UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q
(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, 1999
                                       OR

(X)  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 33-83740

                        DIAMOND CABLE COMMUNICATIONS PLC
             (Exact name of registrant as specified in its charter)


     England and Wales                                               N/A
--------------------------------------------------------------------------------
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                              Identification No.)

     Diamond Plaza, Daleside Road
      Nottingham NG2 3GG, England                                     N/A
--------------------------------------------------------------------------------
(Address of principal executive offices)                         (Zip code)

                                44-115-952-2222
--------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)

                           --------------------------

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 _X_                                            No ___
                           --------------------------

The  number of  shares of the  Registrant's  Ordinary  Shares of 2.5 pence  each
outstanding  as of  September  30, 1999 was  59,138,791.  The  Registrant  is an
indirect, wholly owned subsidiary of NTL Incorporated and there is no market for
the Registrant's shares.

<PAGE>
                        DIAMOND CABLE COMMUNICATIONS PLC
                                    FORM 10-Q
                        QUARTER ENDED SEPTEMBER 30, 1999

                                TABLE OF CONTENTS

<TABLE>
<CAPTION>
                                                                                               Page
                                                                                              Number

<S>                                                                                       <C>
PART I.   FINANCIAL INFORMATION

          Item 1.   Financial Statements

                    Condensed Consolidated Statements of
                    Operations for the Nine and Three months ended
                    September 30, 1999 and 1998 (Unaudited).......................................2

                    Condensed Consolidated Balance Sheets as of
                    September 30, 1999 (Unaudited) and December 31, 1998..........................3

                    Condensed Consolidated Statement of
                    Shareholder's Deficiency for the Nine months
                    ended September 30, 1999 (Unaudited)..........................................4

                    Condensed Consolidated Statements of Cash Flows for the
                    Nine months ended September 30, 1999 and 1998 (Unaudited).....................5

                    Notes to the Condensed Consolidated
                    Financial Statements (Unaudited)..........................................6 - 8

          Item 2.   Management's Discussion and Analysis of
                    Results of Operations and Financial Condition............................9 - 12

          Item 3.   Quantitative and Qualitative Disclosures About Market Risk...................13

Part II.  OTHER INFORMATION

          Item 6.   Exhibits and Reports on Form 8-K.............................................13

          SIGNATURES.............................................................................14
</TABLE>

<PAGE>
PART I    FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS

                        DIAMOND CABLE COMMUNICATIONS PLC
                                    FORM 10-Q
                        QUARTER ENDED SEPTEMBER 30, 1999
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                              Nine Months Ended                      Three Months Ended
                                                                 September 30,                         September 30,
                                                            1999             1998                  1999             1998
                                                    -----------------  -----------------      -------------  -----------------
                                                                                  (in (UK Pound)000's)
<S>                                                 <C>                 <C>                <C>                <C>

Revenue                                              (UK Pound)85,984   (UK Pound)63,922   (UK Pound)30,115   (UK Pound)22,736
                                                    -----------------  -----------------      -------------  -----------------

Costs and expenses
     Operating ....................................           (30,219)           (21,840)           (10,713)            (7,728)
     Selling, general and  administrative .........           (31,399)           (27,430)           (10,061)            (9,506)
     Depreciation and amortization ................           (43,815)           (30,501)           (16,047)           (10,851)
     Other expenses (Note 3) ......................            (8,893)                --                 --                 --
                                                    -----------------  -----------------      -------------  -----------------
                                                             (114,326)           (79,771)           (36,821)           (28,085)
                                                    -----------------  -----------------      -------------  -----------------

Operating (loss) ..................................           (28,342)           (15,849)            (6,706)            (5,349)

Interest income ...................................             8,608             10,264              3,220              3,383
Interest expense and amortization of debt
     discount and expenses ........................           (73,036)           (61,984)           (25,082)           (21,569)
Foreign exchange gain (loss), net .................            (6,158)            21,071             28,706             10,906
Realized gain on derivative financial instruments .                --                412                 --                 --
                                                    -----------------  -----------------      -------------  -----------------

Net income (loss) ................................. ((UK Pound)98,928) ((UK Pound)46,086)     (UK Pound)138  ((UK Pound)12,629)
                                                    =================  =================      =============  =================
</TABLE>

See accompanying notes.

                                        2

<PAGE>
                        DIAMOND CABLE COMMUNICATIONS PLC
                                    FORM 10-Q
                        QUARTER ENDED SEPTEMBER 30, 1999
                      CONDENSED CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                     September 30,       December 31,
                                                                          1999              1998
                                                                   -----------------  -----------------
                                                                      (Unaudited)         (See Note)
                                                                 (in (UK Pound)000's, except share data)
<S>                                                               <C>                <C>
Assets
Current assets
     Cash and cash equivalents ................................... (UK Pound)180,326  (UK Pound)164,738
     Trade receivables - less allowance for doubtful accounts of
            (UK Pound)4,141 (1999) and (UK Pound)4,775 (1998) ....            12,250              9,873
     Other assets ................................................             3,061              2,229
                                                                   -----------------  -----------------

Total current assets .............................................           195,637            176,840

Deferred financing costs - less accumulated amortization of
     (UK Pound)6,651(1999) and (UK Pound)4,830 (1998) ............            18,501             20,322
Property and equipment, net ......................................           501,887            465,866
Goodwill - less accumulated amortization of (UK Pound)19,401
     (1999) and (UK Pound)15,764 (1998) ..........................            77,559             81,196
Franchise costs - less accumulated amortization of
     (UK Pound)241 (1999) and (UK Pound)219 (1998) ...............               375                397
                                                                   -----------------  -----------------
Total assets ..................................................... (UK Pound)793,959  (UK Pound)744,621
                                                                   =================  =================

Liabilities and shareholders' (deficiency)
Current liabilities
       Accounts payable ..........................................  (UK Pound)25,110   (UK Pound)28,514
       Accounts payable deposit ..................................            92,321                 --
       Current portion of long-term debt .........................             2,480              2,135
       Other liabilities .........................................            18,523             20,411
                                                                   -----------------  -----------------
Total current liabilities ........................................           138,434             51,060
Senior discount notes ............................................           653,725            592,763
Senior notes .....................................................           201,780            201,154
Capital lease obligations ........................................             3,052              5,002
Mortgage loan ....................................................             2,225              2,338

Shareholders' (deficiency):
       Ordinary shares (70,000,000 authorized; 59,138,791 issued)              1,478              1,478
       Non-voting deferred shares (6 shares authorized and issued)                --                 --
       Additional paid-in capital ................................           134,466            134,466
       Accumulated other comprehensive (loss) ....................                --             (1,367)
       Accumulated deficit .......................................          (341,201)          (242,273)
                                                                   -----------------  -----------------
                                                                            (205,257)          (107,696)
                                                                   -----------------  -----------------
Total liabilities and shareholders' (deficiency) ................. (UK Pound)793,959  (UK Pound)744,621
                                                                   =================  =================
<FN>
Note:  The balance  sheet at December 31, 1998 has been derived from the audited
       financial statements at that date.
</FN>
</TABLE>

See accompanying notes.

                                        3
<PAGE>
                        DIAMOND CABLE COMMUNICATIONS PLC
                                    FORM 10-Q
                        QUARTER ENDED SEPTEMBER 30, 1999
         CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDER'S (DEFICIENCY)
                                   (Unaudited)


<TABLE>
<CAPTION>

                                                                                    Non-voting          Additional Paid-
                                             Ordinary Shares                     deferred shares          in-capital
                                     --------------------------------           -----------------     --------------------
                                                            (in (UK Pound)000's except share data)

                                       Number                                    Number
                                     ---------                                 -------
<S>                                 <C>                <C>                      <C>       <C>         <C>
Balance at December 31, 1998 ....    59,138,791        (UK Pound)1,478              6       --        (UK Pound)134,466
Unrealized gain on securities ...            --                     --             --       --                       --
Net loss ........................            --                     --             --       --                       --
                                    -----------        ---------------          -----    -----        -----------------
Balance at September 30, 1999....    59,138,791        (UK Pound)1,478              6       --        (UK Pound)134,466
                                    ===========        ===============          =====    =====        =================
</TABLE>



<TABLE>
<CAPTION>
                                 Accumulated other
                                    comprehensive        Accumulated          Total Shareholder's
                                        (loss)              Deficit                 Deficiency
                                -------------------   ------------------       -------------------
                                               (in (UK Pound)000's except share data)
<S>                               <C>                 <C>                     <C>
Balance at December 31, 1998 .... ((UK Pound)1,367)    ((UK Pound)242,273)     ((UK Pound)107,696)
Unrealized gain on securities ...            1,367                     --                   1,367
Net loss ........................               --                (98,928)                (98,928)
                                  ----------------     ------------------      ------------------
Balance at September 30, 1999 ... (UK Pound)    --     ((UK Pound)341,201)     ((UK Pound)205,257)
                                  ================     ==================      ==================
</TABLE>


See accompanying notes.

                                       4
<PAGE>

                        DIAMOND CABLE COMMUNICATIONS PLC
                                    FORM 10-Q
                        QUARTER ENDED SEPTEMBER 30, 1999
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                         Nine Months Ended September 30,
                                                            1999                1998
                                                     ----------------   ----------------
                                                             (in (UK Pound)000's)
<S>                                                  <C>                <C>
Net cash provided by operating activities .......... (UK Pound)99,847   (UK Pound)17,374
                                                     ----------------   ----------------

Investing Activities
     Purchase of property and equipment ............          (82,256)          (100,958)
     Proceeds from disposition of assets ...........               37                 95
                                                     ----------------   ----------------
Net cash (used in) investing activities ............          (82,219)          (100,863)
                                                     ----------------   ----------------

Financing Activities
     Proceeds from issuance of debt ................               --            202,381
     Debt financing costs ..........................               --             (6,814)
     Principal payments ............................             (132)               (27)
     Capital lease payments ........................           (1,908)            (1,541)
                                                     ----------------   ----------------

Net cash (used in) provided by financing activities            (2,040)           193,999
                                                     ----------------   ----------------

Net increase in cash and cash equivalents ..........           15,588            110,510
Cash and cash equivalents at beginning of period ...          164,738             75,680
                                                     ----------------   ----------------

Cash and cash equivalents at end of period .........(UK Pound)180,326  (UK Pound)186,190
                                                    =================  =================
</TABLE>

See accompanying notes.

                                        5
<PAGE>
                        DIAMOND CABLE COMMUNICATIONS PLC
                                    FORM 10-Q
                        QUARTER ENDED SEPTEMBER 30, 1999
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

1.   Basis of Presentation

     Diamond Cable  Communications  Plc (the  "Company") owns and operates cable
     television and  telecommunications  systems through its  subsidiaries.  The
     accompanying  unaudited condensed  consolidated financial statements of the
     Company and its subsidiaries (the "Group") have been prepared in accordance
     with U.S.  generally accepted  accounting  principles for interim financial
     information  and  with the  instructions  to Form  10-Q  and Rule  10-01 of
     Regulation S-X. Accordingly, they do not include all of the information and
     footnotes required by generally accepted accounting principles for complete
     financial  statements.  In  the  opinion  of  management,  all  adjustments
     (consisting of normal recurring accruals)  considered  necessary for a fair
     presentation  have been included.  Operating results for the nine and three
     months  ended  September  30, 1999 are not  necessarily  indicative  of the
     results  that may be expected for the year ending  December  31, 1999.  For
     further  information,  refer to the consolidated  financial  statements and
     footnotes  thereto included in the Company's Annual Report on Form 10-K for
     the year ended December 31, 1998.

     In June 1998, the Financial  Accounting Standards Board issued Statement of
     Financial Accounting Standards ("SFAS") No. 133, "Accounting for Derivative
     Instruments and Hedging Activities," which is required to be adopted by the
     Company effective January 1, 2001.  Management does not anticipate that the
     adoption of this standard will have a significant  effect on the results of
     operations and financial position of the Group.

2.   Comprehensive loss

     Comprehensive  (loss)  income for the nine and  three-month  periods  ended
     September 30, 1999 and 1998 was ((UK  Pound)97,561),  (UK  Pound)138,  ((UK
     Pound)48,909) and ((UK Pound)13,751), respectively.

3.   NTL Incorporated Acquisition

     On March 8, 1999,  the share  exchange  was  completed  whereby  all of the
     holders of the  Company's  ordinary and  deferred  shares  exchanged  their
     shares for newly issued  common  stock of NTL  Incorporated  ("NTL").  As a
     result, the Company became a wholly-owned subsidiary of NTL. Other expenses
     of (UK Pound)8.9  million  consist of costs incurred in connection with the
     Share Exchange Agreement,  including fees paid to Goldman,  Sachs & Co. and
     Columbia  Management  for their  role as joint  financial  advisors  to the
     Company in examining  potential business  opportunities and other strategic
     alternatives leading up to the share exchange.

     In connection  with the provisions of the indentures  pursuant to which the
     Company's debt securities were issued,  the Company was required to make an
     offer  to  repurchase  such  debt  securities  at a price  of 101% of their
     accreted  value or principal  amount  following a "change of control."  The
     Company  commenced  offers to repurchase its outstanding debt securities on
     April 1, 1999.  The offers  expired on April 30, 1999. The Company paid (UK
     Pound)66,000 to repurchase the tendered debt securities.

                                        6
<PAGE>
                        DIAMOND CABLE COMMUNICATIONS PLC
                                    FORM 10-Q
                        QUARTER ENDED SEPTEMBER 30, 1999
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
                                   (Unaudited)

4.   Property and Equipment

     Property and equipment consists of:


<TABLE>
<CAPTION>
                                                                         September 30,                    December 31,
                                                                             1999                             1998
                                                                       -----------------              -----------------
                                                                            (unaudited)
                                                                                        (in (UK Pound)000's)
<S>                                                                  <C>                            <C>
Land and Buildings..........................................             (UK Pound)8,043                (UK Pound)7,483
Cable Network...............................................                     611,144                        538,472
Office Equipment............................................                      14,129                         11,637
Motor Vehicles..............................................                       1,150                            961
                                                                       -----------------              -----------------
                                                                                 634,466                        558,553
Accumulated depreciation....................................                    (132,579)                       (92,687)
                                                                       -----------------              -----------------
                                                                       (UK Pound)501,887              (UK Pound)465,866
                                                                       =================              =================
</TABLE>

5.   Joint Purchasing Alliance Agreement

     The Company and NTL entered into a Joint Purchasing Alliance Agreement (the
     "Alliance  Agreement") on March 5, 1999, pursuant to which the Company acts
     as purchasing agent on behalf of a number of subsidiaries of NTL. Under the
     terms of the Alliance  Agreement,  on March 8, 1999, the Company received a
     deposit of (UK Pound)137  million from various  subsidiaries  of NTL. Funds
     held by the  Company  under the  Alliance  Agreement  are  recorded  on the
     balance sheet as Cash and Cash Equivalents and Accounts Payable Deposit.

6.   Summarized Financial Information

     On  February  6,  1998,  Diamond  Holdings  plc  ("Diamond  Holdings"),   a
     subsidiary of the Company, issued (UK Pound)135,000,000 principal amount of
     its 10% Senior Notes due February 1, 2008 and $110,000,000 principal amount
     of its 9 1/8%  Senior  Notes  due  February  1, 2008  (together,  the "1998
     Notes".) The 1998 Notes have been fully and  unconditionally  guaranteed by
     the Company as to  principal,  interest and other amounts due. Net proceeds
     received by Diamond  Holdings  amounted to  approximately  (UK  Pound)195.0
     million after issuance costs of approximately (UK Pound)7.0 million.

     The following table presents summarized  consolidated financial information
     for  Diamond  Holdings as of and for the nine months  ended  September  30,
     1999. This summarized  financial  information is being provided pursuant to
     Section  G of Topic 1 of  Staff  Accounting  Bulletin  No.  53,  "Financial
     Statement  Requirements in Filings Involving the Guarantee of Securities by
     a Parent." The Company will continue to provide such  summarized  financial
     information  for  Diamond  Holdings  for as long as the 1998  Notes  remain
     outstanding and guaranteed by the Company.

                                        7
<PAGE>
                        DIAMOND CABLE COMMUNICATIONS PLC
                                    FORM 10-Q
                        QUARTER ENDED SEPTEMBER 30, 1999
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Concluded)
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                            Diamond Holdings plc (note a)
                                                     ---------------------------------------------
                                                            Nine                       months
                                                           ended                     Year ended
                                                       September 30,                December 31,
                                                            1999                        1998
                                                     -----------------           -----------------
                                                                 (in (UK Pound)000's)
<S>                                                  <C>                         <C>
Summarized Consolidated Income Statement
Information
Revenue .........................................     (UK Pound)85,984            (UK Pound)88,756
                                                     =================           =================
Operating costs and expenses ....................    (UK Pound)105,851           (UK Pound)105,914
                                                     =================           =================
Net loss for the period .........................    ((UK Pound)96,124)          ((UK Pound)87,556)
                                                     =================           =================


                                                       September 30,                December 31,
                                                            1999                        1998
                                                     -----------------           -----------------
                                                                  (in (UK Pound)000's)
Summarized Consolidated Balance Sheet
Information
Fixed and noncurrent assets .....................    (UK Pound)585,584           (UK Pound)553,740
Current assets ..................................               18,213                     148,415
                                                     -----------------           -----------------
Total assets ....................................    (UK Pound)603,797           (UK Pound)702,155
                                                     =================           =================

Current liabilities .............................     (UK Pound)44,317            (UK Pound)48,030
Noncurrent liabilities ..........................              849,861                     849,750
Shareholders deficit ............................             (290,381)                   (195,625)
                                                     -----------------           -----------------
Total liabilities and shareholders interest .....    (UK Pound)603,797           (UK Pound)702,155
                                                     =================           =================
<FN>
(a)  Diamond   Holdings  was   incorporated  on  December  15,  1997  and  is  a
     wholly-owned,  direct  subsidiary  of the  Company.  On January  16,  1998,
     Diamond Holdings became the intermediate holding company which holds all of
     the shares of all Group  companies.  The Summarized  Financial  Information
     shows  operating  results as if Diamond  Holdings  became the  intermediate
     holding company on January 1, 1998.
</FN>
</TABLE>

                                        8
<PAGE>
                        DIAMOND CABLE COMMUNICATIONS PLC
                                    FORM 10-Q
                        QUARTER ENDED SEPTEMBER 30, 1999

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

Liquidity and Capital Resources

The Group's cash and funding requirements historically have been met principally
through the issuance of the Company's  senior  discount notes in September 1994,
December 1995 and February 1997 (collectively, the "Discount Notes"), as well as
from equity  capital,  advances from its  shareholders,  and from bank and lease
financing.  In February  1998, a subsidiary  of the Company,  Diamond  Holdings,
issued the 1998 Notes,  raising  net  proceeds of  approximately  (UK  Pound)195
million.  The  1998  Notes  are  guaranteed  by the  Company  as to  payment  of
principal,  interest and any other amounts due. In connection  with the issuance
of the 1998 Notes, the Group terminated its existing bank facility.

The further  development and  construction  of the Group's cable  television and
telecommunications  network will require  substantial  capital  investment.  The
Company currently  estimates that the additional capital  expenditures and other
cash  requirements of the Group,  net of cash from  operations,  from October 1,
1999 through  December 31, 2000 will be approximately  (UK Pound)101.4  million.
These expenditures  could vary  significantly  depending on, among other things,
the number of customers actually  connected to the network,  the availability of
construction   resources,   the  impact  of  competition  from  other  cable  or
telecommunications  operators or television delivery platforms,  and the pace of
the Group's construction  program. The Company expects to use the (UK Pound)88.0
million cash and cash  equivalents  on hand,  which  excludes the (UK Pound)92.3
million held on behalf of affiliates  pursuant to the Joint Purchasing  Alliance
Agreement,  plus debt and/or equity financing from NTL or its other subsidiaries
to meet its cash requirements.

To the extent that the amounts  required  for  capital  expenditures  exceed the
estimates,  or the Group's cash flow does not meet  expectations,  the amount of
further debt and/or equity  financing  required will  increase.  There can be no
assurance that any such debt or equity  financing will be available to the Group
on acceptable commercial terms or at all.

Results of Operations for the Nine and Three Months Ended September 30, 1999 and
1998

Revenue was (UK Pound)86.0  million and (UK Pound)30.1  million for the nine and
three months ended September 30, 1999,  respectively  compared to (UK Pound)63.9
million and (UK Pound)22.7 million,  respectively, for the comparable periods in
1998,  representing  increases of 34.5% and 32.5%  respectively.  This growth is
primarily  attributable  to increases in the number of telephone lines and cable
television customers.  These trends are expected to continue for the foreseeable
future.

Operating costs were (UK Pound)30.2  million and (UK Pound)10.7  million for the
nine and three months ended  September 30, 1999,  respectively,  compared to (UK
Pound)21.8 million and (UK Pound)7.7 million,  respectively,  for the comparable
periods in 1998, representing increases of 38.4% and 38.6%, respectively.  These
increases are the result of increases in  interconnection  costs and programming
costs as a result of growth in telephone lines and cable television customers.

Selling, general and administrative expenses were (UK Pound)31.4 million and (UK
Pound)10.1  million for the nine and three  months  ended  September  30,  1999,
respectively and (UK Pound)27.4 million and (UK Pound)9.5 million, respectively,
for  the   comparable   periods  in  1998.   The  increase  was  due  to  higher
administration  and sales  force  costs  associated  with the  expansion  of the
Company's  business  together  with  additional  franchise  license  costs which
commenced  in 1999.  As a  percentage  of total  revenues  however,  these costs
decreased to 37% and 33% for the nine and three months ended September 30, 1999,
respectively, from 43% and 42%, respectively, in the comparable periods in 1998.

Depreciation and amortization  expense increased by 44% and 48% for the nine and
three months ended September 30, 1999,  respectively from the comparable periods
in 1998. This increase was  attributable to the increasing cost of the Company's
network and the related additional depreciation.

                                        9

<PAGE>
                        DIAMOND CABLE COMMUNICATIONS PLC
                                    FORM 10-Q
                        QUARTER ENDED SEPTEMBER 30, 1999

Other expenses of (UK Pound)8.9  million in the nine months ended  September 30,
1999 relate to costs incurred in connection  with the Share Exchange  Agreement,
including  fees paid to Goldman,  Sachs & Co. and Columbia  Management for their
role as joint financial advisors to the Company in examining  potential business
opportunities and other strategic alternatives leading up to the share exchange.

Interest  expense  including  amortization of debt discount and expenses was (UK
Pound)73.0  million and (UK  Pound)25.1  million  for the nine and three  months
ended September 30, 1999,  respectively  compared to (UK Pound)62.0  million and
(UK Pound)21.6  million in the  comparable  periods in 1998. The increase is due
primarily to the accretion on the Discount Notes of (UK  Pound)55.9  million and
(UK  Pound)19.4  million in the nine and three month ended  September  30, 1999,
respectively  compared to (UK Pound)47.0  million and (UK Pound)15.9  million in
the comparable  periods in 1998 and interest on the 1998 Notes of (UK Pound)14.8
million and (UK  Pound)4.9  million in the nine and three month ended  September
30, 1999,  respectively  compared to (UK  Pound)12.8  million and (UK  Pound)4.9
million in the  comparable  periods in 1998. In addition,  amortization  of debt
financing costs was (UK Pound)1.8  million and (UK Pound)619,000 in the nine and
three months ended September 30, 1999,  respectively,  compared to (UK Pound)1.6
million and (UK Pound)600,000, in the comparable periods in 1998.

A substantial  portion of the Group's  existing debt obligations are denominated
in U.S.  dollars,  while the Group's  revenues and expenses  are  generated  and
stated in pounds sterling.  During the nine and three months ended September 30,
1999,  the Group recorded a net foreign  exchange loss of (UK Pound)6.2  million
and a net  foreign  exchange  gain  of  (UK  Pound)28.7  million,  respectively,
primarily due to the unrealized  losses and gains on translation of its Discount
Notes and 1998 Notes. During the nine and three months ended September 30, 1998,
the Group recognized a net foreign exchange gain of (UK Pound)21.1 million and a
net foreign exchange gain of (UK Pound)10.9 million, respectively, primarily due
to the  unrealized  gain on  translation  of its Discount  Notes and 1998 Notes.
Changes in foreign currency  exchange rates may affect the Company's  ability to
satisfy  its  obligations,   including   obligations   under   outstanding  debt
instruments, as they become due.

The Company entered into a foreign  exchange  forward  contract on June 23, 1997
for  settlement  on June 25,  1998 to sell  (UK  Pound)50  million  at a rate of
$1.6505 to (UK Pound)1. The Company also entered into a foreign exchange forward
contract on June 27, 1997 for  settlement  on July 1, 1998 to sell (UK  Pound)50
million at a rate of $1.6515 to (UK  Pound)1.  On June 16,  1998 two  offsetting
agreements were entered into at rates of $1.6326 and $1.6322 to (UK Pound)1. The
offsetting  contracts  were  settled  on June 17,  1998  with a  payment  of (UK
Pound)1.1  million  to the  Company.  Realized  gains  on  derivative  financial
instruments of (UK  Pound)400,000  for the nine months ended  September 30, 1998
consist  primarily  of the  settlement  of  these  two  contracts.  The  Company
continues to monitor conditions in the foreign exchange market and may from time
to time enter into foreign currency contracts based on its assessment of foreign
currency market conditions and its effect on the Company's results of operations
and financial condition.

Condensed Consolidated Statements of Cash Flows

Net cash provided by operating activities amounted to (UK Pound)99.8 million and
(UK  Pound)17.4  million for the nine months ended  September 30, 1999 and 1998,
respectively. During the nine months ended September 30, 1999, net cash provided
by operating activities includes the Joint Purchasing Alliance Agreement deposit
of (UK Pound)137  million from various  subsidiaries of NTL,  exchange losses of
(UK Pound)6.2 million compared to gains of ((UK Pound)21.1) million in the prior
period and accretion on the Discount Notes of (UK Pound)55.9 million compared to
(UK Pound)47.0 million in the prior period.

Net cash used in investing activities amounted to (UK Pound)82.2 million and (UK
Pound)100.9  million  for the nine  months  ended  September  30, 1999 and 1998,
respectively.  During the nine months ended September 30, 1999 and 1998 net cash
used  in  investing  activities  includes  purchases  of  fixed  assets  of  (UK
Pound)82.3  million and (UK  Pound)101.0  million,  respectively  as a result of
continuing fixed asset purchases in 1998 and 1999.

Net cash (used in) provided by financing  activities was ((UK Pound)2.0) million
and (UK  Pound)194.0  million for the nine months ended  September  30, 1999 and
1998,  respectively.  During the nine months ended  September 30, 1998, net cash
provided by financing  activities  includes (UK Pound)202.4  million relating to
the proceeds  from  issuance of debt offset by financing  costs of (UK Pound)6.8
million.

                                       10

<PAGE>
                        DIAMOND CABLE COMMUNICATIONS PLC
                                    FORM 10-Q
                        QUARTER ENDED SEPTEMBER 30, 1999

Information Systems - Year 2000

The future  operations  of the Group  depend on its network  infrastructure  and
certain other systems performing  correctly over the change of millennium and on
subsequent  dates.  The  correct  handling  of  date  information  is  therefore
essential  and  detailed  test  programs  have been  completed  for all  crucial
telecommunications and cable television network and systems infrastructure.

The Group  has had an  overall  program  in place  since  1997  which  encompass
information  technology ("IT") systems and non- IT systems  containing  embedded
technology.  The Group has installed and tested Year 2000 compliant software for
the  telecommunications  switches,  cable television  infrastructure and network
control  systems.  Other systems  critical to business  operations,  such as the
subscriber  management  systems and the financial and  accounting  systems,  are
maintained by the vendors.  The vendors have supplied versions of these critical
systems  which are  designed  to be Year 2000  compliant  and were  subject to a
thorough  testing  program.  There are no known problems with vendor supplied or
maintained  systems.   The  personal  computer  and  Local  Area  Network  (LAN)
infrastructures have been surveyed and tested.  Non-compliant elements have been
replaced, together with a wider functionality upgrade to increase LAN bandwidth.

Costs incurred in connection  with Year 2000  compliance have not been material.
Costs incurred to date are approximately (UK Pound)150,000,  and it is estimated
that a further (UK Pound)50,000 will be required.

The  Company  currently  believes  that the most  reasonably  likely  worst case
scenario  with  respect to the Year 2000 is the  failure  of public  electricity
supplies during the millennium period. A number of critical sites have permanent
automatic standby generators and uninterruptible power supplies.  Where critical
sites do not have  permanent  standby power,  the Company  intends to deploy its
mobile generators.  In addition,  other telephone  operators have suggested that
the  telephone  network may overload due to  excessive  traffic.  The Company is
reviewing its "cold start" scenarios and alternative  interconnection  routes in
the event of interruptions in the service of other telephone  companies.  Either
or both of the above mentioned scenarios could have a material adverse effect on
operations,  although it is not  possible at this time to quantify the amount of
revenues  and  gross  profit  that  might be lost,  or the costs  that  could be
incurred.

During the remainder of 1999, the Company may discover  additional  problems and
may not be able to develop,  implement or test remediation or contingency plans,
or may find that the costs of these activities exceed current  expectations.  In
many cases,  the Company is relying on assurances  from  suppliers  that new and
upgraded  information  systems and other  products will be Year 2000 ready.  The
Company has tested these  third-party  products,  but because the Company uses a
variety of  information  systems  and has  additional  systems  embedded  in its
operations  and  infrastructure,  the  Company  cannot  be sure  that all of its
systems  will work  together  in a Year  2000-ready  fashion.  Furthermore,  the
Company cannot be sure that it will not suffer  business  interruptions,  either
because of its own Year 2000  problems or those of  third-parties  upon whom the
Company is reliant for services.  The Company is continuing to evaluate its Year
2000-related risks and corrective  actions.  However,  the risks associated with
the Year 2000  problem are  pervasive  and  complex;  they can be  difficult  to
identify and address,  and can result in material  adverse  consequences  to the
Company. Even if the Company, in a timely manner,  completes all of the upgrades
that is believed to be adequate,  and develops  contingency plans believed to be
adequate,  some  problems may not be  identified or corrected in time to prevent
material adverse consequences to the Company.

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  Group,  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  in the United  Kingdom,  the Group's
ability to continue to design networks, install facilities,  obtain and maintain
any required

                                       11
<PAGE>
                        DIAMOND CABLE COMMUNICATIONS PLC
                                    FORM 10-Q
                        QUARTER ENDED SEPTEMBER 30, 1999

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 new business  opportunities  requiring significant up-front investment,  Year
2000 readiness, and availability, terms and deployment of capital.



                                       12
<PAGE>
                        DIAMOND CABLE COMMUNICATIONS PLC
                                    FORM 10-Q
                        QUARTER ENDED SEPTEMBER 30, 1999

ITEM 3.   QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

          There have been no material changes in the reported market risks since
          the end of the most recent fiscal year.

PART II.  OTHER INFORMATION

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

          (a)  Exhibits:

               27.0 Financial Data Schedule.

          (b)  Reports on Form 8-K:

               No  reports  on Form 8-K were  filed by the  Company  during  the
               quarter ended September 30, 1999.



                                       13

<PAGE>

                        DIAMOND CABLE COMMUNICATIONS PLC
                                    FORM 10-Q
                        QUARTER ENDED SEPTEMBER 30, 1999
                                   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.

                                             DIAMOND CABLE COMMUNICATIONS PLC



Date: November 10, 1999                      By: /s/ Leigh C. Wood
                                                 ------------------------
                                                 Leigh C. Wood
                                                 (Chief Operating Officer)



Date: November 10, 1999                      By: /s/ David Kelham
                                                 -------------------------
                                                 David Kelham
                                                 (Acting Financial Director)



                                       14