THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Liberty Global, Inc. (LBTYA)

4/28/2006 Proxy Information

Agreements with Mark L. Schneider

Mr. Schneider, who is the son of our director Gene W. Schneider, executed a severance agreement and a consulting agreement with UGC at the end of 2004. Pursuant to the severance agreement, Mr. SchneiderÕs employment with UGC and its subsidiaries ended on December 31, 2004. Upon termination of his employment, we paid Mr. Schneider a severance amount of $1,203,615, which is approximately equal to two times his salary for Fiscal 2004, and which is consistent with the payment Mr. Schneider would have received under UGCÕs severance policy. The severance agreement also provides for acceleration of two years of vesting of his SARs granted by UGC on October 7, 2003, pursuant to the UGC equity incentive plan. The exercise period for Mr. SchneiderÕs vested option to purchase 215,500 shares of our Series A common stock has been extended to December 31, 2007, as provided in the UGC severance policy. The severance agreement also provides that for a period of two years following his resignation, Mr. Schneider shall not compete against us or any of our subsidiaries. Also, Mr. Schneider releases us and our affiliates from all causes of action he may have, except as specifically provided in the settlement agreement.

The consulting agreement provides that Mr. Schneider shall provide consulting services to us or our affiliates for up to 90 days per year for two years beginning January 1, 2005. In exchange for providing consulting services, we pay Mr. Schneider an annual fee of Û450,000 and reimburse him for customary office, secretarial and other business expenses. We also pay health and dental insurance costs during the term of the consulting agreement. In addition, the vesting of Mr. SchneiderÕs SARs that were not vested under the severance agreement will vest in two equal annual increments during the term of the consulting agreement. The consulting agreement provides that upon termination of the consulting services without cause by us (which we may elect to do at any time) or upon Mr. SchneiderÕs death, Mr. Schneider or his estate will be entitled to receive the same compensation, benefits and vesting rights as if he had completed his consulting term. Upon termination of the consulting agreement by Mr. Schneider without cause, his breach of the agreement, or upon his conviction of a felony involving moral turpitude, Mr. Schneider will be entitled to receive the compensation, benefits and vesting rights that he had accrued as of such termination.

Gene W. Schneider Transaction

In 2001, the board of directors of a subsidiary of UGC approved a Ōsplit-dollarĶ policy on the lives of Gene W. Schneider and his spouse, Louise Schneider, for $30 million. Such board of directors believed that this policy was a reasonable addition to Mr. SchneiderÕs compensation package in view of his many years of service to the company. Initially, the subsidiary agreed to pay an annual premium of approximately $1.8 million for this policy, which has a roll-out period of approximately 15 years. Following the enactment of the Sarbanes-Oxley Act, no additional premiums have been paid by the subsidiary. The policy is being continued by payments made out of the cash surrender value of the policy. The Gene W. Schneider Trust is the sole owner and beneficiary of the policy, but has assigned to the subsidiary policy benefits in the amount of premiums previously paid by the subsidiary. Upon termination of the policy, the subsidiary will recoup the premiums that it has paid.

Gene W. Schneider Employment Agreement

In connection with the closing of a transaction on January 5, 2004, pursuant to which LMI gained control of UGC, UGC entered into a five-year employment agreement with Mr. Gene W. Schneider. Pursuant to the employment agreement, Mr. Schneider shall continue to serve in such capacity as requested by our board, and is subject to a five year non-competition obligation (regardless of when his employment under the employment agreement is terminated). Mr. Schneider also has access to our aircraft for personal use without charge provided that such use does not exceed the value of $50,000 in any year based on incremental cost. Thereafter, Mr. Schneider pays for any additional use pursuant to our aircraft policy. The employment agreement may be terminated by us with cause, upon Mr. SchneiderÕs death or disability or by Mr. Schneider. Upon such termination, other than for cause, we will make payments to Mr. Schneider or his personal representatives, as appropriate, for his annual base salary accrued through the termination date and the amount of any annual base salary that would have accrued from the termination date through the end of the employment period. Certain stock options and other equity-based incentives granted to Mr. Schneider shall remain exercisable until the third anniversary of the termination date (but not beyond the term of the award) and, during a period of disability, Mr. Schneider shall receive certain benefits from us.

Merger Transaction Loans

When a subsidiary of UGC issued shares of its preferred stock in connection with a merger transaction with a subsidiary of LMC in 2002, certain former directors of UGC, including Gene W. Schneider and his son Mark L. Schneider, each delivered full-recourse promissory notes to the subsidiary in the amount of $748,500 in partial payment of their subscriptions for the preferred stock. The loans evidenced by these promissory notes bear interest at 6.5% per annum and are due and payable on demand on or after January 30, 2003, or on January 30, 2007, if no demand has by then been made. All of these loans have been paid in full except the one by Gene W. Schneider. As of December 31, 2005, the aggregate outstanding balance of Gene W. SchneiderÕs loan, including accrued interest, was $939,326. Mark L. Schneider paid his loan in full on November 7, 2005, in the amount of $932,163.

On May 14, 2002, these former UGC directors exchanged their preferred shares in the subsidiary for shares of UGC, giving UGC 100% control of the subsidiary. Notwithstanding the exchange, the foregoing loans remained outstanding.

6/16/2005 8K Information

No related party transactions or special relationships reported for this company. Director relationships marked "Outside Related" at this firm will most often be former executives of the company. Additional information regarding these relationships will be added during our regular updates.