Exhibit 10.15

December 3,
2001

MSO
Customers Listed on the Signature Pages Hereof
Official Unsecured Creditors Committee

Ladies
and Gentlemen,

The
purpose of this letter agreement (the "Agreement") is to confirm certain agreements among: Comcast Cable Communications, Inc.
("Comcast"), Cox Communications Inc., ("Cox"), Rogers Cable Inc.,
("Rogers"), Insight Communications Company, L.P., Insight Communications Midwest, LLC and Insight Kentucky Partners II, L.P.
("Insight"), Mediacom LLC and Mediacom Broadband LLC and affiliates ("Mediacom"), and Midcontinent
Communications ("Midcontinent Cable") (collectively, the "MSO Customers") the Official Committee of
Unsecured Creditors appointed in At Home Corporation's Chapter 11 bankruptcy case (the "Committee"), and At Home Corporation, a Delaware corporation,
(the "Company").

As
the recipients of this letter are aware, the Company is a debtor in possession in bankruptcy. On September 28, 2001, the Company filed a petition for reorganization under
Chapter 11 of the United States Bankruptcy Code (the "Bankruptcy Code") before the United States Bankruptcy Court, Northern District of California, (the
"Bankruptcy Court") Case No. 01-32495.

During
the Term (as defined below) the Company will operate solely for the purpose of continuing to provide the @Home Service (as defined below) and providing Transition Services (as
defined below) to the MSO Customers, after which time the Company intends to cease operations. As a result, the Company and the MSO Customers now desire to provide continuing @Home Service to the MSO
Customers and to facilitate the MSO Customers' transitions on a "market by market" and/or "primary hub by primary hub" basis of their respective high speed Internet service customers from the @Home
Service to a service provided by or on behalf of such MSO Customer, upon the terms and subject to
the conditions set forth in this Agreement. As used in this Agreement, the entities set forth above shall have the meanings provided above, and the following terms shall have the following meanings:

"@Home Service" shall mean with respect to an MSO Customer, the high speed Internet service offered by the Company to such MSO Customer as
of November 30, 2001, including, without limitation, provisioning new customers, provided, however, that (i) there will be no provisioning of new customers in new markets or in existing
markets during the ten days preceding the scheduled transition of customers off the Company's network in that market, and (ii) If the Company must incur any new capital costs in order to
satisfy its obligations with respect to provisioning new customers, the Company agrees to promptly notify such MSO Customer of the costs involved. If the Company and such MSO Customer are unable to
mutually agree on the need, amount or payment of such new capital costs, then unless such provisioning is technically impossible without incurring new capital expenditures; Company agrees that,
notwithstanding such failure to agree, it will continue to provision new customers (without making new capital expenditures) as requested by such MSO Customer and such MSO Customer acknowledges that
the quality of the @Home Service may diminish by the addition of such new customer;

"AT&T" shall mean AT&T Corp., its affiliates and subsidiaries (other than the Company) and its officers and directors, agents,
representatives and advisors;

"Broadband Content and Broadband Portal" shall mean web content located at home.excite.com and home.excite.ca; provided,however, it shall not include the following services: member services, email, newsgroups, and
webspace;

"Distribution Agreements" shall mean, with respect to an MSO Customer, the agreements pursuant to which the Company has provided the @Home
Service to such MSO Customer and rejected by the Company pursuant to that certain order of the Bankruptcy Court, dated November 30, 2001;

"Operating Plan" shall have the meaning set out in Article 1.3;

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"Term" shall mean the period from and including December 1, 2001, through and including February 28, 2002; and

"Transition Services" shall mean the services provided by the Company as set out in Article 1 of this Agreement.

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Please
confirm your agreement to the foregoing, please execute a copy of this document in the space provided and return it to me at (650) 556-3430. Upon execution and delivery of
this Agreement by each party hereto, this Agreement will be binding upon each party hereto, in accordance with its terms.

Sincerely
Yours,
At Home Corporation

|By: /s/PATTI S. HARTName: Patti S. Hart
Title: Chief Executive Officer |  | 
|---------------------------------------------------------------------- |  | 

Signature
Pages of MSO Customers Follow:

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Accepted
and agreed as of the date first above written:

OFFICIAL
COMMITTEE OF UNSECURED CREDITORS

|By: /s/ANANYA MUKHERJEEName: Ananya Mukherjee
Title: Chair, Committee of General Unsecured Creditors |  | 
|---------------------------------------------------------------------------------------------------- |  | 

Accepted
and agreed as of the date first above written:

COMCAST
CABLE COMMUNICATIONS, INC.

|By: /s/LAWRENCE S. SMITHName: Lawrence S. Smith
Title: |  | 
|------------------------------------------------------ |  | 

Accepted
and agreed as of the date first above written:

COX
COMMUNICATIONS, INC.

|By: /s/DALLAS CLEMENTName: Dallas Clement
Title: SVP Strategy & Development |  | 
|--------------------------------------------------------------------------- |  | 

Accepted
and agreed as of the date first above written:

ROGERS
CABLE, INC.

|By: /s/MICHAEL LEEName: Michael Lee
Title: VPProduct Development |  | 
|----------------------------------------------------------------- |  | 
|By: /s/JOHN H. TORYName: John H. Tory
Title: President & CEO      |  | 

Accepted
and agreed as of the date first above written:

INSIGHT
COMMUNICATIONS COMPANY, L.P.

|By: /s/ELLIOT BRECHERName: Elliot Brecher
Title: SVP and General Counsel |  | 
|------------------------------------------------------------------------ |  | 

INSIGHT
COMMUNICATIONS MIDWEST, LLC

|By: /s/ELLIOT BRECHERName: Elliot Brecher
Title: SVP and General Counsel |  | 
|------------------------------------------------------------------------ |  | 

INSIGHT
KENTUCKY PARTNERS II, L.P.

|By: /s/ELLIOT BRECHERName: Elliot Brecher
Title: SVP and General Counsel |  | 
|------------------------------------------------------------------------ |  | 

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Accepted
and agreed as of the date first above written:

MEDIACOM
LLC

|By: |  | Mediacom Communications Corporation, its managing member |  | 
|--- |  | -------------------------------------------------------- |  | 
|    |  | By: /s/MARK E. STEPHANName: Mark E. Stephan
Title: CFO   |  | 

MEDIACOM
BROADBAND LLC

|By: |  | Mediacom Communications Corporation, its managing member |  | 
|--- |  | -------------------------------------------------------- |  | 
|    |  | By: /s/MARK E. STEPHENName: Mark E. Stephen
Title: CFO   |  | 

Accepted
and agreed as of the date first above written:

MIDCONTINENT
COMMUNICATIONS

|By: |  | Midcontinent Communications Investors, LLC, its managing partner     |  | 
|--- |  | -------------------------------------------------------------------- |  | 
|    |  | By: /s/MARK S. NIBLICKName: Mark S. Niblick
Title: President and CEO |  | 

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Schedule 2.1

|            
|------------
|
|            
|Comcast     
|            
|Cox         
|            
|Rogers      
|            
|Insight     
|            
|Mediacom    
|            
|Midcontinent
|            

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