0001047469-06-007224 Sample Contracts

FORM OF SUPPLEMENT TO PLEDGE AGREEMENT
Pledge Agreement • May 15th, 2006 • Adelphia Communications Corp • Cable & other pay television services

This SUPPLEMENT NO. , dated as of March 30, 2006 (this "Supplement"), to the Pledge Agreement, dated as of September 28, 2001 (as amended, supplemented, amended and restated or otherwise modified from time to time, the "Pledge Agreement"), among the initial signatories thereto and each other Person which from time to time thereafter became a party thereto pursuant to Section 7.10 thereof (each, individually, a "Pledgor", and, collectively, the "Pledgors"), in favor of BANK OF MONTREAL, as Administrative Agent for each of the Secured Parties (such and other capitalized terms being used herein with the meanings provided, or incorporated by reference, in the Pledge Agreement), is made by the undersigned.

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SECURITY AGREEMENT
Security Agreement • May 15th, 2006 • Adelphia Communications Corp • Cable & other pay television services

SECURITY AGREEMENT, dated as of March 30, 2006, is made by each of the Persons identified on the signature pages to this Agreement (each a "Grantor" and, collectively, the "Grantors"), in favor of Bank of Montreal, as Administrative Agent for each of the Secured Parties.

FORM OF GUARANTY AGREEMENT
Guaranty Agreement • May 15th, 2006 • Adelphia Communications Corp • Cable & other pay television services

THIS GUARANTY is executed as of March 30, 2006, by the undersigned ("Guarantor"), for the benefit of BANK OF AMERICA, N.A., a national banking association (in its capacity as Administrative Agent for the benefit of Lenders).

FORM OF SUPPLEMENT TO OBLIGOR PLEDGE AGREEMENT
Obligor Pledge Agreement • May 15th, 2006 • Adelphia Communications Corp • Cable & other pay television services

This SUPPLEMENT NO. dated as of March 30, 2006 (this "Supplement"), to the Obligor Pledge Agreement, dated as of May 6, 1999 (as amended, supplemented, amended and restated or otherwise modified from time to time, the "Pledge Agreement"), among the initial signatories thereto and each other Person which from time to time thereafter became a party thereto pursuant to Section 7.10 thereof (each, individually, a "Pledgor", and. collectively, the "Pledgors"), in favor of FIRST UNION NATIONAL BANK, as Administrative Agent for each of the Secured Parties (such and other capitalized terms being used herein with the meanings provided, or incorporated by reference, in the Pledge Agreement), is made by the undersigned.

PLEDGE AGREEMENT
Pledge Agreement • May 15th, 2006 • Adelphia Communications Corp • Cable & other pay television services

THIS PLEDGE AGREEMENT (this "Pledge Agreement") is executed as of March 30, 2006, by the undersigned ("Debtor"), whose address is 5619 DTC Parkway, Greenwood Village, CO 80111, and BANK OF AMERICA, NA., a national banking association (in its capacity as "Administrative Agent" for the benefit of the holders of the Obligation under the Credit Agreement defined below), as "Secured Party," whose address is 901 Main Street, 64th Floor, Dallas, Texas 75202.

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