FORM OF REGISTRATION RIGHTS AGREEMENT

Exhibit 4.4

FORM OF

REGISTRATION RIGHTS AGREEMENT

     REGISTRATION RIGHTS AGREEMENT (this “ Agreement ”), dated as of ___, 2008, by and between DISCOVERY COMMUNICATIONS, INC., a Delaware corporation (“ New DHC ”), and ADVANCE/NEWHOUSE PROGRAMMING PARTNERSHIP, a New York general partnership (“ ANPP ”).

RECITALS:

      WHEREAS , New DHC, Discovery Holding Company, a Delaware corporation, and ANPP, among others, have entered into the Transaction Agreement, dated June 4, 2008 (“ Transaction Agreement ”), pursuant to which, among other things, ANPP is exchanging on the date hereof the ANPP Contributed Assets (as defined in the Transaction Agreement) for                       shares of New DHC Series A Convertible Participating Preferred Stock, par value $0.01 per share (including, after the Effective Time of the Merger (as defined in the Transaction Agreement), the Series A Rights attached thereto pursuant to the New DHC Rights Agreement) (the “ Series A Preferred Stock ”), and ___ shares of New DHC Series C Convertible Participating Preferred Stock, par value $0.01 per share (including, after the Effective Time of the Merger (as defined in the Transaction Agreement), the Series C Rights attached thereto pursuant to the New DHC Rights Agreement) (the “ Series C Preferred Stock ”);

      WHEREAS , the Series A Preferred Stock and Series C Preferred Stock are authorized under the New DHC Certificate of Incorporation (as amended from time to time, the “ New DHC Charter ”), and will be issued to ANPP on the Closing Date (as defined in the Transaction Agreement);

      WHEREAS, the shares of Series A Preferred Stock are convertible at the Series A Conversion Rate (as defined in the New DHC Charter) into shares of New DHC Series A common stock, par value $0.01 per share (the “ Series A Common Stock ”), and the shares of Series C Preferred Stock are convertible at the Series C Conversion Rate (as defined in the New DHC Charter) into shares of New DHC Series C common stock, par value $0.01 per share (the “ Series C Common Stock ”);

      WHEREAS , as an inducement to ANPP to enter into the Transaction Agreement, New DHC has agreed to grant registration rights with respect to the shares of Series A Common Stock and the Series C Common Stock into which the Series A Preferred Stock and the Series C Preferred Stock, respectively, are convertible, on the terms and subject to the conditions set forth in this Agreement; and

      WHEREAS , the parties are entering into this Agreement in compliance with Section 5.12 of the Transaction Agreement.

      NOW, THEREFORE, in consideration of the mutual promises and covenants set forth herein and in the Transaction Agreement, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

ARTICLE I

DEFINITIONS

     Section 1.01. Certain Defined Terms . As used in the Agreement, the following terms shall have the meanings set forth below:

      “Agreement ” has the meaning set forth in the preamble.

     “ Affiliate ” of any specified Person means any other Person directly or indirectly Controlling, Controlled by or under direct or indirect common Control with such specified Person. For the purposes of this Agreement, the term “ Control ” (including correlative meanings, the terms “Controlling”, “Controlled by”, and “under common Control with”), as used with respect to any Person, will mean the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a Person, whether through the ownership of voting securities, by agreement or otherwise.

      “ANPP ” has the meaning set forth in the preamble.

     “ ANPP Escrow Shares ” has the meaning set forth in the Transaction Agreement.

      “ANPP Stockholder Group” has the meaning set forth in the New DHC Charter.

     “ beneficially own ” has the meaning set forth in Rule 13d-3 promulgated under the Exchange Act, as such Rule is in effect on the date hereof.

     “ Blackout Period ” has the meaning set forth in Section 2.04(a).

      “Board of Directors” means the Board of Directors of New DHC or any authorized committee thereof.

     “ Business Day ” means any day other than Saturday, Sunday or any day on which banks are required or permitted to close in Denver, Colorado or New York, New York.

     “ Conversion Shares ” means shares of Series A Common Stock (and the Series A Rights that attach thereto) that are issuable or issued upon conversion of the Series A Preferred Stock, and shares of Series C Common Stock (and the Series C Rights that attach thereto) that are issuable or issued upon conversion of the Series C Preferred Stock.

     “ Demand Registration Statement ” has the meaning set forth in Section 2.01.

      “ Demand Request ” has the meaning set forth in Section 2.01.

     “ Disadvantageous Condition ” has the meaning set forth in Section 2.04(a).

     “ Effectiveness Period ” has the meaning set forth in Section 2.01.

     “ Effective Time ” has the meaning set forth in Section 2.01.

     “ Exchange Act ” means the Securities Exchange Act of 1934, as amended, or any successor federal statute, and the rules and regulations promulgated thereunder.

     “ Free Writing Prospectus ” means each “free writing prospectus” within the meaning of Rule 405.

     “ GAAP ” means generally accepted accounting principles as accepted by the accounting profession in the United States as in effect from time to time, consistently applied.

     “ Governmental Authority ” means any supranational, national, federal, state or local government, foreign or domestic, or the government of any political subdivision of any of the foregoing, or any entity, authority, agency, ministry, department, board, commission, court or other similar body exercising executive, legislative, judicial, regulatory or administrative authority or functions of or pertaining to government, including any authority or other quasi-governmental entity established by a Governmental Authority to perform any of such functions.

     “ Holder ” means ANPP and each Permitted Transferee, for so long as such Person beneficially owns Registrable Shares.

     “ Indemnified Party ” has the meaning set forth in Section 4.03.

     “ Indemnifying Party ” has the meaning set forth in Section 4.03.

     “ Inspectors ” has the meaning set forth in Section 3.01(k)

     “ Liability ” or “Liabilities” has the meaning set forth in Section 4.01.

     “ Market Value ” of a share of New DHC Common Stock on any trading day means the last reported sale price, regular way, of a share of such stock on such trading day or, in case there is no last reported sale price on such trading day, the average of the reported closing bid and asked prices regular way of a share of such stock on such trading day, in either case on the Nasdaq Global Select Market, or if such share is not then listed on Nasdaq Global Select Market, on the principal stock exchange on which shares of such stock are traded.

     “ Maximum Number of Shares ” means, with respect to any underwritten offering, the maximum number of shares of New DHC Common Stock (including Registrable Shares) that the co-managing underwriters advise New DHC can be included in such offering without having an adverse effect on such offering, including the price at which the shares can be sold.

      “New DHC ” has the meaning set forth in the preamble.

     “ New DHC Charter ” has the meaning set forth in the recitals.

     “ New DHC Common Stock ” means the Series A Common Stock and the Series C Common Stock.

     “ New DHC Preferred Stock ” means the Series A Preferred Stock and Series C Preferred Stock.

     “ New DHC Rights Agreement ” means the Rights Agreement, to be dated the Closing Date, between New DHC and Computershare Trust Company N.A, as the rights agent, as amended from time to time.

     “ Other Shareholders ” means holders of New DHC Common Stock that have obtained registration rights from New DHC (other than the Holders).

      “Original Amount of Registrable Shares” means, at the date of determination, the sum of the number of Conversion Shares issued or issuable in respect of (1) the New DHC Preferred Stock (excluding the ANPP Escrow Shares) issued to ANPP on the Closing Date plus (2) the ANPP Escrow Shares that have been released from the Escrow (as defined in the Transaction Agreement), without regard to any subsequent transfers of such shares by ANPP or any Permitted Transferee, including without limitation any transfer that causes such shares to cease to be Registrable Shares.

      “ Permitted Transferee ” has the meaning set forth in Section 2.08.

     “ Person ” means any individual, firm, corporation, partnership, limited liability company, trust, joint venture, Governmental Authority or other entity.

      “Piggyback Notice” has the meaning set forth in Section 2.09.

      “Piggyback Registration” has the meaning set forth in Section 2.09.

     “ prospectus ” means the prospectus related to any Registration Statement (including a prospectus that discloses information previously omitted from a prospectus filed as part of an effective Registration Statement in reliance on Rule 415), as amended or supplemented by any amendment (including post-effective amendments), pricing term sheet, Free Writing Prospectus or prospectus supplement, and all documents and materials incorporated by reference in such prospectus.

     “ Records ” has the meaning set forth in Section 3.01(k).

     “ Registrable Shares ” means, at any time, the Conversion Shares that are beneficially owned by any of the Holders; provided, that any particular Conversion Share will cease to be a Registrable Share: (i) if and when such share shall have been disposed of pursuant to an effective Registration Statement; (ii) if and when such share shall have been sold to the public pursuant to Rule 144; (iii) if and when such share shall have been otherwise transferred and new certificates for them not bearing a legend or instructions restricting further transfer shall have been delivered; and (iv) if and when such share shall have ceased to be outstanding. Conversion Shares beneficially owned by a Holder which are Registrable Shares shall also cease to be Registrable Shares if and when such shares may be disposed of by such Holder without volume,

holding period or manner of sale restrictions. For the avoidance of doubt, shares of New DHC Preferred Stock are not Registrable Shares; rather, only Conversion Shares that meet the foregoing criteria are Registrable Shares.

     “ Registration Expenses ” means all expenses incurred in connection with any registration of Registrable Shares pursuant to this Agreement, including (i) the fees, disbursements and expenses of New DHC’s counsel and accountants; (ii) all expenses, including filing fees, in connection with the preparation, printing and filing of any Registration Statement, any prospectus, any other offering documents and any amendments and supplements thereto and the mailing and delivering of copies thereof to any underwriters and dealers; (iii) the cost of printing or producing any agreements among underwriters, underwriting agreements, and blue sky or legal investment memoranda, any selling agreements and any other similar documents in connection with the offering, sale, distribution or delivery of the Registrable Shares to be disposed of; (iv) all expenses in connection with the qualification of the Registrable Shares to be disposed of for offering and sale or distribution under state securities laws, including the fees and disbursements of counsel for any underwriters in connection with such qualification and in connection with any blue sky and legal investment surveys; (v) the filing fees incident to securing any required review by the Financial Industry Regulatory Authority of the terms of the sale or distribution of the Registrable Shares to be disposed of; (vi) all security engraving and security printing expenses; (vii) all expenses in connection with the listing of the Registrable Shares on any stock exchange on which other shares of New DHC Common Stock are listed; and (viii) any other fees and disbursements of underwriters customarily paid by issuers of securities; provided, however, that “Registration Expenses” shall not include broker’s commissions or underwriters’ discounts, fees or commissions relating to any offer or sale of Registrable Shares or the fees and disbursements of Special Counsel or counsel to any Holder.

     “ Registration Statement ” means a Demand Registration Statement or a Section 2.09 Registration Statement, as the context requires.

     “ Rule 144 ” means Rule 144 as promulgated by the SEC under the Securities Act, as such Rule may be amended from time to time, or any similar successor rule promulgated by the SEC.

     “ Rule 405 ” means Rule 405 as promulgated by the SEC under the Securities Act, as such Rule may be amended from time to time, or any similar successor rule promulgated by the SEC

     “ Rule 415 ” means Rule 415 as promulgated by the SEC under the Securities Act, as such Rule may be amended from time to time, or any similar successor rule promulgated by the SEC.

     “ SEC ” means the United States Securities and Exchange Commission, or any successor federal agency.

      “Section 2.09 Registration Statement” has the meaning set forth in Section 2.09.

     “ Securities Act ” means the Securities Act of 1933, as amended, or any successor federal statute, and the rules and regulations promulgated thereunder.

     “ Series A Preferred Stock Director ” has the meaning set forth in the New DHC Charter.

     “ Special Counsel ” means [                      ], or such other law firm of national reputation as may be selected by a majority of the Holders and is reasonably acceptable to New DHC.

      “Series A Common Stock ” has the meaning set forth in the recitals.

     “ Series C Common Stock ” has the meaning set forth in the recitals.

     “ Series A Preferred Stock ” has the meaning set forth in the recitals.

     “ Series C Preferred Stock ” has the meaning set forth in the recitals.

      “ Series A Rights ” has the meaning set forth in the New DHC Rights Agreement.

      “ Series C Rights ” has the meaning set forth in the New DHC Rights Agreement.

     “ Subsidiary ” when used with respect to any Person, means any other Person (1) of which (x) in the case of a corporation, at least (A) a majority of the equity and (B) a majority of the voting interests are owned or Controlled, directly or indirectly, by such first Person, by any one or more of its Subsidiaries, or by such first Person and one or more of its Subsidiaries or (y) in the case of any Person other than a corporation, such first Person, one or more of its Subsidiaries, or such first Person and one or more of its Subsidiaries (A) owns a majority of the equity interests thereof and (B) has the power to elect or direct the election of a majority of the members of the governing body thereof or otherwise has Control over such organization or entity; or (2) that is required to be consolidated with such first Person for financial reporting purposes under GAAP.

      “Transaction Agreement ” has the meaning set forth in the recitals.

ARTICLE II

DEMAND REGISTRATION RIGHTS

     Section 2.01. Registration Upon Demand . At any time after the date hereof and for so long as there are any Registrable Shares (including shares issuable upon conversion of outstanding shares of New DHC Preferred Stock), upon the written request of Holders holding an amount of Registrable Shares equal to at least five percent (5%) of the Registrable Shares then outstanding (a “ Demand Request ”), New DHC shall prepare a registration statement on the appropriate form under the Securities Act (a “ Demand Registration Statement ”), for the type of offering contemplated by the Demand Request. The Demand Request shall specify, for each Holder, the number of Registrable Shares to be included in such Demand Registration Statement for such Holder’s account; provided that the aggregate Market Value of Registrable Shares so specified in any such Demand Request shall be not less than $100,000,000 (as of the most recent trading day preceding the delivery of such Demand Request to New DHC). New DHC shall use commercially reasonable efforts, subject to Sections 2.04 and 2.05, to cause the Demand Registration Statement to: (i) be filed with the SEC as promptly as reasonably practicable after New DHC’s receipt of the Demand Request (but in any event within 30 days of receipt of such request), (ii) become effective as promptly as reasonably practicable after filing, and (iii) remain continuously effective during the time period (the “ Effectiveness Period ”) commencing on the date such Demand Registration Statement is declared effective (the “ Effective Time ”) and

ending on (A) the date that there are no longer any Registrable Shares covered by such Demand Registration Statement or (B) if earlier, and if the Demand Registration Statement relates to an offering made on a delayed or continuous basis under Rule 415, the 30th day (120th day if the Demand Registration Statement is on Form S-3) after the Demand Registration Statement is initially declared effective. Holders shall have the right to make a total of three (3) Demand Requests hereunder. Notwithstanding anything contained in this Agreement to the contrary, New DHC shall not be required to prepare or file a Demand Registration Statement for Registrable Shares identified in any Demand Request if New DHC shall have effected a registration of shares of New DHC common stock at any time during the immediately preceding six month period. The Effectiveness Period referred to above shall be extended by the number of days covered by any Blackout Period and/or the number of days during which the use of any prospectus is suspended pursuant to Section 2.05 or Section 3.01(i).

     Section 2.02. Revocation of Demand Request . The Holders that make a Demand Request may revoke it prior to the effective date of a Demand Registration Statement or at any time that such Demand Registration Statement is subject to a stop order; provided, that such revoked Demand Request shall count as one of the three Demand Requests referred to in the last sentence of Section 2.01 unless such Holders promptly reimburse New DHC for all Registration Expenses incurred by New DHC relating to the registration requested pursuant to such revoked Demand Request.

     Section 2.03. Selection of Underwriters and Underwriters’ Counsel; Cutbacks.

     (a) Holders may effect an underwritten public offering with respect to the Registrable Shares included in a Demand Registration Statement filed pursuant to a Demand Request; provided , that no underwritten public offering shall be effected in which the gross proceeds to the selling Holders are not reasonably expected to exceed $100,000,000. Holders holding a majority of the Registrable Shares to be registered pursuant to a Demand Request shall have the right to select one co-lead bookrunning managing underwriter for such public offering, which underwriter shall be reasonably acceptable to New DHC, and New DHC shall have the right to select the remaining co-lead bookrunning manager(s). New DHC shall be entitled to require that such underwriter or underwriters use New DHC’s customary underwriters’ counsel or, if New DHC does not have customary underwriters counsel, then such counsel as may be acceptable to the co-lead managing underwriters and New DHC.

     (b) If the co-managing underwriters advise the Holders and New DHC that the number of Registrable Shares requested pursuant to this Article II to be included in an underwritten offering exceeds the Maximum Number of Shares, the Registrable Shares to be included in such underwritten offering (up to the Maximum Number of Shares) shall be allocated pro rata among all the requesting Holders based on the relative number of Registrable Shares requested by each such Holder to be included in such underwriten offering.

     Section 2.04. Blackout Periods .

     (a) With respect to any Demand Registration Statement, or amendment or supplement thereto, filed or to be filed pursuant to Section 2.01, if the Board of Directors determines, in its reasonable business judgment, that it would be materially disadvantageous to New DHC or any of its Subsidiares, because of the sale of Registerable Shares covered by such Demand Registration Statement or the disclosure of information therein or in any related prospectus or prospectus supplement, would materially interfere with or otherwise adversely affect in any material respect any acquisition, financing, corporate reorganization or other material transaction or development involving New DHC or any such Subsidiary (a “ Disadvantageous Condition ”), New DHC may, for a reasonable period of time, but not more than the period that the Board of Directors reasonably determines that the Disadvantageous Condition continues to exist (a “ Blackout Period ”), suspend the use or filing of, or the filing of an amendment or supplement to, such Demand Registration Statement. New DHC shall notify the Special Counsel and the Holders that such Demand Registration Statement is unavailable for use (or will not be filed as requested) promptly following the determination of a Blackout Period by the Board of Directors. Upon the receipt of any such notice, the Holders shall forthwith discontinue use of the prospectus contained in an effective Demand Registration Statement. When any Disadvantageous Condition shall cease to exist, New DHC shall promptly notify the Special Counsel and each Holder and promptly take any and all actions necessary to permit the Holders to deliver a current prospectus or, in the case where the Demand Registration Statement has not yet been filed, to file such Demand Registration Statement. The Holders shall cause any director of New DHC that is a Series A Preferred Stock Director to recuse himself or herself from any decision made pursuant to this Section 2.04(a).

     (b) If New DHC declares a Blackout Period with respect to a Demand Registration Statement that has not yet been declared effective, the Holders whose Registrable Shares were to be included in such Demand Registration Statement may withdraw their Demand Request therefor (and such request shall not count as one of the three Demand Requests referred to in the last sentence of Section 2.01) without such request counting as a revocation of a Demand Request for purposes of Section 2.02, and without any liability for Registration Expenses relating to such revoked Demand Request.

     Section 2.05. SEC Orders Suspending Effectiveness . New DHC shall notify the Special Counsel and all Holders that have Registrable Shares included in a Demand Registration Statement of any stop order threatened or issued by the SEC and, as to threatened orders, shall take such actions as may be required, using commercially reasonable efforts, to prevent the entry of such stop order. If the effectiveness of a Demand Registration Statement is suspended by a stop order issued by the SEC at any time during the Effectiveness Period, New DHC shall use commercially reasonable efforts to obtain the prompt withdrawal of such order, and as promptly as reasonably practicable after such suspension of effectiveness, amend or supplement the Demand Registration Statement in a manner reasonably expected by New DHC to obtain the withdrawal of such order.

     Section 2.06. Plan of Distribution . The “plan of distribution” section of each prospectus included in a Demand Registration Statement with respect to any offering to be made on a delayed or continuous basis under Rule 415 shall be substantially in the form of Annex A hereto, subject to the comments of the SEC and the inclusion of such other information as is required by applicable SEC regulations or to conform with applicable SEC practice. Each Holder agrees to dispose of its Registrable Shares under a Registration Statement in accordance with the “plan of distribution” section of the prospectus.

     Section 2.07. Expenses . New DHC shall, to the extent provided herein, pay all Registration Expenses arising from or incident to any registration of Registrable Shares pursuant to this Agreement.

     Section 2.08. Transfer of Shelf Registration Rights . Each Holder shall have the right to assign, by written agreement, any or all of its rights granted under this Agreement to any Person (a “ Permitted Transferee ”) (i) receiving Registrable Shares in a Permitted Transfer (as defined in the New DHC Charter) or (ii) to which a Holder transfers full right, title and interest in and to a number of Registrable Shares equal to at least ten percent (10%) of the Original Amount of Registrable Shares; provided, that (x) any such transferee agrees, in writing in form and substance reasonably satisfactory to New DHC, to be bound by the terms and provisions of this Agreement and (y) such transfer is effected in accordance with applicable securities laws. Following any transfer or assignment made to a Permitted Transferee, a Holder shall retain all rights under this Agreement with respect to any Registrable Shares that continue to be beneficially owned by such Holder. A Permitted Transferee shall be deemed a Holder for purposes of this Agreement. A Person that is not a Permitted Transferee to which a Holder transfers Registrable Shares shall not have any rights under this Agreement, and the shares so transferred shall no longer be deemed Registrable Shares.

     Section 2.09. Incidental Registration .

     (a) If New DHC at any time proposes to register the offer and sale of shares of New DHC Common Stock under the Securities Act (other than on Form S-8 or S-4) (a “ Section 2.09 Registration Statement ”), whether for its own account or for the account of any Other Shareholders, in a manner which would permit registration of Registrable Shares for sale to the public under the Securities Act (a “ Piggyback Registration ”), New DHC will promptly give written notice (a “ Piggyback Notice ”) to all Holders of its intention to do so and of such Holders’ rights under this Section 2.09, but in any event at least 10 Business Days prior to the anticipated filing date of the Section 2.09 Registration Statement. The Piggyback Notice shall offer all Holders the opportunity to include in such Section 2.09 Registration Statement such number of Registrable Shares as each Holder may request, subject to Section 2.09(d). New DHC will use its commercially reasonable efforts to include in the Section 2.09 Registration Statement the number of Registrable Shares of each Holder sought to be included therein and so specified in a written notice delivered to New DHC by such Holder within 5 Business Days after such Holders’s receipt of the related Piggyback Notice, subject to Section 2.09(d). A Holder may, prior to the effective date of a Section 2.09 Registration Statement, withdraw any Registrable Shares that it had sought to have included therein, whereupon it shall promptly pay to New DHC all Registration Expenses incurred by New DHC in

connection with the registration of such withdrawn Registrable Shares under the Securities Act or the Exchange Act and the inclusion of such shares in the Section 2.09 Registration Statement.

     (b) If a Piggyback Registration involves an underwritten offering, then all Holders whose Registrable Shares are included in the Section 2.09 Registration Statement must sell such shares in such underwitten offering and agree to such terms and provisions that are customarily contained in underwriting agreements with respect to selling stockholders. New DHC will use its commercially reasonable efforts to cause such underwriting agreement to include, with respect to Holders, indemnification and contribution provisions that are substantially to the effect provided in Article IV.

     (c) DHC may elect, in its sole discretion, to terminate a Section 2.09 Registration Statement at any time prior to the effective date thereof. Upon giving written notice of such election to all Holders of Registrable Shares, New DHC shall be relieved of its obligation to register any Registrable Shares in connection with such registration (without prejudice, however to the rights of Holders under Section 2.01 hereof). New DHC will pay all Registration Expenses incurred by the Holders in connection with each Piggyback Registration.

     (d) If a Piggyback Registration involves an underwritten offering and the co-managing underwriters advise New DHC (and, if applicable, the Other Shareholders) that the number of shares of New DHC Common Stock requested to be included in the Piggyback Registration exceeds the Maximum Number of Shares, the following rules shall apply:

     (i) If the Section 2.09 Registration Statement was originated by New DHC for a primary offering, then there will be included in such registration statement: (i) first, all of the shares of New DHC Common Stock that New DHC proposes to sell for its own account; and (ii) second, to the extent that the number of shares of New DHC Common Stock included by New DHC for its own account is less than the Maximum Number of Shares, the shares of New DHC Common Stock proposed to be included by the Other Shareholders and the Registrable Shares proposed to be included by Holders, allocated pro rata among such Persons on the basis of the number of shares each such Person has requested to be included in such registration statement (up to the Maximum Number of Shares).

     (ii) If the Section 2.09 Registration Statement was originated by Other Shareholders for a secondary offering, then there will be included in such registration statement: (i) first, all of the shares of New DHC Common Stock that such Other Shareholders propose to sell for their own account; and (ii) second, to the extent that the number of shares of New DHC Common Stock included by the Other Shareholders is less than th