Exhibit 25.3


 = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = =
                                    FORM T-1

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                            STATEMENT OF ELIGIBILITY
                   UNDER THE TRUST INDENTURE ACT OF 1939 OF A
                    CORPORATION DESIGNATED TO ACT AS TRUSTEE

                      CHECK IF AN APPLICATION TO DETERMINE
                      ELIGIBILITY OF A TRUSTEE PURSUANT TO
                             SECTION 305(b)(2) |__|
                           ---------------------------

                            BNY MIDWEST TRUST COMPANY
                 (formerly known as CTC Illinois Trust Company)
               (Exact name of trustee as specified in its charter)

Illinois                                            36-3800435
(State of incorporation                             (I.R.S. employer
if not a U.S. national bank)                        identification no.)

2 North LaSalle Street
Suite 1020
Chicago, Illinois                                   60602
(Address of principal executive offices)            (Zip code)

                               ---------------------------

                      Charter Communications Holdings, LLC
               (Exact name of obligor as specified in its charter)

Delaware                                           43-1843179
(State or other jurisdiction of                    (I.R.S. employer
incorporation or organization)                     identification no.)


12405 POWERSCOURT DRIVE                            63131
ST. LOUIS, MISSOURI                                (Zip code)
(Address of principal executive offices)

                           ---------------------------

                               CCH I Holdings, LLC
               (Exact name of obligor as specified in its charter)

Delaware                                           20-3269388
(State or other jurisdiction of                    (I.R.S. employer
incorporation or organization)                     identification no.)


12405 POWERSCOURT DRIVE                            63131
ST. LOUIS, MISSOURI                                (Zip code)
(Address of principal executive offices)

                           ---------------------------

                          CCH I Holdings Capital Corp.
               (Exact name of obligor as specified in its charter)

Delaware                                           20-3269474
(State or other jurisdiction of                    (I.R.S. employer
incorporation or organization)                     identification no.)


12405 POWERSCOURT DRIVE                            63131
ST. LOUIS, MISSOURI                                (Zip code)
(Address of principal executive offices)

                           ---------------------------

                          10.000% Senior Notes due 2014
                       (Title of the indenture securities)
 = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = =


                                      -2-

1.    GENERAL INFORMATION.  FURNISH THE FOLLOWING INFORMATION AS TO THE TRUSTEE:

      (a)   NAME AND ADDRESS OF EACH EXAMINING OR SUPERVISING AUTHORITY TO WHICH
            IT IS SUBJECT.

- ---------------------------------------------------------------------------
               Name                                    Address
- ---------------------------------------------------------------------------

      Office of Banks & Trust               500 E. Monroe Street
      Companies of the State of             Springfield, Illinois
      Illinois                              62701-1532

      Federal Reserve Bank of Chicago       230 S. LaSalle Street
                                            Chicago, Illinois 60603

      (b)   WHETHER IT IS AUTHORIZED TO EXERCISE CORPORATE TRUST POWERS.

      Yes.

2.    AFFILIATIONS WITH OBLIGOR.

      IF THE OBLIGOR IS AN AFFILIATE OF THE TRUSTEE, DESCRIBE EACH SUCH
      AFFILIATION.

      None.

16.   LIST OF EXHIBITS.

      EXHIBITS IDENTIFIED IN PARENTHESES BELOW, ON FILE WITH THE COMMISSION, ARE
      INCORPORATED HEREIN BY REFERENCE AS AN EXHIBIT HERETO, PURSUANT TO RULE
      7A-29 UNDER THE TRUST INDENTURE ACT OF 1939 (THE "ACT") AND 17 C.F.R.
      229.10(d).

      1.    A copy of Articles of Incorporation of BNY Midwest Trust Company
            (formerly CTC Illinois Trust Company, formerly Continental Trust
            Company) as now in effect. (Exhibit 1 to Form T-1 filed with the
            Registration Statement No.
            333-47688.)

      2,3.  A copy of the Certificate of Authority of the Trustee as now in
            effect, which contains the authority to commence business and a
            grant of powers to exercise corporate trust powers. (Exhibit 2 to
            Form T-1 filed with the Registration Statement No. 333-47688.)

      4.    A copy of the existing By-laws of the Trustee. (Exhibit 4 to Form
            T-1 filed with the Registration Statement No. 333-47688.)

      6.    The consent of the Trustee required by Section 321(b) of the Act.
            (Exhibit 6 to Form T-1 filed with the Registration Statement No.
            333-47688.)



                                      -3-

      7.    A copy of the latest report of condition of the Trustee published
            pursuant to law or to the requirements of its supervising or
            examining authority.


                                      -4-

                                    SIGNATURE


      Pursuant to the requirements of the Act, the Trustee, BNY Midwest Trust
Company, a corporation organized and existing under the laws of the State of
Illinois, has duly caused this statement of eligibility to be signed on its
behalf by the undersigned, thereunto duly authorized, all in The City of
Chicago, and State of Illinois, on the 27th day of January, 2006.


                             BNY Midwest Trust Company


                             By:       /s/  R. Ellwanger
                                 -----------------------------------------
                                 Name: R. Ellwanger
                                 Title:   Assistant Vice President


                                      -5-

               DEPARTMENT OF FINANCIAL AND PROFESSIONAL REGULATION
                        DIVISION OF BANKS AND REAL ESTATE

                        CONSOLIDATED REPORT OF CONDITION
                                       OF

                            BNY MIDWEST TRUST COMPANY
                             2 NORTH LASALLE STREET
                                   SUITE 1020
                             CHICAGO, ILLINOIS 60602

Including the institution's domestic and foreign subsidiaries completed as of
the close of business on September 30, 2005, submitted in response to the call
of the Illinois Department of Financial and Professional Regulation.



                           ASSETS                                       THOUSANDS OF DOLLARS
                           ------                                       --------------------
                                                                                (000)
                                                              
ARTICLE 1.   Cash and Due from Depository Institution...                        58,351
ARTICLE 2.   U.S. Treasury Securities...................                         - 0 -
ARTICLE 3.   Obligations of States and Political
             Subdivisions...............................                         - 0 -
ARTICLE 4.   Other Bonds, Notes and Debentures..........                         - 0 -
ARTICLE 5.   Corporate Stock............................                         - 0 -
ARTICLE 6.   Trust Company Premises, Furniture,
             Fixtures and Other Assets Representing
             Trust Company Premises.....................                           554
ARTICLE 7.   Accounts Receivable........................                         2,853
ARTICLE 8.   Goodwill...................................                        86,816
ARTICLE 9.   Intangibles ...............................                           -0-
ARTICLE 10.  Other Assets ..............................                         1,287
             (Itemize amounts greater than 15% of
             Line 10)

                      Income Taxes Receivable...........      1,177


ARTICLE 11.  TOTAL ASSETS...............................                       149,861



                                      -6-

               DEPARTMENT OF FINANCIAL AND PROFESSIONAL REGULATION
                        DIVISION OF BANKS AND REAL ESTATE

                        CONSOLIDATED REPORT OF CONDITION
                                       OF

                            BNY MIDWEST TRUST COMPANY
                             2 NORTH LASALLE STREET
                                   SUITE 1020
                             CHICAGO, ILLINOIS 60602



                                LIABILITIES                            THOUSANDS OF DOLLARS
                                -----------                            --------------------
                                                                               (000)
                                                              
ARTICLE 12.     Accounts Payable...........................                         37
ARTICLE 13.     Taxes Payable..............................                          0
ARTICLE 14.     Other Liabilities for Borrowed Money.......                     25,425
ARTICLE 15.     Other Liabilities..........................
                (Itemize amounts greater than 15% of
                Line 14)

                       Reserve for Taxes...................  15,859
                                                                                16,533
ARTICLE 16.     TOTAL LIABILITIES
                                                                                41,995
                EQUITY CAPITAL
ARTICLE 17.     Preferred Stock............................                      - 0 -
ARTICLE 18.     Common Stock...............................                      2,000
ARTICLE 19.     Surplus....................................                     67,130
ARTICLE 20.     Reserve for Operating Expenses.............                      - 0 -
ARTICLE 21.     Retained Earnings (Loss)...................                     38,736
ARTICLE 22.     TOTAL EQUITY CAPITAL.......................                    107,866
ARTICLE 23.     TOTAL LIABILITIES AND EQUITY CAPITAL.......                    146,861


                                      -7-

I,      Robert L. DePaola, Vice President
   -----------------------------------------------------------------------------
              (Name and Title of Officer Authorized to Sign Report)

of BNY Midwest Trust Company certify that the information contained in this
statement is accurate to the best of my knowledge and belief. I understand that
submission of false information with the intention to deceive the Commissioner
or his Administrative officers is a felony.

                              /s/ Robert L. DePaola
                   -------------------------------------------
                (Signature of Officer Authorized to Sign Report)


                                      -8-