Federal Communications Commission DA 10-1081
Before the
Federal Communications Commission
Washington, D.C. 20554
In the Matter of
Liberty Media Corporation, Transferor
DIRECTV, Transferee
Applications for Authority to Transfer Control 
of Satellite Earth Station and Space Station 
Licenses, and Wireless Authorizations
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IBFS File Nos.:  
SAT-T/C-20100407-00065
SAT-T/C-20100407-00066
SAT-T/C-20100407-00067
SES-T/C-20100409-00423
SES-T/C-20100408-00433
SES-T/C-20100408-00434
SES-T/C-20100408-00435
SES-T/C-20100408-00436
SES-T/C-20100408-00443
WTB File Nos.:
0004200888
0004201025
0004201027
0004201245
ORDER
Adopted:  June 16, 2010  Released:  June 16, 2010
By the Chief, International Bureau; Chief, Wireless Telecommunications Bureau:
1. In this Order, we approve applications proposing a transfer of control to satisfy one 
of the conditions imposed by the Commission in connection with its approval of Liberty Media 
Corporation’s acquisition of DIRECTV from News Corporation.1 On April 7 and 8, 2010, 
DIRECTV filed the above-captioned applications seeking approval of the transfer of de facto
control of various space station, earth station, and terrestrial wireless authorizations held by 
DIRECTV and its subsidiaries, and which are attributable to Dr. John Malone, from Dr. Malone 
to DIRECTV.  DIRECTV has submitted these applications in order to comply with a condition 
that the Commission adopted when approving the transfer of control of DIRECTV from News 
Corporation to Liberty Media Corporation.  Specifically, a condition of the transaction was that 
DIRECTV and Liberty Media Corporation would sever all attributable ties between DIRECTV 
Puerto Rico (“DTVPR”) and Liberty Cable Puerto Rico (“LCPR”) (“Puerto Rico Condition”).2  
As discussed below, granting the above-captioned applications as conditioned will serve the 
public interest, because the proposed transactions will sever these attributable ties and, by doing 
  
1 See News Corporation and The DIRECTV Group, Inc., Transferors, and Liberty Media Corporation, Transferee,
Memorandum Opinion and Order, MB Docket No. 07-18, 23 FCC Rcd 3265 (2008) (“Liberty Media-DIRECTV 
Order”).
2 Id. at 3294 ¶ 63, 3340 Appendix B at Section I.
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so, will promote competition in the Puerto Rico video programming market, as the Commission 
determined in the Liberty Media-DIRECTV Order.3 Accordingly, we approve these Applications 
subject to the terms and conditions set forth in the Liberty Media-DIRECTV Order approving 
Liberty Media’s acquisition of a de facto controlling interest in DIRECTV and its subsidiaries.4  
2. DIRECTV makes two core proposals in its applications.  First, three directors of 
DIRECTV who were appointed by Liberty Media Corporation – Dr. Malone, Mr. Greg Maffei, 
and Mr. Paul Gould – will resign from DIRECTV’s board of directors.  DIRECTV’s Nominating 
Committee, which is comprised of independent directors, will nominate three independent 
directors to serve as replacements.5  Second, all of the high-vote class B shares held by Dr. John 
Malone, his wife, and two trusts for the benefit of his children (collectively, the “Malones”) will 
be converted to class A shares, thereby reducing the Malones’ voting interest in DIRECTV from 
approximately 24.3% to about 3%.6 No comments or petitions were filed in response to the 
applications.
3. We are persuaded that the proposed transactions serve the public interest and 
present no countervailing harms.  The applicants propose that the Malones’ voting interests in 
DIRECTV be reduced to a level that the Commission would consider non-attributable under the 
cable television attribution criteria.7 Moreover, the applicants have represented that the 
remainder of DIRECTV’s equity and voting interests are widely held and that no other party 
currently controls more than ten percent of either of such interests.8 Accordingly, Dr. Malone’s 
relinquishment of de facto control of DIRECTV, which will occur as a result of the applicants’ 
proposed transactions, directly alleviates the concerns that caused the Commission to adopt the 
Puerto Rico Condition requiring the applicants to sever all attributable ties between DTVPR and 
LCPR.9  
  
3 Id. at 3294 ¶ 63.
4 Liberty Media-DIRECTV Order, 23 FCC Rcd 3265.  Nothing in this Order serves to terminate any condition of the 
Liberty-DIRECTV Order other than the Puerto Rico Condition.  Termination of any other condition may occur only 
pursuant to the terms of the Liberty-DIRECTV Order.
5 See Application for Satellite Space and Earth Station Authorizations for Transfer of Control or Assignment, John 
C. Malone, Transferor, to Liberty NC, Transferee, Application Nos. SAT-T/C-20100407-00065, et seq., Description 
of the Transaction and Public Interest Statement at 3 (“Public Interest Statement”).
6 See Public Interest Statement at 2.
7 See 47 C.F.R. § 76.501 Note 2(a); Public Interest Statement at 3.
8 See Public Interest Statement at 2.  In addition, the Applicants represent that after the transactions, no person or 
entity other than institutional investors will hold 5 percent or more of DIRECTV’s voting interests.  See Public 
Interest Statement at 3.
9 The Commission determined in the Liberty DIRECTV Order, and the parties conceded, that the transfer from News 
Corp. to Liberty Media would result in Liberty Media attaining de facto control over DIRECTV.  See Liberty 
DIRECTV Order, 23 FCC Rcd 3265, 3266, 3275 ¶¶ 2, 18.  The Commission also determined that John Malone 
controlled Liberty Media. See Liberty DIRECTV Order, 23 FCC Rcd 3265, 3283, 3285 ¶¶ 38, 42.  As further 
explained below, the proposed transactions would result in neither Liberty Media nor Dr. Malone being able to 
dominate or unduly influence the corporate affairs of DIRECTV.  See generally Liberty DIRECTV Order, 23 FCC 
Rcd 3265, 3285 ¶ 42 (“A person has de facto control when he possesses the ability to dominate the corporation's 
affairs”).
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4. We also are persuaded that the proposed board resignations will remedy the 
Commission’s concerns about overlapping directorates as expressed in the Liberty Media-
DIRECTV Order.10 In addition to Dr. Malone’s proposed resignation from the DIRECTV Board 
of Directors, the resignations of Mr. Maffei and Mr. Gould will ensure that no director of 
DIRECTV will hold positions with companies that may be considered to be affiliated with Dr. 
Malone.  Moreover, DIRECTV proposes to install three replacement directors who will have no 
attributable interest in Liberty Media or Liberty Global, Inc., or otherwise be considered to have 
attributable ties to Dr. Malone as determined in accordance with the Commission’s rules.11 In 
this regard, we note that Section 76.1000(b) of the Commission’s Rules is the governing standard 
for attribution for purposes of the condition at issue.12 Furthermore, as the Commission stated in 
the Liberty Media-DIRECTV Order, “determining whether a particular interest is attributable is a 
fact-intensive inquiry, and, even where an interest may appear non-attributable under the bright-
line attribution rules, the Commission retains the discretion to review individual cases that 
present unusual issues.”13  Application of the Commission’s attribution standard to the facts 
presented here persuades us that the proposed board resignations will address the overlapping 
directorate concerns set forth in the Liberty Media-DIRECTV Order.
5. By their own terms, all of the Liberty Media-DIRECTV Order conditions will 
continue to apply to DIRECTV and Liberty Media following the transactions, as DIRECTV and 
Liberty Media acknowledge.14 The applicants do not seek relief from the programming 
safeguards that the Commission established in the Liberty Media-DIRECTV Order.  The 
transactions proposed in these applications do not affect the continuing validity and legal effect 
of the remaining conditions set forth in Appendix B of the Liberty Media-DIRECTV Order.  As 
the Commission previously concluded, these “conditions are sufficient to ameliorate any 
potential vertical integration harms that might otherwise occur” due to the combination of 
Liberty Media’s and DIRECTV’s assets under common control.15
6. We agree with the applicants that the proposed transactions present no cognizable 
public interest harms.  Further, we find that the proposed transactions will satisfy the Puerto Rico 
Condition. 
  
10 Id. at 3285-86 ¶ 43.
11 See Public Interest Statement at 3 (“No such nominee will have an attributable interest in Liberty Media or LGI, 
or otherwise be considered to be attributable to Dr. Malone as determined in accordance with the Commission’s 
rules”).  In addition, “DIRECTV's Board of Directors will be entirely independent of Dr. Malone and companies 
which may be considered to be under his de facto control, where three of DIRECTV's 11 Directors (including its 
Chairman) may be considered to be currently so affiliated.”  Public Interest Statement at 3.
12 47 C.F.R. § 76.1000(b).
13 Liberty DIRECTV Order, 23 FCC Rcd 3265, 3294 ¶ 63 Note 193.
14 See Public Interest Statement at 5.  In addition, the Liberty Media-DIRECTV Order expressly establishes that all 
of the conditions will continue to apply to DIRECTV and its subsidiaries after the transaction.  The order also 
provides that the conditions will apply to any entity or program rights holder in which John Malone holds an
attributable interest.  Liberty Media-DIRECTV Order, 23 FCC Rcd at 3340 Note 3 (defining “Liberty Media,” to 
include any entity or program rights holder in which Malone holds an attributable interest); In re Liberty Media 
Corporation, Transferor and DIRECTV, Transferee, Order, 24 FCC Rcd 12221, 12223 Note 10 and text (October 1, 
2009).
15 Liberty Media-DIRECTV Order, 23 FCC Rcd 3265, ¶¶ 153, 155.
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7. Accordingly, having reviewed the Applications and the record in this matter, IT IS 
ORDERED, pursuant to sections 4(i), 4(j), 309, and 310(d) of the Communications Act of 1934, 
as amended, 47 U.S.C. §§ 154(i), 154(j), 309, 310(d), that the applications listed in the caption of 
this Order ARE GRANTED subject to the conditions set forth at Sections II through V of 
Appendix B to the Commission’s Order in News Corporation and The DIRECTV Group, Inc., 
Transferors, and Liberty Media Corporation, Transferee, 23 FCC Rcd 3265 (2008).
8. IT IS FURTHER ORDERED that this Order SHALL BE EFFECTIVE upon 
release.16
9. This action is taken pursuant to authority delegated under Sections 0.204, 0.261, 
and 0.331, of the Commission’s Rules, 47 C.F.R. §§ 0.204, 0.261, and 0.331.
FEDERAL COMMUNICATIONS COMMISSION
Mindel De La Torre
Chief, International Bureau
Ruth Milkman
Chief, Wireless Telecommunications Bureau
  
16 See 47 C.F.R. §§ 1.103, 1.4(b)(2).