<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, 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 September 30, 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 SEPTEMBER 30, 1998


                                      INDEX
<TABLE>
<CAPTION>



                                                                                                            Page
                                                                                                            ----
Part I.  Financial Information
         ---------------------
<S>                                                                                                          <C>
         Item 1.  Consolidated Financial Statements
                  a. Consolidated Balance Sheets - September 30, 1998 and December 31, 1997                    3
                  b. Consolidated Statements of Operations - Three Months Ended
                     September 30, 1998 and 1997                                                               4
                  c. Consolidated Statements of Operations - Nine Months Ended September 30, 1998              5
                  d. Consolidated Statement of Partners' Capital - Nine Months Ended
                     September 30, 1998                                                                        6
                  e. Consolidated Statements of Cash Flows - Nine Months Ended September 30, 1998              7
                     and 1997
                  f. Notes to Consolidated Financial Statements                                                8

                  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                                                                       10

Part II. Other Information


         Item 1.  Legal Proceedings                                                                           17

         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                                                            17

         Signature Page                                                                                       18
</TABLE>



                                     Page 2

<PAGE>   3



             CHARTER COMMUNICATIONS SOUTHEAST, L.P. AND SUBSIDIARIES

                           CONSOLIDATED BALANCE SHEETS
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                                                September 30,      December 31,
                                                                                    1998               1997
                                                                               ---------------     -------------
                                      ASSETS
CURRENT ASSETS:
<S>                                                                              <C>            <C>         
   Cash and cash equivalents                                                     $  1,692,381   $  2,742,119
   Accounts receivable, net of allowance for doubtful accounts of $448,513 and
       $312,048, respectively                                                       3,173,748      3,158,282
   Prepaid expenses and other                                                         363,064        341,396
   Receivable from related parties                                                  1,085,470      1,028,480
                                                                                 ------------   ------------
           Total current assets                                                     6,314,663      7,270,277
                                                                                 ------------   ------------
INVESTMENT IN CABLE TELEVISION PROPERTIES:
   Property, plant and equipment, net                                             266,231,299    235,808,350
   Franchise costs, net of accumulated amortization of $151,997,180 and
       $119,968,082 respectively                                                  453,072,294    480,201,100
   Covenant not to compete, net of accumulated amortization of $660,000 and
       $480,000 respectively                                                          540,000        720,000
                                                                                 ------------   ------------
                                                                                  719,843,593    716,729,450
OTHER ASSETS                                                                        8,250,233     12,370,078
                                                                                 ------------   ------------
                                                                                 $734,408,489   $736,369,805
                                                                                 ============   ============

                         LIABILITIES AND PARTNERS' CAPITAL

CURRENT LIABILITIES:
    Current maturities of  long term 
       debt                                                                      $         --   $  5,375,000
                                                                                 ------------   ------------
  Accounts payable and accrued expenses                                            30,548,897     29,963,469
  Subscriber deposits and prepayments                                                 471,533        532,595
  Payable to manager of cable television systems                                    1,175,343      1,107,417
                                                                                 ------------   ------------
             Total current liabilities                                             32,195,773     36,978,481
                                                                                 ------------   ------------
DEFERRED REVENUE                                                                    1,620,998      1,718,710
                                                                                 ------------   ------------
LONG-TERM DEBT                                                                    616,500,000    571,325,000
                                                                                 ------------   ------------
DEFERRED MANAGEMENT FEES                                                           10,800,726      7,805,448
                                                                                 ------------   ------------
DEFERRED INCOME TAXES                                                               5,111,308      5,111,308
                                                                                 ------------   ------------
PARTNERS' CAPITAL:
  General Partner                                                                     681,795      1,134,307
  Common Limited Partners - 1,850.05 units issued and outstanding                  67,497,889    112,296,551
                                                                                 ------------   ------------
             Total partners' capital                                               68,179,684    113,430,858
                                                                                 ------------   ------------
                                                                                 $734,408,489   $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 SEPTEMBER 30, 1998 AND 1997
                                   (Unaudited)
<TABLE>
<CAPTION>


                                                                              1998               1997
                                                                         -------------     --------------

<S>                                                                       <C>              <C>          
     SERVICE REVENUES:                                                    $  50,795,254    $  46,221,916
                                                                          -------------    -------------
     OPERATING EXPENSES:
       Operating costs                                                       21,870,507       19,829,960
       General and administrative                                             3,460,673        3,330,344
       Depreciation and amortization                                         22,529,090       18,641,197
       Management fees                                                        2,538,909        2,311,337
                                                                          -------------    -------------
                                                                             50,399,179       44,112,838
                                                                          -------------    -------------
       Income from operations                                                   396,075        2,109,078
                                                                          -------------    -------------
     OTHER INCOME (EXPENSE):
       Interest income                                                           55,328           49,230
       Interest expense                                                     (13,148,379)     (12,853,131)
       Loss on sale of cable assets                                          (1,137,867)              --
                                                                          -------------    -------------
                                                                            (14,230,918)     (12,803,901)
                                                                          -------------    -------------
       Loss before income taxes and extraordinary item                      (13,834,843)     (10,694,823)

     INCOME TAXES                                                               (75,000)              --
                                                                          -------------    -------------
       Loss before extraordinary item                                       (13,909,843)     (10,694,823)

     EXTRAORDINARY ITEM - Loss on early retirement of debt (see Note 4)              --               --
                                                                          -------------    -------------
       Net loss                                                           $ (13,909,843)   $ (10,694,823)
                                                                          =============    =============
     NET LOSS ALLOCATION TO PARTNERS' CAPITAL ACCOUNTS:
       General Partner                                                    $    (139,099)   $    (106,948)
       Common Limited Partners                                              (13,770,744)     (10,587,875)
                                                                          -------------    -------------
                                                                          $ (13,909,843)   $ (10,694,823)
                                                                          =============    =============
</TABLE>




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



                                     Page 4

<PAGE>   5


             CHARTER COMMUNICATIONS SOUTHEAST, L.P. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
                                   (Unaudited)
<TABLE>
<CAPTION>


                                                                          1998             1997
                                                                     -------------    -------------

<S>                                                                  <C>              <C>          
SERVICE REVENUES:                                                    $ 149,160,005    $ 128,454,528
                                                                     -------------    -------------
OPERATING EXPENSES:
  Operating costs                                                       63,112,815       55,167,138
  General and administrative                                            11,247,482        9,698,203
  Depreciation and amortization                                         65,608,156       52,096,546
  Management fees                                                        7,456,845        6,420,637
                                                                     -------------    -------------
                                                                       147,425,298      123,382,524
                                                                     -------------    -------------
  Income from operations                                                 1,734,707        5,072,004
                                                                     -------------    -------------
OTHER INCOME (EXPENSE):
  Interest income                                                          163,964          128,665
  Interest expense                                                     (39,672,919)     (35,467,111)
  Loss on sale of cable assets                                          (1,137,867)              --
                                                                     -------------    -------------
                                                                       (40,646,822)     (35,338,446)
                                                                     -------------    -------------
  Loss before income taxes and extraordinary item                      (38,912,115)     (30,266,442)

INCOME TAXES                                                               (75,000)              --
                                                                     -------------    -------------
  Loss before extraordinary item                                       (38,987,115)     (30,266,442)

EXTRAORDINARY ITEM - Loss on early retirement of debt (see Note 4)      (6,264,059)              --
                                                                     -------------    -------------
  Net loss                                                           $ (45,251,174)   $ (30,266,442)
                                                                     =============    =============
NET LOSS ALLOCATION TO PARTNERS' CAPITAL ACCOUNTS:
  General Partner                                                    $    (452,512)   $    (302,664)
  Common Limited Partners                                              (44,798,662)     (29,963,778)
                                                                     -------------    -------------
                                                                     $ (45,251,174)   $ (30,266,442)
                                                                     =============    =============
</TABLE>


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


                                     Page 5
<PAGE>   6


             CHARTER COMMUNICATIONS SOUTHEAST, L.P. AND SUBSIDIARIES

                   CONSOLIDATED STATEMENT OF PARTNERS' CAPITAL

                  FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998
                                   (Unaudited)
<TABLE>
<CAPTION>




                                                   General           Common Limited
                                                   Partner              Partners             Total
                                              -----------------    -----------------    -------------

<S>                                          <C>                  <C>                 <C>             
BALANCE, December 31, 1997                    $   1,134,307        $ 112,296,551       $ 113,430,858   
                                                                                                     
    Allocation of net loss                         (452,512)         (44,798,662)        (45,251,174)
                                              -------------        -------------       ------------- 
BALANCE, September 30, 1998                   $     681,795        $  67,497,889       $  68,179,684 
                                              =============        =============       ============= 
</TABLE>


                                                                           
















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


                                     Page 6
<PAGE>   7


             CHARTER COMMUNICATIONS SOUTHEAST, L.P. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
                                   (Unaudited)
<TABLE>
<CAPTION>


                                                                                    1998                  1997
                                                                             -------------------    ------------------
<S>                                                                          <C>                    <C>            
CASH FLOWS FROM OPERATING ACTIVITIES:
    Net loss                                                                 $ (45,251,174)         $ (30,266,442) 
    Adjustments to reconcile net loss to net cash provided by  (used in)                                           
      operating activities-                                                                                        
      Depreciation and amortization                                             65,608,156             52,096,546  
      Amortization of debt issuance costs and interest rate cap agreements       1,057,056              1,375,023  
      Loss on sale of cable assets                                               1,137,867                     --  
      Extraordinary item - loss on early retirement of debt                      6,264,059                     --  
      Changes in assets and liabilities, net of effects from acquisitions -                                          
         Accounts receivable, net                                                  (15,466)                73,650  
         Prepaid expenses and other                                                (21,667)              (410,792) 
         Receivable from related parties                                            10,936                546,756  
         Accounts payable and accrued expenses                                     520,635             (2,019,135) 
         Subscriber deposits and prepayments                                       (61,062)              (219,744) 
         Payable to manager of cable television systems, including                                                 
           deferred  management fees                                             2,995,278              2,565,960  
               
         Deferred revenue                                                          (97,712)               (31,906) 
                                                                             -------------          -------------  
      Net cash provided by operating activities                                 32,146,906             23,709,916  
                                                                             -------------          -------------  
CASH FLOWS FROM INVESTING ACTIVITIES:                                                                              
    Purchases of property, plant and equipment                                 (65,749,402)           (52,428,526) 
    Payments for acquisitions, net of cash acquired                             (5,835,208)          (159,666,104) 
    Payments of franchise costs                                                    (29,984)              (271,785) 
    Restricted funds held in escrow                                                     --              1,782,537  
    Proceeds from sale of assets                                                 2,207,303                     --  
                                                                             -------------          -------------  
      Net cash used in investing activities                                    (69,407,291)          (210,583,878) 
                                                                             -------------          -------------  
CASH FLOWS FROM FINANCING ACTIVITIES:                                                                              
    Payment of debt issuance costs                                              (3,589,353)            (3,256,490) 
    Borrowings under revolving credit agreement                                532,100,000            200,750,000  
    Payments under revolving credit agreement                                 (492,300,000)           (42,130,000) 
    Partners' capital contributions                                                     --             29,800,000  
                                                                             -------------          -------------  
      Net cash provided by financing activities                                 36,210,647            185,163,510  
                                                                             -------------          -------------  
NET DECREASE IN CASH AND CASH EQUIVALENTS                                       (1,049,738)            (1,710,452) 
CASH AND CASH EQUIVALENTS, beginning of period                                   2,742,119              3,145,309  
                                                                             -------------          -------------  
CASH AND CASH EQUIVALENTS, end of period                                     $   1,692,381          $   1,434,857  
                                                                             =============          =============  
CASH PAID FOR INTEREST                                                       $  37,015,407          $  35,198,647  
                                                                             =============          =============  
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. 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 September 30, 1997 financial
statements to conform with the September 30, 1998 presentation.


2.  RESPONSIBILITY FOR INTERIM FINANCIAL STATEMENTS:

The consolidated financial statements as of September 30, 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 8
<PAGE>   9

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.

A class action lawsuit was filed in Alabama against the Partnership on behalf of
all persons residing in the state who are or were residential customers of the
Partnership's cable television service and who have been charged a processing
fee for delinquent payment of their cable television bill. The action challenges
the legality of the Partnership's processing fee and seeks declaratory judgment,
injunctive relief and unspecified damages. The Partnership believes the lawsuit
to be without merit and intends to defend the action vigorously. At this time,
the Partnership is not able to project the cost which is associated with this
action or to predict any potential outcome of the lawsuit.

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.


4.       LONG-TERM DEBT

On June 1, 1998, the Partnership repaid and terminated the separate credit
facilities of CC-I and CC-II from borrowings of its new revolving credit and
term loan facilities. The new $640 million credit facilities were arranged
through a consortium of banks and consist of a $290 million revolver maturing
June 2007 and a pair of term facilities in the amounts of $200 million and $150
million maturing June 2007 and December 2007, respectively. The new credit
facilities are structured as a joint credit agreement whereby CC-I and CC-II
(and its subsidiaries) are each jointly and severally liable for the debt. The
credit facilities bear interest, at borrower's option, at rates based upon the
prime rate of the agent bank or based upon Eurodollar rates plus the applicable
margin determined by the Partnership's leverage ratio at the time of the
borrowing. The variable interest rates ranged from 6.96% to 7.69% at September
30, 1998. The extraordinary loss recognized by the Partnership due to the early
retirement of debt was related to the write off of deferred debt issuance costs
for the terminated credit facilities of CC-I and CC-II.


5.       BOND REPURCHASE OFFER 

On July 29, 1998, Charter Communications, Inc. ("CCI"), the company that
provides management service to the Partnership and its subsidiaries, along with
certain of its affiliates and their respective shareholders, entered into a
Purchase Agreement (the "Purchase Agreement") with Paul G. Allen pursuant to
which Mr. Allen agreed to purchase all of the outstanding privately held equity
interests of CCI and the various other entities that together constitute the
owners and/or managers of the cable television systems operated under the name
"Charter Communications". The obligation of Mr. Allen to purchase these equity
interests is subject to the satisfaction of certain conditions set forth in the
Purchase Agreement including, without limitation, obtaining all necessary
governmental approvals. It is currently expected that the acquisition by Mr.
Allen will occur in December 1998. If the acquisition is consummated, the
Partnership will be obligated under the terms of the Indenture governing its
11.25% Senior Notes due 2006 (the "Senior Notes") to make an offer to repurchase
all outstanding Senior Notes at a purchase price equal to 101% of the principle
amount thereof plus all accrued and unpaid interest to the date of purchase.




                                     Page 9
<PAGE>   10




                     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           Carolina, S. Carolina           
           September 1998                   $  5.9 million           Tennessee

</TABLE>

           

The only pending sale transaction is for approximately 1,700 subscribers in
Tennessee, subject to the buyer obtaining financing and completion of the asset
sale contract. There are no other pending acquisitions or asset sale
transactions.

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. The
Nashville Cluster includes approximately 3,300 basic subscribers and 1,700
premium subscription units that were associated with an acquisition on September
30, 1998.

<TABLE>
<CAPTION>

                                                       September 30,            December 31,       September 30,
                                                           1998                    1997                1997
                                                   ------------------      ----------------      ----------------
<S>                                                       <C>                     <C>               <C>    
        Basic Subscribers:          
          Nashville Cluster                               48,100                  43,700            43,000 
          Northern Alabama Cluster                        65,200                  62,900            62,600 
          New Orleans Cluster                             38,400                  36,600            36,500 
          Atlanta Cluster                                 72,600                  69,000            68,200 
          Greenville-Spartanburg/Asheville Cluster       109,900                 105,000           104,100 
          Hickory Cluster                                 52,700                  51,000            50,400 
          Non-Cluster Systems                             66,200                  64,000            63,500
                                                         -------                 -------           ------- 
                                                         453,100                 432,200           428,300 
                                                         =======                 =======           ======= 
        Premium Subscription Units:                                                                        
          Nashville Cluster                               29,500                  21,800            22,900 
          Northern Alabama Cluster                        32,700                  25,100            25,900 
          New Orleans Cluster                             25,200                  18,500            18,900 
          Atlanta Cluster                                 70,400                  61,000            48,700 
          Greenville-Spartanburg/Ashville Cluster         58,700                  41,500            42,500 
          Hickory Cluster                                 29,200                  18,700            19,000 
          Non-Cluster Systems                             47,300                  36,200            37,100
                                                         -------                 -------           ------- 
                                                         293,000                 222,800           215,000 
                                                         =======                 =======           =======
</TABLE> 






                                    Page 10

<PAGE>   11

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 September 30,
                                                           --------------------
                                                               (Unaudited)

                                                   1998                         1997
                                          -----------------------     -------------------------
                                                         
                                                            % of                           % of 
                                           Amount          Revenue        Amount         Revenue
                                           ------          -------        ------         -------
                                                            
<S>                                       <C>               <C>         <C>               <C>   
Service Revenues                          $ 50,795          100.0%      $ 46,222          100.0%
                                          --------          -----       --------          ----- 
 
 
Operating Expenses:
    Operating costs                         21,870           43.1         19,830           42.9
    General and administrative               3,461            6.8          3,330            7.2
    Depreciation and Amortization           22,529           44.3         18,641           40.3
    Management Fees - Related Party          2,539            5.0          2,312            5.0
                                          --------          -----       --------          -----    
                                            50,399           99.2         44,113           95.4
                                          --------          -----       --------          -----    
Income From Operations                         396             .8          2,109            4.6
                                          --------          -----       --------          -----    
Other Income (Expense):
    Interest Income                             55             .1             49             .1
    Interest Expense                       (13,148)         (25.9)       (12,853)         (27.8)
    Loss on Sale of Cable Assets            (1,138)          (2.2)            --           --
                                          --------          -----       --------          -----    
                                           (14,231)         (28.0)       (12,804)         (27.7)
                                          --------          -----       --------          ----- 
Loss Before Income Taxes and
       Extraordinary Item                 $(13,835)         (27.2)      $(10,695)         (23.1)

Income Taxes                                   (75)           (.2)            --           --
Extraordinary Item - Loss on Early
    Retirement of Debt                          --           --               --           --
                                          --------          -----       --------          -----    
    Net Loss                              $(13,910)         (27.4)      $(10,695)         (23.1)
                                          ========          =====       ========          ===== 
</TABLE>





                                    Page 11

<PAGE>   12

  


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 Nine Months
                                                            Ended September 30,
                                                            -------------------
                                                                (Unaudited)
                                                    1998                          1997
                                           -----------------------      --------------------------- 
                                                                                                     
                                                              % of                          % of                   
                                           Amount           Revenue        Amount          Revenue  
                                           ------           -------        ------          -------  
                                                                                            
<S>                                       <C>                <C>         <C>                <C>   
Service Revenues                          $ 149,160          100.0%      $ 128,455          100.0%
                                          ---------          -----       ---------          ----- 
Operating Expenses:
    Operating costs                          63,113           42.3          55,167           42.9
    General and administrative               11,247            7.5           9,698            7.6
    Depreciation and Amortization            65,608           44.0          52,097           40.6
    Management Fees - Related Party           7,457            5.0           6,421            5.0
                                          ---------          -----       ---------          -----    
                                            147,425           98.8         123,383           96.1
                                          ---------          -----       ---------          ----- 
Income From Operations                        1,735            1.2           5,072            3.9
                                          ---------          -----       ---------          ----- 
Other Income (Expense):
    Interest Income                             164             .1             129             .1
    Interest Expense                        (39,673)         (26.6)        (35,467)         (27.6)
    Other Expense                            (1,138)           (.8)             --           --
                                          ---------          -----       ---------          -----    
                                            (40,647)         (27.3)        (35,338)         (27.5)
                                          ---------          -----       ---------          ----- 
Loss Before Income Taxes and
       Extraordinary Item                   (38,912)         (26.1)        (30,266)         (23.6)

Income Taxes                                    (75)          --                --           --
Extraordinary Item - Loss on Early
    Retirement of Debt                       (6,264)          (4.2)             --           --
                                          ---------          -----       ---------          ----- 
    Net Loss                              $ (45,251)         (30.3)      $ (30,266)         (23.6)
                                          =========          =====       =========          ===== 
</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 9.9% and 16.1% to $50.8 million and $149.2 million for the
three and nine month periods ended September 30, 1998, respectively, when
compared to the similar periods of 1997. These increases are primarily the
result of the Partnership having experienced significant internal subscriber
growth between periods and, second, implementation of basic and expanded tier
retail rate increases in certain systems in accordance with federal law. The
internal subscriber growth, approximately 5.0% when comparing September 30, 1998
to September 30, 1997, reflects the success of management's marketing efforts to
add new customers and retain existing customers, as well as improved customer
service. Excluding the basic subscribers associated with the September 30, 1998
acquisition, the Partnership added approximately 21,500 basic subscribers
through its internal growth efforts. In addition, a limited amount of new-build
construction increased the coverage of the systems. Average monthly revenue per
subscriber increased from $35.97 for the quarter ended September 30, 1997 to
$37.64 for the quarter ended September 31, 1998.



                                    Page 12

<PAGE>   13
Operating Expenses

Operating costs increased by 10.3% and 14.4% and $2.0 million and $7.9 million
for the three and nine months ended September 30, 1998, respectively, when
compared to the similar periods of 1997. The majority of these increases were
related to costs associated with the acquisitions of additional cable television
systems during 1997. Operating costs, as a percentage of service revenues, have
increased from 41.8% for the quarter ended September 30, 1997 to 43.1% for the
quarter ended September 30, 1998, primarily as a result of increases in service
costs for the three month period.

General and administrative expenses increased by 3.9% and 16.0% for the three
and nine months ended September 30, 1998 when compared to the similar periods of
1997. These increases are 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 decreased to
6.8% from 7.2% for the quarters ended September 30, 1998 and September 30, 1997,
respectively.

The Partnership experienced growth in operating cash flow, defined as earnings
before interest, taxes, depreciation, amortization and management fees (or
EBITDA), of approximately 10.4% for the quarter ended September 30, 1998 when
compared to the quarter ended September 30, 1997. Operating cash flow margin
increased from 49.9% for the quarter ended September 30, 1997 to 50.1% for the
current quarter. These increases in operating cash flow and operating cash flow
margin are primarily the result of the 9.9% increase in revenue.

Depreciation and amortization increased by 20.9% and 25.9% and $3.9 million and
$13.5 million for the three and nine months ended September 30, 1998,
respectively, when compared to the similar periods of 1997. These increases in
depreciation and amortization are 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
during 1997. Depreciation expense as a percent of revenues increased during the
three and nine months ended September 30, 1998 compared to the similar periods
of 1997. These increases are due primarily to a decrease in the estimated useful
lives used in calculating depreciation.

Management fees are paid to Charter Communications, Inc., manager of the
Partnership's cable television systems, under contracts which provide for fees
equal to 5% of the Partnership's gross service revenues.


Other Income / Expense

Interest expense increased by 2.3% and 11.9% and $13.1 million and $39.7 million
for the three and nine months ended September 30, 1998, respectively, when
compared to the similar periods of 1997. These increases were primarily due to
the increase in the average outstanding bank debt balance between the comparable
periods. The extraordinary loss due to the early retirement of the separate CC-I
and CC-II credit facilities relates to the write-off of deferred debt issuance
costs of each facility.

Net Loss

Net loss increased by 30.1% and 49.5% and $3.2 million and $15.0 million for the
three and nine months ended September 30, 1998 when compared to the similar
periods of 1997. In 1998, increased depreciation and the extraordinary item were
significant factors versus the prior year.

                                    Page 13



<PAGE>   14

Liquidity and Capital Resources

The Partnership's growth by acquisition during 1998 and 1997 has been funded
primarily by borrowings under bank credit facilities, the 11.25% 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.

On June 1, 1998, the Partnership repaid and terminated the separate credit
facilities of CC-I and CC-II from borrowings of its new revolving credit and
term loan facilities. The new $640 million credit facilities were arranged
through a consortium of banks and consist of a $290 million revolver maturing
June 2007 and a pair of term facilities in the amounts of $200 million and $150
million maturing June 2007 and December 2007, respectively. The new credit
facilities are structured as a joint credit agreement whereby CC-I and CC-II
(and its subsidiaries) are each jointly and severally liable for the debt. The
credit facilities bear interest, at borrower's option, at rates based upon the
prime rate of the agent bank or based upon Eurodollar rates plus the applicable
margin determined by the Partnership's leverage ratio at the time of the
borrowing. The variable interest rates ranged from 6.97% to 7.69% at September
30, 1998. The extraordinary loss recognized by the Partnership for the early
extinguishment of debt was related to the write off of deferred debt issuance
costs for the terminated credit facilities of CC-I and CC-II.

At September 30, 1998, the Partnership's long-term debt of $ 616.5 million
consisted of $491.5 million outstanding under the revolving credit and term loan
facility, and $125.0 million of indebtedness from the sale of the Senior Notes.
The Partnership had unused and available borrowing capacity of $148.5 million at
September 30, 1998.

On July 29, 1998, Charter Communications, Inc. ("CCI"), the company that
provides management service to the Partnership and its subsidiaries, along with
certain of its affiliates and their respective shareholders, entered into a
Purchase Agreement (the "Purchase Agreement") with Paul G. Allen pursuant to
which Mr. Allen agreed to purchase all of the outstanding privately held equity
interests of CCI and the various other entities that together constitute the
owners and/or managers of the cable television systems operated under the name
"Charter Communications". The obligation of Mr. Allen to purchase these equity
interests is subject to the satisfaction of certain conditions set forth in the
Purchase Agreement including, without limitation, obtaining all necessary
governmental and regulatory approvals. It is currently expected that the
acquisition by Mr. Allen will occur in December 1998. If the acquisition is
consummated, the Partnership will be obligated under the terms of the Indenture
governing its 11.25% Senior Notes due 2006 to make an offer to repurchase all
outstanding Senior Notes at a purchase price equal to 101% of the principle
amount thereof plus all accrued and unpaid interest to the date of purchase.

Cash interest is payable on a monthly and quarterly basis for borrowings
outstanding under the credit facilities. Cash interest is payable semi-annually,
in March and September, on the Senior Notes until March 2006.

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 and nine months ended September 30, 1998.

The Partnership incurred capital expenditures of approximately $ 65.7 million
during the first nine months 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.


                                    Page 14

<PAGE>   15


On September 30, 1998, the Partnership consummated an acquisition transaction
with an unaffiliated third party for the purchase of approximately 3,300 basic
service customers for approximately $5.9 million. These customers are located
near the Partnership's cable television system in Clarksville, Tennessee, and
are reflected as a part of the Nashville Cluster customer base at September 30,
1998. This acquisition was financed through a borrowing on the Partnership's
existing credit facility.

During 1997 and 1998, the Partnership held discussions with several
municipalities, counties and utility companies in Georgia to explore the
possibility of a sale-leaseback venture whereby the Partnership would sell its
cable television distribution plant and subsequently enter into a long-term
capital lease to continue to operate the cable television system. On August 4,
1998, the Partnership and the City of LaGrange, Georgia, entered into such an
arrangement involving approximately 8,200 customers. The proceeds of a municipal
bond offering were utilized for the initial purchase of the cable television
system for approximately $2.2 million with the remaining funds to finance the
upgrade of the cable television system to 750 MHz. Upon completion of the
upgrade in early 1999, the Partnership will reflect a 16 year capital lease
agreement with an obligation of approximately $7.0 million recorded by 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 Cable 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 Issue

The issue surrounding the Year 2000 is whether computer systems, software and
all equipment using a computer chip will properly recognize date sensitive
information when the year changes to 2000. Computerized information that does
not properly recognize such information could generate erroneous data or cause a
system to fail. This issue impacts the Partnership's owned and 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 Partnership may also be affected by virtue of its external
dealings with third parties in the ordinary course of business.

During 1998, the Partnership began a review of its computer systems and
databases. A committee comprised of members of Charter's senior management from
various disciplines has been formed and is meeting regularly to discuss the
steps necessary to deal with any potential Year 2000 problems. This project team
reports directly to the executive management of Charter, who has assigned a high
priority to such efforts.

The scope of the Partnership's Year 2000 readiness program includes the review
and evaluation of (i) the Partnership's information technology ("IT"), such as
hardware and software utilized in the operation of the Partnership's business;
(ii) the Partnership's non-IT systems or embedded technology such as
micro-controllers contained in various equipment and facilities including the
equipment used in the transmission and reception of all signals; and (iii) the
readiness of third parties, including suppliers and other key vendors to the
Partnership.

The Partnership utilizes a subscriber billing system under contractual
arrangements with a third party vendor. The Partnership has requested the third
party to advise the Partnership as to whether it anticipates difficulties in
addressing Year 2000 problems, and if so, the nature of such difficulties. The
Partnership has also initiated 


                                    Page 15

<PAGE>   16

communications with its significant suppliers of major computers, software, and
other equipment used, operated or maintained by the Partnership, and financial
institutions to identify and, to the extent possible, to ensure that those
parties have appropriate plans to remediate Year 2000 problems. However, the
Partnership has limited or no control over the actions of these third party
suppliers. Thus, while the Partnership anticipates that it will be able to
resolve any significant Year 2000 problems with these systems, there can be no
assurance that these third party suppliers will resolve any or all Year 2000
problems before the occurrence of a material disruption to the business of the
Partnership. Any failure by these third parties to timely resolve Year 2000
problems with their systems could have a material adverse effect on the
Partnership's business, financial condition, and results of operations.

The Partnership has completed an inventory of all "mission critical" equipment
used in the transmission and reception of all signals and is in the process of
identifying equipment that need to be upgraded or replaced. The Partnership is
also monitoring industry-wide efforts with regards to signal delivery to its
cable distribution plant and is working with others in the industry seeking
potential solutions.

Management of the Partnership has not determined the total cost associated with
its Year 2000 readiness efforts and related potential impact on the
Partnership's results of operations. Amounts expended to date have not been
material. The estimated cost of the Year 2000 compliance program is not
anticipated to be material to the Partnership's financial position or results of
operations.

There can be no assurance that the Partnership's systems or systems of other
companies on which the Partnership relies will be converted in time or that any
such failure to convert by the Partnership or another company will not have a
material adverse effect on the Partnership's financial position or results of
operations.

After evaluating its internal compliance efforts as well as the compliance of
third parties by the end of 1998, the Partnership will develop appropriate
contingency plans to address situations in which systems of the Partnership, or
of third parties with which the Partnership does business, are not Year 2000
compliant.


Recent Accounting Pronouncements

In June 1998, the Financial Accounting Standards Board issued SFAS No. 133,
"Accounting for Derivative Instruments and Hedging Activities" ("SFAS 133").
SFAS 133 is effective for fiscal years beginning after June 15, 1999. This
statement establishes accounting and reporting standards for derivative
instruments, including certain derivative instruments embedded in other
contracts, and for hedging activities. The effective adoption of SFAS No. 133 is
not expected to have a material impact on the Company's financial statements and
related disclosures.


Forward-Looking Statements

The Private Securities Litigation Reform Act of 1995 provides a "safe harbor"
for forward looking statements. Certain information included in this Form 10-Q
contains statements that are forward looking, such as statements relating to the
effects of future regulation, future capital commitments, future acquisitions
and the company's success in dealing with the Year 2000 issues. Such
forward-looking information involves important risks and uncertainties that
could significantly affect expected results in the future from those expressed
in any forward-looking statements made by, or on behalf of the Partnership.
These risks and uncertainties include, but are not limited to, uncertainties
relating to economic conditions, acquisitions and divestitures, government and
regulatory policies, the pricing and availability of equipment, materials,
inventories and programming, technological developments and changes in the
competitive environment in which the Partnership operates. Investors are
cautioned that all forward-looking statements involve risks and uncertainties.



                                    Page 16


<PAGE>   17


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 resulted from 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.

A class action lawsuit was filed in Alabama against the Partnership on behalf of
all persons residing in the state who are or were residential customers of the
Partnership's cable television service and who have been charged a processing
fee for delinquent payment of their cable television bill. The action challenges
the legality of the Partnership's processing fee and seeks declaratory judgment,
injunctive relief and unspecified damages. The Partnership believes the lawsuit
to be without merit and intends to defend the action vigorously. At this time,
the Partnership is not able to project the cost which is associated with this
action or to predict any potential outcome of the lawsuit.

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 17
<PAGE>   18


                     CHARTER COMMUNICATIONS SOUTHEAST, L.P.

              CHARTER COMMUNICATIONS SOUTHEAST CAPITAL CORPORATION

                      FOR QUARTER ENDED SEPTEMBER 30, 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                                    November 13, 1998
      -----------------------------                        
      Jerald L. Kent
      President and
      Chief Executive Officer


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


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





                                    Page 18
<PAGE>   19




                     CHARTER COMMUNICATIONS SOUTHEAST, L.P.

              CHARTER COMMUNICATIONS SOUTHEAST CAPITAL CORPORATION

                      FOR QUARTER ENDED September 30, 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:                      
                                                       -------------------------
                                                       Jerald L. Kent
                                                       President and
                                                       Chief Executive Officer

By:                                                        November 13, 1998
      ------------------------------------
      Jerald L. Kent
      President and
      Chief Executive Officer


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


                                           CHARTER COMMUNICATIONS SOUTHEAST
                                           CAPITAL CORPORATION


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


By:                                                         November 13, 1998
      ------------------------------------
      Jerald L. Kent
      President and
      Chief Executive Officer


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

                                    Page 18