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Mike PalkovicCFO, DIRECTV

Merrill Lynch Media & Entertainment Conference

September 17th 2007

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Cautionary StatementThis presentation may include or incorporate by reference certain statements that we believe are, or may be considered to be, “forward-looking statements” within the meaning of various provisions of the Securities Act of 1933 and of the Securities Exchange Act of 1934. These forward-looking statements generally can be identified by use of statements that include phrases such as “believe,” “expect,”“estimate,” “anticipate,” “intend,” “plan,” “foresee,” “project” or other similar words or phrases. Similarly, statements that describe our objectives, plans or goals also are forward-looking statements. All of these forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or from those expressed or implied by the relevant forward-looking statement. Such risks and uncertainties include, but are not limited to: economic conditions; product demand and market acceptance; ability to simplify aspects of our business model; improve customer service; create new and desirable programming content and interactive features; achieve anticipated economies of scale; government action; local political or economic developments in or affecting countries where we have operations, including political, economic and social uncertainties in many Latin American countries in which DTVLA operates; foreign currency exchange rates; competition; the outcome of legal proceedings; ability to achieve cost reductions; ability to renew programming contracts under favorable terms; technological risk; limitations on access to distribution channels; the success and timeliness of satellite launches; in-orbit performance of satellites, including technical anomalies; loss of uninsured satellites; theft of satellite programming signals; and our ability to access capital to maintain our financial flexibility; and we may face other risks described from time to time in periodic reports filed by us with the SEC.

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Non-GAAP FinancialsThis presentation includes financial measures that are not determined in accordance with accounting principles generally accepted in the United States of America, or GAAP, such as Operating Profit before Depreciation and Amortization, Free Cash Flow, Pre-SAC margin and Cash Flow before Interest and Taxes. These financial measures should be used in conjunction with other GAAP financial measures and are not presented as an alternative measure of operating results, as determined in accordance with GAAP. DIRECTV management uses these measures to evaluate the profitability of DIRECTV U.S.’ subscriber base for the purpose of allocating resources to discretionary activities such as adding new subscribers, upgrading and retaining existing subscribers and for capital expenditures. A reconciliation of these measures to the nearest GAAP measure is posted on our website.

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Solid Year-to-Date Results

(2)%$651M$661MCash Flow Before Interestand Taxes

(1) basis pt.1.51%1.52%Monthly Churn

+3%$677$656SAC

+6%

+27%

+12%

Change

$74.96$70.73ARPU

$1.93B$1.52BOperating Profit BeforeDepreciation & Amortization

$7.27B$6.51BRevenue

YTD June 2007

YTD June 2006

DIRECTV U.S.

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Strong Subscriber Growth

5%

10%

15%

20%

2001 2002 2003 2004 2005 2006

Cable ramps-upVideo-on-Demand

Cable ramps-up Broadband

Cable ramps-upHigh Definition

Cable ramps-up VoIP

DIRECTV Share of U.S Industry Gross Adds YTD

2007FY

2006

(50)K160KCable (40)(40)Mediacom10100Cablevision

(10)(70)Charter2040Cox

(10)50Time Warner(20)80Comcast

363K820KDIRECTV

Net Subscriber Growth

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Increasing Sales of HD and DVR Services

Year End 2005

Year End 2007E

Year End 2006

Year End 2008E

Advanced Services

Basic Services

DIRECTV U.S. SubscriberPenetration

7

1.70%

1.60%

Reducing Monthly Churn

Key Factors• Higher HD/DVR Sales

• Tighter Credit Policies

• Improved Customer Service

& Set-Top Box Performance

• New Programming/Services

2005 2006 2007E

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Continued Strong ARPU Growth

6.0% YTD ARPU Increase

Price Increase(~4%)

HD/DVR Fees(~1%)

Lease Fees

Ad Sales

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Stabilizing SAC

$0

$500

Q1 '06 Q1 '07 Q1 '08EHD-DVR HD

$642 $642

Hardware

Installation

Commission/ Other

Marketing

2005 2006 2007EIncreasing HD/DVR Sales Are Mostly Offset By Significant Box Cost Reductions

2005 2006 2007E

14%

27%

HD/DVR Sales(% of Gross Adds)

Box Costs

Note: Subscriber Acquisition Costs (SAC) Include Capitalized Set-Top Box Costs

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Managing Upgrade/Retention Costs

$1.1B$1.3B

Annual Cost/Sub*HD/DVRs $23 $37 $48All Other $52 $44 $38Total $75 $81 $86

HD/DVRs

Other

2005 2006 2007E

9% 9%Upgrade/Retention Costs as a % of Revenue*

MPEG-4Swaps

9%

* Excludes MPEG-4 HD swap costs of $75M in 2006 and approximately $200M in 2007Note: All Upgrade/Retention Costs Include Capitalized Set-Top Box Costs

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DIRECTV U.S. Capital Expenditures

$.7B $.7B

Expect Significant Reduction in Satellite/MaintenanceCapEx After Launch of D11/D12

*Lease program began in March 2006

2005 2006 2007EAdditional CapExSet-Top Boxes* 0 $1.1B

MaintenanceSatellites

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2006 2007E 2008E 2009E 2010E

12%

2006 2007E 2008E 2009E 2010E

62% 44%

U.S. High-Definition TV Forecast

13M

42M

32M

21M

51M

% of U.S. TV Homes

Homes with HD Televisions Homes with HD Service

25%

57%49%

36%

37%

28%

19%

% of U.S. TV Homes

Source: Compilation of 3rd party research, company estimates

28M

66M

55M

40M

72M

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HD Channel Launch

Today: ~10 Channels

Year end 2007:Up to 100 Channels

1st Half 2008:Up to 150 Channels

Subscribers can also receive:

More ChannelAnnouncements

To Come

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Basic AdvancedBasic Advanced

Advanced Services DriveHigher Returns

1x

2006 After-Tax IRRs

25%

54%

6x

2006 After-Tax Relative NPVs

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Broadband Partnerships

44 Markets Mostly in N.E.DSLVerizon

42 Markets Mostly in S.E.DSLAT&T/BellSouth

38 Markets Mostly in Central U.S.DSLQwest

Anaheim, Philadelphia, New OrleansWi-FiEarthlink

Dallas/Ft. WorthBPLCurrent

51 Markets Throughout the U.S.Wi-MaxClearwire

Continental U.S.SatelliteWildBlue

NationalDSLEarthlink

Coverage TodayTechnologyPartner

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DIRECTV Latin America Overview

Sky Mexico (DIRECTV= 41%; Televisa=59%)

• 22M TV HHs• 27% Pay TV Penetration• 1.5M Sky Subscribers• $42 ARPU; 1.3% Monthly Churn

Sky Brazil(DIRECTV=74%; Globo=26%)

• 50M TV HHs• 9% Pay TV Penetration• 1.4M Sky Subscribers• $55 ARPU; 1.3% Monthly Churn

PanAmericana(DIRECTV=100%)

• 34M TV HHs• 28% Pay TV Penetration• 1.5M DIRECTV Subscribers• $43 ARPU; 1.4% Monthly Churn

Region-Wide Revenues of $2.4B and 4.5M Subscribers

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DIRECTV Latin America

40016512Cash Flow before Interest & Taxes ($M)

600350244Operating Profit Before D&A ($M)

2,0001,6001,013Revenue ($M)

4,0003,1002,711Subscribers (K)

2009E2007E2006DLA Consolidated

18062Cash Flow before Interest & Taxes ($M)

250153Operating Profit Before D&A ($M)

900417Revenue ($M)

1,4871,332Subscribers (K)

2007E2006Sky Brazil

A Great Opportunity to Unlock Value

3047Cash Flow before Interest & Taxes ($M)

135101Operating Profit Before D&A ($M)

720569Revenue ($M)

1,5601,286Subscribers (K)

2007E2006PanAmericana

Note: DIRECTV owns 100% of PanAmerica and 74% of Sky Brazil. DIRECTV alsoowns 41% of Sky Mexico, which is not consolidated.

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Strong Balance Sheet• $1.4.B net debt position as of 2Q 2007:

Total Debt $3.4BCash and Short Term Inv. $2.0BNet Debt $1.4B

• As of August 9, 2007, we repurchased approximately 228M shares for $4.0B – New stock buyback program authorized for an

additional $1B in August, 2007

• Current credit rating provides significant borrowing capacity

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Summary

• Leading digital multichannel TV service provider– 100% digital platform– Unique and exclusive programming– New products/services expected to further differentiate

• Strong revenue, OPBD&A and subscriber growth– Increasing margins due to cost controls and operating leverage

• Significant upside potential at DIRECTV Latin America

• Strong balance sheet with substantial liquidity

DIRECTV is poised for significant cash flow growth

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Non-GAAP Financial Reconciliation Schedules

2006 2007

Operating Profit Before Depreciation and Amortization $ 1,522 $ 1,931

Subtract: Depreciation and amortization expense 385 643

Operating Profit $ 1,137 $ 1,288

2006 2007

Cash Flow before Interest and Taxes $ 661 $ 651 Adjustments: Cash paid for interest (108) $ (104) Interest income 32 $ 44 Income taxes refunded (paid) (312) $ (376)Subtotal - Free Cash Flow 273 215 Add Cash Paid For: Property and equipment 219 $ 322 Subscriber leased equipment - subscriber acquisitions 199 $ 359 Subscriber leased equipment - upgrade and retention 140 $ 382 Satellites 105 $ 112 Net Cash Provided by Operating Activities $ 936 $ 1,390

(Dollars in Millions)

Six Months EndedJune 30,

Net Cash Provided by Operating Activities

DIRECTV Holdings LLC (U.S.)Reconciliation of Operating Profit Before Depreciation and Amortization to Operating Profit

Six Months EndedJune 30,

(Dollars in Millions)

Reconciliation of Cash Flow before Interest and Taxes and Free Cash Flow to DIRECTV Holdings LLC (U.S.)