Brookfield Oaktree Holdings, LLC — Director's Dealing 2012

Dec 1, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CHARTER COMMUNICATIONS, INC. /MO/ (CHTR)
CIK: 0001091667
Period of Report: 2012-11-28

Reporting Person: Oaktree Opportunities Investments, L.P. (Director, 10% Owner)
Reporting Person: Oaktree Fund GP, LLC (Director, 10% Owner)
Reporting Person: OAKTREE FUND GP I, L.P. (Director, 10% Owner)
Reporting Person: Oaktree Capital I, L.P. (Director, 10% Owner)
Reporting Person: OCM HOLDINGS I, LLC (Director, 10% Owner)
Reporting Person: OAKTREE HOLDINGS, LLC (Director, 10% Owner)
Reporting Person: Oaktree Capital Group, LLC (Director, 10% Owner)
Reporting Person: Oaktree Capital Group Holdings GP, LLC (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-11-28	CLASS A COMMON STOCK	S	205954	$70.34	Disposed	14441415	Direct
2012-11-29	CLASS A COMMON STOCK	S	567339	$71.30	Disposed	13874076	Direct
2012-11-30	CLASS A COMMON STOCK	S	526707	$70.97	Disposed	13347369	Direct

Footnotes

F1: The amount reported includes an aggregate of (a) 14,441,415 shares of the Class A Common Stock of which Oaktree Opportunities Investments, L.P. ("OOI") is the direct owner on November 28, 2012, (b) 13,874,076 shares of Class A Common Stock of which OOI is the direct owner on November 29, 2012 and (c) 13,347,369 shares of Class A Common Stock of which OOI is the direct owner on November 30, 2012.

F2: The general partner of OOI is Oaktree Fund GP, LLC ("GP"). The managing member of GP is Oaktree Fund GP I, L.P. ("GP I"). The general partner of GP I is Oaktree Capital I, L.P. ("Capital I"). The general partner of Capital I is OCM Holdings I, LLC ("Holdings I"). The managing member of Holdings I is Oaktree Holdings, LLC ("Holdings"). The managing member of Holdings is Oaktree Capital Group, LLC ("OCG"). The duly elected manager of OCG is Oaktree Capital Group Holdings GP, LLC ("OCGH GP" and collectively with OOI, GP, GP I, Capital I, Holdings I, OCG and Holdings, the "Reporting Persons"). (cont'd in FN 3)

F3: (cont'd from FN 2) OCGH GP is a limited liability company managed by an executive committee, the members of which are Howard S. Marks, Bruce A. Karsh, John B. Frank, David M. Kirchheimer, Sheldon M. Stone, Larry W. Keele, Stephen A. Kaplan and Kevin L. Clayton (the "OCGH GP Members"). In such capacity, the OCGH GP Members may be deemed indirect beneficial owners of the securities reported herein. Except to the extent of their respective pecuniary interest, each OCGH GP Member disclaims beneficial ownership of the securities reported herein, and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any securities covered by this Form 4.

F4: The Reporting Persons may be deemed directors by virtue of (i) Bruce A. Karsh and Edgar Lee, both of whom are officers or their equivalents of GP I, the managing member of the general partner of OOI, who serve as directors appointed on behalf of OOI or (ii) their being assignees of all economic, pecuniary and voting rights of such director's compensation.

F5: Each Reporting Person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such Reporting Person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, the beneficial owner of any securities covered by this statement except to the extent of such person's pecuniary interest therein, and except to the extent of its pecuniary interest, such beneficial ownership is expressly disclaimed by each Reporting Person. Information with respect to each Reporting Person is given solely by such Reporting Person, and no such Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.