EXCHANGE AGENT AGREEMENTExchange Agent Agreement • May 7th, 2009 • News Corp • Newspapers: publishing or publishing & printing • New York
News America Incorporated, a Delaware corporation (the “Company”), proposes to make an offer (the “Exchange Offer”) to exchange up to US$700,000,000 aggregate principle amount of its 6.90% Senior Notes due 2019 and up to US$300,000,000 aggregate principal amount of its 7.85% Senior Notes due 2039 (collectively, the “Old Securities”) for like amounts of its 6.90% Senior Notes due 2019 and its 7.85% Senior Notes due 2039 (collectively, the “New Securities”). The terms and conditions of the Exchange Offer as currently contemplated are set forth in a prospectus, dated , 2009 (the “Prospectus”), proposed to be distributed to all record holders of the Old Securities. The Old Securities and the New Securities are collectively referred to herein as the “Securities”.
