Cox Communications, Inc., and Cebridge Connections, Inc., a company managed by Cequel III, LLC, today announced a definitive agreement for the purchase of Cox cable television systems serving approximately 940,000 basic cable subscribers. Financial terms were not disclosed.

The agreement includes cable television systems in West Texas, serving Lubbock, Midland, Amarillo, San Angelo and Abilene areas; North Carolina, serving Greenville, Rocky Mount, New Bern and Kinston areas; Humboldt County and Bakersfield, California; and much of Middle America Cox (MAC), primarily comprised of operations in Texas, Louisiana and Arkansas. MAC also includes certain systems in Oklahoma, Mississippi and Missouri. Excluded from the sale are some MAC operations serving Northwest Arkansas and Lafayette, Louisiana areas.

With this transaction, which is expected to close in second quarter 2006, Cebridge will become the eighth largest cable operator in the country, serving more than 1.3 million customers in a tight geographical footprint, concentrated in the central and southern United States. GS Capital Partners (the private equity arm of The Goldman Sachs Group, Inc.) and Oaktree Capital Management, LLC, are the majority investors in Cebridge and the primary equity partners in this transaction with Cebridge.

“This agreement represents a significant milestone for all of us – our investors, management team, employees and customers,” said Jerry Kent, Chief Executive Officer for both Cequel III and Cebridge. “The Cox systems are strong, well-run properties that offer considerable synergies with our existing operations – synergies that will help us accelerate our efforts to deliver world-class service to our customers. We are especially excited about welcoming an exceptional management team and workforce to our operations.”

Cox announced in March that it was exploring the sale of these operations in order to reduce debt and accelerate growth.

“This divestiture allows Cox to focus resources on our remaining tightly clustered operations and continue our commitment to rolling out telephony and advanced services companywide,” said Jim Robbins, President and CEO of Cox Communications. “We're pleased that we're selling these systems to a company with a strong financial track record and for which these operations are a great geographical fit.”

Cox Communications will have approximately 5.4 million basic cable subscribers following the transaction.

Citigroup Global Markets, Lehman Brothers, Inc., and JP Morgan Securities were retained by Cox as advisors. Goldman Sachs acted as sole financial advisor to Cebridge in connection with the acquisition of the Cox assets.

ABOUT COX COMMUNICATIONS (www.cox.com)

Cox Communications Inc., a Fortune 500 company, is a multi-service broadband communications company with approximately 6.7 million total customers, including approximately 6.3 million basic cable subscribers. The nation's third-largest cable television provider, Cox offers analog cable television under the Cox Cable brand as well as digital video service under the Cox Digital Cable brand, featuring advanced services including digital video recording, high-definition television and video-on-demand.

Cox provides an array of other communications services including local and long-distance telephone under the Cox Digital Telephone brand, high-speed Internet service under the Cox High Speed Internet brand, and home networking. Commercial voice and data services are offered via Cox Business Services. Local cable advertising, promotional opportunities and production services are sold under the Cox Media brand. Cox is an investor in programming services including Discovery Communications Inc. Cox Communications is a wholly-owned subsidiary of Cox Enterprises Inc.

ABOUT CEBRIDGE CONNECTIONS (www.cebridge.net)

Cebridge Connections is a major operator of cable TV systems, providing basic cable, digital cable, and high-speed Internet services. Today, the company serves approximately 400,000 customers in more than 20 states. Cebridge is run by Cequel III, LLC, a St. Louis-based telecommunications management firm.

ABOUT GS CAPITAL PARTNERS

Goldman Sachs is one of the oldest and largest investment banking firms and a global leader in private corporate equity and mezzanine investing. The GS Capital Partners Funds are part of the firm's Principal Investment Area in the Merchant Banking Division. Goldman Sachs' Principal Investment Area has formed 11 investment vehicles aggregating $26 billion of capital to date. With $8.5 billion in committed capital, GS Capital Partners V is the current primary investment vehicle for Goldman Sachs to make privately negotiated equity investments.

ABOUT OAKTREE CAPITAL MANAGEMENT

Oaktree Capital Management, LLC, is a Los Angeles-based private investment firm that manages approximately $27 billion in select niche investment markets for institutions, individuals, and its employee owners. The Principal Activities Group, which is OCM's global private equity arm, manages over $2.7 billion in committed capital. OCM has a long and proven track record of private equity investing.

CONTACTS:

Cox Communications:
Ellen East
404-843-5281
404-219-8910 (cell)

Anthony Surratt
404-843-5124
404-784-4784 (cell)

Cequel III:
Pete Abel
314-315-9346
314-550-7080 (cell)

Josh Holland
314-315-9335
314-799-3089 (cell)

GS Capital Partners:
Andrea Raphael
212-357-0025