CHARTER COMMUNICATIONS, INC. /MO/ — Director's Dealing 2011

May 26, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CHARTER COMMUNICATIONS, INC. /MO/ (CHTR)
CIK: 0001091667
Period of Report: 2011-05-23

Reporting Person: Heneghan James M (President, Charter Media)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-05-23	Class A Common Stock	M	2500	$35.375	Acquired	34165	Direct
2011-05-23	Class A Common Stock	S	2500	$55.5332	Disposed	31665	Direct
2011-05-23	Class A Common Stock	S	2500	$55.306	Disposed	29165	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-05-23	Stock Options	$35.375	M	2500	Disposed	2020-07-27	Class A Common Stock (2500)	Direct

Footnotes

F1: Exercise of portion of vested Stock Options granted on 7/27/2010 under the Charter Communications, Inc. 2009 Stock Incentive Plan, 25% of the aggregate grant vest at March 1, 2011, 2012, 2013 and 2014, such options terminate 10 years from date of grant unless terminated sooner in accordance with the plan or agreement.

F2: Total direct ownership of shares adjusted by 2 shares to correct inadvertant typo in last filing.

F3: Sale of previously reported vested shares.