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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
LIBERTY MEDIA CORP /DE/ 12300 LIBERTY BLVD. ENGLEWOOD, CO 80112 |
X |
By: /s/ Charles Y. Tanabe | 07/21/2005 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | After 5:00 p.m., New York City time, on July 20, 2005, the Reporting Person caused its subsidiaries to contribute to the Issuer all of the outstanding shares of common stock of Ascent Media Holdings, Inc., LMC Discovery, Inc. and Liberty Animal, Inc. in exchange for 268,093,288 shares of Series A Common Stock and 12,106,092 shares of Series B Common Stock of the Issuer. |
(2) | Prior to 9:30 a.m., New York City time, on July 21, 2005, the Reporting Person distributed pro rata to its stockholders 100% of the outstanding capital stock of the Issuer, as a dividend without consideration. The distribution by the Reporting Person of the Issuer's shares was made pursuant to Rule 16a-9 promulgated under the Securities Exchange Act of 1934. |
Remarks: The trading symbols for the Issuer's Series A and Series B Common Stock are, respectively, DISCA and DISCB. |