Pursuant to the Addendum, effective December 31, 2011, Mr. Zaslav will no longer receive the awards under the Discovery Appreciation Plan (the "DAP") which, under his employment agreement, he had been entitled to receive annually in a one-for-one replenishment of DAP units that had vested. Instead, Mr. Zaslav will receive grants of cash-settled stock appreciation awards ("CS-SARs") under the Discovery Communications Inc. 2005 Incentive Plan (the "2005 Plan") on terms similar to those of the DAP awards. These terms include a four-year vesting schedule; a base price based on the average closing stock price of our Series A common stock over the 10 trading days before and including the grant date and the 10 trading days after the grant date; and a payout upon maturity determined using a similar average of the closing stock prices around the applicable vesting date. CS-SAR awards will be made upon vesting of Mr. Zaslav's remaining outstanding DAP units and upon vesting of CS-SARs granted pursuant to the Addendum, but only for annual vesting dates that occur between January 1, 2012 and December 31, 2014, unless Mr. Zaslav's term of employment is extended beyond February 1, 2015.

Pursuant to the Addendum, the Company is obligated to make a contribution in the amount of $1.5 million into the Company's Supplemental Deferred Compensation Plan (the "SRP") in each of January 2013 and 2014 for the benefit of Mr. Zaslav, without regard to whether he remains employed with us, assuming his employment with us has not previously been terminated for "Cause".   These contributions are intended to compensate Mr. Zaslav for the loss of his ability to defer payments under the DAP into the SRP.