SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* SPO ADVISORY CORP (Last) (First) (Middle) 591 REDWOOD HIGHWAY, SUITE 3215 (Street) MILL VALLEY CA 94941 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Liberty Global, Inc. [ LBTYA ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 04/28/2011
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/28/2011		S		197,100	D	$46.17	12,386,701	I(1)(2)(3)(4)(5)(6)(7)(8)(9)(10)	See Footnotes
Common Stock	04/29/2011		S		433,800	D	$46.47	11,953,001	I(1)(2)(3)(4)(5)(6)(7)(8)(9)(10)	See Footnotes
Common Stock	05/02/2011		S		160,272	D	$46.78	11,792,729	I(1)(2)(3)(4)(5)(6)(7)(8)(9)(10)	See Footnotes

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* SPO ADVISORY CORP (Last) (First) (Middle) 591 REDWOOD HIGHWAY, SUITE 3215 (Street) MILL VALLEY CA 94941 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SPO ADVISORY PARTNERS LP (Last) (First) (Middle) 591 REDWOOD HIGHWAY, SUITE 3215 (Street) MILL VALLEY CA 94941 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SF ADVISORY PARTNERS LP (Last) (First) (Middle) 591 REDWOOD HIGHWAY , SUITE 3215 (Street) MILL VALLEY CA 94941 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SPO PARTNERS II LP (Last) (First) (Middle) 591 REDWOOD HIGHWAY, SUITE 3215 (Street) MILL VALLEY CA 94941 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SAN FRANCISCO PARTNERS LP (Last) (First) (Middle) 591 REDWOOD HIGHWAY, SUITE 3215 (Street) MILL VALLEY CA 94941 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SCULLY JOHN H (Last) (First) (Middle) 591 REDWOOD HIGHWAY, SUITE 3215 (Street) MILL VALLEY CA 94941 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* OBERNDORF WILLIAM E (Last) (First) (Middle) 591 REDWOOD HIGHWAY, SUITE 3215 (Street) MILL VALLEY CA 94941 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* MCDERMOTT EDWARD H (Last) (First) (Middle) 591 REDWOOD HIGHWAY , SUITE 3215 (Street) MILL VALLEY CA 94941 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. The entities disposing of the shares in this filing are SPO Partners II, L.P. ("SPO Partners"), which sold 761,872 shares of the Issuer's Series A common stock, San Francisco Partners, L.P. ("SF Partners"), which sold 29,200 shares of the Issuer's Series A common stock and Edward H. McDermott ("EHM"), who sold 100 shares of the Issuer's Series A common stock. As reported on Line 1 above, 197,100 shares of the Issuer's Series A common stock were sold at a price range of $46.02-46.24. Additionally, as reported on Line 2 above, 433,800 shares of the Issuer's Series A common stock were sold at a price range of $46.20-46.66. Additionally, as reported on Line 3 above, 160,272 shares of the Issuer's Series A common stock were sold at a price range of $45.94-46.89.

2. As a result of the transactions causing this filing, 11,146,950 shares of the Issuer's Series A common stock are owned directly by SPO Partners, and may be deemed to be indirectly beneficially owned by (i) SPO Advisory Partners, L.P. ("SPO Advisory"), the sole general partner of SPO Partners, (ii) SPO Advisory Corp. ("SPO Corp."), the sole general partner of SPO Advisory, and (iii) John H. Scully ("JHS"), William E. Oberndorf ("WEO") and EHM, the three controlling persons of SPO Corp. Additionally, 645,779 shares of the Issuer's Series A common stock are owned directly by SF Partners, and may be deemed to be indirectly beneficially owned by (iv) SF Advisory Partners, L.P. ("SF Advisory"), the sole general partner of SF Partners, (v) SPO Corp., the sole general partner of SF Advisory, and (vi) JHS, WEO and EHM, the three controlling persons of SPO Corp.

3. Additionally, 78,065 shares of the Issuer's Series A common stock are owned directly by JHS. Additionally, JHS owns 700 shares of the Issuer's Series A common stock in his IRA, which is self-directed. Additionally, 252,767 shares of the Issuer's Series A common stock are owned directly by Netcong Newton Partners, L.P. ("Netcong") and may be deemed to be indirectly beneficially owned by JHS as a general partner of Netcong.

4. Additionally, 17,228 shares of the Issuer's Series A common stock are owned directly by WEO. Additionally, WEO owns 200,000 shares of the Issuer's Series A common stock in his IRA, which is self-directed. Additionally, 100,000 shares of the Issuer's Series A common stock are owned directly by Oberndorf Family Partners, L.P. ("OFP") and may be deemed to be indirectly beneficially owned by WEO as sole general partner of OFP. Additionally, 5,514 shares of the Issuer's Series A common stock are owned directly by WEO's children and may be deemed to be beneficially owned by WEO as Trustee of his childrens' accounts. Additionally, 3,300 shares of the Issuer's Series A common stock are owned directly by Betty Jane Weimer ("BJW").

5. Additionally, 540 shares of the Issuer's Series A common stock are owned directly by EHM. Additionally, EHM owns 1,338 shares of the Issuer's Series A common stock in his IRA, which is self-directed.

6. Additionally, 24,164,029 shares of the Issuer's Series C common stock are owned directly by SPO Partners, and may be deemed to be indirectly beneficially owned by (i) SPO Advisory, the sole general partner of SPO Partners, (ii) SPO Corp, the sole general partner of SPO Advisory, and (iii) JHS, WEO and EHM, the three controlling persons of SPO Corp. Additionally, 710,408 shares of the Issuer's Series C common stock are owned directly by SF Partners, and may be deemed to be indirectly beneficially owned by (iv) SF Advisory, the sole general partner of SF Partners, (v) SPO Corp., the sole general partner of SF Advisory, and (vi) JHS, WEO and EHM, the three controlling persons of SPO Corp.

7. Additionally, 258,065 shares of the Issuer's Series C common stock are owned directly by JHS. Additionally, JHS owns 6,900 shares of the Issuer's Series C common stock in his IRA, which is self-directed. Additionally, 714,716 shares of the Issuer's Series C common stock are owned directly by Netcong and may be deemed to be indirectly beneficially owned by JHS as a general partner of Netcong.

8. Additionally, 17,228 shares of the Issuer's Series C common stock are owned directly by WEO. Additionally, WEO owns 201,400 shares of the Issuer's Series C common stock in his IRA, which is self-directed. Additionally, 100,000 shares of the Issuer's Series C common stock are owned directly by OFP and may be deemed to be indirectly beneficially owned by WEO as sole general partner of OFP. Additionally, 5,514 shares of the Issuer's Series C common stock are owned directly by WEO's children and may be deemed to be beneficially owned by WEO as Trustee of his childrens' accounts. Additionally, 3,300 shares of the Issuer's Series C common stock are owned directly by BJW.

9. Additionally, 10,540 shares of the Issuer's Series C common stock are owned directly by EHM. Additionally, EHM owns 2,138 shares of the Issuer's Series C common stock in his IRA, which is self-directed.

10. A portion of the shares sold in the transactions causing this filing represent shares that are matchable under Section 16(b) of the Securities Exchange Act of 1934. The matchable shares, less than 0.01% of the reporting group holdings, replace previously reported matchable shares as a result of a higher share price than in the previous filing. A reporting person included in the filing is disgorging any additional deemed profits from this transaction to the Issuer from the sale of these shares.

Remarks:

The individuals and entities listed in the notes above (each a "Reporting Person") may be deemed to form a "group", as such term is defined in Rule 13d-5(b)(1) promulgated under the Securities Exchange Act of 1934, for purposes of this filing. This filing shall not be deemed as an admission by any Reporting Person that such Person is, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owner of any equity securities covered by this statement. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of such person's pecuniary interest, if any, therein.

	Kim M. Silva, Attorney-in-Fact	05/02/2011
	** Signature of Reporting Person	Date
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