<PAGE>   1


                                UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C.  20549


                             --------------------


                                  FORM 10-Q


(Mark one)
X      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
       SECURITIES EXCHANGE ACT OF 1934


              FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1996


                                      OR


       TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
       SECURITIES EXCHANGE ACT OF 1934

For  the transaction period from                  to  
                                 ----------------     --------------------

Commission File Number 333-3772
                       --------

                    CHARTER COMMUNICATIONS SOUTHEAST, L.P.
             CHARTER COMMUNICATIONS SOUTHEAST CAPITAL CORPORATION
          ---------------------------------------------------------
          (Exact name of registrants as specified in their charters)



             Delaware                                    43-1740131         
             --------                                    ----------         
                                                         43-1722376         
                                                         ----------         
(State or Other Jurisdiction of                          (I.R.S. Employer      
Incorporation or Organization)                           Identification No.)   
                                                                               
12444 Powerscourt Drive #400                                                   
St. Louis, Missouri                                      63131          
----------------------------                             ----- 
(Address of Principal Executive Offices)                 (Zip Code)       
                                                                               
(Registrant's telephone number, including area code)     (314) 965-0555        



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
                                              ---     ---

As of September 30, 1996, there was one share of common stock of Charter
Communications Southeast Capital Corporation outstanding, which was owned by
Charter Communications Southeast, L.P.
        
<PAGE>   2


                    CHARTER COMMUNICATIONS SOUTHEAST, L.P.
             CHARTER COMMUNICATIONS SOUTHEAST CAPITAL CORPORATION


             FORM 10-Q - FOR THE QUARTER ENDED SEPTEMBER 30, 1996


                                     INDEX




<TABLE>
<CAPTION>

                                                                                               Page
                                                                                               ----
<S>      <C>                                                                                      <C>
Part I.  Financial Information

         Item 1.  Consolidated Financial Statements of Charter Communications Southeast, L.P.
                  a.  Consolidated Balance Sheets - September 30, 1996 and December 31, 1995      3
                  b.  Consolidated Statements of Operations - Three Months Ended                  
                      September 30, 1996 and 1995                                                 4
                  c.  Consolidated Statements of Operations - Nine Months Ended             
                      September 30, 1996 and 1995                                                 5
                  d.  Consolidated Statement of Partners' Capital - Nine Months Ended       
                      September 30, 1996                                                          6
                  e.  Consolidated Statements of Cash Flows - Nine Months Ended             
                      September 30, 1996 and 1995                                                 7
                  f.  Notes to Consolidated Financial Statements                                  8
</TABLE>


Separate financial statements of Charter Communications Southeast
Capital Corporation have not been presented as this entity had no
operations and substantially no assets or equity.


<TABLE>
<S>       <C>                                                                                <C>
         Item 2.  Management's Discussion and Analysis of Financial Condition and                 9
                  Results of Operations

Part II. Other Information

         Item 1.  Legal Proceedings - None                                                        -
                                                                                                   
         Item 2.  Change in Securities - None                                                     -
                                                                                                   
         Item 3.  Defaults upon Senior Securities - None                                          -
                                                                                                   
         Item 4.  Submission of Matters to a Vote of Security Holders - None                      -
                                                                                                   
         Item 5.  Other Information - None                                                        -
                                                                                                   
         Item 6.  Exhibits and Reports on Form 8-K - None                                         -
                                                                                   
         Signature Page                                                                          17
</TABLE>


                                    Page 2
<PAGE>   3


                     CHARTER COMMUNICATIONS SOUTHEAST, L.P.

                          CONSOLIDATED BALANCE SHEETS
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                     September 30,  December 31,
                                                         1996           1995
                      ASSETS                         -------------  ------------
                      ------ 
<S>                                                  <C>            <C>
CURRENT ASSETS:
  Cash and cash equivalents                           $  1,609,386  $  5,197,140
  Accounts receivable, net of allowance for doubtful
   accounts of $ 278,819 and $288,128, respectively      1,784,209     1,314,179
  Prepaid expenses and other                             2,188,119       454,175
  Receivable from parent and affiliates                    500,000     2,196,179
                                                      ------------  ------------
        Total current assets                             6,081,714     9,161,673
                                                      ------------  ------------
INVESTMENT IN CABLE TELEVISION PROPERTIES:
  Property, plant and equipment                        146,676,263   107,029,408
  Franchise costs, net of accumulated amortization
   of $  62,364,700 and $40,899,887 respectively       377,806,023   303,827,917
                                                      ------------  ------------
                                                       524,482,286   410,857,325
                                                      ------------  ------------
OTHER ASSETS                                            10,993,118     5,592,429
                                                      ------------  ------------
                                                      $541,557,118  $425,611,427
                                                      ============  ============
         LIABILITIES AND PARTNERS' CAPITAL

CURRENT LIABILITIES:
  Note payable - related party                        $         --  $ 15,000,000
  Accounts payable and accrued expenses                 12,510,786    12,330,848
  Subscriber deposits and prepayments                      152,334       243,277
  Payable to affiliates                                    888,697     1,060,451
                                                      ------------  ------------
                                                        13,551,817    28,634,576
                                                      ------------  ------------
DEFERRED MANAGEMENT FEES PAYABLE TO AFFILIATE            3,625,833     1,898,004
                                                      ------------  ------------
DEFERRED REVENUE                                         1,735,205     1,114,699
                                                      ------------  ------------
LONG-TERM DEBT                                         381,900,000   259,125,000
                                                      ------------  ------------
DEFERRED INCOME TAXES                                    5,000,128     5,111,308
                                                      ------------  ------------
REDEEMABLE  PREFERRED LIMITED UNITS - 0 and 393.5
 Class A units and 0 and 100 Class B units, issued
 and outstanding, respectively                                  --    53,107,175
                                                      ------------  ------------
SPECIAL LIMITED PARTNER UNITS - 0 and 345.8526
 Class A and 0 and 54.1163 Class B units, issued
 and outstanding, respectively                                  --    44,972,506
                                                      ------------  ------------
PARTNERS' CAPITAL:
  General Partner                                        1,357,441       316,482
  Preferred Limited Partners - 0 and 291.26 Class B
   units, issued and outstanding, respectively                  --            --

  Common Limited Partners - 1,513.36 and 477.19
   units, issued and outstanding, respectively         134,386,694    31,331,677
                                                      ------------  ------------
 Total partners' Capital                               135,744,135    31,648,159
                                                      ------------  ------------
                                                      $541,557,118  $425,611,427
                                                      ============  ============
</TABLE>

The accompanying notes are an integral part of these consolidated balance 
sheets.


                                    Page 3


<PAGE>   4


                     CHARTER COMMUNICATIONS SOUTHEAST, L.P.

                     CONSOLIDATED STATEMENTS OF OPERATIONS

             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                                          1996               1995
                                                                   -----------------  -----------------
<S>                                                                 <C>                <C>
SERVICE REVENUES:
  Basic service                                                     $     23,127,456   $     14,625,356
  Premium service                                                          3,846,817          2,739,434
  Other                                                                    5,003,908          2,995,780
                                                                   -----------------  -----------------
                                                                          31,978,181         20,360,570
                                                                   -----------------  -----------------
OPERATING EXPENSES:
  Operating costs                                                         13,366,796          8,771,014
  General and administrative                                               2,422,632          1,624,903
  Depreciation and amortization                                           14,077,817         10,674,309
  Management fees - related party                                          1,600,171          1,022,932
                                                                   -----------------  -----------------
                                                                          31,467,416         22,093,158
                                                                   -----------------  -----------------
     Income (loss) from operations                                           510,765         (1,732,588)
                                                                   -----------------  -----------------
OTHER INCOME (EXPENSE):
  Interest income                                                             43,271             52,041
  Interest expense                                                        (8,483,236)        (4,338,297)
  Loss from Hurricane Fran                                                  (412,000)                --
  Other                                                                     (149,940)          (774,877)
                                                                   -----------------  -----------------
                                                                          (9,001,905)        (5,061,133)
                                                                   -----------------  -----------------
     Loss before benefit for income taxes and extraordinary item          (8,491,140)        (6,793,721)
BENEFIT (PROVISION) FOR INCOME TAXES                                              --            709,038
                                                                   -----------------  -----------------
     Loss before extraordinary item                                       (8,491,140)        (6,084,683)
EXTRAORDINARY ITEM - Loss on early retirement of debt                             --                 --
                                                                   -----------------  -----------------
     Net loss                                                             (8,491,140)        (6,084,683)
                                                                   -----------------  -----------------
REDEMPTION PREFERENCE ALLOCATION:
  Special Limited Partner units                                                   --           (762,760)
  Redeemable Preferred Limited units                                              --         (1,820,639)
NET LOSS ALLOCATED TO REDEEMABLE PREFERRED LIMITED UNITS                          --                 --
                                                                   -----------------  -----------------
  Net loss applicable to partners' capital accounts                 $     (8,491,140)  $     (8,668,082)
                                                                   =================  =================
NET LOSS ALLOCATION TO PARTNERS' CAPITAL ACCOUNTS:
  General Partner                                                   $        (84,911)  $        (33,040)
  Class B Preferred Limited Partners                                              --         (5,364,116)
  Common Limited Partners                                                 (8,406,229)        (3,270,926)
                                                                   -----------------  -----------------
                                                                    $     (8,491,140)  $     (8,668,082)
                                                                   =================  =================
</TABLE>

 The accompanying notes are an integral part of these consolidated statements.


                                     Page 4


<PAGE>   5

                     CHARTER COMMUNICATIONS SOUTHEAST, L.P.

                     CONSOLIDATED STATEMENTS OF OPERATIONS

             FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                                        1996                         1995                 
                                                                  -----------------          -----------------          
<S>                                                             <C>                        <C>                          
SERVICE REVENUES:                                                                                                       
  Basic service                                                  $     63,199,535          $      37,341,398            
  Premium service                                                      10,696,788                  6,808,985            
  Other                                                                13,000,242                  6,994,004            
                                                                 ----------------          -----------------            
                                                                       86,896,565                 51,144,387            
                                                                 ----------------          -----------------            
OPERATING EXPENSES:                                                                                                     
  Operating costs                                                      36,414,800                 21,898,707            
  General and administrative                                            6,622,577                  4,229,158            
  Depreciation and amortization                                        38,373,620                 29,362,946            
  Management fees - related party                                       4,344,837                  2,557,384            
                                                                 ----------------          -----------------            
                                                                       85,755,834                 58,048,195            
                                                                 ----------------          -----------------            
    Income (loss) from operations                                       1,140,731                 (6,903,808)           
                                                                 ----------------          -----------------            
OTHER INCOME (EXPENSE):                                                                                                 
  Interest income                                                         113,637                    115,596            
  Interest expense                                                    (23,687,546)               (12,998,165)           
  Loss from Hurricane Fran                                               (412,000)                        --            
  Other                                                                  (381,823)                  (776,634)           
                                                                 ----------------          -----------------            
                                                                      (24,367,732)               (13,659,203)           
                                                                 ----------------          -----------------            
    Loss before benefit for income taxes and extraordinary item       (23,227,001)               (20,563,011)           
BENEFIT(PROVISIONS) FOR INCOME TAXES                                      111,180                  1,181,730            
                                                                 ----------------          -----------------            
    Loss before extraordinary item                                    (23,115,821)               (19,381,281)           
EXTRAORDINARY ITEM - Loss on early retirement of debt                          --                 (1,959,438)           
                                                                 ----------------          -----------------            
    Net loss                                                          (23,115,821)               (21,340,719)           
                                                                 ----------------          -----------------            
REDEMPTION PREFERENCE ALLOCATION:                                                                                       
    Special Limited Partner units                                        (828,616)                (2,288,280)           
    Redeemable Preferred Limited units                                 (1,452,343)                (4,353,969)           
NET LOSS ALLOCATED TO REDEEMABLE PREFERRED LIMITED UNITS                4,063,274                         --            
                                                                 ----------------          -----------------            
    Net loss applicable to partners' capital accounts            $    (21,333,506)         $     (27,982,968)           
                                                                 ================          =================            
NET LOSS ALLOCATION TO PARTNERS' CAPITAL ACCOUNTS:                                                                      
  General Partner                                                $       (213,335)         $        (114,144)           
  Class B Preferred Limited Partners                                          --                 (16,568,631)           
  Common Limited Partners                                        $    (21,120,171)         $     (11,300,193)           
                                                                 ----------------          -----------------            
                                                                 $    (21,333,506)         $     (27,982,968)           
                                                                 ================          =================            
</TABLE>        

  The accompanying notes are an integral part of these consolidated statements


                                     Page 5


<PAGE>   6

                     CHARTER COMMUNICATIONS SOUTHEAST, L.P.

                  CONSOLIDATED STATEMENTS OF PARTNERS' CAPITAL

                  FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1996
                                  (Unaudited)




<TABLE>
<CAPTION>
                                                             Class B
                                          General       Preferred Limited  Common Limited
                                          Partner           Partners       Partners                   Total
                                          ----------   ------------------  ------------------       -------------
<S>                                   <C>               <C>                <C>                   <C>
BALANCE, December 31, 1995                 $  316,482   $                     $     31,331,677       $ 31,648,159
  Return of capital on Special Limited
    Partners' buyout                           25,581                  --            2,532,594          2,558,175
  Capital contributions                     1,228,713                  --          121,642,594        122,871,307
  Allocation of net loss                     (213,335)                 --          (21,120,171)       (21,333,506)
                                      ----------------  -----------------  --------------------  ----------------
BALANCE, September 30, 1996                $1,357,441    $             --     $    134,386,694       $135,744,135
                                      ================  =================  ====================  ================
</TABLE>

  The accompanying notes are an integral part of this consolidated statement.



                                     Page 6


<PAGE>   7


                     CHARTER COMMUNICATIONS SOUTHEAST, L.P.

                     CONSOLIDATED STATEMENTS OF CASH FLOWS

             FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
                                  (Unaudited)


<TABLE>
<CAPTION>
                                                              1996           1995
                                                         --------------  -------------
<S>                                                      <C>             <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
 Net loss                                                $ (23,115,821)  $(21,340,719)
 Adjustments to reconcile net loss to net cash
  provided by operating activities
  Extraordinary item - Loss on early retirement of debt             --      1,959,438
  Depreciation and amortization                             38,373,620     29,362,946
  Amortization of debt issuance costs                          256,901             --
  Amortization of interest rate cap agreements                 104,084         94,377
                                                                                   --
  Forgiveness of note receivable with related party            100,000             --
  Deferred income taxes                                       (111,180)    (1,181,730)
  Changes in assets and liabilities, net of effects
  from acquisitions -
   Accounts receivable, net                                  1,504,211        (41,693)
   Prepaid expenses and other                               (1,636,139)    (1,564,546)
   Receivable from parent and affiliates                     1,696,179       (485,279)
   Accounts payable and accrued expenses                    (1,441,597)     2,565,039
   Subscriber deposits and prepayments                         (90,943)        29,048
   Payable to affiliates - deferred management fees          1,556,075      2,534,119
   Deferred revenue                                            525,829      1,145,177
                                                         -------------   ------------
  Net cash provided by operating activities                 17,721,219     13,076,177
                                                         -------------   ------------
CASH FLOWS FROM INVESTING ACTIVITIES:
 Purchases of property, plant and equipment                (26,714,284)   (11,439,627)
 Payments for acquisitions, net of cash acquired          (125,270,673)  (215,779,404)
 Payments of organizational expenses                           (34,257)            --
 Restricted funds held in escrow                                    --        (20,833)
                                                         -------------   ------------
  Net cash used in investing activities                   (152,019,214)  (227,239,864)
                                                         -------------   ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
 Long-term debt borrowings                                 125,000,000             --
 Payment of debt issuance costs                             (6,196,872)    (3,972,203)
 Borrowings under revolving credit agreement                16,275,000    142,800,000
 Payments under revolving credit agreement                 (18,500,000)    (1,000,000)
 Payment of note payable                                   (15,000,000)            --
 Partners' capital contributions                            72,375,061     51,000,000
 Preferred Limited Partners' capital contributions                  --     28,500,000
 Redemption of Special Limited Partner units               (43,242,948)            --
                                                         -------------   ------------
  Net cash provided by financing activities                130,710,241    217,327,797
                                                         -------------   ------------
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS        (3,587,754)     3,164,110
CASH AND CASH EQUIVALENTS, beginning of period               5,197,140      1,484,263
                                                         -------------   ------------
CASH AND CASH EQUIVALENTS, end of period                 $   1,609,386   $  4,648,373
                                                         =============   ============
CASH PAID FOR INTEREST                                   $  24,172,219   $ 11,559,204
                                                         =============   ============
CASH PAID FOR TAXES                                      $          --   $         --
                                                         =============   ============
</TABLE>

 The accompanying notes are an integral part of these consolidated statements.


                                     Page 7


<PAGE>   8


                    CHARTER COMMUNICATIONS SOUTHEAST, L.P.


                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 (Unaudited)
                              September 30, 1996

1. ORGANIZATION AND BASIS OF PRESENTATION:

Charter Communications Southeast, L.P. (Southeast), a Delaware limited
partnership, was formed March 1996 for the purpose of acquiring and operating
existing cable television systems. Southeast is wholly-owned by Charter
Communications Southeast Holdings, L.P. (Southeast Holdings). In connection
with the initial capitalization of Southeast and a subsequent series of
contribution transactions, Charter Communications II, L.P. (CC-II) became an
operating subsidiary of Southeast. Southeast's stated termination date is
December 31, 2014, as provided in the partnership agreement.

On March 28, 1996, Southeast engaged in a corporate reorganization that
resulted in Charter Communications, L.P. (CC-I) and its general partner, CCP
One, Inc. (CCP-I), becoming subsidiaries of Southeast Holdings. This
reorganization was facilitated because, in contemplation of the reorganization,
one of CCP-I's former shareholders acquired 100% of the CCP-I outstanding
shares and then contributed those shares so that CCP-I could become a Southeast
subsidiary. The contribution of the CCP-I shares was accounted for as a
reorganization under common control and accordingly, the consolidated financial
statements and notes have been restated to include the results and financial
position of CC-I for all periods presented.

The accompanying consolidated financial statements include the accounts of
Southeast and its direct and indirect wholly owned subsidiaries, Charter
Communications Southeast Capital Corporation (Southeast Capital), CCP II, Inc.
(CCP II), CCP I, CC-II and CC-I, collectively referred to as the "Partnership"
or the "Company" herein.  All significant intercompany balances and
transactions have been eliminated in consolidation.

The accompanying unaudited financial statements have been prepared in
accordance with the rules and regulations of the Securities and Exchange
Commission. Accordingly, certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted.

CC-I commenced operations effective April 1994, through the acquisition of
certain cable television systems.  CC-II commenced operations effective January
1995 through the acquisition of certain cable television systems.

2. RESPONSIBILITY FOR INTERIM FINANCIAL STATEMENTS:

The consolidated financial statements as of September 30, 1996 and 1995, are
unaudited; however, in the opinion of management, such statements include all
adjustments necessary for a fair presentation of the results for the periods
presented.  The interim consolidated financial statements should be read in
conjunction with the consolidated financial statements and notes thereto
contained in the Registrant's Form S-4 dated as of July 26, 1996.  Interim
results are not necessarily indicative of results for a full year.

3. LOSS FROM HURRICANE FRAN

In September 1996, Hurricane Fran caused damage to certain of the Partnership's
North Carolina systems.  The claim is to be settled in 1997.  The Partnership
recorded a $412,000 nonoperating loss for its portion of the insurance
deductible.


                                     Page 8
                                      

<PAGE>   9


                    CHARTER COMMUNICATIONS SOUTHEAST, L.P.

Item 2: Management's Discussion and Analysis of Financial Condition and Results
        of Operations

Significant Transactions

Since April 1994, the Charter Communications Southeast, L.P. and its
subsidiaries (collectively the "Company" or the "Partnership") have completed
the following acquisitions:


<TABLE>
<CAPTION>
                   Approximate
Acquisition Date  Purchase Price          Location of Systems                      Seller
----------------  --------------          -------------------                      ------             
<S>               <C>              <C>                                 <C>
April 1994         $174.7 million  Georgia, Alabama, Louisiana         McDonald Group
January 1995       $108.0 million  Kentucky, N. Carolina, S. Carolina  Crown Media
May 1995           $ 22.0 million  Georgia                             Peachtree
May 1995           $ 48.0 million  Alabama                             CableSouth
July 1995          $ 34.7 million  Georgia                             Masada Cable Partners, L.P.
November 1995      $ 35.0 million  S. Carolina                         Masada Cable Partners II, L.P.
January 1996       $  8.4 million  S. Carolina                         Genesis
March 1996         $112.0 million  Georgia, N. Carolina, Tenn., Ky.    Cencom Cable Income Partners, L.P.
</TABLE>

As of September 30, 1996, the Company had six pending acquisitions for the
purchase of cable television systems serving approximately 101,000 basic
subscribers for a total purchase price of approximately $179.2 million.
Completion of these acquisitions is dependent upon arrangement of financing on
satisfactory terms to the Partnership, and there can be no assurance that such
financing will be satisfactory to the Partnership, if available at all.
        

Results of Operations

The following table sets forth the approximate number of basic subscribers and
premium subscriptions of the Partnership as of the dates indicated:


<TABLE>
<CAPTION>
                                  September 30,  December 31,  September 30,
                                      1996           1995          1995
                                  -------------  ------------  -------------
<S>                               <C>            <C>           <C>
Basic Subscribers:
  Nashville Cluster                   41,951            --             --
  Northern Alabama Cluster            48,451        47,757         47,510
  New Orleans Cluster                 35,869        35,461         35,988
  Atlanta Cluster                     61,539        57,722         57,752
  Greenville/Spartanburg Cluster      77,286        71,083         49,436
  Non-Cluster Systems                 49,892        37,083         36,867
                                     -------       -------        -------
                                     314,988       249,106        227,553
                                     =======       =======        =======
Premium Subscriptions Units:      
  Nashville Cluster                   22,798            --             --
  Northern Alabama Cluster            22,544        50,437         50,382
  New Orleans Cluster                 17,304        19,084         19,669
  Atlanta Cluster                     22,799        22,388         21,755
  Greenville/Spartanburg Cluster      29,074        26,399         21,285
  Non-Cluster Systems                 30,505        23,851         24,061
                                     -------       -------        -------
                                     145,024       142,159        137,152
                                     =======       =======        =======
</TABLE>                          



                                    Page 9


<PAGE>   10


The following table sets forth certain items as a percentage of total service
revenues for the periods indicated, based upon the consolidated statements of
operations in Item 1:



<TABLE>
<CAPTION>
                                         For the Three Months         For the Nine Months
                                          Ended September 30          Ended September 30
                                        ----------------------     -------------------------
                                             (Unaudited)                   (Unaudited)
                                           1996        1995               1996     1995
                                        ----------  ----------           -------  -------
<S>                                     <C>         <C>                  <C>      <C>
Service Revenues                            100.0%      100.0%            100.0%   100.0%
                                            -----   ---------            ------   ------
Operating Expenses:
 Operating, General and Administrative       49.4        51.1              49.5     51.1
 Depreciation and Amortization               44.0        52.4              44.2     57.4
 Management fees - related party              5.0         5.0               5.0      5.0
                                            -----       -----             -----    -----
                                             98.4       108.5              98.7    113.5
                                            -----       -----             -----    -----

Income (loss) From Operations                 1.6        (8.5)              1.3    (13.5)
                                            -----       -----             -----    -----
Other Income (Expense):
 Interest Income                              0.1         0.3               0.1      0.2
 Interest Expense                           (26.5)      (21.3)            (27.3)   (25.4)
 Other                                       (1.7)       (3.8)             (0.9)    (1.5)
                                            -----       -----             -----    -----
                                            (28.1)      (24.8)            (28.1)   (26.7)
                                            -----       -----             -----    -----
Net Loss before income taxes and
 extraordinary item                         (26.5)      (33.3)            (26.8)   (40.2)
                                            =====       =====             =====    =====
</TABLE>

Service Revenues

The Partnership earns substantially all of its revenues from monthly
subscription fees for basic tier, expanded tier, premium channels, equipment
rental and ancillary services provided by its cable television systems.
Service revenues increased by  57.1% to $ 31,978,181 and 69.9% to $ 86,896,565,
respectively, for the three and nine month periods ended September 30, 1996,
when compared to the similar periods of 1995.  These increases in 1996 are
primarily due to an increase in subscribers for the basic tier of cable service
offered by the systems resulting primarily from acquisitions of cable systems
by the Partnership throughout 1995 and 1996.  In addition, the Partnership
implemented basic and expanded tier retail rate increases in certain systems,
in accordance with federal law.

Basic subscribers at September 30, 1996 increased by 38.4% over September 30,
1995.  In addition to the acquisitions, this increase reflects management's
marketing efforts to add new customers and retain existing customers, as well
as improved customer service.  In addition, a limited amount of new-build
construction increased the coverage of the systems.

Premium service subscriptions increased 5.7% from September 30, 1995 to
September 30, 1996.  The ratio of premium service subscriptions per basic
subscriber decreased from 60.3% at September 30, 1995 to 46.0% at September 30,
1996.  The overall increase in the number of premium subscriptions is the
result of the overall increase in basic subscribers base due to acquisitions,
but the decrease in the premium ratio is primarily due to the elimination of
approximately 24,000 Flix and American Movie Classics premium units in the
Northern Alabama Cluster.  In addition, the decrease in the premium ratio may
also reflect the fact that there is an increasing variety of quality
programming on the basic tier.  As such, the Partnership anticipates that
premium services may continue to decline relative to basic services over the
next few years. As a result, the Partnership offers premium services to
subscribers in a packaged format, providing subscribers with a discount from
the combined retail rates of these packaged services in an effort to maintain
premium subscription levels and attract additional subscriptions.




                                    Page 10


<PAGE>   11





Operating Expenses

Operating, general and administrative expenses increased by $ 5,393,511 or
51.9% and $ 16,909,512 or 64.7%, respectively, for the three and nine month
periods ended September 30, 1996 when compared to the similar periods of 1995.
The majority of these increases were related to the acquisitions of additional
cable systems during 1995 and 1996.

Depreciation and amortization increased by 31.9% from $ 10,674,309 to $
14,077,817 and 30.7% from $ 29,362,946 to $ 38,373,620, respectively, for the
three and nine months ended September 30, 1996, when compared to the similar
periods of 1995. The increase in depreciation and amortization is a result of
capital expenditures made to the Systems, in addition to the increase in
property, plant and equipment and franchise costs resulting from the
acquisitions of additional cable systems.

Other Income / Expense

Interest expense increased by 95.5% from $ 4,338,297 to $ 8,483,236 and 82.2%   
from $ 12,998,165 to $ 23,687,546, respectively, for the three and nine month
periods ended September 30, 1996, when compared to the similar periods of 1995.
This increase was primarily due to the increase in the average outstanding debt
balance between the comparable periods and an increase in the interest expense
associated with issuing the Senior Notes on March 28, 1996.  Hurricane Fran
resulted in expense of $412,000 in September, 1996

Net Loss

Net loss increased by 39.5% from $ (6,084,683) to $ (8,491,140) and 8.3% from 
$(21,340,719) to $ (23,115,821), respectively, for the three and nine month
periods ended September 30, 1996 when compared to the similar periods of 1995.
In 1996, significant increases in interest expense and Hurricane Fran were
significant factors versus the prior year.


                                    Page 11


<PAGE>   12



Liquidity and Capital Resources

The Partnership's growth by acquisition in 1995 and 1996 has been funded
primarily by borrowings under credit facilities, with the exception of the
acquisition in 1996 that was funded with the proceeds of the Senior Notes and
the Southeast Holdings Senior Secured Discount Debentures.  Cash flows provided
by operating activities together with third party borrowings have been
sufficient to fund the Partnership's debt service, capital expenditures and
working capital requirements. In addition, the Partnership has funded portions
of certain acquisitions through the issuance of equity securities. Future cash
flows provided by operating activities and availability for borrowings under
the existing credit facilities are anticipated to be sufficient, during the
next 12 months, for the Partnership's ongoing debt service, capital
expenditures and working capital needs. The Partnership anticipates that future
acquisitions could be financed through borrowings, either presently available
under the existing credit facilities or as a result of amending the existing
credit facilities to allow for expanded borrowing capacity, combined with
additional equity contributions.  Although to date the Partnership has been
able to obtain financing on satisfactory terms, there can be no assurance that
this will continue to be the case in the future and, thereby, could negatively
impact the Partnership's ability to pursue a strategy that includes growth
through acquisitions.

On March 28, 1996, the Partnership engaged in a corporate restructuring and
refinancing plan. As a result, the parent company of the Southeast, Southeast
Holdings, and its wholly-owned subsidiary, Charter Communications Southeast
Holdings Capital Corporation, issued $146.8 million principal amount of Senior
Secured Discount Debentures due 2007, from which the net proceeds of $72.4
million were invested in Southeast for use in operations. Simultaneously with
this offering, Southeast and Southeast Capital issued $125.0 million aggregate
principal amount of Senior Notes due 2006, from which the net proceeds to the
issuers were $121.3 million. The net proceeds of these offerings were
ultimately used, among other things, as follows: $17.5 million to repay
outstanding credit facilities, $16.1 million to repay other indebtedness, $43.2
million to redeem the Special Limited Partner units of CC-I, and $114.9 million
to consummate an acquisition.

At September 30, 1996, the Partnership's long-term debt of $381.9 million
consisted of $80.6 million outstanding under the revolving credit and term loan
facility of CC-I, $176.3 million outstanding under the revolving credit and
term loan facility of CC-II, and $125 million of indebtedness from the sale of
11 1/4% Senior Notes. The Partnership had unused and available borrowing
capacity of $24.4 million and $28.7 million under the credit facilities of CC-I
and CC-II, respectively, at September 30, 1996.

Cash interest is payable on a monthly and quarterly basis for borrowings
outstanding under the CC-I and CC-II credit facilities. Cash interest is
payable semi-annually, in March and September, on the Senior Notes until March
2006. The first interest payment on the Senior Notes was paid in September
1996.

The Partnership manages risk arising from fluctuations in interest rates
through the use of interest rate swap and cap agreements required under the
terms of the existing credit facilities. Interest rate swap and cap agreements
are accounted for by the Partnership as a hedge of the debt obligation. As a
result, the net settlement amount of any such swap or cap is recorded as an
adjustment to interest expense in the period incurred. The affects of the
Partnership's hedging practices on its weighted average borrowing rate and on
reported interest expense were not material for either the three or nine months
ended September 30, 1996.

During the second quarter of 1996, subsidiaries of the Partnership entered into
separate agreements for the purchase of cable system assets from Masada Cable
Partners, L.P. and Prime Cable of Hickory, L.P., for approximately $22.0
million and $68.0 million, respectively.  Subject to the satisfaction of
certain terms and conditions, it is anticipated that these acquisitions will be
consummated in late 1996 or early 1997. In addition, the Partnership's
subsidiaries entered into four separate agreements to purchase cable system
assets in Anderson County and Abbeville, South Carolina and Lincolnton and
Sanford, North Carolina for approximately $36.7 million, $4.2 million, $27.5
million and $20.8 million, respectively.  The entities selling these four
systems are affiliated with Charter Communications, Inc., the management
company for, and a beneficial owner of an interest in, the Partnership.  The
selling entities intend to seek prior approval of the holders of a majority of
their outstanding equity interests, and subject to other customary terms and
conditions, such purchases are expected to be consummated in 1997. The
Partnership anticipates funding these acquisitions by increasing the limits on
its credit facilities and borrowing necessary funds. In addition, the
Partnership will explore possibilities for additional equity contributions.
Completion of the


                                    Page 12


<PAGE>   13

aforementioned acquisitions is dependent upon arrangement of financing on
satisfactory terms to the Partnership, and there can be no assurance that such
financing will be satisfactory to the Partnership, if available at all.

The Partnership incurred capital expenditures of approximately $26.7 million
during the first nine months of 1996 in connection with the improvement and
upgrading of the Partnership's cable systems. The Partnership anticipates that
capital expenditures for such purposes will be approximately $50.0 million
during 1996 and $30.0 million during 1997, of which approximately $11.0 million
per year represents anticipated maintenance capital expenditures.

During October 1996, the Partnership became aware that the local power
commission affiliated with the City of Newnan, Georgia, announced its intention
to construct a fiber optic system for the delivery of video and data services
to the entire city.  The power commission's construction would be completed
during 1997 and would pass approximately 6,000 homes, from which there are
currently approximately 3,600 homes that subscribe to cable television services
offered by the Partnership.  The Partnership anticipates completion of the
upgrade of its existing cable plant to two-way 750 Mhz by December 1996, which
will be followed by an aggressive marketing effort during the first quarter of
1997 to promote its new channel offerings and other services.  The Partnership
cannot determine the impact, if any, that this proposed project by the City of
Newnan will have on long-term results or strategies of the Partnership.

The Partnership has insurance covering risks incurred in the ordinary course of
business, including general liability, property and business interruption
coverage. As is typical in the cable television industry, the Partnership does
not maintain insurance covering its underground plant, the cost of which
management believes is currently prohibitive. Management believes that the
Partnership's insurance coverage is adequate, and intends to monitor the
insurance markets to attempt to obtain coverage for the Partnership's
underground plants at reasonable and cost-effective rates.

The Partnership believes that it has generally complied with the provisions of
the 1992 Act regarding cable programming service rates. However, some systems
may be charging rates which are in excess of allowable rates and, accordingly,
may be subject to challenge by regulatory authorities; such  challenge may
result in the Partnership being required to make refunds to subscribers. The
amount of refunds, if any, which could be payable by the Partnership in the
event such systems' rates are successfully challenged by regulatory authorities
is not currently estimable. The Partnership has not reserved any amounts for
payment of such refunds as the General Partner does not believe that the
amounts of any such refunds would have a material adverse effect on the
financial position or results of the Partnership.















                                    Page 13


<PAGE>   14


Supplemental Analysis of Quarterly Operating Results

The following table sets forth certain operating results and statistics for the
three months ended September 30, 1996 compared to the three months ended
September 30, 1995.  The following dollar amounts are in thousands, except for
per subscriber amounts:



<TABLE>
                                       For the Three Months                       For the Three Months
                                     Ended September 30, 1995                   Ended September 30, 1996
                                     ------------------------        --------------------------------------------------
                                           (Unaudited)                               (Unaudited)
                                                                     SYSTEMS ACQUIRED      Systems Acquired
                                       Actual      PRO FORMA         BEFORE 9-30-95         After 9-30-95      Actual
<S>                                 <C>             <C>                <C>               <C>               <C>
Service Revenues                       $   20,361    $   20,883        $   23,164        $    8,814        $   31,978
                                       ----------    ----------        ----------        ----------        ----------
Operating Expenses:                                              
  Operating costs                           8,771         8,977             9,873             3,494            13,367
  General and administrative                1,625         1,679             1,719               704             2,423
                                       ----------    ----------        ----------        ----------        ----------
                                           10,396        10,656            11,592             4,198            15,790
                                       ----------    ----------        ----------        ----------        ----------
EBITDA (a)                             $    9,965    $   10,227        $   11,572        $    4,616        $   16,188
                                       ==========    ==========        ==========        ==========        ==========
EBITDA Margin                                48.9%         49.0%             50.0%             52.4%             50.6%
                                       ==========    ==========        ==========        ==========        ==========
Operating Statistical Data, at end                               
of period:                                                       
  Revenue per sub                           N/A      $    30.59        $    32.84        $    36.78        $    33.84
  Homes passed                            338,507       338,507           345,727           121,895           467,622
  Basic subscribers                       227,553       227,553           235,107            79,881           314,988
  Basic penetration                          67.2          67.2%             68.0%             65.5%             67.4%
  Premium subscriptions                   137,152       137,152           108,249            36,775           145,024
</TABLE>

(a)  EBITDA represents income beore interest expense, income taxes,
depreciation and amortization, management fees and other income (expense).
EBITDA is calculated before payment of management fees so as to be consistent
with certain financial terms contained in the revolving credit and term loan
facilities.  Management believes that EBITDA is a meaningful measure of
performance because it is commonly used in the cable television industry to
analyze and compare cable television companies on the basis of operating
performance, leverage and liquidity.  EBITDA is not presented in accordance
with generally accepted accounting principles and should not be considered an
alternative to, or more meaningful than, operating income or operating cash
flows as an indicator of the Partnership's operating performance. EBITDA does
not include the Partnership's debt obligations or other significant
commitments.






                                    Page 14


<PAGE>   15


  Results of Operations - Pro Forma for the Quarter Ended September 30, 1995
     Versus the Quarter Ended September 30, 1996 (Systems Acquired Before
                             September 30, 1995)

The following discussion is provided to show the results of operations on a
comparable basis for those systems owned by the Partnership during the three
months ended September 30, 1996 versus the three months ended September 30,
1995.  Specifically, the comparable analysis includes the results of operations
for the five acquisitions completed between April 1994 and July 1995 - see
Significant Transactions for a complete listing of all acquisitions by the
Company. Certain pro forma adjustments were made to the 1995 quarterly results
to reflect operating results as if the acquisition of the Georgia system
acquired from Masada Cable Partners, L.P. had occurred on July 1, 1995 rather
than the actual acquisition date of July 31, 1995.

Service revenues increased by $2,281,000 or 10.9% when comparing the pro forma
revenues for the quarter ended September 30, 1995 to the results for the
comparable systems for the quarter ended September 30, 1996.  This increase is
due to a net gain of approximately 7,500 basic subscribers between quarters
and, second, to retail rate increases implemented in certain of the
Partnership's systems.

Operating expenses increased approximately $936,000 or 8.8% when comparing the
pro forma operating expenses for the quarter ended September 30, 1995 to the
results for the comparable systems for the quarter ended September 30, 1996.
This increase is primarily due to increases in license fees paid for
programming as a result of additional subscribers, new channels launched and
increases in the rates paid to the programming services.  The growth in
programming expense is consistent with industry-wide increases.

The Partnership experienced growth in operating cash flow (EBITDA) of
approximately $1,345,000 or 13.2 % when comparing the pro forma operating cash
flow for the quarter ended September 30, 1995 to the results for the comparable
systems for the quarter ended September 30, 1996.  In addition, EBITBA margin
increased from 49.0% to 50.0% when comparing the similar periods.



                                    Page 15


<PAGE>   16



Part II.  Other Information
          -----------------

Item 1.   Legal Proceedings - None

Item 2.   Change in Securities - None

Item 3.   Defaults upon Senior Securities - None

Item 4.   Submission of Matters to a Vote of Security Holders - None

Item 5.   Other Information - None

Item 6.   Exhibits and Reports on Form 8-K - None




                                    Page 16


<PAGE>   17


                     CHARTER COMMUNICATIONS SOUTHEAST, L.P.

              CHARTER COMMUNICATIONS SOUTHEAST CAPITAL CORPORATION

                      FOR QUARTER ENDED SEPTEMBER 30, 1996

                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                    CHARTER COMMUNICATIONS SOUTHEAST, L.P.

                    By: Charter Communications Southeast Properties, Inc.
                        General Partner


                                     By: /s/ Jerald L. Kent  
                                         -------------------------------
                                         Jerald L. Kent           
                                         President and            
                                         Chief Financial Officer  
                                                                  


By:  /s/Jerald L. Kent                   November 13, 1996
     ------------------------- 
     Jerald L. Kent            
     President and             
     Chief Financial Officer   
                               
                               
By:  /s/Ralph G. Kelly                   November 13, 1996
     ------------------------- 
     Ralph G. Kelly            
     Senior Vice President and 
     Treasurer                 
                               
             CHARTER COMMUNICATIONS SOUTHEAST CAPITAL CORPORATION


                                                    
                                     By:  /s/ Jerald L. Kent
                                         -------------------------------
                                        Jerald L. Kent
                                        President and
                                        Chief Financial Officer
                                     
                                     
By:  /s/Jerald L. Kent                  November 13, 1996
     ------------------------- 
     Jerald L. Kent                  
     President and                   
     Chief Financial Officer         
                                     
                                     
By:  /s/Ralph G. Kelly                  November 13, 1996
     ------------------------- 
     Ralph G. Kelly                  
     Senior Vice President and       
     Treasurer                       



                                    Page 17
<PAGE>   18

                    CHARTER COMMUNICATIONS SOUTHEAST, L.P.

             CHARTER COMMUNICATIONS SOUTHEAST CAPITAL CORPORATION

                     FOR QUARTER ENDED SEPTEMBER 30, 1996

                                  SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                    CHARTER COMMUNICATIONS SOUTHEAST, L.P.


             By:  Charter Communications Southeast Properties, Inc.
                  General Partner


                                            By: _________________________
                                                  Jerald L. Kent
                                                  President and
                                                  Chief Financial Officer


By:  ____________________________________         November 13, 1996
     Jerald L. Kent
     President and
     Chief Financial Officer


By:  ____________________________________         November 13, 1996
     Ralph G. Kelly
     Senior Vice President and
     Treasurer



             CHARTER COMMUNICATIONS SOUTHEAST CAPITAL CORPORATION


                                            By: _________________________
                                                  Jerald L. Kent
                                                  President and
                                                  Chief Financial Officer



By:  _______________________________________  November 13, 1996
     Jerald L. Kent
     President and
     Chief Financial Officer



By:  _______________________________________  November 13, 1996
     Ralph G. Kelly
     Senior Vice President and
     Treasurer




                                    Page 17