CHARTER COMMUNICATIONS, INC. /MO/ — Director's Dealing 2012

Jan 3, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CHARTER COMMUNICATIONS, INC. /MO/ (CHTR)
CIK: 0001091667
Period of Report: 2011-12-29

Reporting Person: KARSH BRUCE A (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-12-29	CLASS A COMMON STOCK	J	2441286	$54.35	Disposed	17283819	Direct
2011-12-30	CLASS A COMMON STOCK	J	550000	$54.35	Disposed	16733819	Direct

Footnotes

F1: The amount reported includes an aggregate of (a) 17,283,819 shares of the Class A Common Stock of which Oaktree Opportunities Investments, L.P. ("OOI") is the direct owner on December 29, 2011 and (b) 16,733,819 shares of Class A Common Stock of which OOI is the direct owner on December 30, 2011.

F2: Each of Oaktree Fund GP, LLC ("GP"), in its capacity as the general partner of OOI; Oaktree Fund GP I, L.P. ("GP I"), in its capacity as the managing member of GP; Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of GP I; OCM Holdings I, LLC ("Holdings I"), in its capacity as the general partner of Capital I; Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I; Oaktree Capital Group, LLC ("OCG"), in its capacity as the managing member of Holdings; Oaktree Capital Group Holdings, L.P. ("OCGH"), in its capacity as the holder of a majority of the voting units of OCG; and Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), in its capacity as the general partner of OCGH, may be deemed to beneficially own these securities due to their ability to directly or indirectly direct decisions regarding the vote and disposition of securities held by OOI.

F3: These securities may be deemed beneficially owned by Mr. Karsh by virtue of his being an officer or equivalent of GP I. Mr. Karsh disclaims beneficial ownership of these securities except to the extent of his indirect pecuniary interest therein, and the inclusion of these securities in this Form 4 shall not be deemed to be an admission that Mr. Karsh has beneficial ownership of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.