6.15% Senior Notes due 2037

REGISTRATION RIGHTS AGREEMENT

Dated as of March 2, 2007

by and among

NEWS AMERICA INCORPORATED

and

THE GUARANTORS

named herein

J.P. MORGAN SECURITIES INC.

as Initial Purchaser

REGISTRATION RIGHTS AGREEMENT

THIS REGISTRATION RIGHTS AGREEMENT (this Agreement) is made and entered into as of March 2, 2007 by and among NEWS AMERICA INCORPORATED, a Delaware corporation (the Issuer), the guarantors listed on the signature pages to this Agreement (the Guarantors) and J.P. MORGAN SECURITIES INC. (the Initial Purchaser).

This Agreement is made pursuant to the Purchase Agreement dated as of February 27, 2007 by and among the Issuer, the Guarantors and the Initial Purchaser (the Purchase Agreement), which provides for, among other things, the sale by the Issuer to the Initial Purchaser of an aggregate of $1,000,000,000 principal amount of the Issuers 6.15% Senior Notes Due 2037 (the Securities). In order to induce the Initial Purchaser to enter into the Purchase Agreement, the Issuer has agreed to provide to the Initial Purchaser and its direct and indirect transferees the registration rights set forth in this Agreement. The execution and delivery of this Agreement is a condition to the closing under the Purchase Agreement.

In consideration of the foregoing, the parties hereto agree as follows:

1. Definitions. As used in this Agreement, the following capitalized defined terms shall have the following meanings:

Additional Interest shall have the meaning set forth in Section 2(e) hereof.

Advice shall have the meaning set forth in the last paragraph of Section 3 hereof.

Applicable Period shall have the meaning set forth in Section 3(s) hereof.

Business Day shall mean a day that is not a Saturday, a Sunday, or a day on which banking institutions in New York, New York are required to be closed.

Closing Time shall mean the Closing Time as defined in the Purchase Agreement.

Depositary shall mean The Depository Trust Company, or any other depositary appointed by the Issuer; provided, however, that such depositary must have an address in the Borough of Manhattan, in The City of New York.

Effectiveness Period shall have the meaning set forth in Section 2(b) hereof.

Event Date shall have the meaning set forth in Section 2(e) hereof.

Exchange Act shall mean the Securities Exchange Act of 1934, as amended.

Exchange Offer shall mean the exchange offer by the Issuer of Exchange Securities for Securities pursuant to Section 2(a) hereof.

2

Exchange Offer Registration shall mean a registration under the Securities Act effected pursuant to Section 2(a) hereof.

Exchange Offer Registration Statement shall mean an exchange offer registration statement on Form S-1 or S-4 (or, if applicable, on another appropriate form), and all amendments and supplements to such registration statement, in each case including the Prospectus contained therein, all exhibits thereto and all material incorporated by reference therein.

Exchange Period shall have the meaning set forth in Section 2(a) hereof.

Exchange Securities shall mean the senior debt securities issued by the Issuer under the Indenture containing terms identical to the Securities which terms shall include the guarantees on the original Securities (the Exchange Guarantees) (except that (i) interest thereon shall accrue from the last date on which interest was paid on the Securities or, if no such interest has been paid, from March 2, 2007 and (ii) the transfer restrictions thereon shall be eliminated) to be offered to Holders of Securities in exchange for Securities pursuant to the Exchange Offer.

Holder shall mean the Initial Purchaser, for so long as it owns any Registrable Securities, and each of its successors, assigns and direct and indirect transferees who become registered owners of Registrable Securities under the Indenture.

Indenture shall mean the Amended and Restated Indenture dated as of March 24, 1993, as supplemented by a First Supplemental Indenture, dated as of May 20, 1993, a Second Supplemental Indenture dated as of May 28, 1993, a Third Supplemental Indenture, dated as of July 21, 1993, a Fourth Supplemental Indenture, dated as of October 20, 1995, a Fifth Supplemental Indenture, dated as of January 8, 1998, a Sixth Supplemental Indenture, dated as of March 1, 1999, a Seventh Supplemental Indenture, dated as of February 14, 2001, an Eighth Supplemental Indenture, dated as of July 27, 2003, a Ninth Supplemental Indenture, dated as of November 12, 2004, a Tenth Supplemental Indenture, dated as of March 14, 2005 and an Eleventh Supplemental Indenture, dated as of March 21, 2005 (as so supplemented, the Indenture) relating to the Securities among the Issuer the Guarantors and The Bank of New York, as trustee (the Trustee) as the same may be amended from time to time in accordance with the terms thereof.

Initial Purchaser shall have the meaning set forth in the preamble to this Agreement.

Inspectors shall have the meaning set forth in Section 3(n) hereof.

Issuer shall have the meaning set forth in the preamble to this Agreement and also includes the Issuers successors and permitted assigns.

Majority Holders shall mean the Holders of a majority of the aggregate principal amount of outstanding Registrable Securities.

Participating Broker-Dealer shall have the meaning set forth in Section 3(t) hereof.

3

Person shall mean an individual, partnership, corporation, limited liability company, trust or unincorporated organization, or a government or agency or political subdivision thereof.

Private Exchange shall have the meaning set forth in Section 2(a) hereof.

Private Exchange Securities shall have the meaning set forth in Section 2(a) hereof.

Prospectus shall mean the prospectus included in a Registration Statement, including any preliminary prospectus, and any such prospectus as amended or supplemented by any prospectus supplement, including a prospectus supplement with respect to the terms of the offering of any portion of the Registrable Securities covered by a Shelf Registration Statement, and by all other amendments and supplements to a prospectus, including post-effective amendments, and in each case including all material incorporated by reference therein.

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