Cequel III to Purchase Cable Systems from Shaw Communications.

Business Editors/High-Tech Writers

ST. LOUIS--(BUSINESS WIRE)--Feb. 21, 2003

Cequel III, LLC, announced today that it has entered into an agreement with Shaw Communications, Inc., to purchase that company's Texas-based cable systems, serving approximately 27,000 customers.

The agreement, valued at approximately $85 million, is subject to standard regulatory approvals and customary closing conditions.

"These systems are a great complement to and will be interconnected with the systems we currently manage through Classic Communications," said Paul R. Estes, Senior Vice President of Corporate Development for Cequel III. "This acquisition is another key step in our efforts to create a major US cable operator."

The acquired Shaw systems serve the Houston-area communities of Kingwood, Lake Conroe, and Lake Livingston, Texas.

"After the purchase is closed, we will continue to use these state-of-the art systems to offer broadband services to our customers and build upon the 28% data penetration in these markets," Estes said. He added that maintaining high quality service for customers, during and after the transition, would be a top priority.

About Cequel III, LLC

Cequel III was founded in January 2002 as a privately held company. Its mission is to acquire or invest in, and subsequently to manage, growth-oriented firms in the telecommunications and cable industries, focusing on those companies that offer platforms for future acquisitions and industry consolidation. In May 2002, Cequel III made equity investments in and assumed management of AAT Communications Corporation, which owns or manages more than 6,000 tower sites across the United States. AAT leases tower space for wireless voice and data services to a broad tenant base. In February 2003, Cequel III invested in and assumed management of Classic Communications, a cable provider counting 325,000 subscribers in primarily rural communities, across 10 states.

About Shaw Communications, Inc.

Shaw Communications Inc. is a diversified Canadian communications company whose core business is providing broadband cable television, Internet and satellite direct-to-home services to approximately 2.9 million customers. Shaw is traded on the Toronto and New York stock exchanges (Symbol: TSX - SJR.B, NYSE - SJR).