Exhibit 10.4  Description of the  Virgin Media Inc. 2008 Bonus
Scheme  The compensation
committee of Virgin Media Inc.s board of directors approved the Companys 2008
bonus scheme (the 2008 Bonus Scheme) on March 28, 2008 covering the
majority of the Companys employees, including the Companys chairman and named
executive officers.  The principal terms
of the 2008 Bonus Scheme are set forth below:  Bonus Percentage and Scheme Levels  The 2008 Bonus Scheme
offers employees an opportunity to receive a bonus equal to a percentage of
their base salary. The percentages range from 5 - 100% of base salary
(depending on employee level) for on-target performance with a potential
maximum payment of double the on-target percentage. Employees also have the
opportunity to earn up to 1.2 times the calculated bonus amount depending on
the employees individual personal performance during the year.  Qualifying Gate Target  In order for any bonuses
to be payable, the Company must achieve a qualifying performance target (the 2008
Bonus Qualifying Gate), which is based on the Companys 2008 budgeted full
year group simple cash flow (which is defined as operating income before
depreciation, amortization and other charges less fixed asset additions on an
accrual basis). If the 2008 Bonus Qualifying Gate is not achieved, no bonus
payments will be made under the 2008 Bonus Scheme.  Divisional and Individual Performance Targets  If
the Qualifying Gate is achieved, bonuses will be payable according to
achievement against various performance targets specific to each of the Companys
key operating divisions, as well as individually upon the achievement of
personal objectives.  The
operating division performance targets include an appropriately weighted mix of
financial and operating metrics for the group and the specific division,
including a combination of the following, among others:  ·Group simple cash flow  ·Divisional financial measures, including
revenue, gross margin, free cash flow, operating costs, working capital, simple
cash flow, capital expenditure and profitability measures  ·Customer service measures, including
fault rates, fault retention rates, installation completion rates, customer
advocacy, customer satisfaction and net promoter measures  ·Average contribution per customer, or
ACPU  ·Net additions to revenue generating
units, or RGUs  ·Commercial advertising impacts


·Net present value of the residential
customer base  ·Value of new sales contracts with
Business customers  ·Percentage of sales for sit-up generated
on-line  ·Page impressions for the
virginmedia.com portal  For all measures, the
amount to be achieved for on-target performance (the 100% Threshold) is
generally equal to the reasonably targeted amount for that measure. A maximum
target (the 200% Threshold) is also set for each measure at which the bonus
percentage payable is twice the on-target percentage payable. A minimum target
(the 50% Threshold) is also set at which the bonus payable is one-half of the
on-target percentage payable. If the minimum 50% Threshold is not achieved for
a particular measure, no bonus percentage is earned in respect of that measure.
Percentage payments are structured to rise on a linear basis between the 50%
Threshold and the 100% Threshold and between the 100% Threshold and the 200%
Threshold.  Performance Multiplier  Individual
achievement against a personal objectives scorecard will determine a personal
multiplier against that individuals divisional performance. The award amount
will depend on an individuals final performance rating which is based on achievement
of personal objectives and the way in which they are achieved.  An individual could earn up to 120% of the
divisional bonus if his or her performance was considered exceptional during
the year.  Approval and Timing  Payments made under the
2008 Bonus Scheme will be approved by the compensation committee. Bonus
payments will be measured on full year performance and if performance is
achieved they will be paid in one installment on or around March 31, 2009.  Changes to Targets and Scheme Rules  The performance targets
and rules to the 2008 Bonus Scheme may be varied at any time by agreement
of the compensation committee.