Summary of Simon Cowell Partnership Opportunities Replace with SPE, Sony BMG and/or SCA Summary of Simon Cowell Partnership Opportunities Draft for internal comment only November 2007

Agenda New SyCo Overview – 50/50 JV Sony BMG/Simon Cowell, plus related SPT production JV Overall Deal Structure, New SyCo Syco Today New SyCo Operating Assumptions Value exchange Sony Pictures Entertainment Contributions SPT GSN Crackle Film

Overall Deal Structure – New SyCo and SPT/NewSyCo TV JV In $, mm, except as noted SCA - Film funding (potentially via 3rd party) - Facilities Recoup production Facilities rent New SyCo Development staff - All projects - Funded internally Old SyCo, 2008 – 2010 Music and film copyrights Estimated value, by line of business - Syco (’08-2010): 150 - Music (2010+) : 150 - TV: 20-50 - Film: 50-100 - GSN: 30- 35 - Crackle: 25 - SC other:30 - 80 (from SC) Total: 455 - 590 200mm cash 25% equity (15% vesting) in NewSyCo - 10% at signing - 5% Fox renewal - 5% 1st TV - 5% 1st Film Facilities Simon Cowell Contributes all: - Endorsements - Fees for services - Payments from Idol - Est. 10-15/year? - thru 2015 - Exclusive creative output through 2015 Receives: Cash of 200mm NewSyCo share value - 10% - 25% - 45 – 140mm Overhead and production funding Transaction occurs before 4/08 (for tax purposes) Film production funding Facilities Sony BMG - Old SyCo, 2008-2010 - $200 cash Equity (75-90%) Old SyCo 200 cash All creative energies on exclusive basis 2008-2015 All fees and payments for services SPE - Film (production and distribution) - TV (production and distribution) Scripted Non scripted Crackle GSN Distribution and production fees (Film) Production and distribution svcs 50% equity Production fees (TV) Ready to air projects 50% equity Distribution fees SPT/New SyCo TV JV All TV copyrights Estimated value, 40 - 100 Production and distribution svcs

SyCo Today – [Note – Values to be confirmed/refined] Initially 50/50 venture between Sony BMG and Simon Cowell 2 years ago 50% purchased for $90mm by Sony BMG 2008-2010 value $150 mm (100%), rights include: Music, film and tv American Idol artist recording contracts X Factor, UK’s Got Talent, ___? XFactor US license from Fox is $10mm/year Tracking slightly ahead of forecast done at time of acquisition of 50% 3 year term remaining to 2010 Excluded rights today include Fox payments for Cowell services as judge (est. $10-15mm/year) Endorsements Other value of Cowell brand as personality Production income from current shows (eg – XFactor produced by Freemantle) Extension for 2010 through 2015, could be $150mm (100%) for music output, before film, television and other revenue streams considered Cowell equity vesting based on performance

NewSyCo Operating Assumptions Staff - TBD TV – 10 FTEs, growing to 20 over term, Split between NewSyCo and SPT/NewSyCo production JV Film – 2 FTEs Other Development budget TV - $7mm/year, growing to $12mm/year Film - TBD Other (eg – Games, merchandising) - TBD Governance Board of SCA, SPT, Sony BMG and Simon Cowell Budget approval, etc

Value exchange At inception Simon Cowell: contributes Idol fees (3 years valued at 30mm) plus 5 year SyCo deal extension, gets 200mm plus 10% of newSyCo (valued at 35mm) NewSyCo value is SyCo plus extension (300), plus Crackle (25), plus Idol fees (30) = 355 Sony BMG: contributes SyCo (valued at 150mm) plus 200mm, gets 90% of NewSyCo (valued at 320mm) SPE: Nothing beyond any Crackle net value, unless some current TV production shifts to SPT (eg – XFactor) Assuming full value realized over life of deal Simon Cowell: contributes Idol fees (8 years valued at 80mm) plus 5 year SyCo deal extension, gets 200mm plus 25% of NewSyCo (valued at 140mm) NewSyCo value is SyCo plus extension (300), plus Crackle (25), plus Idol fees (80), plus TV, Film and GSN (185) = 590 Sony BMG: contributes SyCo (valued at 150mm) plus 200mm, gets 75% of NewSyCo (valued at 450mm) SPE: Fees plus 50% of SPT/NewSyCo production JV (valued at 20-50mm)

Potential Value of Partnership Opportunities - SPT Deal Component Entity Value % to NewSyCo Implied Value Entity Value Basis Simon / SBMG Equity Basis Sony Pictures Television JV $45MM - $100MM 50% $20MM - $50MM 2 successful shows w/ network, sponsors, and syndication Funding for pilots required to yield 2 shows OH funding Based on % of development and OH funding provided Crackle $62.5MM 22.5% - 30% $15MM - $20MM Acquisition price 5% at close for cash 15.5% based on EBIT funding 7.5% based on financial milestones GSN $600MM - $700MM 5% $30MM - $35MM Negotiated value between Sony and Liberty Media Warrants Based on financial milestones Partnership opportunities with SPT would provide $70-100MM in equity plus additional income to SPT/ NewSyCo

Television Production Sony Pictures Television Business Overview SPT is the top independent studio for network and cable television Creator and distributor of top comedies, dramas, and game shows: #1 comedy of all-time (Seinfeld) #1 primetime comedy last season (Rules of Engagement) #1 daytime drama (Young and the Restless) #1 and #2 game shows of all time (Wheel of Fortune and Jeopardy!) #1 producer of TV movies, won 3 Emmys for Broken Trail this year Broad range of on-air shows, including 10 network shows, 8 cable shows, 5 syndicated shows, and 6 made-for-TV movies Industry leader in television distribution with records for shows like Seinfeld and King of Queens Large ad sales organization with over $200MM in annual revenues Deal Overview Establish a JV with Simon and Sony Pictures Television Provide Simon access to SPT’s drama and comedy writers as well as our creative executives Cover multiple genres as well as scripted and non-scripted formats Provide Simon screen credits including Executive Producer, Logo Credit, and paid ads Simon will tap into Sony Picture Television’s resources, industry leadership, and expertise to expand the range of his television offerings

TV Production Company Overview Content Focus Reality Shows (e.g., America’s Got Talent, Cupid) Game Shows (e.g., Power of 10) Business Model $7 MM annually required for development budget, 6 pilots (50% license fees covered by networks), and overhead in Year 1; growing to $12 MM by Year 5 Only network shows assumed without need for deficit financing (i.e., no cable shows modeled) Reality shows assumed to generate incremental revenue from sponsorship and format sales Game shows assumed to generate incremental revenue from First Run Syndication, Advertising (syndication barter), and international format sales Organizational Structure JV headed by Simon Cowell with 10 professionals in the first year growing to 20 professionals by Year 5 Wholly owned by SPT and NewSyCo (50/50 JV) Key Success Factors Pilot pickup rate throughout the plan period in line with industry averages (33%) Successful first run syndication of best game shows (e.g., Who Wants to be a Millionaire) Reality formats attract significant sponsorship ($20 MM/Year by Year 3) NewCo earns all EP fees at 10% of production budget (60-85% of PV) PV of production company cash flows ranges from $40 MM to $100 MM driven by Simon’s ability to continue to create exciting television content

Case Specific Assumptions Slate Assumptions General Assumptions 6 pilots per year with a 33% pick-up rate for both reality and game shows Mix of successful (3+ seasons, syndication and format sales) and under performing (average 1-2 seasons, limited sponsorship, no syndication) game show and reality programming 100% network shows with license fees equal to production budgets Successful shows reach steady state economics in Year 3 Case Specific Assumptions Success Rates Overall Programming Mix* Aggressive Case Base Case Industry Average Aggressive Case Base Case Show Type Year 1 to 2 60% 27% 30% Reality Success 2 Reality Underperform 2 3 Year 2 to 3 50% 61% 67% Game Show Success 3 2 Year 3 to 4 67% 50% Game Show Underperform 3 *Numbers represent picked-up shows

Crackle-based Online Partnership Crackle Overview Crackle is a premier destination for online video, focused on high-quality short-form video Crackle is elevating the quality of online video and attracting the best creators of short-form video Crackle has attracted a large and loyal audience, making it the ideal destination to extend Simon’s brand online Crackle’s model is an ideal fit for identifying talent, with a brand built on offering fame-based incentives to emerging talent Deal Specifics Sony would grant equity in Crackle as part of the venture Crackle would provide technology, infrastructure, and management team Partnership would include marketing support and music video distribution Simon would receive cash compensation for his services, including contribution of his expertise in developing the Network concept Simon would contribute his name and likeness, public relations support, and on-going interaction with audience members With no cash investment, Simon would participate in creating the leading online destination for talent and extend his brand to a site that reflects his style of straight talk and celebrity

GSN-based Game Partnership GSN Overview Collaborate with Simon to build a game-based business around his brand With the backing of Sony Pictures, Liberty Media, and new management, GSN is redefining its brand GSN is building on its position as a leader in TV game shows (reaching 66MM households) to expand into online and casual games GSN’s affiliation with Fun Technologies uniquely positions it to be the leader in games across platforms Deal Specifics GSN would guarantee exclusive carriage for a defined number of Simon’s game shows each year (number of shows / format would be negotiated) Partnership would provide equity to Simon Simon would have a dedicated programming block one night per week Simon, GSN, and FUN Technologies would collaborate in developing online skill-based games Deal would build on Sony’s partnership with IGT and history of introducing the most successful gaming machines of all time to offer slot machines based on Simon’s game shows Leverage GSN and FUN Technologies to extend Simon Cowell’s brand into both television game shows and skill-based casual video games

Preliminary Proposal for an Overall Feature Film Deal Sony Pictures Overview Sony Pictures is Hollywood’s leading studio #1 in openings (2006 & 2007) #1 in market share (2006 & 2007) #1 in opening day receipts / weekend receipts (Spider-Man 3) 12 Best Picture Oscars Deal Overview An exclusive producing deal with Sony Pictures for all theatrical projects through 2015 Overhead and fringe related to film operations covered out of NewSyCo operations NewSyCo would produce pictures and retain copyright SPE would distribute on a “rent-a-system” basis, and potentially provide production services for fee Simon will leverage Sony Pictures’ resources and feature film production expertise, providing Simon a vehicle to bring his theatrical projects to the screen

Key SPE Assumptions – Film Development and Greenlight process Ultimate greenlight decisions made by NewSyCo, with input from SPE Overhead and development funding (amount TBD) covered by NewSyCo NewSyCo bears production costs, via recoupable contribution from SCA Copyright would remain with NewSyCo Production services provided by SPE for fee Distribution SPE would be worldwide distributor in all markets in perpetuity on a rent-a-system basis NewSyCo would provide theatrical marketing funds, via recoupable contribution from SCA SPE would charge distribution fees and recoup other releasing costs Output Assumptions 1 – 2 projects developed per year 1 film produced every 2-3 years Alternative structure option could be to shift greenlight, copyright, production funding and marketing costs to SPE