The DirecTV Group (DTV)

Option Grants to Chief Executive Officer of the Company

        At the time of his employment by the Company, Mr. Carey had outstanding options to purchase an aggregate of 5,312,000 preferred limited voting ordinary shares of News Corporation at varying prices and for varying terms. To fully align his interests with the stockholders of the Company, Mr. Carey agreed to exercise or surrender all of these options. To this end, Mr. Carey exercised all the News Corporation options that were granted on or before August 1997, which totaled options for 1,960,000 shares. Mr. Carey also agreed, with the approval of the Board of Directors of the Company, to surrender his remaining News Corporation options and receive from the Company option grants that were substantially equivalent in vesting, expiration dates and other terms to the News Corporation options being surrendered. Appropriate adjustments in share amount and exercise price were made, as determined in consultation with the Consultant. However, in every case, consistent with the 2004 Stock Plan, the grant price for the options for shares of Common Stock was not less than the fair market value of such stock on the grant date, March 15, 2004. All of the options granted have now vested. Mr. Carey has not exercised any of these options. Further information regarding the options granted by the Company to Mr. Carey is shown in the 2006 Outstanding Equity Awards at Fiscal Year-End Table on page 41.

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Option Grants to Chief Executive Officer of the Company

        At the time of his employment by the Company, Mr. Carey had outstanding options to purchase an aggregate of 5,312,000 preferred limited voting ordinary shares of News Corporation at varying prices and for varying terms. In order to fully align his interests with the stockholders of the Company, Mr. Carey agreed to exercise or surrender all of these options, as described below. To effect this, Mr. Carey exercised all the News Corporation options which were granted on or before August 1997, which totaled options for 1,960,000 shares. With respect to his remaining News Corporation options, Mr. Carey agreed, with the approval of the Compensation Committee and the Board of Directors of the Company, to surrender his News Corporation options and receive from the Company option grants which were substantially equivalent in vesting, expiration dates and other terms to the News Corporation options being surrendered and with appropriate adjustments in share amount and exercise price, as determined in consultation with an independent consulting firm retained by the Compensation Committee. However, consistent with the 2004 Stock Plan, the grant price for the options for shares of Common Stock was not less than the fair market value of such stock on the grant date (March 15, 2004). All of the options granted have now vested. The options granted by the Company to Mr. Carey are as follows:

Option Grants to Chief Executive Officer of the Company

At the time of his employment by the Company, Mr. Carey had outstanding options to purchase an aggregate of 5,312,000 preferred limited voting ordinary shares of TNCL at varying prices and for varying terms. In order to fully align his interests with the stockholders of the Company, Mr. Carey agreed to exercise or

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surrender all of these options, as described below. To effect this, Mr. Carey agreed to exercise all the TNCL options which were granted on or before August 1997, which totaled options for 1,960,000 shares. With respect to his remaining TNCL options, Mr. Carey agreed, with the approval of the Compensation Committee and the Board of Directors, to surrender his TNCL options and receive from the Company option grants which were substantially equivalent in vesting, expiration dates and other terms to the TNCL options being surrendered and with appropriate adjustments in share amount and exercise price, as determined in consultation with an independent consulting firm retained by the Compensation Committee. However, consistent with the 2004 Stock Plan, the grant price for the options for shares of Common Stock was not less than the fair market value of such stock on the grant date (March 15, 2004). The options granted by the Company to Mr. Carey, are as follows: