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Filed
by News Corporation
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Pursuant
to Rule 425
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under
the Securities Act of 1933
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Subject
Company: Dow Jones &
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Company,
Inc.
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Commission
File No: 001-7564
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On
August 29, 2007, News Corporation and Dow Jones & Company, Inc. issued the
joint press release set forth below:
News
Corporation and Dow Jones Announce Early Termination of U.S. Antitrust Waiting
Period
NEW
YORK, August 29, 2007 – Dow Jones & Company (NYSE: DJ) and News
Corporation (NYSE: NWS, NWS.A; ASX: NWS, NWSLV) announced today that the
Premerger Notification Office of the Federal Trade Commission granted early
termination on August 28, 2007 of the waiting period under the Hart-Scott-Rodino
Antitrust Improvements Act (HSR Act) in connection with News Corporation's
proposed acquisition of Dow Jones. Termination of the HSR Act waiting period
satisfies one of the conditions to the closing of the transaction, which
was
previously announced on August 1, 2007.
The
merger, which is expected to close in the fourth calendar quarter, remains
subject to approval by Dow Jones stockholders, execution and delivery by
the
parties of the editorial agreement, certain other regulatory approvals and
other
customary closing conditions.
###
ABOUT
DOW JONES
Dow
Jones & Company (NYSE: DJ; dowjones.com) is a leading provider of global
business news and information services. Its Consumer Media Group publishes
The
Wall Street Journal, Barron's, MarketWatch and the Far Eastern Economic Review.
Its Enterprise Media Group includes Dow Jones Newswires, Factiva, Dow Jones
Client Solutions, Dow Jones Indexes and Dow Jones Financial Information
Services. Its Local Media Group operates community-based information franchises.
Dow Jones owns 50% of SmartMoney and 33% of Stoxx Ltd. and provides news
content
to CNBC and radio stations in the U.S.
ABOUT
NEWS CORPORATION
News
Corporation (NYSE: NWS, NWS.A; ASX: NWS, NWSLV) had total assets as of March
31,
2007 of approximately US$62 billion and total annual revenues of approximately
US$28 billion. News Corporation is a diversified entertainment company with
operations in eight industry segments: filmed entertainment; television;
cable
network programming; direct broadcast satellite television; magazines and
inserts; newspapers; book publishing; and other. The activities of News
Corporation are conducted principally in the United States, Continental Europe,
the United Kingdom, Australia, Asia and the Pacific Basin.
IMPORTANT
ADDITIONAL INFORMATION AND WHERE TO FIND IT
News
Corporation and one of its subsidiaries will file a registration statement
with
the Securities and Exchange Commission (SEC), which will include a proxy
statement of Dow Jones. Investors are advised to read the registration
statement/proxy statement when it becomes available because it will contain
important information. Investors may obtain a free copy of the
registration statement/proxy statement (when it becomes available) and other
relevant documents filed by News Corporation, its subsidiaries and Dow Jones
with the SEC at the SEC's Web site at http://www.sec.gov. The registration
statement/proxy statement and such other documents may also be obtained for
free
from the Investor Relations section of Dow Jones' web site (www.dowjones.com)
or
by directing a request to Dow Jones at: Dow Jones & Company, Inc., 200
Liberty Street, New York, New York 10281, Attention: Investor Relations,
or from
the Investor Relations section of News Corporation's web site (www.newscorp.com)
or by directing a request to News Corporation, 1211 Avenue of the Americas,
New
York, New York 10036, Attention: Investor Relations.
Dow
Jones and its directors, executive officers and other members of its management
and employees are potential participants in the solicitation of proxies from
Dow
Jones' stockholders in connection with the merger. Information concerning
the
interests of Dow Jones' participants in the solicitation, which may be different
than those of the Dow Jones stockholders generally, is set forth in Dow Jones'
proxy statement relating to its 2007 annual meeting of stockholders filed
with
the SEC on March 16, 2007 and Dow Jones' Current Report on Form 8-K filed
with
the SEC on June 7, 2007 as amended by a filing on July 20, 2007 and will
be
described in the proxy statement relating to the merger.
CAUTIONARY
STATEMENTS RELEVANT TO FORWARD-LOOKING INFORMATION FOR THE PURPOSE OF "SAFE
HARBOR" PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995
This
press release contains forward-looking statements, such as those including
the
words "believe," "expect," "intend," "estimate," "anticipate," "will," "plan,"
"outlook," "guidance," "forecast" and similar expressions, that involve risks
and uncertainties that could cause actual results and events to differ
materially from those anticipated, including the risk Dow Jones' business
and
its relationships with customers, employees or suppliers could suffer due
to the
uncertainty relating to the merger; that the merger with News Corporation
may
not be consummated or may be delayed; that anticipated cost savings
and
revenue enhancements from the merger may not be fully realized; that failure
to
satisfy conditions to close the merger, including obtaining the requisite
regulatory and shareholder approvals; and such other risk factors as may
be
included from time to time in the respective reports of Dow Jones and News
Corporation filed with the SEC and posted in the respective Investor Relations
section of Dow Jones' web site (www.dowjones.com) and News Corporation's
website
(www.newscorp.com). The forward looking statements included in this document
are
made only as of the date of this document and neither Dow Jones nor News
Corporation undertakes any obligation to update or revise any forward-looking
statements, whether as a result of new information, future events, or otherwise,
except as required by law.
Investor
Contacts:
Reed
Nolte
News
Corporation
SVP,
Investor Relations
(212)
852-7092
Mark
Donohue
Dow
Jones & Company
Director,
Investor Relations
(609)
520-5660
Media
Contacts:
Andrew
Butcher
News
Corporation
SVP,
Corporate Communications
(212)
852-7070
Linda
Dunbar
Dow
Jones & Company
Vice
President, Corporate Communications
(212)
416-2117
Linda.Dunbar@dowjones.com