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): May 24, 2002 (May 24, 2002) NTL COMMUNICATIONS CORP. --------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 001-22616 52-1822078 ------------------------------------------------------------------------ (State or Other Jurisdiction of (Commission File Number) (IRS Employer Incorporation) Identification No.) 110 East 59th Street, 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) ITEM 5. OTHER EVENTS - --------- -------------------------------------------------------------- On May 24, 2002, NTL Communications Corp., its ultimate parent, NTL Incorpo rated, and certain other of NTL Incorporated's subsidiaries, namely, NTL (Dela ware) Inc., Diamond Cable Communications Limited, Diamond Holdings Limited and Communications Cable Funding Corp. filed a disclosure statement and an amended joint reorganization plan with the US Bankruptcy Court in the Southern District of New York. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS - --------- -------------------------------------------------------------- 99.1 Amended Joint Reorganization Plan of NTL Incorporated and Certain Subsidiaries, dated May 24, 2002 The full text of the Amended Joint Reorganization Plan of NTL Incorporated and Certain Subsidiaries is attached to this report as Exhibit 99.1 99.2 Disclosure Statement with Respect to the Amended Joint Reorganization Plan of NTL Incorporated and Certain Subsidiaries, dated May 24, 2002 The full text of the Disclosure Statement with Respect to the Amended Joint Reorganization Plan of NTL Incorporated and Certain Subsidiaries is attached to this report as Exhibit 99.2 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 COMMUNICATIONS CORP. (Registrant) By: /s/ Richard J. Lubasch ------------------------------------ Name: Richard J. Lubasch Title: Executive Vice President, General Counsel and Counsel Dated: May 24, 2002 EXHIBIT INDEX ----------------------- Exhibit - --------- 99.1 Amended Joint Reorganization Plan of NTL Incorporated and Certain Subsidiar ies, dated May 24, 2002 99.2 Disclosure Statement with Respect to the Amended Joint Reorganization Plan of NTL Incorporated and Certain Subsidiaries, dated May 24, 2002