SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


SCHEDULE 13D/A
(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(a)

(Amendment No. 4)*

UGC Europe, Inc.
(Name of Issuer)

Common Stock, par value $0.01 per share
(Title of Class of Securities)

90268P 10 2
(CUSIP Number)

Michelle L. Keist
UnitedGlobalCom, Inc.
4643 S. Ulster Street, Suite 1300
Denver, CO 80237
(303) 770-4001
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

October 6, 2003
(Date of Event which Requires Filing of this Statement)

        If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g) check the following o.

        Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

        *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

        The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended ("Act"), or otherwise subject to the liabilities of that Section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

(Continued on following pages)

(Page 1 of 4 Pages)

CUSIP No. 90268P 10 2 13D Page 2 of 4 Pages

1.   NAMES OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
UnitedGlobalCom, Inc. 84-1602895
2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*   (a)  o
                (b)  o
3.   SEC USE ONLY

 		           
4.   SOURCE OF FUNDS*
00
5.   CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
                o
6.   CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware

NUMBER OF
Shares
 
7.
 
SOLE VOTING POWER
33,374,089(1)
 
 
BENEFICIALLY  
OWNED BY
EACH		   8.   SHARED VOTING POWER
 		   
REPORTING  
PERSON
With		   9.   SOLE DISPOSITIVE POWER
33,374,089(1)
 		   
       
        10.   SHARED DISPOSITIVE POWER

 		   
11.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
33,374,089(1)
12.   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*    
                o
13.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
66.75%
14.   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO

*SEE INSTRUCTIONS BEFORE FILLING OUT.

(1)
Some of the shares of Issuer Common Stock are held by wholly-owned subsidiaries of the Reporting Person.
CUSIP No. 90268P 10 2 13D Page 3 of 4 Pages

Item 3. Source and Amount of Funds or Other Consideration

Item 3 is amended by adding the following paragraph:

The Reporting Person will use shares of its Class A common stock as consideration for the common stock of Issuer to be acquired in the exchange offer and merger described in Item 4.

Item 4. Purpose of Transaction

Item 4 is deleted in its entirety and replaced with the following:

On October 4, 2003, the Reporting Person submitted a letter (the "Proposal Letter") to the independent members of the board of directors of the Issuer setting forth the Reporting Person's proposal to acquire all of the outstanding shares of Issuer's common stock not owned by the Reporting Person or its subsidiaries in exchange for 9.0 shares of the Reporting Person's Class A common stock, subject to customary conditions. On October 6, 2003, the Reporting Person issued a press release (the "Press Release"), publicly announcing the commencement of the tender offer. If, upon completion of the tender offer, the Reporting Person beneficially owns 90% of more of the Issuer's outstanding capital stock, the Reporting Person intends to effect, in compliance with Delaware law, a "short-form" merger of the Issuer with a subsidiary of the Reporting Person.

A copy of the Proposal Letter and Press Release are included as exhibits as is the Schedule TO Tender Offer Statement of the Reporting Person's wholly-owned subsidiary, Europe Acquisition, Inc, filed with the Commission on October 6, 2003, each of which is incorporated herein by reference. The description of the exchange offer and merger is qualified in its entirety by reference to the Proposal Letter, Press Release and Schedule TO.

Item 7. Material to be Filed as Exhibits

1.
Letter from the Reporting Person to the independent members of the Board of Directors of the Issuer, dated October 4, 2003, incorporated by reference from the Current Report on Form 8-K of the Reporting Person (File No. 000-49658), dated October 6, 2003.

2.
Press release of the Reporting Person, dated October 6, 2003, incorporated by reference from the Current Report on Form 8-K of the Reporting Person (File No. 000-49658), dated October 6, 2003.

3.
The Schedule TO Tender Offer Statement of the Reporting Person's wholly-owned subsidiary, Europe Acquisition, Inc, with respect to the Issuer filed with the Commission on October 6, 2003 is hereby incorporated by reference.
CUSIP No. 90268P 10 2 13D Page 4 of 4 Pages

SIGNATURE

        After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. UNITEDGLOBALCOM, INC.

    UNITEDGLOBALCOM, INC.

Dated: October 6, 2003
 
By:
/s/  FREDERICK G. WESTERMAN, III      
Frederick G. Westerman, III
Chief Financial Officer