SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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                                    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)  APRIL 8, 1999
                                                  -------------

                            NTL COMMUNICATIONS CORP.
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               (Exact Name of Registrant as Specified in Charter)


   Delaware                         0-22616                     52-1822078
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(State or Other                   (Commission                  (IRS Employer
Jurisdiction of                   File Number)               Identification No.)
Incorporation)


110 East 59th Street, New York, New York                           10022
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(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)




Item 5.  Other Events.
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     On  April  8,  1999,  NTL  Incorporated  (Nasdaq:  NTLI;  Easdaq:  NTLI.ED)
announced that its subsidiary,  NTL Communications Corp., had priced an issue of
330 million pounds sterling of 9-3/4% Senior Deferred Coupon Notes due 2009. The
closing  of the sale of the  Notes is  expected  to occur on or about  April 14,
1999. The Company intends to raise approximately 204.963 million pounds sterling
of gross proceeds from the offering of the Notes.

     The Senior Deferred  Coupon Notes will not have been  registered  under the
Securities  Act of  1933,  as  amended  (the  "Securities  Act"),  or any  state
securities  laws,  and unless so  registered,  may not be offered or sold except
pursuant  to an  exemption  from,  or  in a  transaction  not  subject  to,  the
registration  requirements of the Securities Act and applicable state securities
laws.

     A  copy  of  the  press  release  is  attached  hereto  as an  exhibit  and
incorporated herein by reference.

Item 7.  Financial Statements and Exhibits
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         Exhibits

   99    Press release, issued April 8, 1999




                                   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 thereunto duly authorized.



                                     NTL COMMUNICATIONS CORP.
                                       (Registrant)


                                     By: /s/ Richard J. Lubasch 
                                     --------------------------------------
                                     Name:  Richard J. Lubasch
                                     Title: Senior Vice President-
                                              General Counsel


Dated: April 12, 1999



                                  EXHIBIT INDEX



Exhibit                                                                  Page

   99      Press release, issued April 8, 1999