Dow Jones, News Corp. near editorial deal

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NEW YORK -- Advisers to Rupert Murdoch's News Corp. and Dow Jones & Co. Inc. could reach a pact on editorial independence as early as Monday, a source familiar with the situation said, heightening expectations a takeover deal could soon be reached.

A pact to protect the journalistic integrity is seen as the biggest hurdle to Murdoch's unsolicited $5 billion offer to buy the publisher of the venerable Wall Street Journal newspaper and owner of the Dow Jones Newswires.

Advisers for the companies met through the weekend and might be close to an agreement on editorial independence and integrity, the source said.

Dow Jones was discussing the proposal with members of the Bancroft family, the company's controlling shareholders, a separate source said.

Talks have accelerated since Dow Jones' board of directors agreed last week to take over negotiations with Murdoch, on concerns that Murdoch could withdraw the bid because the Bancrofts were taking too long to deliberate.

Some three dozen members of the Bancroft family control Dow Jones through ownership of 64% of the voting shares.

News of the discussions were reported Monday by the Wall Street Journal and the New York Times. Both reports said an initial agreement on journalistic independence did not mean the Dow Jones board or the Bancroft family would approve the arrangement.

Price could be another sticking point. Murdoch's $60-per- share offer represents a 65% premium. Dow Jones shares fell nearly 2% to $57.72 on Monday. News Corp. shares rose 39 cents, or 1.85%, to $22 on the New York Stock Exchange.

News Corp. declined comment. Dow Jones was not reachable. Reuters competes with Dow Jones on financial news reporting.
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