NTL INC/DE/
8-K, 2000-10-20
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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                     ---------------------------------------

                                    FORM 8-K

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934


       DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) OCTOBER 18, 2000
                                                       ----------------


                                NTL INCORPORATED
               -------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)


Delaware                         0-30673                       13-4105887
-------------------------------------------------------------------------------
(State or Other                (Commission                 (IRS Employer
 Jurisdiction of                 File Number)               Identification No.)
   Incorporation)



110 East 59th Street, New York, New York                                10022
-------------------------------------------------------------------------------
(Address of Principal Executive Offices)                             (Zip Code)


        Registrant's Telephone Number, including area code (212) 906-8440
                                                          ---------------



          -------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)


<PAGE>

Item 5.    Other Events.
-------    -------------

-    On October 18, 2000, NTL Incorporated announced that it was unable to agree
     to final terms with the Football  Association  Premier League regarding the
     UK pay-per-view TV rights package and negotiations had ceased.

-    On October 19, 2000, NTL Incorporated announced that it intends to list its
     shares on the New York Stock  Exchange  (NYSE)  later this month  under the
     ticker symbol "NLI."  Concurrent  with the NYSE listing,  NTL will withdraw
     its listing on the Nasdaq Stock Market.

     Copies of the press releases  relating to the events are attached hereto as
exhibits and incorporated herein by reference.


Item 7.    Financial Statements and Exhibits
-------    ---------------------------------
                  Exhibits

99.1       Press release, issued Ocotber 18, 2000

99.2       Press release, issued October 19, 2000


<PAGE>

                                   SIGNATURES
                                   ----------


     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.



                                              NTL INCORPORATED
                                              (Registrant)


                                              By: /s/  Richard J. Lubasch
                                              ---------------------------------
                                              Name:    Richard J. Lubasch
                                              Title:   Executive Vice President-
                                                        General Counsel


Dated: October 20, 2000
<PAGE>

                                  EXHIBIT INDEX
                                  -------------


Exhibit                                                                   Page
-------                                                                   -----

99.1     Press release, issued October 18, 2000

99.2     Press release, issued October 19, 2000




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