Rule 8.3 - NTL

FORM 8.3
    DEALINGS BY PERSONS WITH INTERESTS IN SECURITIES REPRESENTING 1% OR MORE
              (Rule 8.3 of the City Code on Takeovers and Mergers)


1.   KEY INFORMATION

Name of person dealing        BARCLAYS PLC
(Note 1)
Company dealt in              NTL INCORPORATED
Class of relevant security    $0.01 COMMON STOCK
to which the dealings being
disclosed relate (Note 2)
Date of dealing               13 DECEMBER 2005


2.   INTERESTS, SHORT POSITIONS AND RIGHTS TO SUBSCRIBE

(a)  Interests and short positions (following dealing) in the class of relevant
security dealt in (Note 3)

                             Long                   Short

                       Number       (%)       Number       (%)

(1) Relevant          1,968,951    (2.31%)     263,032     (0.31%)
securities
(2) Derivatives               0    (0.00%)           0     (0.00%)
(other than
options)
(3) Options and               0    (0.00%)           0     (0.00%)
agreements to
purchase/sell
Total                 1,968,951    (2.31%)     263,032     (0.31%)



(b)  Interests and short positions in relevant securities of the company, other
     than the class dealt in (Note 3)

Class of relevant security:           Long                 Short

                              Number               Number
                              (%)                  (%)
(1) Relevant securities

(2)  Derivatives (other than
options)

(3) Options and agreements
to purchase/sell

Total


(c)  Rights to subscribe (Note 3)

Class of relevant security:   Details





3.   DEALINGS (Note 4)

(a)  Purchases and sales

Purchase/sale Number of Securities Price per unit
                                   (USD)
Purchase      672                  Transfer




 (b) Derivatives transactions (other than options)

Product    Long/Short    Number of Securities  Price Per
name,      (Note 6)      (Note 7)              Unit (USD)
e.g. CFD


(c)  Options transactions in respect of existing securities

(i)  Writing, selling, purchasing or varying

Product      Writing,    Number of     Exerc  Type,     Expir  Option
name,        selling,    securities    ise    e.g.      y      money
e.g. call    purchasin   to which the  price  American  date   paid/rece
option       g,          option               ,                ived per
             varying     relates              European         unit
             etc.        (Note 7)             etc.             (Note 5)


(ii) Exercising

Product name, e.g. call  Number of securities    Exercise price per unit
option                                           (Note 5)




(d)  Other dealings (including new securities) (Note 4)


Nature of transaction    Details                 Price per unit (if
(Note 8)                                         applicable) (Note 5)




4.   OTHER INFORMATIONS

Agreements, arrangements or understandings relating to options or derivatives


Full details of any agreement, arrangement or understanding between the
person disclosing and any other person relating to the voting rights of
any relevant securities under any option referred to on this form or
relating to the voting rights or future acquisition or disposal of any
relevant securities to which any derivative referred to on this form is
referenced.  If none, this should be stated.





Is a Supplemental Form 8 attached? (Note 9)                 NO


Date of disclosure                        14 DECEMBER 2005
Contact name                              BARCLAYS CORPORATE SECRETARIAT
Telephone number                          020 7116 2913
If a connected EFM, name of
offeree/offeror with which connected
If a connected EFM, state nature of
connection (Note 10)


Notes

The Notes on Form 8.3 can be viewed on the Takeover Panel's website at
www.thetakeoverpanel.org.uk