Amendment to the Merger Agreement

On August 30, 2012, DigitalGlobe, Inc., a Delaware corporation ("DigitalGlobe"), entered into Amendment No. 1 to Agreement and Plan of Merger ( "Amendment No. 1") with GeoEye, Inc., a Delaware corporation ("GeoEye"), 20/20 Acquisition Sub, Inc., a Delaware corporation and a wholly owned subsidiary of DigitalGlobe ("Merger Sub"), and WorldView, LLC, a Delaware limited liability company and a wholly owned subsidiary of DigitalGlobe ("Merger Sub 2"), which amends the Agreement and Plan of Merger (the "Merger Agreement"), dated as of July 22, 2012 previously entered into by the parties. The Merger Agreement is described in more detail in DigitalGlobe's Current Report on Form 8-K dated July 23, 2012.

Amendment No. 1 amends the Merger Agreement to remove the reference to a requirement that the DigitalGlobe stockholders approve the assumption of GeoEye stock plans and the issuance of DigitalGlobe common stock thereunder, because there is no obligation to seek such approval pursuant to such plans, applicable law or stock exchange requirements.

The foregoing description of Amendment No. 1 does not purport to be complete and is subject to, and qualified in its entirety by, the full text of Amendment No. 1 attached hereto as Exhibit 2.1, which is incorporated herein by reference.

(d) Exhibits.

Exhibit
Number       Description

2.1          Amendment No. 1 to Agreement and Plan of Merger, dated as of
             August 30, 2012, by and among DigitalGlobe, Inc., 20/20 Acquisition
             Sub, Inc., WorldView, LLC, and GeoEye, Inc.