employee payroll taxes withheld     15,065,044   Schedule I
Employer payroll taxes due     4,903,455   Schedule I
Payroll taxes paid*     13,762,497   Schedule II*
Sales and other taxes due     6,633,512   Schedule III
Gross taxable sales     81,818,582   Schedule III
Real estate and personal property taxes paid     3,456,301   Schedule IV
Sales and other taxes paid     6,076,305   Schedule V
Cash disbursements     317,928,812   Schedule VI
Insurance coverage     N/A   Schedule VII

*
The amount reported above for payroll taxes paid is based upon the date paid and not the date due.

27


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

Schedule I

Court Reporting schedules for Payroll and Payroll Taxes
for the Month Ended October 31, 2004


Week Ending Date
  Gross
Wages Paid

  Employee Payroll
Taxes Withheld

  Employer Payroll
Taxes Due


01-Oct-04   $ 21,924,696   $ 4,763,744   $ 1,587,685

15-Oct-04     23,232,604     5,219,377     1,664,549

29-Oct-04     22,700,610     5,081,923     1,651,221

  Total   $ 67,857,910   $ 15,065,044   $ 4,903,455

28


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule II   Page 1 of 7

Court Reporting schedules for Payroll Taxes Paid
for the Month Ended October 31, 2004

Payee

  Payroll Taxes
Paid

  Payment Date
ASHTABULA INCOME TAX   282   10/01/04
CITY OF CHILLICOTHE   3,928   10/01/04
CITY OF CLEVELAND HEIGHTS   4,750   10/01/04
CITY OF DANVILLE   439   10/01/04
CITY OF HUNTINGTON   244   10/01/04
CITY OF MARION   928   10/01/04
CITY OF NEWARK   3,200   10/01/04
CITY OF PITTSBURGH   2,256   10/01/04
DIRECTOR OF FINANCE   194   10/01/04
LORAIN CITY TAX   1,842   10/01/04
MISSISSIPPI STATE TAX COMMISSN   2,818   10/01/04
MONTANA DEPARTMENT OF REVENUE   799   10/01/04
RITA   8,268   10/01/04
SCHOOL DISTRICT INCOME TAX   2,251   10/01/04
TREASURER CITY OF OWENSBORO   352   10/01/04
UTAH STATE TAX COMMISSION   272   10/01/04
VILLAGE OF GREENWOOD   612   10/01/04
WEST VIRGINIA DEPT OF TAX & REV   20,708   10/01/04
INTERNAL REVENUE SERVICE   5,551,985   10/04/04
STATE OF ALABAMA   4,445   10/04/04
STATE OF ARIZONA   1,931   10/04/04
STATE OF CALIFORNIA   160,639   10/04/04
STATE OF COLORADO   62,806   10/04/04
STATE OF CONNECTICUT   10,887   10/04/04
STATE OF GEORGIA   7,066   10/04/04
STATE OF IDAHO   4,763   10/04/04
STATE OF INDIANA   1,420   10/04/04
STATE OF KANSAS   335   10/04/04
STATE OF KENTUCKY   22,214   10/04/04
STATE OF MAINE   24,807   10/04/04
STATE OF MARYLAND   11,750   10/04/04
STATE OF MASSACHUSETTS   24,838   10/04/04
STATE OF MICHIGAN   212   10/04/04
STATE OF NEW YORK   99,923   10/04/04
STATE OF NORTH CAROLINA   12,879   10/04/04
STATE OF OHIO   385   10/04/04
STATE OF OHIO   72,441   10/04/04
STATE OF OKLAHOMA   427   10/04/04
STATE OF PENNSYLVANIA   88,956   10/04/04
STATE OF SOUTH CAROLINA   3,042   10/04/04
STATE OF VERMONT   15,598   10/04/04
STATE OF VIRGINIA   57,950   10/04/04
STATE OF WISCONSIN   712   10/04/04

29


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule II   Page 2 of 7

Court Reporting schedules for Payroll Taxes Paid
for the Month Ended October 31, 2004

Payee

  Payroll Taxes
Paid

  Payment Date
ALTOONA AREA SCHOOL DISTRICT   693   10/05/04
ASHLAND FINANCIAL DEPARTMENT   1,200   10/05/04
BEDFORD COUNTY TAX SERVICE   790   10/05/04
BETHEL PARK BOROUGH   2,132   10/05/04
BOROUGH OF ROCHESTER   65   10/05/04
BOURBON COUNTY OCCUP   8   10/05/04
BOYLE COUNTY COURTHOUSE   274   10/05/04
BREATHITT TAX ADMIN   91   10/05/04
BROOKLYN CITY INCOME TAX   112   10/05/04
BRYAN CITY INCOME TAX   1,986   10/05/04
CATIZ VILLAGE INCOME TAX   83   10/05/04
CELINA CITY   742   10/05/04
CENTRAL TAX BURE(A)   66   10/05/04
CITY OF ACRON   628   10/05/04
CITY OF BEATTYVILLE   93   10/05/04
CITY OF BEDFORD TAX DEPT   230   10/05/04
CITY OF BRUNSWICK   934   10/05/04
CITY OF CAMBRIDGE   1,239   10/05/04
CITY OF CARLISLE   36   10/05/04
CITY OF CINCINNATI   774   10/05/04
CITY OF CONNEAUT   398   10/05/04
CITY OF CUYAHOGA FALLS   64   10/05/04
CITY OF CYNTHIANA   220   10/05/04
CITY OF DOVER   9   10/05/04
CITY OF GENEVA   328   10/05/04
CITY OF HARRODSBURG   781   10/05/04
CITY OF HEATH   392   10/05/04
CITY OF IRONTON   633   10/05/04
CITY OF JEFFERSONSVILLE   45   10/05/04
CITY OF LEBANON   221   10/05/04
CITY OF MIDWAY   105   10/05/04
CITY OF MILLESBURG   18   10/05/04
CITY OF NEW PHILADELPHIA   2,520   10/05/04
CITY OF PARIS   431   10/05/04
CITY OF PORT CLINTON   1,393   10/05/04
CITY OF PORTSMOUTH   1,430   10/05/04
CITY OF RICHMOND   14,122   10/05/04
CITY OF RUSSELL   746   10/05/04
CITY OF SOLON   372   10/05/04
CITY OF STANTON   79   10/05/04
CITY OF STRUTHERS   715   10/05/04
CITY OF TWINSBURG   241   10/05/04

30


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule II   Page 3 of 7

Court Reporting schedules for Payroll Taxes Paid
for the Month Ended October 31, 2004

Payee

  Payroll Taxes
Paid

  Payment Date
CITY OF VAN WERT   566   10/05/04
CITY OF VANCEBURG   109   10/05/04
CITY OF VERSAILLES   468   10/05/04
CITY OF WASHINGTON COURTHOUSE   377   10/05/04
CITY OF WAVERLY   120   10/05/04
CITY OF WILMORE   106   10/05/04
CITY OF ZANESVILLE   99   10/05/04
CLARION WAGE TAX OFFICE   1,095   10/05/04
CLAY CITY   104   10/05/04
CLEARFIELD BORO   86   10/05/04
COLLECTOR OF TAXES   907   10/05/04
COLLEGE TOWNSHIP TREASURE   9,839   10/05/04
COLUMBUS CITY INCOME TAX   691   10/05/04
COMM OF TAXATION, VILLAGE OF WHITEHOUSE   87   10/05/04
COSHOCTON CITY   975   10/05/04
DEFIANCE CITY INCOME TAX   3,152   10/05/04
DIRECTOR OF FINANCE   248   10/05/04
DIRECTOR OF FINANCE   844   10/05/04
FLEMINGSBURG OCCUP LICENSE FEE   75   10/05/04
FRANKLIN COUNTY OCCUPATIONAL TAX COLLECTOR   21   10/05/04
GARRARD COUNTY FISCAL COURT   258   10/05/04
GETTYSBURG AREA SD   2,551   10/05/04
HAB-EIT   87   10/05/04
HAB-EIT   176   10/05/04
HAB-EIT   620   10/05/04
HAB-EIT   787   10/05/04
HAB-EIT   1,180   10/05/04
HAB-EIT   1,211   10/05/04
HAB-EIT   3,184   10/05/04
HAB-EIT   4,620   10/05/04
HAB-EIT   9,741   10/05/04
HAB-EIT TAX ADMIN   1,082   10/05/04
HARRISON COUNTYTAX ADMINISTRAT   4   10/05/04
JESSAMINE COUNTY   372   10/05/04
JEWETT VILLAGE INCOME TAX   9   10/05/04
LAUREL COUNTY   314   10/05/04
LINCOLN CO OCCUPATIONAL LICENSE   49   10/05/04
LOCK HAVEN   1,135   10/05/04
LOGAN CITY INCOME TAX   671   10/05/04
LYKENS BOROUGH   538   10/05/04
MADISON COUNTY   437   10/05/04
MARION COUNTY TREASURER   184   10/05/04

31


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule II   Page 4 of 7

Court Reporting schedules for Payroll Taxes Paid
for the Month Ended October 31, 2004

Payee

  Payroll Taxes
Paid

  Payment Date
MCLEAN COUNTY LICENSE FEE   77   10/05/04
MERCER COUNTY FISCAL COURT   190   10/05/04
MIFFCO TAX SERVICE INC   1,096   10/05/04
MINERVA VILLAGE INCOME TAX   753   10/05/04
MONTGOMERY COUNTY   417   10/05/04
MOREHEAD DIRECTOR OF FIN   307   10/05/04
NICHOLASVILLE TREASURER   714   10/05/04
NOCHOLAS COUNTY   9   10/05/04
NORTHWESTERN SD   78   10/05/04
NORTHWOOD DEPT OF TAXATION   183   10/05/04
OCCUPATIONAL TAX ADMINISTRATION   80   10/05/04
OHIO COUNTY   36   10/05/04
POWELL COUNTY   92   10/05/04
PUNXSUTAWNEY BORO   3,052   10/05/04
RECEIVER OF TAXES   5,858   10/05/04
RICHLAND TOWNSHIP   152   10/05/04
ROCHESTER BORO SD   65   10/05/04
ROWAN COUNTY FINANCE   467   10/05/04
SANDY TOWNSHIP   232   10/05/04
SOMERSET   836   10/05/04
SPRINGFIELD CITY (A)   70   10/05/04
STANFORD OCCUPATIONAL TAX   27   10/05/04
SUSAN ROBERTS   151   10/05/04
TREASURE CLARK COUNTY COURHOUSE   67   10/05/04
TREASURER BUTLER COUNTY   30   10/05/04
TYRONE AREA SCHOOL DISTRICT   127   10/05/04
VILLAGE OF ABERDEEN   230   10/05/04
VILLAGE OF CARROLLTON   93   10/05/04
VILLAGE OF FAYETTE   174   10/05/04
VILLAGE OF GEORGETOWN   14   10/05/04
VILLAGE OF GRANVILLE   262   10/05/04
VILLAGE OF HOPEDALE   9   10/05/04
VILLAGE OF JEFFERSON   32   10/05/04
VILLAGE OF JEFFERSONSVILLE   131   10/05/04
VILLAGE OF LEWELLVILLE   131   10/05/04
VILLAGE OF MALVERN   10   10/05/04
VILLAGE OF MANTUA   156   10/05/04
VILLAGE OF MILLERSBURG   475   10/05/04
VILLAGE OF MINSTER   447   10/05/04
VILLAGE OF NEW BOSTON   266   10/05/04
VILLAGE OF NORTH KINGSVILLE   84   10/05/04

32


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule II   Page 5 of 7

Court Reporting schedules for Payroll Taxes Paid
for the Month Ended October 31, 2004

Payee

  Payroll Taxes
Paid

  Payment Date
VILLAGE OF OAK HARBOR   89   10/05/04
VILLAGE OF RICHFIELD   112   10/05/04
VILLAGE OF RIO GRANDE   75   10/05/04
VILLAGE OF SCIO TREASURER   27   10/05/04
VILLAGE OF SEBRING   199   10/05/04
VILLAGE OF WATERVILLE   1,204   10/05/04
VILLAGE OF WEST UNITY   295   10/05/04
WASHINGTON COUNT(A)   79   10/05/04
WAUSEON INCOME TAX DEPARTMENT   350   10/05/04
WOLFE COUNTY   99   10/05/04
WOODFORD COUNTY   45   10/05/04
BLAIRSVILLE BORO   4,523   10/06/04
CENTRAL COLLECTION AGENCY   32,988   10/06/04
CITY OF MACEDONIA   1,939   10/06/04
HAB-EIT   481   10/06/04
HERMITAGE RECEIVER OF TAXES   3,096   10/06/04
BUREAU OF EMPLOYER TAX OPERATIO   38,668   10/11/04
BUREAU OF EMPLOYMENT PROGRAMS   1,304   10/11/04
BUREAU OF EMPLOYMENT SERVICES   16,837   10/11/04
DEPARTMENT OF ECONOMIC SECURITY   46   10/11/04
DEPARTMENT OF EMPLOYMENT   5,926   10/11/04
DEPARTMENT OF EMPLOYMENT SECURI   57   10/11/04
DEPARTMENT OF HUMAN RESOURCES   281   10/11/04
DEPARTMENT OF INDUSTRIAL RELATI   552   10/11/04
DEPARTMENT OF LABOR   1,763   10/11/04
DEPARTMENT OF LABOR   2,112   10/11/04
DEPARTMENT OF LABOR & EMPLOYMEN   8,771   10/11/04
DIVISION OF UNEMPLOYMENT INSURA   817   10/11/04
EMPLOYMENT DEVELOPMENT DEPT   38,718   10/11/04
EMPLOYMENT RESOURCES DIVISION   46   10/11/04
EMPLOYMENT SECURITY COMMISSION   11   10/11/04
EMPLOYMENT SECURITY COMMISSION   144   10/11/04
EMPLOYMENT SECURITY COMMISSION   3,294   10/11/04
EMPLOYMENT SECURITY DEPARTMENT   6,139   10/11/04
MASSACHUSETTS DIVISION OF   9,972   10/11/04
MONTANA DEPARTMENT OF LABOR   301   10/11/04
NEW HAMPSHIRE DEPARTMENT OF EMP   977   10/11/04
NYS UNEMPLOYMENT INSURANCE   14,401   10/11/04
OFFICE OF UNEMPLOYMENT INS   1,671   10/11/04
VERMONT DEPARTMENT OF   2,333   10/11/04
VIRGINA EMPLOYMENT COMMISSION   4,594   10/11/04

33


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule II   Page 6 of 7

Court Reporting schedules for Payroll Taxes Paid
for the Month Ended October 31, 2004

Payee

  Payroll Taxes
Paid

  Payment Date
VILLAGE OF TONTOGANY   13   10/13/04
INTERNAL REVENUE SERVICE   6,067,418   10/18/04
STATE OF ARIZONA   2,912   10/18/04
STATE OF CALIFORNIA   186,026   10/18/04
STATE OF COLORADO   68,597   10/18/04
STATE OF CONNECTICUT   11,118   10/18/04
STATE OF GEORGIA   7,764   10/18/04
STATE OF IDAHO   5,159   10/18/04
STATE OF INDIANA   1,162   10/18/04
STATE OF KANSAS   345   10/18/04
STATE OF KENTUCKY   21,652   10/18/04
STATE OF MAINE   26,174   10/18/04
STATE OF MARYLAND   13,431   10/18/04
STATE OF MASSACHUSETTS   27,116   10/18/04
STATE OF NEW YORK   116,404   10/18/04
STATE OF NORTH CAROLINA   15,553   10/18/04
STATE OF OHIO   75,415   10/18/04
STATE OF OKLAHOMA   426   10/18/04
STATE OF PENNSYLVANIA   96,440   10/18/04
STATE OF SOUTH CAROLINA   3,300   10/18/04
STATE OF VERMONT   19,741   10/18/04
STATE OF VIRGINIA   64,185   10/18/04
CENTRAL TAX BUREAU OF P   118,447   10/19/04
DEPARTMENT OF LABOR   4,336   10/19/04
DIVISION OF UNEMPLOYMENT INSURA   339   10/19/04
JORDAN TAX SERVICE INC   20   10/19/04
SHERRY IVERSON   10   10/19/04
STATE COLLEGE BOROUGH TAX OFFIC   10   10/19/04
WASHINGTON CITY   193   10/22/04
HAB-EIT   2,100   10/23/04
ASHTABULA INCOME TAX   463   10/29/04
CENTRAL COLLECTION AGENCY   47,193   10/29/04
CITY OF CHILLICOTHE   6,035   10/29/04
CITY OF CLEVELAND HEIGHTS   6,734   10/29/04
CITY OF DANVILLE   647   10/29/04
CITY OF HUNTINGTON   364   10/29/04
CITY OF MARION   1,293   10/29/04
CITY OF NEWARK   4,514   10/29/04
CITY OF PITTSBURGH   1,744   10/29/04
DIRECTOR OF FINANCE   280   10/29/04
INTERNAL REVENUE SERVICE   36,957   10/29/04
LORAIN CITY TAX   2,931   10/29/04

34


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule II   Page 7 of 7

Court Reporting schedules for Payroll Taxes Paid
for the Month Ended October 31, 2004

Payee

  Payroll Taxes
Paid

  Payment Date
MISSISSIPPI STATE TAX COMMISSN   4,466   10/29/04
MONTANA DEPARTMENT OF REVENUE   1,249   10/29/04
RITA   14,619   10/29/04
SCHOOL DISTRICT INCOME TAX   3,314   10/29/04
STATE OF FLORIDA   38,758   10/29/04
TREASURER CITY OF OWENSBORO   553   10/29/04
UNION COUNTY TAX ADMINISTRATOR   22   10/29/04
UTAH STATE TAX COMMISSION   410   10/29/04
VILLAGE OF GREENWOOD   644   10/29/04
WEST VIRGINIA DEPT OF TAX & REV   27,313   10/29/04
  TOTAL   13,762,497    

35


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule III   Page 1 of 6

Court Reporting schedules for Sales and Other Taxes Due and Gross Taxable Sales
for the Month Ended October 31, 2004

Taxing Jurisdiction

  Sales and
Other
Taxes Due

  Gross
Taxable Sales

Alabama Dept. of Revenue   $ 237   $ 3,943
Arizona Department of Revenue     23     1,139
Arkansas Department of Revenue         5
Ashland Independent Board of Education     10,371     345,685
BANK OF AMERICA     300    
Bath County School District     1,220     40,660
Berea County School District     2,388     79,604
Board of Equalization     178     A
Board of Equalization     131     1,765
Board of Equalization     917     11,626
Bourbon County School District     593     19,770
Boyd County School District     2,841     94,719
Boyle County School District     1,581     52,696
Breathitt County School District     1,078     35,945
Breckinridge County Board of Education     720     23,992
Burgin Independent Board of Education     329     10,954
Butler County School District     54     1,809
CA TELECONNECT FUND     34    
Carter County School District     1,674     55,804
Cchcf-a     37     21,472
CHCF-B     472    
City o f Monterey         3
City of Alahambra     2     49
City of Albion     353     7,052
City of Algoura Hills     12     240
City of Arcadia     10     201
City of Asotin        
City of Baldwin Park     5,268     175,614
City of Baldwin Park     5     152
City of Beaumont     3,160     105,328
City of Bothell         7
City of Brawley     8,420     210,490
City of Brawley     3     79
City of Bremerton     1     25
City of Burbank     6     80
City of Charlottesville     54,008     540,083
City of Claremont     27     492
City of Colfax     1     13
City of Colorado Springs     155     6,216
City of Colton     5     137

36


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule III   Page 2 of 6

Court Reporting schedules for Sales and Other Taxes Due and Gross Taxable Sales
for the Month Ended October 31, 2004

Taxing Jurisdiction

  Sales and
Other
Taxes Due

  Gross
Taxable Sales

City of Compton   1   8
City of Covina     4
City of Culver City   9   79
City of Desert Hot Springs   3   70
City of Downey     1
City of El Monte   2   29
City of Elk Grove   1   24
City of Englewood   83   2,357
City of Fontana   2,185   43,693
City of Fontana     7
City of Gardena     3
City of Glendale   1   10
City of Hawthorne   1   14
City of Hermosa Beach   20,253   337,545
City of Holtville   2,047   40,945
City of Holtville     3
City of Huntington Beach     4
City of Indio     2
City of Inglewood   4   43
City of Irvine     3
City of Kalama   3   51
City of Kelso   6,234   103,892
City of Kirkland     3
City of La Habra   26,381   439,683
City of La Habra   28   472
City of La Verne     1
City of Long Beach   2   32
City of Longview   60   999
City of Longview   21,435   357,251
City of Los Angeles   606   6,057
City of Mammoth Lake    
City of Moreno Valley   64,600   1,076,671
City of Moreno Valley   32   532
City of Norwalk   2   36
City of Oakland     5
City of Olympia   1   22
City of Palm Springs     8
City of Palouse   1   23
City of Palouse   540   7,710
City of Pasadena   5   66
City of Petersburg   24,612   123,061

37


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule III   Page 3 of 6

Court Reporting schedules for Sales and Other Taxes Due and Gross Taxable Sales
for the Month Ended October 31, 2004

Taxing Jurisdiction

  Sales and
Other
Taxes Due

  Gross
Taxable Sales

City of Pico Rivera   12,154   243,085
City of Pico Rivera   6   128
City of Placentia   15,542   444,057
City of Placentia   8   218
City of Port Hueneme   10,678   266,953
City of Port Hueneme   1   34
City of Porterville     8
City of Pullman   17   218
City of Redondo Beach   43,386   913,390
City of Redondo Beach   67   1,409
City of Rialto   42,581   532,265
City of Rialto   19   232
City of Riverside   1   18
City of Salinas   1   9
City of San Bernardino   63,770   804,159
City of San Bernardino   10   122
City of San Buenaventura   34,622   692,441
City of San Francisco   1   10
City of San Gabriel     3
City of San Jose   1   11
City of San Luis Obispo    
City of Santa Ana   13   216
City of Santa Barbara    
City of Santa Cruz   20   288
City of Santa Monica   151,693   1,516,928
City of Santa Monica   166   1,656
City of Santa Rosa     1
City of Seal Beach   19   175
City of Seattle     1
City of Shoreline   1   10
City of Sierra Madre   5   79
City of Spokane   3   45
City of Stanwood    
City of Tacoma     3
City of Toledo    
City of Torrance     2
City of Vancouver   1   23
City of Ventura   11   209
City of Waynesboro   27,609   276,089
City of Wenatchee     8
City of Westminister     2

38


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule III   Page 4 of 6

Court Reporting schedules for Sales and Other Taxes Due and Gross Taxable Sales
for the Month Ended October 31, 2004

Taxing Jurisdiction

  Sales and
Other
Taxes Due

  Gross
Taxable Sales

City of Whittier   6   125
City of Winchester   15,894   158,938
City of Woodland   2   47
City of Zillah     1
Cloverport Independent School District   256   8,531
Colorado Dept. of Revenue   953   15,091
Colorado Dept. of Revenue   3,111   88,924
Commissioner of Revenue Services   295,452   5,627,676
Commissioner of Revenue Services   355,030   5,917,179
Commonwealth of Massachusetts   7,440   148,826
Comptroller of Maryland   936   18,714
Comptroller of Maryland   14,241   284,819
Comptroller of Public Accounts   10   333
County of Los Angeles   156   3,111
County of Montgomery   8,024   80,242
Danville Independent School District   4,687   156,227
Daviess County Board of Education   16,362   545,406
Daviess County School District   252   8,399
DC Treasurer   278   2,570
Des Moines   2   35
Elliot County School District   255   8,507
Florida Department of Revenue   3,288,464   23,894,788
Florida Department of Revenue   147,850   2,356,465
Franklin County School District   104   3,464
Garrad County School District   976   32,543
Georgia Department of Revenue   19,124   295,979
Hancock County Board of Education   769   25,635
Harlan County School District   232   7,743
Harrison County School District   2,628   87,616
Harrodsburg Independent Board of Education   2,680   89,325
Henderson County Board of Education   2,369   78,957
ID USF   22   416
Idaho State Tax Commission   4,786   75,028
Indiana Department of Revenue   29,978   499,643
Internal Revenue Service   42,764   1,425,374
Jackson Independent Schools   504   16,809
Jessamine County Board of Education   7,668   255,593
Kansas Dept. of Revenue   17,169   235,227
Kentucky Revenue Cabinet   2,076   34,605
Laurel County School District   11,634   387,792
Lee County School District   1,095   36,497

39


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule III   Page 5 of 6

Court Reporting schedules for Sales and Other Taxes Due and Gross Taxable Sales
for the Month Ended October 31, 2004

Taxing Jurisdiction

  Sales and
Other
Taxes Due

  Gross
Taxable Sales

Leslie County School District   1,006   33,523
Letcher County Board of Education   781   26,017
Lewis County Board of Education   932   37,279
Lewis County School District   290   11,593
Lincoln County Board of Education   1,308   43,600
Logan County School District   41   1,377
Madison County School District   19,011   633,688
Maine Revenue Services   5,928   118,572
Maine Revenue Services   272,076   5,441,508
Marion County Board of Education   2,707   90,219
McLean County School District   764   25,482
Menifee County School District   445   14,842
Mercer County School District   1,804   60,120
Minnesota Department of Revenue   1   182
Mississippi State Tax Commission   39,521   564,590
Mississippi State Tax Commission   1,523   21,755
Morgan County School District   1,064   35,478
NC Department of Revenue   16,301   227,203
NECA PAUSF   1,367  
NECA VUSF   215   16,902
Nelson County Board of Education   1,350   45,013
Nicholas County School District   677   22,555
NJ Division of Taxation   509   8,477
NYS Estimated Corporation Tax   272   72,552
NYS Estimated Corporation Tax   2,732   109,268
NYS Sales Tax Processing   16,260   213,063
Ohio County School District   18   610
Oklahoma Tax Commission   511   16,792
Owensboro Board of Education   11,492   383,077
Owsley County Board of Education   379   12,639
PA Department of Revenue   204,293   3,725,140
PA Dept. of Revenue   4,792   95,801
Paris Independent School District   2,976   99,207
Perry County School District   283   9,440
Powell County School District   1,911   63,687
PSU   226  
Rhode Island Division of Taxation   9   127
Rockcastle County School District   920   30,658
Russell Independent School District   6,224   207,457
Scott County School District   7,802   260,072

40


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule III   Page 6 of 6

Court Reporting schedules for Sales and Other Taxes Due and Gross Taxable Sales
for the Month Ended October 31, 2004

Taxing Jurisdiction

  Sales and
Other
Taxes Due

  Gross
Taxable Sales

South Carolina Dept. of Revenue     52,071     787,246
State of Michigan     83     1,379
State of New Hampshire     1,424     20,346
State of New Hampshire     95,054     1,357,921
State Tax Department     277,444     4,624,089
TN Department of Revenue     62,033     683,701
Town of Blacksburg     13,390     133,898
Town of Mt Crested Butte     1,415     31,434
Town of South Boston     4,355     43,555
Treasurer State of Ohio     156,996     2,091,008
Union County School District     2,970     99,014
Vermont Department of Taxes     336,130     5,602,180
Vermont Department of Taxes     1,018     16,974
Virginia Department of Taxation     13,074     261,498
Washington County Board of Education     920     30,655
Washington Dept. of Revenue     3,851     52,504
Webster County Board of Education     719     23,971
Wisconsin Department of Revenue     3     187
Wolfe County School District     585     19,516
Woodford County Board of Education     4,787     159,569
Wyoming Department of Revenue     78     1,399
   
 
  Total   $ 6,633,512   $ 81,818,582
   
 

Note (A): The 911 surcharge is based upon the number of phone lines and not as a function of gross taxable sales.

41


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule IV   Page 1 of 8

Court Reporting schedules for Real Estate and Personal Property Taxes Paid
for the Month Ended October 31, 2004

Payee

  Amount Paid
  Check Date
200 MINUTEMAN LIMITED   7,345   10/13/04
ADAMS COUNTY TREASURER   4,694   10/21/04
ADIRONDACK CENTRAL SCHOOL   3,910   10/12/04
ADIRONDACK CENTRAL SCHOOL   452   10/14/04
ALLEGANY COUNTY TREASURER   35,483   10/12/04
ANDOVER TOWN COLLECTOR   945   10/27/04
ARUNDEL TOWN   2,716   10/08/04
AUGLAIZE COUNTY   18,244   10/14/04
AURORA TOWN HALL   6,818   10/12/04
AURORA TOWN HALL   1,561   10/14/04
BARKER CENTRAL SCHOOL   1,708   10/01/04
BARTON TOWN OF   1,091   10/27/04
BELFAST CITY   16,643   10/08/04
BELFAST CITY   1,944   10/26/04
BELGRADE TOWN   15,161   10/14/04
BETHEL PARK MUNICIPALITY PA   627   10/26/04
BETHEL PARK SCHOOL DISTRICT   7,152   10/26/04
BLACKBURN CENTER, LLC   433   10/26/04
BLOUNT COUNTY TRUSTE   8,289   10/26/04
BRAINTREE TOWN VT   3,709   10/08/04
BRAXTON COUNTY   252   10/04/04
BREWER CITY   21,229   10/08/04
BROCTON CENTRAL SCHOOL   2,609   10/08/04
CAL & JOANNE FAMILY LTD PRTNRSP   200   10/22/04
CANAAN TOWN   778   10/26/04
CANAJOHARIE CENTRAL SCHOOL   426   10/29/04
CASTLE HILL TOWN   3,583   10/26/04
CATHERINE TOWNSHIP TAX COLLECTO   251   10/27/04
CHARLESTON COUNTY   5,687   10/29/04
CHAUTAUQUA LAKE CENTRAL SCHOOL   5,454   10/01/04
CITY OF NORTH ADAMS   7,232   10/27/04
CITY OF NORTH TONAWANDA   8,179   10/01/04
CITY OF NORTH TONAWANDA   2,746   10/14/04
CITY OF RUTLAND   291   10/14/04
CITY OF RUTLAND   53,542   10/20/04
CLARENCE SCHOOL TAX COLLECTOR   14,289   10/12/04
CLARENCE SCHOOL TAX COLLECTOR   578   10/14/04
CLARKE COUNTY   372   10/20/04
CLAY COUNTY   973   10/04/04
COMMISSIONERS OF THURMONT   1,352   10/13/04
COSHOCTON COUNTY TREASURER   83,231   10/08/04

42


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule IV   Page 2 of 8

Court Reporting schedules for Real Estate and Personal Property Taxes Paid
for the Month Ended October 31, 2004

Payee

  Amount Paid
  Check Date
COUNTY OF WAYNE SHERIFF   6,451   10/04/04
COUNTY OF WISE   9,682   10/14/04
COWLITZ COUNTY   67,843   10/26/04
DANBY-MT TABOR FIRE DISTRICT   65   10/27/04
DARLINGTON COUNTY   458   10/13/04
DEKALB COUNTY   275   10/20/04
DELANGELANDEN INC   27   10/28/04
DEXTER TOWN   10,683   10/26/04
DILLON COUNTY TREASURER   379   10/13/04
DIXMONT TOWN   282   10/27/04
DONALD E AND DORIS D BRADLEY   117   10/15/04
DORIS LAWTON   936   10/14/04
DORIS LAWTON   170   10/29/04
DUNKIRK CITY SCHOOLS   39,879   10/08/04
DUNMORE BOROUGH TAX COLLECTOR   4,076   10/04/04
DUXBURY TOWN COLLECTOR   842   10/08/04
EASTLAKE COMMERCIAL   58   10/22/04
EDEN CENTRAL SCHOOL DISTRICT   2,857   10/12/04
EDINBURG COMMON CSD   584   10/08/04
ELMA TOWN HALL   7,751   10/12/04
ELMA TOWN HALL   1,825   10/14/04
EMMITSBURG TOWN COLLECTOR   352   10/14/04
ESSEX TOWN TAX COLLECTOR   650   10/26/04
FAIRFIELD TOWN   9,036   10/08/04
FAIRFIELD TOWN   1,314   10/14/04
FAUQUIER COUNTY TREASURER   18,268   10/01/04
FAUQUIER COUNTY TREASURER   168   10/12/04
FINISTERRA CORPORATION   22,691   10/28/04
FORT EDWARD UNION FREE   4,646   10/01/04
FORT PLAIN CENTRAL   8,190   10/04/04
FRANKLIN TOWN   3,362   10/26/04
FREDONIA CENTRAL SCHOOL   11,230   10/08/04
GALLIA COUNTY TREASURER   6,279   10/08/04
GE CAPITAL   416   10/14/04
GE CAPITAL   117   10/26/04
GE CAPITAL FLEET SERVICES   788   10/07/04
GEAUGA COUNTY   103,549   10/08/04
GEAUGA COUNTY   6,440   10/20/04
GECFS BY APEX AS AGENT   4,108   10/12/04
GEORGIA TOWN   3,794   10/08/04
GILMER COUNTY SHERIFF   330   10/04/04
GLENBURN TOWN   13,089   10/27/04
GLENN FALLS CITY TREASURER   38,810   10/21/04

43


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule IV   Page 3 of 8

Court Reporting schedules for Real Estate and Personal Property Taxes Paid
for the Month Ended October 31, 2004

Payee

  Amount Paid
  Check Date
GLENN FALLS CITY TREASURER   2,702   10/22/04
GLOUCESTER CITY   8,163   10/27/04
GOWANDA CENTRAL SCHOOL   3,319   10/08/04
GOWANDA CENTRAL SCHOOL   13,016   10/12/04
GREENE COUNTY TRUSTEE   468   10/15/04
GUILFORD TOWN VT   10,782   10/08/04
H.F.C.S. TAX COLLECTOR   6,216   10/08/04
HADLEY-LUZERNE CENTRAL SCHOOL   9,638   10/01/04
HAMBURG CENTRAL SCHOOL   153   10/14/04
HAMBURG TOWN COLLECTOR   15,830   10/12/04
HAMBURG TOWN COLLECTOR   3,168   10/14/04
HAMPSHIRE COUNTY COLLECTOR   347   10/04/04
HAMPSTEAD TOWN   2,455   10/27/04
HARBORCREEK TOWNSHIP   11,127   10/14/04
HARTFORD CENTRAL SCHOOL   5,952   10/06/04
HOCKING COUNTY TREASURER   3,002   10/08/04
HOLLAND CENTRAL SCHOOL DISTRICT   1,887   10/12/04
HOLLAND CENTRAL SCHOOL DISTRICT   2,774   10/20/04
HUDSON FALLS CENTRAL SCHOOL   15,101   10/04/04
INDIANOLA CITY   292   10/26/04
IREDELL COUNTY TAX COLLECTOR   622   10/14/04
IROQUOIS CENTRAL SCHOOL DIST   867   10/12/04
JACKSON COUNTY TREASURER   35,865   10/06/04
JEAN MONCREIFF   20,565   10/12/04
JEFFERSON COUNTY   87,861   10/04/04
KENMORE VILLAGE CLERK   4,921   10/12/04
KIR TEMECULA L.P.   105   10/23/04
LACKAWANNA CITY TREASURER   20,114   10/12/04
LACKAWANNA CITY TREASURER   1,004   10/14/04
LAKE SHORE CENTRAL SCHOOL   7,696   10/12/04
LAMOINE TOWN   3,634   10/26/04
LANCASTER CENTRAL SCHOOL DISTRI   1,887   10/14/04
LARRY SCHREDER   991   10/12/04
LEEDS TOWN TAX COLLECTOR   1,012   10/27/04
LEICESTER TOWN   875   10/27/04
LEIGH REALTY OF FLORIDA, INC.   668   10/19/04
LEWISTON-PORTER C.S.D.   2,353   10/14/04
LEWISTOWN BOROUGH   825   10/01/04
LICKING COUNTY TREASURER   237,800   10/04/04
LIMERICK TOWN COLLECTOR   13,024   10/26/04
LITCHFIELD TOWN TAX COLLECTOR   2,895   10/08/04
LOCKPORT CITY SCHOOL DISTRICT   2,741   10/14/04
LOUDOUN COUNTY   23,367   10/01/04

44


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule IV   Page 4 of 8

Court Reporting schedules for Real Estate and Personal Property Taxes Paid
for the Month Ended October 31, 2004

Payee

  Amount Paid
  Check Date
LOUDOUN COUNTY   4,216   10/12/04
LOUDOUN COUNTY   50   10/27/04
LUKE TOWN TAX COLLECTOR   33   10/12/04
LYMAN TOWN   5,429   10/08/04
MAHONING COUNTY TREASURER   12,742   10/26/04
MAHONING COUNTY TREASURER   10,044   10/27/04
MANCHESTER TOWN   7,551   10/08/04
MANCHESTER-BY-THE-SEA   979   10/26/04
MARICOPA COUNTY TREASURER   1,303   10/26/04
MECHANIC FALLS TOWN TREASURER   12,398   10/13/04
MEIGS COUNTY TAX COLLECTOR   5,083   10/08/04
MINERAL COUNTY TAX COLLECTOR   11,019   10/04/04
MORGAN COUNTY   17,071   10/21/04
MOUNT AIRY TOWN   2,620   10/20/04
MOUNT AIRY TOWN   1,071   10/27/04
NAPLES TOWN   10,189   10/14/04
NEWPORT TOWN   266   10/20/04
NEWRY TOWN   849   10/06/04
NIAGARA FALLS SCHOOL DISTRICT   9,522   10/14/04
NIAGARA WHEATFIELD CENT SCHOOL   12,243   10/27/04
NICHOLAS COUNTY   5,283   10/04/04
NORTH COLLINS CENTRAL   6,322   10/12/04
NORTH EAST TOWNSHIP   1,228   10/04/04
NORTHVILLE CENTRAL SCHOOL   1,325   10/29/04
NORWICH CITY   9,122   10/26/04
ORANGE COUNTY   32,115   10/27/04
ORCHARD PARK TAX COLLECTOR   18,036   10/13/04
ORCHARD PARK TAX COLLECTOR   2,735   10/14/04
ORLAND TOWN TAX COLLECTOR   1,493   10/06/04
PEMBROKE TOWN TREASURER   5,142   10/27/04
PHILLIPS TOWN   7,499   10/27/04
PICKAWAY COUNTY TREASURER   18,245   10/08/04
PICKAWAY COUNTY TREASURER   1,683   10/12/04
PICKAWAY COUNTY TREASURER   659   10/26/04
PIKE COUNTY COURTHOUSE   37,694   10/14/04
PIONEER CENTRAL SCHOOL   1,703   10/12/04
PITTSFIELD TOWN   12,395   10/08/04
PLYMOUTH TOWN   5,893   10/13/04
POCAHONTAS COUNTY   1,867   10/04/04
POLAND TOWN TAX COLLECTOR   11,691   10/26/04
PRATTSBURGH CENTRAL SCHOOL   2,965   10/01/04
PRESQUE ISLE CITY   109   10/12/04
PRESQUE ISLE CITY   200   10/13/04

45


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule IV   Page 5 of 8

Court Reporting schedules for Real Estate and Personal Property Taxes Paid
for the Month Ended October 31, 2004

Payee

  Amount Paid
  Check Date
RANDOLPH COUNTY   407   10/04/04
READFIELD TOWN TAX COLLECTOR   11,388   10/26/04
RECEIVER OF TAXES & ASSESSMENTS   18,379   10/08/04
RECEIVER OF TAXES & ASSESSMENTS   4,330   10/14/04
REMSEN CENTRAL SCHOOL   3,841   10/08/04
RIPLEY CENTRAL SCHOOL   4,501   10/08/04
RITE AID CORORATION   252   10/22/04
ROCKBRIDGE COUNTY   4,840   10/01/04
ROCKLAND CITY   20,851   10/04/04
RUSH TOWNSHIP TAX C   296   10/04/04
SALISBURY TOWN MA   992   10/27/04
SAN BERNARDINO COUNTY TREASURER   76,235   10/26/04
SAN BERNARDINO COUNTY TREASURER   248,133   10/27/04
SANDUSKY COUNTY   4,709   10/14/04
SCIOTO COUNTY   51,979   10/14/04
SEBAGO TOWN TAX COLLECTOR   7,504   10/26/04
SEBAGO TOWN TAX COLLECTOR   404   10/27/04
SHADE TOWNSHIP COLLECTOR   340   10/04/04
SHELBY COUNTY TREASURER   14,412   10/14/04
SHERIFF OF CABELL COUNTY   103,668   10/04/04
SHERIFF OF MARION COUNTY   12,668   10/04/04
SHERIFF OF MASON COUNTY   979   10/04/04
SHERIFF OF PRESTON COUNTY   734   10/04/04
SHERIFF OF PUTMAN COUNTY   23,805   10/04/04
SHERMAN CENTRAL SC   1,440   10/01/04
SILVER CREEK CENTRAL SCHOOL   22,226   10/04/04
SKELTON THOMAS F   3,952   10/07/04
SOUTH GLENS FALLS CENTRAL   20,064   10/01/04
SOUTHWEST HARBOR TOWN   9,902   10/08/04
SPOTSYLVANIA COUNTY   240   10/12/04
SPRING TOWNSHIP COL   519   10/04/04
STOCKHOLM TOWN     10/26/04
STOCKHOLM TOWN     10/27/04
STOCKTON SPRINGS TOWN   7,537   10/29/04
SURRY TOWN   292   10/04/04
SWANTON VILLAGE   851   10/20/04
TIME WARNER CABLE   2,750   10/29/04
TOWN OF ABINGTON TREASURER   2,173   10/27/04
TOWN OF ALLAGASH   980   10/27/04
TOWN OF AMESBURY   2,145   10/14/04
TOWN OF AMHERST   18,380   10/08/04
TOWN OF AMHERST   13,464   10/12/04
TOWN OF AMHERST   13,064   10/14/04

46


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule IV   Page 6 of 8

Court Reporting schedules for Real Estate and Personal Property Taxes Paid
for the Month Ended October 31, 2004

Payee

  Amount Paid
  Check Date
TOWN OF ANDOVER   534   10/27/04
TOWN OF ANSON   197   10/20/04
TOWN OF ARLINGTON   6,928   10/27/04
TOWN OF BERLIN   11,641   10/04/04
TOWN OF BLUE HILL   562   10/27/04
TOWN OF BOSTON   1,988   10/12/04
TOWN OF BOURNE   4,316   10/26/04
TOWN OF BOURNE   499   10/27/04
TOWN OF BOURNE   1,410   10/29/04
TOWN OF BRATTLEBORO   5,729   10/27/04
TOWN OF BRIDGEWATER   9,234   10/27/04
TOWN OF BRISTOL   11,211   10/27/04
TOWN OF BURNHAM   1,362   10/26/04
TOWN OF BUXTON   24,099   10/26/04
TOWN OF CARRABASSETT VALLEY   4,256   10/04/04
TOWN OF CHELSEA   1,758   10/27/04
TOWN OF CLARENDON   5,301   10/08/04
TOWN OF CLARENDON   5,301   10/13/04
TOWN OF DANBY   4,030   10/12/04
TOWN OF DENMARK   578   10/20/04
TOWN OF DERBY   15,601   10/08/04
TOWN OF DORSET, TAX COLLECTOR   1,554   10/08/04
TOWN OF DUXBURY   4,663   10/27/04
TOWN OF EAGLE LAKE   3,567   10/27/04
TOWN OF EASTON   4,799   10/26/04
TOWN OF EMBDEN   546   10/08/04
TOWN OF FERRISBURGH   909   10/08/04
TOWN OF FORT KENT   8,790   10/04/04
TOWN OF GRAND ISLAND   14,569   10/12/04
TOWN OF GRAND ISLAND   911   10/14/04
TOWN OF GRAND ISLE   500   10/12/04
TOWN OF GREAT BARRINGTON   6,427   10/27/04
TOWN OF HARRISON   10,579   10/08/04
TOWN OF JEFFERSON   3,240   10/06/04
TOWN OF KILLINGTON   9,869   10/27/04
TOWN OF KINGSTON   1,971   10/27/04
TOWN OF LANCASTER   39,502   10/12/04
TOWN OF LIVERMORE   11,262   10/14/04
TOWN OF MAPLETON   1,135   10/26/04
TOWN OF MARSHFIELD   8,858   10/27/04
TOWN OF MERRIMAC   1,102   10/27/04
TOWN OF MEXICO   3,959   10/26/04

47


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule IV   Page 7 of 8

Court Reporting schedules for Real Estate and Personal Property Taxes Paid
for the Month Ended October 31, 2004

Payee

  Amount Paid
  Check Date
TOWN OF MORETOWN   863   10/27/04
TOWN OF MOUNT TABOR   288   10/01/04
TOWN OF OAK BLUFFS   750   10/27/04
TOWN OF OXFORD TAX COLLECTOR   2,576   10/20/04
TOWN OF PLYMOUTH   10,036   10/27/04
TOWN OF PORTAGE LAKE   216   10/04/04
TOWN OF POULTNEY   2,563   10/08/04
TOWN OF PRINCETON   3,789   10/14/04
TOWN OF RANDOLPH   9,637   10/27/04
TOWN OF ROCKLAND   1,700   10/26/04
TOWN OF ROME, TAX COLLECTOR   3,753   10/26/04
TOWN OF SANDWICH   9,705   10/29/04
TOWN OF SEARSPORT   6,228   10/01/04
TOWN OF SHEFFIELD MA   155   10/29/04
TOWN OF SHELBURNE     10/08/04
TOWN OF SHELBURNE   782   10/12/04
TOWN OF SPRINGFIELD   6,679   10/06/04
TOWN OF STONINGTON   82   10/04/04
TOWN OF SUNDERLAND, VERMONT   4,774   10/08/04
TOWN OF SWANTON   6,885   10/08/04
TOWN OF TISBURY   2,803   10/29/04
TOWN OF TONAWANDA   281   10/12/04
TOWN OF TONAWANDA   6,164   10/14/04
TOWN OF TROY   3,191   10/27/04
TOWN OF WALLINGFORD   4,056   10/14/04
TOWN OF WAYNE   5,136   10/08/04
TOWN OF WEST GARDINER   5,684   10/04/04
TOWN OF WEST SENECA   62,553   10/12/04
TOWN OF WEST SENECA   6,497   10/14/04
TOWN OF WILLIAMSTOWN   3,976   10/27/04
TOWN OF WINHALL   10,011   10/08/04
TOWN OF WOODSTOCK   315   10/26/04
TOWN OF WOODSTOCK   4,088   10/27/04
TSC, LC   435   10/19/04
TURNER TOWN TAX COLLECTOR   1,605   10/27/04
TUSCARAWAS COUNTY   156,803   10/06/04
TUSCARAWAS COUNTY   2,401   10/12/04
TYLER COUNTY SHERIFF   682   10/04/04
TYLER COUNTY SHERIFF   714   10/26/04
UNDERHILL GRADED SCHOOL DIST   5,507   10/08/04
UTICA CITY SCHOOL DISTRICT   36,901   10/01/04
VENANGO COUNTY TREASURER   1,096   10/27/04

48


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule IV   Page 8 of 8

Court Reporting schedules for Real Estate and Personal Property Taxes Paid
for the Month Ended October 31, 2004

Payee

  Amount Paid
  Check Date
VENTURA COUNTY TAX COLLECTOR     40,611   10/27/04
VINALHAVEN TOWN     1,728   10/27/04
WALPOLE TOWN COLLECTOR     3,779   10/29/04
WESTFIELD CENTRAL SCHOOL     15,599   10/08/04
WESTPORT TOWN     3,946   10/29/04
WHITESTOWN TOWN TREASURER     81,897   10/01/04
WHITMAN COUNTY TREASURER     18,686   10/26/04
WILLIAMS COUNTY     133,649   10/08/04
WINSLOW TOWN TREASURER     45,084   10/08/04
WOOD COUNTY TREASURER     345   10/07/04
WOOD COUNTY TREASURER     64,532   10/14/04
   
   
  Total   $ 3,456,301    
   
   

49


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule V   Page 1 of 5

Court Reporting schedules for Sales and Other Taxes Paid
for the Month Ended October 31, 2004

Taxing Jurisdiction

  Tax Type
  Amount Paid
  Date Paid
ALABAMA DEPARTMENT OF REVENUE   Gross Receipts Tax   $ 265   10/14/04
ARIZONA DEPARTMENT OF REVENUE   Sales Tax     23   10/13/04
ASHLAND INDEPENDENT BOARD OF   Utility Tax     10,372   10/13/04
BATH COUNTY SCHOOL D   Utility Tax     1,265   10/13/04
BEREA INDEPENDENT SCHOOL DIST   Utility Tax     2,476   10/13/04
BOARD OF EQUALIZATION   Sales Tax     190   10/14/04
BOARD OF EQUALIZATION   Sales Tax     124   10/19/04
BOARD OF EQUALIZATION   Sales Tax     565   10/29/04
BOURBON COUNTY SCHOOL   Utility Tax     600   10/13/04
BOYD COUNTY SCHOOL D   Gross Receipts Tax     11   10/13/04
BOYD COUNTY SCHOOL D   Utility Tax     2,793   10/13/04
BOYLE COUNTY SCHOOL DISTRICT   Utility Tax     1,612   10/13/04
BREATHITT COUNTY SCH   Utility Tax     1,207   10/13/04
BRECKINRIDGE COUNTY BOARD OF   Utility Tax     751   10/13/04
BUREAU OF TAXATION   Sales Tax     325   10/12/04
BUREAU OF TAXATION   Sales Tax     7   10/13/04
BURGIN EDUCATION BO   Utility Tax     328   10/13/04
BUTLER COUNTY SCHOOL DISTRICT   Utility Tax     51   10/13/04
CALIFORNIA HIGH COST FUND-A   Gross Receipts Tax     39   10/08/04
CALIFORNIA HIGH COST FUND-B   Sales Tax     527   10/08/04
CALIFORNIA TELECONNECT FUND   Sales Tax     36   10/08/04
CARTER COUNTY SCHOOL   Utility Tax     1,711   10/13/04
CITY OF ALBION   Gross Receipts Tax       10/19/04
CITY OF ARCADIA   Gross Receipts Tax     10   10/19/04
CITY OF BALDWIN PARK   Utility Tax     5,819   10/07/04
CITY OF BALDWIN PARK   Gross Receipts Tax     7   10/19/04
CITY OF BEAUMONT   Utility Tax     3,207   10/07/04
CITY OF BRAWLEY   Utility Tax     8,690   10/07/04
CITY OF CHARLOTTSVILLE   Utility Tax     56,184   10/18/04
CITY OF COLFAX   Gross Receipts Tax     7   10/08/04
CITY OF COLORADO SPRINGS   Sales Tax     159   10/13/04
CITY OF CULVER CITY   Gross Receipts Tax     6   10/19/04
CITY OF DESERT HOT SPRINGS   Gross Receipts Tax     6   10/19/04
CITY OF EL MONTE   Gross Receipts Tax     8   10/19/04
CITY OF FONTANA   Utility Tax     4,921   10/07/04
CITY OF HERMOSA BEACH   Utility Tax     20,807   10/07/04
CITY OF HOLTVILLE   Utility Tax     2,110   10/07/04
CITY OF INGLEWOOD   Gross Receipts Tax     11   10/19/04
CITY OF KALAMA   Gross Receipts Tax     13   10/19/04
CITY OF KELSO   Utility Tax     18,880   10/20/04
CITY OF KIRKLAND   Gross Receipts Tax     6   10/08/04
CITY OF LA HABRA   Utility Tax     27,790   10/07/04
CITY OF LA HABRA   Gross Receipts Tax     29   10/19/04
CITY OF LONGVIEW   Gross Receipts Tax     245   10/19/04

50


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule V   Page 2 of 5

Court Reporting schedules for Sales and Other Taxes Paid
for the Month Ended October 31, 2004

Taxing Jurisdiction

  Tax Type
  Amount Paid
  Date Paid
CITY OF LONGVIEW   Utility Tax   64,239   10/20/04
CITY OF LOS ANGELES   Gross Receipts Tax   654   10/19/04
CITY OF MORENO VALLEY   Utility Tax   67,247   10/07/04
CITY OF MORENO VALLEY   Gross Receipts Tax   32   10/19/04
CITY OF NORWALK   Gross Receipts Tax   6   10/19/04
CITY OF PALOUSE   Utility Tax   1,659   10/20/04
CITY OF PASADENA   Gross Receipts Tax   8   10/19/04
CITY OF PICO RIVERA   Utility Tax   13,831   10/07/04
CITY OF PICO RIVERA   Gross Receipts Tax   7   10/19/04
CITY OF PLACENTIA   Utility Tax   16,232   10/07/04
CITY OF PLACENTIA   Gross Receipts Tax   9   10/19/04
CITY OF PORT HUENEME   Utility Tax   10,586   10/07/04
CITY OF PORTERVILLE   Gross Receipts Tax   5   10/19/04
CITY OF PULLMAN   Gross Receipts Tax   18   10/19/04
CITY OF REDONDO BEACH   Gross Receipts Tax   83   10/19/04
CITY OF REDONDO BEACH CA   Utility Tax   44,254   10/07/04
CITY OF RIALTO   Utility Tax   46,860   10/07/04
CITY OF SAN BERNARDINO   Utility Tax   76,185   10/07/04
CITY OF SAN BERNARDINO   Gross Receipts Tax   10   10/19/04
CITY OF SAN BUENAVENTURA   Utility Tax   34,493   10/07/04
CITY OF SANTA ANA   Gross Receipts Tax   21   10/19/04
CITY OF SANTA MONICA   Utility Tax   153,191   10/07/04
CITY OF SANTA MONICA   Gross Receipts Tax   185   10/19/04
CITY OF SEAL BEACH   Gross Receipts Tax   19   10/19/04
CITY OF VENTURA   Gross Receipts Tax   13   10/19/04
CITY OF WAYNESBORO   Utility Tax   28,267   10/18/04
CITY OF WINCHESTER   Utility Tax   16,788   10/18/04
CITY OF WINCHESTER   Utility Tax     10/19/04
CLOVERPORT BOARD OF EDUCATION   Utility Tax   268   10/13/04
COLORADO DEPARTMENT OF REVENUE   Sales Tax   4   10/08/04
COLORADO DEPARTMENT OF REVENUE   Sales Tax   300   10/13/04
COLORADO DEPT OF REVENUE   Sales Tax   2,964   10/20/04
COMMONWEALTH OF MASS   Sales Tax   6,902   10/08/04
COMPTROLLER OF MD   Sales Tax   15,268   10/20/04
CONNECTICUT DEPT OF REVENUE   Sales Tax   358,483   10/29/04
COUNTY OF MONTGOMERY   Utility Tax   9,125   10/18/04
DANVILLE INDEPENDENT SCHOOL DIS   Utility Tax   4,781   10/13/04
DAVIESS CO BOARD OF EDUCATION   Gross Receipts Tax   13   10/13/04
DAVIESS CO BOARD OF EDUCATION   Utility Tax   16,369   10/13/04
DEAF TRUST   Sales Tax   70   10/08/04
DEPT OF REVENUE   Sales Tax   249   10/12/04
ELLIOTT COUNTY SCHOO   Utility Tax   241   10/13/04
ENGLEWOOD CITY   Sales Tax   325   10/12/04
FLORIDA DEPT OF REVENUE   Gross Receipts Tax   55,486   10/20/04

51


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule V   Page 3 of 5

Court Reporting schedules for Sales and Other Taxes Paid
for the Month Ended October 31, 2004

Taxing Jurisdiction

  Tax Type
  Amount Paid
  Date Paid
FLORIDA DEPT OF REVENUE   Sales Tax   97,273   10/20/04
FLORIDA DEPT OF REVENUE   Telecommunications Tax   3,208,060   10/20/04
FRANKLIN COUNTY SCHOOL DISTRICT   Utility Tax   106   10/13/04
GARRARD COUNTY SCHOOL DISTRICT   Utility Tax   985   10/13/04
GEORGIA DEPARTMENT OF REVENUE   Sales Tax   123   10/12/04
GEORGIA DEPT OF REVENUE   Sales Tax   17,051   10/20/04
HANCOCK COUNTY BOARD OF   Utility Tax   823   10/13/04
HARLAN COUNTY SCHOOL   Utility Tax   261   10/13/04
HARRISON COUNTY SCHOOL DISTRICT   Utility Tax   2,643   10/13/04
HARRODSBURG BOARD OF EDUCATION   Utility Tax   2,714   10/13/04
HENDERSON CO BOARD OF EDUCATION   Utility Tax   2,204   10/13/04
IDAHO STATE TAX COMMISSION   Sales Tax   3,946   10/08/04
IDAHO UNIVERSAL SERV   Gross Receipts Tax   22   10/14/04
ILLINOIS DEPARTMENT OF REVENUE   Gross Receipts Tax   3   10/14/04
INDIANA DEPT OF REVENUE   Sales Tax   1,853   10/08/04
INDIANA DEPT OF REVENUE   Sales Tax   134   10/12/04
INDIANA DEPT OF REVENUE   Sales Tax   28,232   10/20/04
INTERNAL REVENUE SERVICE   Federal Excise Tax   30,174   10/08/04
JACKSON INDEPENDENT SCHOOLS   Utility Tax   569   10/13/04
JESSAMINE COUNTY BOARD OF EDUCA   Utility Tax   10,665   10/13/04
KANSAS DEPT OF REVENUE   Gross Receipts Tax   12   10/20/04
KANSAS DEPT OF REVENUE   Sales Tax   46   10/20/04
KANSAS DEPT OF REVENUE   Sales Tax   17,116   10/25/04
KENTUCKY REVENUE CABINET   Sales Tax   2,149   10/20/04
LAUREL COUNTY SCHOOL   Utility Tax   11,647   10/13/04
LEE COUNTY SCHOOL DI   Utility Tax   1,084   10/13/04
LESLIE COUNTY SCHOOL   Utility Tax   1,074   10/13/04
LETCHER COUNTY BOARD OF EDUCATION   Utility Tax   763   10/13/04
LEWIS COUNTY BOARD OF   Utility Tax   930   10/13/04
LEWIS COUNTY SCHOOL   Utility Tax   296   10/13/04
LINCOLN COUNTY BOARD OF EDUCATI   Utility Tax   1,302   10/13/04
LOGAN COUNTY SCHOOL DISTRICT   Utility Tax   35   10/13/04
MADISON COUNTY SCHOOL DISTRICT   Gross Receipts Tax   26   10/13/04
MADISON COUNTY SCHOOL DISTRICT   Utility Tax   19,240   10/13/04
MAINE REVENUE SERVICES   Sales Tax   6,012   10/15/04
MAINE REVENUE SERVICES   Sales Tax     10/18/04
MARION COUNTY SCHOOL   Utility Tax   2,710   10/13/04
MASS DEPT OF REVENUE   Sales Tax   600   10/20/04
MCLEAN COUNTY SCHOOL DISTRICT   Utility Tax   805   10/13/04
MENIFEE COUNTY SCHOO   Utility Tax   464   10/15/04
MERCER COUNTY SCHOOL DISTRICT   Utility Tax   1,803   10/15/04
MINNESOTA REVENUE   Gross Receipts Tax     10/20/04
MINNESOTA REVENUE   Sales Tax   13   10/20/04

52


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule V   Page 4 of 5

Court Reporting schedules for Sales and Other Taxes Paid
for the Month Ended October 31, 2004

Taxing Jurisdiction

  Tax Type
  Amount Paid
  Date Paid
MISSISSIPPI STATE TAX COMMISSIO   Sales Tax   42,428   10/08/04
MISSISSIPPI STATE TAX COMMISSIO   Sales Tax   53   10/12/04
MONTANA DEPT OF REVENUE   Gross Receipts Tax   21   10/29/04
MORGAN COUNTY SCHOOL   Utility Tax   1,098   10/13/04
NECA KUSF   Gross Receipts Tax   17   10/14/04
NECA TX USF   Gross Receipts Tax   20   10/14/04
NECA VUSF   Gross Receipts Tax   242   10/14/04
NELSON COUNTY BOARD OF EDUCATIO   Utility Tax   1,368   10/13/04
NEW JERSEY SALES TAX   Sales Tax   639   10/12/04
NICHOLAS COUNTY SCHO   Utility Tax   676   10/13/04
NORTH CAROLINA DEPT OF REVENUE   Sales Tax   15,794   10/12/04
NYS SALES TAX PROCESSING   Sales Tax   5,659   10/13/04
OHIO COUNTY SCHOOL DISTRICT   Utility Tax   24   10/13/04
OKLAHOMA TAX COMMISSION   Sales Tax   521   10/07/04
OWENSBORO BOARD OF EDUCATION   Utility Tax   11,259   10/13/04
OWSLEY COUNTY BOARD OF EDUCATIO   Utility Tax   394   10/13/04
PA DEPARTMENT OF REV   Sales Tax   36   10/15/04
PA DEPARTMENT OF REVENUE   Sales Tax   186,184   10/20/04
PA DEPT. OF REVENUE   Sales Tax   14,669   10/08/04
PARIS INDEPENDENT SCHOOLS   Utility Tax   3,046   10/13/04
PERRY COUNTY SCHOOL   Utility Tax   331   10/13/04
PETERSBURG CITY O(T)   Utility Tax   15,231   10/18/04
PETERSBURG CITY O(T)   Utility Tax     10/19/04
POWELL COUNTY SCHOOL   Utility Tax   2,022   10/13/04
PUBLIC SERVICE COMMISSION   Gross Receipts Tax   225   10/14/04
ROCKCASTLE COUNTY SCHOOL   Utility Tax   942   10/13/04
RUSSELL INDEPENDENT   Utility Tax   6,165   10/13/04
SCOTT COUNTY SCHOOL   Utility Tax   7,800   10/13/04
SOUTH CAROLINA DEPARTMENT OF   Sales Tax   53,329   10/20/04
STATE OF CONNECTICUT   Sales Tax   197   10/20/04
STATE OF MICHIGAN   Sales Tax   357   10/12/04
STATE OF NEW HAMPSHIRE   Utility Tax   88,200   10/07/04
STATE OF NEW HAMPSHIRE   Gross Receipts Tax   1,634   10/14/04
STATE OF RHODE ISLAND   Sales Tax   27   10/13/04
STATE TAX DEPARTMENT   Sales Tax   16,254   10/05/04
STATE TAX DEPARTMENT   Sales Tax   20,867   10/06/04
STATE TAX DEPARTMENT   Sales Tax   89,188   10/07/04
TENNESSEE DEPT OF REVENUE   Sales Tax   707   10/13/04
TENNESSEE DEPT OF REVENUE   Sales Tax   61,488   10/20/04
TOWN OF ALBION   Utility Tax   353   10/18/04
TOWN OF ALBION   Gross Receipts Tax   4   10/20/04
TOWN OF BLACKSBURG   Utility Tax   16,851   10/18/04
TOWN OF MT CRESTED BUTTE   Utility Tax   1,419   10/07/04
TOWN OF SOUTH BOSTON   Utility Tax   4,747   10/18/04

53


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule V   Page 5 of 5

Court Reporting schedules for Sales and Other Taxes Paid
for the Month Ended October 31, 2004

Taxing Jurisdiction

  Tax Type
  Amount Paid
  Date Paid
TOWN OF SOUTH BOSTON   Utility Tax       10/19/04
TREASURER-STATE OF OHIO   Sales Tax     41,473   10/26/04
TREASURER OF STATE OF OHIO   Sales Tax     88,803   10/26/04
TREASURER STATE OF OHIO   Sales Tax     24,776   10/13/04
UNION COUNTY SCHOOL DISTRICT   Utility Tax     2,870   10/13/04
UNIVERSAL LIFETIME TELEPHONE SE   Gross Receipts Tax     263   10/08/04
UNIVERSAL SERVICE ADMINSTRATIVE   Federal USF     3,387   10/01/04
UNIVERSAL SERVICE ADMINSTRATIVE   Federal USF     29,957   10/28/04
VERMONT DEPT OF TAXES   Sales Tax     336,576   10/20/04
VIRGINIA DEPARTMENT OF TAXATION   Sales Tax     3,140   10/07/04
VIRGINIA DEPARTMENT OF TAXATION   Sales Tax     1,363   10/08/04
VIRGINIA DEPARTMENT OF TAXATION   Sales Tax     219   10/11/04
VIRGINIA DEPARTMENT OF TAXATION   Sales Tax     8,378   10/12/04
WASHINGTON COUNTY BOARD OF EDU   Utility Tax     930   10/13/04
WASHINGTON DEPT OF REVENUE   Sales Tax     3,785   10/18/04
WEBSTER COUNTY BOARD OF   Utility Tax     745   10/13/04
WEST VIRGINIA STATE TAX DEPT   Sales Tax     155,458   10/20/04
WOLFE COUNTY SCHOOL   Utility Tax     907   10/13/04
WOODFORD COUNTY BOARD OF ED   Utility Tax     4,876   10/13/04
WYOMING UNIVERSAL SERVICE FUND   Gross Receipts Tax     2   10/19/04
       
   
  Total       $ 6,076,305    
       
   

54


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule VI   Page 1 of 6

Court Reporting schedules for Cash Disbursements
for the Month Ended October 31, 2004

LEGAL ENTITY

  Account
Number

  Case
Number

  Disbursements
ACC CABLE COMMUNICATIONS FL-VA, LLC   081-02-41904   02-41904   $ 2,514,586
ACC CABLE HOLDINGS VA, INC.   081-02-41905   02-41905    
ACC HOLDINGS II, LLC   081-02-41955   02-41955    
ACC INVESTMENT HOLDINGS, INC.   081-02-41957   02-41957     250
ACC OPERATIONS, INC.   081-02-41956   02-41956     68,480
ACC TELECOMMUNICATIONS HOLDINGS LLC   081-02-41864   02-41864    
ACC TELECOMMUNICATIONS LLC   081-02-41863   02-41863     236,597
ACC TELECOMMUNICATIONS OF VIRGINIA LLC   081-02-41862   02-41862     13,943
ACC-AMN HOLDINGS, LLC   081-02-41861   02-41861    
ADELPHIA ACQUISITION SUBSIDIARY, INC.   081-02-41860   02-41860    
ADELPHIA ARIZONA, INC.   081-02-41859   02-41859    
ADELPHIA BLAIRSVILLE, LLC   081-02-41735   02-41735    
ADELPHIA CABLE PARTNERS, LP   081-02-41902   02-41902     5,271,849
ADELPHIA CABLEVISION ASSOCIATES, LP   081-02-41913   02-41913     543,307
ADELPHIA CABLEVISION CORP.   081-02-41752   02-41752     1,102,453
ADELPHIA CABLEVISION OF BOCA RATON, LLC   081-02-41751   02-41751     1,467,717
ADELPHIA CABLEVISION OF FONTANA, LLC   081-02-41755   02-41755    
ADELPHIA CABLEVISION OF INLAND EMPIRE, LLC   081-02-41754   02-41754     5,018,870
ADELPHIA CABLEVISION OF NEW YORK, INC.   081-02-41892   02-41892     3,098,668
ADELPHIA CABLEVISION OF NEWPORT BEACH, LLC   081-02-41947   02-41947     499,503
ADELPHIA CABLEVISION OF ORANGE COUNTY II, LLC   081-02-41781   02-41781     559,822
ADELPHIA CABLEVISION OF ORANGE COUNTY, LLC   081-02-41946   02-41946     521,004
ADELPHIA CABLEVISION OF SAN BERNANDINO, LLC   081-02-41753   02-41753    
ADELPHIA CABLEVISION OF SANTA ANA, LLC   081-02-41831   02-41831     1,809,509
ADELPHIA CABLEVISION OF SEAL BEACH, LLC   081-02-41757   02-41757     159,198
ADELPHIA CABLEVISION OF SIMI VALLEY, LLC   081-02-41830   02-41830     1,011,433
ADELPHIA CABLEVISION OF THE KENNEBUNKS, LLC   081-02-41943   02-41943     301,600
ADELPHIA CABLEVISION OF WEST PALM BEACH III, LLC   081-02-41783   02-41783     249,707
ADELPHIA CABLEVISION OF WEST PALM BEACH IV, LLC   081-02-41766   02-41766     2,302,590
ADELPHIA CABLEVISION OF WEST PALM BEACH V, LLC   081-02-41764   02-41764     87,978
ADELPHIA CABLEVISION, LLC   081-02-41858   02-41858     63,276,072
ADELPHIA CALIFORNIA CABLEVISION, LLC   081-02-41942   02-41942     2,623,561
ADELPHIA CENTRAL PENNSYLVANIA, LLC   081-02-41950   02-41950     3,393,726
ADELPHIA CLEVELAND, LLC   081-02-41793   02-41793     11,432,830
ADELPHIA COMMUNICATIONS CORPORATION   081-02-41729   02-41729     508
ADELPHIA COMMUNICATIONS INTERNATIONAL, INC.   081-02-41857   02-41857     250
ADELPHIA COMMUNICATIONS OF CALIFORNIA II, LLC   081-02-41748   02-41748     3,684,814
ADELPHIA COMMUNICATIONS OF CALIFORNIA III, LLC   081-02-41817   02-41817     1,586,984
ADELPHIA COMMUNICATIONS OF CALIFORNIA, LLC   081-02-41749   02-41749     197,683
ADELPHIA COMPANY OF WESTERN CONNECTICUT   081-02-41801   02-41801     3,538,227
ADELPHIA GENERAL HOLDINGS III, LLC   081-02-41854   02-41854    
ADELPHIA GP HOLDINGS, LLC   081-02-41829   02-41829    

55


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule VI   Page 2 of 6

Court Reporting schedules for Cash Disbursements
for the Month Ended October 31, 2004

LEGAL ENTITY

  Account
Number

  Case
Number

  Disbursements
ADELPHIA GS CABLE, LLC   081-02-41908   02-41908   2,937,257
ADELPHIA HARBOR CENTER HOLDINGS LLC   081-02-41853   02-41853   250
ADELPHIA HOLDINGS 2001, LLC   081-02-41926   02-41926  
ADELPHIA INTERNATIONAL II, LLC   081-02-41856   02-41856   250
ADELPHIA INTERNATIONAL III, LLC   081-02-41855   02-41855   250
ADELPHIA MOBILE PHONES, INC.   081-02-41852   02-41852   250
ADELPHIA OF THE MIDWEST, INC.   081-02-41794   02-41794   250
ADELPHIA PINELLAS COUNTY, LLC   081-02-41944   02-41944  
ADELPHIA PRESTIGE CABLEVISION, LLC   081-02-41795   02-41795   5,841,751
ADELPHIA TELECOMMUNICATIONS OF FLORIDA, INC.   081-02-41939   02-41939   68,142
ADELPHIA TELECOMMUNICATIONS, INC.   081-02-41851   02-41851   123,889
ADELPHIA WELLSVILLE, LLC   081-02-41850   02-41850  
ADELPHIA WESTERN NEW YORK HOLDINGS, LLC   081-02-41849   02-41849   500
ARAHOVA COMMUNICATIONS, INC.   081-02-41815   02-41815   30,874
ARAHOVA HOLDINGS, LLC   081-02-41893   02-41893   250
BADGER HOLDING CORP   081-02-41792   02-41792   250
BETTER TV INC. OF BENNINGTON   081-02-41914   02-41914   584,324
BLACKSBURG/SALEM CABLEVISION, INC.   081-02-41759   02-41759   1,164,190
BRAZAS COMMUNICATIONS, INC.   081-02-41804   02-41804   250
BUENAVISION TELECOMMUNICATIONS, INC.   081-02-41938   02-41938   518,860
CABLE SENTRY CORPORATION   081-02-41894   02-41894  
CALIFORNIA AD SALES, LLC   081-02-41945   02-41945  
CCC-III, INC.   081-02-41867   02-41867  
CCC-INDIANA, INC.   081-02-41937   02-41937  
CCH INDIANA, LP   081-02-41935   02-41935  
CDA CABLE, INC.   081-02-41879   02-41879   181,153
CENTURY ADVERTISING, INC.   081-02-41731   02-41731   250
CENTURY ALABAMA CORP   081-02-41889   02-41889   122,778
CENTURY ALABAMA HOLDING CORP   081-02-41891   02-41891  
CENTURY AUSTRALIA COMMUNICATIONS CORP   081-02-41738   02-41738   250
CENTURY BERKSHIRE CABLE CORP   081-02-41762   02-41762   289,104
CENTURY CABLE HOLDING CORP   081-02-41814   02-41814   1,250
CENTURY CABLE HOLDINGS, LLC   081-02-41812   02-41812   16,212,987
CENTURY CABLE MANAGEMENT CORPORATION   081-02-41887   02-41887   323,556
CENTURY CABLE OF SOUTHERN CALIFORNIA   081-02-41745   02-41745  
CENTURY CABLEVISION HOLDINGS, LLC   081-02-41936   02-41936   1,658,465
CENTURY CAROLINA CORP   081-02-41886   02-41886   556,415
CENTURY COLORADO SPRINGS CORP   081-02-41736   02-41736   116,738
CENTURY COLORADO SPRINGS PARTNERSHIP   081-02-41774   02-41774   5,688,025
CENTURY COMMUNICATIONS CORPORATION   081-02-12834   02-12834   1,592,820
CENTURY CULLMAN CORP   081-02-41888   02-41888   270,962
CENTURY ENTERPRISE CABLE CORP   081-02-41890   02-41890   292,096
CENTURY EXCHANGE, LLC   081-02-41744   02-41744   250

56


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule VI   Page 3 of 6

Court Reporting schedules for Cash Disbursements
for the Month Ended October 31, 2004

LEGAL ENTITY

  Account
Number

  Case
Number

  Disbursements
CENTURY FEDERAL, INC.   081-02-41747   02-41747  
CENTURY GRANITE CABLE TELEVISION CORP.   081-02-41779   02-41779  
CENTURY HUNTINGTON COMPANY   081-02-41885   02-41885   2,261,722
CENTURY INDIANA CORP   081-02-41768   02-41768   250
CENTURY INVESTMENT HOLDING CORP   081-02-41740   02-41740   250
CENTURY INVESTORS, INC.   081-02-41733   02-41733   250
CENTURY ISLAND ASSOCIATES, INC.   081-02-41771   02-41771   25,936
CENTURY ISLAND CABLE TELEVISION CORP   081-02-41772   02-41772   250
CENTURY KANSAS CABLE TELEVISION CORP   081-02-41884   02-41884   152,402
CENTURY LYKENS CABLE CORP   081-02-41883   02-41883   171,138
CENTURY MENDOCINO CABLE TELEVISION, INC.   081-02-41780   02-41780   523,649
CENTURY MISSISSIPPI CORP   081-02-41882   02-41882   407,702
CENTURY MOUNTAIN CORP   081-02-41797   02-41797   172,168
CENTURY NEW MEXICO CABLE TELEVISION CORP.   081-02-41784   02-41784   1,400
CENTURY NORWICH CORP   081-02-41881   02-41881   941,260
CENTURY OHIO CABLE TELEVISION CORP   081-02-41811   02-41811   577,296
CENTURY OREGON CABLE CORP   081-02-41739   02-41739   250
CENTURY PACIFIC CABLE TV INC   081-02-41746   02-41746  
CENTURY PROGRAMMING, INC.   081-02-41732   02-41732   375
CENTURY REALTY CORP.   081-02-41813   02-41813  
CENTURY SHASTA CABLE TELEVISION CORP   081-02-41880   02-41880   250
CENTURY SOUTHWEST COLORADO CABLE TELEVISION CORP   081-02-41770   02-41770   250
CENTURY TRINIDAD CABLE TELEVISION CORP.   081-02-41790   02-41790   125,115
CENTURY VIRGINIA CORP   081-02-41796   02-41796   612,728
CENTURY VOICE AND DATA COMMUNICATIONS, INC.   081-02-41737   02-41737   250
CENTURY WARRICK CABLE CORP.   081-02-41763   02-41763   250
CENTURY WASHINGTON CABLE TELEVISION, INC.   081-02-41878   02-41878   250
CENTURY WYOMING CABLE TELEVISION CORP.   081-02-41789   02-41789   84,057
CENTURY-TCI CALIFORNIA COMMUNICATIONS, LP   081-02-41743   02-41743   5,000
CENTURY-TCI CALIFORNIA, LP   081-02-41741   02-41741   35,618,626
CENTURY-TCI HOLDINGS, LLC   081-02-41742   02-41742   250
CHELSEA COMMUNICATIONS, INC.   081-02-41923   02-41923   1,000
CHELSEA COMMUNICATIONS, LLC   081-02-41924   02-41924   9,190,513
CHESTNUT STREET SERVICES, LLC   081-02-41842   02-41842  
CLEAR CABLEVISION, INC.   081-02-41756   02-41756  
CMA CABLEVISION ASSOCIATES VII, LP   081-02-41808   02-41808   298,386
CMA CABLEVISION ASSOCIATES XI, LP   081-02-41807   02-41807   149,043
CORAL SECURITY, INC   081-02-41895   02-41895  
COWLITZ CABLEVISION, INC.   081-02-41877   02-41877   724,055
CP-MDU I LLC   081-02-41940   02-41940  
CP-MDU II LLC   081-02-41941   02-41941  
E & E CABLE SERVICE, INC.   081-02-41785   02-41785   250

57


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule VI   Page 4 of 6

Court Reporting schedules for Cash Disbursements
for the Month Ended October 31, 2004

LEGAL ENTITY

  Account
Number

  Case
Number

  Disbursements
EASTERN VIRGINIA CABLEVISION HOLDINGS, LLC   081-02-41799   02-41799   250
EASTERN VIRGINIA CABLEVISION, LP   081-02-41800   02-41800   543,797
EMPIRE SPORTS NETWORK, LP   081-02-41844   02-41844   299,607
FAE CABLE MANAGEMENT CORP   081-02-41734   02-41734   250
FOP INDIANA, LP   081-02-41816   02-41816   201,327
FRONTIERVISION ACCESS PARTNERS, LLC   081-02-41819   02-41819   1,685,709
FRONTIERVISION CABLE NEW ENGLAND, INC.   081-02-41822   02-41822   920,706
FRONTIERVISION CAPITAL CORPORATION   081-02-41820   02-41820   250
FRONTIERVISION HOLDINGS CAPITAL CORPORATION   081-02-41824   02-41824   250
FRONTIERVISION HOLDINGS CAPITAL II CORPORATION   081-02-41823   02-41823   250
FRONTIERVISION HOLDINGS, LLC   081-02-41827   02-41827   250
FRONTIERVISION HOLDINGS, LP   081-02-41826   02-41826   250
FRONTIERVISION OPERATING PARTNERS, LLC   081-02-41825   02-41825   250
FRONTIERVISION OPERATING PARTNERS, LP   081-02-41821   02-41821   25,993,321
FRONTIERVISION PARTNERS, LP   081-02-41828   02-41828   250
FT MYERS CABLEVISION, LLC   081-02-41948   02-41948   1
FT. MYERS ACQUISITION LIMITED PARTNERSHIP   081-02-41949   02-41949   250
GENESIS CABLE COMMUNICATIONS SUBSIDIARY, LLC   081-02-41903   02-41903  
GLOBAL ACQUISITION PARTNERS, LP   081-02-41933   02-41933   1,557,384
GLOBAL CABLEVISION II, LLC   081-02-41934   02-41934   250
GRAFTON CABLE COMPANY   081-02-41788   02-41788   250
GS CABLE, LLC   081-02-41907   02-41907   2,650,103
GS TELECOMMUNICATIONS LLC   081-02-41906   02-41906  
HARRON CABLEVISION OF NEW HAMPSHIRE, INC.   081-02-41750   02-41750   1,758,180
HUNTINGTON CATV, INC.   081-02-41765   02-41765  
IMPERIAL VALLEY CABLEVISION, INC.   081-02-41876   02-41876   750,320
KALAMAZOO COUNTY CABLEVISION, INC.   081-02-41922   02-41922   250
KEY BISCAYNE CABLEVISION   081-02-41898   02-41898   129,488
KOOTENAI CABLE, INC.   081-02-41875   02-41875   972,622
LAKE CHAMPLAIN CABLE TELEVISION CORPORATION   081-02-41911   02-41911   223,394
LEADERSHIP ACQUISITION LIMITED PARTNERSHIP   081-02-41931   02-41931  
LOUISA CABLEVISION, INC.   081-02-41760   02-41760   22,438
MANCHESTER CABLEVISION, INC.   081-02-41758   02-41758  
MARTHA'S VINEYARD CABLEVISION, LP   081-02-41805   02-41805   283,706
MERCURY COMMUNICATIONS, INC.   081-02-41840   02-41840   58,460
MICKELSON MEDIA OF FLORIDA, INC.   081-02-41874   02-41874   316,325
MICKELSON MEDIA, INC.   081-02-41782   02-41782   124,145
MONTGOMERY CABLEVISION, INC.   081-02-41848   02-41848   250
MONUMENT COLORADO CABLEVISION, INC.   081-02-41932   02-41932   201,884
MOUNTAIN CABLE COMMUNICATIONS CORPORATION   081-02-41916   02-41916   250
MOUNTAIN CABLE COMPANY, LP   081-02-41909   02-41909   3,708,111
MT. LEBANON CABLEVISION, INC   081-02-41920   02-41920  

58


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule VI   Page 5 of 6

Court Reporting schedules for Cash Disbursements
for the Month Ended October 31, 2004

LEGAL ENTITY

  Account
Number

  Case
Number

  Disbursements
MULTI-CHANNEL TV CABLE COMPANY   081-02-41921   02-41921   672,478
NATIONAL CABLE ACQUISITION ASSOCIATES, LP   081-02-41952   02-41952   2,582,911
OLYMPUS CABLE HOLDINGS, LLC   081-02-41925   02-41925   6,403,522
OLYMPUS CAPITAL CORPORATION   081-02-41930   02-41930   250
OLYMPUS COMMUNICATIONS HOLDINGS, LLC   081-02-41953   02-41953  
OLYMPUS COMMUNICATIONS, LP   081-02-41954   02-41954   1,250
OLYMPUS SUBSIDIARY, LLC   081-02-41928   02-41928  
OWENSBORO INDIANA, LP   081-02-41773   02-41773  
OWENSBORO ON THE AIR, INC.   081-02-41777   02-41777   500
OWENSBORO-BRUNSWICK, INC.   081-02-41730   02-41730   3,022,288
PAGE TIME, INC.   081-02-41839   02-41839   918
PARAGON CABLE TELEVISION, INC.   081-02-41778   02-41778   750
PARAGON CABLEVISION CONSTRUCTION CORPORATION   081-02-41775   02-41775  
PARAGON CABLEVISION MANAGEMENT CORPORATION   081-02-41776   02-41776  
PARNASSOS COMMUNICATIONS, LP   081-02-41846   02-41846   190,830
PARNASSOS HOLDINGS, LLC   081-02-41845   02-41845  
PARNASSOS, LP   081-02-41843   02-41843   16,017,126
PERICLES COMMUNICATIONS CORPORATION   081-02-41919   02-41919   250
PULLMAN TV CABLE CO., INC.   081-02-41873   02-41873   642,070
RENTAVISION OF BRUNSWICK, INC.   081-02-41872   02-41872   183,115
RICHMOND CABLE TELEVISION CORPORATION   081-02-41912   02-41912   89,522
RIGPAL COMMUNICATIONS, INC.   081-02-41917   02-41917  
ROBINSON/PLUM CABLEVISION, LP   081-02-41927   02-41927   500,355
S/T CABLE CORPORATION   081-02-41791   02-41791   250
SABRES, INC.   081-02-41838   02-41838   250
SCRANTON CABLEVISION, INC.   081-02-41761   02-41761   1,676,355
SENTINEL COMMUNICATIONS OF MUNCIE, INDIANA, INC.   081-02-41767   02-41767  
SOUTHEAST FLORIDA CABLE, INC.   081-02-41900   02-41900   12,579,315
SOUTHWEST COLORADO CABLE INC.   081-02-41769   02-41769   139,800
SOUTHWEST VIRGINIA CABLE, INC.   081-02-41833   02-41833   854,036
STAR CABLE INC.   081-02-41787   02-41787   250
STARPOINT, LIMITED PARTNERSHIP   081-02-41897   02-41897   936,619
SVHH CABLE ACQUISITION, LP   081-02-41836   02-41836   899,350
SVHH HOLDINGS, LLC   081-02-41837   02-41837  
TELE-MEDIA COMPANY OF HOPEWELL-PRINCE GEORGE   081-02-41798   02-41798   209,591
TELE-MEDIA COMPANY OF TRI-STATES, LP   081-02-41809   02-41809  
TELE-MEDIA INVESTMENT PARTNERSHIP, LP   081-02-41951   02-41951   1,935,924
TELESAT ACQUISITION LIMITED PARTNERSHIP   081-02-41929   02-41929  
TELESAT ACQUISITION, LLC   081-02-41871   02-41871   2,087,787
THE GOLF CLUB AT WENDING CREEK FARMS, LLC   081-02-41841   02-41841   250
THE MAIN INTERNETWORKS, INC.   081-02-41818   02-41818  
THE WESTOVER TV CABLE CO., INC.   081-02-41786   02-41786   250
THREE RIVERS CABLE ASSOCIATES, LP   081-02-41910   02-41910   846,290

59


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule VI   Page 6 of 6

Court Reporting schedules for Cash Disbursements
for the Month Ended October 31, 2004

LEGAL ENTITY

  Account
Number

  Case
Number

  Disbursements
TIMOTHEOS COMMUNICATIONS, LP   081-02-41901   02-41901     250
TMC HOLDINGS CORPORATION   081-02-41803   02-41803     500
TMC HOLDINGS, LLC   081-02-41802   02-41802    
TRI-STATES, LLC   081-02-41810   02-41810     250
UCA LLC   081-02-41834   02-41834     11,318,572
UPPER ST. CLAIR CABLEVISION INC   081-02-41918   02-41918    
US TELE-MEDIA INVESTMENT COMPANY   081-02-41835   02-41835     250
VALLEY VIDEO, INC.   081-02-41870   02-41870     129,037
VAN BUREN COUNTY CABLEVISION, INC.   081-02-41832   02-41832     162,257
WARRICK CABLEVISION, INC   081-02-41866   02-41866    
WARRICK INDIANA, LP   081-02-41865   02-41865     206,642
WELLSVILLE CABLEVISION, LLC   081-02-41806   02-41806     384,270
WEST BOCA ACQUISITION LIMITED PARTNERSHIP   081-02-41899   02-41899     2,306,057
WESTERN NY CABLEVSION, LP   081-02-41847   02-41847    
WESTVIEW SECURITY, INC   081-02-41896   02-41896    
WILDERNESS CABLE COMPANY   081-02-41869   02-41869     180,675
YOUNG'S CABLE TV CORP   081-02-41915   02-41915     278,411
YUMA CABLEVISION, INC.   081-02-41868   02-41868     883,235
           
  Total           $ 317,928,812
           

60


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule VII   Page 1 of 2

Court Reporting schedules for Insurance Coverage

Coverage**

  Company
  Policy No.
  Term
Commercial Property   Lexington, C N A, RSUI   7474233; 1098648388; 335349   05/16/04 - 05/16/05
Commercial General Liability   AIG (American Home Assurance Co)   4806343, 4806117, 4806148   12/15/03 - 05/16/05
Commercial Automobile Liability   AIG (American Home Assurance Co)   MA—5189088 VA—5189089
TX—5189090
All other states—5189087
  05/16/04 - 05/16/05
Excess Automobile Liability   AIG (Lexington)   All States—4261364   05/16/04 - 05/16/05
Worker's Compensation   AIG (New Hampshire Ins. Co., AI
South Insurance Co., National Union
Fire Insurance Co. of VT, and Ins. Co.
State of PA)
  All states except monopolistic
policy numbers 5212710,
5212711, 5212712, 5212713
  05/16/04 - 05/16/05
 
Ohio

 

Ohio Bureau of Workers Compensation

 

1328524

 

Ongoing*
 
Washington State

 

WA Department of Labor & Industry

 

083 004 452

 

10/1/99 - Ongoing*
 
West Virginia

 

West Virginia Workers'
Compensation

 

20104948 101

 

10/1/99 - Ongoing*
 
Wyoming

 

Wyoming Department of Employment

 

366575

 

10/1/99 - Ongoing*
International Package Policy
(Liability & Foreign Voluntary Comp)
  ACE USA (ACE American Insurance Co.)   PHR073190   10/15/04 - 10/15/05

61


ADELPHIA COMMUNICATIONS CORPORATION, et al.
(DEBTORS-IN-POSSESSION)
BANKRUPTCY COURT REPORTING SCHEDULES

    Schedule VII   Page 2 of 2

Court Reporting schedules for Insurance Coverage

Coverage**

  Company
  Policy No.
  Term
Aircraft Policy   AIG (National Union Fire Insurance Co.)   GM3380176-01   11/01/03 - 11/01/04
Umbrella Liability   Zurich (American Guarantee & Liability Insurance Co.)   AUC937411601   05/16/04 - 05/16/05

Excess Umbrella Liability

 

XL, St. Paul, Zurich

 

US00006683L104A, Q16400089, AEC380810300

 

05/16/04 - 05/16/05
Executive Protection
(Special Crime)
  Liberty Insurance Underwriters   180933013   12/19/03 - 12/19/04
New York Disability   Cigna   NYD 074487   07/01/04 - 12/31/05
Pollution Liability   Quanta Reinsurance U.S. Ltd.   On-site coverage
(2000110) Off-site
coverage(2000111)
  01/01/04 - 01/01/05
Fiduciary Liability Insurance   Houston Casualty Co.   14MG03A2983   12/08/03 - 12/08/04
Directors & Officers Liability   AIG (National Union Insurance Co.)   7290984   12/31/03 - 12/31/04

Directors & Officers Liability Tail

 

Associated Electric & Gas Insurance Services Limited (AEGIS)

 

D0999A1A00

 

12/31/03 - 12/31/05
(Extension of Limit of
Liability of 12/31/00-03
term)
Excess Directors & Officers Liability   U.S. Specialty Insurance Co.
Hartford (Twin City Fire Ins. Co.)
Hudson Insurance Co.
Axis Reinsurance Co.
Old Republic Insurance Co.
 
14MGU03A3639

00DA02209103
HN03031687
RBN502748

CUG27319
 
12/31/03 - 12/31/04
Blanket Fidelity Bond incl ERISA   Great American Insurance Co.   554-43-87   05/16/04 - 05/16/05
Media Professional Liability   ACE (Illinois Union Insurance Company)   EON G21640104 002   01/22/04 - 01/22/05

*
Ongoing means until the policy is cancelled by Adelphia or carrier

**
The named insured is Adelphia Communications Corporation et al for all of the coverages.

62




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ADELPHIA COMMUNICATIONS CORPORATION, et al. (DEBTORS-IN-POSSESSION) UNAUDITED CONSOLIDATED BALANCE SHEET (Dollars in thousands, except per share amounts)
ADELPHIA COMMUNICATIONS CORPORATION, et al. (DEBTORS-IN-POSSESSION) UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS (Dollars in thousands, except per share amounts)
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ADELPHIA COMMUNICATIONS CORPORATION, et. al. (DEBTORS-IN-POSSESSION) NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Dollars in thousands)
ADELPHIA COMMUNICATIONS CORPORATION, et. al. (DEBTORS-IN-POSSESSION) NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Dollars in thousands)
ADELPHIA COMMUNICATIONS CORPORATION, et al. (DEBTORS-IN-POSSESSION) BANKRUPTCY COURT REPORTING SCHEDULES