Attachment Description of Trxn

This document pretains to SES-T/C-20091203-01552 for Transfer of Control on a Satellite Earth Station filing.

IBFS_SESTC2009120301552_785344

                                                                              FCC Form 312
                                                          Notification of Transfer of Control
                                                                             CSC TKR LLC

                Description of Transaction and Public Interest Statement

CSC TKR LLC is an indirect wholly-owned subsidiary of Cablevision Systems
Corporation (“Cablevision” or the “Company”). Cablevision has converted its direct
wholly-owned subsidiary, CSC Holdings, Inc. from a corporation to a limited liability
company, CSC Holdings LLC. This was merely a change in corporate form. The
ownership of CSC Holdings LLC is identical to the ownership of what was CSC
Holdings, Inc., and there has been no change in the management or operations of
Cablevision in connection with the transaction. The transfer of control of CSC TKR LLC
therefore requires only pro forma notification.1/




1/
         See, e.g., 47 C.F.R. § 63.03(d) (defining pro forma transfers to include “corporate
reorganization which involves no substantial change in the beneficial ownership of the
corporation” and “assignment or transfer from a corporation to a wholly owned subsidiary thereof
or vice versa, or where there is an assignment from a corporation to a corporation owned or
controlled by the assignor stockholders without substantial change in their interests”), 47 C.F.R. §
73.3540(f) (listing pro forma transactions under broadcast ownership rules); Non-Substantial
Assignments of Wireless Licenses, 13 FCC Rcd 6293, 6297-99 (1998) (discussing the distinction
between substantial and pro forma transfers of control, the lack of a bright-line test, and the
Commission’s reliance for guidance upon the corpus of decisions under its broadcast ownership
rules); Committee for Full Value of Storer Communications, Inc. for Consent to Transfer of
Control, 101 FCC 2d 434, ¶¶ 30-31 (discussing generally the Commission’s treatment of pro
forma transfers of control).



Document Created: 2009-11-30 17:09:03
Document Modified: 2009-11-30 17:09:03

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