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                                                                    Exhibit 3.19

                                CF CABLE TV INC.

                  AMENDMENT TO THE ADMINISTRATIVE RESOLUTIONS

9.  INDEMNIFICATION OF DIRECTORS AND OFFICERS

    The Corporation shall indemnify any person and such person's heirs and legal
representatives against all costs, charges and expenses, including any amount
paid to settle an action or satisfy a judgment, reasonably incurred by such
person in respect of any civil, criminal or administrative action or proceeding
to which such person is or may be made a party by reason of being now or in the
future, or having been, a director or officer of this Corporation or acting or
having acted at this Corporation's request as a director or officer of any other
corporation of which this Corporation is or has been or may become a shareholder
or creditor, if (a) such person acted honestly and in good faith with a view to
the best interests of the Corporation, and (b) in the case of a criminal or
administrative action or proceeding that is enforced by a monetary penalty, such
person had reasonable grounds for believing that his or her conduct was lawful.
Where any such indemnification is subject to or conditional upon the approval or
consent of any court, or of any governmental body or regulatory authority, this
Corporation will exercise all reasonable efforts to obtain, or assist in
obtaining, or facilitate the obtaining of such approval or consent.

    The Corporation shall enter into an agreement with each of the persons now
acting or who may in the future act as a director as referred to above, and with
such of the persons now acting or who may in the future act as an officer as
referred to above as may be designated from time to time by the Board,
evidencing the foregoing undertaking to indemnify, the whole in such form and
upon such terms and conditions as may be approved by the directors and/or
officers who sign such an agreement on behalf of the Corporation, the fact of
such approval to be conclusively evidenced by their execution of any such
agreement.

    PASSED by the directors on February 6, 1995.