<PAGE>



                                    FORM 10-Q
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


       (Mark One)

       [x]     Quarterly report pursuant to Section 13 or 15 (d) of the
               Securities Exchange Act of 1934

       For the quarterly period ended September 30, 2001.

       [ ]     Transition report pursuant to Section 13 or 15 (d) of the
               Securities Exchange Act of 1934

       For the transition period from _____________ to _____________

                         Commission File Number: 0-19889

                  SOUTH HERTFORDSHIRE UNITED KINGDOM FUND, LTD.
                  ---------------------------------------------
                Exact name of registrant as specified in charter


      Colorado                                                        84-1145140
      --------------------------------------------------------------------------
      State of organization                                I.R.S. employer I.D.#


    NTL House, Bartley Wood Business Park, Hook, Hampshire, RG27 9UP, England
    -------------------------------------------------------------------------
                      Address of principal executive office

                               011 44 1256 752000
                               ------------------
                          Registrant's telephone number

     Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

      Yes                                                          No    X
           ---                                                          ---


<PAGE>


                          Part I Financial Information

                           Item I Financial Statements

                  SOUTH HERTFORDSHIRE UNITED KINGDOM FUND, LTD.
                             (A LIMITED PARTNERSHIP)

                      UNAUDITED CONSOLIDATED BALANCE SHEETS


<TABLE>
<CAPTION>
                                                                                        Unaudited
                                                                                       September 30,      December 31,
                                                                                           2001              2000
                                                                                        -----------       -----------
<S>                                                                                     <C>               <C>
ASSETS
Investment in cable television and telecommunications properties
(net of accumulated depreciation and amortization of $50,660,725 and $37,994,401 at
September 30, 2001 and December 31, 2000, respectively)                                 $60,244,601       $70,066,182

Other assets                                                                                261,652           300,080
                                                                                        -----------       -----------
Total assets                                                                            $60,506,253       $70,366,262
                                                                                        ===========       ===========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
Current Liabilities
Accounts payable to affiliates and related parties                                      $56,635,141       $32,690,227
Accrued liabilities                                                                         526,125           362,125
Current installments on loan facility                                                             -         7,206,138
                                                                                        -----------       -----------
Total current liabilities                                                                57,161,266        40,258,490
Long-term debt                                                                                    -        14,412,275
                                                                                        -----------       -----------
Total liabilities                                                                        57,161,266        54,670,765
                                                                                        ===========       ===========

MINORITY INTERESTS                                                                        1,604,021         5,645,599

PARTNERS' CAPITAL (DEFICIT)
General Partner-
  Contributed capital                                                                         1,000             1,000
  Accumulated deficit                                                                      (472,142)         (391,799)
                                                                                        -----------       -----------
                                                                                           (471,142)         (390,799)
Limited Partners-
  Net contributed capital (56,935 units outstanding at
    September 30, 2001 and December 31, 2000 respectively)                               48,817,997        48,817,997
Accumulated deficit                                                                     (46,460,938)      (38,506,948)
                                                                                        -----------       -----------
                                                                                          2,357,059        10,311,049

Accumulated comprehensive (loss) income                                                    (144,951)          129,648
                                                                                        -----------       -----------
Total partners' capital                                                                   1,740,966        10,049,898
                                                                                        -----------       -----------
TOTAL LIABILITIES AND PARTNERS' CAPITAL                                                 $60,506,253       $70,366,262
                                                                                        ===========       ===========
</TABLE>

   Note: The balance sheet at December 31, 2000 has been derived from audited
                       financial statements at that date.

                             See accompanying notes


                                       2

<PAGE>


                  SOUTH HERTFORDSHIRE UNITED KINGDOM FUND, LTD.
                             (A LIMITED PARTNERSHIP)

                 UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS


<TABLE>
<CAPTION>
                                                           For the three months ended         For the nine months ended
                                                                  September 30,                      September 30,
                                                          ----------------------------      -----------------------------
                                                              2001             2000             2001             2000
                                                          -----------      -----------      ------------     ------------
<S>                                                       <C>              <C>              <C>              <C>
REVENUES                                                  $ 6,912,705      $ 6,356,597      $ 20,969,184     $ 20,211,733

COSTS AND EXPENSES
  Cost of revenue                                          (2,830,388)      (2,718,416)       (8,940,703)      (8,243,431)
  Selling, general and administrative                         (33,069)          10,144          (197,886)         (54,996)
  Management fees and allocated
    overhead from the General Partner                      (3,016,889)      (3,188,976)       (9,637,401)      (9,359,419)
  Depreciation and amortization                            (1,915,526)      (1,160,916)      (12,856,869)      (3,560,737)
                                                          -----------      -----------      ------------     -------------
OPERATING LOSS                                               (883,167)        (701,567)      (10,663,675)      (1,006,850)

OTHER EXPENSE
  Interest expense (interest payable to related parties
  amounted to $900,175 and $799,813 for the nine
  months ended September 30, 2001 and 2000,
  respectively)                                              (311,896)        (825,374)       (1,161,405)      (2,492,325)
  Other                                                       (21,616)         (14,857)          (64,992)         (61,656)
                                                          -----------      -----------      ------------     ------------
LOSS BEFORE MINORITY INTERESTS                             (1,216,679)      (1,541,798)      (11,890,072)      (3,560,831)
  Minority interests                                          414,460          474,552         3,855,739        1,127,765
                                                          -----------      -----------      ------------     ------------
NET LOSS                                                  $  (802,219)     $(1,067,246)     $ (8,034,333)    $ (2,433,066)
                                                          -----------      -----------      ------------     ------------
ALLOCATION OF NET LOSS
  General Partner                                         $    (8,022)        $(10,672)         $(80,343)    $    (24,331)
  Limited Partners                                        $  (794,197)     $(1,056,574)     $ (7,953,990)    $ (2,408,735)
                                                          -----------      -----------      ------------     ------------
NET LOSS                                                  $  (802,219)     $(1,067,246)     $ (8,034,333)    $ (2,433,066)
                                                          ===========      ===========      ============     ============
NET LOSS PER LIMITED
  PARTNERSHIP UNIT                                        $    (13.95)     $    (18.56)     $    (139.70)         $(42.31)
                                                          ===========      ===========      ============      ===========
WEIGHTED AVERAGE NUMBER
  OF LIMITED PARTNERSHIP
  UNITS OUTSTANDING                                            56,935           56,935            56,935           56,935
                                                          ===========      ===========       ===========      ===========
</TABLE>


            UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME


<TABLE>
<CAPTION>
                                                            For the three months ended       For the nine months ended
                                                                  September 30,                      September 30,
                                                            --------------------------      ---------------------------
                                                              2001            2000             2001            2000
                                                            ---------      -----------      -----------     -----------
<S>                                                         <C>            <C>              <C>             <C>
NET LOSS                                                    $(802,219)     $(1,067,246)     $(8,034,333)    $(2,433,066)
  Foreign currency translation adjustments                    259,262         (697,085)        (270,239)     (1,670,232)
                                                            ---------      -----------      -----------     -----------
COMPREHENSIVE LOSS                                          $(542,957)     $(1,764,331)     $(8,304,572)    $(4,103,298)
                                                            ---------      -----------      -----------     -----------
</TABLE>


                             See accompanying notes

                                       3

<PAGE>


                  SOUTH HERTFORDSHIRE UNITED KINGDOM FUND, LTD.

                             (A LIMITED PARTNERSHIP)

                 UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
                                                                                            For the nine months ended
                                                                                                  September 30,
                                                                                        ---------------------------------
                                                                                            2001                 2000
                                                                                        ------------          -----------
<S>                                                                                     <C>                   <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net loss                                                                              $ (8,039,515)         $(2,433,066)
Adjustments to reconcile net loss to net cash generated by operating activities
  Minority interests                                                                      (3,855,739)          (1,127,765)
  Depreciation and amortization                                                           12,856,869            3,560,737

Change in operating assets and liabilities
  Decrease in prepaid expenses and other assets                                               33,742               38,104
  Increase in accounts payable to affiliates and related parties                          23,820,303            7,955,634
  Increase in trade accounts payable and accrued liabilities                                 164,000              164,000
                                                                                        ------------          -----------
    Net cash generated in operating activities                                            24,979,660            8,157,644

CASH FLOWS FROM INVESTING ACTIVITIES
  Construction payments for cable television/telephony system                             (4,073,852)          (4,182,925)

CASH FLOWS FROM FINANCING ACTIVITIES
  Decrease in loans                                                                      (20,905,808)          (4,015,597)
  Principal payments under capital leases                                                          -              (33,906)
                                                                                        ------------          -----------
    Net cash used in financing activities                                                (20,905,808)          (4,049,503)
                                                                                        ------------          -----------
Decrease in cash and cash equivalents before exchange rate changes                                 -              (74,784)
Effect of currency exchange rate changes on cash                                                   -              (22,039)
                                                                                        ------------          -----------
Net decrease in cash and cash equivalents                                                          -              (96,823)
Cash and cash equivalents, beginning of period                                                     -              273,189
                                                                                        ------------          -----------
Cash and cash equivalents, end of period                                                           -          $   176,366
                                                                                        ------------          -----------
SUPPLEMENTAL CASH FLOW DISCLOSURES
Interest paid                                                                           $          -          $ 1,620,959
</TABLE>


                             See accompanying notes

                                       4

<PAGE>


                  SOUTH HERTFORDSHIRE UNITED KINGDOM FUND, LTD.
                             (A LIMITED PARTNERSHIP)

                     NOTES TO UNAUDITED FINANCIAL STATEMENTS


(1)  BASIS OF PRESENTATION

     The accompanying financial information should be read in conjunction with
the financial statements of the South Hertfordshire United Kingdom Fund, Ltd.
(the "Partnership"), including the notes thereto, for the year ended December
31, 2000 included in its Annual Report on Form 10-K. The financial information
included herein is unaudited. However, in the opinion of management, such
information reflects all adjustments, consisting only of normal recurring
adjustments, necessary to present fairly the financial position of the
Partnership at September 30, 2001 and its results of operations and cash flows
for the three and nine month periods ended September 30, 2001 and 2000. Results
of operations for the period ended September 30, 2001 are not necessarily
indicative of results to be expected for the full year ending December 31, 2001.
As a result of the Partnership's ownership of 66.7 percent of the shares of ntl
(South Hertfordshire) Limited (formerly Cable and Wireless Communications (South
Hertfordshire) Limited), (formerly Bell Cablemedia (South Hertfordshire)
Limited) (the "Company"), for accounting purposes it has been consolidated with
the Partnership's operations.


(2)  INVESTMENT IN SUBSIDIARY

     The Company is a United Kingdom corporation that owns and operates a cable
television/telephony system in the South Hertfordshire franchise area, located
adjacent to the northwest perimeter of Greater London, England (the "South Herts
System"). At September 30, 2001, there were approximately 94,000 homes in the
franchise area, of which 91,768 had been passed by the South Herts System.

     The Company is owned 66.7 percent by the Partnership and 33.3 percent by
ntl (CWC) Limited, (formerly Cable & Wireless Communications plc). The general
partner of the Partnership is Fawnspring Limited (the "General Partner"), a
wholly owned subsidiary of ntl (CWC) Limited. The General Partner provides
consulting services to the Partnership and may delegate some or all of the
consulting services to ntl (CWC) Limited or to other affiliates.

     ntl (CWC) Limited, through its subsidiaries and its interest in the
Company, holds exclusive cable television licenses and related non-exclusive
telecommunications licenses covering more than six million potential residential
customers, representing approximately 25% of all homes in the United Kingdom
(including 59% of all homes in Greater London), and substantially all
small-to-medium sized business customers within its 47 cable franchise areas.

     On July 26 1999, Cable & Wireless plc ("C&W"), NTL Incorporated ("NTL") and
Cable & Wireless Communications plc ("C&W Comms") announced:

(a)  the proposed separation of C&W Comms into its corporate, business, Internet
     protocol and wholesale operations ("CWC DataCo") and its residential cable,
     business cable, indirect residential telephony, residential Internet and
     digital television development and services businesses ("CWC ConsumerCo"),
     (which includes the Company);

(b)  the proposed indirect acquisition by C&W of the 47 per cent interest in CWC
     DataCo which is not currently attributable to it (thereby achieving 100 per
     cent ownership of CWC DataCo); and

(c)  the proposed indirect acquisition by NTL of CWC ConsumerCo (together with
     the proposed separation of C&W Comms and the C&W acquisition, the
     "Transaction").

      Following the approval of shareholders, bondholders and the competition
authorities the Transaction completed on May 30, 2000, at which date ntl
Incorporated acquired CWC ConsumerCo, which subsequently changed its trading
name to ntl (CWC) Limited.


                                       5

<PAGE>


(3)  TRANSACTIONS WITH AFFILIATED ENTITIES

     NTL (CWC) Limited, an affiliate of the General Partner is entitled to be
paid a consulting fee by the Company. Since the construction phases of the South
Herts System, this consulting fee was 2 per cent of construction costs. After
completion of construction of each portion of the system, the consulting fee for
the completed portion has been 5 per cent of the gross revenues, excluding
revenues from the disposal of cable television/telephony systems. The consulting
fee is calculated and payable monthly. Consulting fees paid or payable by the
Company for the three months ended September 30, 2001 and 2000 were $378,359 and
$300,937 respectively. Consulting fees paid or payable by the Company for the
nine months ended September 30, 2001 and 2000 were $1,129,915 and $1,040,359
respectively. These amounts were expensed in the Unaudited Consolidated
Statements of Operations for each period.

     The General Partner and its affiliates are entitled to reimbursement from
the Company for direct and indirect expenses allocable to the operation of the
South Herts System, and from the Partnership for direct and indirect expenses
allocable to the operation of the Partnership, which include, but are not
limited to, rent, supplies, telephone, travel, copying charges and salaries of
any full or part-time employees. The General Partner believes that the
methodology used in allocating these expenses is reasonable. During the three
months ended September 30, 2001 and 2000, reimbursements made by the Company and
the Partnership to the General Partner or its affiliates for any allocable
direct and indirect expenses totaled $2,638,530 and $2,888,039 respectively.
During the nine months ended September 30, 2001 and 2000, reimbursements made by
the Company and the Partnership to the General Partner or its affiliates for any
allocable direct and indirect expenses totaled $8,507,486 and $8,319,060
respectively.

     The General Partner and its affiliates may make advances to, and defer
collection of fees and allocated expenses owed by the Partnership, although they
are not required to do so. The Partnership will be charged interest on such
advances and deferred amounts at a rate equal to the General Partner's or
certain affiliates' weighted average cost of all debt financing from
unaffiliated entities. For the three months ended September 30, 2001 and 2000,
interest on deferred fees of $287,102 and $245,250 respectively was charged by
NTL (CWC) Limited, an affiliate of the General Partner, and interest on advances
of $25,985 and $24,228 respectively was charged by the General Partner. For the
nine months ended September 30, 2001 and 2000, interest on deferred fees of
$824,799 and $726,867 respectively was charged by NTL (CWC) Limited, an
affiliate of the General Partner, and interest on advances of $75,376 and
$72,946 respectively was charged by the General Partner.


(4)  FINANCINGS

     On April 18, 1995 the Company entered into an agreement with two major
banks to provide a (pound)25,000,000 revolving and term loan credit facility
agreement maturing on December 31, 2003 (the "South Herts Credit Agreement"). On
October 18, 1996, (pound)5,000,000 was canceled and the facility reduced to
(pound)20,000,000.

     The outstanding facility of (pound)14,475,000 and interest was repaid in
full with funding from NTL on February 21, 2001. We expect that NTL will provide
ongoing financial support, as required, to enable the Company to continue its
operations for the foreseeable future.

                                       6

<PAGE>

                  SOUTH HERTFORDSHIRE UNITED KINGDOM FUND, LTD.
                             (A LIMITED PARTNERSHIP)

     ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
                              RESULTS OF OPERATIONS



LIQUIDITY AND CAPITAL RESOURCES

     The Partnership. The Partnership's source of cash has been the net proceeds
of its offerings of limited partnership interests. Historically, the
Partnership's principal uses of cash have been capital contributions to the
Company in order to fund the Partnership's proportionate share of the
construction costs of the South Herts System. As discussed below, the General
Partner believes that no additional capital contributions will be required to
fund the completion of construction and operations of the South Herts System.
Accordingly, in the future, the Partnership's uses of cash will be restricted to
covering its administration costs (principally insurance premiums, legal and
accounting costs associated with the Partnership's annual audit and periodic
regulatory filings and general administration). As of September 30, 2001 the
Partnership had current liabilities of $2,203,448 most of which were payable to
the General Partner. Accordingly, until such time as the Company begins to pay
dividends on its ordinary shares (which is not expected in the foreseeable
future) the Partnership will be required to fund its administrative expenses by
additional issuances of limited Partnership interests or from borrowings.

     The Company. On April 18, 1995 the Company entered into an agreement with
two major banks to provide a (pound)25,000,000 revolving and term loan credit
facility agreement maturing on December 31, 2003 (the "South Herts Credit
Agreement"). On October 18, 1996, (pound)5,000,000 was canceled and the facility
reduced to (pound)20,000,000.

     The outstanding facility of (pound)14,475,000 and interest was repaid in
full with funding from NTL on February 21, 2001. We expect that NTL will provide
ongoing financial support, as required, to enable the Company to continue its
operations for the foreseeable future.

RESULTS OF OPERATIONS

     Revenues of the Partnership increased by $556,108 for the three months
ended September 30, 2001, from $6,356,597 over the corresponding period in 2000
to $6,912,705 in 2001. Overall, revenues of the Partnership increased by
$757,451 for the nine months ended September 30, 2001, from $20,211,733 over the
corresponding period in 2000 to $20,969,184 in 2001. In sterling terms, over the
nine months to September 30, revenue increased by 10.7 per cent, however, this
has been partially offset by exchange rate movements. The nine-month average
exchange rate has declined from $1.54 in 2000 to $1.44 in 2001. The South Herts
System served 27,325 cable television customers and 33,500 residential telephony
lines at September 30, 2001 as compared to 25,769 basic cable television
customers and 31,161 residential telephony lines at September 30, 2000. At
September 30, 2001, the Company served 18,765 digital customers which compares
to 9,733 digital customers at September 30, 2000.

     Operating expenses increased $111,972 for the three months ended September
30, 2001, from $2,718,416 over the corresponding period in 2000 to $2,830,388 in
2001. Operating expenses increased by $697,272 for the nine months ended
September 30, 2001, from $8,243,431 over the corresponding period in 2000 to
$8,940,703 in 2001.

     Selling, general and administrative expenses amounted to $33,069 for the
three months ended September 30, 2001, compared to income of $10,144 over the
corresponding period in 2000. Selling, general and administrative expenses
increased $142,890 for the nine months ended September 30, 2001, from $54,996
over the corresponding period in 2000 to $197,886 in 2001.

                                       7

<PAGE>

     Management fees and allocated overhead from the General Partner decreased
by $172,087 for the three months ended September 30, 2001, from $3,188,976 over
the corresponding period in 2000 to $3,016,889 in 2001. Management fees and
allocated overhead from the General Partner increased by $277,982 for the nine
months ended September 30, 2001, from $9,359,419 over the corresponding period
in 2000 to $9,637,401 in 2001. Extra costs have been incurred due to the rollout
of digital services in the South Herts franchise area.

     Depreciation and amortization expense increased $754,610 for the three
months ended September 30, 2001, from $1,160,916 over the corresponding period
in 2000 to $1,915,526 in 2001. Depreciation and amortization expense increased
$9,296,132 for the nine months ended September 30, 2001, from $3,560,737 over
the corresponding period in 2000 to $12,856,869 in 2001. The significant
increase in depreciation compared to the nine months ended September 30, 2000 is
due to certain network asset lives being shortened by the Company to bring the
estimated useful economic lives in line with the policies adopted by NTL.

     Interest expense decreased by $513,478 for the three months ended September
30, 2001, from $825,374 over the corresponding period in 2000 to $311,896 in
2001. Interest expense decreased by $1,330,920 for the nine months ended
September 30, 2001, from $2,492,325 over the corresponding period in 2000 to
$1,161,405 in 2001. The decrease in interest expense is due to the repayment of
the loan facility on February 21, 2001. It should be noted that the Company and
Partnership are still incurring interest on deferred charges paid for by the
General Partner.

     The net loss decreased by $265,027 for the three months ended September 30,
2001, from a loss of $1,067,246 over the corresponding period in 2000 to a loss
of $802,219 in 2001. The net loss increased by $5,601,267 for the nine months
ended September 30, 2001, from a loss of $2,433,066 over the corresponding
period in 2000 to a loss of $8,034,333 in 2001. The significantly increased net
loss over the nine-month period to September 30, 2001 compared to 2000 is
principally due to the increased depreciation charge, which has resulted from
the shortening of the asset lives of certain network assets of the Company. The
Company will continue to pursue a strategy of trying to increase revenue from
existing customers and cost reduction by further integrating the NTL (CWC)
Limited Group with the rest of the NTL UK cable franchise operations.

SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

Certain statements contained herein constitute "forward-looking statements" as
that term is defined under the Private Securities Litigation Reform Act of 1995.
When used herein, the words, "believe," "anticipate," "should," "intend,"
"plan," "will," "expects," "estimates," "projects," "positioned," "strategy,"
and similar expressions identify such forward-looking statements. Such
forward-looking statements involve known and unknown risks, uncertainties and
other factors that may cause the actual results, performance or achievements of
the Company, or industry results, to be materially different from those
contemplated, projected, forecasted, estimated or budgeted, whether expressed or
implied, by such forward-looking statements. Such factors include the following:
general economic and business conditions, technological developments, the
Company's ability to continue to design networks, install facilities, obtain and
maintain any required governmental licenses or approvals and finance
construction and development, all in a timely manner at reasonable costs and on
satisfactory terms and conditions, as well as assumptions about customer
acceptance, churn rates, overall market penetration and competition from
providers of alternative services, the impact of restructuring and integration
actions, the impact of new business opportunities requiring significant up-front
investment, interest rate and currency exchange rate fluctuations, and
availability, terms and deployment of capital. The Company assumes no obligation
to update the forward-looking statements contained herein to reflect actual
results, changes in assumptions or changes in factors affecting such statements.

Item 3  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     The functional currency of the Company is UK pounds sterling and all
revenue and significantly all costs are incurred in UK pounds sterling. The
South Herts Credit Agreement was repaid in full with interest free funding from
NTL on February 21, 2001 which eliminates all interest rate risk to the Company.

                                       8

<PAGE>


                            PART II OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K.

     a)  Exhibits

         None

     b)  Reports on Form 8-K

         None


                                   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.


                                       SOUTH HERTFORDSHIRE UNITED
                                       KINGDOM FUND, LTD.
                                       a Colorado limited partnership

                                       BY: FAWNSPRING LIMITED
                                             Its General Partner


                                       BY:  /S/ Robert Mackenzie
                                            ---------------------------------
                                            Robert Mackenzie
                                            Director
                                            13 November, 2001.











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