<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 MARCH 31, 1998

                                       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 - Suite 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 March 31, 1998, 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 MARCH 31, 1998


                                     INDEX



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

         Item 1.  Consolidated Financial Statements
                  a. Consolidated Balance Sheets - March 31, 1998 and December 31, 1997                   3
                  b. Consolidated Statements of Operations - Three Months Ended
                     March 31, 1998 and 1997                                                              4
                  c. Consolidated Statement of Partners' Capital - Three Months Ended
                     March 31, 1998                                                                       5
                  d. Consolidated Statements of Cash Flows - Three Months Ended March 31, 1998            
                     and 1997                                                                             6
                  e. Notes to Consolidated Financial Statements                                           7

                  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.

         Item 2.  Management's Discussion and Analysis of Financial Condition and
                  Results of Operations                                                                   9

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

         Item 1.  Legal Proceedings                                                                      16
         
         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                                                       16

         Signature Page                                                                                  17
</TABLE>






                                     Page 2



<PAGE>   3



            CHARTER COMMUNICATIONS SOUTHEAST, L.P. AND SUBSIDIARIES

                          CONSOLIDATED BALANCE SHEETS
                          ---------------------------
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                                   March 31,     December 31,
                                                                     1998            1997
                            ASSETS                                 ---------     ------------
                            ------                             
<S>                                                              <C>            <C>
CURRENT ASSETS:
  Cash and cash equivalents                                          $ 3,264,628    $  2,742,119
  Accounts receivable, net of allowance for doubtful accounts of
   $349,938 and $312,048 , respectively                                2,212,682       3,158,282
  Prepaid expenses and other                                             539,050         341,396
  Receivable from related parties                                      1,085,470       1,028,480
                                                                   -------------  --------------
       Total current assets                                            7,101,830       7,270,277
                                                                   -------------  --------------
INVESTMENT IN CABLE TELEVISION PROPERTIES:
  Property, plant and equipment, net                                 244,754,859     235,808,350
  Franchise costs, net of accumulated amortization of 
    $131,253,913 and $119,968,082 respectively                       470,928,273     480,201,100
  Covenant not to compete, net of accumulated amortization of
    $540,000 and $480,000 respectively                                   660,000         720,000
                                                                   -------------  --------------
                                                                     716,343,132     716,729,450
OTHER ASSETS                                                          10,370,624      12,370,078
                                                                   -------------  --------------
                                                                    $733,815,586    $736,369,805
                                                                   =============  ==============
               LIABILITIES AND PARTNERS' CAPITAL
               ---------------------------------               
CURRENT LIABILITIES:
  Current maturities of  long term debt                              $ 8,817,950    $  5,375,000
  Accounts payable and accrued expenses                               28,106,194      29,963,469
  Subscriber deposits and prepayments                                    503,664         532,595
  Payable to manager of cable television systems                         854,285       1,107,417
                                                                   -------------  --------------
     Total current liabilities                                        38,282,093      36,978,481
                                                                   -------------  --------------
DEFERRED REVENUE                                                       1,872,820       1,718,710
                                                                   -------------  --------------
LONG-TERM DEBT                                                       579,382,050     571,325,000
                                                                   -------------  --------------
DEFERRED MANAGEMENT FEES                                               8,536,502       7,805,448
                                                                   -------------  --------------
DEFERRED INCOME TAXES                                                  5,111,308       5,111,308
                                                                   -------------  --------------
PARTNERS' CAPITAL:
  General Partner                                                      1,006,307       1,134,307
  Common Limited Partners - 1,850.05 units issued and outstanding     99,624,506     112,296,551

                                                                   -------------  --------------
      Total partners' capital                                        100,630,813     113,430,858
                                                                   -------------  --------------
                                                                    $733,815,586    $736,369,805
                                                                   =============  ==============
</TABLE>

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


                                     Page 3



<PAGE>   4



            CHARTER COMMUNICATIONS SOUTHEAST, L.P. AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF OPERATIONS
               FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997
                                  (Unaudited)


<TABLE>
<CAPTION>
                                                         1998             1997
                                                    ---------------  ---------------
<S>                                               <C>              <C>
SERVICE REVENUES:                                    $   48,044,199   $   36,803,777
                                                    ---------------  ---------------
OPERATING EXPENSES:
  Operating costs                                        20,187,593       15,682,218
  General and administrative                              3,869,947        2,948,571
  Depreciation and amortization                          21,202,436       14,892,199
  Management fees                                         2,402,394        1,841,531
                                                    ---------------  ---------------
                                                         47,662,370       35,364,519
                                                    ---------------  ---------------
  Income from operations                                    381,829        1,439,258
                                                    ---------------  ---------------
OTHER INCOME (EXPENSE):
  Interest income                                            50,454           41,056
  Interest expense                                      (13,232,328)     (10,207,543)
                                                    ---------------  ---------------
                                                        (13,181,874)     (10,166,487)
                                                    ---------------  ---------------
  Loss before  income taxes                             (12,800,045)      (8,727,229)
INCOME TAXES                                                     --               --
                                                    ---------------  ---------------
  Net loss                                              (12,800,045)      (8,727,229)
                                                    ---------------  ---------------
NET LOSS ALLOCATION TO PARTNERS' CAPITAL ACCOUNTS:
  General Partner                                    $     (128,000)  $      (87,272)
  Class B Preferred Limited Partners                             --               --
  Common Limited Partners                               (12,672,045)      (8,639,957)
                                                    ---------------  ---------------
                                                     $  (12,800,045)  $   (8,727,229)
                                                    ===============  ===============
</TABLE>

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


                                     Page 4



<PAGE>   5


            CHARTER COMMUNICATIONS SOUTHEAST, L.P. AND SUBSIDIARIES

                  CONSOLIDATED STATEMENT OF PARTNERS' CAPITAL

                   FOR THE THREE MONTHS ENDED MARCH 31, 1998
                                  (Unaudited)




<TABLE>
<CAPTION>                                           Class B
                                                   Preferred  
                                 General            Limited           Common 
                                 Partner           Partners       Limited Partners          Total
                                 -------       -----------------  ----------------          -----
<S>                         <C>                <C>                <C>                   <C>
BALANCE, December 31, 1997         $1,134,307   $             --    $      112,296,551       $113,430,858
  Allocation of net loss             (128,000)                --           (12,672,045)       (12,800,045)
                            -----------------  -----------------  --------------------  -----------------
BALANCE, March 31, 1998            $1,006,307   $             --    $       99,624,506       $100,630,813
                            =================  =================  ====================  =================
</TABLE>

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



                                     Page 5



<PAGE>   6



            CHARTER COMMUNICATIONS SOUTHEAST, L.P. AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
               FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997
                                  (Unaudited)


<TABLE>
<CAPTION>
                                                                               1998              1997
                                                                         ----------------  ----------------
<S>                                                                      <C>               <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
 Net loss                                                                $   (12,800,045)  $    (8,727,229)
 Adjustments to reconcile net loss to net cash provided by  (used in)
  operating activities-
  Depreciation and amortization                                               21,202,436        14,892,199
  Amortization of debt issuance costs and interest rate cap agreements           456,968           395,318
  Changes in assets and liabilities, net of effects from acquisitions -
   Accounts receivable, net                                                      945,600           126,030
   Prepaid expenses and other                                                   (197,653)         (244,061)
   Receivable from related parties                                               (56,990)          (63,790)
   Accounts payable and accrued expenses                                      (1,857,275)       (8,800,556)
   Subscriber deposits and prepayments                                           (28,931)         (114,233)
   Payable to manager of cable television systems, including deferred
    management fees                                                              477,922           878,924
   Deferred revenue                                                              154,110            73,277
                                                                        ----------------  ----------------
  Net cash provided by (used in) operating activities                          8,296,142        (1,584,121)
                                                                        ----------------  ----------------
CASH FLOWS FROM INVESTING ACTIVITIES:
 Purchases of property, plant and equipment                                  (19,264,704)      (10,663,994)
 Payments for acquisitions, net of cash acquired                                      --       (69,102,324)
 Restricted funds held in escrow                                                      --         1,782,537
                                                                        ----------------  ----------------
  Net cash used in investing activities                                      (19,264,704)      (77,983,781)
                                                                        ----------------  ----------------
CASH FLOWS FROM FINANCING ACTIVITIES:
 Payment of debt issuance costs                                                   (8,929)       (2,980,479)
 Borrowings under revolving credit agreement                                  14,800,000        88,250,000
 Payments under revolving credit agreement                                    (3,300,000)      (35,230,000)
 Payment of note payable                                                              --                --
 Partners' capital contributions                                                      --        29,800,000
 Redemption of Special Limited Partner units                                          --                --
                                                                        ----------------  ----------------
  Net cash provided by financing activities                                   11,491,071        79,839,521
                                                                        ----------------  ----------------
NET INCREASE IN CASH AND CASH EQUIVALENTS                                        522,509           271,619
CASH AND CASH EQUIVALENTS, beginning of period                                 2,742,119         3,145,309
                                                                        ----------------  ----------------
CASH AND CASH EQUIVALENTS, end of period                                 $     3,264,628   $     3,416,928
                                                                        ================  ================
CASH PAID FOR INTEREST                                                   $    15,829,861   $    12,524,517
                                                                        ================  ================
CASH PAID FOR TAXES                                                      $            --   $            --
                                                                        ================  ================
</TABLE>

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


                                     Page 6



<PAGE>   7


            CHARTER COMMUNICATIONS SOUTHEAST, L.P. AND SUBSIDIARIES


                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  (Unaudited)


1.   ORGANIZATION AND BASIS OF PRESENTATION:

The accompanying consolidated financial statements of Charter Communications
Southeast, L.P. (Charter Southeast) and subsidiaries include the accounts of
Charter Southeast and its direct and indirect wholly owned subsidiaries:
Charter Communications Southeast Capital Corporation, CCP II, Inc., CCP One,
Inc., Charter Communications II, L.P. (CC-II), and Charter Communications, L.P.
(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.

Certain reclassifications have been made to the March 31, 1997 financial
statements to conform with the March 31, 1998 presentation.


2. RESPONSIBILITY FOR INTERIM FINANCIAL STATEMENTS:

The consolidated financial statements as of March 31, 1998 and 1997, 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 10-K for the year ended December 31, 1997.
Interim results are not necessarily indicative of results for a full year.


3.  LITIGATION

A purported class action lawsuit on behalf of the Cencom Cable Income Partners,
L.P. (CCIP) limited partners was filed in 1995 (the "Action"), which sought,
among other things, to enjoin permanently the purchase of systems from CCIP,
including those by CC-II (the "CCIP Acquisition").  On February 15, 1996,  all
of the plaintiff's claims for injunctive relief were dismissed (including that
which sought to prevent the consummation of the CCIP Acquisition); the
plaintiff's claims for money damages which may have resulted from the CCIP
Acquisition remain pending.  In October 1996 the plaintiff filed a Consolidated
Amended Class Action Complaint  (the "Amended Complaint").  The general partner
of CCIP believed that portions of the Amended Complaint were legally inadequate
and filed a dispositive motion as to all remaining claims in the Action.  In
October 1997,  The court granted in part and denied in part the defendants
motion, the effect of which narrowed the remaining issues significantly.  Each
of the defendants in the Action including the Partnership, believes the Action,
which remains pending, to be without merit and is contesting it vigorously.
There can be no assurance, however, that the plaintiff will not be awarded
damages, some or all of which may be payable by the Partnership, in connection
with the Action.

In June 1997, a purported class action lawsuit was filed in Delaware Chancery
Court under the name of Wallace, Mathews, Lerner and Roberts v. Wood et.al.,
Case No. 15731, by certain limited partners of  Cencom Cable Income Partners
II, L.P. (CCIP II), a publicly held limited partnership, against numerous
defendants.  The suit alleges that defendants CC-I and CC-II, both of which are
related to CCIP II's general partner, purchased cable television systems from
CCIP II in April 1997 at less than fair value.  In connection with the purchase
of these assets,  CC-I and CC-II paid the highest amount bid in a multiple
round auction process involving nonaffiliated third parties.  

                                     Page 7


<PAGE>   8


Furthermore,  the assets acquired had been appraised by two independent
appraisers, the purchase price paid as a result of the auction was higher than
the appraised value, and the proposed sale to the purchasers was approved by a
majority of CCIP II's limited partners.  In November 1997, the plaintiffs
amended their complaint to restate their allegations as a shareholders'
derivative claim.  For these reasons, amongst others, management of the
Partnership believes that the claims against CC-I and CC-II are without merit
and will defend them vigorously.

The Partnership is also a party to lawsuits which are generally incidental to
its business.  In the opinion of management, after consulting with legal
counsel, the outcome of these lawsuits will not have a material adverse effect
on the Partnership's consolidated financial position or results of operations.
































                                     Page 8



<PAGE>   9



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

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 transactions:

<TABLE>
<CAPTION>
                          Approximate
                          -----------     
    Acquisition Date     Purchase Price            Location of Systems
    ----------------     --------------            -------------------        
<S>                 <C>                        <C>
April 1994            $   174.7 million          Georgia, Alabama, Louisiana            
January 1995          $   108.0 million          Kentucky, N. Carolina, S. Carolina     
May 1995              $    22.0 million          Georgia                                
May 1995              $    48.0 million          Alabama                                
July 1995             $    34.7 million          Georgia                                
November 1995         $    35.0 million          S. Carolina                            
January 1996          $     8.4 million          S. Carolina                            
March 1996            $   112.0 million          Georgia, N. Carolina, Tenn., Ky.       
November 1996         $    22.0 million          Alabama, Tennessee                     
February 1997         $    69.1 million          N. Carolina                            
February 1997         $     3.7 million          Georgia                                
April 1997            $    90.5 million          N. Carolina, S. Carolina               
</TABLE>

The only pending sale transaction is for approximately 1,600 subscribers in
Tennessee, subject to the buyer obtaining financing and completion of the asset
sale contract.  The Partnership has no pending acquisitions.

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>
                                             March 31,   December 31,  March 31,
                                               1998         1997         1997
                                             ---------   ------------  ---------
<S>                                         <C>         <C>           <C>
Basic Subscribers:
  Nashville Cluster                               44,300        43,700      42,800
  Northern Alabama Cluster                        63,800        62,900      62,800
  New Orleans Cluster                             37,300        36,600      36,000
  Atlanta Cluster                                 70,500        69,000      67,400
  Greenville-Spartanburg/Asheville Cluster       107,100       105,000      79,500
  Hickory Cluster                                 51,900        51,000      35,100
  Non-Cluster Systems                             65,300        64,000      51,000
                                              ----------  ------------  ----------
                                                 440,200       432,200     374,600
                                              ==========  ============  ==========
Premium Subscription Units:
  Nashville Cluster                               21,200        21,800      22,400
  Northern Alabama Cluster                        25,600        25,100      26,900
  New Orleans Cluster                             19,700        18,500      17,900
  Atlanta Cluster                                 64,400        61,000      26,800
  Greenville-Spartanburg/Ashville Cluster         43,400        41,500      32,200
  Hickory Cluster                                 19,100        18,700      14,700
  Non-Cluster Systems                             35,200        36,200      32,700
                                              ----------  ------------  ----------
                                                 228,600       222,800     173,600
                                              ==========  ============  ==========
</TABLE>



                                     Page 9



<PAGE>   10

The following table sets forth certain items in dollars (in thousands) and as a
percentage of service revenues for the periods indicated:

<TABLE>
<CAPTION>
                                                         For the Three Months
                                                           Ended March 31,
                                                           ---------------                              
                                                             (Unaudited)
                                                1998                              1997
                                  --------------------------------  --------------------------------
                                      Amount        % of Revenue        Amount        % of Revenue
                                      ------        ------------        ------        ------------  
<S>                               <C>              <C>              <C>              <C>
Service Revenues                  $       48,044       100.0%      $        36,804       100.0%
                                  --------------       -----       ---------------       -----     
Operating Expenses:
Operating costs                           20,188        42.0%               15,682        42.6%
 General and administrative                3,870         8.1%                2,949         8.0%
 Depreciation and Amortization            21,202        44.1%               14,892        40.5%
 Management Fees - Related Party           2,402         5.0%                1,842         5.0%
                                  --------------       -----       ---------------       -----     
                                          47,662        99.2%               35,365        96.1%
                                  --------------       -----       ---------------       -----     
Income (Loss) From Operations                382          .8%                1,439         3.9%
                                  --------------       -----       ---------------       -----     
Other Income (Expense):
 Interest Income                              50          .1%                   41         0.1%
 Interest Expense                        (13,232)      -27.5%              (10,208)      -27.7%
 Other                                        --          --                    --          --
                                  --------------       -----       ---------------       -----     
                                         (13,182)      -27.4%              (10,167)      -27.6%
                                  --------------       -----       ---------------       -----     
Loss Before Benefit for Income
Taxes                                    (12,800)      -26.6%               (8,728)      -23.7%
Benefit for Income Taxes                     ---          --                    --          --
                                  --------------       -----       ---------------       -----     
     Net Loss                     $      (12,800)      -26.6%      $        (8,728)      -23.7%
                                  ==============       =====       ===============       =====
</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 30.5% from $36.8 million to $48.0 million for the
three month period ended March 31, 1998, when compared to the similar period of
1997.  This increase in 1998 is 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 1997. In addition,
the Partnership experienced significant internal subscriber growth (See
supplemental analysis of quarterly operating results) between periods and
implemented basic and expanded tier retail rate increases in certain systems,
in accordance with federal law.  The internal subscriber growth reflects the
success of 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.








                                    Page 10



<PAGE>   11




Operating Expenses

Operating costs increased by 28.7% from $15.7 million to $20.2 million for the
three months ended March 31, 1998 when compared to the similar period of 1997.
The majority of this increase was related to costs associated with the
acquisitions of additional cable television systems during 1997.  Operating
costs, as a percentage of service revenues, have decreased from 42.6% for the
quarter ended March 31, 1997 to 42.0% for the quarter ended March 31, 1998,
primarily as a result of the Partnership's efforts to increase operating
efficiencies as a result of clustering its cable television systems.

General and administrative expenses increased by $921,000 or 31.2% for the
three months ended March 31, 1998 when compared to the similar period of 1997.
This increase is primarily a result of the costs associated with acquisitions
of additional cable television systems during 1997.  General and administrative
expenses, as a percentage of service revenues, have increased to 8.1 % from
8.0% for the quarters ended March 31, 1998 and March 31, 1997.

Depreciation and amortization increased by 42.4% from $ 14.9 million to $ 21.2
million for the three months ended March 31, 1998, when compared to the similar
period of 1997.  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.  Depreciation expense as a percent of
revenues increased during the three months ended March 31, 1998 compared to the
similar period of 1997.  This increase is due primarily to a decrease in the
estimated useful lives used in calculating depreciation.


Other Income / Expense

Interest expense increased by 29.6% from $ 10.2 million to $ 13.2 million for
the three months ended March 31, 1998, when compared to the similar period of
1997. This increase was primarily due to the increase in the average
outstanding bank debt balance between the comparable periods.

Net Loss

Net loss increased by 46.7% from $8.7 million to $12.8 million for the three
months ended March 31, 1998 when compared to the similar period of 1997.  In
1998, increased depreciation and interest expense were significant factors
versus the prior year.




                                    Page 11



<PAGE>   12



Liquidity and Capital Resources

The Partnership's growth by acquisition during 1997 and 1996 has been funded
primarily by borrowings under bank credit facilities, the 11 1/4% Senior Notes
(the "Senior Notes"), and equity contributions.  Cash flows provided by
operating activities together with borrowings under bank credit facilities have
been sufficient to fund the Partnership's debt service, capital expenditures
and working capital requirements. 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.

At March 31, 1998, the Partnership's long-term debt (including current
maturities) of $588.2 million consisted of $114.2 million outstanding under the
revolving credit and term loan facility of CC-I, $349.0 million outstanding
under the revolving credit and term loan facility of CC-II, and $125.0 million
of indebtedness from the sale of the Senior Notes.  The Partnership had unused
and available borrowing capacity of $13.0 million and $41.0 million under the
credit facilities of CC-I and CC-II, respectively, at March 31, 1998.  The
Partnership is currently negotiating with the agent banks of the revolving
credit and term loan facilities of CC-I and CC-II for the purpose of amending
or restating the existing facilities to allow for incrased availability,
increased limits for capital expenditures and lengthened loan amortization
schedules.

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 discount related to the original sale of the Debentures is amortized
through March 2001; thereafter, cash interest is payable on a semi-annual basis
in March and September until March 2007.

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
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 the three months ended March 31, 1998.

The Partnership incurred capital expenditures of approximately $19.3 million
during the first quarter of 1998 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 $80.0 to $90.0
million during fiscal 1998.

The Partnership has had discussions with several municipalities, counties and
utility companies in Georgia to explore the possibility of a sale and
lease-back venture whereby the Partnership would sell the cable television
distribution plant and then enter into a long-term capital lease and continue
to operate the cable system.  One such proposal currently being explored by the
Partnership involves approximately 8,200 customers residing within the City of
LaGrange, Georgia.  Pursuant to the proposal currently under discussion, the
Partnership and its venture partner would upgrade the plant to 750 MHz,
allocating a portion of the spectrum to the venture partner for its purposes.
The Partnership would expect to benefit by gaining access to upgraded plant,
obtaining lower cost financing through the venture partner, and realizing
certain operating costs savings.  Management continues to work diligently
toward completion of an agreement. However, there is no assurance that a final
agreement will be reached with respect to any such proposals.

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.



                                    Page 12



<PAGE>   13



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.

Year 2000 Impact

As of the quarter ended March 31, 1998, the Company is engaged in a process to
identify and address issues surrounding the Year 2000 and its impact on the
Company's operations.  The issue surrounding the Year 2000 is whether the
computer systems, software and all equipment using a computer chip will
properly recognize date sensitive information when the year changes to 2000, or
"00".  Computerized systems that do not properly recognize such information
could generate erroneous data or cause a system to fail.  This issue impacts
the Company as to its owned or licensed computer systems and equipment used in
connection with internal operations, including systems, software and equipment
supplied by vendors and third party service providers.  The Company may also be
affected by virtue of its external dealings with third parties in the regular
course of business.  As management of the Company has not completed its initial
assessment of the impact the Year 2000 may have on the Company's operations, it
cannot estimate the costs associated with ensuring the Company's operations are
Year 2000 compliant.  The Company is in the initial phases of determining the
impact of the Year 2000, and management anticipates completion of the project
by December 1998, allowing adequate time for testing.  However, there can be no
assurance that the Company's operations nor the computer systems of other
companies with whom the Company conducts business will be Year 2000 compliant
prior to December 31, 1999.  If such modifications and conversions are not
completed timely, the Year 2000 problem may have a material impact on the
operation of the Company.


















                                    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 March 31, 1998 compared to the three months ended March 31,
1997.  The following dollar amounts are in thousands, except for per subscriber
amounts:

<TABLE>
<CAPTION>
                                           For the Three Months                          For the Three Months
                                           Ended March 31, 1998                          Ended March 31, 1997
                               -----------------------------------------    -----------------------------------------
                                               (Unaudited)                                   (Unaudited)
                                    SYSTEMS        Systems                     SYSTEMS        Systems
                                ACQUIRED ON OR     Acquired                 ACQUIRED ON OR    Acquired
                                 BEFORE 1/1/97   After 1/1/97     Total     BEFORE 1/1/97   After 1/1/97       Total
                                ---------------  ------------    ------     --------------- ------------      ------
<S>                             <C>              <C>           <C>          <C>             <C>           <C>
Service Revenues                    $   38,119    $    9,925   $   48,044      $   34,636    $    2,168        $  36,804
                                    ----------    ----------   ----------      ----------    ----------        ---------
Operating Expenses:
    Operating costs                     16,040         4,147       20,187          14,705           977            15,682
    General and administrative           3,202           668        3,870           2,764           185             2,949
                                    ----------   -----------   -----------     -----------   -----------       ---------- 
                                    $   19,242         4,815       24,057          17,469         1,162            18,631
                                    ----------   -----------   -----------     -----------   -----------       ---------- 
EBITDA (a)                          $   18,877         5,110   $   23,987      $   17,167         1,006           $18,173
                                    ==========   ===========   ==========      ==========    ==========        ==========
EBITDA Margin                             49.5%         51.5%        49.9%           49.6%         46.4%             49.4%
                                    ==========   ===========   ==========      ==========    ===========       ========== 
Operating Statistical Data,                                                                                
 at end of period:
Monthly revenue per subscriber      $    36.48    $       --   $       --      $    33.15            --                --
    Homes passed (b)                   532,300       149,000      681,300         507,800        60,200           568,000
    Basic subscribers                  348,300        91,900      440,200         336,800        37,800           374,600
    Basic penetration                     65.4%         61.7%        64.6%           66.3%         62.8%             66.0%
    Premium subscriptions              192,600        36,000      228,600         121,600        52,000           173,600
</TABLE>

(a)  EBITDA represents income before 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 fees paid by the Company are calculated as 5% of
service revenues, 60% of which is payable currently and 40% is deferred.
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.

(b)  Homes passed as previously reported for March 31, 1997 were revised upward
by 13,000 homes passed as a result of management's review and verification of
the engineering and billing records.



                                    Page 14



<PAGE>   15



Results of Operations - Supplemental analysis for the Quarter Ended March 31,
1998 Versus the Quarter Ended
     March 31, 1997 (for Systems Acquired Before January 1, 1996)

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 March 31, 1998 versus the three months ended March 31, 1997.
Specifically, the comparable analysis includes the results of operations for
the seven acquisitions completed between April 1994 and January 1996. - see
Significant Transactions for a complete listing of all acquisitions by the
Company.

Service revenues increased by $3,843,000 or 10.1% when comparing the revenues
for the quarter ended March 31, 1998 to the results for the comparable systems
for the quarter ended March 31, 1997.  This increase is due to a net gain of
approximately 11,500 or 3.4%, for basic subscribers between quarters and,
second, to retail rate increases implemented in certain of the Partnership's
systems.

Operating expenses increased approximately $1,773,000 or 10.1% when comparing
the operating expenses for the quarter ended March 31, 1998 to the results for
the comparable systems for the quarter ended March 31, 1997.  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 Company believes that the growth in
programming expense is consistent with industry-wide increases.

The Partnership experienced growth in operating cash flow (EBITDA) of
approximately $1,710,000 or 10.0% when comparing the operating cash flow for
the quarter ended March 31, 1998 to the results for the comparable systems for
the quarter ended March 31, 1997.   EBITDA margin decreased from 49.6% to 49.5%
when comparing the similar periods, primarily as a result of the increase in
programming costs.


                                    Page 15



<PAGE>   16




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

Item 1.   Legal Proceedings


A purported class action lawsuit on behalf of the Cencom Cable Income Partners,
L.P. (CCIP) limited partners was filed in 1995 (the "Action"), which sought,
among other things, to enjoin permanently the purchase of systems from CCIP,
including those by CC-II (the "CCIP Acquisition").  On February 15, 1996,  all
of the plaintiff's claims for injunctive relief were dismissed (including that
which sought to prevent the consummation of the CCIP Acquisition); the
plaintiff's claims for money damages which may have resultedfrom the CCIP
Acquisition remain pending.  In October 196, the plaintiff filed a Consolidated
Amended Class Action Complaint(the "Amended Complaint").  The general partner
of CCIP believed that portions of the Amended Complaint were legally inadequate
and filed a dispositive motion as to all remaining claims in the Action.  In
October 1997,  The court granted in part and denied in part the defendants
motion, the effect of which narrowed the remaining issues significantly.  Each
of the defendants in the Action including the Partnership, believes the Action,
which remains pending, to be without merit and is contesting it vigorously.
There can be no assurance, however, that the plaintiff will not be awarded
damages, some or all of which may be payable by the Partnership, in connection
with the Action.

In June 1997, a purported class action lawsuit was filed in Delaware Chancery
Court under the name of Wallace, Mathews, Lerner and Roberts v. Wood et.al.,
Case No. 15731, by certain limited partners of  Cencom Cable Income Partners
II, L.P. (CCIP II), a publicly held limited partnership, against numerous
defendants.  The suit alleges that defendants CC-I and CC-II, both of which are
related to CCIP II's general partner, purchased cable television systems from
CCIP II in April 1997 at less than fair value.  In connection with the purchase
of these assets,  CC-I and CC-II paid the highest amount bid in a multiple
round auction process involving nonaffiliated third parties.  Furthermore,  the
assets acquired had been appraised by two independent appraisers, the purchase
price paid as a result of the auction was higher than the appraised value, and
the proposed sale to the purchasers was approved by a majority of CCIP II's
limited partners.  In November 1997, the plaintiffs amended their complaint to
restate their allegations as a shareholders' derivative claim.  For these
reasons, amongst others, management of the Partnership believes that the claims
against CC-I and CC-II are without merit and will defend them vigorously.

The Partnership is also a party to lawsuits which are generally incidental to
its business.  In the opinion of management, after consulting with legal
counsel, the outcome of these lawsuits will not have a material adverse effect
on the Partnership's consolidated financial position or results of operations.


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


         (a)  Exhibits

              27 Financial Data Schedule

         (b)  Reports on Form 8-K-None







                                    Page 16



<PAGE>   17



                     CHARTER COMMUNICATIONS SOUTHEAST, L.P.

              CHARTER COMMUNICATIONS SOUTHEAST CAPITAL CORPORATION

                        FOR QUARTER ENDED MARCH 31, 1998

                                   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..
                             its General Partner


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



By:  /s/Jerald L. Kent                  May 13, 1998
     -------------------------
     Jerald L. Kent
     President and
     Chief Executive Officer


By:  /s/Kent D. Kalkwarf                May 13, 1998
     -------------------------
     Kent D. Kalkwarf
     Senior Vice President and
     Chief Financial Officer

                     CHARTER COMMUNICATIONS SOUTHEAST
                     CAPITAL CORPORATION


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



By:  /s/Jerald L. Kent                  May 13, 1998
     -------------------------
     Jerald L. Kent
     President and
     Chief Executive Officer


By:  /s/Kent D. Kalkwarf                May 13, 1998
     -------------------------
     Kent D. Kalkwarf
     Senior Vice President and
     Chief Financial Officer


                                    Page 17