Liberty Media to Acquire News Corp.’s DIRECTV Stake

ENGLEWOOD, December 22: Liberty Media has agreed to swap its
16.3-percent stake in News Corporation for News Corp.’s 38.5-percent interest
in the DIRECTV Group as well as regional sports networks in Denver, Pittsburgh,
and Seattle and $550 million in cash.

The deal gives Liberty Media control of a satellite platform
that serves 15.6 million subscribers, as well as the FSN Northwest, FSN
Pittsburgh and FSN Rocky Mountain networks. According to a News Corp.
statement, the agreement will be “immediately accretive” to its earnings per
share. Further, “News Corporation will divest its stake in DIRECTV at an
attractive valuation on a tax-free basis, and will accomplish an approximately
$11 billion stock buyback representing approximately 16 percent of the
outstanding stock.”

"We are happy to become the largest shareholder in the
world's largest satellite television provider,” said Greg Maffei, the president
and CEO of Liberty Media. “During 2006 we converted many passive investments
into strategic operating businesses, but this transaction is the largest and
most important. DIRECTV and the regional sports networks represent a critical
step in our efforts to transform Liberty Media into a well-positioned, focused operating
company."

Chase Carey is expected to continue to serve as president
and CEO of the platform. Liberty will appoint directors to fill the board seats
currently held by News Corp. representatives. The transaction, which was
unanimously approved by the boards of News Corp. and Liberty, is expected to
close in mid-2007, and is subject to regulatory and News Corp. shareholder
approvals.