-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QXlNdGk93EWKLFFpJfE+SN3U9rtEMNstbS+UsqHWljyp6q0vENOzCjhNXktFCz9+ yxH7+Py9iIkYYO4jjcMumg== 0001308161-05-000043.txt : 20050427 0001308161-05-000043.hdr.sgml : 20050427 20050427113121 ACCESSION NUMBER: 0001308161-05-000043 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050427 DATE AS OF CHANGE: 20050427 GROUP MEMBERS: AE HARRIS TRUST GROUP MEMBERS: K. RUPERT MURDOCH SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NEWS CORP CENTRAL INDEX KEY: 0001308161 STANDARD INDUSTRIAL CLASSIFICATION: NEWSPAPERS: PUBLISHING OR PUBLISHING & PRINTING [2711] IRS NUMBER: 260075658 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-80147 FILM NUMBER: 05775215 BUSINESS ADDRESS: STREET 1: 1211 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-852-7000 MAIL ADDRESS: STREET 1: 1211 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 FORMER COMPANY: FORMER CONFORMED NAME: NEWS CORPORATION, INC. DATE OF NAME CHANGE: 20041108 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CRUDEN FINANCIAL SERVICES LLC CENTRAL INDEX KEY: 0001308159 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: C/O MCDONALD CARANO WILSON LLP STREET 2: 100 LIBERTY STREET CITY: RENO STATE: NV ZIP: 89501 BUSINESS PHONE: 775-326-4334 MAIL ADDRESS: STREET 1: C/O MCDONALD CARANO WILSON LLP STREET 2: 100 LIBERTY STREET CITY: RENO STATE: NV ZIP: 89501 SC 13G/A 1 filing.txt SCHEDULE 13G/A (AMENDMENT NO. 14) SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A (Amendment No. 14)* NEWS CORPORATION (Name of Issuer) Class B Common Stock (Title of Class of Securities) 65248E203 (CUSIP Number) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: Rule 13d-1(b) Rule 13d-1(c) X Rule 13d-1(d) * The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). 1 Name of Reporting Persons/I.R.S. Identification Nos. of Above Persons Cruden Financial Services LLC 2 Check the Appropriate Box if a Member of a Group (a) (b) X 3 SEC Use Only 4 Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person with 5 Sole Voting Power 297,280,548* 6 Shared Voting Power -0- 7 Sole Dispositive Power 297,280,548* 8 Shared Dispositive Power -0- 9 Aggregate Amount Beneficially Owned by Each Reporting Person 297,280,548 (all of which are owned directly by the AE Harris Trust) 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares Not Applicable 11 Percent of Class Represented by Amount in Row 9 28.5% - See Item 4 12 Type of Reporting Person CO * Cruden Financial Services LLC is the sole trustee of the AE Harris Trust, the owner of the securities. 1 Name of Reporting Persons/I.R.S. Identification Nos. of Above Persons AE Harris Trust 2 Check the Appropriate Box if a Member of a Group (a) (b) X 3 SEC Use Only 4 Citizenship or Place of Organization Nevada Number of Shares Beneficially Owned by Each Reporting Person with 5 Sole Voting Power 297,280,548* 6 Shared Voting Power -0- 7 Sole Dispositive Power 297,280,548* 8 Shared Dispositive Power -0- 9 Aggregate Amount Beneficially Owned by Each Reporting Person 297,280,548* 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares Not Applicable 11 Percent of Class Represented by Amount in Row 9 28.5% - See Item 4 12 Type of Reporting Person OO * The AE Harris Trust acts through its trustee, Cruden Financial Services LLC. 1 Name of Reporting Persons/I.R.S. Identification Nos. of Above Persons K. Rupert Murdoch 2 Check the Appropriate Box if a Member of a Group (a) (b) X 3 SEC Use Only 4 Citizenship or Place of Organization United States of America Number of Shares Beneficially Owned by Each Reporting Person with 5 Sole Voting Power 10,667,129 6 Shared Voting Power 297,280,548* 7 Sole Dispositive Power 10,667,129 8 Shared Dispositive Power 297,280,548* 9 Aggregate Amount Beneficially Owned by Each Reporting Person 307,947,677 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares Not Applicable 11 Percent of Class Represented by Amount in Row 9 29.5% - See Item 4 12 Type of Reporting Person IN * Represents Shares owned by the AE Harris Trust which acts through its trustee, Cruden Financial Services LLC. See Item 4. This statement relates to the beneficial ownership of securities of News Corporation (the "Company" or "Issuer") by AE Harris Trust (the "Harris Trust"), Cruden Financial Services LLC (the trustee of the Harris Trust, "Cruden Financial Services"), and by K. Rupert Murdoch, and further amends the previously filed statements on Schedule 13G. This statement is being filed to reflect the dissolution of CFS 2 LLC, a former trustee of the Harris Trust and a previous reporting person hereunder, and to reflect that the Murdoch Interests Agreement dated October 7, 2004 has been terminated. Item 1 (a). Name of Issuer: News Corporation (b). Address of Issuer's Principal Executive Offices: 1211 Avenue of the Americas New York, NY 10036 Item 2 (a). Name of Person Filing: Cruden Financial Services LLC AE Harris Trust K. Rupert Murdoch (b). Address of Principal Office or, if none, Residence: Cruden Financial Services LLC c/o McDonald Carano Wilson LLP 100 W. Liberty Street 10th Floor Reno, NV 89501 AE Harris Trust c/o McDonald Carano Wilson LLP 100 W. Liberty Street 10th Floor Reno, NV 89501 K. Rupert Murdoch 1211 Avenue of the Americas New York, New York 10036 (c). Citizenship: Cruden Financial Services LLC is formed under the laws of Delaware. AE Harris Trust is governed by the laws of Nevada. Mr. Murdoch is a United States citizen. (d). Title of Class of Securities: News Corporation Class B Common Stock ("Shares") (e). CUSIP Number: 65248E203 Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b) or 13d-2(b) or (c), Check Whether the Person Filing is a: Not Applicable. Item 4. Ownership: Cruden Financial Services LLC (a) Amount Beneficially Owned: 297,280,548 (b) Percent of Class: 28.5% - See below (c) Number of Shares as to which such person has: (i) sole power to vote or to direct the vote: 297,280,548* (ii) shared power to vote or to direct the vote: 0 (iii) sole power to dispose or to direct the disposition of: 297,280,548* (iv) shared power to dispose or to direct the disposition of: 0 * Cruden Financial Services LLC is the sole trustee of the AE Harris Trust, the owner of the securities. Harris Trust (a) Amount Beneficially Owned: 297,280,548 (b) Percent of Class: 28.5% - See below (c) Number of Shares as to which such person has: (i) sole power to vote or to direct the vote: 297,280,548* (ii) shared power to vote or to direct the vote: 0 (iii) sole power to dispose or to direct the disposition of: 297,280,548* (iv) shared power to dispose or to direct the disposition of: 0 * The Harris Trust acts through its trustee, Cruden Financial Services LLC. K. Rupert Murdoch (a) Amount Beneficially Owned: 307,947,677 (b) Percent of Class: 29.5% - See below (c) Number of Shares as to which such person has: (i) sole power to vote or to direct the vote: 10,667,129 (ii) shared power to vote or to direct the vote: 297,280,548* (iii) sole power to dispose or to direct the disposition of: 10,667,129 (iv) shared power to dispose or to direct the disposition of: 297,280,548* * Represents Shares owned by the Harris Trust which acts through its trustee, Cruden Financial Services LLC. As of April 26, 2005, Cruden Financial Services was the beneficial owner of 297,280,548 Shares, constituting approximately 28.5% of the total number of outstanding Shares at such date. All of the 297,280,548 Shares beneficially owned by Cruden Financial Services are also beneficially owned by the Harris Trust. Cruden Financial Services has the power to vote and to dispose or direct the vote and disposition of the Shares owned by the Harris Trust. Cruden Financial Services, the sole trustee of the Harris Trust, is a Delaware limited liability company with eight directors, of which certain directors have been designated by K. Rupert Murdoch. As of April 26, 2005, the Harris Trust was the beneficial owner of 297,280,548 Shares, constituting approximately 28.5% of the total number of outstanding Shares at such date. The Harris Trust is a trust governed by Nevada law whose trustee is Cruden Financial Services. Cruden Financial Services, as sole trustee, has the power to vote and to dispose or direct the vote and disposition of the Shares owned by the Harris Trust. As of April 26, 2005, K. Rupert Murdoch was the beneficial owner of 307,947,677 Shares, constituting approximately 29.5% of the total number of outstanding Shares at such date. Of the 307,947,677 Shares beneficially owned by K. Rupert Murdoch, 297,280,548 of such Shares are directly owned by the Harris Trust. Cruden Financial Services has the power to vote and to dispose or direct the vote and disposition of the Shares owned by the Harris Trust. As a result of Mr. Murdoch's ability to appoint certain members of the board of directors of Cruden Financial Services, the corporate trustee of the Harris Trust, Mr. Murdoch may be deemed the beneficial owner of the Shares beneficially owned by the Harris Trust. Mr. Murdoch, however, disclaims any beneficial ownership of such Shares. Item 5. Ownership of Five Percent or Less of a Class: Not Applicable. Item 6. Ownership of More than Five Percent on Behalf of Another Person: Not Applicable. Item 7. Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company or Control Person: Not Applicable. Item 8. Identification and Classification of Members of the Group: Not Applicable. Item 9. Notice of Dissolution of Group: Not Applicable. Item 10(a) and (b). Certification: Not Applicable. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: April 27, 2005 CRUDEN FINANCIAL SERVICES LLC By: /s/ Arthur M. Siskind Name: Arthur M. Siskind Title: Managing Director Dated: April 27, 2005 AE HARRIS TRUST By: /s/ Arthur M. Siskind Cruden Financial Services LLC, Trustee Name: Arthur M. Siskind Title: Managing Director Dated: April 27, 2005 Name: * K. Rupert Murdoch * By: /s/ Arthur M. Siskind Arthur M. Siskind Attorney-in-Fact \\\NY - 92552/0023 - 890440 v6 \\\NY - 92552/0023 - 890440 v6 -----END PRIVACY-ENHANCED MESSAGE-----