<PAGE>

                                                                    Exhibit 10.3

                                    THIRD AMENDMENT (this "Amendment") dated as
                           of June 27, 2003 in respect of the FIVE-YEAR CREDIT
                           AGREEMENT dated as of September 26, 2000, and amended
                           from time to time (the "Credit Agreement"), among Cox
                           Communications, Inc. (the "Company"), the banks party
                           thereto (the "Banks"), JPMorgan Chase Bank, as
                           administrative agent, The Bank of New York and
                           Wachovia Bank, National Association, as
                           co-documentation agents (the "Documentation Agents")
                           and Bank of America, N.A., as syndication agent (the
                           "Syndication Agent").

                  A. The parties hereto have agreed, subject to the terms and
conditions hereof, to amend the Credit Agreement as set forth herein on the
terms and subject to the conditions provided herein.

                  B. Capitalized terms used and not otherwise defined herein
shall have the meanings assigned to such terms in the Credit Agreement.

                  SECTION 1. Amendment to Article I. Article I of the Credit
Agreement is hereby amended by amending the definition of the term "Consolidated
Annualized Operating Cash Flow" to read as follows:

         ""Consolidated Annualized Operating Cash Flow" shall mean (i) four
times the operating income of the Company and its Restricted Subsidiaries for
the most recently completed fiscal quarter (less cash dividends and other cash
distributions to the holders of minority interests in the Company's Restricted
Subsidiaries), before giving effect to depreciation, amortization, other
non-cash charges, equity in earnings (losses) of unconsolidated investees on a
consolidated basis determined in accordance with GAAP and nonrecurring one-time
charges plus (ii) cash dividends and cash distributions paid (other than
extraordinary distributions) to the Company and its Restricted Subsidiaries
during the most recently completed fiscal quarter and the three immediately
preceding fiscal quarters by unconsolidated investees of the Company and its
Restricted Subsidiaries, on a consolidated basis determined in accordance with
GAAP minus, without duplication (iii) the amount of cash payments made during
such fiscal quarter and the three immediately preceding fiscal quarters in
respect of items that were originally reflected as non-cash charges."

                  SECTION 2. Representations and Warranties. The Company hereby
represents and warrants to the Administrative Agent and the Banks that:

                  (a) This Amendment has been duly authorized, executed and
delivered by it and constitutes its legal, valid and binding obligations
enforceable in accordance with its terms.


<PAGE>

                  (b) As of the date hereof, and after giving effect to this
Amendment, no Default or Event of Default has occurred and is continuing and the
representations and warranties contained in the Credit Agreement, as amended by
this Amendment, are true and correct in all material respects as if made on the
date hereof.

                  SECTION 3. Effectiveness. The effectiveness of this Amendment
is subject to the satisfaction on the date hereof of the following conditions:

                  (a) the Administrative Agent shall have received executed
counterparts of this Amendment which, when taken together, bear the signatures
of the Company and the Majority Banks; and

                  (b) the Administrative Agent shall have received all fees and
other amounts due and payable to the Administrative Agent and to the Banks on or
prior to the date hereof, including, to the extent invoiced, reimbursement or
payment of all reasonable out-of-pocket expenses required to be reimbursed or
paid by the Company hereunder.

                  SECTION 4. Counterparts. This Amendment may be signed in any
number of counterparts, each of which shall constitute an original but all of
which when taken together shall constitute but one contract. Delivery of an
executed counterpart of a signature page by facsimile transmission shall be
effective as delivery of a manually executed counterpart of this Amendment.

                  SECTION 5. APPLICABLE LAW. THIS AMENDMENT SHALL BE DEEMED TO
BE AN AGREEMENT EXECUTED BY THE COMPANY, THE ADMINISTRATIVE AGENT AND THE
MAJORITY BANKS UNDER THE LAWS OF THE STATE OF NEW YORK AND OF THE UNITED STATES
AND FOR ALL PURPOSES SHALL BE CONSTRUED IN ACCORDANCE WITH, AND GOVERNED BY, THE
LAWS OF SAID STATE AND OF THE UNITED STATES.

                  SECTION 6. Credit Agreement. As used in the Credit Agreement
and the Exhibits thereto, the terms "Agreement", "herein", "hereinafter",
"hereunder", "hereto", and words of similar import shall mean, from and after
the date hereof, the Credit Agreement as amended by this Amendment.

                  SECTION 7. Expenses. The Company shall pay, in accordance with
the provisions of Section 13.01 of the Credit Agreement, all reasonable
out-of-pocket expenses incurred by the Administrative Agent and the Banks in
connection with the preparation, negotiation, execution, delivery and
enforcement of this Amendment, including, but not limited to, the reasonable
fees and disbursements of Cravath, Swaine & Moore LLP. The agreement set forth
in this Section 7 shall survive the termination of this Amendment.


                                       2
<PAGE>

         IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed by their duly authorized officers, all as of the date and year
first above written.

                                         COX COMMUNICATIONS, INC.,



                                         By: /s/  Susan W. Coker
                                             ----------------------------------
                                             Name:  Susan W. Coker
                                             Title: Treasurer

                                         JPMORGAN CHASE BANK



                                         By: /s/ James L. Stone
                                             ----------------------------------
                                             Name:  James L. Stone
                                             Title: Managing Director

                                         BANK OF AMERICA, N.A.



                                         By: /s/ Richard M. Peck
                                             ----------------------------------
                                             Name:  Richard M. Peck
                                             Title: Vice President

                                         WACHOVIA BANK, NATIONAL ASSOCIATION



                                         By: /s/ Kevin P. Shea
                                             ----------------------------------
                                             Name:  Kevin P. Shea
                                             Title: Vice President

                                         BANK ONE, NA



                                         By: /s/ Jennifer L. Jones
                                             ----------------------------------
                                             Name:  Jennifer L. Jones
                                             Title: Director


                                       3
<PAGE>

                                         CITIBANK, N.A.



                                         By: /s/ Maureen Maroney
                                             ----------------------------------
                                             Name:  Maureen Maroney
                                             Title: Director

                                         THE BANK OF NEW YORK



                                         By: /s/ John R. Ciulla
                                             ----------------------------------
                                             Name:  John R. Ciulla
                                             Title: Vice President

                                         BANK OF TOKYO-MITSUBISHI TRUST COMPANY



                                         By: /s/ Karen Ossolinski
                                             ----------------------------------
                                             Name:  Karen Ossolinski
                                             Title: Vice President

                                         FLEET NATIONAL BANK



                                         By: /s/ Laura Neenan
                                             ----------------------------------
                                             Name:  Laura Neenan
                                             Title: Vice President

                                         SUNTRUST BANK



                                         By: /s/ Eric Millham
                                             ----------------------------------
                                             Name:  Eric Millham
                                             Title: Director


                                       4
<PAGE>

                                         THE BANK OF NOVA SCOTIA



                                         By: /s/ Vincent J. Fitzgerald, Jr.
                                             ----------------------------------
                                             Name:  Vincent J. Fitzgerald, Jr.
                                             Title: Authorized Signatory

                                         COMMERZBANK AG, NEW YORK AND GRAND
                                         CAYMAN BRANCHES



                                         By: /s/ Harry Yergey
                                             ----------------------------------
                                             Name:  Harry Yergey
                                             Title: Senior Vice President and
                                                    Manager



                                         By: /s/ Brian Campbell
                                             ----------------------------------
                                             Name:  Brian Campbell
                                             Title: Senior Vice President

                                         CREDIT SUISSE FIRST BOSTON, ACTING
                                         THROUGH ITS CAYMAN ISLANDS BRANCH



                                         By: /s/ Sovonna Day-Goins
                                             ----------------------------------
                                             Name:  Sovonna Day-Goins
                                             Title: Vice President



                                         By: /s/ Doreen B.Welch
                                             ----------------------------------
                                             Name:  Doreen B. Welch
                                             Title: Associate


                                       5
<PAGE>

                                         DRESDNER BANK AG, NEW YORK AND
                                         GRAND CAYMAN BRANCHES



                                         By: /s/ William E. Lambert
                                             ----------------------------------
                                             Name:  William E. Lambert
                                             Title: Vice President



                                         By: /s/ Michael S. Greenberg
                                             ----------------------------------
                                             Name:  Michael S. Greenberg
                                             Title: Vice President

                                         MIZUHO CORPORATE BANK, LTD.



                                         By: /s/ Mark Gronich
                                             ----------------------------------
                                             Name:  Mark Gronich
                                             Title: Vice President

                                         SUMITOMO MITSUI BANKING CORPORATION



                                         By: /s/ Leo E. Pagarigan
                                             ----------------------------------
                                             Name:  Leo E. Pagarigan
                                             Title: Senior Vice President

                                         BANK OF OKLAHOMA, N.A.



                                         By: /s/ Mark A. Fish
                                             ----------------------------------
                                             Name:  Mark A. Fish
                                             Title: Senior Vice President


                                       6
<PAGE>

                                         HIBERNIA NATIONAL BANK



                                         By: /s/ Michael R. Geissler
                                             ----------------------------------
                                             Name:  Michael R. Geissler
                                             Title: Vice President


                                       7