-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, I9k5h1oGdsciqRJ8DrBj7igWZCs4Ac8C1o6yrmJHBRkghDVhL27gIr/sT4EMgW1k YHLujspUsdcYNZblYkDqMA== 0001047469-03-005291.txt : 20030213 0001047469-03-005291.hdr.sgml : 20030213 20030213165009 ACCESSION NUMBER: 0001047469-03-005291 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20030213 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: COX COMMUNICATIONS INC /DE/ CENTRAL INDEX KEY: 0000025305 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 582112281 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-48250 FILM NUMBER: 03560481 BUSINESS ADDRESS: STREET 1: 1400 LAKE HEARN DR NE CITY: ATLANTA STATE: GA ZIP: 30319 BUSINESS PHONE: 4048435000 MAIL ADDRESS: STREET 1: 1400 LAKE HEARN DRIVE CITY: ATLANTA STATE: GA ZIP: 30319 FORMER COMPANY: FORMER CONFORMED NAME: COX CABLE COMMUNICATIONS INC DATE OF NAME CHANGE: 19940614 FORMER COMPANY: FORMER CONFORMED NAME: COX COMMUNICATIONS INC/DE DATE OF NAME CHANGE: 19941123 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CASCADE INVESTMENT LLC CENTRAL INDEX KEY: 0001052192 IRS NUMBER: 911680459 STATE OF INCORPORATION: WA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 2365 CARILLON POINT CITY: KIRKLAND STATE: WA ZIP: 98033 BUSINESS PHONE: 4258030720 MAIL ADDRESS: STREET 1: 2365 CARILLON POINT CITY: KIRKLAND STATE: WA ZIP: 98033 SC 13G/A 1 a2102240zsc13ga.htm SC 13G/A
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

COX COMMUNICATIONS, INC.

(Name of Issuer)
Class A Common Stock

(Title of Class of Securities)
		224044107
		(CUSIP Number)
December 31, 2002

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o Rule 13d-1(b)

ý Rule 13d-1(c)

o Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. 224044107



1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
	Cascade Investment, L.L.C.

2.	Check the Appropriate Box if a Member	(a)	o
	of a Group (See Instructions)	(b)	ý


3.	SEC Use Only


4.	Citizenship or Place of Organization
	State of Washington

Number of Shares Beneficially Owned by Each Reporting Person With:		5.	Sole Voting Power
			24,463,986

		6.	Shared Voting Power
			- -0-

		7.	Sole Dispositive Power
			24,463,986

		8.	Shared Dispositive Power
			- -0-

9.	Aggregate Amount Beneficially Owned by Each Reporting Person
	24,463,986

10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o


11.	Percent of Class Represented by Amount in Row (9)
	4.1%

12.	Type of Reporting Person (See Instructions)
	CO

CUSIP No. 224044107



1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
	Bill & Melinda Gates Foundation

2.	Check the Appropriate Box if a Member	(a)	o
	of a Group (See Instructions)	(b)	ý


3.	SEC Use Only


4.	Citizenship or Place of Organization
	State of Washington

Number of Shares Beneficially Owned by Each Reporting Person With:		5.	Sole Voting Power
			9,375,900

		6.	Shared Voting Power
			- -0-

		7.	Sole Dispositive Power
			9,375,900

		8.	Shared Dispositive Power
			- -0-

9.	Aggregate Amount Beneficially Owned by Each Reporting Person
	9,375,900

10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o


11.	Percent of Class Represented by Amount in Row (9)
	1.6%

12.	Type of Reporting Person (See Instructions)
	OO

CUSIP No. 224044107



1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
	William H. Gates III

2.	Check the Appropriate Box if a Member	(a)	o
	of a Group (See Instructions)	(b)	ý


3.	SEC Use Only


4.	Citizenship or Place of Organization
	United States of America

Number of Shares Beneficially Owned by Each Reporting Person With:		5.	Sole Voting Power
			- -0-

		6.	Shared Voting Power
			33,839,886*

		7.	Sole Dispositive Power
			- -0-

		8.	Shared Dispositive Power
			33,839,886*

9.	Aggregate Amount Beneficially Owned by Each Reporting Person
	33,839,886*

10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o


11.	Percent of Class Represented by Amount in Row (9)
	5.7%

12.	Type of Reporting Person (See Instructions)
	IN

*: All Common Stock held by Cascade Investment, L.L.C. ("Cascade") may be deemed to be beneficially owned by William H. Gates III ("Gates") as the sole member of Cascade. All Common Stock held by the Bill & Melinda Gates Foundation (the "Foundation") may be deemed to be beneficially owned by Gates as the sole trustee of the Foundation. Michael Larson, the manager and executive officer of Cascade, has voting and investment power with respect to the Common Stock held by Cascade. In addition, Mr. Larson acts with investment discretion for Gates, as sole trustee of the Foundation, in respect of the Common Stock owned by the Foundation. Mr. Larson disclaims any beneficial ownership of the Common Stock beneficially owned by Cascade, the Foundation or Gates.

Item 1.

(a)		Name of Issuer
		Cox Communications, Inc. (the "Issuer")

(b)		Address of Issuer's Principal Executive Offices
		1400 Lake Hearn Drive, Atlanta, Georgia 30319

Item 2.

(a)		Name of Person Filing
		Cascade Investment, L.L.C. ("Cascade"), Bill & Melinda Gates Foundation (the "Foundation") and William H. Gates III ("Gates").*

(b)		Address of Principal Business Office or, if none, Residence
		Cascade—2365 Carillon Point, Kirkland, Washington 98033 The Foundation—1551 Eastlake Avenue E., Seattle, Washington 98102 Gates—One Microsoft Way, Redmond, Washington 98052

(c)		Citizenship
		Cascade is a limited liability company organized under the laws of the State of Washington. The Foundation is a charitable trust organized under the laws of the State of Washington. Gates is a citizen of the United States of America.

(d)		Title of Class of Securities
		Class A Common Stock ("Common Stock")

(e)		CUSIP Number
		224044107

Item 3.	If this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:
	Not Applicable.

Item 4. Ownership

(a)	Amount beneficially owned:
		See the responses to Item 9 on the attached cover pages.

(b)	Percent of class:

		See the responses to Item 11 on the attached cover pages.

(c)	Number of shares as to which the person has:

	(i)	Sole power to vote or to direct the vote
		See the responses to Item 5 on the attached cover pages.

	(ii)	Shared power to vote or to direct the vote
		See the responses to Item 6 on the attached cover pages.

	(iii)	Sole power to dispose or to direct the disposition of
		See the responses to Item 7 on the attached cover pages.

	(iv)	Shared power to dispose or to direct the disposition of
		See the responses to Item 8 on the attached cover pages.

Item 5. Ownership of Five Percent or Less of a Class

Not Applicable.

Item 6. Ownership of More than Five Percent on Behalf of Another Person

Not Applicable.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company

Not Applicable.

Item 8. Identification and Classification of Members of the Group

See Exhibit 99.

Item 9. Notice of Dissolution of Group

Not Applicable.

Item 10. Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

*: Neither the present filing nor anything contained herein shall be construed as an admission that Cascade, the Foundation or Gates constitute a "person" for any purpose other than Section 13(g) of the Securities Exchange Act of 1934, or that Cascade, the Foundation and Gates constitute a "group" for any purpose.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

		February 12, 2003 Date
		CASCADE INVESTMENT, L.L.C.
		By:		/s/ MICHAEL LARSON Name: Michael Larson Title: Manager
		BILL & MELINDA GATES FOUNDATION
		By:		/s/ MICHAEL LARSON Name: Michael Larson* Title: Attorney-in-fact
		WILLIAM H. GATES III
		By:		/s/ MICHAEL LARSON Name: Michael Larson* Title: Attorney-in-fact

JOINT FILING AGREEMENT

We, the signatories of the statement to which this Joint Filing Agreement is attached, hereby agree that such statement is filed, and any amendments thereto filed by either or both of us will be filed, on behalf of each of us.

		February 12, 2003 Date
		CASCADE INVESTMENT, L.L.C.
		By:		/s/ MICHAEL LARSON Name: Michael Larson Title: Manager
		BILL & MELINDA GATES FOUNDATION
		By:		/s/ MICHAEL LARSON Name: Michael Larson* Title: Attorney-in-fact
		WILLIAM H. GATES III
		By:		/s/ MICHAEL LARSON Name: Michael Larson* Title: Attorney-in-fact

*: Duly authorized under Special Power of Attorney appointing Michael Larson attorney-in-fact, dated March 14, 2001, by and on behalf of William H. Gates III, filed as Exhibit B to Cascade's Amendment No. 1 to Schedule 13D with respect to Pan American Silver Corp. on March 19, 2001, SEC File No. 005-52919, and incorporated by reference herein.

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SIGNATURE
JOINT FILING AGREEMENT
EX-99 3 a2102240zex-99.htm EXHIBIT 99
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EXHIBIT 99

ITEM 8 INFORMATION

The following may be deemed to be members of a group for purposes of this joint filing of a statement on Schedule 13G:

Cascade Investment, L.L.C., a limited liability company organized under the laws of the State of Washington; Bill & Melinda Gates Foundation, a charitable trust organized under the laws of the State of Washington; and William H. Gates III, a citizen of the United States of America.

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ITEM 8 INFORMATION
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