Resolution No. _____________

Board of Supervisors, County of San Mateo, State of California

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Resolution Authorizing Execution of an Amendment to the Cable Television Franchise Agreement with TCI Cable Partners of St. Louis, L.P., Changing the Expiration Date of the Agreement to December 31, 2004.

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RESOLVED, by the Board of Supervisors of the County of San Mateo, State of California, that

WHEREAS, TCI Cable Partners of St. Louis, LP, currently marketing its services as AT&T Broadband ("AT&T") holds a cable franchise ("Franchise") with the County of San Mateo, California ("County"), which AT&T lawfully acquired from USA Media Group, LLC; and

WHEREAS, the term of AT&T's Franchise with the County is currently scheduled to expire on April 30, 2010; and

WHEREAS, AT&T entered into an agreement with Mid-Coast Television, Inc., ("MCTV"), the current provider of Public, Educational and Government (PEG) Access programming for this Franchise area, whereby AT&T agreed to shorten the term of the Franchise as part of receiving MCTV's agreement to transfer the PEG Access Agreement from USA Media Group, LLC to AT&T; and

WHEREAS, there has been presented to this Board an amendment to said Franchise agreement which shortens the term of said Franchise agreement and this Board has reviewed and considered said amendment.

NOW THEREFORE, IT IS HEREBY DETERMINED AND ORDERED that the President of this Board is hereby authorized and directed to execute said amendment to the Cable Television Franchise Agreement between the County of San Mateo and TCI Cable Partners of St. Louis, L.P., and the Clerk of this Board shall attest to the President's signature thereto.

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