CSFB Media & Telecom Conference December 9, 2003

CSFB Media & Telecom Conference

December 9, 2003

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Safe Harbor

Any statements in this presentation that are not historical facts are forward-looking statements. The words “plan”, “believe”, “expect”, “anticipate”, “estimate” and other expressions that indicate future events and trends identify forward-looking statements. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or those anticipated. Factors that could have a material and adverse impact on actual results are identified in the reports and documents Insight files from time to time with the U.S. Securities and Exchange Commission. Insight undertakes no obligation to publicly release the results of any revisions to these forward-looking statements that may be made during this presentation to reflect events or circumstances after today or to reflect the occurrence of unanticipated events.

Introduction/Strategic OverviewIntroduction/Strategic Overview

Michael WillnerMichael WillnerPresident & CEOPresident & CEO

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Insight Strategy

Strategy has not changed

Focus to date primarily on the first three elements

Success to date allows concentrated focus on customer service in 2004

Attractive, market-

dominantsystems

Leading edge technology

and infrastructure

Bundled Service Offering

Excellent Customer

Service

Long-term Shareholder

Value

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Insight Strategy

High V

alue

Product

Excellent Customer Service

Customer

Loyalty

Bundled Product Strategy

Bundled product strategy has always been about selling more products and increasing average revenue

Strategy does not depend on basic sub growth

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Revenue from Other Products Driving Overall Growth

Total Average Monthly Revenue Per Customer

31.47 32.14 33.27 33.62 33.67 34.21 34.97

18.13 19.49 19.97 21.3 21.67 22.89 23.84

0

10

20

30

40

50

60

Q1 2002 Q2 2002 Q3 2002 Q4 2002 Q1 2003 Q2 2003 Q3 2003

Basic All Other

$49.60 $51.63 $53.24 $54.92 $55.34$57.10 $58.81

CAGR

12%

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2003 – A Year in Transition

2003 is a Year In Transition…

Transitioning from ‘building’ to ‘selling’

Experiencing a dramatic increase in the number of products we offer

Growing into a relationship with our new partner, Comcast

Management changes

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Top Quality Assets

…But Some Things Remain the Same: Not all Cable Systems are Created Equal and Our Assets are Unique

Simple, standardized platform across the network

Single vendor for boxes (Motorola), VOD platform (Seachange, TVN), Data (Cisco), Billing (Convergis),and Telephony (Arris)

Allows us to roll out new products quickly and more simply

Example – HDTV was rolled out in just 6 months. We started the rollout in December 2002 and by June 2003 84% of our customers were HDTV-enabled.

OC48 Fiber Network – interconnecting almost all of our systems

Significant cost benefits to be reaped in routing phone and data traffic

Ability to service new products quickly

Highly upgraded for interactivity

Satellite can’t match this and we’ve just started to flex our muscles with this product

Headend consolidation allows for faster, more efficient rollout of new products and services

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Q3 Performance Overview

Q3 Achievements

Strong Net Additions in Digital and High Speed Internet

23,500 digital additions

29,000 high-speed additions

10.8% Revenue Growth

Q3 Challenges

2,200 Basic Subscriber Loss

Telephone Partnership Transition

6.5% Operating Cash Flow Growth

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2004 Strategy

Drive value through updated product strategies

Improve marketing strategy and messages

Provide top quality customer service

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Strong Long Term Growth Prospects

Assets are positioned for strong long-term growth

Capital investment is behind us

Demonstrating free cash flow this year, on track for substantial free cash flow and debt pay down next year

It’s all about operational execution now

Q3 Operational Overview

Q3 Operational OverviewQ3 Operational Overview

Dinni JainDinni JainCOO & Interim CFOCOO & Interim CFO

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Strong RGU Growth

1,609,9001,762,200

1,934,900

0

400,000

800,000

1,200,000

1,600,000

2,000,000

2,400,000

Q3 2001 Q3 2002 Q3 2003

Growth 9% 10%

Revenue Generating Units

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Digital Net Additions

24,700

12,500

22,40020,500 20,000

4,900

23,500

0

5,000

10,000

15,000

20,000

25,000

30,000

Q1 '02 Q2 '02 Q3 '02 Q4 '02 Q1 '03 Q2 '03 Q3 '03

Net Digital Adds Per Quarter

* Excludes managed properties

Penetration 26% 27% 28 % 29% 31%

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Digital Net Additions

Best Quarter in 6 Quarters for Digital Additions

Strong digital net adds with the return of the students

Better than expected sell-in of digital to students

Despite basic sub issues, we are still successful at selling digital to students

Churn rate was down

Digital disconnects Q3 YTD declined 20% vs. first 9 months of 2002

Digital product gaining traction with new services on the digital platform

VOD/SVOD

HDTV

DVR

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HSI Net Additions

6,4009,000

21,200 20,200

23,500

11,200

29,000

0

5,000

10,000

15,000

20,000

25,000

30,000

35,000

Q1 '02 Q2 '02 Q3 '02 Q4 '02 Q1 '03 Q2 '03 Q3 '03

Net HSI Adds Per Quarter

* Excludes managed properties

Penetration 6% 7% 8% 8% 9%

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HSI Net Additions

Best Quarter Ever for HSI Additions

Tremendous success reconnecting students

Churn down 14% Q3 year-to-date vs. 2002

Buzz in markets around high speed internet – benefiting from DSL attention

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Basic Net Additions

13,800

-10,200

-2,100

600

8,300

-13,000

-2,200

-15,000

-10,000

-5,000

0

5,000

10,000

15,000

20,000

Q1 '02 Q2 '02 Q3 '02 Q4 '02 Q1 '03 Q2 '03 Q3 '03

Net Basic Adds Per Quarter

* Excludes managed properties

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Basic Net Additions

Year to date basic churn is flat over last year

Weak Net Adds in Basic due to:

Competitive pressure

Local DBS marketing in Louisville

Timing of marketing campaigns

Lack of focus on basic customer proposition

Working on marketing and basic customer proposition will shore up basic sub loss – but not an immediate fix

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Telephone Net Additions

5,100

6,700

5,300

7,7007,100

4,500

7,100

0

1,000

2,000

3,000

4,000

5,000

6,000

7,000

8,000

9,000

Q1 '02 Q2 '02 Q3 '02 Q4 '02 Q1 '03 Q2 '03 Q3 '03

Net Telephone Adds Per Quarter

* Excludes managed properties

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Telephone Net Additions

Telephone back to Q1 level, but not where we’d like it to be

Relationship with partner in transition

Looking at other options for the business, but committed to telephony

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Implications for Full Year 2003

Reducing OCF guidance for the full year to 7.5 – 8.0%

Reiterate guidance on capital expenditures at $200 mil, down from original guidance of $220 mil

Reiterate neutral free cash flow for full year 2003 and positive for full year 2004

Vision for 20042004 Strategy2004 Strategy

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2004 Strategy

Transition from building to selling will focus on two main areas:

Product strategy to drive value proposition for existing and new customers vis-à-vis the competition

Operational tactics to protect and enhance our brand equity

Marketing

Customer Service

Vision for 20042004 Strategy2004 StrategyProduct StrategiesProduct Strategies

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Product Strategy - Basic

Customer Communications

12 bills

One rate increase message

Four direct mail pieces asking them to buy more

In Customer’s Minds we are the “Buy More, Spend More”

Company

Top Quality Customer Service

Get the install right - ‘delight’ them with service before asking them to buy more

Proactive Communication of Value Message

No hassle factor – we’re there already

No ‘extras’ to pay for – extra rooms free, local channels free, service free

Conduit to much more, if they want it

Current SituationCurrent Situation New StrategyNew Strategy

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Digital Penetration Opportunity

25%29%

35%

40%

0%

5%

10%

15%

20%

25%

30%

35%

40%

45%

Illinois Indiana Kentucky Ohio

Q3 Digital Penetration

Note: All data as of 9/30/03 and excludes managed properties

Q3 ‘02 Penetration 20% 24% 32% 35%

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Product Strategy - Digital

Churn for this product is too high, spend money on driving down churn versus driving up connects

Lower churn through increased use of VOD

6 pronged VOD strategy

Not about more channels

Interactivity as key differentiator

Finally have product in VOD to showcase technology

Digital as a platform for new products

HDTV

DVR

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VOD Product Strategy

Focus will be on unique user rates not buy rates

Churn rates are 60% lower for VOD users vs. non-VOD users

Tactics to drive user rates

Enhancements and special offers to drive movie usage

Premium SVOD

Genre, brand-based subscription (sports, kids, news)

Free VOD

Local Content

Advertising

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HDTV/DVR Opportunity

HDTV HDTV is a product that satellite can’t match

Local channels in HD are important for sports fans – satellite doesn’t have it Available in 12 out of 14 markets – 84% of customers are HD enabled, 93% of

digital customers are HD enabled Attractive subscribers

DVR Integrated HDTV/DVR box – Motorola DCT 6208 80 GB hard drive – 60 hrs of std def pgmg, 10 hrs of HD pgmg

Pricing $12.95 (only $5 more than base digital price) for both DVR and HDTV HD Tier $7.95 per month - ESPN, Discovery, HD Net, and HD Net Movies

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Product Strategy – High Speed Internet

Tap pent-up demand in markets at current price levels

Penetration lags the industry

Demographics similar to other areas that are higher penetrations

Win battle for customer service

Continue to score high with reviewers and customers

PC Magazine survey score of A-

Broadbandreports.com score (as of 12/5/03) of 4.03 out of 5

Bring churn down with even more enhancements to service

Leverage product strength

3.0 Mbps downstream (and always have been), 128Kbps upstream

Will invest to make product richer

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Insight Broadband vs. DSL

Insight SBC Bell South Verizon

Speed

- Upstream

- Downstream

-128kbps-3.0Mbps

-384kbps-1.5Mbps

-256kbps

-1.5 Mbps(also have lite svc)

-128kbps

-1.5Mbps

Availability across the system

Full Limited Limited Limited

Price $34.95 – bundled

$44.95 – unbundled

$26.95 for 12 months

$39.95 afterwards

$39.95

(lite svc $29.95)

$29.95 First month free/ next 2 months $29.95 – Keep $29.95 price by bundling

$34.95 otherwise

Phone line needed? No Yes Yes Yes

Contract Required? No Yes Yes Yes

PC Magazine Score A - D+ A C

Broadbandreports.com

Score (as of 12/5/03)

4.03 out of 5 3.56 3.65 3.23

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Product Strategy – Telephone

Telephony product important in overall bundle

Access to customers who don’t want to talk about television

Natural fit with data product

Excited about prospects for VOIP

2004 Strategy2004 StrategyMarketing and Customer ServiceMarketing and Customer Service

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Marketing Focus in 2004

Improving distribution channels Retail deals – Best Buy and other local retailers Direct sales

Acquisition marketing Year round promotional planning Effective coordination of marketing messages and

campaigns

Retention Customer communications strategy After sales re-promotion of product benefits Overall customer care

Spending more, but not drastically changing cost structure

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Customer Service Focus in 2004

Installations Focus on reducing error rates related to install activity

Fault Rates Focus on reducing fault rates, particularly for new products

Billing Inquiries Focus on reducing billing-related calls through customer

education

Minimize Call Volume and Truck Rolls

Financial OverviewFinancial Overview

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Tack-on Bond Deal

Specifics

$130 million Tack-on to 10.5% Senior Notes due 2010

Priced at 108.75 for total gross proceeds of $141 million

Proceeds will be used to pay down revolver

Rationale for Deal

Additional liquidity at an attractive price ($419m unused revolver)

Minimal increase in weighted average cost of debt

From 6.77% to 6.88%

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Simplified Corporate Structure

Previous Structure New Structure

$1.975bn Sr. Credit Facility

$630mm 10 ½% Sr. Notes due 2010 $385mm 9 ¾% Sr. Notes due 2009

$100mm Inter - company loan from ICCI

50% GP 50% LP

100%

Insight Communications Co., Inc. (“ICCI”)

Insight Midwest Holdings, LLC (“Borrower”)

Insight Midwest, LP

Insight Communications Co., LP Comcast

$24mm Sr. Credit Facility $140mm Series A Pref. due 2006 $56mm Series B Pref. due 2008

$1.75bn Sr. Credit Facilities

$500mm 10 ½% Sr. Notes due 2010 $385mm 9 ¾% Sr. Notes due 2009

$100mm Intercompany loan from ICCI

$140mm 10% Sr. Notes due 2006

50% GP 50% LP

100%

100% common

(70% voting) 100%

preferred (30% voting)

Insight Comm. of Central Ohio, LLC (“Insight Ohio”)

Insight Communications Co., Inc. (“ICCI”)

Insight Midwest, LP

Coaxial Communications of Central Ohio, Inc.

(“Coaxial”)

Insight Communications Co., LP Comcast (1)

100%

Coaxial LLC

$56mm 12 7/ 8% Sr. Discount Notes due 2008 (accreted value)

67.5% Insight Midwest Holdings, LLC (“Borrower”)

(1) Insight Midwest, L.P. is 50% owned by an indirect subsidiary of Comcast Cable Holdings, LLC (formerly known as AT&T Broadband, LLC,) which is a subsidiary of Comcast Corporation

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Strong Credit Profile

Total Debt (in millions) – as of 9/30/03Bank $1,650High Yield $1,143Total $2,793

LeverageMW Holdings 4.21x Covenant 5.25xInsight Inc 7.00x (net of cash)

Interest Coverage MW Holdings 4.49x Covenant 2.25x

TLA - $425mTLB - $1,125mRevolver - $100m (45m add’l in Oct.)

9.75% Sr Notes - $377m10.5% Sr. Notes - $495mInc Zeroes - $271m

4.34x including incremental

$45m

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Strong Credit Profile

Average Cost of Debt – 6.88% (pro forma for Add-On)

Down from almost 8% last quarter due to Coaxial refinancing and swaps rolling off

Fixed Rate Debt - 46% of Total Debt (as of 9/30/03)

Ample Liquidity (pro forma for Add-On)

$54m cash

$419m unused revolver, $305m available under the covenant

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Free Cash Flow

Free Cash Flow positive in Q3 and Year to Date:

Q3 2003 YTD 2003

Operating Cash Flow $98.5 $283.0

Capex (47.0) (131.1)

Change in Working Capital (7.1) (3.1)

Cash Interest (29.1) (119.7)

Cash Taxes (0.0) (0.4)

Free Cash Flow $15.3 $28.6

On track to be Free Cash Flow neutral for full year 2003 and strongly Free Cash Flow positive for full year 2004

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