---

---

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

---

SCHEDULE 13G
(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
RULE 13D-1(B), (C) AND (D) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(b)

(Amendment No. 1) *

---

---

Page 2 of 10

---

Page 3 of 10

---

Page 4 of 10

---

Item 1(a). Name of Issuer:

     Cablevision Systems Corporation

Item 1(b). Address of Issuer’s Principal Executive Offices:

     1111 Stewart Avenue, Bethpage, New York 11714

Item 2(a). Names of Persons Filing:

     This statement is filed on behalf of the persons identified below (the “Reporting Persons”).

     Comcast Corporation

     Comcast Cable Communications Holdings, Inc.

     Comcast ABB CSC Holdings, Inc.

Item 2(b). Address of Principal Business Office or, if None, Residence:

     The address of the principal business office of each of Comcast Corporation and Comcast Cable Communications Holdings, Inc. is 1500 Market Street, Philadelphia, PA 19102-2148, c/o Comcast Corporation.

     The address of the principal business office of Comcast ABB CSC Holdings, Inc. is 1201 North Market Street, Suite 1405, Wilmington, Delaware 19801, c/o Comcast Capital Corporation.

Item 2(c). Citizenship:

     Comcast Corporation - Pennsylvania

     Comcast Cable Communications Holdings, Inc. – Delaware

     Comcast ABB CSC Holdings, Inc. - Delaware

Item 2(d). Title of Class of Securities:

     Cablevision NY Group Class A Common Stock, par value $.01 per share (“Class A Common Stock”)

Item 2(e). CUSIP Number:

     12686C109

Item 3. If this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:

(a)		Broker or dealer registered under Section 15 of the Exchange Act;
(b)		Bank as defined in Section 3(a)(6) of the Exchange Act;
(c)		Insurance company as defined in Section 3(a)(19) of the Exchange Act;
(d)		Investment company registered under Section 8 of the Investment Company Act;
(e)		An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
(f)		An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
(g)		A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
(h)		A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
Page 5 of 10

---

(i)		A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
(j)		Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

Item 4. Ownership.

(a)	Amount beneficially owned: 41,451,682
(b)	Percent of class: 18.9%
(c)	Number of shares as to which such person has:
	(i)	Sole power to vote or to direct the vote: -0-
	(ii)	Shared power to vote or to direct the vote: 41,451,682
	(iii)	Sole power to dispose or to direct the disposition of: -0-
	(iv)	Shared power to dispose or to direct the disposition of: 41,451,682

Item 5. Ownership of Five Percent or Less of a Class.

     If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following.

Item 6. Ownership of More than Five Percent on Behalf of Another Person.

     Not applicable

Item 7. Identification and Classification of the Subsidiaries Which Acquired the Security Being Reported on by the Parent Holding Company.

     Comcast Cable Communications Holdings, Inc. is a direct, wholly owned subsidiary of Comcast Corporation.

     Comcast Cable Communications Holdings, Inc. owns a 61.9% interest in Comcast ABB CSC Holdings, Inc. directly and a 38.1% interest indirectly through its wholly owned subsidiary CVC Keep Well, LLC. Comcast Cable Communications Holdings, Inc. acquired its direct interest in Comcast ABB CSC Holdings, Inc. and its interest in CVC Keep Well, LLC as a result of the merger of CCC Sub, Inc. and Country Cable III, Inc. into it in 2003. Also as a result of this merger, Comcast Cable Holdings, LLC and TCI Cable Investments, LLC ceased to be Reporting Persons.

      Comcast ABB CSC Holdings, Inc. owns 32,651,947 shares of Class A Common Stock.

     Comcast ABB CSC II, Inc., an indirect, wholly owned subsidiary of Comcast Cable Communications Holdings, Inc., owns 8,799,735 shares of Class A Common Stock.

Item 8. Identification and Classification of Members of the Group.

     Not applicable

Item 9. Notice of Dissolution of Group.

     Not applicable

Item 10. Certifications.

     By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

Page 6 of 10

---

SIGNATURE

     After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: February 13, 2004
	COMCAST CORPORATION
	By:	/s/ Arthur R. Block
		Name:	Arthur R. Block
		Title:	Senior Vice President
	COMCAST CABLE COMMUNICATIONS HOLDINGS, INC.
	By:	/s/ Arthur R. Block
		Name:	Arthur R. Block
		Title:	Senior Vice President
	COMCAST ABB CSC HOLDINGS, INC.
	By:	/s/ Rosemarie S. Teta
		Name:	Rosemarie S. Teta
		Title:	Vice President

 

Page 7 of 10

---

SCHEDULES

 

Schedule I	Termination of Joint Filing Agreement dated January 27, 2003 among Comcast Corporation, Comcast Cable Communications Holdings, Inc., Comcast Cable Holdings, LLC, TCI Cable Investments, LLC and Comcast ABB CSC Holdings, Inc.
Schedule II	Joint Filing Agreement dated February 13, 2004 among the signatories to this Amendment No. 1 to Schedule 13G.

 

Page 8 of 10

---

 

SCHEDULE I

TERMINATION OF JOINT FILING AGREEMENT
EXECUTED PURSUANT TO RULE 13d-1(k)(1)

     The undersigned hereby terminate the Joint Filing Agreement among them dated January 27, 2003. This termination may be executed in any number of counterparts and all of such counterparts taken together shall constitute one and the same instrument.

Date: February 13, 2004
	COMCAST CORPORATION
	By:	/s/ Arthur R. Block
		Name:	Arthur R. Block
		Title:	Senior Vice President
	COMCAST CABLE COMMUNICATIONS HOLDINGS, INC.
	By:	/s/ Arthur R. Block
		Name:	Arthur R. Block
		Title:	Senior Vice President
	COMCAST CABLE HOLDINGS, LLC
	By:	/s/ Arthur R. Block
		Name:	Arthur R. Block
		Title:	Senior Vice President
	TCI CABLE INVESTMENTS, LLC
	By:	/s/ Arthur R. Block
		Name:	Arthur R. Block
		Title:	Senior Vice President
	COMCAST ABB CSC HOLDINGS, INC.
	By:	/s/ Rosemarie S. Teta
		Name:	Rosemarie S. Teta
		Title:	Vice President

 

Page 9 of 10

---

SCHEDULE II

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, each of the undersigned acknowledges and agrees that Amendment No. 1 to Schedule 13G with respect to the Cablevision NY Group Class A Common Stock, par value $.01 per share, of Cablevision Systems Corporation shall be filed on behalf of each of the undersigned and acknowledges that as contemplated by Section 13d-1(k)(1)(ii), no person shall be responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. This Agreement may be executed in any number of counterparts and all such counterparts taken together shall constitute one and the same instrument.

Date: February 13, 2004
	COMCAST CORPORATION
	By:	/s/ Arthur R. Block
		Name:	Arthur R. Block
		Title:	Senior Vice President
	COMCAST CABLE COMMUNICATIONS HOLDINGS, INC.
	By:	/s/ Arthur R. Block
		Name:	Arthur R. Block
		Title:	Senior Vice President
	COMCAST ABB CSC HOLDINGS, INC.
	By:	/s/ Rosemarie S. Teta
		Name:	Rosemarie S. Teta
		Title:	Vice President

Page 10 of 10