GSN-FUN Deal Overview January 2009

1 Executive Summary SPE is recommending a sale of 15% GSN (30% of our 50% interest), followed by a merger between GSN and Fun Technologies (currently 100% owned by Liberty) into a single entity in which SPE will hold a 35% stake. The transaction is expected to close in March 2009, with a FMV put/call exercisable on SPE’s stake not before 2012 The transactions will result in immediate value to SPE, position GSN for near-term growth, and enable SPE to realize greater value from GSN over the longer term –The combination would provide SPE $27MM in cash and a gain of $60-$80MM for the sale of 15% of GSN –GSN would realize synergies through a merger with FUN (in its internet businesses and in senior management) –Governance would remain unchanged despite SPE retaining only 35% of combined business –As structured, the transactions resolve the current lack of an exit mechanism for SPE SPE believes a future exit of GSN is appropriate, and that now is the best time to structure an exit –Cable network assets have generally been consolidating, and will experience future pressures on carriage fees caused by digital convergence and the recessionary environment. SPE currently holds a non-controlling, unconsolidated stake in this standalone cable network –As a standalone network, GSN faces strong competition and does not enjoy the economies of scale of networks owned by large media conglomerates –GSN’s governance structure and owners’ lack of ability to consolidate earnings make it less likely for either owner to contribute leverage from their broader business interests, or otherwise be willing to provide contributions of capital for growth/acquisitions. Current carriage dispute with DirecTV underscores this issue –Liberty’s desire to consolidate GSN into its new spin-off entity presents SPE with additional leverage prior to the Liberty spin

2 GSN Will Realize Synergies Via Combination with FUN 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 Joint management team will enable GSN to execute a multi-platform strategy

3 An Exit and Resulting Single Ownership Will Maximize Long-term Value For GSN; Now is the Time to Structure an Exit Benefits of Ownership by a Single Strategic Benefits of Structuring an Exit Now 100% ownership by Liberty or SPE would create synergies; however Liberty synergies are likely greater due to: –Cross promotion with other Liberty channels –Carriage negotiations / channel positioning on DirecTV –International synergies with Chellomedia and Liberty Global –Overhead synergies 50 / 50 ownership limits level of commitment received –GSN has not yet been able to reach agreement with DirecTV for carriage on market terms despite Liberty’s ownership of DirecTV –Lack of consolidation of earnings reduces upside from investments of capital or leverage Liberty has a strong need to merge FUN with GSN –Liberty acquired FUN at an average valuation of $298MM (Acquired 53% at a $367MM valuation in March 2006; Acquired the remainder at roughly $220MM valuation in December 2007) –Without the synergies that GSN will provide, Liberty is unlikely to generate an acceptable return on this acquisition GSN is a critical component of Liberty’s spin-off of Liberty Entertainment (target date – end of March) Further, Liberty seeks a path to consolidate GSN earnings in order to bolster earnings in its planned spin-off stock Independent cable networks do not enjoy the benefits of scale and leverage of networks owned by larger media conglomerates Liberty’s immediate goals provide us increased leverage

4 Valuation Considerations GSN Valued at $600MM Fun Valued at $180MM $600MM valuation is supported by comps and DCF if: –EBITDA multiple on Tier 2 deals is applied to 2008 OI as stated (15.2x $42.3MM = $643MM) –DCF is applied to forecast with all partners at $0.08 Other data points imply $600MM may be at the high-end of the range –During CY2007 negotiations, $600MM was at the high-end of Salem Partners valuation and Liberty was unwilling to pay –If MFN is triggered, allowing other MSOs to pay $0.04, valuation will decline –If recent EBITDA multiples for smaller networks are applied, value would be below $600MM $180MM valuation is supported by DCF if: –Revenue growth rate continues roughly in-line with historical growth and expense ratios do not increase $180MM is an “anchor” value for Liberty –Paid $220MM for remainder of FUN in December 2007 with $180MM attributable to the assets being merged with FUN Other data imply $180MM may be at the high-end of the range –Difficult to support on a trailing multiple basis –Requires continued strong growth for DCF to reach $180MM

5 COMPLETE / TARGET DATE MAJOR MILESTONES SCA initial review Technical diligence All long-forms drafted Legal diligence complete 3/6 Valuation by EY 3/6 Finish legal diligence 3/13 Finalize long-form 3/13 SCA final review 3/13 Tokyo Approval Targeted Deal Timing

6 APPENDIX

7 GSN P&L Summary

8 GSN Comparable Transaction Analysis

9 Salem Partners Valuation as of January 1, 2007 Summary of Projection Scenarios and Valuation The following chart sets forth a summary of major business plan assumptions and valuation as of January 1, 2007 under five different scenarios. Note: Range for traditional linear business assumes a 10% to 12% discount rate and a 10.5x to 14.5x exit multiple. Note: Range for online and participation businesses assumes a 35% to 42% discount rate and a 10.5x to 14.5x exit multiple. Note: Valuation assumes a 38% tax rate and mid-year convention. Note: Uses 2006 average subscriber figures. (1) Online valuation based on comparable company transactions and precedent transactions. Online valuation for Liberty Case includes cost savings to Fun Technologies. “Liberty Case” “Management Case” Base Case except for: Higher ratings assumptions 100% reduction in ad sales, affiliate sales, and marketing expenses 50% reduction in G&A ($ in millions) Valuation Range as of January 1, 2007 Participation BusinessOnline Business (1) Traditional Linear Business Base Case projections except for: Lower expense structure due to consolidation into SPE “SPE Case” $33$19$40$30$505$366Liberty Revenue Enhancement Case Base Case except for: Higher ratings assumptions Liberty Full Consolidation Case Includes revenue synergies and assumes full consolidation $33$19$32$25$372$273Management projections except for: Lower projected advertising and affiliate sales growth Increase in participation expense Salem Partners’ online model replaces Management’s “Base Case” HighLowHighLowHighLowMajor Assumptions International Opportunity $56$37 $0 HighLow Total $634$452 $437$317 HighLow $33$19$40$30$547$397 $56$37 $676$483 $4.98 to $6.79 per sub $6.72 to $9.23 per sub $7.26 to $9.99 per sub $33$19$32$25$471$345 $0 $536$389 $6.31 to $8.60 per sub “Major Strategic Case” $33$19$32$25$865$631 $56$37 $986 $712 $11.51 to $15.80 per sub $40$24$34$29$682$493 $0 $756 $546 $9.00 to $12.45 per sub Management projections Compares to over $1 billion in value three years ago, reflecting lower expectations for business by Management

10 FUN P&L Summary FORECAST BEYOND 2009 TO COME If revenue growth declines 5% - 10% per year from current 30% levels and expense ratios hold, the FUN valuation will exceed $180MM