NTL Finalizes Financing Package for Merger with Telewest Global and Acquisition of Virgin Mobile; Announces GBP 300 Million Sen

NTL Incorporated (NASDAQ: NTLI) today announced that it
intends to file a registration statement shortly with the U.S.
Securities and Exchange Commission (SEC) for the sale of GBP 300
million of U.S. dollar and pound sterling denominated ten year notes
to be issued by its subsidiary, NTL Cable plc. The dollar and sterling
notes will have minimum denominations of $100,000 and GBP 50,000
respectively. The notes will rank pari passu with NTL Cable's
outstanding dollar, sterling and euro notes.
   NTL also announced that NTL Cable's subsidiary, NTL Investment
Holdings Limited, is seeking commitments for an additional GBP 300
million in senior debt under a new Tranche C of its existing senior
credit facility. The principal amount of the Tranche C facility will
be repayable in seven years. NTL anticipates that its use of the
Tranche C senior facility will reduce its overall financing cost.
   These proposed financings will not change the aggregate debt
levels previously announced and will complete the financing of the
Telewest Global and Virgin Mobile transactions.

   Important Information

   This announcement is not an offer of any securities for sale. The
issuer may file a registration statement (including a prospectus) with
the SEC for the offering to which this communication relates. Before
you invest, you should read the prospectus in that registration
statement and other documents that NTL has filed with the SEC for more
complete information about the issuer and this offering. You may get
these documents for free by visiting EDGAR on the SEC Web site at
www.sec.gov. Alternatively, the company will arrange to send you the
prospectus after filing if you request it by calling toll-free
1-800-245-8812, or by requesting a prospectus by e-mail from
[e-mail].
   The notes will not be offered and sold in the United Kingdom other
than to persons whose ordinary activities involve them in acquiring,
holding, managing, or disposing of investments (as principal or as
agent) for the purposes of their businesses or whom it is reasonable
to expect will acquire, hold, manage or dispose of investments (as
principal or agent) for the purposes of their businesses where the
issue of the notes would otherwise constitute a contravention of
Section 19 of the Financial Service and Market Act 2000 by the issuer.

   "Safe Harbor" Statement under the Private Securities Litigation
Reform Act of 1995:

   Various statements contained in this document constitute
"forward-looking statements" as that term is defined under the Private
Securities Litigation Reform Act of 1995. Words like "believe,"
"anticipate," "should," "intend," "plan," "will," "expects,"
"estimates," "projects," "positioned," "strategy," and similar
expressions identify these forward-looking statements, which involve
known and unknown risks, uncertainties and other factors that may
cause our actual results, performance or achievements or industry
results to be materially different from those contemplated, projected,
forecasted, estimated or budgeted, whether expressed or implied, by
these forward-looking statements. These factors include: (1) the
failure to obtain and retain expected synergies from the merger with
Telewest and acquisition of Virgin Mobile; (2) rates of success in
executing, managing and integrating key acquisitions, including the
merger with Telewest and acquisition of Virgin Mobile; (3) the ability
to achieve business plans for the combined ntl: Telewest group; (4)
the ability to manage and maintain key customer relationships; (5) the
ability to fund debt service obligations through operating cash flow;
(6) the ability to obtain additional financing in the future and react
to competitive and technological changes; (7) the ability to comply
with restrictive covenants in NTL's indebtedness agreements; (8) the
ability to control customer churn; (9) the ability to compete with a
range of other communications and content providers; (10) the effect
of technological changes on NTL's businesses; (11) the functionality
or market acceptance of new products that NTL may introduce; (12)
possible losses in revenues due to systems failures; (13) the ability
to maintain and upgrade NTL's networks in a cost-effective and timely
manner; (14) the reliance on single-source suppliers for some
equipment and software; (15) the ability to provide attractive
programming at a reasonable cost; and (16) the extent to which NTL's
future earnings will be sufficient to cover its fixed charges.

   These and other factors are discussed in more detail under "Risk
Factors" and elsewhere in NTL's Form 10-K and NTL Holdings Inc's. Form
10-K that were filed with the SEC on February 28, 2006 and March 1,
2006 respectively. We assume no obligation to update our
forward-looking statements to reflect actual results, changes in
assumptions or changes in factors affecting these statements.