COMCAST CORP - Quarter Report: 2016 June (Form 10-Q)

10-Q

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, 2016

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

For the Transition Period from to

LOGO


Commission File Number	Registrant; State of Incorporation; Address and Telephone Number	I.R.S. Employer Identification No.
001-32871	COMCAST CORPORATION	27-0000798
	PENNSYLVANIA One Comcast Center Philadelphia, PA 19103-2838 (215) 286-1700

001-36438	NBCUNIVERSAL MEDIA, LLC	14-1682529
	DELAWARE 30 Rockefeller Plaza New York, NY 10112-0015 (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.


Comcast Corporation	Yes x	No ¨
NBCUniversal Media, LLC	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).


Comcast Corporation	Yes x	No ¨
NBCUniversal Media, LLC	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.

Comcast Corporation

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

NBCUniversal Media, LLC

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

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


Comcast Corporation	Yes ¨	No x
NBCUniversal Media, LLC	Yes ¨	No x

Indicate the number of shares outstanding of each of the registrant’s classes of stock, as of the latest practical date:

As of June 30, 2016, there were 2,402,381,311 shares of Comcast Corporation Class A common stock and 9,444,375 shares of Comcast Corporation Class B common stock outstanding.

Not applicable for NBCUniversal Media, LLC.

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

TABLE OF CONTENTS


		Page Number
PART I. FINANCIAL INFORMATION
Item 1.	Comcast Corporation Financial Statements		1
	Condensed Consolidated Balance Sheet as of June 30, 2016 and December 31, 2015 (Unaudited)		1
	Condensed Consolidated Statement of Income for the Three and Six Months Ended June 30, 2016 and 2015 (Unaudited)		2
	Condensed Consolidated Statement of Comprehensive Income for the Three and Six Months Ended June 30, 2016 and 2015 (Unaudited)		3
	Condensed Consolidated Statement of Cash Flows for the Six Months Ended June 30, 2016 and 2015 (Unaudited)		4
	Condensed Consolidated Statement of Changes in Equity for the Six Months Ended June 30, 2016 and 2015 (Unaudited)		5
	Notes to Condensed Consolidated Financial Statements (Unaudited)		6
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		27
Item 3.	Quantitative and Qualitative Disclosures About Market Risk		42
Item 4.	Controls and Procedures		42
PART II. OTHER INFORMATION
Item 1.	Legal Proceedings		42
Item 1A.	Risk Factors		42
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		43
Item 6.	Exhibits		44
SIGNATURES			45
NBCUniversal Media, LLC Financial Statements			46

Explanatory Note

This Quarterly Report on Form 10-Q is a combined report being filed separately by Comcast Corporation (“Comcast”) and NBCUniversal Media, LLC (“NBCUniversal”). Comcast owns all of the common equity interests in NBCUniversal, and NBCUniversal meets the conditions set forth in General Instruction H(1)(a) and (b) of Form 10-Q and is therefore filing its information within this Form 10-Q with the reduced disclosure format. Each of Comcast and NBCUniversal is filing on its own behalf the information contained in this report that relates to itself, and neither company makes any representation as to information relating to the other company. Where information or an explanation is provided that is substantially the same for each company, such information or explanation has been combined in this report. Where information or an explanation is not substantially the same for each company, separate information and explanation has been provided. In addition, separate condensed consolidated financial statements for each company, along with notes to the condensed consolidated financial statements, are included in this report. Unless indicated otherwise, throughout this Quarterly Report on Form 10-Q, we refer to Comcast and its consolidated subsidiaries, including NBCUniversal and its consolidated subsidiaries, as “we,” “us” and “our;” Comcast Cable Communications, LLC and its consolidated subsidiaries as “Comcast Cable;” Comcast Holdings Corporation as “Comcast Holdings;” and NBCUniversal, LLC as “NBCUniversal Holdings.”

This Quarterly Report on Form 10-Q is for the three and six months ended June 30, 2016. This Quarterly Report modifies and supersedes documents filed before it. 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.

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 businesses and results of operations could be adversely affected if we do not compete effectively

•

changes in consumer behavior driven by alternative methods for viewing content may adversely affect our businesses and challenge existing business models

•

a decline in advertisers’ expenditures or changes in advertising markets could negatively impact our businesses

•

our businesses depend on keeping pace with technological developments

•

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

•

changes to existing statutes, rules, regulations, or interpretations thereof, or adoption of new ones, could have an adverse effect on our businesses

•

programming expenses for our video services are increasing, which could adversely affect our Cable Communications segment’s video business

•

NBCUniversal’s success depends on consumer acceptance of its content, and its businesses may be adversely affected if its content fails to achieve sufficient consumer acceptance or the costs to create or acquire content increase

•

the loss of NBCUniversal’s programming distribution agreements, or the renewal of these agreements on less favorable terms, could adversely affect its businesses

•

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

•

weak economic conditions may have a negative impact on our businesses

•

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

•

acquisitions and other strategic initiatives present many risks, and we may not realize the financial and strategic goals that we had contemplated

•

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

•

our Class B common stock has substantial voting rights and separate approval rights over several potentially material transactions, and our Chairman and CEO has considerable influence over our company through his beneficial ownership of our Class B common stock

PART I: FINANCIAL INFORMATION

ITEM 1: FINANCIAL STATEMENTS

Comcast Corporation

Condensed Consolidated Balance Sheet

(Unaudited)


(in millions, except share data)	June 30, 2016			December 31, 2015
Assets
Current Assets:
Cash and cash equivalents	$	4,665		$	2,295
Receivables, net		6,708			6,896
Programming rights		1,435			1,213
Other current assets		1,969			1,899
Total current assets		14,777			12,303
Film and television costs		5,811			5,855
Investments		3,679			3,224
Property and equipment, net of accumulated depreciation of $49,119 and $48,100		34,896			33,665
Franchise rights		59,364			59,364
Goodwill		33,792			32,945
Other intangible assets, net of accumulated amortization of $10,299 and $9,868		17,204			16,946
Other noncurrent assets, net		2,462			2,272
Total assets	$	171,985		$	166,574

Liabilities and Equity
Current Liabilities:
Accounts payable and accrued expenses related to trade creditors	$	6,359		$	6,215
Accrued participations and residuals		1,542			1,572
Deferred revenue		1,611			1,302
Accrued expenses and other current liabilities		5,155			5,462
Current portion of long-term debt		2,934			3,627
Total current liabilities		17,601			18,178
Long-term debt, less current portion		52,629			48,994
Deferred income taxes		34,512			33,566
Other noncurrent liabilities		10,719			10,637
Commitments and contingencies (Note 12)
Redeemable noncontrolling interests and redeemable subsidiary preferred stock		1,248			1,221
Equity:
Preferred stock—authorized, 20,000,000 shares; issued, zero		—			—
Class A common stock, $0.01 par value—authorized, 7,500,000,000 shares; issued, 2,838,776,825 and 2,869,349,502; outstanding, 2,402,381,311 and 2,432,953,988		28			29
Class B common stock, $0.01 par value—authorized, 75,000,000 shares; issued and outstanding, 9,444,375		—			—
Additional paid-in capital		38,469			38,518
Retained earnings		22,117			21,413
Treasury stock, 436,395,514 Class A common shares		(7,517	)		(7,517	)
Accumulated other comprehensive income (loss)		1			(174	)
Total Comcast Corporation shareholders’ equity		53,098			52,269
Noncontrolling interests		2,178			1,709
Total equity		55,276			53,978
Total liabilities and equity	$	171,985		$	166,574

See accompanying notes to condensed consolidated financial statements.

Comcast Corporation

Condensed Consolidated Statement of Income

(Unaudited)


	Three Months Ended June 30						Six Months Ended June 30
(in millions, except per share data)	2016			2015			2016			2015
Revenue	$	19,269		$	18,743		$	38,059		$	36,596
Costs and Expenses:
Programming and production		5,492			5,669			10,923			11,132
Other operating and administrative		5,761			5,274			11,286			10,348
Advertising, marketing and promotion		1,561			1,534			3,028			2,894
Depreciation		1,868			1,674			3,653			3,308
Amortization		521			487			1,014			919
		15,203			14,638			29,904			28,601
Operating income		4,066			4,105			8,155			7,995
Other Income (Expense):
Interest expense		(732	)		(713	)		(1,435	)		(1,369	)
Investment income (loss), net		58			17			88			50
Equity in net income (losses) of investees, net		(19	)		(236	)		(30	)		(203	)
Other income (expense), net		(15	)		315			115			417
		(708	)		(617	)		(1,262	)		(1,105	)
Income before income taxes		3,358			3,488			6,893			6,890
Income tax expense		(1,278	)		(1,313	)		(2,589	)		(2,574	)
Net income		2,080			2,175			4,304			4,316
Net (income) loss attributable to noncontrolling interests and redeemable subsidiary preferred stock		(52	)		(38	)		(142	)		(120	)
Net income attributable to Comcast Corporation	$	2,028		$	2,137		$	4,162		$	4,196

Basic earnings per common share attributable to Comcast Corporation shareholders	$	0.84		$	0.85		$	1.71		$	1.67
Diluted earnings per common share attributable to Comcast Corporation shareholders	$	0.83		$	0.84		$	1.70		$	1.65
Dividends declared per common share	$	0.275		$	0.25		$	0.55		$	0.50

See accompanying notes to condensed consolidated financial statements.

Comcast Corporation

Condensed Consolidated Statement of Comprehensive Income

(Unaudited)


	Three Months Ended June 30						Six Months Ended June 30
(in millions)	2016			2015			2016			2015
Net income	$	2,080		$	2,175		$	4,304		$	4,316
Unrealized gains (losses) on marketable securities, net of deferred taxes of $—, $—, $(1) and $—		1			—			3			—
Deferred gains (losses) on cash flow hedges, net of deferred taxes of $35, $(13), $53 and $10		(60	)		22			(91	)		(17	)
Amounts reclassified to net income:
Realized (gains) losses on marketable securities, net of deferred taxes of $—, $—, $1 and $—		—			—			(1	)		—
Realized (gains) losses on cash flow hedges, net of deferred taxes of $(26), $16, $(36) and $(6)		45			(27	)		62			10
Employee benefit obligations, net of deferred taxes of $—, $—, $(2) and $—		—			—			2			—
Currency translation adjustments, net of deferred taxes of $(58), $(15), $(116) and $8		249			32			487			(23	)
Comprehensive income		2,315			2,202			4,766			4,286
Net (income) loss attributable to noncontrolling interests and redeemable subsidiary preferred stock		(52	)		(38	)		(142	)		(120	)
Other comprehensive (income) loss attributable to noncontrolling interests		(150	)		(5	)		(287	)		10
Comprehensive income attributable to Comcast Corporation	$	2,113		$	2,159		$	4,337		$	4,176

See accompanying notes to condensed consolidated financial statements.

Comcast Corporation

Condensed Consolidated Statement of Cash Flows

(Unaudited)


	Six Months Ended June 30
(in millions)	2016			2015
Net cash provided by operating activities	$	9,383		$	8,834
Investing Activities
Capital expenditures		(4,156	)		(3,697	)
Cash paid for intangible assets		(737	)		(600	)
Acquisitions and construction of real estate properties		(211	)		(65	)
Acquisitions, net of cash acquired		(126	)		(179	)
Proceeds from sales of businesses and investments		138			395
Purchases of investments		(580	)		(272	)
Other		(156	)		182
Net cash provided by (used in) investing activities		(5,828	)		(4,236	)
Financing Activities
Proceeds from (repayments of) short-term borrowings, net		205			(137	)
Proceeds from borrowings		4,753			3,996
Repurchases and repayments of debt		(2,551	)		(3,666	)
Repurchases and retirements of common stock		(2,385	)		(3,585	)
Dividends paid		(1,281	)		(1,200	)
Issuances of common stock		19			32
Distributions to noncontrolling interests and dividends for redeemable subsidiary preferred stock		(125	)		(114	)
Other		180			(348	)
Net cash provided by (used in) financing activities		(1,185	)		(5,022	)
Increase (decrease) in cash and cash equivalents		2,370			(424	)
Cash and cash equivalents, beginning of period		2,295			3,910
Cash and cash equivalents, end of period	$	4,665		$	3,486

See accompanying notes to condensed consolidated financial statements.

Comcast Corporation

Condensed Consolidated Statement of Changes in Equity

(Unaudited)


	Redeemable Noncontrolling Interests and Redeemable Subsidiary Preferred Stock			Common Stock								Additional Paid-In Capital			Retained Earnings			Treasury Stock at Cost			Accumulated Other Comprehensive Income (Loss)			Non- controlling Interests			Total Equity
(in millions)				A			A Special			B		Additional Paid-In Capital			Retained Earnings			Treasury Stock at Cost			Accumulated Other Comprehensive Income (Loss)			Non- controlling Interests			Total Equity
Balance, December 31, 2014	$	1,066		$	25		$	5		$	—	$	38,805		$	21,539		$	(7,517	)	$	(146	)	$	357		$	53,068
Stock compensation plans													436			(308	)											128
Repurchases and retirements of common stock								(1	)				(724	)		(2,860	)											(3,585	)
Employee stock purchase plans													71															71
Dividends declared																(1,254	)											(1,254	)
Other comprehensive income (loss)																						(20	)		(10	)		(30	)
Contributions from (distributions to) noncontrolling interests, net		4																							(73	)		(73	)
Other		(2	)										153												(25	)		128
Net income (loss)		40														4,196									80			4,276
Balance, June 30, 2015	$	1,108		$	25		$	4		$	—	$	38,741		$	21,313		$	(7,517	)	$	(166	)	$	329		$	52,729
Balance, December 31, 2015	$	1,221		$	29		$	—		$	—	$	38,518		$	21,413		$	(7,517	)	$	(174	)	$	1,709		$	53,978
Stock compensation plans													377			(212	)											165
Repurchases and retirements of common stock					(1	)							(475	)		(1,909	)											(2,385	)
Employee stock purchase plans													78															78
Dividends declared																(1,337	)											(1,337	)
Other comprehensive income (loss)																						175			287			462
Contributions from (distributions to) noncontrolling interests, net		1																							(68	)		(68	)
Other		(20	)										(29	)											154			125
Net income (loss)		46														4,162									96			4,258
Balance, June 30, 2016	$	1,248		$	28		$	—		$	—	$	38,469		$	22,117		$	(7,517	)	$	1		$	2,178		$	55,276

See accompanying notes to condensed consolidated financial statements.

Comcast Corporation

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 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 2015 Annual Report on Form 10-K.

Reclassifications

Reclassifications have been made to our condensed consolidated financial statements for the prior year periods to conform to classifications used in 2016.

Note 2: Recent Accounting Pronouncements

Revenue Recognition

In May 2014, the Financial Accounting Standards Board (“FASB”) updated the accounting guidance related to revenue recognition. The updated accounting guidance provides a single, contract-based revenue recognition model to help improve financial reporting by providing clearer guidance on when an entity should recognize revenue and by reducing the number of standards to which an entity has to refer. The updated accounting guidance is effective for us as of January 1, 2018. The updated accounting guidance provides companies with alternative methods of adoption. We are currently in the process of determining the impact that the updated accounting guidance will have on our consolidated financial statements and our method of adoption.

Consolidations

In February 2015, the FASB updated the accounting guidance related to consolidation under the variable interest entity (“VIE”) and voting interest entity models. The updated accounting guidance modifies the consolidation guidance for VIEs, limited partnerships and similar legal entities. We have adopted this guidance as of January 1, 2016 and it did not have a material impact on our consolidated financial statements.

Financial Assets and Financial Liabilities

In January 2016, the FASB updated the accounting guidance related to the recognition and measurement of financial assets and financial liabilities. The updated accounting guidance, among other things, requires that all nonconsolidated equity investments, except those accounted for under the equity method, be measured at fair value and that the changes in fair value be recognized in net income. The updated guidance is effective for us as of January 1, 2018. The updated accounting guidance requires a cumulative effect adjustment to beginning retained earnings when the guidance is adopted with certain exceptions. We are currently in the process of determining the impact that the updated accounting guidance will have on our consolidated financial statements.

Leases

Comcast Corporation

exception of short-term leases. For a lessee, the recognition, measurement and presentation of expenses and cash flows arising from a lease do not significantly change from previous guidance. For a lessor, the accounting applied is also largely unchanged from previous guidance. The updated guidance is effective for us as of January 1, 2019 and early adoption is permitted. The updated accounting guidance must be adopted using a modified retrospective approach for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements. We are currently in the process of determining the impact that the updated accounting guidance will have on our consolidated financial statements.

Share-Based Compensation

In March 2016, the FASB updated the accounting guidance that affects several aspects of the accounting for share-based compensation. The most significant change for us relates to the presentation of the income and withholding tax consequences of share-based compensation in our consolidated financial statements. Among the changes, the updated guidance requires that the excess income tax benefits or deficiencies that arise when the tax consequences of share-based compensation differ from amounts previously recognized in the statement of income be recognized as income tax benefit or expense in the statement of income rather than as additional paid-in capital in the balance sheet. The guidance also states that excess income tax benefits should not be presented separately from other income taxes in the statement of cash flows and, thus, should be classified as an operating activity rather than a financing activity as they are under the current guidance. In addition, the updated guidance requires when an employer withholds shares upon exercise of options or the vesting of restricted stock for the purpose of meeting withholding tax requirements, that the cash paid for withholding taxes be classified as a financing activity. We currently record these amounts within operating activities.

If we had adopted the provisions of the updated guidance as of January 1, 2016, it would have increased net income attributable to Comcast Corporation by $48 million and $159 million for the three and six months ended June 30, 2016, respectively. In addition, the updated guidance would have increased net cash provided by operating activities and decreased net cash provided by (used in) financing activities by $411 million for the six months ended June 30, 2016. The most significant impact of implementing the new guidance is expected to occur in the first quarter of each year as a result of the vesting of restricted stock awards, which primarily occurs in March.

Note 3: Earnings Per Share

Computation of Diluted EPS


	Three Months Ended June 30
	2016						2015
(in millions, except per share data)	Net Income Attributable to Comcast Corporation		Shares		Per Share Amount		Net Income Attributable to Comcast Corporation		Shares		Per Share Amount
Basic EPS attributable to Comcast Corporation shareholders	$	2,028		2,420	$	0.84	$	2,137		2,500	$	0.85
Effect of dilutive securities:
Assumed exercise or issuance of shares relating to stock plans				26						31
Diluted EPS attributable to Comcast Corporation shareholders	$	2,028		2,446	$	0.83	$	2,137		2,531	$	0.84

Comcast Corporation


	Six Months Ended June 30
	2016						2015
(in millions, except per share data)	Net Income Attributable to Comcast Corporation		Shares		Per Share Amount		Net Income Attributable to Comcast Corporation		Shares		Per Share Amount
Basic EPS attributable to Comcast Corporation shareholders	$	4,162		2,427	$	1.71	$	4,196		2,510	$	1.67
Effect of dilutive securities:
Assumed exercise or issuance of shares relating to stock plans				27						34
Diluted EPS attributable to Comcast Corporation shareholders	$	4,162		2,454	$	1.70	$	4,196		2,544	$	1.65

Diluted earnings per common share attributable to Comcast Corporation shareholders (“diluted EPS”) considers the impact of potentially dilutive securities using the treasury stock method. Our potentially dilutive securities include potential common shares related to our stock options and our restricted share units (“RSUs”). The amount of potential common shares related to our share-based compensation plans that were excluded from diluted EPS because their effect would have been antidilutive was not material for the three and six months ended June 30, 2016 and 2015.

Note 4: Significant Transactions

DreamWorks

On April 28, 2016, we entered into an agreement to acquire all of the outstanding stock of DreamWorks Animation SKG, Inc. (“DreamWorks”) for approximately $3.8 billion. DreamWorks stockholders will receive $41 in cash for each share of DreamWorks common stock. DreamWorks creates animated feature films, television series and specials, live entertainment and related consumer products. The transaction is expected to close in 2016, subject to receipt of certain international regulatory approvals and the satisfaction of other customary closing conditions.

Universal Studios Japan

On November 13, 2015, NBCUniversal acquired a 51% economic interest in the Universal Studios theme park in Osaka, Japan (“Universal Studios Japan”) for $1.5 billion. The acquisition was funded through cash on hand and borrowings under our commercial paper program.

Universal Studios Japan is a VIE based on the governance structure and we consolidate Universal Studios Japan as we have the power to direct activities that most significantly impact its economic performance. There are no liquidity arrangements, guarantees, or other financial commitments between us and Universal Studios Japan, and therefore our maximum risk of financial loss is NBCUniversal’s 51% interest. Universal Studios Japan’s results of operations are reported in our Theme Parks segment following the acquisition date.

Preliminary Allocation of Purchase Price

The acquired assets and liabilities of Universal Studios Japan and the 49% noncontrolling interest were recorded at their estimated fair values. During the three months ended June 30, 2016, we updated the preliminary allocation of purchase price for Universal Studios Japan based on valuation analyses, which resulted in increases to property and equipment and intangible assets and a decrease in goodwill. The changes did not have a material impact on our consolidated financial statements. We may adjust these amounts further as valuations are finalized and we obtain information necessary to complete the analyses, but no later than one year from the acquisition date.

Comcast Corporation

The table below presents the preliminary allocation of the purchase price to the assets and liabilities of Universal Studios Japan.

Preliminary Allocation of Purchase Price


(in millions)
Property and equipment	$	793
Intangible assets		323
Working capital		(33)
Debt		(3,271)
Other noncurrent assets and liabilities		43
Identifiable net assets (liabilities) acquired		(2,145)
Noncontrolling interest		(1,440)
Goodwill		5,084
Cash consideration transferred	$	1,499

Actual and Unaudited Pro Forma Results

Our consolidated revenue for the three and six months ended June 30, 2016 included $283 million and $576 million, respectively, from the acquisition of Universal Studios Japan. Our consolidated net income attributable to Comcast Corporation for the three and six months ended June 30, 2016 included $10 million and $28 million, respectively, from the acquisition of Universal Studios Japan.

The following unaudited pro forma information has been presented as if the acquisition occurred on January 1, 2014. This information is primarily based on historical results of operations and is subject to change as valuations are finalized. In addition, the unaudited pro forma accounting adjustments are not necessarily indicative of what our results would have been had we operated Universal Studios Japan since January 1, 2014. No pro forma adjustments have been made for our transaction-related expenses.


(in millions, except per share amounts)	Three Months Ended June 30, 2015		Six Months Ended June 30, 2015
Revenue	$	18,997	$	37,134
Net income	$	2,208	$	4,385
Net income attributable to Comcast Corporation	$	2,153	$	4,230
Basic earnings per common share attributable to Comcast Corporation shareholders	$	0.86	$	1.69
Diluted earnings per common share attributable to Comcast Corporation shareholders	$	0.85	$	1.66

Note 5: Film and Television Costs


(in millions)	June 30, 2016		December 31, 2015
Film Costs:
Released, less amortization	$	1,425	$	1,275
Completed, not released		101		226
In production and in development		1,005		907
		2,531		2,408
Television Costs:
Released, less amortization		1,577		1,573
In production and in development		635		737
		2,212		2,310
Programming rights, less amortization		2,503		2,350
		7,246		7,068
Less: Current portion of programming rights		1,435		1,213
Film and television costs	$	5,811	$	5,855

Comcast Corporation

Note 6: Investments


(in millions)	June 30, 2016		December 31, 2015
Fair Value Method	$	167	$	167
Equity Method:
Atairos		402		—
Hulu		170		184
Other		527		494
		1,099		678
Cost Method:
AirTouch		1,591		1,583
Other		915		902
		2,506		2,485
Total investments		3,772		3,330
Less: Current investments		93		106
Noncurrent investments	$	3,679	$	3,224

Investment Income (Loss), Net


	Three Months Ended June 30						Six Months Ended June 30
(in millions)	2016			2015			2016			2015
Gains on sales and exchanges of investments, net	$	13		$	4		$	15		$	4
Investment impairment losses		(1	)		(16	)		(21	)		(31	)
Unrealized gains (losses) on securities underlying prepaid forward sale agreements		—			—			—			42
Mark to market adjustments on derivative component of prepaid forward sale agreements and indexed debt instruments		1			1			1			(37	)
Interest and dividend income		31			28			60			56
Other, net		14			—			33			16
Investment income (loss), net	$	58		$	17		$	88		$	50

Equity Method

The Weather Channel

On January 29, 2016, following a legal restructuring at The Weather Channel, we and the other investors sold the entity holding The Weather Channel’s product and technology businesses to IBM. Following the close of the transaction, we continue to hold an investment in The Weather Channel cable network through a new holding company. As a result of the sale of our investment, we recognized a pretax gain for the six months ended June 30, 2016 of $108 million in other income (expense), net.

During the three months ended June 30, 2015, The Weather Channel recorded an impairment charge related to goodwill. We recorded an expense of $252 million that represents NBCUniversal’s proportionate share of this impairment charge in equity in net income (losses) of investees, net in our condensed consolidated statement of income.

Atairos

In 2015, we entered into an agreement to establish Atairos Group, Inc. (“Atairos”), a strategic company focused on investing in and operating companies in a range of industries and business sectors, both domestically and internationally. The agreement became effective as of January 1, 2016. Atairos has a term of up to 12 years and is controlled by management companies led by our former CFO through interests that carry all of the voting rights. We are the only investor other than our former CFO and the other management company employees. We have

Comcast Corporation

committed to fund up to $4 billion in the aggregate at any one time in Atairos, subject to certain offsets, and $40 million annually to fund a management fee, subject to certain adjustments, while the management company investors have committed to fund up to $100 million (with at least $40 million to be funded by our former CFO, subject to his continued role with Atairos). Our economic interests do not carry voting rights and obligate us to absorb approximately 99% of any losses and provide us the right to receive approximately 86.5% of any residual returns in Atairos, in either case on a cumulative basis.

We have concluded that Atairos is a VIE, that we do not have the power to direct the activities that most significantly impact the economic performance of Atairos as we have no voting rights and only certain consent rights, and that we are not a related party with our former CFO or the management companies. We therefore do not consolidate Atairos and account for this investment as an equity method investment. There are no other liquidity arrangements, guarantees, or other financial commitments between Comcast and Atairos, and therefore our maximum risk of financial loss is our investment balance and remaining unfunded capital commitment.

For the six months ended June 30, 2016, we made capital contributions totaling $429 million to Atairos.

Hulu

For the three and six months ended June 30, 2016, we recognized our proportionate share of losses of $40 million and $65 million, respectively, related to our investment in Hulu, LLC (“Hulu”). For the three and six months ended June 30, 2015, we recognized our proportionate share of losses of $13 million and $24 million, respectively, related to our investment in Hulu.

Cost Method

AirTouch

We hold two series of preferred stock of Verizon Americas, Inc., formerly known as AirTouch Communications, Inc. (“AirTouch”), a subsidiary of Verizon Communications Inc., which are redeemable in April 2020. As of June 30, 2016, the estimated fair value of the AirTouch preferred stock and the estimated fair value of the associated liability related to the redeemable subsidiary preferred shares issued by one of our consolidated subsidiaries were each $1.7 billion. The estimated fair values are based on Level 2 inputs that use pricing models whose inputs are derived primarily from or corroborated by observable market data through correlation or other means for substantially the full term of the financial instrument.

Note 7: Goodwill


			NBCUniversal
(in millions)	Cable Communications		Cable Networks		Broadcast Television		Filmed Entertainment		Theme Parks			Corporate and Other			Total
Balance, December 31, 2015	$	12,389	$	12,947	$	806	$	267	$	6,344		$	192		$	32,945
Acquisitions		73		—		—		92		—			—			165
Adjustments		176		—		—		—		(289	)		(181	)		(294	)
Foreign currency translation		—		7		—		12		957			—			976
Balance, June 30, 2016	$	12,638	$	12,954	$	806	$	371	$	7,012		$	11		$	33,792

Adjustments to goodwill during the six months ended June 30, 2016 included the updated preliminary allocation of the purchase price for Universal Studios Japan in our Theme Parks segment and the reclassification of certain operations and businesses from Corporate and Other to our Cable Communications segment.

Note 8: Long-Term Debt

As of June 30, 2016, our debt had a carrying value of $55.6 billion and an estimated fair value of $64.4 billion. The estimated fair value of our publicly traded debt is primarily based on Level 1 inputs that use quoted market values for the debt. The estimated fair value of debt for which there are no quoted market prices is based on Level 2 inputs that use interest rates available to us for debt with similar terms and remaining maturities.

Comcast Corporation

Debt Borrowings and Repayments

In July 2016, we issued $700 million aggregate principal amount of 1.625% senior notes due 2022, $1.4 billion aggregate principal amount of 2.35% senior notes due 2027, $1.0 billion aggregate principal amount of 3.20% senior notes due 2036 and $1.4 billion aggregate principal amount of 3.40% senior notes due 2046. We intend to use the proceeds from this offering to fund our acquisition of DreamWorks, and for working capital and general corporate purposes. In May 2016, we issued $1.43 billion aggregate principal amount of 4.05% senior notes due 2046. In February and March 2016, we issued $1.1 billion aggregate principal amount of 2.75% senior notes due 2023 and $2.2 billion aggregate principal amount of 3.15% senior notes due 2026.

In June 2016, we repaid at maturity $750 million aggregate principal amount of 4.95% senior notes due 2016. In April 2016, we repaid at maturity $1 billion aggregate principal amount of 2.875% senior notes due 2016 and $700 million aggregate principal amount of NBCUniversal Enterprise Inc.’s (“NBCUniversal Enterprise”) senior notes due 2016.

Revolving Credit Facilities

In May 2016, we entered into a new $7 billion revolving credit facility due 2021 with a syndicate of banks (“Comcast revolving credit facility”) that may be used for general corporate purposes. We may increase the commitment under the Comcast revolving credit facility up to a total of $10 billion, as well as extend the expiration date to a date no later than 2023, subject to approval of the lenders. In addition, NBCUniversal Enterprise entered into a new $1.5 billion revolving credit facility due 2021 with a syndicate of banks (“NBCUniversal Enterprise revolving credit facility”) that may be used for general corporate purposes. We may increase the commitment under the NBCUniversal Enterprise revolving credit facility up to a total of $2 billion, as well as extend the expiration date to a date no later than 2023, subject to approval of the lenders. The new revolving credit facilities replaced Comcast’s $6.25 billion and NBCUniversal Enterprise’s $1.35 billion revolving credit facilities, which were terminated in connection with the execution of the new revolving credit facilities. The interest rates on the new revolving credit facilities consist of a base rate plus a borrowing margin that is determined based on Comcast’s credit rating. As of June 30, 2016, the borrowing margin for borrowings based on the London Interbank Offered Rate was 1.00%. The terms of the new revolving credit facilities’ financial covenants and guarantees are substantially the same as those under the prior revolving credit facilities.

As of June 30, 2016, amounts available under the new consolidated revolving credit facilities, net of amounts outstanding under our commercial paper programs and outstanding letters of credit, totaled $7.1 billion, which included $326 million available under NBCUniversal Enterprise’s revolving credit facility.

Commercial Paper Programs

As of June 30, 2016, NBCUniversal Enterprise had $1.2 billion face amount of commercial paper outstanding.

Note 9: 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.

Comcast Corporation

Recurring Fair Value Measurements


	Fair Value as of
	June 30, 2016								December 31, 2015
(in millions)	Level 1		Level 2		Level 3		Total		Total
Assets
Trading securities	$	9	$	—	$	—	$	9	$	22
Available-for-sale securities		—		125		14		139		133
Interest rate swap agreements		—		61		—		61		53
Other		—		10		19		29		17
Total	$	9	$	196	$	33	$	238	$	225

Liabilities
Other	$	—	$	235	$	—	$	235	$	91
Total	$	—	$	235	$	—	$	235	$	91

Fair Value of Redeemable Subsidiary Preferred Stock

As of June 30, 2016, the fair value of the NBCUniversal Enterprise redeemable subsidiary preferred stock was $761 million. The estimated fair value is based on Level 2 inputs that use pricing models whose inputs are derived primarily from or corroborated by observable market data through correlation or other means for substantially the full term of the financial instrument.

Note 10: Share-Based Compensation

Our share-based compensation plans primarily consist of awards of RSUs and stock options to certain employees and directors as part of our approach to long-term incentive compensation. Additionally, through our employee stock purchase plans, employees are able to purchase shares of Comcast Class A common stock at a discount through payroll deductions.

In March 2016, we granted 5.9 million RSUs and 20.7 million stock options related to our annual management awards. The weighted-average fair values associated with these grants were $59.50 per RSU and $11.45 per stock option.

Recognized Share-Based Compensation Expense


	Three Months Ended June 30				Six Months Ended June 30
(in millions)	2016		2015		2016		2015
Restricted share units	$	89	$	80	$	159	$	138
Stock options		48		43		85		78
Employee stock purchase plans		8		6		16		14
Total	$	145	$	129	$	260	$	230

As of June 30, 2016, we had unrecognized pretax compensation expense of $831 million and $448 million related to nonvested RSUs and nonvested stock options, respectively.

Comcast Corporation

Note 11: Supplemental Financial Information

Receivables


(in millions)	June 30, 2016		December 31, 2015
Receivables, gross	$	7,255	$	7,595
Less: Allowance for returns and customer incentives		292		473
Less: Allowance for doubtful accounts		255		226
Receivables, net	$	6,708	$	6,896

Accumulated Other Comprehensive Income (Loss)


(in millions)	June 30, 2016			June 30, 2015
Unrealized gains (losses) on marketable securities	$	3		$	1
Deferred gains (losses) on cash flow hedges		(75	)		(11	)
Unrecognized gains (losses) on employee benefit obligations		8			(68	)
Cumulative translation adjustments		65			(88	)
Accumulated other comprehensive income (loss), net of deferred taxes	$	1		$	(166	)

Net Cash Provided by Operating Activities


	Six Months Ended June 30
(in millions)	2016			2015
Net income	$	4,304		$	4,316
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		4,667			4,227
Share-based compensation		331			294
Noncash interest expense (income), net		113			95
Equity in net (income) losses of investees, net		30			203
Cash received from investees		42			52
Net (gain) loss on investment activity and other		(126	)		(437	)
Deferred income taxes		618			111
Changes in operating assets and liabilities, net of effects of acquisitions and divestitures:
Current and noncurrent receivables, net		172			(707	)
Film and television costs, net		(171	)		176
Accounts payable and accrued expenses related to trade creditors		(104	)		109
Other operating assets and liabilities		(493	)		395
Net cash provided by operating activities	$	9,383		$	8,834

Cash Payments for Interest and Income Taxes


	Three Months Ended June 30				Six Months Ended June 30
(in millions)	2016		2015		2016		2015
Interest	$	512	$	550	$	1,235	$	1,241
Income taxes	$	1,495	$	1,881	$	1,685	$	1,999

Comcast Corporation

Noncash Investing and Financing Activities

During the six months ended June 30, 2016:

•

we acquired $1.2 billion of property and equipment and intangible assets that were accrued but unpaid

•

we recorded a liability of $663 million for a quarterly cash dividend of $0.275 per common share to be paid in July 2016

Note 12: Commitments and Contingencies

Insurance Obligations

We recorded an operating expense of $116 million during the three months ended June 30, 2016 and eliminated substantially all of our liabilities related to certain insurance obligations, which are disclosed in Note 12 of our consolidated financial statements included in our 2015 Annual Report on Form 10-K.

Contingencies

We are a defendant in several unrelated lawsuits claiming infringement of various patents relating to various aspects of our businesses. In certain of these cases other industry participants are also defendants, and also in certain of these cases we expect that any potential liability would be in part or in whole the responsibility of our equipment and technology vendors under applicable contractual indemnification provisions.

We are also subject to other legal proceedings and claims that arise in the ordinary course of our business. While the amount of ultimate liability with respect to such actions is not expected to materially affect our results of operations, cash flows or financial position, any litigation resulting from any such legal proceedings or claims could be time-consuming and injure our reputation.

Note 13: Financial Data by Business Segment

We present our operations in five reportable business segments:

•

Cable Communications: Consists of the operations of Comcast Cable, which is one of the nation’s largest providers of video, high-speed Internet and voice services to residential customers under the XFINITY brand; we also provide these and other services to business customers and sell advertising.

•

Cable Networks: Consists primarily of our national cable networks, our regional sports and news networks, our international cable networks and our cable television studio production operations.

•

Broadcast Television: Consists primarily of the NBC and Telemundo broadcast networks, our NBC and Telemundo owned local broadcast television stations, the NBC Universo national cable network, and our broadcast television studio production operations.

•

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

•

Theme Parks: Consists primarily of our Universal theme parks in Orlando, Florida; Hollywood, California; and Osaka, Japan.

Comcast Corporation

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.


	Three Months Ended June 30, 2016
(in millions)	Revenue^(g)			Operating Income (Loss) Before Depreciation and Amortization^(h)			Depreciation and Amortization		Operating Income (Loss)			Capital Expenditures
Cable Communications^(a)(b)	$	12,444		$	5,048		$	1,904	$	3,144		$	1,881
NBCUniversal
Cable Networks		2,566			944			187		757			7
Broadcast Television		2,128			394			30		364			30
Filmed Entertainment		1,351			56			12		44			5
Theme Parks^(d)		1,136			469			145		324			240
Headquarters and Other^(e)		6			(175	)		91		(266	)		78
Eliminations^(f)		(84	)		1			—		1			—
NBCUniversal		7,103			1,689			465		1,224			360
Corporate and Other^(b)		180			(291	)		20		(311	)		30
Eliminations^(d)(f)		(458	)		9			—		9			—
Comcast Consolidated	$	19,269		$	6,455		$	2,389	$	4,066		$	2,271


	Three Months Ended June 30, 2015
(in millions)	Revenue^(g)			Operating Income (Loss) Before Depreciation and Amortization^(h)			Depreciation and Amortization		Operating Income (Loss)			Capital Expenditures
Cable Communications^(a)(b)	$	11,740		$	4,777		$	1,732	$	3,045		$	1,678
NBCUniversal
Cable Networks		2,450			872			211		661			5
Broadcast Television		1,813			231			30		201			14
Filmed Entertainment		2,266			422			6		416			4
Theme Parks^(d)		773			334			76		258			166
Headquarters and Other^(e)		3			(169	)		82		(251	)		83
Eliminations^(f)		(75	)		2			—		2			—
NBCUniversal		7,230			1,692			405		1,287			272
Corporate and Other^(b)		164			(231	)		24		(255	)		21
Eliminations^(d)(f)		(391	)		28			—		28			—
Comcast Consolidated	$	18,743		$	6,266		$	2,161	$	4,105		$	1,971


	Six Months Ended June 30, 2016
(in millions)	Revenue^(g)			Operating Income (Loss) Before Depreciation and Amortization^(h)			Depreciation and Amortization		Operating Income (Loss)			Capital Expenditures
Cable Communications^(a)(b)	$	24,648		$	9,937		$	3,747	$	6,190		$	3,457
NBCUniversal
Cable Networks		5,019			1,900			377		1,523			8
Broadcast Television		4,212			678			62		616			49
Filmed Entertainment		2,734			223			20		203			8
Theme Parks^(d)		2,162			844			243		601			440
Headquarters and Other^(e)		9			(335	)		177		(512	)		150
Eliminations^(f)		(172	)		1			—		1			—
NBCUniversal		13,964			3,311			879		2,432			655
Corporate and Other^(b)		379			(445	)		41		(486	)		44
Eliminations^(d)(f)		(932	)		19			—		19			—
Comcast Consolidated	$	38,059		$	12,822		$	4,667	$	8,155		$	4,156

Comcast Corporation


	Six Months Ended June 30, 2015
(in millions)	Revenue^(g)			Operating Income (Loss) Before Depreciation and Amortization^(h)			Depreciation and Amortization		Operating Income (Loss)			Capital Expenditures
Cable Communications^(a)(b)	$	23,181		$	9,435		$	3,412	$	6,023		$	3,124
NBCUniversal
Cable Networks		4,809			1,770			395		1,375			11
Broadcast Television^(c)		4,061			413			59		354			25
Filmed Entertainment		3,712			715			11		704			5
Theme Parks^(d)		1,424			578			142		436			328
Headquarters and Other^(e)		7			(309	)		162		(471	)		171
Eliminations^(f)		(179	)		—			—		—			—
NBCUniversal		13,834			3,167			769		2,398			540
Corporate and Other^(b)		357			(440	)		46		(486	)		33
Eliminations^(d)(f)		(776	)		60			—		60			—
Comcast Consolidated	$	36,596		$	12,222		$	4,227	$	7,995		$	3,697

(a)	For the three and six months ended June 30, 2016 and 2015, Cable Communications segment revenue was derived from the following sources:


	Three Months Ended June 30						Six Months Ended June 30
	2016			2015			2016			2015
Residential:
Video		44.9	%		46.3	%		45.1	%		46.4	%
High-speed Internet		27.1	%		26.4	%		27.0	%		26.5	%
Voice		7.2	%		7.7	%		7.3	%		7.8	%
Business services		10.9	%		9.9	%		10.8	%		9.8	%
Advertising		4.8	%		4.9	%		4.7	%		4.6	%
Other		5.1	%		4.8	%		5.1	%		4.9	%
Total		100	%		100	%		100	%		100	%

Subscription revenue received from customers who purchase bundled services at a discounted rate is allocated proportionally to each service based on the individual service’s price on a stand-alone basis.

For both the three and six months ended June 30, 2016 and 2015, 2.8% of Cable Communications segment revenue was derived from franchise and other regulatory fees.

(b)

Beginning in the first quarter of 2016, certain operations and businesses, including several strategic business initiatives, that were previously presented in Corporate and Other are now presented in our Cable Communications segment to reflect a change in our management reporting presentation. For segment reporting purposes, we have adjusted all periods presented to reflect this change.

(c)	The revenue and operating costs and expenses associated with our broadcast of the 2015 Super Bowl were reported in our Broadcast Television segment.

(d)

Beginning in the fourth quarter of 2015, we changed our method of accounting for a contractual obligation that involves an interest in the revenue of certain theme parks. As a result of the change, amounts payable based on current period revenue are presented in operating costs and expenses. Amounts paid through the third quarter of 2015 were included in other income (expense), net in our consolidated statement of income. For segment reporting purposes, we have adjusted periods prior to the fourth quarter of 2015 to reflect management reporting presentation for this expense on a consistent basis for all periods in the Theme Parks segment and total NBCUniversal, which resulted in a corresponding offsetting adjustment in Eliminations to reconcile to consolidated totals.

(e)	NBCUniversal Headquarters and Other activities include costs associated with overhead, personnel costs and headquarter initiatives.

(f)	Included in Eliminations are transactions that our segments enter into with one another. The most common types of transactions are the following:

•

our Cable Networks segment generates revenue by selling programming to our Cable Communications segment, which represents a substantial majority of the revenue elimination amount

•

our Broadcast Television segment generates revenue from the fees received under retransmission consent agreements with our Cable Communications segment

•

our Cable Communications segment generates revenue by selling advertising and by selling the use of satellite feeds to our Cable Networks segment

Comcast Corporation

•

our Filmed Entertainment and Broadcast Television segments generate revenue by licensing content to our Cable Networks segment

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

(h)

We use operating income (loss) before depreciation and amortization, excluding impairment charges related to fixed and intangible assets and gains or losses on 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 depreciation and amortization expense that results from the capital-intensive nature of certain of our businesses and from intangible assets recognized in 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 that of 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 Comcast Corporation, net cash provided by operating activities, or other measures of performance or liquidity we have reported in accordance with GAAP.

Note 14: Condensed Consolidating Financial Information

Comcast (“Comcast Parent”), Comcast Cable Communications, LLC (“CCCL Parent”), and NBCUniversal (“NBCUniversal Media Parent”) have fully and unconditionally guaranteed each other’s debt securities. In addition, the Comcast revolving credit facility and the Comcast commercial paper program are also fully and unconditionally guaranteed by NBCUniversal. The Comcast commercial paper program is supported by the Comcast revolving credit facility.

Comcast Parent and CCCL Parent also fully and unconditionally guarantee NBCUniversal Enterprise’s $3.3 billion of senior notes, as well as the NBCUniversal Enterprise revolving credit facility and the associated commercial paper program. NBCUniversal Media Parent does not guarantee the NBCUniversal Enterprise senior notes, credit facility or commercial paper program.

Comcast Parent provides an unconditional subordinated guarantee of the $185 million principal amount currently outstanding of Comcast Holdings’ ZONES due October 2029. Neither CCCL Parent nor NBCUniversal Media Parent guarantee the Comcast Holdings’ ZONES due October 2029. None of Comcast Parent, CCCL Parent nor NBCUniversal Media Parent guarantee the $62 million principal amount currently outstanding of Comcast Holdings’ ZONES due November 2029 or the $3.8 billion of Universal Studios Japan term loans.

Comcast Corporation

Condensed Consolidating Balance Sheet

June 30, 2016


(in millions)	Comcast Parent		Comcast Holdings		CCCL Parent		NBCUniversal Media Parent		Non- Guarantor Subsidiaries		Elimination and Consolidation Adjustments			Consolidated Comcast Corporation
Assets
Cash and cash equivalents	$	—	$	—	$	—	$	270	$	4,395	$	—		$	4,665
Receivables, net		—		—		—		—		6,708		—			6,708
Programming rights		—		—		—		—		1,435		—			1,435
Other current assets		138		—		—		49		1,782		—			1,969
Total current assets		138		—		—		319		14,320		—			14,777
Film and television costs		—		—		—		—		5,811		—			5,811
Investments		48		—		—		445		3,186		—			3,679
Investments in and amounts due from subsidiaries eliminated upon consolidation		91,382		115,253		123,620		42,893		113,686		(486,834	)		—
Property and equipment, net		218		—		—		—		34,678		—			34,896
Franchise rights		—		—		—		—		59,364		—			59,364
Goodwill		—		—		—		—		33,792		—			33,792
Other intangible assets, net		10		—		—		—		17,194		—			17,204
Other noncurrent assets, net		1,361		147		—		85		2,117		(1,248	)		2,462
Total assets	$	93,157	$	115,400	$	123,620	$	43,742	$	284,148	$	(488,082	)	$	171,985

Liabilities and Equity
Accounts payable and accrued expenses related to trade creditors	$	31	$	—	$	—	$	—	$	6,328	$	—		$	6,359
Accrued participations and residuals		—		—		—		—		1,542		—			1,542
Accrued expenses and other current liabilities		1,672		335		282		282		4,195		—			6,766
Current portion of long-term debt		1,000		—		550		4		1,380		—			2,934
Total current liabilities		2,703		335		832		286		13,445		—			17,601
Long-term debt, less current portion		34,757		133		2,100		8,228		7,411		—			52,629
Deferred income taxes		—		581		—		69		34,964		(1,102	)		34,512
Other noncurrent liabilities		2,599		—		—		1,143		7,123		(146	)		10,719
Redeemable noncontrolling interests and redeemable subsidiary preferred stock		—		—		—		—		1,248		—			1,248
Equity:
Common stock		28		—		—		—		—		—			28
Other shareholders’ equity		53,070		114,351		120,688		34,016		217,779		(486,834	)		53,070
Total Comcast Corporation shareholders’ equity		53,098		114,351		120,688		34,016		217,779		(486,834	)		53,098
Noncontrolling interests		—		—		—		—		2,178		—			2,178
Total equity		53,098		114,351		120,688		34,016		219,957		(486,834	)		55,276
Total liabilities and equity	$	93,157	$	115,400	$	123,620	$	43,742	$	284,148	$	(488,082	)	$	171,985

Comcast Corporation

Condensed Consolidating Balance Sheet

December 31, 2015


(in millions)	Comcast Parent		Comcast Holdings		CCCL Parent		NBCUniversal Media Parent		Non- Guarantor Subsidiaries		Elimination and Consolidation Adjustments			Consolidated Comcast Corporation
Assets
Cash and cash equivalents	$	—	$	—	$	—	$	414	$	1,881	$	—		$	2,295
Receivables, net		—		—		—		—		6,896		—			6,896
Programming rights		—		—		—		—		1,213		—			1,213
Other current assets		69		—		—		17		1,813		—			1,899
Total current assets		69		—		—		431		11,803		—			12,303
Film and television costs		—		—		—		—		5,855		—			5,855
Investments		33		—		—		430		2,761		—			3,224
Investments in and amounts due from subsidiaries eliminated upon consolidation		87,142		111,241		119,354		42,441		109,598		(469,776	)		—
Property and equipment, net		210		—		—		—		33,455		—			33,665
Franchise rights		—		—		—		—		59,364		—			59,364
Goodwill		—		—		—		—		32,945		—			32,945
Other intangible assets, net		12		—		—		—		16,934		—			16,946
Other noncurrent assets, net		1,301		147		—		78		2,114		(1,368	)		2,272
Total assets	$	88,767	$	111,388	$	119,354	$	43,380	$	274,829	$	(471,144	)	$	166,574

Liabilities and Equity
Accounts payable and accrued expenses related to trade creditors	$	16	$	—	$	—	$	—	$	6,199	$	—		$	6,215
Accrued participations and residuals		—		—		—		—		1,572		—			1,572
Accrued expenses and other current liabilities		1,789		335		290		389		3,961		—			6,764
Current portion of long-term debt		1,149		—		—		1,005		1,473		—			3,627
Total current liabilities		2,954		335		290		1,394		13,205		—			18,178
Long-term debt, less current portion		31,106		130		2,650		8,211		6,897		—			48,994
Deferred income taxes		—		624		—		66		34,098		(1,222	)		33,566
Other noncurrent liabilities		2,438		—		—		1,087		7,258		(146	)		10,637
Redeemable noncontrolling interests and redeemable subsidiary preferred stock		—		—		—		—		1,221		—			1,221
Equity:
Common stock		29		—		—		—		—		—			29
Other shareholders’ equity		52,240		110,299		116,414		32,622		210,441		(469,776	)		52,240
Total Comcast Corporation shareholders’ equity		52,269		110,299		116,414		32,622		210,441		(469,776	)		52,269
Noncontrolling interests		—		—		—		—		1,709		—			1,709
Total equity		52,269		110,299		116,414		32,622		212,150		(469,776	)		53,978
Total liabilities and equity	$	88,767	$	111,388	$	119,354	$	43,380	$	274,829	$	(471,144	)	$	166,574

Comcast Corporation

Condensed Consolidating Statement of Income

For the Three Months Ended June 30, 2016


(in millions)	Comcast Parent			Comcast Holdings			CCCL Parent			NBCUniversal Media Parent			Non- Guarantor Subsidiaries			Elimination and Consolidation Adjustments			Consolidated Comcast Corporation
Revenue:
Service revenue	$	—		$	—		$	—		$	—		$	19,269		$	—		$	19,269
Management fee revenue		266			—			261			—			—			(527	)		—
		266			—			261			—			19,269			(527	)		19,269
Costs and Expenses:
Programming and production		—			—			—			—			5,492			—			5,492
Other operating and administrative		285			—			261			222			5,520			(527	)		5,761
Advertising, marketing and promotion		—			—			—			—			1,561			—			1,561
Depreciation		6			—			—			—			1,862			—			1,868
Amortization		2			—			—			—			519			—			521
		293			—			261			222			14,954			(527	)		15,203
Operating income (loss)		(27	)		—			—			(222	)		4,315			—			4,066
Other Income (Expense):
Interest expense		(478	)		(3	)		(61	)		(112	)		(78	)		—			(732	)
Investment income (loss), net		3			1			—			(6	)		60			—			58
Equity in net income (losses) of investees, net		2,354			2,275			2,127			1,288			914			(8,977	)		(19	)
Other income (expense), net		—			—			—			(7	)		(8	)		—			(15	)
		1,879			2,273			2,066			1,163			888			(8,977	)		(708	)
Income (loss) before income taxes		1,852			2,273			2,066			941			5,203			(8,977	)		3,358
Income tax (expense) benefit		176			1			21			(8	)		(1,468	)		—			(1,278	)
Net income (loss)		2,028			2,274			2,087			933			3,735			(8,977	)		2,080
Net (income) loss attributable to noncontrolling interests and redeemable subsidiary preferred stock		—			—			—			—			(52	)		—			(52	)
Net income (loss) attributable to Comcast Corporation	$	2,028		$	2,274		$	2,087		$	933		$	3,683		$	(8,977	)	$	2,028
Comprehensive income (loss) attributable to Comcast Corporation	$	2,113		$	2,321		$	2,087		$	1,096		$	4,194		$	(9,698	)	$	2,113

Comcast Corporation

Condensed Consolidating Statement of Income

For the Three Months Ended June 30, 2015


(in millions)	Comcast Parent			Comcast Holdings			CCCL Parent			NBCUniversal Media Parent			Non- Guarantor Subsidiaries			Elimination and Consolidation Adjustments			Consolidated Comcast Corporation
Revenue:
Service revenue	$	—		$	—		$	—		$	—		$	18,743		$	—		$	18,743
Management fee revenue		252			—			246			—			—			(498	)		—
		252			—			246			—			18,743			(498	)		18,743
Costs and Expenses:
Programming and production		—			—			—			—			5,669			—			5,669
Other operating and administrative		225			—			246			255			5,046			(498	)		5,274
Advertising, marketing and promotion		—			—			—			—			1,534			—			1,534
Depreciation		7			—			—			—			1,667			—			1,674
Amortization		2			—			—			—			485			—			487
		234			—			246			255			14,401			(498	)		14,638
Operating income (loss)		18			—			—			(255	)		4,342			—			4,105
Other Income (Expense):
Interest expense		(472	)		(3	)		(73	)		(116	)		(49	)		—			(713	)
Investment income (loss), net		—			(1	)		—			(8	)		26			—			17
Equity in net income (losses) of investees, net		2,431			2,162			2,020			1,281			676			(8,806	)		(236	)
Other income (expense), net		2			—			—			16			297			—			315
		1,961			2,158			1,947			1,173			950			(8,806	)		(617	)
Income (loss) before income taxes		1,979			2,158			1,947			918			5,292			(8,806	)		3,488
Income tax (expense) benefit		158			2			26			(6	)		(1,493	)		—			(1,313	)
Net income (loss)		2,137			2,160			1,973			912			3,799			(8,806	)		2,175
Net (income) loss attributable to noncontrolling interests and redeemable subsidiary preferred stock		—			—			—			—			(38	)		—			(38	)
Net income (loss) attributable to Comcast Corporation	$	2,137		$	2,160		$	1,973		$	912		$	3,761		$	(8,806	)	$	2,137
Comprehensive income (loss) attributable to Comcast Corporation	$	2,159		$	2,168		$	1,973		$	936		$	3,761		$	(8,838	)	$	2,159

Comcast Corporation

Condensed Consolidating Statement of Income

For the Six Months Ended June 30, 2016


(in millions)	Comcast Parent			Comcast Holdings			CCCL Parent			NBCUniversal Media Parent			Non- Guarantor Subsidiaries			Elimination and Consolidation Adjustments			Consolidated Comcast Corporation
Revenue:
Service revenue	$	—		$	—		$	—		$	—		$	38,059		$	—		$	38,059
Management fee revenue		525			—			515			—			—			(1,040	)		—
		525			—			515			—			38,059			(1,040	)		38,059
Costs and Expenses:
Programming and production		—			—			—			—			10,923			—			10,923
Other operating and administrative		441			—			515			517			10,853			(1,040	)		11,286
Advertising, marketing and promotion		—			—			—			—			3,028			—			3,028
Depreciation		14			—			—			—			3,639			—			3,653
Amortization		3			—			—			—			1,011			—			1,014
		458			—			515			517			29,454			(1,040	)		29,904
Operating income (loss)		67			—			—			(517	)		8,605			—			8,155
Other Income (Expense):
Interest expense		(929	)		(6	)		(120	)		(229	)		(151	)		—			(1,435	)
Investment income (loss), net		3			1			—			(8	)		92			—			88
Equity in net income (losses) of investees, net		4,720			4,539			4,241			2,585			1,905			(18,020	)		(30	)
Other income (expense), net		—			—			—			117			(2	)		—			115
		3,794			4,534			4,121			2,465			1,844			(18,020	)		(1,262	)
Income (loss) before income taxes		3,861			4,534			4,121			1,948			10,449			(18,020	)		6,893
Income tax (expense) benefit		301			2			42			(13	)		(2,921	)		—			(2,589	)
Net income (loss)		4,162			4,536			4,163			1,935			7,528			(18,020	)		4,304
Net (income) loss attributable to noncontrolling interests and redeemable subsidiary preferred stock		—			—			—			—			(142	)		—			(142	)
Net income (loss) attributable to Comcast Corporation	$	4,162		$	4,536		$	4,163		$	1,935		$	7,386		$	(18,020	)	$	4,162
Comprehensive income (loss) attributable to Comcast Corporation	$	4,337		$	4,627		$	4,165		$	2,242		$	7,899		$	(18,933	)	$	4,337

Comcast Corporation

Condensed Consolidating Statement of Income

For the Six Months Ended June 30, 2015


(in millions)	Comcast Parent			Comcast Holdings			CCCL Parent			NBCUniversal Media Parent			Non- Guarantor Subsidiaries			Elimination and Consolidation Adjustments			Consolidated Comcast Corporation
Revenue:
Service revenue	$	—		$	—		$	—		$	—		$	36,596		$	—		$	36,596
Management fee revenue		496			—			483			—			—			(979	)		—
		496			—			483			—			36,596			(979	)		36,596
Costs and Expenses:
Programming and production		—			—			—			—			11,132			—			11,132
Other operating and administrative		451			—			483			492			9,901			(979	)		10,348
Advertising, marketing and promotion		—			—			—			—			2,894			—			2,894
Depreciation		15			—			—			—			3,293			—			3,308
Amortization		3			—			—			—			916			—			919
		469			—			483			492			28,136			(979	)		28,601
Operating income (loss)		27			—			—			(492	)		8,460			—			7,995
Other Income (Expense):
Interest expense		(882	)		(6	)		(146	)		(236	)		(99	)		—			(1,369	)
Investment income (loss), net		1			1			—			(14	)		62			—			50
Equity in net income (losses) of investees, net		4,753			4,388			4,012			2,512			1,561			(17,429	)		(203	)
Other income (expense), net		(3	)		—			—			5			415			—			417
		3,869			4,383			3,866			2,267			1,939			(17,429	)		(1,105	)
Income (loss) before income taxes		3,896			4,383			3,866			1,775			10,399			(17,429	)		6,890
Income tax (expense) benefit		300			2			51			(11	)		(2,916	)		—			(2,574	)
Net income (loss)		4,196			4,385			3,917			1,764			7,483			(17,429	)		4,316
Net (income) loss attributable to noncontrolling interests and redeemable subsidiary preferred stock		—			—			—			—			(120	)		—			(120	)
Net income (loss) attributable to Comcast Corporation	$	4,196		$	4,385		$	3,917		$	1,764		$	7,363		$	(17,429	)	$	4,196
Comprehensive income (loss) attributable to Comcast Corporation	$	4,176		$	4,377		$	3,915		$	1,737		$	7,362		$	(17,391	)	$	4,176

Comcast Corporation

Condensed Consolidating Statement of Cash Flows

For the Six Months Ended June 30, 2016


(in millions)	Comcast Parent			Comcast Holdings		CCCL Parent			NBCUniversal Media Parent			Non- Guarantor Subsidiaries			Elimination and Consolidation Adjustments		Consolidated Comcast Corporation
Net cash provided by (used in) operating activities	$	(778	)	$	—	$	(84	)	$	(809	)	$	11,054		$	—	$	9,383
Investing Activities
Net transactions with affiliates		880			—		84			1,579			(2,543	)		—		—
Capital expenditures		(7	)		—		—			—			(4,149	)		—		(4,156	)
Cash paid for intangible assets		(3	)		—		—			—			(734	)		—		(737	)
Acquisitions and construction of real estate properties		—			—		—			—			(211	)		—		(211	)
Acquisitions, net of cash acquired		—			—		—			—			(126	)		—		(126	)
Proceeds from sales of businesses and investments		—			—		—			102			36			—		138
Purchases of investments		(15	)		—		—			(2	)		(563	)		—		(580	)
Other		(164	)		—		—			(35	)		43			—		(156	)
Net cash provided by (used in) investing activities		691			—		84			1,644			(8,247	)		—		(5,828	)
Financing Activities
Proceeds from (repayments of) short-term borrowings, net		(400	)		—		—			—			605			—		205
Proceeds from borrowings		4,753			—		—			—			—			—		4,753
Repurchases and repayments of debt		(750	)		—		—			(1,004	)		(797	)		—		(2,551	)
Repurchases and retirements of common stock		(2,385	)		—		—			—			—			—		(2,385	)
Dividends paid		(1,281	)		—		—			—			—			—		(1,281	)
Issuances of common stock		19			—		—			—			—			—		19
Distributions to noncontrolling interests and dividends for redeemable subsidiary preferred stock		—			—		—			—			(125	)		—		(125	)
Other		131			—		—			25			24			—		180
Net cash provided by (used in) financing activities		87			—		—			(979	)		(293	)		—		(1,185	)
Increase (decrease) in cash and cash equivalents		—			—		—			(144	)		2,514			—		2,370
Cash and cash equivalents, beginning of period		—			—		—			414			1,881			—		2,295
Cash and cash equivalents, end of period	$	—		$	—	$	—		$	270		$	4,395		$	—	$	4,665

Comcast Corporation

Condensed Consolidating Statement of Cash Flows

For the Six Months Ended June 30, 2015


(in millions)	Comcast Parent			Comcast Holdings			CCCL Parent			NBCUniversal Media Parent			Non- Guarantor Subsidiaries			Elimination and Consolidation Adjustments		Consolidated Comcast Corporation
Net cash provided by (used in) operating activities	$	(398	)	$	(1	)	$	(109	)	$	(751	)	$	10,093		$	—	$	8,834
Investing Activities
Net transactions with affiliates		3,661			1			109			1,670			(5,441	)		—		—
Capital expenditures		(13	)		—			—			—			(3,684	)		—		(3,697	)
Cash paid for intangible assets		(1	)		—			—			—			(599	)		—		(600	)
Acquisitions and construction of real estate properties		—			—			—			—			(65	)		—		(65	)
Acquisitions, net of cash acquired		—			—			—			—			(179	)		—		(179	)
Proceeds from sales of businesses and investments		—			—			—			1			394			—		395
Purchases of investments		(2	)		—			—			—			(270	)		—		(272	)
Other		7			—			—			(5	)		180			—		182
Net cash provided by (used in) investing activities		3,652			1			109			1,666			(9,664	)		—		(4,236	)
Financing Activities
Proceeds from (repayments of) short-term borrowings, net		—			—			—			—			(137	)		—		(137	)
Proceeds from borrowings		3,996			—			—			—			—			—		3,996
Repurchases and repayments of debt		(2,650	)		—			—			(1,001	)		(15	)		—		(3,666	)
Repurchases and retirements of common stock		(3,585	)		—			—			—			—			—		(3,585	)
Dividends paid		(1,200	)		—			—			—			—			—		(1,200	)
Issuances of common stock		32			—			—			—			—			—		32
Distributions to noncontrolling interests and dividends for redeemable subsidiary preferred stock		—			—			—			—			(114	)		—		(114	)
Other		153			—			—			—			(501	)		—		(348	)
Net cash provided by (used in) financing activities		(3,254	)		—			—			(1,001	)		(767	)		—		(5,022	)
Increase (decrease) in cash and cash equivalents		—			—			—			(86	)		(338	)		—		(424	)
Cash and cash equivalents, beginning of period		—			—			—			385			3,525			—		3,910
Cash and cash equivalents, end of period	$	—		$	—		$	—		$	299		$	3,187		$	—	$	3,486

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

Overview

We are a global media and technology company with two primary businesses, Comcast Cable and NBCUniversal. We present our operations for Comcast Cable in one reportable business segment, referred to as Cable Communications, and our operations for NBCUniversal in four reportable business segments. The Cable Networks, Broadcast Television, Filmed Entertainment and Theme Parks segments comprise the NBCUniversal businesses (collectively, the “NBCUniversal segments”).

Cable Communications Segment

Comcast Cable is one of the nation’s largest providers of video, high-speed Internet and voice services (“cable services”) to residential customers under the XFINITY brand, and we also provide these and other services to business customers. As of June 30, 2016, our cable systems had 28.1 million total customer relationships; served 22.4 million video customers, 24.0 million high-speed Internet customers and 11.6 million voice customers; and passed more than 56 million homes and businesses. Our Cable Communications segment generates revenue primarily from residential and business customers subscribing to our cable services, which we market individually and as bundled services, and from the sale of advertising. During the six months ended June 30, 2016, our Cable Communications segment generated 65% of our consolidated revenue and 78% of our operating income before depreciation and amortization.

NBCUniversal Segments

NBCUniversal is one of the world’s leading media and entertainment companies that develops, produces and distributes entertainment, news and information, sports, and other content for global audiences, and owns and operates theme parks worldwide.

Cable Networks

Our Cable Networks segment consists primarily of a diversified portfolio of cable television networks. Our cable networks are comprised of our national cable networks, which provide a variety of entertainment, news and information, and sports content, our regional sports and news networks, various international cable networks, our cable television studio production operations, and related digital media properties. Our Cable Networks segment generates revenue primarily from the distribution of our cable network programming to multichannel video providers, from the sale of advertising units on our cable networks and related digital media properties, from the licensing of our owned programming to cable and broadcast networks and subscription video on demand services, and from the sale of our owned programming through digital distributors such as iTunes. Our Cable Networks segment also generates revenue from the production of programming for third-party networks and subscription video on demand services.

Broadcast Television

Our Broadcast Television segment consists primarily of the NBC and Telemundo broadcast networks, our NBC and Telemundo owned local broadcast television stations, the NBC Universo national cable network, our broadcast television studio production operations, and related digital media properties. Our Broadcast Television segment generates revenue primarily from the sale of advertising units on our broadcast networks, owned local television stations and related digital media properties, from the licensing of our owned programming to various distribution platforms, including to cable and broadcast networks as well as to subscription video on demand services, from fees received under retransmission consent agreements, and from the sale of our owned programming on standard-definition video discs and Blu-ray discs (together, “DVDs”) and in digital formats.

Filmed Entertainment

Our Filmed Entertainment segment primarily produces, acquires, markets and distributes filmed entertainment worldwide, and it also develops, produces and licenses live stage plays. Our films are produced primarily under

the Universal Pictures, Illumination and Focus Features names. Our Filmed Entertainment segment generates revenue primarily from the worldwide theatrical release of our owned and acquired films for exhibition in movie theaters, from the licensing of our owned and acquired films through various distribution platforms, and from the sale of our owned and acquired films on DVDs and in digital formats. Our Filmed Entertainment segment also generates revenue from producing and licensing live stage plays, from distributing filmed entertainment produced by third parties, and from Fandango, our movie ticketing and entertainment business.

Theme Parks

Our Theme Parks segment consists primarily of our Universal theme parks in Orlando, Florida and Hollywood, California. In November 2015, NBCUniversal acquired a 51% interest in the Universal Studios theme park in Osaka, Japan (“Universal Studios Japan”). In addition, along with a consortium of Chinese state-owned companies, we are developing a theme park in China. Our Theme Parks segment generates revenue primarily from ticket sales and guest spending at our theme parks, as well as from licensing and other fees for intellectual property licenses and other services.

Competition

The results of operations of our reportable business segments are affected by competition, as all of our businesses operate in intensely competitive, consumer-driven and rapidly changing environments and compete with a growing number of companies that provide a broad range of communications products and services, and entertainment, news and information content to consumers.

For additional information on the competition our businesses face, see Item 1A: Risk Factors included in our 2015 Annual Report on Form 10-K and refer to the risk factors within that section entitled “Our businesses currently face a wide range of competition, and our businesses and results of operations could be adversely affected if we do not compete effectively” and “Changes in consumer behavior driven by alternative methods for viewing content may adversely affect our businesses and challenge existing business models.”

Seasonality and Cyclicality

Each of our businesses is subject to seasonal and cyclical variations. In our Cable Communications segment, our results are impacted by the seasonal nature of customers receiving our cable services in college and vacation markets. This generally results in a reduction in net customer additions in the second quarter and an increase in net customer additions in the third and fourth quarters of each year.

Revenue in our Cable Communications, Cable Networks and Broadcast Television segments is subject to cyclical advertising patterns and changes in viewership levels. Advertising revenue in the U.S. is generally higher in the second and fourth quarters of each year, due in part to increases in consumer advertising in the spring and in the period leading up to and including the holiday season. Advertising revenue in the U.S. is also cyclical, with a benefit in even-numbered years due to advertising related to candidates running for political office and issue-oriented advertising. Revenue in our Cable Networks and Broadcast Television segments fluctuates depending on the timing of when our programming is aired on television, which typically results in higher advertising revenue in the second and fourth quarters of each year. Our revenue and operating costs and expenses, excluding depreciation and amortization (“operating costs and expenses”) are cyclical as a result of our periodic broadcasts of major sporting events such as the Olympic Games, which affect our Cable Networks and Broadcast Television segments, and the Super Bowl, which affect our Broadcast Television segment. Our advertising revenue generally increases in the period of these broadcasts due to increased demand for advertising time, and our operating costs and expenses also increase as a result of our production costs and the amortization of the related rights fees.

Revenue in our Filmed Entertainment segment fluctuates due to the timing of the release of films in movie theaters, on DVD and through digital distribution services. Release dates are determined by several factors, including competition and the timing of vacation and holiday periods. As a result, revenue tends to be seasonal, with increases experienced each year during the summer months and around the holidays. Revenue in our Cable Networks, Broadcast Television and Filmed Entertainment segments also fluctuates due to the timing of when our content is made available to licensees.

Revenue in our Theme Parks segment fluctuates with changes in theme park attendance that result from the seasonal nature of vacation travel and weather variations, local entertainment offerings and the opening of new attractions. Our theme parks generally experience peak attendance during the summer months when schools are closed and during early winter and spring holiday periods.

Consolidated Operating Results


	Three Months Ended June 30						Increase/ (Decrease)			Six Months Ended June 30						Increase/ (Decrease)
(in millions)	2016			2015						2016			2015
Revenue	$	19,269		$	18,743			2.8	%	$	38,059		$	36,596			4.0	%
Costs and Expenses:
Programming and production		5,492			5,669			(3.1	)		10,923			11,132			(1.9	)
Other operating and administrative		5,761			5,274			9.2			11,286			10,348			9.1
Advertising, marketing and promotion		1,561			1,534			1.8			3,028			2,894			4.6
Depreciation		1,868			1,674			11.6			3,653			3,308			10.4
Amortization		521			487			7.0			1,014			919			10.4
Operating income		4,066			4,105			(1.0	)		8,155			7,995			2.0
Other income (expense) items, net		(708	)		(617	)		14.6			(1,262	)		(1,105	)		14.1
Income before income taxes		3,358			3,488			(3.7	)		6,893			6,890			0.1
Income tax expense		(1,278	)		(1,313	)		(2.7	)		(2,589	)		(2,574	)		0.6
Net income		2,080			2,175			(4.4	)		4,304			4,316			(0.3	)
Net (income) loss attributable to noncontrolling interests and redeemable subsidiary preferred stock		(52	)		(38	)		37.3			(142	)		(120	)		19.1
Net income attributable to Comcast Corporation	$	2,028		$	2,137			(5.1	)%	$	4,162		$	4,196			(0.8	)%

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

Consolidated Revenue

Our Cable Communications, Cable Networks, Broadcast Television and Theme Parks segments accounted for the increases in consolidated revenue for the three and six months ended June 30, 2016. The increases in our Theme Parks segment for both the three and six months ended June 30, 2016 were associated with the acquisition of a 51% interest in Universal Studios Japan in November 2015. The increases in consolidated revenue for the three and six months ended June 30, 2016 were partially offset by decreases in revenue in our Filmed Entertainment segment. Consolidated revenue for the six months ended June 30, 2015 included $376 million of revenue associated with our broadcast of the 2015 Super Bowl in February 2015.

Revenue for our segments is discussed separately below under the heading “Segment Operating Results.” Revenue for our other businesses is discussed separately below under the heading “Corporate and Other Results of Operations.”

Consolidated Costs and Expenses

Our Cable Communications, Broadcast Television, Theme Parks and Cable Networks segments accounted for the increase in consolidated operating costs and expenses for the three months ended June 30, 2016. The increase for the three months ended June 30, 2016 was partially offset by lower operating costs and expenses in our Filmed Entertainment segment. Our Cable Communications, Theme Parks and Cable Networks segments accounted for the increase in consolidated operating costs and expenses for the six months ended June 30, 2016. The increase for the six months ended June 30, 2016 was partially offset by lower operating costs and expenses in our Filmed Entertainment segment and in our Broadcast Television segment, which was primarily due to our broadcast of the 2015 Super Bowl in the prior year period. The increases in operating costs and expenses in our Theme Parks segment for the three and six months ended June 30, 2016 were associated with the acquisition of a 51% interest in Universal Studios Japan in November 2015. For the three and six months ended June 30, 2015, our consolidated operating costs and expenses included transaction-related costs associated with the Time Warner Cable merger and related divestiture transactions of $79 million and $178 million, respectively.

Operating costs and expenses for our segments are discussed separately below under the heading “Segment Operating Results.” Operating costs and expenses for our corporate and other businesses are discussed separately below under the heading “Corporate and Other Results of Operations.”

Consolidated Depreciation and Amortization Expenses


	Three Months Ended June 30				Increase/ (Decrease)			Six Months Ended June 30				Increase/ (Decrease)
(in millions)	2016		2015					2016		2015
Cable Communications	$	1,904	$	1,732		9.9	%	$	3,747	$	3,412		9.8	%
NBCUniversal		465		405		14.6			879		769		14.2
Corporate and Other		20		24		(12.6	)		41		46		(8.6	)
Comcast Consolidated	$	2,389	$	2,161		10.6	%	$	4,667	$	4,227		10.4	%

Consolidated depreciation and amortization expenses increased for the three and six months ended June 30, 2016 primarily due to increases in capital expenditures, as well as expenditures for software, in our Cable Communications segment in recent years and the acquisition of a 51% interest in Universal Studios Japan in NBCUniversal’s Theme Parks segment. We continue to invest in customer premise equipment, primarily for our X1 platform, wireless gateways and Cloud DVR technology, and in equipment to increase our network capacity. In addition, because these assets generally have shorter estimated useful lives, our depreciation expense increased for the three and six months ended June 30, 2016.

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 depreciation and amortization expense that results from the capital-intensive nature of certain of our businesses and from intangible assets recognized in 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 that of 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 generally accepted accounting principles in the United States (“GAAP”), in the business segment footnote to our condensed consolidated financial statements (see Note 13 to Comcast’s condensed consolidated financial statements and Note 11 to NBCUniversal’s condensed consolidated financial statements). This measure should not be considered a substitute for operating income (loss), net income (loss) attributable to Comcast Corporation or NBCUniversal, net cash provided by operating activities, or other measures of performance or liquidity we have reported in accordance with GAAP.

We have adjusted prior period segment operating results to reflect certain changes in our management reporting presentation. See Note 13 to Comcast’s condensed consolidated financial statements and Note 11 to NBCUniversal’s condensed consolidated financial statements for additional information on these changes.

Cable Communications Segment Results of Operations


	Three Months Ended June 30				Increase/ (Decrease)
(in millions)	2016		2015		$			%
Revenue
Residential:
Video	$	5,581	$	5,431	$	150			2.8	%
High-speed Internet		3,369		3,101		268			8.6
Voice		893		903		(10	)		(1.1	)
Business services		1,360		1,163		197			17.0
Advertising		597		577		20			3.5
Other		644		565		79			13.7
Total revenue		12,444		11,740		704			6.0
Operating costs and expenses
Programming		2,863		2,666		197			7.4
Technical and product support		1,568		1,479		89			5.9
Customer service		615		580		35			6.0
Franchise and other regulatory fees		370		347		23			6.3
Advertising, marketing and promotion		879		842		37			4.4
Other		1,101		1,049		52			5.2
Total operating costs and expenses		7,396		6,963		433			6.2
Operating income before depreciation and amortization	$	5,048	$	4,777	$	271			5.7	%


	Six Months Ended June 30				Increase/ (Decrease)
(in millions)	2016		2015		$			%
Revenue
Residential:
Video	$	11,119	$	10,762	$	357			3.3	%
High-speed Internet		6,644		6,145		499			8.1
Voice		1,789		1,809		(20	)		(1.1	)
Business services		2,671		2,279		392			17.2
Advertising		1,156		1,076		80			7.5
Other		1,269		1,110		159			14.2
Total revenue		24,648		23,181		1,467			6.3
Operating costs and expenses
Programming		5,754		5,310		444			8.4
Technical and product support		3,098		2,919		179			6.1
Customer service		1,244		1,162		82			7.0
Franchise and other regulatory fees		735		681		54			7.8
Advertising, marketing and promotion		1,716		1,631		85			5.2
Other		2,164		2,043		121			6.0
Total operating costs and expenses		14,711		13,746		965			7.0
Operating income before depreciation and amortization	$	9,937	$	9,435	$	502			5.3	%

Customer Metrics


	Total Customers				Net Additional Customers
	June 30				Three Months Ended June 30						Six Months Ended June 30
(in thousands)	2016		2015		2016			2015			2016		2015
Total customer relationships		28,085		27,265		115			31			384		230
Single product customers		8,416		8,343		6			(56	)		50		(66	)
Double product customers		9,399		8,936		53			46			178		186
Triple product customers		10,269		9,987		56			42			155		110
Video customers		22,396		22,306		(4	)		(69	)		49		(77	)
High-speed Internet customers		23,987		22,548		220			180			658		587
Voice customers		11,641		11,319		64			49			165		126

Customer metrics include residential and business customers and are presented based on actual amounts. Minor differences may exist due to rounding. Customer relationships represent the number of residential and business customers that subscribe to at least one of our cable services. Single product, double product and triple product customers represent customers that subscribe to one, two or three of our cable services, respectively.

Average monthly total revenue per customer relationship for the three and six months ended June 30, 2016 was $147.99 and $147.27, respectively. Average monthly total revenue per customer relationship for the three and six months ended June 30, 2015 was $143.61 and $142.30, respectively.

Our Cable Communications segment operating margin is operating income before depreciation and amortization as a percentage of revenue. The most significant operating costs and expenses for our Cable Communications segment are the programming expenses we incur to provide content to our video customers. We expect that our programming expenses will continue to increase, which may negatively impact our operating margin. We will attempt to mitigate increases in operating costs and expenses by growing revenue, particularly in our high-speed Internet, video and business services businesses.

Cable Communications Segment—Revenue

Video

Video revenue increased 2.8% and 3.3% for the three and six months ended June 30, 2016, respectively, compared to the same periods in 2015. The primary contributors to revenue growth were rate adjustments and, to a lesser extent, increases in the number of residential customers subscribing to additional services such as premium channels and advanced services. These contributors accounted for increases in revenue of 2.9% and 3.6% for the three and six months ended June 30, 2016, respectively. These increases were partially offset by additional revenue in the prior year periods associated with a boxing event available on pay-per-view. We have in the past, and may in the future, experience declines in the number of residential video customers due to competitive pressures and the impact of rate adjustments.

High-Speed Internet

High-speed Internet revenue increased 8.6% and 8.1% for the three and six months ended June 30, 2016, respectively, compared to the same periods in 2015. Increases in the number of residential customers receiving our high-speed Internet service accounted for increases in revenue of 6.0% for both the three and six months ended June 30, 2016. The remaining increases in revenue for the three and six months ended June 30, 2016 were primarily due to increases in the number of customers receiving higher levels of service and rate adjustments. Our customer base continues to grow as consumers continue to choose our high-speed Internet service and seek higher-speed offerings.

Voice

Voice revenue decreased 1.1% for both the three and six months ended June 30, 2016 compared to the same periods in 2015. While the number of residential customers receiving voice services through our discounted bundled service offerings increased for the three and six months ended June 30, 2016, revenue was negatively impacted by the allocation of voice revenue for our customers who receive bundled services compared to the same

periods in 2015. The amount allocated to voice revenue in the rate charged for bundled services decreased for the three and six months ended June 30, 2016 because video and high-speed Internet rates increased while voice rates remained relatively flat.

Business Services

Business services revenue increased 17.0% and 17.2% for the three and six months ended June 30, 2016, respectively, compared to the same periods in 2015. The increases were primarily due to increases in the number of small business customers, as well as the continued growth in our medium-sized business services, including Ethernet network and advanced voice services. We believe the increases in the number of business customers are primarily the result of our efforts to gain market share from competitors by offering competitive services and pricing.

Advertising

Advertising revenue increased 3.5% and 7.5% for the three and six months ended June 30, 2016, respectively, compared to the same periods in 2015 primarily due to increases in political advertising revenue.

For the three and six months ended June 30, 2016, 4% and 5%, respectively, of our Cable Communications segment advertising revenue was generated from our NBCUniversal segments. For the three and six months ended June 30, 2015, 6% and 5%, respectively, of our Cable Communications segment advertising revenue was generated from our NBCUniversal segments. These amounts are eliminated in our condensed consolidated financial statements but are included in the amounts presented above.

Other

Other revenue increased 13.7% and 14.2% for the three and six months ended June 30, 2016, respectively, compared to the same periods in 2015 primarily due to increases in our home security and automation services and increases in cable franchise and other regulatory fees.

Cable Communications Segment—Operating Costs and Expenses

Programming expenses increased for the three and six months ended June 30, 2016 compared to the same periods in 2015 primarily due to increases in programming license fees, including contract renewals, retransmission consent fees, sports programming costs and fees to secure rights for additional programming for our customers across an increasing number of platforms, which were partially offset by fees in the prior year periods associated with a boxing event available on pay-per-view.

Technical and product support expenses increased for the three and six months ended June 30, 2016 compared to the same periods in 2015 primarily due to expenses related to the development, delivery and support of our enhanced devices and services, including our X1 platform, Cloud DVR technology and wireless gateways, and the continued growth in business services and home security and automation services. The increases were also due to expenses related to investments to improve the customer experience.

Customer service expenses increased for the three and six months ended June 30, 2016 compared to the same periods in 2015 primarily due to increased support for improving the customer experience and increases in total labor costs, reflecting sales and support activities associated with the continued deployment of our enhanced devices and services, which include our X1 platform, wireless gateways, and home security and automation services, and the continued growth of business services.

Franchise and other regulatory fees increased for the three and six months ended June 30, 2016 compared to the same periods in 2015 primarily due to increases in the revenue on which the fees apply.

Advertising, marketing and promotion expenses increased for the three and six months ended June 30, 2016 compared to the same periods in 2015 primarily due to increases in spending associated with attracting new residential and business services customers and encouraging existing customers to add additional or higher-tier services.

Other costs and expenses increased for the three and six months ended June 30, 2016 compared to the same periods in 2015 primarily due to increases in costs to support our advertising sales business, as well as increases in other administrative costs.

NBCUniversal Segments Actual and Pro Forma Results of Operations


	Three Months Ended June 30												Increase/(Decrease)
	2016			2015									%			%
(in millions)	Actual			Actual			Pro Forma Adjustments^(a)			Pro Forma Combined			Actual			Pro Forma Combined
Revenue
Cable Networks	$	2,566		$	2,450		$	—		$	2,450			4.7	%
Broadcast Television		2,128			1,813			—			1,813			17.3
Filmed Entertainment		1,351			2,266			—			2,266			(40.4	)
Theme Parks		1,136			773			255			1,028			47.0			10.6	%
Headquarters, other and eliminations		(78	)		(72	)		(1	)		(73	)		NM
Total revenue	$	7,103		$	7,230		$	254		$	7,484			(1.8	)%		(5.1	)%
Operating Income Before Depreciation and Amortization
Cable Networks	$	944		$	872		$	—		$	872			8.3	%
Broadcast Television		394			231			—			231			70.5
Filmed Entertainment		56			422			—			422			(86.7	)
Theme Parks		469			334			111			445			40.5			5.3	%
Headquarters, other and eliminations		(174	)		(167	)		1			(166	)		NM
Total operating income before depreciation and amortization	$	1,689		$	1,692		$	112		$	1,804			(0.2	)%		(6.4	)%

	Six Months Ended June 30												Increase/(Decrease)
	2016			2015									%			%
(in millions)	Actual			Actual			Pro Forma Adjustments^(a)			Pro Forma Combined			Actual			Pro Forma Combined
Revenue
Cable Networks	$	5,019		$	4,809		$	—		$	4,809			4.4	%
Broadcast Television		4,212			4,061			—			4,061			3.7
Filmed Entertainment		2,734			3,712			—			3,712			(26.4	)
Theme Parks		2,162			1,424			539			1,963			51.8			10.2	%
Headquarters, other and eliminations		(163	)		(172	)		(1	)		(173	)		NM
Total revenue	$	13,964		$	13,834		$	538		$	14,372			0.9	%		(2.8	)%
Operating Income Before Depreciation and Amortization
Cable Networks	$	1,900		$	1,770		$	—		$	1,770			7.3	%
Broadcast Television		678			413			—			413			64.3
Filmed Entertainment		223			715			—			715			(68.8	)
Theme Parks		844			578			230			808			46.0			4.4	%
Headquarters, other and eliminations		(334	)		(309	)		1			(308	)		NM
Total operating income before depreciation and amortization	$	3,311		$	3,167		$	231		$	3,398			4.5	%		(2.6	)%

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

(a)

Pro forma adjustments are presented as if the acquisition of the 51% interest of Universal Studios Japan occurred on January 1, 2014. Pro forma information does not include adjustments for transaction-related costs, costs related to integration activities, or cost savings or synergies that have been or may be achieved by the combined businesses. The pro forma amounts are primarily based on historical results of operations and are subject to change as valuations are finalized. Pro forma amounts are not necessarily indicative of what our results would have been had we operated Universal Studios Japan since January 1, 2014, nor of our future results.

Cable Networks Segment Results of Operations


	Three Months Ended June 30				Increase/ (Decrease)
(in millions)	2016		2015		$			%
Revenue
Distribution	$	1,434	$	1,341	$	93			6.9	%
Advertising		914		917		(3	)		(0.3	)
Content licensing and other		218		192		26			13.0
Total revenue		2,566		2,450		116			4.7
Operating costs and expenses
Programming and production		1,194		1,125		69			6.1
Other operating and administrative		313		320		(7	)		(2.6	)
Advertising, marketing and promotion		115		133		(18	)		(13.3	)
Total operating costs and expenses		1,622		1,578		44			2.7
Operating income before depreciation and amortization	$	944	$	872	$	72			8.3	%

	Six Months Ended June 30				Increase/ (Decrease)
(in millions)	2016		2015		$			%
Revenue
Distribution	$	2,872	$	2,699	$	173			6.4	%
Advertising		1,765		1,768		(3	)		(0.2	)
Content licensing and other		382		342		40			11.7
Total revenue		5,019		4,809		210			4.4
Operating costs and expenses
Programming and production		2,252		2,148		104			4.9
Other operating and administrative		620		625		(5	)		(0.9	)
Advertising, marketing and promotion		247		266		(19	)		(7.1	)
Total operating costs and expenses		3,119		3,039		80			2.6
Operating income before depreciation and amortization	$	1,900	$	1,770	$	130			7.3	%

Cable Networks Segment—Revenue

Cable Networks revenue increased for the three and six months ended June 30, 2016 compared to the same periods in 2015 due to increases in distribution revenue and content licensing and other revenue, which were partially offset by slight decreases in advertising revenue. The increases in distribution revenue were primarily due to increases in the contractual rates charged under distribution agreements and contract renewals, which were partially offset by declines in the number of subscribers at our cable networks. The increases in content licensing and other revenue were primarily due to the timing of content provided under our licensing agreements. The decreases in advertising revenue were primarily due to continued declines in audience ratings at our networks, which were partially offset by higher prices for advertising units sold.

For both the three and six months ended June 30, 2016, 14% of our Cable Networks segment revenue was generated from our Cable Communications segment. For both the three and six months ended June 30, 2015, 13% of our Cable Networks segment revenue was generated from our Cable Communications segment. These amounts are eliminated in our condensed consolidated financial statements but are included in the amounts presented above.

Cable Networks Segment—Operating Costs and Expenses

Operating costs and expenses increased for the three and six months ended June 30, 2016 compared to the same periods in 2015 primarily due to increases in programming and production costs, which were partially offset by decreases in advertising, marketing and promotion expenses and other operating and administrative expenses. The increases in programming and production costs were primarily due to increases in sports programming rights costs and our continued investment in original programming.

Broadcast Television Segment Results of Operations


	Three Months Ended June 30				Increase/ (Decrease)
(in millions)	2016		2015		$			%
Revenue
Advertising	$	1,285	$	1,250	$	35			2.9	%
Content licensing		512		320		192			59.9
Distribution and other		331		243		88			35.0
Total revenue		2,128		1,813		315			17.3
Operating costs and expenses
Programming and production		1,304		1,150		154			13.3
Other operating and administrative		335		321		14			3.9
Advertising, marketing and promotion		95		111		(16	)		(13.7	)
Total operating costs and expenses		1,734		1,582		152			9.5
Operating income before depreciation and amortization	$	394	$	231	$	163			70.5	%

	Six Months Ended June 30				Increase/ (Decrease)
(in millions)	2016		2015		$			%
Revenue
Advertising	$	2,560	$	2,789	$	(229	)		(8.2	)%
Content licensing		1,002		805		197			24.5
Distribution and other		650		467		183			38.9
Total revenue		4,212		4,061		151			3.7
Operating costs and expenses
Programming and production		2,667		2,776		(109	)		(3.9	)
Other operating and administrative		653		631		22			3.2
Advertising, marketing and promotion		214		241		(27	)		(10.9	)
Total operating costs and expenses		3,534		3,648		(114	)		(3.1	)
Operating income before depreciation and amortization	$	678	$	413	$	265			64.3	%

Broadcast Television Segment—Revenue

Broadcast Television revenue increased for the three months ended June 30, 2016 compared to the same period in 2015 due to increases in content licensing revenue, distribution and other revenue, and advertising revenue. The increase in content licensing revenue was primarily due to the timing of content provided under our licensing agreements. The increase in distribution and other revenue was primarily due to an increase in fees recognized under our retransmission consent agreements. The increase in advertising revenue was primarily due to higher prices for advertising units sold, which was partially offset by declines in audience ratings.

Broadcast Television revenue increased for the six months ended June 30, 2016 compared to the same period in 2015 primarily due to increases in content licensing revenue and distribution and other revenue, which were partially offset by a decrease in advertising revenue. The increase in content licensing revenue was primarily due to the timing of content provided under our licensing agreements. The increase in distribution and other revenue was primarily due to an increase in fees recognized under our retransmission consent agreements. The decrease in advertising revenue was primarily due to additional advertising revenue in the prior year period associated with our broadcast of the 2015 Super Bowl. Excluding $376 million of revenue associated with our broadcast of the 2015 Super Bowl in the prior year period, revenue increased 14.3% for the six months ended June 30, 2016.

Broadcast Television Segment—Operating Costs and Expenses

Operating costs and expenses increased for the three months ended June 30, 2016 compared to the same period in 2015 primarily due to an increase in programming and production costs. The increase in programming and production costs was primarily due to higher studio production costs.

Operating costs and expenses decreased for the six months ended June 30, 2016 compared to the same period in 2015 primarily due to higher programming and production costs in the prior year associated with our broadcast of the 2015 Super Bowl.

Filmed Entertainment Segment Results of Operations


	Three Months Ended June 30				Increase/ (Decrease)
(in millions)	2016		2015		$			%
Revenue
Theatrical	$	297	$	1,406	$	(1,109	)		(78.8	)%
Content licensing		598		367		231			63.2
Home entertainment		241		322		(81	)		(25.1	)
Other		215		171		44			24.4
Total revenue		1,351		2,266		(915	)		(40.4	)
Operating costs and expenses
Programming and production		628		1,149		(521	)		(45.3	)
Other operating and administrative		227		214		13			6.0
Advertising, marketing and promotion		440		481		(41	)		(8.6	)
Total operating costs and expenses		1,295		1,844		(549	)		(29.8	)
Operating income before depreciation and amortization	$	56	$	422	$	(366	)		(86.7	)%


	Six Months Ended June 30				Increase/ (Decrease)
(in millions)	2016		2015		$			%
Revenue
Theatrical	$	533	$	1,777	$	(1,244	)		(70.0	)%
Content licensing		1,250		905		345			38.2
Home entertainment		516		686		(170	)		(24.7	)
Other		435		344		91			25.7
Total revenue		2,734		3,712		(978	)		(26.4	)
Operating costs and expenses
Programming and production		1,250		1,760		(510	)		(29.0	)
Other operating and administrative		436		410		26			6.4
Advertising, marketing and promotion		825		827		(2	)		(0.3	)
Total operating costs and expenses		2,511		2,997		(486	)		(16.2	)
Operating income before depreciation and amortization	$	223	$	715	$	(492	)		(68.8	)%

Filmed Entertainment Segment—Revenue

Filmed Entertainment revenue decreased for the three and six months ended June 30, 2016 compared to the same periods in 2015 primarily due to decreases in theatrical revenue and home entertainment revenue, which were partially offset by increases in content licensing revenue and other revenue. The decreases in theatrical revenue were primarily due to the strong performance of our prior year period releases, including Furious 7 and Jurassic World. The decreases in home entertainment revenue were primarily due to the strong performance of several releases in the prior year period, including Fifty Shades of Grey. The increases in content licensing revenue were primarily due to the timing of when content related to our 2015 film slate was made available under licensing agreements. The increases in other revenue were primarily due to increases in revenue from Fandango.

Filmed Entertainment Segment—Operating Costs and Expenses

Operating costs and expenses decreased for the three and six months ended June 30, 2016 compared to the same periods in 2015 primarily due to decreases in programming and production costs. The decreases in programming and production costs were primarily due to lower amortization of film production costs in the current year periods due to our larger film slate in 2015, which included Furious 7 and Jurassic World.

Theme Parks Segment Actual and Pro Forma Results of Operations


	Three Months Ended June 30								Increase/(Decrease)
	2016		2015						Actual					Pro Forma Combined
(in millions)	Actual		Actual		Pro Forma Adjustments		Pro Forma Combined		$		%			$		%
Revenue	$	1,136	$	773	$	255	$	1,028	$	363		47.0	%	$	108		10.6	%
Operating costs and expenses		667		439		144		583		228		51.9			84		14.7
Operating income before depreciation and amortization	$	469	$	334	$	111	$	445	$	135		40.5	%	$	24		5.3	%

	Six Months Ended June 30								Increase/(Decrease)
	2016		2015						Actual					Pro Forma Combined
(in millions)	Actual		Actual		Pro Forma Adjustments		Pro Forma Combined		$		%			$		%
Revenue	$	2,162	$	1,424	$	539	$	1,963	$	738		51.8	%	$	199		10.2	%
Operating costs and expenses		1,318		846		309		1,155		472		55.7			163		14.2
Operating income before depreciation and amortization	$	844	$	578	$	230	$	808	$	266		46.0	%	$	36		4.4	%

Theme Parks Segment—Revenue

Theme Parks revenue increased for the three and six months ended June 30, 2016 compared to the pro forma combined revenue in the same periods in 2015 primarily due to increases in guest spending and the successful opening of our new attraction The Wizarding World of Harry Potter™ in Hollywood in April 2016.

Theme Parks Segment—Operating Costs and Expenses

Operating costs and expenses increased for the three and six months ended June 30, 2016 compared to the pro forma combined operating costs and expenses in the same periods in 2015 primarily due to additional costs associated with newer attractions, such as The Wizarding World of Harry Potter™ attraction in Hollywood and pre-opening costs associated with a new attraction in Orlando.

Corporate and Other Results of Operations


	Three Months Ended June 30						Increase/ (Decrease)
(in millions)	2016			2015			$			%
Revenue	$	180		$	164		$	16			9.5	%
Operating costs and expenses		471			395			76			19.0
Operating loss before depreciation and amortization	$	(291	)	$	(231	)	$	(60	)		(25.8	)%

	Six Months Ended June 30						Increase/ (Decrease)
(in millions)	2016			2015			$			%
Revenue	$	379		$	357		$	22			6.2	%
Operating costs and expenses		824			797			27			3.4
Operating loss before depreciation and amortization	$	(445	)	$	(440	)	$	(5	)		(1.1	)%

Corporate and Other—Revenue

Other revenue primarily relates to Comcast Spectacor, which owns the Philadelphia Flyers and the Wells Fargo Center arena in Philadelphia, Pennsylvania and operates arena management-related businesses.

Other revenue increased for the three and six months ended June 30, 2016 compared to the same periods in 2015 primarily due to increases in revenue from several of our Comcast Spectacor businesses.

Corporate and Other—Operating Costs and Expenses

Corporate and Other operating costs and expenses primarily includes overhead, personnel costs, the costs of corporate initiatives and branding, and operating costs and expenses associated with Comcast Spectacor.

Corporate and Other operating costs and expenses for the three and six months ended June 30, 2016 included expenses related to the settlement of insurance obligations. Corporate and Other operating costs and expenses for the three and six months ended June 30, 2015 included $79 million and $178 million, respectively, of transaction-related costs associated with the Time Warner Cable merger and divestiture transactions.

Consolidated Other Income (Expense) Items, Net


	Three Months Ended June 30						Six Months Ended June 30
(in millions)	2016			2015			2016			2015
Interest expense	$	(732	)	$	(713	)	$	(1,435	)	$	(1,369	)
Investment income (loss), net		58			17			88			50
Equity in net income (losses) of investees, net		(19	)		(236	)		(30	)		(203	)
Other income (expense), net		(15	)		315			115			417
Total	$	(708	)	$	(617	)	$	(1,262	)	$	(1,105	)

Interest Expense

Interest expense increased for the three and six months ended June 30, 2016 compared to the same periods in 2015 primarily due to increases in our debt outstanding.

Investment Income (Loss), Net

The components of investment income (loss), net for the three and six months ended June 30, 2016 and 2015 are presented in a table in Note 6 to Comcast’s condensed consolidated financial statements.

Equity in Net Income (Losses) of Investees, Net

The changes in equity in net income (losses) of investees, net for the three and six months ended June 30, 2016 compared to the same periods in 2015 were primarily due to an impairment charge related to goodwill recorded by The Weather Channel in the prior year periods. We recorded an expense of $252 million in the three and six months ended June 30, 2015 representing NBCUniversal’s proportionate share of this impairment charge. The changes in equity in net income (losses) of investees, net were also due to increases in our proportionate share of losses at Hulu, LLC.

Other Income (Expense), Net

Other income (expense), net for the three months ended June 30, 2015 included gains of $171 million related to the sale of an investment and $240 million on the settlement of a contingent consideration liability with General Electric Company related to the acquisition of NBCUniversal, which were offset by $96 million of expenses related to fair value adjustments to a contractual obligation.

Other income (expense), net for the six months ended June 30, 2016 included a $108 million gain related to the sale of our investment in The Weather Channel’s product and technology businesses. Other income (expense), net for the six months ended June 30, 2015 included a $164 million gain related to the sale of a business, which was partially offset by $136 million of expenses related to fair value adjustments to a contractual obligation.

Consolidated Income Tax Expense

Income tax expense for the three and six months ended June 30, 2016 and 2015 reflects an effective income tax rate that differs from the federal statutory rate primarily due to state income taxes and adjustments associated with uncertain tax positions. We expect our 2016 annual effective tax rate to be in the range of 37% to 39%, absent changes in tax laws or significant changes in uncertain tax positions.

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, 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 anticipate that we will continue to use a substantial portion of our cash flows to meet our debt repayment obligations, to fund our capital expenditures, to invest in business opportunities and to return capital to shareholders.

On April 28, 2016, we entered into an agreement to acquire all of the outstanding stock of DreamWorks Animation SKG, Inc. (“DreamWorks”) for $3.8 billion. DreamWorks stockholders will receive $41 in cash for each share of DreamWorks common stock. We intend to use the proceeds from our recent issuance of debt in July to fund this transaction (see Note 8). The transaction is expected to close in 2016, subject to receipt of certain international regulatory approvals and the satisfaction of other customary closing conditions.

Operating Activities

Components of Net Cash Provided by Operating Activities


	Six Months Ended June 30
(in millions)	2016			2015
Operating income	$	8,155		$	7,995
Depreciation and amortization		4,667			4,227
Operating income before depreciation and amortization		12,822			12,222
Noncash share-based compensation		331			294
Changes in operating assets and liabilities		(809	)		(304	)
Cash basis operating income		12,344			12,212
Payments of interest		(1,235	)		(1,241	)
Payments of income taxes		(1,685	)		(1,999	)
Excess tax benefits under share-based compensation		(160	)		(220	)
Other		119			82
Net cash provided by operating activities	$	9,383		$	8,834

The variance in changes in operating assets and liabilities for the six months ended June 30, 2016 compared to the same period in 2015 was primarily due to an increase in certain benefit payments and the timing of film and television spending, including participations and residuals, in the current year period. These items were partially offset by the change in receivables compared to the prior year period, which included a significant increase in receivables associated with the success of our 2015 film slate.

Investing Activities

Net cash used in investing activities for the six months ended June 30, 2016 consisted primarily of cash paid for capital expenditures, intangible assets, purchases of investments, and acquisitions and construction of real estate properties, which was partially offset by proceeds from the sale of businesses and investments. Capital expenditures increased for the six months ended June 30, 2016 compared to the same period in 2015 primarily due to increased spending in our Cable Communications segment associated with increased investment in line extensions, continued investment in scalable infrastructure to increase network capacity, and continued spending on customer premise equipment related to the deployment of our X1 platform and wireless gateways. Capital expenditures in our NBCUniversal segments also increased primarily due to continued investment in our Universal theme parks, including Universal Studios Japan. Purchases of investments for the six months ended June 30, 2016 is comprised primarily of capital contributions of $429 million to Atairos Group, Inc.

Financing Activities

Net cash used in financing activities for the six months ended June 30, 2016 consisted primarily of repayments of debt, repurchases of our common stock and dividend payments, which were partially offset by proceeds from borrowings.

We have made, and may from time to time in the future make, optional repayments on our debt obligations, which may include repurchases of our outstanding public notes and debentures, depending on various factors, such as market conditions. See Note 8 to Comcast’s condensed consolidated financial statements for additional information on our financing activities, including details of our debt repayments and borrowings.

Available Borrowings Under Credit Facilities

We also maintain significant availability under our lines of credit and commercial paper programs to meet our short-term liquidity requirements.

See Note 8 to Comcast’s condensed consolidated financial statements for additional information on the new Comcast and NBCUniversal Enterprise revolving credit facilities.

As of June 30, 2016, amounts available under the new consolidated revolving credit facilities, net of amounts outstanding under our commercial paper programs and outstanding letters of credit, totaled $7.1 billion, which included $326 million available under the NBCUniversal Enterprise revolving credit facility.

Share Repurchases and Dividends

Effective January 1, 2016, our Board of Directors increased our share repurchase program authorization to $10 billion, which does not have an expiration date. Under the authorization, we may repurchase shares in the open market or in private transactions. During the six months ended June 30, 2016, we repurchased a total of 40 million shares of our Class A common stock for approximately $2.4 billion. We expect to make $2.6 billion more in repurchases during the remainder of 2016, subject to market conditions.

In January 2016, our Board of Directors approved a 10.0% increase in our dividend to $1.10 per share on an annualized basis. In each of February and May 2016, our Board of Directors approved a quarterly dividend of $0.275 per share as part of our planned annual dividend. We expect to continue to pay quarterly dividends, although each dividend is subject to approval by our Board of Directors.

Quarterly Dividends Declared


(in millions)	Amount		Month of Payment
Three months ended March 31, 2016	$	670	April
Three months ended June 30, 2016	$	663	July

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 assets and 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 value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

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 2015 Annual Report on Form 10-K.

Recent Accounting Pronouncements

See Note 2 to each of Comcast’s and NBCUniversal’s condensed consolidated financial statements for additional information related to recent accounting pronouncements.

ITEM 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We have evaluated the information required under this item that was disclosed in our 2015 Annual Report on Form 10-K and there have been no significant changes to this information.

ITEM 4: CONTROLS AND PROCEDURES

Comcast Corporation

Conclusions regarding disclosure controls and procedures

Our principal executive and principal financial officers, after evaluating the effectiveness of Comcast’s disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) 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, Comcast’s disclosure controls and procedures were effective.

Changes in internal control over financial reporting

There were no changes in Comcast’s 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 Comcast’s last fiscal quarter that have materially affected, or are reasonably likely to materially affect, Comcast’s internal control over financial reporting.

NBCUniversal Media, LLC

Conclusions regarding disclosure controls and procedures

Our principal executive and principal financial officers, after evaluating the effectiveness of NBCUniversal’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of 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, NBCUniversal’s disclosure controls and procedures were effective.

Changes in internal control over financial reporting

There were no changes in NBCUniversal’s 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 NBCUniversal’s last fiscal quarter that have materially affected, or are reasonably likely to materially affect, NBCUniversal’s internal control over financial reporting.

PART II: OTHER INFORMATION

ITEM 1: LEGAL PROCEEDINGS

Refer to Note 12 to Comcast’s condensed consolidated financial statements included in this Quarterly Report on Form 10-Q for a discussion of legal proceedings.

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

ITEM 1A: RISK FACTORS

There have been no significant changes from the risk factors previously disclosed in Item 1A of our 2015 Annual Report on Form 10-K.

ITEM 2: UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The table below summarizes Comcast’s common stock repurchases under its Board-authorized share repurchase program during the three months ended June 30, 2016.

Purchases of Equity Securities


Period	Total Number of Shares Purchased		Average Price Per Share		Total Number of Shares Purchased as Part of Publicly Announced Authorization		Total Dollar Amount Purchased Under the Authorization		Maximum Dollar Value of Shares That May Yet Be Purchased Under the Authorization^(a)
April 1-30, 2016		120	$	61.43		—	$	—	$	8,750,582,365
May 1-31, 2016		8,361,170	$	61.08		8,361,170	$	510,699,704	$	8,239,882,661
June 1-30, 2016		10,056,966	$	62.15		10,056,966	$	625,000,000	$	7,614,882,661
Total		18,418,256	$	61.66		18,418,136	$	1,135,699,704	$	7,614,882,661

(a)

Effective January 1, 2016, our Board of Directors increased our share repurchase authorization to $10 billion, which does not have an expiration date. Under this authorization, we may repurchase shares in the open market or in private transactions. We expect to make $2.6 billion more in repurchases during the remainder of 2016, subject to market conditions.

The total number of shares purchased during the three months ended June 30, 2016 includes 120 shares received in the administration of employee share-based compensation plans.

ITEM 6: EXHIBITS

Comcast


Exhibit No.		Description
10.1		Credit Agreement dated as of May 26, 2016, among Comcast Corporation, the financial institutions party thereto, JPMorgan Chase Bank, N.A., as administrative agent, Citibank, N.A., as syndication agent, Morgan Stanley MUFG Partners, LLC, Wells Fargo Bank, National Association and Mizuho Bank, Ltd., as co-documentation agents (incorporated by reference to exhibit 10.1 to Comcast’s Current Report on Form 8-K filed on May 31, 2016).
10.2*		Amendment No. 16 to Employment Agreement with Brian L. Roberts, dated as of June 30, 2016 (incorporated by reference to exhibit 99.1 to Comcast’s Current Report on Form 8-K filed on July 1, 2016).
10.3*		Comcast Corporation 2002 Restricted Plan, as amended and restated effective February 22, 2016 (incorporated by reference to Appendix A to Comcast’s Definitive Proxy Statement on Schedule 14A filed on April 8, 2016).
10.4*		Comcast Corporation 2003 Stock Option Plan, as amended and restated effective February 22, 2016 (incorporated by reference to Appendix B to Comcast’s Definitive Proxy Statement on Schedule 14A filed on April 8, 2016).
10.5*		Comcast Corporation 2002 Employee Stock Purchase Plan, as amended and restated effective February 22, 2016 (incorporated by reference to Appendix C to Comcast’s Definitive Proxy Statement on Schedule 14A filed on April 8, 2016).
10.6*		Comcast-NBCUniversal Employee Stock Purchase Plan, as amended and restated effective February 22, 2016 (incorporated by reference to Appendix D to Comcast’s Definitive Proxy Statement on Schedule 14A filed on April 8, 2016).
31.1		Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1		Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101		The following financial statements from Comcast Corporation’s Quarterly Report on Form 10-Q for the three and six months ended June 30, 2016, filed with the Securities and Exchange Commission on July 27, 2016, 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.

*	Constitutes a management contract or compensatory plan or arrangement.

NBCUniversal


Exhibit No.		Description
10.1		Credit Agreement dated as of May 26, 2016, among Comcast Corporation, the financial institutions party thereto, JPMorgan Chase Bank, N.A., as administrative agent, Citibank, N.A., as syndication agent, Morgan Stanley MUFG Partners, LLC, Wells Fargo Bank, National Association and Mizuho Bank, Ltd., as co-documentation agents (incorporated by reference to exhibit 10.1 to Comcast’s Current Report on Form 8-K filed on May 31, 2016).
31.2		Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.2		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 three and six months ended June 30, 2016, filed with the Securities and Exchange Commission on July 27, 2016, 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.

SIGNATURES

Comcast

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.


		COMCAST CORPORATION

By:		/s/ LAWRENCE J. SALVA
		Lawrence J. Salva Executive Vice President and Chief Accounting Officer (Principal Accounting Officer)

Date: July 27, 2016

NBCUniversal

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

By:		/s/ LAWRENCE J. SALVA
		Lawrence J. Salva Executive Vice President (Principal Accounting Officer)

Date: July 27, 2016

NBCUniversal Media, LLC Financial Statements


Index	Page
Condensed Consolidated Balance Sheet		48
Condensed Consolidated Statement of Income		49
Condensed Consolidated Statement of Comprehensive Income		50
Condensed Consolidated Statement of Cash Flows		51
Condensed Consolidated Statement of Changes in Equity		52
Notes to Condensed Consolidated Financial Statements		53

NBCUniversal Media, LLC

Condensed Consolidated Balance Sheet

(Unaudited)


(in millions)	June 30, 2016		December 31, 2015
Assets
Current Assets:
Cash and cash equivalents	$	1,155	$	1,410
Receivables, net		5,228		5,411
Programming rights		1,427		1,200
Other current assets		916		841
Total current assets		8,726		8,862
Film and television costs		5,806		5,847
Investments		979		965
Property and equipment, net of accumulated depreciation of $3,108 and $2,779		10,197		9,521
Goodwill		21,143		20,364
Intangible assets, net of accumulated amortization of $6,121 and $5,654		13,884		13,806
Other noncurrent assets, net		1,190		1,325
Total assets	$	61,925	$	60,690

Liabilities and Equity
Current Liabilities:
Accounts payable and accrued expenses related to trade creditors	$	1,426	$	1,564
Accrued participations and residuals		1,542		1,572
Program obligations		572		765
Deferred revenue		1,547		1,242
Accrued expenses and other current liabilities		1,374		1,675
Note payable to Comcast		1,884		1,750
Current portion of long-term debt		182		1,163
Total current liabilities		8,527		9,731
Long-term debt, less current portion		11,861		11,331
Accrued participations, residuals and program obligations		1,133		1,163
Other noncurrent liabilities		3,875		3,790
Commitments and contingencies
Redeemable noncontrolling interests		367		372
Equity:
Member’s capital		33,921		32,834
Accumulated other comprehensive income (loss)		95		(212	)
Total NBCUniversal member’s equity		34,016		32,622
Noncontrolling interests		2,146		1,681
Total equity		36,162		34,303
Total liabilities and equity	$	61,925	$	60,690

See accompanying notes to condensed consolidated financial statements.

NBCUniversal Media, LLC

Condensed Consolidated Statement of Income

(Unaudited)


	Three Months Ended June 30						Six Months Ended June 30
(in millions)	2016			2015			2016			2015
Revenue	$	7,103		$	7,230		$	13,964		$	13,834
Costs and Expenses:
Programming and production		3,037			3,339			6,002			6,510
Other operating and administrative		1,652			1,438			3,247			2,772
Advertising, marketing and promotion		725			741			1,404			1,346
Depreciation		223			170			415			330
Amortization		242			235			464			439
		5,879			5,923			11,532			11,397
Operating income		1,224			1,307			2,432			2,437
Other Income (Expense):
Interest expense		(146	)		(121	)		(293	)		(245	)
Investment income (loss), net		8			(2	)		14			(4	)
Equity in net income (losses) of investees, net		(19	)		(247	)		(21	)		(227	)
Other income (expense), net		(18	)		70			97			12
		(175	)		(300	)		(203	)		(464	)
Income before income taxes		1,049			1,007			2,229			1,973
Income tax expense		(74	)		(63	)		(172	)		(111	)
Net income		975			944			2,057			1,862
Net (income) loss attributable to noncontrolling interests		(42	)		(32	)		(122	)		(98	)
Net income attributable to NBCUniversal	$	933		$	912		$	1,935		$	1,764

See accompanying notes to condensed consolidated financial statements.

NBCUniversal Media, LLC

Condensed Consolidated Statement of Comprehensive Income

(Unaudited)


	Three Months Ended June 30						Six Months Ended June 30
(in millions)	2016			2015			2016			2015
Net income	$	975		$	944		$	2,057		$	1,862
Deferred gains (losses) on cash flow hedges, net		6			(18	)		(12	)		(6	)
Employee benefit obligations, net		—			—			4			—
Currency translation adjustments, net		307			47			602			(31	)
Comprehensive income		1,288			973			2,651			1,825
Net (income) loss attributable to noncontrolling interests		(42	)		(32	)		(122	)		(98	)
Other comprehensive (income) loss attributable to noncontrolling interests		(150	)		(5	)		(287	)		10
Comprehensive income attributable to NBCUniversal	$	1,096		$	936		$	2,242		$	1,737

See accompanying notes to condensed consolidated financial statements.

NBCUniversal Media, LLC

Condensed Consolidated Statement of Cash Flows

(Unaudited)


	Six Months Ended June 30
(in millions)	2016			2015
Net cash provided by operating activities	$	2,478		$	2,621
Investing Activities
Capital expenditures		(655	)		(540	)
Cash paid for intangible assets		(114	)		(64	)
Acquisitions of real estate properties		(78	)		—
Proceeds from sales of businesses and investments		102			217
Purchases of investments		(62	)		(209	)
Other		(45	)		126
Net cash provided by (used in) investing activities		(852	)		(470	)
Financing Activities
Proceeds from (repayments of) borrowings from Comcast, net		134			(299	)
Repurchases and repayments of debt		(1,083	)		(1,003	)
Distributions to noncontrolling interests		(104	)		(93	)
Distributions to member		(853	)		(991	)
Other		25			—
Net cash provided by (used in) financing activities		(1,881	)		(2,386	)
Increase (decrease) in cash and cash equivalents		(255	)		(235	)
Cash and cash equivalents, beginning of period		1,410			1,248
Cash and cash equivalents, end of period	$	1,155		$	1,013

See accompanying notes to condensed consolidated financial statements.

NBCUniversal Media, LLC

Condensed Consolidated Statement of Changes in Equity

(Unaudited)


(in millions)	Redeemable Noncontrolling Interests			Member’s Capital			Accumulated Other Comprehensive Income (Loss)			Noncontrolling Interests			Total Equity
Balance, December 31, 2014	$	330		$	30,529		$	(159	)	$	267		$	30,637
Dividends declared					(991	)								(991	)
Contributions from (distributions to) noncontrolling interests, net		(14	)								(79	)		(79	)
Contribution from member					252									252
Other comprehensive income (loss)								(27	)		(10	)		(37	)
Other					(1	)					1			—
Net income (loss)		21			1,764						77			1,841
Balance, June 30, 2015	$	337		$	31,553		$	(186	)	$	256		$	31,623
Balance, December 31, 2015	$	372		$	32,834		$	(212	)	$	1,681		$	34,303
Dividends declared					(853	)								(853	)
Contributions from (distributions to) noncontrolling interests, net		(29	)								(75	)		(75	)
Other comprehensive income (loss)								307			287			594
Other					5						155			160
Net income (loss)		24			1,935						98			2,033
Balance, June 30, 2016	$	367		$	33,921		$	95		$	2,146		$	36,162

See accompanying notes to condensed consolidated financial statements.

NBCUniversal Media, LLC

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 1: Condensed Consolidated Financial Statements

Basis of Presentation

Unless indicated otherwise, throughout these notes to the condensed consolidated financial statements, we refer to NBCUniversal and its consolidated subsidiaries as “we,” “us” and “our.” We have prepared these unaudited condensed consolidated financial statements based on 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.

Note 2: Recent Accounting Pronouncements

Revenue Recognition

Consolidations

Financial Assets and Financial Liabilities

Leases

In February 2016, the FASB updated the accounting guidance related to leases. The updated accounting guidance requires lessees to recognize a right-of-use asset and a lease liability on the balance sheet for all leases with the exception of short-term leases. For a lessee, the recognition, measurement and presentation of expenses and cash flows arising from a lease do not significantly change from previous guidance. For a lessor, the accounting applied

NBCUniversal Media, LLC

is also largely unchanged from previous guidance. The updated guidance is effective for us as of January 1, 2019 and early adoption is permitted. The updated accounting guidance must be adopted using a modified retrospective approach for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements. We are currently in the process of determining the impact that the updated accounting guidance will have on our consolidated financial statements.

Share-Based Compensation

The updated guidance is effective for us as of January 1, 2017 and early adoption is permitted. The updated guidance provides companies with alternative methods of adoption, with certain items that are allowed to be applied retrospectively and certain other items that are only to be applied prospectively in the period of adoption. As a limited liability company, we do not expect the updated accounting guidance related to the excess income tax benefits or deficiencies to be recognized in the statement of income to have an impact on our consolidated financial statements. In addition, we do not expect the updated accounting guidance to have a material impact on our statement of cash flows.

Note 3: Significant Transactions

DreamWorks

On April 28, 2016, Comcast entered into an agreement to acquire all of the outstanding stock of DreamWorks Animation SKG, Inc. (“DreamWorks”) for approximately $3.8 billion. DreamWorks stockholders will receive $41 in cash for each share of DreamWorks common stock. DreamWorks creates animated feature films, television series and specials, live entertainment and related consumer products. The transaction is expected to close in 2016, subject to receipt of certain international regulatory approvals and the satisfaction of other customary closing conditions.

Universal Studios Japan

On November 13, 2015, we acquired a 51% economic interest in the Universal Studios theme park in Osaka, Japan (“Universal Studios Japan”) for $1.5 billion. The acquisition was funded through cash on hand and borrowings under Comcast’s commercial paper program.

Universal Studios Japan is a VIE based on the governance structure and we consolidate Universal Studios Japan as we have the power to direct activities that most significantly impact its economic performance. There are no liquidity arrangements, guarantees, or other financial commitments between us and Universal Studios Japan, and therefore our maximum risk of financial loss is our 51% interest. Universal Studios Japan’s results of operations are reported in our Theme Parks segment following the acquisition date.

NBCUniversal Media, LLC

Preliminary Allocation of Purchase Price

The table below presents the preliminary allocation of the purchase price to the assets and liabilities of Universal Studios Japan.

Preliminary Allocation of Purchase Price


(in millions)
Property and equipment	$	793
Intangible assets		323
Working capital		(33	)
Debt		(3,271	)
Other noncurrent assets and liabilities		43
Identifiable net assets (liabilities) acquired		(2,145	)
Noncontrolling interest		(1,440	)
Goodwill		5,084
Cash consideration transferred	$	1,499

Actual and Unaudited Pro Forma Results

Our consolidated revenue for the three and six months ended June 30, 2016 included $283 million and $576 million, respectively, from the acquisition of Universal Studios Japan. Our consolidated net income attributable to NBCUniversal for the three and six months ended June 30, 2016 included $10 million and $28 million, respectively, from the acquisition of Universal Studios Japan.


(in millions)	Three Months Ended June 30, 2015		Six Months Ended June 30, 2015
Revenue	$	7,484	$	14,372
Net income	$	977	$	1,931
Net income attributable to NBCUniversal	$	928	$	1,798

Note 4: Related Party Transactions

In the ordinary course of our business, we enter into transactions with Comcast.

We generate revenue from Comcast primarily from the distribution of our cable network programming, the fees received under retransmission consent agreements in our Broadcast Television segment and, to a lesser extent, the sale of advertising and our owned programming, and we incur expenses primarily related to advertising and various support services provided by Comcast to us.

Comcast is also the counterparty to one of our contractual obligations. As of June 30, 2016, the carrying value of the liability associated with this contractual obligation was $383 million.

NBCUniversal Media, LLC

The following tables present transactions with Comcast and its consolidated subsidiaries that are included in our condensed consolidated financial statements.

Condensed Consolidated Balance Sheet


(in millions)	June 30, 2016		December 31, 2015
Transactions with Comcast and Consolidated Subsidiaries
Receivables, net	$	281	$	239
Accounts payable and accrued expenses related to trade creditors	$	50	$	68
Accrued expenses and other current liabilities	$	70	$	51
Note payable to Comcast	$	1,884	$	1,750
Other noncurrent liabilities	$	387	$	383

Condensed Consolidated Statement of Income


	Three Months Ended June 30						Six Months Ended June 30
(in millions)	2016			2015			2016			2015
Transactions with Comcast and Consolidated Subsidiaries
Revenue	$	407		$	330		$	813		$	672
Operating costs and expenses	$	(44	)	$	(43	)	$	(104	)	$	(93	)
Other income (expense)	$	(17	)	$	(9	)	$	(30	)	$	(18	)

Note 5: Film and Television Costs


(in millions)	June 30, 2016		December 31, 2015
Film Costs:
Released, less amortization	$	1,425	$	1,275
Completed, not released		101		226
In production and in development		1,005		907
		2,531		2,408
Television Costs:
Released, less amortization		1,577		1,573
In production and in development		635		737
		2,212		2,310
Programming rights, less amortization		2,490		2,329
		7,233		7,047
Less: Current portion of programming rights		1,427		1,200
Film and television costs	$	5,806	$	5,847

NBCUniversal Media, LLC

Note 6: Investments


(in millions)	June 30, 2016		December 31, 2015
Fair Value Method	$	7	$	10
Equity Method:
Hulu		170		184
Other		332		313
		502		497
Cost Method		470		458
Total investments	$	979	$	965

Equity Method

The Weather Channel

During the three months ended June 30, 2015, The Weather Channel recorded an impairment charge related to goodwill. We recorded an expense of $252 million that represents our proportionate share of this impairment charge in equity in net income (losses) of investees, net in our condensed consolidated statement of income.

Hulu

Note 7: Goodwill


(in millions)	Cable Networks		Broadcast Television		Filmed Entertainment		Theme Parks			Total
Balance, December 31, 2015	$	12,947	$	806	$	267	$	6,344		$	20,364
Acquisitions		—		—		92		—			92
Adjustments		—		—		—		(289	)		(289	)
Foreign currency translation		7		—		12		957			976
Balance, June 30, 2016	$	12,954	$	806	$	371	$	7,012		$	21,143

Adjustments to goodwill during the six months ended June 30, 2016 included the updated preliminary allocation of the purchase price for Universal Studios Japan in our Theme Parks segment.

Note 8: Long-Term Debt

As of June 30, 2016, our debt, excluding the note payable to Comcast, had a carrying value of $12.0 billion and an estimated fair value of $13.5 billion. The estimated fair value of our publicly traded debt is primarily based on Level 1 inputs that use quoted market values for the debt. The estimated fair value of debt for which there are no quoted market prices is based on Level 2 inputs that use interest rates available to us for debt with similar terms and remaining maturities.

NBCUniversal Media, LLC

Debt Repayments

In April 2016, we repaid at maturity $1 billion aggregate principal amount of 2.875% senior notes due 2016.

Cross-Guarantee Structure

We, Comcast and a 100% owned cable holding company subsidiary of Comcast (“CCCL Parent”) fully and unconditionally guarantee each other’s debt securities. As of June 30, 2016, we guaranteed $38.5 billion of outstanding debt securities of Comcast and CCCL Parent. We also fully and unconditionally guarantee the $7 billion Comcast revolving credit facility due 2021, of which no amounts were outstanding as of June 30, 2016, and the associated commercial paper program.

We do not, however, guarantee the obligations of NBCUniversal Enterprise with respect to its $3.3 billion aggregate principal amount of senior notes, $1.5 billion revolving credit facility and associated commercial paper program, or $725 million liquidation preference of Series A cumulative preferred stock.

Note 9: Share-Based Compensation

Comcast maintains share-based compensation plans that primarily consist of awards of restricted share units and stock options to certain employees and directors as part of its approach to long-term incentive compensation. Additionally, through its employee stock purchase plans, employees are able to purchase shares of Comcast Class A common stock at a discount through payroll deductions. Certain of our employees participate in these plans and the expense associated with their participation is settled in cash with Comcast.

Recognized Share-Based Compensation Expense


	Three Months Ended June 30				Six Months Ended June 30
(in millions)	2016		2015		2016		2015
Restricted share units	$	27	$	24	$	45	$	41
Stock options		2		3		4		5
Employee stock purchase plans		2		2		5		4
Total	$	31	$	29	$	54	$	50

Note 10: Supplemental Financial Information

Receivables


(in millions)	June 30, 2016		December 31, 2015
Receivables, gross	$	5,597	$	5,949
Less: Allowance for returns and customer incentives		288		469
Less: Allowance for doubtful accounts		81		69
Receivables, net	$	5,228	$	5,411

Accumulated Other Comprehensive Income (Loss)


(in millions)	June 30, 2016			June 30, 2015
Deferred gains (losses) on cash flow hedges	$	(13	)	$	14
Unrecognized gains (losses) on employee benefit obligations		3			(61	)
Cumulative translation adjustments		105			(139	)
Accumulated other comprehensive income (loss)	$	95		$	(186	)

NBCUniversal Media, LLC

Net Cash Provided by Operating Activities


	Six Months Ended June 30
(in millions)	2016			2015
Net income	$	2,057		$	1,862
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		879			769
Equity in net (income) losses of investees, net		21			227
Cash received from investees		31			38
Net (gain) loss on investment activity and other		(92	)		(38	)
Deferred income taxes		64			(33	)
Changes in operating assets and liabilities, net of effects of acquisitions and divestitures:
Current and noncurrent receivables, net		145			(726	)
Film and television costs, net		(179	)		172
Accounts payable and accrued expenses related to trade creditors		(185	)		6
Other operating assets and liabilities		(263	)		344
Net cash provided by operating activities	$	2,478		$	2,621

Cash Payments for Interest and Income Taxes


	Three Months Ended June 30				Six Months Ended June 30
(in millions)	2016		2015		2016		2015
Interest	$	219	$	209	$	285	$	242
Income taxes	$	63	$	45	$	122	$	85

Noncash Investing and Financing Activities

During the six months ended June 30, 2016:

•

we acquired $215 million of property and equipment and intangible assets that were accrued but unpaid

Note 11: Financial Data by Business Segment

We present our operations in four reportable business segments:

•

Cable Networks: Consists primarily of our national cable networks, our regional sports and news networks, our international cable networks and our cable television studio production operations.

•

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

•

Theme Parks: Consists primarily of our Universal theme parks in Orlando, Florida; Hollywood, California; and Osaka, Japan.

NBCUniversal Media, LLC


	Three Months Ended June 30, 2016
(in millions)	Revenue^(e)			Operating Income (Loss) Before Depreciation and Amortization^(f)			Depreciation and Amortization		Operating Income (Loss)			Capital Expenditures
Cable Networks	$	2,566		$	944		$	187	$	757		$	7
Broadcast Television		2,128			394			30		364			30
Filmed Entertainment		1,351			56			12		44			5
Theme Parks^(b)		1,136			469			145		324			240
Headquarters and Other^(c)		6			(175	)		91		(266	)		78
Eliminations^(b)(d)		(84	)		1			—		1			—
Total	$	7,103		$	1,689		$	465	$	1,224		$	360


	Three Months Ended June 30, 2015
(in millions)	Revenue^(e)			Operating Income (Loss) Before Depreciation and Amortization^(f)			Depreciation and Amortization		Operating Income (Loss)			Capital Expenditures
Cable Networks	$	2,450		$	872		$	211	$	661		$	5
Broadcast Television		1,813			231			30		201			14
Filmed Entertainment		2,266			422			6		416			4
Theme Parks^(b)		773			334			76		258			166
Headquarters and Other^(c)		3			(169	)		82		(251	)		83
Eliminations^(b)(d)		(75	)		22			—		22			—
Total	$	7,230		$	1,712		$	405	$	1,307		$	272


	Six Months Ended June 30, 2016
(in millions)	Revenue^(e)			Operating Income (Loss) Before Depreciation and Amortization^(f)			Depreciation and Amortization		Operating Income (Loss)			Capital Expenditures
Cable Networks	$	5,019		$	1,900		$	377	$	1,523		$	8
Broadcast Television		4,212			678			62		616			49
Filmed Entertainment		2,734			223			20		203			8
Theme Parks^(b)		2,162			844			243		601			440
Headquarters and Other^(c)		9			(335	)		177		(512	)		150
Eliminations^(b)(d)		(172	)		1			—		1			—
Total	$	13,964		$	3,311		$	879	$	2,432		$	655


	Six Months Ended June 30, 2015
(in millions)	Revenue^(e)			Operating Income (Loss) Before Depreciation and Amortization^(f)			Depreciation and Amortization		Operating Income (Loss)			Capital Expenditures
Cable Networks	$	4,809		$	1,770		$	395	$	1,375		$	11
Broadcast Television^(a)		4,061			413			59		354			25
Filmed Entertainment		3,712			715			11		704			5
Theme Parks^(b)		1,424			578			142		436			328
Headquarters and Other^(c)		7			(309	)		162		(471	)		171
Eliminations^(b)(d)		(179	)		39			—		39			—
Total	$	13,834		$	3,206		$	769	$	2,437		$	540

(a)	The revenue and operating costs and expenses associated with our broadcast of the 2015 Super Bowl were reported in our Broadcast Television segment.

(b)

NBCUniversal Media, LLC

consolidated statement of income. For segment reporting purposes, we have adjusted periods prior to the fourth quarter of 2015 to reflect management reporting presentation for this expense on a consistent basis for all periods in the Theme Parks segment, which resulted in a corresponding offsetting adjustment in Eliminations to reconcile to consolidated totals.

(c)	Headquarters and Other activities include costs associated with overhead, personnel costs and headquarter initiatives.

(d)	Included in Eliminations are transactions that our segments enter into with one another, which consist 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 on 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 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 that of 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.