Form of Certificate of Common Stock of Telewest Global, Inc.



 Exhibit 4.34 
  

					
	NUMBER	 	TELEWEST GLOBAL, INC.	 	SHARES
			
	TWG	 	INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE	 	 
			
	COMMON STOCK	 	 	 	COMMON STOCK
			
	 	 	 	 	CUSIP 87956T 10 7
	 	 	 	 	SEE REVERSE FOR CERTAIN DEFINITIONS
AND RESTRICTIONS

  
 THIS CERTIFIES that

  
 IS THE RECORD OWNER OF 
  
 FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK, PAR VALUE $0.01 PER
SHARE, OF 
 TELEWEST GLOBAL, INC. 
  
 (hereinafter called the “Corporation”) transferable on the books of the Corporation by the holder hereof, in person or by duly authorized attorney, upon
surrender of this Certificate properly endorsed. This Certificate and the shares represented hereby are issued and shall be held subject to all of the provisions of the Restated Certificate of Incorporation and Bylaws of the Corporation and all
amendments thereto. 
  
 This certificate is not valid until
countersigned and registered by the Transfer Agent and Registrar. 
 WITNESS the facsimile seal of the Corporation and the facsimile
signatures of its duly authorized officers. 
  
 Dated: 
  

					
	 	 	 Countersigned and Registered:
 THE BANK OF NEW YORK
	 	 
			
	 	 	 	 	 Transfer Agent
 and Registrant,

	By	 	

	 	Authorized Signature
			
	

	 	

	 	


			
	Secretary	 	 	 	President








 TELEWEST GLOBAL, INC. 
  
 The following abbreviations, when used in the inscription on the face of this certificate, shall be construed as though they
were written out in full according to applicable laws or regulations: 
  

													
	TEN COM	 	—	 	as tenants in common	 	UNlF TRAN MIN ACT —	 	  

	 	Custodian	 	  


	TEN ENT	 	—	 	as tenants by the entireties	 	 	 	(Cust)	 	 	 	(Minor)
	 JT TEN
     OR

JT TEN
 WROS
	 	—	 	as joint tenants with right of survivorship and not as tenants in common	 	 	 	  
 under Uniform Transfers to Minors
Act
  


	 	 	 	 	 	 	 	 	(State)	 	 

  
 Additional
abbreviations may also be used though not in the above list. 
  
 FOR VALUE RECEIVED,                              hereby sell, assign and transfer unto

  

	
	 PLEASE INSERT SOCIAL SECURITY OR OTHER
 IDENTIFYING NUMBER OF ASSIGNEE

	

	 
	


  
  
  

			
	

	(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, OF ASSIGNEE)
		
	 	 	 
	

		
	 	 	 
	

		
	  

	 	Shares
	of the Common Stock evidenced by this Certificate, and do hereby irrevocably constitute and appoint	 	 
		
	  

	 	, Attorney
	to transfer the said shares on the books of within-named Corporation with full power of substitution.	 	 

  
 Dated
                     
  

	
	 
	

	Signature
	 
	

	Signature


  
  
 in presence of
                                        
         
  
 NOTE: THE SIGNATURE TO
THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME OF THE STOCKHOLDER(S) AS WRITTEN UPON THE FACE OF THE CERTIFICATE IN EVERY PARTICULAR, WITHOUT ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATEVER. 
  

	
	 SIGNATURE GUARANTEED
 MEDALLION
GUARANTEED

	
	  
	

	                         Authorized Signature
 (Signature Guarantee Program Name)

	
	Signature Guarantee by (must be by a member of the Stock Exchanges Medallion Program or the New York Stock Exchange, lnc. Signature Program in accordance with Securities and Exchange
Commission Rule 17Ad-15)

  
 This certificate also evidences and
entitles the holder hereof to certain rights as set forth in a Rights Agreement between Telewest Global, Inc. and The Bank of New York, as Rights Agent, dated as of March 25, 2004 (the “Rights Agreement”), the terms of which are
hereby incorporated herein by reference and a copy of which is on file at the principal executive offices of Telewest Global. Inc. Under certain circumstances, as set forth in the Rights Agreement, such Rights will be evidenced by separate
certificates and will no longer be evidenced by this certificate. Telewest Global, Inc. will mail to the holder of this certificate a copy of the Rights Agreement without charge after receipt of a written request therefore to the Secretary of
Telewest Global, Inc. Under certain circumstances set forth in the Rights Agreement, Rights issued to, or held by, any Person who is, was or becomes an Acquiring Person or an Affiliate or Associate thereof (as defined in the Rights Agreement) and
certain related persons, whether currently held by or on behalf of such Person or by any subsequent holder, may become null and void.