Sec Form 4 Filing - SISKIND ARTHUR M @ TWENTY-FIRST CENTURY FOX, INC. - 2014-08-15

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person SISKIND ARTHUR M 2. Issuer Name and Ticker or Trading Symbol TWENTY-FIRST CENTURY FOX, INC. [ FOX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner _____ Officer (give title below) X __ Other (specify below) Director Emeritus (Last) (First) (Middle) C/O TWENTY-FIRST CENTURY FOX, INC., 1211 AVENUE OF THE AMERICAS 3. Date of Earliest Transaction (MM/DD/YY) 08/15/2014 (Street) NEW YORK, NY10036 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class A Common Stock 08/15/2014 M 21,565 A 32,725 D Class A Common Stock 08/15/2014 F 8,382 D $ 35.76 24,343 D Class A Common Stock 08/15/2014 D 13,183 D $ 35.76 11,160 D Class A Common Stock 08/15/2014 M 74,307 A 85,467 D Class A Common Stock 08/15/2014 F 40,543 D $ 35.76 44,924 D Class A Common Stock 08/15/2014 D 33,764 D $ 35.76 11,160 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Cash-settled restricted share units ( 3 ) 08/15/2014 M 21,565 ( 4 ) 08/15/2014 08/15/2014 Class A Common Stock 21,565 ( 1 ) 0 D Cash-settled performance share units ( 3 ) 08/15/2014 M 74,307 ( 5 ) 08/15/2014 08/15/2014 Class A Common Stock 74,307 ( 2 ) 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other SISKIND ARTHUR M C/O TWENTY-FIRST CENTURY FOX, INC. 1211 AVENUE OF THE AMERICAS NEW YORK, NY10036 Director Emeritus Signatures /s/ Laura A. Cleveland as Attorney-in-Fact for Arthur M. Siskind 08/15/2014 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The cash-settled restricted share units were deemed to have settled for an equivalent number of shares of Twenty-First Century Fox, Inc.'s Class A Common Stock. ( 2 )The cash-settled performance share units were deemed to have settled for an equivalent number of shares of Twenty-First Century Fox, Inc.'s Class A Common Stock. ( 3 )1 - for - 1 ( 4 )The number of cash-settled restricted share units reported herein was adjusted in connection with the separation (the "Separation") of News Corporation from Twenty-First Century Fox, Inc. on June 28, 2013. The adjustment was based on the ratio (the "Conversion Ratio") of the pre-Separation closing price on June 28, 2013 of Twenty-First Century Fox, Inc.'s Class A common stock and the volume-weighted average price of Twenty-First Century Fox, Inc. Class A common stock on July 1, 2013. ( 5 )The cash-settled performance share units were granted to the Reporting Person after the achievement of pre-determined performance measures over the three-year performance period. The number of cash-settled performance share units reported herein was adjusted in connection with the Separation. The adjustment was based on the Conversion Ratio.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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