SOURCE: British Sky Broadcasting Group PLC

July 29, 2011 02:00 ET

Results for the twelve months ended 30 June 2011

MIDDLESEX, UK--(Marketwire - Jul 29, 2011) -

             Results for the twelve months ended 30 June 2011


                      Adjusted results         Reported results

Twelve months to  2011      2010   Variance  2011      2010    Variance
30 June

Revenue        GBP6,597m  GBP5,709m  +16%   GBP6,597m  GBP5,709m  +16%

EBITDA         GBP1,405m  GBP1,185m  +19%   GBP1,405m  GBP1,451m  -3%

 profit        GBP1,073m   GBP872m   +23%  GBP1,073m  GBP1,113m   -4%

Earnings per     41.6p      32.1p    +30%     43.5p     51.4p    -15%
 share (basic)

Reported results for the year to 30 June 2010 include one-off gains of
GBP318 million for the final settlement in our EDS litigation and GBP115
million from the sale of ITV shares. Results are from continuing

Strong customer and product growth in a challenging environment

- Total product growth of 784,000 in the quarter to 25.4 million,
  up 17% year on year

- 10.3 million customers with net growth of 40,000 TV customers
  (DTH) and 31,000 standalone home communications customers in the
  quarter; 426,000 in the year

- Sky+HD customers reach 3.8 million, up 30% year on year

- Strong growth in all home communications product lines with 2.4
  million net additions in the year

- Good growth in other business operations with double digit
  revenue growth in wholesale and advertising

Excellent financial performance

- 16% growth in total revenue to GBP6.597 billion

- 19% growth in adjusted EBITDA to GBP1.405 billion

- 23% growth in adjusted operating profit to GBP1.073 billion

- 30% increase in adjusted basic earnings per share to 41.6 pence

- 51% growth in adjusted free cash flow to GBP869 million

Substantial shareholder returns

- 20% increase in full year dividend to 23.28 pence per share

- Final dividend of 14.54 pence; total cash payment of GBP253 million

- GBP750 million capital return to shareholders via a share buy-back

- News Corporation agree to participate pro rata

Results highlights

Customer Metrics (unaudited)

                               As at      As at             growth to
                           30-Jun-11  30-Jun-10  Growth     30-Jun-11

Total products ('000s)        25,375     21,597    +3,778        +784
 TV (DTH)                     10,187      9,860     +327          +40
 Sky+HD                        3,822      2,939     +883         +136
 Multiroom                     2,250      2,121     +129          +13
 Broadband                     3,335      2,624     +711         +174
 Telephony                     3,101      2,367     +734         +185
 Line rental                   2,680      1,686     +994         +236

Total customers ('000s)       10,294      9,868     +426          +71
 TV customers (DTH)           10,187      9,860     +327          +40
 Standalone home
communications customers         107          8      +99          +31

Products per customer            2.5        2.2     +0.3

Other metrics
Customers taking each of TV,
broadband & talk                 27%        21%      +6%
ARPU (quarterly annualised)   GBP539     GBP508   +GBP31
Churn (quarterly annualised)   10.4%      10.5%

Business Performance (1)(unaudited)

GBP'millions                      12 mths to    12 mths to
                                   30 Jun-11        Jun-10     Movement

Revenue                                6,597         5,709         +16%
Adjusted operating profit              1,073           872         +23%
% Adjusted operating profit            16.3%         15.3%     +100 bps
Adjusted EBITDA                        1,405         1,185         +19%
Adjusted free cash flow                  869           577         +51%
Adjusted basic earnings per            41.6p         32.1p         +30%
 share (2)
Net debt as at end of period             750         1,076         -30%

Analysis of Results (1)

GBP'millions           12 months to 30-Jun-11    12 months to 30-Jun-10
                     Adjusted Excep  Reported Adjusted  Excep  Reported
                              (1)                       (1)

Revenue                 6,597     0     6,597    5,709       0    5,709
Operating profit        1,073     0     1,073      872     241    1,113
Cash from operations    1,603   -34     1,569    1,358     268    1,626
Basic earnings per      41.6p  1.9p     43.5p    32.1p   19.3p    51.4p
 share (2)

1All comparatives are restated to reflect continuing operations,
excluding the Easynet operations divested on 1 September 2010. A
reconciliation of adjusted operating profit and adjusted EBITDA from
continuing operations to reported measures and cash generated from
continuing operations to adjusted free cash flow from continuing
operations is set out in Appendix 3.

2Adjusted basic EPS is calculated from adjusted profit from continuing
operations for the year. A reconciliation of reported profit from
continuing operations to adjusted profit from continuing operations is
set out in note 8 to the consolidated financial information.

James Murdoch, Chairman, commented:"This has been a year of outstanding
operational and financial results
for Sky. It is to the credit of Sky's first-class management team that
the company has continued to deliver throughout the offer period that
ended earlier this month. On behalf of the whole Board, I am grateful
to Nick Ferguson for his contribution as Deputy Chairman during the
last year and I am pleased that he has agreed to continue in that role.
We are pleased to announce both a 20% increase in the ordinary dividend
and our intention to return GBP750 million to shareholders through a
share buy-back programme."

Jeremy Darroch, Chief Executive, commented:"Sky has had an excellent year
of delivery for both customers and
shareholders. We have stayed focused on executing our plan and
customers have responded by rewarding us with more of their business.
Today's announcement of a capital returns programme is a reflection of
our strong performance and financial position, which flow directly from
delivering for customers in the marketplace. With that in mind, we will
stay focused on getting better on screen, innovating faster and
delivering great value."In the fourth quarter, the business has delivered
another strong
operational and financial performance despite the challenging economic
backdrop. Across the year as a whole, our growth has been broadly
based, with double-digit increases in retail and business-to-business
revenue and almost four million product sales across television and
home communications. Combined with our focus on operational efficiency,
this performance has led to excellent financial results, including 23%
growth in operating profit, record earnings of 41.6p per share and 51%
growth in free cash flow."While Sky is not immune to tougher economic
conditions, we have
continued to see good demand across our product portfolio as customers
respond to the great quality and value that we offer. The performance
in home communications was particularly strong as we continue to grow
all product lines. Over the year, we increased the number of customers
taking all three of TV, broadband and telephony by 37% and extended our
potential reach by selling home communications products independently
from television for the first time. We now have over 100,000 customers
taking standalone broadband and telephony products and we see plenty of
scope for continued growth."A key factor in our performance is the bringing
together of content
and innovation to create an experience that customers are willing to
pay for. In an outstanding year on-screen, we have launched Sky
Atlantic HD and Sky Living HD, while extending our leadership in high
definition and 3D. Alongside great content, we are offering customers a
better viewing experience with our full video on demand service, Sky
Anytime+. Also, following the launch of Sky Go this month, all
customers can now watch live TV on the move as part of their
subscription."With a consistent strategy and a clear set of priorities, we
are well
positioned for the opportunities ahead as we enter the new financial
year. While we expect the environment to remain challenging, we will
continue to pursue a balanced approach to growth and returns, based on
sensible investment in areas of long-term advantage and a strong focus
on operational efficiency."


The business continues to perform well in what remains a challenging
consumer environment. We delivered good growth across our portfolio of
products, achieving total product growth of 784,000 for the quarter to
30 June 2011 ("the quarter") and reaching a total product base of
25.4million, an increase of 17% year on year.

At the same time, we continue to make progress in areas of long-term
advantage, developing our on-screen offering and innovating to add
value for customers. Our channel portfolio has been enhanced with the
launch of Sky Atlantic HD and Sky Living HD and the quality of our
content was recognised with six BAFTA nominations. Since full launch in
April, our video on demand service, Sky Anytime+, has made a strong
start with over 800,000 enabled users and the launch of Sky Go this
month gives all of our TV customers the opportunity to watch Sky
content on multiple devices at no extra cost.

Operational Performance

We have continued to deliver value for customers and, at a time when
household budgets are under pressure, our success in home
communications shows that customers are responding. In addition, we
have recently announced a price freeze for existing customers across
our television and home communications packages until at least
September 2012. The actions taken on costs and our progress made in
improving operational efficiency right across the business have given
us the flexibility to do this for customers at the right time in the
economic cycle.

Our approach to costs has allowed us to deploy more capital in areas
where our customers see most benefit.For example, by making our online
support environment more intuitive and accessible, we've driven a step
change in online traffic, reducing telephone contacts and freeing time
for contact centre advisors to deal with more complex customer issues.
That focus has resulted in fewer customer calls despite a growing
customer and product base while reducing cost and improving customer
satisfaction. Savings from call reduction are being redeployed to grow
our on-shore capability, enabling us to manage more customer service
queries in new contact centres such as those recently opened in
Stockport, Sheffield and the soon-to-open Newcastle hub.

Our single-minded customer focus is generating strong operational
results. TV additions for the quarter were 40,000, bringing the total
TV base to 10.187 million. Within this loyalty remained stable with
churn of 10.4% in the quarter and ARPU increased 6% to GBP539,
benefiting from a higher penetration of additional products. ARPU was
GBP5 lower than the previous quarter largely due to the unwinding of a
VAT benefit as a result of a reduction in the frequency of our customer

While product growth was broadly based, home communications performed
particularly well as more customers saved money by switching their
services to Sky. Net product additions across broadband, telephony and
line rental increased to 595,000 in the quarter, 27% higher than the
prior year. Within that, our standalone home communications products
have made good progress as we look to further leverage our fixed cost
network and grow our addressable customer base. Given the scale and
fixed cost nature of communications products, the contribution margin
we make on the standalone service is, in some cases, higher than that
on similar revenues derived from TV packages. We currently have 107,000
standalone home communications customers and, in total, we added over
420,000 new households in the year. In future, it is this measure -
total customers - that we will focus on in our reporting.

Our strong performance in home communications means the number of
customers choosing each of television, broadband and talk has grown by
37% on last year to 2.8 million customers, representing 27% penetration
of the base.

We have continued to extend our broadband network coverage, unbundling
385 additional exchanges in the year, increasing our footprint to
around 80% of households in the UK. At the same time, we are improving
the economics of our home communications business by migrating more
customers to our own network. We now have 1.7 million fully unbundled
customers, 51% of our broadband base.

We closed the quarter with more than 3.8 million high definition (HD)
customers, an increase of 30% on last year. In the context of
exceptionally strong growth in the prior year following the reduction
in the price of the HD box and the FIFA World Cup, net quarterly
additions were lower than the prior year at 136,000. As penetration of
HD-ready sets increases and our HD content offering continues to grow,
we see a significant opportunity to continue adding HD customers.


All of our channels have performed well in the quarter, and with our
increased investment in UK drama and comedy now reaching the screen, we
have a strong second half of 2011 ahead.

Our new channel Sky Atlantic HD has performed strongly since launch in
February with the standout show in the quarter being 'Game of Thrones'
which reached 4.4 million viewers in its first season. Sky 1 delivered
another good quarter with a strong performance from our UK commissioned
drama, 'The Runaway'. We will build on this success with our
forthcoming new slate of UK comedy this month with 'Trollied' starring
Jane Horrocks and continuing with 'Stella' from Ruth Jones later in the
year. Alongside these shows, we will also be showing some of the best
US content including the third season of the newly-acquired 'Glee' in
the autumn, and the new sci-fi action series 'Terra Nova' from Steven
Spielberg. Sky Living continues to perform well, with one in five Sky
customers now rating the channel amongst their favourites. The former
Sky 1 series, 'Bones' has made a successful transition to the channel
and other popular series such as 'Grey's Anatomy' and 'Criminal Minds'
have also attracted significantly higher audiences compared to last

Sky Sports achieved record audiences for last season's Premier League,
with an average audience of 1.4 million viewers per game, 11% higherthan
last year. Sky Sports also received record audiences for the US
Open Golf and we saw an excellent response to our coverage of The

We continue to make good progress in 3D, with our Sky 3D channel
winning a BAFTA award for Sir David Attenborough's 'Flying Monsters',
the first 3D programme ever to win a BAFTA award. Sky 3D also achieved
another first when it screened Matthew Bourne's production of 'Swan
Lake' in conjunction with Sky Arts, the first full-length ballet to be
shown in 3D. To support and facilitate further innovation and
development of 3D content we are today announcing the formation of a
new production company with Atlantic Productions, the producers of'Flying
Monsters', to develop original 3D programming for UK and
international audiences.

Looking ahead, we will continue to invest in our content proposition,
giving more people reasons to choose Sky. In line with this strategy,
we have announced plans to increase our investment in UK originated
content and production by more than 50% to GBP600 million in 2014. This
will include weekly, original British comedy in 2011, a threefold
increase in hours of original British drama and a tripling of our arts
programming budget.

Last month we achieved a significant milestone with the opening of our
new broadcast facility, Sky Studios. Sky Sports News has begun
broadcasting from the state-of-the-art facility which houses space for
eight studios as well as editing and post-production facilities.


We continue to innovate to add value for customers.

Sky Go launched in July for all customers and means they can access Sky
content on multiple devices at no extra cost. This will provide more
flexibility and convenience for customers to watch live TV on the move
via PCs, laptops, Macs, iPhones and iPads. Customers can register up to
two devices for Sky Go and have access to a range of channels,
including all five Sky Sports channels, in line with their TV

Our video on demand service, Sky Anytime+, has generated a strong
response since full launch in April, with more than 800,000 customers
enjoying the convenience and flexibility it offers. Anytime+ gives
customers access to TV box sets and over 600 movies, on demand, at no
extra cost. The service is supported by our state-of-the-art,
high-capacity broadband network and its connectivity to the HD box.
Customers with our unlimited broadband package also benefit from a
truly unlimited service, with no fair use policies, data caps or
traffic management.

We are progressing well with our technical integration of The Cloud,
ahead of launching our customer proposition later this year. We have
added to our existing high-quality Wi-Fi venues with the signing of
over 1,200 new sites including Virgin Active and Pizza Express.

The Bigger Picture

As part of our commitment to making a positive contribution to the
community, we delivered a number of initiatives this quarter through
our Bigger Picture programme.

In support of the arts, in April we launched a major new programme to
back new arts projects and emerging artists. The programme, Sky Arts
Ignition, represents an investment of over GBP1 million and will work
with six arts organisations, creating new works, as well as providing
five bursaries for young artists each year.

Our partnership with British Cycling is now in its third year and on
track towards our ambition of getting one million more people cycling
regularly by 2013. June saw the launch of a bigger and better summer of
cycling with 21 free Sky Ride events taking place across the country
for families and individuals of all ages and abilities.

In support of our partnership with WWF on the Sky Rainforest Rescue
campaign, we broadcast a week of environmental programming including
the specially commissioned series, 'Rooftop Rainforest', on Sky 1 HD.
Fundraising is on target with GBP1 million raised to date, which Sky is
matching pound for pound.


As we consistently execute our strategy, we have delivered strong
double-digit growth in each of adjusted revenue, operating profit,
earnings and cash flow.

For the twelve months ended 30 June 2011 ("the year") revenue increased
by 16% reflecting continued success in our multi-product strategy and
strong growth in other business lines. Adjusted operating profit was
23% higher, exceeding one billion for the first time. Our continued
focus on operational efficiency contributed to adjusted operating
margin expanding to 16.3% and record adjusted basic earnings per share
of 41.6 pence. Adjusted free cash flow increased by 51% as we once
again efficiently converted profit to cash.

Unless otherwise stated, all figures and growth rates exclude
exceptional items and are from continuing operations (including Living
TV in the current year and excluding Easynet). The results for the year
include the acquisition of Living TV, which completed on 12 July 2010,
and contributed GBP107 million in revenue and GBP82 million of costs.


Group revenue increased to GBP6,597 million (2010: GBP5,709 million), up
16% year on year and benefitting from the broadly based growth
delivered this year.

Retail subscription revenue increased by 15%, to GBP5,455 million (2010:
GBP4,761 million), reflecting the success in our multi-product strategy
and a larger customer base.

Wholesale subscription revenue increased by GBP85 million to GBP323
million (2010: GBP238 million) following our acquisition of Living TV
and a higher number of wholesale customers paying for our premium channels.

Our advertising business has performed particularly strongly,
increasing our estimated share of the TV advertising sector by four
percentage points to 20%. Revenue for the year was 35% higher at GBP458
million (2010: GBP340 million), as we benefited from the consolidation
of the sale of airtime on Living TV. Advertising revenue now includes
revenue related to our online properties and Sky Magazine; of which
GBP19 million (2010: GBP21 million) was reclassified from other revenue.

Installation, hardware and service revenue was GBP112 million (2010: GBP
174 million), reflecting our decision to lower the retail price of our
Sky+HD box last year.

Other revenue of GBP249 million (2010: GBP196 million) was 27% higher
year on year. This increase includes revenue from the sale of set-top
boxes to Sky Italia in the fourth quarter, the cost associated with the
boxes are included in subscriber management and supply chain costs.

Direct Costs

Direct costs were higher compared to the prior year as we increased our
on-screen investment and more customers choose our home communication

Programming costs were 15% higher at GBP2,188 million (2010: GBP1,902
million) reflecting our strategy to bring TV customers more high
quality content. Entertainment costs increased as we launched Sky
Atlantic HD in February and continued to invest in British drama and
comedy on Sky 1 HD and Sky Living HD. We had a full year of sport with
additional content including the fifth pack of live Premier League
matches, the US Masters, the Ashes in Australia and the Ryder Cup.
Third party channel costs were broadly level with additional cost
relating to more third party HD channels on the platform offset by
carriage fee savings upon consolidation of the Living TV channels.

Direct network costs increased to GBP584 million (2010: GBP440 million)
as a result of our customers taking 9.1 million home communication
products from us, 37% more than a year ago. Higher volumes have been
partially offset by a higher proportion of fully unbundled customers
leading to lower monthly payments.

Other Operating Costs

Marketing costs (excluding exceptional items) increased by GBP105
million to GBP1,220 million (2010: GBP1,115 million). The cost to
acquire a new television subscriber ("SAC") was GBP376 as every single
customer joining received our Sky+HD set-top box, and the launch of the
Anytime+ service resulted in longer install visits.

Subscriber management and supply chain costs (excluding exceptional
items) were GBP21 million lower at GBP596 million (2010: GBP617 million)
as we benefited from our operational efficiency programmes to reduce
costs in our supply chain and contact centres. This was partially
offset by the cost of set-top boxes sold to Sky Italia in the fourth
quarter, the revenue for which can be found in other revenue.

Transmission, technology and fixed network costs increased by GBP88
million to GBP395 million (2010: GBP307 million). The increase relates
to higher network costs as we gain scale in our fixed line business and
includes costs for network services previously accounted for within the
Group by Easynet.

Administration costs (excluding exceptional items) were GBP541 million
(2010: GBP456 million), reflecting a higher non-cash IFRS 2 'Share-based
payment' charge and associated National Insurance costs, and the
acquisition of Living TV. The IFRS 2 charge and related National
Insurance costs were GBP86 million, up GBP41 million on the prior year
as a result of the phasing of our share-incentive plans and a higher
share price throughout the year.


Adjusted profit before tax from continuing operations of GBP987 million
(2010: GBP769 million) includes the Group's share of results of joint
ventures and associates of GBP34 million (2010: GBP29 million), which is
led by a strong portfolio of channel brands such as National
Geographic, History and Nickelodeon. A net interest charge of GBP120
million (2010: GBP132 million) is also included.

Adjusted taxation from continuing operations for the period was GBP262
million (2010: GBP209 million). The full year adjusted effective tax
rate on continuing operations was 27% (2010: 27%), with the reduced
rate of corporation tax announced in the budget statement on 23 March
2011 having only a modest positive impact in the current year.

Adjusted profit for the period from continuing operations was GBP725
million (2010: GBP560 million), generating adjusted basic earnings per
share of 41.6 pence (2010: 32.1 pence).

Reported profit for the period from continuing operations was GBP758
million (2010: GBP896 million), generating reported basic earnings per
share from continuing operations of 43.5 pence (2010: 51.4 pence).
Reported profit for the period including discontinued operations was
GBP810 million (2010: GBP878 million) resulting in reported basic
earnings per share of 46.5 pence (2010: 50.4 pence).

Cash Flow and Financial Position

Adjusted free cash flow increased by 51% to GBP869 million (2010: GBP577
million) reflecting 19% growth in adjusted EBITDA, flat capital
expenditure, lower tax and interest payments than the prior year, and a
strong working capital position. See Appendix 3 for details of
adjusting items.

Capital expenditure was GBP423 million (2010: GBP429 million), in line
with our guidance of around 6.5% of revenue. Major items of expenditure
in the period included the technical fit-out of our new broadcast
facility and continued exchange rollout programme to increase the
footprint of our fixed line communications network.

Strong cash generation during the year has contributed to the reduction
in net debt of GBP326 million to GBP750 million (2010: GBP1,076
million). For a reconciliation of net debt see Appendix 3.

The combination of falling net debt and higher EBITDA over the past 12
months has reduced the Group's net debt to adjusted EBITDA ratio.
Rating agencies often make adjustments to EBITDA and net debt when
assessing credit ratings and Standard & Poors (S&P), for example,
calculated an adjusted ratio of 1.4x as at 30 June 2010. The main
adjustments that S&P make to our reported numbers are to add share
based compensation back to EBITDA and to treat operating lease and
transponder capacity commitments (approximately GBP650 million in total)
as debt-like items. We estimate as at 30 June 2011 the S&P adjusted
ratio of net debt to EBITDA would be 1.0x.

It remains the overall financial policy of the Board to maintain an
efficient capital structure and a strong BBB+ credit rating, allowing
sufficient financial flexibility to create additional value for
shareholders via on-going organic investment, disciplined and selective
acquisitions, maintaining the Company's ordinary dividend and returns
to shareholders.

The Group's liquidity and headroom are comfortable with no bond
redemptions falling due until October 2015 when GBP428 million falls
due. As at the end of the year, cash and cash equivalents and short-term
deposits were GBP1,351 million. However, this is ahead of substantial
outflows (estimated at c.GBP330 million) associated with rights payments
in July and August 2011.

Exceptional Items

Reported operating profit from continuing operations of GBP1,073 million
includes GBP26 million of restructuring costs from Living TV and costs
of GBP15 million relating to the News Corporation proposal, both within
administration costs. Within marketing costs there is an exceptional
gain of GBP41 million relating to the recovery of duty arising on
set-top boxes imported prior to this fiscal year.

In the prior year, reported operating profit from continuing operations
of GBP1,113 million included litigation settlement income of GBP269
million relating to our claim against EDS, along with GBP5 million from
the ancellation of accounts payable on settlement of the claim and legal
costs of GBP1 million. GBP32 million relating to a restructuring
exercise was also included.

Reported profit after tax includes a GBP42 million exceptional gain
(2010: GBP180 million gain), of which GBP18 million are mark-to-market
gains relating to derivative financial instruments not qualifying for
hedge accounting and gains and losses arising from designated fair
value hedge accounting relationships (2010: GBP13 million gain), GBP9
million relating to the profit on sale of our stake in Shine and a GBP15
million tax credit following the settlement of a pre-acquisition tax
issue relating to the Easynet networks business retained by Sky.

Exceptional items in the prior year also included investment income
relating to our litigation settlement with EDS of GBP49 million, GBP115
million relating to the sale of ITV shares and the receipt of GBP3
million on closure of a joint venture.

The related tax effects on the above items results in a GBP9 million
charge (2010: GBP85 million charge).

Distributions to Shareholders

The Directors propose an increase of 20% in the full year dividend to
23.3 pence, continuing our track record of dividend growth. On this
basis, the total cash amount of dividends paid in respect of this
fiscal year will be GBP405 million; of which the final dividend accounts
for GBP253 million.

The ex-dividend date will be 16 November 2011 and, subject to
shareholder approval at the Annual General Meeting to be held on 29
November 2011, the final dividend of 14.54 pence will be paid on 9
December 2011 to shareholders appearing on the register at the close of
business on 18 November 2011.

Today, the Company has announced that it intends to seek the necessary
approvals to return GBP750 million of capital to shareholders via a
share buy-back programme. Shareholder approvals will be sought at the
Company's AGM on 29 November 2011. The Company has entered into an
agreement with News Corporation under which, following any market
purchases of shares by the Company, News Corporation will sell to the
Company sufficient shares to maintain its percentage shareholding at
the same level as applied prior to those market purchases. The price
payable to News Corporation will be the price payable by the Company in
respect of the relevant market purchases. The agreement is conditional
on the appropriate shareholder approvals being granted. The effect of
the agreement is to provide that there will be no change in News
Corporation's economic or voting interests in the Company as a result
of the share buy-back programme.

The Board considers that an on-market share repurchase programme is a
flexible, equitable and tax-efficient means by which to make
distributions to shareholders which are incremental to the ordinary


News Corporation Proposal

On 13 July 2011 News Corporation announced that it no longer intends to
make an offer for the entire issued and to be issued share capital of
BSkyB not already owned by News Corporation. A break fee of GBP38.5
million has now been received and will exceed all of the Group's direct
costs associated with the News Corporation proposal.


Following the withdrawal of the News Corporation proposal, the Board
will return to normal processes. James Murdoch remains Chairman.
Nicholas Ferguson will continue as Deputy Chairman and Senior
Independent Director. All Directors will stand annually for re-election
at the AGM in line with best practice. As previously communicated to
shareholders, some Directors had their terms extended due solely to the
News Corporation proposal to ensure sufficient continuity and stability
during the period. The Board is putting in place an orderly programme
for replacing members of the Board of Directors as they retire. It is
the intention that Allan Leighton and David Evans retire at this year's

Atlantic Productions

British Sky Broadcasting Limited and Atlantic Holdings Limited (AHL)
today announced the creation of a new production company, Colossus
Productions Limited (Colossus), to develop original 3D programming for
both UK and international audiences.

Sky has entered a commissioning agreement with Colossus and will hold a
20% stake in Colossus. AHL is the holding company of Atlantic
Productions Limited, the creative force behind Sky 3D's BAFTA
award-winning Flying Monsters 3D and one of the world's leading factual
production companies whose award winning television and theatrical
films have been seen around the world.

Gross assets of Colossus subject to this transaction were nil.



Lang Messer Tel: 020 7032 2657
Chris Wiles Tel: 020 7032 2654


Robert Fraser  Tel: 020 7705 3000
Stephen Gaynor Tel: 020 7705 3000

There will be a presentation to analysts and investors at 09.00 a.m.
(BST) today. Participants must register by contacting Yasmin
Charabatior Alastair Elwen on +44 20 7251 3801 or at . In addition, a live webcast of this presentation to
UK/European analysts and investors will be available via  and subsequently available for replay.

There will be a separate conference call for US analysts and investors
at 10.00 a.m. (EST). To register for this please contact Dana Diver at
Taylor Rafferty on +1 212 889 4350. Alternatively you may register
online at . A live webcast
of this presentation will be available today on Sky's corporate
website, which can be found at .

An interview with Jeremy Darroch, CEO, and Andrew Griffith, CFO, in
audio/video and transcript is available at .

Use of measures not defined under IFRS

This press release contains certain information on the Group's
financial position, results and cash flows that have been derived from
measures calculated in accordance with IFRS. This information should
not be read in isolation from the related IFRS measures.

Forward looking statements

This document contains certain forward looking statements with respect
tothe Group'sfinancial condition, results of operations and business,
and management's strategy, plans and objectives for the Group. These
statements include, without limitation, those that express forecasts,
expectations and projections with respect to the potential for growth
of free-to-air and pay-TV, fixed line telephony, broadband and
bandwidth requirements, advertising growth, DTH subscriber growth,
Multiroom, Sky+, Sky+HD and other services penetration, churn, DTH and
other revenue, ARPU, profitability and margin growth, cash flow
generation, programming costs, subscriber management and supply chain
costs, administration and other costs, marketing expenditure, capital
expenditure programmes, liquidity and proposals for returning capital
to shareholders.

Although the Company believes that the expectations reflected in such
forward looking statements are reasonable, these statements are not
guarantees of future performance and are subject to risks,
uncertainties and other factors, some of which are beyond our control,
are difficult to predict and could cause actual results to differ
materially from those expressed or implied or forecast in the forward
looking statements. Information on the significant risks and
uncertainties are described in the "Principal risks and uncertainties"
section of Sky's Annual Report for the full year ended 30 June 2010 (as
updated in Sky's results for the six months ended 31 December 2010).
Copies of the Annual Report and 31 December 2010 results are available
from the British Sky Broadcasting Group plc web page at .

All forward looking statements in this document are based on
information known to the Group on the date hereof. The Group undertakes
no obligation publicly to update or revise any forward looking
statements, whether as a result of new information, future events or

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