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 May 2004 (May 6, 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 March 31,
2004 in Australian and U.S. dollars.

Such announcements were filed with the Australian Stock Exchange and released in
New York on May 6, 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:    May 6, 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
    of its financial results in Australian dollars
    for the quarter ended March 31, 2004.                        6

B.  Announcement made by News Corporation
    of its financial results in U.S. dollars
    for the quarter ended March 31, 2004.                        24






                                    EXHIBIT A
                                    ---------


              EARNINGS RELEASE FOR THE QUARTER ENDED 31 MARCH, 2004
                              IN AUSTRALIAN DOLLARS

   NEWS CORPORATION REPORTS THIRD QUARTER OPERATING INCOME OF A$1.1 BILLION ON
                           REVENUES OF A$6.8 BILLION


          NET PROFIT BEFORE OTHER ITEMS INCREASES 19% TO A$605 MILLION

                    NET PROFIT INCREASES 30% TO A$612 MILLION


------------------
QUARTER HIGHLIGHTS

o    Strong  advertising growth at Fox News and higher affiliate revenues at the
     Regional Sports  Networks drive  operating  income up 51% on a US$ basis at
     Cable Network Programming.
o    Television segment operating income up 25% on a US$ basis as higher pricing
     and the strength of American  Idol  increases  advertising  revenues at the
     broadcast  network and television  stations.  STAR's  operating profit more
     than doubles on subscription and advertising gains, mainly in India.
o    Filmed Entertainment  operating income up 6% over a year ago on a US$ basis
     as continued robust home entertainment  sales of film and television titles
     match prior-year success.
o    All print businesses report double-digit  earnings growth in local currency
     terms: advertising and circulation revenue gains in U.K. and Australia fuel
     newspapers;  increased free-standing inserts page volume and higher InStore
     contributions  lift  Magazines  and  Inserts;  array of  bestsellers  fuels
     HarperCollins.
o    SKY  Italia  adds  180,000  net  subscribers  and ends the  quarter  with a
     subscriber base of more than 2.6 million;  operating losses decline to A$23
     million from the second quarter of this fiscal year.


Sydney,  6 May,  2004 - The News  Corporation  Limited (ASX:  NCP,  NCPDP) today
reported third quarter consolidated revenues of A$6.8 billion, compared to A$7.4
billion in the prior year, and consolidated operating income of A$1,097 million,
versus  A$1,161  million  reported  a year ago.  These  results  were  driven by
double-digit  operating income increases across nearly all operating segments in
local currency terms offset by unfavourable foreign currency fluctuations.

Net profit for the fiscal third quarter was A$612 million,  an increase of A$141
million  over the A$471  million  reported in the third  quarter a year ago. Net
profit  before other items was A$605  million,  an increase of A$96 million over
the A$509 million reported in the prior year.


Commenting on the results, Chairman and Chief Executive Rupert Murdoch said:

     "We are extremely pleased with News Corp's third quarter results,  with 22%
     operating  income growth in U.S.  dollar terms that was achieved across all
     of our business segments.  Several assets in which we have invested heavily
     in recent years  continue to achieve rapid growth.  Our film and television
     production units have been buoyed by an expanding home entertainment market
     and our  cable  networks  are  enjoying  double-digit  gains on the back of
     advertising  and  affiliate  growth.  Simultaneously,  we  have  maintained
     momentum at our established  businesses with double-digit  gains across our
     television,   newspapers,   magazines  and  inserts,  and  book  publishing
     segments.

     "The  growing  success  of  our  core  businesses  is  complemented  by the
     encouraging progress at our newest direct-to-home  television  investments.
     SKY Italia  continues to exceed  expectations  with higher than anticipated
     revenues per user and strong  subscriber  growth.  DIRECTV's new management
     has quickly strengthened that platform's competitive and financial position
     with the  addition  of 460,000 new  subscribers  during the quarter and the
     announced  sale of its stake in  PanAmSat  for US$4.3  billion.  Our unique
     asset  balance,  combined with the strong  earnings  growth  throughout the
     company and the recent  announcement to seek  reincorporation in the United
     States,  puts us in a great  position to continue to generate value for our
     shareholders."



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 nine
months ended 31 March 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                 9 Months Ended
                                                         31 March,                      31 March,
                                                    2004           2003            2004           2003
                                                -------------- --------------  -------------- --------------
                                                          A$ Millions (except per share amounts)

                                                                                  
Revenue                                         $     6,751    $      7,432    $    21,731    $    22,783
                                                -------------- --------------  -------------- --------------

Operating income                                      1,097           1,161          3,261          3,470

Associated entities before other items                   74             (40)           229           (283)
Interest expense, net                                  (153)           (188)          (480)          (620)
Exchangeable securities expense                         (25)            (21)           (80)           (67)
                                                -------------- --------------  -------------- --------------

Profit before income tax expense, outside
   equity interest and other items                      993             912          2,930          2,500
Income tax expense                                     (319)           (287)          (928)          (787)
Outside equity interest                                 (69)           (116)          (233)          (333)
                                                -------------- --------------  -------------- --------------
Net profit before other items                           605             509          1,769          1,380
                                                -------------- --------------  -------------- --------------

Other items, net of tax and outside equity
      interest:
            Group                                         5             (15)            11            (40)
            Associated entities                           2             (23)           (23)          (144)
                                                -------------- --------------  -------------- --------------
Total other items                                         7             (38)           (12)          (184)
                                                -------------- --------------  -------------- --------------

Net profit attributable to members of the
      parent entity                             $       612    $        471    $     1,757    $     1,196
                                                ============== ==============  ============== ==============
Earnings per share (diluted) on net profit
      before other items, net                   $     0.103    $      0.097    $     0.320    $     0.262
                                                ============== ==============  ============== ==============
Weighted average number of shares outstanding
      in millions (diluted)                           5,869           5,147          5,500          5,140
                                                ============== ==============  ============== ==============


The following commentary discusses the major components of these results.







Consolidated Operating Income                          3 Months Ended                 3 Months Ended
                                                         31 March,                      31 March,
                                                    2004           2003            2004           2003
                                                -------------- --------------  -------------- --------------
                                                        A$ Millions                    A$ Millions

                                                                                  
Filmed Entertainment                            $       269    $        342    $     1,119    $       983
Television                                              344             352            853            991
Cable Network Programming                               184             159            652            591
Direct Broadcast Satellite Television*                  (23)              -           (350)             -
Magazines & Inserts                                     112             129            289            328
Newspapers                                              233             198            631            485
Book Publishing                                          44              36            214            228
Other                                                   (66)            (55)          (147)          (136)
                                                -------------- --------------  -------------- --------------
Consolidated Operating Income                   $     1,097    $      1,161    $     3,261    $     3,470
                                                ============== ==============  ============== ==============


* New segment  reflecting the results of SKY Italia,  consolidated  as of 1 May,
2003

Third quarter net earnings from associated entities before other items were A$74
million  versus losses of A$40 million in the same period a year ago,  primarily
due to the absence of Stream's losses in the current year. A detailed discussion
of the  components  of  associated  entities  earnings is provided  later in the
release.

Third quarter net profit before other items increased to A$605 million  (A$0.103
per share) versus A$509 million  (A$0.097 per share) in the prior year primarily
due to 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 third quarter  operating  income of
US$214 million, up 6% from the US$201 million reported in the same period a year
ago.  Current-quarter  results primarily reflect strong  contributions from film
and television home entertainment releases.

Film results were largely driven by the worldwide home entertainment performance
of League of  Extraordinary  Gentlemen  as well as  contributions  from  various
catalog  titles  including  Planet  of the  Apes,  Moulin  Rouge  and  Ice  Age.
Additionally,  the  worldwide  theatrical  performance  of Cheaper by the Dozen,
which has brought in nearly US$190  million  worldwide  since its release,  also
contributed  to the strong  quarterly  results.  The prior year's strong results
included the continued  success of Ice Age in the worldwide  home  entertainment
market  and  strong  domestic  home  entertainment   performances  from  several
smaller-budget releases.

Twentieth Century Fox Television (TCFTV) profits continued to expand,  primarily
reflecting  sustained  momentum in home  entertainment  sales, most notably from
Angel, Futurama, Family Guy and 24.

TELEVISION

The  Television  segment  reported  third  quarter  operating  income  of US$259
million,  an  increase  of 25%  versus  the same  period a year ago,  reflecting
double-digit  earnings  improvement  at the  FOX  Broadcasting  Company  and Fox
Television Stations, and higher contributions from STAR.

At the FOX  Broadcasting  Company,  third quarter  operating  income improved by
US$14  million  compared to a year ago due to higher  pricing for the  primetime
entertainment  schedule and improved  sports  advertising  on National  Football
League telecasts,  with ratings up nearly 10% for the post-season.  Current year
entertainment  contributions  were fueled by American Idol,  which has grown its
ratings by 13% versus a year ago,  partially offset by the success a year ago of
Joe Millionaire.

Fox Television  Stations (FTS) third quarter  operating income grew 24% over the
prior year as FTS achieved another quarter of record market share.  Current-year
results were driven by stronger primetime advertising revenue led by the success
of American  Idol as well as higher  sales for local news and the NFL  playoffs.
Additionally,   non-recurring   advertising  pre-emptions  in  the  prior  year,
associated with war in Iraq, contributed to the year-on-year improvement.

STAR,  bolstered  by a 12%  increase in  revenues,  more than  doubled its third
quarter operating income versus prior year.  Revenue gains were driven primarily
by  advertising  growth both in India,  from the continued  growth of STAR Plus.
Expansion  continued  in  China,  from  increased  penetration  of the Xing Kong
channel,  which has  become  the  number  one  national/regional  channel in the
Guangdong cable market.


CABLE NETWORK PROGRAMMING

Cable Network  Programming  reported  third quarter  operating  income of US$143
million,  an increase of 51% over last year's results,  reflecting strong growth
across all of the Company's primary cable channels.

Fox News Channel (FNC) operating  income doubled as higher  advertising  pricing
drove  double-digit  revenue  gains  over the third  quarter  a year ago,  which
included  pre-emptions  and higher news gathering costs associated with covering
the war in Iraq.  During  the  quarter,  FNC once  again  achieved  the  highest
viewership  among all cable news  channels,  expanding its lead over its nearest
competitor to 59% in primetime and 73% on a 24-hour basis.

Fox Cable Networks  (including the Regional Sports Networks (RSNs), FX and SPEED
Channel)  operating  profit  improved 15% during the quarter driven by affiliate
revenue growth at both the RSNs and FX. Higher affiliate  revenue  contributions
at the  RSNs,  largely  due to  increased  affiliate  rates and  additional  DTH
subscribers, combined with increased advertising sales to drive operating income
growth at the RSNs. This growth was partially offset by higher programming costs
from  additional  events and rights  increases  versus a year ago. FX  affiliate
revenue growth,  primarily  resulting from a 6% increase in subscribers over the
past year,  drove  double-digit  operating income growth.  Partially  offsetting
these  improvements  were increased costs related to entertainment  programming,
including The Shield and the original  movie  Redemption,  whose April  premiere
delivered the highest  Adults 18-49 rating on basic cable this season.  Overall,
FX's nightly primetime viewership during the third quarter was the highest in FX
history with an average of more than one million viewers.


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 this segment  comprises.  During the
third  quarter,  SKY  Italia  reported  an  operating  loss of US$25  million on
revenues of US$492 million while increasing the subscriber base to more than 2.6
million.  Over  90% of the  new  subscribers  during  the  quarter  opted  for a
premium-programming tier including movies and/or sports programming contributing
to an average revenue per subscriber continuing above (euro)40 per month.


MAGAZINES AND INSERTS

The Magazines and Inserts  segment  reported third quarter  operating  income of
US$84  million,  an increase of US$8  million,  or 11%,  versus a year ago.  The
improvement was driven by revenue growth at the InStore division, primarily from
higher shelf  product  volume,  and higher  contributions  at the  Free-Standing
Inserts division,  resulting from increased demand for packaged goods and custom
publishing pages.


NEWSPAPERS

The Newspaper segment reported third quarter operating income of US$176 million,
a 53% 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 22% in local
currency terms for the third quarter compared to the prior year,  driven by both
circulation and advertising  revenue gains partially  offset by costs associated
with the compact 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  third  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 colour advertisements.

The Australian  newspaper  group reported a 20% increase in operating  income in
local currency terms,  primarily driven by a 9% increase in advertising  revenue
compared to a year ago. Display and classified advertising continued to show the
strong  growth  experienced  in the  first and  second  quarters,  with  ongoing
strength in real estate, retail and employment advertising.




BOOK PUBLISHING

HarperCollins  reported operating income of US$36 million during the quarter, an
increase  of US$13  million  compared  to the same  period a year  ago.  The 57%
growth,  driven by 30% higher revenues,  reflects solid performances  around the
world and an array of bestsellers, led by Zondervan's unprecedented sales of The
Purpose  Driven Life by Rick  Warren,  with more than 15 million  copies sold to
date.  During  the  quarter,  HarperCollins  had 35 books on The New York  Times
bestseller list including four titles that reached the #1 spot.


OTHER ITEMS

During the quarter,  the Company  completed the sale of the Los Angeles  Dodgers
franchise and real estate assets to real estate  developer Frank McCourt for the
gross sale  price of  approximately  US$421  million  and agreed to remit  US$50
million to the buyer for certain pre-existing commitments.

Following the quarter the Company announced it is pursuing a reorganisation that
would change the Company's  place of  incorporation  to the United States by the
end of calendar 2004. In connection with this  reorganisation,  News Corporation
would also acquire the 58% controlling  interest in Queensland Press Pty Limited
(QPL) not currently owned by the Company.  The completion of the  reorganization
and the QPL  transactions  is  subject  to a  number  of  conditions,  including
obtaining regulatory  clearances,  court approvals,  certain tax rulings and the
requisite  vote of the  Company's  shareholders  and  option  holders as well as
obtaining independent appraisals and fairness opinions.























REVIEW OF ASSOCIATED ENTITIES RESULTS

Third quarter net earnings from associated entities before other items were A$74
million  versus losses of A$40 million in the same period a year ago,  primarily
due to the absence of Stream's losses in the current year.

The Company's share of associated entities' earnings (losses) is as follows:

                                          3 Months Ended       9 Months Ended
                                             31 March,            31 March,
                            % Owned       2004      2003       2004      2003
                           ----------   ---------- --------  ---------- --------
                                           US$ Millions         US$ Millions
Sky Brasil                      49.7%(a)      (6)        1        (20)      (56)
Innova - Mexico                 30.0%          4       (10)        (6)      (27)
FOXTEL - Australia              25.0%         (8)       (2)       (15)       (6)
Stream                          50.0%(b)       -       (50)         -      (150)
Other Associates            Various  (c)      66        35        203        78
                                        --------- ---------  --------- ---------
Total associated entities'
 earnings (losses) before
 other items                             $    56   $   (26)   $   162   $  (161)
Other items                                    1       (14)       (16)      (81)
                                        --------- ---------  --------- ---------
Total associated entities'
 earnings (losses)                       $    57   $   (40)   $   146   $  (242)
                                        --------- ---------  --------- ---------
Total associated entities'
 earnings (losses)                      A$    76  A$   (63)  A$   206  A$  (427)
                                        ========= =========  ========= =========

Further details on the associated entities follow.







----------------------------------------------
(a)  Represents the Company's economic interest, which was 48.5% as of 31 March,
     2003. The Company continues to hold a 36% equity interest in Sky Brasil.
(b)  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.
(c)  Primarily comprising BSkyB, Gemstar-TV Guide International, The DIRECTV
     Group (since its acquisition on 22 December, 2003), Independent Newspapers
     Limited, and Queensland Press. 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.






Sky Brasil (in US$) (1)                                  3 Months Ended                 9 Months Ended
                                                            31 March,                      31 March,
                                                      2004            2003            2004           2003
                                                  --------------  -------------- --------------- --------------
                                                  Millions (except subscribers)  Millions (except subscribers)

                                                                                      
Revenues (in local currency)                      R$       166    R$      140    R$       486    R$      408

Revenues                                             $      57      $      40       $     167      $     119
Operating profit/(loss)                                      4             (1)              4            (13)
Net income/(loss)                                    $     (12)     $       2       $     (40)     $    (134)
                                                  ==============  ============== =============== ==============

News' reportable 49.7%/48.5% share       (in US$)    $      (6)     $       1       $     (20)     $     (56)
                                                  ==============  ============== =============== ==============

Net debt (excluding capitalized leases)                                             $     208      $     211

Ending Subscribers                                                                    787,000         740,000


Sky Brasil's revenues grew 19% 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
higher programming costs due to the larger subscriber base. The increase in net
loss in the current quarter principally reflects foreign currency losses versus
gains in the prior year.



Innova - Mexico (in US$)(1)                              3 Months Ended                 9 Months Ended
                                                           31 March,                       31 March,
                                                      2004            2003            2004           2003
                                                 --------------- --------------- --------------- --------------
                                                 Millions (except subscribers)   Millions (except subscribers)

                                                                                           
Revenues (in local currency)                     Ps     1,066    Ps       858    Ps     2,988    Ps    2,497

Revenues                                            $      97       $      79       $     272      $     243
Operating income                                           21               8              49             21
Net income (loss)                                   $      13       $     (32)      $     (20)     $     (90)
                                                 =============== =============== =============== ==============

News' reportable 30% share (in US$)                 $       4       $     (10)      $      (6)     $     (27)
                                                 =============== =============== =============== ==============

Net Debt (excluding capitalized leases)                                             $     348      $     352

Ending Subscribers                                                                    886,000         780,000


Innova's revenues grew 24% in local currency terms compared to prior year
primarily driven by a 14% increase in the subscriber base as well as the
elimination of the 10% excise tax on telecommunication services formerly imposed
by the Mexican government. The net income during the quarter improved from a net
loss in the prior year quarter principally due to higher revenues and lower
interest expense and foreign currency losses resulting from the refinancing of
debt.



FOXTEL (in A$)                                          3 Months Ended                 9 Months Ended
                                                          31 March,                       31 March,
                                                     2004           2003             2004            2003
                                                 -------------- -------------- ----------------- --------------
                                                       Millions (except         Millions (except subscribers)
                                                         subscribers)

                                                                                      
Revenues                                         A$      192    A$      180    A$       560      A$      468
Operating loss                                           (59)           (22)           (117)             (66)
Net loss                                         A$      (43)   A$      (13)   A$       (83)     A$      (43)
                                                 ============== ============== ================= ==============

News' reportable 25% share (in US$)                $      (8)     $      (2)      $     (15)       $      (6)
                                                 ============== ============== ================= ==============

Ending Subscribers (including Optus)                                               1,074,000      1,047,000


FOXTEL's revenues for the quarter increased 7%, principally due to an increase
of 17% in satellite subscribers compared to a year ago, and higher average
revenue per subscriber. Net loss for the quarter increased by A$30 million
against the prior year as the increased subscriber revenues were more than
offset by subscriber acquisition expenses relating to the development and launch
of the new digital service on 14 March, 2004, and higher depreciation expense.
Total subscribers (including Optus wholesale) have increased by 2.6% over prior
year while FOXTEL managed subscribers have increased by 6.3%. At 31 March over
170,000 orders had been taken for the digital service from new and existing
subscribers.


(1)  Please refer to respective companies' earnings releases for detailed
     information.


Foreign Exchange Rates

Average foreign exchange rates used in the year-to-date profit results are as
follows:

                                                         9 Months Ended
                                                            31 March,
                                                      2004            2003
                                                  -------------- ---------------

Australian Dollar/U.S Dollar                            0.71            0.57
U.K. Pounds Sterling/U.S. Dollar                        1.72            1.57
Euro/U.S. Dollar                                        1.19            1.02











To receive a copy of this press release through the Internet, access News Corp's
corporate website 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 10:30 p.m. Eastern (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 1                                      3 Months Ended                  9 Months Ended
                                                              Note           31 March,                      31 March,
                                                                       2004            2003           2004             2003
                                                                   --------------  -------------- --------------   --------------
                                                                                A$ Millions (except per share amounts)

                                                                                                    
Sales revenue                                                1     $     6,751     $     7,432    $    21,731      $    22,783
Operating expenses                                                      (5,654)         (6,271)       (18,470)         (19,313)
                                                                   --------------  -------------- --------------   --------------
Operating income                                             1           1,097           1,161          3,261            3,470

Net profit (loss) from associated entities                                  76             (63)           206             (427)

Borrowing costs                                                           (197)           (243)          (625)            (769)
Interest income                                                             44              55            145              149
                                                                   --------------  -------------- --------------   --------------
Net borrowing costs                                                       (153)           (188)          (480)            (620)

Exchangeable securities expense                                            (25)            (21)           (80)             (67)
Other items before income tax, net                                          (7)            (54)           (13)            (101)
                                                                   --------------  -------------- --------------   --------------
Profit from ordinary activities before income tax                          988             835          2,894            2,255
                                                                   --------------  -------------- --------------   --------------

Income tax expense on:
   Ordinary activities before other items                                 (319)           (287)          (928)            (787)
   Other items                                                               -              38              2               60
                                                                   --------------  -------------- --------------   --------------
Net income tax expense                                                    (319)           (249)          (926)            (727)
                                                                   --------------  -------------- --------------   --------------

Net profit from ordinary activities after tax                              669             586          1,968            1,528

Net profit attributable to outside equity interests                        (57)           (115)          (211)            (332)

---------------------------------------------------------------------------------------------------------------------------------
Net Profit Attributable to Members of the Parent Entity            $       612     $       471    $     1,757      $     1,196
---------------------------------------------------------------------------------------------------------------------------------

Net exchange gains (losses) recognised directly in equity                  187          (2,104)        (2,405)          (1,733)
Other items recognised directly in equity                                    -               -              -              152
                                                                   --------------  -------------- --------------   --------------

Total change in equity other than those resulting from
  transactions with owners as owners                               $       799     $    (1,633)   $      (648)     $      (385)
                                                                   ==============  ============== ==============   ==============

Diluted earnings per share on net profit  attributable to
  members of the parent entity

Ordinary shares                                                    $      0.092    $      0.079   $      0.282     $      0.201
Preferred limited voting ordinary shares                           $      0.110    $      0.095   $      0.338     $      0.241

Ordinary and preferred limited voting ordinary shares              $      0.104    $      0.089   $      0.318     $      0.226








STATEMENT OF FINANCIAL POSITION                                        31 March,              30 June,
                                                                          2004                  2003
                                                                   -------------------   -------------------
ASSETS                                                                           A$ Millions
Current Assets
                                                                                   
Cash                                                               $       5,244         $         6,746
Cash on deposit                                                              389                       -
Receivables                                                                5,241                   5,701
Inventories                                                                2,266                   1,931
Other                                                                        569                     483
                                                                   -------------------   -------------------
Total Current Assets                                                      13,709                  14,861
                                                                   -------------------   -------------------

Non-Current Assets
Cash on deposit                                                                -                     698
Receivables                                                                1,123                   1,219
Investments in associated entities                                        14,427                   5,526
Other investments                                                            868                   1,195
Inventories                                                                3,665                   4,103
Property, plant and equipment                                              5,413                   6,299
Publishing rights, titles and television licenses                         29,846                  32,724
Goodwill                                                                     318                     377
Other                                                                        935                     745
                                                                   -------------------   -------------------
Total Non-Current Assets                                                  56,595                  52,886
                                                                   -------------------   -------------------

Total Assets                                                       $      70,304         $        67,747
                                                                   ===================   ===================

LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Interest bearing liabilities                                       $         582         $            33
Payables                                                                   7,671                   8,298
Tax liabilities                                                              611                     714
Provisions                                                                   442                     258
                                                                   -------------------   -------------------
Total Current Liabilities                                                  9,306                   9,303
                                                                   -------------------   -------------------

Non-Current Liabilities
Interest bearing liabilities                                              11,490                  12,396
Payables                                                                   3,114                   3,545
Tax liabilities                                                              973                     666
Provisions                                                                 1,045                   1,032
                                                                   -------------------   -------------------
Total Non-Current Liabilities Excluding Exchangeable Securities           16,622                  17,639
                                                                   -------------------   -------------------

Exchangeable securities                                                    1,926                   2,084
                                                                   -------------------   -------------------
Total Liabilities                                                         27,854                  29,026

Shareholders' Equity
Contributed equity                                                        34,327                  28,427
Reserves                                                                     753                   2,760
Retained profits                                                           2,176                   1,137
                                                                   -------------------   -------------------

Shareholders' equity attributable to members of the parent entity         37,256                  32,324
Outside equity interests in controlled entities                            5,194                   6,397
                                                                   -------------------   -------------------

Total Shareholders' Equity                                                42,450                  38,721
                                                                   -------------------   -------------------
Total Liabilities and Shareholders' Equity                         $      70,304         $        67,747
                                                                   ===================   ===================







STATEMENT OF CASH FLOWS                                                    9 Months Ended 31 March,
                                                                          2004                  2003
                                                                   -------------------   -------------------
Operating Activity                                                               A$ Millions

                                                                                   
Net profit attributable to members of the parent entity            $       1,757         $       1,196
Adjustment for non-cash and non-operating activities:
Equity earnings, net                                                        (184)                  317
Outside equity interest                                                      233                   333
Depreciation and amortisation                                                646                   553
Other items, net                                                             12                    184
Change in assets and liabilities:
   Receivables                                                              (510)                 (726)
   Inventories                                                              (567)                 (168)
   Payables                                                                  754                   218
   Other liabilities                                                         519                   518
                                                                   -------------------   -------------------

Cash provided by operating activity                                        2,660                 2,425

Investing and other activity

Property, plant and equipment                                               (289)                 (421)
Acquisitions, net of cash acquired                                          (205)                 (720)
Investments in associated entities                                        (4,355)                 (756)
Other investments                                                            (87)                 (108)
Repayment of loans by associate                                                -                   170
Proceeds from sale of non-current assets                                     744                   166
                                                                   -------------------   -------------------

Cash used in investing activity                                           (4,192)               (1,669)

Financing activity

Issuance of debt                                                             596                 3,456
Repayment of debt and exchangeable securities                               (835)               (4,154)
Decrease in cash on deposit                                                  221                     -
Issuance of shares                                                           781                 2,045
Dividends paid                                                              (144)                 (152)
Leasing and other finance costs                                                -                    (3)
                                                                   -------------------   -------------------

Cash provided by financing activity                                          619                 1,192
                                                                   -------------------   -------------------

Net (decrease) increase in cash                                             (913)                1,948
Opening cash balance                                                       6,746                 6,337
Exchange movement on opening balance                                        (589)                 (189)
                                                                   -------------------   -------------------

Closing cash balance                                               $       5,244         $       8,096
                                                                   ===================   ===================








Note 1 - SEGMENT DATA                            3 Months Ended                  9 Months Ended
                                                    31 March,                      31 March,
BY GEOGRAPHIC AREAS                           2004            2003           2004             2003
                                          --------------  -------------- --------------   --------------
                                                   A$ Millions                    A$ Millions
Revenues

                                                                              
United States                             $     4,432     $     5,706    $    15,039      $    17,561
Europe                                          1,703           1,115          4,751            3,339
Australasia                                       616             611          1,941            1,883
                                          --------------  -------------- --------------   --------------
                                          $     6,751     $     7,432    $    21,731      $    22,783
                                          ==============  ============== ==============   ==============

Operating Income

United States                             $       869     $       911    $     2,808      $     2,813
Europe                                            132             175            122              426
Australasia                                        96              75            331              231
                                          --------------  -------------- --------------   --------------
                                          $     1,097     $     1,161    $     3,261      $     3,470
                                          ==============  ============== ==============   ==============


BY INDUSTRY SEGMENT

Revenues

Filmed Entertainment                      $     1,521     $     1,975    $     5,362      $     5,982
Television                                      1,521           1,897          5,276            6,355
Cable Network Programming                         793             924          2,584            2,832
Direct Broadcast Satellite Television*            656               -          1,658                -
Magazines and Inserts                             366             450          1,026            1,190
Newspapers                                      1,197           1,191          3,534            3,502
Book Publishing                                   413             410          1,420            1,627
Other                                             284             585            871            1,295
                                          --------------  -------------- --------------   --------------
                                          $     6,751     $     7,432    $    21,731      $    22,783
                                          ==============  ============== ==============   ==============


Operating Income

Filmed Entertainment                      $       269     $       342    $     1,119      $       983
Television                                        344             352            853              991
Cable Network Programming                         184             159            652              591
Direct Broadcast Satellite Television*            (23)              -           (350)               -
Magazines and Inserts                             112             129            289              328
Newspapers                                        233             198            631              485
Book Publishing                                    44              36            214              228
Other                                             (66)            (55)          (147)            (136)
                                          --------------  -------------- --------------   --------------
                                          $     1,097     $     1,161    $     3,261      $     3,470
                                          ==============  ============== ==============   ==============

* 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 12 of this
release.



                                                               3 Months Ended                  9 Months Ended
                                                                  31 March,                      31 March,
                                                            2004            2003            2004            2003
                                                        --------------  -------------- ---------------  --------------
                                                                 A$ Millions                    A$ Millions

                                                                                         
Total other items (page 3)                              $         7     $       (38)   $        (12)    $      (184)
Reclassification of other items - associated
   entities                                                      (2)             23              23             144
Reclassification of income tax and net profit
   attributable to outside equity interest                      (12)            (39)            (24)            (61)
                                                        --------------  -------------- ---------------  --------------
Other items before income tax, net (page 12)            $        (7)    $       (54)   $        (13)    $      (101)
                                                        ==============  ============== ===============  ==============


Associated entities before other items (page 3)         $        74     $       (40)   $        229     $      (283)
Reclassification of other items - associated
    entities                                                      2             (23)            (23)           (144)
                                                        --------------  -------------- ---------------  --------------
Net profit (loss) from associated entities
    (page 12)                                           $        76     $       (63)   $        206     $      (427)
                                                        ==============  ============== ===============  ==============


Income tax expense (page 3)                             $      (319)    $      (287)   $       (928)    $      (787)
Reclassification of income tax expense
    on other items                                                -              38               2              60
                                                        --------------  -------------- ---------------  --------------
Net income tax expense (page 12)                        $      (319)    $      (249)   $       (926)    $      (727)
                                                        ==============  ============== ===============  ==============


Outside equity interest (page 3)                        $       (69)    $      (116)   $       (233)    $      (333)
Reclassification of outside equity interest on
    other items, net                                             12               1              22               1
                                                        --------------  -------------- ---------------  --------------
Net profit attributable to outside equity interest
    (page 12)                                           $       (57)    $      (115)   $       (211)    $      (332)
                                                        ==============  ============== ===============  ==============
SUPPLEMENTAL FINANCIAL DATA (continued)

                                                               3 Months Ended                  9 Months Ended
                                                                  31 March,                      31 March,
                                                            2004            2003            2004            2003
                                                        --------------  -------------- ---------------  --------------
                                                                 A$ Millions                    A$ Millions

Net profit before other items (page 3)                  $       605     $       509    $      1,769     $     1,380
Other items before income tax, net                               (7)            (54)            (13)           (101)
Reclassification of income tax and net profit
   attributable to outside equity interest                       12              39              24              61
Reclassification of other items - associated
   entities                                                       2             (23)            (23)           (144)
                                                        -------------   -------------- ---------------  --------------
Net profit attributable to members of the parent
    entity (page 12)                                    $       612     $       471    $      1,757     $     1,196
                                                        =============   ============== ===============  ==============


Earnings per share on net profit before other
    items, net (page 3)                                 $      0.103    $      0.097   $       0.320    $      0.262
Earnings per share on other items before income
    tax, net                                                  (0.001)         (0.010)         (0.002)         (0.020)
Earnings per share on reclassification of income
    tax and net profit attributable to outside
    equity interest                                            0.002           0.007           0.004           0.012
Earnings per share on reclassification of other
    items - associated entities                                -              (0.005)         (0.004)         (0.028)
                                                        -------------   -------------- ---------------  --------------
Diluted earnings per share on net profit
    attributable to members of the parent entity
    (page 12)                                           $      0.104    $      0.089   $       0.318    $      0.226
                                                        =============   ============== ===============  ==============




                                    EXHIBIT B
                                    ---------


          Earnings Release for the Quarter Ended March 31, 2004 in U.S.
     Dollars Prepared for the U.S. Market. Australian Readers Should Refer
                   to the Australian Dollar Earnings Release.

    News Corporation Reports Third Quarter Operating Income of $838 Million,
                   a 22% Increase, on Revenue Growth of 19%;
          Net Profit before Other Items Increases 54% to $460 Million


               Net Profit Increases 69% to $465 Million



    QUARTER HIGHLIGHTS

    --  Strong advertising growth at Fox News and higher affiliate
        revenues at the Regional Sports Networks drive operating
        income up 51% at Cable Network Programming.

    --  Television segment operating income up 25% as higher pricing
        and the strength of American Idol increases advertising
        revenues at the broadcast network and television stations.
        STAR's operating profit more than doubles on subscription and
        advertising gains, mainly in India.

    --  Filmed Entertainment operating income up 6% over a year ago as
        continued robust home entertainment sales of film and
        television titles match prior-year success.

    --  All print businesses report double-digit earnings growth:
        advertising and circulation revenue gains in U.K. and
        Australia fuel newspapers; increased free-standing inserts
        page volume and higher InStore contributions lift Magazines
        and Inserts; array of bestsellers fuels HarperCollins.

    --  SKY Italia adds 180,000 net subscribers and ends the quarter
        with a subscriber base of more than 2.6 million; operating
        losses decline to $25 million from the second quarter of this
        fiscal year.

    NEW YORK--(BUSINESS WIRE)--May 6, 2004--The News Corporation Limited
(NYSE: NWS, NWSA) today reported third quarter consolidated revenues of $5.2
billion, a 19% increase over the $4.4 billion in the prior year, and
consolidated operating income of $838 million, up 22% over the $685 million a
year ago, despite the inclusion of $25 million in losses from SKY Italia in the
quarter. The year-on-year operating income growth was driven by double-digit
increases across nearly all operating segments.

   Net profit for the fiscal third quarter was $465 million, an
increase of $190 million over the $275 million reported in the third
quarter a year ago. Net profit before other items was $460 million, an
increase of $162 million over the $298 million reported in the prior
year.
    Commenting on the results, Chairman and Chief Executive Rupert
Murdoch said:
    "We are extremely pleased with News Corp's third quarter results,
with 22% operating income growth that was achieved across all of our
business segments. Several assets in which we have invested heavily in
recent years continue to achieve rapid growth. Our film and television
production units have been buoyed by an expanding home entertainment
market and our cable networks are enjoying double-digit gains on the
back of advertising and affiliate growth. Simultaneously, we have
maintained momentum at our established businesses with double-digit
gains across our television, newspapers, magazines and inserts, and
book publishing segments.
    "The growing success of our core businesses is complemented by the
encouraging progress at our newest direct-to-home television
investments. SKY Italia continues to exceed expectations with higher
than anticipated revenues per user and strong subscriber growth.
DIRECTV's new management has quickly strengthened that platform's
competitive and financial position with the addition of 460,000 new
subscribers during the quarter and the announced sale of its stake in
PanAmSat for $4.3 billion. Our unique asset balance, combined with the
strong earnings growth throughout the company and the recent
announcement to seek reincorporation in the United States, puts us in
a great position to continue to generate value for our shareholders."

    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 nine months ended March 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      9 Months Ended
                                    March 31,           March 31,
                                 2004      2003      2004      2003
                               --------- --------- --------- ---------
                               US $ Millions (except per ADR amounts)

Revenue                        $  5,201  $  4,388  $ 15,438  $ 12,882
                               --------- --------- --------- ---------

Operating income                    838       685     2,317     1,962

Associated entities before
 other items                         56       (26)      162      (161)
Interest expense, net              (117)     (111)     (341)     (350)
Exchangeable securities expense     (20)      (13)      (57)      (38)
                               --------- --------- --------- ---------

Profit before income tax
 expense, outside equity
 interest and other items           757       535     2,081     1,413
Income tax expense                 (243)     (169)     (659)     (445)
Outside equity interest             (54)      (68)     (166)     (188)
                               --------- --------- --------- ---------
Net profit before other items       460       298     1,256       780
                               --------- --------- --------- ---------

Other items, net of tax and
 outside equity interest:
     Group                            4        (9)        8       (23)
     Associated entities              1       (14)      (16)      (81)
                               --------- --------- --------- ---------
Total other items                     5       (23)       (8)     (104)
                               --------- --------- --------- ---------

Net profit attributable to
 members of the parent entity  $    465  $    275  $  1,248  $    676
                               ========= ========= ========= =========
Earnings per ADR (diluted) on
 net profit before other items,
 net                           $   0.31  $   0.23  $   0.91  $   0.59
                               ========= ========= ========= =========
Weighted average number of ADRs
 outstanding in millions
 (diluted)                        1,467     1,287     1,375     1,285
                               ========= ========= ========= =========


    The following commentary discusses the major components of these
results.


Consolidated Operating Income    3 Months Ended      9 Months Ended
                                    March 31,           March 31,
                                 2004      2003      2004      2003
                               --------- --------- --------- ---------
                                  US $ Millions       US $ Millions

Filmed Entertainment           $    214  $    201  $    795  $    556
Television                          259       207       606       560
Cable Network Programming           143        95       463       334
Direct Broadcast Satellite
 Television*                        (25)        -      (248)        -
Magazines & Inserts                  84        76       205       186
Newspapers                          176       115       448       274
Book Publishing                      36        23       152       129
Other                               (49)      (32)     (104)      (77)
                               --------- --------- --------- ---------
Consolidated Operating Income  $    838  $    685  $  2,317  $  1,962
                               ========= ========= ========= =========

* New segment reflecting the results of SKY Italia, consolidated as of
  May 1, 2003


    Third quarter net earnings from associated entities before other
items were $56 million versus losses of $26 million in the same period
a year ago, primarily due to the absence of Stream's losses in the
current year. A detailed discussion of the components of associated
entities earnings is provided later in the release.
    Third quarter net profit before other items increased to $460
million ($0.31 per ADR) versus $298 million ($0.23 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 third quarter operating
income of $214 million, up 6% from the $201 million reported in the
same period a year ago. Current-quarter results primarily reflect
strong contributions from film and television home entertainment
releases.
    Film results were largely driven by the worldwide home
entertainment performance of League of Extraordinary Gentlemen as well
as contributions from various catalog titles including Planet of the
Apes, Moulin Rouge and Ice Age. Additionally, the worldwide theatrical
performance of Cheaper by the Dozen, which has brought in nearly $190
million worldwide since its release, also contributed to the strong
quarterly results. The prior year's strong results included the
continued success of Ice Age in the worldwide home entertainment
market and strong domestic home entertainment performances from
several smaller-budget releases.
    Twentieth Century Fox Television (TCFTV) profits continued to
expand, primarily reflecting sustained momentum in home entertainment
sales, most notably from Angel, Futurama, Family Guy and 24.

    TELEVISION

    The Television segment reported third quarter operating income of
$259 million, an increase of 25% versus the same period a year ago,
reflecting double-digit earnings improvement at the FOX Broadcasting
Company and Fox Television Stations, and higher contributions from
STAR.
    At the FOX Broadcasting Company, third quarter operating income
improved by $14 million compared to a year ago due to higher pricing
for the primetime entertainment schedule and improved sports
advertising on National Football League telecasts, with ratings up
nearly 10% for the post-season. Current year entertainment
contributions were fueled by American Idol, which has grown its
ratings by 13% versus a year ago, partially offset by the success a
year ago of Joe Millionaire.
    Fox Television Stations (FTS) third quarter operating income grew
24% over the prior year as FTS achieved another quarter of record
market share. Current-year results were driven by stronger primetime
advertising revenue led by the success of American Idol as well as
higher sales for local news and the NFL playoffs. Additionally,
non-recurring advertising pre-emptions in the prior year, associated
with war in Iraq, contributed to the year-on-year improvement.
    STAR, bolstered by a 12% increase in revenues, more than doubled
its third quarter operating income versus prior year. Revenue gains
were driven primarily by advertising growth both in India, from the
continued growth of STAR Plus. Expansion continued in China from
increased penetration of the Xing Kong channel, which has become the
number one national/regional channel in the Guangdong cable market.

    CABLE NETWORK PROGRAMMING

    Cable Network Programming reported third quarter operating income
of $143 million, an increase of 51% over last year's results,
reflecting strong growth across all of the Company's primary cable
channels.
    Fox News Channel (FNC) operating income doubled as higher
advertising pricing drove double-digit revenue gains over the third
quarter a year ago, which included pre-emptions and higher news
gathering costs associated with covering the war in Iraq. During the
quarter, FNC once again achieved the highest viewership among all
cable news channels, expanding its lead over its nearest competitor to
59% in primetime and 73% on a 24-hour basis.
    Fox Cable Networks (including the Regional Sports Networks (RSNs),
FX and SPEED Channel) operating profit improved 15% during the quarter
driven by affiliate revenue growth at both the RSNs and FX. Higher
affiliate revenue contributions at the RSNs, largely due to increased
affiliate rates and additional DTH subscribers, combined with
increased advertising sales to drive operating income growth at the
RSNs. This growth was partially offset by higher programming costs
from additional events and rights increases versus a year ago. FX
affiliate revenue growth, primarily resulting from a 6% increase in
subscribers over the past year, drove double-digit operating income
growth. Partially offsetting these improvements were increased costs
related to entertainment programming, including The Shield and the
original movie Redemption, whose April premiere delivered the highest
Adults 18-49 rating on basic cable this season. Overall, FX's nightly
primetime viewership during the third quarter was the highest in FX
history with an average of more than one million viewers.

    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 this segment comprises. During the third quarter, SKY Italia
reported an operating loss of $25 million on revenues of $492 million
while increasing the subscriber base to more than 2.6 million. Over
90% of the new subscribers during the quarter opted for a
premium-programming tier including movies and/or sports programming
contributing to an average revenue per subscriber continuing above EUR
40 per month.

    MAGAZINES AND INSERTS

    The Magazines and Inserts segment reported third quarter operating
income of $84 million, an increase of $8 million, or 11%, versus a
year ago. The improvement was driven by revenue growth at the InStore
division, primarily from higher shelf product volume, and higher
contributions at the Free-Standing Inserts division, resulting from
increased demand for packaged goods and custom publishing pages.

    NEWSPAPERS

    The Newspaper segment reported third quarter operating income of
$176 million, a 53% 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 22%
in local currency terms for the third quarter compared to the prior
year, driven by both circulation and advertising revenue gains
partially offset by costs associated with the compact 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 third 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 color advertisements.
    The Australian newspaper group reported a 20% increase in
operating income in local currency terms, primarily driven by a 9%
increase in advertising revenue compared to a year ago. Display and
classified advertising continued to show the strong growth experienced
in the first and second quarters, with ongoing strength in real
estate, retail and employment advertising.

    BOOK PUBLISHING

    HarperCollins reported operating income of $36 million during the
quarter, an increase of $13 million compared to the same period a year
ago. The 57% growth, driven by 30% higher revenues, reflects solid
performances around the world and an array of bestsellers, led by
Zondervan's unprecedented sales of The Purpose Driven Life by Rick
Warren, with more than 15 million copies sold to date. During the
quarter, HarperCollins had 35 books on The New York Times bestseller
list including four titles that reached the #1 spot.

    OTHER ITEMS

    During the quarter, the Company completed the sale of the Los
Angeles Dodgers franchise and real estate assets to real estate
developer Frank McCourt for the gross sale price of approximately $421
million and agreed to remit $50 million to the buyer for certain
pre-existing commitments.
    Following the quarter the Company announced it is pursuing a
reorganization that would change the Company's place of incorporation
to the United States by the end of calendar 2004. In connection with
this reorganization, News Corporation would also acquire the 58%
controlling interest in Queensland Press Pty Limited (QPL) not
currently owned by the Company. The completion of the reorganization
and the QPL transactions is subject to a number of conditions,
including obtaining regulatory clearances, court approvals, certain
tax rulings and the requisite vote of the Company's shareholders and
option holders as well as obtaining independent appraisals and
fairness opinions.

    REVIEW OF ASSOCIATED ENTITIES RESULTS

    Third quarter net earnings from associated entities before other
items were $56 million versus losses of $26 million in the same period
a year ago, primarily due to the absence of Stream's losses in the
current year.
    The Company's share of associated entities' earnings (losses) is
as follows:


                                 3 Months Ended      9 Months Ended
                                    March 31,           March 31,
                    % Owned      2004      2003      2004      2003
                    -------    --------- --------- --------- ---------
                                  US $ Millions       US $ Millions
Sky Brasil           49.7%  (a)      (6)        1       (20)      (56)
Innova - Mexico      30.0%            4       (10)       (6)      (27)
FOXTEL - Australia   25.0%           (8)       (2)      (15)       (6)
Stream               50.0%  (b)       -       (50)        -      (150)
Other Associates    Various (c)      66        35       203        78
                               --------- --------- --------- ---------
   Total
    associated
    entities'
    earnings
    (losses)
    before other
    items                      $     56  $    (26) $    162  $   (161)
Other items                           1       (14)      (16)      (81)
                               --------- --------- --------- ---------
   Total
    associated
    entities'
    earnings
    (losses)                   $     57  $    (40) $    146  $   (242)
                               ========= ========= ========= =========

Further details on the associated entities follow.

(a) Represents the Company's economic interest, which was 48.5% as of
    March 31, 2003. The Company continues to hold a 36% equity
    interest in Sky Brasil.

(b) 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.

(c) Primarily comprising BSkyB, Gemstar-TV Guide International, The
    DIRECTV Group (since its acquisition on December 22, 2003),
    Independent Newspapers Limited, and Queensland Press. 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.



Sky Brasil (in US$) (1)
-----------------------
                           3 Months Ended          9 Months Ended
                              March 31,               March 31,
                          2004        2003        2004        2003
                       ----------- ----------- ----------- -----------
                          Millions (except        Millions (except
                             subscribers)            subscribers)

Revenues (in local
 currency)             R$     166  R$     140  R$     486  R$     408

Revenues                $      57   $      40   $     167   $     119
Operating profit (loss)         4          (1)          4         (13)
Net income (loss)       $     (12)  $       2   $     (40)  $    (134)
                       =========== =========== =========== ===========

News' reportable
 49.7%/48.5% share
  (in US$)              $      (6)  $       1   $     (20)  $     (56)
                       =========== =========== =========== ===========

Net debt (excluding
 capitalized leases)                            $     208   $     211

Ending Subscribers                                787,000     740,000


    Sky Brasil's revenues grew 19% 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 higher programming costs due to
the larger subscriber base. The increase in net loss in the current
quarter principally reflects foreign currency losses versus gains in
the prior year.


Innova - Mexico
 (in US$) (1)
---------------
                           3 Months Ended          9 Months Ended
                              March 31,               March 31,
                          2004        2003        2004        2003
                       ----------- ----------- ----------- -----------
                          Millions (except        Millions (except
                             subscribers)            subscribers)

Revenues (in local
 currency)             Ps   1,066  Ps     858  Ps   2,988  Ps   2,497

Revenues                $      97   $      79   $     272   $     243
Operating income               21           8          49          21
Net income (loss)       $      13   $     (32)  $     (20)  $     (90)
                       =========== =========== =========== ===========

News' reportable 30%
 share (in US$)         $       4   $     (10)  $      (6)  $     (27)
                       =========== =========== =========== ===========

Net Debt (excluding
 capitalized leases)                            $     348   $     352

Ending Subscribers                                886,000     780,000


    Innova's revenues grew 24% in local currency terms compared to
prior year primarily driven by a 14% increase in the subscriber base
as well as the elimination of the 10% excise tax on telecommunication
services formerly imposed by the Mexican government. The net income
during the quarter improved from a net loss in the prior year quarter
principally due to higher revenues and lower interest expense and
foreign currency losses resulting from the refinancing of debt.


FOXTEL (in A$)
--------------
                           3 Months Ended           9 Months Ended
                             March 31,               March 31,
                         2004        2003        2004         2003
                      ----------- ----------- ------------ -----------
                         Millions (except        Millions (except
                            subscribers)            subscribers)

Revenues              A$     192  A$     180  A$      560  A$     468
Operating loss               (59)        (22)        (117)        (66)
Net loss              A$     (43) A$     (13) A$      (83) A$     (43)
                      =========== =========== ============ ===========

News' reportable 25%
 share (in US$)        $      (8)  $      (2)  $      (15)  $      (6)
                      =========== =========== ============ ===========

Ending Subscribers
 (including Optus)                              1,074,000   1,047,000


    FOXTEL's revenues for the quarter increased 7%, principally due to
an increase of 17% in satellite subscribers compared to a year ago,
and higher average revenue per subscriber. Net loss for the quarter
increased by A$30 million against the prior year as the increased
subscriber revenues were more than offset by subscriber acquisition
expenses relating to the development and launch of the new digital
service on March 14, 2004, and higher depreciation expense. Total
subscribers (including Optus wholesale) have increased by 2.6% over
prior year while FOXTEL managed subscribers have increased by 6.3%. At
March 31st over 170,000 orders had been taken for the digital service
from new and existing subscribers.

    (1) Please refer to respective companies' earnings releases for
        detailed information.

    Foreign Exchange Rates

    Average foreign exchange rates used in the year-to-date profit
results are as follows:


                                                   9 Months Ended
                                                      March 31,
                                                  2004        2003
                                               ----------- -----------

Australian Dollar/U.S Dollar                         0.71        0.57
U.K. Pounds Sterling/U.S. Dollar                     1.72        1.57
Euro/U.S. Dollar                                     1.19        1.02


    To receive a copy of this press release through the Internet,
access News Corp's corporate website located at
http://www.newscorp.com.
    Audio from News Corp's conference call with analysts on the third
quarter results can be heard live on the Internet at 8:30 a.m. Eastern
Daylight 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      9 Months Ended
                        Note        March 31,           March 31,
                                 2004      2003      2004      2003
                               --------- --------- --------- ---------
                                            US $ Millions
                                       (except per ADR amounts)

Sales revenue             1    $  5,201  $  4,388  $ 15,438  $ 12,882
Operating expenses               (4,363)   (3,703)  (13,121)  (10,920)
                               --------- --------- --------- ---------
Operating income          1         838       685     2,317     1,962

Net profit (loss) from
 associated entities                 57       (40)      146      (242)

Borrowing costs                    (151)     (143)     (444)     (434)
Interest income                      34        32       103        84
                               --------- --------- --------- ---------
Net borrowing costs                (117)     (111)     (341)     (350)

Exchangeable securities
 expense                            (20)      (13)      (57)      (38)
Other items before income
 tax, net                            (5)      (31)       (9)      (57)
                               --------- --------- --------- ---------
Profit from ordinary
 activities before income
 tax                                753       490     2,056     1,275
                               --------- --------- --------- ---------

Income tax expense on:
   Ordinary activities
    before other items             (243)     (169)     (659)     (445)
   Other items                        -        22         1        34
                               --------- --------- --------- ---------
Net income tax expense             (243)     (147)     (658)     (411)
                               --------- --------- --------- ---------

Net profit from ordinary
 activities after tax               510       343     1,398       864

Net profit attributable to
 outside equity interests           (45)      (68)     (150)     (188)

----------------------------------------------------------------------
Net Profit Attributable to
 Members of the Parent
 Entity                        $    465  $    275  $  1,248  $    676
----------------------------------------------------------------------

Net exchange gains
 recognized directly in
 equity                              55        74       682       252
Other items recognized
 directly in equity                   -         -         -        86
                               --------- --------- --------- ---------

Total change in equity
 other than those resulting
 from transactions with
 owners as owners              $    520  $    349  $  1,930  $  1,014
                               ========= ========= ========= =========

Diluted earnings per ADR on
 net profit attributable to
 members of the parent
 entity

Ordinary ADRs                  $   0.28  $   0.19  $   0.80  $   0.45
Preferred limited voting
 ordinary ADRs                 $   0.34  $   0.22  $   0.96  $   0.55

Ordinary and preferred
 limited voting ordinary
 ADRs                          $   0.32  $   0.21  $   0.90  $   0.51

(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                    March 31, June 30,
                                                     2004      2003
                                                   --------- ---------
ASSETS                                                US $ Millions
Current Assets
Cash                                               $  3,869  $  4,477
Cash on deposit                                         287         -
Receivables                                           3,866     3,784
Inventories                                           1,672     1,282
Other                                                   419       321
                                                   --------- ---------
Total Current Assets                                 10,113     9,864
                                                   --------- ---------

Non-Current Assets
Cash on deposit                                           -       463
Receivables                                             828       809
Investments in associated entities                   10,643     3,667
Other investments                                       641       793
Inventories                                           2,703     2,723
Property, plant and equipment                         3,993     4,180
Publishing rights, titles and television licenses    22,017    21,719
Goodwill                                                235       250
Other                                                   690       495
                                                   --------- ---------
Total Non-Current Assets                             41,750    35,099
                                                   --------- ---------

Total Assets                                       $ 51,863  $ 44,963
                                                   ========= =========

LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Interest bearing liabilities                       $    429  $     22
Payables                                              5,659     5,507
Tax liabilities                                         451       474
Provisions                                              326       171
                                                   --------- ---------
Total Current Liabilities                             6,865     6,174
                                                   --------- ---------

Non-Current Liabilities
Interest bearing liabilities                          8,476     8,227
Payables                                              2,297     2,353
Tax liabilities                                         718       442
Provisions                                              771       685
                                                   --------- ---------
Total Non-Current Liabilities Excluding
 Exchangeable Securities                             12,262    11,707
                                                   --------- ---------

Exchangeable securities                               1,421     1,383
                                                   --------- ---------
Total Liabilities                                    20,548    19,264

Shareholders' Equity
Contributed equity                                   21,614    17,262
Reserves                                              2,624     1,685
Retained profits                                      3,244     2,506
                                                   --------- ---------

Shareholders' equity attributable to members of
 the parent entity                                   27,482    21,453
Outside equity interests in controlled entities       3,833     4,246
                                                   --------- ---------

Total Shareholders' Equity                           31,315    25,699
                                                   --------- ---------
Total Liabilities and Shareholders' Equity         $ 51,863  $ 44,963
                                                   ========= =========



STATEMENT OF CASH FLOWS                              9 Months Ended
                                                        March 31,
                                                     2004      2003
                                                   --------- ---------
Operating Activity                                    US $ Millions

Net profit attributable to members of the parent
 entity                                            $  1,248  $    676
Adjustment for non-cash and non-operating
 activities:
Equity earnings, net                                   (131)      179
Outside equity interest                                 166       188
Depreciation and amortization                           459       313
Other items, net                                          8       104
Change in assets and liabilities:
 Receivables                                           (376)     (436)
 Inventories                                           (418)     (101)
 Payables                                               660       298
 Other liabilities                                      383       311
                                                   --------- ---------

Cash provided by operating activity                   1,999     1,532

Investing and other activity

Property, plant and equipment                          (213)     (253)
Acquisitions, net of cash acquired                     (151)     (432)
Investments and acquisitions of interests in
 associated entities                                 (3,213)     (454)
Other investments                                       (64)      (65)
Repayment of loans by associate                           -        96
Proceeds from sale of non-current assets                549       100
                                                   --------- ---------

Cash used in investing activity                      (3,092)   (1,008)

Financing activity

Issuance of debt                                        440     2,075
Repayment of debt and exchangeable securities          (616)   (2,494)
Decrease in cash on deposit                             163         -
Issuance of shares                                      545     1,228
Dividends paid                                         (106)      (91)
Leasing and other finance costs                           -        (2)
                                                   --------- ---------

Cash provided by financing activity                     426       716
                                                   --------- ---------

Net (decrease) increase in cash                        (667)    1,240
Opening cash balance                                  4,477     3,574
Exchange movement on opening balance                     59        47
                                                   --------- ---------

Closing cash balance                               $  3,869  $  4,861
                                                   ========= =========



Note 1 - SEGMENT DATA            3 Months Ended      9 Months Ended
                                    March 31,           March 31,
BY GEOGRAPHIC AREAS              2004      2003      2004      2003
                               --------- --------- --------- ---------
                                  US $ Millions       US $ Millions
Revenues

United States                  $  3,436  $  3,370  $ 10,684  $  9,929
Europe                            1,292       657     3,375     1,888
Australasia                         473       361     1,379     1,065
                               --------- --------- --------- ---------
                               $  5,201  $  4,388  $ 15,438  $ 12,882
                               ========= ========= ========= =========

Operating Income

United States                  $    670  $    538  $  1,995  $  1,590
Europe                               94       102        87       241
Australasia                          74        45       235       131
                               --------- --------- --------- ---------
                               $    838  $    685  $  2,317  $  1,962
                               ========= ========= ========= =========


BY INDUSTRY SEGMENT

Revenues

Filmed Entertainment           $  1,184  $  1,166  $  3,809  $  3,383
Television                        1,182     1,126     3,748     3,593
Cable Network Programming           612       545     1,836     1,601
Direct Broadcast Satellite
 Television*                        492         -     1,177         -
Magazines and Inserts               278       264       729       673
Newspapers                          914       701     2,511     1,980
Book Publishing                     321       247     1,009       920
Other                               218       339       619       732
                               --------- --------- --------- ---------
                               $  5,201  $  4,388  $ 15,438  $ 12,882
                               ========= ========= ========= =========


Operating Income

Filmed Entertainment           $    214  $    201  $    795  $    556
Television                          259       207       606       560
Cable Network Programming           143        95       463       334
Direct Broadcast Satellite
 Television*                        (25)        -      (248)        -
Magazines and Inserts                84        76       205       186
Newspapers                          176       115       448       274
Book Publishing                      36        23       152       129
Other                               (49)      (32)     (104)      (77)
                               --------- --------- --------- ---------
                               $    838  $    685  $  2,317  $  1,962
                               ========= ========= ========= =========

* 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 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 12 of this release.


                                 3 Months Ended      9 Months Ended
                                    March 31,           March 31,
                                 2004      2003      2004      2003
                               --------- --------- --------- ---------
                                  US $ Millions       US $ Millions

Total other items (page 3)     $      5  $    (23) $     (8) $   (104)
Reclassification of other
 items - associated entities         (1)       14        16        81
Reclassification of income tax
 and net profit attributable
 to outside equity interest          (9)      (22)      (17)      (34)
                               --------- --------- --------- ---------
Other items before income tax,
 net (page 12)                 $     (5) $    (31) $     (9) $    (57)
                               ========= ========= ========= =========


Associated entities before
 other items (page 3)          $     56  $    (26) $    162  $   (161)
Reclassification of other
 items - associated entities          1       (14)      (16)      (81)
                               --------- --------- --------- ---------
Net profit (loss) from
 associated entities (page 12) $     57  $    (40) $    146  $   (242)
                               ========= ========= ========= =========


Income tax expense (page 3)    $   (243) $   (169) $   (659) $   (445)
Reclassification of income tax
 expense on other items               -        22         1        34
                               --------- --------- --------- ---------
Net income tax expense
 (page                         $   (243) $   (147) $   (658) $   (411)
                               ========= ========= ========= =========


Outside equity interest
 (page 3)                      $    (54) $    (68) $   (166) $   (188)
Reclassification of outside
 equity interest on other
 items, net                           9         -        16         -
                               --------- --------- --------- ---------
Net profit attributable to
 outside equity interest
 (page 12)                     $    (45) $    (68) $   (150) $   (188)
                               ========= ========= ========= =========

Net profit before other items
 (page 3)                      $    460  $    298  $  1,256  $    780
Other items before income tax,
 net                                 (5)      (31)       (9)      (57)
Reclassification of income tax
 and net profit attributable
 to outside equity interest           9        22        17        34
Reclassification of other
 items - associated entities          1       (14)      (16)      (81)
                               --------- --------- --------- ---------
Net profit attributable to
 members of the parent entity
 (page 12)                     $    465  $    275  $  1,248  $    676
                               ========= ========= ========= =========


Earnings per ADR on net profit
 before other items, net
 (page 3)                      $   0.31  $   0.23  $   0.91  $   0.59
Earnings per ADR on other
 items before income tax, net         -     (0.02)    (0.01)    (0.04)
Earnings per ADR on
 reclassification of income
 tax and net profit
 attributable to outside
 equity interest                   0.01      0.01      0.01      0.02
Earnings per ADR on
 reclassification of other
 items - associated entities          -     (0.01)    (0.01)    (0.06)
                               --------- --------- --------- ---------
Diluted earnings per ADR on
 net profit attributable to
 members of the parent entity
 (page 12)                     $   0.32  $   0.21  $   0.90  $   0.51
                               ========= ========= ========= =========


    CONTACT: The News Corporation Limited
             Investor Relations:
             Reed Nolte, 212-852-7092
             Press Inquiries:
             Andrew Butcher, 212-852-7070