Edgar Filing: DIRECTV - Form SC 13G/A

SC 13G/A

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO § 240.13d-2

(Amendment No. 3)

DIRECTV

(Name of Issuer)

COMMON STOCK

(Title of Class of Securities)

25490A309

(CUSIP Number)

December 31, 2014

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1 (b)

Rule 13d-1 (c)

Rule 13d-1 (d)

*	The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (the “Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes.)


CUSIP No. 25490A309		13G		Page 2 of 20 Pages


1	NAME OF REPORTING PERSON Warren E. Buffett
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION United States Citizen
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER NONE
		6	SHARED VOTING POWER 31,353,468 Common Stock
		7	SOLE DISPOSITIVE POWER NONE
		8	SHARED DISPOSITIVE POWER 31,353,468 shares of Common Stock
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 31,353,468 shares of Common Stock
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ Not Applicable.
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 6.2%
12	TYPE OF REPORTING PERSON IN


CUSIP No. 25490A309		13G		Page 3 of 20 Pages


1	NAME OF REPORTING PERSON Berkshire Hathaway Inc.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION State of Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER NONE
		6	SHARED VOTING POWER 31,353,468 shares of Common Stock
		7	SOLE DISPOSITIVE POWER NONE
		8	SHARED DISPOSITIVE POWER 31,353,468 shares of Common Stock
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 31,353,468 shares of Common Stock
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ Not applicable.
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 6.2%
12	TYPE OF REPORTING PERSON HC, CO


CUSIP No. 25490A309		13G		Page 4 of 20 Pages


1	NAME OF REPORTING PERSON National Indemnity Company
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION State of Nebraska
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER NONE
		6	SHARED VOTING POWER 17,691,364 shares of Common Stock
		7	SOLE DISPOSITIVE POWER NONE
		8	SHARED DISPOSITIVE POWER 17,691,364 shares of Common Stock
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 17,691,364 shares of Common Stock
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ Not applicable.
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 3.5%
12	TYPE OF REPORTING PERSON IC, CO


CUSIP No. 25490A309		13G		Page 5 of 20 Pages


1	NAME OF REPORTING PERSON GEICO Corporation
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION State of Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER NONE
		6	SHARED VOTING POWER 17,250,170 shares of Common Stock
		7	SOLE DISPOSITIVE POWER NONE
		8	SHARED DISPOSITIVE POWER 17,250,170 shares of Common Stock
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 17,250,170 shares of Common Stock
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ Not applicable.
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 3.4%
12	TYPE OF REPORTING PERSON HC, CO


CUSIP No. 25490A309		13G		Page 6 of 20 Pages


1	NAME OF REPORTING PERSON Government Employees Insurance Company
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION State of Maryland
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER NONE
		6	SHARED VOTING POWER 16,869,270 shares of Common Stock
		7	SOLE DISPOSITIVE POWER NONE
		8	SHARED DISPOSITIVE POWER 16,869,270 shares of Common Stock
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 16,869,270 shares of Common Stock
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ Not applicable.
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 3.4%
12	TYPE OF REPORTING PERSON IC, CO


CUSIP No. 25490A309		13G		Page 7 of 20 Pages


1	NAME OF REPORTING PERSON GEICO Indemnity Company
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION State of Maryland
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER NONE
		6	SHARED VOTING POWER 380,900 shares of Common Stock
		7	SOLE DISPOSITIVE POWER NONE
		8	SHARED DISPOSITIVE POWER 380,900 shares of Common Stock
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 380,900 shares of Common Stock
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ Not applicable.
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.1%
12	TYPE OF REPORTING PERSON IC, CO


CUSIP No. 25490A309		13G		Page 8 of 20 Pages


1	NAME OF REPORTING PERSON National Fire and Marine Insurance Company
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION State of Nebraska
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER NONE
		6	SHARED VOTING POWER 6,926,575 shares of Common Stock
		7	SOLE DISPOSITIVE POWER NONE
		8	SHARED DISPOSITIVE POWER 6,926,575 shares of Common Stock
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,926,575 shares of Common Stock
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ Not applicable.
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 1.4%
12	TYPE OF REPORTING PERSON IC, CO


CUSIP No. 25490A309		13G		Page 9 of 20 Pages


1	NAME OF REPORTING PERSON FlightSafety International Inc. Retirement Income Plan
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION State of New York
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER NONE
		6	SHARED VOTING POWER 314,200 shares of Common Stock
		7	SOLE DISPOSITIVE POWER NONE
		8	SHARED DISPOSITIVE POWER 314,200 shares of Common Stock
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 314,200 shares of Common Stock
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ Not applicable.
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.1%
12	TYPE OF REPORTING PERSON EP


CUSIP No. 25490A309		13G		Page 10 of 20 Pages


1	NAME OF REPORTING PERSON Fruit of the Loom Pension Trust
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION State of Kentucky
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER NONE
		6	SHARED VOTING POWER 258,000 shares of Common Stock
		7	SOLE DISPOSITIVE POWER NONE
		8	SHARED DISPOSITIVE POWER 258,000 shares of Common Stock
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 258,000 shares of Common Stock
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ Not applicable.
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.1%
12	TYPE OF REPORTING PERSON EP


CUSIP No. 25490A309		13G		Page 11 of 20 Pages


1	NAME OF REPORTING PERSON GEICO Corporation Pension Plan Trust
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION State of Maryland
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER NONE
		6	SHARED VOTING POWER 1,471,272 shares of Common Stock
		7	SOLE DISPOSITIVE POWER NONE
		8	SHARED DISPOSITIVE POWER 1,471,272 shares of Common Stock
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,471,272 shares of Common Stock
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ Not applicable.
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.3%
12	TYPE OF REPORTING PERSON EP


CUSIP No. 25490A309		13G		Page 12 of 20 Pages


1	NAME OF REPORTING PERSON Johns Manville Corporation Master Pension Trust
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION State of Colorado
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER NONE
		6	SHARED VOTING POWER 629,908 shares of Common Stock
		7	SOLE DISPOSITIVE POWER NONE
		8	SHARED DISPOSITIVE POWER 629,908 shares of Common Stock
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 629,908 shares of Common Stock
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ Not applicable.
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.1%
12	TYPE OF REPORTING PERSON EP


CUSIP No. 25490A309		13G		Page 13 of 20 Pages


1	NAME OF REPORTING PERSON BNSF Master Retirement Trust
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION State of Texas
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER NONE
		6	SHARED VOTING POWER 2,835,851 shares of Common Stock
		7	SOLE DISPOSITIVE POWER NONE
		8	SHARED DISPOSITIVE POWER 2,835,851 shares of Common Stock
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,835,851 shares of Common Stock
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ Not applicable.
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 1.0%
12	TYPE OF REPORTING PERSON EP


CUSIP No. 25490A309		13G		Page 14 of 20 Pages


1	NAME OF REPORTING PERSON Lubrizol Master Trust Pension
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION State of Ohio
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER NONE
		6	SHARED VOTING POWER 623,000 shares of Common Stock
		7	SOLE DISPOSITIVE POWER NONE
		8	SHARED DISPOSITIVE POWER 623,000 shares of Common Stock
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 623,000 shares of Common Stock
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ Not applicable.
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.1%
12	TYPE OF REPORTING PERSON EP


CUSIP No. 25490A309		13G		Page 15 of 20 Pages


1	NAME OF REPORTING PERSON General Re Corporation Employee Retirement Trust
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION State of Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER NONE
		6	SHARED VOTING POWER 603,298 shares of Common Stock
		7	SOLE DISPOSITIVE POWER NONE
		8	SHARED DISPOSITIVE POWER 603,298 shares of Common Stock
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 603,298 shares of Common Stock
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ Not applicable.
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.1%
12	TYPE OF REPORTING PERSON EP


CUSIP No. 25490A309		13G		Page 16 of 20 Pages


1	NAME OF REPORTING PERSON R. Ted Weschler
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION United States Citizen
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 1,627,432 shares of Common Stock
		6	SHARED VOTING POWER 0
		7	SOLE DISPOSITIVE POWER 1,627,432 shares of Common Stock
		8	SHARED DISPOSITIVE POWER 85,136 shares of Common Stock
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,712,568 shares of Common Stock
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ Not applicable.
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.5%
12	TYPE OF REPORTING PERSON IN

SCHEDULE 13G

Item 1.

(a)

Name of Issuer

DIRECTV

(b)

Address of Issuer’s Principal Executive Offices

2230 East Imperial Highway, El Segundo, CA 90245

Item 2(a). Name of Person Filing:

Item 2(b). Address of Principal Business Office:

Item 2(c). Citizenship:

Warren E. Buffett

3555 Farnam Street

Omaha, Nebraska 68131

United States Citizen

National Indemnity Company

3024 Harney Street

Omaha, Nebraska 68131

Nebraska corporation

Government Employees Insurance Company

One GEICO Plaza

Washington, DC 20076

Maryland Corporation

National Fire and Marine Insurance Company

3024 Harvey Street

Omaha, NE 68154

Nebraska Corporation

FlightSafety International Inc. Retirement Income Plan

c/o FlightSafety International Inc.

LaGuardia Airport

Flushing, NY 11371

New York

GEICO Corporation Pension Plan Trust

c/o GEICO Corporation

1 Geico Plaza

Washington, DC 20076

Maryland

Berkshire Hathaway Inc.

3555 Farnam Street

Omaha, Nebraska 68131

Delaware corporation

GEICO Corporation

One GEICO Plaza

Washington, DC 20076

Delaware Corporation

GEICO Indemnity Company

One GEICO Plaza

Washington, D.C. 20076

Maryland corporation

Fruit of the Loom Pension Trust

c/o Fruit of the Loom

1 Fruit of the Loom Drive

Bowling Green, KY 42102

Kentucky

Johns Manville Corporation Master Pension Trust

c/o Johns Manville Corporation

717 17^th Street

Denver, CO 80202

Colorado

Page 17 of 20 Pages

BNSF Master Retirement Trust

c/o BNSF Railway

2650 Lou Menk Drive

Fort Worth, TX 76131

Texas

General Re Corporation Employee Retirement Trust

120 Long Ridge Road

Stamford, CT 06902

Delaware

Lubrizol Master Trust Pension

c/o The Lubrizol Corporation

29400 Lakeland Blvd.

Wickliffe, Ohio 44092

Ohio

R. Ted Weschler

404 East Main Street

Charlottesville, VA 22902

United States Citizen

(d)

Title of Class of Securities

Common Stock

(e)

CUSIP Number

25490A309

Item 3. If this statement is filed pursuant to § 240.13d-1(b), or § 240.13d-2(b) or (c), check whether the person filing is a:

Warren E. Buffett (an individual who may be deemed to control Berkshire Hathaway Inc.), Berkshire Hathaway Inc. and GEICO Corporation are each a Parent Holding Company or Control Person, in accordance with § 240.13d-1(b)(1)(ii)(G).

National Indemnity Company, National Fire and Marine Insurance Company, Government Employees Insurance Company and GEICO Indemnity Company are each an Insurance Company as defined in section 3(a)(19) of the Act.

FlightSafety International Inc. Retirement Income Plan, Fruit of the Loom Pension Trust, GEICO Corporation Pension Plan Trust, Johns Manville Corporation Master Pension Trust, BNSF Master Retirement Trust, Lubrizol Master Trust Pension and the General Re Corporation Employee Retirement Trust are each an Employee Benefit Plan in accordance with § 240.13d-1(b)(1)(ii)(F).

Item 4. Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)

Amount beneficially Owned

See the Cover Pages for each of the Reporting Persons.

(b)

Percent of Class

See the Cover Pages for each of the Reporting Persons.

(c)

Number of shares as to which such person has:

(i)

sole power to vote or to direct the vote

(ii)

shared power to vote or to direct the vote

(iii)

sole power to dispose or to direct the disposition of

(iv)

shared power to dispose or to direct the disposition of

See the Cover Pages for each of the Reporting Persons.

Item 5. Ownership of Five Percent or Less of a Class.

Not Applicable.

Page 18 of 20 Pages

Item 6. Ownership of More than Five Percent on Behalf of Another Person.

Not Applicable.

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

See Exhibit A.

Item 8. Identification and Classification of Members of the Group.

See Exhibit A

Item 9. Notice of Dissolution of Group.

Not Applicable.

Item 10. Certification.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

Page 19 of 20 Pages

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated this 17^th day of February, 2015


/s/ Warren E. Buffett

Warren E. Buffett

BERKSHIRE HATHAWAY INC.

By:		/s/ Warren E. Buffett

		Warren E. Buffett

		Chairman of the Board

NATIONAL INDEMNITY COMPANY, NATIONAL FIRE AND MARINE INSURANCE COMPANY, GEICO CORPORATION, GOVERNMENT EMPLOYEES INSURANCE COMPANY, GEICO INDEMNITY COMPANY, FLIGHTSAFETY INTERNATIONAL INC. RETIREMENT INCOME PLAN, FRUIT OF THE LOOM PENSION TRUST, GEICO CORPORATION PENSION PLAN TRUST, JOHNS MANVILLE CORPORATION MASTER PENSION TRUST, BNSF MASTER RETIREMENT TRUST, LUBRIZOL MASTER TRUST PENSION AND GENERAL RE CORPORATION EMPLOYEE RETIREMENT TRUST

By:		/s/ Warren E. Buffett

		Warren E. Buffett Attorney-in-Fact

/s/ R. Ted Weschler R. Ted Weschler

Page 20 of 20 Pages

SCHEDULE 13G

EXHIBIT A

RELEVANT SUBSIDIARIES AND MEMBERS OF FILING GROUP

PARENT HOLDING COMPANIES OR CONTROL PERSONS:

Warren E. Buffett (an individual who may be deemed to control Berkshire Hathaway Inc.)

Berkshire Hathaway Inc.

GEICO Corporation

INSURANCE COMPANIES AS DEFINED IN SECTION 3(a)(19) OF THE ACT:

National Indemnity Company

National Fire and Marine Insurance Company

Government Employees Insurance Company

GEICO Indemnity Company

EMPLOYEE BENEFIT PLANS IN ACCORDANCE WITH § 240.13d-1-(b)(1)(ii)(F)

FlightSafety International Inc. Retirement Income Plan

Fruit of the Loom Pension Trust

GEICO Corporation Pension Plan Trust

Johns Manville Corporation Master Pension Trust

BNSF Master Retirement Trust

Lubrizol Master Trust Pension

General Re Corporation Employee Retirement Trust

OTHER MEMBER OF FILING GROUP

R. Ted Weschler

SCHEDULE 13G

EXHIBIT B

JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)(1)

The undersigned persons hereby agree that reports on Schedule 13G, and amendments thereto, with respect to the Common Stock of DIRECTV may be filed in a single statement on behalf of each of such persons, and further, each of such persons designates Warren E. Buffett as its agent and Attorney-in-Fact for the purpose of executing any and all Schedule 13G filings required to be made by it with the Securities and Exchange Commission.


Dated: February 17, 2015	/S/ Warren E. Buffett
	Warren E. Buffett

	Berkshire Hathaway Inc.

Dated: February 17, 2015	/S/ Warren E. Buffett
	By:	Warren E. Buffett

	Title:	Chairman of the Board

	National Indemnity Company

Dated: February 17, 2015	/S/ Marc D. Hamburg
	By:	Marc D. Hamburg

	Title:	Chairman of the Board

	GEICO Corporation

Dated: February 17, 2015	/S/ Michael H. Campbell
	By:	Michael H. Campbell

	Title:	Vice President

	Government Employees Insurance Company

Dated: February 17, 2015	/S/ Michael H. Campbell
	By:	Michael H. Campbell

	Title:	Senior Vice President

	GEICO Indemnity Company

Dated: February 17, 2015	/S/ Michael H. Campbell
	By:	Michael H. Campbell

	Title:	Senior Vice President


	Flightsafety International Inc. Retirement Income Plan

Dated: February 17, 2015	/S/ Bruce Whitman
	By:	Bruce Whitman

	Title:	President and Chief Executive Officer,

	FlightSafety International, Inc.

	Fruit of the Loom Pension Trust

Dated: February 17, 2015	/S/ Rick Medlin
	By:	Rick Medlin

	Title:	President and Chief Executive Officer, Fruit of the Loom

	GEICO Corporation Pension Plan Trust

Dated: February 17, 2015	/S/ Michael H. Campbell
	By:	Michael H. Campbell

	Title:	President and Chief Executive Officer, GEICO Corporation

	Johns Manville Corporation Master Pension Plan

Dated: February 17, 2015	/S/ Mary Rhinehart
	By:	Mary Rhinehart

	Title:	President and Chief Executive Officer

	Johns Manville Corporation

	National Fire and Marine Insurance Company

Dated: February 17, 2015	/S/ Marc D. Hamburg
	By:	Marc D. Hamburg

	Title:	Chairman

	General Re Corporation Employee Retirement Trust

Dated: February 17, 2015	/S/ William Gasdaska
	By:	William Gasdaska

	Title:	Executive Vice President


	General Re Corporation

	BNSF Master Retirement Trust

Dated: February 17, 2015	/S/ Julie Piggott
	By:	Julie Piggott

	Title:	Vice President, Burlington Northern Santa Fe, LLC

	Lubrizol Master Trust Pension

Dated: February 17, 2015	/S/ Brian Valentine
	By:	Brian Valentine

	Title:	Vice President, The Lubrizol Corporation

Dated: February 17, 2015	/S/ R. Ted Weschler
	By:	R. Ted Weschler