UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

x Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended June 30, 2012

OR

¨ Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the Transition Period from                      to                     

Commission File Number 333-174175

NBCUniversal Media, LLC

(Exact name of registrant as specified in its charter)

DELAWARE	14-1682529
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
30 Rockefeller Plaza, New York, NY	10112-0015
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (212) 664-4444

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding twelve months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such period that the registrant was required to submit and post such files).

Yes x No ¨

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ¨       Accelerated filer ¨       Non-accelerated filer x       Smaller reporting company ¨

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Act).

Yes ¨ No x

Indicate the number of shares outstanding of each of the Registrant’s classes of common stock, as of the latest practical date: Not applicable

The Registrant meets the conditions set forth in General Instruction H(1)(a) and (b) of Form 10-Q and is therefore filing this Form 10-Q with the reduced disclosure format.

	TABLE OF CONTENTS
		Page Number
PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements		1
	Condensed Consolidated Balance Sheet as of June 30, 2012 and December 31, 2011 (Unaudited)		1
	Condensed Consolidated Statement of Income for the Three Months Ended June 30, 2012 and 2011 (Unaudited)		2
	Condensed Consolidated Statement of Income for the Six Months Ended June 30, 2012 and the Periods Ended June 30, 2011 and January 28, 2011 (Unaudited)		3
	Condensed Consolidated Statement of Comprehensive Income for the Three Months Ended June 30, 2012 and 2011, the Six Months Ended June 30, 2012 and the Periods Ended June 30, 2011 and January 28, 2011 (Unaudited)		4
	Condensed Consolidated Statement of Cash Flows for the Six Months Ended June 30, 2012 and the Periods Ended June 30, 2011 and January 28, 2011 (Unaudited)		5
	Condensed Consolidated Statement of Changes in Equity for the Six Months Ended June 30, 2012 and the Periods Ended June 30, 2011 and January 28, 2011 (Unaudited)		6
	Notes to Condensed Consolidated Financial Statements (Unaudited)		7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		29
Item 4.	Controls and Procedures		40
PART II. OTHER INFORMATION
Item 1.	Legal Proceedings		40
Item 1A.	Risk Factors		40
Item 6.	Exhibits		40
SIGNATURES			41

This Quarterly Report on Form 10-Q is for the three and six months ended June 30, 2012. This Quarterly Report modifies and supersedes documents filed prior to this Quarterly Report. The Securities and Exchange Commission (“SEC”) allows us to “incorporate by reference” information that we file with it, which means that we can disclose important information to you by referring you directly to those documents. Information incorporated by reference is considered to be part of this Quarterly Report. In addition, information that we file with the SEC in the future will automatically update and supersede information contained in this Quarterly Report. Throughout this Quarterly Report, we refer to NBCUniversal Media, LLC and its consolidated subsidiaries as “NBCUniversal,” “we,” “us” and “our”; NBCUniversal, LLC as “NBCUniversal Holdings”; Comcast Corporation as “Comcast” and General Electric Company as “GE.”

You should carefully review the information contained in this Quarterly Report and particularly consider any risk factors set forth in this Quarterly Report and in other reports or documents that we file from time to time with the SEC. In this Quarterly Report, we state our beliefs of future events and of our future financial performance. In some cases, you can identify these so-called “forward-looking statements” by words such as “may,” “will,” “should,” “expects,” “believes,” “estimates,” “potential,” or “continue,” or the negative of those words, and other comparable words. You should be aware that these statements are only our predictions. In evaluating these statements, you should specifically consider various factors, including the risks outlined below and in other reports we file with the SEC. Actual events or our actual results may differ materially from any of our forward-looking statements. We undertake no obligation to update any forward-looking statements.

Our businesses may be affected by, among other things, the following:

• our businesses currently face a wide range of competition, and our business and results of operations could be adversely affected if we do not compete effectively

• changes in consumer behavior driven by new technologies may adversely affect our competitive position, businesses and results of operations

• we are subject to regulation by federal, state, local and foreign authorities, which may impose additional costs and restrictions on our businesses

• weak economic conditions may have a negative impact on our results of operations and financial condition

• a decline in advertising expenditures or changes in advertising markets could negatively impact our results of operations

• our success depends on consumer acceptance of our content, which is difficult to predict, and our results of operations may be adversely affected if our content fails to achieve sufficient consumer acceptance or our costs to acquire content increase

• the loss of our programming distribution agreements, or the renewal of these agreements on less favorable terms, could adversely affect our businesses and results of operations

• our businesses depend on using and protecting certain intellectual property rights and on not infringing the intellectual property rights of others

• our businesses depend on keeping pace with technological developments

• sales of DVDs have been declining

• we rely on network and information systems and other technologies, as well as key properties, and a disruption, cyber attack, failure or destruction of such networks, systems, technologies or properties may disrupt our businesses

• we may be unable to obtain necessary hardware, software and operational support

• labor disputes, whether involving employees or sports organizations, may disrupt our operations and adversely affect our businesses

• the loss of key management personnel or popular on-air and creative talent could have an adverse effect on our businesses

• we face risks relating to doing business internationally that could adversely affect our businesses

• we are controlled by Comcast, and GE has certain approval rights

• NBCUniversal Holdings may be required to purchase all or part of GE’s interests in NBCUniversal Holdings and may cause us to make distributions or loans to it to fund these purchases

• Comcast and GE may compete with us in certain cases and have the ability on their own to pursue opportunities that might be attractive to us

PART I: FINANCIAL INFORMATION

ITEM 1: FINANCIAL STATEMENTS

Condensed Consolidated Balance Sheet

(Unaudited)

	Successor
(in millions)	June 30, 2012			December 31, 2011
Assets
Current Assets:
Cash and cash equivalents	$	1,240		$	808
Investments		2,006			—
Receivables, net		3,587			3,557
Programming rights		1,049			987
Other current assets		378			329
Total current assets		8,260			5,681
Film and television costs		5,079			5,227
Investments		1,349			3,430
Noncurrent receivables, net		970			1,008
Property and equipment, net of accumulated depreciation of $868 and $637		5,101			4,964
Goodwill		14,794			14,657
Intangible assets, net of accumulated amortization of $2,840 and $2,462		15,384			15,695
Other noncurrent assets		173			122
Total assets	$	51,110		$	50,784
Liabilities and Equity
Current Liabilities:
Accounts payable and accrued expenses related to trade creditors	$	2,067		$	2,119
Accrued participations and residuals		1,300			1,255
Program obligations		545			508
Deferred revenue		972			728
Accrued expenses and other current liabilities		1,296			1,447
Current portion of long-term debt		8			554
Total current liabilities		6,188			6,611
Long-term debt, less current portion		9,686			9,614
Accrued participations, residuals and program obligations		868			873
Deferred revenue		370			381
Deferred income taxes		163			110
Other noncurrent liabilities		2,916			2,930
Commitments and contingencies
Redeemable noncontrolling interests		131			184
Equity:
Member’s capital		30,462			29,798
Accumulated other comprehensive income (loss)		(95	)		(78	)
Total NBCUniversal member’s equity		30,367			29,720
Noncontrolling interests		421			361
Total equity		30,788			30,081
Total liabilities and equity	$	51,110		$	50,784

See accompanying notes to condensed consolidated financial statements.

1

Condensed Consolidated Statement of Income

(Unaudited)

`	Successor
	Three Months Ended June 30
(in millions)	2012			2011
Revenue	$	5,504		$	5,179
Costs and Expenses:
Operating costs and expenses		4,522			4,178
Depreciation		131			71
Amortization		189			183
		4,842			4,432
Operating income		662			747
Other Income (Expense):
Equity in net income of investees, net		59			111
Interest expense		(116	)		(97	)
Interest income		5			4
Other income (expense), net		(19	)		(27	)
		(71	)		(9	)
Income before income taxes		591			738
Income tax (expense) benefit		(42	)		(70	)
Net income (loss)		549			668
Net (income) loss attributable to noncontrolling interests		(36	)		(42	)
Net income (loss) attributable to NBCUniversal	$	513		$	626

See accompanying notes to condensed consolidated financial statements.

2

Condensed Consolidated Statement of Income

(Unaudited)

	Successor						Predecessor
(in millions)	Six Months Ended June 30, 2012			For the Period January 29, 2011 to June 30, 2011			For the Period January 1, 2011 to January 28, 2011
Revenue	$	10,976		$	8,090		$	1,206
Costs and Expenses:
Operating costs and expenses		9,181			6,697			1,171
Depreciation		261			118			19
Amortization		371			323			8
		9,813			7,138			1,198
Operating income		1,163			952			8
Other Income (Expense):
Equity in net income of investees, net		132			147			25
Interest expense		(231	)		(164	)		(37	)
Interest income		11			7			4
Other income (expense), net		(27	)		(43	)		(29	)
		(115	)		(53	)		(37	)
Income (loss) before income taxes		1,048			899			(29	)
Income tax (expense) benefit		(82	)		(93	)		4
Net income (loss)		966			806			(25	)
Net (income) loss attributable to noncontrolling interests		(68	)		(86	)		2
Net income (loss) attributable to NBCUniversal	$	898		$	720		$	(23	)

See accompanying notes to condensed consolidated financial statements.

3

Condensed Consolidated Statement of Comprehensive Income

(Unaudited)

	Successor
	Three Months Ended June 30
(in millions)	2012			2011
Net income (loss)	$	549		$	668
Employee benefit obligations, net		(6	)		(5	)
Currency translation adjustments, net		(12	)		3
Other, net		—			(2	)
Comprehensive income (loss)		531			664
Net (income) loss attributable to noncontrolling interests		(36	)		(42	)
Comprehensive income (loss) attributable to NBCUniversal	$	495		$	622

	Successor						Predecessor
(in millions)	Six Months Ended June 30, 2012			For the Period January 29, 2011 to June 30, 2011			For the Period January 1, 2011 to January 28, 2011
Net income (loss)	$	966		$	806		$	(25	)
Employee benefit obligations, net		(9	)		(5	)		4
Currency translation adjustments, net		(9	)		6			1
Other, net		1			(2	)		(2	)
Comprehensive income (loss)		949			805			(22	)
Net (income) loss attributable to noncontrolling interests		(68	)		(86	)		2
Comprehensive income (loss) attributable to NBCUniversal	$	881		$	719		$	(20	)

See accompanying notes to condensed consolidated financial statements.

4

Condensed Consolidated Statement of Cash Flows

(Unaudited)

	Successor						Predecessor
(in millions)	Six Months Ended June 30, 2012			For the Period January 29, 2011 to June 30, 2011			For the Period January 1, 2011 to January 28, 2011
Net cash provided by (used in) operating activities	$	1,730		$	1,020		$	(629	)
Investing Activities
Capital expenditures		(267	)		(130	)		(16	)
Cash paid for intangible assets		(38	)		(35	)		—
Proceeds from sale of businesses and investments		—			86			331
Purchases of investments		(51	)		(6	)		—
Other		2			2			—
Net cash provided by (used in) investing activities		(354	)		(83	)		315
Financing Activities
Proceeds from (repayments of) short-term borrowings, net		(550	)		—			—
Repurchases and repayments of debt		(2	)		(2	)		—
(Increase) decrease in short-term loans to GE, net		—			—			8,072
Dividends paid		—			(78	)		(8,041	)
Distributions to member		(243	)		(151	)		—
Repurchase of preferred stock interest		—			—			(332	)
Contributions from noncontrolling interests		5			2			1
Distributions to noncontrolling interests		(113	)		(95	)		—
Purchases of noncontrolling interests		(41	)		—			—
Net cash provided by (used in) financing activities		(944	)		(324	)		(300	)
Increase (decrease) in cash and cash equivalents		432			613			(614	)
Cash and cash equivalents, beginning of period		808			508			1,084
Cash and cash equivalents, end of period	$	1,240		$	1,121		$	470

See accompanying notes to condensed consolidated financial statements.

5

Condensed Consolidated Statement of Changes in Equity

(Unaudited)

Predecessor (in millions)	Common Stock		Additional Paid- In Capital			Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Noncontrolling Interests			Total Equity
Balance, January 1, 2011	$	—	$	23,592		$	320		$	(13	)	$	(82	)	$	23,817
Compensation plans				48												48
Dividends declared				(7,846	)		(297	)								(8,143	)
Other				(331	)								2			(329	)
Other comprehensive income (loss)										3						3
Net income (loss)							(23	)					(2	)		(25	)
Balance, January 28, 2011	$	—	$	15,463		$	—		$	(10	)	$	(82	)	$	15,371

Successor (in millions)	Member’s Capital			Accumulated Other Comprehensive Income (Loss)			Noncontrolling Interests			Total Equity
Member’s equity, remeasured at January 28, 2011	$	24,089		$	—		$	262		$	24,351
Contribution of Comcast Content Business		4,344						57			4,401
Total member’s equity at January 28, 2011		28,433						319			28,752
Compensation plans		13									13
Dividends declared		(151	)								(151	)
Contributions from (distributions to) noncontrolling interests, net								(93	)		(93	)
Other		(181	)					1			(180	)
Other comprehensive income (loss)					(1	)					(1	)
Net income (loss)		720						78			798
Balance, June 30, 2011	$	28,834		$	(1	)	$	305		$	29,138
Balance, January 1, 2012	$	29,798		$	(78	)	$	361		$	30,081
Compensation plans		4									4
Dividends declared		(243	)								(243	)
Contributions from (distributions to) noncontrolling interests, net								(93	)		(93	)
Other		5						94			99
Other comprehensive income (loss)					(17	)					(17	)
Net income (loss)		898						59			957
Balance, June 30, 2012	$	30,462		$	(95	)	$	421		$	30,788
See accompanying notes to condensed consolidated financial statements.

6

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 1: Condensed Consolidated Financial Statements

Basis of Presentation

We have prepared these unaudited condensed consolidated financial statements based on Securities and Exchange Commission (“SEC”) rules that permit reduced disclosure for interim periods. These financial statements include all adjustments that are necessary for a fair presentation of our consolidated results of operations, financial condition and cash flows for the periods shown, including normal, recurring accruals and other items. The consolidated results of operations for the interim periods presented are not necessarily indicative of results for the full year.

The year-end condensed consolidated balance sheet was derived from audited financial statements but does not include all disclosures required by generally accepted accounting principles in the United States (“GAAP”). For a more complete discussion of our accounting policies and certain other information, refer to our consolidated financial statements included in our 2011 Annual Report on Form 10-K.

On January 28, 2011, Comcast closed its transaction with GE (the “Joint Venture transaction”) in which it acquired control of the businesses of NBC Universal, Inc. (our “Predecessor”) and on July 1, 2011, we closed the Universal Orlando transaction in which we acquired the remaining 50% equity interest in Universal City Development Partners, Ltd. (“Universal Orlando”) that we did not already own. The results of operations of the businesses contributed by Comcast to NBCUniversal (the “Comcast Content Business”) and the results of operations of Universal Orlando have been consolidated with our results following their respective transaction dates. For a more complete discussion of the Joint Venture and Universal Orlando transactions, refer to our consolidated financial statements included in our 2011 Annual Report on Form 10-K.

As a result of the change in control of our company on January 28, 2011, Comcast has applied the acquisition method of accounting with respect to the assets and liabilities of the NBCUniversal businesses it acquired (the “NBCUniversal contributed businesses”), which have been remeasured to fair value as of the date of the Joint Venture transaction. Our condensed consolidated financial statements for periods following the close of the Joint Venture transaction are labeled “Successor” and reflect both Comcast’s basis of accounting in the new fair values of the assets and liabilities of the NBCUniversal contributed businesses and the consolidation of the Comcast Content Business at historical cost. All periods prior to the closing of the Joint Venture transaction reflect the historical accounting basis in our assets and liabilities and are labeled “Predecessor.” Our condensed consolidated financial statements and footnotes include a black line division, which appears between the columns titled Predecessor and Successor, which signifies that the amounts shown for the periods prior to and following the Joint Venture transaction are not comparable.

Reclassifications have been made to the condensed consolidated financial statements for the prior year to conform to classifications used in the current period.

Note 2: Related Party Transactions

In the ordinary course of our business, we enter into transactions with Comcast and GE. We generate revenue from Comcast primarily from the distribution of our cable network programming and, to a lesser extent, the sale of advertising and our owned programming, and we incur expenses primarily related to various support services provided by Comcast to us. We generate revenue from transactions with GE and its affiliates primarily from the sale of advertising and incur expenses primarily related to leased assets and our monetization program held with GE and its affiliates. In addition, we are required to make distributions to NBCUniversal Holdings on a quarterly basis to enable its indirect owners (Comcast and GE) to meet their obligations to pay taxes on taxable income generated by our businesses.

During the six months ended June 30, 2012, NBCUniversal made tax distributions to NBCUniversal Holdings of $243 million, of which $124 million was attributable to Comcast and $119 million was attributable to GE. During

7

the period January 29, 2011 through June 30, 2011, NBCUniversal made tax distributions to NBCUniversal Holdings of $151 million, of which $77 million was attributable to Comcast and $74 million was attributable to GE.

We also provide management services to, and receive license fees from, certain of our equity method investees.

The following tables present the related party transactions included in our condensed consolidated financial statements.

Condensed Consolidated Balance Sheet

	Successor
(in millions)	June 30, 2012		December 31, 2011
Transactions with Comcast and Affiliates
Receivables, net	$	203	$	201
Accounts payable and accrued expenses related to trade creditors	$	31	$	35
Accrued expenses and other current liabilities	$	36	$	10
Transactions with GE and Affiliates
Receivables, net	$	12	$	19
Accounts payable and accrued expenses related to trade creditors	$	22	$	70
Accrued expenses and other current liabilities	$	1	$	11
Current portion of long-term debt	$	5	$	—
Long-term debt, less current portion	$	80	$	—
Transactions with Other Related Parties
Receivables, net	$	59	$	54
Accrued expenses and other current liabilities	$	3	$	4

Condensed Consolidated Statement of Income

	Successor
	Three Months Ended June 30
(in millions)	2012			2011
Transactions with Comcast and Affiliates
Revenue	$	302		$	288
Operating costs and expenses	$	(30	)	$	(16	)
Transactions with GE and Affiliates
Revenue	$	22		$	23
Operating costs and expenses	$	(19	)	$	(17	)
Other income (expense)	$	—		$	(8	)
Transactions with Other Related Parties
Revenue	$	52		$	51

	Successor						Predecessor
(in millions)	Six Months Ended June 30, 2012			For the Period January 29, 2011 to June 30, 2011			For the Period January 1, 2011 to January 28, 2011
Transactions with Comcast and Affiliates
Revenue	$	648		$	483			N/A
Operating costs and expenses	$	(100	)	$	(32	)		N/A
Transactions with GE and Affiliates
Revenue	$	73		$	38		$	4
Operating costs and expenses	$	(44	)	$	(30	)	$	(50	)
Other income (expense)	$	(1	)	$	(16	)	$	(1	)
Transactions with Other Related Parties
Revenue	$	95		$	81		$	22

8

Note 3: Film and Television Costs

	Successor
(in millions)	June 30, 2012		December 31, 2011
Film Costs:
Released, less amortization	$	1,649	$	1,428
Completed, not released		131		148
In production and in development		1,053		1,374
		2,833		2,950
Television Costs:
Released, less amortization		1,025		1,002
In production and in development		183		201
		1,208		1,203
Programming rights, less amortization		2,087		2,061
		6,128		6,214
Less: Current portion of programming rights		1,049		987
Film and television costs	$	5,079	$	5,227

Note 4: Investments

	Successor
(in millions)	June 30, 2012		December 31, 2011
Available-for-sale securities	$	21	$	21
Equity Method:
A&E Television Networks		2,006		2,021
The Weather Channel		465		463
MSNBC.com		176		174
Other		517		583
		3,164		3,241
Cost method		170		168
Total investments		3,355		3,430
Less: Current investments		2,006		—
Noncurrent investments	$	1,349	$	3,430

On March 26, 2012, we exercised an option that required A&E Television Networks LLC (“A&E Television Networks”) to redeem a substantial portion of our equity interest in A&E Television Networks. On July 9, 2012, we entered into a redemption agreement with A&E Television Networks whereby A&E Television Networks agreed to redeem our entire 15.8% equity interest for $3 billion. The redemption price will be paid solely in cash, although in certain limited circumstances, it would be paid in cash and in the form of a senior note issued by A&E Television Networks. Under the terms of the redemption agreement, we are no longer required to provide a last dollar guarantee of indebtedness that A&E Television Networks may incur to finance the purchase of our equity interest. As of June 30, 2012, we have classified our equity interest as a current investment in our condensed consolidated balance sheet. We expect the transaction to close during the second half of 2012, and we expect to recognize a pretax gain on the sale of our equity interest of approximately $1 billion when the transaction closes.

On July 13, 2012, we acquired the remaining 50% equity interest in MSNBC Interactive News, LLC and other related entities (“MSNBC.com”) that we did not already own. MSNBC.com is now a wholly owned consolidated subsidiary of ours and its results of operations will be reported in our Cable Networks segment following the date of acquisition.

9

Note 5: Goodwill

Successor (in millions)	Cable Networks			Broadcast Television			Filmed Entertainment		Theme Parks			Total
Balance, December 31, 2011	$	12,744		$	772		$	1	$	1,140		$	14,657
Acquisitions		219			—			—		—			219
Adjustments		(11	)		(10	)		—		(61	)		(82	)
Balance, June 30, 2012	$	12,952		$	762		$	1	$	1,079		$	14,794

The change in goodwill in our Cable Networks segment primarily relates to the acquisition in May 2012 of a controlling interest in a previously held equity method investment based in Brazil, which we now consolidate. The preliminary allocation of purchase price, including the change in goodwill, is not yet final and is subject to change. We will finalize the amounts recognized as we obtain the information necessary to complete the analysis, but no later than May 2013.

Note 6: Long-Term Debt

As of June 30, 2012, our debt had an estimated fair value of $10.8 billion. The estimated fair value of our publicly traded debt is based on quoted market values for the debt. To estimate the fair value of debt for which there are no quoted market prices, we use interest rates available to us for debt with similar terms and remaining maturities.

Commercial Paper Program

During the six months ended June 30, 2012, our net repayments of commercial paper were $550 million.

Note 7: Derivative Financial Instruments

We use derivative financial instruments to manage our exposure to the risks associated with fluctuations in foreign exchange rates and interest rates.

We manage our exposure to fluctuations in foreign exchange rates by using foreign exchange contracts such as forward contracts and currency options, and we manage our exposure to fluctuations in interest rates primarily by using interest rate exchange agreements (“swaps”).

We manage the credit risks associated with our derivative financial instruments through diversification and the evaluation and monitoring of the creditworthiness of the counterparties. Although we may be exposed to losses in the event of nonperformance by the counterparties, we do not expect such losses, if any, to be significant.

During the three and six months ended June 30, 2012, there were no significant changes in the composition of any of our derivative financial instruments or their classification in our condensed consolidated balance sheet. In addition, the impact of our derivative financial instruments on our condensed consolidated financial statements was not material for the three and six months ended June 30, 2012 or any of the prior year periods presented.

See Note 8 for additional information on the fair value of our derivative financial instruments as of June 30, 2012 and December 31, 2011.

Note 8: Fair Value Measurements

The accounting guidance related to financial assets and financial liabilities (“financial instruments”) establishes a hierarchy that prioritizes fair value measurements based on the types of inputs used for the various valuation techniques (market approach, income approach and cost approach). Level 1 consists of financial instruments whose values are based on quoted market prices for identical financial instruments in an active market. Level 2 consists of financial instruments that are valued using models or other valuation methodologies. These models use inputs that are observable either directly or indirectly. Level 3 consists of financial instruments whose values are determined using pricing models that use significant inputs that are primarily unobservable, discounted cash flow methodologies or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation. Our financial instruments that are accounted for at fair value on a recurring basis are presented in the table below.

10

Recurring Fair Value Measures

	Fair Value as of
	June 30, 2012								December 31, 2011
Successor (in millions)	Level 1		Level 2		Level 3		Total		Total
Assets
Interest rate swap agreements	$	—	$	32	$	—	$	32	$	30
Available-for-sale securities		—		—		21		21		21
Foreign exchange contracts		—		14		—		14		10
Total	$	—	$	46	$	21	$	67	$	61
Liabilities
Contractual obligations	$	—	$	—	$	984	$	984	$	1,004
Foreign exchange contracts		—		8		—		8		8
Total	$	—	$	8	$	984	$	992	$	1,012

The fair values of the contractual obligations in the table above are primarily based on certain expected future discounted cash flows, the determination of which involves the use of significant unobservable inputs. The most significant unobservable input we use is our estimate of the future revenue we expect to generate from certain of our entities. The discount rates used in the measurements of fair value were between 11% and 13% and are based on the underlying risk associated with our estimate of future revenue, as well as the terms of the respective contracts. Fair value adjustments to these liabilities are recorded in other income (expense), net in our condensed consolidated statement of income.

Changes in Contractual Obligations

Successor (in millions)
Balance, December 31, 2011	$	1,004
Acquisition accounting adjustments		(20	)
Fair value adjustments		41
Payments		(41	)
Balance, June 30, 2012	$	984

Note 9: Noncontrolling Interests

Certain of the subsidiaries that we consolidate are not wholly owned. Some of the agreements with the minority partners of these subsidiaries contain redemption features whereby interests held by the minority partners are redeemable either (i) at the option of the holder or (ii) upon the occurrence of an event that is not solely within our control. If interests were to be redeemed under these agreements, we would generally be required to purchase the interest at fair value on the date of redemption. These interests are presented on the balance sheet outside of equity under the caption “Redeemable noncontrolling interests.” Noncontrolling interests that do not contain such redemption features are presented in equity.

The table below presents the changes in equity resulting from net income (loss) attributable to NBCUniversal and transfers to or from noncontrolling interests.

	Successor				Predecessor
(in millions)	Six Months Ended June 30, 2012		For the Period January 29, 2011 to June 30, 2011		For the Period January 1, 2011 to January 28, 2011
Net income (loss) attributable to NBCUniversal	$	898	$	720	$	(23	)
Transfers from (to) noncontrolling interests:
Increase in NBCUniversal member’s capital resulting from the purchases of noncontrolling equity interest		4		—		—
Changes in member’s equity from net income (loss) attributable to NBCUniversal and transfers from (to) noncontrolling interests	$	902	$	720	$	(23	)

11

Redeemable Noncontrolling Interests

	Successor
	Three Months Ended June 30
(in millions)	2012			2011
Beginning balance	$	135		$	142
Distributions		(5	)		—
Net income attributable to noncontrolling interest		1			2
Ending Balance	$	131		$	144

	Successor
(in millions)	Six Months Ended June 30, 2012			For the Period January 29, 2011 to June 30, 2011
Beginning balance	$	184		$	136
Distributions		(15	)		—
Purchases		(47	)		—
Net income attributable to noncontrolling interest		9			8
Ending Balance	$	131		$	144

Note 10: Pension Plans and Postretirement Benefits

The tables below present the components of net periodic benefit expense related to our pension plans and postretirement benefit plans that we established following the close of the Joint Venture transaction.

	Successor
	Three Months Ended June 30, 2012					Three Months Ended June 30, 2011
(in millions)	Pension Benefits			Postretirement Benefits		Pension Benefits		Postretirement Benefits
Service cost	$	31		$	2	$	27	$	2
Interest cost		5			2		3		2
Other		(1	)		—		—		—
Total benefits expense	$	35		$	4	$	30	$	4

	Successor
	Six Months Ended June 30, 2012					For the Period January 29, 2011 to June 30, 2011
(in millions)	Pension Benefits			Postretirement Benefits		Pension Benefits		Postretirement Benefits
Service cost	$	63		$	4	$	45	$	3
Interest cost		9			4		6		4
Other		(2	)		—		—		—
Total benefits expense	$	70		$	8	$	51	$	7

In April 2012, we provided initial funding to our qualified defined benefit plan of $76 million. The expected return on the plan assets is 5%.

Note 11: Share-Based Compensation

Certain of our employees receive awards of stock options and restricted share units (“RSUs”) under Comcast equity plans and participate in employee stock purchase plans. The expense associated with participation in these plans, including the expense associated with awards to former Comcast employees who had nonvested equity awards as of the closing date, is settled in cash with Comcast. In addition, while the majority of GE granted stock options and RSUs vested in conjunction with the Joint Venture transaction, some of our employees continue to vest in GE equity plans.

12

Recognized Share-Based Compensation Expense – Comcast and GE Equity Awards

	Successor
	Three Months Ended June 30
(in millions)	2012		2011
Comcast equity awards
Stock options	$	4	$	3
Restricted share units		9		5
Employee stock purchase plan		1		—
		14		8
GE equity awards
Stock options	$	—	$	—
Restricted share units		1		5
		1		5
Total	$	15	$	13

	Successor				Predecessor
(in millions)	Six Months Ended June 30, 2012		For the Period January 29, 2011 to June 30, 2011		For the Period January 1, 2011 to January 28, 2011
Comcast equity awards
Stock options	$	8	$	4	$	—
Restricted share units		15		8		—
Employee stock purchase plan		2		—		—
		25		12		—
GE equity awards
Stock options	$	1	$	1	$	32
Restricted share units		3		12		(1	)
		4		13		31
Total	$	29	$	25	$	31

Note 12: Supplemental Financial Information

Receivables

	Successor
(in millions)	June 30, 2012		December 31, 2011
Receivables, gross	$	3,888	$	4,019
Less: Allowance for returns and customer incentives		259		425
Less: Allowance for doubtful accounts		42		37
Receivables, net	$	3,587	$	3,557

Accumulated Other Comprehensive Income (Loss)

	Successor
(in millions)	June 30, 2012			June 30, 2011
Unrealized gains (losses) on derivative financial instruments	$	1		$	(2	)
Unrecognized gains (losses) on employee benefit obligations		(72	)		(5	)
Cumulative translation adjustments		(24	)		6
Accumulated other comprehensive income (loss), net of deferred taxes	$	(95	)	$	(1	)

13

Operating Costs and Expenses

	Successor
	Three Months Ended June 30
(in millions)	2012		2011
Programming and production	$	2,736	$	2,649
Advertising, marketing and promotion		648		513
Other		1,138		1,016
Operating costs and expenses (excluding depreciation and amortization)	$	4,522	$	4,178

	Successor				Predecessor
(in millions)	Six Months Ended June 30, 2012		For the Period January 29, 2011 to June 30, 2011		For the Period January 1, 2011 to January 28, 2011
Programming and production	$	5,686	$	4,075	$	711
Advertising, marketing and promotion		1,247		904		153
Other		2,248		1,718		307
Operating costs and expenses (excluding depreciation and amortization)	$	9,181	$	6,697	$	1,171

Net Cash Provided by Operating Activities

	Successor						Predecessor
(in millions)	Six Months Ended June 30, 2012			For the Period January 29, 2011 to June 30, 2011			For the Period January 1, 2011 to January 28, 2011
Net income (loss)	$	966		$	806		$	(25	)
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization		632			441			27
Amortization of film and television costs		4,132			2,868			549
Noncash compensation expense		4			13			48
Equity in net income of investees, net		(132	)		(147	)		(25	)
Cash received from investees		140			163			—
Net (gain) loss on investment activity and other		(14	)		15			27
Deferred income taxes		15			12			(473	)
Changes in operating assets and liabilities, net of effects of acquisitions and divestitures:
Change in receivables, net		(7	)		187			(675	)
Change in film and television costs		(4,046	)		(3,206	)		(590	)
Change in accounts payable and accrued expenses related to trade creditors		(136	)		(92	)		399
Change in accrued participations and residuals, program obligations and deferred revenue		323			64			127
Change in other operating assets and liabilities		(147	)		(104	)		(18	)
Net cash provided by (used in) operating activities	$	1,730		$	1,020		$	(629	)

Cash Payments for Interest and Income Taxes

	Successor				Predecessor
(in millions)	Six Months Ended June 30, 2012		For the Period January 29, 2011 to June 30, 2011		For the Period January 1, 2011 to January 28, 2011
Interest	$	230	$	207	$	1
Income taxes	$	84	$	76	$	493

14

Other Cash Flow Information

As of January 28, 2011 (in millions)
Cash and cash equivalents at end of Predecessor period	$	470
Comcast Content Business contributed cash balances		38
Cash and cash equivalents at beginning of Successor period	$	508

Noncash Investing and Financing Activities

During six months ended June 30, 2012, we:

• acquired a controlling interest in a previously held equity method investment based in Brazil, which we now consolidate in our Cable Networks segment; see Note 5 for additional information

• entered into a capital lease transaction that resulted in an increase in property and equipment and debt of $85 million

Unaudited Actual and Pro Forma Information

The following unaudited pro forma information has been presented as if both the Joint Venture transaction and the Universal Orlando transaction occurred on January 1, 2010. This information is based on historical results of operations, adjusted for the allocation of purchase price and other acquisition accounting adjustments, and is not necessarily indicative of what our results would have been had we operated the businesses since January 1, 2010. No pro forma adjustments have been made for our incremental transaction-related expenses.

	Three Months Ended June 30				Six Months Ended June 30
	Actual		Pro Forma		Actual		Pro Forma
(in millions)	2012		2011		2012		2011
Revenue	$	5,504	$	5,547	$	10,976	$	10,186
Net income (loss)	$	549	$	738	$	966	$	862
Net income (loss) attributable to NBCUniversal	$	513	$	695	$	898	$	767

Note 13: Receivables Monetization

We monetize certain of our accounts receivable under programs with a syndicate of banks. We transfer, at fair value, a significant portion of our accounts receivable that are to be monetized to NBCU Receivables Funding LLC (“Funding LLC”), a wholly owned subsidiary of ours. The operating activities of Funding LLC are restricted to the transfer and sale of the monetized receivables to a third party syndicate of banks. Due to these restrictions, Funding LLC is considered a variable interest entity, which we consolidate because we are the primary beneficiary. The assets and liabilities of this entity primarily represent the receivables and cash receipts that are not yet remitted to the programs as of the balance sheet date.

We account for receivables monetized through these programs as sales in accordance with the appropriate accounting guidance. We receive deferred consideration from the assets sold in the form of a receivable, which is funded by residual cash flows after the senior interests have been fully paid. The deferred consideration is recorded in receivables, net at its initial fair value, which reflects the net cash flows we expect to receive related to these interests. The accounts receivable we sold that underlie the deferred consideration are generally short-term in nature and, therefore, the fair value of the deferred consideration approximated its carrying value as of June 30, 2012.

We are responsible for servicing the receivables and remitting collections to the purchasers under the monetization programs. We perform this service for a fee that is equal to the prevailing market rate for such services. As a result, no servicing asset or liability has been recorded in our condensed consolidated balance sheet as of June 30, 2012. The servicing fees are a component of net (loss) gain on sale, which is presented in the table below.

15

Effect on Income from Receivables Monetization and Cash Flows on Transfers

	Successor
	Three Months Ended June 30
(in millions)	2012			2011
Interest (expense)	$	(3	)	$	—
Net (loss) gain on sale(a)	$	—		$	(9	)
Net cash proceeds (payments) on transfers(b)	$	(133	)	$	50

	Successor						Predecessor
(in millions)	Six Months Ended June 30, 2012			For the Period January 29, 2011 to June 30, 2011			For the Period January 1, 2011 to January 28, 2011
Interest (expense)	$	(6	)	$	—		$	—
Net (loss) gain on sale(a)	$	(1	)	$	(17	)	$	1
Net cash proceeds (payments) on transfers(b)	$	(223	)	$	(374	)	$	(177	)

(a) Net (loss) gain on sale is included in other income (expense), net in our condensed consolidated statement of income.

(b) Net cash proceeds (payments) on transfers are included within net cash provided by operating activities in our condensed consolidated statement of cash flows.

Receivables Monetized and Deferred Consideration

	Successor
(in millions)	June 30, 2012		December 31, 2011
Monetized receivables sold	$	808	$	961
Deferred consideration	$	265	$	268

In addition to the amounts presented above, we had $712 million and $781 million payable to our monetization programs as of June 30, 2012 and December 31, 2011, respectively. These amounts represent cash receipts that have not yet been remitted to the monetization programs as of the balance sheet date and are recorded to accounts payable and accrued expenses related to trade creditors.

Note 14: Financial Data by Business Segment

We present our operations in four reportable business segments:

• Cable Networks: Consists primarily of our national cable television networks, our regional sports and news networks, our international cable networks, our cable television production studio, and our related digital media properties.

• Broadcast Television: Consists primarily of the NBC and Telemundo broadcast networks, our NBC and Telemundo owned local television stations, our broadcast television production operations, and our related digital media properties.

• Filmed Entertainment: Consists of the operations of Universal Pictures, which produces, acquires, markets and distributes filmed entertainment and stage plays worldwide.

• Theme Parks: Consists primarily of our Universal theme parks in Orlando and Hollywood.

16

In evaluating the profitability of our operating segments, the components of net income (loss) below operating income (loss) before depreciation and amortization are not separately evaluated by our management. Our financial data by business segment is presented in the tables below.

	Successor
	Three Months Ended June 30
(in millions)	2012			2011
Revenue
Cable Networks(a)	$	2,252		$	2,173
Broadcast Television		1,540			1,695
Filmed Entertainment		1,231			1,254
Theme Parks (b)		539			521
Total segment revenue		5,562			5,643
Headquarters and Other		11			14
Eliminations(d)		(69	)		(478	)
Total revenue (e)	$	5,504		$	5,179

	Successor						Predecessor
(in millions)	Six Months Ended June 30, 2012			For the Period January 29, 2011 to June 30, 2011			For the Period January 1, 2011 to January 28, 2011
Revenue
Cable Networks(a)	$	4,390		$	3,573		$	389
Broadcast Television		3,391			2,583			464
Filmed Entertainment		2,423			1,876			353
Theme Parks (b)		951			796			115
Total segment revenue		11,155			8,828			1,321
Headquarters and Other		23			25			5
Eliminations(d)		(202	)		(763	)		(120	)
Total revenue (e)	$	10,976		$	8,090		$	1,206

	Successor
	Three Months Ended June 30
(in millions)	2012			2011
Operating Income (Loss) Before Depreciation and Amortization
Cable Networks(a)	$	788		$	846
Broadcast Television		196			190
Filmed Entertainment		(83	)		27
Theme Parks (b)		235			225
Headquarters and Other(c)		(155	)		(129	)
Eliminations(d)		1			(158	)
Total operating income (loss) before depreciation and amortization(f)		982			1,001
Depreciation		131			71
Amortization		189			183
Total operating income	$	662		$	747

17

	Successor						Predecessor
(in millions)	Six Months Ended June 30, 2012			For the Period January 29, 2011 to June 30, 2011			For the Period January 1, 2011 to January 28, 2011
Operating Income (Loss) Before Depreciation and Amortization
Cable Networks(a)	$	1,593		$	1,445		$	143
Broadcast Television		186			225			(16	)
Filmed Entertainment		(77	)		(116	)		1
Theme Parks (b)		392			322			37
Headquarters and Other(c)		(301	)		(249	)		(99	)
Eliminations(d)		2			(234	)		(31	)
Total operating income (loss) before depreciation and amortization(f)		1,795			1,393			35
Depreciation		261			118			19
Amortization		371			323			8
Total operating income	$	1,163		$	952		$	8

(a) For the three and six months ended June 30, 2012 and the period January 29 through June 30, 2011, our Cable Networks segment included the results of operations of the Comcast Content Business.

(b) For the periods January 1, 2011 through January 28, 2011 and January 29, 2011 through June 30, 2011, our Theme Parks segment included the results of operations for Universal Orlando to reflect our measure of operating performance for our Theme Parks segment.

(c) Headquarters and Other includes operating costs and expenses associated with corporate overhead, employee benefits and corporate initiatives.

(d) Eliminations for the periods January 1, 2011 through January 28, 2011 and January 29, 2011 through June 30, 2011 included the elimination of the results of operations for Universal Orlando for these periods. These results were not included in our consolidated results of operations because we recorded Universal Orlando as an equity method investment during those periods.

Also included in Eliminations are transactions that our segments enter into with one another, which consisted primarily of the licensing of film and television content from our Filmed Entertainment and Broadcast Television segments to our Cable Networks segment.

(e) No single customer accounted for a significant amount of revenue in any period.

(f) We use operating income (loss) before depreciation and amortization, excluding impairment charges related to fixed and intangible assets and gains or losses from the sale of assets, if any, as the measure of profit or loss for our operating segments. This measure eliminates the significant level of noncash amortization expense that results from intangible assets recognized in connection with the Joint Venture transaction and other business combinations. Additionally, it is unaffected by our capital structure or investment activities. We use this measure to evaluate our consolidated operating performance and the operating performance of our operating segments and to allocate resources and capital to our operating segments. It is also a significant performance measure in our annual incentive compensation programs. We believe that this measure is useful to investors because it is one of the bases for comparing our operating performance with other companies in our industries, although our measure may not be directly comparable to similar measures used by other companies. This measure should not be considered a substitute for operating income (loss), net income (loss) attributable to NBCUniversal, net cash provided by operating activities, or other measures of performance or liquidity we have reported in accordance with GAAP.

Note 15: Condensed Consolidating Financial Information

In October 2011, NBCUniversal Media, LLC fully and unconditionally guaranteed Universal Orlando’s senior and senior subordinated notes in exchange for amendments that conform the notes’ covenants and events of default to those contained in our $9.1 billion of outstanding public debt securities. The guarantee includes the payment of principal, premium, if any, and interest. NBCUniversal Media, LLC is referred to as “Parent” in the tables presented below.

Universal Orlando’s senior and senior subordinated notes were co-issued by Universal City Development Partners, Ltd. and UCDP Finance (collectively, the “Issuers”) and continue also to be fully and unconditionally guaranteed by Universal City Travel Partners and Universal Orlando Online Merchandise Store (collectively, the “Guarantor Subsidiaries”).

Our condensed consolidating financial information is presented in the tables below and includes the operating results of the Universal Orlando entities from July 1, 2011, the date we acquired the remaining 50% equity interest in Universal Orlando that we did not already own.

18

Condensed Consolidating Balance Sheet

June 30, 2012

Successor (in millions)	Parent		Issuers		Guarantor Subsidiaries		Non- Guarantor Subsidiaries		Elimination and Consolidation Adjustments			Consolidated NBCUniversal
Assets
Cash and cash equivalents	$	642	$	131	$	38	$	429	$	—		$	1,240
Investments		—		—		—		2,006		—			2,006
Receivables, net		15		36		1		3,535		—			3,587
Other current assets		40		83		2		1,311		(9	)		1,427
Total current assets		697		250		41		7,281		(9	)		8,260
Film and television costs		—		—		—		5,079		—			5,079
Investments		508		11		—		830		—			1,349
Noncurrent receivables, net		87		—		—		883		—			970
Investments in and amounts due from subsidiaries eliminated upon consolidation		39,377		13		—		—		(39,390	)		—
Property and equipment, net		85		1,651		—		3,365		—			5,101
Goodwill		—		—		—		14,794		—			14,794
Intangible assets, net		—		388		—		14,996		—			15,384
Other noncurrent assets		55		33		—		85		—			173
Total assets	$	40,809	$	2,346	$	41	$	47,313	$	(39,399	)	$	51,110
Liabilities and Equity
Accounts payable and accrued expenses related to trade creditors	$	—	$	139	$	16	$	1,921	$	(9	)	$	2,067
Accrued participations and residuals		—		—		—		1,300		—			1,300
Accrued expenses and other current liabilities		251		80		16		2,466		—			2,813
Current portion of long-term debt		5		1		—		2		—			8
Total current liabilities		256		220		32		5,689		(9	)		6,188
Long-term debt, less current portion		9,222		794		—		60		(390	)		9,686
Accrued participations, residuals and program obligations		—		—		—		868		—			868
Other noncurrent liabilities		964		266		—		2,219		—			3,449
Redeemable noncontrolling interests		—		—		—		131		—			131
Equity:
Total NBCUniversal member’s equity		30,367		1,066		9		37,925		(39,000	)		30,367
Noncontrolling interests		—		—		—		421		—			421
Total equity		30,367		1,066		9		38,346		(39,000	)		30,788
Total liabilities and equity	$	40,809	$	2,346	$	41	$	47,313	$	(39,399	)	$	51,110

19

Condensed Consolidating Balance Sheet

December 31, 2011

Successor (in millions)	Parent		Issuers		Guarantor Subsidiaries		Non- Guarantor Subsidiaries		Elimination and Consolidation Adjustments			Consolidated NBCUniversal
Assets
Cash and cash equivalents	$	238	$	33	$	24	$	513	$	—		$	808
Receivables, net		21		—		—		3,536		—			3,557
Other current assets		20		103		2		1,200		(9	)		1,316
Total current assets		279		136		26		5,249		(9	)		5,681
Film and television costs		—		—		—		5,227		—			5,227
Investments		505		11		—		2,914		—			3,430
Noncurrent receivables, net		98		—		—		910		—			1,008
Investments in and amounts due from subsidiaries eliminated upon consolidation		39,744		11		—		—		(39,755	)		—
Property and equipment, net		—		1,644		—		3,320		—			4,964
Goodwill		—		—		—		14,657		—			14,657
Intangible assets, net		—		392		—		15,303		—			15,695
Other noncurrent assets		41		31		—		50		—			122
Total assets	$	40,667	$	2,225	$	26	$	47,630	$	(39,764	)	$	50,784
Liabilities and Equity
Accounts payable and accrued expenses related to trade creditors	$	—	$	124	$	3	$	1,992	$	—		$	2,119
Accrued participations and residuals		—		—		—		1,255		—			1,255
Accrued expenses and other current liabilities		223		82		16		2,371		(9	)		2,683
Current portion of long-term debt		550		—		—		4		—			554
Total current liabilities		773		206		19		5,622		(9	)		6,611
Long-term debt, less current portion		9,142		888		—		69		(485	)		9,614
Accrued participations, residuals and program obligations		—		—		—		873		—			873
Other noncurrent liabilities		1,032		262		—		2,127		—			3,421
Redeemable noncontrolling interests		—		—		—		184		—			184
Equity:
Total NBCUniversal member’s equity		29,720		869		7		38,394		(39,270	)		29,720
Noncontrolling interests		—		—		—		361		—			361
Total equity		29,720		869		7		38,755		(39,270	)		30,081
Total liabilities and equity	$	40,667	$	2,225	$	26	$	47,630	$	(39,764	)	$	50,784

20

Condensed Consolidating Statement of Income

For the Three Months Ended June 30, 2012

Successor (in millions)	Parent			Issuers			Guarantor Subsidiaries		Non- Guarantor Subsidiaries			Elimination and Consolidation Adjustments			Consolidated NBCUniversal
Revenue	$	5		$	358		$	39	$	5,119		$	(17	)	$	5,504
Costs and Expenses:
Operating costs and expenses		222			190			37		4,105			(32	)		4,522
Depreciation		—			33			—		98			—			131
Amortization		—			3			—		186			—			189
		222			226			37		4,389			(32	)		4,842
Operating income (loss)		(217	)		132			2		730			15			662
Other Income (Expense):
Equity in net income of investees, net		833			6			—		59			(839	)		59
Interest expense		(105	)		(15	)		—		1			3			(116	)
Interest income		3			—			—		5			(3	)		5
Other income (expense), net		(12	)		—			—		8			(15	)		(19	)
		719			(9	)		—		73			(854	)		(71	)
Income (loss) before income taxes		502			123			2		803			(839	)		591
Income tax (expense) benefit		11			—			—		(53	)		—			(42	)
Net income (loss)		513			123			2		750			(839	)		549
Net (income) loss attributable to noncontrolling interests		—			—			—		(36	)		—			(36	)
Net income (loss) attributable to NBCUniversal	$	513		$	123		$	2	$	714		$	(839	)	$	513
Comprehensive income attributable to NBCUniversal	$	495		$	123		$	2	$	696		$	(821	)	$	495

21

Condensed Consolidating Statement of Income

For the Three Months Ended June 30, 2011

Successor (in millions)	Parent			Issuers		Guarantor Subsidiaries		Non- Guarantor Subsidiaries			Elimination and Consolidation Adjustments			Consolidated NBCUniversal
Revenue	$	1		$	—	$	—	$	5,178		$	—		$	5,179
Costs and Expenses:
Operating costs and expenses		197			—		—		3,981			—			4,178
Depreciation		—			—		—		71			—			71
Amortization		—			—		—		183			—			183
		197			—		—		4,235			—			4,432
Operating income (loss)		(196	)		—		—		943			—			747
Other Income (Expense):
Equity in net income of investees, net		928			—		—		106			(923	)		111
Interest expense		(99	)		—		—		2			—			(97	)
Interest income		—			—		—		4			—			4
Other income (expense), net		(9	)		—		—		(18	)		—			(27	)
		820			—		—		94			(923	)		(9	)
Income (loss) before income taxes		624			—		—		1,037			(923	)		738
Income tax (expense) benefit		2			—		—		(72	)		—			(70	)
Net income (loss)		626			—		—		965			(923	)		668
Net (income) loss attributable to noncontrolling interests		—			—		—		(42	)		—			(42	)
Net income (loss) attributable to NBCUniversal	$	626		$	—	$	—	$	923		$	(923	)	$	626
Comprehensive income attributable to NBCUniversal	$	622		$	—	$	—	$	921		$	(921	)	$	622

22

Condensed Consolidating Statement of Income

For the Six Months Ended June 30, 2012

Successor (in millions)	Parent			Issuers			Guarantor Subsidiaries		Non- Guarantor Subsidiaries			Elimination and Consolidation Adjustments			Consolidated NBCUniversal
Revenue	$	11		$	654		$	68	$	10,273		$	(30	)	$	10,976
Costs and Expenses:
Operating costs and expenses		475			365			66		8,320			(45	)		9,181
Depreciation		—			63			—		198			—			261
Amortization		—			6			—		365			—			371
		475			434			66		8,883			(45	)		9,813
Operating income (loss)		(464	)		220			2		1,390			15			1,163
Other Income (Expense):
Equity in net income of investees, net		1,566			6			—		132			(1,572	)		132
Interest expense		(208	)		(32	)		—		2			7			(231	)
Interest income		8			—			—		10			(7	)		11
Other income (expense), net		(13	)		—			—		1			(15	)		(27	)
		1,353			(26	)		—		145			(1,587	)		(115	)
Income (loss) before income taxes		889			194			2		1,535			(1,572	)		1,048
Income tax (expense) benefit		9			—			—		(91	)		—			(82	)
Net income (loss)		898			194			2		1,444			(1,572	)		966
Net (income) loss attributable to noncontrolling interests		—			—			—		(68	)		—			(68	)
Net income (loss) attributable to NBCUniversal	$	898		$	194		$	2	$	1,376		$	(1,572	)	$	898
Comprehensive income attributable to NBCUniversal	$	881		$	194		$	2	$	1,358		$	(1,554	)	$	881

23

Condensed Consolidating Statement of Income

For the Period January 29, 2011 to June 30, 2011

Successor (in millions)	Parent			Issuers		Guarantor Subsidiaries		Non- Guarantor Subsidiaries			Elimination and Consolidation Adjustments			Consolidated NBCUniversal
Revenue	$	2		$	—	$	—	$	8,088		$	—		$	8,090
Costs and Expenses:
Operating costs and expenses		348			—		—		6,349			—			6,697
Depreciation		—			—		—		118			—			118
Amortization		—			—		—		323			—			323
		348			—		—		6,790			—			7,138
Operating income (loss)		(346	)		—		—		1,298			—			952
Other Income (Expense):
Equity in net income of investees, net		1,250			—		—		156			(1,259	)		147
Interest expense		(168	)		—		—		4			—			(164	)
Interest income		—			—		—		7			—			7
Other income (expense), net		(17	)		—		—		(26	)		—			(43	)
		1,065			—		—		141			(1,259	)		(53	)
Income (loss) before income taxes		719			—		—		1,439			(1,259	)		899
Income tax (expense) benefit		1			—		—		(94	)		—			(93	)
Net income (loss)		720			—		—		1,345			(1,259	)		806
Net (income) loss attributable to noncontrolling interests		—			—		—		(86	)		—			(86	)
Net income (loss) attributable to NBCUniversal	$	720		$	—	$	—	$	1,259		$	(1,259	)	$	720
Comprehensive income attributable to NBCUniversal	$	719		$	—	$	—	$	1,260		$	(1,260	)	$	719

24

Condensed Consolidating Statement of Income

For the Period January 1, 2011 to January 28, 2011

Predecessor (in millions)	Parent			Issuers		Guarantor Subsidiaries		Non- Guarantor Subsidiaries			Elimination and Consolidation Adjustments			Consolidated NBCUniversal
Revenue	$	—		$	—	$	—	$	1,206		$	—		$	1,206
Costs and Expenses:
Operating costs and expenses		65			—		—		1,106			—			1,171
Depreciation		—			—		—		19			—			19
Amortization		—			—		—		8			—			8
		65			—		—		1,133			—			1,198
Operating income (loss)		(65	)		—		—		73			—			8
Other Income (Expense):
Equity in net income of investees, net		54			—		—		25			(54	)		25
Interest expense		(32	)		—		—		(5	)		—			(37	)
Interest income		—			—		—		4			—			4
Other income (expense), net		1			—		—		(30	)		—			(29	)
		23			—		—		(6	)		(54	)		(37	)
Income (loss) before income taxes		(42	)		—		—		67			(54	)		(29	)
Income tax (expense) benefit		19			—		—		(15	)		—			4
Net income (loss)		(23	)		—		—		52			(54	)		(25	)
Net (income) loss attributable to noncontrolling interests		—			—		—		2			—			2
Net income (loss) attributable to NBCUniversal	$	(23	)	$	—	$	—	$	54		$	(54	)	$	(23	)
Comprehensive income attributable to NBCUniversal	$	(20	)	$	—	$	—	$	61		$	(61	)	$	(20	)

25

Condensed Consolidating Statement of Cash Flows

For the Six Months Ended June 30, 2012

Successor (in millions)	Parent			Issuers			Guarantor Subsidiaries		Non- Guarantor Subsidiaries			Elimination and Consolidation Adjustments		Consolidated NBCUniversal
Net cash provided by (used in) operating activities	$	(713	)	$	258		$	14	$	2,171		$	—	$	1,730
Investing Activities:
Net transactions with affiliates		1,830			—			—		(1,830	)		—		—
Capital expenditures		—			(62	)		—		(205	)		—		(267	)
Cash paid for intangible assets		—			(3	)		—		(35	)		—		(38	)
Purchases of investments		(3	)		—			—		(48	)		—		(51	)
Other		(12	)		—			—		14			—		2
Net cash provided by (used in) investing activities		1,815			(65	)		—		(2,104	)		—		(354	)
Financing Activities:
Proceeds from (repayments of) short-term borrowings, net		(550	)		—			—		—			—		(550	)
Repurchases and repayments of third-party borrowings		—			—			—		(2	)		—		(2	)
Distributions to member		(243	)		—			—		—			—		(243	)
Repayments of borrowings from subsidiaries eliminated upon consolidation		95			(95	)		—		—			—		—
Other		—			—			—		(149	)		—		(149	)
Net cash provided by (used in) financing activities		(698	)		(95	)		—		(151	)		—		(944	)
Increase (decrease) in cash and cash equivalents		404			98			14		(84	)		—		432
Cash and cash equivalents, beginning of period		238			33			24		513			—		808
Cash and cash equivalents, end of period	$	642		$	131		$	38	$	429		$	—	$	1,240

26

Condensed Consolidating Statement of Cash Flows

For the Period January 29, 2011 to June 30, 2011

Successor (in millions)	Parent			Issuers		Guarantor Subsidiaries		Non- Guarantor Subsidiaries			Elimination and Consolidation Adjustments		Consolidated NBCUniversal
Net cash provided by (used in) operating activities	$	(507	)	$	—	$	—	$	1,527		$	—	$	1,020
Investing Activities:
Net transactions with affiliates		1,315			—		—		(1,315	)		—		—
Capital expenditures		—			—		—		(130	)		—		(130	)
Cash paid for intangible assets		—			—		—		(35	)		—		(35	)
Proceeds from sale of businesses and investments		3			—		—		83			—		86
Purchases of investments		—			—		—		(6	)		—		(6	)
Other		—			—		—		2			—		2
Net cash provided by (used in) investing activities		1,318			—		—		(1,401	)		—		(83	)
Financing Activities:
Repurchases and repayments of third- party borrowings		—			—		—		(2	)		—		(2	)
Distributions to member		(151	)		—		—		—			—		(151	)
Dividends paid		(78	)		—		—		—			—		(78	)
Other		—			—		—		(93	)		—		(93	)
Net cash provided by (used in) financing activities		(229	)		—		—		(95	)		—		(324	)
Increase (decrease) in cash and cash equivalents		582			—		—		31			—		613
Cash and cash equivalents, beginning of period		295			—		—		213			—		508
Cash and cash equivalents, end of period	$	877		$	—	$	—	$	244		$	—	$	1,121

27

Condensed Consolidating Statement of Cash Flows

For the Period January 1, 2011 to January 28, 2011

Predecessor (in millions)	Parent			Issuers		Guarantor Subsidiaries		Non- Guarantor Subsidiaries			Elimination and Consolidation Adjustments		Consolidated NBCUniversal
Net cash provided by (used in) operating activities	$	(337	)	$	—	$	—	$	(292	)	$	—	$	(629	)
Investing Activities:
Net transactions with affiliates		365			—		—		(365	)		—		—
Capital expenditures		—			—		—		(16	)		—		(16	)
Proceeds from sale of businesses and investments		—			—		—		331			—		331
Net cash provided by (used in) investing activities		365			—		—		(50	)		—		315
Financing Activities:
Dividends paid		(8,041	)		—		—		—			—		(8,041	)
(Increase) decrease in short-term loans to GE, net		8,072			—		—		—			—		8,072
Repurchase of preferred stock interest		—			—		—		(332	)		—		(332	)
Other		—			—		—		1			—		1
Net cash provided by (used in) financing activities		31			—		—		(331	)		—		(300	)
Increase (decrease) in cash and cash equivalents		59			—		—		(673	)		—		(614	)
Cash and cash equivalents, beginning of period		236			—		—		848			—		1,084
Cash and cash equivalents, end of period	$	295		$	—	$	—	$	175		$	—	$	470

28

ITEM 2: MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Overview

We are a leading media and entertainment company that develops, produces and distributes entertainment, news and information, sports and other content for global audiences.

On January 28, 2011, Comcast closed the Joint Venture transaction in which it acquired control of the businesses of NBC Universal, Inc. and on July 1, 2011, we closed the Universal Orlando transaction in which we acquired the remaining 50% equity interest in Universal Orlando that we did not already own. For a more complete discussion of these transactions, refer to our consolidated financial statements included in our 2011 Annual Report on Form 10-K.

We report our operations as the following four reportable business segments.

Cable Networks

Our Cable Networks segment consists primarily of our national cable networks, which provide entertainment, news and information, and sports programming, our regional sports and news networks, our international cable networks, our cable television production studio, and our related digital media properties. Our Cable Networks segment generates revenue primarily from the distribution of our cable network programming to multichannel video providers, the sale of advertising and the licensing and sale of our owned programming.

Broadcast Television

Our Broadcast Television segment consists primarily of the NBC and Telemundo broadcast networks, our NBC and Telemundo owned local television stations, our broadcast television production operations, and our related digital media properties. Our Broadcast Television segment generates revenue primarily from the sale of advertising and the licensing and sale of our owned programming.

Filmed Entertainment

Our Filmed Entertainment segment consists of the operations of Universal Pictures, including Focus Features, which produces, acquires, markets and distributes filmed entertainment worldwide in various media formats for theatrical, home entertainment, television and other distribution platforms. We also develop, produce and license stage plays. Our Filmed Entertainment segment generates revenue primarily from the worldwide theatrical release of our owned and acquired films, content licensing and home entertainment.

Theme Parks

Our Theme Parks segment consists primarily of our Universal theme parks in Orlando and Hollywood. We also receive fees related to intellectual property licenses and other services from third parties that own and operate Universal Studios Japan and Universal Studios Singapore. Our Theme Parks segment generates revenue primarily from theme park attendance and per capita spending, as well as from licensing and other fees. Per capita spending includes ticket price and in-park spending on food, beverage and merchandise.

Headquarters and Other

Our other business interests primarily include equity method investments, such as A&E Television Networks, which owns and operates, among other channels, A&E, The History Channel, The Biography Channel and Lifetime, The Weather Channel Holding Corp. (“The Weather Channel”) and MSNBC.com. On July 9, 2012, we entered into an agreement to sell our equity method investment in A&E Television Networks and on July 13, 2012 we acquired the remaining 50% equity interest in MSNBC.com that we did not already own. See Note 4 to our condensed consolidated financial statements. For information on the performance of our equity method investments, see “Consolidated Other Income (Expense) Items” below and refer to the “Equity in Net Income of Investees, Net” heading within that section.

Headquarters and Other includes operating costs and expenses associated with corporate overhead, employee benefits and corporate initiatives.

29

Consolidated Operating Results

The following tables set forth our results of operations as reported in our condensed consolidated financial statements in accordance with GAAP. GAAP requires that we separately present our results for the periods from January 1, 2011 to January 28, 2011 (the “Predecessor period”) and from January 29, 2011 to June 30, 2011 (the “Successor period”). Management believes reviewing our operating results for the six months ended June 30, 2011 by combining the results of the Predecessor and Successor periods is more useful in identifying trends in, or reaching conclusions regarding, our overall operating performance and performs reviews at that level. Accordingly, in addition to presenting our results of operations as reported in our condensed consolidated financial statements in accordance with GAAP, the table below presents the non-GAAP combined results for the six months ended June 30, 2011, which we also use to compute the percentage change to the current year, as we believe this presentation provides the most meaningful basis for comparison of our results. The combined operating results may not reflect the actual results we would have achieved had the Joint Venture transaction closed prior to January 28, 2011 and may not be predictive of our future results of operations.

	Successor
	Three Months Ended June 30
(in millions)	2012			2011			% Change 2011 to 2012
Revenue	$	5,504		$	5,179			6.3	%
Costs and Expenses:
Operating costs and expenses		4,522			4,178			8.2
Depreciation		131			71			84.1
Amortization		189			183			3.0
Operating income		662			747			(11.3	)
Other income (expense) items, net		(71	)		(9	)		NM
Income (loss) before income taxes		591			738			(19.8	)
Income tax (expense) benefit		(42	)		(70	)		(39.4	)
Net income (loss)		549			668			(17.8	)
Net (income) loss attributable to noncontrolling interests		(36	)		(42	)		(14.2	)
Net income (loss) attributable to NBCUniversal	$	513		$	626			(18.0	)%

	Successor						Predecessor			Combined
(in millions)	Six Months Ended June 30, 2012			For the Period January 29, 2011 to June 30, 2011			For the Period January 1, 2011 to January 28, 2011			Six Months Ended June 30, 2011			% Change 2011 to 2012
Revenue	$	10,976		$	8,090		$	1,206		$	9,296			18.1	%
Costs and Expenses:
Operating costs and expenses		9,181			6,697			1,171			7,868			16.7
Depreciation		261			118			19			137			90.4
Amortization		371			323			8			331			11.7
Operating income		1,163			952			8			960			21.3
Other income (expense) items, net		(115	)		(53	)		(37	)		(90	)		28.4
Income (loss) before income taxes		1,048			899			(29	)		870			20.5
Income tax (expense) benefit		(82	)		(93	)		4			(89	)		(7.8	)
Net income (loss)		966			806			(25	)		781			23.8
Net (income) loss attributable to noncontrolling interests		(68	)		(86	)		2			(84	)		(18.8	)
Net income (loss) attributable to NBCUniversal	$	898		$	720		$	(23	)	$	697			28.9	%

All percentages are calculated based on actual amounts. Minor differences may exist due to rounding.

Percentage changes that are considered not meaningful are denoted with NM.

30

The comparability of our consolidated results of operations was impacted by the Joint Venture transaction, which closed on January 28, 2011, and the Universal Orlando transaction, which closed on July 1, 2011. The results of operations of the Comcast Content Business and Universal Orlando are included in our consolidated financial statements following their respective transaction dates.

Each of our businesses is subject to seasonal and cyclical variations. Revenue and operating costs and expenses in our Broadcast Television segment are cyclical as a result of our periodic broadcasts of the Olympic Games and Super Bowl games. Because we broadcasted the 2012 Super Bowl in February 2012, during the six months ended June 30, 2012, our advertising revenue increased as a result of increased demand for advertising time and our operating costs and expenses also increased as a result of our production costs and amortization of the related rights fees. We also expect our advertising revenue and our programming and production costs to increase in the third quarter of 2012 due to our broadcast of the 2012 London Olympic Games, and we expect to pay substantially all of the related rights fees in the third quarter of 2012.

Consolidated Revenue

Consolidated revenue increased for the three months ended June 30, 2012 compared to the same period in 2011 primarily due to increases in revenue in our Theme Parks segment resulting from the impact of the Universal Orlando transaction and our Cable Networks segment, which were partially offset by decreases in our Broadcast Television and Filmed Entertainment segments.

Consolidated revenue increased for the six months ended June 30, 2012 compared to the same period in 2011 primarily due to increases in revenue in our Theme Parks and Cable Networks segments resulting from the impact of the Universal Orlando and Joint Venture transactions, respectively, as well as due to increases in our Broadcast Television and Filmed Entertainment segments. Revenue for our segments is discussed separately under the heading “Segment Operating Results.”

Consolidated Operating Costs and Expenses

Consolidated operating costs and expenses increased for the three months ended June 30, 2012 compared to the same period in 2011 primarily due to increases in operating costs and expenses in our Theme Parks segment resulting from the impact of the Universal Orlando transaction as well as increases in our Cable Networks and Filmed Entertainment segments, which were partially offset by a decrease in our Broadcast Television segment.

Consolidated operating costs and expenses increased for the six months ended June 30, 2012 compared to the same period in 2011 primarily due to increases in operating costs and expenses in our Theme Parks and Cable Networks segments resulting from the impact of the Universal Orlando and Joint Venture transactions, respectively, as well as increases in our Broadcast Television and Filmed Entertainment segments. Operating costs and expenses for our segments are discussed separately under the heading “Segment Operating Results.”

Depreciation and Amortization

Depreciation expense for the three and six months ended June 30, 2012 increased compared with the same periods in 2011 primarily due to the impact of consolidating Universal Orlando in the current year periods. Amortization expense for the three and six months ended June 30, 2012 increased compared with the same periods in 2011 primarily due to the amortization of the intangible assets recorded as a result of the Joint Venture and Universal Orlando transactions.

31

Segment Operating Results

Our segment operating results are presented based on how we assess operating performance and internally report financial information. We use operating income (loss) before depreciation and amortization, excluding impairment charges related to fixed and intangible assets and gains or losses from the sale of assets, if any, as the measure of profit or loss for our operating segments. This measure eliminates the significant level of noncash amortization expense that results from intangible assets recognized in connection with the Joint Venture transaction and other business combinations. Additionally, it is unaffected by our capital structure or investment activities. We use this measure to evaluate our consolidated operating performance and the operating performance of our operating segments and to allocate resources and capital to our operating segments. It is also a significant performance measure in our annual incentive compensation programs. We believe that this measure is useful to investors because it is one of the bases for comparing our operating performance with other companies in our industries, although our measure may not be directly comparable to similar measures used by other companies. Because we use operating income (loss) before depreciation and amortization to measure our segment profit or loss, we reconcile it to operating income, the most directly comparable financial measure calculated and presented in accordance with GAAP, in Note 14 to our condensed consolidated financial statements. This measure should not be considered a substitute for operating income (loss), net income (loss) attributable to NBCUniversal, net cash provided by operating activities, or other measures of performance or liquidity we have reported in accordance with GAAP.

	Successor
	Three Months Ended June 30
(in millions)	2012			2011			% Change 2011 to 2012
Revenue
Cable Networks	$	2,252		$	2,173			3.6	%
Broadcast Television		1,540			1,695			(9.1	)
Filmed Entertainment		1,231			1,254			(1.8	)
Theme Parks		539			521			3.4
Headquarters and Other		11			14			(20.7	)
Eliminations		(69	)		(478	)		85.6
Total	$	5,504		$	5,179			6.3	%
Operating Income (Loss) Before Depreciation and Amortization
Cable Networks	$	788		$	846			(6.8	)%
Broadcast Television		196			190			2.7
Filmed Entertainment		(83	)		27			NM
Theme Parks		235			225			4.2
Headquarters, other and eliminations		(154	)		(287	)		46.3
Total	$	982		$	1,001			(1.9	)%

32

	Successor						Predecessor			Combined
(in millions)	Six Months Ended June 30, 2012			For the Period January 29, 2011 to June 30, 2011			For the Period January 1, 2011 to January 28, 2011			Six Months Ended June 30, 2011			% Change 2011 to 2012
Revenue
Cable Networks	$	4,390		$	3,573		$	389		$	3,962			10.8	%
Broadcast Television		3,391			2,583			464			3,047			11.3
Filmed Entertainment		2,423			1,876			353			2,229			8.7
Theme Parks		951			796			115			911			4.4
Headquarters and Other		23			25			5			30			(23.7	)
Eliminations		(202	)		(763	)		(120	)		(883	)		77.1
Total	$	10,976		$	8,090		$	1,206		$	9,296			18.1	%
Operating Income (Loss) Before Depreciation and Amortization
Cable Networks	$	1,593		$	1,445		$	143		$	1,588			0.3	%
Broadcast Television		186			225			(16	)		209			(11.1	)
Filmed Entertainment		(77	)		(116	)		1			(115	)		33.3
Theme Parks		392			322			37			359			9.0
Headquarters, other and eliminations		(299	)		(483	)		(130	)		(613	)		51.2
Total	$	1,795		$	1,393		$	35		$	1,428			25.7	%

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Cable Networks Segment — Results of Operations

	Successor
	Three Months Ended June 30
(in millions)	2012		2011		% Change 2011 to 2012
Revenue
Distribution	$	1,167	$	1,093		6.8	%
Advertising		924		887		4.1
Content licensing and other		161		193		(16.2	)
Total revenue		2,252		2,173		3.6
Operating costs and expenses		1,464		1,327		10.3
Operating income before depreciation and amortization	$	788	$	846		(6.8	)%

	Successor				Predecessor		Combined
(in millions)	Six Months Ended June 30, 2012		For the Period January 29, 2011 to June 30, 2011		For the Period January 1, 2011 to January 28, 2011		Six Months Ended June 30, 2011		% Change 2011 to 2012
Revenue
Distribution	$	2,310	$	1,859	$	188	$	2,047		12.8	%
Advertising		1,738		1,425		162		1,587		9.5
Content licensing and other		342		289		39		328		4.7
Total revenue		4,390		3,573		389		3,962		10.8
Operating costs and expenses		2,797		2,128		246		2,374		17.8
Operating income before depreciation and amortization	$	1,593	$	1,445	$	143	$	1,588		0.3	%

Cable Networks Segment — Revenue

Our Cable Networks revenue increased for the three months ended June 30, 2012 compared to the same period in 2011 primarily due to increases in distribution and advertising revenue partially offset by a decrease in content licensing revenue. The increase in distribution revenue was primarily due to rate increases, and the increase in advertising revenue was primarily due to increases in the price and volume of advertising units sold, which were partially offset by the impact of audience ratings declines. The decrease in content licensing revenue was primarily due to the impact of licensing arrangements that were entered into in the prior year.

Our Cable Networks revenue for the six months ended June 30, 2012 included six months of operating results of the Comcast Content Business, compared to five months of operating results for the same period in 2011, which accounted for $231 million of the increase in revenue. The remaining increase was due to increases in distribution and advertising revenue. The increase in distribution revenue was primarily due to rate increases, and the increase in advertising revenue was primarily due to increases in the price and volume of advertising units sold.

For both the three and six months ended June 30, 2012, 13% of our total Cable Networks segment revenue was generated from transactions with Comcast. For the three and six months ended June 30, 2011, 12% and 13%, respectively, of our total Cable Networks segment revenue was generated from transactions with Comcast.

Cable Networks Segment — Operating Costs and Expenses

Our operating costs and expenses increased for the three months ended June 30, 2012 compared to the same period in 2011 primarily due to higher programming and production expenses resulting from our continuing investment in original programming and an increase in sports rights costs.

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Our operating costs and expenses for the six months ended June 30, 2012 included six months of operating expenses of the Comcast Content Business, compared to five months of operating expenses for the same period in 2011, which accounted for $168 million of the increase in operating expenses. The remaining increase is primarily due to higher programming and production expenses resulting from our continuing investment in original programming and an increase in sports rights costs.

Broadcast Television Segment — Results of Operations

	Successor
	Three Months Ended June 30
(in millions)	2012		2011		% Change 2011 to 2012
Revenue
Advertising	$	1,113	$	1,114		(0.2	)%
Content licensing		331		462		(28.4	)
Other		96		119		(18.1	)
Total revenue		1,540		1,695		(9.1	)
Operating costs and expenses		1,344		1,505		(10.6	)
Operating income before depreciation and amortization	$	196	$	190		2.7	%

	Successor				Predecessor			Combined
(in millions)	Six Months Ended June 30, 2012		For the Period January 29, 2011 to June 30, 2011		For the Period January 1, 2011 to January 28, 2011			Six Months Ended June 30, 2011		% Change 2011 to 2012
Revenue
Advertising	$	2,379	$	1,709	$	315		$	2,024		17.5	%
Content licensing		788		681		111			792		(0.5	)
Other		224		193		38			231		(2.9	)
Total revenue		3,391		2,583		464			3,047		11.3
Operating costs and expenses		3,205		2,358		480			2,838		12.9
Operating income (loss) before depreciation and amortization	$	186	$	225	$	(16	)	$	209		(11.1	)%

Broadcast Television Segment — Revenue

Our Broadcast Television revenue decreased for the three months ended June 30, 2012 compared to the same period in 2011 primarily due to a decrease in content licensing revenue resulting from the impact of licensing agreements for our prior season and library content that were entered into in the prior year period.

Our Broadcast Television revenue increased for the six months ended June 30, 2012 compared to the same period in 2011 primarily due to an increase in advertising revenue. The increase in advertising revenue was primarily due to $259 million associated with the broadcast of the 2012 Super Bowl, as well as increases in the price of advertising units sold.

Broadcast Television Segment — Operating Costs and Expenses

Our operating costs and expenses decreased for the three months ended June 30, 2012 compared to the same period in 2011 primarily due to a decrease in the amortization of television costs associated with the corresponding decrease in content licensing revenue.

Our operating costs and expenses increased for the six months ended June 30, 2012 compared to the same period in 2011 primarily due to higher programming and production expenses associated with our broadcast of the 2012 Super Bowl.

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Filmed Entertainment Segment — Results of Operations

	Successor
	Three Months Ended June 30					% Change 2011 to 2012
(in millions)	2012			2011
Revenue
Theatrical	$	465		$	501		(7.2	)%
Content licensing		358			312		14.6
Home entertainment		317			313		1.3
Other		91			128		(28.7	)
Total revenue		1,231			1,254		(1.8	)
Operating costs and expenses		1,314			1,227		7.1
Operating income (loss) before depreciation and amortization	$	(83	)	$	27		NM

	Successor						Predecessor		Combined
(in millions)	Six Months Ended June 30, 2012			For the Period January 29, 2011 to June 30, 2011			For the Period January 1, 2011 to January 28, 2011		Six Months Ended June 30, 2011			% Change 2011 to 2012
Revenue
Theatrical	$	766		$	620		$	58	$	678			13.0	%
Content licensing		759			530			171		701			8.2
Home entertainment		697			520			96		616			13.1
Other		201			206			28		234			(13.7	)
Total revenue		2,423			1,876			353		2,229			8.7
Operating costs and expenses		2,500			1,992			352		2,344			6.7
Operating income (loss) before depreciation and amortization	$	(77	)	$	(116	)	$	1	$	(115	)		33.3	%

Filmed Entertainment Segment — Revenue

Our Filmed Entertainment revenue decreased for the three months ended June 30, 2012 compared to the same period in 2011 primarily due to a decrease in theatrical revenue resulting from the performance of our 2012 releases, including Battleship, compared to the prior year, which included Fast Five and Bridesmaids, and lower revenue from our stage plays business, which were partially offset by an increase in content licensing revenue.

Our Filmed Entertainment revenue increased for the six months ended June 30, 2012 compared to the same period in 2011 primarily due to increases in theatrical and home entertainment revenue. The increase in theatrical revenue was primarily due to the performance of Dr. Seuss’ The Lorax and Safe House, which were released in the first quarter of 2012. The increase in home entertainment revenue was primarily due to an increase in the number of titles released in 2012, which included Hop, Tower Heist and Safe House.

Filmed Entertainment Segment — Operating Costs and Expenses

Our operating costs and expenses increased for the three months ended June 30, 2012 compared to the same period in 2011 primarily due to higher marketing costs associated with promoting our theatrical releases in the second quarter of 2012 and increases in the amortization of film costs associated with our 2012 slate, including the impact from the underperformance of Battleship.

Our operating costs and expenses increased for the six months ended June 30, 2012 compared to the same period in 2011 primarily due to higher amortization of film costs resulting from the corresponding increase in theatrical revenue and the underperformance of Battleship, as well as an increase in marketing costs associated with our 2012 theatrical and home entertainment releases.

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Theme Parks Segment — Results of Operations

The tables below includes 100% of the results of operations for Universal Orlando for all amounts presented in order to reflect our measure of operating income (loss) before depreciation and amortization for our Theme Parks segment.

	Successor
	Three Months Ended June 30				% Change 2011 to 2012
(in millions)	2012		2011
Revenue	$	539	$	521		3.4	%
Operating costs and expenses		304		296		2.7
Operating income before depreciation and amortization	$	235	$	225		4.2	%

	Successor				Predecessor		Combined
(in millions)	Six Months Ended June 30, 2012		For the Period January 29, 2011 to June 30, 2011		For the Period January 1, 2011 to January 28, 2011		Six Months Ended June 30, 2011		% Change 2011 to 2012
Revenue	$	951	$	796	$	115	$	911		4.4	%
Operating costs and expenses		559		474		78		552		1.3
Operating income before depreciation and amortization	$	392	$	322	$	37	$	359		9.0	%

Theme Parks Segment — Revenue

Our Theme Parks segment revenue increased for the three and six months ended June 30, 2012 compared to the same periods in 2011 primarily due to increases in per capita spending and higher guest attendance at our Universal theme parks.

Theme Parks Segment — Operating Costs and Expenses

Our Theme Parks segment operating costs and expenses increased for the three and six months ended June 30, 2012 compared to the same periods in 2011 primarily due to additional costs associated with higher guest attendance at our Universal theme parks.

Headquarters, Other and Eliminations

Headquarters and other operating costs and expenses increased for the three months ended June 30, 2012 compared to the same period in 2011 primarily due to increases in personnel and administrative costs.

Headquarters and other operating costs and expenses decreased for the six months ended June 30, 2012 compared to the same period in 2011 primarily due to $104 million of transaction-related costs associated with the Joint Venture transaction, including severance and other compensation-related costs, included in the prior year period.

Eliminations include the results of operations for Universal Orlando for the three and six months ended June 30, 2011. Our Theme Parks segment had included the results of operations of Universal Orlando for these periods because these amounts had reflected our segment performance measure. These amounts were not included when we measured our consolidated results of operations for the three and six months ended June 30, 2011 because we recorded Universal Orlando as an equity method investment.

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Consolidated Other Income (Expense) Items

	Successor
	Three Months Ended June 30
(in millions)	2012			2011
Equity in net income of investees, net	$	59		$	111
Interest expense		(116	)		(97	)
Interest income		5			4
Other income (expense), net		(19	)		(27	)
Total	$	(71	)	$	(9	)

	Successor						Predecessor			Combined
(in millions)	Six Months Ended June 30, 2012			For the Period January 29, 2011 to June 30, 2011			For the Period January 1, 2011 to January 28, 2011			Six Months Ended June 30, 2011
Equity in net income of investees, net	$	132		$	147		$	25		$	172
Interest expense		(231	)		(164	)		(37	)		(201	)
Interest income		11			7			4			11
Other income (expense), net		(27	)		(43	)		(29	)		(72	)
Total	$	(115	)	$	(53	)	$	(37	)	$	(90	)

Equity in Net Income of Investees, Net

The decreases in equity in net income of investees, net for the three and six months ended June 30, 2012 compared to the same periods in 2011 were primarily due to the impact of the consolidation of Universal Orlando, which was accounted for as an equity method investment in the same periods in 2011.

Interest Expense

Interest expense increased for the three and six months ended June 30, 2012 compared to the same periods in 2011 primarily due to the impact of consolidating Universal Orlando’s debt following the close of the Universal Orlando transaction.

Liquidity and Capital Resources

Our businesses generate significant cash flows from operating activities. We believe that we will be able to continue to meet our current and long-term liquidity and capital requirements, including fixed charges, debt repayment obligations and distributions to NBCUniversal Holdings, through our cash flows from operating activities, existing cash, cash equivalents and investments, available borrowings under our existing credit facilities, and our ability to obtain future external financing.

We maintain significant availability under our lines of credit and our commercial paper program to meet our short-term liquidity requirements. As of June 30, 2012, $1.4 billion was available under our revolving credit facility.

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Operating Activities

Components of Net Cash Provided by Operating Activities

	Successor						Predecessor			Combined
(in millions)	Six Months Ended June 30, 2012			For the Period January 29, 2011 to June 30, 2011			For the Period January 1, 2011 to January 28, 2011			Six Months Ended June 30, 2011
Operating income	$	1,163		$	952		$	8		$	960
Depreciation and amortization		632			441			27			468
Operating income before depreciation and amortization		1,795			1,393			35			1,428
Noncash compensation		4			13			48			61
Changes in operating assets and liabilities		145			(245	)		(220	)		(465	)
Cash basis operating income		1,944			1,161			(137	)		1,024
Payments of interest		(230	)		(207	)		(1	)		(208	)
Payments of income taxes		(84	)		(76	)		(493	)		(569	)
Proceeds from investments and other		100			142			2			144
Net cash provided by (used in) operating activities	$	1,730		$	1,020		$	(629	)	$	391

The changes in operating assets and liabilities for the six months ended June 30, 2012 compared to the same period in 2011 primarily relate to a decrease in film and television costs and the timing of payments of operating items, including deferred revenue and participations and residuals.

The decrease in income tax payments for the six months ended June 30, 2012 is primarily due to amounts paid in the prior year in preparation for the closing of the Joint Venture transaction.

Investing Activities

Net cash used in investing activities for the six months ended June 30, 2012 consisted primarily of capital expenditures and purchases of investments.

In the second half of 2012, we expect to receive $3 billion in cash proceeds related to the redemption of our 15.8% equity interest in A&E Television Networks. Under certain limited circumstances, the proceeds would be paid in cash and in the form of a senior note issued by A&E Television Networks. A portion of the proceeds will be used to meet Comcast’s and GE’s obligation to pay taxes associated with the transaction. We will not receive dividends from A&E Television Networks following the close of the transaction. During the six months ended June 30, 2012 and 2011, we received $102 million and $90 million, respectively, in dividends from A&E Television Networks, which were included in net cash provided by operating activities.

Financing Activities

Net cash used in financing activities for the six months ended June 30, 2012 consisted primarily of $550 million of net repayments of our outstanding commercial paper and tax distributions to NBCUniversal Holdings of $243 million, of which $124 million was attributable to Comcast and $119 million was attributable to GE.

Critical Accounting Judgments and Estimates

The preparation of our condensed consolidated financial statements requires us to make estimates that affect the reported amounts of assets, liabilities, revenue and expenses, and the related disclosure of contingent liabilities. We base our judgments on our historical experience and on various other assumptions that we believe are reasonable under the circumstances, the results of which form the basis for making estimates about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

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For a more complete discussion of the accounting judgments and estimates that we have identified as critical in the preparation of our condensed consolidated financial statements, please refer to our Management’s Discussion and Analysis of Financial Condition and Results of Operations in our 2011 Annual Report on Form 10-K.

ITEM 4: CONTROLS AND PROCEDURES

Conclusions regarding disclosure controls and procedures

Our principal executive and principal financial officers, after evaluating the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of the end of the period covered by this report, have concluded that, based on the evaluation of these controls and procedures required by paragraph (b) of Exchange Act Rules 13a-15 or 15d-15, our disclosure controls and procedures were effective.

Changes in internal control over financial reporting

There were no changes in our internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Exchange Act Rules 13a-15 or 15d-15 that occurred during our last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II: OTHER INFORMATION

ITEM 1: LEGAL PROCEEDINGS

We are subject to legal proceedings and claims that arise in the ordinary course of our business. We do not expect the final disposition of these matters to have a material adverse effect on our results of operations, cash flows or financial condition, although any such matters could be time consuming and costly and could injure our reputation.

ITEM 1A: RISK FACTORS

There have been no significant changes from the risk factors previously disclosed in Item 1A of our 2011 Annual Report on Form 10-K.

ITEM 6: EXHIBITS

Exhibit No.	Description
31	Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32	Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101	The following financial statements from NBCUniversal Media, LLC’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2012, filed with the Securities and Exchange Commission on August 1, 2012, formatted in XBRL (eXtensible Business Reporting Language): (i) the Condensed Consolidated Balance Sheet; (ii) the Condensed Consolidated Statement of Income; (iii) the Condensed Consolidated Statement of Comprehensive Income; (iv) the Condensed Consolidated Statement of Cash Flows; (v) the Condensed Consolidated Statement of Changes in Equity; and (vi) the Notes to Condensed Consolidated Financial Statements.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

NBCUNIVERSAL MEDIA, LLC

/s/ LAWRENCE J. SALVA

Lawrence J. Salva

Senior Vice President

(Principal Accounting Officer)

Date: August 1, 2012

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