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) JULY 9, 1999
                                                          ------------

                                NTL INCORPORATED
--------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)


          Delaware                   0-25691                     13-4051921
--------------------------------------------------------------------------------
(State or Other Jurisdiction       (Commission                 (IRS Employer
     of Incorporation)             File Number)              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)



<PAGE>

Item 2.   Acquisition or Disposition of Assets
------    ------------------------------------

     On July 9, 1999, NTL Incorporated  ("NTL")  announced that it had completed
the  acquisition  of  Cablelink  Limited,  Ireland's  largest  cable  television
provider.  This  major  strategic  expansion  makes  NTL the  largest  broadband
telecommunications  provider in the UK and  Ireland  with a  subscriber  base of
approximately  1.8 million.  The purchase price was 535.180  million Irish Punts
(approximately US$695 million; 445 million UK Pounds).

Item 5.   Other Events.
------    ------------

     (A) On July 15,  1999,  NTL  announced  that it had  reached  a  series  of
agreements with France Telecom regarding strategic business opportunities in the
United Kingdom.  As part of these  agreements,  France Telecom agreed to make an
initial investment of $1.0 billion in NTL, which will represent,  on conversion,
approximately 10% of NTL's then outstanding common stock.

     Under the terms of the  agreement,  France  Telecom will  purchase  750,000
shares of $1,000 par value 5% preferred stock,  convertible into common stock at
$125 per share and  approximately  2.7 million  shares of common stock at $92.50
per  share.  Closing  of  this  purchase  is  conditional  upon  normal  closing
conditions, and it is anticipated to occur by the end of July 1999.


     (B) On July 15, 1999, NTL confirmed  rumors that it has been in discussions
with Cable and Wireless about a possible  transaction by which certain assets of
Cable and Wireless Communications would be merged with NTL.


Item 7.   Financial Statements and Exhibits
------    ---------------------------------

          Exhibits

     99.1 Press release, issued July 9, 1999

     99.2 Press release, issued July 15, 1999

     99.3 Press release, issued July 15, 1999

     99.4 Press release, issued July 15, 1999

<PAGE>

                                   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 INCORPORATED
                                            (Registrant)


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


Dated: July 16, 1999

<PAGE>

                                  EXHIBIT INDEX



Exhibit                                                                   Page

  99.1    Press release, issued July 9, 1999

  99.2    Press release, issued July 15, 1999

  99.3    Press release, issued July 15, 1999

  99.4    Press release, issued July 15, 1999
[{"type": "8-K", "sequence": "1", "description": "FORM 8-K - 7/9/1999", "secsgml_size_bytes": 4546}]
{"company-data": {"conformed-name": "NTL INC/NY/", "cik": "0001083198", "assigned-sic": "4841", "irs-number": "134051921", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "333-75829", "film-number": "99666698"}, "business-address": {"street1": "110 E 59TH ST 26TH FL", "street2": "C/O NTL COMMUNICATIONS CORP", "city": "NEW YORK", "state": "NY", "zip": "10022", "phone": "2129068440"}, "mail-address": {"street1": "110 EAST 59TH STREET 26TH FL", "street2": "C/O NTL COMMUNICATIONS CORP", "city": "NEW YORK", "state": "NY", "zip": "10022"}}
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) JULY 9, 1999
                                                          ------------

                                NTL INCORPORATED
--------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)

          Delaware                   0-25691                     13-4051921
--------------------------------------------------------------------------------
(State or Other Jurisdiction       (Commission                 (IRS Employer
     of Incorporation)             File Number)              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 2.   Acquisition or Disposition of Assets
------    ------------------------------------

     On July 9, 1999, NTL Incorporated  ("NTL")  announced that it had completed
the  acquisition  of  Cablelink  Limited,  Ireland's  largest  cable  television
provider.  This  major  strategic  expansion  makes  NTL the  largest  broadband
telecommunications  provider in the UK and  Ireland  with a  subscriber  base of
approximately  1.8 million.  The purchase price was 535.180  million Irish Punts
(approximately US$695 million; 445 million UK Pounds).

Item 5.   Other Events.
------    ------------

     (A) On July 15,  1999,  NTL  announced  that it had  reached  a  series  of
agreements with France Telecom regarding strategic business opportunities in the
United Kingdom.  As part of these  agreements,  France Telecom agreed to make an
initial investment of $1.0 billion in NTL, which will represent,  on conversion,
approximately 10% of NTL's then outstanding common stock.

     Under the terms of the  agreement,  France  Telecom will  purchase  750,000
shares of $1,000 par value 5% preferred stock,  convertible into common stock at
$125 per share and  approximately  2.7 million  shares of common stock at $92.50
per  share.  Closing  of  this  purchase  is  conditional  upon  normal  closing
conditions, and it is anticipated to occur by the end of July 1999.

     (B) On July 15, 1999, NTL confirmed  rumors that it has been in discussions
with Cable and Wireless about a possible  transaction by which certain assets of
Cable and Wireless Communications would be merged with NTL.

Item 7.   Financial Statements and Exhibits
------    ---------------------------------

          Exhibits

     99.1 Press release, issued July 9, 1999

     99.2 Press release, issued July 15, 1999

     99.3 Press release, issued July 15, 1999

     99.4 Press release, issued July 15, 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 INCORPORATED
                                            (Registrant)

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

Dated: July 16, 1999
EXHIBIT INDEX

Exhibit                                                                   Page

  99.1    Press release, issued July 9, 1999

  99.2    Press release, issued July 15, 1999

  99.3    Press release, issued July 15, 1999

  99.4    Press release, issued July 15, 1999