FORM 6-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of February 2004 (February 11, 2004) THE NEWS CORPORATION LIMITED -------------------------------------------------------------------------------- (Name of Registrant) 2 Holt Street, Sydney, New South Wales, 2010, Australia -------------------------------------------------------------------------------- (Address of principal executive offices) Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F: Form 20-F X Form 40-F ----- Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): Yes No X -------- ----------- Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): Yes No X -------- --------- Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934: Yes No X -------- ----------- If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): Not Applicable -------------- Annexed hereto are copies of announcements by The News Corporation Limited ("News Corporation") of its financial results for the quarter ended December 31, 2003 in Australian and U.S. dollars. Such announcements were filed with the Australian Stock Exchange and released in New York on February 11, 2004. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. THE NEWS CORPORATION LIMITED Date: February 11, 2004 By: /s/ Arthur M. Siskind -------------------------- Arthur M. Siskind Director EXHIBIT INDEX Exhibit Page No. in Sequential ------- ---------------------- Numbering System ---------------- A. Announcement made by News Corporation 5 of its financial results in Australian dollars for the quarter ended December 31, 2003. B. Announcement made by News Corporation 23 of its financial results in U.S. dollars for the quarter ended December 31, 2003. EXHIBIT A --------- EARNINGS RELEASE FOR THE QUARTER ENDED 31 DECEMBER, 2003 IN AUSTRALIAN DOLLARS NEWS CORPORATION REPORTS SECOND QUARTER OPERATING INCOME OF A$1.1 BILLION ON REVENUES OF A$7.9 BILLION NET PROFIT BEFORE OTHER ITEMS OF A$575; NET PROFIT INCREASES 17% TO A$501 MILLION QUARTER HIGHLIGHTS o Strong revenue growth across all major cable channels substantially drives up Cable Network Programming operating income. o Television segment operating income up slightly on a US$ basis as strong advertising demand for the broadcast network's sports schedule and STAR's growing profitability offset tough political advertising comparisons at the station group; Market share at stations group up nearly a full percentage point. o Filmed Entertainment operating income on a US$ basis in line with a year ago as robust home entertainment sales of film and television titles match prior-year success of Ice Age. o All print businesses report higher earnings on a US$ basis led by advertising and circulation revenue gains in U.K. and Australian newspapers, increased page volume at free-standing inserts and several leading titles at HarperCollins. o BSkyB's operating profit more than doubles on revenue growth of 17%, primarily from a 10% increase in the DTH subscriber base, now exceeding 7.2 million. o Completed acquisition of 34% interest in Hughes Electronics, including leading DTH provider DIRECTV. SYDNEY, 12 February, 2004 - The News Corporation Limited (ASX: NCP, NCPDP) today reported second quarter consolidated revenues of A$7.9 billion, a 6% decrease over the A$8.4 billion in the prior year, and consolidated operating income of A$1.1 billion, down 19% over the A$1.3 billion a year ago. The year-on-year declines were primarily a result of the unfavourable impact of the strong Australian dollar. On a US$ basis revenues increased 19% and operating income increased 4% driven by double-digit increases at the Cable Network Programming, Newspaper and Book Publishing segments. Net profit for the fiscal second quarter was A$501 million, an increase of A$71 million over the A$430 million reported in the second quarter a year ago. Net profit before other items was A$575 million, in line with the A$576 million reported in the prior year. Commenting on the results, Chairman and Chief Executive Rupert Murdoch said: "This past quarter saw the Company achieve significant operational and strategic gains. Operationally, we recorded our eighth consecutive quarter of operating income growth, led by double-digit gains at our cable networks, newspapers and book publishing segments, and strong performances from our filmed entertainment and television segments despite difficult comparisons to prior year results. All of our key assets are performing well, including the television network, which after a difficult start to the broadcast season has once again reclaimed ratings momentum and is now strongly competitive in the key 18-49 demographic. "Strategically, we have continued to expand our global distribution capabilities with the acquisition of our interest in DirecTV and the rapid growth at SKY Italia. We are looking forward to the unique opportunities these businesses provide us as we position ourselves for continued strong growth in the years to come." Management Review of Performance The Statement of Financial Performance, Statement of Financial Position, Statement of Cash Flows and Supplemental Financial Data for the three and six months ended 31 December are attached. The following commentary is made in respect of those statements, including an analysis of certain information contained therein. Net Profit Attributable to Members of the Parent Entity The reported net profit attributable to members of the parent entity consisted of the following items: 3 Months Ended 6 Months Ended 31 December, 31 December, 2003 2002 2003 2002 -------------- -------------- -------------- -------------- A$ Millions (except per share amounts) Revenue $ 7,899 $ 8,420 $ 14,980 $ 15,351 -------------- -------------- -------------- -------------- Operating income 1,069 1,313 2,164 2,309 Associated entities before other items 68 (69) 155 (243) Interest expense, net (154) (207) (327) (432) Exchangeable securities expense (27) (23) (55) (46) -------------- -------------- -------------- -------------- Profit before income tax expense, outside equity interest and other items 956 1,014 1,937 1,588 Income tax expense (306) (322) (609) (500) Outside equity interest (75) (116) (164) (217) -------------- -------------- -------------- -------------- Net profit before other items 575 576 1,164 871 -------------- -------------- -------------- -------------- Other items, net of tax and outside equity interest: Group (49) (25) 6 (25) Associated entities (25) (121) (25) (121) -------------- -------------- -------------- -------------- Total other items (74) (146) (19) (146) -------------- -------------- -------------- -------------- Net profit attributable to members of the parent entity $ 501 $ 430 $ 1,145 $ 725 ============== ============== ============== ============== Earnings per share (diluted) on net profit before other items, net $ 0.107 $ 0.110 $ 0.219 $ 0.165 ============== ============== ============== ============== Weighted average number of shares outstanding in millions (diluted) 5,354 5,146 5,300 5,137 ============== ============== ============== ============== The following commentary discusses the major components of these results. Consolidated Operating Income 3 Months Ended 6 Months Ended 31 December, 31 December, 2003 2002 2003 2002 -------------- -------------- -------------- -------------- A$ Millions A$ Millions Filmed Entertainment $ 351 $ 460 $ 850 $ 641 Television 236 296 509 639 Cable Network Programming 265 218 468 432 Direct Broadcast Satellite Television* (149) - (327) - Magazines & Inserts 89 107 177 199 Newspapers 243 184 398 287 Book Publishing 80 86 170 192 Other (46) (38) (81) (81) -------------- -------------- -------------- -------------- Consolidated Operating Income $ 1,069 $ 1,313 $ 2,164 $ 2,309 ============== ============== ============== ============== * New segment reflecting the results of SKY Italia, consolidated as of 1 May, 2003 Second quarter net earnings from associated entities before other items were A$68 million versus losses of A$69 million in the same period a year ago, primarily due to the absence of Stream's losses in the current year. In addition, contributions from BSkyB increased partly due to improved earnings resulting from a 10% increase in the DTH subscriber base, as well as earnings that were not reflected for a portion of the prior year's quarter. These favourable variances were partially offset by lower foreign currency gains at Sky Brasil. A detailed discussion of the components of associated entities earnings is provided later in the release. Second quarter net profit before other items of A$575 million (A$0.107 per share) was in-line with the A$576 million (A$0.110 per share) in the prior year primarily due to lower consolidated operating income offset by the significant improvement in net earnings from associated entities. The following commentary is discussed primarily in U.S. dollars REVIEW OF OPERATING RESULTS FILMED ENTERTAINMENT The Filmed Entertainment segment reported second quarter operating income of US$253 million, in-line with the US$255 million reported in the same period a year ago, which included the blockbuster worldwide home entertainment performances of Ice Age and Star Wars Episode II: Attack of the Clones. Current-year results primarily reflected strong contributions from several film and television home entertainment releases as well as pay-TV and free-TV contributions from catalog titles. Very strong current-quarter film results were largely driven by the worldwide home entertainment performances of X-2: X-Men United and 28 Days Later as well as various catalog titles. Additionally, the domestic home entertainment performances of Bend it Like Beckham and League of Extraordinary Gentlemen also contributed to the strong quarterly results. These contributions were partially offset by marketing costs for several new releases including Master and Commander: The Far Side of The World which garnered ten Academy Award nominations, including Best Picture, the Farrelly Brothers comedy Stuck on You and Cheaper by the Dozen, which has brought in more than US$130 million domestically since its Christmas release. Twentieth Century Fox Television (TCFTV) contributions primarily reflected continued momentum in home entertainment sales, most notably from The Simpsons, Buffy the Vampire Slayer, Family Guy and 24, offset by lower network revenue from The Practice. Several TCFTV shows garnered Golden Globe nominations during the quarter including Bernie Mac, Arrested Development, Reba and Best Drama winner 24. TELEVISION The Television segment reported second quarter operating income of US$168 million, an increase of US$3 million versus the same period a year ago, primarily reflecting improvement at the FOX Broadcasting Company and higher contributions from STAR, partially offset by a decline at the Fox Television Stations. At the FOX Broadcasting Company, second quarter operating income improved by US$21 million compared to a year ago due principally to improved sports advertising, particularly from Major League Baseball with ratings up nearly 30% for the post-season. Additionally, higher pricing for the primetime entertainment schedule more than offset a 10% decline in ratings and increased promotional costs. Following the end of the quarter, the network premiered several shows that are winning their time slots among all key demographics, including American Idol and My Big Fat Obnoxious Fiance. Fox Television Stations (FTS) second quarter operating income declined 9% from the prior year as market share growth of nearly a full percentage point was more than offset by an overall market-wide decline, primarily from non-recurring political advertising. FTS, excluding primetime, achieved ratings growth in the quarter across all key day-parts, particularly during the morning and early evening news programming periods. STAR, bolstered by a 20% increase in revenues, substantially increased its second quarter operating income versus prior year. Revenue gains were driven by both advertising and subscription growth primarily at STAR Plus which, on average, continues to deliver all of the top 10 cable programs in India. CABLE NETWORK PROGRAMMING Cable Network Programming reported second quarter operating income of US$187 million, an increase of US$66 million or 55% over last year's results reflecting strong growth across all of the Company's primary cable television channels as well as the recovery of US$15 million of Adelphia receivables which had been previously written off. The Fox News Channel (FNC) reported operating income growth of 23% compared to the second quarter a year ago fueled by double-digit revenue growth, primarily from increased ad sales, partially offset by higher costs associated with covering the war. During the quarter, FNC once again achieved the highest viewership among all cable news channels, expanding its lead to 42% in primetime and 57% on a 24-hour basis. Fox Cable Networks' (including the Regional Sports Networks (RSNs), the FX Channel (FX) and SPEED Channel) operating profit improved 52% during the quarter driven by double-digit revenue growth at both the RSNs and FX. The revenue increase at the RSNs was largely due to higher affiliate rates, additional DTH subscribers and increased advertising sales versus a year ago. FX achieved revenue gains from increases in both advertising and affiliate revenues fueled by ratings gains, higher advertising pricing and a 4% expansion in the subscriber base over the past year. DIRECT BROADCAST SATELLITE TELEVISION On 30 April, 2003 the Company completed the acquisition of the Italian pay-TV business Telepiu and combined it with Stream. News Corporation owns 80.1% of the combined entity, SKY Italia, whose results comprise this segment. During the second quarter, SKY Italia reported an operating loss of US$106 million on revenues of US$421 million while increasing the subscriber base to more than 2.4 million. Over 90% of the new subscribers during the quarter opted for a premium-programming tier including movies and/or sports programming. MAGAZINES AND INSERTS The Magazines and Inserts segment reported second quarter operating income of US$63 million, an increase of US$4 million versus a year ago. The improvement was primarily driven by higher contributions from the Free Standing Inserts division, principally as a result of increased demand for packaged goods pages, partially offset by lower contributions from the InStore division. NEWSPAPERS The Newspaper segment reported second quarter operating income of US$170 million, a 67% increase versus the same period a year ago reflecting circulation revenue increases in the U.K. combined with advertising strength in both the U.K. and Australia. The U.K. newspaper group reported operating income growth of 61% in local currency terms for the second quarter compared to the prior year, driven by both circulation and advertising revenue gains partially offset by costs associated with the launch of the tabloid version of The Times. Circulation revenue growth was achieved across all titles, with the largest increase at The Sun, where reduced cover price initiatives during the second quarter a year ago adversely affected results. The improvement in advertising was primarily driven by growth at The Sun on the strength of higher classified and display advertisements. The Australian newspaper group reported a 16% increase in operating income in local currency terms, primarily driven by an 11% increase in advertising revenue compared to a year ago. Both display and classified advertising showed increases across all categories, with the strongest growth in the national, retail and real estate sectors. BOOK PUBLISHING HarperCollins reported operating income of US$57 million during the quarter, an increase of US$9 million compared to the same period a year ago. The 19% growth was led by the phenomenal success of Zondervan's The Purpose Driven Life, the best-selling non-fiction book of calendar 2003 with more than 11 million English language copies sold in the United States. During the quarter, HarperCollins had 30 titles on The New York Times bestseller lists including three titles that reached the #1 spot. OTHER At the end of the quarter, the Company completed the acquisition of 34% of the outstanding common stock of Hughes Electronics for approximately US$3.1 billion in cash and 522.8 million preferred limited voting ordinary shares. At closing, News Corporation's ownership interest was transferred to Fox Entertainment Group, Inc. (FEG) in exchange for US$4.5 billion in promissory notes and approximately 74.5 million shares in FEG, increasing News Corporation's ownership interest in FEG from 80.6% to approximately 82%. Also during the quarter, the Company announced it had reached an agreement in principle for the sale of the Los Angeles Dodgers. The sale has been approved by Major League Baseball and is expected to close shortly, subject to customary closing conditions. An interim unfranked dividend of A$0.015 per Ordinary share and an unfranked dividend of A$0.0375 per Preferred Limited Voting Ordinary share has been declared and is payable on 30 April, 2004. The Company's Dividend Reinvestment Plan ("Plan") remains in operation and a discount of 10% will apply in determining the allotment price calculated in accordance with the Plan rules. The record date for determining dividend entitlements and Plan participation is 26 March, 2004. The ex-dividend date will be 22 March, 2004. REVIEW OF ASSOCIATED ENTITIES RESULTS Second quarter net earnings from associated entities before other items were A$68 million versus losses of A$69 million in the same period a year ago, primarily due to the absence of Stream's losses in the current year. In addition, contributions from BSkyB increased partly due to improved earnings resulting from a 10% increase in the DTH subscriber base, as well as earnings that were not reflected for a portion of the prior year's quarter. These favourable variances were partially offset by lower foreign currency gains at Sky Brasil. The Company's share of associated entities' earnings (losses) is as follows: 3 Months Ended 6 Months Ended 31 December, 31 December, % Owned 2003 2002 2003 2002 -------------- -------------- --------- ---------------- ------------- US$ Millions US$ Millions BSkyB 35.4% (a) $ 42 $ 19 $ 95 $ 19 Sky Brasil 49.7% (b) (6) 10 (14) (57) Innova - Mexico 30.0% - (9) (10) (17) FOXTEL - Australia 25.0% (4) (2) (7) (4) Stream 50.0% (c) - (61) - (100) Fox Sports Cable Networks Various - (3) 9 9 ESPN STAR Sports 50.0% 1 - 2 1 Other Associates Various (d) 16 7 31 14 ------------ ------------ -------------- --------------- Total associated entities' earnings (losses) before other items $ 49 $ (39) $ 106 $ (135) Other items (17) (67) (17) (67) ------------ ------------ -------------- --------------- Total associated entities' earnings (losses) $ 32 $ (106) $ 89 $ (202) ============ ============ ============== =============== Total associated entities' earnings (losses) A$ 43 A$ (190) A$ 130 A$ (364) ============ ============ ============== =============== Further details on the associated entities follow. ------------------------------------ (a) The Company's investment basis in BSkyB was negative from 31 December, 2001 through 11 November, 2002. Accordingly, the Company's share of BSkyB's results was not recognised during that period. (b) Represents the Company's economic interest, which was 46.7% as of 31 December, 2002. The Company continues to hold a 36% equity interest in Sky Brasil. (c) The Company's share of Stream's losses was included as part of associated entities from 1 April, 2002 through 30 April, 2003, when it merged with Telepiu to form the consolidated entity SKY Italia. (d) Primarily comprising Gemstar-TV Guide International, Independent Newspapers Limited, and Queensland Press. BSkyB (in STG) - Europe 3 Months Ended 6 Months Ended 31 December, 31 December, 2003 2002* 2003 2002* -------------- -------------- --------------- -------------- Millions (except subscribers) Millions (except subscribers) Revenues (pound) 916 (pound) 785(pound) 1,766 (pound) 1,511 Operating profit before exceptional items 103 48 225 94 Net income before exceptional items (pound) 40 (pound) 36(pound) 104 (pound) 36 ============== ============== =============== ============== AGAAP adjustment (in US$) (1) 18 13 34 29 -------------- -------------- --------------- -------------- News' 35.4% share (in US$) $ 42 $ 34 $ 95 $ 50 ============== ============== =============== ============== Investment basis adjustment (a) - (15) - (31) -------------- -------------- --------------- -------------- News' reportable share (in US$) $ 42 $ 19 $ 95 $ 19 ============== ============== =============== ============== Net debt (excluding capitalised leases) (pound) 751 (pound) 1,378 Ending Subscribers 11,070,000 10,513,000 DTH Subscribers 7,208,000 6,562,000 * Does not reflect BSkyB's adoption of accounting abstract UITF 38. BSkyB's quarterly revenues increased 17% in local currency terms largely due to DTH subscriber growth, an increase in average revenue per subscriber and improved interactive revenues. Operating profit before exceptional items increased 115% due to increased revenues, partially offset by higher programming expenses from increased sports rights (mainly soccer and cricket) as well as higher betting and subscriber management costs. The increase in net income before exceptional items reflects the improvement in operating income largely offset by an increase in the tax provision resulting from higher earnings in the current year as well as the absence of a tax benefit that was recorded in the prior year's quarter. Sky Brasil (in US$) ------------------- 3 Months Ended 6 Months Ended 31 December, 31 December, 2003 2002 2003 2002 -------------- -------------- --------------- -------------- Millions (except subscribers) Millions (except subscribers) Revenues (in local currency) R$ 158 R$ 138 R$ 320 R$ 268 Revenues 55 37 110 79 Operating loss (3) (8) - (12) Net income (loss) $ (11) $ 21 $ (28) $ (136) ============== ============== =============== ============== News' reportable 49.7%/46.7% share (in US$) $ (6) $ 10 $ (14) $ (57) ============== ============== =============== ============== Net debt (excluding capitalised leases) $ 216 $ 213 Ending Subscribers 784,000 732,000 Sky Brasil's revenues grew 14% in local currency terms in the quarter compared to prior year primarily driven by a higher subscriber base and increased average revenue per subscriber. The revenue growth for the quarter was partly offset by increased marketing costs due to new campaigns to grow the subscriber base. The increase in net loss in the current quarter principally reflects lower foreign currency gains versus a year ago. Innova (in US$) - Mexico ------------------------- 3 Months Ended 6 Months Ended 31 December, 31 December, 2003 2002 2003 2002 --------------- --------------- --------------- -------------- Millions (except subscribers) Millions (except subscribers) Revenues (in local currency) Ps 1,013 Ps 805 Ps 1,922 Ps 1,639 Revenues 90 80 175 164 Operating income 16 6 28 13 Net loss $ (1) $ (30) $ (33) $ (58) =============== =============== =============== ============== News' reportable 30% share (in US$) $ - $ (9) $ (10) $ (17) =============== =============== =============== ============== Net Debt (excluding capitalised leases) $ 344 $ 350 Ending Subscribers 857,000 742,000 Innova's revenues grew 26% in local currency terms compared to prior year primarily driven by a 15% increase in the subscriber base. The decrease in net loss during the quarter principally reflects lower interest expense resulting from the refinancing of debt and lower foreign currency losses versus a year ago. FOXTEL (in A$) -------------- 3 Months Ended 6 Months Ended 31 December, 31 December, 2003 2002 2003 2002 -------------- -------------- ----------------- -------------- Millions (except subscribers) Millions (except subscribers) Revenues A$ 186 A$ 150 A$ 368 A$ 288 Operating loss (31) (20) (58) (44) Net loss A$ (22) A$ (13) A$ (40) A$ (30) ============== ============== ================= ============== News' reportable 25% share (in US$) $ (4) $ (2) $ (7) $ (4) ============== ============== ================= ============== Ending Subscribers (including Optus) 1,073,000 1,050,000 FOXTEL's revenues for the quarter increased 24% principally due to an increase of 18% in satellite subscribers compared to a year ago, higher average revenue per subscriber, and the inclusion of Optus wholesale subscribers as of 1, December, 2002. Net loss for the quarter increased A$9 million against the prior year as the increased subscriber revenues were more than offset by subscriber acquisition expenses, the development of a future digital service, higher depreciation expense and the inclusion of Optus license fee costs. Total subscribers (including Optus wholesale) have increased by 2.2% over prior year while FOXTEL managed subscribers have increased by 6.6%. Fox Sports Cable 3 Months Ended 6 Months Ended Networks* (in US$) 31 December, 31 December, 2003 2002 2003 2002 --------------- --------------- --------------- --------------- Millions (except subscribers) Millions (except subscribers) News' reportable share* $ - $ (3) $ 9 $ 9 =============== =============== =============== =============== Ending Subscribers 44,068,000 44,072,000 The improved results for the quarter primarily reflect the effect of cost savings at the Metro Channels and reduced programming costs at National Sports Partners. * Various associated interests ranging from approximately 20 percent to 60 percent, primarily comprising Regional Programming Partners (including Madison Square Garden), National Sports Partners and National Advertising Partners. ESPN STAR Sports (in US$) - Asia 3 Months Ended 6 Months Ended 31 December, 31 December, 2003 2002 2003 2002 -------------- ----------------------------------- ---------------- Millions Millions Revenues $ 42 $ 39 $ 76 $ 76 Operating income (loss) 4 (1) 6 4 Net income (loss) $ 3 $ (1) $ 4 $ 2 ============== =================================== ================ News' reportable 50% share $ 1 $ - $ 2 $ 1 ============== =================================== ================ Operating income improved $5 million due to higher subscription revenues from India, stronger syndication revenues from Bangladesh Cricket and lower costs associated with various cricket events. 1 Principally reflects adjustments for reporting under Australian Generally Accepted Accounting Principles ("AGAAP") relating to identifiable intangible amortisation. Foreign Exchange Rates ----------------------- Average foreign exchange rates used in the year-to-date profit results are as follows: 6 Months Ended 31 December, 2003 2002 -------------- --------------- Australian Dollar/U.S Dollar 0.68 0.55 U.K. Pounds Sterling/U.S. Dollar 1.66 1.56 Euro/U.S. Dollar 1.16 0.99 To receive a copy of this press release through the Internet, access News Corp's corporate Web site located at http://www.newscorp.com Audio from News Corp's conference call with analysts on the second quarter results can be heard live on the Internet at 2:00 a.m. Eastern Summer (Australia) Time today. To listen to the call, visit http://www.newscorp.com Cautionary Statement Concerning Forward-Looking Statements This document contains certain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on management's views and assumptions regarding future events and business performance as of the time the statements are made. Actual results may differ materially from these expectations due to changes in global economic, business, competitive market and regulatory factors. More detailed information about these and other factors that could affect future results is contained in our filings with the Securities and Exchange Commission. The "forward-looking statements" included in this document are made only as of the date of this document and we do not have any obligation to publicly update any "forward-looking statements" to reflect subsequent events or circumstances, except as required by law. -------------------------------------------------------------------------------- CONTACTS: Reed Nolte, Investor Relations Andrew Butcher, Press Inquiries 212-852-7092 212-852-7070 STATEMENT OF FINANCIAL PERFORMANCE a 3 Months Ended 6 Months Ended Note 31 December, 31 December, 2003 2002 2003 2002 -------------- -------------- -------------- -------------- A$ Millions (except per share amounts) Sales revenue 1 $ 7,899 $ 8,420 $ 14,980 $ 15,351 Operating expenses (6,830) (7,107) (12,816) (13,042) -------------- -------------- -------------- -------------- Operating income 1 1,069 1,313 2,164 2,309 Net profit (loss) from associated entities 43 (190) 130 (364) Borrowing costs (203) (249) (428) (526) Interest income 49 42 101 94 -------------- -------------- -------------- -------------- Net borrowing costs (154) (207) (327) (432) Exchangeable securities expense (27) (23) (55) (46) Other items before income tax, net (99) (47) (6) (47) -------------- -------------- -------------- -------------- Profit from ordinary activities before income tax 832 846 1,906 1,420 -------------- -------------- -------------- -------------- Income tax expense on: Ordinary activities before other items (306) (322) (609) (500) Other items 35 22 2 22 -------------- -------------- -------------- -------------- Net income tax expense (271) (300) (607) (478) -------------- -------------- -------------- -------------- Net profit from ordinary activities after tax 561 546 1,299 942 Net profit attributable to outside equity interests (60) (116) (154) (217) --------------------------------------------------------------------------------------------------------------------------------- Net Profit Attributable to Members of the Parent Entity $ 501 $ 430 $ 1,145 $ 725 --------------------------------------------------------------------------------------------------------------------------------- Net exchange gains recognised directly in equity (2,016) (799) (2,592) 371 Other items recognised directly in equity - 152 - 152 -------------- -------------- -------------- -------------- Total change in equity other than those resulting from transactions with owners as owners $ (1,515) $ (217) $ (1,447) $ 1,248 ============== ============== ============== ============== Diluted earnings per share on net profit attributable to members of the parent entity Ordinary shares $ 0.083 $ 0.072 $ 0.191 $ 0.121 Preferred limited voting ordinary shares $ 0.099 $ 0.087 $ 0.229 $ 0.146 Ordinary and preferred limited voting ordinary shares $ 0.093 $ 0.081 $ 0.215 $ 0.136 ------------------------------ a Following the issuance in June 2002 of the revised Australian Accounting Standard AASB 1018 "Statement of Financial Performance" this statement has been reformatted from previous presentations to be consistent with the format prescribed in the revised Australian Accounting Standard. STATEMENT OF FINANCIAL POSITION 31 December, 30 June, 2003 2003 ------------------- ------------------- ASSETS A$ Millions Current Assets Cash $ 3,377 $ 6,746 Cash on deposit 396 - Receivables 6,188 5,701 Inventories 2,341 1,931 Other 659 483 ------------------- ------------------- Total Current Assets 12,961 14,861 ------------------- ------------------- Non-Current Assets Cash on deposit - 698 Receivables 1,125 1,219 Investments in associated entities 14,318 5,526 Other investments 869 1,195 Inventories 3,772 4,103 Property, plant and equipment 5,666 6,299 Publishing rights, titles and television licenses 29,994 32,724 Goodwill 328 377 Other 737 745 ------------------- ------------------- Total Non-Current Assets 56,809 52,886 ------------------- ------------------- Total Assets $ 69,770 $ 67,747 =================== =================== LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities Interest bearing liabilities $ 414 $ 33 Payables 8,104 8,298 Tax liabilities 762 714 Provisions 252 258 ------------------- ------------------- Total Current Liabilities 9,532 9,303 ------------------- ------------------- Non-Current Liabilities Interest bearing liabilities 11,702 12,396 Payables 3,093 3,545 Tax liabilities 711 666 Provisions 1,074 1,032 ------------------- ------------------- Total Non-Current Liabilities Excluding Exchangeable Preferred Securities 16,580 17,639 ------------------- ------------------- Exchangeable preferred securities 1,903 2,084 ------------------- ------------------- Total Liabilities 28,015 29,026 Shareholders' Equity Contributed equity 34,303 28,427 Reserves 528 2,760 Retained profits 1,768 1,137 ------------------- ------------------- Shareholders' equity attributable to members of the parent entity 36,599 32,324 Outside equity interests in controlled entities 5,156 6,397 ------------------- ------------------- Total Shareholders' Equity 41,755 38,721 ------------------- ------------------- Total Liabilities and Shareholders' Equity $ 69,770 $ 67,747 =================== =================== STATEMENT OF CASH FLOWS 6 Months Ended 31 December, 2003 2002 ------------------- ------------------- Operating Activity A$ Millions Net profit attributable to members of the parent entity $ 1,145 $ 725 Adjustment for non-cash and non-operating activities: Equity earnings, net (140) 262 Outside equity interest 164 217 Depreciation and amortisation 437 368 Other items, net 19 146 Change in assets and liabilities: Receivables (1,496) (2,195) Inventories (570) (611) Payables 789 1,293 Other liabilities 449 316 ------------------- ------------------- Cash provided by operating activity 797 521 Investing and other activity Property, plant and equipment (184) (327) Acquisitions, net of cash acquired (199) (767) Investments and acquisitions of interests in associated entities (4,297) (633) Other investments (66) (86) Repayment of loans by associate - 170 Proceeds from sale of non-current assets 523 95 ------------------- ------------------- Cash used in investing activity (4,223) (1,548) Financing activity Issuance of debt 485 - Repayment of debt and exchangeable securities (647) (1,953) Decrease in cash on deposit 212 - Issuance of shares 759 2,167 Dividends paid (131) (133) Leasing and other finance costs - (2) ------------------- ------------------- Cash provided by financing activity 678 79 ------------------- ------------------- Net decrease in cash (2,748) (948) Opening cash balance 6,746 6,337 Exchange movement on opening balance (621) 74 ------------------- ------------------- Closing cash balance $ 3,377 $ 5,463 =================== =================== Note 1 - SEGMENT DATA 3 Months Ended 6 Months Ended 31 December, 31 December, BY GEOGRAPHIC AREAS 2003 2002 2003 2002 -------------- -------------- -------------- -------------- A$ Millions A$ Millions Revenues United States $ 5,564 $ 6,605 $ 10,607 $ 11,855 Europe 1,635 1,151 3,048 2,224 Australasia 700 664 1,325 1,272 -------------- -------------- -------------- -------------- $ 7,899 $ 8,420 $ 14,980 $ 15,351 ============== ============== ============== ============== Operating Income United States $ 888 $ 1,052 $ 1,939 $ 1,902 Europe 28 149 (10) 251 Australasia 153 112 235 156 -------------- -------------- -------------- -------------- $ 1,069 $ 1,313 $ 2,164 $ 2,309 ============== ============== ============== ============== BY INDUSTRY SEGMENT Revenues Filmed Entertainment $ 1,940 $ 2,403 $ 3,841 $ 4,007 Television 2,215 2,598 3,755 4,458 Cable Network Programming 836 901 1,791 1,908 Direct Broadcast Satellite Television* 600 - 1,002 - Magazines and Inserts 321 387 660 740 Newspapers 1,212 1,208 2,337 2,311 Book Publishing 479 587 1,007 1,217 Other 296 336 587 710 -------------- -------------- -------------- -------------- $ 7,899 $ 8,420 $ 14,980 $ 15,351 ============== ============== ============== ============== Operating Income Filmed Entertainment $ 351 $ 460 $ 850 $ 641 Television 236 296 509 639 Cable Network Programming 265 218 468 432 Direct Broadcast Satellite Television* (149) - (327) - Magazines and Inserts 89 107 177 199 Newspapers 243 184 398 287 Book Publishing 80 86 170 192 Other (46) (38) (81) (81) -------------- -------------- -------------- -------------- $ 1,069 $ 1,313 $ 2,164 $ 2,309 ============== ============== ============== ============== * New segment reflecting the results of SKY Italia, consolidated as of 1 May, 2003. Note 2 - SUPPLEMENTAL FINANCIAL DATA The Company considers net profit before other items to be an important indicator of the Company's operating performance on a consolidated basis. Net profit before other items, defined as net profit attributable to members of the parent entity before other items related to the Company and associated entities, net of applicable income tax expenses and outside equity interests, eliminates the effect of transactions that are considered significant by reason of their size, nature or effect on the Company's financial performance for the year. Net profit before other items should be considered in addition to, not as a substitute for the Company's operating income, net profit attributable to members of the parent entity, cash flows and other measures of financial performance prepared in accordance with generally accepted accounting principles in Australia. Net profit before other items does not reflect cash available to fund requirements, and the items excluded from net profit before other items, such as other revenues and expenses, are significant components in assessing the Company's financial performance. The following table reconciles certain components of net profit attributable to members of the parent entity as presented on page 3 of this release to the presentation required under Australian GAAP as required by Australian Accounting Standard AASB 1018 "Statement of Financial Performance" on page 13 of this release. 3 Months Ended 6 Months Ended 31 December, 31 December, 2003 2002 2003 2002 -------------- -------------- --------------- -------------- A$ Millions A$ Millions Total other items (page 3) $ (74) $ (146) $ (19) $ (146) Reclassification of other items - associated entities 25 121 25 121 Reclassification of income tax and net profit attributable to outside equity interest (50) (22) (12) (22) -------------- -------------- --------------- -------------- Other items before income tax, net (page 13) $ (99) $ (47) $ (6) $ (47) ============== ============== =============== ============== Associated entities before other items (page 3) $ 68 $ (69) $ 155 $ (243) Reclassification of other items - associated entities (25) (121) (25) (121) -------------- -------------- --------------- -------------- Net profit (loss) from associated entities (page $ 43 $ (190) $ 130 $ (364) 13) ============== ============== =============== ============== Income tax expense (page 3) $ (306) $ (322) $ (609) $ (500) Reclassification of income tax expense on other items 35 22 2 22 -------------- -------------- --------------- -------------- Net income tax expense (page 13) $ (271) $ (300) $ (607) $ (478) ============== ============== =============== ============== Outside equity interest (page 3) $ (75) $ (116) $ (164) $ (217) Reclassification of outside equity interest on other items, net 15 - 10 - -------------- -------------- --------------- -------------- Net profit attributable to outside equity interest $ (60) $ (116) $ (154) $ (217) (page 13) ============== ============== =============== ============== SUPPLEMENTAL FINANCIAL DATA (continued) 3 Months Ended 6 Months Ended 31 December, 31 December, 2003 2002 2003 2002 -------------- -------------- --------------- -------------- A$ Millions A$ Millions Net profit before other items (page 3) $ 575 $ 576 $ 1,164 $ 871 Other items before income tax, net (99) (47) (6) (47) Reclassification of income tax and net profit attributable to outside equity interest 50 22 12 22 Reclassification of other items - associated entities (25) (121) (25) (121) ------------- -------------- --------------- -------------- Net profit attributable to members of the parent $ 501 $ 430 $ 1,145 $ 725 entity (page 13) ============= ============== =============== ============== Earnings per share on net profit before other items, net (page 3) $ 0.107 $ 0.110 $ 0.219 $ 0.165 Earnings per share on other items before income tax, net (0.018) (0.009) (0.001) (0.009) Earnings per share on reclassification of income tax and net profit attributable to outside equity interest 0.009 0.004 0.002 0.004 Earnings per share on reclassification of other items - associated entities (0.005) (0.024) (0.005) (0.024) ------------- -------------- --------------- -------------- Diluted earnings per share on net profit attributable to members of the parent entity (page 13) $ 0.093 $ 0.081 $ 0.215 $ 0.136 ============= ============== =============== ============== EXHIBIT B --------- EARNINGS RELEASE FOR THE QUARTER ENDED DECEMBER 31, 2003 IN U.S. DOLLARS PREPARED FOR THE U.S. MARKET. AUSTRALIAN READERS SHOULD REFER TO THE AUSTRALIAN DOLLAR EARNINGS RELEASE News Corporation Reports Second Quarter Operating Income of $760 Million; Eighth Consecutive Quarter of Year-on-Year Growth Revenues Increase 19% to $5.6 Billion Net Profit before Other Items Increases 28% to $410 Million; Net Profit Increases 51% to $361 Million -- QUARTER HIGHLIGHTS -- Strong revenue growth across all major cable channels substantially drives up Cable Network Programming operating income. -- Television segment operating income up slightly as strong advertising demand for the broadcast network's sports schedule and STAR's growing profitability offset tough political advertising comparisons at the station group; Market share at stations group up nearly a full percentage point. -- Filmed Entertainment operating income in line with a year ago as robust home entertainment sales of film and television titles match prior-year success of Ice Age. -- All print businesses report higher earnings led by advertising and circulation revenue gains in U.K. and Australian newspapers, increased page volume at free-standing inserts and several leading titles at HarperCollins. -- BSkyB's operating profit more than doubles on revenue growth of 17%, primarily from a 10% increase in the DTH subscriber base, now exceeding 7.2 million. -- Completed acquisition of 34% interest in Hughes Electronics, including leading DTH provider DIRECTV. NEW YORK--Feb. 11, 2004--The News Corporation Limited (NYSE: NWS, NWSA) today reported second quarter consolidated revenues of $5.6 billion, a 19% increase over the $4.7 billion in the prior year, and consolidated operating income of $760 million, up 4% over the $729 million a year ago, despite the inclusion of $106 million in losses from SKY Italia in the quarter. The year-on-year growth was driven by double-digit increases at the Cable Network Programming, Newspaper and Book Publishing segments. Net profit for the fiscal second quarter was $361 million, an increase of $122 million over the $239 million reported in the second quarter a year ago. Net profit before other items was $410 million, an increase of $90 million over the $320 million reported in the prior year. Commenting on the results, Chairman and Chief Executive Rupert Murdoch said: "This past quarter saw the Company achieve significant operational and strategic gains. Operationally, we recorded our eighth consecutive quarter of operating income growth, led by double-digit gains at our cable networks, newspapers and book publishing segments, and strong performances from our filmed entertainment and television segments despite difficult comparisons to prior year results. All of our key assets are performing well, including the television network, which after a difficult start to the broadcast season has once again reclaimed ratings momentum and is now strongly competitive in the key 18-49 demographic. "Strategically, we have continued to expand our global distribution capabilities with the acquisition of our interest in DirecTV and the rapid growth at SKY Italia. We are looking forward to the unique opportunities these businesses provide us as we position ourselves for continued strong growth in the years to come." MANAGEMENT REVIEW OF PERFORMANCE The Statement of Financial Performance, Statement of Financial Position, Statement of Cash Flows and Supplemental Financial Data for the three and six months ended December 31st are attached. The following commentary is made in respect of those statements, including an analysis of certain information contained therein. NET PROFIT ATTRIBUTABLE TO MEMBERS OF THE PARENT ENTITY The reported net profit attributable to members of the parent entity consisted of the following items: 3 Months Ended 6 Months Ended December 31, December 31, 2003 2002 2003 2002 ------- ------- -------- ------- US $ Millions (except per ADR amounts) Revenue $5,588 $4,681 $10,237 $8,494 ------- ------- -------- ------- Operating income 760 729 1,479 1,277 Associated entities before other items 49 (39) 106 (135) Interest expense, net (110) (115) (224) (239) Exchangeable securities expense (19) (12) (37) (25) ------- ------- -------- ------- Profit before income tax expense, outside equity interest and other items 680 563 1,324 878 Income tax expense (217) (178) (416) (276) Outside equity interest (53) (65) (112) (120) ------- ------- -------- ------- Net profit before other items 410 320 796 482 ------- ------- -------- ------- Other items, net of tax and outside equity interest: Group (32) (14) 4 (14) Associated entities (17) (67) (17) (67) ------- ------- -------- ------- Total other items (49) (81) (13) (81) ------- ------- -------- ------- Net profit attributable to members of the parent entity $ 361 $ 239 $ 783 $ 401 ======= ======= ======== ======= Earnings per ADR (diluted) on net profit before other items, net $ 0.30 $ 0.24 $ 0.60 $ 0.36 ======= ======= ======== ======= Weighted average number of ADRs outstanding in millions (diluted) 1,339 1,286 1,325 1,284 ======= ======= ======== ======= The following commentary discusses the major components of these results. Consolidated Operating Income 3 Months 6 Months Ended Ended December 31, December 31, 2003 2002 2003 2002 ------ ----- ------- ------- US $ Millions US $ Millions Filmed Entertainment $ 253 $255 $ 581 $ 355 Television 168 165 347 353 Cable Network Programming 187 121 320 239 Direct Broadcast Satellite Television* (106) - (223) - Magazines & Inserts 63 59 121 110 Newspapers 170 102 272 159 Book Publishing 57 48 116 106 Other (32) (21) (55) (45) ------ ----- ------- ------- Consolidated Operating Income $ 760 $729 $1,479 $1,277 ====== ===== ======= ======= * New segment reflecting the results of SKY Italia, consolidated as of May 1, 2003 Second quarter net earnings from associated entities before other items were $49 million versus losses of $39 million in the same period a year ago, primarily due to the absence of Stream's losses in the current year. In addition, contributions from BSkyB increased partly due to improved earnings resulting from a 10% increase in the DTH subscriber base, as well as earnings that were not reflected for a portion of the prior year's quarter. These favorable variances were partially offset by lower foreign currency gains at Sky Brasil. A detailed discussion of the components of associated entities earnings is provided later in the release. Second quarter net profit before other items increased to $410 million ($0.30 per ADR) versus $320 million ($0.24 per ADR) in the prior year primarily due to higher consolidated operating income and the significant improvement in net earnings from associated entities. REVIEW OF OPERATING RESULTS FILMED ENTERTAINMENT The Filmed Entertainment segment reported second quarter operating income of $253 million, in-line with the $255 million reported in the same period a year ago, which included the blockbuster worldwide home entertainment performances of Ice Age and Star Wars Episode II: Attack of the Clones. Current-year results primarily reflected strong contributions from several film and television home entertainment releases as well as pay-TV and free-TV contributions from catalog titles. Very strong current-quarter film results were largely driven by the worldwide home entertainment performances of X-2: X-Men United and 28 Days Later as well as various catalog titles. Additionally, the domestic home entertainment performances of Bend it Like Beckham and League of Extraordinary Gentlemen also contributed to the strong quarterly results. These contributions were partially offset by marketing costs for several new releases including Master and Commander: The Far Side of The World which garnered ten Academy Award nominations, including Best Picture, the Farrelly Brothers comedy Stuck on You and Cheaper by the Dozen, which has brought in more than $130 million domestically since its Christmas release. Twentieth Century Fox Television (TCFTV) contributions primarily reflected continued momentum in home entertainment sales, most notably from The Simpsons, Buffy the Vampire Slayer, Family Guy and 24, offset by lower network revenue from The Practice. Several TCFTV shows garnered Golden Globe nominations during the quarter including Bernie Mac, Arrested Development, Reba and Best Drama winner 24. TELEVISION The Television segment reported second quarter operating income of $168 million, an increase of $3 million versus the same period a year ago, primarily reflecting improvement at the FOX Broadcasting Company and higher contributions from STAR, partially offset by a decline at the Fox Television Stations. At the FOX Broadcasting Company, second quarter operating income improved by $21 million compared to a year ago due principally to improved sports advertising, particularly from Major League Baseball with ratings up nearly 30% for the post-season. Additionally, higher pricing for the primetime entertainment schedule more than offset a 10% decline in ratings and increased promotional costs. Following the end of the quarter, the network premiered several shows that are winning their time slots among all key demographics, including American Idol and My Big Fat Obnoxious Fiance. Fox Television Stations (FTS) second quarter operating income declined 9% from the prior year as market share growth of nearly a full percentage point was more than offset by an overall market-wide decline, primarily from non-recurring political advertising. FTS, excluding primetime, achieved ratings growth in the quarter across all key day-parts, particularly during the morning and early evening news programming periods. STAR, bolstered by a 20% increase in revenues, substantially increased its second quarter operating income versus prior year. Revenue gains were driven by both advertising and subscription growth primarily at STAR Plus which, on average, continues to deliver all of the top 10 cable programs in India. CABLE NETWORK PROGRAMMING Cable Network Programming reported second quarter operating income of $187 million, an increase of $66 million or 55% over last year's results reflecting strong growth across all of the Company's primary cable television channels as well as the recovery of $15 million of Adelphia receivables which had been previously written off. The Fox News Channel (FNC) reported operating income growth of 23% compared to the second quarter a year ago fueled by double-digit revenue growth, primarily from increased ad sales, partially offset by higher costs associated with covering the war. During the quarter, FNC once again achieved the highest viewership among all cable news channels, expanding its lead to 42% in primetime and 57% on a 24-hour basis. Fox Cable Networks' (including the Regional Sports Networks (RSNs), the FX Channel (FX) and SPEED Channel) operating profit improved 52% during the quarter driven by double-digit revenue growth at both the RSNs and FX. The revenue increase at the RSNs was largely due to higher affiliate rates, additional DTH subscribers and increased advertising sales versus a year ago. FX achieved revenue gains from increases in both advertising and affiliate revenues fueled by ratings gains, higher advertising pricing and a 4% expansion in the subscriber base over the past year. DIRECT BROADCAST SATELLITE TELEVISION On April 30th, 2003 the Company completed the acquisition of the Italian pay-TV business Telepiu and combined it with Stream. News Corporation owns 80.1% of the combined entity, SKY Italia, whose results comprise this segment. During the second quarter, SKY Italia reported an operating loss of $106 million on revenues of $421 million while increasing the subscriber base to more than 2.4 million. Over 90% of the new subscribers during the quarter opted for a premium-programming tier including movies and/or sports programming. MAGAZINES AND INSERTS The Magazines and Inserts segment reported second quarter operating income of $63 million, an increase of $4 million versus a year ago. The improvement was primarily driven by higher contributions from the Free Standing Inserts division, principally as a result of increased demand for packaged goods pages, partially offset by lower contributions from the InStore division. NEWSPAPERS The Newspaper segment reported second quarter operating income of $170 million, a 67% increase versus the same period a year ago reflecting circulation revenue increases in the U.K. combined with advertising strength in both the U.K. and Australia. The U.K. newspaper group reported operating income growth of 61% in local currency terms for the second quarter compared to the prior year, driven by both circulation and advertising revenue gains partially offset by costs associated with the launch of the tabloid version of The Times. Circulation revenue growth was achieved across all titles, with the largest increase at The Sun, where reduced cover price initiatives during the second quarter a year ago adversely affected results. The improvement in advertising was primarily driven by growth at The Sun on the strength of higher classified and display advertisements. The Australian newspaper group reported a 16% increase in operating income in local currency terms, primarily driven by an 11% increase in advertising revenue compared to a year ago. Both display and classified advertising showed increases across all categories, with the strongest growth in the national, retail and real estate sectors. BOOK PUBLISHING HarperCollins reported operating income of $57 million during the quarter, an increase of $9 million compared to the same period a year ago. The 19% growth was led by the phenomenal success of Zondervan's The Purpose Driven Life, the best-selling non-fiction book of calendar 2003 with more than 11 million English language copies sold in the United States. During the quarter, HarperCollins had 30 titles on The New York Times bestseller lists including three titles that reached the #1 spot. OTHER At the end of the quarter, the Company completed the acquisition of 34% of the outstanding common stock of Hughes Electronics for approximately $3.1 billion in cash and 130.7 million preferred limited voting ordinary ADRs. At closing, News Corporation's ownership interest was transferred to Fox Entertainment Group, Inc. (FEG) in exchange for $4.5 billion in promissory notes and approximately 74.5 million shares in FEG, increasing News Corporation's ownership interest in FEG from 80.6% to approximately 82%. Also during the quarter, the Company announced it had reached an agreement in principle for the sale of the Los Angeles Dodgers. The sale has been approved by Major League Baseball and is expected to close shortly, subject to customary closing conditions. An interim unfranked dividend of A$0.06 per Ordinary ADR and an unfranked dividend of A$0.15 per Preferred Limited Voting Ordinary ADR has been declared and is payable on May 7, 2004. The Company's Dividend Reinvestment Plan ("Plan") remains in operation and a discount of 10% will apply in determining the allotment price calculated in accordance with the Plan rules. The record date for determining dividend entitlements and Plan participation is March 25, 2004. The ex-dividend date will be March 23, 2004. REVIEW OF ASSOCIATED ENTITIES RESULTS Second quarter net earnings from associated entities before other items were $49 million versus losses of $39 million in the same period a year ago, primarily due to the absence of Stream's losses in the current year. In addition, contributions from BSkyB increased partly due to improved earnings resulting from a 10% increase in the DTH subscriber base, as well as earnings that were not reflected for a portion of the prior year's quarter. These favorable variances were partially offset by lower foreign currency gains at Sky Brasil. The Company's share of associated entities' earnings (losses) is as follows: 3 Months 6 Months Ended Ended December 31, December 31, % Owned 2003 2002 2003 2002 ------- ----- ------ ----- ------ US $ Millions US $ Millions BSkyB 35.4%(a) $ 42 $ 19 $ 95 $ 19 Sky Brasil 49.7%(b) (6) 10 (14) (57) Innova - Mexico 30.0% - (9) (10) (17) FOXTEL - Australia 25.0% (4) (2) (7) (4) Stream 50.0%(c) - (61) - (100) Fox Sports Cable Networks Various - (3) 9 9 ESPN STAR Sports 50.0% 1 - 2 1 Other Associates Various(d) 16 7 31 14 ----- ----- ----- ----- Total associated entities' earnings (losses) before other items $ 49 $ (39) $106 $(135) Other items (17) (67) (17) (67) ----- ------ ----- ------ Total associated entities' earnings (losses) $ 32 $(106) $ 89 $(202) ===== ====== ===== ====== Further details on the associated entities follow. ------------------------------------------- (a) The Company's investment basis in BSkyB was negative from December 31, 2001 through November 11, 2002. Accordingly, the Company's share of BSkyB's results was not recognized during that period. (b) Represents the Company's economic interest, which was 46.7% as of December 31, 2002. The Company continues to hold a 36% equity interest in Sky Brasil. (c) The Company's share of Stream's losses was included as part of associated entities from April 1, 2002 through April 30, 2003, when it merged with Telepiu to form the consolidated entity SKY Italia. (d) Primarily comprising Gemstar-TV Guide International, Independent Newspapers Limited, and Queensland Press. BSkyB (in STG) - Europe 3 Months Ended 6 Months Ended December 31, December 31, 2003 2002* 2003 2002* --------- ------- ----------- --------- Millions Millions (except subscribers) (except subscribers) Revenues GBP 916 GBP 785 GBP 1,766 GBP 1,511 Operating profit before exceptional items 103 48 225 94 Net income before exceptional items GBP 40 GBP 36 GBP 104 GBP 36 ======== ======== ========== ========== AGAAP adjustment (in US$) (1) 18 13 34 29 ------- -------- --------- ---------- News' 35.4% share (in US$) $ 42 $ 34 $ 95 $ 50 ======= ======= ========= ========== Investment basis adjustment (a) - (15) - (31) ------- -------- --------- ----------- News' reportable share (in US$) $ 42 $ 19 $ 95 $ 19 ======= ======= ========= =========== Net debt (excluding capitalized leases) GBP 751 GBP 1,378 Ending Subscribers 11,070,000 10,513,000 DTH Subscribers 7,208,000 6,562,000 * Does not reflect BSkyB's adoption of accounting abstract UITF 38. BSkyB's quarterly revenues increased 17% in local currency terms largely due to DTH subscriber growth, an increase in average revenue per subscriber and improved interactive revenues. Operating profit before exceptional items increased 115% due to increased revenues, partially offset by higher programming expenses from increased sports rights (mainly soccer and cricket) as well as higher betting and subscriber management costs. The increase in net income before exceptional items reflects the improvement in operating income largely offset by an increase in the tax provision resulting from higher earnings in the current year as well as the absence of a tax benefit that was recorded in the prior year's quarter. 3 Months 6 Months Sky Brasil (in US$) Ended Ended December 31, December 31, 2003 2002 2003 2002 ---------- -------- --------- --------- Millions Millions (except subscribers) (except subscribers) Revenues (in local currency) R$ 158 R$ 138 R$ 320 R$ 268 Revenues 55 37 110 79 Operating loss (3) (8) - (12) Net income (loss) $(11) $ 21 $ (28) $ (136) ====== ====== ======== ======== News' reportable 49.7%/46.7% share (in US$) $ (6) $ 10 $ (14) $ (57) ====== ====== ======== ======= Net debt (excluding capitalized leases) $ 216 $ 213 Ending Subscribers 784,000 732,000 Sky Brasil's revenues grew 14% in local currency terms in the quarter compared to prior year primarily driven by a higher subscriber base and increased average revenue per subscriber. The revenue growth for the quarter was partly offset by increased marketing costs due to new campaigns to grow the subscriber base. The increase in net loss in the current quarter principally reflects lower foreign currency gains versus a year ago. Innova (in US$) - Mexico 3 Months Ended 6 Months Ended December 31, December 31, 2003 2002 2003 2002 ---------- -------- --------- --------- Millions Millions (except subscribers) (except subscribers) Revenues (in local currency) Ps 1,013 Ps 805 Ps 1,922 Ps 1,639 Revenues 90 80 175 164 Operating income 16 6 28 13 Net loss $ (1) $(30) $ (33) $ (58) ======== ====== ======== ======== News' reportable 30% share (in US$) $ - $ (9) $ (10) $ (17) ======== ====== ======== ======== Net Debt (excluding capitalized leases) $ 344 $ 350 Ending Subscribers 857,000 742,000 Innova's revenues grew 26% in local currency terms compared to prior year primarily driven by a 15% increase in the subscriber base. The decrease in net loss during the quarter principally reflects lower interest expense resulting from the refinancing of debt and lower foreign currency losses versus a year ago. FOXTEL (in A$) 3 Months 6 Months Ended Ended December 31, December 31, 2003 2002 2003 2002 ---------- -------- --------- --------- Millions Millions (except subscribers) (except subscribers) Revenues A$ 186 A $150 A$ 368 A$ 288 Operating loss (31) (20) (58) (44) Net loss A$ (22) A$ (13) A$ (40) A$ (30) ======= ======= ======= ======= News' reportable 25% share (in US$) $ (4) $ (2) $ (7) $ (4) ====== ===== ======= ======= Ending Subscribers (including Optus) 1,073,000 1,050,000 FOXTEL's revenues for the quarter increased 24% principally due to an increase of 18% in satellite subscribers compared to a year ago, higher average revenue per subscriber, and the inclusion of Optus wholesale subscribers as of December 1, 2002. Net loss for the quarter increased A$9 million against the prior year as the increased subscriber revenues were more than offset by subscriber acquisition expenses, the development of a future digital service, higher depreciation expense and the inclusion of Optus license fee costs. Total subscribers (including Optus wholesale) have increased by 2.2% over prior year while FOXTEL managed subscribers have increased by 6.6%. Fox Sports Cable Networks* (in US$) 3 Months 6 Months Ended Ended December 31, December 31, 2003 2002 2003 2002 ---------- -------- --------- --------- Millions Millions (except subscribers) (except subscribers) News' reportable share* $- $(3) $9 $9 ======= ===== ====== ===== Ending Subscribers 44,068,000 44,072,000 The improved results for the quarter primarily reflect the effect of cost savings at the Metro Channels and reduced programming costs at National Sports Partners. * Various associated interests ranging from approximately 20 percent to 60 percent, primarily comprising Regional Programming Partners (including Madison Square Garden), National Sports Partners and National Advertising Partners. ESPN STAR Sports (in US$) - Asia 3 Months 6 Months Ended Ended December 31, December 31, 2003 2002 2003 2002 ----- ----- ----- ----- Millions Millions Revenues $42 $39 $76 $76 Operating income (loss) 4 (1) 6 4 Net income (loss) $ 3 $(1) $ 4 $ 2 ===== ===== ===== ===== News' reportable 50% share $ 1 $ - $ 2 $ 1 ===== ===== ===== ===== Operating income improved $5 million due to higher subscription revenues from India, stronger syndication revenues from Bangladesh Cricket and lower costs associated with various cricket events. (1) Principally reflects adjustments for reporting under Australian Generally Accepted Accounting Principles ("AGAAP") relating to identifiable intangible amortization. Foreign Exchange Rates Average foreign exchange rates used in the year-to-date profit results are as follows: 6 Months Ended December 31, 2003 2002 ---------- ------------ Australian Dollar/U.S Dollar 0.68 0.55 U.K. Pounds Sterling/U.S. Dollar 1.66 1.56 Euro/U.S. Dollar 1.16 0.99 To receive a copy of this press release through the Internet, access News Corp's corporate Web site located at http://www.newscorp.com Audio from News Corp's conference call with analysts on the second quarter results can be heard live on the Internet at 10:00 a.m. Eastern Standard Time today. To listen to the call, visit http://www.newscorp.com Cautionary Statement Concerning Forward-Looking Statements This document contains certain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on management's views and assumptions regarding future events and business performance as of the time the statements are made. Actual results may differ materially from these expectations due to changes in global economic, business, competitive market and regulatory factors. More detailed information about these and other factors that could affect future results is contained in our filings with the Securities and Exchange Commission. The "forward-looking statements" included in this document are made only as of the date of this document and we do not have any obligation to publicly update any "forward-looking statements" to reflect subsequent events or circumstances, except as required by law. STATEMENT OF FINANCIAL PERFORMANCE(a) 3 Months Ended 6 Months Ended December 31, December 31, 2003 2002 2003 2002 ------- ------- -------- ------- Note US $ Millions (except per ADR amounts) Sales revenue 1 $5,588 $4,681 $10,237 $8,494 Operating expenses 4,828 3,952 8,758 7,217 ------- ------- -------- ------- Operating income 1 760 729 1,479 1,277 Net profit (loss) from associated entities 32 (106) 89 (202) Borrowing costs (145) (139) (293) (291) Interest income 35 24 69 52 ------- ------- -------- ------- Net borrowing costs (110) (115) (224) (239) Exchangeable securities expense (19) (12) (37) (25) Other items before income tax, net (65) (26) (4) (26) ------- ------- -------- ------- Profit from ordinary activities before income tax 598 470 1,303 785 ------- ------- -------- ------- Income tax expense on: Ordinary activities before other items (217) (178) (416) (276) Other items 23 12 1 12 ------- ------- -------- ------- Net income tax expense (194) (166) (415) (264) ------- ------- -------- ------- Net profit from ordinary activities after tax 404 304 888 521 Net profit attributable to outside equity interests (43) (65) (105) (120) ---------------------------------------------------------------------- Net Profit Attributable to Members of the Parent Entity $ 361 $ 239 $ 783 $ 401 ---------------------------------------------------------------------- Net exchange gains recognized directly in equity 585 186 627 178 Other items recognized directly in equity - 86 - 86 ------- ------- -------- ------- Total change in equity other than those resulting from transactions with owners as owners $ 946 $ 511 $ 1,410 $ 665 ======= ======= ======== ======= Diluted earnings per ADR on net profit attributable to members of the parent entity Ordinary ADRs $ 0.24 $ 0.16 $ 0.52 $ 0.27 Preferred limited voting ordinary ADRs $ 0.29 $ 0.19 $ 0.63 $ 0.32 Ordinary and preferred limited voting ordinary ADRs $ 0.27 $ 0.18 $ 0.59 $ 0.30 (a) Following the issuance in June 2002 of the revised Australian Accounting Standard AASB 1018 "Statement of Financial Performance" this statement has been reformatted from previous presentations to be consistent with the format prescribed in the revised Australian Accounting Standard. STATEMENT OF FINANCIAL POSITION December June 31, 30, 2003 2003 -------- -------- ASSETS US $ Millions Current Assets Cash $ 2,498 $ 4,477 Cash on deposit 293 - Receivables 4,578 3,784 Inventories 1,732 1,282 Other 488 321 -------- -------- Total Current Assets 9,589 9,864 -------- -------- Non-Current Assets Cash on deposit - 463 Receivables 832 809 Investments in associated entities 10,592 3,667 Other investments 643 793 Inventories 2,791 2,723 Property, plant and equipment 4,192 4,180 Publishing rights, titles and television licenses 22,189 21,719 Goodwill 243 250 Other 545 495 -------- -------- Total Non-Current Assets 42,027 35,099 -------- -------- Total Assets $51,616 $44,963 ======== ======== LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities Interest bearing liabilities $ 306 $ 22 Payables 5,997 5,507 Tax liabilities 564 474 Provisions 186 171 -------- -------- Total Current Liabilities 7,053 6,174 -------- -------- Non-Current Liabilities Interest bearing liabilities 8,657 8,227 Payables 2,288 2,353 Tax liabilities 526 442 Provisions 795 685 -------- -------- Total Non-Current Liabilities Excluding Exchangeable Preferred Securities 12,266 11,707 -------- -------- Exchangeable preferred securities 1,408 1,383 -------- -------- Total Liabilities 20,727 19,264 Shareholders' Equity Contributed equity 21,608 17,262 Reserves 2,530 1,685 Retained profits 2,937 2,506 -------- -------- Shareholders' equity attributable to members of the parent entity 27,075 21,453 Outside equity interests in controlled entities 3,814 4,246 -------- -------- Total Shareholders' Equity 30,889 25,699 -------- -------- Total Liabilities and Shareholders' Equity $51,616 $44,963 ======== ======== STATEMENT OF CASH FLOWS 6 Months Ended December 31, 2003 2002 -------- -------- Operating Activity US $ Millions Net profit attributable to members of the parent entity $ 783 $ 401 Adjustment for non-cash and non-operating activities: Equity earnings, net (96) 145 Outside equity interest 112 120 Depreciation and amortization 299 204 Other items, net 13 81 Change in assets and liabilities: Receivables (1,107) (1,236) Inventories (422) (344) Payables 711 748 Other liabilities 332 178 -------- -------- Cash provided by operating activity 625 297 Investing and other activity Property, plant and equipment (136) (184) Acquisitions, net of cash acquired (147) (432) Investments and acquisitions of interests in associated entities (3,179) (357) Other investments (49) (48) Repayment of loans by associate - 96 Proceeds from sale of non-current assets 387 54 -------- -------- Cash used in investing activity (3,124) (871) Financing activity Issuance of debt 359 - Repayment of debt and exchangeable securities (479) (1,100) Decrease in cash on deposit 157 - Issuance of shares 529 1,220 Dividends paid (97) (75) Leasing and other finance costs - (1) -------- -------- Cash provided by financing activity 469 44 -------- -------- Net decrease in cash (2,030) (530) Opening cash balance 4,477 3,574 Exchange movement on opening balance 51 32 -------- -------- Closing cash balance $ 2,498 $ 3,076 ======== ======== Note 1 - SEGMENT DATA 3 Months Ended 6 Months Ended December 31, December 31, BY GEOGRAPHIC AREAS 2003 2002 2003 2002 ------- ------- -------- ------- US $ Millions US $ Millions Revenues United States $3,937 $3,670 $ 7,248 $6,559 Europe 1,155 641 2,083 1,231 Australasia 496 370 906 704 ------- ------- -------- ------- $5,588 $4,681 $10,237 $8,494 ======= ======= ======== ======= Operating Income United States $ 635 $ 584 $ 1,325 $1,052 Europe 18 83 (7) 139 Australasia 107 62 161 86 ------- ------- -------- ------- $ 760 $ 729 $ 1,479 $1,277 ======= ======= ======== ======= BY INDUSTRY SEGMENT Revenues Filmed Entertainment $1,377 $1,335 $ 2,625 $2,217 Television 1,555 1,443 2,566 2,467 Cable Network Programming 597 502 1,224 1,056 Direct Broadcast Satellite Television* 421 - 685 - Magazines and Inserts 229 215 451 409 Newspapers 858 672 1,597 1,279 Book Publishing 341 326 688 673 Other 210 188 401 393 ------- ------- -------- ------- $5,588 $4,681 $10,237 $8,494 ======= ======= ======== ======= Operating Income Filmed Entertainment $ 253 $ 255 $ 581 $ 355 Television 168 165 347 353 Cable Network Programming 187 121 320 239 Direct Broadcast Satellite Television* (106) - (223) - Magazines and Inserts 63 59 121 110 Newspapers 170 102 272 159 Book Publishing 57 48 116 106 Other (32) (21) (55) (45) ------- ------- -------- ------- $ 760 $ 729 $ 1,479 $1,277 ======= ======= ======== ======= * New segment reflecting the results of SKY Italia, consolidated as of May 1, 2003. Note 2 - SUPPLEMENTAL FINANCIAL DATA The Company considers net profit before other items to be an important indicator of the Company's operating performance on a consolidated basis. Net profit before other items, defined as net profit attributable to members of the parent entity before other items related to the Company and associated entities, net of applicable income tax expenses and outside equity interests, eliminates the effect of transactions that are considered significant by reason of their size, nature or effect on the Company's financial performance for the year. Net profit before other items should be considered in addition to, not as a substitute for the Company's operating income, net profit attributable to members of the parent entity, cash flows and other measures of financial performance prepared in accordance with generally accepted accounting principles in Australia. Net profit before other items does not reflect cash available to fund requirements, and the items excluded from net profit before other items, such as other revenues and expenses, are significant components in assessing the Company's financial performance. The following table reconciles certain components of net profit attributable to members of the parent entity as presented earlier in this release to the presentation required under Australian GAAP as required by Australian Accounting Standard AASB 1018 "Statement of Financial Performance." 3 Months 6 Months Ended Ended December 31, December 31, 2003 2002 2003 2002 ------ ------ ------ ------ US $ Millions US $ Millions Total other items $ (49) $ (81) $ (13) $ (81) Reclassification of other items - associated entities 17 67 17 67 Reclassification of income tax and net profit attributable to outside equity interest (33) (12) (8) (12) ------ ------ ------ ------ Other items before income tax, net $ (65) $ (26) $ (4) $ (26) ====== ====== ====== ====== Associated entities before other items $ 49 $ (39) $ 106 $(135) Reclassification of other items - associated entities (17) (67) (17) (67) ------ ------ ------ ------ Net profit (loss) from associated entities $ 32 $(106) $ 89 $(202) ====== ====== ====== ====== Income tax expense $(217) $(178) $(416) $(276) Reclassification of income tax expense on other items 23 12 1 12 ------ ------ ------ ------ Net income tax expense $(194) $(166) $(415) $(264) ====== ====== ====== ====== Outside equity interest $ (53) $ (65) $(112) $(120) Reclassification of outside equity interest on other items, net 10 - 7 - ------ ------ ------ ------ Net profit attributable to outside equity interest $ (43) $ (65) $(105) $(120) ====== ====== ====== ====== SUPPLEMENTAL FINANCIAL DATA (continued) 3 Months Ended 6 Months Ended December 31, December 31, 2003 2002 2003 2002 ------- ------- ------- ------- US $ Millions US $ Millions Net profit before other items $ 410 $ 320 $ 796 $ 482 Other items before income tax, net (65) (26) (4) (26) Reclassification of income tax and net profit attributable to outside equity interest 33 12 8 12 Reclassification of other items - associated entities (17) (67) (17) (67) ------- ------- ------- ------- Net profit attributable to members of the parent entity $ 361 $ 239 $ 783 $ 401 ======= ======= ======= ======= Earnings per ADR on net profit before other items, net $ 0.30 $ 0.24 $ 0.60 $ 0.36 Earnings per ADR on other items before income tax, net (0.05) (0.02) - (0.02) Earnings per ADR on reclassification of income tax and net profit attributable to outside equity interest 0.03 0.01 - 0.01 Earnings per ADR on reclassification of other items - associated entities (0.01) (0.05) (0.01) (0.05) ------- ------- ------- ------- Diluted earnings per ADR on net profit attributable to members of the parent entity $ 0.27 $ 0.18 $ 0.59 $ 0.30 ======= ======= ======= =======