Comcast 2008 Annual Report Download - page 18

stock outstanding on the date of our 2002 acquisition of AT&T
Corp.’s cable business, subject to adjustment in specified sit-
uations. Stock dividends payable on the Class B common stock in
the form of Class B or Class A Special common stock do not
decrease the nondilutable voting power of the Class B common
stock. The Class B common stock also has separate approval
rights over several potentially material transactions, even if they are
approved by our Board of Directors or by our other stockholders
and even if they might be in the best interests of our other stock-
holders. These potentially material transactions include: mergers or
consolidations involving Comcast Corporation, transactions (such
as a sale of all or substantially all of our assets) or issuances of
securities that require shareholder approval, transactions
that result in any person or group owning shares representing
more than 10% of the combined voting power of the resulting or
surviving corporation, issuances of Class B common stock or
securities exercisable or convertible into Class B common stock,
and amendments to our articles of incorporation or by-laws that
would limit the rights of holders of our Class B common stock.
Brian L. Roberts beneficially owns all of the outstanding shares of
our Class B common stock and, accordingly, has considerable
influence over our operations and the ability (subject to certain
restrictions through November 17, 2012) to transfer poten-
tial effective control by selling the Class B common stock. In
addition, under our articles of incorporation, Mr. Roberts is entitled
to remain as our Chairman, Chief Executive Officer and President
until May 26, 2010, unless he is removed by the affirmative vote of
at least 75% of the entire Board of Directors or he is no longer will-
ingorabletoserve.
Item 1B: Unresolved Staff Comments
None.
Item 2: Properties
We believe that substantially all of our physical assets are in good
operating condition.
Cable
Our principal physical assets consist of operating plant and equip-
ment, including signal receiving, encoding and decoding devices;
headends and distribution systems; and equipment at or near our
customers’ homes. The signal receiving apparatus typically
includes a tower, antenna, ancillary electronic equipment and earth
stations for reception of satellite signals. Headends consist of elec-
tronic equipment necessary for the reception, amplification and
modulation of signals and are located near the receiving devices.
Our distribution system consists primarily of coaxial and fiber-optic
cables, lasers, routers, switches and related electronic equipment.
Our cable plants and related equipment generally are connected to
utility poles under pole rental agreements with local public utilities,
although in some areas the distribution cable is buried in under-
ground ducts or trenches. Customer premises equipment (“CPE”)
consists primarily of set-top boxes and cable modems. The phys-
ical components of cable systems require periodic maintenance
and replacement.
Our signal reception sites, primarily antenna towers and headends,
and microwave facilities, are located on owned and leased parcels
of land, and we own or lease space on the towers on which cer-
tain of our equipment is located. We own most of our service
vehicles.
Our high-speed Internet network consists of fiber-optic cables
owned by us and related equipment. We also operate regional
data centers with equipment that is used to provide services (such
as e-mail, news and web services) to our high-speed Internet
customers and digital phone service customers. In addition, we
maintain a network operations center with equipment necessary to
monitor and manage the status of our high-speed Internet net-
work.
Throughout the country we own buildings that contain call centers,
service centers, warehouses and administrative space. We also
own a building that houses our media center. The media center
contains equipment that we own or lease, including equipment
related to network origination, global transmission via satellite and
terrestrial fiber-optics, a broadcast studio, mobile and post-
production services, interactive television services and streaming
distribution services.
Programming
Television studios and business offices are the principal physical
assets of our Programming operations. We own or lease the tele-
vision studios and business offices of our Programming
operations.
Other
Two large, multipurpose arenas that we own are the principal
physical assets of our other operations.
As of December 31, 2008, we leased locations for our corporate
offices in Philadelphia, Pennsylvania as well as numerous business
offices, warehouses and properties housing divisional information
technology operations throughout the country.
Comcast 2008 Annual Report on Form 10-K 16