Liberty Global 11-K Annual report of employee stock purchases

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D. C. 20549

FORM 11-K

x	ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the fiscal year ended December 31, 2009
OR
o	TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from            to           

Commission file number 000-51360

LIBERTY GLOBAL 401(K) SAVINGS AND STOCK OWNERSHIP PLAN

(Full title of the Plan)

LIBERTY GLOBAL, INC.

(Issuer of the securities held pursuant to the Plan)

12300 Liberty Boulevard

Englewood, Colorado  80112

(Address of its principal executive office)

LIBERTY GLOBAL 401(K) SAVINGS AND STOCK OWNERSHIP PLAN

Table of Contents

	Page No.
Report of Independent Registered Public Accounting Firm	1
Financial Statements:
Statements of Net Assets Available for Plan Benefits as of December 31, 2009 and 2008	2
Statement of Changes in Net Assets Available for Plan Benefits for the year ended December 31, 2009	3
Notes to Financial Statements	4
Supplemental Schedules:
Schedule 1 - Schedule of Assets (Held at End of Year) — Form 5500 Schedule H, Part IV, Line 4i, as of December 31, 2009	12
Schedule 2 - Schedule of Reportable Transactions — Form 5500 Schedule H, Part IV, Line 4j, for the year ended December 31, 2009	13

Report of Independent Registered Public Accounting Firm

To Plan Participants and the Plan Committee

Liberty Global 401(k) Savings and Stock Ownership Plan:

We have audited the accompanying statements of net assets available for plan benefits of the Liberty Global 401(k) Savings and Stock Ownership Plan (the Plan) as of December 31, 2009 and 2008, and the related statement of changes in net assets available for plan benefits for the year ended December 31, 2009. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for plan benefits of the Plan as of December 31, 2009 and 2008, and the changes in net assets available for plan benefits for the year ended December 31, 2009, in conformity with accounting principles generally accepted in the United States of America.

Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of assets (held at end of year) as of December 31, 2009 and reportable transactions for the year ended December 31, 2009 are presented for the purpose of additional analysis and are not a required part of the basic financial statements but are supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. These supplemental schedules are the responsibility of the Plan’s management. The supplemental schedules have been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ Anton Collins Mitchell LLP

Denver, Colorado

June 25, 2010

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LIBERTY GLOBAL 401(K) SAVINGS AND STOCK OWNERSHIP PLAN

Statements of Net Assets Available for Plan Benefits

	December 31,
	2009		2008
Cash and cash equivalents	$	1,131	$	1,041
Investments, at fair value:
Money market funds	1,094,617		985,782
Mutual funds	11,622,253		8,457,980
Employer stock	4,265,073		2,638,959
Common collective trust	275,949		195,076
Participant loans	274,406		133,154
Total investments	17,532,298		12,410,951
Employer contributions receivable, net of forfeitures	206,587		183,329
Net assets available for Plan benefits at fair value	17,740,016		12,595,321
Adjustment from fair value to contract value for interest in common collective trust relating to fully benefit-responsive investment contracts	5,131		10,523
Net assets available for Plan benefits	$	17,745,147	$	12,605,844

See accompanying notes to financial statements.

2

LIBERTY GLOBAL 401(K) SAVINGS AND STOCK OWNERSHIP PLAN

Statement of Changes in Net Assets Available for Plan Benefits

Year ended December 31, 2009

Additions to (deductions from) net assets attributed to:
Contributions:
Participant	$	1,279,940
Employer, net of forfeitures applied	1,149,694
Total contributions	2,429,634
Investment income:
Interest and dividends	265,353
Net appreciation in fair value of investments	3,720,650
Total investment income, net	3,986,003
Distributions to participants	(1,260,801		)
Administrative expenses	(15,533		)
Net increase in net assets available for Plan benefits	5,139,303
Net assets available for Plan benefits, beginning of year	12,605,844
Net assets available for Plan benefits, end of year	$	17,745,147

See accompanying notes to financial statements.

3

LIBERTY GLOBAL 401(K) SAVINGS AND STOCK OWNERSHIP PLAN

Notes to Financial Statements

(1)Description of the Plan

The following description of the Liberty Global 401(k) Savings and Stock Ownership Plan (the Plan) provides only general information. Participants and all others should refer to the Plan agreement for a more complete description of the Plan’s provisions. Liberty Global, Inc. (LGI) reserves the right to amend the Plan at any time.

General

The Plan was established January 1, 1994 and is a defined contribution plan sponsored by LGI.  The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA). The Plan has been amended and restated at various dates, most recently as of December 1, 2009.

Eligibility

Employees of LGI and designated 80% or more owned subsidiaries of LGI are eligible to participate in the Plan. Collectively bargained employees, leased employees and Puerto Rico employees are not eligible to participate in the Plan.

Trustee and Recordkeeper

The trustee and recordkeeper of the Plan is Fidelity Management Trust Company (Fidelity or Trustee).

Contributions

Participants who are residents or citizens of the United States may make pre-tax contributions, Roth deferral contributions or a combination of pre-tax and Roth deferral contributions to the Plan of up to 60% (75% effective December 1, 2009) of their eligible compensation, as defined in the Plan.  Participants who are not residents or citizens of the United States may make after-tax contributions to the Plan.  Effective December 1, 2009, after-tax contributions may no longer be made.  Catch-up contributions, as defined in the Economic Growth and Tax Relief Reconciliation Act of 2001, are permitted for those eligible employees and are not matched by the employer. Participants may change their contribution percentages and type of contribution on each January 1, April 1, July 1 or October 1 and effective December 1, 2009, on the first day of every month. LGI may make matching contributions equal to 100% of participant contributions, up to a maximum match of 10% of eligible compensation. LGI reserves the right to change the matching contribution at any time. All participant contributions and employer matching contributions are subject to limitations as determined annually by the Internal Revenue Service (IRS). Participant pre-tax contributions and combined participant/employer contributions per participant were limited to $16,500 and $49,000, respectively, in 2009. Catch-up contributions for individuals age 50 and over were limited to $5,500 in 2009.

Participant contributions may be invested in any investment in the Plan at the employee’s election.  All employer matching contributions are made in LGI Series C common stock.  Participants who are fully vested in their employer contributions can transfer the investment in LGI Series A and LGI Series C common stock contributed by the employer to any investment in the Plan. Employer contributions for participants who are not fully vested remain in LGI Series C common stock.

Rollovers

Participants may elect to rollover amounts from other qualified plans or individual retirement accounts into the Plan provided that certain conditions are met.

Participant Loans

Participants may borrow from their fund accounts a minimum of $1,000 up to the lesser of $50,000 or 50% of their vested account balance. Unless the loan is for the purchase of a participant’s primary residence, loans must be repaid within five years and bear interest at a rate equal to the prime rate in effect on the first day of the calendar quarter in which the loan is originated plus 1%. Loans transferred from other plans retain the repayment terms and interest rates in effect at the time of transfer. Loans are secured by the vested balance in the participant’s account, and bear interest at rates ranging from 4.25% to 9.25% at December 31, 2009. Principal and interest are paid ratably through bi-weekly payroll deductions.

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LIBERTY GLOBAL 401(K) SAVINGS AND STOCK OWNERSHIP PLAN

Notes to Financial Statements - continued

Forfeitures

Forfeitures of employer contributions (due to a participant’s termination prior to full vesting) are used to offset future matching contributions and to pay Plan administrative expenses other than participant loan fees (if any). Forfeitures of $18,050 and $13,083 were used to offset employer contributions and to pay Plan expenses, respectively during 2009.  Unallocated forfeitures available as of December 31, 2009 and 2008 were $41,356 and $64,242, respectively.  As of December 31, 2009 and 2008, forfeitures of nil and $16,455, respectively were used to offset the employer contributions receivable.

Investment Options

As of December 31, 2009, the Plan had various investment options, including 23 mutual funds, two employer stock funds, one money market fund and one common collective trust.  Plan participants may change investment options on any day the New York Stock Exchange is open for trading.

Benefit Payments

Distributions from the Plan may be made to a participant upon attaining the age of 65, death, total disability, financial hardship (as defined in the Plan) or termination of employment. Distributions and other withdrawals are processed on a daily basis. Benefits may be paid in a lump-sum, or in installments, and employer stock may be received in-kind. In-kind distributions are priced at fair value and are accounted for when shares are transferred by the Trustee to participants.

Vesting

Participant contributions are always fully vested. Participants acquire a vested right in employer matching contributions as follows:

	Vesting Percentages
Years of service	Employer contributions on or after January 1, 2004	Employer contributions prior toJanuary 1, 2004
Less than 1	0%	0%
1	33%	25%
2	66%	50%
3	100%	75%
4 or more	100%	100%

Employer contributions become fully vested when a participant (i) attains the normal retirement age of 65, (ii) terminates employment due to disability or (iii) dies.

Plan Termination

Although LGI has not expressed any intent to terminate the Plan, it may do so at any time, subject to the provisions of ERISA. The Plan provides for full and immediate vesting of all participant rights upon termination of the Plan.

Participant Accounts

Participant accounts are credited with the participant’s contributions, employer contributions and earnings on investments and are charged with participant withdrawals, losses on investments and distributions on a daily basis. The investment earnings or losses of each investment fund are allocated to each participant’s account in accordance with the Plan document.

(2)  Summary of Significant Accounting Policies

Basis of Presentation

The accompanying financial statements of the Plan have been prepared on the accrual basis and present the net assets available for plan benefits and the changes in those net assets.

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LIBERTY GLOBAL 401(K) SAVINGS AND STOCK OWNERSHIP PLAN

Notes to Financial Statements - continued

Investments

Investments are reflected in the accompanying financial statements at fair value. For additional information, see note 5.

As required by accounting principles generally accepted in the United States (GAAP), only assets that are attributable to fully benefit-responsive investment contracts are eligible for contract value accounting treatment.  The Plan invests in a common collective trust, the Fidelity Managed Income Portfolio, which meets the definition of the fully benefit-responsive investment contract.  The statements of net assets available for plan benefits presents the fair value of the investment in the common collective trust as well as the adjustment of the investment in the common collective trust from fair value to contract value basis relating to the fully benefit-responsive investment contracts.  The statement of changes in net assets available for plan benefits is prepared on a contract value basis.

Net appreciation (depreciation) in fair value of investments as reflected in the accompanying statement of changes in net assets available for plan benefits is determined as the difference between fair value at the beginning of the period (or date purchased during the year) and selling price or year-end fair value and includes any capital gain distributions.

Securities and investment transactions are accounted for on the trade date. The cost basis of shares distributed is determined using the moving average method.  Dividend income is recorded on the ex-dividend date. Income from other investments is recorded as earned on an accrual basis.

Income Taxes

The IRS has determined and informed LGI by a letter dated November 3, 2005 that the Plan and related trust are designed in accordance with applicable sections of the Internal Revenue Code (IRC). Although the Plan has been amended and restated since receiving the determination letter, the Plan Administrator believes the Plan is designed and is currently being operated in compliance with the applicable requirements of the IRC and therefore, the Plan is qualified and the related trust is tax-exempt as of the financial statement date.

Voting Rights of LGI Stock

Fidelity holds shares of LGI common stock on behalf of the Plan. Each participant or beneficiary of a deceased participant shall have the right to direct the Trustee as to the manner of voting and exercise of all other rights which a shareholder of record has with respect to shares of LGI common stock which have been allocated to the participant’s account. For all other investments in the Plan, Fidelity has the right to vote any shares.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of additions and deductions during the reporting period. Actual results could differ from those estimates.

Plan Expenses

Any forfeited employer contributions may be used to pay Plan expenses, if any, except for any fees related to participant loans or distributions, which are paid by the respective participants, and then to offset employer match contributions. Any additional administrative expenses of the Plan are paid directly by LGI, and accordingly, are not included in the Plan financial statements.  Trustee and recordkeeping fees of $13,083 were paid to Fidelity through the forfeiture account during 2009.  Loan and distribution fees paid by participants were $2,450 during 2009.

Payment of Benefits

Benefits are recorded when paid.

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LIBERTY GLOBAL 401(K) SAVINGS AND STOCK OWNERSHIP PLAN

Notes to Financial Statements - continued

Contributions

Participant contributions and related employer contributions are recognized in the period during which the respective payroll deductions are made.

Related Party/Party-in-Interest Transactions

Under the terms of a trust agreement between LGI and the Trustee, the Trustee manages certain funds on behalf of the Plan and has been granted authority concerning purchases and sales of investments for the trust funds. Certain of the Plan’s investments are mutual funds, one money market fund and one common collective trust fund managed by Fidelity. There are also two funds which are comprised of LGI common stock.

Certain mutual funds may receive income in the form of revenue sharing as well as pay certain investment management fees from the fund. These are added to or deducted from the net asset value of the shares of the mutual funds held by the Plan, and are reflected in the net appreciation (depreciation) of those funds.  During 2009, fees of $15,533 were paid to Fidelity.  Transactions in such investments qualify as party-in-interest transactions, which are exempt from the prohibited transaction rules.

(3)Accounting Changes and Recent Accounting Pronouncements

Accounting Changes

SFAS 168

In May 2008, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards (SFAS) No. 162, The Hierarchy of Generally Accepted Accounting Principles (SFAS 162), which identified the sources of accounting principles and the framework for selecting the principles to be used in the preparation of financial statements that are presented in conformity with GAAP.  In June 2009, SFAS 162 was replaced by SFAS No. 168, The FASB Accounting Standard Codification and the Hierarchy of Generally Accepted Accounting Principles — replacement of FASB Statement No. 162 (SFAS 168), subsequently codified within FASB Accounting Standards Codification (FASB ASC) Topic 105, Generally Accepted Accounting Principles.  The FASB ASC is now the source of authoritative GAAP recognized by the FASB.  The Plan adopted SFAS 168 effective July 1, 2009.

FSP 157-4

In April 2009, the FASB issued FASB Staff Position No. 157-4, Determining Fair Value When the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly (FSP 157-4), subsequently codified within FASB ASC 820.  FSP 157-4 clarifies that transaction or quoted prices may not be determinative of fair value when the volume and level of activity for the asset or liability have significantly decreased.  FSP 157-4 also includes guidance with respect to the circumstances that indicate a transaction is not orderly and the resulting ramifications on the fair value measurement for the asset or liability.  The Plan adopted FSP 157-4 effective June 30, 2009.

Recent Accounting Pronouncements

ASU 2010-06

In January 2010, the FASB issued Accounting Standards Update (FASB ASU) No. 2010-06, Fair Value Measurements and Disclosures (Topic 820) - Improving Disclosures about Fair Value Measurements (FASB ASU 2010-06).  FASB ASU 2010-06 requires the reporting entity to disclose additional information on transfers in and out of fair value levels, measurement disclosures by classes of assets and descriptions of valuation techniques and inputs used to measure fair value (both recurring and nonrecurring fair value) in addition to other disclosures.  FASB ASU 2010-06 is effective for reporting periods beginning after December 15, 2009, except for certain disclosures which will be effective for fiscal years beginning after December 15, 2010.  The Plan does not expect that the adoption will have a material impact on the Plan’s financial statements.

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LIBERTY GLOBAL 401(K) SAVINGS AND STOCK OWNERSHIP PLAN

Notes to Financial Statements - continued

(4)  Investments

The fair value of individual investments that represent 5% or more of the Plan’s net assets at December 31, 2009 and 2008 are as follows:

	December 31,
	2009		2008
LGI Series A common stock (a)(b)	$	717,731	$	656,039
LGI Series C common stock (a)	$	3,547,342	$	1,982,920
Fidelity Diversified International Fund	$	2,214,204	$	1,539,670
The Oakmark Equity and Income Fund	$	1,644,355	$	1,426,284
American Funds Growth Fund of America Class R4 (c)	$	1,545,775	$	—
Fidelity Retirement Money Market Portfolio	$	1,094,617	$	985,782
Dodge & Cox Stock Fund (c)	$	979,179	$	—
Allianz NFJ Small Cap Value Fund - Administrative Class	$	966,157	$	827,966
Fidelity Blue Chip Growth Fund (b)	$	—	$	991,870
Fidelity Equity Income Fund (b)	$	—	$	797,021

(a)  Participant and non-participant directed investments.

(b)  Represents less than 5% of the Plan’s net assets at December 31, 2009.

(c)  Represents less than 5% of the Plan’s net assets at December 31, 2008.

(5)Fair Value Measurements

GAAP provides for a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels.  Level 1 inputs are quoted market prices in active markets for identical investments that the Plan has the ability to access at the measurement date.  Level 2 inputs are inputs other than quoted market prices included within Level 1 that are observable for the Plan’s investments, either directly or indirectly.  Level 3 inputs are unobservable inputs for the Plan’s investments.

The following is a description of the valuation methodologies used for the investments measured at fair value, including the general classification of such instruments pursuant to the valuation hierarchy.

Money market funds, mutual funds and employer stock.  These investments are valued at quoted market prices in an exchange and active market, which represent the net asset values of shares held by the Plan at year end and the Plan concludes that these investments should be classified as Level 1 investments.

Common collective trust (Fidelity Managed Income Portfolio).  This investment is a fully benefit-responsive investment contract.  The net asset value is quoted on a private market that is not active; however, the unit price is based on underlying investments which are traded on an active market.  The Plan concludes that this investment should be classified as a Level 2 investment as this investment contains observable inputs but does not qualify as Level 1.

Participant loans.  Participant loans are recorded at their outstanding balances, which the Plan concludes represent their fair values. Given that a participant loan is settled at its outstanding principal and interest balance regardless of the applicable interest rate, maturity and credit risk, the Plan concludes that the outstanding balance of a participant loan is the primary factor that should be considered in assessing the fair value of a participant loan.  As the outstanding balance of a participant loan is an observable input, the Plan concludes that participant loans should be classified as Level 2 investments.

The preceding methods described may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values.  Furthermore, although the Plan has concluded that its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.

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LIBERTY GLOBAL 401(K) SAVINGS AND STOCK OWNERSHIP PLAN

Notes to Financial Statements - continued

A summary of Plan investments measured at fair value is as follows:

			Fair value measurements atDecember 31, 2009 using:
Description	December 31, 2009		Quoted prices in active markets for identical assets (Level 1)		Significant other observable inputs (Level 2)
Money market funds	$	1,094,617	$	1,094,617	$	—
Mutual funds:
Large growth funds	1,545,775		1,545,775		—
Large blend funds	504,304		504,304		—
Large value funds	979,179		979,179		—
Mid-Cap blend funds	622,832		622,832		—
Small growth funds	520,219		520,219		—
Small value funds	966,157		966,157		—
Foreign stock funds	2,214,204		2,214,204
Moderate allocations funds	1,644,355		1,644,355		—
High quality bond funds	1,008,568		1,008,568		—
High yield bond funds	332,607		332,607		—
Retirement income funds	20,673		20,673
Target retirement funds	1,263,380		1,263,380		—
Employer stock	4,265,073		4,265,073		—
Common collective trust	275,949		—		275,949
Participant loans	274,406		—		274,406
Total	$	17,532,298	$	16,981,943	$	550,355

			Fair value measurements atDecember 31, 2008 using:
Description	December 31, 2008		Quoted prices in active markets for identical assets (Level 1)		Significant other observable inputs (Level 2)
Money market funds	$	985,782	$	985,782	$	—
Mutual funds:
Large growth funds	991,870		991,870		—
Large blend funds	306,170		306,170		—
Large value funds	797,021		797,021		—
Mid-Cap blend funds	433,719		433,719		—
Small growth funds	371,532		371,532		—
Small value funds	827,966		827,966		—
Foreign stock funds	1,539,670		1,539,670		—
Moderate allocations funds	1,426,284		1,426,284		—
High quality bond funds	685,631		685,631		—
High yield bond funds	239,289		239,289		—
Retirement income funds	8,589		8,589		—
Target retirement funds	830,239		830,239		—
Employer stock	2,638,959		2,638,959		—
Common collective trust	195,076		—		195,076
Participant loans	133,154		—		133,154
Total	$	12,410,951	$	12,082,721	$	328,230

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LIBERTY GLOBAL 401(K) SAVINGS AND STOCK OWNERSHIP PLAN

Notes to Financial Statements - continued

(6)Changes in Net Assets Available for Plan Benefits by Investment Alternative

	Year ended December 31, 2009
	LGI common stock(a)			Other investments(b)			Total
Additions to (deductions from) net assets attributed to:
Contributions:
Participant	$	20,245		$	1,259,695		$	1,279,940
Employer, net of forfeitures applied	1,149,694			—			1,149,694
Total contributions	1,169,939			1,259,695			2,429,634
Investment income:
Interest and dividends	—			265,353			265,353
Net appreciation in fair value of investments (c)	1,415,415			2,305,235			3,720,650
Total investment income, net	1,415,415			2,570,588			3,986,003
Distributions to participants	(363,585		)	(897,216		)	(1,260,801		)
Administrative expenses	(876		)	(14,657		)	(15,533		)
Exchanges, participant loan withdrawals and repayments, net	(571,520		)	571,520			—
Net increase in net assets available for Plan benefits	1,649,373			3,489,930			5,139,303
Net assets available for Plan benefits, beginning of year	2,638,959			9,966,885			12,605,844
Net assets available for Plan benefits, end of year	$	4,288,332		$	13,456,815		$	17,745,147

(a)Participant and non-participant directed investments.

(b)Participant directed investments.

(c)Net appreciation in fair value of other investments is associated with mutual fund investments and LGI common stock.

(7)  Concentrations, Risks and Uncertainties

The Plan invests in (i) various money market and mutual funds, (ii) one common collective trust and (iii) common stock of LGI. Investment securities are exposed to various risks such as interest rate, credit and overall market volatility risks. Additionally, the value, liquidity and related income of the investment securities are sensitive to changes in economic conditions, including delinquencies or defaults and may be adversely affected by shifts in the market’s perception of the issuers or changes in interest rates.  Shares of LGI common stock are also exposed to risks specific to LGI.  Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the statement of net assets available for plan benefits. Investment in the common stock of LGI represented approximately 24% and 21% of the net assets available for Plan benefits as of December 31, 2009 and 2008, respectively. As a result, changes in the LGI common stock price can have a significant impact on the Plan’s net assets available for plan benefits.

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LIBERTY GLOBAL 401(K) SAVINGS AND STOCK OWNERSHIP PLAN

Notes to Financial Statements - continued

(8) Reconciliations of Financial Statements to Form 5500

The following are reconciliations of (i) net assets available for Plan benefits and (ii) net investment income per the accompanying financial statements to Form 5500:

	December 31, 2009			December 31, 2008
Net assets available for Plan benefits per the accompanying financial statements	$	17,745,147		$	12,605,844
Adjustment from contract value to fair value for interest in the common collective trust relating to fully benefit-responsive investment contracts	(5,131		)	(10,523		)
Net assets available for Plan benefits per the Form 5500 (unaudited)	$	17,740,016		$	12,595,321

	Year ended December 31, 2009
Net investment income per the accompanying financial statements	$	3,986,003
Net adjustment from contract value to fair value for interest in the common collective trust relating to fully benefit-responsive investment contracts	5,392
Total investment income, net per the Form 5500 (unaudited)	$	3,991,395

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LIBERTY GLOBAL 401(K) SAVINGS AND STOCK OWNERSHIP PLAN

SCHEDULE OF ASSETS (HELD AT END OF YEAR)

FORM 5500 SCHEDULE H, Part IV, Line 4i

December 31, 2009

Supplemental Schedule 1

Identity of Issuer, Borrower, Lessor or Similar Party		Description of Investment	Shares	Fair Value
*	Fidelity Retirement Money Market Portfolio	Money market fund	1,094,617	$	1,094,617
*	Liberty Global, Inc. Series A common stock (a)	Common stock	32,788	717,731
*	Liberty Global, Inc. Series C common stock (b)	Common stock	162,275	3,547,342
*	Fidelity Managed Income Portfolio	Common collective trust	281,080	275,949
	The Oakmark Equity and Income Fund	Mutual fund	64,384	1,644,355
	American Funds Growth Fund of America Class R4	Mutual fund	57,019	1,545,775
	Dodge & Cox Stock Fund	Mutual fund	10,185	979,179
	Allianz NFJ Small Cap Value Fund — Administrative Class	Mutual fund	41,735	966,157
*	Spartan Extended Market Index Fund	Mutual fund	20,488	622,832
*	Spartan U.S. Equity Index Fund	Mutual fund	12,790	504,304
	PIMCO Total Return Fund — Administrative Class	Mutual fund	67,037	723,994
	PIMCO High Yield Fund - Administrative Class	Mutual fund	37,796	332,607
	Baron Growth Fund	Mutual fund	12,593	520,219
*	Fidelity Diversified International Fund	Mutual fund	79,079	2,214,204
*	Fidelity Inflation Protected Bond Fund	Mutual fund	25,386	284,574
*	Fidelity Freedom Income Fund	Mutual fund	1,925	20,673
*	Fidelity Freedom 2000 Fund	Mutual fund	8,198	93,045
*	Fidelity Freedom 2005 Fund	Mutual fund	7,683	77,062
*	Fidelity Freedom 2010 Fund	Mutual fund	12,508	156,479
*	Fidelity Freedom 2015 Fund	Mutual fund	3,374	35,161
*	Fidelity Freedom 2020 Fund	Mutual fund	19,154	240,378
*	Fidelity Freedom 2025 Fund	Mutual fund	16,836	174,921
*	Fidelity Freedom 2030 Fund	Mutual fund	16,283	201,746
*	Fidelity Freedom 2035 Fund	Mutual fund	12,035	123,475
*	Fidelity Freedom 2040 Fund	Mutual fund	18,037	129,147
*	Fidelity Freedom 2045 Fund	Mutual fund	1,938	16,419
*	Fidelity Freedom 2050 Fund	Mutual fund	1,862	15,547
*	Participant loans	Interest rates ranging from 4.25% to 9.25%, with various maturity dates	—	274,406
	Total			$	17,532,298

*Party-in-interest as defined by ERISA.

(a)Historical aggregate cost of Liberty Global, Inc. Series A common stock is $637,749.

(b)Historical aggregate cost of Liberty Global, Inc. Series C common stock is $3,608,272.

See accompanying report of independent registered public accounting firm.

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LIBERTY GLOBAL 401(K) SAVINGS AND STOCK OWNERSHIP PLAN

SCHEDULE OF REPORTABLE TRANSACTIONS

FORM 5500 SCHEDULE H, Part IV, Line 4j

For the year ended December 31, 2009

Supplemental Schedule 2

Identity of party involved	Description of asset	Number of transactions	Purchaseprice		Selling price		Cost of asset		Current value of asset on transactiondate		Net loss
Category (i) - individual transactions in excess of 5% of Plan assets: None
Category (iii) - series of transactions in excess of 5% of Plan assets:
Liberty Global, Inc. (a)	Series C common stock	34	$	1,234,186	$	—	$	1,234,186	$	1,234,186	$	—
Liberty Global, Inc. (a)	Series C common stock	37	$	—	$	863,571	$	987,690	$	863,571	$	(124,119	)

(a)Represents a party-in-interest as defined by ERISA.

See accompanying report of independent registered public accounting firm.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the members of the Plan Committee have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.

LIBERTY GLOBAL 401(K) SAVINGS
AND STOCK OWNERSHIP PLAN
By:	/s/ BERNARD G. DVORAK
	Bernard G. Dvorak
	Member of Plan Committee

June 25, 2010

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EXHIBIT INDEX

Shown below are the exhibits, which are filed or furnished as a part of this Report—

23.1 — Consent of Independent Registered Public Accounting Firm — Anton Collins Mitchell LLP

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