<PAGE> 1
RULE 424(b)(3)
REGISTRATION NO. 333-3766
PRICING SUPPLEMENT NO. 6 TO PROSPECTUS DATED MAY 1, 1996
(As supplemented May 10, 1996)
COX COMMUNICATIONS, INC.
MEDIUM-TERM NOTES
(Fixed Rate Note)
<TABLE>
<S> <C>
Designation: 6.85% Senior MTN due 2018 Original Issue Date: January 27, 1998
Principal Amount: U.S. $100,000,000 Maturity Date: January 15, 2018
Issue Price (as a percentage of Cox's Option to Extend Maturity: None
Principal Amount): 99.680%
Interest Rate: 6.85% per annum CUSIP: 22404Q AF 5
Discounts and Commission: .875% Interest Payment Dates: Each January 15th
and July 15th and ending on the Maturity
Proceeds to the Company: 98.805% Date
</TABLE>
Form: [x] Global Note
[ ] Definitive Note
Optional Redemption Provisions: The 6.85% Senior MTN due 2018 will be
redeemable as a whole or in part, at the option of the Company at any time, at a
redemption price equal to the greater of (i) 100% of their principal amount or
(ii) the sum of the present values of the remaining scheduled payments of
principal and interest thereon discounted to the date of redemption on a
semiannual basis (assuming a 360-day year consisting of twelve 30-day months) at
the Treasury Rate (as defined below) plus 20 basis points, plus accrued interest
to the date of redemption.
Definitions: "Treasury Rate" means, with respect to any redemption
date, the rate per annum equal to the semiannual equivalent yield to maturity of
the Comparable Treasury Issue, assuming a price for the Comparable Treasury
Issue (expressed as a percentage of its principal amount) equal to the
Comparable Treasury Price for such redemption date.
<PAGE> 2
"Comparable Treasury Issue" means the United States Treasury security
selected by an Independent Investment Banker as having a maturity comparable to
the remaining term of the Notes to be redeemed that would be utilized, at the
time of selection and in accordance with customary financial practice, in
pricing new issues of corporate debt securities of comparable maturity to the
remaining term of such Notes, "Independent Investment Banker" means one of the
Reference Treasury Dealers appointed by the Trustee after consultation with the
Company.
"Comparable Treasury Price" means, with respect to any redemption
date, (i) the average of the bid and ask prices for the Comparable Treasury
Issue (expressed in each case as a percentage of its principal amount) on the
third business day preceding such redemption date, as set forth in the daily
statistical release (or any successor release) published by the Federal Reserve
Bank of New York and designated "Composite 3:30 p.m. Quotations for U.S.
Government Securities" or (ii) if such release (or any successor release) is
not published or does not contain such prices on such business day, (A) the
average of the Reference Treasury Dealer Quotations for such redemption date,
after excluding the highest and lowest such Reference Treasury Dealer
Quotations, or (B) if the Trustee obtains fewer than four such Reference
Treasury Dealer Quotations, the average of all such Quotations. "Reference
Treasury Dealer Quotations" means, with respect to each Reference Treasury
Dealer and any redemption date, the average, as determined by the Trustee, of
the bid and asked prices for the Comparable Treasury Issue (expressed in each
case as a percentage of its principal amount) quoted in writing to the Trustee
by such Reference Treasury Dealer at 5:00 p.m. on the third business day
preceding such redemption date.
"Reference Treasury Dealer" means each of Salomon Brothers Inc, Chase
Securities Inc., J.P. Morgan Securities Inc. and Morgan Stanley & Co.,
Incorporated and their respective successors; provided, however, that if any of
the foregoing shall cease to be a primary U.S. Government securities dealer in
New York City (a "Primary Treasury Dealer"), the Company shall substitute
therefor another Primary Treasury Dealer.
PLAN OF DISTRIBUTION
The Notes will be sold to Salomon Brothers Inc, Chase Securities Inc.,
J.P. Morgan Securities Inc. and Morgan Stanley & Co., Incorporated for resale
to one or more investors at a fixed public offering price. After the initial
public offering of the Notes, the public offering price and any concession or
discount may be changed.
This Pricing Supplement No. 6 supplements and, to the extent
inconsistent therewith, amends the description of the Notes referred to above
in the accompanying Prospectus Supplement and Prospectus.
Dated: January 22, 1998
- 2 -
