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UNITED STATES
SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-K/A(Amendment No. 1)

|           |  |                                                                                         
|---------- |  | ----------------------------------------------------------------------------------------
|(Mark One) |  |                                                                                         
|x          |  | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934    
|           |  | For the fiscal year ended December 31, 2002                                             
|           |  |                                                                                         
|           |  | OR                                                                                      
|           |  |                                                                                         
|o          |  | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|           |  | For the transition period from  ______________ to ______________                        

Commission File Number 1-6590

(Cox Communications, Inc. LOGO)

Cox Communications, Inc.(Exact name of registrant as specified in its charter)

|                                                                                |  |                                               
|------------------------------------------------------------------------------- |  | ----------------------------------------------
|Delaware(State or other jurisdiction of incorporation or organization)          |  | 58-2112281(I.R.S. Employer Identification No.)
|                                                                                |  |                                               
|1400 Lake Hearn Drive, Atlanta, Georgia(Address of principal executive offices) |  | 30319(Zip Code)                               

Registrants telephone number, including area code: (404) 843-5000

SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
The principal exchange for the following securities is the New York Stock Exchange:
Class A Common Stock, $1.00 par value
Exchangeable Subordinated Debentures due 2029
Exchangeable Subordinated Debentures due 2030
Exchangeable Subordinated Discount Debentures due 2020

SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
None

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes x No o

Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to
the best of registrants knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendments to this Form 10-K. o

Indicate by check mark whether the registrant is an accelerated filer (as
defined in Exchange Act Rule 12b-2). Yes x No o

As of February 28, 2003, the aggregate market value of the Class A Common
Stock held by non-affiliates of the registrant was $6.315 billion based on the
closing price on the New York Stock Exchange on such date.

There were 592,612,071 shares of Class A Common Stock and 27,597,792
shares of Class C Common Stock outstanding as of February 28, 2003.





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|                                                                                                        |  |  |  |  |  |  |  | 
|------------------------------------------------------------------------------------------------------- |  |  |  |  |  |  |  | 
|ITEM 14. DISCLOSURE CONTROLS AND PROCEDURES                                                            
|SIGNATURES                                                                                             
|CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO RULE 13a-14 OF THE SECURITIES EXCHANGE ACT OF 1934
|CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO RULE 13a-14 OF THE SECURITIES EXCHANGE ACT OF 1934



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COX COMMUNICATIONS, INC.
2002 FORM 10-K/A ANNUAL REPORT
TABLE OF CONTENTS

|                                                                                                        |  |  |   | 
|------------------------------------------------------------------------------------------------------- |  |  | - | 
|Item 14. Disclosure Controls and Procedures                                                             |  |  | 2 | 
|Signatures                                                                                              |  |  | 3 | 
|Certification of Chief Executive Officer Pursuant to Rule 13a-14 of the Securities
Exchange Act of 1934 |  |  | 5 | 
|Certification of Chief Financial Officer Pursuant to Rule 13a-14 of the Securities
Exchange Act of 1934 |  |  | 6 | 

Explanatory Note

This annual report on Form 10-K/A is being filed to amend Item 14. Disclosure
Controls and Procedures. Accordingly, pursuant to Rule 12b-15 under the
Securities Exchange Act of 1934, as amended, this Form 10-K/A contains the
complete text of Item 14. Disclosure Controls and Procedures as amended. In
this Form 10-K/A, Cox, refers to Cox Communications, Inc. and its
subsidiaries.

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ITEM 14. DISCLOSURE CONTROLS AND PROCEDURES

The Chief Executive Officer and the Chief Financial Officer of Cox (its
principal executive officer and principal financial officer, respectively) have
concluded, based on their evaluation as of a date within 90 days prior to the
date of the filing of this Form 10-K, that Coxs disclosure controls and
procedures are effective to ensure that information required to be disclosed by
Cox in the reports filed or submitted by it under the Securities Exchange Act
of 1934, as amended, is recorded, processed, summarized and reported within the
time periods specified in the SECs rules and forms; and include controls and
procedures designed to ensure that information required to be disclosed by Cox
in such reports is accumulated and communicated to Coxs management, including
the Chief Executive Officer and the Chief Financial Officer, as appropriate, to
allow timely decisions regarding required disclosure.

There were no significant changes in Coxs internal controls or in other
factors that could significantly affect these controls subsequent to the date
of such evaluation.

Coxs disclosure controls and procedures are designed to provide a
reasonable level of assurance of reaching Coxs desired disclosure control
objectives and are effective in reaching that level of reasonable assurance.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, Cox Communications, Inc. has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.

|      |  |                |  |                          |  |                                                                            
|----- |  | -------------- |  | ------------------------ |  | ---------------------------------------------------------------------------
|      |  |                |  | COX COMMUNICATIONS, INC.
|     
|      |  |                |  | By:                      |  | /s/   JAMES O. ROBBINSJames O. RobbinsPresident and Chief Executive Officer
|     
|Date: |  | April 18, 2003 |  |                          |  |                                                                            

Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of Cox
Communications, Inc. and in the capacities and on the dates indicated.

|                                                 |  |                                                                                        |  |               
|------------------------------------------------ |  | -------------------------------------------------------------------------------------- |  | --------------
|Signature                                        |  | Title                                                                                  |  | Date          
|                                                 |  |                                                                                        |  |               
|*James C. Kennedy                                |  | Chairman of the Board of
Directors                                                     |  | April 18, 2003
|                                                
|                                                 |  |                                                                                        |  |               
|                                                
|/s/   JAMES O. ROBBINSJames O. Robbins           |  | President and Chief Executive
Officer; Director(principal executive officer)           |  | April 18, 2003
|                                                
|                                                 |  |                                                                                        |  |               
|                                                
|/s/   JIMMY W. HAYESJimmy W. Hayes               |  | Executive Vice President, Finance
Chief Financial Officer(principal financial officer) |  | April 18, 2003
|                                                
|                                                 |  |                                                                                        |  |               
|                                                
|/s/ WILLIAM J. FITZSIMMONSWilliam J. Fitzsimmons |  | Vice President of Accounting
& Financial Planning(principal accounting officer)        |  | April 18, 2003
|                                                
|                                                 |  |                                                                                        |  |               
|                                                
|*Janet M. Clarke                                 |  | Director                                                                               |  | April 18, 2003
|                                                
|                                                 |  |                                                                                        |  |               
|                                                
|*G. Dennis Berry                                 |  | Director                                                                               |  | April 18, 2003
|                                                
|                                                 |  |                                                                                        |  |               
|                                                
|*Rodney W. Schrock                               |  | Director                                                                               |  | April 18, 2003
|                                                
|                                                 |  |                                                                                        |  |               
|                                                
|*Robert C. OLeary                               |  | Director                                                                               |  | April 18, 2003
|                                                
|                                                 |  |                                                                                        |  |               
|                                                
|*Andrew J. Young                                 |  | Director                                                                               |  | April 18, 2003

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* POWER OF ATTORNEY

James O. Robbins, by signing his name hereto, does sign this document on behalf
of each of the persons indicated above for whom he is attorney-in-fact pursuant
to a power of attorney duly executed by such person and filed with the
Securities and Exchange Commission.



|   |  |                                                                           
|-- |  | --------------------------------------------------------------------------
|By |  | /s/ James O. RobbinsJames O. Robbins
President and Chief Executive
Officer

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CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO RULE 13a-14 OF THE
SECURITIES EXCHANGE ACT OF 1934

I, James O. Robbins, President and Chief Executive Officer of Cox
Communications, Inc., certify that:

1.     I have reviewed this annual report on Form 10-K/A of Cox
Communications, Inc.;

2.     Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;

3.     [This certification is intentionally omitted because this annual report
does not contain financial statements or other financial information];

4.     The registrants other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;

b) evaluated the effectiveness of the registrants disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the Evaluation Date); and

c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;

5.     The registrants other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrants auditors and the audit
committee of registrants board of directors (or persons performing the
equivalent functions):

a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrants ability to record,
process, summarize and report financial data and have identified for the
registrants auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrants internal controls;
and

6.     The registrants other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.

|                                                                          
|--------------------------------------------------------------------------
|Date: April 18, 2003                                                      
|                                                                          
|/s/ James O. RobbinsJames O. Robbins
President and Chief Executive Officer

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CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO RULE 13a-14 OF THE
SECURITIES EXCHANGE ACT OF 1934

I, Jimmy W. Hayes, Executive Vice President, Finance and Chief Financial
Officer of Cox Communications, Inc., certify that:

1.     I have reviewed this annual report on Form 10-K/A of Cox
Communications, Inc.;

2.     Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;

3.     [This certification is intentionally omitted because this annual report
does not contain financial statements or other financial information];

4.     The registrants other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;

b) evaluated the effectiveness of the registrants disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the Evaluation Date); and

c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;

5.     The registrants other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrants auditors and the audit
committee of registrants board of directors (or persons performing the
equivalent functions):

a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrants ability to record,
process, summarize and report financial data and have identified for the
registrants auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrants internal controls;
and

6.     The registrants other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.

|                                                                                              
|----------------------------------------------------------------------------------------------
|Date: April 18, 2003                                                                          
|                                                                                              
|/s/ Jimmy W. HayesJimmy W. Hayes
Executive Vice President, Finance and Chief Financial Officer

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