SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   Form 10-K/A

                                 Amendment No. 1


   (Mark One)
       [X]         ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
                   OF THE SECURITIES EXCHANGE ACT OF 1934
                   For the fiscal year ended December 31, 2002

                                                     or

       [ ]         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 0-24792
                               NTL (Triangle) LLC
             (Exact name of registrant as specified in its charter)

               Delaware                                13-4086747
    (State or other jurisdiction of       (I.R.S. Employer Identification No.)
    incorporation or organization)

                              110 East 59th Street
                               New York, NY 10022
                                 (212) 906-8440
               (Address, including zip code, and telephone number,
        including area code, of Registrant's principal executive offices)
                                 ---------------

           Securities registered pursuant to Section 12(b) of the Act:
                                      NONE
                                 ---------------

           Securities registered pursuant to Section 12(g) of the Act:
                                      NONE
                                 ---------------

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

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of Registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K/A or any amendments to
this Form 10-K/A. X

Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Act) Yes No X

As of March 31, 2003, there were 800,000 membership interests of the Registrant
outstanding. The Registrant is an indirect, wholly-owned subsidiary of NTL
Incorporated, and there is no market for the Registrant's membership interests.

The Registrant meets the conditions set forth in General Instructions I(1)(a)
and I(1)(b) to Form 10-K/A and is filing this Form 10-K/A with the reduced
disclosure format set forth in General Instruction I(2) thereto.

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

                       DOCUMENTS INCORPORATED BY REFERENCE
                                      NONE
                                 ---------------


                                      2
<PAGE>




                                TABLE OF CONTENTS


PART I
   NTL CORPORATE STRUCTURE.....................................................*
     Item 1.  Business.........................................................*
     Item 2.  Properties.......................................................*
     Item 3.  Legal Proceedings................................................*
     Item 4.  Submission of Matters to a Vote of Security Holders..............*

PART II
     Item 5.  Market for the Registrant's Common Equity and Related
              Shareholder Matters..............................................*
     Item 6.  Selected Financial and Other Data................................*
     Item 7.  Management's Discussion and Analysis of Financial
              Condition and Results of Operations..............................4
     Item 7A. Quantitative and Qualitative Disclosures About Market Risk.......*
   RISK FACTORS................................................................*
     Item 8.  Financial Statements and Supplementary Data......................*
     Item 9.  Changes in and Disagreements with Accountants on
              Accounting and Financial Disclosure..............................*

PART III
     Items 10, 11, 12 and 13.    .............................................**
     Item 14.  Controls and Procedures.........................................*

PART IV
     Item 15.  Exhibits, Financial Statement Schedules and Reports
               on Form 8-K....................................................13
   SIGNATURES.................................................................14
   CERTIFICATIONS.............................................................15
-------
* Previously filed
** Previously omitted pursuant to General Instruction I(2)(c) to Form 10-K

"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 in this  Form  10-K/A,  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  Registrant,  or  industry  results,  to be  materially
different  from  those  contemplated  or  projected,  forecasted,  estimated  or
budgeted, whether expressed or implied, by such forward-looking statements. Such
factors include,  among others, those set forth under the caption "Risk Factors"
in the  Company's  Form 10-K filed on March 31, 2003, as well as: the ability of
the Company to obtain  trade  credit and  shipments  and terms with  vendors and
service  providers  for  current  orders;  the  Company's  ability  to  maintain
contracts that are critical to its operations;  potential  adverse  developments
with respect to the Company's liquidity or results of operations; the ability to
fund and  execute  its  business  plan;  the  ability  to  attract,  retain  and
compensate key executives and associates;  the ability of the Company to attract
and retain customers;  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  and interest rate and currency  exchange rate
fluctuations.

     In this Amendment No. 1 to the Annual Report on Form 10-K/A, the "Company",
"we," "us" and "our" refer to NTL  (Triangle)  LLC and its  subsidiaries  except
where we expressly state that we are only referring to NTL (Triangle) LLC or the
context otherwise  requires that we are only referring to NTL (Triangle) LLC and
"NTL" refers to NTL Incorporated and its consolidated  subsidiaries except where
we expressly state that we are only referring to NTL Incorporated or the context
otherwise requires that we are only referring to NTL Incorporated.

                                      3
<PAGE>

Explanatory Note

     We are filing this  Amendment  No. 1 on Form 10-K/A to our Annual Report on
Form 10-K for the period ending December 31, 2002,  which was filed on March 31,
2002 (the "Form 10-K") to amend and restate Item 7--Management's  Discussion and
Analysis of  Financial  Condition  and Results of  Operations  (1) to correct an
inadvertant  error in the "Contractual  Obligations and Commercial  Commitments"
table  by  changing  the  payment  due date in the line  item  "Other  Long-Term
Obligations"  from  "After 5 Years" to "4-5  Years",  and (2) to add text in the
"Description of Indebtedness"  section to conform it to Note  8--Long-term  Debt
and Note 9--Related  Party  Transactions in the Notes to Consolidated  Financial
Statements.  In  addition,  as required by Rule  12b-15,  promulgated  under the
Securities Exchange Act of 1934, as amended, our principal executive officer and
principal  financial  officer  are  providing  Rule  13a-14   certifications  in
connection  with this  Form  10-K/A  and are also  furnishing,  but not  filing,
written  statements  pursuant to Title 18 United  States Code Section  1350,  as
added by Section  906 of the  Sarbanes-Oxley  Act of 2002.  Except as  described
above, no other changes have been made to the Form 10-K.

                                     PART II

Item 7.  Management's Discussion and Analysis of Financial Condition and Results
         of Operations

Liquidity and Capital Resources

NTL's Completed Restructuring

     We are an indirect,  wholly-owned subsidiary of NTL Incorporated. On May 8,
2002, NTL Incorporated  (then known as NTL  Communications  Corp.),  NTL Europe,
Inc.  (then  known as NTL  Incorporated  and the  former  parent  company of NTL
Communications  Corp.) and certain of their  subsidiaries  filed a  pre-arranged
joint  reorganization  plan under Chapter 11 of the US Bankruptcy  Code. We were
not included in the Chapter 11 filing,  nor were the operating  subsidiaries  of
NTL Incorporated  and NTL Europe,  Inc. The Plan became effective on January 10,
2003, at which time NTL Incorporated,  our indirect parent company, emerged from
Chapter 11 reorganization.

     Pursuant to the Plan, the entity formerly known as NTL Incorporated and its
subsidiaries  and  affiliates  were  split  into two  separate  groups,  and NTL
Incorporated and NTL Europe,  Inc. each emerged as independent public companies.
The  entity  formerly  known  as  NTL  Communications  Corp.  was  renamed  "NTL
Incorporated"  and  became  the  holding  company  for the  former  NTL  group's
principal UK and Ireland assets including our ultimate parent company.  Prior to
consummation  of the Plan, we were a wholly-owned  subsidiary of the entity then
known as NTL Incorporated, which, pursuant to the Plan, was renamed "NTL Europe,
Inc."  and  which  became  the  holding  company  for  the  former  NTL  group's
continental European and certain other assets.

Background of Restructuring

     Both the equity and debt capital markets experienced periods of significant
volatility   in  2001  and  2002,   particularly   for   securities   issued  by
telecommunications  and technology  companies.  As a result,  the ability of our
former ultimate parent company,  then known as NTL Incorporated (now NTL Europe,
Inc.) and its  subsidiaries  to access  those  markets as well as its ability to
obtain  financing from its bank lenders and equipment  suppliers became severely
restricted. In addition, the former NTL Incorporated and its subsidiaries had no
further  funds  available,  or were  unable to draw upon funds  under its credit
facilities.  As a  result  of  these  factors,  together  with  its  substantial
leverage, on January 31, 2002, the former NTL Incorporated announced that it had
appointed  professional  advisors to advise on  strategic  and  recapitalization
alternatives to strengthen its balance sheet, reduce debt and put an appropriate
capital structure in place for its business.

     Promptly upon  obtaining  the requisite  waivers from the lenders under its
credit  facilities,  in  March  2002,  the  former  NTL  Incorporated  commenced
negotiations  with a  steering  committee  of the  unofficial  committee  of its
bondholders and the committee's legal and financial advisors.

                                      4
<PAGE>

     The former NTL Incorporated  and its  subsidiaries  failed to make interest
payments on some of the  outstanding  notes  starting on April 1, 2002.  It also
failed  to  declare  or pay  dividends  on  certain  series  of its  outstanding
preferred stock, due to a lack of available surplus under Delaware law.

     On April 16, 2002,  the former NTL  Incorporated  announced that it and the
unofficial  committee  of its public  bondholders  had reached an  agreement  in
principle  on a  comprehensive  recapitalization  of the former  NTL  group.  To
implement the proposed  recapitalization  plan,  on May 8, 2002,  the former NTL
Incorporated  and certain of its  subsidiaries,  including  ou current  ultimate
parent company,  then known as NTL  Communications  Corp. (now NTL Incorporated)
(collectively,   the   "Debtors")   filed   cases  and  a   pre-arranged   joint
reorganization  plan under Chapter 11 of the US  Bankruptcy  Code. In connection
with  the  filing,  some  members  of the  unofficial  creditors'  committee  of
bondholders entered into a credit facility agreement, referred to in this annual
report as the DIP facility,  committing to provide a wholly-owned  subsidiary of
the current NTL Incorporated  with up to $500 million in new debt financing (NTL
Delaware  committed to provide up to an  additional  $130 million to the current
NTL Incorporated and its subsidiaries under the DIP facility).

     As a result of the payment  defaults as well as the voluntary  filing under
Chapter 11 by the  Debtors on May 8, 2002,  there was an event of default  under
all of the former NTL Incorporated and its  subsidiaries'  credit facilities and
the indentures  governing all of their publicly traded debt,  other than debt of
NTL Triangle.

     The Plan was confirmed by the Bankruptcy Court on September 5, 2002. During
the fall of 2002, the former NTL Incorporated negotiated with a group of lenders
to enter into a new financing  arrangement  to repay the DIP facility,  to repay
certain  obligations and to provide  liquidity to NTL. The Plan became effective
on January 10,  2003  (referred  to as the  Effective  Date),  at which time the
Debtors emerged from Chapter 11 reorganization.  In connection with the Debtors'
emergence  from  Chapter 11  reorganization,  the current NTL  Incorporated  and
certain of its  subsidiaries  issued $558.249 million  aggregate  principal face
amount of 19% Senior  Secured  Notes due 2010 (the Exit  Notes) on  January  10,
2003.  Initial purchasers of the Exit Notes also purchased 500,000 shares of the
current NTL  Incorporated's  common stock on that date.  The gross proceeds from
the sale of the Exit Notes and such shares  totaled $500  million.  The proceeds
were used in part to repay amounts outstanding under the DIP facility (which was
repaid on the  Effective  Date) and to  purchase  from NTL  Delaware a (pound)90
million note of NTL (UK) Group Inc. and to repay certain other obligations. Also
on January 10, 2003, NTL Incorporated and its lending banks amended its existing
credit facilities.

     The  Company  has  historically  incurred  operating  losses  and  negative
operating cash flow. In addition,  the Company  required and expects to continue
to  require  significant  amounts of  capital  to  finance  construction  of its
networks,  connection of customers to the networks,  other capital  expenditures
and for working capital needs including debt service requirements.

     As of December 31, 2002, the Company had approximately  (pound)18.2 million
in cash and cash equivalents on hand. The Company expects to require  additional
cash in the twelve months from January 1, 2003 to December 31, 2003. The Company
estimates that its capital  expenditures and debt service  requirements,  net of
cash from  operations,  will aggregate up to approximately  (pound)32.0  million
from January 1, 2003 to December 31, 2003.  Management  of the Company  believes
that cash and cash  equivalents  on hand at December 31, 2002, and cash from NTL
Incorporated will be sufficient for its and its subsidiaries'  cash requirements
during the twelve months from January 1, 2003 to December 31, 2003.

     Over the long term,  the  Company  will  continue  to require  cash to fund
operations,  service its remaining debt and implement its strategy.  In order to
fund these requirements, the Company anticipates that it will use cash flow from
operations and may also need to issue  additional  debt or equity  securities or
may  need to  secure  additional  bank  financing.  Given  the  restrictions  on
incurring  additional debt that are in the indentures  governing our outstanding
notes,  there can be no assurance  that these sources of funds will be available
to us.

     During NTL's  recapitalization  process,  the Company maintained normal and
regular trade terms with its suppliers and customers.  There can be no assurance
that the Company's  suppliers  will  continue to provide  normal trade credit or
credit on acceptable  terms,  if at all, or that  customers  will continue to do
business or enter into new  business  with NTL.  See also "Risk  Factors"  for a
summary of risks related to NTL's  business in general and the  recapitalization
process in particular.

                                      5
<PAGE>

Description of Indebtedness

     In November 1995, the Company  issued $517.3  million  principal  amount at
maturity  of 11.2%  Senior  Discount  Debentures  due 2007 (the  "2007  Discount
Debentures").  Interest  accreted on the 2007  Discount  Debentures at 11.2% per
annum compounded semiannually from November 15, 1995 to November 15, 2000, after
which  date  interest  became  payable  in cash on each May 15 and  November  15
through  November 15, 2007.  The 2007 Discount  Debentures are redeemable at the
Company's option after November 15, 2000. The 2007 Discount  Debentures  contain
restrictive   covenants  which  limit  the  Company's   ability  to  enter  into
arrangements for the sale of assets,  mergers, the incurrence of additional debt
and the payment of dividends.

     In October 2000,  Cablelink entered into a loan agreement with a subsidiary
of NTL under which (pound)75.2 million and (pound)68.0 million had been borrowed
at December 31, 2002 and 2001, respectively.  The outstanding borrowings are due
in October 2007.  Interest is payable  quarterly in arrears  beginning March 31,
2001. The annual  interest rate is set on January 1 of each year at the 12-month
EURIBOR rate plus 1%. The effective  interest rate at December 31, 2002 and 2001
was 4.32% and 5.69%, respectively.

Consolidated Statement of Cash Flows

     Net cash provided by (used in) operating activities amounted to (pound)16.6
million,  (pound)(45.5)  million  and  (pound)19.7  million  for the years ended
December 31, 2002, 2001 and 2000, respectively. The changes in net cash provided
by operating  activities are primarily due to movements in working  capital as a
result of the timing of receipts and disbursements.

     Net cash used in investing activities was (pound)35.3 million,  (pound)66.9
million and (pound)96.2  million for the years ended December 31, 2002, 2001 and
2000, respectively. Net cash used in investing activities in 2002, 2001 and 2000
was primarily used for capital  expenditures  and has reduced as a result of the
Company's continued effort to conserve cash.

     Net  cash  provided  by  financing   activities  was  (pound)1.7   million,
(pound)142.7  million and  (pound)53.5  million for the years ended December 31,
2002, 2001 and 2000, respectively.  Net cash provided by financing activities in
2002 includes (pound)2.7 million in cash received by Cablelink from a subsidiary
of NTL Incorporated.  Net cash provided by financing activities in 2001 includes
(pound)43.8  million in cash  received by  Cablelink  from a  subsidiary  of NTL
Incorporated and  contributions  from NTL Group Limited of (pound)99.4  million.
Net cash provided by financing  activities in 2000 includes  contributions  from
NTL Group Limited of  (pound)30.1  million and cash received by Cablelink from a
subsidiary of NTL Incorporated of (pound)24.8 million.



                                      6
<PAGE>




Contractual Obligations and Commercial Commitments

     The Company's  consolidated  contractual  obligations are summarized below,
and are fully disclosed in the Notes to Consolidated Financial Statements.

     The Company has no  significant  commercial  commitments as of December 31,
2002.

     The following  table  includes  aggregate  information  about the Company's
contractual  obligations  as of  December  31,  2002  and the  periods  in which
payments are due.



                                     Payments Due by Period
                           ----------------------------------------
                                      Less than      1-3        4-5      After 5
Contractual Obligations    Total       1 Year      Years      Years       Years
-----------------------    -----       ------      -----      -----       -----
                                               (In millions)

Long-Term Debt     (pound)  321.4(pound)  --(pound)  --(pound) 321.4  (pound) --
Capital Lease
Obligations                   2.6        0.7         1.5         0.3         0.1
Operating Leases             38.1        2.5         6.8         1.7        27.1
Unconditional
Purchase
Obligations                   2.9        2.9         --           --          --
Other Long-Term
Obligations                  75.2         --         --         75.2          --
                         --------      -----      -----     ----------     -----
Total Contractual
Cash Obligations   (pound)  440.2(pound) 6.1(pound)  8.3(pound)398.6(pound) 27.2
                   =============================================================

Critical Accounting Policies

     The consolidated  financial statements of the Company and related financial
information  are based on the  application  of accounting  principles  generally
accepted in the United  States,  referred to as GAAP.  GAAP  requires the use of
estimates, assumptions,  judgements and subjective interpretations of accounting
principles that have an impact on the assets,  liabilities,  revenue and expense
amounts reported, as well as disclosures about contingencies, risk and financial
condition. The following critical accounting policies have the potential to have
a more significant impact on the Company's financial statements,  either because
of the  significance  of the financial  statement item to which they relate,  or
because  they require  more  judgement  and  estimation  due to the  uncertainty
involved  in  measuring,  at a specific  point in time,  transactions  which are
continuous in nature.

      o  A subsidiary of NTL provides infrastructure and management support
         services to the Company. The related charges represent the Company's
         portion of costs incurred by the subsidiary of NTL for the benefit of
         all UK operations within NTL. The charges are made on the basis of an
         allocation formula appropriate to each category of charge. The
         allocation is based on management's judgement of a reasonable
         methodology given the facts and circumstances.

      o  The Company maintains an allowance for doubtful accounts receivable for
         estimated losses resulting from the potential inability of its
         customers to make payments. The allowance is estimated based on the
         current aging of receivables, prior collection experience and future
         expectations of conditions that might impact the collectibility. If the
         financial condition of our customers was to deteriorate resulting in an
         impairment in their ability to make payments, additions to the
         allowances may be required.

      o  The Company's determination of the treatment of contingent liabilities
         in the financial statements is based on a view of the expected outcome
         of the applicable contingency. Legal counsel is consulted on matters
         related to litigation. Experts both within and outside the company are
         consulted with respect to other matters that arise in the ordinary
         course of business. A liability is accrued if the likelihood of an
         adverse outcome is probable and the amount is estimable.

                                      7
<PAGE>

      o  The Company reviews long-lived assets and goodwill for impairment as
         described in the Notes to Consolidated Financial Statements. In
         analyzing potential impairments, projections of future cash flows from
         the asset are used. The projections are based on assumptions,
         judgements and estimates of growth rates for the related business,
         anticipated future economic, regulatory and political conditions, the
         assignment of discount rates relative to risk and estimates of terminal
         values. Changes to these variables in the future may necessitate
         impairment charges to reduce the carrying value to fair value.

      o  Fixed assets and intangible assets are assigned useful lives which
         impact the annual depreciation and amortization expense. The assignment
         of useful lives involves significant judgements and the use of
         estimates. Changes in technology or changes in intended use of these
         assets may cause the estimated useful life to change.

Selected Operating Data

     The following table sets forth certain  operating data of the Company as of
December 31, 2002. Comparative figures for December 31, 2001 are not available.



                                              UK Franchises          Cablelink
                                              -------------          ---------
                                                  As of                As of
                                               December 31        December 31(4)
                                               -----------        --------------

     Homes passed (1)                              563,000            474,900
     Homes marketed (2)                            503,800            474,900
     Total customers                               257,834            368,512
     Digital cable subscribers                      79,258             38,051
     Analog cable subscribers                       45,415            311,476
     Broadband Internet subscribers                 61,331              1,737
     Dial-up Internet subscribers                   58,128              2,500
     Telephone subscribers                         247,221              6,436
     Penetration (Homes marketed) (3)                 51.2%              77.6%
     Average monthly revenue per customer   (pound)  36.15      (pound) 12.38
     Churn                                              16.7%               7.8%

1. Homes passed is the number of homes that have ducting buried outside.

2. Homes marketed is the number of homes activated for which the initial
   marketing phase (including door to door direct marketing) has been completed.

3. Penetration is calculated by dividing the number of customers by the number
   of homes marketed.

4. Cablelink is in the process of instituting a more rigorous credit policy that
   is expected to lead to the involuntary disconnection of certain customers. As
   a result of this, Cablelink anticipates that its residential customer base
   will decline by approximately 25,000 net customers in 2003. As a result, we
   expect a decline in revenue, programming costs and bad debt expense, but
   taken together we believe these changes will not have a significant overall
   impact on our results of operations or cash flows.



                                      8
<PAGE>






Results of Operations
     Summary  consolidated  financial  information for the Company for the three
years ended  December  31,  2002,  is as follows  (in  thousands,  "NM"  denotes
percentage is not meaningful):

<TABLE>
<CAPTION>


                                             Year Ended December 31,                 Increase/(Decrease)
                                             2002               2001          (pound)                 %
                                    -------------------------------------------------------------------

<S>                                          <C>              <C>                <C>              <C>
Revenues                           (pound)   194,241  (pound)   180,893 (pound)    13,348            7.4
Operating costs                              (88,632)           (86,207)            2,425            2.8
Selling, general and                         (67,744)           (77,551)           (9,807)         (12.6)
   administrative expenses
Asset impairment                             (19,301)          (291,617)         (272,316)         (93.4)
Other charges                                (14,275)            (5,651)            8,624          152.6
Depreciation and   amortization              (73,716)          (100,916)          (27,200)         (27.0)
                                         -----------        -----------
Operating loss                               (69,427)          (381,049)         (311,622)         (81.8)
                                         -----------        -----------
Interest expense                             (38,832)           (40,466)           (1,634)          (4.0)
Interest expense to affiliate                 (3,130)            (2,951)              179            6.1
Investment income                              1,177                504               673          133.5

 Exchange  gains/(losses) and
     other
                                              35,019            (10,353)           45,372          438.2
                                         -----------        -----------
 (Loss) before  income taxes                 (75,193)          (434,315)         (359,122)         (82.7)
Income tax benefit                             5,137              3,267             1,870           57.2
                                         -----------        -----------
Net (loss)                         (pound)   (70,056) (pound)  (431,048)(pound)  (360,992)         (83.7)
                                   =================  =================

</TABLE>

<TABLE>
<CAPTION>

                                               Year Ended December 31,                  Increase/(Decrease)
                                       -------------------------------------- -----------------------------
                                              2001                2000               2001               2000
                                       ------------------  ------------------ ------------------ -----------

<S>                                           <C>                  <C>                <C>               <C>
  Revenues                           (pound)   180,893   (pound)   160,734  (pound)    20,159            12.5
  Operating costs                              (86,207)            (65,843)            20,364            30.9
  Selling, general and administrative          (77,551)            (79,689)            (2,138)           (2.7)
      expenses
  Asset impairment                            (291,617)                 --            291,617              NM
  Other charges                                 (5,651)             (8,543)            (2,892)          (33.9)
  Depreciation and  amortization              (100,916)            (87,215)            13,701            15.7
                                           -----------         -----------
  Operating loss                              (381,049)            (80,556)           300,493           373.0
                                           -----------         -----------
</TABLE>

<TABLE>
<CAPTION>


                                               Year Ended December 31,                   Increase/(Decrease)
                                       --------------------------------------  -----------------------------
                                               2001                2000                2001               2000
                                       ------------------- ------------------- -------------------------------

<S>                                           <C>                 <C>                  <C>                 <C>
  Interest expense                             (40,466)            (36,251)              4,215              11.6
  Interest expense to   affiliate               (2,951)               (199)              2,752           1,382.9
  Investment income                                504               1,510              (1,006)            (66.6)
    Exchange losses and other                  (10,353)            (27,588)            (17,235)            (62.5)
                                           -----------         -----------
  (Loss) before   income taxes                (434,315)           (143,084)            291,231             203.5
  Income tax benefit                             3,267               3,660                (393)            (10.7)
                                           -----------         -----------
  Net (loss)                         (pound)  (431,048)  (pound)  (139,424)  (pound)   291,624             209.2
                                     =================   =================
</TABLE>




                                      9
<PAGE>



2002 compared with 2001

     Although  total  customers  decreased  in 2002 due to  capital  constraints
including  reduced  capital  expenditures  to  connect  new  customers,  revenue
increased  (pound)13.3  million in 2002 as  compared  with 2001.  This rise is a
result  of  price  increases  including  the  introduction  of  charges  for the
Company's  dial-up  Internet  service  (which was previously  available  without
charge), upselling additional services to customers and from growth in broadband
subscribers.  The Company expects revenue increases in the future to be achieved
by further growth in services such as digital television and broadband services.

     Operating  costs as a percentage of service  income were 45.6% and 47.7% in
2002 and 2001, respectively.  This reduction resulted from further economies and
efficiencies  achieved by NTL from  integrating the Company's  business into the
rest of NTL's UK business.  In absolute  terms,  operating  costs increased from
2001 to 2002 as a result of increases in  interconnection  and programming costs
owing to usage.  Operating  costs  include  certain costs which are charged by a
subsidiary of NTL for the provision of network services and support,  the use of
NTL's  national  backbone  telephony  network  for  carriage  of  the  Company's
telephony traffic, as well as the provision of the technical  infrastructure and
network capacity by NTL for the Company's  Internet service.  In the years ended
December  31,  2002  and  2001,  these  charges  were  (pound)26.9  million  and
(pound)21.3 million,  respectively.  The Company has reduced direct transactions
with third parties as a result of the continued  integration of the Company with
NTL.  As  a  result,   costs  arising   directly  from  third  parties  declined
significantly  in 2002,  with a rise in the costs  charged from a subsidiary  of
NTL.  Furthermore,  commencing  the first  quarter of 2002, a subsidiary  of NTL
began  charging the Company for broadband and digital  television  services.  In
2002,  these  charges  totaled  (pound)2.5   million  and  (pound)1.8   million,
respectively.

     Selling,  general and  administrative  expenses  decreased in 2002 compared
with 2001 as a result of further economies of scale and efficiencies achieved by
NTL from integrating the Company's  business into the rest of NTL's UK business.
Selling,  general and  administrative  expense  includes certain costs which are
charged  by a  subsidiary  of NTL  for  the  provision  of  corporate  services,
including finance,  legal, HR and facility services, and for the provision of IT
services, including the Company's use of the related IT equipment. These charges
were (pound)43.1 million and (pound)39.5 million in 2002 and 2001, respectively.
The increase in these  charges is partly owing to the continued  integration  of
the Company with NTL. The Company has reduced its costs  incurred  directly from
third  parties,  with a rise in the costs charged by a subsidiary of NTL.  Also,
the increase is partly owing to a rise in the charge for the Company's use of IT
and other capital equipment. During 2002, this charge increased by approximately
(pound)2.9  million.  A  significant  portion  of this  increase,  approximately
(pound)1.2 million,  was an expense related to the write-off of certain projects
that had been abandoned.

     Furthermore, the costs charged by a subsidiary of NTL in 2002 were affected
by the following:

     o    As a result  of  capital  constraints  imposed  on its  business,  NTL
          reduced its expenditure in a number of areas,  including those related
          to  expanding  its  customer   base,  and  those  related  to  service
          arrangements  with third parties that provide capital  improvements as
          part of their  services.  These  measures,  as well as the significant
          restructuring  of  NTL's  business  in  2002  in  terms  of  headcount
          reduction and departmental reorganization, have caused NTL to reassess
          whether for some 2002 expenditures, assumptions and estimates relating
          to the allocation of those costs between capital and operating expense
          need to be revised.  The result of this  reassessment  was to increase
          the Company's costs for the year ended December 31, 2002 by (pound)2.9
          million.

     o    During  the year NTL  undertook  a review  of  certain  balance  sheet
          accounts  which  identified  that there were  provisions  that were no
          longer  necessary in light of the  resolution  of the issues and other
          liabilities  that  such  provisions  sought  to  address.  The  review
          resulted in a decrease in the Company's costs by (pound)3.0 million.

     Asset impairment charges were (pound)19.3 million and (pound)291.6  million
in the years ended December 31, 2002 and 2001,  respectively.  Asset  impairment
charges of  (pound)19.3  million  in 2002 are  non-cash  charges  to  write-down
certain assets to their  estimated fair values based on an assessment that their
carrying value was not  recoverable.  These charges include license  acquisition
costs of  (pound)18.0  million and  goodwill  of  (pound)1.3  million,  and were
determined  in  accordance  with  SFAS No.  142.  Asset  impairment  charges  of
(pound)291.6  million in 2001 were the result of an  analysis  and review of the
recoverability of the Company's  long-lived assets and associated  goodwill that
indicated that the carrying  value of certain  assets would not be  recoverable.
The Company recognized a charge of (pound)291.6 million in the fourth quarter of
2001  relating  to the  write-down  of  goodwill  from the 1999  acquisition  of
Cablelink.


                                      10
<PAGE>


     Other charges of (pound)14.3  million in 2002 include (pound)7.5 million of
restructuring  costs  incurred  by  Cablelink  and  (pound)6.8  million of costs
allocated to the Company by a subsidiary of NTL. These  allocated  costs include
(pound)4.1  million of  employee  severance  and  related  costs and  (pound)2.7
million of  recapitalization  expenses.  Other charges of (pound)5.7  million in
2001 were  allocated  to the Company by a  subsidiary  of NTL.  The 2001 charges
include   (pound)4.2   million  in  costs  related  to  information   technology
integration and for business rationalization consulting, plus (pound)1.5 million
for the Company's  allocated share of NTL UK's restructuring  costs. The charges
by a  subsidiary  of  NTL  are  made  on  the  basis  of an  allocation  formula
appropriate to each category of charge that is based on  management's  judgement
of a reasonable methodology given the facts and circumstances.

     The following table summarizes  Cablelink's  restructuring charges included
in other charges that were incurred and utilized in 2001 and 2002.  The employee
severance  and related costs in 2001 and 2002 were for  approximately  20 and 55
employees,  respectively,  to be  terminated,  none of who are still employed by
Cablelink as of December 31, 2002 (in (pound)000's).

<TABLE>
<CAPTION>

                               Employee
                              Severance         Lease Exit
                           and Related Costs       Costs          Fixed Assets      Total
                           -----------------       -----

<S>                                 <C>              <C>             <C>              <C>
Charged to expense             (pound) 249    (pound)  --     (pound)    --     (pound)  249
Utilized                                --             --                --               --
                                    ------             --                --         --------
Balance, December 31, 2001     (pound) 249             --                --     (pound)  249
2001 provision utilized               (249)            --                --             (249)
Charged to expense                   1,139          1,390             5,008            7,537
2002 provision utilized             (1,139)          (121)           (5,008)          (6,268)
                                    ------          ------            -----           -------
Balance, December 31, 2002     (pound) --   (pound)1,269      (pound)   --     (pound) 1,269
                               ===========   ===========       ============     =============
</TABLE>


     Depreciation  and  amortization   decreased  (pound)27.2  million  in  2002
compared  with  2001  primarily  due to the  (pound)30.6  million  reduction  in
amortization due to the adoption of SFAS No. 142 on January 1, 2002. Pursuant to
SFAS No. 142, the Company  discontinued  the  amortization of goodwill and other
indefinite  lived  intangible  assets.  Amortization  expense  in the year ended
December  31,  2001,  after  deducting  the  amortization  of goodwill and other
indefinite  lived  intangible  assets of  (pound)30.6  million,  would have been
(pound)12.5 million.

     Investment income movements are primarily attributable to variations in the
average cash balances available for investment.

     Exchange   (gains)  and  losses   primarily   result  from  the  impact  of
fluctuations  in the  valuation  of the UK Pound  Sterling on the 2007  Discount
Debentures,  which are  denominated  in US  Dollars.  The  Company's  results of
operations will continue to be affected by foreign exchange rate fluctuations.

2001 compared with 2000

     Revenue  increased  (pound)20.2  million in 2001 as compared with 2000 as a
result of price  increases,  upselling new services to customers and from growth
in the Company's customer base.

     Operating  costs as a percentage of service income was 47.7%,  and 41.0% in
2001 and 2000 respectively. The increase in operating costs from 2000 to 2001 is
the result of increases in interconnection  and programming costs owing to usage
and customer growth.  Operating costs include certain costs which are charged by
a subsidiary of NTL for the provision of network  services and support,  the use
of NTL's  national  backbone  telephony  network for  carriage of the  Company's
telephony traffic, as well as the provision of the technical  infrastructure and
network capacity by NTL for the Company's  formerly  subscription  free Internet
service.  In the years ended  December  31, 2001 and 2000,  these  charges  were
(pound)21.3 million and (pound)5.8 million,  respectively. The increase in these
charges is primarily owing to the ongoing  operating  integration of the Company
with the rest of NTL, as well as the  introduction of the Internet  service.  In
the fourth quarter of 2001, the Company's  management adjusted certain operating
cost estimates. As a result, the Company recognized increased operating costs of
approximately (pound)2.7 million in the fourth quarter of 2001.

                                      11
<PAGE>

     Selling,  general and  administrative  expense includes certain costs which
are charged by a subsidiary  of NTL for the  provision  of  corporate  services,
including finance,  legal, HR and facility services, and for the provision of IT
services, including the Company's use of the related IT equipment. These charges
were (pound)39.5 million and (pound)23.9 million in 2001 and 2000, respectively.
The  increase  in these  charges is  primarily  owing to the  ongoing  operating
integration of the Company with the rest of NTL.


     In 1999 the  acquisition  of Cablelink  was made  against a  background  of
increasing   consolidation  and  record  valuations  in  the  telecommunications
industry.  In 2001, the Company performed a review of the  recoverability of its
long-lived  assets and  associated  goodwill  which  indicated that the carrying
value of certain assets would not be  recoverable.  As a result of this analysis
and review the Company recognized an asset impairment relating to the write-down
of goodwill in the fourth quarter of 2001 in the amount of (pound)291.6 million.

     Other charges of (pound)5.7  million in 2001 were  allocated to the Company
by a subsidiary of NTL. The 2001 and 2000 expenses  include  (pound)1.5  million
and (pound)8.5 million, respectively, for the Company's allocated share of NTL's
UK  restructuring  costs.  These  charges are made on the basis of an allocation
formula  appropriate  to each  category of charge that is based on  management's
judgement of a reasonable methodology given the facts and circumstances.

     Interest  expense  increased by (pound)4.2  million from 2000 to 2001.  The
increase  from 2000 to 2001 is owing to the 2007  Discount  Debentures  reaching
their face value in November 2000.

     Investment income movements are primarily attributable to variations in the
average cash balances available for investment.

     The increase in exchange  and losses and other  changes was  primarily  the
result of the impact of  fluctuations  in the valuation of the UK Pound Sterling
on the 2007  Discount  Debentures,  which are  denominated  in US  Dollars.  The
Company's results of operations will continue to be affected by foreign exchange
rate fluctuations.

Recent Accounting Pronouncements

     On December 31, 2002, the Company adopted Statement of Financial Accounting
Standards   ("SFAS")  No.  148,   "Accounting  for  Stock-Based   Compensation--
Transition and  Disclosure."  SFAS No. 148 amends SFAS No. 123,  "Accounting for
Stock Based  Compensation," to provide alternative methods of transition to SFAS
No. 123's fair value method of accounting for stock-based employee compensation.
SFAS No.  148 also  amends  the  disclosure  provisions  of SFAS No. 123 and APB
Opinion No. 28, "Interim Financial Reporting."

     In July 2002, the Financial Accounting Standards Board ("FASB") issued SFAS
No. 146,  "Accounting for Costs  Associated  with Exit or Disposal  Activities."
SFAS No. 146  replaces  Emerging  Issues Task Force  Issue No.  94-3  "Liability
Recognition for Certain Employee Termination Benefits and Other Costs to Exit an
Activity  (including Certain Costs Incurred in a  Restructuring)".  SFAS No. 146
requires that a liability for costs associated with an exit or disposal activity
is recognized when the liability is incurred.  Under Issue No. 94-3, a liability
for an exit cost as defined is recognized at the date of a commitment to an exit
or disposal plan. SFAS No. 146 is effective for exit or disposal activities that
are  initiated  after  December 31, 2002.  The adoption of this  standard is not
expected to have a significant  effect on the results of  operations,  financial
condition or cash flows of the Company.

     In April 2002, the FASB issued SFAS No. 145, "Rescission of FASB Statements
No.  4,  44  and  64,   Amendment  of  FASB  Statement  No.  13,  and  Technical
Corrections",  which is  effective  for the  Company on  January  1,  2003.  The
adoption  of SFAS  No.  145 will  require  any  gain or loss  recognized  on the
extinguishment  of debt to be  classified  as  income  or loss  from  continuing
operations.  Prior to SFAS No. 145, gain or loss from the extinguishment of debt
was classified as an extraordinary item.

                                      12
<PAGE>

     In  August  2001,  the  FASB  issued  SFAS  No.  144,  "Accounting  for the
Impairment  or  Disposal of  Long-Lived  Assets,"  effective  for the Company on
January 1, 2002.  This Statement  superceded  SFAS No. 121,  "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of" and
other  related  accounting  guidance.  The  adoption of this new standard had no
effect on the results of  operations,  financial  condition or cash flows of the
Company.

     In June  2001,  the  FASB  issued  SFAS  No.  143,  "Accounting  for  Asset
Retirement  Obligations,"  effective  for the  Company on January 1, 2003.  This
Statement   addresses   financial   accounting  and  reporting  for  obligations
associated with the retirement of tangible fixed assets and the associated asset
retirement  costs.  The  adoption of this new standard is not expected to have a
significant  effect on our results of  operations,  financial  condition or cash
flows.

     In June 2001, the FASB issued SFAS No. 141,  "Business  Combinations,"  and
No. 142, "Goodwill and Other Intangible  Assets." SFAS No. 141 requires that the
purchase  method of accounting be used for all business  combinations  initiated
after  June  30,  2001.  Use of the  pooling-of-interests  method  is no  longer
permitted.  SFAS No. 141 also includes  guidance on the initial  recognition and
measurement  of  goodwill  and other  intangible  assets  acquired in a business
combination  that is  completed  after  June 30,  2001.  SFAS  No.  142 ends the
amortization of goodwill and indefinite-lived  intangible assets. Instead, these
assets must be reviewed  annually (or more frequently under certain  conditions)
for impairment in accordance  with this  statement.  This impairment test uses a
fair value approach rather than the undiscounted  cash flow approach  previously
required by SFAS No. 121,  "Accounting  for the Impairment of Long-Lived  Assets
and for Long-Lived  Assets to Be Disposed Of." The Company  adopted SFAS No. 141
and SFAS  No.  142 on  January  1,  2002.  Primarily  owing  to the  significant
impairment  charge that the Company  recorded in 2001,  the adoption of this new
standard did not result in an impairment charge on adoption.

     Upon the adoption of SFAS No. 142, the Company performed an analysis of its
intangible  assets acquired before July 1, 2001 to determine whether they should
be  classified  and  accounted  for as part of or separate  from  goodwill.  The
Company determined that license  acquisition costs would no longer be subject to
amortization  since  they are  deemed to have an  indefinite  useful  life.  The
Company also  determined  that no changes in the  remaining  useful lives of the
customer lists were required. The Company performed an evaluation for impairment
of its  goodwill  and  license  acquisition  costs  as of  January  1,  2002 and
determined that no impairment charge was required.

     Estimated  aggregate  amortization  expense for each of the five succeeding
fiscal years from December 31, 2002 is as follows:  (pound)13.0 million in 2003,
(pound)7.0 million in 2004,  (pound)6.0  million in 2005,  (pound)2.0 million in
2006 and (pound)2.0 million in 2007.

     The  following  table  shows the  Company's  net loss as  adjusted  for the
adoption of SFAS No.  142,  had SFAS No. 142 been in effect on January 1 of each
year (in (pound)000's).


                                             Year Ended December 31,
                                    ----------------------------------------
                                        2002          2001          2000
                                    ------------ ------------- -------------

Net loss - as reported
  Amortization of:            (pound)(70,056)(pound)  (431,048)(pound)(139,424)
        Goodwill                    -                   23,336        23,027
        Franchise costs             -                    7,214         7,214
                                    -             ------------  ------------
                                    -                   30,550        30,241
                                    -             ------------  ------------
Net loss - as adjusted        (pound)(70,056)(pound)  (400,498)(pound)(109,183)
                              ================================ ===============

                                    PART III

Item 15.  Exhibits, Financial Statement Schedules and Reports on Form 8-K

(a) (3) Exhibits.

Exhibit No.

99.1      Certification of Chief Executive Officer and Chief Financial Officer
          Pursuant to 18 U.S.C. Section 1350

                                      13
<PAGE>


                                   SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

                                          NTL (TRIANGLE) LLC
                                          (Registrant)
                                          By: NTL Group Limited
                                          its Sole Managing Member
                                              (on behalf of Registrant)


                                          /s/ Barclay Knapp
                                          --------------------
                                          Barclay Knapp
                                          Director

Dated:  April 7, 2003




                                      14
<PAGE>



                                 CERTIFICATIONS

                  I, Barclay Knapp, certify that:

                  1.       I have reviewed this amendment no. 1 to the annual
                           report on Form 10-K/A of NTL (Triangle) LLC;

                  2.       Based on my knowledge, the annual report, as amended,
                           does not contain any untrue statement of a material
                           fact or omit to state a material fact necessary to
                           make the statements made, in light of the
                           circumstances under which such statements were made,
                           not misleading with respect to the period covered by
                           the annual report; and

                  3.       Based on my knowledge, the financial statements, and
                           other financial information included in the annual
                           report, as amended, fairly present in all material
                           respects the financial condition, results of
                           operations and cash flows of the registrant as of,
                           and for, the periods presented in the annual report.



   Date: April 7, 2003              /s/ Barclay Knapp
                                    -----------------
                                    Barclay Knapp
                                    Director of NTL Group Limited,
                                    the sole managing member of
                                    NTL (Triangle) LLC*



I, Bret Richter, certify that:

                  1.       I have reviewed this amendment no. 1 to the annual
                           report on Form 10-K/A of NTL (Triangle) LLC;

                  2.       Based on my knowledge, the annual report, as amended,
                           does not contain any untrue statement of a material
                           fact or omit to state a material fact necessary to
                           make the statements made, in light of the
                           circumstances under which such statements were made,
                           not misleading with respect to the period covered by
                           the annual report; and

                  3.       Based on my knowledge, the financial statements, and
                           other financial information included in the annual
                           report, as amended, fairly present in all material
                           respects the financial condition, results of
                           operations and cash flows of the registrant as of,
                           and for, the periods presented in the annual report.



   Date:  April 7, 2003             /s/ Bret Richter
                                    ----------------
                                    Bret Richter
                                    Director of NTL Group Limited,
                                    the sole managing member of
                                    NTL (Triangle) LLC*


------------
* The Company has no Chief Executive Officer or Chief Financial Officer. Barclay
Knapp and Bret Richter are Directors of NTL Group Limited, the sole managing
member of the Company, and are Chief Executive Officer and acting Chief
Financial Officer, respectively, of NTL Incorporated, the indirect parent of the
Company.



                                      15
<PAGE>


                                                                    Exhibit 99.1

                    Certification of CEO and CFO Pursuant to
                             18 U.S.C. Section 1350,
                             as Adopted Pursuant to
                  Section 906 of the Sarbanes-Oxley Act of 2002

In connection with Amendment No. 1 to the Annual Report on Form 10-K/A of NTL
(Triangle) LLC (the "Company") for the year ended December 31, 2002 as filed
with the Securities and Exchange Commission on the date hereof (as amended
hereby, the "Report"), Barclay Knapp, as Director of NTL Group Limited, the sole
managing member of the Company, and Bret Richter, as Director of NTL Group
Limited, the sole managing member of the Company, each hereby certifies,
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, to the best of his knowledge, that:


(1)    The Report fully complies with the requirements of Section 13(a) or 15(d)
       of the Securities Exchange Act of 1934; and

(2)    The information contained in the Report fairly presents, in all
       material respects, the financial condition and results of
       operations of the Company.



/s/ Barclay Knapp
-----------------
Name:         Barclay Knapp
Title:        Director of NTL Group Limited,
              the sole managing member of NTL (Triangle) LLC*
Date:  April 7, 2003


/s/ Bret Richter
-----------------
Name:         Bret Richter
Title:        Director of NTL Group Limited,
              the sole managing member of NTL (Triangle) LLC*
Date:  April 7, 2003


This certification accompanies the Report pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the
Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended.

------------
* The Company has no Chief Executive Officer or Chief Financial Officer. Barclay
Knapp and Bret Richter are Directors of NTL Group Limited, the sole managing
member of the Company, and are Chief Executive Officer and acting Chief
Financial Officer, respectively, of NTL Incorporated, the indirect parent of the
Company.

                                      16
<PAGE>