Attachment GRANT

GRANT

DECISION submitted by FCC,IB

GRANT

2005-03-05

This document pretains to SAT-AMD-20050103-00001 for Amended Filing on a Satellite Space Stations filing.

IBFS_SATAMD2005010300001_421276

Date & Time Filed: Jan 3 2005 3:56:17:913PM File Number: SAT-AMD-20050103-00001 FCC APPLICATION FOR SPACE AND EARTH STATI0N:MOD OR AMD - MAIN FORM FCC Use Only FCC 3 12 MAIN FORM FOR OFFICIAL USE ONLY APPLICANT INFORMATION Enter a description of this application to identify it on the main menu: DIRECTV GROUP - DIRECTV 11 S2640 - 2nd AMD (@ 99 WL) 1-8. Legal Name of Applicant Name: The DIRECTV Group, Inc. Phone Number: 310-964-0725 DBA Fax Number: 3 10-964-0843 Name: Street: 2250 E. Imperial Highway E-Mail: City: El Segundo State: CA - Country: USA Zipcode: 90245 Attention: 1

Attachment Conditions of Authorization March 8,2005 1. DIRECTV Group, Inc. ’s (“DIRECTV”) application, SAT-LOA-20040909-00 168, Call Sign S2640, as amended by SAT-AMD-2004 1 119-00209 and SAT-AMD-20050 103- 00001 IS GRANTED. Accordingly, DIRECTV is authorized to launch and operate its DIRECTV-11 Ka-band satellite at the 99.2” W.L. orbit location, in the 18.3-18.8 GHz (space-to-Earth), 28.3 5 -2 8.6 GHz (Earth-to-space) and 29.2 5-29.5 GHz (Earth-to-space) frequency bands in accordance with the terms, conditions, and technical specifications set forth in its application, this Attachment, and the Federal Communications Commission’s (“Commission”) Rules. 2. DIRECTV-11 must be constructed, launched, and placed into operation in accordance with the technical parameters and terms and conditions of this authorization by these specified time periods following the date of authorization: a. Execute a binding contract for construction by 3/8/2006 b. Complete the Critical Design Review by 3/8/2007 c. Commence construction by 3/8/2008 d. Launch and begin operations by 3/8/20 10 e. DIRECTV must file a bond with the Commission in the amount of $3 million, pursuant to the procedures set forth in Public Notice, DA 03-2602, 18 FCC Rcd 16283 (2003), as revised by Amendment of the Commission’s Space Station Licensing Rules and Policies, First Order on Reconsideration and Fifth Report and Order, FCC 04-147 19 FCC Rcd. 12637 (2004), within 30 days of the date of this grant.. Failure to meet any of these dates shall render this authorization null and void. 3. DIRECTV’s request for a waiver of the cross-polarization isolation requirements, contained in Section 25.210(i) of the Commission’s rules is GRANTED. Section 25.2 1O(i) of the Commission’s rules require the ratio of the on-axis co-polar gain to the cross-polar gain of the antenna in the assigned frequency band be at least 30 dB within its primary coverage area. 1 The DIRECTV-11 antennas have been designed to meet a minimum cross-polarization requirement of 27 dB. DIRECTV states that its cross- polarization interference is an intra-system design issue that does not affect inter-system coordination and therefore will not affect other Ka-band satellite systems. DIRECTV plans to employ digital modulation with forward error correction coding on both polarization senses to reduce system sensitivity to cross-polarization interference. In addition polarization isolation, directivity and antenna implementation losses have also been optimized for best performance. Based on DIRECTV’s representations that it is using digital, rather than analog modulation, and that other Ka-band satellite systems will 47 C.F.R. 0 25.210(i).

not be affected by its operation, we find that it is in the public interest to waive Section 25.210(i).2 We find that this grant is consistent with previous Commission action^.^ 4. We GRANT DIRECTV’s request for waiver of Sections S6,4 S7,5 S 1 O6 and S 13’ of Schedule S. DIRECTV has provided representative data for the beams stating that the beams have essentially identical electrical parameters. In addition DIRECTV has provided a matrix of connectivity that allows derivation of the transponder combinations. Considering the complexity of the DIRECTV-11 satellite design, the amount of information that would need to be provided in these Sections of the Schedule S Form would be extensive and, in many ways, redundant. The information provided by DIRECTV in its Schedule S Form and application is sufficient for us to determine whether the system meets the Commission’s technical requirements. We find that this grant is consistent with previous Commission actions.* 5. DTRECTV shall prepare the necessary information, as may be required, for submission to the TTU to initiate and complete the advance publication, international coordination, due diligence, and notification process of this space station, in accordance with the ITU Radio Regulations. DIRECTV shall be held responsible for all cost recovery fees associated with these ITU filings. We also note that no protection from interference caused by radio stations authorized by other administrations is guaranteed unless coordination and notification procedures are timely completed or, with respect to individual administrations, by successfully completing coordination agreements. Any radio station authorization for which coordination has not been completed may be subject to additional terms and conditions as required to effect coordination of the frequency assignments of other administrations. See 47 C.F.R. 5 25.1 1 l(b). 6. DIRECTV must coordinate its downlink operations for the specific frequencies authorized in the 18.3-18.8 GHz band with U.S. Government systems, including Government operations to earth stations in foreign countries, in accordance with footnote US334 to the Table of Frequency Allocations, 47 C.F.R. 5 2.106. 7. DIRECTV must conduct its operations pursuant to this authorization in a manner consistent with the power flux-density requirements of footnote US255 to the Table of Frequency Allocations, 47 C.F.R. 5 2.106,47 C.F.R. 5 25.138(a)(6), and 47 C.F.R. tj 25.208, of the Commission’s Rules. 8. The license term for the DIRECTV-11 satellite, Call Sign S2640, is fifteen years and will begin to run on the date that DIRECTV certifies to the Commission that the satellite has 47 C.F.R. 9 25.210(i). 3 See, e.g., New Skies Satellites, N.V., Petition for Declaratory Ruling, Order, 17 FCC Rcd 10369 at para. 19 (2002) and SES Americom, Inc., Application to Launch and Operate the Americom-23 hybrid C/Ku/ExtendedKu-Band Satellite, File No. SAT-LOA-20031218-00358,granted July 13,2004. This section contains information regarding service areas for the satellite system. ’ This section contains informationregarding space station antenna beam characteristics for each beam of a satellite system. 6 This section contains information regarding space station transponders. 7 This section contains information regarding typical emissions. 8 See DIRECTV Group, Inc. SAT-MOD-20040614-00113, Grunt Stump November 4,2004 2

been successfully placed into orbit and its operation fully conforms to the terms and conditions of this authorization. 9. DIRECTV is afforded thirty days from the date of release of this grant and authorization to decline this authorization as conditioned. Failure to respond within this period will constitute formal acceptance of the authorization as conditioned. 10. This grant is issued pursuant to Section 0.261 of the Commission's rules on delegated authority, 47 C.F.R. 6 0.261, and is effective upon release. Petitions for reconsideration under Section 1.106 or applications for review under Section 1.1 15 of the Commission's rules, 47 C.F.R. $9 1.106, I . 115, may be filed within 30 days of the date of the public notice indicating that this action was taken. 3

9-16. Name of Contact Representative (If other than applicant) Name: William M. Wiltshire Phone Number: 202-730- 1350 Company: Harris, Wiltshire & Grannis LLP Fax Number: 202-730- 1301 Street: 1200 Eighteenth St., N.W. E-Mail: 12 Floor City: Washington State: DC Country: USA Zipcode: 20036- Contact Relationship: Legal Counsel Title: 2LASSIFICATION OF FILING 17. Choose the button next to the Aassification that applies to this filing for (N/A) bl . Application for License of New Station loth questions a. and b. Choose only one (N/A) b2. Application for Registration of New Domestic Receive-Only Station or 17a and only one for 17b. @ (N/A) b3. Amendment to a Pending Application 0 (N/A) b4. Modification of License or Registration 0 a l . Earth Station b5. Assignment of License or Registration @ a2. Space Station b6. Transfer of Control of License or Registration Q (N/A) b7. Notification of Minor Modification (N/A) b8. Application for License of New Receive-Only Station Using Non-U.S. Licensed Satellite (N/A) b9. Letter of Intent to Use Non-U.S. Licensed Satellite to Provide Service in the United States Q (N/A) b10. Other (Please specify) 2

17c. Is a fee submitted with this application? @ IfYes, complete and attach FCC Form 159. If No, indicate reason for fee exemption (see 47 C.F.R.Section 1.1114). 0 Governmental Entity 0 Noncommercial educational licensee 0 Other(p1ease explain): I7d. Fee Classification CWY - Space Station Amendment(Geostati0nary) 18. If this filing is in reference to an 19. If this filing is an amendment to a pending application enter both fields, if this filing is a existing station, enter: modification please enter only the file number: (a) Call sign of station: (a) Date pending application was filed: (b) File number: S2640 09/09/2004 SATLOA2004090900168 3

TYPE OF SERVICE 10. NATURE OF SERVICE: This filing is for an authorization to provide or use the following type(s) of service(s): Select all that apply: rn a. Fixed Satellite b. Mobile Satellite c. Radiodetermination Satellite 0d. Earth Exploration Satellite rn e. Direct to Home Fixed Satellite 0f. Digital Audio Radio Service 0g. Other (please specify) 2 1. STATUS: Choose the button next to the applicable status. Choose 22. If earth station applicant, check all that apply. mly one. 0 Using U.S. licensed satellites Q Common Carrier @ Non-Common Carrier 0 Using Non-US. licensed satellites 23. If applicant is providng INTERNATIONAL COMMON CARRIER service, see instructions regarding Sec. 214 filings. Choose one. Are these facilities: 0 Connected to a Public Switched Network 0 Not connected to a Public Switched Network @ N/A 24. FREQUENCY BAND@): Place an 'X' in the box(es) next to all applicable frequency band(s). 0 a. C-Band (4/6 GHz) 0 b. Ku-Band (12/14 GHz) c.Other (Please specify upper and lower frequencies in MHz.) Frequency Lower: 18300 Frequency Upper: 29500 (Please specify additional frequencies in an attachment) 4

TYPE OF STATION 25. CLASS OF STATION: Choose the button next to the class of station that applies. Choosc only one. 0 a. Fixed Earth Station 0 b. Temporary-Fixed Earth Station 0 c . 12/14 GHz VSAT Network Q d. Mobile Earth Station @ e. Geostationary Space Station Q f. Non-Geostationary Space Station 0 g. Other (please specify) 26. TYPE OF EARTH STATION FACILITY Q TransmiUReceive Q Transmit-Only 0 Receive-Only Q N/A "For Space Station applications, select N/A." 5

PURPOSE OF MODIFICATION 27. The purpose of this proposed modification is to: (Place an 'X' in the box(es) next to all that apply.) 0a -- authorization to add new emission designator and related servicc 0b -- authorization to change emission designator and related service 0c -- authorization to increase EIRP and EIRP dcnsity 0d - authorization to replace antenna 0e -- authorization to add antenna 0f -- authorization to relocate fixed station g -- authorization to change frequency(ies) h -- authorization to add frequency 0i -- authorization to add Points of Communication (satellites & countries) 0j -- authorization to change Points of Communication (satellites & countries) 0k -- authorization for facilities for which environmental assessment and radiation hazard reporting is required 01 -- authorization to change orbit location 0m -authorization to perform fleet management 0n -authorization to extend milestones 0o -- Other (Please specify) 6

ENVIRONMENTAL POLICY 28. Would a Commission grant of any proposal in this application or amendment have a significant environmental Q yes @ No impact as defined by 47 CFR 1.1307? IfYES, submit the statement as required by Sections 1.1308 and 1.1311 of the Commission’s rules, 47 C.F.R. 1.1308 and 1.1311, as an exhibit to this app1ication.A Radiation Hazard Study must accompany all applications for new transmitting facilities, major modifications, or major amendments. ALIEN OWNERSHIP Earth station applicants not proposing to provide broadcast, common carrier, aeronautical en route or aeronautical fixed radio station services are not required to respond to Items 30-34. 29. Is the applicant a foreign government or the representative of any foreign government? Q Yes @ No Q N/A 30. Is the applicant an alien or the representative of an alien? 0 Yes @ No Q N/A 3 1. Is the applicant a corporation organized under the laws of any foreign government? 0 Yes @ No 0 N/A 32. Is the applicant a corporation of which more than one-fifth of the capital stock is owned of record or voted by Q yes @ No Q N/A aliens or their representatives or by a foreign government or representative thereof or by any corporation organized under the laws of a foreign country? 7

33. Is the applicant a corporation directly or indirectly controlled by any other corporation of which more than @ Yes Q No Q N/A one-fourth of the capital stock is owned of record or voted by aliens, their representatives, or by a foreign government or representative thereof or by any corporation organized under the laws of a foreign country? 34. If any answer to questions 29,30, 3 1, 32 andor 33 is Yes, attach as an exhibit an identification of the aliens or Form 3 12 Q34 foreign entities, their nationality, their relationship to the applicant, and the percentage of stock they own or vote. BASIC QUALIFICATIONS 35. Does the Applicant request any waivers or exemptions from any of the Commission’s Rules? Q Yes @ No IfYes, attach as an exhibit, copies of the requests for waivers or exceptions with supporting documents. 36. Has the applicant or any party to this application or amendment had any FCC station authorization or licensc Q Yes @ No revoked or had any application for an initial, modification or renewal of FCC station authorization, license, or construction permit denied by the Commission? If Yes, attach as an exhibit, an explination of circumstances. 8

37. Has the applicant, or any party to this application or amendment, or any party directly or indirectly controlling 0 Yes @ No the applicant ever been convicted of a felony by any state or federal court? IfYes, attach as an exhibit, an explination of circumstances. 38. Has any court finally adjudged the applicant, or any person directly or indirectly controlling the applicant, 0 Yes @ No guilty of unlawfully monopolizing or attemptiing unlawfully to monopolize radio communication, directly or indirectly, through control of manufacture or sale of radio apparatus, exclusive traffic arrangement or any other means or unfair methods of competition?IfYes, attach as an exhibit, an explanation of circumstances 39. Is the applicant, or any person directly or indirectly controlling the applicant, currently a party in any pending 0 Yes @ No matter referred to in the preceding two items? If yes, attach as an exhinit, an explanation of the circumstances. 40. If the applicant is a corporation and is applying for a space station license, attach as an exhibit the names, address, and citizenship of those stockholders owning a record and/or voting 10 percent or more of the Filer’s voting stock and the percentages so held. In the case of fiduciary control, indicate the beneficiary(ies) or class of Form 3 12 440 beneficiaries. Also list the names and addresses of the officers and directors of the Filer. 9

4 1 . By checking Yes, the undersigned certifies, that neither applicant nor any other party to the application is @ Yes 0 No subject to a denial of Federal benefits that includes FCC benefits pursuant to Section 5301 of the Anti-Drug Act of 1988,21 U.S.C. Section 862, because of a conviction for possession or distribution of a controlled substance. See 47 CFR 1.2002(b) for the meaning of "party to the application" for these purposes. 42a. Docs the applicant intend to use a non-U.S. licensed satellite to provide service in the United States? IfYes, 0 Yes @ No answer 42b and attach an exhibit providing the information specified in 47 C.F.R. 25.137, as appropriate. If No, proceed to question 43. 42b. What administration has licensed or is in the process of licensing the space station? If no license will be issued, what administration has coordinated or is in the process of coordinating the space station? 43. Description. (Summarize the nature of the application and the services to be provided). (If the complete description does not appear in this box, please go to the end of the form to view it in its entirety.) DIRECTV applies to re-instate its request to operate on 340 MHz of Ka-band spectrum that was removed from its original application on December 30, 2004. See Exhibit 43 attached I I hereto. I I Form 312 Q43 10

CERTIFICATION The Applicant waives any claim to the use of any particular frequency or of the electromagnetic spectrum as against the regulatory power of the United States because of the previous use of the same, whether by license or otherwise, and requests an authorization in accordance with this application. The applicant certifies that grant of this application would not cause the applicant to be in violation of the spectrum aggregation limii in 47 CFR Part 20. All statements made in exhibits are a material part hereof and are incorporated herein as if set out in full in this application. The undersigned, individually and for the applicant, hereby certifies that all statements made in this application and in all attached exhibits are true, complete and correct to the best of his or her knowledge and belief, and are made in good faith. 44. Applicant is a (an): (Choose the button next to applicable response.) 0 Individual 4 Unincorporated Association 0 Partnership @ Corporation 4 Governmental Entity 4 Other (please specify) 45. Name of Person Signing 46. Titlc of Person Signing Romulo Pontual Exec. VP & Chief Technology Officer --> WILLFUL FALSE STATEMENTS MADE ON THIS FORM ARE PUNISHABLE BY FINE AND / OR IMPRISONMENT (U.S. Code, Title 18, Section 1001), AND/OR REVOCATION OF ANY STATION AUTHORIZATION (U.S. Code, Title 47, Section 3 12(a)(l)), AND/OR FORFEITURE (U.S. Code, Title 47, Section 503). 11

FCC NOTICE REQUIRED BY THE PAPERWORK REDUCTION ACT The public reporting for this collection of information is estimated to average 2 hours per response, including the time for reviewing instructions, searching existing data sources, gathering and maintaining the required data, and completing and reviewing the collection of information. If you have any comments on this burden estimate, or how we can improve the collection and reduce the burden it causes you, please write to the Federal Communications Commission, AMD-PERM, Paperwork Reduction Project (3060-0678), Washington, DC 20554. We will also accept your comments regarding the Paperwork Reduction Act aspects of this collection via the Internet if you send them to jboley@fcc.gov. PLEASE DO NOT SEND COMPLETED FORMS TO THIS ADDRESS. Remember -You are not required to respond to a collection of information sponsored by the Fcderal government, and the government may not conduct or sponsor this collection, unless it displays a currently valid OMB control number or if we fail to provide you with this notice. This collection has been assigned an OMB control number of 3060-0678. THE FOREGOING NOTICE IS REQUIRED BY THE PAPERWORK REDUCTION ACT OF 1995, PUBLIC LAW 104-13, OCTOBER 1,1995,44 U.S.C. SECTION 3507. 12

EXHIBIT 43 FCC Form 312: Response to Question 43 Nature of Amendment and Public Interest Statement 1. Nature of Amendment In this application, The DIRECTV Group, Inc. (“DIRECTV”) seeks authority to use 340 MHz of Ka-band spectrum that was covered by its original space station license at the nominal 99” W.L. orbital location but subsequently became available as a result of a license modification in a prior proceeding.’ In this proceeding, the Commission dismissed those portions of DIRECTV’s original application that requested authority to operate the DIRECTV 11 satellite on these particular frequencies as premature -without prejudice to refiling.’ The Commission subsequently issued the requisite public notice making the frequencies available for reas~ignment.~ Accordingly, DIRECTV now seeks to amend its application to re-instate its request to operate on the 18.3-18.365, 18.53- 18.57, 18.735-18.8, 28.35-28.36,28.525-28.6,29.25-29.26, and 29.425-29.5 GHz frequency bands. Amended applications need only identi@ the information in the original application that is affected by the proposed ~ h a n g e .Because ~ DIRECTV’s original application5 anticipated the use of the frequency bands involved in this application, all necessary information relevant to these bands is included in that earlier filing. DIRECTV ’ The procedural history of DIRECTV’s authorization at this slot is detailed in the Letter from Thomas S. Tycz to William M. Wiltshire, dated December 30,2004 (DA 04-4071). Id. See Public Notice, Rep. No. SAT-00264, DA 04-4069 (rel. Dec. 30,2004). Cf 47 C.F.R. 9 25.1 17(d). While the letter of this provision applies to modification requests, it applies a fortiori to amendments as well. See SAT-LOA-20040909-00168, as amended by SAT-AMD-20041119-00209. Exhibit 43 Page 1 o f 3

hereby incorporates the relevant portions of those materials as if set forth fully herein and requests that they be re-instated. DIRECTV hereby certifies that the remaining information in its original application (as amended by the first amendment) has not changed. 2. Public Interest Statement DIRECTV has already begun construction, at its own risk, of DIRECTV 1 1 , a satellite capable of operating over 1000 MHz of Ka-band satellite spectrum - 18.3-18.8 GHz downlink and 28.35-28.6j29.25-29.5 GHz uplink - that include all of the frequency bands requested in this amendment. As discussed more fully in its original application, DIRECTV intends to launch two more satellites (DIRECTV 1 1 and DIRECTV 10, a companion satellite that will operate in the Ka-band at the nominal 103” W.L. orbital location) that will use these Ka-band frequencies to achieve a quantum leap in the amount of high definition (“HD”) digital television programming - including local broadcast stations in HD - available on its direct-to-home satellite service. After the successful launch of both satellites, subscribers will be able to use a single receive antenna to view all of the standard definition (“SD’) digital television services they currently receive from DIRECTV, as well as (1) over 150 national channels of HD programming, and (2) for over 90% of U.S. households, local broadcast stations in HD. With these assets, DIRECTV intends to maintain its leadership position as an innovator in the digital revolution and to help promote the nation’s transition from analog to HD television. However, without authority for DIRECTV 11 to use the 340 MHz of spectrum requested in this application, DIRECTV’s ability to provide these compelling new services will be seriously impaired, to the detriment of the viewing public. Moreover, Exhibit 43 Page 2 of 3

because DIRECTV’s satellite is already under construction, it should be ready for launch relatively soon - achieving these cutting-edge services far earlier than any other operator could. Accordingly, the Commission should grant this application to ensure that valuable spectrum and orbital resources are put to productive use as expeditiously as possible. Exhibit 43 Page 3 of 3

EXHIBIT 34 FCC Form 312: Response to Question 34 Foreign Ownership Section 3 10(b)(4) of the Communications Act of 1934, as amended, establishes certain limitations on indirect foreign ownership and voting of certain common carrier and broadcast licensees.' By definition, these limitations do not apply to this non-broadcast, non-common carrier space station amendment application. The Commission has also recently approved the ownership structure, including foreign ownership levels, of The DIRECTV Group, Inc.,* as well as News Corp.'s re-incorporation in the United States, which was recently cons~mmated.~ ' See 47 U.S.C. 0 310(b)(4). See General Motors Corp.. Hughes Electronics Corp., and The News Corporation Limited, 19 FCC Rcd. 473 (2004). The Commission authorized apro forma transfer of control of The DIRECTV Group, Inc. in connection with News Corporation's re-incorporation in the United States. See Public Notice, DA 04- 3 176 (rel. Oct. 1,2004). That transaction was consummated on November 12,2004. Exhibit 34 Page 1 of 1

EXHIBIT 40 FCC Form 312: Response to Question 40 Ownership, Directors, and Officers 1. ENTITY OWNERSHIP Information relating to the stockholders that own of record and/or vote 10% or more of The DIRECTV Group, Inc.’s stock is as follows: The DIRECTV Group. Inc. State of Incorporation: Delaware Principal Place of Business: 2250 E. Imperial Highway El Segundo, CA 90245 Primary Business Activities: Provides digital television entertainment; broadband satellite networks and services; and global video and data processing. Principal Shareholders: Fox Entertainment Group, Inc. (“FEG”), a Delaware corporation, owns 34% of the equity and voting stock of The DIRECTV Group, Inc. (“DIRECTV Group”). News Corporation (“News”) indirectly holds approximately 97% voting and 82% ownership interest in FEG. The address of FEG and News is: 121 1 Avenue of the Americas, New York, NY 10036. Additional information regarding News is set forth below. United States Trust Company of New York, a New York corporation, (acting as trustee for various trusts and employee benefit plans) beneficially owns approximately 19.7% of the voting stock of DIRECTV Group. The address of United States Trust Company of New York is: 114 West 47” Street, New York, NY 10036. News Corporation State of Incorporation: Delaware Principal Place of Business: 1211 Avenue of the Americas New York, NY 10036 Primary Business Activities: Diversified international media and entertainment company with operations in a number of industry segments, including: filmed entertainment; television; cable network programming; magazines and inserts; newspapers; and book publishing. Exhibit 40 Page 1 of 3

Principal Shareholders: Interests associated with Mr. K. Rupert Murdoch, a United States citizen and the Chief Executive of News, directly and indirectly control an approximately 12.6% equity and 29.5% voting interest in News.' Mr. Murdoch's address is: 12 1 1 Avenue of the Americas, New York, NY 10036. Liberty Media Corporation, a Delaware corporation, holds an approximately 18.0% equity and 9.1% voting interest in News according to its Form lOQ filing with the Securities and Exchange Commission on November 9,2004 and its and its Schedule 13G filing with the Securities and Exchange Commission on December 21,2004. The address of Liberty Media Corporation is: 12300 Liberty Boulevard, Englewood, CO 801 12. 2. DIRECTORS The directors of DIRECTV Group are listed below. K. Rupert Murdoch Neil R. Austrian Ralph F. Boyd, Jr. Chase Carey Peter F. Chernin James M. Cornelius David F. DeVoe Eddy W. Hartenstein Charles R. Lee Peter A. Lund Each director is a U.S. citizen and can be contacted at the following address: The DIRECTV Group, Inc., 2250 E. Imperial Highway, El Segundo, CA 90245. ' This approximate voting interest is calculated as ofNovember 12,2004, and includes 307,943,147 Class B (voting) shares owned by (1) Mr. K. Rupert Murdoch; (2) Cruden Investments pty. Limited, a private Australian investment company owned by Mr. K. Rupert Murdoch, members of his family, and various corporations and trusts, the beneficiaries of which include Mr. K. Rupert Murdoch, members of his family, and certain charities; and (3) corporations that are controlled by trustees of settlements and trusts set up for the benefit of the Murdoch family, certain charities, and other persons. In addition, as of November 12,2004, Mr. K. Rupert Murdoch and the above entities beneficially owned 61,952,941 Class A (non-voting) shares. Exhibit 40 Page 2 of 3

3. OFFICERS The officers of DIRECTV Group are listed below: K. Rupert Murdoch - Chairman of the Board of Directors Chase Carey - President and Chief Executive Officer Eddy W. Hartenstein - Vice Chairman Bruce Churchill - Executive Vice President and Chief Financial Officer Romulo Pontual - Executive Vice President and Chief Technology Officer Larry D. Hunter - Executive Vice President, General Counsel and Secretary Patrick T. Doyle - Senior Vice President, Controller, Treasurer and Chief Accounting Officer Each officer is a U.S. citizen and can be contacted at the following address: The DIRECTV Group, Inc., 2250 E. Imperial Highway, El Segundo, CA 90245. Exhibit 40 Page 3 of 3

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Document Created: 2005-03-08 16:02:46
Document Modified: 2005-03-08 16:02:46
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