Liberty Global Reports Third Quarter Results

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     Record Q3 Organic RGU Additions of 309,500

     Strong Growth in Revenue and OCF

    DENVER, Colo., Nov. 10 - Liberty Global, Inc. ("Liberty Global") (Nasdaq: LBTYA, LBTYB, LBTYK), today announces financial and operating results for the three months ended September 30, 2005. Highlights for the quarter compared to the results of Liberty Global's predecessor Liberty Media International, Inc. ("LMI") for the same period last year include:

    * Pro forma(1) revenue growth of 20% to $1.30 billion(2)

    * Pro forma(1) Operating Cash Flow (OCF) growth of 16% to $463 million(3)

    * Net loss of $153 million compared to net income of $79 million

    * Organic increase of 309,500 RGUs(4), a 74% pro forma(1) increase in net

     additions

    Mike Fries, President and Chief Executive Officer of Liberty Global, said, "The Company has continued the strong operating momentum exhibited in the second quarter during what historically has been a slow, summer period for many of our operations. During the third quarter, we posted record organic RGU additions and strong sequential growth in revenue and OCF over our second quarter 2005 results. Our core broadband businesses, including UPC in Europe, J:COM in Japan, and VTR in Chile, have benefited from aggressive marketing and new product launches during the summer season."

    "We added 309,500 RGUs during the third quarter on an organic basis, driven primarily by the success of our digital phone (VoIP) and broadband Internet products. With VoIP services launched in France, the Netherlands and Hungary, we are currently adding over 6,000 RGUs per week in Europe, an acceleration from our second quarter. Additionally, we added 155,500 organic broadband Internet RGUs in the third quarter, our fourth consecutive quarter of over 100,000 subscribers and our best quarter ever in terms of additions."

    "Our financial results for the third quarter were also very strong. On a pro forma basis as if J:COM's results were consolidated last year, our revenue for the three months increased 20% to $1.30 billion and OCF increased 16% to $463 million. Adjusting for foreign currency movements, acquisitions and the May 1, 2005 consolidation of NTL Ireland, our pro forma, year-over-year revenue and OCF growth rates for the third quarter were 11% and 10%, respectively. If we exclude the Netherlands from our organic calculation, which experienced an increase in operating costs associated with our recently launched "digital for all" (D4A) initiative, our organic OCF growth rate for the third quarter would have been 17% over the prior year quarter."

    "With respect to our core operating objectives, we have made substantial progress. In terms of our digital video products, J:COM continues to deliver strong growth with nearly 90,000 subscribers added this quarter, achieving a digital penetration of 31% of total video subscribers. Also of note, our D4A launch in the Netherlands began last month and has received a positive reception from both regulators and customers. We also launched branded mobile services in the Netherlands in August, which has started off strong with over 23,000 customers added by September 30, 2005. We also recently announced the launch, scheduled for March 2006, of J:COM branded mobile services. This new "Quad-Play" opportunity is expected to reduce customer churn and generate incremental profitability in our core markets. In addition, we are well positioned with respect to wireless opportunities, and have been opportunistically acquiring low-cost spectrum licenses in selected markets."

    "We also continue to pursue a disciplined and opportunistic acquisition strategy. In Europe, we have closed three acquisitions since completion of the second quarter including the previously announced acquisitions of Canal Plus, the Dutch premium content business, and Astral, the largest cable operator in Romania. The content business of Canal Plus is highly complementary to our digital rollout in the Netherlands, and the combination of Astral with our existing Romanian cable business creates the leading broadband cable operator in that market."

    "In October, we completed the acquisition of Cablecom, the largest cable operator in Switzerland. Cablecom expands our European footprint into the highly attractive Swiss market, which is characterized by high analog TV penetrations and an affluent customer base. We recently received approval from the Irish Competition Authority, subject to certain conditions, with respect to our announced acquisition of NTL Ireland and are optimistic that we will close this acquisition in 2005. In addition to our acquisition activity in Europe, we also made significant progress in Japan, completing the acquisition of Odakyu Cable Vision and increasing our stake to a majority interest in Cable Television Kobe, that together will add over 500,000 homes passed to J:COM's consolidated footprint."

    "From a balance sheet and liquidity perspective, we successfully accessed the capital markets on several occasions. In particular, we financed our acquisition of Cablecom with a combination of cash and approximately $1.0 billion of new debt, which we raised on attractive terms. At VTR, through strong cash flow generation and a new credit facility, we have been able to upstream approximately $196 million in cash within the last year. Additionally, we continue to be focused on rationalizing non-core assets, as evidenced by our third quarter monetization of our News Corporation stake and our recent sale of our SBS Broadcasting interest, which combined, generated gross proceeds exceeding $400 million."

    Third Quarter 2005 Financial and Operating Results

    Our consolidated operating subsidiaries in Europe include UPC -- our broadband cable division with operations in 14 countries, and chellomedia -- our media and programming division. In Asia, our consolidated subsidiary is J:COM, the largest broadband cable operator in Japan. In the Americas, our primary consolidated operation is VTR, the largest broadband cable operator in Chile. Although we consolidate 100% of their revenue and OCF, at September 30, 2005, we owned an indirect 80% interest in VTR and, through our interest in Super Media, an indirect 36.8% interest in J:COM. Please refer to the appropriate sections herein for additional segment financial information. Additionally, the pro forma data contained herein assumes J:COM was consolidated for the comparable period in the preceding year.

    Operating Statistics

    At September 30, 2005, we had 15,203,300 total RGUs(5) which represented an organic(6) increase of 309,500 RGUs from June 30, 2005. The organic RGU additions represent a 74% improvement from last year's third quarter net gain, pro forma to include the consolidation of J:COM. Our RGU figures use a "single count" method whereby we do not "double count" a digital video subscriber as an analog video subscriber and we do not currently count mobile telephony customers as subscribers.

    In terms of net RGU additions by product, the breakdown of our 309,500 organic additions for third quarter 2005 includes 155,500 broadband Internet subscribers, 117,500 telephony subscribers and 36,500 video subscribers. Our broadband Internet subscriber addition increase was driven by continued strong demand for the multiple tiers of high-speed access services that we offer across most of our markets, with Central and Eastern Europe demonstrating accelerating growth over the second quarter. Our telephony additions were driven primarily by the continued success of our digital phone offerings in the Netherlands, France and Hungary, as well as strong organic telephone adds in Japan and Chile.

    The increase in our video subscribers consisted of an increase of 107,900 digital video and DTH subscribers, offset by a reduction of 71,400 analog video and MMDS subscribers. The digital video RGU increase was driven primarily by upgrades from our analog video subscriber base. J:COM achieved particular success in this regard, generating a third quarter organic increase of 87,900 digital RGUs. With respect to our analog video business, the third quarter is seasonally soft in Europe as we typically experience an increase in disconnects during the summer months.

    Revenue

    Total consolidated revenue for the three months ended September 30, 2005 increased 83% on a reported basis to $1.30 billion as compared to the same period last year. The increase was principally due to acquisitions and the consolidation of J:COM as of January 1, 2005 and the consolidation of NTL Ireland as of May 1, 2005. On a pro forma basis, as if J:COM's results had been consolidated in last year's third quarter, revenue increased 20% year over year.

    Excluding the effects of FX movements, revenue on a pro forma basis increased 19% and 25% for the three months and nine months ended September 30, 2005, respectively, as compared to the same periods last year. This increase was driven primarily by acquisitions and internal RGU growth. Additionally, on a pro forma organic basis(7), revenue grew 11% for the quarter, as compared to the same period last year.

    In terms of average monthly revenue (ARPU(8)) per RGU and ARPU per customer relationship, UPC Broadband and J:COM experienced sequential growth over the second quarter in both ratios. For the three months ended September 30, 2005, ARPU per RGU and ARPU per customer relationship for UPC Broadband was EUR 16.95 and EUR 20.35, reflecting increases of 0.3% and 1.5% sequentially over the second quarter, respectively. Similarly, J:COM generated ARPU per RGU and ARPU per customer relationship of YEN 4,900 and YEN 8,413 for the three months ended September 30, 2005, which were increases of 1.6% and 3.0% over the second quarter, respectively.

    Operating Cash Flow

    Operating Cash Flow for the three months ended September 30, 2005 increased 84% on a reported basis to $463 million as compared to the prior year period. The increase was principally due to acquisitions and the consolidation of J:COM as of January 1, 2005 and the consolidation of NTL Ireland as of May 1, 2005. On a pro forma basis as if J:COM's results had been consolidated in last year's third quarter, OCF increased 16% year over year.

    Excluding the effects of FX movements, OCF on a pro forma basis increased 15% and 20% for the three months and nine months ended September 30, 2005, respectively, as compared to the comparable periods last year. This increase was driven primarily by acquisitions and increases in RGUs between the periods. On a pro forma organic basis(7), OCF increased 10% for the quarter, as compared to the same period last year. Excluding the Netherlands' results from both periods, our pro forma organic OCF growth rate for the three month period improves to 17%. We are incurring higher operating, marketing and customer care costs in that market related to new product launches, in particular our D4A initiative.

    Our reported OCF margin(9) for the three months ended September 30, 2005 was 35.8%. The margin declined as compared to the pro forma OCF margin of 37.0% for last year's third quarter, but improved sequentially as compared to our reported OCF margin of 33.6% for the second quarter. The decline in margin was due primarily to new service launches around digital video and VoIP, the impact of acquisitions and increases in marketing, advertising and commissions expenses and direct costs and labor. The increases in marketing, advertising and commissions expenses primarily are attributable to our efforts to increase RGUs.

    Net Earnings (Loss)

    Our net earnings (loss) for the three months ended September 30, 2005 was ($153) million or ($0.32) per share. The third quarter 2005 loss compares to net earnings of $79 million or $0.23 per share for the same period last year. The loss in earnings was in large part due to increased interest expense, increased realized and unrealized losses on derivative instruments and higher minority interests in earnings of subsidiaries, partially offset by higher operating income.

    Free Cash Flow and Capital Expenditures

    Our Free Cash Flow(10) (FCF) for the three months ended September 30, 2005 was $51 million, a decrease of $33 million compared to the same period last year. The decrease was primarily attributable to an increase in capital expenditures (including capital lease additions) of 145% compared to last year's third quarter (which did not include J:COM), offset by a 72% improvement in net cash provided by operating activities to $368 million for the three months ended September 30, 2005.

    Our Free Cash Flow for the nine months ended September 30, 2005 was $78 million, including payments of approximately $75 million relating to the settlement and termination of a Dutch programming contract (MovieCo). Excluding those payments, FCF for the nine months ended September 30, 2005 would have been approximately $153 million.

    Capital expenditures and capital lease additions for the three months ended September 30, 2005 were $317 million, an increase of 145% compared to last year's third quarter. The primary reason for the increase was the consolidation of J:COM's results in 2005, as well as an increase in spending on customer premise equipment to support our faster unit growth in the current period.

    Balance Sheet, Leverage, and Liquidity

    At September 30, 2005, total debt (including capital lease obligations) was $7.38 billion, cash and cash equivalents were $2.415 billion, and short- term liquid investments were $31.5 million. Our consolidated leverage ratio, defined as gross debt to Q3 annualized Operating Cash Flow, was 4.0x compared to 3.8x at June 30, 2005. Our leverage ratio during the period increased in part because of financings at UPC Holdings B.V. and VTR, offset by sequential OCF improvement.

    Subsequent to September 30, 2005, we raised approximately $1.0 billion of debt financing in connection with the acquisition of Cablecom, excluding Cablecom debt with a balance of $1.3 billion at June 30, 2005 (the most recent date that Cablecom's debt balances were publicly reported) and purchased 100% of Cablecom's and Astral's equity for approximately $2.6 billion. Adjusting for the purchases of Cablecom and Astral including the related financings, as well as our additional investment in Telenet and the sale of our SBS stake, our consolidated debt would be approximately $9.9 billion and our cash and cash equivalents would be approximately $1.0 billion.

    In addition to our cash balances and short-term liquid investments at September 30, 2005, we had approximately EUR 295 million of availability under our 1.0 billion Euros in European revolvers, and $176 million of availability under our 20 billion Yen Japanese revolver. Subject to their terms, the undrawn amounts under those revolvers may be borrowed to finance acquisitions. In terms of monetization activity, we entered into a prepaid forward sale transaction with respect to 5.5 million shares of News Corporation Class A Common Stock, deriving $75 million in proceeds during the third quarter. We also disposed of our interest in SBS Broadcasting in November, receiving 276 million Euros ($326 million) of gross proceeds.

    Based on our September 30, 2005 results, the ratio of Senior Debt to Annualised EBITDA (last two quarters annualized) for UPC Broadband Holding B.V., as defined in and calculated in accordance with the UPC Broadband Holding credit facility was 4.01x.

    2005 Guidance Update

    We provided full year 2005 consolidated guidance for Liberty Global in our second quarter results press release based on certain exchange rate (FX) assumptions. We reconfirmed that guidance at our Investor Day on September 28, 2005. Based upon our third quarter results and early performance in the fourth quarter, and adjusting for our FX assumptions, we believe that we are on track to achieve our guidance on revenue, OCF, capex, and RGUs. Our guidance targets do not include the results of Cablecom, which we will begin consolidating during the fourth quarter.

    Excluding the impact of Cablecom, our guidance targets for 2005 consist of consolidated revenue of $5.1 - $5.2 billion, which assumes full year 2005 average exchange rates of approximately 1.25 dollars per Euro, 109 yen per dollar and 580 Chilean pesos per dollar, as well as the completion of the NTL Ireland transaction. On the same basis, our consolidated Operating Cash Flow target is $1.8 - $1.9 billion. In terms of capital expenditures and capital lease additions for 2005, our guidance target is to end the year at approximately 25% of revenue. Additionally, we expect to end the year with 16.7 - 16.8 million total RGUs, based on organic RGU additions of 1.1 - 1.2 million in 2005 (excluding the impact of acquisitions at closing) and including approximately 1.7 million RGUs either already acquired or expected to be acquired during 2005 (excluding Cablecom but including the completion of our previously announced Romanian and Irish acquisitions). To the extent that our organic RGU growth exceeds our target range, we would expect to report lower OCF due to the associated increase in marketing and subscriber acquisition costs.

    About Liberty Global, Inc.

    Liberty Global owns interests in broadband distribution and content companies operating outside the continental United States, principally in Europe, Asia, and the Americas. Through its subsidiaries and affiliates, Liberty Global is the largest broadband cable operator outside the U.S. in terms of subscribers. Based on the Company's consolidated operating statistics at September 30, 2005 (other than those of NTL Ireland which we consolidate but do not control), Liberty Global's networks passed approximately 23.6 million homes and served approximately 15.2 million revenue generating units, including approximately 10.7 million video subscribers, 2.6 million broadband Internet subscribers and 1.9 million telephone subscribers.

    Forward-Looking Statements

    This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including guidance given for 2005. These forward-looking statements involve certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these statements. These risks and uncertainties include the continued use by subscribers and potential subscribers of the Company's services, changes in technology and competition, our ability to achieve expected operational efficiencies and economies of scale, our ability to generate expected revenue and Operating Cash Flow and achieve assumed margins including, to the extent annualized figures imply forward-looking projections, continued performance comparable with the period annualized, as well as other factors detailed from time to time in the Company's filings with the Securities and Exchange Commission. These forward-looking statements speak only as of the date of this release. The Company expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any guidance and other forward-looking statement contained herein to reflect any change in the Company's expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.

    (1) Pro forma data assumes J:COM was consolidated for the comparable

     period in the preceding year.

    (2) Financial results for the second and third quarter include the

     results from NTL Ireland, which we began consolidating May 1, 2005.

     As we do not control NTL Ireland, our operating statistics exclude

     NTL Ireland.

    (3) Please see below for an explanation of Operating Cash Flow and the

     required reconciliation.

    (4) Please see footnote 4 at the end of the release for more detail on

     the definition of Revenue Generating Units (RGUs).

    (5) Excluding NTL Ireland.

    (6) Organic figures exclude RGUs at the date of acquisition but include

     the impact of changes in RGUs from the date of acquisition.

    (7) Pro forma organic growth rate is calculated by excluding the effects

     of FX movements, acquisitions and the consolidation of NTL Ireland.

    (8) Average monthly revenue (ARPU) is calculated as follows: average

     total monthly revenue from all sources for the period as indicated,

     divided by the average of the opening and closing RGUs or customer

     relationships, as applicable, for the period.

    (9) OCF margin is calculated by dividing OCF for the respective period by

     total revenue.

    (10) Free Cash Flow is defined as net cash provided by operating

     activities less capital expenditures and capital lease additions.

     Please see below for more information and the required GAAP

     reconciliation.

    For more information, please visit http://www.lgi.com or contact:

    Christopher Noyes Bert Holtkamp

    Investor Relations - Denver Corporate Communications - Europe

    (303) 220-6693 +31 20 778 9447

     Liberty Global, Inc.

     Condensed Consolidated Balance Sheets

     (unaudited)

     September 30, December 31,

     2005 2004

     amounts in thousands

    ASSETS

    Current assets:

     Cash and cash equivalents $2,414,504 $2,529,115

     Trade receivables, net 254,063 203,890

     Other receivables, net 101,043 165,631

     Available-for-sale investment 326,160 --

     Other current assets 505,800 261,509

     Total current assets 3,601,570 3,160,145

    Investments in affiliates, accounted for

     using the equity method, and related

     receivables 844,842 1,865,642

    Other investments 581,616 838,608

    Property and equipment, net 6,863,142 4,335,537

    Goodwill 6,729,051 2,667,279

    Franchise rights and other intangible

     assets not subject to amortization 225,724 230,674

    Intangible assets subject to amortization,

     net 654,903 382,599

    Deferred tax assets 131,065 77,313

    Other assets, net 394,495 144,566

     Total assets $20,026,408 $13,702,363

    LIABILITIES AND STOCKHOLDERS' EQUITY

    Current liabilities:

     Accounts payable $478,596 $363,549

     Accrued liabilities and other 754,517 645,627

     Deferred and advance payments from

     subscribers and others 324,346 353,069

     Current portion of debt and capital

     lease obligations 322,855 36,827

     Total current liabilities 1,880,314 1,399,072

    Long-term debt and capital lease obligations 7,055,638 4,955,919

    Deferred tax liabilities 580,424 458,138

    Other long-term liabilities 875,811 432,018

     Total liabilities 10,392,187 7,245,147

    Commitments and contingencies

    Minority interests in subsidiaries 1,757,575 1,216,710

    Stockholders' Equity:

     Series A common stock, $.01 par value.

     Authorized 500,000,000 shares; issued

     232,024,666 and 168,514,962 shares at

     September 30, 2005 and December 31,

     2004, respectively 2,320 1,685

     Series B common stock, $.01 par value.

     Authorized 50,000,000 shares; issued

     and outstanding 7,264,300 shares 73 73

     Series C common stock, $.01 par value.

     Authorized 500,000,000 shares;

     239,296,905 and 175,779,262 shares

     issued and outstanding at September 30,

     2005 and December 31, 2004,

     respectively 2,393 1,758

     Additional paid-in capital 9,970,009 6,999,877

     Accumulated deficit (1,898,829) (1,649,007)

     Accumulated other comprehensive earnings

     (loss), net of taxes (95,124) 14,010

     Deferred compensation (13,560) --

     Shares held by subsidiaries (90,594) --

     Treasury stock, at cost (42) (127,890)

     Total stockholders' equity 7,876,646 5,240,506

     Total liabilities and stockholders'

     equity $20,026,408 $13,702,363

     Liberty Global, Inc.

     Condensed Consolidated Statements of Operations

     (unaudited)

     Three months ended Nine months ended

     September 30, September 30,

     2005 2004 2005 2004

     amounts in thousands, except per share amounts

    Revenue $1,295,795 $708,807 $3,807,317 $1,865,416

    Operating costs and

     expenses:

     Operating (other than

     depreciation) 553,265 286,814 1,590,848 743,990

     Selling, general and

     administrative (SG&A) 279,206 170,679 875,818 467,901

     Stock-based

     compensation expense

     - primarily SG&A 60,784 13,377 122,310 66,120

     Depreciation and

     amortization 365,187 253,615 1,038,602 696,624

     Impairment,

     restructuring and

     other operating

     charges 930 27,807 3,705 53,214

     1,259,372 752,292 3,631,283 2,027,849

     Operating income

     (loss) 36,423 (43,485) 176,034 (162,433)

    Other income (expense):

     Interest expense (134,405) (67,653) (312,161) (221,639)

     Interest and dividend

     income 18,851 18,849 61,704 44,043

     Share of earnings

     (losses) of affiliates,

     net 2,055 15,673 (14,752) 54,518

     Realized and unrealized

     gains (losses) on

     derivative instruments,

     net (29,178) 11,255 125,991 86,640

     Foreign currency

     transaction gains

     (losses), net 7,349 25,890 (194,298) (1,240)

     Gain on exchanges of

     investment securities -- 168,301 -- 168,301

     Other-than-temporary

     declines in fair value

     of investments -- (12,429) -- (15,115)

     Gain (loss) on

     extinguishment of debt -- -- (12,631) 35,787

     Gains (losses) on

     disposition of assets,

     net 277 (12,092) 25,855 12,632

     Other income (expense),

     net 6 (1,861) 1,279 (7,535)

     (135,045) 145,933 (319,013) 156,392

     Earnings (loss)

     before income taxes

     and minority

     interests (98,622) 102,448 (142,979) (6,041)

    Income tax expense (28,449) (56,634) (30,241) (91,027)

    Minority interests in

     losses (earnings) of

     subsidiaries, net (25,737) 32,735 (76,602) 120,692

     Net earnings (loss) $(152,808) $78,549 $(249,822) $23,624

    Historical and pro forma

     earnings (loss) per

     common share - basic

     and diluted $(0.32) $0.23 $(0.63) $0.07

     Liberty Global, Inc.

     Condensed Consolidated Statements of Cash Flows

     (unaudited)

     Nine months ended

     September 30,

     2005 2004

     amounts in thousands

    Cash flows from operating activities:

     Net earnings (loss) $(249,822) $23,624

     Adjustments to reconcile net earnings (loss)

     to net cash provided by operating activities:

     Stock-based compensation expense 122,310 66,120

     Depreciation and amortization 1,038,602 696,624

     Impairment, restructuring and other operating

     charges, net 3,705 53,214

     Amortization of deferred financing costs and

     non-cash interest 78,887 25,475

     Share of losses (earnings) of affiliates, net 14,752 (54,518)

     Realized and unrealized gains on derivative

     instruments, net (125,991) (86,640)

     Foreign currency transaction losses, net 194,298 1,240

     Gain on exchange of investment securities -- (168,301)

     Other-than-temporary declines in fair value

     of investments -- 15,115

     Loss (gain) on extinguishment of debt 12,631 (35,787)

     Gains on disposition of assets, net (25,855) (12,632)

     Deferred income tax expense (benefit) (12,008) 59,007

     Minority interests in earnings (losses) of

     subsidiaries 76,602 (120,692)

     Non-cash recognition of deferred revenue (22,982) --

     Non-cash charges from Liberty Media Corporation -- 15,490

     Changes in operating assets and liabilities,

     net of the effects of acquisitions:

     Receivables and other 131,661 (55,832)

     Payables and accruals (220,095) 95,635

     Net cash provided by operating

     activities 1,016,695 517,142

    Cash flows from investing activities:

     Capital expended for property and equipment (832,959) (325,262)

     Proceeds received upon disposition of assets 151,733 163,950

     Cash paid in connection with acquisitions,

     net of cash acquired (755,540) (428,156)

     Cash paid in connection with LGI Combination (703,868) --

     Payment of deposit for pending acquisition (131,142) --

     Return of cash previously paid into escrow

     in connection with 2004 acquisition 56,883 --

     Net cash received (paid) to purchase or settle

     derivative instruments 77,545 (69,672)

     Purchases of short-term liquid investments (51,809) (244,859)

     Proceeds from sale of short-term liquid

     investments 69,312 135,371

     Change in restricted cash 28,724 1,685

     Investments in and loans to affiliates and

     others (20,231) (241,183)

     Repayment of amounts loaned to affiliate -- 129,237

     Other investing activities, net 2,454 3,638

     Net cash used by investing activities (2,108,898) (875,251)

    Cash flows from financing activities:

     Borrowings of debt 4,250,798 1,214,534

     Repayments of debt and capital lease

     obligations (3,924,329) (981,601)

     Net proceeds from rights offering -- 735,661

     Proceeds from issuance of stock by

     subsidiaries 857,969 486,457

     Payment of deferred financing costs (62,180) (50,410)

     Contributions from Liberty Media Corporation -- 704,250

     Other financing activities, net 5,669 (13,287)

     Net cash provided by financing activities 1,127,927 2,095,604

     Effect of exchange rates on cash (150,335) (11,518)

     Net increase (decrease) in cash and

     cash equivalents (114,611) 1,725,977

     Cash and cash equivalents:

     Beginning of period 2,529,115 12,753

     End of period $2,414,504 $1,738,730

    Supplemental Cash Flow Disclosures

     Cash paid for interest $231,471 $231,139

     Net cash paid for taxes $29,708 $2,504

    Revenue

    The tables presented below provide revenue by reportable segment for the three and nine months ended September 30, 2005, as compared to corresponding prior year periods. In each case, the tables present (i) the amounts reported by each of our reportable segments for the comparative interim periods, (ii) the U.S. dollar change and percentage change from period to period, and (iii) the U.S. dollar equivalent of the change and the percentage change from period to period, after removing foreign currency effects (FX). The comparisons that exclude FX assume that exchange rates remained constant during the periods that are included in each table. Other Western Europe includes our operating segments in Ireland, Norway, Sweden and Belgium. Other Central and Eastern Europe includes our operating segments in Poland, Czech Republic, Slovak Republic, Romania and Slovenia. Our corporate and other category includes (i) certain less significant operating segments that provide video programming and other services in Europe and Argentina and broadband services in Puerto Rico, Brazil and Peru and (ii) our corporate segment.

     Increase

     Three months ended Increase (decrease)

     September 30, (decrease) excluding FX

     2005 2004 $ % $ %

     amounts in thousands, except % amounts

    Europe (UPC

     Broadband)

     The Netherlands $192,916 $181,845 $11,071 6.1 $12,002 6.6

     France 127,355 120,974 6,381 5.3 6,946 5.7

     Austria 78,566 73,993 4,573 6.2 4,958 6.7

     Other Western

     Europe 124,419 77,605 46,814 60.3 45,732 58.9

     Total Western

     Europe 523,256 454,417 68,839 15.1 69,638 15.3

     Hungary 70,337 53,137 17,200 32.4 16,526 31.1

     Other Central and

     Eastern Europe 83,963 63,550 20,413 32.1 14,601 23.0

     Total Central

     and Eastern

     Europe 154,300 116,687 37,613 32.2 31,127 26.7

     Total Europe

     (UPC

     Broadband) 677,556 571,104 106,452 18.6 100,765 17.6

    Japan (J:COM) 418,757 367,062 51,695 14.1 56,799 15.5

    Chile (VTR) 119,158 75,096 44,062 58.7 29,963 39.9

    Corporate and

     other 99,368 75,272 24,096 32.0 24,397 32.4

    Intersegment

     eliminations (19,044) (12,665) (6,379) (50.4) (6,459) (51.0)

    Total LGI before

     elimination of

     equity

     affiliates 1,295,795 1,075,869 219,926 20.4 205,465 19.1

    Elimination of

     equity

     affiliate

     (J:COM) -- (367,062) 367,062 -- -- --

    Total

     consolidated

     LGI $1,295,795 $708,807 $586,988 82.8 $205,465 29.0

     Increase

     Nine months ended Increase (decrease)

     September 30, (decrease) excluding FX

     2005 2004 $ % $ %

     amounts in thousands, except % amounts

    Europe (UPC Broadband)

     The Netherlands $592,913 $530,084 $62,829 11.9 $45,587 8.6

     France 387,543 183,176 204,367 111.6 201,546 110.0

     Austria 245,327 226,211 19,116 8.5 11,763 5.2

     Other Western

     Europe 328,630 199,777 128,853 64.5 119,227 59.7

     Total Western

     Europe 1,554,413 1,139,248 415,165 36.4 378,123 33.2

     Hungary 213,667 155,521 58,146 37.4 46,190 29.7

     Other Central

     and Eastern

     Europe 252,555 180,680 71,875 39.8 43,717 24.2

     Total

     Central and

     Eastern

     Europe 466,222 336,201 130,021 38.7 89,907 26.7

     Total

     Europe

     (UPC

     Broadband) 2,020,635 1,475,449 545,186 37.0 468,030 31.7

    Japan (J:COM) 1,237,792 1,090,476 147,316 13.5 138,458 12.7

    Chile (VTR) 313,260 216,537 96,723 44.7 73,839 34.1

    Corporate and

     other 290,691 208,393 82,298 39.5 77,000 36.9

    Intersegment

     eliminations (55,061) (34,963) (20,098) (57.5) (18,565)(53.1)

    Total LGI before

     elimination of

     equity

     affiliates 3,807,317 2,955,892 851,425 28.8 738,762 25.0

    Elimination of

     equity

     affiliate

     (J:COM) -- (1,090,476) 1,090,476 -- -- --

    Total

     consolidated

     LGI $3,807,317 $1,865,416 $1,941,901 104.1 $738,762 39.6

    Operating Cash Flow

    The tables presented below provide Operating Cash Flow by reportable segment for the three and nine months ended September 30, 2005, as compared to corresponding prior year periods. In each case, the tables present (i) the amounts reported by each of our reportable segments for the comparative interim periods, (ii) the U.S. dollar change and percentage change from period to period, and (iii) the U.S. dollar equivalent of the change and the percentage change from period to period, after removing foreign currency effects (FX). The comparisons that exclude FX assume that exchange rates remained constant during the periods that are included in each table. Other Western Europe includes our operating segments in Ireland, Norway, Sweden and Belgium. Other Central and Eastern Europe includes our operating segments in Poland, Czech Republic, Slovak Republic, Romania and Slovenia. Our corporate and other category includes (i) certain less significant operating segments that provide video programming and other services in Europe and Argentina and broadband services in Puerto Rico, Brazil and Peru and (ii) our corporate segment.

     Increase

     Three months ended Increase (decrease)

     September 30, (decrease) excluding FX

     2005 2004 $ % $ %

     amounts in thousands, except % amounts

    Europe (UPC

     Broadband)

     The

     Netherlands $88,314 $100,307 $(11,993) (12.0) $(11,494) (11.5)

     France 31,543 19,534 12,009 61.5 12,165 62.3

     Austria 35,179 31,289 3,890 12.4 4,106 13.1

     Other

     Western

     Europe 41,855 28,585 13,270 46.4 13,004 45.5

     Total

     Western

     Europe 196,891 179,715 17,176 9.6 17,781 9.9

     Hungary 26,956 19,996 6,960 34.8 6,710 33.6

     Other

     Central

     and

     Eastern

     Europe 31,755 26,071 5,684 21.8 3,570 13.7

     Total

     Central

     and

     Eastern

     Europe 58,711 46,067 12,644 27.4 10,280 22.3

     Total

     Europe

     (UPC

     Broadband) 255,602 225,782 29,820 13.2 28,061 12.4

    Japan (J:COM) 165,592 146,439 19,153 13.1 21,182 14.5

    Chile (VTR) 38,269 25,925 12,344 47.6 7,779 30.0

    Corporate

     and other 3,861 (393) 4,254 1,082.4 4,288 1,091.1

    Total LGI

     before

     elimination

     of equity

     affiliates 463,324 397,753 65,571 16.5 61,310 15.4

    Elimination

     of equity

     affiliate

     (J:COM) -- (146,439) 146,439 -- -- --

     Total $463,324 $ 251,314 $212,010 84.4 $61,310 24.4

     Increase

     Nine months ended Increase (decrease)

     September 30, (decrease) excluding FX

     2005 2004 $ % $ %

     amounts in thousands, except % amounts

    Europe (UPC

     Broadband)

     The

     Netherlands $278,988 $277,488 $1,500 0.5 $(6,620) (2.4)

     France 77,950 23,618 54,332 230.0 54,150 229.3

     Austria 106,283 93,340 12,943 13.9 9,844 10.5

     Other

     Western

     Europe 116,116 73,482 42,634 58.0 38,997 53.1

     Total

     Western

     Europe 579,337 467,928 111,409 23.8 96,371 20.6

     Hungary 82,738 60,129 22,609 37.6 17,945 29.8

     Other

     Central

     and

     Eastern

     Europe 101,817 72,077 29,740 41.3 18,753 26.0

     Total

     Central

     and

     Eastern

     Europe 184,555 132,206 52,349 39.6 36,698 27.8

     Total

     Europe

     (UPC

     Broadband) 763,892 600,134 163,758 27.3 133,069 22.2

    Japan

     (J:COM) 481,179 433,112 48,067 11.1 44,527 10.3

    Chile (VTR) 104,227 74,942 29,285 39.1 21,657 28.9

    Corporate

     and other (8,647) (21,551) 12,904 59.9 12,876 59.7

    Total LGI

     before

     elimination

     of equity

     affiliates 1,340,651 1,086,637 254,014 23.4 212,129 19.5

    Elimination

     of equity

     affiliate

     (J:COM) -- (433,112) 433,112 -- -- --

     Total $1,340,651 $653,525 $687,126 105.1 $212,129 32.5

    Operating Cash Flow Definition and Reconciliation

    Operating cash flow is not a GAAP measure. Operating cash flow is the

    primary measure used by our chief operating decision maker to evaluate

    segment operating performance and to decide how to allocate resources to

    segments. As we use the term, operating cash flow is defined as revenue

    less operating and SG&A expenses (excluding depreciation and amortization,

    stock-based compensation and impairment, restructuring and other operating

    charges or credits). We believe operating cash flow is meaningful because

    it provides investors a means to evaluate the operating performance of our

    segments and our company on an ongoing basis using criteria that is used

    by our internal decision makers. Our internal decision makers believe

    operating cash flow is a meaningful measure and is superior to other

    available GAAP measures because it represents a transparent view of our

    recurring operating performance and allows management to readily view

    operating trends, perform analytical comparisons and benchmarking between

    segments in the different countries in which we operate and identify

    strategies to improve operating performance. For example, our internal

    decision makers believe that the inclusion of impairment and restructuring

    charges within operating cash flow would distort the ability to

    efficiently assess and view the core operating trends in our segments. In

    addition, our internal decision makers believe our measure of operating

    cash flow is important because analysts and investors use it to compare

    our performance to other companies in our industry. A reconciliation of

    total segment operating cash flow to our consolidated earnings (loss)

    before income taxes and minority interests is presented below. Investors

    should view operating cash flow as a supplement to, and not a substitute

    for, operating income, net earnings, cash flow from operating activities

    and other GAAP measures of income as a measure of operating performance.

    We are unable to provide a reconciliation of forecasted Operating Cash

    Flow, to the most directly comparable GAAP measure, net income (loss), as

    applicable, because certain items are out of our control and/or cannot be

    reasonably predicted. For example, it is impractical to: (1) estimate

    future fluctuations in interest rates on our variable-rate debt

    facilities; (2) estimate the fluctuations in exchange rates relative to

    the U.S. dollar and its impact on our results of operations; (3) estimate

    the financial results of our non-consolidated affiliates; and (4) estimate

    changes in circumstances that lead to gains and/or losses such as sales of

    investments in affiliates and other assets. Any and/or all of these items

    could be significant to our financial results.

    The table below highlights the reconciliation of operating cash flow to

    earnings (loss) before income taxes and minority interests:

     Three months ended Nine months ended

     Sept. 30, June 30, Sept. 30, Sept. 30, Sept. 30,

     2005 2005 2004 2005 2004

     amounts in thousands

    Total segment

     operating

     cash flow $463,324 $428,452 $251,314 $1,340,651 $653,525

    Stock-based

     compensation

     expense (60,784) (42,871) (13,377) (122,310) (66,120)

    Depreciation

     and

     amortization (365,187) (345,824) (253,615) (1,038,602) (696,624)

    Impairment,

     restructuring

     and other

     operating

     credits

     (charges), net (930) 2,088 (27,807) (3,705) (53,214)

     Operating

     income

     (loss) 36,423 41,845 (43,485) 176,034 (162,433)

    Interest

     expense (134,405) (86,728) (67,653) (312,161) (221,639)

    Interest and

     dividend

     income 18,851 22,317 18,849 61,704 44,043

    Share of

     earnings

     (losses) of

     affiliates,

     net 2,055 4,517 15,673 (14,752) 54,518

    Realized and

     unrealized

     gains (losses)

     on derivative

     instruments,

     net (29,178) 69,301 11,255 125,991 86,640

    Foreign currency

     transaction

     gains (losses),

     net 7,349 (136,885) 25,890 (194,298) (1,240)

    Gain on exchange

     of investment

     securities -- -- 168,301 -- 168,301

    Other-than-

     temporary

     declines in

     fair value of

     investments -- -- (12,429) -- (15,115)

    Gain (loss) on

     extinguishment

     of debt -- (651) -- (12,631) 35,787

    Gains (losses)

     on disposition

     of assets, net 277 (43,994) (12,092) 25,855 12,632

    Other income

     (expense), net 6 589 (1,861) 1,279 (7,535)

     Earnings (loss)

     before income

     taxes and

     minority

     interests $(98,622) $(129,689) $102,448 $(142,979) $(6,041)

    Free Cash Flow Definition and Reconciliation

    Free Cash Flow is not a GAAP measure of liquidity. We define Free Cash

    Flow as net cash provided by operating activities less capital

    expenditures and capital lease additions. Our definition of free cash

    flow includes capital lease additions which are used to finance capital

    expenditures. From an accounting perspective, capital expenditures that

    are financed by capital lease arrangements are treated as non-cash

    activities and accordingly are not included in the capital expenditure

    amounts presented in our condensed consolidated statements of cash flows.

    We believe our presentation of free cash flow provides useful information

    to our investors because it can be used to gauge our ability to service

    debt and fund new investment opportunities. Investors should view free

    cash flow as a supplement to, and not a substitute for, GAAP cash flows

    from operating, investing and financing activities as a measure of

    liquidity. The table below highlights the reconciliation of net cash

    flows from operating activities to Free Cash Flow:

     Three months ended Nine months ended

     Sept. 30, June 30, Sept. 30, Sept. 30, Sept. 30,

     2005 2005(1) 2004 2005 2004

     amounts in thousands

    Net cash

     provided by

     operating

     activities $368,266 $345,412 $213,614 $1,016,695 $517,142

    Capital

     expenditures (282,535) (301,734) (129,327) (832,959) (325,262)

    Capital lease

     additions (34,790) (41,231) 0 (106,204) 0

     Free cash

     flow $50,941 $2,447 $84,287 $77,532 $191,880

    (1) Net cash provided by operating activities for the three months ended

     June 30, 2005 has been revised as a result of a reclassification

     within our condensed consolidated statements of cash flows.

    Capital Expenditures and Capital Lease Additions

    The table below highlights our capital expenditures per NCTA cable

    industry guidelines, as well as capital lease additions:

     Nine months

     Three months ended ended

     Sept. 30, June 30, Percent Sept. 30,

     2005 2005 Change 2005

     amounts in thousands

    Customer Premises

     Equipment $89,337 $106,962 (16.5%) $298,573

    Scaleable Infrastructure 47,566 57,598 (17.4%) 141,281

    Line Extensions 28,700 21,597 32.9% 76,922

    Upgrade/Rebuild 43,928 39,192 12.1% 105,664

    Support Capital 52,495 58,591 (10.4%) 160,677

    NTL Ireland 9,663 4,505 114.5% 14,168

    chellomedia and other 10,846 13,289 (18.4%) 35,674

    Total Capital

     Expenditures (Capex) $282,535 $301,734 (6.4%) $832,959

    Percent of Revenue 21.8% 23.6% (7.8%) 21.9%

    Add: Capital Lease

     Additions(1) 34,790 41,231 (15.6%) 106,204

    Total Capex and

     Capital Leases $317,325 $342,965 (7.5%) $939,163

    Percent of Revenue 24.5% 26.9% (8.9%) 24.7%

    (1) Relates primarily to customer premise equipment for J:COM.

    Summary of Debt, Capital Lease Obligations and Cash and Short-Term Liquid

    Investments

    The following table details the U.S. dollar equivalent balances of our

    consolidated debt, capital lease obligations and cash and short-term (ST)

    liquid investments by segment at September 30, 2005:

     Total Debt and

     Capital Lease Capital Lease Cash and ST

     Debt Obligations Obligations Investments

    Segment amounts in thousands

    LGI Corporate

     and Other $968,593 $435 $969,028 $1,325,835

    UPC Broadband 4,414,610 40,571 4,455,181 753,106

    J:COM 1,305,413 317,104 1,622,517 334,254

    VTR 331,261 506 331,767 32,805

     LGI Total $7,019,877 $358,616 $7,378,493 $2,446,000

    ARPU(1) Table

     As of As of Percent

    UPC Broadband Sept. 30, 2005 June 30, 2005 Change

    ARPU per RGU EUR16.95 EUR16.90 0.3%

    ARPU per Customer

     Relationship EUR20.35 EUR20.05 1.5%

    J:COM

    ARPU per RGU YEN4,900 YEN4,822 1.6%

    ARPU per Customer

     Relationship YEN8,413 YEN8,169 3.0%

    VTR(2)

    ARPU per RGU CLP16,261 CLP17,871 (9.0%)

    ARPU per Customer

     Relationship CLP24,720 CLP27,699 (10.8%)

    Liberty Global Consolidated

    ARPU per RGU $26.65 $27.33 (2.5%)

    ARPU per Customer

     Relationship $34.89 $35.33 (1.2%)

    (1) Average monthly revenue (ARPU) is calculated as follows: average total

     monthly revenue from all sources for the period as indicated, divided

     by the average of the opening and closing RGUs or customer

     relationships, as applicable, for the period.

    (2) VTR's ARPU per RGU and per customer relationship declined sequentially

     as calculated primarily because of the impact of the Metropolis

     acquisition.

    RGUs per Customer Relationship

     As of As of As of

     Sept. 30, June 30, Percent Sept. 30, Percent

     2005 2005 Change 2004 Change

    Europe 1.21 1.19 1.7% 1.17 3.4%

    J:Com 1.73 1.71 1.2% 1.64 5.5%

    VTR 1.52 1.52 0.0% 1.56 (2.6%)

    Liberty Global

     Consolidated 1.32 1.30 1.5% 1.27 3.9%

    Jupiter Programming Co., Ltd ("JPC") Supplemental Financial Information

    Liberty Global owned 50% of JPC at September 30, 2005. JPC is the largest

    multi-channel pay television programming and content provider in Japan

    based upon the number of subscribers receiving the channels. JPC

    currently owns or has investments in 16 channels. Summary financial

    information is presented below, as well as a reconciliation of operating

    cash flow to operating income calculated in accordance with GAAP for the

    periods presented therein:

     Nine Months Ended Nine Months Ended

     Sept. 30, Sept. 30, Sept. 30, Sept. 30,

     2005 2004 2005 2004

     amount in millions

    Revenue $566 $389 YEN61,041 YEN42,179

    Operating Cash Flow $111 $57 YEN12,007 YEN6,220

    Depreciation and

     Amortization (12) (8) (1,330) (896)

     Operating Income $99 $49 YEN10,677 YEN5,324

    Outstanding Net

     Debt (Cash) (1) $(52) $12 YEN(5,884) YEN1,274

    Cumulative

     Subscribers (2)

     (in thousands) 50,190 45,163

    (1) Includes shareholder debt of $9 million at September 30, 2005 and

     2004, respectively.

    (2) Includes subscribers at all consolidated and equity owned JPC

     channels. Shop Channel subscribers are stated on a full-time

     equivalent basis. Shop Channel prior year full-time equivalent

     subscriber numbers have been restated for comparability with the

     current year presentation.

     Consolidated Operating Data

     September 30, 2005

     Two-way Customer

     Homes Homes Relation- Total

     Passed(1) Passed(2) ships(3) RGUs(4)

    Europe

     The Netherlands 2,636,900 2,514,300 2,252,000 2,979,100

     France 4,603,900 3,353,900 1,613,000 1,876,000

     Austria 954,400 951,100 575,800 909,200

     Ireland 327,900 44,900 199,400 201,100

     Norway 521,800 265,700 375,300 460,400

     Sweden 421,600 285,900 297,100 383,300

     Belgium 156,400 156,400 146,000 167,300

     Total Western Europe 9,622,900 7,572,200 5,458,600 6,976,400

     Poland 1,895,800 813,400 1,007,500 1,085,600

     Hungary 1,024,500 862,400 962,300 1,080,900

     Czech Republic 739,300 382,200 407,900 453,400

     Romania 569,100 133,700 389,600 395,400

     Slovak Republic 426,400 228,900 299,100 314,000

     Slovenia 124,900 78,300 107,400 123,300

     Total Central and

     Eastern Europe 4,780,000 2,498,900 3,173,800 3,452,600

     Total Europe 14,402,900 10,071,100 8,632,400 10,429,000

    Japan:

     J-Com 6,717,100 6,708,500 1,865,000 3,220,500

    The Americas:

     Chile(14) 2,021,700 1,238,800 899,200 1,366,200

     Puerto Rico(14) 329,700 329,700 114,100 157,100

     Brazil 14,900 14,900 14,900 16,300

     Peru 66,800 30,300 12,300 14,200

     Total Latin America 2,433,100 1,613,700 1,040,500 1,553,800

     Grand Total 23,553,100 18,393,300 11,537,900 15,203,300

     September 30, 2005

     Video

     Analog Digital

     Cable Cable DTH MMDS

     Subscri- Subscri- Subscri- Subscri-

     bers(5) bers(6) bers(7) bers(8)

    Europe

     The Netherlands 2,195,500 52,500 -- --

     France 947,700 548,000 -- --

     Austria 456,400 41,600 -- --

     Ireland 88,800 21,100 -- 88,800

     Norway 335,600 29,800 -- --

     Sweden 245,800 51,300 -- --

     Belgium 129,400 3,500 -- --

     Total Western Europe 4,399,200 747,800 -- 88,800

     Poland 987,900 -- -- --

     Hungary 722,800 -- 151,700 --

     Czech Republic 291,200 -- 96,000 --

     Romania 389,500 -- -- --

     Slovak Republic 249,900 -- 15,200 32,100

     Slovenia 107,400 -- -- --

     Total Central and

     Eastern Europe 2,748,700 -- 262,900 32,100

     Total Europe 7,147,900 747,800 262,900 120,900

    Japan:

     J-Com 1,080,100 494,300 -- --

    The Americas:

     Chile(14) 739,500 4,400 -- --

     Puerto Rico(14) 61,200 51,400 -- --

     Brazil -- -- -- 14,900

     Peru 10,900 -- -- --

     Total Latin America 811,600 55,800 -- 14,900

     Grand Total 9,039,600 1,297,900 262,900 135,800

     September 30, 2005

     Internet Telephone

     Homes Homes

     Service- Subscri- Service- Subscri-

     able(9) bers(10) able(11) bers(12)

    Europe

     The Netherlands 2,514,300 457,700 2,390,000 273,400

     France 3,353,900 278,400 1,941,900 101,900

     Austria 951,100 260,900 917,700 150,300

     Ireland 44,900 2,000 24,200 400

     Norway 265,700 65,100 173,700 29,900

     Sweden 285,900 86,200 -- --

     Belgium 156,400 34,400 -- --

     Total Western Europe 7,572,200 1,184,700 5,447,500 555,900

     Poland 813,400 97,700 -- --

     Hungary 862,400 114,800 858,900 91,600

     Czech Republic 382,200 66,200 -- --

     Romania 133,700 5,900 -- --

     Slovak Republic 214,000 16,800 -- --

     Slovenia 78,300 15,900 -- --

     Total Central and

     Eastern Europe 2,484,000 317,300 858,900 91,600

     Total Europe 10,056,200 1,502,000 6,306,400 647,500

    Japan:

     J-Com 6,708,500 791,700 6,285,100 854,400

    The Americas:

     Chile(14) 1,238,800 279,300 1,238,800 343,000

     Puerto Rico(14) 329,700 29,100 329,700 15,400

     Brazil 14,900 1,400 -- --

     Peru 30,300 3,300 -- --

     Total Latin America 1,613,700 313,100 1,568,500 358,400

     Grand Total 18,378,400 2,606,800 14,160,000 1,860,300

     Subscriber Variance Table September 30, 2005 vs. June 30, 2005

     Two-way Customer

     Homes Homes Relation- Total

     Passed(1) Passed(2) ships(3) RGUs(4)

    Europe:

     The Netherlands 5,700 5,500 (9,200) 34,600

     France 11,200 12,000 (6,500) 18,000

     Austria 2,800 2,800 1,000 3,400

     Ireland 1,500 5,400 (500) (100)

     Norway 100 7,500 3,000 7,500

     Sweden -- 1,100 1,100 4,900

     Belgium 200 200 (700) 1,000

     Total Western Europe 21,500 34,500 (11,800) 69,300

     Poland 5,700 132,900 7,800 22,600

     Hungary 6,400 115,600 14,200 35,700

     Czech Republic 4,500 42,400 3,700 12,200

     Romania 12,200 86,800 (2,300) 2,400

     Slovak Republic 900 14,900 700 3,600

     Slovenia 700 (10,400) 800 2,500

     Total Central and

     Eastern Europe 30,400 382,200 24,900 79,000

     Total Europe 51,900 416,700 13,100 148,300

    Japan:

     J-Com 100,800 100,800 38,800 103,100

    The Americas:

     Chile (80,400) (124,100) 18,500 26,700

     Puerto Rico 500 500 (8,500) (2,600)

     Brazil -- -- -- 200

     Peru -- -- (1,400) (1,400)

     Total Latin America (79,900) (123,600) 8,600 22,900

     Grand Total 72,800 393,900 60,500 274,300

     Organic growth by region

     Latin America 58,100

     Japan 103,100

     Europe 148,300

     Total 309,500

     Dispositions and Other(13)

     Puerto Rico adj(14) (5,500)

     Chile MMDS (11,800)

     Metropolis adj(14) (17,900)

     Subtotal (35,200)

     Total Net Adds 274,300

     Subscriber Variance Table September 30, 2005 vs. June 30, 2005

     Video

     Analog Digital

     Cable Cable DTH MMDS

     Subscri- Subscri- Subscri- Subscri-

     bers(5) bers(6) bers(7) bers(8)

    Europe:

     The Netherlands (7,300) (2,300) -- --

     France (8,400) 1,800 -- --

     Austria (4,800) 2,600 -- --

     Ireland (3,200) 2,600 -- --

     Norway 2,600 200 -- --

     Sweden (6,400) 7,500 -- --

     Belgium (1,300) 300 -- --

     Total Western Europe (28,800) 12,700 -- --

     Poland 400 -- -- --

     Hungary 4,400 -- 1,600 --

     Czech Republic (1,500) -- 6,300 --

     Romania (2,100) -- -- --

     Slovak Republic 900 -- 500 (100)

     Slovenia 700 -- -- --

     Total Central and

     Eastern Europe 2,800 -- 8,400 (100)

     Total Europe (26,000) 12,700 8,400 (100)

    Japan:

     J-Com (60,200) 87,900 -- --

    The Americas:

     Chile 5,000 4,400 -- (12,300)

     Puerto Rico (4,700) (1,100) -- --

     Brazil -- -- -- --

     Peru (1,400) -- -- --

     Total Latin America (1,100) 3,300 -- (12,300)

     Grand Total (87,300) 103,900 8,400 (12,400)

     Organic growth by region

     Latin America 15,400 (1,100) -- (500)

     Japan (60,200) 87,900 -- --

     Europe (26,000) 12,700 8,400 (100)

     Total (70,800) 99,500 8,400 (600)

    Dispositions and Other(13)

     Puerto Rico adj(14) (4,700) -- -- --

     Chile MMDS -- -- -- (11,800)

     Metropolis adj(14) (11,800) 4,400 -- --

     Subtotal (16,500) 4,400 -- (11,800)

     Total Net Adds (87,300) 103,900 8,400 (12,400)

     Subscriber Variance Table September 30, 2005 vs. June 30, 2005

     Internet Telephone

     Homes Homes

     Service- Subscri- Service- Subscri-

     able(9) bers(10) able(11) bers(12)

    Europe:

     The Netherlands 5,500 18,900 3,500 25,300

     France 12,000 6,800 363,400 17,800

     Austria 2,800 6,700 2,800 (1,100)

     Ireland 5,400 500 -- --

     Norway 7,500 5,600 1,600 (900)

     Sweden 1,100 3,800 -- --

     Belgium 200 2,000 -- --

     Total Western Europe 34,500 44,300 371,300 41,100

     Poland 132,900 22,200 -- --

     Hungary 115,600 17,600 117,500 12,100

     Czech Republic 42,400 7,400 -- --

     Romania 86,800 4,500 -- --

     Slovak Republic 12,900 2,300 -- --

     Slovenia (10,400) 1,800 -- --

     Total Central and

     Eastern Europe 380,200 55,800 117,500 12,100

     Total Europe 414,700 100,100 488,800 53,200

    Japan:

     J-Com 100,800 28,100 55,500 47,300

    The Americas:

     Chile (124,100) 24,200 (127,100) 5,400

     Puerto Rico 500 2,200 500 1,000

     Brazil -- 200 -- --

     Peru -- -- -- --

     Total Latin America (123,600) 26,600 (126,600) 6,400

     Grand Total 391,900 154,800 417,700 106,900

     Organic growth by region

     Latin America (123,600) 27,300 (126,600) 17,000

     Japan 100,800 28,100 55,500 47,300

     Europe 414,700 100,100 488,800 53,200

     Total 391,900 155,500 417,700 117,500

    Dispositions and Other(13)

     Puerto Rico adj(14) -- (700) -- (100)

     Chile MMDS -- -- -- --

     Metropolis adj(14) -- -- -- (10,500)

     Subtotal -- (700) -- (10,600)

     Total Net Adds 391,900 154,800 417,700 106,900

    Footnotes for pages the last two tables

    (1) "Homes Passed" are homes that can be connected to our networks

     without further extending the distribution plant, except for DTH and

     MMDS homes. Our Homes Passed counts are based on census data that

     can change based on either revisions to the data or from new census

     results. With respect to DTH, we do not count homes passed. With

     respect to MMDS, one home passed is equal to one MMDS subscriber.

    (2) "Two-way Homes Passed" are homes passed by our networks where

     customers can request and receive the installation of a two-way

     addressable set-top converter, cable modem, transceiver and/or voice

     port which, in most cases, allows for the provision of video and

     Internet services and, in some cases, telephone services.

    (3) "Customer Relationships" are the number of customers who receive at

     least one level of service without regard to which service(s) they

     subscribe. We exclude mobile customers from customer relationships.

    (4) "Revenue Generating Unit" is separately an Analog Cable Subscriber,

     Digital Cable Subscriber, DTH Subscriber, MMDS Subscriber, Internet

     Subscriber or Telephone Subscriber. A home may contain one or more

     RGUs. For example, if a residential customer in our Austrian system

     subscribed to our digital cable service, telephone service and

     high-speed broadband Internet access service, the customer would

     constitute three RGUs. "Total RGUs" is the sum of Analog, Digital

     Cable, DTH, MMDS, Internet and Telephone Subscribers. In some cases,

     non-paying subscribers are counted as subscribers during their free

     promotional service period. Some of these subscribers choose to

     disconnect after their free service period. This table excludes all

     RGU data relating to NTL Ireland, which had approximately 360,000

     RGUs as of March 31, 2005.

    (5) "Analog Cable Subscriber" is comprised of basic cable video customers

     that are counted on a per connection basis. We have approximately

     1.37 million "lifeline" customers that are counted on a per

     connection basis, representing the least expensive regulated tier of

     basic cable service, with only a few channels. With respect to Japan

     and Puerto Rico, residential multiple dwelling units with a

     discounted pricing structure are counted on an equivalent bulk unit

     (EBU) basis. Commercial contracts such as hotels and hospitals are

     counted by all our subsidiaries on an EBU basis. EBU is calculated

     by dividing the bulk price charged to accounts in an area by the most

     prevalent price charged to non-bulk residential customers in that

     market for the comparable tier of service. An analog cable

     subscriber is not counted as a digital cable subscriber.

    (6) "Digital Cable Subscriber" is a customer with one or more digital

     converter boxes that receives our digital video service. We count a

     subscriber with one or more digital converter boxes that receives our

     digital video service as just one subscriber. A digital subscriber

     is not counted as an analog subscriber.

    (7) "DTH Subscriber" is a home or commercial unit that receives our video

     programming broadcast directly to the home via a geosynchronous

     satellite.

    (8) "MMDS Subscriber" is a home or commercial unit that receives our

     video programming via a multipoint microwave (wireless) distribution

     system.

    (9) "Internet Homes Serviceable" are homes that can be connected to our

     broadband networks, where customers can request and receive Internet

     access services.

    (10) "Internet Subscriber" is a home or commercial unit with one or more

     cable modems connected to our broadband networks, where a customer

     has requested and is receiving high-speed Internet access services.

    (11) "Telephone Homes Serviceable" are homes that can be connected to our

     networks, where customers can request and receive voice services.

    (12) "Telephone Subscriber" is a home or commercial unit connected to our

     networks, where a customer has requested and is receiving voice

     services. Telephone subscribers as of September 30, 2005 exclude

     23,300 mobile telephone subscribers. Mobile telephone services

     generate a significantly lower ARPU than broadband or VoIP telephone

     services.

    (13) Subscriber information for recently acquired entities is preliminary

     and subject to adjustment until we have completed our review of such

     information and determined that it is presented in accordance with

     our policies.

    (14) The subscriber statistics of VTR and Puerto Rico were adjusted during

     the third quarter of 2005 to conform subscriber counting

     methodologies to our consolidated policies and to correct certain

     errors. Bookmark and Share
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