1. GSN-FUN Deal Overview January 2009

2. 1 Executive Summary SPE and Liberty have reached a high-level agreement for a merger of GSN (owned 50/50 by SPE and Liberty) and FUN Technologies (wholly owned by Liberty) Merging FUN Technologies into GSN will bolster the channel’s multiplatform growth strategy – Worldwinner’s large community of registered users are a similar demographic to GSN viewers and will enable cross-promotion of GSN/FUN properties – FUN’s game development expertise is enabling GSN to roll-out interactive versions of GSN game show properties (Bingo America, Catch 21) – Worldwinner’s hosting capabilities are improving GSN.com cost efficienciences Deal dynamic creates our best opportunity to structure a staged exit of GSN – Liberty’s need to support it’s FUN acquisition and desire to bolster Liberty Entertainment tracking stock provide us increased deal leverage – Decreasing our holdings in GSN from 50% to 35% is expected to generate a gain of roughly $70MM and net cash of $27MM in the current fiscal year – There will be no change in governance until / unless a put / call is exercised in three years The transaction is expected to close in March 2009

3. 2 In the near-term, FUN Technologies will drive increased value for GSN FUN Technologies Assets to be Contributed 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 FUN’s game development expertise will enable GSN to quickly roll-out interactive versions of GSN properties Worldwinner’s hosting capabilities will continue to improve GSN.com cost efficiency Large network of Worldwinner registered users are a similar demographic to GSN viewers enabling cross-promotion of GSN/FUN properties Value to GSN

4. 3 Strategic Rationale GSN faces challenges that can best be addressed through ownership by a single player –Governance of 50/50 ownership can slow decision making process –Independent channels forgo benefits Recent events lead both owners to believe they can maximize value through a staged exit Liberty is eager to consolidate the asset –Looking to consolidate assets to bolster value of its Liberty Entertainment tracking stock –Needs to merge Fun Technologies into GSN to increase its value and justify it’s [$300MM] of invested capital –Believes that once wholly owned, Liberty can generate greater synergies for GSN We believe this is the best time to begin a staged sales –Liberty’s constraints provide us near-term leverage –In the near-term, our governance and operating relationship remains unchanged –Longer-term, we derive more value from participating in Liberty’s syngergies (via the price paid under a put/call) than by continuing to operate GSN in the 50/50 structure

5. 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 would recognize a gain of roughly $70MM on GSN based on a $600MM valuation - Based on GSN’s estimated dividend range for the period ending 3/31/2009, the gain could exceed $80MM The transaction will include a put / call provision starting 3 years from close At 35% ownership of GSN/FUN SPE will retain all governance rights permitted prior to the swap SPE Can Extract Cash and Recognize a Gain Without Losing Governance Rights Through a GSN / FUN Swap GSNFUN $600MM$180MMValuation 1 % Sold / Bought15%35% Cash to (from) SPE$90MM($63MM) GSN $90.0MM Sale of 15% of GSN (A) SPE % Sold (15% of GSN = 15% of our stake) SPE’s Net Book Value 11/30/08 $49.5MM SPE’s Est. Net Book Value 3/31/09 $55.3MM 30% $73.4MMGain to SPE (A – B) 1 1) GSN / FUN valuations and gain calculation pending PWC review 2) Prior to the transaction, SPE maintains a 50% stake in GSN and has no ownership in FUN Est. Equity Earnings 12/08 – 3/09 $5.8MM SPE’s Est. Net Book Value Sold (B)$16.6MM TRANSACTION ECONOMICSESTIMATED GAIN CALCULATION (50% Ownership) $27MMNet Cash to SPE Interim SPE Stake35% SPE Stake in GSN/FUN35%

6. 5 DATE MAJOR MILESTONES 1/16 Liberty provided draft of long-form 1/30 Technical diligence complete 2/6 Valuation analysis completed by EY, preliminary review by PWC 2/13 Legal diligence complete 2/20 Long-form substantially finalized 2/27 SCA reviews approval 2/27 Preliminary systems changes implemented 3/14 Deal closed Targeted Deal Timing

7. 6 APPENDIX Summary P&L for GSN and FUN

8. 7 GSN P&L Forecast DISCUSS INCLUDING / UPDATING

9. 8 FUN Technologies P&L Forecast [INCLUDE? UPDATE?] (1) Excludes acquired Free Games revenue of $4.3MM, $10.7MM, and $14.8MM in 2008, 2009, and 2010 respectively (2) Free Games SG&A comprises all operating expenses (salaries, marketing, etc.) associated with the new venture. Total Marketing (excludes Free Games marketing expense) is calculated as the greater of 10% of revenue (excluding Free Games) or ~ 1.9X the registration rate per annum