1099 NEW YORK AVENUE NW SUITE 900 WASHINGTON, DC 20001-4412 REDACTED — FOR PUBLIC INSPECTION John L. Flynn October 16, 2015 Tel +1 202 639 6007 [email protected] VIA ECFS Ms. Marlene H. Dortch Secretary Federal Communications Commission 445 12th Street, SW Washington, DC 20554 Re: MB Docket No. 15-149 Charter Communications Response to FCC’s Information and Data Request Dear Ms. Dortch: Enclosed please find a corrected version of Charter Communications, Inc.’s response to the Information and Data Request issued by the Federal Communications Commission on September 21, 2015, in connection with the Applications of Charter Communications, Inc., Time Warner Cable Inc., and Advance/Newhouse Partnership for Consent to Transfer Control of Licenses and Authorizations, MB Docket No. 15-149. Please let me know if you have any questions. Sincerely, /s/ John L. Flynn John L. Flynn Enclosure CHICAGO LONDON LOS ANGELES NEW YORK WASHINGTON, DC WWW.JENNER.COM 1099 NEW YORK AVENUE NW SUITE 900 WASHINGTON, DC 20001-4412 REDACTED — FOR PUBLIC INSPECTION John L. Flynn October 13, 2015 Tel +1 202 639 6007 [email protected] VIA ECFS Ms. Marlene H. Dortch Secretary Federal Communications Commission 445 12th Street, SW Washington, DC 20554 Re: MB Docket No. 15-149 Charter Communications Response to FCC’s Information and Data Request Dear Ms. Dortch: Attached please find Charter Communications, Inc.’s (“Charter’s”) response to the Information and Data Request issued by the Federal Communications Commission (“Commission” or “FCC”) on September 21, 2015, in connection with the Applications of Charter Communications, Inc., Time Warner Cable Inc., and Advance/Newhouse Partnership for Consent to Transfer Control of Licenses and Authorizations, MB Docket No. 15-149. The response, which contains proprietary and non-public information, is being submitted on a Highly Confidential basis under the Protective Order in effect in this proceeding. Consistent with the instructions in the Protective Order, a Highly Confidential version is being hand-filed, and copies are being provided to the Media Bureau. Pursuant to the telephone conferences and meetings that were held between Charter representatives and Commission staff, we understand that the following modifications have been made to the FCC’s Information and Data Request to Charter: Production Requests and Narratives Charter and the Commission agreed to the following matters regarding Charter’s document production and responses. CHICAGO LONDON LOS ANGELES NEW YORK WASHINGTON, DC WWW.JENNER.COM Ms. Marlene H. Dortch October 13, 2015 Page 2 REDACTED — FOR PUBLIC INSPECTION Document Production • Charter’s production includes the following documents: o Documents produced to the FCC in 2014 in connection with MB Docket No. 14-7, excluding documents that contain Video Programmer Confidential Information (“VPCI”). These documents are marked with the same Bates prefixes and numbers used last year: “CHR-DOJ-0000000000,” “CHR-FCC- 0000000000” and “CHR-FCC-INT00000.” There are gaps in the Bates range where VPCI documents have been removed. o Documents produced to the Department of Justice (“DOJ”) in 2015 in connection with the current proposed transaction, excluding documents that contain VPCI. These documents are marked with the same Bates prefixes and numbers as used in the submission to the DOJ: “CHR2-DOJ-00000000000.” There are gaps in the Bates range where VPCI documents have been removed. o Charter’s production also includes documents responsive to the FCC’s Requests that are not contained in the aforementioned document sets. These documents are marked with the Bates prefix “CHR2-FCC-0000000000.” Charter has excluded documents containing VPCI from these new materials, and there are gaps in the Bates range where VPCI documents have been removed. Date Ranges • Charter is producing documents for the time period July 24, 2013 – July 24, 2015, subject to the following exceptions: o The productions to the FCC in connection with the prior transaction and to the DOJ in connection with the current transaction include documents from earlier time periods. o Charter updated its search, review and production of documents through September 11, 2015, which is the same update conducted for the production to the DOJ, with minor exceptions noted below. Custodians • In response to the FCC’s Requests for “all documents” relating to specified matters, Charter has searched the files of and is producing responsive, non-privileged documents for the following custodians: o Thomas Rutledge, President & CEO o Christopher Winfrey, EVP, CFO Ms. Marlene H. Dortch October 13, 2015 Page 3 REDACTED — FOR PUBLIC INSPECTION o Danyel Schoenemann, VP, Corporate Planning o Charles Fisher, SVP, Corporate Finance o John Bickham, EVP, COO o James (Jim) Blackley, EVP, Engineering & IT o Donald Detampel, EVP & President Commercial Services o Allan Singer, SVP, Programming o RB Lerch, VP, Programming o Cheryl Von Sprecken, VP, Programming o Jon Hargis, EVP & Chief Marketing Officer o Allan (Victor) Sampson, SVP, Marketing o David Andreski, VP, Market Analysis & Forecast o Joseph Leonard, SVP, Marketing and Creative Strategy o Richard DiGeronimo, EVP, Product & Strategy o Christopher Hill, VP, Business Development o Gary Schanman, SVP, Video Products o Thomas Adams, EVP, Field Operations o David Scott Weber, EVP, Network Operations o Marti Moore, VP, Strategic Program Development o Carl Leuschner, VP, Internet/Phone Products o Peggy Giaminetti, VP, Circuit Operations o Jodi Robinson, SVP, UX Design and Development o James Rolls, SVP and Chief Technology Officer • Charter searched the files of additional custodians in connection with specific Requests, as described further below. Search Terms • Charter used the search terms identified in Exhibit A to screen for responsive documents. Confidential Treatment • Pursuant to the Protective Order and per agreement with Commission staff, Charter is submitting all documents responsive to the Requests on a “Highly Confidential” basis, except that Charter has made a good faith effort not to mark publicly available information as “Highly Confidential.” Ms. Marlene H. Dortch October 13, 2015 Page 4 REDACTED — FOR PUBLIC INSPECTION Personally Identifiable Information • Charter has redacted individuals’ personally identifiable information (“PII”) (e.g., social security numbers, dates of birth, account numbers) from certain documents. Approximately five documents have not been produced because they consist almost entirely of PII. Newsletters/Articles/Email Alerts • Charter has excluded from its production publicly available newsletters, articles and email alerts on the same basis as Charter excluded such documents from its production to the DOJ in connection with the current proposed transaction. Privilege Log and Supplemental Production • Charter will provide a privilege log in a supplemental filing, along with any additional responsive documents that are determined to be non-privileged in the course of preparing the log. Data Requests and Templates Charter and the Commission agreed to the following modifications and clarifications to the following specific Requests. Unless otherwise specified, the modifications have been made to conform the responses to the information Charter maintains in the normal course of business. Request 2 • The cross reference to Request 3 is eliminated. Request 3 • To the extent available, Charter is providing a copy of each business plan in effect during the July 24 2013-2015 time period for the relevant services. Request 13 • “[O]r another person” is deleted. Ms. Marlene H. Dortch October 13, 2015 Page 5 REDACTED — FOR PUBLIC INSPECTION Request 20 • Any communications between Charter, Time Warner Cable, Bright House Networks or Comcast Corporation regarding the current transaction or the 2014 transaction involving these parties have been excluded. Request 21 • Pricing information is being provided without identifying the relevant programmer, and, to the extent possible consistent with Instruction 2, Charter is providing documents sufficient to show “cost savings, including how they were passed through to subscribers” rather than all documents on this topic. Request 22 • Charter has excluded documents solely relating to environmental, tax, human resources, OSHA, or ERISA issues. Request 30 • Charter is producing all relevant, non-privileged “policies, procedures and practices” rather than all documents relating to these items. Request 46 • In responding to this Request, Charter has excluded tools utilized to thwart botnet and other malicious attacks. Request 47 • Charter is describing and identifying any policies regarding the factors it considers or considered in negotiating the terms of any interconnection agreement and producing documents sufficient to show such policies. Request 58 • The term “interconnection” for purposes of this question means peering, transit or another connection involving a direct customer relationship with an edge provider. Request 61 • In addition to the custodians and time periods applicable generally, Charter: Ms. Marlene H. Dortch October 13, 2015 Page 6 REDACTED — FOR PUBLIC INSPECTION 1. searched the files of Kurt Klocke, (Director of Engineering), and Nancy Bueltman (Director of Finance), from July 24, 2013 through September 28, 2015, and is producing responsive, non-privileged documents. 2. searched emails sent by Richard Dykhouse (General Counsel) to Netflix regarding negotiations of Charter’s interconnection policy announced July 15, 2015 and is producing