Edgar Filing: Discovery Communications, Inc.







 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

(Rule 13d-102)

Information Statement Pursuant to
Rules 13d-1 and 13d-2

Under the Securities Exchange Act of 1934

(Amendment No.1)*

DISCOVERY COMMUNICATIONS CL C

(Name of Issuer)

Common Stock, $0.01 Par Value

(Title of Class of Securities)


25470F302

(CUSIP Number)

*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities
of that section of the Act but shall be subject to all other provisions of the
Act (however, see the Notes).

 

<PAGE>

CUSIP
NO.  25470F302


 
  
  1.
  
  
  NAME OF REPORTING PERSON

  S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

  Harris Associates L.P. 04-3276558
  
 
 
  
  2.
  
  
  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

  (a) __

  (b) __
  
 
 
  
  3.
  
  
  SEC USE ONLY
  
 
 
  
  4.
  
  
  CITIZENSHIP OR PLACE OF ORGANIZATION

	Delaware

  
 
 
  
  


  NUMBER OF SHARES

  BENEFICIALLY

  OWNED BY

  EACH

  REPORTING

  PERSON

  WITH
  
  
  5.
  
  
  SOLE VOTING POWER

  17,415,830
  
 
 
  
  6.
  
  
  SHARED VOTING POWER

  None
  
 
 
  
  7.
  
  
  SOLE DISPOSITIVE POWER

  17,415,830
  
 
 
  
  8.
  
  
  SHARED DISPOSITIVE POWER

  None
  
 
 
  
  9.
  
  
  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

  17,415,830
  
 
 
  
  10.
  
  
  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* __
  
 
 
  
  11.
  
  
  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

  12.38% 
  
 
 
  
  12.
  
  
  TYPE OF REPORTING PERSON*

  IA
  
 
 
  
   
  
  
   
  
  
   
  
  
   
  
  
   
  
 


*SEE INSTRUCTIONS BEFORE FILLING OUT!

<PAGE>

CUSIP NO.  25470F302


 
  
  1.
  
  
  NAME OF REPORTING PERSON

  S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

  Harris Associates Inc. 04-3276549
  
 
 
  
  2.
  
  
  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

  (a) __

  (b) __
  
 
 
  
  3.
  
  
  SEC USE ONLY
  
 
 
  
  4.
  
  
  CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

  
 
 
  
  


  NUMBER OF

  SHARES

  BENEFICIALLY

  OWNED BY

  EACH

  REPORTING

  PERSON

  WITH
  
  
  5.
  
  
  SOLE VOTING POWER

  17,415,830
  
 
 
  
  6.
  
  
  SHARED VOTING POWER

  None
  
 
 
  
  7.
  
  
  SOLE DISPOSITIVE POWER

  17,415,830
  
 
 
  
  8.
  
  
  SHARED DISPOSITIVE POWER

  None
  
 
 
  
  9.
  
  
  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

  17,415,830
  
 
 
  
  10.
  
  
  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* __
  
 
 
  
  11.
  
  
  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

  12.38% 
 
 
  
  12.
  
  
  TYPE OF REPORTING PERSON*

  CO
  
 
 

*SEE INSTRUCTIONS BEFORE FILLING OUT!

 

<PAGE>


 
  
  Item 1(a) Name of Issuer:
  
  
  Discovery Communications Class C
  
 
 
  
  1(b) Address of Issuer's Principal Executive Offices:
  
  
  12300 Liberty Blvd.

	Englewood, CO  80112
  
 
 
  
  Item 2(a) Name of Person Filing:
  
  
  Harris Associates L.P. ("Harris")

  Harris Associates Inc. ("General Partner")
  
 
 
  
  2(b) Address of Principal Business Office or, if none, Residence:
  
  
  Both Harris and the General Partner maintain their principal offices at:

	Two North LaSalle Street, Suite 500

Chicago, IL 60602-3790
  
 
 
  
  2(c) Citizenship:
  
  
  Harris is a Delaware limited partnership. 

  The General Partner is a Delaware corporation.
  
 
 
  
  2(d) Title of Class of Securities:
  
  
  Common Stock, $0.01 Par Value (the “Shares”)
  
 
 
  
  2(e) CUSIP Number:
  
  
   25470F302
  
 
 
  
  Item 3 If this statement if filed pursuant to Rules 13d-1(b), or 13d-2(b):
  
  
  Not applicable.
  
 
 
  
  Item 4 Ownership (at December 31, 2008):

  4(a) By reason of advisory and other relationships with the person who owns
  the Shares, Harris may be deemed to be the beneficial owner of the following
  shares:
  
  
  17,415,830
  
 
 
  
  4(b) Percent of Class:
  
  
  12.38% 
  
 
 
  
  4(c) Number of shares as to which such person has: (i) sole power to vote
  or to direct the vote:
  
  
  

  17,415,830
  
 
 
  
  (ii) shared power to vote or to direct the vote:
  
  
  0
  
 
 
  
  (iii) sole power to dispose or to direct the disposition of:
  
  
  17,415,830
  
 
 
  
  (iv) shared power to dispose or to direct the disposition of:
  
  
  0
  
 


<PAGE>

Harris has been granted the power to vote Shares in circumstances it determines
to be appropriate in connection with assisting its advised clients to whom it
renders financial advise in the ordinary course of business, by either
providing information or advice to the persons having such power, or by
exercising the power to vote. 

Item 5  Ownership of Five Percent or Less of a Class:

Not Applicable.

Item 6 Ownership of More than Five Percent on Behalf of Another Person:

Not Applicable.

Item 7  Identification and Classification of the Subsidiary which
Acquired the Security Being Reported on by the Parent Holding Company:

Not Applicable.

Item 8  Identification and Classification of Members of the Group:

Not Applicable.

Item 9  Notice of Dissolution of Group:

Not Applicable.

<PAGE>

Item 10  Certification:

By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired in the ordinary course of business and
were not acquired for the purpose of and do not have the effect of changing or
influencing the control of the issuer of such securities and were not acquired
in connection with or as a participant in any transaction having such purpose
or effect.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.

Dated:  February 11, 2009

Harris Associates, Inc., for itself and, as

General partner of Harris Associates L.P.

 

 

By:/s/ Margaret K. McLaughlin

Margaret K. McLaughlin

Assistant General Counsel