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UNITED STATES SECURITIES AND EXCHANGE ~~COMMISSIONWASHINGTON~~COMMISSION WASHINGTON, D.C. 20549

FORM 8-K

Current Report

Pursuant to Section 13 or 15(d) ~~ofThe~~ of The Securities Exchange Act of 1934

Date of Report (date of earliest event reported): ~~October 10~~January 26, ~~2003~~ 2005

OLYMPUS COMMUNICATIONS, L.P.~~OLYMPUS~~ OLYMPUS CAPITAL ~~CORPORATIONFRONTIERVISION~~CORPORATION FRONTIERVISION OPERATING PARTNERS, L.P. FRONTIERVISION CAPITAL CORPORATION ~~CORPORATIONFRONTIERVISION~~FRONTIERVISION HOLDINGS, L.P. FRONTIERVISION HOLDINGS CAPITAL ~~CORPORATIONFRONTIERVISION~~CORPORATION FRONTIERVISION HOLDINGS CAPITAL II ~~CORPORATIONARAHOVA~~CORPORATION ARAHOVA COMMUNICATIONS, INC. (Exact name of registrants as specified in their respective charters)

Delaware	333-19327	25-1622615
Delaware Delaware Delaware Delaware Delaware Delaware Delaware Delaware		333-19327 333-19327-01 333-9535 333-9535-01 333-36519 333-36519-01 333-75567-01 0-16899	25-1622615 23-2868925 84-1316775 84-1353734 84-1432334 84-1432976 84-1481765 25-1844576
Delaware	333-19327-01	23-2868925
(State or other jurisdiction of incorporation)		(Commission File Numbers)	(IRS Employer Identification Nos.)
Delaware	333-9535	84-1316775
Delaware	333-9535-01	84-1353734
Delaware	333-36519	84-1432334
Delaware	333-36519-01	84-1432976
Delaware	333-75567-01	84-1481765
Delaware	0-16899	25-1844576
(State or other jurisdiction of	(Commission File Numbers)	(IRS Employer Identification Nos.)
incorporation)

5619 DTC Parkway – —Greenwood Village, CO 80111 (Address of principal executive offices) (Zip Code)

~~Registrants’~~Registrant's telephone number, including area code (303) 268-6300

~~Item~~Check 5the 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 (see General Instruction A.2. ~~Other~~below): ~~Events~~

o: Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o: Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o: Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o: Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

On ~~October~~ ~~10, 2003, Amendment No. 9~~ toItem ~~Adelphia Communications Corporation's (the "Company") $~~1.~~5 billion debtor-in-possession credit facility (the "DIP Facility") became effective~~01. A ~~copy~~Entry ~~of Amendment~~into ~~No.~~a 9Material toDefinitive ~~the DIP Facility is attached to this filing as Exhibit 10~~Agreement.1.

~~Item~~ On 9January 26, 2005, Adelphia Communications Corporation (the "Company") and certain of its subsidiaries, including the registrants, entered into a commitment letter and a related fee letter with JPMorgan Chase Bank, N.A., ~~Regulation~~J.P. FDMorgan ~~Disclosure~~Securities Inc., Citigroup Global Markets Inc. and Citicorp North America, Inc. (collectively, the "Committed Banks") pursuant to which, and subject to the terms and conditions set forth therein, the Committed Banks have agreed to provide a portion of and to syndicate an extended debtor-in-possession credit facility (the "Extended DIP Facility"). The terms of the commitment letter contemplate, among other things (i) the extension of the maturity date from March 31, 2005, the maturity date under the Company's existing debtor-in-possession credit facility (the "Existing DIP Facility"), to March 31, 2006, (ii) an increase in the aggregate commitments of the lenders from $1.0 billion, representing the aggregate commitments of the lenders under the Existing DIP Facility, to $1.3 billion, comprised of an $800 million revolving credit facility (including a $500 million letter of credit subfacility) and a $500 million loan, and (iii) a decrease in the borrowing margins with respect to loans made under the Extended DIP Facility. The commitment letter and the related fee letter will not become binding upon the Company or its subsidiaries party thereto unless and until such agreements are approved by the United States Bankruptcy Court for the Southern District of New York (the "Bankruptcy Court"). The Company and its subsidiaries intend to file a motion with the Bankruptcy Court seeking the approval of the commitment letter and the related fee letter and the consummation of the transactions contemplated thereby.

~~Operating~~ A copy ~~Reports~~of the commitment letter is attached to this filing as Exhibit 10.01 and is incorporated herein by reference, and the foregoing summary of the terms and conditions of the commitment letter is qualified in its entirety by reference to such exhibit.

OnAs ~~October~~previously 24announced, ~~2003,~~a syndicate of financial institutions have committed to provide to the Company ~~and~~up ~~certain~~to ~~other~~$8.8 billion ~~debtor-~~in~~-possession~~ ~~subsidiaries~~exit offinancing in connection with the Company's emergence ~~filed~~from ~~their~~bankruptcy. ~~unaudited~~Certain ~~consolidated~~of ~~Monthly~~the ~~Operating~~Committed ~~Report~~Banks (are members of the ~~“Adelphia Operating~~syndicate ~~Report”)~~of ~~for~~financial institutions that have committed to provide such exit financing to the ~~month~~Company. In addition, certain of ~~September~~the ~~2003~~Committed ~~with~~Banks were lenders and agents under certain of the ~~United~~Company's ~~States Bankruptcy~~and ~~Court~~its ~~for~~subsidiaries' pre-petition credit facilities. As previously announced, the ~~Southern~~Official ~~District~~Committee of Unsecured ~~New~~Creditors ~~York~~and (the ~~“Bankruptcy Court”).~~Official ~~Exhibit~~Committee ~~99.1~~of toEquity ~~this~~Holders ~~Current~~appointed ~~Report~~in onthe ~~Form~~bankruptcy ~~8-K~~cases ~~contains~~of the ~~unaudited~~Company and its subsidiaries previously have initiated or propose to initiate, respectively, ~~consolidated~~an ~~financial~~adversary ~~statements~~proceeding against the lenders and agents under the ~~Bankruptcy~~Company's ~~Court~~and ~~reporting~~its ~~schedules~~subsidiaries' pre-petition credit agreements. A more complete description of such adversary proceeding is set forth in the ~~Adelphia~~Company's ~~Operating~~Annual Report on Form 10-K for the fiscal year ended December 31, 2003 (the "2003 Form 10-K") as filed with the ~~Bankruptcy~~Securities ~~Court~~and Exchange Commission. The foregoing summary of such adversary proceeding is qualified in its entirety by reference to the description of such adversary proceeding in such 2003 Form 10-K.

~~The Company~~Cautionary ~~cautions~~Statement ~~readers~~Regarding ~~not~~Forward-Looking to place undue reliance upon the information contained in the Adelphia Operating Report, which contains unaudited information, and is in the format prescribed by applicable bankruptcy laws. The Adelphia Operating Report is subject to revision. The Adelphia Operating Report also contains information for periods, which may be shorter or otherwise different from those contained in the Company’s reports pursuant to the Securities Exchange Act of 1934, as amended (the “Exchange Act”).Statements

~~Limitation~~ This onreport includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the ~~Incorporation~~Securities byExchange ~~Reference~~Act of 1934, as amended. All statements regarding the Company's and its subsidiaries' and affiliates' expected future financial position, results of operations, cash flows, process for sale of the Company, restructuring and financing plans, expected emergence from bankruptcy, business strategy, budgets, projected costs, capital expenditures, network upgrades, products and services, competitive positions, growth opportunities, plans and objectives of management for future operations, as well as statements that include words such as "anticipate," "if," "believe," "plan," "estimate," "expect," "intend," "may," "could," "should," "will," and other similar expressions are forward-looking statements. Such forward-looking statements are inherently uncertain, and readers must recognize that actual results may differ materially from the Company's expectations. The Company does not undertake a duty to update such forward-looking statements. Factors that may cause actual results to differ materially from those in the

~~In accordance with general instruction B.~~2 of Form 8-K, the Adelphia Operating Report and the other information contained in this report (including exhibits) that is being furnished pursuant to Item 9 of Form 8-K shall not be deemed to be “filed” for the purposes of Section 18 of the Exchange Act or otherwise subject to liabilities of that section, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), except as expressly set forth in such filing. This report will not be deemed an admission as to the materiality of any information in the report that is required to be disclosed solely by Regulation FD.

~~Cautionary~~forward-looking statements ~~Statement~~include those discussed under the heading "Risk Factors" in the 2003 Form 10-K and the Company's pending bankruptcy proceeding, results of litigation ~~Regarding~~against ~~Financial~~the Company and ~~Operating~~government ~~Data~~investigations of the Company, the effects of government regulation including the actions of local cable franchising authorities, the availability of financing, actions of the Company's competitors, results and impacts of the process to sell the Company or its assets, pricing and availability of programming, equipment, supplies, and other inputs, the Company's ability to upgrade its network, technological developments, and changes in general economic conditions. Many of these factors are outside of the Company's control.

As a result of actions taken by management during the time it was controlled by the Rigas family: (a) the Company has not yet completed its financial statements as of or for the years ended December 31, 2002 and 2001, or received its independent public accountants’ report thereon or filed with the Securities and Exchange Commission (the “Commission”) its Annual Report on Form 10-K for the years ended December 31, 2002 and 2001; (b) the Company’s former independent public accountants, Deloitte & Touche LLP, suspended their auditing work on the Company’s financial statements as of and for the year ended December 31, 2001 and withdrew their audit report with respect to the year ended December 31, 2000; (c) the Company has not yet completed its financial statements or filed with the Commission its Quarterly Report on Form 10-Q as of and for the quarterly periods ended June 30, 2003 or March 31, 2003; (d) the Company has not yet completed its financial statements or filed with the Commission its Quarterly Report on Form 10-Q as of and for the quarterly periods ended September 30, 2002, June 30, 2002 or March 31, 2002; and (e) the Company expects to restate its financial statements for the years ended December 31, 2000 and 1999, and its interim financial statements for 2001 and possibly other periods. New management took control of the Company in May 2002 and retained new independent auditors and began the preparation of new financial statements for the periods in question. As a result of certain actions of Rigas management that the Company has previously disclosed, the Company is unable to predict at this time when such financial statements will be completed. In addition, current management believes that the public information provided by Rigas management on other matters of interest to investors, such as the Company’s rebuild percentage (the percentage of the Company’s cable television systems that the Company believes have been upgraded to current standards), was unreliable. As a result, the Company anticipates that it may have to supplement the financial and other information contained in this Form 8-K and that such supplemental information may be material. 3

2 SIGNATURE

~~Cautionary~~ Pursuant ~~Statement~~to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the ~~Regarding~~undersigned ~~Forward~~hereunto ~~Looking~~duly ~~Statements~~authorized.

~~This~~Date: document includes forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. All statements regarding the Company and its subsidiaries’ (collectivelyFebruary 1, ~~“Adelphia”)~~2005 expected future financial position, results of operations, cash flows, restructuring and financing plans, business strategy, budgets, projected costs, capital expenditures, competitive positions, growth opportunities, plans and objectives of management for future operations and statements that include words such as “anticipate,” “if,” “believe,” “plan,” “estimate,” “expect,” “intend,” “may,” “could,” “should,” “will,” and other similar expressions are forward-looking statements. Such forward-looking statements are inherently uncertain, and readers must recognize that actual results may differ from Adelphia’s expectations. Adelphia does not undertake a duty to update such forward-looking statements.

~~Actual future~~OLYMPUS ~~results and trends for Adelphia may differ materially depending on a variety of factors discussed in the Company’s filings with the Commission~~COMMUNICATIONS, ~~including~~L.P. ~~its recently~~(Registrant) ~~filed~~By: ~~Current~~ACC ~~Reports on Form 8-K~~OPERATIONS, ~~the most recently filed Quarterly Report on Form 10-Q~~INC., ~~the~~its ~~Annual~~Managing ~~Report~~General onPartner ~~Form~~By: ~~10-K~~/s/ ~~for~~VANESSA ~~the year ended December 31, 2000, and the most recent prospectus supplement filed under Registration Statement No~~A. ~~333-64224,~~WITTMAN ~~under the~~Name: ~~section~~Vanessa ~~entitled “Risk Factors” contained therein~~A. ~~Factors~~Wittman ~~that may affect the plans or results of Adelphia include, without limitation~~Title: ~~(a)~~Executive ~~Adelphia’s~~Vice ~~filing of~~President ~~a petition for relief under Chapter 11 of the United States Bankruptcy Code; (b) the results of litigation against Adelphia, including the civil complaint by the Commission~~ and ~~the~~Chief ~~potential~~Financial ~~for~~Officer aOLYMPUS ~~criminal~~CAPITAL ~~indictment~~CORPORATION ~~of Adelphia;~~ (cRegistrant) ~~the~~By: ~~effects~~/s/ ofVANESSA ~~government regulations~~A. ~~and~~WITTMAN ~~the~~Name: ~~actions~~Vanessa ofA. ~~local~~Wittman ~~cable~~Title: ~~franchise~~Executive ~~authorities;~~Vice ~~(d)~~President ~~the availability of debtor-in-possession financing~~ and ~~surety~~Chief ~~bonds to support Adelphia’s operations; (e) the results of Adelphia’s internal investigation and the matters described above under “Cautionary Statement Regarding~~ Financial ~~and Operating~~Officer ~~Data”;~~FRONTIERVISION ~~(f)~~OPERATING ~~actions~~PARTNERS, ofL.P. ~~Adelphia’s competitors;~~ (gRegistrant) ~~the pricing~~By: ~~and~~FRONTIERVISION ~~availability of equipment~~HOLDINGS, ~~materials~~L.P., ~~inventories~~its ~~and~~General ~~programming;~~Partner ~~(h)~~By: ~~product acceptance,~~FRONTIERVISION ~~including customer response to repackaged services~~PARTNERS, ~~and customer spending patterns; (i) Adelphia’s ability to execute on its business plans~~L.P., ~~to provide uninterrupted service to~~ its ~~customers~~General ~~and~~Partner toBy: ~~conduct,~~ADELPHIA ~~expand~~GP ~~and upgrade its networks; (j) technological developments; (k) matters relating to or in connection with the bankruptcy filing and proceedings of TelCove~~HOLDINGS, ~~Inc~~L. ~~(formerly known as Adelphia Business Solutions~~L.C., ~~Inc.);~~its ~~(l)~~General ~~changes~~Partner inBy: ~~general~~ACC ~~economic conditions and/or economic conditions in the markets in which Adelphia may~~OPERATIONS, ~~from time to time~~INC., ~~compete; (m) the movement of interest rates and the resulting impact on Adelphia’s interest obligations with respect to~~ its ~~pre-petition~~Sole ~~bank~~Member ~~debt~~By: ~~and the DIP Facility; and (n) the delisting of the Company’~~/s/ ~~common~~VANESSA ~~stock by Nasdaq~~A. ~~Many~~WITTMAN ofName: ~~such~~Vanessa ~~factors~~A. ~~are~~Wittman ~~beyond~~Title: ~~the~~Executive ~~control~~Vice ~~of Adelphia~~President and ~~its~~Chief ~~current~~Financial ~~management.~~ Officer

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~~SIGNATURE~~FRONTIERVISION CAPITAL CORPORATION (Registrant) By: /s/ VANESSA A. WITTMAN Name: Vanessa A. Wittman Title: Executive Vice President and Chief Financial Officer FRONTIERVISION HOLDINGS, L.P., (Registrant) By: FRONTIERVISION PARTNERS, L.P., its General Partner By: ADELPHIA GP HOLDINGS, L.L.C., its General Partner By: ACC OPERATIONS, INC., its Sole Member By: /s/ VANESSA A. WITTMAN Name: Vanessa A. Wittman Title: Executive Vice President and Chief Financial Officer FRONTIERVISION HOLDINGS CAPITAL CORPORATION (Registrant) By: /s/ VANESSA A. WITTMAN Name: Vanessa A. Wittman Title: Executive Vice President and Chief Financial Officer FRONTIERVISION HOLDINGS CAPITAL II CORPORATION (Registrant) By: /s/ VANESSA A. WITTMAN Name: Vanessa A. Wittman Title: Executive Vice President and Chief Financial Officer ARAHOVA COMMUNICATIONS, INC. (Registrant) By: /s/ VANESSA A. WITTMAN Name: Vanessa A. Wittman Title: Executive Vice President and Chief Financial Officer

~~Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, each registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.~~ 5

~~Date:~~ ~~October~~ ~~28,~~ EXHIBIT ~~2003~~ INDEX

OLYMPUS COMMUNICATIONS, L.P. (Registrant) By: ACC OPERATIONS, INC., its Managing General Partner By: /s/ Scott Macdonald Scott Macdonald Senior Vice President and Chief Accounting Officer OLYMPUS CAPITAL CORPORATION (Registrant) By: /s/ Scott Macdonald Scott Macdonald Senior Vice President and Chief Accounting Officer FRONTIERVISION OPERATING PARTNERS, L.P. (Registrant) By: FRONTIERVISION HOLDINGS, L.P., its General Partner By: FRONTIERVISION PARTNERS, L.P., its General Partner By: ADELPHIA GP HOLDINGS, L.L.C., its General Partner By: ACC OPERATIONS, INC., its Sole Member By: /s/ Scott Macdonald Scott Macdonald Senior Vice President and Chief Accounting Officer FRONTIERVISION CAPITAL CORPORATION (Registrant) By: /s/ Scott Macdonald Scott Macdonald Senior Vice President and Chief Accounting Officer FRONTIERVISION HOLDINGS, L.P., (Registrant) By: FRONTIERVISION PARTNERS, L.P., its General Partner By: ADELPHIA GP HOLDINGS, L.L.C., its General Partner By: ACC OPERATIONS, INC., its Sole Member By: /s/ Scott Macdonald Scott Macdonald Senior Vice President and Chief Accounting Officer FRONTIERVISION HOLDINGS CAPITAL CORPORATION (Registrant) By: /s/ Scott Macdonald Scott Macdonald Senior Vice President and Chief Accounting Officer FRONTIERVISION HOLDINGS CAPITAL II CORPORATION (Registrant) By: /s/ Scott Macdonald Scott Macdonald Senior Vice President and Chief Accounting Officer ARAHOVA COMMUNICATIONS, INC. (Registrant) By: /s/ Scott Macdonald Scott Macdonald Senior Vice President and Chief Accounting Officer

Exhibit No.		Description
10.01		Commitment Letter, dated January 26, 2005, by and among Adelphia Communications Corporation, UCA LLC, Century Cable Holdings, LLC, Century-TCI California, L.P., Olympus Cable Holdings, LLC, Parnassos, L.P., FrontierVision Operating Partners, L.P., ACC Investment Holdings, Inc., Arahova Communications, Inc., Adelphia California Cablevision, LLC, JPMorgan Chase Bank, N.A., J.P. Morgan Securities Inc., Citigroup Global Markets Inc. and Citicorp North America Inc.

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Item 1.01. Entry into a Material Definitive Agreement.

SIGNATURE
EXHIBIT INDEX

EXHIBIT INDEX
Exhibit No.	Description
10.1	Amendment No. 9, dated as of October 10, 2003, to the Amended and Restated Credit and Guaranty Agreement, dated as of August 26, 2002, by and among UCA LLC, Century Cable Holdings, LLC, Century-TCI California, L.P., Olympus Cable Holdings, LLC, Parnassos, L.P., FrontierVision Operating Partners, L.P., ACC Investment Holdings, Inc., Arahova Communications, Inc. and Adelphia California Cablevision, LLC, as Borrowers, the Guarantors listed therein and each of the Financial Institutions from time to time party thereto.
99.1	Monthly Operating Report for the period ended September 30, 2003, dated October 24, 2003.

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