1320482--2/15/2008--Discovery_Holding

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{property, intellectual, protect}

The liquidity and value of our interest in Discovery may be adversely affected by a Limited Liability Company Agreement to which we are a party. We have overlapping directors and management with Liberty and Liberty Global, Inc., which may lead to conflicting interests. Holders of any single series of our common stock may not have any remedies if any action by our directors or officers has an adverse effect on only that series of our common stock. Ascent Media s business depends on certain client industries. Changes in technology may limit the competitiveness of and demand for Ascent Media s services. Failure to obtain renewal of FCC licenses could disrupt Ascent Media s business. Discovery operates in increasingly competitive industries. Macroeconomic risks associated with Discovery s business could adversely affect its financial condition. Discovery s revenue and operating results are subject to seasonal and cyclical variations.

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1320482--2/15/2008--Discovery_Holding_CO