TEXT-Fitch affirms Cablevision Systems Corp

July 20 - Fitch Ratings has affirmed the 'BB-' Issuer Default Rating (IDR)
assigned to Cablevision Systems Corporation (CVC) and its wholly owned
subsidiary CSC Holdings LLC (CSCH). In addition, Fitch has affirmed specific
issue ratings assigned to CVC and CSCH as outlined below. The Rating Outlook is
Stable. As of March 31, 2012 CVC had approximately $11.1 billion of
debt outstanding on a consolidated basis.

Fitch believes that CVC has sufficient capacity within the current ratings to
accommodate management's decision to increase capital expenditures and to
refrain from increasing prices during 2012. These decisions are viewed within
the context of the company's capital allocation strategy that continues to favor
shareholders.

The increased level of investment, while prudent from a competitive standpoint,
will constrain free cash flow generation, pressure EBITDA margin and limit
overall financial flexibility resulting in a weaker credit profile. However,
Fitch anticipates that capital spending and operating margin will revert to
levels closer to historic performance during 2013 and 2014, which will drive
free cash flow generation and position the company's credit profile more in line
with the current ratings.

Fitch expects a modest increase of CVC's leverage metric during 2012. The
decision not to increase pricing coupled with ongoing programming expense
inflation will depress EBITDA margin during 2012. During the first quarter of
2012 CVC's telecommunication segment margin declined over 300 basis points to
36.3%. Fitch anticipates similar margin performance during the remainder of 2012
before margins rebound somewhat during 2013. Leverage is expected to increase to
5.3x as of the end of 2012 and strengthen below 4.9x by year-end 2013. CVC's
leverage was 4.9x as of the LTM period ended March 31, 2012 which was in line
with leverage as of year-end 2011. Fitch expects CVC management will maintain
the company's leverage between its target of 4x to 5x. The target is somewhat
more aggressive than CVC's investment grade rated cable multiple system operator
peers. Fitch does not anticipate CVC will increase leverage beyond its target to
support its share repurchase program.

From Fitch's perspective, the focus on shareholder returns will continue during
the ratings horizon as CVC is well positioned to continue generating material
amounts of free cash flow (albeit lower during 2012) and considering the company
is currently operating within a reasonable range of management's leverage
target. CVC's board of directors authorized the repurchase of an additional $500
million of its Class A common in May 2012. Fitch believes that CVC will maintain
an appropriate balance between investing in its business during 2012 and
repurchasing shares. Fitch acknowledges that CVC's share repurchase
authorization represents a significant potential use of cash, however Fitch
believes that the company would reduce the level of share repurchases should the
operating environment materially change to maximize flexibility.

Free cash flow generation (defined as cash flow from operations less capital
expenditures and dividends) amounted to approximately $150 million during the
LTM period ended March 31, 2012. FCF was negative $28.1 million during the first
quarter of 2012. After considering increased capital expenditures and EBITDA
margin pressure Fitch estimates CVC's FCF generation will range between $200 and
$250 million during 2012. Going forward Fitch believes FCF generation will
approximate 7% of consolidated revenues.

Fitch considers CVC's liquidity position and overall financial flexibility to be
adequate within the current ratings. The company's liquidity position is
supported by cash on hand and available borrowing capacity from CSCH's $1.2
billion revolver (expiring March 2015). Nearly $1.2 billion of borrowing
capacity was available from the revolver as of March 31, 2012. CVC executed
several capital market transactions during 2011 that extended its maturity
profile. Going forward, Fitch expects that scheduled credit facility
amortization will be repaid with existing cash while maturities of senior notes
are expected to be refinanced. Scheduled maturities (excluding monetization
transactions) total approximately $170 million the remainder of 2012 and nearly
$810 million during 2013.

Overall Fitch's affirmation of CVC's ratings incorporates the solid operating
profile and competitive strength of CVC's core cable business. In Fitch's
opinion the operating profile of CVC's cable segment is an industry leader and
has proven to be resilient to persistent competitive pressures and weak housing
and employment markets. CVC's cable business consistently produces industry
leading service penetration levels, average revenue per unit (ARPU), ARPU growth
rates, and operating margins in an increasingly competitive operating
environment.

Outside of the company adopting a more aggressive financial or acquisition
strategy which is expected to remain a key rating consideration, the weakening
of CVC's competitive position presents the greatest concern within the company's
credit profile. The competitive pressure associated with the service overlap
among the different telecommunications service providers, while intense, is not
expected to materially change during the ratings horizon. Innovative service
offerings such as the company's deployment of a WI-FI broadband wireless
network, the introduction of a remote storage digital video recorder service,
and the emergence of video over IP applications enhance the company's
competitive position. These factors have translated into sustainable strong
operating performance and free cash flow growth.

The Stable Outlook reflects Fitch's expectation that the company's operating
profile will strengthen during 2013 and 2014 producing revenue growth rates,
EBITDA margins and free cash flow more in line with historical performance.
Further, the Stable Outlook considers the company accommodating non-core
acquisitions, and investments in a credit neutral manner and the absence of
other leveraging transactions.

Rating Triggers

Key considerations that can lead to positive rating actions include further
strengthening of the company's credit profile and reduction of leverage to
levels approaching 4x while demonstrating that its operating profile will not
materially decline in the face of competition and the poor housing and
employment environment.

Negative ratings actions would likely coincide with the company's inability to
strengthen its operating profile following its decision to increase capital
expenditures and not take any price increase during 2012. Specifically Fitch
will be looking for mid-single digit ARPU growth, operating margins returning to
the high 30% range and free cash flow generation in excess of $400 million.

A management decision to increase leverage greater than 6x to repurchase shares,
fund a large dividend or fund a non-core investment or acquisition in the
absence of a clear path to de-lever the company to within its current leverage
target will likely spur a negative rating action.

Fitch has affirmed the following ratings with a Stable Outlook:

Cablevision Systems Corporation
--IDR at 'BB-';
--Senior Unsecured Debt at 'B-'

CSC Holdings LLC
--IDR at 'BB-'
--Senior Secured Credit Facility at 'BB+'
--Senior Unsecured Debt at 'BB'