SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest
event reported): March 11, 2008
Charter Communications, Inc.
(Exact name of registrant as
specified in its charter)
Delaware
(State or Other Jurisdiction of
Incorporation or Organization)
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000-27927
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43-1857213
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(Commission File
Number)
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(I.R.S. Employer
Identification Number)
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12405 Powerscourt Drive
St. Louis, Missouri
63131
(Address of principal executive
offices including zip code)
(314) 965-0555
(Registrant's telephone number,
including area code)
Not
Applicable
(Former name or former address, if
changed since last report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
5.02 Departure of Directors or Certain Officers; Appointment of Certain
Officers
On March
11, 2008, Charter Communications, Inc. ("Charter") announced that Jeffrey T.
Fisher, Executive Vice President and Chief Financial Officer, intends to resign
effective April 4, 2008. Charter also announced that
Eloise Schmitz, Charter's Senior Vice President, Strategic Planning, would be
assuming the role of Interim Chief Financial Officer effective April 4,
2008.
Ms.
Schmitz, 43, was promoted to her current position in August 2006. She
has been employed in several management positions with Charter since July 1998,
when she joined as Vice President, Finance & Acquisitions and Assistant
Secretary. Prior to joining Charter, Ms. Schmitz served as Vice
President, Group Manager, of the Franchise and Communications Group for
Mercantile Bank, now US Bank, in St. Louis from 1992 to 1998. Ms.
Schmitz received a bachelor's degree in Finance from Tulane
University.
On August
1, 2007, Charter executed an amended and restated employment agreement with Ms.
Schmitz (the “Agreement”). The Agreement provides that Ms. Schmitz shall
serve as Senior Vice President, Strategic Planning initially reporting to the
Chief Executive, at a salary of $365,575 per annum, to be reviewed on an annual
basis. The Agreement also provides for her participation in the 2001 Stock
Incentive Plan. She is a participant in the incentive bonus plan with a target
bonus of at least 50% of salary, the Executive Cash Award Plan and to receive
such other employee benefits as are available to other senior
executives. The Agreement contains a two-year non-compete provision
and a two year non-solicitation clause. The term of the Agreement is
three years from the effective date of the Agreement.
The press
release announcing Mr. Fisher's resignation and Ms. Schmitz's appointment is
attached hereto as Exhibit 99.1.
Item
9.01 Financial Statements and Exhibits
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Exhibit
99.1
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Press
Release announcing departure of Chief Financial Officer and appointment of
Interim Chief Financial
Officer.*
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* filed
herewith
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, Charter
Communications, Inc. has duly caused this Current Report to be signed on its
behalf by the undersigned hereunto duly authorized.
CHARTER COMMUNICATIONS, INC.
Registrant
Dated: March
11, 2008
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By:/s/ Kevin D.
Howard
Name:
Kevin D. Howard
Title:
Vice President, Controller and
Chief
Accounting
Officer
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