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Leslie Moonves Departs as Chairman and CEO; Joseph Ianniello, COO, Appointed President and Acting CEO

Six New Independent Directors Elected to the Board; Five Independent Directors and One NAI-Affiliated Director Step Down

Settlement with National Amusements Enhances Opportunity to Create Value for CBS Shareholders

NEW YORK – Sept. 9, 2018 – CBS Corporation (NYSE: CBS.A and CBS) (“CBS” or “the Company”) today announced a settlement agreement with National Amusements, Inc. (“NAI”), members of the CBS Board of Directors, and related parties. Under the terms of the settlement, which have been approved by the Boards of Directors of CBS and NAI, the parties agreed to dismiss their pending litigation in Delaware. The full Board of CBS (following the unanimous recommendation of the Special Committee of the Board) has unanimously rescinded the previously announced Class A share dividend, and NAI has amended the Bylaws to undo the previous amendments that it adopted following filing of the Delaware litigation.

Concurrently with the settlement, Leslie Moonves will depart as Chairman, President and Chief Executive Officer effective immediately. Chief Operating Officer Joseph Ianniello will serve as President and Acting CEO while the Board conducts a search for a permanent successor. Mr. Ianniello, who joined the Company in 2005, has been COO of CBS since June 2013. The Chairman position will remain open pending the appointment of a permanent CEO.

Moonves and CBS will donate $20 million to one or more organizations that support the #MeToo movement and equality for women in the workplace. The donation, which will be made immediately, has been deducted from any severance benefits that may be due Moonves following the Board’s ongoing independent investigation led by Covington & Burling and Debevoise & Plimpton. Moonves will not receive any severance benefits at this time (other than certain fully accrued and vested compensation and benefits); any payments to be made in the future will depend upon the results of the independent investigation and subsequent Board evaluation.

In keeping with CBS’ and NAI’s commitment to Board independence, five current independent directors and one NAI-affiliated director have stepped down from the Board, and six new independent directors have been elected to the Board. The ongoing members of the Nominating and Governance Committee have endorsed the new independent directors. The new Board will be comprised of 11 independent directors and 2 NAI-affiliated directors.

In addition, NAI confirmed that it has no plans to propose a merger of CBS and Viacom and has agreed that it will make no such proposal for at least two years after the date of the settlement. NAI reaffirmed that it will give good faith consideration to any business combination transaction or other strategic alternative that the independent directors believe are in the best interests of the Company and its stockholders.

Vice Chair Shari Redstone said, “CBS is an organization of talented and dedicated people who have created one of the most successful media companies in the world. Today’s resolution will benefit all shareholders, allowing us to focus on the business of running CBS – and transforming it for the future. We are confident in Joe’s ability to serve as acting CEO and delighted to welcome our new directors, who bring valuable and diverse expertise and a strong commitment to corporate governance.”

Lead Independent Director Bruce Gordon said, “We thank Les for his 24 years of service. Among his achievements, he established a strong management team, giving us great confidence as we accelerate our succession plans and provide continuity of leadership. This agreement maintains an independent Board that is charged with determining the best course for the future of CBS on behalf of all shareholders.”

Gordon thanked the outgoing directors for their service: “They have devoted many valuable hours looking out for the best interests of this company, which has achieved industry-leading performance during their tenure. I welcome the new directors, who bring superb expertise, competence and diversity of perspective.”

The six new independent Board members are: Candace Beinecke, Barbara Byrne, Brian Goldner, Richard D. Parsons, Susan Schuman and Strauss Zelnick. The following independent directors will remain on the board in addition to Gordon: William Cohen, Gary Countryman, Linda Griego and Martha Minow. On behalf of NAI, in addition to Redstone, Robert Klieger remains on the board.

Additional details about the settlement agreement and the agreement with Moonves will be included in a CBS Corporation 8-K filing.

The Board will schedule the Company’s Annual Meeting of Shareholders for no later than Nov. 30, 2018.

About CBS Corporation:

CBS Corporation (NYSE:CBS.A and CBS) is a mass media company that creates and distributes industry-leading content across a variety of platforms to audiences around the world. The Company has businesses with origins that date back to the dawn of the broadcasting age as well as new ventures that operate on the leading edge of media. CBS owns the most-watched television network in the U.S. and one of the world’s largest libraries of entertainment content, making its brand — “the Eye” — one of the most-recognized in business. The Company’s operations span virtually every field of media and entertainment, including cable, publishing, local TV, film, and interactive and socially responsible media. CBS’ businesses include CBS Television Network, The CW (a joint venture between CBS Corporation and Warner Bros. Entertainment), Network Ten Australia, CBS Television Studios, CBS Studios International, CBS Television Distribution, CBS Consumer Products, CBS Home Entertainment, CBS Interactive, CBS Films, Showtime Networks, CBS Sports Network, Pop (a joint venture between CBS Corporation and Lionsgate), Smithsonian Networks, Simon & Schuster, CBS Television Stations, CBS EcoMedia, and CBS Experiences. For more information, go to www.cbscorporation.com.

About National Amusements, Inc.:

National Amusements, Inc., is a world leader in the motion picture exhibition industry operating more than 950 movie screens in the U.S., U.K. and Latin America. National Amusements delivers a superior entertainment experience in theatres around the world under its Showcase, Cinema de Lux, Multiplex, SuperLux and UCI brands. Based in Norwood, Massachusetts, National Amusements is a closely held company operating under the third generation of leadership by the Redstone family. National Amusements is the parent company of both Viacom and CBS Corporation. National Amusements, directly and through subsidiaries, holds approximately 79.8% of the Class A (voting) common stock of Viacom Inc., constituting 10% of the overall equity of the Company. National Amusements, directly and through subsidiaries, also holds approximately 79.6% of the Class A (voting) common stock of CBS Corporation and approximately 9.5% of the Class A common stock and Class B (non-voting) common stock on a combined basis.

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Executive Editor In Chief, Director of Public/Media Relations & Community Affairs, Sales, Reporter, Webmaster & Graphic Designer Specialist. Esteban A. Escobar (born in El Salvador, Central America on September 6th and U.S. Naturalized on May 20, 2015) is a multi-award winning American journalist, reporter, editor, columnist, writer, producer, director, publicist, radio personality, entrepreneur, accounts receivable specialist, humanitarian and philanthropist. Steven Escobar started Diversity News Publications when he saw the word Diversity in an office and it’s meaning, he them decided to call his company Diversity News Publications and started branding the name Diversity News. Steven Escobar goal is to promote and raise awareness of Diversity and Inclusion. For those reasons Steven Escobar is known as the man from Diversity. Esteban is known as Steven Escobar. 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Some of them are the 2009 Outstanding Emmy Awards Nominees, 2010 American Music Awards, 2011 American Music Awards, 69th Annual Golden Globe Awards Nominees Announcement, 43rd NAACP Image Awards, 44th NAACP Image Awards, 12th Annual Latin Grammys Nominees Announcement, 2012 NCLR ALMA Awards, the Hollywood Christmas Parade, the 2014 Golden Globe Awards, 2015 LA Times/Hoy Awards, 2016 NBC The Voice Season 11 finale, 2017 She Rocks Awards, 48th NAACP Image Awards Nominees’ Luncheon Kick-Off Celebration, 2017 Writers Guild Awards, 27th Annual Night of 100 Stars Academy Awards Viewing Gala, and many more. Steven Escobar also gives back to the community by helping charities. From 2003 to the present, he has been raising money and awareness for AIDS Walk LA benefiting AIDS Project Los Angeles now known as AIDS Project Los Angeles Health through team Diversity News 3960. Also in 2011 Steven Escobar raised money for The Life Group LA. 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Mirisch: The Diversity Award Certificate of Recognition from the City of Beverly Hills Mayor and City Council, and the County of Los Angeles by the Board of Supervisors of the County of Los Angeles and City of Los Angeles Certificate of Recognition signed by the Mayor of Los Angeles Eric Garcetti for his participation and contributions to the Multicultural Motion Picture Association (MMPA). On 7-23-2014, Esteban Steven Escobar’s publication Diversity News Magazine by Steven Escobar was nominated for The 2014 LGBT Hero Awards as Online Magazine of the Year 2014. Also on November 22, 2014 Steven Escobar received a Certificate of Appreciation for his publication Diversity News Magazine from the City of Los Angeles Mayor Eric Garcetti for the contribution and help to the 26th Annual Miss Asia USA and Mrs. Asia USA Cultural Pageants held at Redondo Beach Performing Arts Center in Redondo Beach, CA. On January 20, 2015, Steven Escobar @DiversityNewsEE received a 2015 Nomination for Shorty Award in #category as Blogger even though he do not consider himself a blogger. On June 2015 Steven Escobar received Certificate of Appreciation to him and Diversity News Magazine as well Diversity News Publications for over a decade of contribution to Southern California especially the City of Los Angeles from Tom LaBonge, Councilmember, 4th District and Herb J. Wesson, Jr., President, L.A. City Council. On May 10, 2015, Steven Escobar received a trophy from Samira’s TV Show for Excellence in Journalism. On 6-4-2016, Steven Escobar was selected to be one of the distinguish and celebrity judges for Miss/Mrs Perfect Lady USA 2016. Steven Escobar founded on April 2016, via Diversity News Productions Diversity Pageants in response to the controversy of no Diversity and Inclusive included in many entertainment award shows, television roles, modeling, media, government roles, movies roles and music, etc. Steven Escobar is the founder, CEO, President & Executive Producer of Diversity Pageants at Diversity News Productions. On November 5, 2016, Steven Escobar from Diversity News Productions received a congratulations letter and Recognition Certificates from the City of West Hollywood Mayor Lauren Meister and Council! Also on November 5, 2016, he received a congratulations letter and Certificate of Recognition from Assemblymember Adrin Nazarian Representing the 46th California Assembly District. Steven Escobar has been in the USA since 1989. He study at Virgil Junior High School, Mary M. Bethune Junior High School and graduated from Ulysses S. Grant High School in 1994. Steven Escobar also attended Los Angeles City College and Los Angeles Trade Tech College to study journalism. Steven Escobar has 2 sisters and 2 half brothers and a mother. Steven Escobar currently resides in Los Angeles County in the city of Hollywood, CA. For more information visit http://www.stevenescobar.diversitynewspublications.com, http://www.imdb.me/officialestebanstevenescobar or http://www.stevenescobar.blogspot.com