United Pan-Europe Communications N.V. Results for Three Months and Year Ending December 31, 2000

'Year end targets exceeded as a result

of excellent growth in revenues and subscribers'



Apr 02, 2001, 01:00 ET from United Pan-Europe Communications N.V.

    AMSTERDAM, Netherlands, April 2 /PRNewswire/ --
 United Pan-Europe Communications N.V. (Nasdaq: UPCOY) ("UPC" or the "Company")
 (EURONEXT Amsterdam: UPC) today announced its financial results for the
 three months ended December 31, 2000.  UPC has exceeded its year end targets
 with results that show continued subscriber and revenue growth.
 
     Highlights
 
     Year 2000 versus Year 1999
     *  Total revenue for the year 2000 increased 124% from EUR 448 million to
        EUR 1,001 million
     *  Total revenue generating units (RGUs)(a) increased 42.4% in the year
        from 5,932,000 to 8,446,000
     *  New Services(b) revenues grew 335.6% from EUR 73 million to
        EUR 318 million
     *  New Services RGUs increased by 720,000 in the year, an increase of
        118.4% from 608,000 to 1,328,000
     *  Average revenue per RGU per month ("ARPU") for the year 2000 increased
        by 20% from EUR 8.98 to EUR 10.78(c)
     *  Group Adjusted EBITDA(d) ahead of expectations at EUR (363) million
 
     Quarter 4, 2000 versus Quarter 3, 2000
 
     Total UPC Consolidated
     *  Total revenue for the fourth quarter 2000 increased 18.4% from
        EUR 258 million to EUR 305 million, beating targets by EUR 21 million
     *  Total RGUs increased by 12.7% in the quarter from 7,493,000
        to 8,446,000
     *  Group Adjusted EBITDA better than expectations at EUR (131) million
     *  Group net loss at EUR (514) million, impacted by non-cash charges
        including depreciation and amortisation charges, foreign exchange
        losses and our share of losses from affiliates
 
     UPC Distribution Results
     *  UPC Distribution revenues increased 12.5% from EUR 250 million
        to EUR 281 million
     *  New Services revenues grew 19.1% from EUR 87 million to EUR 103 million
     *  New Services RGUs increased by 237,000 in the quarter, an increase of
        21.7% from 1,091,000 to 1,328,000
     *  ARPU for the fourth quarter 2000 increased 6.7% from EUR 10.50
        to EUR 11.20
     *  UPC Distribution Adjusted EBITDA in line with expectations at
        EUR 10 million
 
     Key Developments
     *  Announced merger of German assets with PrimaCom -- existing committed
        PrimaCom financing facilities will fully fund upgrade
     *  EUR 1 billion rights offering announced and backstopped by
        UnitedGlobalCom with an additional maximum EUR 500 million in private
        placement subject to full take up of rights
     *  EUR 1.43 billion convertible preferred private equity placement funded
     *  UPC Media created to achieve greater management and operational
        efficiencies between UPCtv operations and chello
 
     Outlook
     *  Strong revenue growth in UPC Distribution business, particularly from
        strong internet RGU additions
     *  Digital Services product being further developed and enhanced in
        advance of hard launch in Q3/Q4 2001
     *  Adjusted EBITDA on track, benefiting from continued cost savings
 
     Management Comments
     Commenting on UPC's results, Mark Schneider, Chairman and CEO of UPC,
 said: "We are pleased to have ended the year with another solid quarter of
 growth in both revenues and RGUs.  During the course of the year we have
 successfully grown the business through acquisitions and organic growth to
 establish the scale that we set out to achieve.  We now pass 10.7 million
 homes and two-thirds of our Western European homes are two-way ready.  We have
 ended the year with RGUs totalling an impressive 8.4 million.  The fourth
 quarter 2000 experienced encouraging organic growth in New Services with
 237,000 RGUs added in the quarter -- a new record for UPC."
     "The Group has been restructured into three divisions, UPC Distribution,
 UPC Media and Priority Telecom, each headed by quality leaders.  Gene
 Musselman, who was responsible for our successful Austrian operations, will
 lead UPC Distribution in the process of centralisation; Gene is backed by a
 team of seasoned managers.  At UPC Media, Andrew Barron is co-ordinating our
 efforts to optimise the synergies between our chello and media operations
 fully supported by Simon Oakes, who has run the programming and UPCtv division
 since 1998.  Priority Telecom is in the capable hands of Chris Rooney, who
 brings with him 17 years of experience at Sprint and Cignal.  These
 operational leaders give us the depth of management required as we move into
 2001."
     Gene Musselman, Chief Operating Officer of UPC, comments "From 2001
 onwards, we believe the scale we have built will enable us to optimise our
 margins as we focus on driving revenue and EBITDA growth.  Progress on the
 rationalisation of our businesses was positive, particularly in France and the
 Netherlands where we have continued integration initiatives in the fourth
 quarter.  By the end of 2000, we generated a total business pre-SAC(e) EBITDA
 margin of 43% in Austria.  This provides us with a best practice template
 towards which we are driving the rest of the business."  Gene Musselman
 continues: "We successfully launched our pan-European Data Centre in
 Amsterdam, currently serving the Netherlands, France and Sweden and we will
 continue its roll-out to the rest of Europe in 2001.  The Data Centre provides
 us with a centralised and fully integrated IT solution for customer care,
 provisioning, billing and marketing which should enable us to better serve our
 customers in a very cost effective way.  This IT platform is key in supporting
 our triple play strategy going forward, it allows real convergence in our
 service offerings and enables us to take full advantage of the cost economies
 achieved through scale."
     Mark Schneider continues, "Significant steps have been taken towards
 realising our strategy in Germany.  The announced merger of UPC's German
 assets with PrimaCom will create a cable company with 1.6 million densely
 concentrated subscribers.(f)  In addition, our Telecolumbus option would, if
 exercised, bring the total subscribers to 2.1 million, creating the second
 largest cable company in Germany.  The PrimaCom asset is an integrated network
 with 65% end-to-end customer connectivity and it has a focused clustering of
 subscribers primarily in the Berlin/Brandenburg, Sachsen/Thueringen regions.
 It is therefore highly scalable, making it an attractive market for the
 deployment of the Triple Play.  It will also benefit from fixed investments in
 IT, digital services, Media and chello already made by UPC, further enhancing
 the return on capital to both UPC and new PrimaCom shareholders."
     Charlie Bracken, Chief Financial Officer of UPC, concludes "Our capital
 position has been reinforced by the funding of the EUR 1.43 billion private
 convertible preferred placement in the fourth quarter 2000 and the
 announcement of the fully backstopped EUR 1 billion rights issue.  Full take
 up of the rights could provide us with up to EUR 1.5 billion funding in total,
 with UGC(g) participating in a private placement at a 36% premium on the
 rights price.  Upon completion of the rights offering, with these equity
 financings we will have raised nearly EUR 3 billion of committed equity in a
 challenging capital markets environment.
     "As we move into 2001, we believe we have achieved the pan-European scale
 in this industry which should drive down costs and improve margins, with a
 strong management team in place to lead us through this vital execution phase,
 and the committed capital we need to support our current plans.  We remain
 confident in meeting our 2001 targets of EUR 1.4 billion revenues and
 EUR (200) million EBITDA by year end."
 
     Group Financial Review
     Operations have been focused into three principal divisions.  In addition,
 the Company has a valuable investment portfolio that includes strategic
 investments in publicly quoted companies, such as PrimaCom and SBS, as well as
 investments in private companies, with current values in excess of
 EUR 500 million.  We will continue to seek to rationalise these investments as
 we have demonstrated with our recently announced merger of our German assets
 with PrimaCom, into liquid trading securities.
 
     UPC's three principal divisions are split as follows:
 
     1.  UPC Distribution -- the residential business delivering the Triple
         Play of television, internet and telephony.
 
     2.  UPC Media -- comprising the converging businesses of chello and
         programming which wholesale their products and services to UPC and
         other third parties.
 
     3.  Priority Telecom -- the division targeting the business market.
 
     The Group results are detailed first, followed by a breakdown of the
 financial results of these business units.
 
     Revenue
     UPC's consolidated revenues for the year ended December 31, 2000 were
 EUR 1,001 million increasing 124% compared to 1999.  The revenues for the
 fourth quarter of 2000 increased by 18.4% to EUR 305 million compared to the
 third quarter of 2000.  Revenue growth in New Services was strong as UPC
 increased its residential New Services subscriber base by adding 237,000 RGUs
 in the fourth quarter of 2000, bringing total New Services RGUs to 1,328,000.
 
 
     Revenues (EUR '000s)  Q4 2000   Q3 2000   Q4 1999      YE 2000   YE 1999
 
     UPC Distribution
     Basic Cable           178,158   163,376   130,203      639,982   363,348
     New Services (1)      103,320    86,784    35,526      318,346    73,056
     Total UPC
      Distribution         281,478   250,160   165,729      958,328   436,404
 
     Content/Services
     Media                  23,426    18,622    10,884       71,230    15,050
     chello                 10,520     8,790     3,863       31,972     7,323
     Priority Telecom (2)   19,081     3,436    NA           27,876    NA
     Total Content/Services 53,027    30,848    14,747      131,078    22,373
 
     Intercompany
      Eliminations and
      Other (3)            (29,146)  (23,131)   (9,127)     (88,581)  (11,276)
 
     Total UPC
      Consolidated         305,359   257,877   171,349    1,000,825   447,501
 
     1)  Including Priority Telecom activities in UPC Distribution
     2)  Excluding Priority Telecom activities in UPC Distribution
     3)  Includes Digital services and overhead
 
     Adjusted EBITDA
     The year 2000, had negative Adjusted EBITDA of EUR (363) million, as UPC
 further developed and rolled out its New Services, integrated its acquired
 businesses, put supporting infrastructures in place to execute on its triple
 play strategy and developed its brands.  As expected, the fourth quarter 2000
 experienced the most significant negative Adjusted EBITDA of
 EUR (131) million, impacted by costs associated with the accelerated
 integration and restructuring of UPC France and UPC Nederland, one off
 subscriber acquisition costs as we significantly expanded our New Services
 subscriber base and the soft launch of our digital offering.  As we enter into
 2001, Adjusted EBITDA figures will now start to improve as we move out of the
 significant investment phase into the period where we begin to experience the
 beneficial impact of these investments.
 
     Adjusted EBITDA (EUR '000s)
                        Q4 2000    Q3 2000    Q4 1999      YE 2000   YE 1999
 
     UPC Distribution
     Basic Cable         62,951     60,906     18,350      235,969   116,509
     New Services (1)   (53,100)   (44,665)   (45,421)    (170,315)  (81,117)
     Total UPC
      Distribution        9,851     16,241    (27,071)      65,654    35,392
 
     Content/Services
     Media              (41,528)   (27,230)   (32,210)    (116,417)  (50,100)
     chello             (32,020)   (33,397)   (23,331)    (126,523)  (58,278)
     Priority
      Telecom (2)       (27,546)    (9,616)    (4,012)     (50,881)   (5,436)
     Total
      Content/Services (101,094)   (70,243)   (59,553)    (293,821) (113,814)
 
     Corporate and
      other (3)         (39,973)   (42,554)   (15,519)    (135,030)  (41,405)
 
     Total UPC
      Consolidated     (131,216)   (96,556)  (102,143)    (363,197) (119,827)
 
     1)  Including Priority Telecom activities in UPC Distribution
     2)  Excluding Priority Telecom in the UPC Distribution
     3)  Includes Adjusted EBITDA for Digital Services
 
     Net Results
     The net loss for the fourth quarter of 2000 amounted to EUR 514 million
 compared to EUR 640 million in the third quarter of 2000.  The net loss for
 the year amounted to EUR 1,989 million impacted principally by non-cash
 charges in the year including depreciation and amortisation charges of
 EUR 719 million, foreign exchange losses of EUR 143 million, interest charges
 of EUR 273 million and UPC's share in results of affiliated companies of
 EUR 117 million.
 
     Capital Expenditures
     During the fourth quarter of 2000, UPC's consolidated capital expenditures
 increased to EUR 644 million from EUR 541 million in the third quarter of 2000
 as UPC continued to invest in upgrading its network, the launch of New
 Services and the upfront investment in its pan-European IT platform.  At the
 end of 2000, we had a total of 4.4 million two-way ready homes, with
 two thirds of Western Europe fully upgraded.  As a result, we now have a
 significant platform ready for the rollout of our triple play products where
 we will focus our triple play strategy in 2001.  In addition, we have started
 the upgrade of Central Europe, with approximately 14% of homes upgraded.  Our
 focus in Central Europe has been the upgrade of capital cities with attractive
 demographics, we will continue to upgrade these cities during the second half
 of 2001 as we advance the roll-out of our internet product following its
 launch in the fourth quarter 2000.  Total capital expenditure for the year was
 EUR 1.7 billion, in line with expectations.  Capital expenditure will decrease
 in 2001 as investment moves towards supporting RGU growth in already upgraded
 areas. (h)
 
     Capital Position
     Despite difficult market conditions, UPC was able to close and fund its
 EUR 1.43 billion convertible preference share financing under the original
 terms.  UPC's capital structure will be further strengthened by the completion
 of the EUR 1 billion rights issue, announced on February 23, 2001, which is
 fully backstopped by UGC, UPC's largest shareholder.  UGC has agreed to
 purchase its full pro-rata share of the rights issue and to "backstop" the
 offering by purchasing additional common shares not purchased by other
 shareholders.  An additional private placement to UGC, equal to the
 subscription value of the shares purchased by other shareholders and purchased
 at a premium to the rights issue, could account for an additional
 EUR 500 million, should the rights issue be fully subscribed.  This additional
 EUR 500 million would give UPC significant additional capital going forward
 and funds the operations deep into 2003.
     The completion of the merger of UPC's German assets with PrimaCom will
 give UPC its German vehicle, with a separate balance sheet and existing
 committed credit facilities which should finance the combined UPC/PrimaCom
 German operations.  In addition, Priority Telecom is advanced in its
 discussions to secure third party financing to fully fund its business.
     In 2001, UPC will continue to focus on seeking strategic investors for UPC
 Media.  The EUR 2.5 to EUR 3 billion of equity funding that UPC has announced
 in the last six months complements the company's long-term debt structure,
 which has an average cost of capital below 10%.  Overall, UPC has achieved all
 its financing with an efficient capital structure capable of supporting the
 business going forward.
 
     Operating Review By Division
 
     1. UPC Distribution
     UPC's operating results show continued growth in all segments, confirming
 the company's position as Europe's leading integrated last mile broadband
 provider.
 
     The following table shows operating statistics for UPC on a consolidated
 basis and pro-forma for the announced merger of UPC's German assets with
 PrimaCom.
 
 
     Consolidated Operating Statistics
 
                             Consolidated     Pro-forma     Consolidated
                                figures        for Prima-      figures
     (all figures in '000s)  (inc. Germany)     com (6)
                            Q4 2000   Q3 2000    Q4 2000       Q4 1999
 
     Total Homes Passed     10,737     9,697      12,654        8,205
     Two-way Homes Passed(1) 4,409     4,099       4,820        2,757
 
     Basic Cable
      Subscribers            7,118     6,403       8,419        5,324
     Digital Subscribers        24         0          29            0
     Telephony Subscribers(2)  422       365         422          211
     Telephony Lines(3)        481       418         481          232
     Internet Subscribers      349       278         370          122
     DTH Subscribers           474       395         474          254
 
     Total Subscribers(4)    8,387     7,441       9,714        5,911
 
     Total RGUs(5)           8,446     7,493       9,773        5,932
 
     1)  Includes Monor
     2)  Includes reseller and business subscribers
     3)  Includes reseller and business lines
     4)  Sum of Basic Cable, Digital, DTH, Internet and Telephony subscribers
     5)  Sum of Basic Cable, Digital, DTH, Internet subscribers and Telephony
         lines
     6)  Including Dutch operations as per PrimaCom's Form 20-F SEC filing
 
     As UPC's New Service RGUs continued to grow and as they account for an
 increasing proportion of our revenue, they continue to drive growth in ARPU:
 
     *  Residential Triple Play ARPU increased 6.7% during the quarter
        to EUR 11.20
     *  The launch of our Residential Triple Play has been predominantly
        focussed in our Western European markets. Residential Triple Play ARPU
        in Western Europe rose 8.9% during the quarter to EUR 13.79
 
     The accelerating growth of Triple Play ARPUs is encouraging, particularly
 in Western Europe where UPC will be aggressively concentrating the bundled
 sale of its services going forward.
     Consolidated Triple Play revenues increased to EUR 281.5 million in the
 fourth quarter of 2000 from EUR 250.2 million in the third quarter of 2000, an
 increase of 12.5%.  Revenues from New Services increased 19.1% to
 EUR 103.3 million in the fourth quarter from EUR 86.8 million in the third
 quarter 2000.
     A comparison of the figures from the fourth quarter 2000 with those from
 the same quarter in 1999 gives an indication of the scale of the growth that
 has taken place across the year:
 
     *  Total Triple Play revenues grew 70%, to EUR 281.5 million from
        EUR 165.7 million.
 
     *  Cable revenues grew 37%, to EUR 178.2 million from EUR 130.2 million,
        primarily due to acquisitions.
 
     *  New Services revenues grew 191%, to EUR 103.3 million from
        EUR 35.5 million, predominantly the result of organic growth.
 
     Triple Play Adjusted EBITDA for the quarter was in line with expectations.
 It was impacted both by the ongoing rationalisation in France and the
 Netherlands and by subscriber acquisition costs, which helped drive the
 organic growth in New Services subscribers of 237,000.
     UPC's digital rollout continues. The launch to 24,000 subscribers in the
 fourth quarter of 2000 and continuing staged roll-out enables UPC to develop
 the details of its digital offering in advance of full launch.  The bulk of
 the expected 250,000 digital subscribers by the end of 2001 remain on track to
 be added in the latter half of the year.
 
     2. UPC Media
     UPC now has a single division, UPC Media, combining the management and
 operations of the UPC channel business and chello led by an experienced team,
 delivering classic pay television, internet access, interactive services (for
 the PC and television) and event-driven programming products.  UPC expects to
 see the full benefits of focusing its interactive and content activities into
 one business as we progress into 2001.
     This quarter, the focus for the television channel business has been rapid
 growth, with a view to building its subscriber base and achieving the desired
 cost structure.  Aggregate channel subscribers grew by 15% to 20.3 million, up
 from 17.6 million in the third quarter 2000.  The demand amongst third parties
 for UPC's channels, particularly Reality TV and Extreme Sports, continues to
 grow: by year end 2000 the number of non-UPC subscribers reached 14.3 million.
 Further strides were made with the official opening of the Digital Media
 Centre in October and the MTV joint venture channels in Poland are now fully
 operational and attracting impressive ratings.  This was also the first full
 quarter of operations for the sports channels launched in Hungary, Czech
 Republic and Slovakia.
     As a result of this encouraging growth, revenues from the content division
 of UPC Media have increased by 26% to EUR 23.4 million from EUR 18.6 million
 in the third quarter of 2000.  The Adjusted EBITDA loss of EUR (41.5) million
 was in line with expectations and the channel business remains on target to
 break even in 2003.
     In preparation for the full launch of digital services, UPC has made a
 considerable investment in the development of its interactive services
 offering.  These services include enhanced interactive television,
 entertainment and gaming, the walled garden, internet on the television and
 the EPG.  Progress is also being made on developing the company's event-driven
 programming, where we are making progress in the preparation of an NVOD
 offering and continue to work on developing a cost effective way of deploying
 VOD and PVR.(i)  These products will provide a strong platform for driving
 revenues from our digital offering.
     The chello access business is developing quickly, with subscriber numbers
 growing by 28% to 338,000 from 264,000 in the third quarter of 2000.
 Following the start of the upgrade of key Eastern European capital cities,
 chello has launched a local language service in both Poland and Hungary.
 Revenues from chello have grown by 20% to EUR 10.5 million from
 EUR 8.8 million in the third quarter of 2000.  Adjusted EBITDA also improved
 to EUR (32) million from EUR (33.4) million in the third quarter 2000.
 Consequently, the chello access business is on track to reach EBITDA breakeven
 by the first quarter 2002.
 
     3. Priority Telecom
     Priority Telecom ("Priority") has achieved the goals that were set for it
 at the start of 2000.  In particular, the closure of the Cignal transaction
 brought an excellent management team and expertise into the group.  The
 business is now one of the leading European business telecom operators.  It is
 already the third largest CLEC in Europe based on revenues and the largest in
 Europe in terms of the 12,000 route kilometres of fibre in the UPC footprint.
 The business has an efficient capital model thanks to IRU agreements that
 provide exclusive access to UPC's already constructed network.  For example,
 in Amsterdam over 60,000 businesses already lie within 500 metres of
 Priority's fibre.  Operations will be concentrated on the 14 European cities
 that will generate the best return on capital employed.  Priority's strategy
 is to focus on the areas where it can generate revenues most cost effectively
 given the network infrastructure that it has access to.  Priority Telecom is
 in discussions to secure third party financing, which will help validate its
 business model and the success that the business has already achieved.
     The separation of the Priority Telecom business from the remaining UPC
 Distribution assets is broadly complete and is anticipated that the business
 will be reported separately from 2001; however, the 2000 figures continue to
 include Priority Telecom activities in the operating systems in UPC
 Distribution.  Pro-forma for a full year revenue contribution from Cignal, the
 combined Priority Telecom business generated approximately EUR 150 million
 revenues for the year.  Annualised fourth quarter run-rate revenues reached
 EUR 190 million,(j) exceeding the year end target of EUR 180 million.
 
     United Pan-Europe Communications N.V. (UPC) is one of the leading
 broadband communications and entertainment companies in Europe.  With
 headquarters in Amsterdam they are active in 17 countries in Europe and in
 Israel.  Through its broadband networks UPC provides television, Internet
 access, telephony and programming services.  UPC employs over 11,000 people.
     UPC completed an IPO in February 1999 and its shares are traded on the
 EURONEXT Amsterdam Exchange (UPC) and NASDAQ (UPCOY).  UPC is a consolidated
 subsidiary of UnitedGlobalCom, Inc. (Nasdaq: UCOMA)
 
 
     IMPORTANT DATES    1st Quarter 2001 results     15 May 2001
                        Annual General Meeting       17 May 2001
                        2nd Quarter 2001 Results     14 August 2001
                        3rd Quarter 2001 Results     14 November 2001
 
     NOTE: Except for historical information contained herein, this release
 contains forward-looking statements, which involve certain risks, and
 uncertainties that could cause actual results to differ materially from those
 expressed or implied by these statements.  These risks and uncertainties
 include the acceptance and continued use by subscribers and potential
 subscribers of the Company's services, changes in the technology and
 competition.  Closing of the announced planned acquisitions and financings,
 our ability to achieve expected operational efficiencies and economies of
 scale, our ability to generate expected revenue and achieve assumed margins,
 as well as other factors detailed from time to time in the Company's filings
 with the Securities and Exchange Commission.
     This notice does not constitute an offer of any securities for sale.  The
 rights offering will be made only by means of a prospectus.
 
     (a)  Calculated as the sum of Basic Cable, Digital, Internet, DTH (Direct
          to Home) subscribers and Telephony lines.
 
     (b)  New Services are services that are additional to the basic cable
          business.  They include Digital, Internet, Telephony and DTH
          services.
 
     (c)  Excludes Germany and is based on residential subscribers only
 
     (d)  Adjusted EBITDA represents earnings before depreciation, amortisation
          and stock based compensation
 
     (e)  SAC: Subscriber Acquisition Cost
 
     (f)  In Germany (excludes PrimaCom's Dutch subscribers)
 
     (g)  UGC: UnitedGlobalCom, UPC's parent company
 
     (h)  Upgrade figures include Monor, but exclude Germany
 
     (i)  NVOD: Near Video on Demand; VOD: Video on Demand; PVR: Personal Video
          Recorder
 
     (j)  Figure is pro-forma for Cignal which generated revenues of
          EUR 21.43 million in the fourth quarter 2000
 
     Also, please visit www.upccorp.com for further information about UPC and a
 presentation of the 4th Quarter and Annual Results 2000.
 
 
                                                  As of           As of
                                               December 31,     December 31,
                                                  2000            1999
                                            (In thousands of Euros, except
                                             share and per share amounts)
     ASSETS:
 
     Current assets
     Cash and cash equivalents                   1.590.230        1.025.460
     Restricted cash                                   421           17.135
     Subscriber receivables, net of allowance
      for doubtful accounts of 57,108
      and 16,754, respectively                     151.977           59.860
     Costs to be reimbursed by affiliated companies 12.459           10.500
     Other receivables, including related
      party receivables of 5,140 and 12,115,
      respectively                                 155.212           84.379
     Inventory                                     127.813           66.403
     Prepaid expenses and other current assets      82.475           72.925
       Total current assets                      2.120.587        1.336.662
     Other investments                             105.063          623.341
     Investments in and advances
      to affiliated companies                      685.288          242.847
     Property, plant and equipment, net          3.581.539        1.908.414
     Goodwill and other intangible assets, net   5.119.892        2.611.413
     Deferred financing costs, net of
      accumulated amortization of 34,225
      and 5,937, respectively                      178.113           77.861
     Other assets                                   11.889            1.734
     Total assets                               11.802.371        6.802.272
 
     LIABILITIES AND SHAREHOLDERS' EQUITY:
 
     Current liabilities
     Accounts payable, including related party
      payables of 762 and 2,785, respectively      579.060          250.858
     Accrued liabilities                           583.351          273.141
     Subscriber prepayments and deposits           100.696           41.208
     Short-term debt                                51.860          163.241
     Current portion of long-term debt              17.832           50.291
       Total current liabilities                 1.332.799          778.739
     Long-term debt.                             8.078.269        3.903.410
     Other long-term liabilities                    46.801           88.028
     Total liabilities                           9.457.869        4.770.177
     Commitments and contingencies                      --               --
 
     Minority interests in subsidiaries            831.132           11.895
 
     Shareholders' equity (As adjusted for stock splits)
       Priority stock, 1.0 par value, 300 shares
        authorized, 300 shares issued                   --               --
       Ordinary stock, 1.0 par value, 600,000,000
        shares authorized, 441,246,729 and
        435,604,497 shares issued, respectively    441.247          435.605
         Series 1 convertible preferred stock,
          class A common stock, 1.0 par value,
          12,400 shares authorized, 12,400 and
          zero shares issued, respectively.      1.392.251               --
       Additional paid-in capital                2.800.234        2.371.951
       Deferred compensation                       (87.945)         (47.425)
       Accumulated deficit                      (3.110.627)      (1.114.219)
       Other cumulative comprehensive income        78.210          374.288
         Total shareholders' equity              1.513.370        2.020.200
         Total liabilities and
          shareholders' equity                  11.802.371        6.802.272
 
     The notes are an integral part of these consolidated financial statements.
 
 
                                 For the Six Months
                           For the Years Ended December 31,
                  2000       1999      1999     1998       1998
                          (In thousands of Euros, except
                           share and per share amounts)
 
      Service and
       other
       revenue 1.000.825   447.501   331.954   195.270   185.582     986.162
      Operating
       expense  (714.906) (293.778) (151.090)  (66.111)  (62.830)   (647.402)
       Selling,
        general
        and ad-
        ministra-
        tive
        expense (569.121) (466.260)  (265.138) (62.374) (218.587) (1.027.502)
      Depreciation
       and amorti-
       zation   (718.669) (266.070)  (148.404) (94.953)  (85.150)   (586.341)
       Net operating
        loss  (1.001.871) (578.607)  (232.678) (28.168) (180.985) (1.275.082)
      Interest
       income     44.345    20.104     13.520    2.017     3.357      44.304
      Interest
      expense   (744.151) (177.260)   (62.107) (48.155)  (41.888)   (390.630)
      Interest
       expense,
       related
       party      (9.080)   (1.188)                       (5.467)     (2.617)
      Foreign
       exchange
       gain (loss)
       and other,
       net      (181.285)  (21.061)    (2.595)  (8.234)   (1.606)    (46.412)
       Net loss
        before income
        taxes and
        other
        items (1.892.042) (758.011)  (283.860) (82.540) (226.589) (1.670.437)
      Share in
       results of
       affiliated
       com-
       panies   (116.690)  (29.760)   (33.168) (31.619)  (28.962)    (65.583)
      Minority
       interests in
       subsi-
       diaries    23.887     1.651        115    1.722       523       3.638
      Income tax
       benefit
       (expense)  (3.930)    1.822      1.118    1.114      (551)      4.015
       Net
        loss  (1.988.775) (784.298)  (315.795)(111.323) (255.579) (1.728.365)
      Basic net
       loss
       attributable
       to common
       sharehol-
       ders   (1.996.408) (784.298)                     (255.579)
      Basic and
       diluted net
       loss per
       ordinary
       share (a)   (4,56)    (2,08)     (2,72)   (1,34)    (1,03)     (4,57)
      Weighted-average
      number of
      ordinary
      shares out-
      stan-
      ding(a)  438.041.841  377.969.829    --        --  247.915.834     --
 
     (a)  As adjusted for the stock splits.
 
  The conversion of Dutch Guilder amounts into Euros related to the financial
 information presented prior to the creation of the Euro, was calculated using
   the exchange rate as of January 1, 1999, which was 1 Euro to 2.20371 Dutch
                                   Guilders.
 
   The notes are an integral part of these consolidated financial statements.
 
 
                                          For the Years Ended December 31,
                                          2000          1999          1998
                                             (In thousands of Euros)
 
     Cash flows from operating activities:
     Net loss                       (1.988.775)     (784.298)     (255.579)
     Adjustments to reconcile net
      loss to net cash flows from
      operating activities:
       Depreciation and amortization   718.669       266.070        85.150
       Amortization of deferred
        financing costs                 36.098        10.463         4.190
       Accretion of interest           272.978        37.151            --
       Share in results of
        affiliated companies           116.690        29.760        28.962
       Compensation expense related
        to stock options               (79.995)      192.710       146.402
       Minority interests
        in subsidiaries                (23.887)       (1.651)         (523)
       Exchange rate differences
        in loans                       142.887        41.360        (5.742)
       Gain on sale of investment           --        (6.637)         (829)
       Other                             1.797        (2.949)        3.616
       Changes in assets and liabilities:
        Increase in receivables        (64.909)      (75.185)       (8.957)
        Increase in inventories        (36.072)      (26.260)       (3.934)
        Increase in other
         non-current assets            (20.530)      (18.512)         (909)
        Increase in other current
         liabilities                   464.934       217.844        35.028
        (Decrease) increase in deferred
         taxes and other long-term
         liabilities                   (71.354)        8.424         6.251
     Net cash flows from
      operating activities            (531.469)     (111.711)       33.126
     Cash flows from investing activities:
     Restricted cash (deposited)
      released, net                     16.714        (3.409)       (3.650)
     Investment in securities, net     (44.538)     (255.133)           --
     Investments in and advances
      to affiliated companies, net    (318.390)     (120.165)       (90.903)
     Capital expenditures           (1.736.494)     (583.253)      (127.820)
     New acquisitions, net of
      cash acquired                 (1.626.723)   (1.927.333)       (95.312)
     Release of deposit to acquire
      minority interest in subsidiary       --            --         21.328
     Sale of affiliated companies           --        16.648         18.032
     Net cash flows from
      investing activities          (3.709.431)   (2.872.645)      (278.325)
     Cash flows from financing activities:
     Proceeds from initial
      public offering, net                 --      1.206.759             --
     Proceeds from secondary
      public offering, net                 --        851.457             --
     Proceeds from issuance of
      convertible preferred stock   1.423.148             --             --
     Proceeds from contribution
      by shareholder                    7.401             --             --
     Proceeds from senior notes     1.594.161      2.393.451             --
     Proceeds from exercise
      of DIC option                        --         40.681             --
     Proceeds from short-term
      borrowings                    1.005.571         13.118         13.337
     Proceeds from long-term
      borrowings                    3.612.291        723.915        240.336
     Deferred financing costs        (158.901)       (75.154)        (4.548)
     Repayments of long and
      short-term borrowings        (2.677.430)    (1.069.704)      (114.645)
     (Repayments) borrowings on
      note payable to shareholder          --        (71.442)        79.901
     Dividends paid to minority
      shareholder                          --             --           (236)
     Repayments on short-term note         --        (16.499)            --
     Net cash flows from financing
      activities                    4.806.241      3.996.582        214.145
     Effect of exchange rates on cash    (571)          (186)          (970)
     Net increase (decrease) in cash
      and cash equivalents            564.770      1.012.040        (32.024)
     Cash and cash equivalents
      at beginning of period        1.025.460         13.419         45.443
     Cash and cash equivalents
      at end of period              1.590.230      1.025.460         13.419
 
   The conversion of Dutch Guilder amounts to Euros related to the financial
 information presented prior to the creation of the Euro, was calculated using
   the exchange rate as of January 1, 1999, which was 1 Euro to 2.20371 Dutch
                                   Guilders.
 
   The notes are an integral part of these consolidated financial statements.
 
     Summary Operating Data 2000
 
     The operating data set forth below reflect the aggregate statistics of the
 operating systems in which the Company has an ownership interest.
 
                                     As at December 31, 2000
 
                          UPC         Homes in                     Two way
                        Paid-in        Service       Homes          Homes
                       Ownership        Area        Passed        Passed (a)
     Multi-channel TV
       Consolidated companies:
     Norway                100,0%      529.000     473.400          139.500
     Sweden                100,0%      770.000     421.600          233.400
     Belgium               100,0%      530.000     152.100          152.100
     France.                92,0%    2.591.200   1.224.400          322.500
       The Netherlands     100,0%    2.569.700   2.458.800        2.025.200
     Austria.               95,0%    1.168.700     917.300          914.000
     Germany - EWT/tss      51,0%      781.000     781.000            8.900
     Poland                100,0%    1.950.000   1.850.700          149.300
     Hungary (Telekabel
      Hungary)             100,0%      915.500     770.700          182.400
     Hungary (Monor)        98,9%       85.600      72.700               --
     Czech Republic        100,0%      913.000     786.400          179.300
     Romania             51.0-70.0%    648.500     450.700               --
     Slovak Republic     95.0-100.0%   517.800     377.200           17.300
         Total consolidated         13.970.000  10.737.000        4.323.900
 
       Non-consolidated companies:
     Germany (Primacom)    24,99%    1.916.900   1.916.900          411.000
     Israel                 46,6%      637.600     637.600          396.600
     Malta                  50,0%      183.000     183.000               --
       Total non-consolidated        2.737.500   2.737.500          807.600
 
     Total                          16.707.500  13.474.500        5.131.500
 
 
                                   As at December 31, 2000
 
                      Basic           Basic      Direct To Home     Digital
                   Subscribers      Penetration       (DTH)       Subscribers
 
     Multi-channel TV
       Consolidated companies:
     Norway            333.400         70,4%                 --           --
     Sweden            252.800         60,0%                 --           --
     Belgium           124.300         81,8%                 --           --
     France            395.600         32,3%                 --        9.100
       The
        Netherlands  2.258.700         91,9%                 --       14.700
     Austria           484.300         52,8%                 --           --
     Germany - EWT/tss 570.000         73,0%                 --           --
     Poland          1.064.300         57,5%            414.700           --
     Hungary (Telekabel
      Hungary)         585.600         76,0%             29.100           --
     Hungary (Monor)    38.800         53,4%                 --           --
     Czech Republic    401.500         51,1%             21.500           --
     Romania           285.200         63,3%                 --           --
     Slovak Republic   323.100         85,7%              8.700           --
       Total
        consolidated 7.117.600                          474.000       23.800
 
       Non-consolidated companies:
     Germany
      (Primacom)     1.301.700         67,9%                 --        5.400
     Israel            452.800         71,0%                 --           --
     Malta              82.800         45,2%                 --           --
       Total
        non-
        consolidated 1.837.300                               --        5.400
 
     Total           8.954.900                          474.000       29.200
 
 
     Summary Operating Data 2000 (continued)
 
                                      As at December 31, 2000
                  UPC
                Paid-in           Subscribers                  Lines
               Ownership   Residential   Businesses   Residential   Businesses
 
     Cable Telephony
       Consolidated companies:
     Norway       100,0%        14.300          400        15.600        3.400
     France        92,0%        37.500           --        39.700          600
       The Nether-
        lands     100,0%       132.700          300       159.600       15.800
     Austria       95,0%       103.400        1.200       105.000        4.000
     Germany -
       EWT/tss     51,0%           100           --           100           --
       Total cable             288.000        1.900       320.000       23.800
 
     Non-Cable Telephony
       Consolidated companies:
     Norway        100,0%           --          400            --           --
       The Nether-
        lands  (b)  80,0%       41.600        8.500            --           --
       Mundi
        Telecom     50,1%        4.400        4.000            --           --
     Czech
      Republic (c) 100,0%        3.600           --         3.600           --
     Hungary
      (Monor) (c)   98,9%       66.400        3.700        68.000        6.900
       Total
        non-cable              116.000       16.600        71.600        6.900
 
     Total                     404.000       18.500       391.600       30.700
 
 
     Summary Operating Data 2000 (continued)
                                                As at December 31, 2000
 
                                            UPC
                                          Paid-in           Subscribers
                                         Ownership    Residential    Businesses
     Internet
       Consolidated companies:
     Norway                                 100,0%         14.900           100
     Sweden                                 100,0%         33.100            --
     Belgium                                100,0%         15.500         1.000
     France                                  92,0%         13.600            --
     The Netherlands                        100,0%        142.300         2.400
     Austria                                 95,0%         97.200         1.700
     Germany - EWT/tss                       51,0%             --            --
     Poland                                 100,0%             --            --
     Hungary (Telekabel Hungary)            100,0%          3.000            --
     Czech Republic                         100,0%             --            --
         Total consolidated                               319.600         5.200
       Non-consolidated companies:
     Germany (Primacom)                     24,99%             --            --
         Total non-consolidated                                --            --
     Total                                                319.600         5.200
 
                                          3rd Party               Non-Cable
                                       ISP Subscribers (d)      Data Services
                                   Residential     Businesses     Residential
 
     Internet
       Consolidated companies:
     Norway                                 --            400              --
     Sweden                                 --             --              --
     Belgium                                --             --              --
     France                                 --             --              --
     The Netherlands                    21.100            300              --
     Austria                                --             --              --
     Germany - EWT/tss                     100             --              --
     Poland                                 --             --             100
     Hungary (Telekabel Hungary)            --             --              --
     Czech Republic                      2.500             --              --
         Total consolidated             23.700             700            100
         Non-consolidated companies:
     Germany (Primacom)                 20.500              --             --
         Total non-consolidated         20.500              --             --
 
     Total                              44.200             700            100
 
 
     Summary Operating Data 1999
 
        The operating data set forth below reflects the aggregate statistics of
     the operating systems in which the Company has an ownership interest.
 
                                          As at December 31, 1999
 
                              UPC          Homes in                Two way
                             Paid-in       Service      Homes       Homes
                            Ownership       Area       Passed      Passed (a)
     Video:
       Consolidated companies:
     Norway                   100,0%        529.000    468.100      55.500
     Sweden                   100,0%        770.000    421.600     167.700
     Belgium                  100,0%        133.100    133.000     130.800
     France                   100,0%      1.265.800    927.000      95.200
       The Netherlands        100,0%      1.714.600  1.660.200   1.376.100
     Austria                   95,0%      1.081.100    906.300     753.100
     Poland                   100,0%      1.950.000  1.756.200          --
     Hungary (Telekabel
      Hungary)                 79,3%        901.500    655.300      83.300
     Hungary (Monor)           95,1%         85.700     70.100      84.900
     Czech Republic         94.6-100%       817.100    736.500      10.000
     Romania               51.0-100.0%      284.300    166.400          --
     Slovak Republic       94.6-100.0%      417.800    304.400          --
       Total consolidated                 9.950.000  8.205.100   2.756.600
 
       Non-consolidated companies:
     Israel                    46,6%        660.000    608.800     380.700
     Malta                     50,0%        177.000    173.500          --
         Total non-consolidated             837.000    782.300     380.700
     Total                               10.787.000  8.987.400   3.137.300
 
 
                                             As at December 31, 1999
 
                                    Basic               Basic    Direct To Home
                                 Subscribers        Penetration        (DTH)
     Video:
       Consolidated companies:
     Norway                          327.500            70,0%               --
     Sweden                          243.000            57,6%               --
     Belgium                         125.100            94,0%               --
     France                          334.600            36,1%               --
       The Netherlands             1.517.400            91,4%               --
     Austria                         470.500            51,9%               --
     Poland                        1.023.800            58,3%          254.100
     Hungary (Telekabel Hungary)     518.600            79,1%               --
     Hungary (Monor)                  32.400            46,2%               --
     Czech Republic                  374.300            50,8%               --
     Romania                         112.100            67,4%               --
     Slovak Republic                 244.700            80,4%               --
       Total consolidated          5.324.000                           254.100
 
       Non-consolidated companies:
     Israel                         425.000            69,8%                --
     Malta                           76.500            44,1%                --
        Total non-consolidated      501.500                                 --
 
     Total                        5.825.500                            254.100
 
 
     Summary Operating Data 1999 (continued)
 
                                     As at December 31, 1999
                  UPC
                Paid-in          Subscribers              Lines served
               Ownership   Residential   Businesses   Residential   Businesses
 
     Cable Telephony
       Consolidated companies:
     Norway     100,0%         3.200             --         3.600          400
     France     100,0%        13.300            200        13.600          500
       The
        Nether-
        lands   100,0%        57.400             --        67.400          800
     Austria     95,0%        36.800            700        38.100        2.200
       Total cable           110.700            900       122.700        3.900
 
     Non-Cable Telephony
         Consolidated companies:
       The Nether-
        lands(b) 80,0%        20.300           8.500           --           --
     Czech
      Repub-
      lic (c)    94,6%         3.000              --        3.100           --
     Hungary
      (Monor)(c) 95,1%        64.700           3.100       66.800        6.400
       Total
        non-cable             88.000          11.600       69.900        6.400
 
     Total                   198.700          12.500      192.600       10.300
 
                                     As at December 31, 1999
                  UPC
                Paid-in          Subscribers                 Lines served
               Ownership   Residential   Businesses    Residential   Businesses
 
     Internet
       Consolidated companies:
     Norway     100,0%           3.300           --            n/a          n/a
     Sweden     100,0%           5.200           --            n/a          n/a
     Belgium    100,0%           6.800          700            n/a          n/a
     France     100,0%           3.200           --            n/a          n/a
     The Nether-
      lands     100,0%          58.500        1.600            n/a          n/a
     Austria     95,0%          40.800        1.400            n/a          n/a
     Hungary
      (Telekabel
      Hungary)   79,3%             100           --            n/a          n/a
       Total                   117.900        3.700             --           --
 
     Notes to Summary Operating Statistics
 
     (a)  Two way homes passed represents the number of homes passed where
          customers can request and receive an installation of a two-way
          addressable set-top and "normal" customer services (e.g. the service
          is launched, customers are billed and normal service activity is
          available).
     (b)  UPC Nederland's 80% subsidiary Uniport offers a carrier select
          telephony service.
     (c)  Monor and the Czech Republic offer traditional telephone service.
     (d)  Internet subscribers who are not served by chello Broadband.
 
 

SOURCE United Pan-Europe Communications N.V.
    AMSTERDAM, Netherlands, April 2 /PRNewswire/ --
 United Pan-Europe Communications N.V. (Nasdaq: UPCOY) ("UPC" or the "Company")
 (EURONEXT Amsterdam: UPC) today announced its financial results for the
 three months ended December 31, 2000.  UPC has exceeded its year end targets
 with results that show continued subscriber and revenue growth.
 
     Highlights
 
     Year 2000 versus Year 1999
     *  Total revenue for the year 2000 increased 124% from EUR 448 million to
        EUR 1,001 million
     *  Total revenue generating units (RGUs)(a) increased 42.4% in the year
        from 5,932,000 to 8,446,000
     *  New Services(b) revenues grew 335.6% from EUR 73 million to
        EUR 318 million
     *  New Services RGUs increased by 720,000 in the year, an increase of
        118.4% from 608,000 to 1,328,000
     *  Average revenue per RGU per month ("ARPU") for the year 2000 increased
        by 20% from EUR 8.98 to EUR 10.78(c)
     *  Group Adjusted EBITDA(d) ahead of expectations at EUR (363) million
 
     Quarter 4, 2000 versus Quarter 3, 2000
 
     Total UPC Consolidated
     *  Total revenue for the fourth quarter 2000 increased 18.4% from
        EUR 258 million to EUR 305 million, beating targets by EUR 21 million
     *  Total RGUs increased by 12.7% in the quarter from 7,493,000
        to 8,446,000
     *  Group Adjusted EBITDA better than expectations at EUR (131) million
     *  Group net loss at EUR (514) million, impacted by non-cash charges
        including depreciation and amortisation charges, foreign exchange
        losses and our share of losses from affiliates
 
     UPC Distribution Results
     *  UPC Distribution revenues increased 12.5% from EUR 250 million
        to EUR 281 million
     *  New Services revenues grew 19.1% from EUR 87 million to EUR 103 million
     *  New Services RGUs increased by 237,000 in the quarter, an increase of
        21.7% from 1,091,000 to 1,328,000
     *  ARPU for the fourth quarter 2000 increased 6.7% from EUR 10.50
        to EUR 11.20
     *  UPC Distribution Adjusted EBITDA in line with expectations at
        EUR 10 million
 
     Key Developments
     *  Announced merger of German assets with PrimaCom -- existing committed
        PrimaCom financing facilities will fully fund upgrade
     *  EUR 1 billion rights offering announced and backstopped by
        UnitedGlobalCom with an additional maximum EUR 500 million in private
        placement subject to full take up of rights
     *  EUR 1.43 billion convertible preferred private equity placement funded
     *  UPC Media created to achieve greater management and operational
        efficiencies between UPCtv operations and chello
 
     Outlook
     *  Strong revenue growth in UPC Distribution business, particularly from
        strong internet RGU additions
     *  Digital Services product being further developed and enhanced in
        advance of hard launch in Q3/Q4 2001
     *  Adjusted EBITDA on track, benefiting from continued cost savings
 
     Management Comments
     Commenting on UPC's results, Mark Schneider, Chairman and CEO of UPC,
 said: "We are pleased to have ended the year with another solid quarter of
 growth in both revenues and RGUs.  During the course of the year we have
 successfully grown the business through acquisitions and organic growth to
 establish the scale that we set out to achieve.  We now pass 10.7 million
 homes and two-thirds of our Western European homes are two-way ready.  We have
 ended the year with RGUs totalling an impressive 8.4 million.  The fourth
 quarter 2000 experienced encouraging organic growth in New Services with
 237,000 RGUs added in the quarter -- a new record for UPC."
     "The Group has been restructured into three divisions, UPC Distribution,
 UPC Media and Priority Telecom, each headed by quality leaders.  Gene
 Musselman, who was responsible for our successful Austrian operations, will
 lead UPC Distribution in the process of centralisation; Gene is backed by a
 team of seasoned managers.  At UPC Media, Andrew Barron is co-ordinating our
 efforts to optimise the synergies between our chello and media operations
 fully supported by Simon Oakes, who has run the programming and UPCtv division
 since 1998.  Priority Telecom is in the capable hands of Chris Rooney, who
 brings with him 17 years of experience at Sprint and Cignal.  These
 operational leaders give us the depth of management required as we move into
 2001."
     Gene Musselman, Chief Operating Officer of UPC, comments "From 2001
 onwards, we believe the scale we have built will enable us to optimise our
 margins as we focus on driving revenue and EBITDA growth.  Progress on the
 rationalisation of our businesses was positive, particularly in France and the
 Netherlands where we have continued integration initiatives in the fourth
 quarter.  By the end of 2000, we generated a total business pre-SAC(e) EBITDA
 margin of 43% in Austria.  This provides us with a best practice template
 towards which we are driving the rest of the business."  Gene Musselman
 continues: "We successfully launched our pan-European Data Centre in
 Amsterdam, currently serving the Netherlands, France and Sweden and we will
 continue its roll-out to the rest of Europe in 2001.  The Data Centre provides
 us with a centralised and fully integrated IT solution for customer care,
 provisioning, billing and marketing which should enable us to better serve our
 customers in a very cost effective way.  This IT platform is key in supporting
 our triple play strategy going forward, it allows real convergence in our
 service offerings and enables us to take full advantage of the cost economies
 achieved through scale."
     Mark Schneider continues, "Significant steps have been taken towards
 realising our strategy in Germany.  The announced merger of UPC's German
 assets with PrimaCom will create a cable company with 1.6 million densely
 concentrated subscribers.(f)  In addition, our Telecolumbus option would, if
 exercised, bring the total subscribers to 2.1 million, creating the second
 largest cable company in Germany.  The PrimaCom asset is an integrated network
 with 65% end-to-end customer connectivity and it has a focused clustering of
 subscribers primarily in the Berlin/Brandenburg, Sachsen/Thueringen regions.
 It is therefore highly scalable, making it an attractive market for the
 deployment of the Triple Play.  It will also benefit from fixed investments in
 IT, digital services, Media and chello already made by UPC, further enhancing
 the return on capital to both UPC and new PrimaCom shareholders."
     Charlie Bracken, Chief Financial Officer of UPC, concludes "Our capital
 position has been reinforced by the funding of the EUR 1.43 billion private
 convertible preferred placement in the fourth quarter 2000 and the
 announcement of the fully backstopped EUR 1 billion rights issue.  Full take
 up of the rights could provide us with up to EUR 1.5 billion funding in total,
 with UGC(g) participating in a private placement at a 36% premium on the
 rights price.  Upon completion of the rights offering, with these equity
 financings we will have raised nearly EUR 3 billion of committed equity in a
 challenging capital markets environment.
     "As we move into 2001, we believe we have achieved the pan-European scale
 in this industry which should drive down costs and improve margins, with a
 strong management team in place to lead us through this vital execution phase,
 and the committed capital we need to support our current plans.  We remain
 confident in meeting our 2001 targets of EUR 1.4 billion revenues and
 EUR (200) million EBITDA by year end."
 
     Group Financial Review
     Operations have been focused into three principal divisions.  In addition,
 the Company has a valuable investment portfolio that includes strategic
 investments in publicly quoted companies, such as PrimaCom and SBS, as well as
 investments in private companies, with current values in excess of
 EUR 500 million.  We will continue to seek to rationalise these investments as
 we have demonstrated with our recently announced merger of our German assets
 with PrimaCom, into liquid trading securities.
 
     UPC's three principal divisions are split as follows:
 
     1.  UPC Distribution -- the residential business delivering the Triple
         Play of television, internet and telephony.
 
     2.  UPC Media -- comprising the converging businesses of chello and
         programming which wholesale their products and services to UPC and
         other third parties.
 
     3.  Priority Telecom -- the division targeting the business market.
 
     The Group results are detailed first, followed by a breakdown of the
 financial results of these business units.
 
     Revenue
     UPC's consolidated revenues for the year ended December 31, 2000 were
 EUR 1,001 million increasing 124% compared to 1999.  The revenues for the
 fourth quarter of 2000 increased by 18.4% to EUR 305 million compared to the
 third quarter of 2000.  Revenue growth in New Services was strong as UPC
 increased its residential New Services subscriber base by adding 237,000 RGUs
 in the fourth quarter of 2000, bringing total New Services RGUs to 1,328,000.
 
 
     Revenues (EUR '000s)  Q4 2000   Q3 2000   Q4 1999      YE 2000   YE 1999
 
     UPC Distribution
     Basic Cable           178,158   163,376   130,203      639,982   363,348
     New Services (1)      103,320    86,784    35,526      318,346    73,056
     Total UPC
      Distribution         281,478   250,160   165,729      958,328   436,404
 
     Content/Services
     Media                  23,426    18,622    10,884       71,230    15,050
     chello                 10,520     8,790     3,863       31,972     7,323
     Priority Telecom (2)   19,081     3,436    NA           27,876    NA
     Total Content/Services 53,027    30,848    14,747      131,078    22,373
 
     Intercompany
      Eliminations and
      Other (3)            (29,146)  (23,131)   (9,127)     (88,581)  (11,276)
 
     Total UPC
      Consolidated         305,359   257,877   171,349    1,000,825   447,501
 
     1)  Including Priority Telecom activities in UPC Distribution
     2)  Excluding Priority Telecom activities in UPC Distribution
     3)  Includes Digital services and overhead
 
     Adjusted EBITDA
     The year 2000, had negative Adjusted EBITDA of EUR (363) million, as UPC
 further developed and rolled out its New Services, integrated its acquired
 businesses, put supporting infrastructures in place to execute on its triple
 play strategy and developed its brands.  As expected, the fourth quarter 2000
 experienced the most significant negative Adjusted EBITDA of
 EUR (131) million, impacted by costs associated with the accelerated
 integration and restructuring of UPC France and UPC Nederland, one off
 subscriber acquisition costs as we significantly expanded our New Services
 subscriber base and the soft launch of our digital offering.  As we enter into
 2001, Adjusted EBITDA figures will now start to improve as we move out of the
 significant investment phase into the period where we begin to experience the
 beneficial impact of these investments.
 
     Adjusted EBITDA (EUR '000s)
                        Q4 2000    Q3 2000    Q4 1999      YE 2000   YE 1999
 
     UPC Distribution
     Basic Cable         62,951     60,906     18,350      235,969   116,509
     New Services (1)   (53,100)   (44,665)   (45,421)    (170,315)  (81,117)
     Total UPC
      Distribution        9,851     16,241    (27,071)      65,654    35,392
 
     Content/Services
     Media              (41,528)   (27,230)   (32,210)    (116,417)  (50,100)
     chello             (32,020)   (33,397)   (23,331)    (126,523)  (58,278)
     Priority
      Telecom (2)       (27,546)    (9,616)    (4,012)     (50,881)   (5,436)
     Total
      Content/Services (101,094)   (70,243)   (59,553)    (293,821) (113,814)
 
     Corporate and
      other (3)         (39,973)   (42,554)   (15,519)    (135,030)  (41,405)
 
     Total UPC
      Consolidated     (131,216)   (96,556)  (102,143)    (363,197) (119,827)
 
     1)  Including Priority Telecom activities in UPC Distribution
     2)  Excluding Priority Telecom in the UPC Distribution
     3)  Includes Adjusted EBITDA for Digital Services
 
     Net Results
     The net loss for the fourth quarter of 2000 amounted to EUR 514 million
 compared to EUR 640 million in the third quarter of 2000.  The net loss for
 the year amounted to EUR 1,989 million impacted principally by non-cash
 charges in the year including depreciation and amortisation charges of
 EUR 719 million, foreign exchange losses of EUR 143 million, interest charges
 of EUR 273 million and UPC's share in results of affiliated companies of
 EUR 117 million.
 
     Capital Expenditures
     During the fourth quarter of 2000, UPC's consolidated capital expenditures
 increased to EUR 644 million from EUR 541 million in the third quarter of 2000
 as UPC continued to invest in upgrading its network, the launch of New
 Services and the upfront investment in its pan-European IT platform.  At the
 end of 2000, we had a total of 4.4 million two-way ready homes, with
 two thirds of Western Europe fully upgraded.  As a result, we now have a
 significant platform ready for the rollout of our triple play products where
 we will focus our triple play strategy in 2001.  In addition, we have started
 the upgrade of Central Europe, with approximately 14% of homes upgraded.  Our
 focus in Central Europe has been the upgrade of capital cities with attractive
 demographics, we will continue to upgrade these cities during the second half
 of 2001 as we advance the roll-out of our internet product following its
 launch in the fourth quarter 2000.  Total capital expenditure for the year was
 EUR 1.7 billion, in line with expectations.  Capital expenditure will decrease
 in 2001 as investment moves towards supporting RGU growth in already upgraded
 areas. (h)
 
     Capital Position
     Despite difficult market conditions, UPC was able to close and fund its
 EUR 1.43 billion convertible preference share financing under the original
 terms.  UPC's capital structure will be further strengthened by the completion
 of the EUR 1 billion rights issue, announced on February 23, 2001, which is
 fully backstopped by UGC, UPC's largest shareholder.  UGC has agreed to
 purchase its full pro-rata share of the rights issue and to "backstop" the
 offering by purchasing additional common shares not purchased by other
 shareholders.  An additional private placement to UGC, equal to the
 subscription value of the shares purchased by other shareholders and purchased
 at a premium to the rights issue, could account for an additional
 EUR 500 million, should the rights issue be fully subscribed.  This additional
 EUR 500 million would give UPC significant additional capital going forward
 and funds the operations deep into 2003.
     The completion of the merger of UPC's German assets with PrimaCom will
 give UPC its German vehicle, with a separate balance sheet and existing
 committed credit facilities which should finance the combined UPC/PrimaCom
 German operations.  In addition, Priority Telecom is advanced in its
 discussions to secure third party financing to fully fund its business.
     In 2001, UPC will continue to focus on seeking strategic investors for UPC
 Media.  The EUR 2.5 to EUR 3 billion of equity funding that UPC has announced
 in the last six months complements the company's long-term debt structure,
 which has an average cost of capital below 10%.  Overall, UPC has achieved all
 its financing with an efficient capital structure capable of supporting the
 business going forward.
 
     Operating Review By Division
 
     1. UPC Distribution
     UPC's operating results show continued growth in all segments, confirming
 the company's position as Europe's leading integrated last mile broadband
 provider.
 
     The following table shows operating statistics for UPC on a consolidated
 basis and pro-forma for the announced merger of UPC's German assets with
 PrimaCom.
 
 
     Consolidated Operating Statistics
 
                             Consolidated     Pro-forma     Consolidated
                                figures        for Prima-      figures
     (all figures in '000s)  (inc. Germany)     com (6)
                            Q4 2000   Q3 2000    Q4 2000       Q4 1999
 
     Total Homes Passed     10,737     9,697      12,654        8,205
     Two-way Homes Passed(1) 4,409     4,099       4,820        2,757
 
     Basic Cable
      Subscribers            7,118     6,403       8,419        5,324
     Digital Subscribers        24         0          29            0
     Telephony Subscribers(2)  422       365         422          211
     Telephony Lines(3)        481       418         481          232
     Internet Subscribers      349       278         370          122
     DTH Subscribers           474       395         474          254
 
     Total Subscribers(4)    8,387     7,441       9,714        5,911
 
     Total RGUs(5)           8,446     7,493       9,773        5,932
 
     1)  Includes Monor
     2)  Includes reseller and business subscribers
     3)  Includes reseller and business lines
     4)  Sum of Basic Cable, Digital, DTH, Internet and Telephony subscribers
     5)  Sum of Basic Cable, Digital, DTH, Internet subscribers and Telephony
         lines
     6)  Including Dutch operations as per PrimaCom's Form 20-F SEC filing
 
     As UPC's New Service RGUs continued to grow and as they account for an
 increasing proportion of our revenue, they continue to drive growth in ARPU:
 
     *  Residential Triple Play ARPU increased 6.7% during the quarter
        to EUR 11.20
     *  The launch of our Residential Triple Play has been predominantly
        focussed in our Western European markets. Residential Triple Play ARPU
        in Western Europe rose 8.9% during the quarter to EUR 13.79
 
     The accelerating growth of Triple Play ARPUs is encouraging, particularly
 in Western Europe where UPC will be aggressively concentrating the bundled
 sale of its services going forward.
     Consolidated Triple Play revenues increased to EUR 281.5 million in the
 fourth quarter of 2000 from EUR 250.2 million in the third quarter of 2000, an
 increase of 12.5%.  Revenues from New Services increased 19.1% to
 EUR 103.3 million in the fourth quarter from EUR 86.8 million in the third
 quarter 2000.
     A comparison of the figures from the fourth quarter 2000 with those from
 the same quarter in 1999 gives an indication of the scale of the growth that
 has taken place across the year:
 
     *  Total Triple Play revenues grew 70%, to EUR 281.5 million from
        EUR 165.7 million.
 
     *  Cable revenues grew 37%, to EUR 178.2 million from EUR 130.2 million,
        primarily due to acquisitions.
 
     *  New Services revenues grew 191%, to EUR 103.3 million from
        EUR 35.5 million, predominantly the result of organic growth.
 
     Triple Play Adjusted EBITDA for the quarter was in line with expectations.
 It was impacted both by the ongoing rationalisation in France and the
 Netherlands and by subscriber acquisition costs, which helped drive the
 organic growth in New Services subscribers of 237,000.
     UPC's digital rollout continues. The launch to 24,000 subscribers in the
 fourth quarter of 2000 and continuing staged roll-out enables UPC to develop
 the details of its digital offering in advance of full launch.  The bulk of
 the expected 250,000 digital subscribers by the end of 2001 remain on track to
 be added in the latter half of the year.
 
     2. UPC Media
     UPC now has a single division, UPC Media, combining the management and
 operations of the UPC channel business and chello led by an experienced team,
 delivering classic pay television, internet access, interactive services (for
 the PC and television) and event-driven programming products.  UPC expects to
 see the full benefits of focusing its interactive and content activities into
 one business as we progress into 2001.
     This quarter, the focus for the television channel business has been rapid
 growth, with a view to building its subscriber base and achieving the desired
 cost structure.  Aggregate channel subscribers grew by 15% to 20.3 million, up
 from 17.6 million in the third quarter 2000.  The demand amongst third parties
 for UPC's channels, particularly Reality TV and Extreme Sports, continues to
 grow: by year end 2000 the number of non-UPC subscribers reached 14.3 million.
 Further strides were made with the official opening of the Digital Media
 Centre in October and the MTV joint venture channels in Poland are now fully
 operational and attracting impressive ratings.  This was also the first full
 quarter of operations for the sports channels launched in Hungary, Czech
 Republic and Slovakia.
     As a result of this encouraging growth, revenues from the content division
 of UPC Media have increased by 26% to EUR 23.4 million from EUR 18.6 million
 in the third quarter of 2000.  The Adjusted EBITDA loss of EUR (41.5) million
 was in line with expectations and the channel business remains on target to
 break even in 2003.
     In preparation for the full launch of digital services, UPC has made a
 considerable investment in the development of its interactive services
 offering.  These services include enhanced interactive television,
 entertainment and gaming, the walled garden, internet on the television and
 the EPG.  Progress is also being made on developing the company's event-driven
 programming, where we are making progress in the preparation of an NVOD
 offering and continue to work on developing a cost effective way of deploying
 VOD and PVR.(i)  These products will provide a strong platform for driving
 revenues from our digital offering.
     The chello access business is developing quickly, with subscriber numbers
 growing by 28% to 338,000 from 264,000 in the third quarter of 2000.
 Following the start of the upgrade of key Eastern European capital cities,
 chello has launched a local language service in both Poland and Hungary.
 Revenues from chello have grown by 20% to EUR 10.5 million from
 EUR 8.8 million in the third quarter of 2000.  Adjusted EBITDA also improved
 to EUR (32) million from EUR (33.4) million in the third quarter 2000.
 Consequently, the chello access business is on track to reach EBITDA breakeven
 by the first quarter 2002.
 
     3. Priority Telecom
     Priority Telecom ("Priority") has achieved the goals that were set for it
 at the start of 2000.  In particular, the closure of the Cignal transaction
 brought an excellent management team and expertise into the group.  The
 business is now one of the leading European business telecom operators.  It is
 already the third largest CLEC in Europe based on revenues and the largest in
 Europe in terms of the 12,000 route kilometres of fibre in the UPC footprint.
 The business has an efficient capital model thanks to IRU agreements that
 provide exclusive access to UPC's already constructed network.  For example,
 in Amsterdam over 60,000 businesses already lie within 500 metres of
 Priority's fibre.  Operations will be concentrated on the 14 European cities
 that will generate the best return on capital employed.  Priority's strategy
 is to focus on the areas where it can generate revenues most cost effectively
 given the network infrastructure that it has access to.  Priority Telecom is
 in discussions to secure third party financing, which will help validate its
 business model and the success that the business has already achieved.
     The separation of the Priority Telecom business from the remaining UPC
 Distribution assets is broadly complete and is anticipated that the business
 will be reported separately from 2001; however, the 2000 figures continue to
 include Priority Telecom activities in the operating systems in UPC
 Distribution.  Pro-forma for a full year revenue contribution from Cignal, the
 combined Priority Telecom business generated approximately EUR 150 million
 revenues for the year.  Annualised fourth quarter run-rate revenues reached
 EUR 190 million,(j) exceeding the year end target of EUR 180 million.
 
     United Pan-Europe Communications N.V. (UPC) is one of the leading
 broadband communications and entertainment companies in Europe.  With
 headquarters in Amsterdam they are active in 17 countries in Europe and in
 Israel.  Through its broadband networks UPC provides television, Internet
 access, telephony and programming services.  UPC employs over 11,000 people.
     UPC completed an IPO in February 1999 and its shares are traded on the
 EURONEXT Amsterdam Exchange (UPC) and NASDAQ (UPCOY).  UPC is a consolidated
 subsidiary of UnitedGlobalCom, Inc. (Nasdaq: UCOMA)
 
 
     IMPORTANT DATES    1st Quarter 2001 results     15 May 2001
                        Annual General Meeting       17 May 2001
                        2nd Quarter 2001 Results     14 August 2001
                        3rd Quarter 2001 Results     14 November 2001
 
     NOTE: Except for historical information contained herein, this release
 contains forward-looking statements, which involve certain risks, and
 uncertainties that could cause actual results to differ materially from those
 expressed or implied by these statements.  These risks and uncertainties
 include the acceptance and continued use by subscribers and potential
 subscribers of the Company's services, changes in the technology and
 competition.  Closing of the announced planned acquisitions and financings,
 our ability to achieve expected operational efficiencies and economies of
 scale, our ability to generate expected revenue and achieve assumed margins,
 as well as other factors detailed from time to time in the Company's filings
 with the Securities and Exchange Commission.
     This notice does not constitute an offer of any securities for sale.  The
 rights offering will be made only by means of a prospectus.
 
     (a)  Calculated as the sum of Basic Cable, Digital, Internet, DTH (Direct
          to Home) subscribers and Telephony lines.
 
     (b)  New Services are services that are additional to the basic cable
          business.  They include Digital, Internet, Telephony and DTH
          services.
 
     (c)  Excludes Germany and is based on residential subscribers only
 
     (d)  Adjusted EBITDA represents earnings before depreciation, amortisation
          and stock based compensation
 
     (e)  SAC: Subscriber Acquisition Cost
 
     (f)  In Germany (excludes PrimaCom's Dutch subscribers)
 
     (g)  UGC: UnitedGlobalCom, UPC's parent company
 
     (h)  Upgrade figures include Monor, but exclude Germany
 
     (i)  NVOD: Near Video on Demand; VOD: Video on Demand; PVR: Personal Video
          Recorder
 
     (j)  Figure is pro-forma for Cignal which generated revenues of
          EUR 21.43 million in the fourth quarter 2000
 
     Also, please visit www.upccorp.com for further information about UPC and a
 presentation of the 4th Quarter and Annual Results 2000.
 
 
                                                  As of           As of
                                               December 31,     December 31,
                                                  2000            1999
                                            (In thousands of Euros, except
                                             share and per share amounts)
     ASSETS:
 
     Current assets
     Cash and cash equivalents                   1.590.230        1.025.460
     Restricted cash                                   421           17.135
     Subscriber receivables, net of allowance
      for doubtful accounts of 57,108
      and 16,754, respectively                     151.977           59.860
     Costs to be reimbursed by affiliated companies 12.459           10.500
     Other receivables, including related
      party receivables of 5,140 and 12,115,
      respectively                                 155.212           84.379
     Inventory                                     127.813           66.403
     Prepaid expenses and other current assets      82.475           72.925
       Total current assets                      2.120.587        1.336.662
     Other investments                             105.063          623.341
     Investments in and advances
      to affiliated companies                      685.288          242.847
     Property, plant and equipment, net          3.581.539        1.908.414
     Goodwill and other intangible assets, net   5.119.892        2.611.413
     Deferred financing costs, net of
      accumulated amortization of 34,225
      and 5,937, respectively                      178.113           77.861
     Other assets                                   11.889            1.734
     Total assets                               11.802.371        6.802.272
 
     LIABILITIES AND SHAREHOLDERS' EQUITY:
 
     Current liabilities
     Accounts payable, including related party
      payables of 762 and 2,785, respectively      579.060          250.858
     Accrued liabilities                           583.351          273.141
     Subscriber prepayments and deposits           100.696           41.208
     Short-term debt                                51.860          163.241
     Current portion of long-term debt              17.832           50.291
       Total current liabilities                 1.332.799          778.739
     Long-term debt.                             8.078.269        3.903.410
     Other long-term liabilities                    46.801           88.028
     Total liabilities                           9.457.869        4.770.177
     Commitments and contingencies                      --               --
 
     Minority interests in subsidiaries            831.132           11.895
 
     Shareholders' equity (As adjusted for stock splits)
       Priority stock, 1.0 par value, 300 shares
        authorized, 300 shares issued                   --               --
       Ordinary stock, 1.0 par value, 600,000,000
        shares authorized, 441,246,729 and
        435,604,497 shares issued, respectively    441.247          435.605
         Series 1 convertible preferred stock,
          class A common stock, 1.0 par value,
          12,400 shares authorized, 12,400 and
          zero shares issued, respectively.      1.392.251               --
       Additional paid-in capital                2.800.234        2.371.951
       Deferred compensation                       (87.945)         (47.425)
       Accumulated deficit                      (3.110.627)      (1.114.219)
       Other cumulative comprehensive income        78.210          374.288
         Total shareholders' equity              1.513.370        2.020.200
         Total liabilities and
          shareholders' equity                  11.802.371        6.802.272
 
     The notes are an integral part of these consolidated financial statements.
 
 
                                 For the Six Months
                           For the Years Ended December 31,
                  2000       1999      1999     1998       1998
                          (In thousands of Euros, except
                           share and per share amounts)
 
      Service and
       other
       revenue 1.000.825   447.501   331.954   195.270   185.582     986.162
      Operating
       expense  (714.906) (293.778) (151.090)  (66.111)  (62.830)   (647.402)
       Selling,
        general
        and ad-
        ministra-
        tive
        expense (569.121) (466.260)  (265.138) (62.374) (218.587) (1.027.502)
      Depreciation
       and amorti-
       zation   (718.669) (266.070)  (148.404) (94.953)  (85.150)   (586.341)
       Net operating
        loss  (1.001.871) (578.607)  (232.678) (28.168) (180.985) (1.275.082)
      Interest
       income     44.345    20.104     13.520    2.017     3.357      44.304
      Interest
      expense   (744.151) (177.260)   (62.107) (48.155)  (41.888)   (390.630)
      Interest
       expense,
       related
       party      (9.080)   (1.188)                       (5.467)     (2.617)
      Foreign
       exchange
       gain (loss)
       and other,
       net      (181.285)  (21.061)    (2.595)  (8.234)   (1.606)    (46.412)
       Net loss
        before income
        taxes and
        other
        items (1.892.042) (758.011)  (283.860) (82.540) (226.589) (1.670.437)
      Share in
       results of
       affiliated
       com-
       panies   (116.690)  (29.760)   (33.168) (31.619)  (28.962)    (65.583)
      Minority
       interests in
       subsi-
       diaries    23.887     1.651        115    1.722       523       3.638
      Income tax
       benefit
       (expense)  (3.930)    1.822      1.118    1.114      (551)      4.015
       Net
        loss  (1.988.775) (784.298)  (315.795)(111.323) (255.579) (1.728.365)
      Basic net
       loss
       attributable
       to common
       sharehol-
       ders   (1.996.408) (784.298)                     (255.579)
      Basic and
       diluted net
       loss per
       ordinary
       share (a)   (4,56)    (2,08)     (2,72)   (1,34)    (1,03)     (4,57)
      Weighted-average
      number of
      ordinary
      shares out-
      stan-
      ding(a)  438.041.841  377.969.829    --        --  247.915.834     --
 
     (a)  As adjusted for the stock splits.
 
  The conversion of Dutch Guilder amounts into Euros related to the financial
 information presented prior to the creation of the Euro, was calculated using
   the exchange rate as of January 1, 1999, which was 1 Euro to 2.20371 Dutch
                                   Guilders.
 
   The notes are an integral part of these consolidated financial statements.
 
 
                                          For the Years Ended December 31,
                                          2000          1999          1998
                                             (In thousands of Euros)
 
     Cash flows from operating activities:
     Net loss                       (1.988.775)     (784.298)     (255.579)
     Adjustments to reconcile net
      loss to net cash flows from
      operating activities:
       Depreciation and amortization   718.669       266.070        85.150
       Amortization of deferred
        financing costs                 36.098        10.463         4.190
       Accretion of interest           272.978        37.151            --
       Share in results of
        affiliated companies           116.690        29.760        28.962
       Compensation expense related
        to stock options               (79.995)      192.710       146.402
       Minority interests
        in subsidiaries                (23.887)       (1.651)         (523)
       Exchange rate differences
        in loans                       142.887        41.360        (5.742)
       Gain on sale of investment           --        (6.637)         (829)
       Other                             1.797        (2.949)        3.616
       Changes in assets and liabilities:
        Increase in receivables        (64.909)      (75.185)       (8.957)
        Increase in inventories        (36.072)      (26.260)       (3.934)
        Increase in other
         non-current assets            (20.530)      (18.512)         (909)
        Increase in other current
         liabilities                   464.934       217.844        35.028
        (Decrease) increase in deferred
         taxes and other long-term
         liabilities                   (71.354)        8.424         6.251
     Net cash flows from
      operating activities            (531.469)     (111.711)       33.126
     Cash flows from investing activities:
     Restricted cash (deposited)
      released, net                     16.714        (3.409)       (3.650)
     Investment in securities, net     (44.538)     (255.133)           --
     Investments in and advances
      to affiliated companies, net    (318.390)     (120.165)       (90.903)
     Capital expenditures           (1.736.494)     (583.253)      (127.820)
     New acquisitions, net of
      cash acquired                 (1.626.723)   (1.927.333)       (95.312)
     Release of deposit to acquire
      minority interest in subsidiary       --            --         21.328
     Sale of affiliated companies           --        16.648         18.032
     Net cash flows from
      investing activities          (3.709.431)   (2.872.645)      (278.325)
     Cash flows from financing activities:
     Proceeds from initial
      public offering, net                 --      1.206.759             --
     Proceeds from secondary
      public offering, net                 --        851.457             --
     Proceeds from issuance of
      convertible preferred stock   1.423.148             --             --
     Proceeds from contribution
      by shareholder                    7.401             --             --
     Proceeds from senior notes     1.594.161      2.393.451             --
     Proceeds from exercise
      of DIC option                        --         40.681             --
     Proceeds from short-term
      borrowings                    1.005.571         13.118         13.337
     Proceeds from long-term
      borrowings                    3.612.291        723.915        240.336
     Deferred financing costs        (158.901)       (75.154)        (4.548)
     Repayments of long and
      short-term borrowings        (2.677.430)    (1.069.704)      (114.645)
     (Repayments) borrowings on
      note payable to shareholder          --        (71.442)        79.901
     Dividends paid to minority
      shareholder                          --             --           (236)
     Repayments on short-term note         --        (16.499)            --
     Net cash flows from financing
      activities                    4.806.241      3.996.582        214.145
     Effect of exchange rates on cash    (571)          (186)          (970)
     Net increase (decrease) in cash
      and cash equivalents            564.770      1.012.040        (32.024)
     Cash and cash equivalents
      at beginning of period        1.025.460         13.419         45.443
     Cash and cash equivalents
      at end of period              1.590.230      1.025.460         13.419
 
   The conversion of Dutch Guilder amounts to Euros related to the financial
 information presented prior to the creation of the Euro, was calculated using
   the exchange rate as of January 1, 1999, which was 1 Euro to 2.20371 Dutch
                                   Guilders.
 
   The notes are an integral part of these consolidated financial statements.
 
     Summary Operating Data 2000
 
     The operating data set forth below reflect the aggregate statistics of the
 operating systems in which the Company has an ownership interest.
 
                                     As at December 31, 2000
 
                          UPC         Homes in                     Two way
                        Paid-in        Service       Homes          Homes
                       Ownership        Area        Passed        Passed (a)
     Multi-channel TV
       Consolidated companies:
     Norway                100,0%      529.000     473.400          139.500
     Sweden                100,0%      770.000     421.600          233.400
     Belgium               100,0%      530.000     152.100          152.100
     France.                92,0%    2.591.200   1.224.400          322.500
       The Netherlands     100,0%    2.569.700   2.458.800        2.025.200
     Austria.               95,0%    1.168.700     917.300          914.000
     Germany - EWT/tss      51,0%      781.000     781.000            8.900
     Poland                100,0%    1.950.000   1.850.700          149.300
     Hungary (Telekabel
      Hungary)             100,0%      915.500     770.700          182.400
     Hungary (Monor)        98,9%       85.600      72.700               --
     Czech Republic        100,0%      913.000     786.400          179.300
     Romania             51.0-70.0%    648.500     450.700               --
     Slovak Republic     95.0-100.0%   517.800     377.200           17.300
         Total consolidated         13.970.000  10.737.000        4.323.900
 
       Non-consolidated companies:
     Germany (Primacom)    24,99%    1.916.900   1.916.900          411.000
     Israel                 46,6%      637.600     637.600          396.600
     Malta                  50,0%      183.000     183.000               --
       Total non-consolidated        2.737.500   2.737.500          807.600
 
     Total                          16.707.500  13.474.500        5.131.500
 
 
                                   As at December 31, 2000
 
                      Basic           Basic      Direct To Home     Digital
                   Subscribers      Penetration       (DTH)       Subscribers
 
     Multi-channel TV
       Consolidated companies:
     Norway            333.400         70,4%                 --           --
     Sweden            252.800         60,0%                 --           --
     Belgium           124.300         81,8%                 --           --
     France            395.600         32,3%                 --        9.100
       The
        Netherlands  2.258.700         91,9%                 --       14.700
     Austria           484.300         52,8%                 --           --
     Germany - EWT/tss 570.000         73,0%                 --           --
     Poland          1.064.300         57,5%            414.700           --
     Hungary (Telekabel
      Hungary)         585.600         76,0%             29.100           --
     Hungary (Monor)    38.800         53,4%                 --           --
     Czech Republic    401.500         51,1%             21.500           --
     Romania           285.200         63,3%                 --           --
     Slovak Republic   323.100         85,7%              8.700           --
       Total
        consolidated 7.117.600                          474.000       23.800
 
       Non-consolidated companies:
     Germany
      (Primacom)     1.301.700         67,9%                 --        5.400
     Israel            452.800         71,0%                 --           --
     Malta              82.800         45,2%                 --           --
       Total
        non-
        consolidated 1.837.300                               --        5.400
 
     Total           8.954.900                          474.000       29.200
 
 
     Summary Operating Data 2000 (continued)
 
                                      As at December 31, 2000
                  UPC
                Paid-in           Subscribers                  Lines
               Ownership   Residential   Businesses   Residential   Businesses
 
     Cable Telephony
       Consolidated companies:
     Norway       100,0%        14.300          400        15.600        3.400
     France        92,0%        37.500           --        39.700          600
       The Nether-
        lands     100,0%       132.700          300       159.600       15.800
     Austria       95,0%       103.400        1.200       105.000        4.000
     Germany -
       EWT/tss     51,0%           100           --           100           --
       Total cable             288.000        1.900       320.000       23.800
 
     Non-Cable Telephony
       Consolidated companies:
     Norway        100,0%           --          400            --           --
       The Nether-
        lands  (b)  80,0%       41.600        8.500            --           --
       Mundi
        Telecom     50,1%        4.400        4.000            --           --
     Czech
      Republic (c) 100,0%        3.600           --         3.600           --
     Hungary
      (Monor) (c)   98,9%       66.400        3.700        68.000        6.900
       Total
        non-cable              116.000       16.600        71.600        6.900
 
     Total                     404.000       18.500       391.600       30.700
 
 
     Summary Operating Data 2000 (continued)
                                                As at December 31, 2000
 
                                            UPC
                                          Paid-in           Subscribers
                                         Ownership    Residential    Businesses
     Internet
       Consolidated companies:
     Norway                                 100,0%         14.900           100
     Sweden                                 100,0%         33.100            --
     Belgium                                100,0%         15.500         1.000
     France                                  92,0%         13.600            --
     The Netherlands                        100,0%        142.300         2.400
     Austria                                 95,0%         97.200         1.700
     Germany - EWT/tss                       51,0%             --            --
     Poland                                 100,0%             --            --
     Hungary (Telekabel Hungary)            100,0%          3.000            --
     Czech Republic                         100,0%             --            --
         Total consolidated                               319.600         5.200
       Non-consolidated companies:
     Germany (Primacom)                     24,99%             --            --
         Total non-consolidated                                --            --
     Total                                                319.600         5.200
 
                                          3rd Party               Non-Cable
                                       ISP Subscribers (d)      Data Services
                                   Residential     Businesses     Residential
 
     Internet
       Consolidated companies:
     Norway                                 --            400              --
     Sweden                                 --             --              --
     Belgium                                --             --              --
     France                                 --             --              --
     The Netherlands                    21.100            300              --
     Austria                                --             --              --
     Germany - EWT/tss                     100             --              --
     Poland                                 --             --             100
     Hungary (Telekabel Hungary)            --             --              --
     Czech Republic                      2.500             --              --
         Total consolidated             23.700             700            100
         Non-consolidated companies:
     Germany (Primacom)                 20.500              --             --
         Total non-consolidated         20.500              --             --
 
     Total                              44.200             700            100
 
 
     Summary Operating Data 1999
 
        The operating data set forth below reflects the aggregate statistics of
     the operating systems in which the Company has an ownership interest.
 
                                          As at December 31, 1999
 
                              UPC          Homes in                Two way
                             Paid-in       Service      Homes       Homes
                            Ownership       Area       Passed      Passed (a)
     Video:
       Consolidated companies:
     Norway                   100,0%        529.000    468.100      55.500
     Sweden                   100,0%        770.000    421.600     167.700
     Belgium                  100,0%        133.100    133.000     130.800
     France                   100,0%      1.265.800    927.000      95.200
       The Netherlands        100,0%      1.714.600  1.660.200   1.376.100
     Austria                   95,0%      1.081.100    906.300     753.100
     Poland                   100,0%      1.950.000  1.756.200          --
     Hungary (Telekabel
      Hungary)                 79,3%        901.500    655.300      83.300
     Hungary (Monor)           95,1%         85.700     70.100      84.900
     Czech Republic         94.6-100%       817.100    736.500      10.000
     Romania               51.0-100.0%      284.300    166.400          --
     Slovak Republic       94.6-100.0%      417.800    304.400          --
       Total consolidated                 9.950.000  8.205.100   2.756.600
 
       Non-consolidated companies:
     Israel                    46,6%        660.000    608.800     380.700
     Malta                     50,0%        177.000    173.500          --
         Total non-consolidated             837.000    782.300     380.700
     Total                               10.787.000  8.987.400   3.137.300
 
 
                                             As at December 31, 1999
 
                                    Basic               Basic    Direct To Home
                                 Subscribers        Penetration        (DTH)
     Video:
       Consolidated companies:
     Norway                          327.500            70,0%               --
     Sweden                          243.000            57,6%               --
     Belgium                         125.100            94,0%               --
     France                          334.600            36,1%               --
       The Netherlands             1.517.400            91,4%               --
     Austria                         470.500            51,9%               --
     Poland                        1.023.800            58,3%          254.100
     Hungary (Telekabel Hungary)     518.600            79,1%               --
     Hungary (Monor)                  32.400            46,2%               --
     Czech Republic                  374.300            50,8%               --
     Romania                         112.100            67,4%               --
     Slovak Republic                 244.700            80,4%               --
       Total consolidated          5.324.000                           254.100
 
       Non-consolidated companies:
     Israel                         425.000            69,8%                --
     Malta                           76.500            44,1%                --
        Total non-consolidated      501.500                                 --
 
     Total                        5.825.500                            254.100
 
 
     Summary Operating Data 1999 (continued)
 
                                     As at December 31, 1999
                  UPC
                Paid-in          Subscribers              Lines served
               Ownership   Residential   Businesses   Residential   Businesses
 
     Cable Telephony
       Consolidated companies:
     Norway     100,0%         3.200             --         3.600          400
     France     100,0%        13.300            200        13.600          500
       The
        Nether-
        lands   100,0%        57.400             --        67.400          800
     Austria     95,0%        36.800            700        38.100        2.200
       Total cable           110.700            900       122.700        3.900
 
     Non-Cable Telephony
         Consolidated companies:
       The Nether-
        lands(b) 80,0%        20.300           8.500           --           --
     Czech
      Repub-
      lic (c)    94,6%         3.000              --        3.100           --
     Hungary
      (Monor)(c) 95,1%        64.700           3.100       66.800        6.400
       Total
        non-cable             88.000          11.600       69.900        6.400
 
     Total                   198.700          12.500      192.600       10.300
 
                                     As at December 31, 1999
                  UPC
                Paid-in          Subscribers                 Lines served
               Ownership   Residential   Businesses    Residential   Businesses
 
     Internet
       Consolidated companies:
     Norway     100,0%           3.300           --            n/a          n/a
     Sweden     100,0%           5.200           --            n/a          n/a
     Belgium    100,0%           6.800          700            n/a          n/a
     France     100,0%           3.200           --            n/a          n/a
     The Nether-
      lands     100,0%          58.500        1.600            n/a          n/a
     Austria     95,0%          40.800        1.400            n/a          n/a
     Hungary
      (Telekabel
      Hungary)   79,3%             100           --            n/a          n/a
       Total                   117.900        3.700             --           --
 
     Notes to Summary Operating Statistics
 
     (a)  Two way homes passed represents the number of homes passed where
          customers can request and receive an installation of a two-way
          addressable set-top and "normal" customer services (e.g. the service
          is launched, customers are billed and normal service activity is
          available).
     (b)  UPC Nederland's 80% subsidiary Uniport offers a carrier select
          telephony service.
     (c)  Monor and the Czech Republic offer traditional telephone service.
     (d)  Internet subscribers who are not served by chello Broadband.
 
 SOURCE  United Pan-Europe Communications N.V.