February 22, 2000

City County Building
Indianapolis IN 46204

(Amended Minutes)

MEMBERS PRESENT:

Carlton Curry, Chairman
Stuart Rhodes, Member
David Leonard, Member
Gretchen Gutman, Member
Charlie Hiltunen, Member

OTHERS PRESENT:

Chairman Curry brought the meeting to order at 2:30 P.M.

The first item on the agenda was the approval of minutes for the Cable Board’s January 18^th , 2000 meeting. Motion was made by Mr. Rhodes, seconded by Mr. Leonard, to approve the minutes of the Board’s January 18^th, 2000 meeting. Motion carried unanimously.

The next item on the agenda was the Cable Agency Report. Mr. Maultra presented the Cable Agency report which highlighted the events that have taken place at the Cable Agency in the last month. Mr. Maultra stated the Cable Communications Agency has spent most of its time this past month in discussing the Comcast/Time Warner transfer matter with their legal counsel as well as with Comcast officials. Much of this includes researching aspects of Time Warner’s current franchise agreements with the idea that Comcast will be acquiring and adhering to it in its totality. The Cable Agency also reviewed Comcast’s 1999 third quarter financial statement, (which was the additional information that the Agency requested from them in the 30 day window that the Agency had commencing December 14) and have passed along its observations to counsel.

Pike Township Fire Department has approached the Cable Communications Agency about possible I-NET use and the Agency have asked that they send a letter to their plans for intended use so that the Agency may compare it to Comcast’s franchise agreement.

The Cable Agency has been working extensively in planning NATOA’s Washington D.C. Legal Conference as well as selecting the topics and speakers for NATOA’s annual conference in September.

The Agency has been serving as a consumer advocate in mediating a number of cable television complaints received by its office.

The next item on the agenda was the Channel 16 programming report presented by Mr. Montgomery. Mr. Montgomery highlighted some activities of Channel 16 for the month of January. In January there were 42 hours and 05 minutes of Live and Tape delay meetings. Special Events production totaled 22 hours and 51 minutes.

In the area of In Kind Production, Channel 16 had 1 hour and 37 minutes. Series Programming totaled 2 hours and 30 minutes. Total new production for the month of January was 71:53:30 hours.

The next item on the agenda was the Cable Operator’s Management Report. Ms. Johnston stated that Time Warner gained 102 customers in the month of January. Time Warner scheduled 3,927 installs and 3,012 were completed. Incoming calls for the month were 37,442 received and 36,802 handled. Service calls for the month 2,468 received and 1,511 scheduled and 1,458 completed. Time Warner had 52 outages including 6 planned outages. There was no Construction in Time Warner area in the month of January. The Community Involvement report supports a list of different community events and programming (see report).

The next item on the agenda was the Comcast’s Management Report. Mr. Apple stated Comcast lost customers in the month of January, ending the month with 117,877 limited basic customers and 115,186 expanded basic customers and 113,981 value pack customers. Incoming calls: Comcast received 106,194 and handled 103,326 calls. Comcast had 87 outages including 9 planned outages. Comcast received and scheduled 2,600 service calls and completed 2,473; 99.4% were completed within 36 hours or by customer request. See Construction report. Installations: Comcast scheduled 2,553 and completed 2,527; 100% were completed within 7 days or less.

Mr. Apple stated that Comcast completed 116.5 hours of lease access programming on WAV-53. Comcast aired and produced 11 public service announcements and 26 newsmaker segments. For Comcast events and sponsorships; see report.

The next item on the agenda was the ETC report. Mr. Harris stated ETC recently met with IUPUI Open Channel. The group has expressed interest in producing programming for the Educational Television Channels and wanted more information about the Cooperative. The group consists of students that major in Telecommunications at IUPUI.

ETC has made contact with PBX about putting PBSYOU programming on the second Education Channel. The programming will be 7 days a week in a 6-hour block. WFYI has agreed to pay the licensing fee. Technical logistics getting the signal to the ETC Playback site have to be worked out at this point. A future update will be provided.

The ETC has been informed that it will have to move its playback site from its current location at the IUPUI Library in the Network Operators Center. It will have to be moved from this location by July 1, 2000. A new site is being looked into.

"The Kiss My TV Show’ is being looked into. It is a program services produced by and about people with disabilities. Each show will focus on different activities.

"State of American Education Address" with U.S. Secretary of Education Richard W. Riley will discuss progress that has been made in education. Key initiatives discussed include expanding preschool opportunities and making school safer.

Co-hosted By Richard Riley, "Powerful Middle Schools: Teaching and Learning for Young Adolescents" focuses on what works in high performing middle schools. Emphasis is put on hands-on learning, teen concepts, flexible schedules, and strong communities where young people can connect with adults. Mr. Harris stated programs should begin in March.

Mr. Curry asked in respect of the fact of ETC requirement to move from one location to a new location, should the Board assume there will not be demands ?

Mr. Earl Harris stated it is too soon to say.

Under Old Business, Mr. Curry addressed the transfer of Time Warner Cable of Indianapolis to Comcast. He stated there needs to be a vote on the Resolution and memo of clarification and a draft ordinance.

Ms. Piety addressed the Cable Communication resolution and the memorandum of clarification and the draft ordinance. Ms. Piety explained the 3 documents stating these documents were prepared following the public hearing taking into account public comments and comments from the Agency director and the Board chair. Ms. Piety stated the Board believes it is in the interest of the City to approve the Transfer Application and the transfer of the TWEAN Franchise to Comcast; and by resolution, recommends that the City-County Council approve the transfer; The Board determines to adopt regulations to establish: (1) The format of a cable operator’s monthly reports; (2) The simultaneous filing of FCC rate forms for all systems in an operator’s franchise territory and the maintenance of all rate records necessary for the City to review an operator’s compliance with FCC rate regulations; and (3) The procedure for an operator to request changes in the educational and governmental access channel positions. Ms. Piety stated that Section 2 of the resolution reads; the Board approves and authorizes its Chair to execute the Memorandum of Clarification between Comcast and the City.

Ms. Piety stated the Memorandum of Clarification under Section 3.1 reads, for purpose of application of 95% rule in Section 6.05(b) of the TWEAN Franchise, Comcast shall have the burden to demonstrate the calculation of the number of subscribers is based on actual changes in the number of subscribers to the cable system within the Applicable Franchise Territory described in Sec. 2.03 of the TWEAN Franchise. Section 3.2 of the Memorandum of Clarification reads, The basis for the calculation of payments under Section 7.04(b) of the TWEAN Franchise is the same as the basis for the calculation of payments under Section 2.04(b) of the Comcast Franchise. Section 3.3 Comcast is obligated to perform all requirements for local community interest programming specified in Section 7.03 of the TWEAN Franchise. Section 3.4; Whenever any additional services that are available to Comcast subscribers are made available to any TWEAN subscribe, such service shall be made available to all TWEAN subscribers in a non-discriminatory manner, within such time as is reasonably required for necessary technological modifications of the cable system in order to do so. Section 3.5 ; Comcast intends to make uniform services available in both franchise areas and, upon offer of uniform services, will adopt uniform rate structures as soon as permitted by Federal Law. Section3.6; Comcast intends to maintain TWEAN’s existing customer services facilities at their present location, and will not substantially change or move those facilities without giving sixty (60) days notice of any such proposed change and the justification therefore to the Board.

Ms. Piety stated the final document is the proposed Ordinance. The Ordinance reads in Section 1. The Council accepts the recommendation of the Cable Franchise and consent to the Transaction, all in accordance with the terms of the TWEAN Franchise. Section 2; the City confirms that (a) the TWEAN Franchise was properly granted TWEAN, (B) the TWEAN Franchise represents the entire understanding of the parties and TWEAN has no obligations to the City other than those specifically stated in the TWEAN Franchise, and ( c ) TWEAN is materially in compliance with the provisions of the TWEAN Franchise and there exists no fact or circumstance known to the City which constitutes or which, with the passage of time or the giving of notice or both, would constitute a material default or breach under the TWEAN Franchise or would allow the City to cancel or terminate the rights thereunder, except upon the expiration of the full term of the TWEAN Franchise. Section 3; This Ordinance shall be deemed effective for purposes of the transaction upon the consummation of the transactions contemplated by the Asset Exchange Agreement, and execution and delivery of an assignment containing the following provisions; (a) Comcast unconditionally accepts and agrees to perform all obligations of the TWEAN Franchise and acknowledges that those obligations include: (1) Those related to maintenance of the Institutional Network as provided in Sections 5.01 through Section 5.09 of the TWEAN Franchise. (2) The local community interest programming specified in Section 7.03 of the TWEAN Franchise; (3) Any benefits to which the City or its cable subscribers entitled under the TWEAN Social Contract. (b) Comcast agrees that any franchise fees determined to be due from TWEAN for periods to the transfer, which are determined to be due City and not paid by TWEAN within twelve months or the date of assignment shall be paid by Comcast. Section 4; This Ordinance shall have the force of a continuing agreement with TWEAN and Comcast, and the City shall not amend or otherwise alter this Ordinance without the consent of TWEAN and Comcast. Section 5; The City releases TWEAN, effective upon the consummation of the Transactions contemplated by the Asset Exchange Agreement, from all obligations and liabilities under the Franchise that accrue on and after delivery of the executed assignments; provided that Comcast shall be responsible for any obligations and liabilities under the TWEAN Franchise that accrue on and after the consummation of the Transactions contemplated by the Asset Exchange Agreement. Section 6; The Chairperson of the Cable Franchise Board is authorized to execute a consent to the transfer and assignment of the TWEAN Franchise which substantially complies with the terms of this Ordinance.

Mr. Crawford stated he would like to see a written commitment from Comcast assuring that Comcast will offer a commitment to community service as like Time Warner has done in the past.

Mr. Hammond, Attorney for Comcast Cablevision, stated what Representative Crawford has raised is very important to Comcast as well. Mr. Hammond stated that Comcast is creating a letter that will make commitments to members of the minority and African American Community. Comcast will put these efforts in writing and make a submission as part of the public records.

Mr. Wilson also stated that Comcast has been in active support of all aspects of community of Indianapolis. Mr. Wilson also stated Comcast look forward to working with the Community.

Mr. Curry stated that Comcast should submit a copy of its draft to Board members and to be made a part of Comcast presentation to the Committee of Rules and Public Policy during their public meeting. Mr. Curry stated his preference is to keep the Memorandum of Clarification to clarify those factors that are required in the contract.

Mr. Elrod suggested that there should be a whereas clause added to the resolution to reflect Comcast intent to continue the community involvement.

Mr. Hammond suggested a intent letter versus a whereas clause added to the resolution.

Mr. Curry suggested that a whereas be added to the resolution showing the intent letter from Comcast regarding community involvement.

Mr. Hammond agreed with Mr. Curry’s suggestion.

Mr. Elrod suggested adding to the resolution a clause in reference to Comcast continuing the financial and Community involvement of TWEAN, before action by the City County Council and will submit a letter of that commitment to the City.

Motion was made by Mr. Rhodes seconded by Mr. Leonard, to place resolution before the Cable Board. Motion carried unanimously.

Motion was made by Mr. Hiltunen, seconded by Mr. Rhodes, to amend Cable Franchise resolution. Motion carried unanimously.

Motion was made by Mr. Rhodes, seconded by Ms. Gutman, to adopt the Marion County Cable Franchise Board Resolution. Motion carried unanimously.

Under New Business, Mr. Montgomery addressed the Music Library Contract stating that the cost of this new library was included in the 2000 Channel 16 operating budget, and the Channel 16 staff has reviewed over a dozen music library offerings before selecting Megatrax. The library offers a diverse range of high quality music and fresh, contemporary sound, which will offer Channel 16 a broader range of styles and improve the overall quality of its programming.

Channel 16 staff has requested a new music library for some time. The Megatrax library will replace the current dated library (Capitol music), which has become somewhat stale an over used. The Capitol library is contracted for use until the end of 2000, and will then be returned. Channel 16 2001 budget will reflect the cost of only the Megatrax library.

Bob Borgmann reviewed the contract and the annual license agreement.

Mr. Curry asked to postpone any action on the Music Library contract and to add this item to March 20^th board meeting.

Under Public Comment, Mr. Smashey stated that LCPI needs an oversight committee. Mr. Smashey also stated there needs to be a sunset on a social contract. Mr. Smashey stated that Mr. Satterfield stated there will be a settlement and resolution to his complaint of the cable hook up in his apartment building. Ms. Price stated she was offended by Comcast remarks in regards to the minority community not being in their service area stating she has been a Comcast customer for many years. Ms. Price also raised some concerns that PAI have in regards to the 394 transfer.

There being no further business to come before the Board, Mr. Curry adjourned the meeting at 4:30 p.m.

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Carlton Curry, Chairman

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David Leonard, Member

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Ms. Gretchen Gutman, Member

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Mr. Stuart Rhodes, Member

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Mr. Charlie Hiltunen, Member

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Ms. Janise Winston, Recording Secretary