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BERNICK AND LIFSON <br />A PROFESSIONAL ASSOCIATION <br />The character qualifications of Meredith, as well as its <br />owners are satisfactory. Meredith has provided information showing <br />that neither it nor any principal or parent has ever been convicted <br />in a criminal proceeding of any crimes against character. <br />Meredith has provided the Commission with the following <br />corporate and partnership documents: <br />North Central Cable Communications Corporation Stock Purchase <br />Agreement <br />North Central Cable Communications Corporation Interim Stock <br />Purchase Agreement <br />Meredith /New Heritage Strategic Partners L.P. Restated <br />Agreement of Limited Partnership <br />Meredith /New Heritage Partnership Agreement <br />New Heritage Associates Partnership Agreement <br />Meredith Corporation 1991 Annual Report <br />Secretary's Certificates of Ingersoll Group, Inc., Meredith <br />Corporation and Meredith Cable, Inc. certifying their <br />respective Articles of Incorporation and Bylaws <br />Based upon review of the information provided, it would appear <br />that the Commission could not withhold approval of the transfer <br />based upon the legal or character qualifications of Meredith, its <br />principals, or the entities which retain ownership interest in <br />Meredith. <br />V. <br />TECHNICAL ABILITY <br />The technical ability factor relates to the technical <br />expertise and experience of Meredith in operating and maintaining <br />a cable system. This analysis focuses on the current and former <br />experience of the proposed Transferee. Since Meredith is a newly <br />created entity, it is necessary to review the cable management <br />performance and experience of the individuals who will manage <br />Meredith. The Commission has been provided with information <br />regarding the experience of the principles of the proposed new <br />owners. The entire management team were previously involved in the <br />5 <br />Page 77 <br />