DIRECTV 2005 Annual Report Download - page 128

Download and view the complete annual report

Please find page 128 of the 2005 DIRECTV annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 146

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132
  • 133
  • 134
  • 135
  • 136
  • 137
  • 138
  • 139
  • 140
  • 141
  • 142
  • 143
  • 144
  • 145
  • 146

THE DIRECTV GROUP, INC.
*2.4 Amendment No. 1 to the Stock Purchase Agreement, dated as of April 25, 2003, by and
among The News Corporation Limited, Hughes Electronics Corporation and General
Motors Corporation (incorporated herein by reference to Exhibit 2.2 to the Registration
Statement on Form S-4 of Hughes Electronics Corporation (Registration No. 105851),
filed June 5, 2003 (the ‘‘Form S-4’’))
*2.5 Amendment No. 2 to the Stock Purchase Agreement, dated as of August 20, 2003, by and
among The News Corporation Limited, Hughes Electronics Corporation and General
Motors Corporation (incorporated herein by reference to Exhibit 2.7 to Amendment
No. 2 to the Form S-4, filed August 21, 2003 (‘‘Amendment No. 2’’))
*2.6 Letter Agreement, dated as of August 15, 2003, by and among Hughes Electronics
Corporation, The News Corporation Limited, GMH Merger Sub, Inc. and General
Motors Corporation (incorporated herein by reference to Exhibit 2.6 to Amendment
No. 2)
*2.7 Agreement and Plan of Merger, dated as of April 9, 2003, by and among Hughes
Electronics Corporation, The News Corporation Limited, and GMH Merger Sub, Inc.
(incorporated herein by reference to Exhibit 99.3 to the April 14, 2003 8-K)
*2.8 Amendment No. 1 to the Agreement and Plan of Merger, dated as of July 16, 2003, by
and among Hughes Electronics Corporation, The News Corporation Limited and GMH
Merger Sub, Inc. (incorporated herein by reference to Exhibit 2.5 to Amendment No. 1
to the Form S-4, filed July 24, 2003)
*2.9 Separation Agreement, dated as of April 9, 2003, by and between General Motors
Corporation and Hughes Electronics Corporation (incorporated herein by reference to
Exhibit 99.4 to the April 14, 2003 8-K)
*2.10 Letter Agreement, dated as of August 12, 2004, between The DIRECTV Group, Inc. and
Constellation, LLC, and acknowledged by PanAmSat Corporation (incorporated by
reference to Exhibit (d) 3 to Amendment No. 4 to Schedule 13E-3 filed with the
Securities and Exchange Commission on August 12, 2004 by The DIRECTV Group, Inc.
and certain other filing persons)
*3.1 Amended and Restated Certificate of Incorporation of Hughes Electronics Corporation,
dated as of December 22, 2003 (incorporated herein by reference to Exhibit 99.2 to the
Current Report on Form 8-K of Hughes Electronics Corporation, dated December 22,
2003 (the ‘‘December 22, 2003 Form 8-K’’))
*3.2 Certificate of Ownership and Merger of The DIRECTV Group, Inc. with and into Hughes
Electronics Corporation dated March 16, 2004 (incorporated herein by reference to
Exhibit 3.1 to the Current Report on Form 8-K of The DIRECTV Group, Inc., dated
March 16, 2004)
*3.3 Amended and Restated By-laws of Hughes Electronics Corporation, dated as of December
22, 2003 (incorporated herein by reference to Exhibit 99.3 to the December 22, 2003
Form 8-K)
*4.1 Specimen form of certificate representing common stock of The DIRECTV Group, Inc.
(incorporated herein by reference to Exhibit 4.1 to the Annual Report on Form 10-K of
The DIRECTV Group, Inc. for the year ended December 31, 2003 (the ‘‘2003
Form 10-K’’))
115