SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
_____________
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SCHEDULE
13G
(RULE
13d-102)
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INFORMATION
TO BE INCLUDED IN STATEMENTS FILED
PURSUANT
TO RULES 13d-1(b), (c) AND (d) AND
AMENDMENTS
THERETO FILED PURSUANT TO RULE 13d-2(b)
___________
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Amendment
No. 4
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Crown
Media Holdings, Inc.
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(Name
of Issuer)
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Class
A Common Stock,
par
value $.01 per share
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228411-10-4
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(Title
of class of securities)
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(CUSIP
number)
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December
31, 2008
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(Date
of Event Which Requires Filing of this Statement)
Check
the appropriate box to designate the rule pursuant to which this Schedule
is filed:
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__________
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*The
remainder of this cover page shall be filled out for a reporting person’s
initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter the disclosures provided in a prior cover
page.
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The
information required in the remainder of this cover page shall not be
deemed to be “filed” for the purpose of Section 18 of the Securities
Exchange Act of 1934 or otherwise subject to the liabilities of that
section of the Act but shall be subject to all other provisions of the Act
(however, see the Notes).
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Continued
on Following Pages
Page
1 of 6 Pages
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CUSIP
No.
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228411-10-4
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13G
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Page
2 of 6
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1
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NAMES
OF REPORTING PERSONS:
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The
DIRECTV Group, Inc.
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I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY):
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52-1106564
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP:*
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(a)
[_]
(b)
[_]
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3
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SEC
USE ONLY
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4
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CITIZENSHIP
OR PLACE OF ORGANIZATION:
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Delaware
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NUMBER
OF
SHARES
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5
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SOLE
VOTING POWER:
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5,360,202
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BENEFICIALLY
OWNED
BY
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6
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SHARED
VOTING POWER:
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0
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EACH
REPORTING
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7
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SOLE
DISPOSITIVE POWER:
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5,360,202
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PERSON
WITH
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8
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SHARED
DISPOSITIVE POWER:
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0
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
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5,360,202
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10
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES:*
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[_]
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11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
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7.2%
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12
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TYPE
OF REPORTING PERSON:*
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CO
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(a) [
] Broker or dealer registered under Section 15 of the Exchange
Act;
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(b) [
] Bank as defined in Section 3(a)(6) of the Exchange
Act;
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(c) [
] Insurance company as defined in Section 3(a)(19) of the Exchange
Act;
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(d) [
] Investment company registered under Section 8 of the Investment Company
Act;
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(e) [
] An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E);
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(f) [
] An Employee benefit plan or endowment fund in accordance with Rule
13d-1(b)(1)(ii)(F);
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(g) [
] A Parent holding company or control person in accordance with Rule
13d-1(b)(1)(ii)(G);
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(h) [
] A Savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act;
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(i) [
] A Church plan that is excluded from the definition of an investment
company under Section 3(c)(14) of the Investment Company
Act;
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(j) [
] Group, in accordance with Rule
13d-1(b)(1)(ii)(J).
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The DIRECTV Group, Inc. | |
Date: January 21, 2009 |
By: /s/ Larry D.
Hunter
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Name: Larry
D. Hunter
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Title: Executive
Vice President,
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General
Counsel and Secretary
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