EXHIBIT 1.2 UNDERWRITING AGREEMENT (Preferred Stock, Depositary Shares, Common Stock)Underwriting Agreement • December 23rd, 2002 • Comcast Cable Communications Inc • Cable & other pay television services • New York
We (the "Manager") are acting on behalf of the underwriter or underwriters (including ourselves) named below (such underwriter or underwriters being herein called the "Underwriters"), and we understand that Comcast Corporation, a Pennsylvania corporation (the "Company"), proposes to issue and sell the number of shares of its securities identified as Firm Securities herein (the "Firm Securities"). The Company also proposes to issue and sell not more than the number of shares of its securities, if any, identified as Additional Securities herein (the "Additional Securities"), if and to the extent that we, as Manager of this offering, shall have determined to exercise, on behalf of the Underwriters, the right to purchase such Additional Securities granted to the Underwriters herein. The Firm Securities and the Additional Securities are hereinafter collectively referred to as the "Offered Securities."
ARTICLE 2 TRUST INDENTURE ACTGuarantee Agreement • December 23rd, 2002 • Comcast Cable Communications Inc • Cable & other pay television services • New York
EXHIBIT 1.1 UNDERWRITING AGREEMENT (Debt Securities)Underwriting Agreement • December 23rd, 2002 • Comcast Cable Communications Inc • Cable & other pay television services • New York
Form of Warrant Agreement For Warrant Sold Attached To Securities] COMCAST CORPORATION andWarrant Agreement • December 23rd, 2002 • Comcast Cable Communications Inc • Cable & other pay television services • New York
ARTICLE 1 ISSUANCE OF WARRANTS AND EXECUTION AND DELIVERY OF WARRANT CERTIFICATESWarrant Agreement • December 23rd, 2002 • Comcast Cable Communications Inc • Cable & other pay television services • New York
RECITALSPledge Agreement • December 23rd, 2002 • Comcast Cable Communications Inc • Cable & other pay television services • New York
