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DTV » Topics » EQUITY COMPENSATION PLAN INFORMATION(1)

This excerpt taken from the DTV DEF 14A filed Apr 27, 2007.

EQUITY COMPENSATION PLAN INFORMATION(1)

Plan category
   Number of securities to be
issued upon exercise of
outstanding options,
warrants and rights(2)
(a)
   Weighted average exercise
price of outstanding options,
warrants and rights
(b)
   Number of securities
remaining available for
future issuance
(c)
Equity compensation plans approved by security holders(3)   64,566,592   $ 27.59   26,020,415
Equity compensation plans not approved by security holders   0     0   0
  Total   64,566,592   $ 27.59   26,020,415
(1)
More detailed information regarding outstanding option grants and RSU awards is provided in Note 14: Share-Based Payment of the Notes to the Consolidated Financial Statements in our 2006 Form 10-K which is included in the Annual Report that is being mailed to stockholders with this proxy statement.

(2)
The number of securities to be issued upon exercise of outstanding options, warrants and rights and weighted-average exercise price of awards issued under plans approved by stockholders includes 8,640,154 RSUs that had not vested as of year-end but the weighted average exercise price in column (b) is for options only. RSUs are time-based and Company performance-based awards and do not require any payment by the grantee to the Company. The weighted-average grant-date fair value of all unvested RSUs at December 31, 2006 was $15.89.

(3)
Plans adopted prior to the split-off of the Company from GM were approved by GM as the sole stockholder of the Company. The DIRECTV Group, Inc. 2004 Stock Plan was approved by the Company's stockholders at the 2004 Annual Meeting.

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