<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 June 30, 2001

                                       OR

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

             For the transition period from _____________ to _____________


               Commission file numbers 333-35183 and 333-35183-01


                           JAMES CABLE PARTNERS, L.P.
                            JAMES CABLE FINANCE CORP.
           (Exact name of each Registrant as specified in its charter)

                    Delaware                                 38-2778219
                    Michigan                                 38-3182724
(State or Other Jurisdiction of Incorporation    (I.R.S. Employer Identification
      or Organization of each Registrant)             No. of each Registrant)

        38710 Woodward Avenue, Suite 180                       48304
           Bloomfield Hills, Michigan                        (Zip Code)
    (Address of principal executive offices)

Registrants' telephone number, including area code:  (248) 647-1080

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.      [X]        [ ]
                                        Yes         No

Number of shares of common stock of James Cable Finance Corp. outstanding as of
August 10, 2001: 1,000.

*    James Cable Finance Corp. meets the conditions set forth in General
     Instruction H(1)(a) and (b) to the Form 10-Q and is therefore filing with
     the reduced disclosure format.


                                       1
<PAGE>   2

                                TABLE OF CONTENTS

                                                                        PAGE NO.
PART I.  FINANCIAL INFORMATION

    Item 1.  Consolidated Financial Statements of James Cable
             Partners, L.P. and Subsidiary                                   3
             Notes to Consolidated Financial Statements                      7

             Balance Sheets of James Cable Finance Corp.                    11
             Notes to Balance Sheets                                        12

    Item 2.  Management's Discussion and Analysis of Financial
             Condition and Results of Operations                            13

    Item 3.  Quantitative and Qualitative Disclosures About
             Market Risk                                                    19

PART II. OTHER INFORMATION

    Item 1.  Legal Proceedings                                              20

    Item 4.  Submission of Matters to a Vote of Security Holders            20

    Item 6.  Exhibits and Reports on Form 8-K                               21




                                       2
<PAGE>   3
PART I.     FINANCIAL INFORMATION

ITEM 1.     Financial Statements

                    JAMES CABLE PARTNERS, L.P. AND SUBSIDIARY

                           CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>

                                                                                  June 30,                December 31,
                                                                                    2001                      2000
                                                                                -------------            -------------
                                                                                 (Unaudited)
                                     ASSETS
<S>                                                                           <C>                      <C>
Cash & Cash Equivalents                                                         $     939,333            $   1,098,890
Accounts Receivable - Subscribers (Net of allowance for
      doubtful accounts of $15,255 in 2001 and $9,884 in 2000)                      3,740,812                3,629,802
Prepaid Expenses & Other                                                              376,607                  151,044
Property & Equipment:
      Cable television distribution systems and equipment                          99,918,299               94,848,859
      Land and land improvements                                                      309,378                  309,378
      Buildings and improvements                                                    1,043,325                1,043,325
      Office furniture & fixtures                                                   3,475,706                3,475,706
      Vehicles                                                                      3,999,658                3,999,658
                                                                                -------------            -------------
           Total                                                                  108,746,366              103,676,926
      Less accumulated depreciation                                               (81,359,577)             (77,702,751)
                                                                                -------------            -------------
           Total                                                                   27,386,789               25,974,175
Deferred Financing Costs (Net of accumulated amortization of
      $1,963,630 in 2001 and $1,789,837 in 2000)                                    2,445,974                2,105,884
Intangible Assets, Net                                                             13,325,984               14,347,214
Deposits                                                                               65,091                   13,942
                                                                                -------------            -------------

Total Assets                                                                    $  48,280,590            $  47,320,951
                                                                                =============            =============

                        LIABILITIES & PARTNERS' DEFICIT

Liabilities:
      Debt                                                                      $ 106,000,000            $ 102,500,000
      Accounts payable                                                                101,988                  116,293
      Accrued expenses                                                              2,347,588                2,432,148
      Accrued interest on 10-3/4% Senior Notes                                      3,601,249                4,031,249
      Unearned revenue                                                              3,224,009                3,136,069
      Subscriber deposits                                                              18,723                   19,679
                                                                                -------------            -------------
           Total                                                                  115,293,557              112,235,438
Commitments and Contingencies (Note 2)
Partners' Deficit:
      Limited partners                                                            (60,806,143)             (58,727,563)
      General partner                                                              (6,206,824)              (6,186,924)
                                                                                -------------            -------------
           Total                                                                  (67,012,967)             (64,914,487)
                                                                                -------------            -------------

Total Liabilities & Partners' Deficit                                           $  48,280,590            $  47,320,951
                                                                                =============            =============
</TABLE>


                 See notes to consolidated financial statements.


                                       3
<PAGE>   4

                    JAMES CABLE PARTNERS, L.P. AND SUBSIDIARY

                      CONSOLIDATED STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>

                                                 For the Three     For the Three       For the Six       For the Six
                                                 Months Ended      Months Ended       Months Ended      Months Ended
                                                    June 30,          June 30,           June 30,          June 30,
                                                      2001              2000               2001              2000
                                                 -------------     -------------      ------------      ------------
                                                                              (Unaudited)
<S>                                             <C>               <C>               <C>               <C>
Revenues                                          $  9,949,724      $  9,522,274      $ 19,831,102      $ 18,937,240
System Operating Expenses (Excluding
      Depreciation and Amortization)                 6,155,784         5,416,375        12,121,878        10,810,507
Non-System Operating Expenses:
      Management fee                                   457,492           368,643           883,487           834,479
      Other                                            110,895           159,010           231,049           335,443
                                                  ------------      ------------      ------------      ------------
      Total non-system operating
           expenses                                    568,387           527,653         1,114,536         1,169,922
Depreciation and Amortization                        2,392,842         2,230,065         4,678,055         4,355,755
                                                  ------------      ------------      ------------      ------------
Operating Income                                       832,711         1,348,181         1,916,633         2,601,056
Interest and Other:
      Interest expense                              (3,035,120)       (2,784,075)       (5,945,034)       (5,517,031)
      Interest income                                    9,959            16,359            21,509            51,945
      Other                                                  0           (27,587)          (16,900)          (56,025)
                                                  ------------      ------------      ------------      ------------
           Total interest and other                 (3,025,161)       (2,795,303)       (5,940,425)       (5,521,111)
                                                  ------------      ------------      ------------      ------------

Loss before extraordinary item                      (2,192,450)       (1,447,122)       (4,023,792)       (2,920,055)

Extraordinary gain due to extinguishment
      of debt (Note 3)                                       0                 0         1,925,312                 0
                                                  ------------      ------------      ------------      ------------

Net loss                                          $ (2,192,450)     $ (1,447,122)     $ (2,098,480)     $ (2,920,055)
                                                  ============      ============      ============      ============
</TABLE>

                 See notes to consolidated financial statements.

                                       4
<PAGE>   5
                    JAMES CABLE PARTNERS, L.P. AND SUBSIDIARY

                  CONSOLIDATED STATEMENTS OF PARTNERS' DEFICIT

<TABLE>
<CAPTION>

                                                     Limited                   General
                                                     Partners                  Partner                   Total
                                                   ------------             ------------             ------------
<S>                                              <C>                      <C>                      <C>
Balance, December 31, 2000                         $(58,727,563)            $ (6,186,924)            $(64,914,487)
      Net loss (unaudited)                           (2,078,580)                 (19,900)              (2,098,480)
                                                   ------------             ------------             ------------

Balance, June 30, 2001 (unaudited)                 $(60,806,143)            $ (6,206,824)            $(67,012,967)
                                                   ============             ============             ============
</TABLE>


                 See notes to consolidated financial statements.















                                        5
<PAGE>   6
                    JAMES CABLE PARTNERS, L.P. AND SUBSIDIARY

                      CONSOLIDATED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>

                                                                            For the Six                For the Six
                                                                            Months Ended               Months Ended
                                                                              June 30,                   June 30,
                                                                                2001                       2000
                                                                            ------------              -------------
                                                                             (Unaudited)
<S>                                                                       <C>                       <C>
Cash Flows from Operating Activities:
      Net loss                                                              $ (2,098,480)             $ (2,920,055)
      Adjustments to reconcile net loss to cash flows
           from operating activities:
           Depreciation                                                        3,656,825                 3,267,256
           Amortization                                                        1,021,230                 1,088,499
           Noncash interest expense                                              383,064                   315,444
           Extraordinary gain on extinguishment of debt                       (1,925,312)                        0
      (Increase) Decrease in assets:
           Accounts receivable                                                  (111,010)                  (64,683)
           Prepaid expenses                                                     (225,562)                   57,174
           Deposits                                                              (51,149)                   10,900
      (Decrease) Increase in liabilities:
           Accounts payable                                                      (14,305)                 (256,693)
           Accrued expenses                                                      (84,560)                  (54,769)
           Accrued interest on 10-3/4% Senior Notes                             (430,000)                        0
           Unearned revenue                                                       87,940                   (53,442)
           Subscriber deposits                                                      (956)                     (950)
                                                                            ------------              ------------
                Total adjustments                                              2,306,205                 4,308,736
                                                                            ------------              ------------
                Cash flows from operating activities                             207,725                 1,388,681
Cash Flows used in Investing Activities:
      Additions to property and equipment                                     (5,069,440)               (4,752,945)
      Increase in intangible assets                                                    0                  (100,000)
                                                                            ------------              ------------
                Cash flows used in investing activities                       (5,069,440)               (4,852,945)
Cash Flows from Financing Activities:
      Principal payments on credit facility                                   (2,500,000)                        0
      Proceeds from credit facility borrowings                                18,000,000                         0
      Costs associated with credit facility amendment                         (1,077,842)                        0
      Purchase 10-3/4% Senior Notes                                           (9,720,000)                        0
                                                                            ------------              ------------
                Cash flows from financing activities                           4,702,158                         0
                                                                            ------------              ------------
Net Decrease in Cash and Cash Equivalents                                       (159,557)               (3,464,264)
Cash and Cash Equivalents, Beginning of Period                                 1,098,890                 5,342,420
                                                                            ------------              ------------
Cash and Cash Equivalents, End of Period                                    $    939,333              $  1,878,156
                                                                            ============              ============

Supplemental Disclosure of Cash Flow Information -
      Cash paid for interest during the period
      (net of amounts capitalized)                                          $  6,051,939              $  5,201,587
                                                                            ============              ============
</TABLE>


                 See notes to consolidated financial statements.


                                       6
<PAGE>   7

                    JAMES CABLE PARTNERS, L.P. AND SUBSIDIARY

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(1)  BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     GENERAL - James Cable Partners, L.P. (the "Partnership") was organized as a
Delaware limited partnership in 1988. James Cable Finance Corp., a Michigan
corporation ("Finance Corp."), was organized on June 19, 1997 and became a
wholly-owned subsidiary of the Partnership. References to the "Company" herein
are to the Partnership and Finance Corp. consolidated, or to the Partnership
prior to the organization of Finance Corp., as appropriate.

     UNAUDITED INTERIM STATEMENTS - The accompanying interim financial
statements and related notes are unaudited, and reflect all adjustments
(consisting only of normal recurring adjustments) which, in the opinion of
management, are necessary for a fair presentation of the financial position and
results of operations of the Company for the interim periods. The December 31,
2000 balance sheet data is derived from audited financial statements, but the
notes do not include all disclosures required for audited statements by
generally accepted accounting principles. These interim financial statements
should be read in conjunction with the audited financial statements and related
notes for the year ended December 31, 2000 included in the Company's 2000 Form
10-K filed with the Securities and Exchange Commission. The results for interim
periods are not necessarily indicative of the results for a full year.

     IMPAIRMENT ACCOUNTING - The Company reviews the recoverability of its
long-lived and intangible assets, when events or changes in circumstances occur
that indicate that the carrying value of the assets may not be recoverable. The
measurement of possible impairment is based on the Company's ability to recover
the carrying value of the asset from the expected future undiscounted cash flows
generated and requires management to use estimates of expected future cash
flows. If an impairment loss existed, the amount of the loss would be recorded
in the consolidated statements of operations. It is possible that future events
or circumstances could cause these estimates to change.

     IMPACT OF RECENTLY ADOPTED ACCOUNTING PRINCIPLES - In June 1998, Statement
of Financial Accounting Standards ("SFAS") No. 133, "Accounting for Derivative
Instruments and Hedging Activities" was issued. In June 2000, the FASB issued
SFAS No. 138, which amended certain provisions of SFAS No. 133. SFAS No. 133, as
amended, establishes accounting and reporting standards for derivative
instruments, including certain derivative instruments embedded in other
contracts, and for hedging activities. It requires that an entity recognize all
derivatives as either assets or liabilities in the balance sheet and measure
those instruments at fair value. The standard was effective beginning in the
first quarter of the Company's 2001 fiscal year. The adoption of SFAS No. 133,
as amended, has not had a material impact on the Company's financial position or
results of operations.

     On July 20, 2001, the FASB issued SFAS No. 142, "Goodwill and Other
Intangible Assets." SFAS No. 142 requires that goodwill and other intangible
assets with indefinite useful lives no longer be amortized, but instead tested
for impairment at least annually. Amortization of goodwill, including goodwill
recorded in past business combinations, will cease upon adoption of this
statement. SFAS No. 142 will be effective for fiscal years beginning after
December 15, 2001. The Company will adopt SFAS No. 142 beginning in the first
quarter of 2002 and is currently evaluating the impact that this


                                       7
<PAGE>   8

standard will have on its financial position and/or results of operations.

(2)  REGULATORY MATTERS

     The cable television industry is subject to extensive governmental
regulation on the federal, state and local levels (but principally by the
Federal Communications Commission ("FCC") and by local franchising authorities
("LFA's")). Many aspects of such regulation have recently been extensively
revised and are currently the subject of judicial proceedings and administrative
rulemakings, which are potentially significant to the Company. In this regard,
the Company believes that the regulation of cable television systems, including
the rates charged for cable services, remains a matter of interest to Congress,
the FCC and local regulatory officials. Critics of the cable television industry
continue to seek to maintain or even tighten cable rate regulation in the
absence of widespread effective competition. Accordingly, no assurance can be
given as to what future actions such parties or the courts may take or the
effect thereof on the Company.

     The Company, in addition to providing cable television services, also
provides Internet access services, both dial-up and high-speed, to a portion of
its subscriber base. While there is no significant federal regulation of cable
system delivery of Internet services at the current time, in September 2000 the
FCC initiated an inquiry into whether to establish access obligations on
operators offering high-speed Internet service. Thus, regulation of such
services could be imposed in the future as cable systems expand their broadband
delivery of Internet services. In addition, there have been proposals made to
Congress and the FCC which would allow unaffiliated Internet service providers
and online service providers access to a cable systems distribution network.
Also, some states and LFA's are considering the imposition of mandatory Internet
access requirements as part of cable franchise renewals or transfer approvals.
To date, however, where such actions have been challenged in court, the LFAs
attempts to impose access requirements have been deemed unlawful. Thus, while no
significant regulations exist at the current time, there can be no assurances
as to what future actions will be taken or the effects of such actions on the
Company.

     On August 18, 2000, the Company, through its membership in the Alabama
Cable Telecommunications Association, joined other Alabama cable operators in a
pole attachment Complaint against Alabama Power Company ("APC") which was filed
with the FCC's Cable Service Bureau (the "Bureau"). The complaint was initiated
as a result of APC's imposition of significant pole rental rate increases (more
than 500% for the Company), APC's refusal to engage in good faith negotiations
and the threat, by APC, to terminate existing pole attachment agreements. The
Bureau granted the Alabama cable operators, including the Company, all relief
requested in the Complaint. Specifically, the Bureau ruled that APC had failed
to make a persuasive argument on the merits that lawful just compensation was
greater than the current rate paid by the cable operators, including the
Company, under existing pole attachment agreements. Thus, the Bureau declared
APC's new pole attachment rental rates of $38.81 void and reinstated the $7.47
rate previously in effect, as well as other terms and conditions that APC had
sought to terminate. The Bureau also placed the parties under a bargaining order
requiring good faith negotiation of a new pole attachment agreement and a new
rental rate utilizing the FCC's established formulas.

     As expected, on September 11, 2000, APC appealed the Bureau's decision to
the FCC's five Commissioner panel (the "Panel"). On May 25, 2001 the Panel
issued a final decision affirming the earlier order issued by the Bureau.

     In addition, on September 12, 2000 and May 25, 2001, APC appealed the
decisions discussed


                                       8
<PAGE>   9

above to the U.S. Court of Appeals for the Eleventh Circuit, which consolidated
the appeals and has agreed to hear the case. Both parties have submitted full
briefs and the Court has scheduled oral arguments to begin the week of September
10, 2001. A final decision from the Court is not expected until 2002.

     It is also important to note that APC is not the only utility company to
propose significant pole attachment rental rate increases. For instance, Georgia
Power Company, which also provides pole attachments to the Company, has proposed
an even greater increase than APC, as well as an onerous new pole agreement.
Both the rates and the agreement are currently being challenged at the FCC.
Depending on the final outcome of these proceedings, as well as others that may
arise in the future involving other utility companies, the Company could
experience a significant increase in its pole attachment rental costs and the
results of its operations could be negatively impacted if enough of its pole
attachment rental rates increased at this pace.

     The Company is a party to ordinary and routine litigation proceedings that
are incidental to the Company's business. Management believes that the outcome
of all pending legal proceedings will not, in the aggregate, have a material
adverse effect of the financial condition or results of operations of the
Company.

(3)  DEBT

     During the period from December 31, 2000 to March 2, 2001, the Company was
in default of a debt to EBITDA ratio covenant under its credit facility. During
the period from February 15, 2001 to March 2, 2001, the Company was also in
default of its obligation to pay interest on its 10-3/4% Series B Senior Notes
due 2004. On March 2, 2001, the Company amended and restated its secured credit
facility with four new lenders which will permit it to borrow up to $30 million
(See Note 3 and Exhibit (4)(b) included in the Company's Form 10-K for the year
ended December 31, 2000). Approximately $18 million of the available credit was
then drawn down to pay accrued interest on the Company's Series B Senior Notes
and to purchase $12 million (face amount) of those Notes from affiliates of the
lenders. The remaining credit available may be used, among other things, to (i)
provide for working capital and general partnership purposes, (ii) make
acquisitions of cable television systems, (iii) pay future installments of
interest on the Company's Series B Senior Notes, and (iv) to finance capital
improvements. The credit facility matures on March 2, 2004 and is guaranteed by
James Cable Finance Corp. Interest accrues on amounts borrowed under the credit
facility at a fixed rate of 11.5%, and such accrued interest is payable
quarterly. The debt is comprised of:

<TABLE>

<S>                                                   <C>
           10-3/4% Senior B Senior Notes due 2004       $   88,000,000
           Credit facility                                  18,000,000
                                                        --------------
           Total debt                                   $  106,000,000
                                                        ==============
</TABLE>



                                       9
<PAGE>   10

As discussed above, the Company purchased $12 million (face amount) of its
10-3/4% Senior Notes from affiliates of its credit facility lenders. These Notes
were purchased at a discounted price of .81 and, thus, the Company must
recognize an extraordinary gain on the extinguishment of debt as follows:

<TABLE>

<S>                                                          <C>             <C>
          Face value of Notes purchased                                      $12,000,000
          Purchase price of Notes                                9,720,000
          Unamortized value of costs associated
             with Notes                                            354,688
                                                               -----------
                        Subtotal                                              10,074,688
                                                                             -----------
          Extraordinary gain on extinguishment of debt                       $ 1,925,312
                                                                             ===========
</TABLE>


                                       10
<PAGE>   11

                            JAMES CABLE FINANCE CORP.
            (A WHOLLY OWNED SUBSIDIARY OF JAMES CABLE PARTNERS, L.P.,
                        A DELAWARE LIMITED PARTNERSHIP)

                                 BALANCE SHEETS

<TABLE>
<CAPTION>

                                                                                  June 30,   December 31,
                                                                                    2001         2000
                                                                                -----------  -----------
                                                                                (Unaudited)
                                             ASSETS
                                             ------
<S>                                                                           <C>            <C>
Cash and cash equivalents                                                       $     1,000  $     1,000
                                                                                ===========  ===========

                                      SHAREHOLDER'S EQUITY
                                      --------------------
Shareholder's equity - Common stock (1,000 shares issued and outstanding)       $     1,000  $     1,000
                                                                                ===========  ===========
</TABLE>


                          See notes to balance sheets.



                                       11
<PAGE>   12
                            JAMES CABLE FINANCE CORP.
           (A wholly owned subsidiary of James Cable Partners, L.P.,
                        a Delaware Limited Partnership)

                     NOTES TO THE BALANCE SHEETS (UNAUDITED)

(1)  ORGANIZATION

     James Cable Finance Corp. ("Finance Corp."), a Michigan corporation, is a
wholly-owned subsidiary of James Cable Partners, L.P., a Delaware limited
partnership (the "Partnership"), and was organized on June 19, 1997 for the sole
purpose of acting as co-issuer with the Partnership of $100 million aggregate
principal amount of the 10-3/4% Senior Notes. Finance Corp. has nominal assets
and currently does not have (and it is not expected to have) any material
operations.

(2)  STATEMENTS OF OPERATIONS, SHAREHOLDER'S EQUITY AND CASH FLOWS

     Since there were no operations in the Finance Corp. from the date of
inception through June 30, 2001, a Statement of Operations, a Statement of
Shareholder's Equity and a Statement of Cash Flows have not been presented.




                                       12
<PAGE>   13
PART I.  FINANCIAL INFORMATION

Item 2. - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.

     The following discussion of the financial condition and results of
operations of the Company contains certain forward-looking statements relating
to anticipated future financial conditions and operating results of the Company
and its current business plans. In the future, the financial condition and
operating results of the Company could differ materially from those discussed
herein and its current business plans could be altered in response to market
conditions and other factors beyond the Company's control. Important factors
that could cause or contribute to such differences or changes include those
discussed in the Company's Annual Report on Form 10-K for the fiscal year ended
December 31, 2000 under "Item 7. Management's Discussion and Analysis of
Financial Condition and Results of Operations."

OVERVIEW

     Revenues. The Company's revenues are primarily attributable to subscription
fees charged to subscribers to the Company's basic and premium cable television
programming services. Basic revenues consist of monthly subscription fees for
all services (other than premium programming, Internet services and digital
services) as well as monthly charges for customer equipment rental. Premium
revenues consist of monthly subscription fees for programming provided on a
per-channel basis. Internet revenues consist of monthly subscription fees for
Internet access and modem installation fees. Digital services revenue includes
monthly subscription fees for tiers of digital programming and fees charged for
pay-per-view movies, concerts and sporting events. In addition, other revenues
are derived from installation and reconnection fees charged to subscribers to
commence cable service, late payment fees, franchise fees, advertising revenues
and commissions related to the sale of goods by home shopping services. At June
30, 2001, the Company had 68,719 basic subscribers and 24,703 premium
subscriptions, representing basic penetration of 53.0% and premium penetration
of 35.9% as compared to December 31, 2000 at which time the Company had 69,875
basic subscribers and 22,713 premium subscriptions which represented basic
penetration of 53.9% and premium penetration of 32.5%.

     As of June 30, 2001 the Company was offering its high-speed Internet
service to approximately 55% of its cable subscribers and had more than 5,000
high-speed Internet customers. In addition, the Company was offering its dial-up
Internet services to over 50% of its cable subscribers and had approximately
4,000 dial-up Internet customers.

     System Operating Expenses. System operating expenses are comprised of
variable operating expenses and fixed selling, service and administrative
expenses directly attributable to the Company's systems. Variable operating
expenses consist of costs directly attributable to providing cable services to
customers and therefore generally vary directly with revenues. Variable
operating expenses include programming fees paid to suppliers of programming the
Company includes in its basic, premium and digital cable television services, as
well as expenses related to copyright fees, franchise operating fees and bad
debt expenses. Selling, service and administrative expenses directly
attributable to the Company's systems include the salaries and wages of the
field and office personnel, plant operating expenses, office and administrative
expenses and sale costs.

     Non-System Operating Expenses. Non-system operating expenses consist
primarily of general overhead expenses which are not directly attributable to
any one of the Company's systems. These


                                       13
<PAGE>   14

expenses include legal, audit and tax fees, an incentive bonus accrual for the
general managers of the Company's systems and amounts paid to its general
partner for management expenses.

LIQUIDITY AND CAPITAL RESOURCES

     General. Liquidity describes the ability to generate sufficient cash flows
to meet the cash requirements of continuing operations and to pay obligations as
they mature. Liquidity, in the context of the Company's operations, is typically
determined by cash flows from operating activities (e.g. initial installation
charges and monthly service fees paid by subscribers) and the cash flows used in
investing activities (e.g. spending associated with capital projects). The
Company continuously monitors available cash and cash equivalents in relation to
projected cash needs in an effort to maintain adequate balances for current
payments.

     Cash Flows from Operating Activities. Net cash from operating activities
was $200,000 for the six months ended June 30, 2001 as compared to $1.4 million
for the six months ended June 30, 2000.

     Cash Flows used in Investing Activities. Net cash used in investing
activities was $5.1 million for the six months ended June 30, 2001 as compared
to $4.9 million for the six months ended June 30, 2000.

     Cash Flows from/used in Financing Activities. Cash flows from financing
activities for the six months ended June 30, 2001 were $4.7 million. The $4.7
million consists of $18 million of proceeds from debt borrowings on the
Company's credit facility net of $2.5 million of principal payments made on the
credit facility, $1.1 million of costs associated with amending and restating
the credit facility and $9.7 million used to repurchase $12 million face value
of the 10-3/4% Senior Notes. There were no cash flows from or used in financing
activities for the six months ended June 30, 2000.

     Balance Sheet. Cash decreased by $200,000 from $1.1 million at December 31,
2000 to $900,000 at June 30, 2001 as the $5.4 million interest payment made on
March 2, 2001 was offset by borrowings the Company made against its credit
facility. Property & Equipment increased by $5.1 million during the first six
months of 2001 primarily due to capital spending made as a part of the Company's
Tennessee system rebuild as well as Internet and digital installations. Deferred
financing costs increased by $300,000 during the first six months of 2001 as a
result of the amendment and restatement of the Company's credit facility as
discussed below.

     Total debt increased from $102.5 million at December 31, 2000 to $106.0
million at June 30, 2001. During the period from December 31, 2000 to March 2,
2001, the Company was in default of a debt to EBITDA ratio covenant under its
credit facility. During the period from February 15, 2001 to March 2, 2001, the
Company was also in default of its obligation to pay interest on its 10-3/4%
Series B Senior Notes due 2004. As discussed below, on March 2, 2001, the
Company amended and restated its secured credit facility with four new lenders
which will permit it to borrow up to $30 million. Approximately $18 million of
the available credit was then drawn down to pay accrued interest on the
Company's Series B Senior Notes and to purchase $12 million (face amount) of
those Notes from affiliates of the lenders. The remaining credit available may
be used, among other things, to (i) provide for working capital and general
partnership purposes, (ii) make acquisitions of cable television systems, (iii)
pay future installments of interest on the Company's Series B Senior Notes, and
(iv) to finance capital improvements.

     The Notes. The Company has outstanding an aggregate principal amount of $88
million of its 10-3/4% Series B Senior Notes due 2004 (the "Notes"). The Notes
are general senior unsecured


                                       14
<PAGE>   15

obligations of the Company that mature on August 15, 2004 and rank equally in
right of payment with all other existing and future unsubordinated indebtedness
of the Company and senior in right of payment to any subordinated obligations of
the Company. The Notes are subordinated in right of payment to all secured
indebtedness of the Company. Interest on the Notes accrues at the rate of
10-3/4% per annum and is payable semi-annually in cash arrears on February 15
and August 15, which commenced on February 15, 1998, to holders of record on the
immediately preceding February 1 and August 1. Interest on the Notes accrues
from the most recent date to which interest has been paid. Interest is computed
on the basis of a 360-day year comprised of twelve 30-day months.

     There is no public market for the Notes. The Company has not and does not
intend to list the Notes on any securities exchange or to seek approval for
quotation through any automated quotation system.

     The Credit Facility. The Company has a $30 million Credit Facility with
four independent lenders which matures on March 2, 2004. Approximately $18
million of the available credit has been drawn down to pay accrued interest on
the Company's Series B Senior Notes and to purchase $12 million (face amount) of
those Notes from affiliates of the lenders. The remaining credit available may
be used, among other things, to (i) provide for working capital and general
partnership purposes, (ii) make acquisitions of cable television systems, (iii)
pay future installments of interest on the Company's Series B Senior Notes, and
(iv) to finance capital improvements.

     The Credit Facility, which is secured by a first priority lien on and
security interest in substantially all of the assets of the Company, requires
quarterly payments of accrued interest with the principal payable at maturity.
The Credit Facility contains certain covenants, and provides for certain events
of default, customarily contained in facilities of a similar type. Among other
things, the Credit Facility requires the Company to (i) maintain the ratio of
its total debt to annualized six-month EBITDA of no more than 9.25 to 1 and (ii)
maintain a senior debt ratio (that is, the ratio of debt under the Credit
Facility to annualized six-month EBITDA) of no more than 2.30 to 1. In addition,
the Credit Facility imposes limitations on the amount of capital expenditures
that the Company can make for the remainder of the term. Generally, capital
expenditures are limited to $12 million per annum plus any unused portion of the
capital expenditure allowance from the previous year.

     The Company believes that it will continue to generate cash or obtain
financing sufficient to meet its requirements for debt service, working capital
and capital expenditures contemplated in the near term and through the maturity
date of the Notes. However, the ability of the Company to satisfy its
obligations will be primarily dependent on its future financial and operating
performance and upon its ability to renew or refinance borrowings or to raise
additional equity capital if necessary. While the Company believes that it will
be able to service its debt, there can be no assurance that it will be able to
renew or refinance borrowings, or raise additional equity capital, if its future
operating results fall short of expectations.



                                       15
<PAGE>   16

RESULTS OF OPERATIONS

The following table sets forth the percentage relationship that the various
items bear to revenues for the periods indicated:

<TABLE>
<CAPTION>
                                                       For the Three Months ended June 30,
                                                       2001                            2000
                                                       ----                            ----
                                               Amount         %                Amount         %
                                              --------        -               --------        -
                                                            (Dollars in thousands)
<S>                                         <C>          <C>               <C>          <C>
Revenues                                      $  9,950     100.0%             $  9,522      100.0%
System operating expenses                        6,156      61.9                 5,416       56.9
Non-System operating expenses                      568       5.7                   528        5.5
Depreciation and amortization                    2,393      24.0                 2,230       23.4
                                              --------     -----              --------      -----
Operating income                                   833       8.4                 1,348       14.2
Interest expense, net                            3,025      30.4                 2,768       29.1
Other expenses                                       0       0.0                    27        0.3
                                              --------     -----              --------      -----
Net loss                                      $ (2,192)    (22.0)%            $ (1,447)     (15.2)%
                                              ========     =====              ========      =====

EBITDA (1)                                    $  3,226      32.4%             $  3,578       37.6%
</TABLE>

<TABLE>
<CAPTION>

                                                        For the Six Months ended June 30,
                                                       2001                            2000
                                                       ----                            ----
                                               Amount         %                Amount         %
                                              --------        -               --------        -
                                                             (Dollars in thousands)
<S>                                         <C>          <C>               <C>          <C>
Revenues                                      $ 19,831     100.0%             $ 18,937      100.0%
System operating expenses                       12,122      61.1                10,810       57.1
Non-System operating expenses                    1,114       5.6                 1,170        6.2
Depreciation and amortization                    4,678      23.6                 4,356       23.0
                                              --------     -----              --------      -----
Operating income                                 1,917       9.7                 2,601       13.7
Interest expense, net                            5,923      29.9                 5,465       28.9
Other expenses                                      17       0.1                    56        0.3
                                              --------     -----              --------      -----
Loss before extraordinary item                  (4,023)    (20.3)               (2,920)     (15.5)
Extraordinary gain due to
   extinguishment of debt                        1,925       9.7                     0        0.0
                                              --------     -----              --------      -----
Net loss                                      $ (2,098)    (10.6)%            $ (2,920)     (15.5)%
                                              ========     =====              ========      =====

EBITDA (1)                                    $  6,595      33.3%             $  6,957       36.7%
</TABLE>

(1)  EBITDA represents operating income before depreciation and amortization.
     The Company has included EBITDA data (which are not a measure of financial
     performance under Generally Accepted Accounting Principles ("GAAP"))
     because it understands such data are used by certain investors to determine
     a company's historical ability to service its indebtedness. EBITDA should
     not be considered as an alternative to net income as an indicator of the
     Company's performance or as an alternative to cash flow as a measure of
     liquidity as determined in accordance with GAAP. In addition, the
     calculation of EBITDA for the Company may differ from EBITDA calculations
     of other companies.


                                       16
<PAGE>   17

THREE MONTHS ENDED JUNE 30, 2001 COMPARED TO THREE MONTHS ENDED JUNE 30, 2000

     Revenues. Revenues for the three months ended June 30, 2001 increased by
$430,000, or 4.5%, to $9.9 million from $9.5 million for the three months ended
June 30, 2000. This increase is the direct result of increases in the Company's
Internet and digital services revenues from 2000 to 2001. Basic revenues
remained constant at $7.5 million for the three months ended June 30, 2000 and
2001. Average monthly total revenues per subscriber for the three months ended
June 30, 2001 were $47.98, as compared to $45.14 for the same period last year.
These increases were primarily the result of rate increases which the Company
has taken on its cable services and increases in the Internet and digital
revenues discussed above.

     Subscribers. At June 30, 2001 the Company had 68,719 subscribers which
represents a decrease of 1,186, or 1.7%, from the 69,905 subscribers at June 30,
2000. Included in this decrease was a loss of approximately 650 subscribers
which was a direct result of recent overbuilds in the Company's Lafayette,
Alabama and Alachua, Florida systems by other franchised cable service providers
(See "Competition"). The Company believes the remaining reduction in its
subscriber base is a result of the increased availability and affordability of
competitive video services from satellite dishes and other alternatives to
traditional hard-line cable services. The Company continues to respond to this
competition with the introduction of advanced telecommunications services and
aggressive marketing campaigns.

     System Operating Expenses. System operating expenses for the three months
ended June 30, 2001 were $6.2 million, an increase of $740,000, or 13.7%, over
the three months ended June 30, 2000. As a percentage of revenues, system
operating expenses increased 5.0% from 56.9% in 2000 to 61.9% in 2001. The
primary reasons for this increase are expenses associated with the Company's
marketing campaigns, expenses associated with the Company's launch of digital
services in many of its systems, and cost increases associated with higher
programming rates and new programming launched in conjunction with rate
increases.

     Non-System Operating Expenses. Non-system operating expenses for the three
months ended June 30, 2001 were $570,000, an increase of $40,000, or 7.7%, over
the three months ended June 30, 2000. This was primarily the result of increases
in the fees paid to the Company's general partner as partially offset by a
reduction in legal fees for the same periods.

     EBITDA. As a result of the foregoing, EBITDA decreased from $3.6 million
for the three months ended June 30, 2000 to $3.2 million for the three months
ended June 30, 2001.

     Depreciation and Amortization. Depreciation and amortization increased by
$200,000, or 7.3%, from the three months ended June 30, 2000 to the three months
ended June 30, 2001 due primarily to the capital expenditures made as a part of
the Company's Tennessee system rebuild as well as Internet and digital
installations.

     Interest Expense, Net. Interest expense, net was $3.0 million for the three
months ended June 30, 2001 which represents an increase of $300,000, or 9.3%,
from the three months ended June 30, 2000. This increase was primarily the
result of $500,000 of interest on the $18 million in borrowings the Company had
outstanding against its credit facility during the three months ended June 30,
2001 while no borrowings were outstanding against its credit facility during the
three months ended June 30, 2000. The increase was partially offset by a
reduction in interest expense on the 10-3/4% Senior Notes due to the $12 million
(face value) of the Notes held by the Company.



                                       17
<PAGE>   18

     Net Loss. As a result of the foregoing factors, the Company's net loss was
$2.2 million for the three months ended June 30, 2001 as compared to $1.4
million for the three months ended June 30, 2000.

SIX MONTHS ENDED JUNE 30, 2001 COMPARED TO SIX MONTHS ENDED JUNE 30, 2000

     Revenues. Revenues for the six months ended June 30, 2001 increased
$900,000, or 4.7%, to $19.8 million from $18.9 million for the six months ended
June 30, 2000. This increase is the direct result of increases in the Company's
Internet and digital services revenues from 2000 to 2001. Basic revenues
remained constant at $15.1 million for the six months ended June 30, 2000 and
2001. As a result of rate increases implemented by the Company since January 1,
2000, as well as the increases in Internet and digital revenues discussed above,
average monthly total revenues per subscriber for the six months ended June 30,
2001 were $47.64, as compared to $44.70 for the same period last year.

     System Operating Expenses. System operating expenses for the six months
ended June 30, 2001 were $12.1 million, an increase of $1.3 million, or 12.1%,
over the six months ended June 30, 2000. As a percentage of revenues, system
operating expenses increased 4.0% from 57.1% in 2000 to 61.1% in 2001. The
primary reasons for this increase are expenses associated with the Company's
marketing campaigns, expenses associated with the Company's launch of digital
services in many of its systems, and cost increases associated with higher
programming rates and new programming launched in conjunction with rate
increases.

     Non-System Operating Expenses. Non-system operating expenses decreased from
$1.2 million for the six months ended June 30, 2000 to $1.1 million for the six
months ended June 30, 2001. This decrease was primarily due to a reduction in
legal fees.

     EBITDA. As a result of the foregoing, EBITDA decreased from $7.0 million
for the six months ended June 30, 2000 to $6.6 million for the six months ended
June 30, 2001.

     Depreciation and Amortization. Depreciation and amortization increased from
$4.4 million for the six months ended June 30, 2000 to $4.7 million for the six
months ended June 30, 2001 due primarily to the capital expenditures made as a
part of the Company's Tennessee system rebuild as well as Internet and digital
installations.

     Interest Expense, Net. Interest expense, net was $5.9 million for the six
months ended June 30, 2001 which represents an increase of $500,000, or 8.4%,
from the six months ended June 30, 2000. This increase was primarily the result
of interest on borrowings the Company had outstanding against its credit
facility during the six months ended June 30, 2001 while no borrowings were
outstanding against its credit facility during the six months ended June 30,
2000. The increase was partially offset by a reduction in interest expense on
the 10-3/4% Senior Notes due to the $12 million (face value) of the Notes held
by the Company.

     Loss before Extraordinary Item. As a result of the foregoing factors, the
Company's loss before extraordinary item increased from $2.9 million for the six
months ended June 30, 2000 to $4.0 million for the six months ended June 30,
2001.

     Extraordinary Gain due to Debt Extinguishment. On March 2, 2001 the Company
purchased $12 million (face amount) of its 10-3/4% Series B Senior Notes from
affiliates of its credit facility lenders. These Notes were purchased at a
discount price of .81 and, thus, the Company must recognize an extraordinary
gain due to debt extinguishment in 2001 as follows:


                                       18
<PAGE>   19

<TABLE>

<S>                                                           <C>            <C>
            Face value of Notes purchased                                     $12,000,000
            Purchase price of Notes                               9,720,000
            Unamortized value of costs associated
               with Notes                                           354,688
                                                                -----------
                          Subtotal                                             10,074,688
                                                                              -----------
            Extraordinary gain on extinguishment of debt                      $ 1,925,312
                                                                              ===========
</TABLE>

     Net loss. As a result of the foregoing factors, the Company had a net loss
of $2.1 million for the six months ended June 30, 2001 as compared to $2.9
million for the six months ended June 30, 2000.

EFFECTS OF NEW ACCOUNTING PRONOUNCEMENTS

     In June 1998, Statement of Financial Accounting Standards ("SFAS") No. 133,
"Accounting for Derivative Instruments and Hedging Activities" was issued. In
June 2000, the FASB issued SFAS No. 138, which amended certain provisions of
SFAS No. 133. SFAS No. 133, as amended, establishes accounting and reporting
standards for derivative instruments, including certain derivative instruments
embedded in other contracts, and for hedging activities. It requires that an
entity recognize all derivatives as either assets or liabilities in the balance
sheet and measure those instruments at fair value. The standard was effective
beginning in the first quarter of the Company's 2001 fiscal year. The adoption
of SFAS No. 133, as amended, has not had a material impact on the Company's
financial position or results of operations.

     On July 20, 2001, the FASB issued SFAS No. 142, "Goodwill and Other
Intangible Assets." SFAS No. 142 requires that goodwill and other intangible
assets with indefinite useful lives no longer be amortized, but instead tested
for impairment at least annually. Amortization of goodwill, including goodwill
recorded in past business combinations, will cease upon adoption of this
statement. SFAS No. 142 will be effective for fiscal years beginning after
December 15, 2001. The Company will adopt SFAS No. 142 beginning in the first
quarter of 2002 and is currently evaluating the impact that this standard will
have on its financial position and/or results of operations.

COMPETITION

     As more thoroughly described in the Company's Annual Report on Form 10-K
for the fiscal year ended December 31, 2000, cable television systems face
competition from alternative methods of receiving and distributing television
signals, from other sources of news, information and entertainment, and from
other cable television systems that have authority to build and operate cable
television systems within the same geographic territories as the Company
(typically referred to as "overbuilds"). In such overbuild situations the
Company may be in competition with municipalities or public or private entities
that may be better capitalized. Although the total number of such overbuilt
areas within the Company's operations remains small, overbuilds in Lafayette,
Alabama and Alachua, Florida have resulted in a loss of approximately 650
subscribers as well as reduced subscription rates in these areas. The Company is
responding to this competition through the introduction of advanced
telecommunication services and aggressive marketing campaigns.

Item 3. - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

     The Company did not hold, either during the six months ended June 30, 2001
and 2000, or at June 30, 2001 and December 31, 2000, any market risk sensitive
instruments. The Company has outstanding $88 million of its 10-3/4% Series B
Senior Notes with a fixed interest rate of 10.75%. In


                                       19
<PAGE>   20

addition, the Company has borrowings outstanding against its credit facility of
$18 million with a fixed interest rate of 11.5%.

PART II.  OTHER INFORMATION

Item 1.  Legal Proceedings

     The Company is a party to ordinary and routine litigation proceedings that
are incidental to the Company's business. Management believes that the outcome
of all pending legal proceedings will not, in the aggregate, have a material
adverse effect on the financial condition or results of operations of the
Company.

     On August 18, 2000, the Company, through its membership in the Alabama
Cable Telecommunications Association, joined other Alabama cable operators in a
pole attachment Complaint against Alabama Power Company ("APC") which was filed
with the FCC's Cable Service Bureau (the "Bureau"). The complaint was initiated
as a result of APC's imposition of significant pole rental rate increases (more
than 500% for the Company), APC's refusal to engage in good faith negotiations
and the threat, by APC, to terminate existing pole attachment agreements. The
Bureau granted the Alabama cable operators, including the Company, all relief
requested in the Complaint. Specifically, the Bureau ruled that APC had failed
to make a persuasive argument on the merits that lawful just compensation was
greater than the current rate paid by the cable operators, including the
Company, under existing pole attachment agreements. Thus, the Bureau declared
APC's new pole attachment rental rates of $38.81 void and reinstated the $7.47
rate previously in effect, as well as other terms and conditions that APC had
sought to terminate. The Bureau also placed the parties under a bargaining order
requiring good faith negotiation of a new pole attachment agreement and a new
rental rate utilizing the FCC's established formulas.

     As expected, on September 11, 2000, APC appealed the Bureau's decision to
the FCC's five Commissioner panel (the "Panel"). On May 25, 2001 the Panel
issued a final decision affirming the earlier order issued by the Bureau.

     In addition, on September 12, 2000 and May 25, 2001, APC appealed the
decisions discussed above to the U.S. Court of Appeals for the Eleventh Circuit,
which consolidated the appeals and has agreed to hear the case. Both parties
have submitted full briefs and the Court has scheduled oral arguments to begin
the week of September 10, 2001. A final decision from the Court is not expected
until 2002.

     It is also important to note that APC is not the only utility company to
propose significant pole attachment rental rate increases. For instance, Georgia
Power Company, which also provides pole attachments to the Company, has proposed
an even greater increase than APC, as well as an onerous new pole agreement.
Both the rates and the agreement are currently being challenged at the FCC.
Depending on the final outcome of these proceedings, as well as others that may
arise in the future involving other utility companies, the Company could
experience a significant increase in its pole attachment rental costs and the
results of its operations could be negatively impacted if enough of its pole
attachment rental rates increased at this pace.

Item 4.  Submission of Matters to a Vote of Security Holders

     There were no matters submitted to a vote of James' limited partners or
Finance Corp.'s sole shareholder during the second quarter of 2000.



                                       20
<PAGE>   21

Item 6.

         (a)   Exhibits.

EXHIBIT NO.        DESCRIPTION
-----------        -----------

      3.1    --    Second Amended and Restated Agreement of Limited Partnership
                   of James Cable Partners, L.P. dated as of December 29, 1999,
                   as amended by a First Amendment to Second Amended and
                   Restated Agreement of Limited Partnership dated as of March
                   1, 2001***

      3.2    --    Certificate of Limited Partnership of James Cable Partners,
                   L.P.*

      3.3    --    Articles of Incorporation of James Cable Finance Corp.*

      3.4    --    Bylaws of James Cable Finance Corp.*

      4.1    --    Indenture dated as of August 15, 1997 among James Cable
                   Partners, L.P., James Cable Finance Corp., and United States
                   Trust Company of New York, as Trustee*

      4.3    --    Credit Agreement dated as of March 2, 2001 between James
                   Cable Partners, L.P., as Borrower, and the Lenders listed
                   therein***

      4.4    --    Company Security Agreement dated as of March 2, 2001 between
                   James Cable Partners, L.P., as Grantor, and GoldenTree Asset
                   Management LLC, as agent for the Lenders***

      4.5    --    Guaranty Agreement dated as of March 2, 2001 by James Cable
                   Finance Corp., in favor of each of the Lenders***

      4.6    --    Guarantor Security Agreement dated as of March 2, 2001
                   between James Cable Finance Corp., as Grantor, and GoldenTree
                   Asset Management LLC, as agent for the Lenders***

      4.8    --    Option Agreement/Option Certificate dated as of December
                   29, 1999 by and between James Cable Partners, L.P. and James
                   Communications Partners**

      21     --    List of subsidiaries of James Cable Partners, L.P.: James
                   Cable Finance Corp. (James Cable Finance Corp. has no
                   subsidiaries)

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

*     Incorporated by reference to the corresponding exhibits to the
      Registrants' Registration Statement on Form S-4 (Registration No.
      333-35183).

**    Incorporated by reference to Exhibit (4)(h) of the registrant's Form 10-K
      as filed with the Securities and Exchange Commission for the fiscal year
      ended December 31, 1999.

***   Incorporated by reference to Exhibits (3)(a)/(10)(a) (Second Amended and
      Restated Agreement


                                       21
<PAGE>   22

      of Limited Partnership), (4)(b) (Credit Agreement), (4)(c) (Company
      Security Agreement), (4)(d) (Guaranty Agreement) and (4)(e) (Guarantor
      Security Agreement), respectively, of the registrant's Form 10-K as filed
      with the Securities and Exchange Commission for the fiscal year ended
      December 31, 2000.

(b)   Reports on Form 8-K

      None.



                                       22
<PAGE>   23
                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrants have duly caused this report to be signed on their behalf by the
undersigned, thereunto duly authorized.


                                      JAMES CABLE PARTNERS, L.P.

                                      By: James Communications Partners
                                      General Partner

                                      By: Jamesco, Inc.
                                      Partner

Date:  August 13, 2001                     By: /s/ William R. James
                                              ----------------------------------
                                           William R. James
                                           President

                                      By: James Communications Partners
                                      General Partner

                                      By: DKS Holdings, Inc.
                                      Partner

Date:  August 13, 2001                     By: /s/ Daniel K. Shoemaker
                                              ----------------------------------
                                           Daniel K. Shoemaker
                                           President (Principal financial
                                           officer and chief accounting officer)


                                      JAMES CABLE FINANCE CORP.


Date:  August 13, 2001                     By:  /s/ William R. James
                                              ----------------------------------
                                           William R. James
                                           President

Date:  August 13, 2001                     By:  /s/ Daniel K. Shoemaker
                                              ----------------------------------
                                           Daniel K. Shoemaker
                                           Treasurer (Principal financial
                                           officer and chief accounting officer)


                                       23