Warner Bros. Discovery (WBD) 10-Q 4 Aug 09 2009 Q2 Quarterly report Financial data

Document and Company Informatio

Document and Company Information (USD $)
	6 Months Ended Jun. 30, 2009	Jun. 30, 2008	Jul. 27, 2009	Jul. 27, 2009	Jul. 27, 2009
Entity Registrant Name	DISCOVERY COMMUNICATIONS, INC.
Entity Central Index Key	0001437107
Document Type	10-Q
Document Period End Date	2009-06-30
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Public Float		$6,185,001,744
Entity Common Stock, Shares Outstanding			134,602,440	6,598,161	140,734,901

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) (USD $)
In Millions	Jun. 30, 2009	Dec. 31, 2008
ASSETS
Cash and cash equivalents	$339	$100
Receivables, net of allowances of $16 and $16, respectively	759	780	[1]
Content rights, net	78	73	[1]
Prepaid expenses and other current assets	155	156	[1]
Total current assets	1,331	1,109	[1]
Noncurrent content rights, net	1,230	1,163	[1]
Property and equipment, net	410	395	[1]
Goodwill	6,439	6,891	[1]
Intangible assets, net	665	716	[1]
Other noncurrent assets	621	210	[1]
Total assets	10,696	10,484	[1]
LIABILITIES, REDEEMABLE NON-CONTROLLING INTERESTS IN SUBSIDIARIES, AND EQUITY
Accounts payable and accrued liabilities	564	421	[1]
Current portion of long-term debt	421	458	[1]
Other current liabilities	242	191	[1]
Total current liabilities	1,227	1,070	[1]
Long-term debt	3,053	3,331	[1]
Other noncurrent liabilities	449	473	[1]
Total liabilities	4,729	4,874	[1]
Commitments and contingencies (Note 18)
Redeemable non-controlling interests in subsidiaries	49	49	[1]
Additional paid-in capital	6,555	6,545	[1]
Accumulated deficit	(632)	(936)	[1]
Accumulated other comprehensive loss	(25)	(78)	[1]
Equity attributable to Discovery Communications, Inc.	5,903	5,536	[1]
Equity attributable to non-controlling interests	15	25	[1]
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	5,918	5,561	[1]
Total liabilities, redeemable non-controlling interests in subsidiaries, and equity	10,696	10,484	[1]
Series A common stock:
Commitments and contingencies (Note 18)
Common Stock, value	1	1	[1]
Series B common stock:
Commitments and contingencies (Note 18)
Common Stock, value	0	0	[1]
Series C common stock:
Commitments and contingencies (Note 18)
Common Stock, value	2	2	[1]
Series A preferred stock:
Commitments and contingencies (Note 18)
Preferred stock, value	1	1	[1]
Series C preferred stock:
Commitments and contingencies (Note 18)
Preferred stock, value	$1	$1	[1]
[1]Recast

1_Condensed Consolidated Balanc

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) (USD $)
In Millions	Jun. 30, 2009	Dec. 31, 2008
Allowances for receivables	$16	$16
Series A common stock:
Common stock, par value	0.01	0.01
Common stock, shares authorized	1,700	1,700
Common stock, shares issued	134	134
Common stock, shares outstanding	134	134
Series B common stock:
Common stock, par value	0.01	0.01
Common stock, shares authorized	100	100
Common stock, shares issued	7	7
Common stock, shares outstanding	7	7
Series C common stock:
Common stock, par value	0.01	0.01
Common stock, shares authorized	2,000	2,000
Common stock, shares issued	141	141
Common stock, shares outstanding	141	141
Series A preferred stock:
Preferred stock, par value	0.01	0.01
Preferred stock, shares authorized	75	75
Preferred stock, shares issued	71	70
Preferred stock, shares outstanding	71	70
Series C preferred stock:
Preferred stock, par value	0.01	0.01
Preferred stock, shares authorized	75	75
Preferred stock, shares issued	71	70
Preferred stock, shares outstanding	71	70

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) (USD $)
In Millions, except Per Share data	3 Months Ended Jun. 30, 2009		3 Months Ended Jun. 30, 2008		6 Months Ended Jun. 30, 2009		6 Months Ended Jun. 30, 2008
Revenues:
Distribution	$426		$418	[2]	$851		$820	[2]
Advertising	368		378	[2]	669		682	[2]
Other	87		89	[2]	178		192	[2]
Total revenues	881		885	[2]	1,698		1,694	[2]
Costs of revenues, excluding depreciation and amortization listed below	257		254	[2]	510		496	[2]
Selling, general and administrative	310		370	[2]	591		621	[2]
Depreciation and amortization	40		49	[2]	78		96	[2]
Asset impairments	26		0	[2]	26		0	[2]
Exit and restructuring charges	14		4	[2]	17		4	[2]
Gain on business disposition	(252)		0	[2]	(252)		0	[2]
Total operating costs and expenses, net	395		677	[2]	970		1,217	[2]
Operating income	486		208	[2]	728		477	[2]
Interest expense	(60)		(66)	[2]	(117)		(135)	[2]
Other non-operating income, net	20		22	[2]	28		6	[2]
Income before income taxes	446		164	[2]	639		348	[2]
Provision for income taxes	(267)		(82)	[2]	(337)		(192)	[2]
Net income	179		82	[2]	302		156	[2]
Less: Net loss (income) attributable to non-controlling interests	6		(39)	[2]	2		(79)	[2]
Net income attributable to Discovery Communications, Inc.	185		43	[2]	304		77	[2]
Stock dividends to preferred interests	(2)		0	[2]	(2)		0	[2]
Net income available to Discovery Communications, Inc. stockholders	$183		$43	[2]	$302		$77	[2]
Net income per share available to Discovery Communications, Inc. stockholders:
Basic	0.43	[1]	0.16	[1],[2]	0.72	[1]	0.28	[1],[2]
Diluted	0.43	[1]	0.16	[1],[2]	0.71	[1]	0.28	[1],[2]
Weighted average number of shares outstanding:
Basic	422		282	[2]	422		282	[2]
Diluted	424		282	[2]	423		282	[2]
[1]Income per share amounts for the quarterly and year-to-date periods have been calculated separately. Accordingly, the quarterly amounts may not add to the year-to-date amounts because of differences in the average shares outstanding during each period and, with regard to diluted per share amounts only, because of the inclusion of the effect of potentially dilutive securities only in the periods in which such effect would have been dilutive. Further, income per share has been calculated using actual amounts for the period. Accordingly, calculating income per share using the rounded figures reported above may produce immaterial differences.
[2]Recast

2_Condensed Consolidated Statem

Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $)
In Millions	6 Months Ended Jun. 30, 2009	6 Months Ended Jun. 30, 2008
Operating Activities
Net income	$302	$156	[1]
Adjustments to reconcile net income to cash provided by operating activities:
Share-based compensation expense	98	19	[1]
Depreciation and amortization	78	127	[1]
Asset impairments	26	0	[1]
Gain on business disposition	(252)	0	[1]
Gain on sale of securities	(13)	0	[1]
Deferred income taxes	15	77	[1]
Other noncash expenses, net	18	35	[1]
Changes in operating assets and liabilities, net of discontinued operations:
Receivables, net	15	(67)	[1]
Accounts payable and accrued liabilities	106	(100)	[1]
Other, net	(73)	(65)	[1]
Cash provided by operating activities	320	182	[1]
Investing Activities
Purchases of property and equipment	(34)	(42)	[1]
Net cash acquired from Newhouse Transaction	0	45	[1]
Business acquisitions, net of cash acquired	0	(7)	[1]
Proceeds from business disposition	300	0	[1]
Proceeds from sales of securities	22	24	[1]
Other investing activities, net	0	2	[1]
Cash provided by investing activities	288	22	[1]
Financing Activities
Net (repayments of) borrowings from revolver loans	(315)	92	[1]
Borrowings from long-term debt, net of discount and debt issuance costs	478	0	[1]
Principal repayments of long-term debt	(518)	(187)	[1]
Principal repayments of capital lease obligations	(5)	(8)	[1]
Cash distribution to non-controlling interest	(8)	0	[1]
Other financing activities, net	(3)	(9)	[1]
Cash used in financing activities	(371)	(112)	[1]
Effect of exchange rate changes on cash and cash equivalents	2	7	[1]
Change in cash and cash equivalents	239	99	[1]
Cash and cash equivalents, beginning of period	100	209	[1]
Cash and cash equivalents, end of period	$339	$308	[1]
[1]Recast

3_Condensed Consolidated Statem

Condensed Consolidated Statements of Equity (Unaudited) (USD $)
In Millions	3 Months Ended Jun. 30, 2009	3 Months Ended Jun. 30, 2008		6 Months Ended Jun. 30, 2009		6 Months Ended Jun. 30, 2008
Beginning Balance	$5,677	$4,574	[1]	$5,561	[1]	$4,504	[1]
Comprehensive income:
Net income	179	82	[1]	302		156	[1]
Other comprehensive income (loss):
Foreign currency translation adjustments, net	39	0	[1]	29		4	[1]
Unrealized gains (losses) on securities and derivative instruments, net	21	7	[1]	24		(1)	[1]
Total comprehensive income	239	89	[1]	355		159	[1]
Stock dividends to preferred interests	(2)	0		(2)		0
Cash distribution to non-controlling interest	(3)	0		(8)		0	[1]
Share-based compensation	7	1	[1]	12		1	[1]
Ending Balance	5,918	4,664	[1]	5,918		4,664	[1]
Equity Before Noncontrolling Interests
Beginning Balance	5,653	4,527	[1]	5,536	[1]	4,495	[1]
Comprehensive income:
Net income	185	43	[1]	304		77	[1]
Other comprehensive income (loss):
Foreign currency translation adjustments, net	39	1	[1]	29		4	[1]
Unrealized gains (losses) on securities and derivative instruments, net	21	4	[1]	24		(1)	[1]
Total comprehensive income	245	48	[1]	357		80	[1]
Stock dividends to preferred interests	(2)	0		(2)		0
Cash distribution to non-controlling interest	0	0		0		0
Share-based compensation	7	1	[1]	12		1	[1]
Ending Balance	5,903	4,576		5,903		4,576
Non-controlling Interests
Beginning Balance	24	47	[1]	25	[1]	9	[1]
Comprehensive income:
Net income	(6)	39	[1]	(2)		79	[1]
Other comprehensive income (loss):
Foreign currency translation adjustments, net	0	(1)	[1]	0		0	[1]
Unrealized gains (losses) on securities and derivative instruments, net	0	3	[1]	0		0	[1]
Total comprehensive income	(6)	41	[1]	(2)		79	[1]
Stock dividends to preferred interests	0	0		0		0
Cash distribution to non-controlling interest	(3)	0		(8)		0
Share-based compensation	0	0	[1]	0		0	[1]
Ending Balance	$15	$88	[1]	$15		$88	[1]
[1]Recast

Description of Business and Bas

Description of Business and Basis of Presentation
	6 Months Ended Jun. 30, 2009 USD / shares
Description of Business and Basis of Presentation [Abstract]
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION	1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Description of Business Discovery Communications, Inc. (Discovery or the Company) is a leading global media and entertainment company that provides original and purchased programming across multiple distribution platforms in the United States (U.S.) and approximately 170 other countries, with over 100 television networks offering customized programming in 35 languages. Discovery also develops and sells consumer and educational products and services as well as media sound services in the U.S. and internationally. In addition, the Company owns and operates a diversified portfolio of website properties and other digital services. The Company manages and reports its operations in three segments: U.S. Networks, consisting principally of domestic cable and satellite television network programming, web brands, and other digital services; International Networks, consisting principally of international cable and satellite television network programming; and Commerce, Education, and Other, consisting principally of e-commerce, catalog, sound production, and domestic licensing businesses. Financial information for Discoverys reportable segments is disclosed in Note 19. Discovery was formed in connection with Discovery Holding Company (DHC) and Advance/Newhouse Programming Partnership (Advance/Newhouse) combining their respective ownership interests in Discovery Communications Holding, LLC (DCH) and exchanging those interests with and into Discovery, which was consummated on September17, 2008 (the Newhouse Transaction). Prior to the Newhouse Transaction, DCH was a stand-alone private company, which was owned approximately 66 2 / 3% by DHC and 33 1 / 3% by Advance/Newhouse. The Newhouse Transaction was completed as follows: On September17, 2008, DHC completed the spin-off to its shareholders of Ascent Media Corporation (AMC), a subsidiary holding the cash and businesses of DHC, except for certain businesses that provide sound, music, mixing, sound effects, and other related services (Creative Sound Services or CSS) (the AMC spin-off). Such businesses remain with the Company following the completion of the Newhouse Transaction. The AMC spin-off was effected as a distribution by DHC to holders of its SeriesA and Series B common stock. In connection with the AMC spin-off, each holder of DHC SeriesA common stock received 0.05 of a share of AMC SeriesA common stock and each holder of DHC SeriesB common stock received 0.05 of a share of AMC SeriesB common stock. The AMC spin-off did not involve the payment of any consideration by the holders of DHC common stock and was structured as a tax free transaction under Sections 368(a) and 355 of the Internal Revenue Code of 1986, as amended. There was no gain or loss related to the spin-off. Subsequent to the AMC spin-off, the companies no longer have any ownership interests in each other and operate independently. On September17, 2008, immediately following the AMC spin-off, DHC merged with a transitory merger subsidiary of Discovery, with DHC continuing as the surviving entity and as a wholly-owned subsidiary of Discovery. In conn

Recently Issued Accounting and

Recently Issued Accounting and Reporting Pronouncements
	6 Months Ended Jun. 30, 2009 USD / shares
Recently Issued Accounting and Reporting Pronouncements [Abstract]
RECENTLY ISSUED ACCOUNTING AND REPORTING PRONOUNCEMENTS	2. RECENTLY ISSUED ACCOUNTING AND REPORTING PRONOUNCEMENTS Accounting and Reporting Pronouncements Adopted Subsequent Events In May2009, the FASB issued Statement No.165, Subsequent Events (FAS 165), which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued or are available to be issued. FAS 165 requires disclosure of the date through which an entity has evaluated subsequent events, which for Discovery is the date the financial statements were issued. Effective June30, 2009, the Company adopted the provisions of FAS 165, which are being applied prospectively. The adoption of FAS 165 did not have a material impact on the Companys consolidated financial statements. The relevant disclosures required by FAS 165 are included in Note 1. Interim Disclosures about Fair Value of Financial Instruments In April2009, the FASB issued FASB Staff Position (FSP) No.FAS 107-1 and APB 28-1, Interim Disclosures about Fair Value of Financial Instruments (FSP FAS 107-1 and APB 28-1). This FSP amends FASB Statement No.107, Disclosures about Fair Value of Financial Instruments, and Accounting Principles Board (APB) Opinion No.28, Interim Financial Reporting, to require disclosures about fair value of financial instruments in interim financial statements in addition to annual financial statements. Effective June30, 2009, the Company adopted the interim disclosure requirements of FSP No.107-1 and APB 28-1, which are being applied prospectively. The adoption of FSP 107-1 and APB 28-1 did not have a material impact on the Companys consolidated financial statements. The relevant disclosures required by FSP 107-1 and APB 28-1 are included in various notes to the consolidated financial statements. Determining Whether Instruments Granted in Share-Based Payment Transactions Are Participating Securities In June2008, the FASB issued FSP Emerging Issues Task Force (EITF) Issue No.03-6-1, Determining Whether Instruments Granted in Share-Based Payment Transactions Are Participating Securities (FSP EITF 03-6-1). The provisions of FSP EITF 03-6-1 became effective for the Company on January1, 2009. This FSP provides that all outstanding unvested share-based payment awards that contain rights to non-forfeitable dividends or dividend equivalents (whether paid or unpaid) are considered participating securities. Because such awards are considered participating securities, the issuing entity is required to apply the two-class method of computing basic and diluted earnings per share retrospectively to all prior-period earnings per share computations. The adoption of FSP EITF 03-6-1 did not impact the Companys computation of earnings per share for the periods presented. Determination of the Useful Life of Intangible Assets In April2008, the FASB issued FSP No.142-3, Determination of the Useful Life of Intangible Assets (FSP 142-3), which amends the factors that should be considered in developing renewal or extension assumptions used to determine the useful life of a recognized intangible asset pursuant to FASB Statement No.142, Goodwill and Other Intan

Variable Interest Entities

Variable Interest Entities
	6 Months Ended Jun. 30, 2009 USD / shares
Variable Interest Entities [Abstract]
VARIABLE INTEREST ENTITIES	3. VARIABLE INTEREST ENTITIES Discovery holds investments in multiple ventures, most of which were determined to be variable interest entities. The following table provides a list of investments in variable interest entities as of June30, 2009 and the method of accounting. Percentage of Accounting Ownership Method Ventures with the British Broadcasting Corporation: JV Programs, LLC (JVP) 50% Consolidated Joint Venture Network, LLC (JVN) 50% Consolidated Animal Planet Europe 50% Consolidated Animal Planet Latin America 50% Consolidated PeopleArts Latin America 50% Consolidated Animal Planet Asia 50% Consolidated Animal Planet Japan 33% Consolidated Other ventures: Oprah Winfrey Network 50% Consolidated DHJV Company LLC (Hasbro Discovery Joint Venture) 50% EquityMethod For consolidated ventures, during the three months ended June30, 2009, $6million of net losses generated by the ventures was allocated to other venture partners. Approximately $2million and $7 million of net income generated by the ventures was allocated to other venture partners during the six months ended June30, 2009 and 2008, respectively. Amounts allocated to other venture partners are recorded in Net loss (income) attributable to non-controlling interests in the Condensed Consolidated Statements of Operations. Ventures with the British Broadcasting Corporation The Company and the British Broadcasting Corporation (BBC) formed several cable and satellite television network ventures, other than JVN, to produce and acquire factual-based content. The JVN venture was formed to provide debt funding to the other ventures. In addition to its own funding requirements, Discovery has assumed the BBCs funding requirements, giving the Company preferential cash distribution for these joint ventures. The equity interests of the ventures owned by the BBC are reported as non-controlling interests. No cumulative operating losses generated by the ventures were allocated to the BBCs non-controlling interests. In accordance with the venture arrangement, no losses can be allocated to the BBC in excess of distributable cash to the BBC for each joint venture. Pursuant to the venture agreements, the BBC has the right to require the Company to purchase the BBCs interests in the PeopleArts Latin America venture and the Animal Planet ventures if certain conditions are not met. Additional information regarding the BBCs put right is disclosed in Note 10. Oprah Winfrey Network Discovery formed a 50-50 joint venture with Oprah Winfrey and Harpo, Inc. (Harpo) to rebrand Discovery Health Channel as OWN: The Oprah Winfrey Network (OWN Network), which was consummated on July 23, 2008. It is expected that Discovery Health Channel will be rebranded as the OWN Network in early 2010. Pursuant to the arrangement, Discovery will contribute its interest in the Discovery Health Channel and certain DiscoveryHealth.com content and Harpo will contribute the Oprah.com website (which will serve as the platform for the venture website) and certain Oprah.com con

Discontinued Operations

Discontinued Operations
	6 Months Ended Jun. 30, 2009 USD / shares
Discontinued Operations [Abstract]
DISCONTINUED OPERATIONS	4. DISCONTINUED OPERATIONS In September2008, as part of the Newhouse Transaction, DHC completed the spin-off to its shareholders of AMC, a subsidiary holding the cash and businesses of DHC, except for certain businesses that provide sound, music, mixing, sound effects and other related services. The AMC spin-off did not involve the payment of any consideration by the holders of DHC common stock and was structured as a tax free transaction under Sections 368(a) and 355 of the Internal Revenue Code of 1986, as amended. There was no gain or loss related to the spin-off. Subsequent to the AMC spin-off, the companies no longer have any ownership interests in each other and operate independently. In September2008, DHC sold its ownership interests in AMSTS and AccentHealth for approximately $7million and $119million, respectively, in cash. AMSTS and AccentHealth were components of the AMC business. It was determined that AMSTS and AccentHealth were non-core assets, and the sale of these companies was consistent with DHCs strategy to divest non-core assets. The sale of these companies resulted in pre-tax gains of approximately $3million for AMSTS and $64 million for AccentHealth, which were recorded at the time of the dispositions. The Company has no continuing involvement in the operations of AMSTS or AccentHealth. As there is no continuing involvement in the operations of AMC, AMSTS, or AccentHealth, in accordance with FASB Statement No.144, Accounting for the Impairment or Disposal of Long-Lived Assets (FAS 144), revenues and expenses in the Condensed Consolidated Statements of Operations for the three and six months ended June30, 2008 have been adjusted to exclude amounts for these companies. These three companies generated combined revenues of $174million and $348million during the three and six months ended June30, 2008, respectively, as well as net operating income of $2million, or approximately $0.01 per share, all of which was attributable to Discovery Communications, Inc., for both the three and six months ended June30, 2008. The combined net operating results were not significant and, therefore, have been recorded as a component of Other non-operating income, net in the Condensed Consolidated Statements of Operations. No gains or losses on these dispositions were recorded in the periods presented. Cash flows from AMC, AMSTS, and AccentHealth have not been segregated as discontinued operations in the Condensed Consolidated Statements of Cash Flows. No interest expense was allocated to discontinued operations for the periods presented herein since there was no debt specifically attributable to discontinued operations or that was required to be repaid following the dispositions.

Fair Value Measurements

Fair Value Measurements
	6 Months Ended Jun. 30, 2009 USD / shares
Fair Value Measurements [Abstract]
FAIR VALUE MEASUREMENTS	5. FAIR VALUE MEASUREMENTS In accordance with FAS 157, a fair value measurement is determined based on the assumptions that a market participant would use in pricing an asset or liability. FAS 157 also established a three-tiered hierarchy that draws a distinction between market participant assumptions based on (i) observable inputs such as quoted prices in active markets (Level 1), (ii)inputs other than quoted prices in active markets that are observable either directly or indirectly (Level 2), and (iii) unobservable inputs that require the Company to use present value and other valuation techniques in the determination of fair value (Level 3). Assets and Liabilities Measured at Fair Value on a Recurring Basis The following tables present information about assets and liabilities measured at fair value on a recurring basis (in millions). Fair Value Measurements as of June 30, 2009 Using: Quoted Market Significant Prices in Active Other Significant Markets for Observable Unobservable Total Fair Value as of Identical Assets Inputs Inputs June 30, 2009 (Level 1) (Level 2) (Level 3) Assets: Trading securities $ 30 $ 30 $ $ Derivatives (Note 9) 23 23 Liabilities: Derivatives (Note 9) (77 ) (77 ) Deferred compensation plan (30 ) (30 ) HSW International, Inc. liability (4 ) (4 ) Redeemable non-controlling interests in subsidiaries (Note 10) (49 ) (49 ) $ (107 ) $ 30 $ (88 ) $ (49 ) Fair Value Measurements as of December 31, 2008 Using: Quoted Market Significant Prices in Active Other Significant Markets for Observable Unobservable Total Fair Value as of Identical Assets Inputs Inputs December 31, 2008 (Level 1) (Level 2) (Level 3) Assets: Trading securities $ 36 $ 36 $ $ Available-for-sale securities 15 15 Liabilities: Derivatives (112 ) (112 ) Deferred compensation plan (36 ) (36 ) HSW International, Inc. liability (7 ) (7 ) Redeemable non-controlling interests in subsidiaries (49 ) (49 ) $ (153 ) $ 51 $ (155 ) $ (49 ) For assets that are measured using quoted prices in active markets, the total fair value is the published market price per unit in active markets multiplied by the number of units held without consideration of transaction costs. The fair value of derivative instruments, which consist of interest rate and foreign currency hedges, is determined using the published market price of similar instruments with simil

Content Rights

Content Rights
	6 Months Ended Jun. 30, 2009 USD / shares
Content Rights [Abstract]
CONTENT RIGHTS	6. CONTENT RIGHTS The following table presents a summary of the components of content rights (in millions). June 30, December 31, 2009 2008 Produced content rights: Completed $ 1,738 $ 1,420 In-production 271 270 Co-produced content rights: Completed 429 462 In-production 71 63 Licensed content rights: Acquired 249 218 Prepaid 12 17 Content rights, at cost 2,770 2,450 Accumulated amortization (1,462 ) (1,214 ) Content rights, net 1,308 1,236 Current portion (78 ) (73 ) Noncurrent portion $ 1,230 $ 1,163 For the three and six months ended June30, 2009, the Company recorded amortization expense related to content rights of $172million and $339million, respectively. Amortization expense related to content rights was $161million and $315million for the three and six months ended June 30, 2008, respectively. Amortization expense was recorded as a component of Costs of revenues in the Condensed Consolidated Statements of Operations. Amortization expense for the three and six months ended June30, 2009 included charges of $17million and $26million, respectively, related to the decision not to proceed with certain completed and in-process content at the Companys U.S. Networks and International Networks segments. Amortization expense for the three and six months ended June30, 2008 included charges of $14million and $15million, respectively, related to the decision not to proceed with certain completed and in-process content at the Companys U.S. Networks and International Networks segments. The charges were the result of management evaluating the Companys programming portfolio assets and concluding that certain programming was no longer aligned with the Companys strategy and would no longer be aired. The Company enters into collaborative co-produced content right arrangements (co-productions) whereby it obtains certain editorial and distribution rights to content assets in return for funding production costs. The Companys level of involvement in co-productions ranges from review of the initial production plan to detailed editorial oversight through each stage of the production process. As the Company shares in the variable risks and rewards of content creation, these co-productions are within the scope of EITF 07-1. The Company capitalizes the net cost of co-productions and amortizes them in accordance with its content amortization policy. The Companys policy is to record cash receipts for distribution, advertising and royalty revenue that result from the use of co-produced content as gross revenue in accordance with EITF Issue No.99-19, Reporting Revenue Gross as a Principal versus Net as an Agent. The Company generally does not allocate revenue to specific content rights, and there were no royalty revenues or expenses associated with co-production partners during the three and six month periods ended June30, 2009 and 2008. For the three and six month periods

Goodwill and Intangible Assets

Goodwill and Intangible Assets
	6 Months Ended Jun. 30, 2009 USD / shares
Goodwill and Intangible Assets [Abstract]
GOODWILL AND INTANGIBLE ASSETS	7. GOODWILL AND INTANGIBLE ASSETS Goodwill The following table presents a summary of the Companys goodwill by reportable segment (in millions). Commerce, U. S. International Education, Networks Networks and Other Total Balance as of December31, 2008 $ 5,569 $ 1,273 $ 49 $ 6,891 Disposition (437 ) (437 ) Purchase accounting adjustment (18 ) (18 ) Foreign currency translation adjustments 3 3 Balance as of June30, 2009 $ 5,114 $ 1,276 $ 49 $ 6,439 Goodwill decreased $452million during the six months ended June30, 2009. The decrease was primarily attributable to Discovery Kids disposition and an adjustment to the purchase price for the acquisition of HSW. As disclosed in Note 3, in May2009 Discovery and Hasbro formed a joint venture that will operate a television network and website to deliver childrens and family entertainment and educational programming. In connection with the formation of the joint venture, the Company transferred Discovery Kids to the venture, which was previously a component of the Other U.S. Networks reporting unit. For its contribution, the Company received a 50% ownership interest in the joint venture and Hasbro acquired the remaining 50% ownership interest for $357million. It was determined that Discovery Kids met the definition of a business under FAS 141R and, therefore, the Company allocated $437million of the Other U.S. Networks reporting unit goodwill to Discovery Kids pursuant to FAS 142. The allocation of goodwill was based on the relative fair values of Discovery Kids and the portion of the Other U.S. Networks reporting unit that was retained. During the quarter ended June30, 2009, the Company reversed a deferred tax liability for losses incurred for other than temporary declines during 2008 in the value of the equity investment in HSWI, which resulted in an $18million reduction of goodwill. Intangible Assets The following table presents a list of the gross carrying value of the Companys intangible assets and related accumulated amortization by major category (in millions, except years). Weighted Average June 30, 2009 December 31, 2008 Amortization Period Accumulated Accumulated (Years) Gross Amortization Net Gross Amortization Net Intangible assets subject to amortization: Trademarks 6 $ 33 $ (13 ) $ 20 $ 55 $ (23 ) $ 32 Customer lists 25 528 (54 ) 474 611 (107 ) 504 Other 5 4 (1 ) 3 36 (24 ) 12 Total 565 (68 ) 497 702 (154 ) 548 Intangible assets not subject to amortization: Trademarks 168 168 168 168

Debt

Debt
	6 Months Ended Jun. 30, 2009 USD / shares
Debt [Abstract]
DEBT	8. DEBT The following table presents our outstanding debt by instrument type (in millions). June 30, December 31, 2009 2008 $1.0billion Term Loan A, due quarterly December2008 to October2010 $ 428 $ 938 $1.5billion Term Loan B, due quarterly September2007 to May2014 1,470 1,478 $500million Term Loan C, due quarterly June2009 to May2014 499 $1.6billion Revolving Loan, due October2010 315 7.45% Senior Notes, semi-annual interest, due September2009 55 55 8.37% Senior Notes, semi-annual interest, due March2011 220 220 8.13% Senior Notes, semi-annual interest, due September2012 235 235 Floating Rate Senior Notes, semi-annual interest, due December2012 (2.0% at June30, 2009 and 3.3% at December31, 2008) 90 90 6.01% Senior Notes, semi-annual interest, due December2015 390 390 Obligations under capital leases 98 67 Other notes payable 1 1 Total debt outstanding 3,486 3,789 Unamortized discount (12 ) Total debt outstanding, net 3,474 3,789 Current portion (421 ) (458 ) Long-term debt $ 3,053 $ 3,331 In May2009, DCH, a wholly-owned subsidiary of the Company, entered into Credit Agreement Supplement No.1 (Term Loan C) to its Term Loan B with Bank of America N.A. (as administrative agent and lender). Pursuant to Term Loan C, DCH incurred $500million of indebtedness, which matures on May14, 2014. The Term Loan C indebtedness is repayable in equal quarterly installments of $1.25million (totaling 1% annually) beginning June30, 2009 through March31, 2014, with the balance due on the maturity date and bears interest at an initial rate of LIBOR plus an applicable margin of 3.25% and a LIBOR floor of 2.00%, which was 5.25% at June30, 2009. Approximately $162 million and $315million of the net proceeds from Term Loan C were used to repay outstanding indebtedness under the Term Loan A and the Revolving Loan, respectively. The Company capitalized approximately $10million of deferred financing costs as a result of this transaction. From May14, 2009 through June30, 2009, the weighted average effective interest rate for Term Loan C was 6.03%. Discoverys $1.5billion Term Loan B and $500million Term Loan C are each secured by the assets of DCH, excluding assets held by DCHs subsidiaries. The remaining Term Loan A, Revolving Loans and Senior Notes are unsecured. The following table presents a summary of scheduled and estimated debt payments excluding capital lease obligations and other notes payable for the remainder of 2009 and each of the succeeding four years based on the amount of debt outstanding as of June30, 2009 (in millions). July 1, 2009 December 31, 2009 2010 2011 2012 2013 Thereafter Long-term debt payments $ 197 $ 316 $ 240 $ 345 $ 20 $ 2,269 The Company uses derivative instruments to mod

Derivative Financial Instrument

Derivative Financial Instruments
	6 Months Ended Jun. 30, 2009 USD / shares
Derivative Financial Instruments [Abstract]
DERIVATIVE FINANCIAL INSTRUMENTS	9. DERIVATIVE FINANCIAL INSTRUMENTS The Company uses derivative financial instruments to modify its exposure to market risks from changes in interest rates and foreign exchange rates. The Company does not hold or enter into financial instruments for speculative trading purposes. The Companys interest expense is exposed to movements in short-term interest rates. Derivative instruments, including both fixed to variable and variable to fixed interest rate swaps, are used to modify this exposure. The majority of the Companys debt is variable rate and the Company uses derivatives to effectively fix the amount of interest paid. The variable to fixed interest rate instruments are based on the three-month LIBOR rate and have a total notional amount of $2.3billion and have a weighted average interest rate of 4.68% at June30, 2009. The fixed to variable interest rate agreements have a total notional amount of $50million and have a weighted average interest rate of 5.82% at June30, 2009. In addition, the Company has forward starting variable to fixed interest rate instruments with a total notional amount of $860million and a weighted average interest rate of 2.60% at June30, 2009. On January29, 2009, the Company entered into two $100million forward starting swaps with fixed pay rates of 2.94% and 2.93%, receiving the three-month LIBOR rate, starting June30, 2010 and maturing on March31, 2014. On March18, 2009, the Company entered into a $50million forward starting swap with a fixed pay rate of 2.75%, receiving the three-month LIBOR rate, starting June 30, 2010 and maturing on March31, 2014. On March4, 2009, the Company terminated an unexercised interest rate swap put with a notional amount of $25million. On May13, 2009, the Company entered into a $50million forward starting swap with a fixed pay rate of 2.93%, receiving the three month LIBOR rate, starting June30, 2010 and maturing on March31, 2014. Of the total notional amount of $3.2billion in interest rate derivatives, a notional amount of $2.3billion of these derivative instruments are highly effective cash flow hedges as of June 30, 2009. The change in the fair value of derivatives designated as hedging instruments is reported as a component of Accumulated other comprehensive loss on the Condensed Consolidated Balance Sheets. Should any portion of these instruments become ineffective due to a restructuring in the Companys debt, the monthly changes in fair value would be reported as a component of Other non-operating income, net on the Condensed Consolidated Statements of Operations. The Company does not expect material hedge ineffectiveness in the next twelve months. The remaining $860million in interest rate derivatives have not been designated for hedge accounting under FAS 133. The change in the fair value of derivatives not designated as hedging instruments is reported as component of Other non-operating income, net on the Condensed Consolidated Statements of Operations. The company presents all derivative fair values on a gross basis on the Condensed Consolidated Balance Sheets because the derivative contracts do not allow for netting of payments. The foreign exchange in

Redeemable Non Controlling Inte

Redeemable Non Controlling Interests in Subsidiaries
	6 Months Ended Jun. 30, 2009 USD / shares
Redeemable Non-Controlling Interests in Subsidiaries [Abstract]
REDEEMABLE NON-CONTROLLING INTERESTS IN SUBSIDIARIES	10. REDEEMABLE NON-CONTROLLING INTERESTS IN SUBSIDIARIES PeopleArts Latin America and Animal Planet Channel Group As disclosed in Note 3, Discovery and the BBC have formed several cable and satellite television network joint ventures to develop and distribute programming content. Under certain terms outlined in the contract, the BBC has the right every three years, commencing December31, 2002, to put to the Company its interests in (i)PeopleArts Latin America, and/or (ii)certain Animal Planet channels outside of the U.S. (the Channel Groups), in each case for a value determined by a specified formula. In January2009, the BBC requested that a determination be made whether such conditions have occurred with respect to both Channel Groups as of December31, 2008. The contractual redemption value is based upon the exercise of the BBC put right and an estimate of the proceeds from a hypothetical sale of the Channel Groups and a distribution of the proceeds to the venture partners based on various rights and preferences. As the Company has funded all operations from inception of the ventures through December31, 2008, the Company believes that it has accumulated rights and preferences in excess of the fair market value of the Channel Groups. However, due to the complexities of the redemption formula, the Company has accrued the non-controlling redeemable interests to an estimated negotiated value of $49million as of both June30, 2009 and December31, 2008. Changes in the assumptions used to estimate the redemption value could materially impact current estimates. The Company recorded no accretion to the redemption value during the three and six months ended June30, 2009 and 2008. OWN Network As disclosed in Note 3, Discovery and Harpo formed a venture to rebrand Discovery Health Channel as OWN: The Oprah Winfrey Network. Pursuant to the venture agreement, Discovery provided a put right to Harpo which is exercisable on four separate put exercise dates within 12.5years of the ventures formation date. The put arrangement provides Harpo with the right to require Discovery to purchase its 50% ownership interest at fair market value up to a maximum put amount. The maximum put amount ranges between $100million on the first put exercise date up to $400 million on the fourth put exercise date. As of June30, 2009, no amounts have been recorded for this put right as the Company has not yet contributed its interest in Discovery Health Channel and Harpo has not yet contributed the Oprah.com website to the OWN Network venture.

Other Comprehensive Income

Other Comprehensive Income (Loss)
	6 Months Ended Jun. 30, 2009 USD / shares
Other Comprehensive Income (Loss) [Abstract]
OTHER COMPREHENSIVE INCOME (LOSS)	11. OTHER COMPREHENSIVE INCOME (LOSS) The following tables summarize the tax effects related to each component of Other comprehensive income (loss) (in millions). Three Months Ended Three Months Ended June 30, 2009 June 30, 2008 Before-tax Tax Benefit Net-of-tax Before-tax Tax Benefit Net-of-tax Amount (Expense) Amount Amount (Expense) Amount (recast) Foreign currency translation adjustments $ 62 $ (23 ) $ 39 $ (1 ) $ 1 $ Unrealized gains (losses)on securities and derivative instruments, net 32 (11 ) 21 12 (5 ) 7 Other comprehensive income (loss) $ 94 $ (34 ) $ 60 $ 11 $ (4 ) $ 7 Six Months Ended Six Months Ended June 30, 2009 June 30, 2008 Before-tax Tax Benefit Net-of-tax Before-tax Tax Benefit Net-of-tax Amount (Expense) Amount Amount (Expense) Amount (recast) Foreign currency translation adjustments $ 45 $ (16 ) $ 29 $ 6 $ (2 ) $ 4 Unrealized gains (losses)on securities and derivative instruments, net 37 (13 ) 24 (2 ) 1 (1 ) Other comprehensive income (loss) $ 82 $ (29 ) $ 53 $ 4 $ (1 ) $ 3

Share Based Compensation

Share Based Compensation
	6 Months Ended Jun. 30, 2009 USD / shares
Share Based Compensation Disclosure [Abstract]
SHARE-BASED COMPENSATION	12. SHARE-BASED COMPENSATION The Company has various plans it assumed from DHC and DCH in connection with the Newhouse Transaction. Under these plans the Company is authorized to grant share-based awards to employees and nonemployees. Prior to September18, 2008, DCH maintained the Discovery Appreciation Plan (the DAP Plan) and the HowStuffWorks.com Plan (the HSW Plan). The DAP Plan is a long-term incentive plan under which eligible employees received cash settled unit awards. The HSW Plan is a long-term incentive plan assumed with the acquisition of HSW for the benefit of the subsidiarys employees. The DAP Plan and the HSW Plan continue to exist subsequent to the Newhouse Transaction. Prior to September18, 2008, DHC maintained the Discovery Holding Company 2005 Incentive Plan, the Discovery Holding Company 2005 Non-Employee Director Incentive Plan (collectively the Incentive Plans), and the Discovery Holding Company Transitional Stock Adjustment Plan (the Transitional Plan). There are outstanding awards under the Transitional Plan, but the Company has no ability to issue new awards under this plan. The Company grants awards to its employees and non-employee directors under the Incentive Plans, which may include stock options, restricted shares, restricted stock units, stock appreciation rights (SARs), and cash awards that are subject to the provisions of FASB Statement No.123(R), Share-Based Payment (FAS 123R). Most awards previously granted by DHC under these plans that were outstanding at the time of the Newhouse Transaction were fully vested and were converted into securities of Discovery in connection with the Newhouse Transaction. The Incentive Plans and the Transitional Plan continue to exist subsequent to the Newhouse Transaction. DAP Plan The DAP Plan awards consist of a number of units which represent an equivalent number of shares of common stock with a base price established by the Company. Although the DAP Plan was a DCH plan through September17, 2008, the value of the unit awards was based on the price of DHCs SeriesA common stock. As the unit awards were indexed to the stock of another entity, DCH accounted for the unit awards as derivatives pursuant to FAS 133. Accordingly, DCH remeasured the fair value of outstanding unit awards each reporting period until settlement. Compensation expense, including the change in fair value, was attributed using the straight-line method during the vesting period. Changes in the fair value of the unit awards that occurred subsequent to the vesting period were recorded as adjustments to compensation costs in the period in which the change occurred. In connection with the Newhouse Transaction, effective September18, 2008, the DAP Plan was amended such that outstanding unit awards and new unit awards granted under that plan are based on Discoverys SeriesA common stock. Accordingly, beginning on September18, 2008, outstanding unit awards and new unit awards granted under the DAP Plan have been accounted for pursuant to the provisions of FAS 123R. Because the unit awards are cash settled they are considered liability instruments under FAS 123R. Therefore, the Company continues

Exit and Restructuring Charges

Exit and Restructuring Charges
	6 Months Ended Jun. 30, 2009 USD / shares
Exit and Restructuring Charges [Abstract]
EXIT AND RESTRUCTURING CHARGES	13. EXIT AND RESTRUCTURING CHARGES The following table presents a summary of the Companys exit and restructuring costs expensed, by segment, for the three and six months ended June30, 2008 and 2009 (in millions). Three Months Ended Six Months Ended June 30, June 30, 2009 2008 2009 2008 (recast) (recast) U.S. Networks $ 7 $ $ 7 $ International Networks 3 4 Commerce, Education, and Other 1 4 1 4 Corporate 3 5 Total exit and restructuring charges $ 14 $ 4 $ 17 $ 4 The following table presents a summary of changes in the Companys liability with respect to exit and restructuring costs during the three and six months ended June30, 2009 (in millions). Employee Contract Relocations/ Termination Costs Terminations Total Liability as of December31, 2008 $ 6 $ 18 $ 24 Net accruals 3 3 Cash paid (1 ) (10 ) (11 ) Remaining liability as of March31, 2009 $ 5 $ 11 $ 16 Net accruals 2 12 14 Cash paid (1 ) (6 ) (7 ) Remaining liability as of June30, 2009 $ 6 $ 17 $ 23 The Company reorganized portions of its operations to better align its organizational structure with the Companys strategic priorities and to reduce its cost structure, which resulted in exit and restructuring charges primarily for changes in management structure and employee terminations. As of June30, 2009, exit and restructuring related accruals expected to be paid within one year totaling $20million were classified as a component of Accounts payable and accrued liabilities in the Condensed Consolidated Balance Sheets. The Company does not expect to incur a significant amount of additional costs with respect to these particular activities.

Income Taxes

Income Taxes
	6 Months Ended Jun. 30, 2009 USD / shares
Income Taxes [Abstract]
INCOME TAXES	14. INCOME TAXES The provisions for income taxes were $267million and $337million for the three and six months ended June30, 2009, respectively, and $82million and $192million for the three and six months ended June30, 2008. The effective tax rates were 60% and 53% for the three and six months ended June30, 2009, respectively, and 50% and 55% for the three and six months ended June30, 2008. The effective tax rate for the three and six months ended June30, 2009 differed from the federal statutory rate of 35% due primarily to the permanent difference on the $125million gain from the sale of 50% of the Companys ownership interest in Discovery Kids, the $127million gain as a result of stepping up the Companys basis for the 50% retained interest in Discovery Kids, and to a lesser extent state income taxes. Discovery did not record a deferred tax liability of $48 million with respect to the portion of the outside basis in the Hasbro-Discovery venture attributable to nondeductible goodwill. The increases were partially offset by the release of a valuation allowance of $12million on a previously recorded capital loss. The effective tax rate for the three and six months ended June30, 2008 differed from the federal statutory rate of 35% principally due to the presentation of the Newhouse Transaction as though it was consummated on January1, 2008 in accordance with ARB 51. Accordingly, Discoverys condensed consolidated financial statements and notes include the gross combined financial results of both DHC and DCH since January1, 2008. Prior to the Newhouse Transaction on September17, 2008, DHC owned 66 2/3% of DCH and, therefore, recognized a portion of DCHs operating results. As a result, the tax provision for the three and six months ended June30, 2008 includes the taxes recognized by both DCH and DHC related to the portion of DCHs operating results recognized by DHC. DHC recognized $29million and $52million of deferred tax expense related to its investment in DCH prior to the Newhouse Transaction (net of tax benefit from intangible amortization related to the spin-off of Travel Channel in 2007) for the three and six months ended June30, 2008, respectively. During 2009, the Company reclassified $68million of deferred tax liabilities to U.S. federal and state taxes payable in order to recapture certain accelerated tax deductions claimed in 2004 through 2008 related to program content that the Company determined would not qualify as accelerated deductions. As a result of the disallowance of these accelerated deductions, the Company has accrued interest of $3million for the quarter ended June30, 2009. In June 2009, Discovery also recorded a tax expense of approximately $4million related to the reversal of accelerated deductions taken on programs that were disposed of by the Company. There have been no significant changes to the Companys reserves for uncertain tax positions since December31, 2008.

Net Income Per Share Attributab

Net Income Per Share Attributable to Discovery Communications, Inc. Stockholders
	6 Months Ended Jun. 30, 2009 USD / shares
Net Income Per Share Attributable to Discovery Communications, Inc. Stockholders [Abstract]
NET INCOME PER SHARE ATTRIBUTABLE TO DISCOVERY COMMUNICATIONS, INC. STOCKHOLDERS	15. NET INCOME PER SHARE ATTRIBUTABLE TO DISCOVERY COMMUNICATIONS, INC. STOCKHOLDERS Basic net income per share is computed by dividing net income available to Discovery Communications, Inc. stockholders by the weighted average number of shares outstanding during the period. The weighted average number of shares outstanding for the three and six months ended June 30, 2009 includes Discoverys SeriesA, B, and C common shares, as well as Discoverys SeriesA and C convertible preferred shares. Preferred shares are included in the weighted average number of shares outstanding when calculating both basic and diluted income per share for the three and six months ended June30, 2009 as the common and preferred shares participate equally in any dividends paid. The weighted average number of shares outstanding for the three and six months ended June30, 2008 represent only the outstanding shares of Discoverys SeriesA, B, and C common stock, as though the Newhouse Transaction was consummated on January1, 2008. Preferred shares are excluded from the weighted average number of shares outstanding when calculating both basic and diluted income per share for the three and six months ended June30, 2008 as the preferred shares are a new security issued September18, 2008 in connection with the Newhouse Transaction and were not exchanged with the common shares of the Companys predecessor, DHC. The following table presents a reconciliation of the weighted average number of shares outstanding between basic and diluted net income per share. Three Months Ended Six Months Ended June 30, June 30, 2009 2008 2009 2008 Weighted average number of shares outstanding basic 422 422 Dilutive effect of equity awards 2 1 Weighted average number of shares outstanding diluted 424 423 Diluted net income per share adjusts basic net income per share for the dilutive effects of stock options, restricted stock units, and stock settled stock appreciation rights, only in the periods in which such effect is dilutive. For the three and six months ended June30, 2009, options to purchase 16million and 17million common shares, respectively, were excluded from the calculation of diluted net income per share because their inclusion would have been anti-dilutive. Additionally, the net income per share calculations for the three and six months ended June30, 2009 exclude 1.5million of contingently issuable preferred shares placed in escrow for which specific conditions have not yet been met. Due to the relative insignificance of dilutive securities in 2009 and 2008, their inclusion does not impact net income per share.

Additional Financial Informatio

Additional Financial Information
	6 Months Ended Jun. 30, 2009 USD / shares
Additional Financial Information [Abstract]
ADDITIONAL FINANCIAL INFORMATION	16. ADDITIONAL FINANCIAL INFORMATION Cash Flows The following tables present a summary of certain cash payments made and received as well as certain noncash transactions (in millions). Three Months Ended Six Months Ended June 30, June 30, 2009 2008 2009 2008 (recast) (recast) Cash payments made for interest expense $ 58 $ 65 $ 118 $ 138 Cash payments received for interest income (1 ) (1 ) Cash interest payments, net $ 58 $ 64 $ 118 $ 137 Cash payments made for income taxes $ 72 $ 93 $ 89 $ 120 Cash payments received for income tax refunds (17 ) Cash tax payments, net $ 72 $ 93 $ 89 $ 103 Cash payments made for business acquisitions: Fair value of liabilities assumed $ $ 4 $ $ 7 Cash payments made for business acquisitions, net of cash acquired $ $ 4 $ $ 7 Non cash transactions: Capital leases $ 32 $ 46 $ 32 $ 46 Stock dividends to preferred interests $ 2 $ $ 2 $ Other $ 11 $ $ 22 $ Other Non-Operating Income (Expense), Net The following table presents a summary of the components of Other non-operating income (expense), net (in millions). Three Months Ended Six Months Ended June 30, June 30, 2009 2008 2009 2008 (recast) (recast) Equity in earnings (losses)of unconsolidated affiliates $ 2 $ (1 ) $ 3 $ (1 ) Unrealized gains (losses)on derivative instruments, net 4 18 15 2 Realized gains (losses)on derivative instruments, net (6 ) Realized gain on sale of securities 13 3 13 3 Income from discontinued operations, net 2 2 Other, net 1 3 Total other non-operating income (expense), net $ 20 $ 22 $ 28 $ 6 During the three months ended June30, 2009, the Company sold securities for $22million, which resulted in a pretax gain of $13million. Approximately $6million of unrealized pretax gains were reclassified from Other comprehensive income. During the six months ended June 30, 2008, AMC, which is reported as discontinued operations, sold securities for $24 million. There was no gain associated with this sale.

Related Party Transactions

Related Party Transactions
	6 Months Ended Jun. 30, 2009 USD / shares
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	17. RELATED PARTY TRANSACTIONS The Company identifies related parties as investors in its consolidated subsidiaries, the Companys joint venture partners and equity investments, and the Companys executive management and directors and their respective affiliates. Transactions with related parties typically result from distribution of networks, mainly with the Discovery Japan, Inc. and Discovery Channel Canada joint ventures, production of content primarily with BBC affiliates, and services involving satellite uplink, systems integration, origination and post-production. The following table presents a summary of balances related to transactions with related parties during the three and six months ended June30, 2009 and 2008 (in millions). Three Months Ended Six Months Ended June 30, June 30, 2009 2008 2009 2008 (recast) (recast) Revenues $ 8 $ 6 $ 12 $ 13 Operating costs and expenses $ 6 $ 21 $ 10 $ 36 Revenues for the three and six months ended June30, 2008 exclude $16million and $25million, respectively, for related party transactions that were recorded by AMC, which was spun-off effective January1, 2008. Operating costs and expenses for the three and six months ended June30, 2008 include disbursements of $16million and $25million, respectively, to an entity that is no longer a related party following the Newhouse Transaction. The following table presents a summary of outstanding balances from transactions with related parties as of June30, 2009 and December31, 2008 (in millions). June 30, December 31, 2009 2008 Accounts receivable $ 5 $ 12

Commitments and Contingencies

Commitments and Contingencies
	6 Months Ended Jun. 30, 2009 USD / shares
Commitments and Contingencies [Abstract]
COMMITMENTS AND CONTINGENCIES	18. COMMITMENTS AND CONTINGENCIES As more fully described in the Companys 2008 revised consolidated financial statements in the Current Report on Form 8-K filed with the SEC on June16, 2009, the Company and its subsidiaries lease offices, satellite transponders, and certain equipment under capital and operating lease arrangements. The Company has several investments in joint ventures. From time to time the Company agrees to fund the operations of the ventures on an as needed basis. The Company has long-term noncancelable lease commitments for office space and equipment, studio facilities, transponders, vehicles and operating equipment. Content commitments of the Company not recorded on the balance sheet include obligations relating to programming development, programming production and programming acquisitions and talent contracts. Other commitments include obligations to purchase goods and services, employment contracts, sponsorship agreements and transmission services. A majority of such fees are payable over several years, as part of the normal course of business. In December2007, Discovery acquired HSW and a 49.5% interest in HSWI. Pursuant to the terms of the agreement, Discovery has the option to (i)distribute the HSWI stock to the former HSW shareholders, or (ii)sell the HSWI stock and distribute substantially all proceeds in excess of $0.37 per share to the former HSW shareholders. Discovery continues to record a liability of $4 million as of June30, 2009 for its estimated obligation with respect to the HSWI shares to the former HSW shareholders. Pursuant to the OWN venture agreement, Discovery is committed to loan up to $100million to the venture through September30, 2011 to fund operations, of which $18million has been funded through June30, 2009. The Company anticipates that a significant portion of the $100million funding obligation will occur in 2009. Discovery expects to recoup the entire amount contributed in future periods if the joint venture is profitable and has sufficient funds to repay the Company. In connection with the Newhouse Transaction, DHCs outstanding stock options were converted into stock options or stock settled stock appreciation rights of Discovery, in accordance with the terms of the agreements governing the Newhouse Transaction. Additionally, Advance/Newhouse received shares of Discoverys SeriesA and SeriesC convertible preferred stock. In the event that the stock options or stock settled appreciation rights that were converted in connection with the Newhouse Transaction are exercised, Advance/Newhouse is entitled to receive additional shares of the same series of convertible preferred stock. The Company has placed approximately 1.6million shares of preferred stock into an escrow account for this anti-dilution provision. In the event that shares are released from escrow to Advance/Newhouse, the distribution would be accounted for as a dividend measured at the fair value of the underlying shares as of the Newhouse Transaction date. During the quarter ended June30, 2009, the Company recognized $2million of non-cash stock dividends for the release of approximately 100,000 shares of preferre

Reportable Segments Information

Reportable Segments Information
	6 Months Ended Jun. 30, 2009 USD / shares
Reportable Segments Information [Abstract]
REPORTABLE SEGMENTS INFORMATION	19. REPORTABLE SEGMENTS INFORMATION The Company has three reportable segments: U.S. Networks, consisting principally of domestic cable and satellite television network programming, web brands, and other digital services; International Networks, consisting principally of international cable and satellite television network programming; and Commerce, Education, and Other, consisting principally of e-commerce, catalog, sound production, and domestic licensing businesses. Prior to the Newhouse Transaction and related AMC spin-off (refer to Note 1), DHC had three reportable segments: Creative Services Group, which provided various technical and creative services necessary to complete principal photography into final products such as films, trailers, shows, and other media; Network Services Group, which provided the facilities and services necessary to assemble and distribute programming content for cable and broadcast networks; and DCH, as a significant equity method investee. In connection with the Newhouse Transaction, DHC spun-off its interest in AMC, which included the Creative Services Group segment, except for CSS, and the Network Services Group segment. The discontinued operations of the Creative Services Group and Network Services Group segments have been excluded from the reportable segment information presented below. The CSS business, which remains with Discovery subsequent to the Newhouse Transaction and AMC spin-off, is included in the Commerce, Education, and Other segment. In accordance with ARB 51, the financial results of both DHC and DCH have been combined in Discoverys financial statements as if the Newhouse Transaction occurred January1, 2008. Accordingly, the Commerce, Education, and Other segment information for June30, 2008 includes amounts for CSS since January1, 2008. The accounting policies of the reportable segments are the same as those described in the summary of significant accounting policies, except that certain inter-segment transactions that are eliminated at the consolidated level are not eliminated at the segment level as they are treated similar to third-party sales transactions in determining segment performance. Inter-segment transactions primarily include the purchase of advertising and content between segments. Inter-segment transactions are not material to the periods presented. The Company evaluates the operating performance of its segments based on financial measures such as revenues and adjusted operating income before depreciation and amortization (Adjusted OIBDA). Adjusted OIBDA is defined as revenues less cost of revenues and selling, general and administrative expense excluding (i)mark-to-market share-based compensation expense, (ii)amortization of deferred launch incentives, (iii)restructuring and impairment charges, and (iv)gains (losses)on asset dispositions. Management uses Adjusted OIBDA to assess the operational strength and performance of its segments. Management uses this measure to view operating results, perform analytical comparisons, identify strategies to improve performance and allocate resources to each segment. The Company believes Adjusted OIBDA is relevant to

Condensed Consolidating Financi

Condensed Consolidating Financial Information
	6 Months Ended Jun. 30, 2009 USD / shares
Condensed Consolidating Financial Information [Abstract]
CONDENSED CONSOLIDATING FINANCIAL INFORMATION	20. CONDENSED CONSOLIDATING FINANCIAL INFORMATION On June17, 2009, the Company filed a Registration Statement on Form S-3 with the SEC to register certain securities, including debt securities of DCL and DCH that may be issued in the future with full and unconditional guarantees by the Company. Accordingly, set forth below is condensed consolidating financial information presenting the financial position, results of operations, and cash flows of (i)Discovery Communications, Inc. (Discovery or the Company), (ii)Discovery Communications, LLC (DCL), (iii)Discovery Communications Holding, LLC (DCH), (iv)non-guarantor subsidiaries of DCL on a combined basis, (v)other non-guarantor subsidiaries of Discovery on a combined basis, and (vi)the eliminations and reclassifications necessary to arrive at the information for the Company on a consolidated basis. Discovery, DCL, and DCH are each potential issuers or guarantors. For any issuance of debt, Discovery will be an issuer or guarantor. The supplemental condensed consolidating financial information should be read in conjunction with the consolidated financial statements of the Company. The existing indebtedness of DCL and DCH comprises substantially all of the indebtedness of the Company. The financial covenants of the respective debt agreements limit DCL and DCH from making distributions to Discovery. The terms of DCLs senior notes restrict the cumulative payment of dividends over the life of the senior notes to an amount calculated based on the cumulative equity contributions and net income of DCL less the cumulative distributions to DCLs owners. In addition, the terms of the DCHs Term Loan B and Term Loan C allow DCH to pay dividends to Discovery to the extent that DCHs leverage ratio does not exceed 5 to 1 based upon defined measures of cash flows and indebtedness. Basis of Presentation In accordance with the rules and regulations of the SEC, the equity method has been applied to (i)Discoverys interest in DCH and other non-guarantor subsidiaries, (ii)DCHs interest in DCL, and (iii)DCLs interest in non-guarantor subsidiaries. All intercompany balances and transactions have been eliminated. Discoverys bases in all subsidiaries, including goodwill and recognized intangible assets, have been pushed-down to the applicable subsidiaries. CONDENSED CONSOLIDATING BALANCE SHEET June30, 2009 (in millions) Non-Guarantor Subsidiaries of Other Non-Guarantor Discovery Discovery Discovery Discovery Discovery Subsidiaries of Reclassifications Communications, Communications, Communications Communications, Communications, Discovery and Inc. and Inc. Holdings, LLC LLC LLC Communications, Inc. Eliminations Subsidiaries ASSETS Current assets: Cash and cash equivalents $ $ $ 249 $ 89 $ 1 $ $ 339 Receivables, net 365 412 13