EXHIBIT 99.4

                    INSTRUCTION TO REGISTERED HOLDER AND/OR
                   BOOK-ENTRY TRANSFER PARTICIPANT FROM OWNER

                              COMCAST CORPORATION

                  CONSENT SOLICITATION AND OFFER TO GUARANTEE

        8 7/8% SENIOR NOTES DUE SEPTEMBER 15, 2005 (CUSIP NO. 211177AJ9)
           8 3/4% SENIOR NOTES DUE MAY 15, 2006 (CUSIP NO. 211177AM2)
        9% SENIOR DEBENTURES DUE SEPTEMBER 1, 2008 (CUSIP NO. 211177AG5)
           9.5% SENIOR NOTES DUE AUGUST 1, 2013 (CUSIP NO. 211177AK6)

                                       OF

                          COMCAST MO OF DELAWARE, INC.

To Registered Holder And/Or Participant Of The Book-Entry Transfer Facility:


     The undersigned hereby acknowledges receipt of the Prospectus dated
February 7, 2003 (the "Prospectus") and the accompanying Letter of Consent (the
"Letter of Consent") (together, the "Consent Solicitation") and hereby instructs
you, the registered holder and/or book-entry transfer facility participant, as
to the action to be taken by you relating to the Consent Solicitation with
respect to the above-listed securities (the "Continental Notes") of Comcast MO
of Delaware, Inc. (formerly MediaOne of Delaware, Inc.) ("Continental") held by
you for the account of the undersigned.



     The aggregate face amount of the Continental Notes held by you for the
account of the undersigned as of the end of business on February 10, 2003, the
record date for the Consent Solicitation (the "Record Date") was (fill in
amount):



                      
$                        8 7/8% Senior Debentures Due September 15, 2005 (CUSIP No.
 ---------------------   211177AJ9)
$                        8.30% Senior Notes Due May 15, 2006 (CUSIP No. 211177AM2)
 ---------------------
$                        9% Senior Debentures Due September 1, 2008 (CUSIP No.
 ---------------------   211177AG5)
$                        9.5% Senior Debentures Due August 1, 2013 (CUSIP No.
 ---------------------   211177AK6)




     With respect to the Consent Solicitation, the undersigned hereby instructs
you (check appropriate box):

     [  ] TO CONSENT to the amendment of the terms of the Continental Notes
described in the Prospectus with respect to all of the Continental Notes held by
you for the account of the undersigned as of the Record Date (if consent is
being given with respect to less than all of the Continental Notes held, insert
below the principal amount of Continental Notes with respect to which consent is
given):


                      
$                        8 7/8% Senior Notes Due September 15, 2005 (CUSIP No.
 ---------------------   211177AJ9)
$                        8.30% Senior Notes Due May 15, 2006 (CUSIP No. 211177AM2)
 ---------------------
$                        9% Senior Debentures Due September 1, 2008 (CUSIP No.
 ---------------------   211177AG5)
$                        9.5% Senior Notes Due August 1, 2013 (CUSIP No. 211177AK6)
 ---------------------




     [  ] NOT TO CONSENT to the amendment with respect to any of the Continental
Notes held by you for the account of the undersigned as of the Record Date.

     If the undersigned instructs you to consent to the amendment, you are
authorized to make on behalf of the undersigned (and the undersigned, by its
signature below, hereby makes to you) the representations and warranties
contained in the Letter of Consent that are to be made with respect to the
undersigned as a beneficial owner, including but not limited to the
representations that the undersigned (1) is not an "affiliate" of Comcast, (2)
was the holder of the Continental Notes indicated above on the Record Date, (3)
has full power and authority to consent to the amendment to the terms of the
Continental Notes described in the Prospectus, and (4) agrees to the terms of
the Consent Solicitation.


                                   SIGN HERE




                              
Signature(s):
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Name(s) (please print):
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Address:
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Area Code and Telephone Number:
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Taxpayer Identification
or Social Security Number:
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Date:
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