EXHIBIT 10.17

UNITEDGLOBALCOM, INC.

1993 STOCK OPTION PLAN

(amended and restated effective January 30, 2002)

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TABLE OF CONTENTS

|                                            |     |   |                                                                 | Page
|------------------------------------------- | --- | - | --------------------------------------------------------------- | ----
|ARTICLE I                                   |     | 1
|INTRODUCTION                                |     | 1
|                                            | 1.1 |   | Establishment                                                   |     
|                                            | 1.2 |   | Purposes                                                        |     
|                                            | 1.3 |   | Effective Date; Amendment                                       |     
|ARTICLE II                                  |     | 1
|DEFINITIONS                                 |     | 1
|                                            | 2.1 |   | Definitions                                                     |     
|ARTICLE III                                 |     | 3
|PLAN ADMINISTRATION                         |     | 3
|                                            | 3.1 |   | General                                                         |     
|ARTICLE IV                                  |     | 3
|STOCK SUBJECT TO THE PLAN                   |     | 3
|                                            | 4.1 |   | Number of Shares                                                |     
|                                            | 4.2 |   | Adjustments for Stock Split, Stock Dividend, Etc.               |     
|                                            | 4.3 |   | Adjustments for Certain Distributions of Property               |     
|                                            | 4.4 |   | Distributions of Capital Stock and Indebtedness                 |     
|                                            | 4.5 |   | No Rights as Stockholder                                        |     
|                                            | 4.6 |   | Fractional Shares                                               |     
|                                            | 4.7 |   | Determination by the Committee, Etc.                            |     
|ARTICLE V                                   |     | 4
|PARTICIPATION                               |     | 4
|                                            | 5.1 |   | In General                                                      |     
|                                            | 5.2 |   | Maximum Share Grant                                             |     
|ARTICLE VI                                  |     | 5
|STOCK OPTIONS                               |     | 5
|                                            | 6.1 |   | Grant of Options to Eligible Employees and Eligible Consultants |     
|                                            | 6.2 |   | Option Certificates                                             |     
|                                            | 6.3 |   | Certain Option Terms                                            |     
|                                            | 6.4 |   | Restrictions on Incentive Options                               |     
|                                            | 6.5 |   | Shareholder Privileges                                          |     
|                                            | 6.6 |   | Shares Subject to Option                                        |     
|ARTICLE VII                                 |     | 9
|CORPORATE REORGANIZATION; CHANGE IN CONTROL |     | 9
|                                            | 7.1 |   | Change in Control                                               |     
|                                            | 7.2 |   | Reorganization                                                  |     
|                                            | 7.3 |   | Required Notice                                                 |     
|                                            | 7.4 |   | Acceleration of Exercisability                                  |     

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|ARTICLE VIII                |      | 10
|--------------------------- | ---- | --
|EMPLOYMENT; TRANSFERABILITY |      | 10
|                            | 8.1  |   
|                            | 8.2  |   
|                            | 8.3  |   
|ARTICLE IX                  |      | 11
|GENERAL RESTRICTIONS        |      | 11
|                            | 9.1  |   
|                            | 9.2  |   
|                            | 9.3  |   
|ARTICLE X                   |      | 11
|WITHHOLDING                 |      | 11
|                            | 10.1 |   
|                            | 10.2 |   
|ARTICLE XI                  |      | 12
|MISCELLANEOUS               |      | 12
|                            | 11.1 |   
|                            | 11.2 |   
|                            | 11.3 |   
|                            | 11.4 |   
|                            | 11.5 |   
|                            | 11.6 |   

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UNITEDGLOBALCOM, INC.  1993 STOCK OPTION PLAN        (as amended and restated effective January 30, 2002)

ARTICLE I    INTRODUCTION

1.1Establishment. United International Holdings, Inc., a Delaware corporation ("UIH"), effective June 1, 1993,
established the United International Holdings, Inc. 1993 Stock Option Plan (the "Plan") for certain employees of the Company (as defined in subsection 2.1(e)) and certain consultants to the
Company. UIH changed its name to UnitedGlobalCom, Inc. effective as of July 23, 1999. The name of the Plan has been changed accordingly, effective as of August 27, 1999, to
UnitedGlobalCom, Inc. 1993 Stock Option Plan. The Plan was assumed by New UnitedGlobalCom, Inc., now known as UnitedGlobalCom, Inc., on January 30, 2002.

1.2Purposes. The purposes of the Plan are to provide those who are selected for participation in the Plan with added
incentives to continue in the long-term service of the Company and to create in such persons a more direct interest in the future success of the operations of the Company by relating
incentive compensation to increases in shareholder value, so that the income of those participating in the Plan is more closely aligned with the income of the Company's shareholders. The Plan is also
designed to provide a financial incentive that will help the Company attract, retain and motivate the most qualified employees and consultants.

1.3Effective Date; Amendment. The initial effective date of the Plan was June 1, 1993. The Plan is amended and
restated, as of January 30, 2002, to incorporate all amendments since the date of the last restatement of the Plan on March 24, 2002. The provisions of the Plan, as so amended and
restated,
shall apply to any Option (as defined in subsection 2.1(l)) granted on or after January 30, 2002, and, to the extent that the provisions of this amended and restated Plan do not adversely
affect the Option, shall also apply to Options granted prior to January 30, 2002.

ARTICLE II    DEFINITIONS

2.1Definitions. The following terms shall have the meanings set forth below:



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ARTICLE III    PLAN ADMINISTRATION

3.1General. The Committee shall be responsible for administration of the Plan. The Committee shall consist of members of the
Board who are empowered hereunder to take actions in administration of the Plan. Members of the Committee shall be appointed from time to time by the Board, shall serve at the pleasure of the Board
and may resign at any time upon written notice to the Board. The Committee shall be so constituted that it satisfies the requirement of "disinterested administration" imposed by
Rule 16b-3 promulgated by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as such rule may be amended from time to time, and each successor
applicable rule thereunder. The Committee shall determine the form or forms of the Option Certificates and other agreements with Option Holders that shall evidence the particular provisions, terms,
conditions, rights and duties of UnitedGlobalCom and the Option Holders with respect to Options granted pursuant to the Plan, which provisions need not be identical except as may be provided herein;
provided, however, that Eligible Consultants shall not be eligible to receive Incentive Options. The Committee may from time to time adopt such rules and regulations for carrying out the purposes of
the Plan as it may deem proper and in the best interests of the Company. The Committee may correct any defect, supply any omission or reconcile any inconsistency in the Plan or in any agreement
entered into hereunder in the manner and to the extent it shall deem expedient and it shall be the sole and final judge of such expediency. No member of the Committee shall be liable for any action or
determination made in good faith. The determinations, interpretations and other actions of the Committee pursuant to the provisions of the Plan shall be binding and conclusive for all purposes and on
all persons.

ARTICLE IV    STOCK SUBJECT TO THE PLAN

4.1Number of Shares. The total number of Shares as to which Options may be granted pursuant to the Plan shall be an
aggregate of 39,200,000 Shares, which may be any combination of Class A Stock or Class B Stock as the Committee shall determine in its sole discretion; provided however, that no more
than 3,000,000 Shares as to which Options may be granted may be Class B Stock. Such number shall be adjusted in accordance with the provisions of Section 4.2. Shares issued upon the
exercise of Options shall be applied to reduce the maximum number of Shares remaining available for use under the Plan. Shares underlying expired or terminated and unexercised Options are available
for grant of Options under the Plan. Shares withheld by the Company pursuant to Section 10.2 and Shares used to pay the Option Price are not available for the grant of Options under the Plan.
The Company shall at all times during the term of the Plan and while any Options are outstanding retain as authorized and

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unissued Stock, or as treasury Stock, at least the number of Shares from time to time required under the provisions of the Plan, or otherwise assure itself of its ability to perform its obligations
hereunder.

4.2Adjustments for Stock Split, Stock Dividend, Etc.If UnitedGlobalCom shall at any time increase or decrease the number of
its outstanding Shares by means of payment of a stock dividend or any other distribution upon such Shares payable in Stock, or through a stock split, subdivision, consolidation, combination,
reclassification or recapitalization involving the Stock, or change in any way the rights and
privileges of such Shares, then the numbers, rights and privileges of the following shall be increased, decreased or changed in like manner as if the corresponding Shares had been issued and
outstanding, fully paid and nonassessable at the time of such occurrence: (a) the Shares as to which Options may be granted under the Plan; and (b) the Shares then subject to each
outstanding Option. Upon any occurrence described in this Section 4.2, the total Option Price under each then outstanding Option shall remain unchanged but shall be apportioned ratably over the
increased or decreased number of Shares subject to the Option.

4.3Adjustments for Certain Distributions of Property. If UnitedGlobalCom shall at any time distribute with respect to its
Stock assets or securities of other persons (excluding cash dividends or distributions payable out of capital surplus and dividends or other distributions referred to in Section 4.2 or 4.4),
then the Option Price of outstanding Options shall be adjusted to reflect the fair market value of the assets or securities distributed, UnitedGlobalCom shall provide for the delivery upon exercise of
such Options of cash in an amount equal to the fair market value of the assets or securities distributed or a combination of such actions shall be taken, all as determined by the Committee in its
discretion. Fair market value of the assets or securities distributed for this purpose shall be as determined by the Committee.

4.4Distributions of Capital Stock and Indebtedness. If UnitedGlobalCom shall at any time distribute with respect to its
Stock shares of its capital stock (other than Stock) or evidences of indebtedness, then a proportionate part of such capital stock and evidences of indebtedness shall be set aside for each outstanding
Option and, upon the exercise of such Option, delivered to the Option Holder.

4.5No Rights as Stockholder. An Option Holder shall have none of the rights of a stockholder with respect to the Shares
subject to an Option until such Shares are transferred to the Option Holder upon the exercise of such Option. Except as provided in this Article IV, no adjustment shall be made for dividends,
rights or other property distributed to stockholders (whether ordinary or extraordinary) for which the record date is prior to the date such Shares are so transferred.

4.6Fractional Shares. No adjustment or substitution provided for in this Article IV shall require UnitedGlobalCom to
issue a fractional share. The total substitution or adjustment with respect to each Option shall be limited by deleting any fractional share.

4.7Determination by the Committee, Etc.Adjustments under this Article IV shall be made by the Committee, whose
determinations with regard thereto shall be final and binding.

ARTICLE V    PARTICIPATION

5.1In General. In accordance with the provisions of the Plan, the Committee shall, in its sole discretion, select Option
Holders from among Eligible Employees and Eligible Consultants to whom Options would be granted and shall specify the number of Shares subject to each Option and whether the Shares subject to such
Option are Class A Stock or Class B Stock subject to each Option and such other terms and conditions of each Option as the Committee may deem necessary or desirable and consistent with
the terms of the Plan. Eligible Employees shall be selected from the employees of the Company who are performing services in the management, operation and growth of the Company, and contribute, or are
expected to contribute, to the achievement of long-term corporate objectives. Eligible

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Consultants shall be selected from the consultants and other individuals who provide services to the Company with respect to the operation and growth of the Company and who contribute, or are
expected to contribute, to the achievement of long-term corporate objectives. Eligible Employees and Eligible Consultants may be granted from time-to-time one or
more Options. The grant of each such Option shall be separately approved by the Committee, and receipt of one such Option shall not result in automatic receipt of any other Option. Upon determination
by the Committee that an Option is to be granted to an Eligible Employee or Eligible Consultant, written notice shall be given to such person, specifying the terms, conditions, rights and duties
related thereto.

5.2Maximum Share Grant. The maximum number of Shares of Class A Stock and Class B Stock in the aggregate that
may be subject to all Options granted to an Option Holder in a calendar year is 5,000,000 Shares.

ARTICLE VI    STOCK OPTIONS

6.1Grant of Options to Eligible Employees and Eligible Consultants. Coincident with or following designation for
participation in the Plan, Eligible Employees and Eligible Consultants may be granted one or more Options. The Committee in its sole discretion shall designate whether an Option is an Incentive Option
or a Non-Qualified Option. Incentive Stock Options may be granted only to Eligible Employees. The Committee may grant both an Incentive Option and a Non-Qualified Option to an
Eligible Employee at the same time or at different times. Incentive Options and Non-Qualified Options, whether granted at the same time or at different times, shall be deemed to have been
awarded in separate grants and shall be clearly identified, and in no event shall the exercise of one Option affect the right to exercise any other Option or affect the number of shares for which any
other Option may be exercised. An Option shall be considered as having been granted on the date specified in the grant resolution of the Committee.

6.2Option Certificates. Each Option granted under the Plan shall be evidenced by a written stock option certificate or
agreement (an "Option Certificate") issued by UnitedGlobalCom in the name of the Option Holder and in such form as may be approved by the Committee. The Option Certificate shall incorporate and
conform to the terms and conditions set forth herein as well as such other terms and conditions that are not inconsistent as the Committee may consider appropriate in each case.

6.3Certain Option Terms. Options granted pursuant to the Plan shall have terms and conditions consistent with the following
in addition to the terms and conditions set forth elsewhere herein:



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6.4Restrictions on Incentive Options.



6.5Shareholder Privileges. No Option Holder shall have any rights as a shareholder with respect to any shares of Stock
covered by an Option until the Option Holder becomes the holder of record of such Stock, and no adjustments shall be made for dividends or other distributions or other rights as to which there is a
record date preceding the date such Option Holder becomes the holder of record of such Stock, except as provided in Article IV.

6.6Shares Subject to Option. The Committee may in its sole and absolute discretion, amend a previously granted Option
(provided that such Option was granted after December 3, 2001) to provide that the shares of Stock covered by such Option shall be Class B Stock or that, upon exercise of the Option, the
Option Holder will be issued shares of Class B Stock in lieu of shares of Class A Stock. Such amendment may be made in whole or in part with respect to the number of shares of Stock
underlying the Option. Notwithstanding the foregoing, no such amendment shall be effective without the consent of the Option Holder.

All
other terms of the Option shall remain in effect. If an Option is amended pursuant to the first sentence of this section, the number of shares of Class A Stock that are no
longer covered by the Option or that were not issued upon exercise of the Option shall again be available for grant under the Plan, and the number of shares of Class B Stock that are covered by
the Option or that are issued upon exercise of the Option shall reduce the number of shares of Class B Stock available for grant under the Plan.

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ARTICLE VII    CHANGE IN CONTROL; CORPORATE REORGANIZATION

7.1Change in Control.



7.2Reorganization. If a Change in Control has not occurred and one of the following events has occurred and if the notice
required by Section 7.3 shall have first been given, the Plan and all Options then outstanding hereunder shall automatically terminate and be of no further force and effect whatsoever, without
the necessity for any additional notice or other action by the Board or UnitedGlobalCom: (a) the merger or consolidation of UnitedGlobalCom with or into another corporation (other than a
consolidation or merger in which UnitedGlobalCom is the continuing corporation and which does not result in any reclassification or change of outstanding shares of stock; or (b) the sale or
conveyance of the property of UnitedGlobalCom as an entirety or substantially as an entirety (other than a sale or conveyance in which UnitedGlobalCom continues as holding company of an entity or
entities that conduct the business or business formerly conducted by UnitedGlobalCom); or (c) the dissolution or liquidation of UnitedGlobalCom.

7.3Required Notice. At least 30 days' prior written notice of any event described in Section 7.2 shall be
given by UnitedGlobalCom to each Option Holder, unless in the case of the events described in clauses (a) or (b) of Section 7.2, UnitedGlobalCom, or the successor or purchaser, as
the case may be, shall make adequate provision for the assumption of the outstanding Options or the substitution of new options for the outstanding Options on terms comparable to the outstanding
Options, except that the Option Holder shall have the right thereafter to purchase the kind and amount of securities or

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property or cash receivable upon such merger, consolidation, sale or conveyance by a holder of the number of Shares that would have been receivable upon exercise of the Option immediately prior to
such merger, consolidation, sale or conveyance (assuming such holder of Stock failed to exercise any rights of election and received per share the kind and amount received per share by a majority of
the non-electing shares). The provisions of this Article VII shall similarly apply to successive mergers,
consolidations, sales or conveyances. Such notice shall be deemed to have been given when delivered personally to an Option Holder or when mailed to an Option Holder by registered or certified mail,
postage prepaid, at such Option Holder's address last known to the Company.

7.4Acceleration of Exercisability. Option Holders notified in accordance with Section 7.3 may exercise their Options
at any time before the occurrence of the event requiring the giving of notice (but subject to occurrence of such event), regardless of whether all conditions of exercise relating to length of service
have been satisfied.

ARTICLE VIII    EMPLOYMENT; TRANSFERABILITY

8.1Service. Nothing contained in the Plan or in any Option granted under the Plan shall confer upon any Option Holder any
right with respect to the continuation of his employment by, or consulting relationship with, the Company, or interfere in any way with the right of the Company, subject to the terms of any separate
employment agreement or other contract to the contrary, at any time to terminate such services or to increase or decrease the compensation of the Participant from the rate in existence at the time of
the grant of an Option. Whether an authorized leave of absence, or absence in military or government service, shall constitute a termination of service shall be determined by the Committee at the time
of its occurrence.

8.2Other Employee Benefits. The amount of any compensation deemed to be received by an Option Holder as a result of the
exercise of an Option shall not constitute "earnings" with respect to which any other employee benefits of such person are determined, including without limitation benefits under any pension, profit
sharing, life insurance or salary continuation plan.

8.3Transferability.



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ARTICLE IX     GENERAL RESTRICTIONS

9.1Investment Representations. UnitedGlobalCom may require any person to whom an Option is granted, as a condition of
exercising such Option, to give written assurances in substance and form satisfactory to UnitedGlobalCom and its counsel to the effect that such person is acquiring the Stock for his own account for
investment and not with any present intention of selling or otherwise distributing the same, and to such other effects as UnitedGlobalCom deems necessary or appropriate in order to comply with Federal
and applicable state securities laws. Legends evidencing such restrictions may be placed on the Stock certificates.

9.2Compliance with Securities Laws. Each Option shall be subject to the requirement that, if at any time counsel to
UnitedGlobalCom shall determine that the listing, registration or qualification of the shares subject to such Option upon any securities exchange or under any state or federal law, or the consent or
approval of any governmental or regulatory body, is necessary as a condition of, or in connection with, the issuance or purchase of shares thereunder, such Option may not be accepted or exercised in
whole or in part unless such listing, registration, qualification, consent or approval shall have been effected or obtained on conditions acceptable to the Committee. Nothing herein shall be deemed to
require UnitedGlobalCom to apply for or to obtain such listing, registration or qualification.

9.3Changes in Accounting Rules. Except as provided otherwise at the time an Option is granted, notwithstanding any other
provision of the Plan to the contrary, if, during the term of the Plan, any changes in the financial or tax accounting rules applicable to Options shall occur which, in the sole judgment of the
Committee, may have a material adverse effect on the reported earnings, assets or liabilities of the Company, the Committee shall have the right and power to modify as necessary, any then outstanding
and unexercised Options as to which the applicable services or other restrictions have not been satisfied.

ARTICLE X    WITHHOLDING

10.1Withholding Requirement. UnitedGlobalCom's obligations to deliver shares of Stock upon the exercise of any Option shall
be subject to the Option Holder's satisfaction of all applicable federal, state and local income and other tax withholding requirements.

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10.2Withholding With Stock. At the time the Committee grants an Option or at any time thereafter, it may, in its sole
discretion, grant the Option Holder an election to pay all such amounts of tax withholding, or any part thereof, by electing (a) to have UnitedGlobalCom withhold from shares otherwise issuable
to the Option Holder, shares of Stock having a value equal to the amount required to be withheld or such lesser amount as may be elected by the Option Holder; provided however, that the amount of
Stock so withheld shall not exceed the minimum amount required to be withheld under the method of withholding that results in the smallest amount of withholding, or (b) to transfer to
UnitedGlobalCom a number of shares of Stock that were acquired by the Option Holder more than six months prior to the transfer to UnitedGlobalCom and that have a value equal to the amount required to
be withheld or such lesser amount as may be elected by the Option Holder. All elections shall be subject to the approval or disapproval of the Committee. The value of shares of Stock to be withheld
shall be based on the Fair Market Value of the Stock on the date that the amount of tax to be withheld
is to be determined (the "Tax Date"). Any such elections by Option Holders to have shares of Stock withheld for this purpose will be subject to the following restrictions:



ARTICLE XI    MISCELLANEOUS

11.1Expiration. The Plan shall terminate whenever the Board adopts a resolution to that effect. If not sooner terminated by
the Board, the Plan shall terminate and expire on June 1, 2003. After termination, no additional Options shall be granted under the Plan, but the Company shall continue to recognize Options
previously granted.

11.2Amendments, Etc.The Board may from time to time amend, modify, suspend or terminate the Plan. Nevertheless, no such
amendment, modification, suspension or termination shall, without the consent of the Option Holder, impair any Option previously granted under the Plan or deprive any Option Holder of any Shares that
he may have acquired through or as a result of the Plan.

11.3Treatment of Proceeds. Proceeds from the sale of Stock pursuant to Options granted under the Plan shall constitute
general funds of UnitedGlobalCom.

11.4Section Headings. The section headings are included herein only for convenience, and they shall have no effect on the
interpretation of the Plan.

11.5Severability. If any article, section, subsection or specific provision is found to be illegal or invalid for any
reason, such illegality or invalidity shall not affect the remaining provisions of the Plan, and the Plan shall be construed and enforced as if such illegal and invalid provision had never been set
forth in the Plan.

11.6Gender and Number. Except when otherwise indicated by the context, the masculine gender shall include the feminine
gender, and the definition of any term herein in the singular shall also include the plural.

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Amended
and Restated as of January 30, 2002.

| |  | UNITEDGLOBALCOM, INC.
    a Delaware corporation
| |  | ------------------------------------------------
| |  | By:                                             

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