March 5 - Standard & Poor's Ratings Services said today that it assigned its 'BBB' issue-level ratings to co-issuers DIRECTV Holdings LLC's and DIRECTV Financing Co. Inc.'s proposed senior unsecured notes. The notes are expected to carry a guarantee from El Segundo, Calif.-based parent direct-to-home (DTH) TV service provider DIRECTV. The ratings are based on preliminary documentation and are subject to review of final documents. Although DIRECTV did not disclose the size of the offering, we believe adjusted leverage pro forma for the transaction is likely to be within the 2.5x leverage target that we consider appropriate for the rating. As of Dec. 31, 2011, debt to EBITDA, including our adjustments, was about 2.0x. Over the long term, we expect the company to use the proceeds from additional debt financings, as well as its cash balance and cash flow generation, to fund shareholder-friendly initiatives-likely share repurchases-but within the 2.5x leverage parameter. The 'BBB' corporate credit rating and stable outlook on parent DIRECTV remain unchanged. (For the complete corporate credit rating rationale, see the full analysis on DIRECTV, published Feb. 27, 2012, on RatingsDirect.) RELATED CRITERIA AND RESEARCH

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-- Liquidity Descriptors For Global Corporate Issuers, Sept. 28, 2011 RATINGS LIST DIRECTV Corporate Credit Rating BBB/Stable/-- New Ratings DIRECTV Holdings LLC DIRECTV Financing Co. Inc. Senior Unsecured Notes BBB Complete ratings information is available to subscribers of RatingsDirect on the Global Credit Portal at www.globalcreditportal.com. All ratings affected by this rating action can be found on Standard & Poor's public Web site at www.standardandpoors.com. Use the Ratings search box located in the left column.

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