EXHIBIT 4.01

Number Shares
APF __________


                       ADELPHIA COMMUNICATIONS CORPORATION
              INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE

7.5% SERIES F MANDATORY CONVERTIBLE         CUSIP 006848  60  0
PREFERRED STOCK                             SEE REVERSE FOR CERTAIN DEFINITIONS
(LIQUIDATION PREFERENCE $25 PER SHARE)

         This is to Certify that


         is the owner of

FULLY PAID AND NON-ASSESSABLE SHARES OF THE 7.5% SERIES F MANDATORY CONVERTIBLE
PREFERRED STOCK (LIQUIDATION PREFERENCE $25 PER SHARE) OF THE PAR VALUE OF ONE
CENT PER SHARE OF ADELPHIA COMMUNICATIONS CORPORATION transferable on the books
of the Corporation by the holder hereof, in person or by duly authorized
attorney upon surrender of this Certificate properly endorsed. This Certificate
is not valid until countersigned and registered by the Transfer Agent and
Registrar.

WITNESS, the seal of the Corporation and the signatures of its duly authorized
officers.

DATED:

[SEAL]                   /s/ MICHAEL J. RIGAS               /s/ JOHN J. RIGAS
                             Michael J. Rigas                   John J. Rigas
                             Executive Vice President           President
                             and Secretary

COUNTERSIGNED AND REGISTERED:

AMERICAN STOCK TRANSFER & TRUST COMPANY
         TRANSFER AGENT AND REGISTRAR

By:      AUTHORIZED SIGNATURE

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ADELPHIA COMMUNICATIONS CORPORATION will furnish to any stockholder upon request
to its principal office, and without charge, a full statement of the
designations, preferences, limitations and relative rights of each class
authorized, and of the variations in the relative rights and preferences between
the shares of each preferred or special class in series, so far as the same have
been fixed and determined, and the authority of the board of directors to fix
and determine the relative rights and preferences of subsequent series.

         The following abbreviations, when used in the inscription on the face
of this certificate, shall be construed as though they were written out in full
according to applicable laws or regulations:

TEN COM  - as tenants in common             UNIF GIFT MIN ACT Custodian
                                                             ----------
                                                               (Cust)   (Minor)
TEN ENT  - as tenants by the entireties            under Uniform Gifts to Minors

JT TEN   - as joint tenants with right                       Act
                    of survivorship and not as                     (State)
                    tenants in common

         Additional abbreviations may also be used though not in the above list.
     For value received, _______________ hereby sell, assign and transfer unto

PLEASE INSERT SOCIAL SECURITY
OR OTHER IDENTIFYING NUMBER OF ASSIGNEE
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Please print or typewrite name and address including postal zip code of assignee
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                                                                          Shares
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of the capital stock represented by the within Certificate, and do hereby

irrevocably constitute and appoint
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Attorney to transfer the said stock on the books of the within-named Corporation
with full power of substitution in the premises.

Dated,____________________

NOTICE: The signature to this assignment must correspond with the name as
written upon the face of the Certificate, in every particular, without
alteration or enlargement, or any change whatever.



<PAGE>


                          NOTICE OF ELECTION TO CONVERT

         The undersigned hereby irrevocably exercise(s) the right to convert
------ Shares of the 7.5% Series F Mandatory Convertible Preferred Stock ($25
Liquidation Preference Per Share) represented by this certificate into Class A
Common Stock of Adelphia Communications Corporation in accordance with the terms
of the 7.5% Series F Mandatory Convertible Preferred Stock ($25 Liquidation
Preference Per Share) relating thereto.

Date:                                    Signature:
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