EXCHANGE AGENT AGREEMENTExchange Agent Agreement • May 5th, 2011 • 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$1,000,000,000 aggregate principle amount of its 4.50% Senior Notes due 2021 and up to US$1,500,000,000 aggregate principal amount of its 6.15% Senior Notes due 2041 (collectively, the “Old Securities”) for like amounts of its 4.50% Senior Notes due 2021 and its 6.15% Senior Notes due 2041 (collectively, the “New Securities”). The terms and conditions of the Exchange Offer as currently contemplated are set forth in a prospectus, dated , 2011 (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”.
