UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): OCTOBER 5, 2006
NTL HOLDINGS INC.
(Exact name of Registrant as specified in its charter)
DELAWARE FILE NO. 000-22616 52-1822078
(State of Incorporation) (Commission File Number) (IRS Employer
Identification No.)
909 THIRD AVENUE, SUITE 2863, NEW YORK, NEW YORK 10022
(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number, including Area Code: (212) 906-8440
Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of
the following provisions:
|_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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TABLE OF CONTENTS
Item 8.01
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SIGNATURES
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Exhibit 99.1
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ITEM 8.01. OTHER EVENTS.
On October 5, 2006, NTL Holdings Inc.'s parent, NTL Incorporated,
issued a press release announcing that its wholly-owned subsidiary, NTL
Cable PLC, had received consents of holders of a majority in principal
amount of its 9.75% Senior Notes due 2014 (sterling-denominated), 8.75%
Senior Notes due 2014 (U.S. dollar-denominated), and 8.75% Senior Notes due
2014 (euro-denominated) to certain amendments to the indenture governing
the Notes, and would execute a supplemental indenture implementing these
amendments.
The indenture has been amended to require NTL Cable PLC to furnish the
Trustee with quarterly and annual reports of its new ultimate parent, NTL
Incorporated, following the merger of NTL Holdings Inc. and Telewest
Global, Inc. on March 3, 2006. Other amendments will also be made to
reflect the new ultimate parent holding company in the corporate structure.
A copy of the press release is attached hereto as Exhibit 99.1.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
NTL HOLDINGS INC.
Date: October 6, 2006 By: /s/ Bryan H. Hall
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Name: Bryan H. Hall
Title: Secretary
EXHIBIT INDEX
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EXHIBIT DESCRIPTION
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99.1 Press Release, dated October 5, 2006, issued by NTL Incorporated.