Walt Disney has increased its bid for Twenty-First Century Fox’s film and television assets to $71.3 billion, beating $65 billion offer from Comcast.

The new cash-or-stock deal may be attractive to Fox’s largest shareholder, Rupert Murdoch, who owns 17 percent voting shares along with his family. The Murdochs face a large capital gains tax bill under Comcast’s all-cash offer. Disney’s previous offer was all stock, Reuters reported.

Fox’s board of directors said Disney’s latest offer was superior to the proposal made by Comcast and would create one of the greatest, most innovative companies in the world.

Disney and Comcast want to expand their own entertainment businesses with Fox’s TV shows and movie franchises, like the X-Men superheroes and The Simpsons, to compete with fast-growing digital rivals Netflix and Amazon.com.

Fox’s overseas media companies Star India and European pay TV company Sky TV appeal to Disney and Comcast for growing in international markets.

Walt Disney is close to winning approval from U.S. antitrust regulators for its $71.3 billion bid for the bulk of Twenty-First Century Fox’s media assets, Bloomberg reported. The report said the Justice Department is set to approve the deal in as soon as two weeks.

Comcast is yet to respond to the increased offer from Walt Disney.