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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
      Form 10-K
      ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended December 31, 2010
 Commission File Numbers: 333-72440  333-72440-01
 Mediacom Broadband LLC
Mediacom Broadband Corporation*
 (Exact names of Registrants as specified in their charters)
 Delaware
    
    06-1615412Delaware
    
    06-1630167(State or other jurisdiction ofincorporation or organization)
    
    (I.R.S. Employer 
Identification Numbers)
 100 Crystal Run Road
Middletown, New York 10941  (Address of principal executive offices)
 (845) 695-2600  (Registrants telephone number)  Securities registered pursuant to Section 12(b) of the Exchange Act:
None
Securities registered pursuant to Section 12(g) of the Exchange Act:
None
 Act.  
Yes o      No þ
 Act.  
Yes þ       No o
 o þ
  o o
   Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer þ
    
    Smaller reporting company o(Do not check if a smaller reporting company)
 Act).   Yes o      No þ
   *
    
    Mediacom Broadband Corporation meets the conditions set forth in General Instruction I (1)
(a) and (b) of Form 10-K and is therefore filing this form with the reduced disclosure
format.




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##### 



MEDIACOM BROADBAND LLC
 2010 FORM 10-K ANNUAL REPORT
 TABLE OF CONTENTS
 PagePART IItem 1.
    
    Business
    
    
    4Item 1A.
    
    Risk Factors
    
    
    25Item 1B.
    
    Unresolved Staff Comments
    
    
    33Item 2.
    
    Properties
    
    
    33Item 3.
    
    Legal Proceedings
    
    
    33Item 4.
    
    Reserved
    
    
    34PART IIItem 5.
    
    Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
    
    
    35Item 6.
    
    Selected Financial Data
    
    
    35Item 7.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    38Item 7A.
    
    Quantitative and Qualitative Disclosures About Market Risk
    
    
    54Item 8.
    
    Financial Statements and Supplementary Data
    
    
    55Item 9
    
    Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
    
    
    80Item 9A.
    
    Controls and Procedures
    
    
    80Item 9B.
    
    Other Information
    
    
    82PART IIIItem 10.
    
    Directors, Executive Officers and Corporate Governance
    
    
    82Item 11.
    
    Executive Compensation
    
    
    84Item 12.
    
    Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
    
    
    84Item 13.
    
    Certain Relationships and Related Transactions, and Director Independence
    
    
    84Item 14.
    
    Principal Accounting Fees and Services
    
    
    85PART IVItem 15.
    
    Exhibits, Financial Statement Schedules
    
    
    86EX-12.1EX-21.1EX-31.1EX-31.2EX-32.1EX-32.2
     2




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Cautionary Statement Regarding Forward-Looking Statements
   

    increased levels of competition from existing and new competitors;

    lower demand for our video, high-speed data and phone services;

    our ability to successfully introduce new products and services to meet customer demands and
preferences;

    changes in laws, regulatory requirements or technology that may cause us to incur additional
costs and expenses;

    greater than anticipated increases in programming costs and delivery expenses related to our
products and services;

    changes in assumptions underlying our critical accounting policies;

    the ability to secure hardware, software and operational support for the delivery of products
and services to our customers;

    disruptions or failures of network and information systems upon which our business relies;

    our reliance on certain intellectual properties;

    our ability to generate sufficient cash flow to meet our debt service obligations;

    our ability to refinance future debt maturities or provide future funding for general
corporate purposes and potential strategic transactions, on similar terms as we currently
experience; and

    other risks and uncertainties discussed in this Annual Report for the year ended December 31,
2010 and other reports or documents that we file from time to time with the SEC.
  3




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PART I
 
 ITEM 1. BUSINESS
 Mediacom Communications Corporation
    Mediacom Broadband LLC
    2010 Developments
 New Financing
 Liquidity and Capital Resources  Capital Structure  New Financing
 4




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Going Private Transaction
   Description of Our Cable Systems
 Overview
  2010
    
    2009
    
    2008
    
    2007
    
    2006Operating Data:Core VideoEstimated homes passed(1)
    
    
    1,520,000
    
    
    
    1,514,000
    
    
    
    1,484,000
    
    
    
    1,476,000
    
    
    
    1,474,000Basic subscribers(2)
    
    
    663,000
    
    
    
    690,000
    
    
    
    717,000
    
    
    
    720,000
    
    
    
    751,000Basic penetration(3)
    
    
    43.6
    %
    
    
    45.6
    %
    
    
    48.3
    %
    
    
    48.8
    %
    
    
    50.9
    %Digital CableDigital customers(4)
    
    
    409,000
    
    
    
    378,000
    
    
    
    355,000
    
    
    
    317,000
    
    
    
    304,000Digital penetration(5)
    
    
    61.7
    %
    
    
    54.8
    %
    
    
    49.5
    %
    
    
    44.0
    %
    
    
    40.5
    %High Speed DataHSD customers(6)
    
    
    459,000
    
    
    
    428,000
    
    
    
    400,000
    
    
    
    359,000
    
    
    
    320,000HSD penetration(7)
    
    
    30.2
    %
    
    
    28.3
    %
    
    
    27.0
    %
    
    
    24.3
    %
    
    
    21.7
    %PhoneEstimated marketable phone homes(8)
    
    
    1,471,000
    
    
    
    1,465,000
    
    
    
    1,406,000
    
    
    
    1,400,000
    
    
    
    1,350,000Phone customers(9)
    
    
    175,000
    
    
    
    152,000
    
    
    
    134,000
    
    
    
    106,000
    
    
    
    71,000Phone penetration(10)
    
    
    11.9
    %
    
    
    10.4
    %
    
    
    9.5
    %
    
    
    7.6
    %
    
    
    5.3
    %Revenue Generating Units(11)
    
    
    1,706,000
    
    
    
    1,648,000
    
    
    
    1,606,000
    
    
    
    1,502,000
    
    
    
    1,446,000
 
 (1)
    
    Represents the estimated number of single residence homes, apartments and condominium units passed by
our cable distribution network. Estimated homes passed are based on the best information currently
available.(2)
    
    Represents a dwelling with one or more television sets that receives a package of over-the-air
broadcast stations, local access channels or certain satellite-delivered cable services. Accounts that
are billed on a bulk basis, which typically receive discounted rates, are converted into full-price
equivalent basic subscribers by dividing total bulk billed basic revenues of a particular system by
average cable rate charged to basic subscribers in that system. This conversion method is generally
consistent with the methodology used in determining payments made to programmers. Basic subscribers
include connections to schools, libraries, local 5




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government offices and employee households that may
not be charged for limited and expanded cable services, but may be charged for digital cable, HSD,
phone or other services. Our methodology of calculating the number of basic subscribers may not be
identical to those used by other companies offering similar services.(3)
    
    Represents basic subscribers as a percentage of estimated homes passed.(4)
    
    Represents customers receiving digital video services.(5)
    
    Represents digital customers as a percentage of basic subscribers.(6)
    
    Represents residential HSD customers and small to medium-sized commercial cable modem accounts billed
at higher rates than residential customers. Small to medium-sized commercial accounts are converted to
equivalent residential HSD customers by dividing their associated revenues by the applicable
residential rate. Customers who take our scalable, fiber-based enterprise network products and
services are not counted as HSD customers. Our methodology of calculating HSD customers may not be
identical to those used by other companies offering similar services.(7)
    
    Represents the number of total HSD customers as a percentage of estimated homes passed by our cable
distribution network.(8)
    
    Represents the estimated number of homes to which we offer phone service, and is based upon the best
information currently available.(9)
    
    Represents customers receiving phone service. Small to medium-sized commercial accounts are converted
to equivalent residential phone customers by dividing their associated revenues by the applicable
residential rate. Our methodology of calculating phone customers may not be identical to those used by
other companies offering similar services.(10)
    
    Represents the number of total phone customers as a percentage of our estimated marketable phone homes.(11)
    
    Represents the sum of basic subscribers and digital, HSD and phone customers. Our Service Areas
  Residential Services
   6




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Video
  Broadcast Basic Service.
 Family Basic Service.
 Digital Service.
 High-Definition Television.
  Digital Video Recorders.
  Video-On-Demand.
 Mediacom Online
  7




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Mediacom Phone
  Business Services
 Commercial Services
  Enterprise Networks
  Advertising
  Marketing and Sales
   8




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Customer Care
  Contact Centers
   Field Operations
  Technology
   9




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Community Relations
 Cable in the Classroom
  Franchises
     10




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Sources of Supply
 Programming
    Set-Top Boxes, Program Guides, Cable Modems and Network Equipment
  HSD and Phone Connectivity
  Digital Phone
  Competition
  11




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Direct Broadcast Satellite Providers
    Local Telephone Companies and other Overbuilders
    12




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Wireless Communication Companies
   Other Competition
 Video
   HSD
  Phone
  13




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##### Table of Contents



Advertising
   Employees
  Legislation and Regulation
 General
  Cable System Operations and Cable Services
 Federal Regulation
  Content Regulations
 Must Carry and Retransmission Consent
    per se
 14




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Availability of Analog Broadcast Signals
   Program Tiering
  Tier Buy Through
  Use of Our Cable Systems by the Government and Unrelated Third Parties
  15




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Access to Certain Programming
  Ownership Limitations
  Cable Equipment
 tm
 16




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Pole Attachment Regulation
   17




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##### Table of Contents



State and Local Regulation  Network Neutrality
   Multiple Dwelling Unit Building Wiring
  Copyright
  18




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Privacy and Data Security
  19




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Small Cable Operator Provisions
  State and Local Regulation
 Franchise Matters
  

    franchise fees;

    franchise term;
 20




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##### Table of Contents





    system construction and maintenance obligations;

    system channel capacity;

    design and technical performance;

    customer service standards;

    sale or transfer of the franchise; and

    territory of the franchise.
  HSD Service
 Federal Regulation
 State and Local Regulation  Network Neutrality
 Network Neutrality
   21




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National Broadband Plan
 Cable System Operations and Cable Services Pole Attachments Cable System Operations and Cable Services: Cable
Equipment Cable System
Operations and Cable Services: Privacy and Data Security
 Digital Millennium Copyright Act
  22




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Privacy
 Privacy and Data Security Cable System Operations and Cable Services
 International Law
  State and Local Regulation
  Voice-over-Internet Protocol Telephony Service
 Federal Law
   Federal regulatory obligations
  23




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Privacy
 Privacy and Data Security Cable System Operations and Cable Services
 State and Local Regulation
  24




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ITEM 1A.
    
    RISK FACTORS
 Risks Related to our Operations
 Our products and services face increasing competition that could adversely affect our business,
financial condition and results of operations.
      Weak economic conditions may adversely impact our business, financial condition and results of
operations.
  25




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The continuing increases in programming costs may have an adverse affect on our results of
operations.
  Greater levels of OTTV usage may have an adverse affect on our results of operations.
  We may be unable to keep pace with rapid technological change that could adversely affect our
business and our results of operations.
  We may be unable to secure necessary hardware, software, telecommunications and operational support
that may impair our ability to provision and service our customers and adversely affect our
business.
  26




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We depend on network and information systems and other technologies to operate our businesses. A
disruption or failure in such systems and technologies, or in our ability to transition from one
system to another, could have a material adverse affect on our business, financial condition and
results of operations.
  Our business depends on certain intellectual property rights and on not infringing on the
intellectual property rights of others.
  The loss of key personnel could have a material adverse effect on our business.
  27




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Risks Related to our Financial Condition
 We are exposed to risks caused by disruptions in the capital and credit markets, which could have
an adverse affect on our business, financial condition and results of operations.
  We have substantial debt, we are highly leveraged and we have significant interest payments and
debt repayments, which could limit our operational flexibility and have an adverse affect on our
financial condition and results of operations.
  
    limit our ability to obtain additional financing in the future for working capital, capital
expenditures or acquisitions;    limit our ability to refinance our indebtedness on terms acceptable to us or at all;    require us to dedicate a significant portion of our cash flow from operations to paying the
principal of and interest on our indebtedness;    limit our flexibility in planning for, or reacting to, changes in our business and the
communications industry generally;    place us at a competitive disadvantage compared with competitors that have a less significant
debt burden; and    make us more vulnerable to economic downturns and limit our ability to withstand competitive
pressures.
   28




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We are a holding company, and if our operating subsidiaries are unable to make funds available to
us, we may not be able to fund our indebtedness and other obligations.
   A default under our bank credit facility or senior notes could result in an acceleration of our
indebtedness and other material adverse effects.
    A lowering of the ratings assigned to our debt securities by ratings agencies may increase our
future borrowing costs and reduce our access to capital.
  29




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We have a history of net losses and we may continue to generate net losses in the future.
  Impairment of our goodwill and other intangible assets could cause significant losses.
   Intangibles  Goodwill and Other (ASC 350)
   Risks Related to Legislative and Regulatory Matters
 Changes in government regulation could adversely impact our business.
  30




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Restrictions on how we tier or package video programming selections could adversely impact our
business.
 a la carte
 The new program access mandates of the FCCs Comcast Order may help our competitors more than it
may benefit us.
  Denials of franchise renewals or continued absence of franchise parity can adversely impact our
business.
   Changes in carriage requirements could impose additional cost burdens on us.
  31




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Pending FCC and court proceedings could adversely affect our HSD service.
  Our phone service may become subject to additional regulation.
  Changes in pole attachment regulations or actions by pole owners could significantly increased
our pole attachment costs.
  Changes in compulsory copyright regulations could significantly increase our license fees.
  Risks Related to Mediacoms Chairman and Chief Executive Officers Controlling Position
 Mediacoms Chairman and Chief Executive Officer has the ability to control all major corporate
decisions, and a sale of his stock could result in a change of control that would have
unpredictable effects.
  32




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ITEM 1B.
    
    UNRESOLVED STAFF COMMENTS
  
 ITEM 2.
    
    PROPERTIES
   
 ITEM 3.
    
    LEGAL PROCEEDINGS
 Jim Knight v. Mediacom Communications Corp.
 Colleen Witmer v.
Mediacom Communications Corporation, et al., J. Malcolm Gray v. Mediacom Communications
Corporation, et al. Haverhill Retirement System v. Mediacom In Re Mediacom Communications Corporation Shareholders Litigation
 Wendy Kwait v. Mediacom Communications Corporation, et al
 33




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Thomas Turberg v. Mediacom Communications
Corporation, et al.
 Ella Mae Pease v. Rocco Commisso, et al.
    
 ITEM 4.
    
    RESERVED
 34




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PART II
 
 ITEM 5.
    
    MARKET FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF
EQUITY SECURITIES
  
 ITEM 6.
    
    SELECTED FINANCIAL DATA
   Year Ended December 31,2010
    
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006(10)(Amounts in thousands, expect per share data and operating data)Statement of Operations Data:Revenues
    
    $
    847,661
    
    
    $
    833,843
    
    
    $
    786,035
    
    
    $
    727,462
    
    
    $
    681,243Costs and expenses:Service costs
    
    
    354,011
    
    
    
    340,632
    
    
    
    318,040
    
    
    
    298,103
    
    
    
    270,396Selling, general and administrative expenses
    
    
    168,938
    
    
    
    166,079
    
    
    
    168,337
    
    
    
    159,314
    
    
    
    151,538Management fee expense  parent
    
    
    15,775
    
    
    
    15,487
    
    
    
    15,076
    
    
    
    13,371
    
    
    
    12,647Depreciation and amortization
    
    
    130,066
    
    
    
    116,048
    
    
    
    113,634
    
    
    
    116,678
    
    
    
    107,152Operating income
    
    
    178,871
    
    
    
    195,597
    
    
    
    170,948
    
    
    
    139,996
    
    
    
    139,510Interest expense, net
    
    
    (112,106
    )
    
    
    (112,474
    )
    
    
    (113,846
    )
    
    
    (120,673
    )
    
    
    (109,869
    )Loss on early extinguishment of debt
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (31,207
    )Gain on sale of cable systems, net
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,249
    
    
    
    (Loss) gain on derivatives, net
    
    
    (14,703
    )
    
    
    16,717
    
    
    
    (31,030
    )
    
    
    (12,946
    )
    
    
    (8,718
    )Other expense, net
    
    
    (2,230
    )
    
    
    (5,000
    )
    
    
    (5,409
    )
    
    
    (3,352
    )
    
    
    (4,954
    )Net income (loss)
    
    $
    49,832
    
    
    $
    94,840
    
    
    $
    20,663
    
    
    $
    5,274
    
    
    $
    (15,238
    )Balance Sheet Data (end of period):Total assets
    
    $
    2,329,690
    
    
    $
    2,343,835
    
    
    $
    2,444,113
    
    
    $
    2,368,687
    
    
    $
    2,324,799Total debt
    
    $
    1,865,000
    
    
    $
    1,855,000
    
    
    $
    1,796,000
    
    
    $
    1,709,533
    
    
    $
    1,596,243Total stockholders equity
    
    $
    120,047
    
    
    $
    147,928
    
    
    $
    296,463
    
    
    $
    320,190
    
    
    $
    415,355Cash Flow Data:Net cash flows provided by (used in):Operating activities
    
    $
    250,477
    
    
    $
    212,238
    
    
    $
    131,619
    
    
    $
    71,063
    
    
    $
    64,411Investing activities
    
    $
    (141,946
    )
    
    $
    (125,620
    )
    
    $
    (138,839
    )
    
    $
    (112,743
    )
    
    $
    (103,217
    )Financing activities
    
    $
    (87,084
    )
    
    $
    (90,444
    )
    
    $
    13,646
    
    
    $
    38,737
    
    
    $
    43,683Other Data:Adjusted OIBDA(1)
    
    $
    310,268
    
    
    $
    312,842
    
    
    $
    285,396
    
    
    $
    257,631
    
    
    $
    247,914Adjusted OIBDA margin(2)
    
    
    36.6
    %
    
    
    37.5
    %
    
    
    36.3
    %
    
    
    35.4
    %
    
    
    36.4
    %Ratio of
earnings to fixed charges and preferred dividends(3)
    
    
    1.22
    
    
    
    1.56
    
    
    
    1.01
    
    
    
    
    
    
    
    Operating Data: (end of period)Estimated homes passed(4)
    
    
    1,520,000
    
    
    
    1,514,000
    
    
    
    1,484,000
    
    
    
    1,476,000
    
    
    
    1,474,000Basic subscribers(5)
    
    
    663,000
    
    
    
    690,000
    
    
    
    717,000
    
    
    
    720,000
    
    
    
    751,000Digital customers(6)
    
    
    409,000
    
    
    
    378,000
    
    
    
    355,000
    
    
    
    317,000
    
    
    
    304,000HSD customers(7)
    
    
    459,000
    
    
    
    428,000
    
    
    
    400,000
    
    
    
    359,000
    
    
    
    320,000Phone customers(8)
    
    
    175,000
    
    
    
    152,000
    
    
    
    134,000
    
    
    
    106,000
    
    
    
    71,000RGUs(9)
    
    
    1,706,000
    
    
    
    1,648,000
    
    
    
    1,606,000
    
    
    
    1,502,000
    
    
    
    1,446,000
 35




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##### Table of Contents



(1)
    
    Adjusted OIBDA is not a financial measure calculated in accordance
with generally accepted accounting principles (GAAP) in the United
States. We define Adjusted OIBDA as operating income before
depreciation and amortization and non-cash, share-based compensation
charges.Adjusted OIBDA is one of the primary measures used by management to
evaluate our performance and to forecast future results. It is also a
significant performance measure in our annual incentive compensation
programs. We believe Adjusted OIBDA is useful for investors because it
enables them to access our performance in a manner similar to the
methods used by management, and provides a measure that can be used to
analyze, value and compare the companies in the cable industry, which
may have different depreciation and amortization policies, as well as
different non-cash, share-based compensation programs. Adjusted OIBDA
and similar measures are used in calculating compliance with the
covenants of our debt arrangements. A limitation of Adjusted OIBDA,
however, is that it excludes depreciation and amortization, which
represents the periodic costs of certain capitalized tangible and
intangible assets used in generating revenues in our business.
Management utilizes a separate process to budget, measure and evaluate
capital expenditures. In addition, Adjusted OIBDA has the limitation
of not reflecting the effect of our non-cash, share-based compensation
charges.Adjusted OIBDA should not be regarded as an alternative to either
operating income or net income (loss) as an indicator of operating
performance nor should it be considered in isolation or a substitute
for financial measures prepared in accordance with GAAP. We believe
that operating income is the most directly comparable GAAP financial
measure to Adjusted OIBDA.The following represents a reconciliation of Adjusted OIBDA to
operating income, which is the most directly comparable GAAP measure
(dollars in thousands): Year Ended December 31,2010
    
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006Adjusted OIBDA
    
    $
    310,268
    
    
    $
    312,842
    
    
    $
    285,396
    
    
    $
    257,631
    
    
    $
    247,914Non-cash, share-based compensation
charges(a)
    
    
    (1,331
    )
    
    
    (1,197
    )
    
    
    (814
    )
    
    
    (957
    )
    
    
    (1,252
    )Depreciation and amortization
    
    
    (130,066
    )
    
    
    (116,048
    )
    
    
    (113,634
    )
    
    
    (116,678
    )
    
    
    (107,152
    )Operating income
    
    $
    178,871
    
    
    $
    195,597
    
    
    $
    170,948
    
    
    $
    139,996
    
    
    $
    139,510
 (a)
    
    Includes approximately $26, $8, $9, $10 and $206 for the years ended
December 31, 2010, 2009, 2008, 2007 and 2006, respectively, related to the
issuance of other share-based awards.
 
 (2)
    
    Represents Adjusted OIBDA as a percentage of revenues. See Note 1 above.(3)
    
    The ratio of earnings to fixed charges and preferred dividends was 1.22,
1.56 and 1.01 for the years ended December 31, 2010, 2009 and 2008,
respectively. Earnings were insufficient to cover fixed charges and preferred dividends by $13.7
million and $34.0 million for the years ended December 31, 2007 and 2006,
respectively. Refer to Exhibit 12.1 to this Annual Report for additional
information.(4)
    
    Represents the estimated number of single residence homes, apartments and
condominium units passed by our cable distribution network. Estimated homes
passed are based on the best information currently available.(5)
    
    Represents a dwelling with one or more television sets that receives a
package of over-the-air broadcast stations, local access channels or certain
satellite-delivered cable services. Accounts that are billed on a bulk
basis, which typically receive discounted rates, are converted into
full-price equivalent basic subscribers by dividing total bulk billed basic
revenues of a particular system by the average cable rate charged to basic
subscribers in that system. This conversion method is generally consistent
with the methodology used in determining payments to programmers. Basic
subscribers include connections to schools, libraries, local government
offices and employee households that may not be charged for limited and
expanded cable services, but may be charged for digital cable, HSD, phone or
other services. Our methodology of calculating the number of basic
subscribers may not be identical to those used by other companies offering
similar services.(6)
    
    Represents customers receiving digital video services.(7)
    
    Represents residential HSD customers and small to medium-sized commercial
cable modem accounts billed at higher rates than residential customers.
Small to medium-sized commercial accounts are converted to equivalent
residential HSD customers by dividing their associated revenues by the
applicable residential rate. Customers who take our scalable, fiber-based
enterprise network products and services are not counted as HSD customers.
Our methodology of calculating HSD customers may not be identical to those
used by other companies offering similar services.(8)
    
    Represents customers receiving phone service. Small to medium-sized
commercial accounts are converted to equivalent residential phone customers
by dividing their associated revenues by the applicable residential rate.
Our methodology of calculating phone customers may not be identical to those
used by other companies offering similar services.(9)
    
    Represents the sum of basic subscribers and digital, HSD and phone customers. 36




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##### Table of Contents



(10)
    
    Effective January 1, 2006, we adopted ASC 718  Compensation  Stock
Compensation(ASC 718) (formerly SFAS No. 123(R)  Share-Based Payment).
See Note 10 in our Notes to Consolidated Financial Statements. 37




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##### Table of Contents



ITEM 7.
    
    MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
  Overview
     2010 Developments
 New Financing
  Going Private Transaction
  38




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Revenues, Costs and Expenses
      39




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Use of Non-GAAP Financial Measures
    40




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Actual Results of Operations
    Year Ended December 31, 2010 Compared to Year Ended December 31, 2009
  Year Ended December 31,2010
    
    
    2009
    
    
    $ Change
    
    
    % ChangeRevenues
    
    $
    847,661
    
    
    $
    833,843
    
    
    $
    13,818
    
    
    
    1.7
    %Costs and expenses:Service costs (exclusive of depreciation and amortization)
    
    
    354,011
    
    
    
    340,632
    
    
    
    13,379
    
    
    
    3.9
    %Selling, general and administrative expenses
    
    
    168,938
    
    
    
    166,079
    
    
    
    2,859
    
    
    
    1.7
    %Management fee expense
    
    
    15,775
    
    
    
    15,487
    
    
    
    288
    
    
    
    1.9
    %Depreciation and amortization
    
    
    130,066
    
    
    
    116,048
    
    
    
    14,018
    
    
    
    12.1
    %Operating income
    
    
    178,871
    
    
    
    195,597
    
    
    
    (16,726
    )
    
    
    (8.6
    )%Interest expense, net
    
    
    (112,106
    )
    
    
    (112,474
    )
    
    
    368
    
    
    
    (0.3
    )%(Loss) gain on derivatives, net
    
    
    (14,703
    )
    
    
    16,717
    
    
    
    (31,420
    )
    
    NMOther expense, net
    
    
    (2,230
    )
    
    
    (5,000
    )
    
    
    2,770
    
    
    
    (55.4
    )%Net income
    
    $
    49,832
    
    
    $
    94,840
    
    
    $
    (45,008
    )
    
    
    (47.5
    )%Adjusted OIBDA
    
    $
    310,268
    
    
    $
    312,842
    
    
    $
    (2,574
    )
    
    
    (0.8
    )%
  Year Ended December 31,2010
    
    
    2009
    
    
    $ Change
    
    
    % ChangeAdjusted OIBDA
    
    $
    310,268
    
    
    $
    312,842
    
    
    $
    (2,574
    )
    
    
    (0.8
    )%Non-cash, share-based compensation charges(1)
    
    
    (1,331
    )
    
    
    (1,197
    )
    
    
    (134
    )
    
    
    11.2
    %Depreciation and amortization
    
    
    (130,066
    )
    
    
    (116,048
    )
    
    
    (14,018
    )
    
    
    12.1
    %Operating income
    
    $
    178,871
    
    
    $
    195,597
    
    
    $
    (16,726
    )
    
    
    (8.6
    )%
 
 (1)
    
    Included approximately $26 and $8 for the years ended
December 31, 2010 and 2009, respectively, related to the
issuance of other share-based awards. 41




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##### Table of Contents



Revenues
  Year EndedDecember 31,2010
    
    
    2009
    
    
    $ Change
    
    
    % ChangeVideo
    
    $
    518,142
    
    
    $
    532,711
    
    
    $
    (14,569
    )
    
    
    (2.7
    )%HSD
    
    
    214,103
    
    
    
    198,200
    
    
    
    15,903
    
    
    
    8.0
    %Phone
    
    
    64,392
    
    
    
    60,600
    
    
    
    3,792
    
    
    
    6.3
    %Advertising
    
    
    51,024
    
    
    
    42,332
    
    
    
    8,692
    
    
    
    20.5
    %Total
    
    $
    847,661
    
    
    $
    833,843
    
    
    $
    13,818
    
    
    
    1.7
    %
 Year Ended December 31,
    
    
    Increase2010
    
    
    2009
    
    
    (Decrease)
    
    
    % ChangeBasic subscribers
    
    
    663,000
    
    
    
    690,000
    
    
    
    (27,000
    )
    
    
    (3.9
    )%Digital customers
    
    
    409,000
    
    
    
    378,000
    
    
    
    31,000
    
    
    
    8.2
    %HSD customers
    
    
    459,000
    
    
    
    428,000
    
    
    
    31,000
    
    
    
    7.2
    %Phone customers
    
    
    175,000
    
    
    
    152,000
    
    
    
    23,000
    
    
    
    15.1
    %RGUs (1)
    
    
    1,706,000
    
    
    
    1,648,000
    
    
    
    58,000
    
    
    
    3.5
    %Average total monthly revenue per basic subscriber (2)
    
    $
    104.42
    
    
    $
    98.77
    
    
    $
    5.65
    
    
    
    5.7
    %
 
 (1)
    
    RGUs represent the total of basic subscribers and digital, HSD and phone customers.(2)
    
    Represents total average monthly revenues for the year divided by total average
basic subscribers during such period.     42




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Costs and Expenses
     Adjusted OIBDA
  Operating Income
  Interest Expense, Net
  43




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##### Table of Contents



(Loss) Gain on Derivatives, Net
  Other Expense, Net
  Net Income
  Year Ended December 31, 2009 Compared to Year Ended December 31, 2008
  Year Ended December 31,2009
    
    
    2008
    
    
    $ Change
    
    
    % ChangeRevenues
    
    $
    833,843
    
    
    $
    786,035
    
    
    $
    47,808
    
    
    
    6.1
    %Costs and expenses:Service costs (exclusive of depreciation and amortization)
    
    
    340,632
    
    
    
    318,040
    
    
    
    22,592
    
    
    
    7.1
    %Selling, general and administrative expenses
    
    
    166,079
    
    
    
    168,337
    
    
    
    (2,258
    )
    
    
    (1.3
    )%Management fee expense
    
    
    15,487
    
    
    
    15,076
    
    
    
    411
    
    
    
    2.7
    %Depreciation and amortization
    
    
    116,048
    
    
    
    113,634
    
    
    
    2,414
    
    
    
    2.1
    %Operating income
    
    
    195,597
    
    
    
    170,948
    
    
    
    24,649
    
    
    
    14.4
    %Interest expense, net
    
    
    (112,474
    )
    
    
    (113,846
    )
    
    
    1,372
    
    
    
    (1.2
    )%Gain (loss) on derivatives, net
    
    
    16,717
    
    
    
    (31,030
    )
    
    
    47,747
    
    
    NMOther expense, net
    
    
    (5,000
    )
    
    
    (5,409
    )
    
    
    409
    
    
    
    (7.6
    )%Net income
    
    $
    94,840
    
    
    $
    20,663
    
    
    $
    74,177
    
    
    NMAdjusted OIBDA
    
    $
    312,842
    
    
    $
    285,396
    
    
    $
    27,446
    
    
    
    9.6
    %
 44




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##### Table of Contents



Year Ended December 31,2009
    
    
    2008
    
    
    $ Change
    
    
    % ChangeAdjusted OIBDA
    
    $
    312,842
    
    
    $
    285,396
    
    
    $
    27,446
    
    
    
    9.6
    %Non-cash, share-based compensation charges(1)
    
    
    (1,197
    )
    
    
    (814
    )
    
    
    (383
    )
    
    
    47.1
    %Depreciation and amortization
    
    
    (116,048
    )
    
    
    (113,634
    )
    
    
    (2,414
    )
    
    
    2.1
    %Operating income
    
    $
    195,597
    
    
    $
    170,948
    
    
    $
    24,649
    
    
    
    14.4
    %
 
 (1)
    
    Included approximately $8 and $9 for the years ended
December 31, 2009 and 2008, respectively, related to the
issuance of other share-based awards. Revenues
  Year EndedDecember 31,2009
    
    
    2008
    
    
    $ Change
    
    
    % ChangeVideo
    
    $
    532,711
    
    
    $
    512,563
    
    
    $
    20,148
    
    
    
    3.9
    %HSD
    
    
    198,200
    
    
    
    177,792
    
    
    
    20,408
    
    
    
    11.5
    %Phone
    
    
    60,600
    
    
    
    49,613
    
    
    
    10,987
    
    
    
    22.1
    %Advertising
    
    
    42,332
    
    
    
    46,067
    
    
    
    (3,735
    )
    
    
    (8.1
    )%Total
    
    $
    833,843
    
    
    $
    786,035
    
    
    $
    47,808
    
    
    
    6.1
    %
 Year Ended December 31,
    
    
    Increase2009
    
    
    2008
    
    
    (Decrease)
    
    
    % ChangeBasic subscribers
    
    
    690,000
    
    
    
    717,000
    
    
    
    (27,000
    )
    
    
    (3.8
    )%Digital customers
    
    
    378,000
    
    
    
    355,000
    
    
    
    23,000
    
    
    
    6.5
    %HSD customers
    
    
    428,000
    
    
    
    400,000
    
    
    
    28,000
    
    
    
    7.0
    %Phone customers
    
    
    152,000
    
    
    
    134,000
    
    
    
    18,000
    
    
    
    13.4
    %RGUs
    
    
    1,648,000
    
    
    
    1,606,000
    
    
    
    42,000
    
    
    
    2.6
    %Average total monthly revenue per basic subscriber
    
    $
    98.77
    
    
    $
    91.17
    
    
    $
    7.60
    
    
    
    8.3
    %
    45




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Costs and Expenses
     Adjusted OIBDA
  Operating Income
  46




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##### Table of Contents



Interest Expense, Net
  Gain (Loss) on Derivatives, Net
  Other Expense, Net
  Net Income
  Liquidity and Capital Resources
 Overview
   Net Cash Flows Provided by Operating Activities
   47




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##### Table of Contents



Net Cash Flows Used in Investing Activities
  Net Cash Flows (Used in) Provided by Financing Activities
 New Financing below).
  Capital Structure
  Bank Credit Facility
  Going Private Transaction
 New Financing
  48




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##### Table of Contents



Going Private Transaction
  Interest Rate Exchange Agreements
  Senior Notes
  Covenant Compliance and Debt Ratings
   Contractual Obligations and Commercial Commitments
  Operating
    
    
    Interest
    
    
    PurchaseDebt
    
    
    Leases
    
    
    Expense(1)
    
    
    Obligations(2)
    
    
    Total2011
    
    $
    14,000
    
    
    $
    3,044
    
    
    $
    103,371
    
    
    $
    16,290
    
    
    $
    136,7052012-2013
    
    
    28,000
    
    
    
    5,188
    
    
    
    206,644
    
    
    
    17,414
    
    
    
    257,2462014-2015
    
    
    1,256,000
    
    
    
    3,863
    
    
    
    151,514
    
    
    
    
    
    
    
    1,411,377Thereafter
    
    
    567,000
    
    
    
    3,830
    
    
    
    22,230
    
    
    
    
    
    
    
    593,060Total cash obligations
    
    $
    1,865,000
    
    
    $
    15,925
    
    
    $
    483,759
    
    
    $
    33,704
    
    
    $
    2,398,388
 49




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##### Table of Contents



*
    
    Refer to Note 5 to our consolidated financial statements
for a discussion of our long-term debt, and to Note 11 for
a discussion of our operating leases and other commitments
and contingencies.(1)
    
    Interest payments on floating rate debt and interest rate
swaps are estimated using amounts outstanding as of
December 31, 2010 and the average interest rates applicable
under such debt obligations. Interest expense amounts are
net of amounts capitalized.(2)
    
    We have contracts with programmers who provide video
programming services to our subscribers. Our contracts
typically provide that we have an obligation to purchase
video programming for our subscribers as long as we deliver
cable services to such subscribers. We have no obligation
to purchase these services if we are not providing cable
services, except when we do not have the right to cancel
the underlying contract or for contracts with a guaranteed
minimum commitment. We have included such amounts in our
Purchase Obligations above, as follows: $10.1 million for
2011, $6.9 million for 2012-2013 and $0 million for
2014-2015 and thereafter. Critical Accounting Policies
  Property, Plant and Equipment
 Entertainment  Cable Television Financial Reporting by Cable Television
Companies
 Valuation and Impairment Testing of Indefinite-lived Intangibles
  Intangibles  Goodwill and Other Goodwill and Other Intangible Assets
  50




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Unit of Accounting for Testing
Impairment of Indefinite-Lived Intangible Assets,)
      Share-based Compensation
  51




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##### Table of Contents



Recent Accounting Pronouncements
 FASB Accounting Standards Codification
 The
FASB Accounting Standards Codification tm tm
   Other Pronouncements
 Fair Value Measurements and Disclosures ( Determining Fair Value When the Volume and Level of Activity
for the Asset or the Liability Have Significantly Decreased and Identifying Transactions That Are
Not Orderly).
  
    Level 1  Quoted market prices in active markets for identical assets or liabilities.
    Level 2  Observable market based inputs or unobservable inputs that are corroborated by
market data.
    Level 3  Unobservable inputs that are not corroborated by market data.
 52




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##### Table of Contents



Fair Value as of December 31, 2010Level 1
    
    
    Level 2
    
    
    Level 3
    
    
    Total(dollars in thousands)AssetsInterest rate exchange agreements
    
    $
    
    
    
    $
    2,298
    
    
    $
    
    
    
    $
    2,298LiabilitiesInterest rate exchange agreements
    
    $
    
    
    
    $
    47,661
    
    
    $
    
    
    
    $
    47,661Interest rate exchange agreements  liabilities, net
    
    $
    
    
    
    $
    45,363
    
    
    $
    
    
    
    $
    45,363
  Fair Value as of December 31, 2009Level 1
    
    
    Level 2
    
    
    Level 3
    
    
    Total(dollars in thousands)AssetsInterest rate exchange agreements
    
    $
    
    
    
    $
    1,738
    
    
    $
    
    
    
    $
    1,738LiabilitiesInterest rate exchange agreements
    
    $
    
    
    
    $
    32,397
    
    
    $
    
    
    
    $
    32,397Interest rate exchange agreements  liabilities, net
    
    $
    
    
    
    $
    30,659
    
    
    $
    
    
    
    $
    30,659
 Improving
Disclosures about Fair Value Measurements Fair Value Measurements and Disclosures
 Intangibles  Goodwill and Other: When to
Perform Step 2 of the Goodwill Impairment Test for Reporting Units with Zero or Negative
Carrying Amounts (a consensus of the EITF)
 Inflation and Changing Prices
  53




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##### Table of Contents



ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
    Bank CreditSenior Notes
    
    
    Facilities
    
    
    TotalExpected Maturity:January 1, 2011 to December 31, 2011
    
    $
    
    
    
    $
    14,000
    
    
    $
    14,000January 1, 2012 to December 31, 2012
    
    
    
    
    
    
    14,000
    
    
    
    14,000January 1, 2013 to December 31, 2013
    
    
    
    
    
    
    14,000
    
    
    
    14,000January 1, 2014 to December 31, 2014
    
    
    
    
    
    
    14,000
    
    
    
    14,000January 1, 2015 to December 31, 2015
    
    
    500,000
    
    
    
    742,000
    
    
    
    1,242,000Thereafter
    
    
    
    
    
    
    567,000
    
    
    
    567,000Total
    
    $
    500,000
    
    
    $
    1,365,000
    
    
    $
    1,865,000Fair Value
    
    $
    505,000
    
    
    $
    1,338,015
    
    
    $
    1,843,015Weighted Average Interest Rate
    
    
    8.5
    %
    
    
    4.9
    %
    
    
    5.8
    %
 54




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##### Table of Contents



ITEM 8.
    
    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
 MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
 Contents
 PageReport of Independent Registered Public Accounting Firm
    
    
    56Consolidated Balance Sheets as of December 31, 2010 and 2009
    
    
    57Consolidated Statements of Operations for the Years Ended December 31, 2010, 2009 and 2008
    
    
    58Consolidated Statements of Changes in Members Equity for the Years Ended December 31,2010, 2009 and 2008
    
    
    59Consolidated Statements of Cash Flows for the Years Ended December 31, 2010, 2009 and 2008
    
    
    60Notes to Consolidated Financial Statements
    
    
    61Financial Statement Schedule: Schedule II  Valuation and Qualifying Accounts
    
    
    80
 55




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##### Table of Contents



Report of Independent Registered Public Accounting Firm
   
 56




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MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 
 CONSOLIDATED BALANCE SHEETS
 December 31,
    
    
    December 31,2010
    
    
    2009(Amounts in thousands)ASSETSCURRENT ASSETSCash
    
    $
    33,123
    
    
    $
    11,676Restricted cash and cash equivalents
    
    
    6,153
    
    
    
    Accounts receivable, net of allowance for doubtful accounts of $1,614 and $1,253
    
    
    53,362
    
    
    
    48,931Accounts receivable  affiliates
    
    
    46,430
    
    
    
    131,213Prepaid expenses and other current assets
    
    
    10,573
    
    
    
    6,914Total current assets
    
    
    149,641
    
    
    
    198,734Property, plant and equipment, net of accumulated
depreciation of $969,583 and $836,853
    
    
    777,488
    
    
    
    746,067Franchise rights
    
    
    1,176,908
    
    
    
    1,176,908Goodwill
    
    
    195,945
    
    
    
    195,945Subscriber lists, net of accumulated amortization of $37,266 and $35,201
    
    
    2,481
    
    
    
    4,545Other assets, net of accumulated amortization of $15,033 and $11,041
    
    
    27,227
    
    
    
    21,636Total assets
    
    $
    2,329,690
    
    
    $
    2,343,835LIABILITIES AND MEMBERS EQUITYCURRENT LIABILITIESAccounts payable, accrued expenses and other current liabilities
    
    $
    131,186
    
    
    $
    147,015Deferred revenue
    
    
    31,840
    
    
    
    31,668Current portion of long-term debt
    
    
    14,000
    
    
    
    35,500Total current liabilities
    
    
    177,026
    
    
    
    214,183Long-term debt, less current portion
    
    
    1,851,000
    
    
    
    1,819,500Other non-current liabilities
    
    
    31,617
    
    
    
    12,224Total liabilities
    
    
    2,059,643
    
    
    
    2,045,907Commitments and contingencies (Note 11)PREFERRED MEMBERS INTEREST (Note 6)
    
    
    150,000
    
    
    
    150,000MEMBERS EQUITYCapital contributions
    
    
    346,675
    
    
    
    409,675Accumulated deficit
    
    
    (226,628
    )
    
    
    (261,747
    )Total members equity
    
    
    120,047
    
    
    
    147,928Total liabilities, preferred members interest and members equity
    
    $
    2,329,690
    
    
    $
    2,343,835
  57




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MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 
 CONSOLIDATED STATEMENTS OF OPERATIONS
 Year Ended December 31,2010
    
    
    2009
    
    
    2008(Amounts in thousands)Revenues
    
    $
    847,661
    
    
    $
    833,843
    
    
    $
    786,035Costs and expenses:Service costs (exclusive of depreciation and amortization)
    
    
    354,011
    
    
    
    340,632
    
    
    
    318,040Selling, general and administrative expenses
    
    
    168,938
    
    
    
    166,079
    
    
    
    168,337Management fee expense
    
    
    15,775
    
    
    
    15,487
    
    
    
    15,076Depreciation and amortization
    
    
    130,066
    
    
    
    116,048
    
    
    
    113,634Operating income
    
    
    178,871
    
    
    
    195,597
    
    
    
    170,948Interest expense, net
    
    
    (112,106
    )
    
    
    (112,474
    )
    
    
    (113,846
    )(Loss) gain on derivatives, net
    
    
    (14,703
    )
    
    
    16,717
    
    
    
    (31,030
    )Other expense, net
    
    
    (2,230
    )
    
    
    (5,000
    )
    
    
    (5,409
    )Net income
    
    $
    49,832
    
    
    $
    94,840
    
    
    $
    20,663Dividend to preferred member
    
    
    (18,000
    )
    
    
    (18,000
    )
    
    
    (18,000
    )Net income applicable to member
    
    $
    31,832
    
    
    $
    76,840
    
    
    $
    2,663
  58




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MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 
 CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS EQUITY
 Capital
    
    
    AccumulatedContributions
    
    
    Deficit
    
    
    Total(Amounts in thousands)Balance, December 31, 2007
    
    $
    638,910
    
    
    $
    (318,720
    )
    
    $
    320,190Net income
    
    
    
    
    
    
    20,663
    
    
    
    20,663Dividend payments to related
party on Preferred members
interest
    
    
    
    
    
    
    (18,000
    )
    
    
    (18,000
    )Dividend payments to MCC
    
    
    
    
    
    
    (22,390
    )
    
    
    (22,390
    )Capital distributions to parent
    
    
    (64,000
    )
    
    
    
    
    
    
    (64,000
    )Capital contributions from parent
    
    
    60,000
    
    
    
    
    
    
    
    60,000Balance, December 31, 2008
    
    $
    634,910
    
    
    $
    (338,447
    )
    
    $
    296,463Net income
    
    
    
    
    
    
    94,840
    
    
    
    94,840Dividend payments to related
party on Preferred members
interest
    
    
    
    
    
    
    (18,000
    )
    
    
    (18,000
    )Capital distributions to parent
    
    
    (295,235
    )
    
    
    
    
    
    
    (295,235
    )Capital contributions from parent
    
    
    70,000
    
    
    
    
    
    
    
    70,000Other
    
    
    
    
    
    
    (140
    )
    
    
    (140
    )Balance, December 31, 2009
    
    $
    409,675
    
    
    $
    (261,747
    )
    
    $
    147,928Net income
    
    
    
    
    
    
    49,832
    
    
    
    49,832Dividend payments to related
party on Preferred members
interest
    
    
    
    
    
    
    (18,000
    )
    
    
    (18,000
    )Capital distributions to parent
    
    
    (63,000
    )
    
    
    3,151
    
    
    
    (59,849
    )Other
    
    
    
    
    
    
    136
    
    
    
    136Balance, December 31, 2010
    
    $
    346,675
    
    
    $
    (226,628
    )
    
    $
    120,047
  59




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MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 
 CONSOLIDATED STATEMENTS OF CASH FLOWS
 Year Ended December 31,2010
    
    
    2009
    
    
    2008(Amounts in thousands)CASH FLOWS FROM OPERATING ACTIVITIES:Net income
    
    $
    49,832
    
    
    $
    94,840
    
    
    $
    20,663Adjustments to reconcile net income to net cash flows provided by operating activities:Depreciation and amortization
    
    
    130,066
    
    
    
    116,048
    
    
    
    113,634Loss (gain) on derivatives, net
    
    
    14,703
    
    
    
    (16,717
    )
    
    
    31,030Amortization of deferred financing costs
    
    
    3,992
    
    
    
    3,560
    
    
    
    2,850Share-based compensation
    
    
    1,305
    
    
    
    1,189
    
    
    
    805Changes in assets and liabilities, net of effects from acquisitions:Accounts receivable, net
    
    
    (4,431
    )
    
    
    (2,260
    )
    
    
    1,010Accounts receivable  affiliates
    
    
    61,154
    
    
    
    9,948
    
    
    
    (37,030
    )Prepaid expenses and other assets
    
    
    (4,359
    )
    
    
    1,616
    
    
    
    (534
    )Accounts payable, accrued expenses and other current liabilities
    
    
    (1,319
    )
    
    
    3,374
    
    
    
    (1,790
    )Deferred revenue
    
    
    172
    
    
    
    1,241
    
    
    
    2,291Other non-current liabilities
    
    
    (638
    )
    
    
    (601
    )
    
    
    (1,310
    )Net cash flows provided by operating activities
    
    $
    250,477
    
    
    $
    212,238
    
    
    $
    131,619CASH FLOWS FROM INVESTING ACTIVITIES:Capital expenditures
    
    $
    (135,793
    )
    
    $
    (125,620
    )
    
    $
    (138,839
    )Investment in restricted cash and cash equivalents (Note 2)
    
    
    (6,153
    )
    
    
    
    
    
    
    Net cash flows used in investing activities
    
    $
    (141,946
    )
    
    $
    (125,620
    )
    
    $
    (138,839
    )CASH FLOWS FROM FINANCING ACTIVITIES:New borrowings of bank debt
    
    $
    824,875
    
    
    $
    444,000
    
    
    $
    735,000Repayment of bank debt
    
    
    (814,875
    )
    
    
    (385,000
    )
    
    
    (648,533
    )Dividend payment on preferred members interest
    
    
    (18,000
    )
    
    
    (18,000
    )
    
    
    (18,000
    )Capital distributions to parent (Note 7)
    
    
    (63,000
    )
    
    
    (201,572
    )
    
    
    (64,000
    )Capital contributions from parent
    
    
    
    
    
    
    70,000
    
    
    
    60,000Dividend payment to parent
    
    
    
    
    
    
    
    
    
    
    (22,390
    )Financing costs
    
    
    (9,628
    )
    
    
    
    
    
    
    (10,887
    )Other financing activities  book overdrafts
    
    
    (6,456
    )
    
    
    128
    
    
    
    (17,544
    )Net cash flows (used in) provided by financing activities
    
    $
    (87,084
    )
    
    $
    (90,444
    )
    
    $
    13,646Net increase (decrease) in cash
    
    
    21,447
    
    
    
    (3,826
    )
    
    
    6,426CASH, beginning of period
    
    
    11,676
    
    
    
    15,502
    
    
    
    9,076CASH, end of period
    
    $
    33,123
    
    
    $
    11,676
    
    
    $
    15,502SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:Cash paid during the period for interest, net of amounts capitalized
    
    $
    118,151
    
    
    $
    112,264
    
    
    $
    109,326NON-CASH TRANSACTIONS  FINANCING:Exchange of cable systems with related party (Note 8)
    
    $
    
    
    
    $
    93,663
    
    
    $
    
  60




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MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
 1.   ORGANIZATION
    2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 Basis of Preparation of Consolidated Financial Statements
  Revenue Recognition
   61




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MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
 Cash and Cash Equivalents
  Restricted cash and cash equivalents
  Allowance for Doubtful Accounts
   Concentration of Credit Risk
  Property, Plant and Equipment
  Buildings
    
    40 YearsLeasehold improvements
    
    Life of respective leaseCable systems and equipment and subscriber devices
    
    5 to 20 yearsVehicles
    
    3 to 5 yearsFurniture, fixtures and office equipment
    
    5 years
   62




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##### Table of Contents



MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
 Capitalized Software Costs
 Intangibles-Goodwill and Other: Internal-Use Software Accounting for the Costs of Computer Software Developed or Obtained for Internal Use
 Marketing and Promotional Costs
  Intangible Assets
 Intangibles  Goodwill and Other Goodwill and
Other Intangible Assets
  Unit of Accounting for Testing
Impairment of Indefinite-Lived Intangible Assets,)
 63




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MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
       Balance
 December 31, 2008
    
    $
    204,005Acquisitions
    
    
    Dispositions
    
    
    (8,060
    )Balance  December 31, 2009
    
    $
    195,945Acquisitions
    
    
    Dispositions
    
    
    Balance  December 31, 2010
    
    $
    195,945
  Other Assets
  Segment Reporting
 Segment Reporting Disclosure about Segments of an
Enterprise and Related Information
 64




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##### Table of Contents



MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
  Accounting for Derivative Instruments
 Derivatives and Hedging Accounting for Derivative Instruments and Hedging Activities, Accounting for Certain Derivative Instruments and Certain Hedging Activities-an amendment
of FASB Statement No. 133, Amendment of Statement 133 on Derivative Instruments
and Hedging Activities
 Accounting for Asset Retirement
 Asset Retirement Obligations Accounting
for Asset Retirement Obligations
  Accounting for Long-Lived Assets
 Property, Plant and Equipment Accounting for the Impairment or Disposal of Long-Lived Assets,
 65




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##### Table of Contents



MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
 Programming Costs
  Share-based Compensation
 Compensation  Stock Compensation Share-Based Payment
 Recent Accounting Pronouncements
 FASB Accounting Standards Codification
 The
FASB Accounting Standards Codification tm tm
   Other Pronouncements
 Fair Value Measurements and Disclosures ( Determining Fair Value When the Volume and Level of Activity
for the Asset or the Liability Have Significantly Decreased and Identifying Transactions That Are
Not Orderly).
 66




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MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
   
    Level 1  Quoted market prices in active markets for identical assets or liabilities.
 
    Level 2  Observable market based inputs or unobservable inputs that are corroborated by
market data.
 
    Level 3  Unobservable inputs that are not corroborated by market data.
  Fair Value as of December 31, 2010Level 1
    
    
    Level 2
    
    
    Level 3
    
    
    Total(dollars in thousands)AssetsInterest rate exchange agreements
    
    $
    
    
    
    $
    2,298
    
    
    $
    
    
    
    $
    2,298LiabilitiesInterest rate exchange agreements
    
    $
    
    
    
    $
    47,661
    
    
    $
    
    
    
    $
    47,661Interest rate exchange agreements  liabilities, net
    
    $
    
    
    
    $
    45,363
    
    
    $
    
    
    
    $
    45,363
  Fair Value as of December 31, 2009Level 1
    
    
    Level 2
    
    
    Level 3
    
    
    Total(dollars in thousands)AssetsInterest rate exchange agreements
    
    $
    
    
    
    $
    1,738
    
    
    $
    
    
    
    $
    1,738LiabilitiesInterest rate exchange agreements
    
    $
    
    
    
    $
    32,397
    
    
    $
    
    
    
    $
    32,397Interest rate exchange agreements  liabilities, net
    
    $
    
    
    
    $
    30,659
    
    
    $
    
    
    
    $
    30,659
 Improving
Disclosures about Fair Value Measurements Fair Value Measurements and Disclosures
 67




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##### Table of Contents



MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
 Intangibles  Goodwill and Other: When to
Perform Step 2 of the Goodwill Impairment Test for Reporting Units with Zero or Negative
Carrying Amounts (a consensus of the EITF)
 3.   PROPERTY, PLANT AND EQUIPMENT
  December 31,
    
    
    December 31,2010
    
    
    2009Cable systems, equipment and subscriber devices
    
    $
    1,647,329
    
    
    $
    1,491,709Vehicles
    
    
    37,275
    
    
    
    38,636Buildings and leasehold improvements
    
    
    27,762
    
    
    
    27,090Furniture, fixtures and office equipment
    
    
    29,689
    
    
    
    20,474Land and land improvements
    
    
    5,016
    
    
    
    5,0111,747,071
    
    
    
    1,582,920Accumulated depreciation
    
    
    (969,583
    )
    
    
    (836,853
    )Property, plant and equipment, net
    
    $
    777,488
    
    
    $
    746,067
 Change in Estimate  Useful lives
  Useful lives(in years)From
    
    ToPlant and equipment
    
    
    12
    
    
    
    16Customer premise equipment
    
    
    5
    
    
    
    7
    68




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##### Table of Contents



MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
 4.   ACCOUNTS PAYABLE AND ACCRUED EXPENSES
  December 31,
    
    
    December 31,2010
    
    
    2009Accrued programming costs
    
    $
    22,783
    
    
    $
    18,860Liabilities under interest rate exchange agreements
    
    
    17,970
    
    
    
    22,737Accrued taxes and fees
    
    
    16,638
    
    
    
    17,044Accrued payroll and benefits
    
    
    14,911
    
    
    
    15,252Accrued interest
    
    
    10,423
    
    
    
    16,457Advance subscriber payments
    
    
    9,331
    
    
    
    9,688Accounts payable
    
    
    7,355
    
    
    
    6,998Accrued service costs
    
    
    6,830
    
    
    
    7,232Accrued property, plant and equipment
    
    
    6,455
    
    
    
    5,671Book overdrafts (1)
    
    
    2,013
    
    
    
    8,605Accrued telecommunications costs
    
    
    1,440
    
    
    
    2,489Intercompany accounts payable and other accrued expenses
    
    
    15,037
    
    
    
    15,982Accounts payable, accrued expenses and other current liabilities
    
    $
    131,186
    
    
    $
    147,015
 
 (1)
    
    Book overdrafts represented outstanding checks in excess of
funds on deposit at our disbursement accounts. We transfer
funds from our depository accounts to our disbursement
accounts upon daily notification of checks presented for
payment. Changes in book overdrafts are reported as part of
cash flows from financing activities in our Consolidated
Statement of Cash Flows. 5.   DEBT
  December 31,
    
    
    December 31,2010
    
    
    2009Bank credit facility
    
    $
    1,365,000
    
    
    $
    1,355,00081/2% senior notes due 2015
    
    
    500,000
    
    
    
    500,0001,865,000
    
    
    
    1,855,000Less: current portion
    
    
    14,000
    
    
    
    35,500Total long-term debt
    
    $
    1,851,000
    
    
    $
    1,819,500
 Bank Credit Facility
  69




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MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
 Revolving Credit Commitments
    Term Loan D
   Term Loan F
   Interest Rate Exchange Agreements
   70




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##### Table of Contents



MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
   Covenant Compliance
   Senior Notes
 1 2 1 2 1 2 1 2
 1 2 1 2
 Covenant Compliance
   71




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##### Table of Contents



MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
 Debt Ratings
   Fair Value and Debt Maturities
  81/2% senior notes due 2015
    
    $
    505,000Bank credit facilities
    
    $
    1,338,015
  2011
    
    $
    14,0002012
    
    
    14,0002013
    
    
    14,0002014
    
    
    14,0002015
    
    
    1,242,000Thereafter
    
    
    567,000Total
    
    $
    1,865,000
 6.   PREFERRED MEMBERS INTERESTS
  7.   MEMBERS EQUITY
    72




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##### Table of Contents



MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
 8.   RELATED PARTY TRANSACTIONS
    Share Exchange Agreement between MCC and an affiliate of Morris Communications
   Asset Transfer Agreement with MCC and Mediacom LLC
    73




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##### Table of Contents



MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
   Going Private transaction
  9.   EMPLOYEE BENEFIT PLANS
  10.   SHARE-BASED COMPENSATION
 Share-based Compensation
    Share-Based Payment,
 74




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##### Table of Contents



MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
  Year Ended
    
    
    Year Ended
    
    
    Year EndedDecember 31,
    
    
    December 31,
    
    
    December 31,2010
    
    
    2009
    
    
    2008Share-based compensation expense by type of award:Employee stock options
    
    $
    168
    
    
    $
    150
    
    
    $
    78Employee stock purchase plan
    
    
    273
    
    
    
    285
    
    
    
    209Restricted stock units
    
    
    864
    
    
    
    754
    
    
    
    518Total share-based compensation expense
    
    $
    1,305
    
    
    $
    1,189
    
    
    $
    805
  Transition Election
Related to Accounting for Tax Effects of Shared-Based Payment Awards.
 Valuation Assumptions
  Employee Stock 
Option Plans
    
    
    Employee Stock 
Purchase PlansYear Ended
    
    
    Year EndedDecember 31,
    
    
    December 31,2010
    
    
    2009
    
    
    2008
    
    
    2010
    
    
    2009
    
    
    2008Dividend yield
    
    
    0
    %
    
    
    0
    %
    
    
    0
    %
    
    
    0
    %
    
    
    0
    %
    
    
    0
    %Expected volatility
    
    
    60.0
    %
    
    
    59.0
    %
    
    
    48.0
    %
    
    
    61.3
    %
    
    
    59.0
    %
    
    
    33.0
    %Risk free interest rate
    
    
    2.8
    %
    
    
    2.9
    %
    
    
    2.9
    %
    
    
    2.4
    %
    
    
    2.6
    %
    
    
    3.0
    %Expected option life (in years)
    
    
    6.3
    
    
    
    6.0
    
    
    
    6.3
    
    
    
    0.5
    
    
    
    0.5
    
    
    
    0.5
  75




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MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
  Weighted AverageRemaining
    
    
    Aggregate IntrinsicWeighted Average
    
    
    Contractual
    
    
    ValueShares
    
    
    Exercise Price
    
    
    Term (In years)
    
    
    (in thousands)Outstanding at January 1, 2010
    
    
    588,905
    
    
    $
    8.33Granted
    
    
    39,000
    
    
    
    4.79Exercised
    
    
    (6,250
    )
    
    
    3.95Forfeited
    
    
    (22,350
    )
    
    
    10.16Expired
    
    
    
    
    
    
    Outstanding at December 31, 2010
    
    
    599,305
    
    
    $
    8.08
    
    
    
    4.5
    
    
    $
    1,230Vested or expected to vest at December 31, 2010
    
    
    519,523
    
    
    $
    8.70
    
    
    
    3.9
    
    
    $
    875Exercisable at December 31, 2010
    
    
    349,180
    
    
    $
    10.92
    
    
    
    1.9
    
    
    $
    141
    Options Outstanding
    
    
    Options ExercisableWeighted
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    WeightedAverage
    
    
    Weighted
    
    
    
    
    
    
    
    
    
    
    Average
    
    
    Weighted
    
    
    AggregateNumber of
    
    
    Remaining
    
    
    Average
    
    
    Aggregate
    
    
    Number of
    
    
    Remaining
    
    
    Average
    
    
    IntrinsicRange of
    
    Shares
    
    
    Contractual
    
    
    Exercise
    
    
    Intrinsic Value
    
    
    Shares
    
    
    Contractual
    
    
    Exercise
    
    
    ValueExercise Prices
    
    Outstanding
    
    
    Life
    
    
    Price
    
    
    (In thousands)
    
    
    Outstanding
    
    
    Life
    
    
    Price
    
    
    (in thousands)$
    3.00  $12.00
    
    
    599,305
    
    
    
    4.5 years
    
    
    $
    8.08
    
    
    $
    1,230
    
    
    
    349,180
    
    
    
    1.9 years
    
    
    $
    10.92
    
    
    $
    141$
    12.01  $18.00
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    18.01  $22.00
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    599,305
    
    
    
    4.5 years
    
    
    $
    8.08
    
    
    $
    1,230
    
    
    
    349,180
    
    
    
    1.9 years
    
    
    $
    10.92
    
    
    $
    141
 76




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MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
 Restricted Stock Units
   WeightedNumber of Non-Vested
    
    
    Average GrantShare Unit Awards
    
    
    Date Fair ValueUnvested Awards at December 31, 2009
    
    
    451,525
    
    
    $
    4.81Granted
    
    
    154,200
    
    
    
    4.33Awards Vested
    
    
    (101,629
    )
    
    
    5.61Forfeited
    
    
    (21,821
    )
    
    
    4.79Unvested Awards at December 31, 2010
    
    
    482,275
    
    
    $
    4.49
 Employee Stock Purchase Plan
  11.   COMMITMENTS AND CONTINGENCIES
  2011
    
    $
    3,0442012
    
    
    2,7612013
    
    
    2,4272014
    
    
    2,0922015
    
    
    1,771Thereafter
    
    
    3,830Total
    
    $
    15,925
  77




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##### Table of Contents



MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
 Letters of Credit
  Legal Proceedings
 Jim Knight v. Mediacom Communications Corp.
 Colleen Witmer v.
Mediacom Communications Corporation, et al., J. Malcolm Gray v. Mediacom Communications
Corporation, et al. Haverhill Retirement System v. Mediacom Communications Corporation, et al. In Re Mediacom Communications Corporation Shareholders Litigation
 Wendy Kwait v. Mediacom Communications Corporation, et al
 Thomas Turberg v. Mediacom Communications
Corporation, et al
 Ella Mae Pease v. Rocco Commisso, et al
  78




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MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
    12.   SUBSEQUENT EVENTS
 Going Private Transaction
    79




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Schedule II
 MEDIACOM BROADBAND LLC AND SUBSIDIARIES
 VALUATION AND QUALIFYING ACCOUNTS
 Additions
    
    
    DeductionsBalance at
    
    
    Charged to
    
    
    Charged to
    
    
    Charged to
    
    
    Charged tobeginning
    
    
    costs and
    
    
    other
    
    
    costs and
    
    
    other
    
    
    Balance atof period
    
    
    expenses
    
    
    accounts
    
    
    expenses
    
    
    accounts
    
    
    end of periodDecember 31, 2008Allowance for
doubtful accounts:Current receivables
    
    $
    1,207
    
    
    $
    2,095
    
    
    $
    
    
    
    $
    1,614
    
    
    $
    
    
    
    $
    1,688December 31, 2009Allowance for
doubtful accounts:Current receivables
    
    $
    1,688
    
    
    $
    2,350
    
    
    $
    
    
    
    $
    2,785
    
    
    $
    
    
    
    $
    1,253December 31, 2010Allowance for
doubtful accounts:Current receivables
    
    $
    1,253
    
    
    $
    1,937
    
    
    $
    
    
    
    $
    1,576
    
    
    $
    
    
    
    $
    1,614
 
 ITEM 9.
    CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
  
 ITEM 9A. CONTROLS AND PROCEDURES
 Mediacom Broadband LLC
   Managements Report on Internal Control Over Financial Reporting
  
    pertain to the maintenance of records that in reasonable detail accurately and fairly reflect
the transactions and dispositions of the assets of Mediacom Broadband LLC;
    provide reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of
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Mediacom Broadband LLC are being made only
in accordance with authorizations of the manager of Mediacom Broadband LLC; and
    provide reasonable assurance regarding prevention or timely detection of unauthorized
acquisition, use or disposition of Mediacom Broadband LLCs assets that could have a material
effect on the financial statements.
    Mediacom Broadband Corporation
   Managements Report on Internal Control Over Financial Reporting
  
    pertain to the maintenance of records that in reasonable detail accurately and fairly reflect
the transactions and dispositions of the assets of Mediacom Broadband;
 
    provide reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of
Mediacom Broadband are being made only in accordance with authorizations of management and
directors of Mediacom Broadband; and
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
    provide reasonable assurance regarding prevention or timely detection of unauthorized
acquisition, use or disposition of Mediacom Broadbands assets that could have a material
effect on the financial statements.
    
 ITEM 9B. OTHER INFORMATION
  
 PART III
 
 ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
  Name
    
    Age
    
    PositionRocco B. Commisso
    
    
    61
    
    
    Chairman and Chief Executive Officer of MCC; Chief Executive Officer of
Mediacom Broadband LLC; and Chief Executive Officer and Director of
Mediacom Broadband CorporationMark E. Stephan
    
    
    54
    
    
    Executive Vice President and Chief Financial Officer of MCC;
Executive Vice President and Chief Financial Officer of Mediacom
Broadband LLC; and Executive Vice President and Chief Financial
Officer of Mediacom Broadband CorporationJohn G. Pascarelli
    
    
    49
    
    
    Executive Vice President, Operations of MCCItalia Commisso Weinand
    
    
    57
    
    
    Senior Vice President, Programming and Human Resources of MCCJoseph E. Young
    
    
    62
    
    
    Senior Vice President, General Counsel and Secretary of MCCCharles J. Bartolotta
    
    
    56
    
    
    Senior Vice President, Customer Operations of MCCCalvin G. Craib
    
    
    56
    
    
    Senior Vice President, Corporate Finance of MCCBrian M. Walsh
    
    
    45
    
    
    Senior Vice President and Corporate Controller of MCC
  Rocco B. Commisso
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Mark E. Stephan
 John G. Pascarelli
 Italia Commisso Weinand
 Joseph E. Young
 Charles J. Bartolotta
 Calvin G. Craib
 Brian M. Walsh
  83




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ITEM 11.
    
    EXECUTIVE COMPENSATION
  
 ITEM 12.
    
    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER
MATTERS
  
 ITEM 13.
    
    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
 Going Private Transaction
   Management Agreements
  Share Exchange Agreement and Asset Transfer Agreement
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##### Table of Contents



Other Relationships
  
 ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES
  2010
    
    
    2009Audit fees
    
    $
    460
    
    
    $
    544Audit-related fees
    
    
    24
    
    
    
    19Tax fees
    
    
    38
    
    
    
    All other fees
    
    
    
    
    
    
    Total
    
    $
    522
    
    
    $
    563
    85




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PART IV
 
 ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES
 (a)   Financial Statements
  (b)   Exhibits
  ExhibitNumber
    
    Exhibit Description2.1
    
    Asset Transfer Agreement, dated February 11, 2009, by and among MCC, certain
operating subsidiaries of Mediacom LLC and the operating subsidiaries of Mediacom
Broadband LLC(1)3.1
    
    Certificate of Formation of Mediacom Broadband LLC(2)3.2
    
    Amended and Restated Limited Liability Company Operating Agreement of Mediacom
Broadband LLC(2)3.3
    
    Certificate of Incorporation of Mediacom Broadband Corporation(2)3.4
    
    By-Laws of Mediacom Broadband Corporation(2)4.1
    
    Indenture relating to 81/2% senior notes due 2015 of Mediacom Broadband LLC and
Mediacom Broadband Corporation(3)10.1(a)
    
    Amendment and Restatement, dated as of December 16, 2004, of Credit Agreement dated
as of July 18, 2001, among the operating subsidiaries of Mediacom Broadband LLC, the
lenders thereto and JPMorgan Chase Bank, as administrative agent for the
lenders(4)10.1(b)
    
    Amendment No. 1, dated as of October 11, 2005, to the Amendment and Restatement,
dated as of December 16, 2004, of Credit Agreement, dated as of July 18, 2001, among
the operating subsidiaries of Mediacom Broadband LLC, the lenders thereto and
JPMorgan Chase Bank, as administrative agent for the lenders.(5)10.1(c)
    
    Amendment No. 2, dated as a May 5, 2006, to the Amendment and Restatement, dated as
of December 16, 2004, of Credit Agreement, dated as of July 18, 2001, among the
operating subsidiaries of Mediacom Broadband LLC, the lenders thereto and JPMorgan
Chase Bank, as administrative agent for the lenders(6)10.1(d)
    
    Amendment No. 3, dated as of June 11, 2007, to the Amendment and Restatement, dated
as of December 16, 2004, of Credit Agreement, dated as of July 18, 2001, among the
operating subsidiaries of Mediacom Broadband LLC, the lenders party thereto and
JPMorgan Chase Bank, as administrative agent for the lenders(7)10.1(e)
    
    Amendment No. 4, dated as of June 11, 2007, to the Amendment and Restatement, dated
as of December 16, 2004, of Credit Agreement, dated as of July 18, 2001, among the
operating subsidiaries of Mediacom Broadband LLC, the lenders party thereto and
JPMorgan Chase Bank, as administrative agent for the lenders(7)10.1(f)
    
    Amendment No. 5, dated as of April 23, 2010, to the Amendment and Restatement, dated
as of December 16, 2004, of Credit Agreement, dated as of July 18, 2001, among the
operating subsidiaries of Mediacom Broadband LLC, the lenders party thereto and
JPMorgan Chase Bank, as administrative agent for the
lenders(8)10.2
    
    Incremental Facility Agreement, dated as of May 5, 2006, between the operating
subsidiaries of Mediacom Broadband LLC, the lenders signatory thereto and JPMorgan
Chase Bank, N.A., as administrative agent(6)10.3
    
    Incremental Facility Agreement, dated as of May 29, 2008, between the operating
subsidiaries of Mediacom Broadband LLC, the lenders signatory thereto and JPMorgan
Chase Bank, N.A., as administrative
agent(9)10.4
    
    Incremental Facility Agreement, dated as of April 23, 2010, between the operating
subsidiaries of Mediacom Broadband LLC, the lenders signatory thereto and JPMorgan
Chase Bank, N.A., as administrative
agent(8)12.1
    
    Schedule of Computation of Ratio of
Earnings to Fixed Charges and Preferred Dividends14.1
    
    Code of
Ethics(10)
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ExhibitNumber
    
    Exhibit Description21.1
    
    Subsidiaries of Mediacom Broadband LLC31.1
    
    Rule 15d-14(a) Certifications of Mediacom Broadband LLC31.2
    
    Rule 15d-14(a) Certifications of Mediacom Broadband Corporation32.1
    
    Section 1350 Certifications of Mediacom Broadband LLC32.2
    
    Section 1350 Certifications of Mediacom Broadband Corporation
 
 (1)
    
    Filed as an exhibit to the Annual Report on Form 10-K for the fiscal
year ended December 31, 2008 of MCC and incorporated herein by
reference.(2)
    
    Filed as an exhibit to the Registration Statement on Form S-4 (File
No. 333-72440) of Mediacom Broadband LLC and Mediacom Broadband
Corporation and incorporated herein by reference.(3)
    
    Filed as an exhibit to the Current Report on Form 8-K, dated August
30, 2005, of Mediacom Broadband LLC and Mediacom Broadband Corporation
and incorporated herein by reference.(4)
    
    Filed as an exhibit to the Annual Report on Form 10-K for the fiscal
year ended December 31, 2004 of MCC and incorporated herein by
reference.(5)
    
    Filed as an exhibit to the Quarterly Report on Form 10-Q for the
quarter ended September 30, 2005 of MCC and incorporated herein by
reference.(6)
    
    Filed as an exhibit to the Quarterly Report on Form 10-Q for the
quarterly period ended March 31, 2006 of MCC and incorporated herein
by reference.(7)
    
    Filed as an exhibit to the Quarterly Report on Form 10-Q for the
quarterly period ended June 30, 2007 of MCC and incorporated herein by
reference.(8)
    
    Filed as an exhibit to the Current Report on Form 8-K, dated
April 23,
2010, of Mediacom Broadband LLC and incorporated herein by reference.(9)
    
    Filed as an exhibit to the Current Report on Form 8-K, dated May 29,
2008, of Mediacom Broadband LLC and incorporated herein by reference.(10)
    
    Filed as an exhibit to the Annual Report on Form 10-K for the fiscal
year ended December 31, 2003 of Mediacom Broadband LLC and
incorporated herein by reference. (c) Financial Statement Schedule
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SIGNATURES
  March 17, 2011
    Mediacom Broadband LLCBy:
    /s/ Mark E. StephanMark E. StephanExecutive Vice President and Chief Financial Officer  Signature
    
    Title
    
    Date/s/ Rocco B. Commisso
    
    Chief Executive Officer
    
    March 17, 2011Rocco B. Commisso
    
    (principal
executive officer)/s/ Mark E. Stephan
    
    Executive Vice President and Chief Financial
    
    March 17, 2011Mark E. Stephan
    
    Officer
(principal financial officerand principal accounting officer)
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SIGNATURES
  March 17, 2011
    Mediacom Broadband CorporationBy:
    /s/ Mark E. StephanMark E. StephanExecutive Vice President and Chief Financial Officer  Signature
    
    Title
    
    Date/s/ Rocco B. Commisso
    
    Chief Executive Officer and Director
    
    March 17, 2011Rocco B. Commisso
    
    (principal
executive officer)/s/ Mark E. Stephan
    
    Executive Vice President and Chief
    
    March 17, 2011Mark E. Stephan
    
    Financial
Officer (principal financial officerand principal accounting officer)
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Supplemental Information to be Furnished with Reports Filed Pursuant to Section 15(d) of the
Securities Exchange Act of 1934 by Registrants Which Have not Registered Securities Pursuant to
Section 12 of the Securities Exchange Act of 1934.
  90