<PAGE>

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                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC 20549

                               ----------------

                                   Form 10-Q

[X]Quarterly Report Pursuant to Section 13 or 15(d) of the Securities and
   Exchange Act of 1934 for the quarterly period ended December 31, 2000.

                                      or

[_]Transition report pursuant to Section 13 of 15(d) of the Securities
   Exchange Act of 1934 for transition period from      to     .

                         Commission File No. 333-38689

                               ----------------

                           FOX SPORTS NETWORKS, LLC
            (Exact name of registrant as specified in its charter)

<TABLE>
<S>                                            <C>
                  Delaware                                       95-4577574
       (State or other jurisdiction of                        (I.R.S. Employer
       incorporation or organization)                        Identification No.)
</TABLE>

             1440 South Sepulveda Boulevard, Los Angeles, CA 90025
                   (Address of principal executive offices)

      Registrant's telephone number, including area code: (310) 444-8123

                               ----------------

  Indicate by check mark whether the Registrant has (1) filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) been subject to such
filing requirements for the past 90 days.

                                Yes [X] No [_]

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<PAGE>

                                     PART I
                             FINANCIAL INFORMATION

Item 1.  Financial Statements

                            FOX SPORTS NETWORKS, LLC
                     (A Delaware Limited Liability Company)

                     CONDENSED CONSOLIDATED BALANCE SHEETS
                      December 31, 2000 and June 30, 2000
                             (Dollars in thousands)

<TABLE>
<CAPTION>
                                                        December 31,  June 30,
                                                            2000        2000
                                                        ------------ ----------
                                                        (unaudited)
<S>                                                     <C>          <C>
                        ASSETS
                        ------
Current assets:
  Cash and cash equivalents............................  $   22,535  $   25,891
  Trade and other receivables, net of allowance for
   doubtful accounts of $8,587 at December 31, 2000 and
   $9,621 at June 30, 2000.............................     193,475     165,010
  Receivables from equity affiliates, net..............      16,413       5,616
  Program rights.......................................     153,209     127,667
  Prepaid expenses and other current assets............      51,461      29,322
                                                         ----------  ----------
    Total current assets...............................     437,093     353,506
Property and equipment, net............................      65,176      58,186
Investments in affiliates..............................     944,425     952,723
Program rights.........................................     164,608     138,262
Excess cost, net.......................................     473,158     480,087
Other assets...........................................      44,083      43,633
                                                         ----------  ----------
    Total Assets.......................................  $2,128,543  $2,026,397
                                                         ==========  ==========
            LIABILITIES AND MEMBERS' EQUITY
            -------------------------------
Current liabilities:
  Accounts payable and accrued expenses................  $  181,508  $  169,390
  Program rights payable...............................      98,164      79,688
  Current portion of long-term debt....................       2,552       2,470
  Accrued interest.....................................      17,588      16,988
  Other current liabilities............................      11,159      11,532
                                                         ----------  ----------
    Total current liabilities..........................     310,971     280,068
Non-current program rights payable.....................     105,342     107,310
Long-term debt, net of current portion.................   1,642,653   1,588,914
Minority interest......................................      25,737      25,412
Commitments and contingencies
Members' equity........................................      43,840      24,693
                                                         ----------  ----------
    Total Liabilities and Members' Equity..............  $2,128,543  $2,026,397
                                                         ==========  ==========
</TABLE>

  The accompanying notes are an integral part of these condensed consolidated
                                balance sheets.

                                       2
<PAGE>

                            FOX SPORTS NETWORKS, LLC
                     (A Delaware Limited Liability Company)

                CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

    For the Three Months and the Six Months Ended December 31, 2000 and 1999
                             (Dollars in thousands)

<TABLE>
<CAPTION>
                                  Three Months Ended       Six Months Ended
                                     December 31,            December 31,
                                ----------------------- -----------------------
                                   2000        1999        2000        1999
                                ----------- ----------- ----------- -----------
                                (unaudited) (unaudited) (unaudited) (unaudited)
<S>                             <C>         <C>         <C>         <C>
Revenues:
  Programming..................  $115,975     $96,562    $232,345    $197,682
  Advertising..................    56,315      54,904     114,689     107,853
  Direct broadcast.............    39,844      34,584      77,467      66,524
  Other........................    15,142      16,896      35,658      37,385
                                 --------     -------    --------    --------
                                  227,276     202,946     460,159     409,444
                                 --------     -------    --------    --------
Expenses:
  Operating....................   150,888     131,271     298,475     274,144
  General and administrative...    21,220      18,469      42,504      36,081
  Depreciation and
   amortization................    14,316      11,425      28,185      18,505
                                 --------     -------    --------    --------
                                  186,424     161,165     369,164     328,730
                                 --------     -------    --------    --------
Operating income...............    40,852      41,781      90,995      80,714
                                 --------     -------    --------    --------
Other (income) expenses:
  Interest, net................    36,552      31,638      72,009      62,266
  Subsidiaries' income tax
   expense.....................       166       1,448         166       1,373
  Equity (income) loss of
   affiliates, net.............     1,206       1,666      (2,474)      3,710
  Other, net...................         8         (73)         22          (3)
  Minority interest............       324         148       2,125       2,022
                                 --------     -------    --------    --------
                                   38,256      34,827      71,848      69,368
                                 --------     -------    --------    --------
Net income.....................  $  2,596     $ 6,954    $ 19,147    $ 11,346
                                 ========     =======    ========    ========
</TABLE>


  The accompanying notes are an integral part of these condensed consolidated
                             financial statements.

                                       3
<PAGE>

                            FOX SPORTS NETWORKS, LLC
                     (A Delaware Limited Liability Company)

                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

              For the Six Months Ended December 31, 2000 and 1999
                             (Dollars in thousands)

<TABLE>
<CAPTION>
                                                           Six Months Ended
                                                             December 31,
                                                        ----------------------
                                                           2000        1999
                                                        ----------- ----------
                                                        (unaudited) (unaudited)
<S>                                                     <C>         <C>
Cash flows from operating activities:
  Net income...........................................  $  19,147  $  11,346
  Adjustments to reconcile net income to net cash (used
   in) provided by operating activities:
    Depreciation and amortization......................     28,185     18,505
    Interest accretion and amortization of debt
     issuance costs....................................     17,492     22,505
    Loss on disposal of assets.........................         24        --
    Equity (income) loss of affiliates, net............     (2,474)     3,710
    Minority interest..................................      2,125      2,022
  Changes in operating assets and liabilities:
    Trade and other receivables........................    (28,465)     9,120
    Program rights.....................................    (51,888)   (45,876)
    Prepaid expenses and other operating assets........    (35,016)   (22,500)
    Accounts payable and accrued expenses..............     12,118    (44,566)
    Program rights payable.............................     16,508     66,287
    Other operating liabilities........................        227      3,669
                                                         ---------  ---------
      Net cash (used in) provided by operating
       activities......................................    (22,017)    24,222
                                                         ---------  ---------
  Cash flows from investing activities:
    Advances from equity affiliates....................      7,494     15,919
    Advances to equity affiliates......................    (18,291)   (32,740)
    Purchases of property and equipment................    (17,016)    (5,471)
    Investments in equity affiliates...................    (19,006)   (15,765)
    Distributions from equity affiliates...............     29,778      7,086
                                                         ---------  ---------
      Net cash used in investing activities............    (17,041)   (30,971)
                                                         ---------  ---------
  Cash flows from financing activities:
    Borrowings of long-term debt.......................    325,197    202,574
    Repayment of long-term debt........................   (287,695)  (246,500)
    Distribution to minority shareholder of
     subsidiary........................................     (1,800)    (1,920)
                                                         ---------  ---------
      Net cash provided by (used in) financing
       activities......................................     35,702    (45,846)
                                                         ---------  ---------
Net decrease in cash and cash equivalents..............     (3,356)   (52,595)
Cash and cash equivalents, beginning of period.........     25,891     59,145
                                                         ---------  ---------
Cash and cash equivalents, end of period...............  $  22,535  $   6,550
                                                         =========  =========
Supplemental Cash Flow disclosure:
  Cash paid for interest...............................  $  22,188  $  24,655
</TABLE>

  The accompanying notes are an integral part of these condensed consolidated
                             financial statements.

                                       4
<PAGE>

                           FOX SPORTS NETWORKS, LLC
                    (A Delaware Limited Liability Company)

             NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                         December 31, 2000 (unaudited)
                            (Dollars in thousands)

(1) Basis of Presentation

  The accompanying unaudited condensed consolidated financial statements of
Fox Sports Networks, LLC (the "Company") have been prepared by the Company
pursuant to the instructions for Form 10-Q and, accordingly, certain
information and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have been
condensed or omitted where permitted by regulation. In management's opinion,
the accompanying unaudited condensed consolidated financial statements reflect
all adjustments, primarily consisting of normal recurring accruals, necessary
for a fair presentation of the consolidated results of operations for the
interim periods presented. The condensed consolidated results of operations
for such interim periods are not necessarily indicative of the results that
may be expected for future interim periods or for the year ended June 30,
2001. These interim condensed consolidated financial statements and the notes
thereto should be read in conjunction with the audited consolidated financial
statements and notes thereto included in the Company's Annual Report on Form
10-K for the year ended June 30, 2000.

  The preparation of consolidated financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities,
disclosure of contingent assets and liabilities at the date of the
consolidated financial statements, and the reported amounts of revenues and
expenses during the reporting period. Because of the use of estimates inherent
in the financial reporting process, actual results could differ from those
estimates.

  The Company consolidates all subsidiaries in which voting control is held by
either the Company or Fox Entertainment Group, Inc. ("Fox"), its parent. The
percentage of ownership, together with the degree to which the Company
controls the management and operation of a Regional Sports Network ("RSN"),
determines the appropriate accounting treatment for the Company's interest in
that particular RSN. If the Company owns a majority interest in a particular
RSN, but neither the Company nor Fox have voting control, the ownership
interest is accounted for using the equity method of accounting.

  In July 1999, The News Corporation Limited acquired from Liberty Media
Corporation ("Liberty") substantially all of Liberty's 50% interest in the
Company and transferred that interest to Fox in exchange for common stock. In
connection with this transaction, voting control of certain majority-owned
subsidiaries of the Company, previously held by Liberty, was acquired by Fox
and, accordingly, these subsidiaries have been consolidated commencing with
the three months ended September 30, 1999. (See Note 4.) These majority-owned
subsidiaries which were previously accounted for using the equity method of
accounting, are:

  Fox Sports Net Pittsburgh, LP (formerly Liberty/Fox KBL LP)
  Fox Sports Net Chicago Holdings, LLC (formerly Fox/Liberty Chicago LP)
  Fox Sports Net Bay Area Holdings, LLC (formerly Fox/Liberty Bay Area LP)
  Fox Sports Net Upper Midwest Holdings, LP (formerly Fox/Liberty Upper
  Midwest LP)
  Fox Sports Net Distribution, LP (Fox/Liberty Distribution LP)

                                       5
<PAGE>

(2) Debt

  Debt at December 31, 2000 and June 30, 2000 is summarized as follows:

<TABLE>
<CAPTION>
                                                        December 31,  June 30,
                                                            2000        2000
                                                        ------------ ----------
                                                        (unaudited)
   <S>                                                  <C>          <C>
   19th Holdings Corporation...........................  $  790,492  $  749,990
   Senior Notes........................................     500,000     500,000
   Senior Discount Notes...............................     347,044     331,002
   Other...............................................       7,669      10,392
                                                         ----------  ----------
                                                          1,645,205   1,591,384
   Less current portion................................       2,552       2,470
                                                         ----------  ----------
                                                         $1,642,653  $1,588,914
                                                         ==========  ==========
</TABLE>

  In July 1999, 19th Holdings Corporation ("19th Holdings"), a wholly-owned
subsidiary of Fox acquired the debt outstanding under a bank facility from a
group of banks, ("the 19th Facility"). Borrowings under the 19th Facility bear
interest at a fixed rate determined on an annual basis by 19th Holdings. 19th
Holdings has determined that the rate of interest on this debt through June
2001 shall be 8%. In July 2000, the 19th Facility was amended to increase the
total amount available to $900,000.

(3) Summarized Financial Information

  Summarized unaudited statement of operations information for subsidiaries
accounted for under the equity method for which separate financial information
would be required for annual periods, is as follows:

<TABLE>
<CAPTION>
                                Three Months Ended         Six Months Ended
                             ------------------------- -------------------------
                             December 31, December 31, December 31, December 31,
                                 2000         1999         2000         1999
                             ------------ ------------ ------------ ------------
                             (unaudited)   (unaudited)  (unaudited)  (unaudited)
   <S>                       <C>          <C>          <C>          <C>
   Revenues.................   $464,185     $421,117     $767,022     $649,336
   Operating income.........     22,511       10,930       35,108       13,495
   Net income...............     16,908        9,393       25,662       13,621
</TABLE>

(4) Supplemental Disclosure to Condensed Consolidated Statements of Cash Flows

  The consolidation of certain majority-owned subsidiaries previously
accounted for using the equity method (see Note 1) is a non-cash investing
activity that resulted in increases to various assets and liabilities on the
Company's condensed consolidated balance sheet that are not reflected in the
condensed consolidated statements of cash flows for the six months ended
December 31, 1999. Such increases primarily consisted of a $78,072 increase in
investments in equity affiliates, a $48,148 decrease in receivables from
equity affiliates and a $20,428 increase in minority interest.

  Debt increased by $32,352 and $23,881 in the six months ended December 31,
2000 and 1999, respectively, related to accrued interest on the debt
outstanding under the 19th Facility.

(5) Reclassifications

  Certain reclassifications have been made to the prior period financial
statements in order to conform to the current year presentation.

                                       6
<PAGE>

  This document contains statements that constitute "forward-looking
statements" within the meaning of Section 21E of the Securities Exchange Act
of 1934, as amended, and Section 27A of the Securities Act of 1933, as
amended. The words "expect," "estimate," "anticipate," "predict," "believe"
and similar expressions and variations thereof are intended to identify
forward-looking statements. These statements appear in a number of places in
this document and include statements regarding the intent, belief or current
expectations of the Company, its members or its officers with respect to,
among other things, trends affecting the Company's financial condition or
results of operations. The readers of this document are cautioned that any
such forward-looking statements are not guarantees of future performance and
involve risks and uncertainties, including those risks and uncertainties
discussed in this document under the heading "Management's Discussion and
Analysis of Financial Condition and Results of Operations" and in the
Company's Annual Report on Form 10-K for the year ended June 30, 2000 under
the headings "Business" and "Management's Discussion and Analysis of Financial
Condition and Results of Operations." The Company does not ordinarily make
projections of its future operating results and undertakes no obligation to
publicly update or revise any forward-looking statements, whether as a result
of new information, future events or otherwise, except as required by law.
Readers should carefully review the risk factors discussed in the other
documents filed by the Company with the Securities and Exchange Commission.
This report should be read in conjunction with the unaudited condensed
consolidated financial statements of the Company and related notes set forth
elsewhere herein.

Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations

  The following discussion and analysis should be read in conjunction with the
Management's Discussion and Analysis included in the Company's Annual Report
on Form 10-K for the year ended June 30, 2000.

Introduction

  Fox Sports Networks, LLC (together with its subsidiaries, the "Company") was
formed to provide cable programming through its interests in regional sports
networks ("RSNs") and Fox Sports Net ("FSN"), a national sports programming
service, and through FX Network ("FX"), a general entertainment network. The
Company's interests in the sports programming business are derived through its
99.5% ownership interests in Fox Sports Net, LLC and Fox Sports RPP Holdings,
LLC, while its interest in FX is derived through its 99% ownership interest in
FX Networks, LLC. The Company was formed in April 1996, pursuant to a 50%/50%
joint venture between Fox Entertainment Group, Inc. ("Fox"), a majority owned
subsidiary of The News Corporation Limited ("News Corporation") and Liberty
Media Corporation ("Liberty"), a wholly-owned subsidiary of AT&T Corp
("AT&T").

  In July 1999, News Corporation acquired from Liberty substantially all of
Liberty's 50% interest in the Company and its businesses. News Corporation
transferred the acquired interests to Fox in exchange for common stock of Fox.

  In August 1997, the Company issued $500.0 million aggregate principal amount
of its 8 7/8% Senior Notes due 2007 and $405.0 million aggregate principal
amount at maturity ($252.3 million gross proceeds) of its 9 3/4% Senior
Discount Notes due 2007 (together, the "Offering"). The net proceeds from
these notes were used, along with proceeds from the Bank Facility (as defined
below), to finance the Company's acquisition of a 40% interest in Regional
Programming Partners ("RPP") which was formed to hold interests in RSNs and
related businesses then owned by Rainbow Media Sports Holdings, Inc.
("Rainbow"). In connection with this transaction ("the Rainbow Transaction"),
the Company and Rainbow also formed National Sports Partners (the "National
Sports Partnership") as a 50%/50% partnership to operate FSN, and National
Advertising Partners (the "National Advertising Partnership") as a 50%/50%
partnership to act as a national advertising sales representative for the RSNs
which are affiliated with FSN. RPP is managed by Rainbow, while the National
Sports Partnership and the National Advertising Partnership are managed by the
Company.

  In connection with the consummation of the Rainbow Transaction, the Company
and a group of banks amended and restated an existing credit agreement to
permit borrowings by Fox Sports Net, LLC, Fox Sports RPP Holdings, LLC and FX
Networks, LLC, each a subsidiary of the Company (together, the "Co-
Borrowers"), in the amount of $800.0 million (the "Bank Facility"). The Bank
Facility was comprised of a $400.0 million revolving

                                       7
<PAGE>

credit facility and a $400.0 million term loan facility. The proceeds of the
loans under the Bank Facility were used to finance, in part, the Rainbow
Transaction.

  In July 1999, 19th Holdings Corporation, a wholly-owned subsidiary of Fox,
acquired the debt outstanding under the Bank Facility from the group of banks,
and in so doing, assumed the rights and obligations of the group of banks
under the Bank Facility. The Company and 19th Holdings Corporation
subsequently amended and restated the Bank Facility to provide, among other
things, a fixed rate of interest, determined by 19th Holdings Corporation on
an annual basis, and eliminated substantially all of the affirmative and
negative covenants other than with respect to the payment of principal and
interest (the "19th Facility"). In July 2000, the Company and 19th Holdings
amended the 19th Facility to increase the revolving facility to $500.0 million
and the total facility to $900.0 million. The Company currently expects that
remaining availability under the 19th Facility will primarily be used for
investments in certain subsidiaries of the Company and for working capital
purposes.

Significant Accounting Practices

 Basis of Presentation

  The Company's ownership interests in the RSNs are held either directly or
indirectly and have different voting rights attached thereto. The Company
consolidates all subsidiaries in which voting control is held by either the
Company or Fox, its parent. The percentage of ownership, together with the
degree to which the Company controls the management and operation of an RSN,
determines the appropriate accounting treatment for the Company's interest in
that particular RSN. If the Company owns a majority interest in a particular
RSN, but neither the Company nor Fox have voting control, the ownership
interest is accounted for using the equity method of accounting. Under the
equity method of accounting, the financial condition and results of operations
of entities are not reflected on a consolidated basis and, accordingly, the
consolidated revenues and expenses of the Company, as reported on its
consolidated statements of operations, do not include revenues and expenses
related to the entities accounted for under the equity method.

  The following RSNs, together with Fox Sports Direct and FX Networks, LLC,
are consolidated in the financial statements of the Company, at December 31,
2000 and 1999: West RSN, West 2 RSN, Northwest RSN, Utah RSN, Arizona RSN,
South RSN, Southwest RSN, Rocky Mountain RSN, Midwest RSN, Pittsburgh RSN, and
Detroit RSN.

  As of December 31, 2000 and 1999, the following are accounted for using the
equity method of accounting: Sunshine RSN, Chicago RSN, Bay Area RSN,
D.C./Baltimore RSN, RPP, National Sports Partnership and National Advertising
Partnership.

  Because the Company reports the results of a significant number of its
subsidiary entities on the equity method, its financial results do not
represent the total combined revenues and expenses of all the businesses in
which the Company holds ownership interests.

Results of Operations

 Three months ended December 31, 2000 as compared with the three months ended
December 31, 1999

  Total revenues for the three months ended December 31, 2000 were $227.3
million, an increase of $24.3 million, or 12%, over the three months ended
December 31, 1999. Programming revenue was the largest source of revenue,
representing 51% of total revenue, or $116.0 million, for the three months
ended December 31, 2000. Advertising and direct broadcast revenue represented
25% and 18%, respectively, of total revenue, or $56.3 million and $39.8
million, respectively, for the three months ended December 31, 2000. For the
three months ended December 31, 1999, programming revenue was $96.6 million
and advertising and direct broadcast revenue were $54.9 and $34.6 million,
respectively, or 48%, 27% and 17%, respectively of total revenues.

  Programming and advertising revenue increased by $19.4 million and $1.4
million, respectively in the three months ended December 31, 2000 as compared
to the three months ended December 31, 1999. These increases represent a 20%
and 3% increase in programming and advertising revenue, respectively, between
the periods. The

                                       8
<PAGE>

increase in programming revenue is comprised primarily of increases in the
average rate per subscriber at the RSNs arising from new affiliation
agreements, a 3% increase in the number of subscribers at the RSNs, and the
continued subscriber growth at FX. FX reached 55.5 million households as of
December 31, 2000, a 23% increase over December 31, 1999. The increase in
advertising revenue of 3% is comprised of a 7% increase in advertising revenue
at FX, partially offset by a 1% decrease by the RSNs. During the three months
ended December 31, 2000, an overall softness in the advertising markets
resulted in a decrease in the amount of inventory sold at both FX and the
RSNs, as compared to the prior year. At FX, an 18% increase in average
audience during the three months ended December 31, 2000, as compared to the
same period in the prior year is primarily due to the significant increase in
subscribers. CPMs from advertisers on FX increased in the period, primarily on
the strength of the increase in average audience. These factors, along with
the successful premiere of FX's second original movie, The Sight, contributed
to the 7% increase in advertising revenue. Advertising revenue at the RSNs for
the three months ended December 31, 2000 decreased by 1%, as compared to the
same period in the prior year, primarily due to the softness in the
advertising market.

  Operating expenses totaled $150.9 million for the three months ended
December 31, 2000, representing 66% of total revenues and an increase of $19.6
million, or 15%, over the same period in the prior year. These expenses
consist primarily of rights fees, programming and production costs. Operating
expenses for the three months ended December 31, 1999 totaled $131.3 million,
or 65% of total revenues. The increase in operating expenses in the current
year is primarily due to increases in rights fees of the RSNs as a result of
higher average rights fees per event, arising from new cable and broadcast
rights agreements, and an increase in the number of NBA and NHL cable and
broadcast events as compared to the prior year. Programming expenses also
increased at FX primarily in conjunction with increased original programming.

  General and administrative expenses totaled $21.2 million for the three
months ended December 31, 2000, which represented 9% of total revenues.
General and administrative expenses for the three months ended December 31,
1999 totaled $18.5 million, or 9% of total revenues. The increase in general
and administrative expenses is primarily due to increases in salaries and
fringe benefits arising from increases in the number of employees and wage
increases before the Company's announced hiring freeze.

  Depreciation and amortization expenses totaled $14.3 million and $11.4
million for the three months ended December 31, 2000 and 1999, respectively.
The increase between the periods is primarily due to increased amortization of
cable carriage fees, arising from new affiliation agreements with cable
operators, and increased depreciation expense from additional purchases of
property and equipment.

  Interest expense for the three months ended December 31, 2000 and 1999
totaled $37.0 million and $32.3 million, respectively. The increase in
interest expense is primarily due to additional borrowings under the 19th
Facility and increased interest accreted on the Senior Discount Notes.

  Equity loss of affiliates for the three months ended December 31, 2000 and
1999 was $1.2 million and $1.7 million, respectively. The improvement over the
same period in the prior year is primarily due to improvements in operations
at RPP, D.C./Baltimore RSN and Bay Area RSN, offset by increased losses at
National Sports Partnership (NSP) and Sunshine RSN.

 Six months ended December 31, 2000 as compared with the six months ended
December 31, 1999

  Total revenues for the six months ended December 31, 2000 were $460.2
million, an increase of $50.7 million, or 12%, over the six months ended
December 31, 1999. Programming revenue was the largest source of revenue,
representing 50% of total revenue, or $232.3 million, for the six months ended
December 31, 2000. Advertising and direct broadcast revenue represented 25%
and 17%, respectively, of total revenue, or $114.7 million and $77.5 million,
respectively, for the six months ended December 31, 2000. For the six months
ended December 31, 1999, programming revenue was $197.7 million and
advertising and direct broadcast revenue were $107.9 and $66.5 million,
respectively, or 48%, 26% and 16%, respectively, of total revenues.

  Programming and advertising revenue increased by $34.7 million and $6.8
million, respectively in the six months ended December 31, 2000, as compared
to the six months ended December 31, 1999. These increases represent an 18%
and 6% increase in programming and advertising revenue, respectively, between
the periods. The increase in programming revenue is comprised primarily of
increases in the average rate per subscriber at the RSNs,

                                       9
<PAGE>

increased subscribers at the RSNs and the continued subscriber growth at FX.
The increase in advertising revenue of 6% is comprised of a 13% increase in
advertising revenue at FX, while advertising revenue at the RSNs increased 2%
over the prior year. At FX, a 22% increase in average audience during the six
months ended December 31, 2000, as compared to the same period in the prior
year, is primarily due to the significant increase in subscribers. CPMs from
advertisers on FX increased in the period, primarily on the strength of the
increase in average audience. These factors, along with the successful
premiere of FX's first two original movies, Deliberate Intent and The Sight,
contributed to the 13% increase in advertising revenue. An increase in the
number of MLB, NBA and NHL events, partially offset by the softness in the
advertising market, caused advertising revenue at the RSNs for the six months
ended December 31, 2000 to increase 2% over the same period in the prior year.

  Operating expenses totaled $298.5 million for the six months ended December
31, 2000, representing 65% of total revenues and an increase of $24.3 million,
or 9%, over the same period in the prior year. These expenses consist
primarily of rights fees, programming and production costs. Operating expenses
for the six months ended December 31, 1999 totaled $274.1 million, or 67% of
total revenues. The increase in operating expenses in the current year is
primarily due to the increase in rights fees of the RSNs as a result of higher
average rights fees per event, arising from new cable and broadcast rights
agreements, and an increase in the number of MLB, NBA and NHL events.
Programming expenses also increased at FX primarily in conjunction with
increased original programming.

  General and administrative expenses totaled $42.5 million for the six months
ended December 31, 2000, which represented 9% of total revenues. General and
administrative expenses for the six months ended December 31, 1999 totaled
$36.1 million, or 9% of total revenues. The increase in general and
administrative expenses is primarily due to increases in salaries and fringe
benefits arising from increases in the number of employees and wage increases
before the Company's announced hiring freeze.

  Depreciation and amortization expenses totaled $28.2 million and $18.5
million for the six months ended December 31, 2000 and 1999, respectively. The
increase between the periods is primarily due to increased amortization of
cable carriage fees, arising from new affiliation agreements with cable
operators, and increased depreciation expense from additional purchases of
property and equipment.

  Interest expense for the six months ended December 31, 2000 and 1999 totaled
$72.9 million and $63.0 million, respectively. The increase in interest
expense is primarily due to additional borrowings under the 19th Facility and
increased interest accreted on the Senior Discount Notes.

  Equity income of affiliates for the six months ended December 31, 2000 was
$2.5 million, compared to a $3.7 million loss for the six months ended
December 31, 1999. This improvement over the same period in the prior year is
primarily due to improvements in the operations of RPP, National Advertising
Partnership, CTV Sports Net, D.C./Baltimore RSN and Bay Area RSN, offset by
increased losses at NSP and Sunshine RSN.

Liquidity and Capital Resources

  The Company's liquidity requirements arise from (i) funding general working
capital needs, (ii) its strategic plan to invest in and secure national
distribution for its network sports and general entertainment programming,
(iii) the acquisition of programming rights, and (iv) capital expenditure
requirements.

  Net cash flows used in operating activities for the six months ended
December 31, 2000 were $22.0 million, an increase of $46.2 million over the
six months ended December 31, 1999. The increase was primarily attributed to
contractual rights prepayments on certain long-term rights deals.

  Net cash flows used in investing activities for the six months ended
December 31, 2000 were $17.0 million, a decrease of $13.9 million over the six
months ended December 31, 1999. The decrease in cash used in investing
activities was primarily due to higher distributions from equity affiliates.

  Net cash flows provided by financing activities for the six months ended
December 31, 2000 were $35.7 million, an increase of $81.5 million over the
six months ended December 31, 1999. The increase in cash provided by financing
activities was primarily due to an increase in borrowings resulting from a
decrease in cash provided by operations.

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<PAGE>

  In August 1997, the Company issued $500.0 million aggregate principal amount
of its 8 7/8% Senior Notes due 2007 and $405.0 million aggregate principal
amount at maturity ($252.3 million gross proceeds) of its 9 3/4% Senior
Discount Notes due 2007 (collectively, the "Notes") through the Offering. The
indentures pursuant to which the Notes were issued include certain covenants
regarding, among other things, limitations on the incurrence of debt and
distributions to partners.

  The Company has a credit facility with 19th Holdings Corporation, a wholly-
owned subsidiary of Fox. Borrowings under the 19th Facility bear interest at a
fixed rate determined on an annual basis by 19th Holdings. 19th Holdings has
determined that the rate of interest on this debt through June 2001 shall be
8%. During the six months ended December 31, 2000, the Company incurred net
borrowings of $40.5 million bringing the total amount borrowed under the 19th
Facility to $790.5 million as of December 31, 2000. The total unused
commitment pursuant to the 19th Facility was $109.5 million as of December 31,
2000.

  Future capital requirements will be substantial as the Company continues to
invest in developing networks, acquire sports programming rights and explore
opportunities to expand its distribution. Although no assurances can be given
in this regard, the Company believes that its existing funds and the proceeds
from borrowings under its credit facility, will be sufficient to meet its plan
to secure national distribution, maintain and/or acquire programming, make
anticipated capital expenditures, and meet its projected working capital
requirements.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

  Not Applicable.

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<PAGE>

                                    PART II
                               OTHER INFORMATION

Item 1. Legal Proceedings

  As of December 31, 2000, there are no material pending legal proceedings
against the Company, other than routine litigation incidental to the Company's
business, except as described in the Company's Annual Report on Form 10-K for
the fiscal year ended June 30, 2000.

Item 2. Changes in Securities and Use of Proceeds

  Not Applicable.

Item 3. Defaults Upon Senior Securities

  Not Applicable.

Item 4. Submission of Matters to a Vote of Security Holders

  Not Applicable.

Item 5. Other Information

  Not Applicable.

Item 6. Exhibits and Reports on Form 8-K

  (a) Reports on Form 8-K

  No reports on Form 8-K have been filed during the period covered by this
report.

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<PAGE>

                                  SIGNATURES

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

                                          FOX SPORTS NETWORKS, LLC
Dated: February 14, 2001

                                                /s/ Andrew J. Mandell
                                          By: _________________________________
                                                    Andrew J. Mandell
                                                Executive Vice President,
                                                 Chief Financial Officer
                                              (Principal Financial Officer
                                            and Principal Accounting Officer)

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