Liberty Global 8-K 12 May 10 Results of Operations and Financial Condition Financial data

Document and Entity Information

Document and Entity Information
	12 Months Ended Dec. 31, 2009
Document Type	8-K
Amendment Flag	false
Document Period End Date	2010-05-11
Trading Symbol	LBTYA
Entity Registrant Name	Liberty Global, Inc.
Entity Central Index Key	0001316631

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS (USD $)
In Millions	12 Months Ended Dec. 31, 2009	12 Months Ended Dec. 31, 2008
Current assets:
Cash and cash equivalents	3269.6	$1,374
Trade receivables, net	1016.7	1002.8
Deferred income taxes (note 12)	504.2	280.8
Derivative instruments (note 7)	157.6	193.6
Other current assets	330.1	382.5
Total current assets	5278.2	3233.7
Restricted cash (note 10)	4135.8	470.8
Investments (note 6)	1008.6	979.8
Property and equipment, net (note 9)	12010.7	12035.4
Goodwill (note 9)	13353.8	13144.7
Intangible assets subject to amortization, net (note 9)	2,130	2,405
Other assets, net (notes 7, 9 and 12)	1982.8	1716.7
Total assets	39899.9	33986.1
Current liabilities:
Accounts payable	734.9	735
Deferred revenue and advance payments from subscribers and others (note 11)	886.4	918.4
Current portion of debt and capital lease obligations (note 10)	487.7	513
Derivative instruments (note 7)	741.6	441.7
Other accrued and current liabilities	1685.3	1,634
Total current liabilities	4535.9	4242.1
Long-term debt and capital lease obligations (including $564.1 million and $574.5 million, respectively, measured at fair value) (notes 7 and 10)	25364.9	19989.9
Deferred tax liabilities (note 12)	890.5	902.7
Other long-term liabilities (notes 7 and 11)	2611.5	2356.7
Total liabilities	33402.8	27491.4
Commitments and contingencies (notes 10, 12, 14 and 19)
LGI stockholders:
Additional paid-in capital	4105.5	4,124
Accumulated deficit	(2,287)	-1874.9
Accumulated other comprehensive earnings, net of taxes (note 18)	1,299	1,141
Total LGI stockholders	3120.1	3,393
Noncontrolling interests	3,377	3101.7
Total equity	6497.1	6494.7
Total liabilities and equity	39899.9	33986.1
Common stock Series A
LGI stockholders:
Common stock	1.3	1.4
Common stock Series B
LGI stockholders:
Common stock	0.1	0.1
Common stock Series C
LGI stockholders:
Common stock	1.2	1.4

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)
In Millions, except Share data	Dec. 31, 2009	Dec. 31, 2008
Long-term debt and capital lease obligations, measured at fair value	564.1	574.5
Common stock Series A
Common stock, par value	0.01	0.01
Common stock, Authorized	500,000,000	500,000,000
Common stock, issued	134,687,250	136,334,241
Common stock, outstanding	134,687,250	136,334,241
Common stock Series B
Common stock, par value	0.01	0.01
Common stock, Authorized	50,000,000	50,000,000
Common stock, issued	9,369,101	7,191,210
Common stock, outstanding	9,369,101	7,191,210
Common stock Series C
Common stock, par value	0.01	0.01
Common stock, Authorized	500,000,000	500,000,000
Common stock, issued	123,483,527	137,703,628
Common stock, outstanding	123,483,527	137,703,628

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS (USD $)
In Millions, except Share data	12 Months Ended Dec. 31, 2009	12 Months Ended Dec. 31, 2008	12 Months Ended Dec. 31, 2007
Revenue (note 15)	7508.6	7643.5	6703.1
Operating costs and expenses:
Operating (other than depreciation and amortization) (including stock-based compensation) (notes 14 and 15)	2,885	2966.3	2767.8
Selling, general and administrative (SG&A) (including stock-based compensation) (notes 14 and 15)	1420.6	1521.4	1497.1
Depreciation and amortization (note 9)	2082.3	2172.4	1935.5
Provisions for litigation (note 19)			171
Impairment, restructuring and other operating charges, net (notes 9 and 17)	138.3	158.9	44.5
Costs and Expenses, Total	6526.2	6,819	6415.9
Operating income	982.4	824.5	287.2
Other income (expense):
Interest expense (note 15)	-857.5	-1067.4	-938.6
Interest and dividend income	48.4	88.7	113.3
Realized and unrealized gains (losses) on derivative instruments, net (note 7)	-1095.2	94.3	77.8
Foreign currency transaction gains (losses), net	128.2	(397)	125.3
Realized and unrealized losses due to changes in fair values of certain investments and debt, net (notes 6, 8, and 10)	-22.1	(7)	(200)
Losses on debt modifications and extinguishments, net (note 10)	-33.4		-112.1
Share of results of affiliates, net (note 6)	-4.1	-0.4	31.3
Other-than-temporary declines in fair values of investments (note 6)			-212.6
Gains on disposition of assets and changes in ownership, net (notes 4 and 5)	1		557.6
Other income (expense), net	3.3	-2.4	-2.6
Nonoperating Income (Expense), Total	-1831.4	-1291.2	-560.6
Loss from continuing operations before income taxes	(849)	-466.7	-273.4
Income tax benefit (expense) (note 12)	787	-296.9	-122.8
Loss from continuing operations	(62)	-763.6	-396.2
Discontinued operations (note 5):
Earnings from discontinued operations, net of taxes (note 5)	50.4	161.8	212.8
Gain on disposal of discontinued operations	25.7
Earnings from discontinued operations	76.1	161.8	212.8
Net earnings (loss)	14.1	-601.8	-183.4
Net earnings attributable to noncontrolling interests	-426.2	-187.1	-239.2
Net loss attributable to LGI stockholders	-412.1	-788.9	-422.6
Basic and diluted earnings (loss) attributable to LGI stockholders per share - Series A, Series B and Series C common stock (note 3):
Continuing operations	-0.95	-2.39	-1.28
Discontinued operations	-0.58	-0.11	0.17
Earnings Per Share, Basic and Diluted, Total	-1.53	-2.5	-1.11
Weighted average common shares outstanding - basic and diluted	268,822,323	315,234,690	380,223,355

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS (LOSS) (USD $)
In Millions	12 Months Ended Dec. 31, 2009	12 Months Ended Dec. 31, 2008	12 Months Ended Dec. 31, 2007
Net earnings (loss)	14.1	-601.8	-183.4
Other comprehensive earnings, net of taxes (note 18):
Foreign currency translation adjustments	70.6	808.7	795.5
Reclassification adjustment for foreign currency translation losses (gains) included in net earnings (loss)	-3.7	0.5	9.6
Unrealized losses on available-for-sale securities			-139.1
Reclassification adjustment for losses on available-for-sale securities included in net loss			135.4
Unrealized losses on cash flow hedges	-4.8	-7.2	-6.2
Reclassification adjustment for losses (gains) on cash flow hedges included in net earnings (loss)	2.9	2.4	-4.4
Pension related adjustments	14.3	-23.4	13.3
Other comprehensive earnings	79.3	781	804.1
Comprehensive earnings	93.4	179.2	620.7
Comprehensive earnings attributable to noncontrolling interests	-347.5	-646.1	-354.6
Comprehensive earnings (loss) attributable to LGI stockholders	-254.1	-466.9	266.1

CONSOLIDATED STATEMENTS OF EQUI

CONSOLIDATED STATEMENTS OF EQUITY (USD $)
In Millions	Common stock Series A	Common stock Series B	Common stock Series C	Additional paid-in capital	Accumulated deficit	Accumulated other comprehensive earnings, net of taxes	Total LGI stockholders	Noncontrolling interests	Total
Beginning Balance at Dec. 31, 2006	$2	0.1	$2	8093.5	-1020.3	169.8	7247.1	1911.5	9158.6
Accounting change (note 2)				71.4	123.8		195.2	4.5	199.7
Balance, as adjusted for accounting change	2	0.1	2	8164.9	-896.5	169.8	7442.3	1,916	9358.3
Net earnings (loss)					-422.6		-422.6	239.2	-183.4
Other comprehensive earnings, net of taxes (note 18)						688.7	688.7	115.4	804.1
Repurchase and cancellation of LGI common stock (note 13)	-0.3		-0.3	-1860.4			(1,861)		(1,861)
Stock-based compensation, net of taxes (notes 3 and 14)				55.9			55.9		55.9
LGI common stock issued in connection with equity incentive plans and related employee tax withholding				12.4			12.4		12.4
Consolidation of Telenet (note 4)								688.3	688.3
Purchase of subsidiary shares from noncontrolling interests (note 4)								-403.2	-403.2
Dividends and distributions to noncontrolling interest owners (note 13)				-114.1			-114.1	-488.4	-602.5
Adjustments due to issuance of stock by Telenet (note 4)				-47.2			-47.2	147	99.8
Adjustments due to issuance of stock by J:COM (note 4)				55.2			55.2	190.7	245.9
Adjustments due to other changes in subsidiaries' equity and other, net (note 13)				26.5			26.5	41	67.5
Ending Balance at Dec. 31, 2007	1.7	0.1	1.7	6293.2	-1319.1	858.5	5836.1	2,446	8282.1
Accounting change (note 2)					233.1	-39.5	193.6		193.6
Balance, as adjusted for accounting change	1.7	0.1	1.7	6293.2	(1,086)	819	6029.7	2,446	8475.7
Net earnings (loss)					-788.9		-788.9	187.1	-601.8
Other comprehensive earnings, net of taxes (note 18)						322	322	459	781
Repurchase and cancellation of LGI common stock (note 13)	-0.3		-0.3	-2216.5			-2217.1		-2217.1
Stock-based compensation, net of taxes (notes 3 and 14)				47.1			47.1		47.1
LGI common stock issued in connection with equity incentive plans and related employee tax withholding				9			9		9
Dividends and distributions to noncontrolling interest owners (note 13)								-34.9	-34.9
Adjustments due to other changes in subsidiaries' equity and other, net (note 13)				-8.8			-8.8	44.5	35.7
Ending Balance at Dec. 31, 2008	1.4	0.1	1.4	4,124	-1874.9	1,141	3,393	3101.7	6494.7
Net earnings (loss)					-412.1		-412.1	426.2	14.1
Other comprehensive earnings, net of taxes (note 18)						158	158	-78.7	79.3
Repurchase and cancellation of LGI common stock (note 13)	-0.1		-0.2	-406.5			-406.8		-406.8
Issuance of LGI common stock to a third party, net (note 13)				126.6			126.6		126.6
Issuance of LGI Convertible Notes, net (note 10)				194			194		194
Stock-based compensation, net of taxes (notes 3 and 14)				50.3			50.3		50.3
Reclassification of LGI Performance Plans obligation settled with common stock (note 14)				36.4			36.4		36.4
LGI common stock issued in connection with equity incentive plans and related employee tax withholding				-27.3			-27.3		-27.3
Dividends and distributions to noncontrolling interest owners (note 13)								-91.7	-91.7
Consolidation of J Sports (note 4)								37.1	37.1
Disposal of UPC Slovenia (note 5)								-17.9	-17.9
Adjustments due to other changes in subsidiaries' equity and other, net (note 13)				8			8	0.3	8.3
Ending Balance at Dec. 31, 2009	1.3	0.1	1.2	4105.5	($2,287)	$1,299	3120.1	$3,377	6497.1

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)
In Millions	12 Months Ended Dec. 31, 2009	12 Months Ended Dec. 31, 2008	12 Months Ended Dec. 31, 2007
Cash flows from operating activities:
Net earnings (loss)	14.1	-601.8	-183.4
Earnings from discontinued operations	-76.1	-161.8	-212.8
Loss from continuing operations	(62)	-763.6	-396.2
Adjustments to reconcile loss from continuing operations to net cash provided by operating activities:
Stock-based compensation expense	129.1	153	192.2
Depreciation and amortization	2082.3	2172.4	1935.5
Provisions for litigation			171
Impairment, restructuring and other operating charges	138.3	158.9	44.5
Amortization of deferred financing costs and non-cash interest	65.4	39.1	71.4
Realized and unrealized losses (gains) on derivative instruments, net	1095.2	-94.3	-77.8
Foreign currency transaction losses (gains), net	-128.2	397	-125.3
Realized and unrealized losses due to changes in fair values of certain investments and debt, net of dividends	41.4	9.2	200
Losses on debt modifications and extinguishments	33.4		112.1
Share of results of affiliates, net of dividends	4.1	0.4	-26.1
Deferred income tax expense (benefit)	-799.9	263.4	122
Other-than-temporary declines in fair values of investments			212.6
Gains on disposition of assets and changes in ownership, net	(1)		-557.6
Changes in operating assets and liabilities, net of the effects of acquisitions and dispositions:
Receivables and other operating assets	111.2	258.5	271.9
Payables and accruals	-653.5	-442.1	-526.8
Net cash provided by operating activities of discontinued operations	1297.5	986.1	829.8
Net cash provided by operating activities	3353.3	3,138	2453.2
Cash flows from investing activities:
Capital expended for property and equipment	-1679.6	-1899.7	-1628.8
Proceeds received upon disposition of discontinued operations, net of disposal costs	167.5
Cash paid in connection with acquisitions, net of cash acquired	-13.5	-367.4	-1093.5
Proceeds received upon dispositions of assets	23.2	39.2	477.5
Other investing activities, net	-36.2	-18.5	-12.9
Net cash used by investing activities of discontinued operations	-618.5	-798.4	(529)
Net cash used by investing activities	-2157.1	-3044.8	-2786.7
Cash flows from financing activities:
Borrowings of debt	6679.6	1988.3	4917.5
Repayments and repurchases of debt and capital lease obligations	-1371.3	(281)	-1935.5
Change in cash collateral	-3768.6	9.4	6.2
Repurchase of LGI common stock	-416.3	-2271.8	-1796.8
Payment of financing costs	-230.9	-26.8	-95.3
Proceeds from issuance of LGI common stock to a third party, net	126.6
Distributions by subsidiaries to noncontrolling interests	-49.6	-21.1	-596.5
Proceeds from issuance of stock by subsidiaries	11.2	23.8	100
Other financing activities, net	-35.3	-9.8	29.4
Net cash used by financing activities of discontinued operations	-251.1	-237.9	-301.5
Net cash provided (used) by financing activities	694.3	-826.9	327.5
Effect of exchange rate changes on cash:
Continuing operations	0.9	-14.4	145
Discontinued operations	4.2	86.6	16
Total	5.1	72.2	161
Net increase (decrease) in cash and cash equivalents:
Continuing operations	1463.5	-697.9	139.7
Discontinued operations	432.1	36.4	15.3
Net increase (decrease) in cash and cash equivalents	1895.6	-661.5	155
Cash and cash equivalents:
Beginning of period	1,374	2035.5	1880.5
End of period	3269.6	1,374	2035.5
Cash paid for interest:
Continuing operations	750.9	1219.9	852.6
Discontinued operations	75.7	68.1	52.7
Total	826.6	1,288	905.3
Net cash paid for taxes:
Continuing operations	18.4	32.5	22
Discontinued operations	197.4	108.8	54.2
Total	215.8	141.3	76.2

Basis of Presentation

Basis of Presentation
	12 Months Ended Dec. 31, 2009
Basis of Presentation	(1) Basis of Presentation Liberty Global, Inc. (LGI) is an international provider of video, voice and broadband internet services, with consolidated broadband communications and/or direct-to-home (DTH) satellite operations at December31, 2009 in 14 countries, primarily in Europe, Japan and Chile. LGI was formed for the purpose of effecting the combination of LGI International, Inc. (LGI International) and UnitedGlobalCom, Inc. (UGC) (the LGI Combination). As a result of the LGI Combination, LGI International and UGC each became wholly-owned subsidiaries of LGI. LGI International is the predecessor to LGI and was formed in connection with the June 2004 spin-off of certain international cable television and programming subsidiaries and assets of Liberty Media Corporation (Liberty Media). In the following text, the terms we, our, our company, and us may refer, as the context requires, to LGI or collectively to LGI and its predecessors and subsidiaries. Through our indirect subsidiary UPC Holding BV (UPC Holding), we provide video, voice and broadband internet services in nine European countries and in Chile. The European broadband communications operations of UPC Broadband Holding BV (UPC Broadband Holding), a subsidiary of UPC Holding, are collectively referred to as the UPC Broadband Division. UPC Broadband Holdings broadband communications operations in Chile are provided through its 80%-owned indirect subsidiary, VTR Global Com SA (VTR). Through our indirect majority ownership interest in Telenet Group Holding NV (Telenet) (50.5% at December31, 2009), we provide broadband communications services in Belgium. Through our indirect controlling ownership interest in Jupiter Telecommunications Co., Ltd. (J:COM) (37.8% at December31, 2009), we provided broadband communications and, to a lesser extent, programming services in Japan through February17, 2010. Through our indirect majority ownership interest in Austar United Communications Limited (Austar) (55.0% at December31, 2009), we provide DTH services in Australia. We also have (i)consolidated broadband communications operations in Puerto Rico and (ii)consolidated interests in certain programming businesses in Europe and Argentina. Our consolidated programming interests in Europe are primarily held through Chellomedia BV (Chellomedia), which also owns or manages investments in various other businesses, primarily in Europe. Certain of Chellomedias subsidiaries and affiliates provide programming services to certain of our broadband communications operations, primarily in Europe. On July15, 2009, one of our subsidiaries sold 100% of its interest in our Slovenian cable operations (UPC Slovenia). On February18, 2010 we sold our ownership interests in three of our subsidiaries (the J:COM Disposal Group), including Liberty Jupiter LLC (Liberty Jupiter) (formerly Liberty Jupiter, Inc.), which directly or indirectly, including through certain trust arrangements, held our ownership interests in J:COM. We have presented UPC Slovenia and the J:COM Disposal Group as discontinued operations in our consolidated statements of operations and cash flows. In the following notes to our consolidated f

Accounting Changes and Recent A

Accounting Changes and Recent Accounting Pronouncements
	12 Months Ended Dec. 31, 2009
Accounting Changes and Recent Accounting Pronouncements	(2) 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 Accounting Principles Generally Accepted in the United States (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. We adopted SFAS 168 effective July1, 2009 and such adoption did not have a material impact on our consolidated financial statements. SFAS 141(R) In December 2007, the FASB issued SFAS No.141(R), Business Combinations (SFAS 141(R)), subsequently codified within FASB ASC Topic 805, Business Combinations. SFAS 141(R) replaces SFAS 141, Business Combinations, and, among other items, generally requires an acquirer in a business combination to recognize (i)the assets acquired, (ii)the liabilities assumed (including those arising from contractual contingencies), (iii)any contingent consideration and (iv)any noncontrolling interest in the acquiree at the acquisition date, at fair values as of that date. The requirements of SFAS 141(R) will result in the recognition by the acquirer of goodwill attributable to the noncontrolling interest in addition to that attributable to the acquirer. SFAS 141(R) also provides that the acquirer shall not adjust the finalized accounting for business combinations, including business combinations completed prior to the effective date of SFAS 141(R), for changes in acquired tax uncertainties or changes in the valuation allowances for acquired deferred tax assets that occur subsequent to the effective date of SFAS 141(R).We prospectively adopted the provisions of SFAS 141(R) effective January1, 2009. SFAS 157 In September 2006, the FASB issued SFAS No.157, Fair Value Measurements (SFAS 157), subsequently codified within various FASB ASC Topics, primarily FASB ASC Topic 820, Fair Value Measurements and Disclosures (FASB ASC 820). SFAS 157 defines fair value, establishes a framework for measuring fair value under GAAP, and expands disclosures about fair value measurements. SFAS 157 was effective for financial statements issued for fiscal years and interim periods beginning after November15, 2007. However, the effective date of SFAS 157 was deferred to fiscal years beginning after November15, 2008 and interim periods within those years as it relates to fair value measurement requirements for (i)nonfinancial assets and liabilities that are not remeasured at fair value on a recurring basis (e.g. asset retirement obligations, restructuring liabilities and a

Summary of Significant Accounti

Summary of Significant Accounting Policies
	12 Months Ended Dec. 31, 2009
Summary of Significant Accounting Policies	(3) Summary of Significant Accounting Policies 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 at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Estimates and assumptions are used in accounting for, among other things, the valuation of acquisition-related assets and liabilities, allowances for uncollectible accounts, deferred income taxes and related valuation allowances, loss contingencies, fair value measurements, impairment assessments, capitalization of internal costs associated with construction and installation activities, useful lives of long-lived assets, stock-based compensation and actuarial liabilities associated with certain benefit plans. Actual results could differ from those estimates. Reclassifications Certain prior year amounts have been reclassified to conform to the current year presentation. Principles of Consolidation The accompanying consolidated financial statements include our accounts and the accounts of all voting interest entities where we exercise a controlling financial interest through the ownership of a direct or indirect controlling voting interest and variable interest entities for which our company is the primary beneficiary. All significant intercompany accounts and transactions have been eliminated in consolidation. Cash and Cash Equivalents and Restricted Cash Cash equivalents consist of all investments that are readily convertible into cash and have maturities of three months or less at the time of acquisition. Restricted cash includes cash held in escrow and cash held as collateral for debt and other compensating balances. Restricted cash amounts that are required to be used to purchase long-term assets or repay long-term debt are classified as long-term assets. All other cash that is restricted to a specific use is classified as current or long-term based on the expected timing of the disbursement. At December31, 2009 and 2008, our current and long-term restricted cash balances aggregated $4,148.3 million and $483.9 million, respectively. For additional information concerning our restricted cash balances, see note 10. Our significant non-cash investing and financing activities are disclosed in our statements of equity and in notes 4, 5, 9, and 10. Trade Receivables Our trade receivables are reported net of an allowance for doubtful accounts. Such allowance aggregated $142.5 million and $144.6 million at December31, 2009 and 2008, respectively. The allowance for doubtful accounts is based upon our assessment of probable loss related to uncollectible accounts receivable. We use a number of factors in determining the allowance, including, among other things, collection trends, prevailing and anticipated economic conditions and specific customer credit risk. The allowance is maintained until either receipt of payment or the likelihood of collection is considered to be remote. Concentration of credit risk with respect to trade receivables is limited due to the

Acquisitions

Acquisitions
	12 Months Ended Dec. 31, 2009
Acquisitions	(4) Acquisitions 2009 Acquisition J Sports. On October1, 2009, J:COM acquired an additional interest in J Sports Broadcasting Corporation (JSports), increasing J:COMs ownership of J Sports from a noncontrolling interest of 33.4% to a controlling interest of 80.5%. J Sports is a sports channel business currently operating four channels in Japan. The total consideration paid by J:COM for the additional interest in J Sports was 8,010.8million ($89.3 million at the transaction date), excluding cash acquired of 2,724.6million ($30.4 million at the transaction date). Prior to this transaction, J:COM accounted for its investment in J Sports using the equity method. In connection with J:COMs acquisition of a controlling interest in J Sports, J:COM recognized a 798.0million ($8.9 million at the average rate for the period) gain equal to the excess of the fair value over the carrying value of J:COMs 33.4% interest in J Sports at the acquisition date. The gain is included in earnings from discontinued operations, net of taxes, in our consolidated statement of operations for the year ended December31, 2009. J:COM has accounted for this transaction using the acquisition method of accounting, whereby the fair value of J Sports net assets has been allocated to J Sports identifiable assets and liabilities and its noncontrolling interests based on estimates of their respective fair values. Significant 2008 Acquisitions During 2008, our significant acquisitions included (i)J:COMs acquisition of Mediatti Communications, Inc. (Mediatti), a broadband communications operator in Japan, effective December25, 2008 and (ii)Telenets acquisition of Interkabel, as defined below, effective October1, 2008. These acquisitions, which are described below, are collectively referred to herein as the Significant 2008 Acquisitions. A summary of the purchase prices and opening balance sheets of the Significant 2008 Acquisitions is presented following the descriptions of these transactions below. Acquisition of Mediatti Prior to December25, 2008, Mediatti was 45.5%-owned by Liberty Japan MC, LLC (Liberty Japan MC), our then 95.2% indirectly-owned subsidiary, 44.7%-owned by affiliates of Olympus Capital (collectively, Olympus) and 9.8%-owned by other third parties. On December24, 2008, we purchased the remaining 4.8% interest in Liberty Japan MC that we did not already own for 615.8million ($6.8 million at the transaction date). On December25, 2008, J:COM purchased 100% of the outstanding shares of Mediatti for total cash consideration before direct acquisition costs of 28,350.6million ($310.5 million at the transaction date), of which Liberty Japan MC received 12,887.0million ($141.1 million at the transaction date). J:COM funded the cash purchase price and the December30, 2008 repayment of Mediattis debt with available cash and borrowings under the J:COM Credit Facility, as described in note 10. J:COM acquired Mediatti in order to achieve certain financial, operational and strategic benefits through the integration of Mediatti with J:COMs existing operations. The Mediatti interest acquired by J:COM from Olympus and the other third parties was accounte

Discontinued Operations and Dis

Discontinued Operations and Dispositions
	12 Months Ended Dec. 31, 2009
Discontinued Operations and Dispositions	(5) Discontinued Operations and Dispositions Discontinued Operations J:COM Disposal Group On February18, 2010, we sold the J:COM Disposal Group to KDDI Corporation, a wireless operator in Japan. As a result of this disposition, we have presented the J:COM Disposal Group as a discontinued operation. As part of the sale agreement, we retained the right to receive the final 2009 dividend of 490 ($5.43 at the applicable exchange rate) per share attributable to our interest in J:COM, which we received in March 2010. Including both the proceeds received upon the sale and the dividend, we realized gross proceeds of approximately 362.9 billion ($4,013.7 million at the applicable exchange rate). In connection with the sale of the J:COM Disposal Group, we (i)repaid in full the 75 billion ($831.8 million at the applicable rate) senior secured credit facility of our subsidiary LGJ Holdings LLC (the LGJ Credit Facility), (ii)paid $35.0 million to settle the related interest rate swaps and (iii)incurred transaction costs of $11.5 million. In addition, (i)prior to the closing date, Sumitomos interest in Super Media was redeemed for the J:COM shares attributable to such interest and (ii)prior to closing, we acquired the noncontrolling interests in Liberty Jupiter for cash consideration of $32.0 million. Upon the deconsolidation of the J:COM Disposal Group, our cash and cash equivalents were reduced by the 73.6 billion ($806.1 million at the applicable rate) of cash and cash equivalents of the J:COM Disposal Group. In connection with the sale of the J:COM Disposal Group, we recognized a pre-tax gain of $2,179.7 million that includes cumulative foreign currency translation gains of $376.0million. The related income tax expense of $787.5 million differs from the actual federal and state income taxes that we expect our U.S. tax group to pay in 2010 of $225 million to $300 million, as the actual income taxes to be paid by our U.S. tax group during 2010 will be a function of (i) the U.S. tax attributes available at December 31, 2010 to offset the liability resulting from the taxable gain and (ii) our other 2010 taxable activities in the U.S. The summarized financial position of the J:COM Disposal Group as of December31, 2009 is as follows (in millions): Current assets $ 1,057.7 Property and equipment, net 4,058.5 Intangibles assets, net 3,979.4 Other assets 335.5 Total assets $ 9,431.1 Current liabilities $ 1,088.4 Long-term debt and capital lease obligations 2,280.1 Other long-term liabilities 1,055.7 Total liabilities 4,424.2 Equity attributable to noncontrolling interests 2,888.7 Equity attributable to LGI stockholders 2,118.2 Total equity 5,006.9 Total liabilities and equity $ 9,431.1 UPC Slovenia On July15, 2009, one of our subsidiaries sold 100% of its interest in UPC Slovenia to Mid Europa Partners for a cash purchase price of 119.5million ($168.4 million at the transaction date).As a result of this disposition, we have accounted for UPC Slovenia as a discontinued operation.

Investments

Investments
	12 Months Ended Dec. 31, 2009
Investments	(6) Investments The details of our investments are set forth below: December31, Accounting Method 2009 2008 in millions Fair value $ 831.9 $ 815.1 Equity 152.9 189.7 Cost 23.8 25.0 Total $ 1,008.6 $ 1,029.8 Current (a) $ $ 50.0 Long-term $ 1,008.6 $ 979.8 (a) The December31, 2008 balance represents the fair value of our investment in shares of The News Corporation Limited (News Corp.) ClassA common stock, which were surrendered on July9, 2009 in connection with the settlement of the related prepaid forward sale contract. For information concerning our News Corp. prepaid forward sale transaction, see note 7. Fair Value Method Investments On January1, 2008, we elected the fair value option for certain of our investments, including our investments in Sumitomo, News Corp. and Canal+ Cyfrowy Sp zoo (Cyfra+). The aggregate fair value of our fair value method investments as of January1, 2008 was $1,138.8 million. For additional information regarding our fair value method investments, see note 8. Sumitomo At December31, 2009 and 2008, we owned 45,652,043 shares of Sumitomo common stock. Our Sumitomo shares represented 3.7% of Sumitomos outstanding common stock at December31, 2009. At December31, 2009 and 2008, the fair value of our Sumitomo shares was $462.2 million and $392.2 million, respectively. During the fourth quarter of 2007, the value of our investment in Sumitomo common stock declined to a level at December31, 2007 that was nearly 25% below our then cost basis of 104.5 billion ($1,122.0 million). The decline in fair value was considered other-than-temporary primarily due to the extent and length of time that fair value was below carrying value and uncertainties regarding the near-term prospects for the recovery of the market price of Sumitomo shares. Accordingly, we recognized a $206.6 million pre-tax loss in December 2007. This loss is included in other-than-temporary declines in fair values of investments in our consolidated statement of operations. Our investment in Sumitomo common stock is pledged as security for borrowings under the Sumitomo Collar, which among other matters, effectively hedges our exposure to declines in the market price of Sumitomo common stock below a specified amount. For additional information, see note 7. News Corp. At December31, 2008, we held 5,500,000 shares of News Corp. ClassA common stock,. In August 2005, we entered into a prepaid forward sale contract with respect to our investment in News Corp. ClassA common stock. On July9, 2009, we surrendered our News Corp. shares in connection with the settlement of the prepaid forward sale contract. See note 7. Cyfra+ At December31, 2009 and 2008, we held a 25.0% interest in Cyfra+, a privately-held DTH operator in Poland. During the second quarter of 2009, we received an $18.4 million dividend from Cyfra+. This dividend has been reflected as a reduction of our investment in Cyfra+. Equity Method Investments Our equity method affiliates generally are engaged in the cabl

Derivative Instruments

Derivative Instruments
	12 Months Ended Dec. 31, 2009
Derivative Instruments	(7) Derivative Instruments Through our subsidiaries, we have entered into various derivative instruments to manage interest rate and foreign currency exposure with respect to the U.S. dollar ($), the euro (), the Czech koruna (CZK), the Hungarian forint (HUF), the Polish zloty (PLN), the Romanian lei (RON), the Swiss franc (CHF), the Chilean peso (CLP), the Japanese yen (), the Australian dollar (AUD) and the British pound sterling (). With the exception of J:COMs interest rate swaps, which were accounted for as cash flow hedges during the years presented, we generally do not apply hedge accounting to our derivative instruments. Accordingly, changes in the fair values of our other derivative instruments generally are recorded in realized and unrealized gains (losses) on derivative instruments, net, in our consolidated statements of operations. The following table provides details of the fair values of our derivative instrument assets and liabilities: December31, 2009 December31, 2008 Current Long-term(a) Total Current Long-term(a) Total (b) in millions Assets: Cross-currency and interest rate derivative contracts (c) $ 153.6 $ 186.6 $ 340.2 $ 182.6 $ 297.9 $ 480.5 Equity-related derivative (d) 561.2 561.2 631.7 631.7 Foreign currency forward contracts 1.0 1.0 10.8 10.8 Other 3.0 2.3 5.3 0.2 0.9 1.1 Total $ 157.6 $ 750.1 $ 907.7 $ 193.6 $ 930.5 $ 1,124.1 Liabilities: Cross-currency and interest rate derivative contracts (c)(e) $ 715.1 $ 1,166.9 $ 1,882.0 $ 418.8 $ 904.3 $ 1,323.1 Equity-related derivatives (d) 18.4 18.4 17.2 17.2 Foreign currency forward contracts 7.1 0.2 7.3 3.6 1.5 5.1 Other 1.0 1.7 2.7 2.1 1.2 3.3 Total $ 741.6 $ 1,168.8 $ 1,910.4 $ 441.7 $ 907.0 $ 1,348.7 (a) Our long-term derivative assets and liabilities are included in other assets and other long-term liabilities, respectively, in our consolidated balance sheets. (b) Excludes the prepaid forward sale contract previously held on our News Corp. ClassA common stock (the News Corp. Forward), which is included in the current portion of debt and capital lease obligations in our consolidated balance sheet as of December31, 2008. On July9, 2009, we settled the News Corp. Forward liability by surrendering our shares of News Corp. ClassA common stock. (c) In 2008, we began considering credit risk in our fair value assessments. As of December31, 2009 and 2008, (i)the fair values of our cross-currency and interest rate derivative contracts that represented assets have been reduced by credit risk valuation adjustments aggregating $7.0 million and $21.9 million, respectively, and (ii)the fair values of our cross-currency and interest rate d

Fair Value Measurements

Fair Value Measurements
	12 Months Ended Dec. 31, 2009
Fair Value Measurements	(8) Fair Value Measurements We use the fair value method to account for (i)certain of our investments, (ii)our derivative instruments and (iii)the 1.75% euro-denominated convertible senior notes issued by UGC (the UGC Convertible Notes) (see note 10). The reported fair values of these assets and liabilities as of December31, 2009 likely will not represent the value that will be realized upon the ultimate settlement or disposition of these assets and liabilities. In the case of the investments that we account for using the fair value method, the values we realize upon disposition will be dependent upon, among other factors, market conditions and the historical and forecasted financial performance of the investees at the time of any such disposition.With respect to the Sumitomo Collar, we expect settlement to occur through the surrender of the underlying shares.With respect to our foreign currency and interest rate derivative instruments, we expect that the values realized generally will be based on market conditions at the time of settlement, which may occur at the maturity of the derivative instrument or at the time of the repayment or refinancing of the underlying debt instrument. 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 assets or liabilities that the reporting entity 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 asset or liability, either directly or indirectly. Level 3 inputs are unobservable inputs for the asset or liability. All of our Level 2 inputs (interest rates, yield curves, dividend yields and certain of the inputs for our weighted average cost of capital calculations) and certain of our Level 3 inputs (forecasted volatilities and credit spreads) are obtained from pricing services. These inputs, or interpolations or extrapolations thereof, are used in our internal models to calculate, among other items, yield curves, forward interest and currency rates and weighted average cost of capital rates. In the normal course of business, we receive fair value assessments from the counterparties to our derivative contracts. Although we compare these assessments to our internal valuations and investigate unexpected differences, we do not otherwise rely on counterparty quotes to determine the fair values of our derivative instruments. The midpoints of applicable bid and ask ranges generally are used as inputs for our internal valuations. For our investment in Sumitomo common stock, the fair value measurement is based on the quoted closing price of the shares at each reporting date. Accordingly, the valuation of this investment falls under Level 1 of the fair value hierarchy. Our other investments that we account for at fair value are privately-held companies, and therefore, quoted market prices are unavailable. The valuation technique we use for such investments is a combination of an income approach (discounted cash flow model based on f

Long-lived Assets

Long-lived Assets
	12 Months Ended Dec. 31, 2009
Long-lived Assets	(9) Long-lived Assets Property and Equipment, Net The details of property and equipment and the related accumulated depreciation are set forth below: December31, 2009 2008 in millions Cable distribution systems $ 19,306.6 $ 17,349.7 Support equipment, buildings and land 2,845.8 2,288.1 22,152.4 19,637.8 Accumulated depreciation (10,141.7 ) (7,602.4 ) Total property and equipment, net $ 12,010.7 $ 12,035.4 Depreciation expense of our continuing operations related to our property and equipment was $1,755.4 million, $1,782.1 million and $1,602.1 million during 2009, 2008 and 2007, respectively. Depreciation expense of our discontinued operations related to our property and equipment was $856.1 million, $650.6 million and $534.2 million during 2009, 2008 and 2007, respectively. At December31, 2009 and 2008, the amount of property and equipment, net, recorded under capital leases was $1,120.0 million and $1,153.6 million, respectively. Most of these amounts relate to assets included in our cable distribution systems category. Depreciation of assets under capital leases is included in depreciation and amortization in our consolidated statements of operations. During 2009, 2008 and 2007, we recorded $241.8 million, $647.7 million and $196.1 million of non-cash increases to our property and equipment, respectively, as a result of assets acquired under capital lease arrangements. These increases include (i)$213.0 million, $246.9 million and $171.9 million, respectively, related to lease arrangements acquired or entered into by J:COM, and (ii)$24.6 million, $395.5 million and $22.7 million, respectively, related to lease arrangements acquired or entered into by Telenet. The 2008 amount for Telenet is primarily related to the 2008 PICs Agreement. See note 4. Goodwill Changes in the carrying amount of goodwill during 2009 are as follows: January1, 2009 Acquisition- related adjustments Impairment Disposal Foreign currency translation adjustments and other December 31, 2009 in millions UPC Broadband Division: The Netherlands $ 1,279.5 $ $ $ $ 27.3 $ 1,306.8 Switzerland 2,658.6 0.5 86.8 2,745.9 Other Western Europe 1,090.6 29.5 1,120.1 Total Western Europe 5,028.7 0.5 143.6 5,172.8 Central and Eastern Europe 1,273.9 (118.8 ) (55.5 ) 24.2 1,123.8 TotalUPCBroadband Division 6,302.6 0.5 (118.8 ) (55.5 ) 167.8 6,296.6 Telenet (Belgium) 2,204.8 75.7 61.2 2,341.7 J:COM (Japan) 3,551.2 16.7 (80.1 ) 3,487.8 VTR (Chile) 418.5 108.0 526.5 Austar (Australia) 287.1 27.4 314.5 Corporate and othe

Debt

Debt
	12 Months Ended Dec. 31, 2009
Debt	(10) Debt The U.S. dollar equivalents of the components of our consolidated debt and capital lease obligations are as follows: December31, 2009 Estimated fair value (c) Carrying value (d) Weighted average interest rate (a) Unused borrowing capacity (b) Borrowing currency U.S. $ equivalent December31, December31, 2009 2008 2009 2008 in millions Debt: Parent: LGI Convertible Notes (e) 4.50 % $ $ $ 992.4 $ $ 630.7 $ Subsidiaries: UPC Broadband Holding Bank Facility 3.54 % 439.1 629.3 8,506.6 7,463.7 9,052.1 8,823.1 UPC Holding Senior Notes 8.80 % 2,295.8 1,141.3 2,219.0 1,534.8 Unitymedia Senior Notes(f) 8.50 % 3,911.8 3,763.3 Telenet Credit Facility 3.83 % 310.0 444.3 2,802.3 2,695.8 2,851.9 2,769.6 J:COM Credit Facility 0.85 % 30,000.0 322.1 96.5 411.3 96.5 440.2 Other J:COM debt 1.11 % 10,000.0 107.4 1,942.5 1,412.4 1,923.1 1,641.9 Sumitomo Collar Loan (g) 1.88 % 1,005.6 1,031.6 1,005.6 1,031.6 LGJ Holdings Credit Facility 3.54 % 765.0 740.2 805.2 826.1 UGC Convertible Notes (h) 1.75 % 564.1 574.5 564.1 574.5 Austar Bank Facility 5.49 % AUD 23.7 21.3 696.0 535.4 740.7 598.0 VTR Bank Facility (i) 2.68 % CLP 13,837.5 27.3 460.8 465.5 460.8 465.5 Chellomedia Bank Facility 3.39 % 25.0 35.8 218.1 269.4 268.4 301.2 Liberty Puerto Rico Bank Facility 2.23 % 154.8 154.1 175.9 167.6 Other 9.73 % 131.2 156.3 131.2 156.3 Total debt 4.61 % $ 1,587.5 $ 24,543.5 $ 17,051.5 24,688.5 19,330.4 Capitalleaseobligations: J:COM 684.9 704.2 Telenet 444.5 438.0 Other subsidiaries 34.7 30.3 Total capital lease obligations 1,164.1 1,172.5 Total debt and capital lease obligations 25,852.6 20,502.9 Current maturities (487.7 ) (513.0 ) Long-term debt and capital lease obligations $ 25,364.9 $ 19,989.9 (a) Represents the weighted average interest rate in effect at December31, 2009 for all borrowings outstanding pursuant to each debt instrument including the applicable margin. The interest rates presented represent stated rates and do not include the impact of our interest rate derivative agreements, deferred financing costs, discounts or commitment fees, all of which af

Deferred Construction and Maint

Deferred Construction and Maintenance Revenue
	12 Months Ended Dec. 31, 2009
Deferred Construction and Maintenance Revenue	(11) Deferred Construction and Maintenance Revenue J:COM and its subsidiaries provide rebroadcasting services to noncable television viewers who receive poor reception of broadcast television signals as a result of obstacles that have been constructed by third parties. J:COM and its subsidiaries enter into agreements with these third parties, whereby J:COM receives poor reception compensation or PRC (most of which is generally received at the inception of the contract) to construct and maintain cable facilities to provide rebroadcasting services to the affected viewers at no cost to the viewers during the agreement period. Revenue from these PRC agreements has been deferred and is generally recognized on a straight-line basis over periods (up to 20 years) that are consistent with the durations of the underlying agreements. Our earnings from discontinued operations during 2009, 2008 and 2007 includes revenue related to these PRC arrangements of $94.6 million, $57.9 million and $47.6 million, respectively. Deferred revenue recorded under these PRC arrangements is included in our current and long-term liabilities as follows: December31, 2009 2008 in millions Current liabilities Deferred revenue and advance payments from subscribers and others $ 66.5 $ 59.1 Other long-term liabilities 632.5 722.0 Total $ 699.0 $ 781.1

Income Taxes

Income Taxes
	12 Months Ended Dec. 31, 2009
Income Taxes	(12) Income Taxes LGI files consolidated tax returns in the U.S. The income taxes of domestic and foreign subsidiaries not included within the consolidated U.S. tax group are presented in our financial statements based on a separate return basis for each tax-paying entity or group. Income tax benefit (expense) consists of: Current Deferred Total in millions Year ended December31, 2009: Continuing operations: Federal $ 10.4 $ 446.9 $ 457.3 State and local 2.5 18.8 21.3 Foreign (25.8 ) 334.2 308.4 Total continuing operations $ (12.9 ) $ 799.9 $ 787.0 Discontinued operations $ (264.6 ) $ (288.7 ) $ (553.3 ) Year ended December31, 2008: Continuing operations: Federal $ (2.3 ) $ (80.8 ) $ (83.1 ) State and local (1.0 ) (4.6 ) (5.6 ) Foreign (30.2 ) (178.0 ) (208.2 ) Total continuing operations $ (33.5 ) $ (263.4 ) $ (296.9 ) Discontinued operations $ (167.7 ) $ 31.3 $ (136.4 ) Year ended December31, 2007: Continuing operations: Federal $ 33.4 $ (93.5 ) $ (60.1 ) State and local 1.7 (4.8 ) (3.1 ) Foreign (35.9 ) (23.7 ) (59.6 ) Total continuing operations $ (0.8 ) $ (122.0 ) $ (122.8 ) Discontinued operations $ (100.9 ) $ (8.4 ) $ (109.3 ) Income tax benefit (expense) attributable to our earnings (loss) from continuing operations before income taxes differs from the amounts computed by applying the U.S. federal income tax rate of 35%, as a result of the following: Year ended December31, 2009 2008 2007 in millions Computed expected tax benefit (expense) $ 297.2 $ 163.3 $ 95.7 Basis and other differences in the treatment of items associated with investments in subsidiaries and affiliates 357.5 (24.5 ) 45.9 Change in valuation allowance 244.3 (197.9 ) (27.3 ) International rate differences (126.3 ) (99.1 ) (33.2 ) State and local income taxes, net of federal income taxes 32.6 (3.7 ) (2.0 ) Non-deductible or non-taxable interest and other expenses (23.2 ) (57.7 ) (59.2 ) Impairment and write-off of goodwill (18.7 ) (22.8 ) (35.3 ) Recognition of previously unrecognized tax benefits 17.5 34.6 Foreign taxes 3.3 (8.5 ) (12.6 ) Enacted tax law and rate changes (3.1 ) (10.6 ) (70.4 ) Change in tax status of foreign consolidated subsidiary (32.8 ) Non-deductible provisions for litigation (59.9 ) Other, net 5.9

Equity

Equity
	12 Months Ended Dec. 31, 2009
Equity	(13) Equity Capitalization Our authorized capital stock consists of (i)1,050,000,000 shares of common stock, par value $.01 per share, of which 500,000,000 shares are designated LGI Series A common stock, 50,000,000 shares are designated LGI SeriesB common stock and 500,000,000 shares are designated LGI Series C common stock and (ii)50,000,000 shares of LGI preferred stock, par value $.01 per share. LGIs restated certificate of incorporation authorizes the board of directors to authorize the issuance of one or more series of preferred stock. Under LGIs restated certificate of incorporation, holders of LGI Series A common stock are entitled to one vote for each share of such stock held, and holders of LGI Series B common stock are entitled to 10 votes for each share of such stock held, on all matters submitted to a vote of LGI stockholders at any annual or special meeting. Holders of LGI Series C common stock are not entitled to any voting powers, except as required by Delaware law (in which case holders of LGI Series C common stock are entitled to 1/100th of a vote per share). Each share of LGI Series B common stock is convertible into one share of LGI Series A common stock. One share of LGI Series A common stock is reserved for issuance for each share of LGI Series B common stock that is either issued or subject to future issuance pursuant to outstanding stock options. At December31, 2009, there were (i)4,326,000, 887,227 and 7,415,496 shares of LGI Series A, Series B and Series C common stock, respectively, reserved for issuance pursuant to outstanding stock options, (ii)4,174,146 and 4,123,953 shares of LGI Series A and Series C common stock, respectively, reserved for issuance pursuant to outstanding SARs, (iii)35,328,424 and 17,621,205 shares of LGI Series A and Series C common stock, respectively, reserved for issuance upon conversion of the LGI and UGC Convertible Notes and (iv)650,830 and 650,828 shares of LGI Series A and Series C common stock, respectively, reserved for issuance pursuant to outstanding restricted stock units. In addition to these amounts, one share of LGI Series A common stock is reserved for issuance for each share of LGI Series B common stock that is either issued (9,369,101 shares) or subject to future issuance pursuant to outstanding stock options (887,227 shares). Subject to any preferential rights of any outstanding series of our preferred stock, the holders of LGI Series A, Series B and Series C common stock will be entitled to such dividends as may be declared from time to time by our board of directors from funds available therefor. Except with respect to certain share distributions, whenever a dividend is paid to the holder of one of our series of common stock, we shall also pay to the holders of the other series of our common stock an equal per share dividend. There are currently no restrictions on our ability to pay dividends in cash or stock. In the event of our liquidation, dissolution and winding up, after payment or provision for payment of our debts and liabilities and subject to the prior payment in full of any preferential amounts to which our preferred stockholders may be

Stock Incentive Awards

Stock Incentive Awards
	12 Months Ended Dec. 31, 2009
Stock Incentive Awards	(14) Stock Incentive Awards As discussed in note 3, our stock-based compensation expense is based on the stock incentive awards held by our and our subsidiaries employees, including stock incentive awards related to LGI shares and the shares of certain of our subsidiaries. The following table summarizes our stock-based compensation expense: Year ended December31, 2009 2008 2007 in millions LGI common stock: LGI performance plans $ 64.6 $ 94.4 $ 108.2 Stock options, SARs, restricted shares and restricted share units 42.4 44.0 47.3 Total LGI common stock 107.0 138.4 155.5 Restricted shares of LGI and Zonemedia Enterprises Ltd. (Zonemedia) (a) 16.2 Austar Performance Plan 15.9 16.0 9.5 Other 6.9 (0.9 ) 12.2 Total $ 129.8 $ 153.5 $ 193.4 Included in: Continuing operations: Operating expense $ 9.6 $ 9.6 $ 11.9 SA expense 119.5 143.4 180.3 Total continuing operations 129.1 153.0 192.2 Discontinued operations 0.7 0.5 1.2 Total $ 129.8 $ 153.5 $ 193.4 (a) These restricted shares were issued in connection with our January 2005 acquisition of Zonemedia. The 2007 amount includes $12.8 million of stock-based compensation that was recognized on an accelerated basis in connection with the third quarter 2007 execution of certain agreements between a subsidiary of Chellomedia and the holders of these restricted shares. No further compensation expense will be recognized in connection with these restricted stock awards. The following table provides certain information related to stock-based compensation not yet recognized as of December31, 2009: December31, 2009 LGISeriesA, Series B and Series C common stock (a) LGI performance plans (b) Telenet Employee Stock Option Plans (c) Austar Performance Plan (d) Total compensation expense not yet recognized (in millions) $ 66.9 $ 57.4 $ 11.6 $ 8.9 Weighted average period remaining for expense recognition (inyears) 2.5 1.8 2.9 1.8 (a) Amounts relate to the LGI incentive plans (including the Transitional Plan) and the UGC incentive plans described below. (b) Amounts relate primarily to the LGI Performance Plans described below. (c) Amounts relate to the Telenet Employee Stock Option Plans described below. (d) Amounts relate to the Austar Performance Plan described below. The following table summarizes certain information related to the incentive awards granted and exercised pursuant to the LGI and UGC incentive plans described below: Year ended December31, 2009 2008 2007 LGI Series A, Series B and Series C common stock: Assumptions used to estimate fair value of awards granted:

Related Party Transactions

Related Party Transactions
	12 Months Ended Dec. 31, 2009
Related Party Transactions	(15) Related Party Transactions Our related party transactions consist of the following: Year ended December31, 2009 2008 2007 in millions Continuing operations: Revenue earned from related parties (a) $ 25.8 $ 28.0 $ 26.6 Operating expenses charged by related parties (b) $ 28.0 $ 30.6 $ 27.0 SGA expenses charged to related parties (c) $ (0.9 ) $ (1.4 ) $ (0.5 ) Discontinued operations: Net expenses charged by related parties (d) $ (89.0 ) $ (58.3 ) $ (42.7 ) Capital lease additions related parties (e) $ 179.1 $ 144.2 $ 153.7 (a) Amounts consist primarily of management, advisory and programming license fees and fees for uplink services and construction services charged to our equity method affiliates. (b) Amounts consist primarily of programming costs and interconnect fees charged by equity method affiliates. (c) Amounts represent the reimbursements charged by Austar for marketing and director fees incurred on behalf of one of its equity affiliates. (d) Amounts consist primarily of (i)operating expenses for programming, billing system, program guide and other services provided to J:COM by its and Sumitomos affiliates (ii)SGA expenses for management, rental and IT support services provided by Sumitomo to J:COM and (iii)interest expense primarily related to assets leased from certain Sumitomo entities, net of revenue related to (a)programming services provided to certain J:COM affiliates and distribution fee revenue from SC Media and (b)during 2008 and 2007, revenue from construction, programming, management, administrative, call center and distribution services provided by J:COM to certain of its and LGIs affiliates and the sale of construction materials to certain of such affiliates. As a result of certain transactions completed by J:COM during 2008, these affiliates became J:COM subsidiaries and, accordingly, the revenue derived from these entities during the 2009 period is eliminated in consolidation. (e) J:COM leases, in the form of capital leases, customer premise equipment, various office equipment and vehicles from certain subsidiaries and affiliates of Sumitomo. At December31, 2009 and 2008, capital lease obligations of J:COM aggregating 55.1 billion ($591.6 million) and 54.1 billion ($580.8 million), respectively, were due to these Sumitomo subsidiaries and affiliates. Certain of J:COMs equity method affiliates deposit excess funds with J:COM. The aggregate amount of these deposits owed by J:COM to these equity method affiliates at December31, 2009 and 2008 of 5,133.0million ($55.1 million) and 4,124.0million ($44.3 million), respectively, is included in other accrued and current liabilities in our consolidated balance sheets. On December25, 2008, J:COM acquired Mediatti, our then equity method affiliate. For additional information, see note 4. As discussed in more detail in notes 4 and 5, on Ju

Transactions with Officers and

Transactions with Officers and Directors
	12 Months Ended Dec. 31, 2009
Transactions with Officers and Directors	(16) Transactions with Officers and Directors O3B Networks Limited From January4, 2008 through December31, 2009, we have invested $32.7 million in O3B Networks Limited (O3B), a start-up company headquartered in Jersey, Channel Islands that plans to engage in a satellite-based data backhaul business. At December31, 2009, (i)our company owned an 11.7% interest in O3B, (ii)one of our directors, who is a founder of O3B, owned a 3.7% interest in O3B and (iii)another of our directors owned a 0.3% interest in O3B. The ownership percentages set forth above are calculated on an if converted basis with respect to all outstanding convertible preferred shares and vesting of all employee incentive plan shares and certain other shares that may be earned by one of the shareholders if certain services are performed. Other On October10, 2008, we purchased 1,000,000 shares of our Series C common stock from our Chairman of the Board, for $18.00 per share in cash. This purchase was made pursuant to our stock repurchase program, as further described in note 13. For a description of certain transactions involving stock options held by certain of our directors, see note 14.

Restructuring Liabilities

Restructuring Liabilities
	12 Months Ended Dec. 31, 2009
Restructuring Liabilities	(17) Restructuring Liabilities A summary of changes in our restructuring liabilities during 2009 is set forth in the table below: Employee severance and termination Office closures Programming and lease contract termination Total in millions Restructuring liability as of January1, 2009 $ 12.8 $ 13.1 $ 16.0 $ 41.9 Restructuring charges (credits) 13.9 0.9 (4.4 ) 10.4 Cash paid (20.5 ) (4.7 ) (3.6 ) (28.8 ) Other 0.8 0.8 Foreign currency translation adjustments 0.4 0.1 (0.3 ) 0.2 Restructuring liability as of December31, 2009 $ 6.6 $ 9.4 $ 8.5 $ 24.5 Short-term portion $ 6.1 $ 4.7 $ 2.6 $ 13.4 Long-term portion 0.5 4.7 5.9 11.1 Total $ 6.6 $ 9.4 $ 8.5 $ 24.5 Our 2009 restructuring charges are primary related to reorganization and integration activities in certain of our European operations. A summary of changes in our restructuring liabilities during 2008 is set forth in the table below: Employee severance and termination Office closures Programming and lease contract termination Other Total in millions Restructuring liability as of January1, 2008 $ 8.7 $ 16.9 $ 21.3 $ 0.1 $ 47.0 Restructuring charges (credits) 16.8 2.7 (0.5 ) 19.0 Cash paid (15.4 ) (5.3 ) (4.1 ) (24.8 ) Acquisitions and other 2.3 (0.5 ) (0.2 ) (0.1 ) 1.5 Foreign currency translation adjustments 0.4 (0.7 ) (0.5 ) (0.8 ) Restructuring liability as of December31, 2008 $ 12.8 $ 13.1 $ 16.0 $ $ 41.9 Short-term portion $ 12.0 $ 4.9 $ 4.2 $ $ 21.1 Long-term portion 0.8 8.2 11.8 20.8 Total $ 12.8 $ 13.1 $ 16.0 $ $ 41.9 Our 2008 restructuring charges include (i)aggregate charges of $11.9 million related to reorganization and integration activities in certain of our European operations and (ii)a charge of $5.6 million related to the reorganization of certain of VTRs administrative and operational functions. A summary of changes in our restructuring liabilities during 2007 is set forth in the table below: Employee severance and termination Office closures Programming and lease contract termination Other Total in millions Restructuring liability as of January1, 2007 $ 14.3 $ 11.4 $ 25.8 $ 1.6 $ 53.1 Restructuring charges (credits) 14.7 7.6 (0.3 ) 0.2 22.2 Cash paid (18.7 ) (3.2 ) (4.3 ) (

Accumulated Other Comprehensive

Accumulated Other Comprehensive Earnings (Loss)
	12 Months Ended Dec. 31, 2009
Accumulated Other Comprehensive Earnings (Loss)	(18) Accumulated Other Comprehensive Earnings (Loss) Accumulated other comprehensive earnings (loss) included in our consolidated balance sheets and statements of equity reflect the aggregate of foreign currency translation adjustments, unrealized gains and losses on cash flow hedges and pension related adjustments and, during 2007, unrealized holding gains and losses on securities classified as available-for-sale. The changes in the components of accumulated other comprehensive earnings, net of taxes, are summarized as follows: LGI stockholders Noncontrolling interests Total accumulated other comprehensive earnings (loss) Foreign currency translation adjustments Unrealized gains(losses) on securities Unrealized gains (losses) on cash flow hedges Pension related adjustments Accumulated other comprehensive earnings (loss) in millions Balance at January1, 2007 $ 119.1 $ 39.5 $ 3.6 $ 7.6 $ 169.8 $ (191.6 ) $ (21.8 ) Other comprehensive earnings 686.8 (3.7 ) (6.7 ) 12.3 688.7 115.4 804.1 Balance at December31, 2007 805.9 35.8 (3.1 ) 19.9 858.5 (76.2 ) 782.3 Accounting change (note2) (3.7 ) (35.8 ) (39.5 ) (39.5 ) Other comprehensive earnings 344.7 (0.3 ) (22.4 ) 322.0 459.0 781.0 Balance at December31, 2008 1,146.9 (3.4 ) (2.5 ) 1,141.0 382.8 1,523.8 Other comprehensive earnings 145.2 (0.8 ) 13.6 158.0 (78.7 ) 79.3 Balance at December31, 2009 $ 1,292.1 $ $ (4.2 ) $ 11.1 $ 1,299.0 $ 304.1 $ 1,603.1 The components of other comprehensive earnings (loss), net of taxes are reflected in our consolidated statements of comprehensive earnings (loss). The following table summarizes the tax effects related to each component of other comprehensive earnings (loss), net of amounts reclassified to our consolidated statements of operations: Before-tax amount Taxbenefit (expense) Net-of-tax amount in millions Year ended December31, 2009: Foreign currency translation adjustments $ 52.0 $ 14.9 $ 66.9 Unrealized losses on cash flow hedges (2.4 ) 0.5 (1.9 ) Pension related adjustments 14.7 (0.4 ) 14.3 Other comprehensive earnings 64.3 15.0 79.3 Other comprehensive loss attributable to noncontrolling interests (a) 79.0 (0.3 ) 78.7 Other comprehensive earnings attributable to LGI stockholders $ 143.3 $ 14.7 $ 158.0 Year ended December31, 2008: Foreign currency translation adjustments $ 814.4

Commitments and Contingencies

Commitments and Contingencies
	12 Months Ended Dec. 31, 2009
Commitments and Contingencies	(19) Commitments and Contingencies Commitments In the normal course of business, we have entered into agreements that commit our company to make cash payments in future periods with respect to non-cancellable operating leases, programming contracts, satellite carriage commitments, purchases of customer premise equipment and other items. As of December31, 2009, the U.S. dollar equivalents (based on December31, 2009 exchange rates) of such commitments that are not reflected in our consolidated balance sheet are as follows: Payments due during: 2010 2011 2012 2013 2014 Thereafter Total in millions Continuing operations: Operating leases $ 140.6 $ 89.6 $ 62.0 $ 42.0 $ 24.8 $ 81.9 $ 440.9 Programming, satellite and other purchase obligations 370.2 146.5 88.9 37.7 7.2 5.8 656.3 Other commitments 74.8 66.0 61.2 57.4 52.6 1,397.4 1,709.4 Total continuing operations $ 585.6 $ 302.1 $ 212.1 $ 137.1 $ 84.6 $ 1,485.1 $ 2,806.6 Discontinued operations $ 153.3 $ 52.0 $ 34.1 $ 27.1 $ 27.0 $ 34.9 $ 328.4 Programming commitments consist of obligations associated with certain of our programming, studio output, and sports right contracts that are enforceable and legally binding on us in that we have agreed to pay minimum fees without regard to (i)the actual number of subscribers to the programming services, (ii)whether we terminate cable service to a portion of our subscribers or dispose of a portion of our cable systems, or (iii)whether we discontinue our premium movie and sports services. The amounts reflected in the table with respect to these contracts are significantly less than the amounts we expect to pay in these periods under these contracts. Payments to programming vendors have in the past represented, and are expected to continue to represent in the future, a significant portion of our operating costs. The ultimate amount payable in excess of the contractual minimums of our studio output contracts, which expire at various dates through 2014, is dependent upon the number of subscribers to our premium movie service and the theatrical success of the films that we exhibit. Satellite commitments consist of obligations associated with satellite carriage services provided to our company. Other purchase obligations include commitments to purchase customer premise equipment that are enforceable and legally binding on us. Other commitments relate primarily to Telenets commitments for the Telenet PICs Network operating costs pursuant to the 2008 PICs Agreement. Beginning in the seventh year of the 2008 PICs Agreement, these commitments are subject to adjustment based on changes in the network operating costs incurred by Telenet with respect to its own networks. These potential adjustments are not subject to reasonable estimation, and therefore, are not included in the above table. Other c

Information about Operating Seg

Information about Operating Segments
	12 Months Ended Dec. 31, 2009
Information about Operating Segments	(20) Information about Operating Segments We own a variety of international subsidiaries and investments that provide broadband communications services, and to a lesser extent, video programming services. We identify our reportable segments as those consolidated subsidiaries that represent 10% or more of our revenue, operating cash flow (as defined below), or total assets. In certain cases, we may elect to include an operating segment in our segment disclosure that does not meet the above-described criteria for a reportable segment. We evaluate performance and make decisions about allocating resources to our operating segments based on financial measures such as revenue and operating cash flow. In addition, we review non-financial measures such as subscriber growth, as appropriate. Operating cash flow is the primary measure used by our chief operating decision maker to evaluate segment operating performance. Operating cash flow is also a key factor that is used by our internal decision makers to (i)determine how to allocate resources to segments and (ii)evaluate the effectiveness of our management for purposes of annual and other incentive compensation plans. As we use the term, operating cash flow is defined as revenue less operating and SGA expenses (excluding stock-based compensation, depreciation and amortization, provisions for litigation, and impairment, restructuring and other operating charges or credits). Other operating charges or credits include gains and losses on the disposition of long-lived assets and due diligence, legal, advisory and other third-party costs directly related to our efforts to acquire controlling interests in entities. 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 that is unaffected by our capital structure and allows management to (i)readily view operating trends, (ii)perform analytical comparisons and benchmarking between segments and (iii)identify strategies to improve operating performance in the different countries in which we operate. We believe our operating cash flow measure is useful to investors because it is one of the bases for comparing our performance with the performance of other companies in the same or similar industries, although our measure may not be directly comparable to similar measures used by other public companies. Operating cash flow should be viewed as a measure of operating performance that is a supplement to, and not a substitute for, operating income, net earnings (loss), cash flow from operating activities and other GAAP measures of income or cash flows. A reconciliation of total segment operating cash flow to our earnings (loss) from continuing operations before income taxes is presented below. During 2009, we made the following changes to our reportable segments: During the fourth quarter, we (i)combined Ireland and Austria into one reportable segment (Other Western Europe), (ii)combined Hungary and our Other Central and Eastern Europe into one reportable segment (Central and Eastern Europe)

Quarterly Financial Information

Quarterly Financial Information (Unaudited)
	12 Months Ended Dec. 31, 2009
Quarterly Financial Information (Unaudited)	(21) Quarterly Financial Information (Unaudited) 2009 1stquarter 2ndquarter 3rdquarter 4thquarter in millions, except per share amounts Revenue: As previously reported $ 2,562.9 $ 2,653.0 $ 2,824.2 $ 3,040.1 Effect of reclassification of J:COM Disposal Group to discontinued operations (note 5) (863.0 ) (839.0 ) (891.3 ) (978.3 ) As adjusted $ 1,699.9 $ 1,814.0 $ 1,932.9 $ 2,061.8 Operating income: As previously reported $ 401.9 $ 301.9 $ 463.8 $ 469.4 Effect of reclassification of J:COM Disposal Group to discontinued operations (note 5) (165.3 ) (153.2 ) (154.6 ) (181.5 ) As adjusted $ 236.6 $ 148.7 $ 309.2 $ 287.9 Net earnings (loss) attributable to LGI stockholders $ (298.7 ) $ (93.1 ) $ (120.3 ) $ 100.0 Earnings (loss) attributable to LGI stockholders per share Series A, Series B and Series C common stock (note 3): Basic $ (1.08 ) $ (0.34 ) $ (0.45 ) $ 0.38 Diluted $ (1.08 ) $ (0.34 ) $ (0.45 ) $ 0.34 2008 1stquarter 2ndquarter 3rdquarter 4thquarter in millions, except per share amounts Revenue: As previously reported $ 2,595.2 $ 2,713.7 $ 2,633.3 $ 2,555.5 Effect of reclassification of J:COM Disposal Group to discontinued operations (note 5) (679.3 ) (691.1 ) (686.0 ) (797.8 ) As adjusted $ 1,915.9 $ 2,022.6 $ 1,947.3 $ 1,757.7 Operating income: As previously reported $ 352.9 $ 359.7 $ 408.4 $ 224.6 Effect of reclassification of J:COM Disposal Group to discontinued operations (note 5) (127.2 ) (115.6 ) (129.2 ) (149.1 ) As adjusted $ 225.7 $ 244.1 $ 279.2 $ 75.5 Net earnings (loss) attributable to LGI stockholders $ (155.6 ) $ 428.2 $ (308.9 ) $ (752.6 ) Earnings (loss) attributable to LGI stockholders per share Series A, Series B and Series C common stock (note 3): Basic $ (0.45 ) $ 1.33 $ (1.01 ) $ (2.60 ) Diluted $ (0.45 ) $ 1.11 $ (1.01 ) $ (2.60 )

Subsequent Events

Subsequent Events
	12 Months Ended Dec. 31, 2009
Subsequent Events	(22) Subsequent Events UPCB Finance Senior Secured Notes On January20, 2010, UPCB Finance Limited (UPCB Finance), a special purpose financing company created for the primary purpose of issuing senior notes and owned 100% by a charitable trust, issued 500.0million ($716.5 million) principal amount of 7.625% senior secured notes (the UPCB Senior Secured Notes) at an original issue discount of 0.862%, resulting in cash proceeds before commissions and fees of 495.7million ($710.4 million). UPCB Finance used the proceeds from the UPCB Senior Secured Notes to fund a new additional facility (Facility V) under the UPC Broadband Holding Bank Facility, with UPC Financing Partnership (UPC Financing), a direct subsidiary of UPC Holding, as the borrower. UPC Financing used the proceeds from Facility V to reduce outstanding amounts under Facilities M and Q under the UPC Broadband Holding Bank Facility through (i)the novation of 152.7million ($218.8 million) of commitments under Facility M to UPC Broadband Operations and (ii)the use of the remaining 347.3million ($497.7 million) to repay borrowings under Facility Q. UPCB Finance is dependent on payments from UPC Financing under Facility V in order to service its payment obligations under the UPCB Senior Secured Notes. Although UPC Financing has no equity or voting interest in UPCB Finance, the Facility V loan creates a variable interest in UPCB Finance for which UPC Financing is the primary beneficiary, as contemplated by GAAP. As such, UPC Financing and its parent entities, including UPC Holding and LGI, are required by the provisions of GAAP to consolidate UPCB Finance following the issuance of the UPCB Senior Secured Notes. Accordingly, the amounts outstanding under Facility V will eliminate in UPC Holdings and LGIs consolidated financial statements. The UPCB Senior Secured Notes have been issued pursuant to an indenture (the Indenture), dated January20, 2010. Facility V is made pursuant to an Additional Facility V Accession Agreement (the Facility V Accession Agreement). Pursuant to the Facility V Accession Agreement, the call provisions, maturity and applicable interest rate for Facility V are the same as those of the UPCB Senior Secured Notes. UPCB Finance, as a lender under the UPC Broadband Holding Bank Facility, will be treated the same as the other lenders under the UPC Broadband Holding Bank Facility and will have benefits, rights and protections that are similar to those benefits, rights and protections afforded to the other lenders. Through the covenants in the Indenture and the security interests over (i)all of the issued shares of UPCB Finance and (ii)Facility V, granted to secure UPCB Finances obligations under the UPCB Senior Secured Notes, the holders of the UPCB Senior Secured Notes will be provided indirectly with the benefits, rights, protections and covenants, granted to UPCB Finance as a lender under the UPC Broadband Holding Bank Facility. UPCB Finance is prohibited from incurring any additional indebtedness, subject to certain exceptions under the Indenture. The UPCB Senior Secured Notes are non-callable until January15, 2015. At any time prior to January15,