exv10w20






Exhibit 10.20




LIBERTY GLOBAL, INC.

DEFERRED COMPENSATION PLAN




DEFERRAL ELECTION FORM




Participant’s Name:___________________________




     This Deferral Election is subject to all of the terms of the Liberty Global, Inc. Deferred
Compensation Plan (the “Plan”). I acknowledge that I have received a copy of the Plan and that my
participation is subject to the terms and conditions of the Plan and this Deferral Election. I
understand that capitalized terms in this Deferral Election have the meanings assigned to such
terms in the Plan.



I.    DEFERRAL ELECTION:




     A.    2009 Base Salary



     o    I hereby elect to defer ___% (not more than 50%) of my 2009 base salary.



     B.    2008 Cash Performance Award



     o     I hereby elect to defer ___% of my 2008 cash performance award.



     C.    Performance Incentive Plan



     o    I hereby elect to defer payment of my “Earned Award”, as determined under the Performance
Incentive Plan for the Performance Period ending December 31, 2008, in the portion specified for
each payment installment as follows (specify percentage or dollar amount—any excess of the
specified dollar amount over the amount payable will be disregarded and not carried forward):



	 	 	 	 	 
	 	 	 	 	Apply Deferral
	Installment Due	 	Portion Deferred	 	to Cash First*
	 
	 	 	 	 
	March 31, 2009
	 	 	 	 
	 

	 	 
	 	 
	 
	 	 	 	 
	September 30, 2009
	 	 	 	 
	 
	 	 	 	 
	 
	 	 	 	 
	March 31, 2010
	 	 	 	 
	 
	 	 	 	 
	 
	 	 	 	 
	September 30, 2010
	 	 	 	 
	 
	 	 	 	 
	 
	 	 	 	 
	March 31, 2011
	 	 	 	 
	 
	 	 	 	 
	 
	 	 	 	 
	September 30, 2011
	 	 	 	 
	 
	 	 	 	 
	 
	 	 	 	 







 




			
	*	 	Check if the deferral election should be applied first to any cash portion of the
installment.




 









 










II.   TIMING AND FORM OF DISTRIBUTION




     A.   Timing of Elective Distribution Event



             I hereby elect the following distribution events (check one box and complete, if necessary):




            1.
  o    The specified date of ________________________ (specify up to three dates not later
than December 31, 2039); or




            2.
  o   The earlier to occur of (specify which of the following are applicable):




                 
o   The specified date of ________________________ (specify up to three dates not
later than December 31, 2039).




                  o   My Separation from Service.




                  o   A Change of Control.




                  o   A Section 409A Change of Control.




     B.    Form of Payment



             I hereby elect the following form of payment commencing on the applicable distribution event
(check one box and complete, if necessary)



o    A single lump sum payment; or




o    A series of ________________________ (specify five or fewer) substantially equal annual
installments, or




o    A portion allocated to each specified date I have designated, as follows (identify
percentages totaling 100% and indicate the associated date)




___________________________




___________________________




___________________________





 




			
	* Note:	 	For certain officers who are defined as “specified employees” under Section 409A, the
payment of any deferred compensation due to Separation from Service for any reason (other than
death) will be delayed until 6 months after the date of such separation.






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III. PARTICIPANT SIGNATURE AND DATE:




     I understand that this Deferral Election will become irrevocable on December 31, 2008.



     I further understand that the Company may take whatever steps the Company, in its sole
discretion, deems appropriate or necessary to satisfy the Company’s state and federal income tax,
social security, Medicare, and any other tax withholding obligations (including in jurisdictions
other than the United States) arising in connection with any Compensation subject to this Deferral
Election. I understand that social security and Medicare (FICA) tax will arise at the time the
payments would otherwise have been made in the absence of this deferral election, and that the
Company will withhold amounts necessary to satisfy that obligation from other compensation I am
entitled to receive.



     This Deferral Election shall be interpreted, and such amounts shall in all events be paid, in
a manner consistent with Section 409A so as to avoid adverse tax consequences related to the
deferrals.



     I am aware that any elections I have hereby made may have significant tax consequences to me
and, to the extent I deem necessary, I have received advice from my personal tax advisor before
making this Deferral Election.



	 	 	 
	________________________________________

	 	Deliver by December 31, 2008 to:
	Participant’s Signature
	 	 
	 
	 	 
	


________________________________________


Date Signed

	 	Liberty Global, Inc.

Attn: Senior Vice President, Global

           Human Resources

12300 Liberty Boulevard

Englewood, Colorado 80112







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