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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Variable Forward Contract (oblig. to sell variable amount) | (1) (2) | 09/16/2005 | J(1)(2) | 1 (1) (2) | (1)(2) | (1)(2) | Class B Common Stock | 19,000,000 | $ 11,647,000 | 0 | I | Held through wholly-owned subsidiary (1) (2) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
LIBERTY MEDIA CORP /DE/ 12300 LIBERTY BLVD. ENGLEWOOD, CO 80112 |
X |
By: /s/ Charles Y. Tanabe, Senior Vice President | 09/19/2005 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Liberty NC, XII, Inc. ("LXII"), a wholly-owned subsidiary of Liberty, was a party to a variable forward contract with a financial institution ("FI") which required LXII to deliver a variable number of shares in the aggregate not to exceed the amount specified above to FI in exchange for approximately $303,620,000. LXII was required to deliver a proportional amount of shares on each of 11/5/08-11/18/08, 1/12/09-1/26/09 and 3/19/09-4/1/09. The number of shares to be delivered was to be based upon the market price of the shares during each day in such periods. If such market price were less than $15.98 per share on each day in such periods, then LXII would have been required to deliver the full amount of shares to FI, and if such price were above that price per share on any trading day in such periods LXII would have been obligated to deliver a lesser amount of shares to FI based upon a predetermined forumula. |
(2) | On 9/16/05, LXII and FI agreed to terminate the contract and FI agreed to pay LXII $11,647,000. |