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 14, 2003
                                                          (May 14, 2003)
                                                          ---------------


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


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


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 7.    FINANCIAL STATEMENTS AND EXHIBITS.
-------    ---------------------------------

           Exhibits

99.1       Press Release, dated May 14, 2003

99.2       Presentation, dated May 14, 2003


ITEM 9.    REGULATION FD DISCLOSURE.
-------    -------------------------

The following disclosure is being made under Item 12 of this Form 8-K:

On May 14, 2003, NTL Incorporated issued a press release announcing results
for the quarter ended March 31, 2003 and made a presentation regarding such
results. The press release, dated May 14, 2003, is attached to this report as
Exhibit 99.1 and is incorporated by reference in its entirety herein. The
presentation is attached to this report as Exhibit 99.2 and is incorporated by
reference in its entirety herein.


                                   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 INCORPORATED
                                      (Registrant)


                                      By:    /s/ Scott Schubert
                                      ---------------------------------
                                      Name:  Scott Schubert
                                      Title: Chief Financial Officer


Dated: May 14, 2003

<page>

                                 EXHIBIT INDEX
                                 -------------

Exhibit
-------

99.1       Press Release, dated May 14, 2003

99.2       Presentation, dated May 14, 2003
[{"type": "8-K", "sequence": "1", "filename": "s416493.txt", "description": "FORM 8-K", "secsgml_size_bytes": 3269}]
{"company-data": {"conformed-name": "NTL INC", "cik": "0000906347", "assigned-sic": "4813", "irs-number": "521822078", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-22616", "film-number": "03696872"}, "business-address": {"street1": "110 E 59TH ST", "street2": "26TH FLOOR", "city": "NEW YORK", "state": "NY", "zip": "10022", "phone": "2129068440"}, "mail-address": {"street1": "110 EAST 59TH STREET", "street2": "26TH FLOOR", "city": "NEW YORK", "state": "NY", "zip": "10022"}, "former-company": [{"former-conformed-name": "NTL COMMUNICATIONS CORP", "date-changed": "19990401"}, {"former-conformed-name": "NTL INC /DE/", "date-changed": "19970326"}, {"former-conformed-name": "INTERNATIONAL CABLETEL INC", "date-changed": "19930601"}]}
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 14, 2003
                                                          (May 14, 2003)
                                                          ---------------

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

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

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 7.    FINANCIAL STATEMENTS AND EXHIBITS.
-------    ---------------------------------

           Exhibits

99.1       Press Release, dated May 14, 2003

99.2       Presentation, dated May 14, 2003

ITEM 9.    REGULATION FD DISCLOSURE.
-------    -------------------------

The following disclosure is being made under Item 12 of this Form 8-K:

On May 14, 2003, NTL Incorporated issued a press release announcing results
for the quarter ended March 31, 2003 and made a presentation regarding such
results. The press release, dated May 14, 2003, is attached to this report as
Exhibit 99.1 and is incorporated by reference in its entirety herein. The
presentation is attached to this report as Exhibit 99.2 and is incorporated by
reference in its entirety herein.

                                   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 INCORPORATED
                                      (Registrant)

                                      By:    /s/ Scott Schubert
                                      ---------------------------------
                                      Name:  Scott Schubert
                                      Title: Chief Financial Officer

Dated: May 14, 2003
EXHIBIT INDEX
                                 -------------

Exhibit
-------

99.1       Press Release, dated May 14, 2003

99.2       Presentation, dated May 14, 2003