Obligation ComcastX 5.7% ( US20030NAW11 ) en USD

ComcastX

100 % ⇌

Etas-Unis

US20030NAW11 ( en USD )

5.7% par an ( paiement semestriel )

15/05/2018 - Obligation échue

Prospectus brochure de l'obligation Comcast US20030NAW11 en USD 5.7%, échue

2 000 USD

1 000 000 000 USD

20030NAW1

NR

NR

Comcast est une entreprise américaine de médias et de télécommunications offrant des services de télévision par câble, d'internet haut débit, de téléphonie et de services sans fil.

L'Obligation émise par ComcastX ( Etas-Unis ) , en USD, avec le code ISIN US20030NAW11, paye un coupon de 5.7% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 15/05/2018

L'Obligation émise par ComcastX ( Etas-Unis ) , en USD, avec le code ISIN US20030NAW11, a été notée NR par l'agence de notation Moody's.

L'Obligation émise par ComcastX ( Etas-Unis ) , en USD, avec le code ISIN US20030NAW11, a été notée NR par l'agence de notation Standard & Poor's ( S&P ).

Prospectus Supplement
424B2 1 d424b2.htm PROSPECTUS SUPPLEMENT
Table of Contents
Filed Pursuant to Rule 424(B)(2)
Registration No. 333-132750
PROSPECTUS SUPPLEMENT
(To prospectus dated March 27, 2006)

$1,000,000,000 5.70% Notes due 2018
$1,000,000,000 6.40% Notes due 2038
The Notes due 2018 will bear interest at a rate of 5.70% per year and will mature on May 15, 2018 and the Notes
due 2038 will bear interest at a rate of 6.40% per year and will mature on May 15, 2038. We will pay interest on
the Notes due 2018 on May 15 and November 15 of each year, beginning November 15, 2008. We will pay interest
on the Notes due 2038 on May 15 and November 15 of each year, beginning November 15, 2008. We may redeem
any of the notes at any time by paying the greater of the principal amount of such notes or a "make-whole"
amount, plus, in each case, accrued and unpaid interest. See "Description of the Notes -- Optional Redemption."
The notes will be unsecured and will rank equally with all of our unsecured and unsubordinated indebtedness. The
notes will be fully and unconditionally guaranteed by our wholly-owned cable subsidiaries named in this
prospectus supplement and in the accompanying prospectus.
Investing in the notes involves risks that are described in the "Risk Factors" section of our Annual Report
on Form 10-K for the year ended December 31, 2007.

Underwriters'
Proceeds to Us Before

Price to Investors
Discount
Expenses

Per note due 2018(1)

99.976%

0.450%

99.526%
Total

$ 999,760,000
$ 4,500,000
$
995,260,000
Per note due 2038(1)

99.786%

0.875%

98.911%
Total

$ 997,860,000
$ 8,750,000
$
989,110,000

(1) Plus accrued interest, if any, from May 7, 2008, if settlement occurs after that date.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved
of these securities or determined if this prospectus supplement or the accompanying prospectus is truthful or
complete. Any representation to the contrary is a criminal offense.
The notes will be ready for delivery only through The Depository Trust Company and its participants, including
Euroclear and Clearstream, in book-entry form on or about May 7, 2008.

Joint Book-Running Managers

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Prospectus Supplement
Citi
Deutsche Bank Securities

Merrill Lynch & Co.
UBS Investment Bank

Banc of America Securities LLC
Barclays Capital
BNP PARIBAS
Daiwa Securities America Inc.
Goldman, Sachs & Co.
JPMorgan
Mitsubishi UFJ Securities
Morgan Stanley
The Royal Bank of Scotland

Wachovia Securities

Lehman Brothers

SunTrust Robinson Humphrey
Lloyds TSB Corporate Markets
Mizuho Securities USA Inc.
Piper Jaffray
BNY Mellon Capital Markets, LLC

Blaylock & Company, Inc.

Guzman & Company

Loop Capital Markets, LLC
Ramirez & Co., Inc.

The Williams Capital Group, L.P.
Cabrera Capital Markets, LLC

M.R. Beal & Company

Siebert Capital Markets

The date of this prospectus supplement is May 2, 2008.
CALCULATION OF REGISTRATION FEE

Maximum
Amount
Aggregate
Amount Of
Title Of Each Class
To Be
Offering
Registration
Of Securities To Be Registered

Registered

Price

Fee(1)
5.70% Notes due 2018
$1,000,000,000
100%

$39,300
6.40% Notes due 2038
$1,000,000,000
100%

$39,300
(1) Calculated in accordance with Rule 457(r) of the Securities Act of 1933.

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Prospectus Supplement
Table of Contents
TABLE OF CONTENTS

Prospectus Supplement

Page
Prospectus Supplement Summary

S-1
Use of Proceeds

S-3
Ratio of Earnings to Fixed Charges

S-4
Description of the Notes

S-4
Underwriting

S-9
Legal Matters
S-12
Prospectus
The Companies

1
Caution Concerning Forward-Looking Statements

3
Use of Proceeds

3
Dividend Policy

3
Ratios of Earnings to Fixed Charges

4
Ratios of Earnings to Combined Fixed Charges and Preferred Dividends

4
Description of Debt Securities and Cable Guarantees

5
Global Securities

19
Description of Capital Stock

21
Plan of Distribution

26
Legal Matters

27
Experts

27
Available Information

27
Incorporation of Certain Documents by Reference

28
You should rely only on the information contained or incorporated by reference in this prospectus supplement, the
accompanying prospectus and the free writing prospectus relating to the notes. We have not, and the underwriters
have not, authorized any other person to provide you with different information. If anyone provides you with
different or inconsistent information, you should not rely on it. We are not, and the underwriters are not, making an
offer to sell these securities in any jurisdiction where the offer or sale is not permitted. You should assume that the
information appearing in this prospectus supplement, the accompanying prospectus and the documents
incorporated by reference is accurate only as of their respective dates. Our business, financial condition, results of
operations and prospects may have changed since those dates.

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Table of Contents
PROSPECTUS SUPPLEMENT SUMMARY
The Companies
Comcast Corporation
We are the largest cable operator in the United States and offer a variety of entertainment and communications
products and services. As of March 31, 2008, our cable systems served approximately 24.7 million video
subscribers, 14.1 million high-speed Internet subscribers and 5.2 million phone subscribers and passed
approximately 49.9 million homes in 39 states and the District of Columbia.
We classify our operations in two reportable segments: Cable and Programming.
Our Cable segment, which generates approximately 95% of our consolidated revenue, manages and operates our
cable systems, including video, high-speed Internet and phone services ("cable services"). The majority of our
Cable segment revenue is earned from monthly subscriptions for these cable services. Other revenue sources
include advertising and the operation of our regional sports and news networks.
Our Programming segment consists primarily of our consolidated national programming networks, including E!,
The Golf Channel, VERSUS, G4 and Style. Revenue from our Programming segment is earned primarily from the
sale of advertising and from monthly per subscriber license fees paid by multichannel video programming
distributors.
For a description of our business, financial condition, results of operations and other important information
regarding us, see our filings with the SEC incorporated by reference in the accompanying prospectus. For
instructions on how to find copies of these and our other filings incorporated by reference in the accompanying
prospectus, see "Available Information" in the accompanying prospectus.
Our principal executive office is located at One Comcast Center, Philadelphia, Pennsylvania 19103-2838. Our
telephone number is (215) 286-1700. The address of our web site is www.comcast.com. The information on our
web site is not part of this prospectus supplement or the accompanying prospectus.
Cable Guarantors
Our obligations, including the payment of principal, premium, if any, and interest on the notes will be fully and
unconditionally guaranteed by each of Comcast Cable Communications, LLC, Comcast Cable Communications
Holdings, Inc., Comcast Cable Holdings, LLC, Comcast MO Group, Inc. and Comcast MO of Delaware, LLC. In
this prospectus supplement, we refer to these guarantors as the cable guarantors and to these guarantees as the
cable guarantees.
The cable guarantees will not contain any restrictions on the ability of any cable guarantor to:

· pay dividends or distributions on, or redeem, purchase, acquire, or make a liquidation payment with

respect to, any of that cable guarantor's capital stock; or

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· make any payment of principal, interest or premium, if any, on or repay, repurchase or redeem any debt

securities of that cable guarantor.
Each cable guarantor's principal place of business is One Comcast Center, Philadelphia, Pennsylvania 19103-2838.
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Table of Contents
The Offering
Issuer
Comcast Corporation.
Securities Offered
$1,000,000,000 aggregate principal amount of 5.70% Notes due 2018.

$1,000,000,000 aggregate principal amount of 6.40% Notes due 2038.
Maturity
The Notes due 2018 will mature on May 15, 2018.

The Notes due 2038 will mature on May 15, 2038.
Interest
Interest on the Notes due 2018 will accrue at the rate of 5.70% per year,
payable semi-annually in cash in arrears on May 15 and November 15,
beginning on November 15, 2008. Interest on the Notes due 2038 will
accrue at the rate of 6.40% per year, payable semi-annually in cash in
arrears on May 15 and November 15, beginning on November 15, 2008.
Ranking
The notes will be unsecured and will rank equally with all of our
unsecured and unsubordinated indebtedness.
Cable Guarantors
Comcast Cable Communications, LLC, Comcast Cable
Communications Holdings, Inc., Comcast Cable Holdings, LLC,
Comcast MO Group, Inc. and Comcast MO of Delaware, LLC.
Cable Guarantees
The cable guarantors will fully and unconditionally guarantee the
notes, including the payment of principal, premium, if any, and
interest. The cable guarantees will rank equally with all other general
unsecured and unsubordinated obligations of the cable guarantors.
Optional Redemption
We may redeem all or part of the notes at our option at a redemption
price equal to the greater of:

· 100% of the principal amount of the notes being redeemed; and

· the Make-Whole Amount, as defined in "Description of the Notes -- Optional

Redemption" in this prospectus supplement for the notes being redeemed;
plus accrued and unpaid interest to the redemption date.
Use of Proceeds
We intend to use the proceeds from this offering, after deducting fees
and expenses related to this offering, for working capital and general
corporate purposes, which may include funding repurchases of
common stock, repayment of a portion of our 6.2% Notes due 2008
and 9.0% Senior Debentures due 2008 and repayment of commercial
paper. As of May 1, 2008, our commercial paper had a weighted
average interest rate of 3.18% and an average maturity of 16 days.

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Book Entry
The notes will be issued in book-entry form and will be represented by
global notes deposited with, or on behalf of, DTC and registered in the
name of DTC or its nominees. Beneficial interests in any of the notes will
be shown on, and transfers will be effected only through, records
maintained by DTC or its nominee or indirectly through organizations
which have accounts with DTC, including Euroclear and Clearstream, and
these beneficial interests may not be exchanged for certificated notes,
except in limited circumstances. See "Description of the Notes -- Book-
Entry System" in this prospectus supplement.

S-2
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USE OF PROCEEDS
We intend to use the proceeds from this offering, after deducting fees and expenses related to this offering, for
working capital and general corporate purposes, which may include funding repurchases of common stock,
repayment of a portion of our 6.2% Notes due 2008 and 9.0% Senior Debentures due 2008 and repayment of
commercial paper. As of May 1, 2008, our commercial paper had a weighted average interest rate of 3.18% and an
average maturity of 16 days.

S-3
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RATIO OF EARNINGS TO FIXED CHARGES
Our ratio of earnings to fixed charges was as follows for the respective periods indicated:

Year Ended December 31
Three Months

Ended
2003

2004

2005

2006

2007

March 31, 2008
--(1)

1.94x(2)

1.92x(2)

2.75x

2.85x

2.96x

(1) For the year ended December 31, 2003, we had a $88 million deficiency of earnings to fixed charges.
(2) In July 2006, in connection with certain transactions with Adelphia and Time Warner, we transferred our previously owned cable
systems located in Los Angeles, Cleveland and Dallas to Time Warner Cable. These cable systems are presented as discontinued
operations for the years ended on or before December 31, 2006. Accordingly, we have adjusted the ratio of earnings to fixed charges
to reflect the impact of discontinued operations. Prior to this adjustment, the ratio of earnings to fixed charges for the years ended
December 31, 2005 and 2004 was 2.01x and 1.97x, respectively.
For purposes of calculating the ratio of earnings to fixed charges, earnings is the amount resulting from (1) adding
(a) pretax income from continuing operations before adjustment for minority interests in consolidated subsidiaries
or income or loss from equity investees, (b) fixed charges, (c) amortization of capitalized interest, (d) distributed
income of equity investees and (e) our share of pre-tax losses of equity investees for which charges arising from
guarantees are included in fixed charges and (2) subtracting (i) interest capitalized, (ii) preference security dividend
requirements of consolidated subsidiaries and (iii) the minority interest in pre-tax income of subsidiaries that have
not incurred fixed charges. Fixed charges is the sum of (w) interest expensed and capitalized, (x) amortized
premiums, discounts and capitalized expenses related to indebtedness, (y) an estimate of the interest within rental
expense and (z) preference security dividend requirements of our consolidated subsidiaries. Preferred security
dividend is the amount of pre-tax earnings that is required to pay the dividends on outstanding preference
securities.
DESCRIPTION OF THE NOTES
We are offering $1,000,000,000 aggregate principal amount of our 5.70% Notes due 2018 and $1,000,000,000
aggregate principal amount of our 6.40% Notes due 2038. The Notes due 2018 and Notes due 2038 will each be a
separate series of securities issued under an indenture, dated as of January 7, 2003 and amended as of March 25,
2003, among us, the cable guarantors and The Bank of New York, as trustee. The notes will be our direct
unsecured and unsubordinated obligations and will be fully and unconditionally guaranteed by Comcast Cable
Communications, LLC, Comcast Cable Communications Holdings, Inc., Comcast Cable Holdings, LLC, Comcast
MO Group, Inc. and Comcast MO of Delaware, LLC, referred to as the cable guarantors, as described below. The
terms of the notes include those stated in the indenture and those made part of the indenture by reference to the
Trust Indenture Act of 1939, as amended. The indenture provides that we will have the ability to issue securities
with terms different from those of the notes. We also have the ability to "reopen" a series of these notes and issue
additional notes of such series. Additional notes of such series will be consolidated with and form a single series
with the notes then outstanding of such series. Copies of the indenture and the form of notes are available from us
upon request.
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Document Outline

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