Unlocking Value: GSN-FUN Merger Overview 2009

1. GSN-FUN Deal Overview January 2009

2. 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. In the near-term, FUN Technologies will drive increased value for GSN • FUN Technologies Assets to be Contributed • Value to GSN • 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 • 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 • Specializes in developing and licensing Flash-based casual games • Attracts approximately 4.6 million unique visitors per month from 19 countries worldwide

4. 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. TRANSACTION ECONOMICS • ESTIMATED GAIN CALCULATION SPE Can Extract Cash and Recognize a Gain Without Losing Governance Rights Through a GSN / FUN Swap • GSN • GSN • FUN • Sale of 15% of GSN (A) • $90.0MM • Valuation 1 • $600MM • $180MM • $49.5MM • SPE’s Net Book Value 11/30/08 • % Sold / Bought • 15% • 35% • (50% Ownership) • Est. Equity Earnings 12/08 – 3/09 • $5.8MM • Cash to (from) SPE • $90MM • ($63MM) • SPE’s Est. Net Book Value 3/31/09 • $55.3MM • Net Cash to SPE • $27MM • SPE % Sold (15% of GSN = 15% of our stake) • 30% • Interim SPE Stake • 35% • 35% • SPE’s Est. Net Book Value Sold (B) • $16.6MM • Gain to SPE (A – B) 1 • $73.4MM • SPE Stake in GSN/FUN • 35% • 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 • 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

6. Targeted Deal Timing

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

8. GSN P&L Forecast DISCUSS INCLUDING / UPDATING

9. 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