Item 1.01 Entry into a Material Definitive Agreement.

Knology, Inc. (the "Company") has entered into Amendment No. 2, dated as of September 28, 2009 ("Amendment No. 2"), to the Amended and Restated Credit Agreement, dated as of March 14, 2007 as amended as of January 4, 2008 (the "Credit Agreement"), by and among the Company, as borrower, certain subsidiaries of the Company party thereto, as guarantors, the lenders named therein, the issuers named therein, the syndication and documentation co-agents named therein and Credit Suisse, acting through one or more of its branches, as administrative agent.

Pursuant to Amendment No. 2 (which included as Annex A an Amended and Restated Credit Agreement), certain term loan lenders have extended by two years the maturity date of an aggregate $397 million of term loans. The extended term loans will mature on June 30, 2014, and will bear an interest rate of LIBOR plus 3.50% with no LIBOR floor provisions. Also pursuant to Amendment No. 2, and among other modifications, the revolving credit facility has been increased to $35 million from $25 million and an annual, cumulative restricted payment allowance of $10 million for dividends and/or share repurchases has been added utilizing excess cash flow and subject to a maximum leverage test.

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