03JB Perrette Tapped to Lead Discovery International

04American Heroes Channel Launches March 3

08PUPPY BOWL X Delivers Big Bark for Animal Planet

A Quarterly Publication of Discovery Communications

Volume 6, Number 4, February 2014

Strong fi nancial results, an expanding content portfolio that is boosting market share around the globe and further investments in strategic growth made 2013 another very successful year for Discovery. Overall, our revenue grew 23%, and Adjusted OIBDA was up 16% over 2012. This outstanding performance demonstrates how well our uniquely high quality content resonates with a worldwide audience. It’s an expanding audience that wants to learn something new, satisfy its boundless curiosity about the universe and keep discovering. Last year’s results also highlight the sturdiness of our business model and the opportunities generated by our unmatched global footprint.

Domestically, our audience grew for the fi fth consecutive year, with viewership across our portfolio up 4%. Domestic advertising grew, too, increasing a healthy 8% over last year. This growth refl ects the unrivaled ability of Discovery’s creative teams to stay in sync with audience tastes, and is a clear indicator of our success in reinforcing existing brands while continuing to grow new ones. Discovery Channel, Animal Planet and ID had their most watched years ever in their key demos and OWN grew 25% while delivering positive cash fl ow and equity earnings. Emerging brands Destination America and Velocity also continued to grow.

Thanks to increased distribution and strong content, viewership grew 22% across our extensive international portfolio, which

averages eight networks in over 220 countries. Because that portfolio has been so carefully balanced, we averaged double-digit audience gains in nearly every part of the globe with our total international advertising revenue up 23%.

In addition, we are already off to a strong start in 2014 even though the year is young. In January, Discovery Channel generated the most watched month in its history, while TLC, ID, Destination America and Velocity recorded remarkably strong growth. We also announced our newest brand, American Heroes Channel, and agreed to acquire majority control of Eurosport, broadening and strengthening our international programming offering and reach.

As we move further into 2014, there has never been a better time to be in the global content business. Around the world, people are watching more TV over more platforms than ever before. Discovery is superbly positioned to take advantage of the opportunities that are emerging every day, through compelling programming and strategic growth that deliver solid fi nancial results while building long-term value for shareholders.

“…there has never been a better time to be in the global content business.”)(

{ A MESSAGE FROM }

David Zaslav

David Zaslav is President and Chief Executive Offi cer of Discovery Communications and serves on the company’s Board of Directors.

In January, Discovery announced that JB Perrette will become the next President of Discovery Networks International.

Perrette joined Discovery in 2011 as Chief Digital Offi cer. Under his leadership, the company has become a leading provider of high-quality nonfi ction media across all screens. Perrette’s credits include: the successful acquisitions of Revision3 and DeFranco Creative, strategic investments in Lumosity and Learnist, the launches of digital/online networks Animalist and TestTube and the implementation of innovative live online experiences such as SKYWIRE LIVE and Animal Planet L!VE.

Having spent half his career outside the U.S., and with a unique mix of distribution, digital strategy and business development experience, Perrette will oversee all aspects of the company’s growing

international operations. In 2013, Discovery completed the acquisition and integration of SBS Nordics; acquired a stake in Eurosport, the largest pan-European sports platform; launched TLC in the UK; and grew international ratings by 25 percent – all solidifying the company’s position as the #1 Pay-TV programmer in the world.

Perrette succeeds 23-year Discovery veteran Mark Hollinger, who announced his resignation last September.

JB Perrette Tapped to Head DNI

Discovery Debuts First-of-Its-Kind Learning MarketplaceOn January 14, Discovery unveiled Curiosity.com, a consumer-centered online marketplace that aggregates and organizes the best learning-based content from across the web. This new learning tool expands upon Discovery’s commitment to education and affords online users the opportunity to explore their passions and discover new interests through an expanding collection of digital content from dozens of trusted partners, including Big Think, Coursera, Craftsy, Khan Academy, Udacity and Udemy.

Whether you are looking to develop new skills, brush up on existing interests or simply learn something new, Curiosity.com connects knowledge-seekers with high-quality knowledge sources. Users can browse categories including Art & Design, Business, Languages and Technology and receive personalized content recommendations. Visitors also can browse trending content or use the Surprise Me feature to allow the system to randomly choose content for them.

Curiosity.com is the company’s latest investment in the education space, adding to current learning-focused assets that include Discovery Education, Lumosity and Learnist. Life-long learners can feed their curiosity at Curiosity.com, which is optimized for mobile and tablet users.

Discovery Communications has been named to the 2014 FORTUNE 100 Best Companies to Work For® list. Recognized for its commitment to creating a healthy and balanced workplace and a culture of innovation, inclusion and continuous learning, Discovery is one of only two media companies in the Top 100.

Discovery’s global workforce has access to a best-in-class suite of benefi ts and rewards including on-site child care at its headquarters; Discovery Wellness Centers in Miami, New York, Silver Spring and Sterling; and an employee stock purchase program. Employees stay informed and engaged through myriad offerings including quarterly town halls hosted by senior leadership and special events featuring on-air talent. Additionally, the company sponsors “Discover Your Impact Day,” an annual day of global volunteerism each June when all worldwide employees can give back to the communities where they live and work.

Great Place to Work®, creator of the list, evaluates each company using its unique methodology based on fi ve dimensions: credibility, respect, fairness, pride and camaraderie.

Discovery Communications Named to the 2014 FORTUNE 100 Best Companies to Work For List

A Quarterly Publication of Discovery Communications | FEBRUARY 2014 3

Discovery Communications to Rename Military Channel: American Heroes ChannelProgramming will feature the iconic people and pivotal moments of our time

{ COVER STORY }

American Heroes Channel On Monday, March 3, the Military

Channel will become American Heroes Channel in 62 million homes. American Heroes Channel expands on the Military Channel’s niche appeal, while providing viewers with additional insight into history, contemporary world events and biographical stories. At the intersection between military and history programming, American Heroes Channel will feature major events that shaped our world, visionary

leaders and unexpected heroes who made a difference and the great

defenders of our freedom on and off the battlefi eld.

The only network dedicated to the

timeless stories in which a challenge

appears – be it a situation or a villain – and a hero rises, American Heroes Channel explores compelling and uplifting

true stories of the bold men

and women who have distinguished

themselves by their actions as well as events that

transcend time and place.

“With the continuing trend of character-driven content, the

new name provides Discovery with a tremendous opportunity

to showcase more narrative-style storytelling that is currently missing from the television landscape,” said Henry Schleiff, Group President, Investigation Discovery,

Destination American and American Heroes Channel. “The American Heroes Channel will be the next great platform for Discovery to engage and entertain an information-hungry audience with exciting programming that viewers have come to know and love from Discovery Communications.”

On debut night, American Heroes Channel is excited to present the network original series, AGAINST THE ODDS. Narrated by actor Rob Lowe, this six-part series introduces real-life bands of brothers who exhibited unparalleled bravery, solidarity and endurance on the battlefi eld and came out on top in fi ghts against seemingly insurmountable odds. Reliving battles from WWII, Korea, Vietnam and Iraq, these are true stories of the harsh realities of war, as told by the veterans who survived to share their experiences.

American Heroes Channel’s fi rst year will include 17 new series and specials, with three additional originals launching in the fi rst week. Debut night also will feature the special RAW WAR: THE LOST FILM OF DAK TO. This original network documentary presents gripping personal stories through fi lm and photographs from combat cameramen during the Vietnam War who risked – and sometimes lost – their lives to capture some of the bloodiest battles of our time. Additional launch week series include CIA: DECLASSIFIED, which travels back to the Cold War to reveal inside stories of America’s most top-secret missions, and CODES & CONSPIRACIES, a series that unveils the startling truth and hidden history behind the world’s most iconic, clandestine institutions, top-secret locations and mysterious symbols.

Programming will feature the iconic people and pivotal moments of our timeAmerican Heroes Channel On Monday, March 3, the Military

Channel will become American Heroes Channel in 62 million homes. American Heroes Channel expands on the Military Channel’s niche appeal, while providing viewers with additional insight into history, contemporary world events and biographical stories. At the intersection between military and history programming, American Heroes Channel will feature major events that shaped our world, visionary

leaders and unexpected heroes who made a difference and the great

defenders of our freedom on and off the battlefi eld.

The only network dedicated to the

timeless stories in which a challenge

appears – be it a situation or a villain – and a hero rises, American Heroes Channel explores compelling and uplifting

true stories of the bold men

and women who have distinguished

themselves by their actions as well as events that

transcend time and place.

“With the continuing trend of character-driven content, the

new name provides Discovery with a tremendous opportunity

to showcase more narrative-style storytelling that is currently missing from the television landscape,” said Henry Schleiff, Group President, Investigation Discovery,

Discovery Channel and TLC were named the Most Attractive Factual and Lifestyle entertainment brands in India, based on results from India's Most Attractive Brands Report 2013.

The report, conducted by the Trust Research Advisory, is based on consumer research from 16 cities across India, through a matrix of 36 traits. In a market as highly competitive and fragmented as in India, brand attractiveness is one critical differentiator used to measure and highlight the most exceptional brands.

Over the years, Discovery has emerged as an important player in Indian television, establishing itself as a high-performing and popular content provider amidst competitors in the country. The recognition for the two networks underscores the diversity and wide appeal of Discovery’s portfolio of seven networks in the country.

On December 30, TLC celebrated the worldwide premieres of CAKE BOSS and BAKERY BOSS with CAKE BOSS KICKOFF LIVE.

The live social media integration event paired the popularity of TLC’s beloved baker, Buddy Valastro, with the power of Twitter, encouraging fans to Tweet along with the show using #CakeBossKickoff. Throughout the premiere event, Buddy checked in from the Cake Boss Café in New York City to read fans’ Tweets and give out prizes live on-air. Fans also had a chance to see their Tweets featured live on the shows.

The live Tweet event was a sweet success, garnering more than 334,000 Twitter mentions, drove three U.S. Trending Topics and propelled CAKE BOSS to the #1 spot on SocialGuide’s rankings across all TV programs (excluding sports) for the night. The event also ranked as CAKE BOSS’ most social night ever and the second most social night ever for TLC.

Discovery Channel and TLC Rank as Most Attractive Factual Entertainment and Lifestyle Brands in India

Social Media: A Key Ingredient to Success of “Cake Boss”

A Quarterly Publication of Discovery Communications | FEBRUARY 2014 5

DOUBLE-DIGIT YEAR-OVER-YEAR GROWTH

OWN: Oprah Winfrey Network fi nished 2013 on top achieving its second consecutive year of double-digit growth across key demos. The

network delivered increases of 16% in women 25-54, 21% in total viewers and 76% in African American women 25-54 in primetime versus 2012. OWN also ranked as the #5 primetime cable network in 2013 among all African American women.

OWN’s popular Saturday night lineup boasts the night’s top six original series with African American women 25-54: WELCOME TO SWEETIE PIE’S, IYANLA: FIX MY LIFE, HOUSTON BEAUTY, SIX LITTLE MCGHEES, RAISING WHITLEY and LIFE WITH LA TOYA.

Scripted series helped the network kickoff 2014 in a big way. The February 4 episode of OWN’s hit Tyler Perry drama THE HAVES AND THE HAVE NOTS delivered a record-breaking 3.4 million viewers, its most-watched telecast in series history. The episode ranked as the #1 show on cable, #2 in all of television and helped propelled the network to #1 among women 25-54 on Tuesday night. The episode was the second highest telecast in OWN history and the show marked its third consecutive week of growth among women 25-54.

BEST YEAR EVER AMONG MEN 25-54

In 2013, Animal Planet exceeded its record-breaking 2012 performance by achieving its most-watched year ever in both primetime and

total day across major demos. Animal Planet currently ranks #16 among all ad-supported cable networks with men 25-54. The network had 10 programs that delivered or surpassed one million total viewers in 2013, including MERMAIDS: THE NEW EVIDENCE, PUPPY BOWL IX, RIVER MONSTERS, TREEHOUSE MASTERS, CALL OF THE WILDMAN, GATOR BOYS, FINDING BIGFOOT, WILD WEST ALASKA, PIT BULLS & PAROLEES and TANKED.

HIGHEST VIEWERSHIP IN 12 YEARS

Discovery Channel ended the year with 11 series averaging over two million total viewers each and 36 series averaging over one million total viewers, up from 31 series in 2012. GOLD RUSH grabbed the

top spot for the year as the channel’s #1 series. NAKED AND AFRAID, DEADLIEST CATCH, AMISH MAFIA, GOLD RUSH – SOUTH AMERICA and FAST N’ LOUD rounded out the top six. SKYWIRE LIVE captivated 13 million total viewers and smashed television, live, social media and digital ratings records, making it cable’s #1 live event in 2013. The live telecast also generated 1.3 million Tweets and had a special ranking as the #1 most social show across broadcast and cable in the U.S. In similar fashion, the wildly popular summer television event SHARK WEEK drew its largest audience in its 26th year, snapping up 50 million viewers and garnering 2.6 million Tweets for the week – breaking all previous social records.

STRONG PERFORMANCE FOR THE YEAR

TLC wrapped 2013 as a top 10 cable network among key demos, with a total of 32 shows that delivered at least a million viewers.

The network had seven series deliver two million viewers or more — a new record for TLC. Most notable were the growing successes of fan-favorites: THE LITTLE COUPLE and 19 KIDS AND COUNTING. THE LITTLE COUPLE recently delivered its highest rated season ever among households, persons 2+ and among key demos with women and adults, while 19 KIDS AND COUNTING fi nished its highest rated season ever among households and best persons 2+ delivery in its six-year history. HERE COMES HONEY BOO BOO captured its most-watched episode in series history, as 3.2 million viewers tuned in to celebrate the commitment ceremony of June and Sugar Bear.

WATCH WITH THE WORLD:

RATINGSHIGHLIGHTS

BEST YEAR AND BEST QUARTER EVER

The fourth quarter of 2013, ID marked its 20th consecutive quarter of year-over-year growth in primetime delivery among persons 2+ and households, and in total day delivery among women 25-54. ID earned the #4 rank for total day

delivery of women 25-54 in ad-supported cable for the quarter. The network also continued its streak for longest length of tune in all of television, capturing the #1 spot in both total day and primetime among English speaking networks. ID launched 2014 with a bang, premiering 14 new and returning original series that averaged more than one million viewers each.

SPEEDING ACROSS THE FINISH LINE

Velocity crossed the fi nish line in 2013 with impressive ratings gains in primetime among men 25-54 for the month of December. The

network climbed 16 slots in cable rankings in 2013, more than any other cable network. Freshman series including DALLAS CAR SHARKS and GRAVEYARD CARZ, as well as popular returning series CHASING CLASSIC CARS, OVERHAULIN’ and WHEELER DEALERS helped Velocity achieve a stellar performance for 2013. December 2013 marked 19 straight months of year-over-year delivery growth in primetime for the network among persons/men 25-54 and persons/men 18-49.

BREAKING RECORDS ACROSS LATIN AMERICA

The fl agship Discovery Channel dominated Latin America’s 2013 factual space for the twelfth consecutive year,

ranking as the #1 factual network and one of the Top 5 Pay-TV networks across the entire region among its target persons 25-54 demographic.

Discovery Kids also posted giant gains, growing an impressive 12% year-over-year since the premiere of its new original series DOKI and the launch of its updated graphics package last April. Discovery Kids ranks as the leading preschool network pan-regionally among kids 4-11 and the #1 Pay-TV network among women 25-49. In addition, it is the #1 Pay-TV channel among Brazilian households for the fi fth year in a row.

Discovery Home and Health fi nished 2013 as the #1 lifestyle network among women 18-49 and ranked among the Top 10 Pay-TV networks pan-regionally during primetime. The network was also the #1 lifestyle network in key markets: Brazil, Mexico

and Colombia. It also achieved an outstanding performance during fourth quarter in Argentina, increasing primetime ratings by 77% and by 50% year-over-year during total day among women 18-49, ranking as the leading lifestyle channel during both total day and primetime in Argentina.

In addition, both TLC and ID had impressive growth stories: TLC grew 67% year-over-year among its core target of adults 25-49 during primetime, while Investigation Discovery was up 22% year-over-year among adults 25-54 across Latin America.

A Quarterly Publication of Discovery Communications | FEBRUARY 2014 7

8

PUPPY BOWL X: A BARKING SUCCESS!

On Sunday, February 2, the most anticipated, eagerly awaited and cutest sporting event on television returned when 66 adorable, adoptable pups took the field for PUPPY BOWL X. Celebrating the tenth anniversary of the main event, Animal Planet upped the ante with all new features and guest stars, including First Lady of the United States, Michelle Obama, and First Dogs, Bo and Sunny. With all that firepower, PUPPY BOWL X was a blowout scoring a whop-ping 13.5 million unique persons 2+ viewers throughout the 12-hour marathon – its largest audience ever!

While the dogs duked it out on the field, a parade of penguin cheer-leaders waddled the sidelines and cheered on every fido first down

and the audiences’ favorite puppy players. Not to be outdone by their canine counterparts, kittens also took center stage on this super day. Animalist digital network’s own Lil BUB was on hand to provide commentary throughout the game, and some of her feline friends got a bit feisty at the “Xtraordinary” KITTY HALFTIME SHOW, which featured a rousing rendition of Bruno Mars’ “Locked Out of Heaven” performed by world-famous, Internet sensation Keyboard Cat.

New this year, viewers played along at home when they drafted their own team and competed for dominance in the network’s Fantasy Puppy League. And, off the field, Animal Planet in collabora-tion with the ASPCA® (The American Society for the Prevention of Cruelty to Animals®), brought the PUPPY BOWL EXPERIENCE live to New York City at Discovery Times Square! For the whole week leading up to the big game, fans joined the celebration and played tail-gate games, toured the Puppy Bowl Hall of Fame, met adoptable pups and much more.

BIG CHANGES FOR TLC’S LITTLE COUPLE

While last season covered Bill and Jen’s new life back at home as new parents, the upcoming Spring 2014 episodes will be both heartwarm-ing and heartbreaking. With Zoey’s adoption approved, the whole family prepares for their trip to India, but what they didn’t expect was

news that would change the course of their future: Jen was diag-nosed with cancer. The season follows her courageous battle against the disease, Zoey’s life back in Houston and how the family is coping and adjusting to the life-altering news.

SHINING LIGHT ON INJUSTICE

This February, Investigation Discovery is honored to present the fourth installment of the critically acclaimed INJUSTICE FILES series, hosted by investigative filmmaker Keith Beauchamp. In this year’s film, Beauchamp explores the ugly and hidden phenom-enon known as “sundown towns” – communities where African Americans are not allowed to live, much less set foot in after dark. INJUSTICE FILES: SUNDOWN TOWNS travels to three of these

former towns to visit communities where blacks were harassed, threatened and even killed simply because of the color of their skin, and Beauchamp explores whether these exclusionary practices still exist today.

ICE COLD GOLD RETURNS WITH TREASURE IN SIGHT

The first season of Animal Planet’s ICE COLD GOLD gave but a glimpse of Greenland’s raw power and prize potentials, but the Ameri-can miners are back and the threats and rewards are multiplied. In the ruby-packed second season, the world's largest ruby in the Arctic may be within reach, and Sixty Degree Resources returns to the most remote mining location on the planet with their eyes on the prize. The window to the mining season is tight and the team bares all in this life-threatening, heart-pounding journey where the odds are stacked against them and death is a very real possibility. The adventure begins Thursday, March 6, at 10PM.

WORLDWIDE SEARCH FOR RIVER MONSTERS CONTINUES

RIVER MONSTERS, Animal Planet’s best performing series for five record-breaking seasons returns this April for a monstrous sixth season following biologist and extreme angler, Jeremy Wade, on his journey to unravel freshwater fish tales of giant killers. This season, Wade continues his search for harrowing stories of bloodthirsty fish

TUNE IN:

PROGRAMMINGHIGHLIGHTS

in South America, a continent where he has nabbed some of his more legendary catches. Wade goes into the “heart of darkness,” to loca-tions so remote and so forgotten, few have ever seen them. A fearless explorer, he aims to hook the finned culprits that are thought to at-tack humans and reveal how much truth lies in the myth.

ALL-NEW SEASON ON THE HUB NETWORK

On February 1, the Hub Network premiered the star-studded original movie STAN LEE'S MIGHTY 7, with legendary comic book genius Stan Lee in his first starring role, plus an impressive cast, including Sean Astin, Jim Belushi, Teri Hatcher and Christian Slater to name a few.Also, this spring the hit series SPOOKSVILLE returns with all-new

original episodes, helping round out the network’s Emmy® Award-winning R.L. STINE’S THE HAUNTING HOUR: THE SERIES.

IS ANYONE OUT THERE?

From infinite Earths to alien life forms, we are fascinated with what lies beyond our galaxy and how it will affect us in the future. Beginning March 2, join Science Channel for a weeklong look at the age-old question: Are we alone in the universe?

From CLOSE ENCOUNTERS to NASA’S UNEXPLAINED FILES and THROUGH THE WORMHOLE, Science Channel brings a week of series and specials that go to the outer limits bringing cutting-edge information and incredible stories of chance alien encounters. So, you decide… “Are We Alone?”

LOOKOUT BELOW!

Coming in March is Destination America’s newest series, TIMBER KINGS, which follows the best log builders on the planet as they hand-craft stunning homes for the rich and famous. However, every day is a challenge whether compromising with temperamen-tal clients, fighting the elements or managing work yard egos, the stakes are high.

PURSUIT OF THE ULTIMATE HOTROD

Season after season, car collector extraordinaire Wayne Carini has scoured the country for the rarest cars that pack a historical punch. On February 18 at 10PM, Velocity celebrates the 100th episode of CHASING CLASSIC CARS with an ode to Wayne as he attempts to track one of his most elusive cars to date. He’s on the trail of a rare 1934 Lincoln Convertible – one of only ten made – and he’ll have to barter with a group of nostalgic owners to get it.

BEWARE OF CUPID’S ARROW

Beginning February 7, ID will “celebrate” Valentine’s Day in its own unique style with the first-ever FORGET YOU WEEK, anchored by day-

time talk personality Wendy Williams, who also hosts the original spe-cial 50 WAYS TO LEAVE YOUR LOVER (Friday, February 14 at 9PM). Love hurts on ID’s anti-Valentine’s Day special, as we reveal breakup tactics taken by real people spurned by lousy lovers. But before feeling the sting of Cupid’s acid-laced arrows, FORGET YOU WEEK primes viewers for the darkly funny special with an on-air watch & win sweepstakes, as well as digital extensions including a “Relationship Personality Quiz” and a March Madness-style “Break-up Bracket.”

ALL-STAR BLITZ

DEION'S FAMILY PLAYBOOK is the hilarious and compelling real-life story of Deion Sanders, the only pro athlete to ever play in both a Super Bowl and a World Series. Deion, best known as “Prime Time,” is a single father raising five kids of his own, while also helping to raise four other children who live with him. Additionally, Deion is co-founder and football coach of Prime Prep Academy, a charter school that aims to make a lasting impact on the lives of children in underserved areas. With so much on his plate both at school and at home, Deion strives to keep everything under control. Help is on the way every other week when his Hollywood-producer girlfriend Tracey Edmonds, who has two sons of her own, comes to visit. The game starts Saturday, March 1 on OWN.

A Quarterly Publication of Discovery Communications | FEBRUARY 2014 9

10

Discovery Inks Successful Renewal with Time Warner Cable   In an industry where public-facing distribution disputes are increasingly frequent, Discovery has once again reached a successful affi liate agreement without service interruption. The deal, signed with Time Warner Cable well before the January deadline, allows for the continued delivery of Discovery’s networks to Time Warner Cable subscribers across the country and is the fi rst to include TV Everywhere rights. The multi-platform agreement ensures the continued carriage of Discovery’s channels and VOD content from them, including Discovery Channel, TLC, Animal Planet, Investigation Discovery, Science, OWN: Oprah Winfrey Network, Hub Network, American Heroes Channel, Discovery Fit & Health, Discovery en Español, Discovery Familia, Velocity and Destination America. The deal not only adds to the legacy of success for Discovery’s award-winning distribution team, but also highlights the strength of the portfolio’s must-have content.

Discovery Consumer Products Found Gold On Cyber Monday

On Cyber Monday, Discovery Consumer Products launched the new Gold Rush Panning Kit based on the hit Discovery Channel series. The product, in partnership with Pay Dirt Gold Company, is designed to provide the thrill of gold mining in the comfy terrain of your own home. Each kit includes a professional gold pan, a snuffer bottle for retrieving gold from the dirt, a classic vile to store the gold, a certifi cate of authenticity and a one pound bag of dirt guaranteed to contain real gold.

Since the product’s launch on DiscoveryStore.com, more than 500 units have been sold. The Gold Rush Panning Kit generated the second highest Cyber Monday sales on DiscoveryStore.com and was the best selling product for Gold Rush in 2013 overall. In the fi rst part of 2014, Discovery Consumer Products and Pay Dirt Gold Company will debut the Gold Rush Panning Kit at retail stores across the country.

DOMESTIC DISTRIBUTION

››DID YOU KNOW?In January, Discovery Communications announced plans to acquire a controlling interest in TF1 Group’s Eurosport International, the leading pan-European sports broadcasting platform, reaching more than 133 million homes across 54 countries in 20 languages.

Earlier in the year, 11-year-old Peyton Robertson was crowned winner of the 2013 Discovery Education 3M Young Scientist Challenge for his innovative sandbag design, aiming to better protect fl ood zones against salt-water damage.

Animal Planet’s TREEHOUSE MASTERS delivered a sky-high performance for its season 2 debut drawing in 1.6 million viewers and garnering its best-ever performance among persons 25-54, persons 18-49, men 18-49, women 25-54 and women 18-49.

Discovery Digital Networks provided in-depth live coverage from the show fl oor of the 2014 Consumer Electronics Show through 15 shows and more than 120 pieces of content.

On November 7, Discovery employees participated in the company’s fourth annual Discovery Impact: Creating Change, a 12-hour marathon to create marketing, communications and social media materials for nonprofi t companies.

The fi nale of BAKE OFF ITALIA was the most watched show ever on Real Time as 2.8 million cumulative viewers tuned in to watch Madalina from Perugia crowned the fi rst-ever winner of this major new Italian series.

Texas Adopts Science Techbook Following a rigorous evalua-tion, the Texas State Board of Education approved, through its state adoption

process, the use of the Discovery Education Science Techbook series as a core instructional resource for elementary, middle and high school science courses. All K-12 Discovery Education Science Techbook courses were adopted by the state, with 100% coverage of the Texas Essential Knowledge and Skills (TEKS) and English Language Profi ciency standards. School districts across Texas now have the option to implement the Discovery Education Science Techbook, a fully interactive digital solution that replaces traditional textbooks and can be used on any device.

A complete digital solution built from the ground up, Discovery Education Science Techbook features compelling video; digi-tal simulations and explorations; virtual and hands-on labs; an interactive glossary with animations, audio and video; and core interactive text with text-to-speech, leveled reading and note-taking and highlighting capabilities. Recognizing that districts with Spanish-speaking populations require additional specialized resources, Science Techbook supports learners through features such as hundreds of Spanish language video segments, a multi-modal interactive glossary with defi nitions in Spanish and a Span-ish reading path with text-to-voice capability.

Discovery Acquires Espresso Education As part of Discovery Education’s overall expansion strategy, the company recently acquired U.K. market leader Espresso Group Limited, a top provider of primary school digital educa-tion content. The purchase highlights Discovery Education’s commitment to supporting edu-cators in the U.S. and around the world as they transition from static textbooks to dynamic digital learning environments.

More than one million teachers serving 35 million students use Discovery Education’s high-quality digital resources, profes-sional development and networking opportunities to create authentic learning environments that engage today’s learners and accelerate academic achievement.

In the 16 years since its founding, Espresso Education has become a leader in e-learning, transforming the way students learn through a blend of visual media and interactive resources. Espresso Education currently serves nearly 50% of primary schools across the United Kingdom with its Espresso Primary services.

A Quarterly Publication of Discovery Communications | FEBRUARY 2014 11

GLOBAL REACH

Cumulative Global Subscribers ................................... 2.5 billionCountries & Territories ..............................................................224Worldwide Networks .................................................................. 197Languages ......................................................................................45Network Entertainment Brands............................................... 50

VIEWING SUBSCRIBERS (IN MILLIONS)

US Networks As of As of Feb 2014 Feb 2013Discovery Channel ...........................................98 ..................... 99TLC .......................................................................97 ..................... 99Animal Planet ....................................................96 ......................97Investigation Discovery ..................................85 .......................81OWN: Oprah Winfrey Network .....................83 ......................83 Science ................................................................ 76 ......................77The Hub Network .............................................. 71 ...................... 72Military Channel (AHC) ..................................62 ......................62Destination America .......................................59 ..................... 60Velocity ...............................................................57 ..................... 46Discovery Fit & Health ....................................48 ......................493net ......................................................................40 ..................... 40Discovery en Español ........................................ 5 ........................5Discovery Familia ................................................ 4 ........................4

DIGITAL MEDIA HIGHLIGHTS

• 110+ original online web series• 600 hours of original online videos• 65M+ monthly unique visitors

International Networks As of As of Feb 2014 Feb 2013Discovery Channel ........................................ 340 ................... 328Animal Planet ................................................. 298 ................... 285TLC .....................................................................248 .....................221Switchover Media ........................................... 105 .................... 104Discovery Science .............................................81 ......................79 DMAX ................................................................... 78 ......................78Discovery Kids ................................................... 76 ......................65 Investigation Discovery .................................. 74 ......................65 Discovery Home & Health ..............................64 ..................... 58Fatafeat ...............................................................55 ......................55Discovery Turbo ................................................52 ......................42Quest ...................................................................26 ......................38 Discovery Real Time ........................................25 ......................24 SBS Nordics .......................................................25 .....................n/a Discovery World .................................................18 ....................... 17Discovery Max .................................................... 17 .......................16Shed ...................................................................... 12 ....................... 12Discovery History .............................................. 12 ........................ 11Discovery HD Showcase ................................... 9 ........................ 7Discovery HD Theater ....................................... 6 ........................6Discovery HD World .......................................... 6 ........................4Discovery Civilization ....................................... 5 ........................5Discovery Travel & Living ................................. 4 ........................4Discovery Historia .............................................. 2 ........................ 2

FACTS & FIGURESDiscovery Communications (Nasdaq: DISCA, DISCB, DISCK) is the world's #1 nonfi ction media company reaching 2.5 billion cumulative subscribers in over 224 countries and territories. Discovery is dedicated to satisfying curiosity through more than 190 worldwide television networks, led by Discovery Channel, TLC, Animal Planet, Science and Investigation Discovery, as well as U.S. joint venture networks OWN: Oprah Winfrey Network and the Hub Network. Across the Nordic region, Discovery owns and operates SBS Discovery Media, a top-three portfolio of television brands that feature leading nonfi ction content, as well as locally produced entertainment programs, sports and the best scripted series and movies from major studios. Discovery also is a leading provider of educational products and services to schools, including an award-winning series of K-12 digital textbooks, and a digital leader with a diversifi ed online portfolio, including Discovery Digital Networks. For more information, please visit www.discoverycommunications.com.

Subscriber numbers as of January 30, 2014, according to The Nielsen Company in the US and internal data review and external sources outside of the US. Subscriber numbers include unbranded programming blocks in China, which are generally provided without charge to third-party channels and represented approximately 280 million cumulative subscribers as of January 30, 2014. US Hispanic networks are distributed to US subscrib-ers, but are operated by and included as part of Discovery International Networks for fi nancial reporting and management purposes. Internet traffi c data as of January 30, 2014, according to ComScore, Inc.

WORLD HEADQUARTERS

One Discovery PlaceSilver Spring, MD 20910TEL: 240.662.2000

DISCOVERY NETWORKSASIA-PACIFIC

21 Media Circle#08-01Singapore 138562TEL: 65.6510.7500

DISCOVERY NETWORKS WESTERN EUROPE

Chiswick Park Building 2566 Chiswick High RoadLondon - W4 5YB, EnglandTEL: 44.208.811.3000

DISCOVERY NETWORKS CEEMEA

59 Zlota StreetZlote Tarasy. Lumen Building00-120 Warsaw, PolandTEL: 011.48.22.365.11.00

DISCOVERY NETWORKSLATIN AMERICA/US HISPANIC

6505 Blue Lagoon DriveSuite 190Miami, FL 33126TEL: 786.273.4700

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