GSN-FUN Deal Overview March, 2009

1 Executive Summary SPE is recommending a sale of 15% of GSN (30% of our 50% interest) and an acquisition of a 35% interest in FUN Technologies followed by a merger between GSN and Fun Technologies (currently 100% owned by Liberty) into a single entity in which SPE will hold a 35% stake. The transaction is expected to close in March, 2009 SPE believes now is the best time to structure and execute the transaction –GSN’s current 50/50 governance structure makes it less likely for either owner to leverage their broader business interests to GSN’s advantage. As a result, DirecTV is paying below market fees to GSN despite Liberty ownership –GSN faces risks normally associated with smaller, independent cable networks in an increasingly competitive market –Liberty’s desire to consolidate GSN into its new spin-off entity presents SPE leverage to address the DirecTV issue and monetize a portion of our investment in GSN at an attractive valuation The transactions will result in immediate value to SPE and position GSN for near-term growth –The combination would provide SPE $27MM in cash and a gain of $60 - $80MM for the sale of 15% of GSN –GSN would realize synergies through a merger with FUN (in its internet businesses and in senior management) –Governance would remain unchanged despite SPE retaining only 35% of the combined business The deal would provide mechanisms to either improve fees from DirecTV or provide a path to exit for SPE –We currently anticipate a fair market put/call that would be exchanged for a buy/sell in the event that a favorable carriage agreement is entered with DirecTV –Specific terms of the buy/sell and put/call mechanisms are currently being finalized

2 Overview of GSN and FUN Cable network with a primary programming focus on game show content Currently a 50/50 JV between SPE and Liberty Media Corp Distributed to 66 million homes Revenues driven by a mix of affiliate fees and television/online advertising Demographics: 66% Female, core audience aged Consistent growth in profitability in recent years with operating income reaching $42.3MM in CY 2008 (CY 2009 estimated at $36.6MM) Programming strategy includes licensed SPT library product and new shows developed based on classic SPT game show formats World’s largest skill games network with more than 30 million registered players Hosts online cash competitions in popular casual games Provides co-branded game portals and services to large games and lifestyle Web sites, including AOL Games, EA.com/Pogo and Games.com, and GSN Specializes in developing and licensing Flash-based casual games Attracts approximately 4.6 million unique visitors per month from 19 countries worldwide Potential Merger Benefits Cross-promotion of GSN/FUN properties Worldwinner’s hosting capabilities will continue to improve GSN.com cost efficiency FUN’s game development expertise will enable GSN to quickly roll-out interactive versions of GSN properties

3 SPE Believes Now is the Best time to Monetize a Portion of our GSN Investment and Increase the Potential of an Eventual Exit Rationale for Decreasing Ownership Benefits of Deal Timing 50 / 50 ownership limits the level of benefits GSN receives from either strategic partner, forcing GSN to operate as an independent in some respects –GSN has not yet been able to reach agreement with DirecTV for carriage on market terms despite Liberty’s ownership of DirecTV –Lack of consolidation of earnings reduces upside from investments by either owner 100% ownership by either owner is the likely outcome; Liberty is expected to pay the higher price for the business as they will drive greater synergies: –Cross promotion with other Liberty channels –Carriage negotiations / channel positioning on DirecTV –Overhead synergies Liberty has a strong need to merge FUN with GSN –Liberty acquired FUN at an average valuation of $298MM (Acquired 53% at a $367MM valuation in March 2006; Acquired the remainder at roughly $220MM valuation in December 2007) –Without the synergies that GSN will provide, Liberty is unlikely to generate an acceptable return on this acquisition Further, Liberty seeks a path to consolidate GSN earnings in order to bolster earnings in its planned spin-off stock Independent cable networks do not enjoy the benefits of scale and leverage of networks owned by larger media conglomerates Liberty’s immediate goals provide us increased leverage

4 SPE will be paid $90MM for 15% of GSN and pay $63MM for 35% of FUN, with a positive net cash impact of $27MM SPE and Liberty will contribute their interests in FUN into GSN, leaving SPE 35% of the combined entity SPE will recognize a gain of roughly $60MM - $80MM subject to: - Gain will be based on accounting valuations, which currently being completed and may be below $600MM and $180MM for GSN and FUN, respectively - Level of pre-close GSN dividend, reducing SPE’s net book value and increasing the gain on investment At 35% ownership of GSN / FUN SPE will retain same governance rights as held at current 50% ownership level Summary of Transaction Economics $600MM$180MMAssumed Transaction Price % Sold / Bought15%35% Cash to (from) SPE$90MM($63MM) $27MMNet Cash to SPE Interim SPE Stake35% SPE Stake in GSN/FUN35% GSNFUN Determination of Net Cash to SPE and Resulting Ownership

5 Net Cash Received by SPE is Based on High Prices for GSN and FUN FY09 Gain on the Sale of our 15% Stake Will be Based on Accounting Valuations For GSN, a $600MM transaction is likely a meaningful premium to market –CY07 Salem valuation supported $600MM if owned by Liberty. Liberty was not a buyer at this price –Value to SPE at that time was considerably less due to strategic considerations –A valuation overhang exists due to unresolved carriage dispute with DirecTV –Although GSN’s business performance has improved, the market has cooled in the last 2 years For FUN, a $180MM transaction is at the low end of historical transactions, but also likely a premium to market –Liberty acquired FUN at a $298MM average valuation, with the last component of the purchase at $220MM ($180MM for sub-set of assets SPE is buying into) –Negative market trends in valuation may not be fully offset by synergies to be captured through combination with GSN By structuring the transaction as a simultaneous purchase and sale, SPE and Liberty are able to capture the benefits of the business combination, with a sharing of valuation risks by both parties –$27MM net cash received by Sony is locked and will not vary if accounting valuations are below negotiated levels of $600MM and $180MM –Final accounting valuations will determine our FY09 gain, but can be below $600MM and $180MM (e.g., $500MM and $135MM) and still generate a gain of $60MM - $80MM

6 COMPLETE / TARGET DATE MAJOR MILESTONES SCA initial review Technical diligence Initial drafts of all long-form documents Legal diligence In-person briefing for SCA and Tokyo teams EY completes preliminary GSN valuation 3/18 Finalize long-form (subject to SCA / Tokyo approval) 3/20 SCA final review 3/23 Investment Committee Meeting 3/25 GEC Meeting and approval 3/27 Close Targeted Deal Timing