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Exhibit 1


ITEM 1

CANWEST GLOBAL COMMUNICATIONS CORP.

ANNUAL INFORMATION FORM

November 27, 2002

Forward Looking Statements: This document contains certain forward-looking
statements within the meaning of Section 27A
of the U.S. Securities Act of 1933 and Section 21E of the U.S. Securities
Exchange Act of 1934, which statements can be
identified by the use of forward looking terminology, such as may, will,
expect, anticipate, estimate, plans or
continue or the negative thereof or other variations thereof or comparable
terminology referring to future events or results.
CanWests actual results could differ materially from those anticipated in
these forward-looking statements as a result of
numerous factors, including the existence and timing of acquisition and
expansion opportunities, broadcast television
audience levels and general economic conditions in the markets in which CanWest
operates, any of which could cause
actual results to vary materially from current or anticipated future results
referred to in forward-looking statements. CanWest
assumes no obligation to update the information contained in this document.

ITEM 2: INCORPORATION

CanWest Global Communications Corp. (the Company) was incorporated as Keigwin
Investments Limited under the laws of the
Province of Ontario on June 14, 1979. The Companys name was changed to
CanWest Communications Enterprises, Inc. by articles
of amendment dated April 16, 1985 and continued under the laws of the Province
of Manitoba by articles of continuance dated May 27,
1986. By articles of amendment dated September 19, 1990 the Companys name was
changed to CanWest Global Communications
Corp. and by articles of continuance dated July 25, 1991 the Company was
continued under the laws of Canada.

The Companys articles have been changed from time to time to make certain
changes including changes to its share structure. The
Companys authorized capital currently consists of an unlimited number of
Preference Shares, issuable in series, an unlimited number
of Multiple Voting Shares, an unlimited number of Subordinate Voting Shares and
an unlimited number of Non-Voting Shares. On
August 16, 1991 all of the outstanding common shares of the Company were
subdivided on a four-for-one basis and such subdivided
shares were re-classified into Multiple Voting Shares. In October 1991 the
Company completed an initial
public offering of units
consisting of Subordinate Voting Shares and Subordinate Voting Share Purchase
Warrants. The Subordinate Voting Share Purchase
Warrants expired April 1994. Substantially all of the Share Purchase Warrants
were exercised on or before the expiry date. In
February 1995 all of the outstanding Multiple Voting Shares and Subordinate
Voting Shares were subdivided on a two-for-one basis.
In May 1996, a 12.267% stock dividend was paid in Subordinate Voting Shares on
all of the outstanding Multiple Voting Shares and
Subordinate Voting Shares. In June 1996, the Company created and completed a
public offering of Non-Voting Shares. In July 1996
all of the outstanding Multiple Voting Shares, Subordinate Voting Shares and
Non-Voting Shares were subdivided on a three-for-one
basis. In September 2000, a 1.24% stock dividend was paid in Subordinate Voting
Shares and Non-Voting shares on all of the
outstanding Multiple Voting Shares, Subordinate Voting Shares and Non-Voting
Shares. In November, 2000, the Company issued
Non-Voting Shares and Series 1 Preference Shares as partial consideration for
the acquisition of certain publishing properties of
Hollinger Inc. (Hollinger), and in May, 2001 the Company issued 21,783 Series
2 Preference Shares as consideration for the
acquisition of a minority interest in certain broadcasting properties.

The Companys corporate and principal office is the 31st Floor TD Centre, 201
Portage Avenue, Winnipeg, Manitoba, R3B 3L7.
References to CanWest include the Company and its subsidiaries.

The following chart illustrates the relationship of the Company to its
principal subsidiaries and indicates each companys respective
jurisdiction of incorporation and the percentage of voting securities held by
each companys parent company:

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(FLOWCHART)



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|(1) |  | Owned indirectly through CanWest Irish Holdings (Barbados) Inc.                                                               
|--- |  | ------------------------------------------------------------------------------------------------------------------------------
|   
|(2) |  | 50% owned indirectly through CanWest International Investments (Luxembourg) S.A. (International Investments).               
|   
|(3) |  | The Company owns 15% of the voting stock and 100% of the subordinated debentures indirectly through International Investments.
|   
|(4) |  | Owned indirectly through International Investments.                                                                           

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Ownership Interests

CanWest is an international media company with interests in broadcast
television, newspapers, radio, specialty cable channels and
Internet websites in Canada, Australia, New Zealand, the Republic of Ireland
and Northern Ireland.

Canada

Through its 100% ownership of Global Television Network Inc. (GTNI), the
Company owns 100% of Global Communications Limited
(GCL). GCL owns and operates 16 Canadian television stations, eleven of
which comprise the Global Television Network (Global
Television). Of the remaining stations, three comprise the Companys CH
network and two are affiliated with another network.

In addition to the conventional free-to-air television stations, GCL owns
Global Prime, a specialty television channel, and GTNI has
varying interests in six partnerships which own and operate digital specialty
television channels as follows: Lonestar (100%); DejaView
(100%); Fox Sports World Canada (100%); Xtreme Sports (100%); mentv (49%); and
Mystery TV (45.05%). The Company owns
100% of CanWest Entertainment Inc., which owns and operates Fireworks
Entertainment Inc. (Fireworks). Based in Toronto,
Fireworks is engaged in the distribution, production and financing of
television programs and feature films.

GCL owns and operates, through wholly-owned subsidiaries, 16
daily metropolitan Canadian newspapers, several non-daily
newspaper and other publications businesses, and The National Post Company
which produces the National Post, a Canadian daily
national newspaper. See General Development of the Business  Other Recent
Developments  Acquisition of CanWest Publications.

GCL also owns 100% of canada.com New Media Inc., which owns and operates
canada.com, a full-service Internet portal and a
number of websites affiliated with the Companys media properties.
Additionally, the Companys electronic publishing arm consists of
FP Data and Infomart.

Australia

CanWest owns a 57.5% economic interest in Network TEN. The Company owns
68,249,990 of the 455,000,000 outstanding ordinary
shares of Network TEN, which represents an approximate 15% voting interest (the
maximum amount that any one foreign person may
own in an Australian commercial television network under present Australian
law). The Company also owns all of the subordinated
debentures and convertible debentures of Network TEN in the principal amounts
of A$45.5 million and A$45,500 respectively, which,
together with the ordinary shares, represent a 57.5% economic interest in
Network TEN.

The subordinated debentures mature in December 2042 and are subordinated to all
secured and unsecured obligations of Network
TEN but rank equally with the ordinary shares unless held by a foreign
person, such as CanWest, in which case there is no
entitlement to any distribution upon a liquidation or winding-up of Network TEN
if such distribution would violate the Broadcast Services
Act of Australia (BSA). A distribution to CanWest in respect of its
subordinated debentures upon the liquidation or winding-up of
Network TEN would violate the current provisions of the BSA. The subordinated
debentures bear interest in accordance with a formula
that provides for annual interest payments calculated by reference to the
amount distributed to the holders of ordinary shares. The
combination of ordinary shares and subordinated debentures held by CanWest
yield distributions equivalent to approximately 57.5% of
all distributions paid to Network TEN security holders.

CanWest owns all of Network TENs 455,000 outstanding convertible debentures
that mature in December 2037, which are convertible
into an aggregate of 455,000,000 ordinary shares (which would represent 50% of
the fully diluted ordinary shares) upon payment by
the Company of an aggregate of A$45.5 million. Under current regulations with
respect to foreign ownership in Australia, the
Company cannot exercise the conversion privilege. The convertible debentures,
however, could be sold to a qualified Australian
purchaser that could, subject to compliance with Australian ownership
regulations, convert them.

In April 1998, Ten Network Holdings Limited (Ten Holdings) was formed. Ten
Holdings is a special purpose company, which has
been incorporated to be the publicly listed holding company of Network TEN and
is essentially a see through investment into Network
TEN. Its business has been substantially constrained to the holding of Network
TEN shares and other Network TEN securities. Its
constitution requires it to retain its investment in Network TEN and its
special purpose nature. To protect this structure, certain
fundamental provisions of its Memorandum and Articles of Association may only
be changed by a Special Majority Resolution of its
shareholders, representing at least 90% of all of the votes entitled to be
cast.

Ten Holdings has entered into certain Exchange Deeds with CanWest whereby,
subject to prevailing legal constraints, CanWest may
exchange securities it holds in Network TEN for treasury shares of Ten
Holdings.

Further, CanWest and Ten Holdings have entered into an agreement whereby Ten
Holdings will grant, subject to the approval of the
Treasurer of Australia and the passing of a Special Resolution by Ten Holdings,
a first right of offer to the holders of the convertible
debentures, or their nominees, in respect of any disposal of Network TEN shares
held by Ten Holdings. If CanWest cannot itself
exercise its right, it may exercise that right in favor of an unassociated
third party.

Network TENs Articles of Association include certain Director appointment
rights and see through voting provisions. CanWest is
entitled to appoint three of Network TENs 13 directors. Certain other
persons, including the Independent Chairman, have rights to
appoint three additional directorships. The remaining seven directors are
elected by the shareholders of Network TEN, with Ten
Holdings shareholders voting on a see through basis. CanWest is entitled to
two members of Network TENs five member executive

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committee. CanWest is entitled to appoint the Deputy Chairman of the Board and
the Chairman of the Corporate Development
Committee.

Network TEN has adopted a policy of distributing annual dividends to the
maximum permitted by law, subject to first making provisions
for working capital and capital expenditure requirements, identified financial
requirements for corporate development activities and
compliance with the terms of any financing facility that may be in place from
time to time.

All Network TEN shareholders and debenture holders have pre-emptive rights to
participate pro rata to their existing interests in any
new security issues by Network TEN.

Network TEN cannot dispose of any defined material asset without first seeking
the approval of its shareholders by special resolution
(75% of those voting). Ten Holdings cannot vote in favor of such a resolution
without seeking approval of its shareholders by Special
Majority Resolution (90% of those entitled to vote).

The transfer of CanWests interests in Network TEN is subject to compliance
with the BSA.

In December 2000 Network TEN acquired a 60% controlling interest in Eye Corp.
Australias second largest out-of-home advertising
company, and in August 2002 acquired the remaining 40% interest.

New Zealand

CanWest owns 100% of TV3 Network Services Limited, which owns and operates two
television networks, TV3 New Zealand and TV4
New Zealand. In addition, the Company owns 100% of CanWest NZ Radio Holdings
Limited, which owns and operates several radio
stations under the brands More FM and RadioWorks.

Republic of Ireland and Northern Ireland

CanWest and Granada Media plc each own 45% of the ordinary shares of Canwest
Granada Media Holdings Limited, which owns and
operates TV3 Ireland. The remaining shareholders include the members of the
original Irish consortium who applied for the TV3
licence, who hold 10% of the ordinary shares. Under a joint venture agreement
CanWest has the right to
appoint three of nine
members to the board of directors. In addition, the Company provides certain
management services to TV3. See General
Development of the Business  Other Recent Developments  Investment by Granada
Media plc in the Republic of Irelands TV3.

CanWest also owns 29.9% of the outstanding shares of Ulster Television plc,
which owns and operates UTV, the ITV franchise in
Northern Ireland.

United States

CanWest owns an 18% interest in Internet Broadcasting Systems Inc. (IBS) of
Minneapolis and a 25% interest in LifeServ
Corporation of Chicago. IBS is a leading developer of specialized web sites
for television stations, and provides web design and
technical hosting services as well as content and sales consulting to a number
of television stations including NBC, CBS Inc., Scripps,
Howard, Post-Newsweek and Hearst-Argyle Television Inc.

LifeServ creates on-line communities for people experiencing important life
events. LifeServs registered users use the sites to plan
life events such as weddings, the birth of a child or buying a home.

ITEM 3: GENERAL DEVELOPMENT OF THE BUSINESS

BACKGROUND

CanWest is an international media company with interests in broadcast
television, newspapers, radio, specialty cable channels and
Internet websites in Canada, Australia, New Zealand, the Republic of Ireland
and Northern Ireland as well as film and television
production and distribution in the U.S. and the U.K. Since its founding in the
early 1970s, the Company has expanded by acquiring
and developing under-performing broadcasting assets and through the start-up of
new television broadcasting properties in attractive
media markets. The Company operates principally in English-language markets and
seeks to obtain significant or controlling interests
in national advertising based media platforms. In fiscal 2001 the Company
significantly expanded its operations in Canada with the
acquisition of several media properties comprising CanWest Publications.

In Canada, the Company has television, publishing and Internet operations that
serve common geographic areas, providing viewers,
readers and advertisers with extensive local, regional and national coverage.
The Company owns and operates the most profitable and
one of the highest rated groups of television stations in Canada, including the
Global Television Network and several additional stations,
which together provide coverage of approximately 94% of Canadas
English-language market. The Company is the largest owner of
commercial broadcast television stations in Canada. The Company is also the
largest publisher of daily newspapers in Canada with
average daily paid circulation of 1.5 million copies, including
the National Post, representing 37% of Canadas average daily
English-language newspaper circulation. In addition, the Company owns an
extensive collection of Internet websites providing content of
local, regional and national interest.

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The Company also owns significant interests in media properties in other
English-language markets. In Australia, the Company owns a
57.5% economic interest in Network TEN, one of three privately-owned national
television networks. In New
Zealand, the Company
owns the only privately-owned national television networks, and a leading group
of radio stations. Other investments include a 45%
interest in the only privately-owned television network in the Republic of
Ireland, TV3, and a 29.9% interest in the highest-rated
television station in Northern Ireland, UTV.

The Companys primary corporate objectives are to leverage advertising based
media platforms serving English-language markets,
and to acquire, develop, and control content. To achieve these objectives, the
Company strategy includes the following:



| |  | Offer comprehensive advertising solutions.The Companys broad range of
media platforms allows it to deliver multi-platform
solutions to advertising clients. In Canada, CanWest is a comprehensive
advertising service provider, and able to sell flexible
packages of advertising across various media in local, regional and
national markets. The Companys Canadian television,
publishing and Internet platforms provide advertisers with an effective
means to reach a mass market or to target specific
demographic and special interest groups. In New Zealand, the combination
of a national television network and urban and rural
radio networks allows the design of advertising solutions tailored to
clients needs.
|- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | Leverage content.By creating news and sports content and purchasing or
commissioning entertainment content from affiliates
and others, the Company is able to supply owned platforms and syndicate
content to non-competing media outlets, reducing
overall costs. The Companys news and information organization provides
extensive resources to develop content for delivery
across multiple distribution platforms and enables it to provide complete
and in-depth coverage of local, regional and national
news and information to audiences.                                                                                                                                                                                
| 
| |  | Cross-promote and co-brand properties.The geographic overlap of
television, publishing, radio and Internet platforms enables
the Company to cross-promote its properties in order to grow audiences,
strengthen brand recognition and increase advertising
revenue. For example, in Canada, the Company can use its newspapers to
promote its television programs and websites. The
variety of platforms also enables the Company to pursue co-branding and
brand extension opportunities. Many of the Companys
websites already share brands with its television and newspaper properties
to leverage existing relationships with audiences.                                                                                    
| 
| |  | Achieve economies of scale.Through expansion of operations across
multiple markets and media platforms, the Company has
achieved greater purchasing power, giving it a competitive advantage in
acquiring the rights to content. In addition, the Company
can amortize the cost of content across a larger number of viewers,
readers and listeners.                                                                                                                                                                                                                                                                                                                                                                              
| 
| |  | Expand operations in English-language markets.The Company intends to
develop and acquire additional media assets in
existing markets and expand into other English-language markets. While
tastes and preferences vary among each of the
communities served, the Company is often able to utilize programming and
other content purchased, developed or produced for
one market in other markets.                                                                                                                                                                                                                                                                                                                                 
| 
| |  | Improve efficiency and reduce operating costs.The Company expects to
realize cost savings through the integration of CanWest
Publications and other acquired assets into existing operations and
through the reduction of duplicative general and administrative
expenses.                                                                                                                                                                                                                                                                                                                                                                                                                                                        

SIGNIFICANT ACQUISITIONS AND SIGNIFICANT DISPOSITIONS

Sale of Certain Community Newspapers in the Maritimes and Saskatchewan

On August 8, 2002 the Company sold all of its community newspapers and related
assets in Atlantic Canada and Saskatchewan to
GTC Transcontinental Group Ltd. for cash proceeds of approximately $257
million. The proceeds from the sale were used to reduce
senior bank debt. The sale included daily newspapers such as the Halifax Daily
News, Charlottetown Guardian, St. Johns Telegram,
New Glasgow Evening News, Cape Breton Post, Truro Daily News, Prince Albert
Daily Herald, and the Moose Jaw Times. The
transaction also included other weeklies, monthlies, shoppers and insert
publications, as well as commercial printing operations in
Prince Edward Island and Saskatchewan. Revenue and EBITDA generated from these
properties in fiscal 2002 were approximately
$94 million and $30 million, respectively.

Acquisition of the remaining 50% interest in the National Post

In August 2001 the Company entered into a letter agreement with Hollinger to
acquire the remaining 50% interest in the National Post.,
which transaction closed in April 2002. The purchase price consisted of
nominal cash consideration and other consideration in the form of
agreements and undertakings exchanged by the parties. In addition, Hollinger
was required to make a payment to The National Post
Company in respect of cash requirements of The National Post Company from
August 31, 2001 to March 31, 2002 and the Company did
not have any corresponding or other requirement to advance or contribute monies
to The National Post Company prior to March 31, 2002.
In September 2001, CanWest assumed the day-to-day management of the National
Post.

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OTHER RECENT DEVELOPMENTS

Settlement of Tax Dispute by Network TEN

On August 30, 2002 Network TEN settled a long-standing dispute with the
Australian Tax Office (ATO) over the deductibility of
debenture interest payments. The settlement resulted in a non-recurring tax
expense to Network TEN of A$36 million, including costs
incurred in respect of the dispute. Due to a change in legislation, debenture
interest payments made by TEN will not be deductible
after June 30, 2004.

Acquisition of Eye Corp. by Network TEN

In August 2002 Network TEN bought the remaining 40% interest in Eye Corp,
Australias second largest outdoor advertising company.
Network TEN had acquired its original 60% interest in December
2000. The total
purchase price of A$199.9 million for the 100% interest
was paid in cash with available funds, including draws under TENs credit
facility. Eye Corp.s outdoor signage and airport, point of
purchase and shopping center advertising complement Network TENs broadcasting
operations and provide Network TEN with enhanced
multi-media advertising opportunities. Eye Corp. operates an extensive
out-of-home advertising network across Australia, and to a lesser
extent, in several South East Asian countries including Indonesia and Malaysia.

Radio Application Approved

In August 2002 the Company received its first broadcast licence for radio in
Canada, 99.1 COOL FM, a jazz
station, in its home city of
Winnipeg. The station will launch in 2003 and will be an important first step
for the Companys expansion into Canadian radio.

Sale of Certain Assets Acquired From WIC International Communications Ltd. (WIC)

As a condition of regulatory approval of the acquisition of WICs television
stations, which was obtained in July 2000, the Company was
required to divest its 70% interest in the former WIC station in Montreal and
one of three stations serving the Vancouver/Victoria market.
The Company placed its interests in CFCF (Montreal) and CKVU (Vancouver) in
voting trust arrangements pending their sale. The sale of
CFCF to CTV Inc. was completed on September 12, 2001 for approximately $87
million. The sale of CKVU to CHUM Limited for
approximately $133 million was completed on October 31, 2001.

In response to the Canadian Competition Bureaus concerns regarding the joint
ownership of ROBTv by the Company and another
Canadian multi-media company, the Companys 50% interest in ROBTv was placed in
a voting trust arrangement. The trustee sold the
Companys interest to Thomson Canada Limited for approximately $30.0 million on
August 31, 2001.

Acquisition of the Minority Interest in CanWest Broadcasting Ltd. (CBL)

In May 2001, through an amalgamation of subsidiaries, one of which was not
wholly owned, the Company acquired the 29.33% minority
interest in its Global Television Network stations in British Columbia (CKVU),
Manitoba (CKND) and Saskatchewan (CFRE and CFSK).
Under the terms of the amalgamation agreement, a wholly-owned subsidiary
received all of the shares of the amalgamated company and
the minority shareholders of CBL received Series 2 Preference shares of
CanWest. The Series 2 Preference shares are, at the option of
the Company, redeemable for cash, or convertible into Subordinate Voting or
Non-voting shares based on the market value of the shares
at the date of conversion. In the event the Company does not redeem or convert
the Series 2 Preference shares within a period of twelve
months following the date on which the sale proceeds of CKVU are conclusively
determined, they convert automatically. The Company
expects the redemption or conversion of the Series 2 Preference shares to occur
within the next fiscal year. Should the Series 2
Preference shares be converted, there would be a significant dilutive effect.
The redemption price or conversion value of the shares is
determined in accordance with a formula based, among other things, on the
proceeds of the sale of CKVU, the revenue of the Manitoba
and Saskatchewan television stations, and the value of certain other assets.
The redemption or conversion price has not been finally
determined, but is estimated by the Company at August 31, 2002 to be $54.7
million. The former minority Shareholders of CBL have
commenced a lawsuit against CanWest and certain of its subsidiaries. See Legal
Proceedings.

Investment by Granada Media plc in the Republic of Irelands TV3

In March 2001, Granada Media, Britains leading television content producer and
broadcaster, acquired a 45% interest in the Republic of
Irelands TV3. Through a series of transactions, the Company retained its 45%
interest in TV3 and received approximately $32.5 million,
which the Company used to repay senior debt. In conjunction with its investment
in TV3, Granada Media entered into a long-term program
supply agreement with TV3 under which several top-rated programs moved to TV3
from a competing network.

Acquisition of the Minority Interest in RadioWorks New Zealand Limited

In January, 2001, the Company acquired the shares of RadioWorks not already
owned by it for approximately $21.8 million. The Company
had previously acquired 72% of the shares of RadioWorks in May 2000 through a
series of purchases on the New Zealand Stock
Exchange for approximately $52.1 million.

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Acquisition of CanWest Publications

On November 16, 2000 the Company acquired substantially all of Hollingers
Canadian newspapers and Internet assets and a 50%
interest in the National Post.The purchase price was approximately $3.1
billion, and is subject to adjustment for working capital.

The consideration for the acquisition consisted of:



| |  |  | $1,985.5 million in cash;                                                                                                           
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | approximately $766.8 million of subordinated notes issued to
Hollinger; and                                                         
|
| |  |  | 24.3 million non-voting shares and 2.7 million Series 1 Preference
shares issued by CanWest to Hollinger aggregating
$375.5 million.

This acquisition has had a significant impact on the financial condition, and
results of operations of the Company, accounting for 56%
of revenue and 62% of EBITDA in fiscal 2002.

To finance the cash portion of the consideration for the acquisition the
Company entered into a $2.8 billion senior secured credit facility and
issued US$425.0 million and $60.7 million of ten year senior subordinated
notes.

Integration of CanWest Publications

Immediately following the acquisition of CanWest Publications, the Company
assembled twelve transition teams to integrate various areas
of operations. The transition teams were charged with, among other things,
revenue enhancement, cost reduction and quality improvement
initiatives in areas including information technology, real estate utilization,
working capital management, telemarketing, sales force
automation, procurement and back office functions. Additionally, the transition
teams were charged with developing new revenue and
maximizing the value of the properties through cross-promotion, re-purposing of
content, product packaging and product development and
through the identification and implementation of best practices across all of
the operations. In addition, the Company established an
employee feedback website and telephone hotline to solicit contributions from
all employees regarding integration efforts.

The Company has created a fully integrated regional contact center, Reach
Canada, located in Winnipeg to serve the circulation and
telemarketing requirements of its newspaper operations. The contact centre will
provide more efficient and lower cost customer service.

The Company has also established a Business Services Centre in Winnipeg. This
new centralized administrative operation is
consolidating most of the major information technology systems as well as the
processing of payrolls and accounts payable for the
Companys broadcasting, print and Internet operations. These tasks will be
accomplished more efficiently and at lower cost in a centralized
office.

TRENDS

There has been increasing consolidation in the Canadian broadcasting,
publishing and other media industries in the past few years,
including the Companys acquisition of CanWest Publications in November 2000.
In October 2000, Quebecor Inc. took over Le
Groupe Vidéotron Ltée. Quebecor Media, the newly formed media and cable arm of
Quebecor Inc., includes French-language
television broadcasting operations, English-language and French-language
newspaper, book and magazine publishing operations and
a collection of Internet sites, as well as cable television and television
production operations predominantly targeted at French-language markets and
other assets. BCE Inc., The Thomson Corporation and The Woodbridge Company
Limited created Bell Globe
Media, a multi-platform media company that combines a number of television,
print and Internet assets, including: the CTV television
network; The Globe and Mail,one of two Canadian English-language national
daily newspapers; and Sympatico.ca,a Canadian
Internet portal.

In Canada, television advertising spending grew by a modest 4% in 2001, led by
the specialty networks, while daily newspaper
advertising spending declined by 3%. The recession which began in 2001 and
which remained entrenched through the first half of
2002 seems to have abated in most markets. Forward bookings in recent months
reflect economic recovery in Canada and Australia,
in particular.

ITEM 4: NARRATIVE DESCRIPTION OF THE BUSINESS

THE COMPANYS MARKETS

General

The Company operates in the commercial television markets in Canada, Australia,
New Zealand and Ireland, the commercial radio
market in New Zealand and the newspaper publishing industry in Canada.
Currently, these countries have well-developed economies
and advertising markets. Commercial television stations (stations which derive
most of their revenue from the sale of advertising time)
began broadcasting on a regular basis in the United States in the 1940s,
Canada and Australia in the 1950s, and in New Zealand and
Ireland in the 1960s.

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The following table sets forth demographic and market information for 2001 for
the countries in which CanWest currently operates:

Selected Market Information

|            |  |            |      |              |  |              |         |              |  |             |         |              |  |              |         |             |  |  |       |  |  |        |       |  |  |  |         | 
|----------- |  | ---------- | ---- | ------------ |  | ------------ | ------- | ------------ |  | ----------- | ------- | ------------ |  | ------------ | ------- | ----------- |  |  | ----- |  |  | ------ | ----- |  |  |  | ------- | 
|            |  |            |      |              |  | Total Major  |         |              |  |             |         | Daily        |  | Daily        |         |             |  |  |       |  |  |       
|            |  |            |      |              |  | Media        |         | Television   |  | Newspaper   |         | Newspaper    |  | Out-of-Home  |         | Radio      
|            |  |            |      |              |  | Advertising  |         | Advertising  |  | Advertising |         | Circulation  |  | Advertising  |         | Advertising
|            |  | Population |      | Expenditures |  | Expenditures |         | Expenditures |  | Revenue     |         | Expenditures |  | Expenditures
|            |  |            |      |              |  |              |         |              |  |             |         |              |  |             
|            |  | (millions) |      | (millions)   |  | (millions)   |         | (millions)   |  | (millions)  |         | (millions)   |  | (millions)  
|Canada      |  |            | 31.1 |              |  |              | C$8,151 |              |  |             | C$2,560 |              |  |              | C$2,501 |             |  |  | C$682 |  |  |        | C$310 |  |  |  | C$1,062 | 
|Australia   |  |            | 19.6 |              |  |              | A$7,359 |              |  |             | A$2,490 |              |  |              | n/a     |             |  |  | n/a   |  |  |        | A$271 |  |  |  | n/a     | 
|New Zealand |  |            | 4.0  |              |  | NZ$1,500     |         | NZ$481       |  |             | n/a     |              |  |              | n/a     |             |  |  | n/a   |  |  | NZ$196
|Ireland     |  |            | 3.9  |              |  |              | 686    |              |  |             | 155    |              |  |              | n/a     |             |  |  | n/a   |  |  |        | n/a   |  |  |  | n/a     | 

Television Ratings and Transmission

Revenue in the broadcasting industry is derived primarily from the sale of
broadcast air time. The advertising rates that a television
station can command are based, to a large extent, on the stations share of the
total potential audience in the market (the stations
ratings), the demographic and socio-economic composition of its audience and
the price and availability of advertising time on
competing networks or in suitable alternative media. Advertising agencies and
media buyers use ratings to direct their clients
advertising expenditures to the appropriate audience. The size and
demographics of the audience that a network can offer to potential
advertisers in turn depends upon the attractiveness to potential viewers of the
television networks programming.

For potential advertisers, the two most important measurement statistics for
television audiences are rating points and share. One
rating point equals one per cent of a defined population within a defined
geographic area viewing a particular program for a specified
time period. Rating points in the aggregate measure the size of the actual
viewing audience as a percentage of the total potential
viewing audience. Share indicates the percentage of people within a defined
population who are viewing television and who are
tuned to a particular program for a specific time period in a specific area,
and thus measures the market share held by a particular
program relative to the actual viewing audience.

The two basic methods of television transmission in use in CanWests existing
markets are: (i) over-the-air television broadcasting,
which can be either local or national in scope (these operations are often
referred to as terrestrial broadcast operations), and (ii)
satellite-to-cable and direct satellite (direct-to-home) broadcasting. In
over-the-air broadcasting, the station operator broadcasts its
signal at an established frequency and power via one or more land-based
transmitters, each with a limited geographic range. In
satellite-to-cable broadcasting, the station operator transmits its signal to a
satellite which redirects the signal to either a ground based
antenna which is connected to a cable system or directly to a home television
via a satellite receiver. In satellite-to-cable and direct-to-home
broadcasting, the signal can originate from the territory where the viewer is
situated or can be broadcast from abroad. While
over-the-air broadcasters can typically be received by virtually all of the
television households in the geographic area covered by their
broadcast signal, satellite broadcasters can be received only by television
households connected to a cable system or households that
have satellite receivers and, if the signals are encrypted, signal decoders.

Newspaper Advertising, Circulation and Distribution

Revenue in the newspaper industry is derived primarily from advertising and
circulation. Advertising and circulation comprised 78%
and 17% respectively of the Companys newspaper revenues for the year ended
August 31, 2002.

Advertising revenues are generated through the sale of retail, classified and
national advertising. Retail advertising is display
advertising, typically placed by local merchants such as
department and grocery stores. Classified advertising includes
advertisements listed together in sequence by category, such as automobile
sales, real estate sales or help wanted. National
advertising is advertising principally from advertisers promoting a product on
a national basis.

Newspaper distribution is carried out primarily by a system of independent
carriers, wholesalers and dealers, through which
newspapers are delivered to individual subscribers. Single copies are also
sold through vending boxes and retail outlets in the
relevant circulation area.

Revenue

Until November 2000 CanWest operated primarily within the television
broadcasting industry in Canada, Australia, New Zealand and
the Republic of Ireland and Northern Ireland. The consolidated financial
statements include the accounts of the Company and its
subsidiaries. The consolidated financial statements for August 31, 2001
include the accounts of CanWest Publications from
November 16, 2000, the date of acquisition. The Company accounts for its share
and debt interests in Network TEN using the equity
basis of accounting. The Company accounted for its interest in the National
Post using the equity basis of accounting until

8



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##### 



September 1, 2001, and subsequently consolidated its interest. The Companys
investment in UTV is accounted using the cost basis
of accounting.

Geographic and industry actual and pro forma segment revenues for the last two
fiscal years is presented below.

|                              |  |      |           |               |  |      |           |   |  |  |           |  
|----------------------------- |  | ---- | --------- | ------------- |  | ---- | --------- | - |  |  | --------- | -
|For the years ended August 31 |  |      |           |               |  | 2001 |           |   |  |  |           |  
|(in thousands of dollars)     |  | 2002 |           | Pro forma (1) |  | 2001
|                              |  |      |           |               |  |     
|Canada                        |  |      |           |               |  |      |           |   |  |  |           |  
|-Television                   |  |      | 691,888   |               |  |      | 632,857   |   |  |  | 701,027   |  
|-Entertainment                |  |      | 156,914   |               |  |      | 181,985   |   |  |  | 181,985   |  
|-Publishing & Online          |  |      | 1,271,075 |               |  |      | 1,348,178 |   |  |  | 924,307   |  
|                              |  |      |           |               |  |      |           |   |  |  |           |  
|                              |  |      | 2,119,877 |               |  |      | 2,163,020 |   |  |  | 1,807,319 |  
|New Zealand                   |  |      |           |               |  |      |           |   |  |  |           |  
|-Television                   |  |      | 69,079    |               |  |      | 58,436    |   |  |  | 58,436    |  
|-Radio                        |  |      | 60,724    |               |  |      | 56,864    |   |  |  | 56,864    |  
|Ireland                       |  |      | 28,317    |               |  |      | 20,321    |   |  |  | 31,056    |  
|Eliminations                  |  |      | (5,214    | )             |  |      | (8,900    | ) |  |  | (8,900    | )
|                              |  |      |           |               |  |      |           |   |  |  |           |  
|                              |  |      | 2,272,783 |               |  |      | 2,289,741 |   |  |  | 1,944,775 |  
|                              |  |      |           |               |  |      |           |   |  |  |           |  

For the years ended August 31, 2002 and 2001, the Companys equity interest in
the earnings of Australias Network TEN were: a loss
of $11,815,000 and earnings of $52,567,000 respectively. Network TEN reported
revenue of $555,654,000 (A$666,970,000) and
$445,179,000 (A$555,541,000) for the years ended August 31, 2002 and 2001
respectively.



---

|(1) |  | Pro forma revenue includes revenue for CanWest Publications (including
the National Post) from September 1, 2000, excludes
revenue from CKVU which was sold effective August 31, 2001, and includes
revenue from TV3 Ireland on a proportionately
consolidated basis.
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

CANADIAN OPERATIONS

Canadian Television Industry

General

The Canadian television broadcasting industry is currently comprised of: (i)
three English-language national networks, including Global
Television, and one French-language national network; (ii) two French-language
networks based in Quebec; and (iii) a number of local
stations, including those of the Company.

Two of the four national networks are government-owned and operated by the
Canadian Broadcasting Corporation (the CBC). The
CBC operates one network in English and one in French and both are financed by
a combination of parliamentary grants and
commercial revenues. CTV Television Network Inc. (CTV) is Canadas third
national network.

In addition to receiving signals from Canadian broadcasters, virtually all
populated areas of Canada have access either directly by
over-the-air broadcasts or through cable television to the signals of U.S.
border stations. These stations are usually affiliated with one
of four national U.S. commercial networks (ABC, CBS, Fox and NBC) or with the
Public Broadcasting System. Numerous Canadian
and American English-language and French-language specialty programming
services are also available via cable service in most
areas on either basic or optional cable service basis. The extensive
penetration of cable television in most Canadian cities has
resulted in most television viewers in those areas having a wide range of
viewing options. In the fall of 2000 the CRTC awarded a total
of 283 new digital specialty cable channels, which will increase the viewing
options available to Canadians over time. Of the new
licences granted, approximately 50 new digital specialty channels have been
launched to date.

9



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The following table reflects the respective share of the English-language
audience held by the major Canadian networks and station
groups in Spring 2002 as a percentage of both Canadian television and total
television viewership:

|                                    |  |                              |     |                           |  |  |    |  
|----------------------------------- |  | ---------------------------- | --- | ------------------------- |  |  | -- | -
|Network or Station Group            |  | Share of Canadian Television |     | Share of Total Television
|                                    |  |                              |     |                          
|Global Television Network           |  |                              | 22  | %                         |  |  | 16 | %
|CTV                                 |  |                              | 22  | %                         |  |  | 15 | %
|CBC                                 |  |                              | 9   | %                         |  |  | 6  | %
|CHUM                                |  |                              | 10  | %                         |  |  | 7  | %
|Other broadcast stations            |  |                              | 5   | %                         |  |  | 4  | %
|Specialty cable channels            |  |                              | 32  | %                         |  |  | 23 | %
|                                    |  |                              |     |                           |  |  |    |  
|Total English-language broadcasting |  |                              | 100 | %                         |  |  | 71 | %
|                                    |  |                              |     |                           |  |  |    |  

Source: Bureau of Broadcast Measurement (BBM) sweeps, Monday to Sunday, 6:00
a.m. to 2:00 a.m. adults ages 18 to 49.

Simultaneous Program Substitution

An integral aspect of over-the-air broadcasting operations in Canada is the
concept of simultaneous
program substitution or
simulcasting. Due to Canadas geographic proximity to the United States, the
Cable Television Regulations in Canada require that
cable television systems with over 2000 subscribers must substitute the
Canadian over-the-air broadcast of a U.S. program, including
the Canadian commercials, for the broadcast of an identical program by a U.S.
station when the two programs are broadcast at the
same time. This effectively means that the Canadian stations signal and
advertisements appear on two or more channels
simultaneously, including the originating Canadian channel and the channel of
the U.S. station for whose signal it is being substituted.
In so doing, Canadian over-the-air broadcasters, which have purchased exclusive
Canadian broadcast rights from U.S. programming
distributors or producers, are compensated to some degree for the encroachment
on cable television by U.S. broadcasters who have
not acquired the Canadian rights to broadcast those programs.

In markets with significant cable television penetration, broadcasting a
Canadian signal simultaneously on two or more cable channels
can substantially increase the potential size of a Canadian broadcasters
audience, and thus rating points and share. As a result,
advertisers are prepared to pay more for broadcast airtime in simulcast
programs. Canadian broadcasters generally attempt to
maximize the number of simulcast programs in their schedules.

Canadian Television Operations

General

The Company, through its principal broadcasting subsidiaries in Canada, is
currently licensed to provide over-the-air English-language
television broadcasting services through 16 television stations located in
eight of Canadas ten provinces. The Companys broadcast
interests have developed through the acquisition and turnaround of financially
distressed stations, the start-up of new stations, and
more recently, the acquisition of stations previously owned by WIC.

CanWests national network of stations, Global Television, includes eleven
stations and broadcasts to all major metropolitan markets
in Canada, including Toronto, Montreal, Vancouver, Ottawa, Calgary, Edmonton,
Quebec and Winnipeg. Global Television Network
stations reach an estimated 22.7 million persons, or approximately 94% of
Canadas English-language market, and is targeted to
appeal to adults ages 18 to 49.

Two independent stations, CHCH in Hamilton and CHEK in Victoria, are regional
stations offering a broad range of entertainment,
news and information programming. CHCH reaches 90% of viewers in the province
of Ontario, or approximately 10.4 million people,
and CHEK reaches 81% of viewers in British Columbia, or approximately 3.1
million people. The acquisition of these stations from
WIC provides second stations in Canadas three largest English-language
markets: Toronto/Hamilton, Vancouver/Victoria and
Ottawa/Hull. The Companys CH brand stations, including CHCH and CHEK are
targeted at the adult audience ages 25 to 54, a
more mature demographic group than the 18 to 49 year old audience targeted by
the Global Television Network. A third independent
station, CH-Horizon in Montreal, Quebec, broadcasts a schedule consisting
primarily of multi-cultural programming.

The Company also owns two stations affiliated with the CBC, which were acquired
as part of the WIC
transaction.

10



---



##### 



CanWest also owns Global Prime, a Canadian cable specialty channel providing
entertainment and information programming to the
baby boomer generation.

In November 2000, the CRTC awarded licences to operate three new digital
Category 1 specialty channels and 27 new digital
Category 2 specialty channels to the Company and various third parties who will
hold interests in the entities holding the licences.
Cable and Satellite service operators are legally required to carry Category 1
channels, and can carry Category 2 channels at their
option. The Company launched two Category 1 services, mentv and Mystery TV and
four Category 2 channels, Lonestar, DejaView,
Fox Sports World Canada and Xtreme Sports in September 2001.

Operating Strategy

The key elements of the Companys operating strategy are to: (i) broadcast
top-rated series programming targeting the adult 18 to 49
year old or 25 to 54 year old demographic; (ii) purchase national rights to
such programming; and (iii) maximize simulcasting
programming opportunities. The Company emphasizes the broadcasting and
aggressive promotion of top-rated series programming
and seeks to develop viewer loyalty by offering a regular, consistent
programming format, which the Company calls appointment
television. By purchasing national broadcasting rights to such programming,
the Company is able to control its distribution throughout
Canada, including its syndication to affiliated or non-competing stations,
which in turn, decreases programming costs for the
Companys owned stations. In addition, the Company controls programming costs
by producing only its news and sports programming
in-house and by entering into partnership agreements with production companies
to acquire or produce programming. The Company
further offsets programming costs through the sale of syndication rights and
the sublicensing to non-competing broadcasters of
regional broadcasting rights for programming for which it has national rights.
The Company also seeks to produce high quality
Canadian news and series programming of relevance to local and national
audiences and believes that success in this area
represents a growth opportunity.

CanWest attempts to simulcast its US-originated programming whenever possible
in order to maximize ratings and share through the
inclusion of the additional audience available from the duplication of its
signal on cable television. Management believes that CanWest
benefits from the simulcast policy. CanWest believes that it has greater
flexibility than its competitors in coordinating its program
schedules to match those of U.S. broadcasters.

Advertising Market

In 2001, English-language and French-language television advertising
expenditures in Canada were approximately $2.6 billion,
representing approximately 31% of major media advertising expenditures of $8.2
billion. Television advertising expenditures in 2001
included approximately $438 million related to specialty channels.

CanWest derives its revenue in Canada primarily from the sale of broadcast
airtime to national, regional and local advertisers.
CanWest Media Sales Limited (CanWest Media), a wholly owned subsidiary of the
Company, is the principal national advertising
sales representative for each of the Companys stations and also represents
other, non-competing television broadcasters. CanWest
Media is the largest television advertising sales representation company in
Canada in terms of sales revenues. CanWest Media,
through its offices in Toronto and Montreal, is responsible for the Companys
sales to national advertisers while sales to regional and
local advertisers are made by each stations local staff. Approximately 91% of
the revenue delivered from the sale of broadcast airtime
related to sales to national advertisers and 9% related to sales to regional
and local advertisers. By condition of its broadcasting
licences in Ontario and Quebec, Global Television can sell broadcast airtime
only to national advertisers. Based on information
provided by the CRTC, the Company estimates its share of the Canadian
English-language television advertising market (conventional
and specialty) was 28% in 2001.

CanWest believes that its significant presence in the three largest
English-speaking markets in Canada position it to benefit from the
continuing shift in advertising expenditures towards major markets at the
expense of secondary markets. In addition, management
believes that CanWest offers an advantage to national advertisers over its
competitors in that such advertisers need only to deal with
one agent, CanWest Media, when purchasing broadcast airtime. In contrast, a
purchaser of national advertising from one of its
competitors may be required to purchase broadcast airtime at both the network
level and from selected local affiliates.

Ratings

According to independent surveys, Global Television enjoyed high ratings and
strong audience shares during fiscal 2002.

11



---



##### 



The following table sets forth the relative ranking and audience share of the
Companys originating broadcast television stations in each of
their respective Demographic Market Areas or Extended Market Areas for Fall
2001/Spring 2002:

|                              |  |         |  |           |    |             |  |            |   |          |  |  |      |   |  | 
|----------------------------- |  | ------- |  | --------- | -- | ----------- |  | ---------- | - | -------- |  |  | ---- | - |  | 
|                              |  |         |  |           |    | Stations in |  | Rank in    |   | Audience
|                              |  |         |  | Call Sign |    | DMA/EMA     |  | DMA/EMA(1) |   | Share(1)
|                              |  |         |  |           |    |             |  |            |   |         
|Global Television Network:   
|Global Ontario                |  | CIII    |  |           | 14 |             |  |            | 1 |          |  |  | 12.4 | %
|Global Quebec                 |  | CKMI    |  |           | 8  |             |  |            | 2 |          |  |  | 12.5 | %
|Global Vancouver              |  | CHAN    |  |           | 13 |             |  |            | 1 |          |  |  | 13.4 | %
|Global Calgary                |  | CICT    |  |           | 8  |             |  |            | 1 |          |  |  | 15.5 | %
|Global Edmonton               |  | CITV    |  |           | 8  |             |  |            | 1 |          |  |  | 15.3 | %
|Global Winnipeg               |  | CKND    |  |           | 8  |             |  |            | 2 |          |  |  | 14.0 | %
|Global Halifax                |  | CIHFNS  |  |           | 8  |             |  |            | 2 |          |  |  | 12.2 | %
|Global Saskatoon              |  | CFSK    |  |           | 7  |             |  |            | 2 |          |  |  | 11.9 | %
|Global Regina                 |  | CFRE    |  |           | 7  |             |  |            | 2 |          |  |  | 11.6 | %
|Global Saint John             |  | CIHF-NB |  |           | 8  |             |  |            | 2 |          |  |  | 9.3  | %
|Global Lethbridge (2)(3)      |  | CISA    |  |           | 9  |             |  |            | 1 |          |  |  | 18.1 | %
|CH Television System:        
|Montreal, Quebec              |  | CJNT    |  |           | 8  |             |  |            | 8 |          |  |  | 2.6  | %
|Hamilton, Ontario (4)         |  | CHCH    |  |           | 14 |             |  |            | 5 |          |  |  | 4.8  | %
|Victoria, British Columbia    |  | CHEK    |  |           | 13 |             |  |            | 5 |          |  |  | 5.3  | %
|CBC Affiliates:              
|Kelowna, British Columbia (5) |  | CHBC    |  |           | 8  |             |  |            | 3 |          |  |  | 9.1  | %
|Red Deer, Alberta             |  | CKRD    |  |           | 8  |             |  |            | 4 |          |  |  | 4.1  | %



---

|(1) |  | Monday to Sunday, Central Prime Time (8:00 p.m. to 11:00 p.m. in all
markets except Saskatchewan and Manitoba where, due to time
zone differences with U.S. border stations, Central Prime Time is 7:00
p.m. to 10:00 p.m.)
For Toronto/Hamilton and Vancouver/Victoria Sept 17, 2001 to May 26, 2002
BBM Meter Research adults ages 18 to 49
All other markets: Fall 2001 and Spring 2002 average BBM Sweeps, adults
ages 18 to 49
|--- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(2) |  | BBM Central Area                                                                                                                                                                                                                                                                                                                                                                                                                   
|   
|(3) |  | CISA is a repeater of CICT Calgary                                                                                                                                                                                                                                                                                                                                                                                                 
|   
|(4) |  | Rank and Share in the Toronto/Hamilton DMA                                                                                                                                                                                                                                                                                                                                                                                         
|   
|(5) |  | North Okanagan County                                                                                                                                                                                                                                                                                                                                                                                                              

12



---



##### 



The following table sets forth Global Televisions audience shares and that of
its competitors in each of the Toronto/Hamilton and
Vancouver/Victoria markets for the 2001 and 2002 broadcast years:

Audience Share in Selected Major Markets

|                          |  |                    |      |           |  |                  |      |           |  |           |   |           |  |  |      |  |  |  |      |  |  |  |   | 
|------------------------- |  | ------------------ | ---- | --------- |  | ---------------- | ---- | --------- |  | --------- | - | --------- |  |  | ---- |  |  |  | ---- |  |  |  | - | 
|                          |  | Audience Share (1)
|                          |  |                   
|                          |  | Prime-time:        |      |           |  |                  |      |           |  |           |   |           |  |  |      |  |  | 
|                          |  | 7PM-11PM (2)       |      | Rank(3)   |  | 6AM-MIDNIGHT (2) |      | Rank (3) 
|                          |  |                    |      |           |  |                  |      |          
|                          |  | 2001/2002          |      | 2000/2001 |  | 2001/2002        |      | 2001/2002 |  | 2000/2001 |   | 2001/2002
|                          |  |                    |      |           |  |                  |      |           |  |           |   |          
|                          |  | %                  |      | %         |  |                  |      |           |  | %         |   | %         |  |  |      | 
|Toronto/Hamilton(4):      |  |                    |      |           |  |                  |      |           |  |           |   |           |  |  |      |  |  |  |      |  |  |  |   | 
|Global Ontario  CIII     |  |                    | 11.7 |           |  |                  | 13.9 |           |  |           | 1 |           |  |  | 9.2  |  |  |  | 10.9 |  |  |  | 1 | 
|CTV-CFTO                  |  |                    | 10.0 |           |  |                  | 10.6 |           |  |           | 2 |           |  |  | 9.0  |  |  |  | 9.9  |  |  |  | 2 | 
|CBC  CBLT                |  |                    | 9.4  |           |  |                  | 8.5  |           |  |           | 3 |           |  |  | 7.0  |  |  |  | 6.0  |  |  |  | 3 | 
|Independent  CITY        |  |                    | 7.5  |           |  |                  | 7.7  |           |  |           | 4 |           |  |  | 6.7  |  |  |  | 7.1  |  |  |  | 4 | 
|Independent  CHCH (5)    |  |                    | 4.9  |           |  |                  | 4.9  |           |  |           | 5 |           |  |  | 3.5  |  |  |  | 3.6  |  |  |  | 5 | 
|Independent  CKVR        |  |                    | 3.2  |           |  |                  | 3.2  |           |  |           | 6 |           |  |  | 3.0  |  |  |  | 2.7  |  |  |  | 6 | 
|Fox  WUTV                |  |                    | 3.1  |           |  |                  | 4.0  |           |  |           | 7 |           |  |  | 3.5  |  |  |  | 4.2  |  |  |  | 5 | 
|Rogers  CFMT             |  |                    | 2.2  |           |  |                  | 2.1  |           |  |           | 8 |           |  |  | 3.0  |  |  |  | 3.0  |  |  |  | 6 | 
|Vancouver/Victoria (6):   |  |                    |      |           |  |                  |      |           |  |           |   |           |  |  |      |  |  |  |      |  |  |  |   | 
|Global Vancouver- CHAN(5) |  |                    | 13.0 |           |  |                  | 10.2 |           |  |           | 1 |           |  |  | 12.4 |  |  |  | 10.9 |  |  |  | 1 | 
|Independent  CIVT        |  |                    | 8.3  |           |  |                  | 7.3  |           |  |           | 2 |           |  |  | 6.1  |  |  |  | 5.7  |  |  |  | 3 | 
|CBC  CBUT                |  |                    | 7.6  |           |  |                  | 6.4  |           |  |           | 3 |           |  |  | 8.0  |  |  |  | 6.1  |  |  |  | 2 | 
|CHUM-CKVU (7)             |  |                    | 5.6  |           |  |                  | 12.5 |           |  |           | 4 |           |  |  | 4.2  |  |  |  | 9.0  |  |  |  | 4 | 
|Independent  CHEK (5)    |  |                    | 5.1  |           |  |                  | 5.0  |           |  |           | 5 |           |  |  | 4.0  |  |  |  | 4.1  |  |  |  | 5 | 
|Independent  KVOS        |  |                    | 1.9  |           |  |                  | 4.0  |           |  |           | 7 |           |  |  | 2.2  |  |  |  | 4.7  |  |  |  | 7 | 
|CHUM  CIVI               |  |                    | 3.1  |           |  |                  | 0.0  |           |  |           | 6 |           |  |  | 2.4  |  |  |  | 0.0  |  |  |  | 6 | 



|(1) |  | Audience share among adults 18 to 49                                                                                                   
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------
|   
|(2) |  | 17/09/01 to 26/05/02 for 2002 and 11/09/00 to 27/05/01 for 2001                                                                        
|   
|(3) |  | Based upon figures reported in this table                                                                                              
|   
|(4) |  | Nielsen Ratings                                                                                                                        
|   
|(5) |  | Acquired on March 31, 2000 and re-branded September 1, 2001                                                                            
|   
|(6) |  | BBM Survey                                                                                                                             
|   
|(7) |  | Divested in accordance with CRTC decision effective
October 31, 2001, although CKVU commenced CHUM
programming as of September 1, 2001.

Programming

Substantially all of the Companys acquired programming is purchased for
national exposure in Canada and the majority of the
programming is produced within Canada and the United States. In order to gain
economies of scale, the programming is often
purchased for multiple levels, including telecast rights for our specialty and
digital television channels as well as conventional television
outlets. Many of the Companys programming agreements are for multi-year
program supply. Such agreements are currently held
with several major non-Canadian studios, including Sony Pictures Television
(Columbia), Fox, Vivendi Universal, Paramount, CBS and
NBC. These agreements require suppliers to provide, and the Company to buy,
pre-agreed amounts of programming over one or
more years. These agreements have provided price stability for the Companys
program acquisitions and has enhanced our ability to
retain highly-rated US network series programming and to acquire desirable new
programming while, at the same time, helping to
soften the effect of the very cyclical nature of most television programs.

Both Global Television and the independent stations broadcast many of the most
popular programs in Canada. Among the many hit
shows in our current program schedules are a combination of recent entrants and
established programs, including Survivor, Frasier,
Friends, Will and Grace, Everybody Loves Raymond, 60 Minutes, Ed, Fear Factor,
The Simpsons, NYPD Blue, Dawsons Creek,
Gilmore Girls, The Practice, Boston Public, That 70s Show, Malcolm in the
Middle, Fear Factorand 24.Global is also Canadas
television source for world class sporting events such as NFL football
(including the Super Bowl), Molson Indy, the Masters Golf
Tournamentand the Wimbledon Tennis Finals. In 2002, Global introduced Global
Showcase, a series of Canadian documentaries
from independent producers across all the regions of Canada. Several of the
programs have aired to strong national acclaim,
including On Wings and Dreams,which was nominated for a Gemini Award in 2002.
Globals Popstarscontinues to be one of the
highest-rated Canadian-produced series and recently added Canadian hour-long
action series, Mutant Xand Andromedaare also
generating very positive audience reaction.

Since launching in September 2001, during what must rank as the most intense
news gathering period in the history of television,
(Global Nationalanchor Kevin Newman was the first Canadian national newscaster
on the air with the devastating news from New
York on September 11, 2001), the Global Nationalnews has continued to gain
stature among its peers as well as with its audience.
The BBM has placed Global Nationalas the number two national newscast in
Canada  and the audience growth continues. Global

13



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National,Canadas only national dinner-hour newscast, has already been
recognized with two Gemini nominations and two major
Radio Television News Director Association awards. Strategically, Global
Nationalhas enhanced the news brand and credibility of
many of Globalslocal television news and public affairs programs. Each of
the local stations maintains local news teams which
coordinate with national news bureaus in Ottawa and Calgary and international
news bureaus in Washington, D.C., and London,
England. Local news is in increasingly high demand in virtually all of the
Companys television markets.

Management

Global Television is led by Gerry R. Noble, its President and Chief Executive
Officer since May 2000. Mr. Noble has held a variety of
positions with CanWest since 1985, including President and CEO of CanWest
Pacific Communications Pty Limited, Vice President of
Operations  Corporate, and Managing Director, TV3 New Zealand.

Canadian television operations are managed from the television operations
headquarters in Toronto, Ontario. This office provides
centralized services to television stations and specialty cable channels.
National programming executives purchase and commission
programs from US. and Canadian suppliers and create and promote the programming
schedule for the Global Television Network, the
independent stations and Global Prime. Individual stations are responsible for
local programming, which consists primarily of news
and information content. National advertising executives coordinate national
advertising sales for the Global Television Network
stations, the independent stations and Global Prime, while the individual
stations are responsible for local and regional advertising.
The Toronto office is responsible for broadcasting technology services,
including the integration of common on-air broadcast platforms.

Canadian Publishing Industry

General

The Canadian newspaper industry is comprised of over 100 daily paid circulation
newspapers and numerous non-daily paid and freedistribution publications. The
industry is mature and is dominated by a small number of major publishers.
CanWest is the largest
newspaper publisher in Canada, with 31% of daily newspaper circulation
(including the National Post), ahead of Quebecor Inc. (20%),
Torstar Corporation (13%), Power Corporation (9%), Bell Globemedia (7%), Osprey
Media (5%), and others(15%).

Total Canadian daily newspaper industry revenue was $3.2 billion in 2001, with
79% derived from advertising and the balance of 21%
coming from circulation. Advertising revenue and, to a lesser extent,
circulation revenue are cyclical and dependent upon general
economic conditions. Historically, increases in advertising revenue have
corresponded with periods of economic growth, while
decreases have corresponded with general economic downturns and regional and
local recessions. Daily newspaper advertising
revenue decreased by 3%, or $80 million in 2001, following six successive years
of growth from the $1.8 billion posted in 1994. Most
of the losses in 2001 were attributable to declines in national and classified
linage.

Daily newspaper circulation revenue decreased slightly from $692.7 million in
1995 to $681.6 million in 2001 as price increases offset
receding demand. The median single copy price for a weekday edition of a
Canadian daily newspaper increased from $0.65 in 1995
to $0.75 in 2001, partly in an attempt by newspaper publishers to offset the
impact of significant increases in newsprint prices during
earlier periods. Average daily newspaper circulation declined marginally from
5.3 million copies in 1995 to 5.2 million copies in 2001.

CanWests Publishing Operations

General

CanWest is the largest publisher of daily newspapers in Canada, as measured by
circulation, revenue and EBITDA. The Companys
publications include 16 daily newspapers, all of which serve markets also
reached by the Companys broadcast television signals. In
addition, the Company owns and operates several non-daily newspapers, shopping
guides and other newspaper-related publications.
The Company also owns the National Post, one of Canadas two national daily
newspapers.

The Companys newspapers (including the National Post)have an average daily
paid circulation of 1.5 million copies, representing
37% of Canadas daily average English-language newspaper circulation, and an
estimated average daily readership of 3.3 million
people. Most of the Companys newspapers have the highest circulation among
publications in their markets and many of its
publications serving smaller cities and towns are the only general circulation
newspapers published in their markets. The high cost
associated with starting a major daily newspaper operation constitutes a
barrier to entry by potential new competitors to larger daily
newspapers. While Internet advertising may become more competitive in the
future, it has not yet had a significant impact on revenue
or EBITDA of CanWest Publications.

14



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The following table provides circulation statistics for the six months ended
September 30, 2002 for the major newspapers (excluding
the National Post):

|                     |  |                             |  |                   |         |                 |  |  |   |    
|-------------------- |  | --------------------------- |  | ----------------- | ------- | --------------- |  |  | - | ---
|                     |  |                             |  | Average           |         |                 |  | 
|Newspaper            |  | CMA                         |  | Daily Circulation |         | Market Position
|                     |  |                             |  |                   |         |                
|The Vancouver Sun    |  | Vancouver, British Columbia |  |                   | 203,216 |                 |  |  | 1 |    
|The Province         |  | Vancouver, British Columbia |  |                   | 166,790 |                 |  |  | 2 |    
|The Gazette          |  | Montreal, Quebec            |  |                   | 142,347 |                 |  |  | 1 | (1)
|Ottawa Citizen       |  | Ottawa, Ontario             |  |                   | 143,111 |                 |  |  | 1 |    
|The Edmonton Journal |  | Edmonton, Alberta           |  |                   | 137,697 |                 |  |  | 1 |    
|Calgary Herald       |  | Calgary, Alberta            |  |                   | 119,721 |                 |  |  | 1 |    
|The Windsor Star     |  | Windsor, Ontario            |  |                   | 76,661  |                 |  |  | 1 |    
|The Times Colonist   |  | Victoria, British Columbia  |  |                   | 76,012  | (2)             |  |  | 1 |    
|The Star Phoenix     |  | Saskatoon, Saskatchewan     |  |                   | 58,308  |                 |  |  | 1 |    
|The Leader Post      |  | Regina, Saskatchewan        |  |                   | 55,479  |                 |  |  | 1 |    
|The Standard         |  | St. Catharines, Ontario     |  |                   | 32,697  |                 |  |  | 1 |    



---

|(1) |  | Number one English-language newspaper; number three overall.                                                                       
|--- |  | -----------------------------------------------------------------------------------------------------------------------------------
|   
|(2) |  | Circulation is for the six months ended March 31, 2002, September data was
not comparable due to a work stoppage  see Employees.

The National Postis a leading Canadian national newspaper with an average
daily circulation of 254,909 for the six months ended
September 30, 2002. The National Postwas developed from The Financial Post, a
daily business newspaper based in Toronto. Since
its launch on October 27, 1998, the National Posthas established a large
national readership with attractive demographics.

The National Postssole competitor as a national newspaper is The Globe and
Mail. In Toronto, the National Postcompetes with the
Toronto Star, The Sunand The Globe and Mail.

The National Postis printed at CanWests facilities in Calgary, Regina,
Montreal and Ottawa, and by third-party printing contractors in
Vancouver, Toronto, Halifax, and St. Johns.

Organization and Management

CanWest publishing operations are headquartered in Toronto, and led by Don
Babick, President and Chief Operating Officer. This
office sets operating and capital budgets and co-ordinates the central
purchasing and delivery of newsprint, ink and printing plates and
the placement of national advertising. The head office offers editorial
content and a number of services to individual publications,
which may be used at the discretion of the publishers. Available content
includes national columnists,
features, stock market listings,
sports statistics and a weekly television guide, while services include
information technology support.

Newspaper publishers set editorial policy for their respective markets to
ensure the publications are responsive to local issues and
meet the needs of local readers. Each publisher consults with central
management on format changes, senior appointments,
collective bargaining and significant changes in advertising and circulation
rates.

The Companys publications are organized into groups, which function as profit
centres. Each newspaper group typically includes
several publications covering a particular geographic area, including at least
one daily newspaper and several shopping guides and
other free publications. The publications within a particular group often
share press facilities, distribution services and management
resources. Newspapers are distributed to subscribers and points of purchase by
independent carriers, wholesalers and dealers.

CanWest Entertainment

General

In May 1998, with the acquisition of Fireworks, a leading
Canadian entertainment company, CanWest launched CanWest
Entertainment, a new division focused on the development, production,
acquisition and distribution of film and television programming.
Based in Toronto, and with offices in Los Angeles, London and Dublin, Fireworks
is a vertically integrated creator, producer, acquirer
and worldwide distributor of filmed entertainment content. Fireworks
distributes television programs and feature films through licensing
of exhibition and exploitation rights, both within Canada and internationally.
Fireworks is involved in a number of joint ventures with
other media companies which provide it with access to valuable rights in a wide
variety of film and television projects.

Operating Strategy

The acquisition of Fireworks represented CanWests entry into a business
complementary to its core television business. Fireworks
operating strategies are designed to build its library of film and television
product, expand its international distribution capabilities and

15



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ensure reliable access to new film and television product. Continued success
in the implementation of these strategies will develop
CanWest Entertainment into a leading player in the global entertainment
business.

Fireworks launched its operations in January 1996 with the acquisition of the
program library of Skyvision Entertainment. This library
featured more than 125 episodes of television programming including such
popular shows as Robocop  The Series, Pet Connection
and Heart of Courage. Fireworks quickly established a well-deserved reputation
for excellence in production, both in terms of quality
and reliability. Fireworks has produced a diversified range of programming
including one hour drama series (such as Relic Hunter,
Gene Roddenberrys Andromeda, Mutant Xand Nikita), kids live action series
(such as Caitlins Wayand Real Kids Real Adventures),
MOWs and miniseries (such as Robocop: Prime Directivesand Blacktop) and
feature films (such as Rat Race, Who is Cletis Tout?,
Interstate 60,and An American Rhapsody).

In August 2000, Fireworks acquired the film and television library assets of a
Dutch entertainment company, Endemol International
Distribution B.V., thereby more than doubling its program library to over 1200
hours of high quality action series and television movies.
The Endemol acquisition includes distribution rights to a substantial library
of quality television movies originally produced for US
networks and cable channels from program suppliers that include Alliance
Atlantis, WIN, Trimark Pictures, Hearst Entertainment and
Lions Gate Films. Endemols library also includes numerous popular television
series and miniseries including Beastmaster, Cold
Squad, PSI Factor, Joan of Arcand The Audrey Hepburn Story. CanWest
Entertainment also assumed Endemols existing program
acquisition commitment that has provided a valuable slate of additional new
programs for international distribution such as the series
Blue Murderand the MOWs Aftermathand Stolen Miracle.

In addition to the Endemol library, Fireworks has acquired a number of other
valuable, high profile television and film properties for
international distribution including Rules of Engagement(a feature film from
Paramount Pictures), Blonde(a miniseries for CBS), 100
Deeds for Eddie McDowd(for Nickelodeon) and 18 Wheels of Justice(an action
series for TNN). Fireworks library is now being
distributed to broadcasters and exhibitors both domestically and
internationally in over 100 countries.

Fireworks Television, based in Los Angeles, develops and sells television
series and programs to U.S. networks, cable channels and
syndicators. Fireworks International, based in London, England, sells the
companys growing program library worldwide to cable,
satellite and terrestrial TV networks.

Fireworks Pictures, based in Los Angeles, handles the international sales of
the companys feature film product. In fiscal 2002, this
included Hardball, (starring Keanu Reeves and released domestically by
Paramount Pictures), Who is Cletis Tout?(also released by
Paramount and starring Christian Slater, Tim Allen, and Richard Dreyfuss) and
Interstate 60(starring James Marsden and Gary
Oldman).

In addition to international film distribution, Fireworks Pictures Releasing,
in partnership with Samuel Goldwyn films, operates a
domestic film distribution business. Films currently in distribution include
The Man from Elysian Fields, starring Andy Garcia, Mick
Jagger, James Coburn and Anjelica Houston and The Believer, a film written and
directed by Henry Bean, starring Ryan Gosling and
Billy Zane.

Fireworks fiscal 2003 television slate includes three series syndicated by
Tribune Entertainment in the U.S.: the third season of Gene
Roddenberrys Andromeda(airing on Global Television in Canada), the second
season of Mutant X(also airing on Global Television),
and the premiere season of Adventure Inc.(to air on Chum Television stations
in Canada). In addition the first season of a kids/teen
series titled Black Hole Highis being produced with Discovery Kids for NBC in
the U.S. and airing on Global in Canada. The ABC
miniseries A Wrinkle in Timeis scheduled for completion this year for airing
on Global in early 2003.

Management

Fireworks management team is led by Jay Firestone, Chairman and Chief
Executive Officer of CanWest Entertainment. Prior to
forming Fireworks in 1995, Mr. Firestone was Vice Chairman of Alliance
Communications Corporation. He has established an
impressive track record, having built Fireworks into one of Canadas most
successful integrated
entertainment companies.

AUSTRALIAN OPERATIONS

Australian Television Industry

Australia has five national broadcast networks and several unaffiliated local
commercial stations. Two of the national broadcast networks,
the Australian Broadcasting Corporation and the Special Broadcasting System,
are government-owned and largely commercial-free.

Three national networks, Seven, Nine and Network TEN, are privately-owned and
broadcast commercial television to substantially all of
the Australian population, including the major metropolitan areas of Sydney,
Melbourne, Brisbane, Adelaide and Perth. Unaffiliated
broadcasters serve rural areas and broadcast programs purchased from some or
all of these three networks.

Australia also has two major metropolitan cable pay television operators and
two satellite pay television operators. On June 30, 2000, there
were approximately 824,000 cable subscribers, located primarily in metropolitan
markets, and 405,000 satellite subscribers, located
primarily in rural areas. While pay television operators have been permitted to
broadcast paid advertising since July 1997, federal
legislation requires that subscription fees remain the predominant source of
revenue for pay television operators.

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Network TEN  Acquisition

In 1992, the Company organized a consortium, which acquired Network TEN for
total consideration of $208 million (A$236 million),
including the provision of acquisition financing by Westpac Banking Corporation
of $128 million (A$145 million). Since the acquisition,
which was effective October 1992, management of Network TEN has sought earnings
growth through the implementation of a strategy
which focuses upon controlling operating costs targeting selected demographic
groups and expanding signal coverage through the
acquisition of its affiliated stations in Perth and Adelaide, and strategic
alliances with affiliates in regional markets. Over the period
since acquisition, Network TENs results have improved dramatically and
distributions to securities holders far exceed the original
investments.

In addition, Network TEN holds a 9.8% share interest in Television and Media
Services Limited (TMS). TMS provides the television
and video industry with facilities, studio and field production and
post-production of television programming and advertising.

Network TEN, through its wholly owned and affiliated stations, now has signal
coverage reaching approximately 65% of the Australian
population of 19.6 million. Through program supply contracts with its
affiliates, Network TEN augments its audience coverage, with
signal coverage reaching approximately 90% of the Australian population.

Operating Strategy

The operating strategy of Network TEN is to (i) purchase programming targeted
to a particular demographic niche, (ii) effectively
market the network and its programming to its advertisers and (iii) control all
operating and administrative expenses. Network TENs
programming strategy focuses upon attracting viewers between the ages of 16 to
39, a key demographic
segment for Australian
advertisers. Network TEN reaches its chosen niche audience through a
combination of Australian-produced programming, U.S.
network series and other non-Australian programming. Network TEN also uses a
counter-programming strategy to attract viewers in
demographic groups not served by programming on other networks at particular
times. Network TEN seeks sponsorship of its
programming by advertisers and employs on-air promotion as well as radio and
print advertising to market both the network and its
programming.

Australian programming is generally more expensive to produce than foreign
programs are to acquire, but domestically produced
programming is generally more highly rated than foreign programming. As a
result, Network TEN has sought to implement a mix of
domestic and foreign programming to achieve higher ratings at the lowest
possible cost.

Network TEN seeks to control programming costs by producing only its news and
some sports programming in-house and by
purchasing independently sourced and produced programming, including Australian
and non-Australian programs. As part of this
strategy, in fiscal 1995 Network TEN sold its production studio business to TMS
in exchange for a shareholding interest in TMS.
Network TEN commissions independent production companies to produce Australian
programming and purchases national rights to
programming. For commissioned programs, Network TEN typically acquires direct
interests in the revenue streams generated by
these programs in markets outside Australia, and maintains an active role in
certain of the creative aspects of the programs. In
addition, Network TEN enters into multi-year supply agreements with several
major U.S. programming suppliers as well as other nonAustralian production
companies in order to acquire desirable programming at fixed prices.

Television Advertising Market

In 2001, television advertising expenditures in Australia generated
approximately A$2.5 billion, representing approximately 33% of total
major media advertising expenditures of approximately A$7.4 billion. The
cities of Adelaide, Brisbane, Melbourne, Perth and Sydney,
which are all reached by Network TENs signal, account for approximately 78% of
all television advertising expenditures in Australia.

17



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The Australian television industry generates more than 90% of its total revenue
from the sale of advertising time. The table below sets
forth advertising market shares of Australias three commercial networks based
upon industry information available to the Company:

Television Advertising Market Shares

|            |  |                              |    |         |  |      |    |      |  |      |    |  |  |  |    |  |  |  |    | 
|----------- |  | ---------------------------- | -- | ------- |  | ---- | -- | ---- |  | ---- | -- |  |  |  | -- |  |  |  | -- | 
|            |  | Twelve months ended June 30,
|            |  |                             
|            |  | 2002                         |    | 2001(1) |  | 2000 |    | 1999 |  | 1998
|            |  | %                            |    | %       |  | %    |    | %    |  | %   
|            |  |                              |    |         |  |      |    |      |  |     
|Network     |  |                              |    |         |  |      |    |      |  |      |    |  |  |  |    |  |  |  |    | 
|Network TEN |  |                              | 27 |         |  |      | 23 |      |  |      | 24 |  |  |  | 26 |  |  |  | 25 | 
|Nine        |  |                              | 39 |         |  |      | 38 |      |  |      | 41 |  |  |  | 41 |  |  |  | 40 | 
|Seven       |  |                              | 34 |         |  |      | 39 |      |  |      | 35 |  |  |  | 33 |  |  |  | 35 | 

SOURCE: Federation of Australian Commercial Television Stations



|(1) |  | Includes the Sydney 2000 Olympics, aired by Seven.
|--- |  | --------------------------------------------------

Ratings

The table below sets forth commercial network audience shares for calendar
years: 16-39 year olds (Sunday-Saturday 6:00 pm  10:30
pm) for each of the three national commercial networks:

Audience Share

|            |  |         |    |      |  |         |    |      |      |   |    |  |  |  |    |  |  |  |    | 
|----------- |  | ------- | -- | ---- |  | ------- | -- | ---- | ---- | - | -- |  |  |  | -- |  |  |  | -- | 
|            |  | YTD (2) |    |      |  |         |    |      |      |   |    |  |  |  |    |  |  | 
|            |  | 2002    |    | 2001 |  | 2000(1) |    | 1999 | 1998
|            |  | %       |    | %    |  | %       |    | %    |      | %
|            |  |         |    |      |  |         |    |      |      |  
|Network     |  |         |    |      |  |         |    |      |      |   |    |  |  |  |    |  |  |  |    | 
|Network TEN |  |         | 37 |      |  |         | 34 |      |      |   | 31 |  |  |  | 30 |  |  |  | 32 | 
|Nine        |  |         | 35 |      |  |         | 33 |      |      |   | 36 |  |  |  | 37 |  |  |  | 38 | 
|Seven       |  |         | 28 |      |  |         | 33 |      |      |   | 33 |  |  |  | 33 |  |  |  | 30 | 



|                                                                                         |  |                                                  
|---------------------------------------------------------------------------------------- |  | -------------------------------------------------
|Source: 2001-2002 OxTam television ratings; 1998-2000 AC Nielsen television
ratings data
|                                                                                        
|(1)                                                                                      |  | Excluding the impact of the Sydney 2000 Olympics.
|                                                                                        
|(2)                                                                                      |  | To November 14, 2002                             

Since audience share is the principal factor by which television advertising is
bought in Australia, there is a strong correlation between
audience and revenue shares. While overall audience share is the most
frequently published statistic, advertisers are increasingly
looking to the demographic and socio-economic sub-groups that make up the
overall audience share. Network TEN has attempted to
differentiate itself from other broadcasters by focusing primarily on
demographics and only secondarily on overall audience share.

Programming

Network TEN sources programming material from international and Australian
sources. Both prime-time and off peak schedules
include a mix of local and international content, appealing predominantly to
the under 40s audience. Local content regulations also
place certain minimum requirements on drama, documentary and childrens
programming as well as an overall domestic quota.
Although Australian programming is generally more expensive to acquire than
foreign programming, it generally attracts more viewers.
As a result, Network TEN schedules a mix of Australian and foreign shows to
maximize ratings while controlling costs.

Network TEN purchases most of its non-Australian programming from major U.S.
studios. It has acquired Australian rights to shows
that are popular with its target audience, such as Charmed, Everybody Loves
Raymond, Becker, Just Shoot Me, The Guardian, The
Simpsons, and the Law & Orderfranchise. By obtaining run of series
commitments, Network TEN ensures these series remain with
the network for as long as they are produced. In addition, Network TEN enters
into multi-year supply agreements with U.S. and other
non-Australian production companies in order to acquire Australian rights to
desirable programming at fixed prices.

Network TEN produces news, local sports and a limited number of other programs
in-house, while entertainment programs are
acquired from independent Australian producers. In-house productions include
the sports programs Sports Tonightand RPM, the
news program Meet the Press,the afternoon childrens programs Totally Wildand
Cheez TVand the breakfast program Good Morning
Australia.Entertainment programs commissioned from Australian production
companies include The Secret Life of Us, Big Brother,
Search For A Supermodel, Neighbours, The Paneland Rove Live.For commissioned
programs, Network TEN typically maintains an
active role in the creative process and acquires direct interests in the
residual revenue generated by these programs in markets
outside Australia. Network TEN seeks sponsorship of certain of its programs by
advertisers and employs on-air promotion as well as
radio and print advertising to market both the network and its programming.

18



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Domestic production is a combination of news, sport, drama, light entertainment
and childrens programming. News and some sport is
produced internally, but most entertainment programming is acquired from
independent producers. Australia has a large and efficient
independent production sector that supplies programming to all commercial and
government broadcasters.

Network TEN is a key partner is the media consortium that won the rights to
Australias top football code, the AFL, which began this
year Network TEN is the major broadcaster, hosting exclusive free-to-air
coverage of the finals series, including the Grand Final.
Motorsport has surged in popularity through the Networks coverage of the World
Motorcycle Championships, the Indy Cars, the World
and Australian Rally Championships and the V8s.

Australian Out-of-Home and Eye Corp.

Eye Corp is one of Australias premier out-of-home advertising companies. In
December 2000, Network Ten acquired a 60% interest
in Eye Corp and then in August 2002 acquired the remaining 40% interest. The
out-of home advertising industry in Australia has
achieved significant growth in recent years.

Eye Corp, which was created from the consolidation of several smaller players
has become the second largest entity in the
marketplace, following APN News and Media Limited, which management estimates
controls 40% of the domestic market.

Eye Corps operations is comprised of five divisions: (i) Eye Drive,has
Australias second largest stable of large format outdoor
signage, and includes inventory of nearly 400 sites; (ii) Eye Fly, has more
than 800 strategically located signs within all of Australias
domestic and international air terminals, with the exception of Perth
international, giving Fly 98% of the Australian airport market; (iii)
Eye Shop controls two and half thousand eyelites through more than 50 leading
centres across Australia and New Zealand; (iv) Adval
is a visual merchandising and point-of-sale supplier to leading retailers, and
(v) the overseas division has made substantial inroads into
southeast Asian markets, including Indonesia, Malaysia, Vietnam and Myanmar,
and encompasses large format outdoor advertising
and internal airport signage.

Management

John McAlpine is the Chief Executive Officer of Network TEN. Mr. McAlpine
entered the television industry in 1970 as a sales
executive. He joined Network TEN in Sydney in 1974 and was, prior to his
current appointment in July 1997, Network TENs General
Manager  Network Sales.

The Companys investment in Network TEN entitles it to designate three members
of Network TENs 13-member board of directors.

NEW ZEALAND OPERATIONS

New Zealand Television Industry

The New Zealand television industry currently consists of five national
free-to-air networks, TV1, TV2, TV3, TV4 and Prime TV and
several smaller regional broadcasters. TVNZ (which consists of TV1 and TV2) is
government-owned, although it operates as a
commercial enterprise. TV3 and TV4, both of which are owned and operated by
the Company, are the only privately owned, VHF
national commercial broadcast television networks in New Zealand. Prime TV,
a company affiliated with Australias Nine Network
launched its free-to-air service on UHF frequencies in 1998.

SKY Network, the leading pay service operating in New Zealand, operates dual
playout signals on both UHF terrestrial frequency and
digital satellite DTH. The terrestrial service transmits seven SKY channels
while the digital DTH service offers 43 channels. In total,
the SKY service has approximately 36% penetration or 503,000 subscribers.
Relatively few New Zealand homes have access to cable
television. TVNZ and Telstra-Saturn have recently cancelled a previously
announced initiative to develop a joint venture digital cable
and satellite platform that would have competed with SKY. TVNZ will instead be
carried on the SKY Satellite platform from December
1, 2001. TV3 and TV4 have been carried on SKY Satellite since January 2000.

Operating Strategy

TV3 and TV4s operating strategies are to: (i) focus on mainstream
demographics, (ii) improve air time inventory management, (iii)
increase broadcasts of certain sports and special events programming and (iv)
attract advertiser sponsorship on certain programs.
TV3 has also acquired and aired sports and special event programming. With the
introduction of TV4, television advertisers have
targeted access to the important 15-39 age demographic in urban markets. TV3
and TV4 use programming approaches similar to
CanWests other operations around the world and target younger viewers. TV3
targets the 18 to 49 year old core demographic group
and TV4 aims for an even younger, upbeat audience with programming focusing on
comedy, lifestyle and entertainment.

In 1993, TV3 embarked upon a campaign to extend its signal coverage and
presently reaches approximately 98% of the New Zealand
population. This increase in coverage was funded in part by New Zealand
On-Air, a government body established to promote the
expansion of broadcasting throughout the country. TV4 reaches approximately
75% of the New Zealand population.

19



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Television Advertising Market

For the twelve months to March 31, 2002, gross television advertising
expenditures generated approximately NZ$481 million,
representing approximately 32% of total expected advertising expenditures of
NZ$1.5 billion.

Television advertising in New Zealand experienced strong growth during the
1991-1997 period, which management attributes primarily
to (i) deregulation of the New Zealand economy, which has led to significant
increases in advertising expenditures to challenge and
protect many long-held New Zealand brand monopolies, (ii) the launch of TV3 in
late 1989, which broke a 24-year government-owned
television monopoly, and (iii) general improvement in the New Zealand economy.
Since 1998 the television advertising market has
been relatively constant ranging between NZ$475 million and NZ$501 million.

The New Zealand television industry generates its revenue from the sale of
advertising time. The distribution between TVNZ and TV3
and TV4 of their combined television market share (based on revenue) as
estimated by management is set out below:

|        |  |                          |      |      |  |      |      |      |  |      |      |  |  |  |      |  |  |  |      | 
|------- |  | ------------------------ | ---- | ---- |  | ---- | ---- | ---- |  | ---- | ---- |  |  |  | ---- |  |  |  | ---- | 
|        |  | Advertising Market Share
|        |  | Year ended March 31     
|        |  |                         
|        |  | 2002                     |      | 2001 |  | 2000 |      | 1999 |  | 1998
|        |  | %                        |      | %    |  | %    |      | %    |  | %   
|TV3/TV4 |  |                          | 25.1 |      |  |      | 24.8 |      |  |      | 24.7 |  |  |  | 25.9 |  |  |  | 29.7 | 
|TVNZ    |  |                          | 74.9 |      |  |      | 75.2 |      |  |      | 75.3 |  |  |  | 74.1 |  |  |  | 70.3 | 

Ratings

The table below sets forth audience shares of New Zealands commercial
television networks during prime-time viewing hours:

|          |  |                     |    |      |  |      |    |      |  |      |    |  |  |  |    |  |  |  |    | 
|--------- |  | ------------------- | -- | ---- |  | ---- | -- | ---- |  | ---- | -- |  |  |  | -- |  |  |  | -- | 
|          |  | Audience Share (1) 
|          |  | Year ended March 31
|          |  |                    
|          |  | 2002                |    | 2001 |  | 2000 |    | 1999 |  | 1998
|          |  |                     |    |      |  |      |    |      |  |     
|          |  | %                   |    | %    |  | %    |    | %    |  | %   
|          |  |                     |    |      |  |      |    |      |  |     
|TV3       |  |                     | 23 |      |  |      | 22 |      |  |      | 23 |  |  |  | 23 |  |  |  | 26 | 
|TV4       |  |                     | 4  |      |  |      | 3  |      |  |      | 3  |  |  |  | 4  |  |  |  | 4  | 
|TV1       |  |                     | 30 |      |  |      | 33 |      |  |      | 31 |  |  |  | 31 |  |  |  | 30 | 
|TV2       |  |                     | 31 |      |  |      | 33 |      |  |      | 33 |  |  |  | 32 |  |  |  | 32 | 
|SKY/Other |  |                     | 12 |      |  |      | 9  |      |  |      | 10 |  |  |  | 10 |  |  |  | 8  | 



|                   |  |                                                                  
|------------------ |  | -----------------------------------------------------------------
|Source: AC Nielsen
|                  
|(1)                |  | Among adults 18 to 49 (Sunday  Saturday 6:00 p.m. to 10:30 p.m.)

Similar to Network TENs strategy in Australia, TV3 and TV4 have differentiated
themselves from other broadcasters by focusing
primarily on demographics and secondarily on audience share.

Programming

TV3s long-term programming strategy is designed to improve the ratings
performance of both domestic productions and foreign series
among its targeted demographic audience. This strategy has focused upon
increasing the amount of local production, adding sports
programming, building evenings with time blocks of compatible programming and
encouraging audience loyalty by offering a regular
consistent programming format. An important factor in TV3s audience share
growth has been its increased development of
domestically produced programs. TV3 has developed and promoted a nightly news
hour and the current affairs program 20/20and 60
Minutesattracted funding from the government production agency, New Zealand
On-Air, for developing new domestic programming.
Local productions include the popular documentary series Inside New Zealand,
Ground Force, Hot Propertyand Target.

In September 1999, TV3 announced a major sporting rights deal which
substantially increased viewership and sales and promotional
opportunities. TV3 New Zealand completed a deal with pay TV operator, SKY
Television that made the network New Zealands
leading free-to-air sports broadcaster. Since December 1, 1999, TV3 has
carried a comprehensive and exclusive free-to-air schedule
of domestic Cricket and Rugby games. The deal with SKY has seen TV3 add
extensive coverage of cricket test matches, one-day
international cricket, Super 12 rugby matches, and the prestigious
international rugby matches featuring the world famous New
Zealand All-Blacks. The agreement to broadcast the cricket and rugby matches
is part of a larger commercial arrangement between
TV3 and SKY offering long-term benefits for both, including carriage of TV3 on
SKYs digital platform.

The deal significantly enhances revenues and is a major draw for audiences
throughout the year. It also provides all of CanWests
media operations in New Zealand with new and beneficial promotional
opportunities. TV3 believes that the sports broadcasts help
create a solid foundation for future growth.

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TV3 and TV4 continue to offer viewers a combination of popular U.S. and foreign
programming with excellent domestic productions.
Among the shows on the schedule for TV3 this season: Third Rock from the Sun,
CSI, That 70s Show, Alias, Boston Public, Charmed
and Sex and The City. TV4 offers a diverse mix of programs such as Buffy the
Vampire Slayer, Angel, and 18 Wheels of Justice.

TV3 has developed strong relationships with distributors and major studios to
secure ongoing supply of foreign programming including
features. These arrangements include Disney, Universal and Carsey-Werner. In
addition, TV3 has entered into a multi-year supply
agreement with FOX Studios, which provides strong movie titles and series
programming.

New Zealand Radio Industry

The New Zealand radio broadcasting industry has been through significant
changes commencing with the passing of the Broadcasting
Act 1989 (the 1989 Act) which came into force on July 1, 1989. The 1989 Act
repealed the Broadcast Act 1976 which placed
restrictions on entry to broadcasting markets.

Among other things, the 1989 Act made it easier for new broadcasters to enter
the industry; reduced or removed ownership
restrictions; made it is easier for new technologies to be used and new
services provided; and in the interests of increasing efficiency,
separated the Governments commercial and non-commercial radio interests.
Since deregulation in 1989, there has been a rapid and
significant increase in the number of commercial radio stations operating in
New Zealand. The total number of commercial radio
stations has increased from 56 in 1989, to over 200 today.

The 1989 Act established the Broadcasting Commission and the Broadcasting
Standards Authority, provided for election broadcasting
and restricted the scope for political intervention in the management or
programming of TVNZ and state-owned radio.

The Act and the Broadcasting Standards Authority require radio broadcasters to
adhere to industry codes, but these are not unduly
restrictive. Licences are issued and technical parameters are controlled by
the Ministry of Commerce, but there are no restrictions as
to format, style, or content of a radio broadcast, provided it meets the
Broadcast Standards for good taste and decency and respects
the privacy of the individual.

There are effectively two major groupings of stations, which account for 91% of
radio revenues, as follows:

|                        |  |                           |     |  
|----------------------- |  | ------------------------- | --- | -
|                        |  | Approximate revenue share
|                        |  |                          
|The Radio Network (TRN) |  |                           | 46  | %
|CanWest NZ Radio        |  |                           | 45  | %
|Others                  |  |                           | 9   | %
|                        |  |                           |     |  
|                        |  |                           | 100 | %
|                        |  |                           |     |  

Radio Advertising Market

Over the past three years to December 31, 2001, the total radio advertising
market grew at an average of 5.1% per annum. For the
twelve months ending March 31, 2002, radio advertising generated approximately
NZ$196 million, representing approximately 13% of
total advertising expenditures.

CanWest NZ Radio

CanWest entered the radio business in 1997 when it acquired nine radio stations
in the metropolitan markets of Auckland, Wellington,
Christchurch, Dunedin and Hamilton reaching approximately 65% of New Zealands
population. The success of these stations
resulted from developing top talent in all areas of the operation backed by
extensive audience and radio media research, which
experienced radio executives use to develop strong brand identities.

During May 2000, the Company acquired a 72% share of RadioWorks New Zealand
Limited, a New Zealand stock exchange listed
national radio operator. The remaining 28% was purchased in January 2001.
CanWest NZ Radio now operates four national network
stations and 22 local or regional stations under the RadioWorks brand. The four
national networks are Radio Pacific, (AM) (a talkback
format) targeted at the older demographic; Solid Gold (FM) (a classic hits
format also targeted at the older demographic); The Rock
(FM) (targeted to mainly males in the 18-34 age group; and The Edge (FM) (a
contemporary station targeting a young audience with
current hits). The 22 local stations cover various cities and towns across the
country. They operate under specific location brand
names and are mainly adult contemporary in format, targeting a middle market
position. Management estimates RadioWorks signal
reaches 99% of the New Zealand population.

With the purchase of RadioWorks, CanWests NZ Radio now covers both urban and
rural markets and virtually the full range of
formats.

The group has made good progress with the full integration of all radio
properties. This integration process has achieved synergy
benefits, including both revenue gains and cost savings. Operationally,
CanWest NZ Radio has the best operating and profit margins
in the industry in New Zealand.

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Ratings

In the recent September 2002 surveys of New Zealands largest markets, Canwest
had the number one music stations in Christchurch,
Dunedin and Hamilton, and the number two music station in Wellington and the
number three music station in Auckland.

New Zealand Management

The Companys New Zealand television and radio operations are led by Brent
Impey as Group Chief Executive, who, prior to his
appointment in 2000, was CEO of More FM and, prior to his appointment to More
FM in 1998 was Executive Director of the Radio
Broadcasters Association of New Zealand, and a lawyer specializing in media
law.

TV3 and TV4 are managed by a team with extensive experience in the broadcasting
and media industries. The Managing Director is
Rick Friesen. Prior to his appointment in September 2000, Mr. Friesen was
General Manager of Global Atlantic in Canada. Mr.
Friesen has over 25 years experience in television.

IRISH OPERATIONS

Irish Television Industry

Prior to the launch of TV3 Ireland in September 1998, the Irish television
industry consisted of three national networks, RTE1, Net 2
and TG4 , which are all available off-air and through cable, satellite and
MMDS. In addition to commercial advertising revenue, these
three networks are publicly funded and operate under the auspices of RTE, the
state-owned broadcast organization. TV3 Ireland is
the first and only privately owned independent commercial television channel in
the Republic of Ireland. TV3 targets the 15-44 age
groups and is a full service free-to-air television network offering a mix of
domestic and foreign general entertainment programming.

In addition to the four Irish channels, the major UK terrestrial channels, each
of which serves Northern Ireland, including BBCI, BBC2,
ITV (Channel 3), Channel 4 and Channel 5 are available to some or all Irish
viewers off-air, satellite to cable or MMDS. In addition,
Sky One and other pay services are available on cable, MMDS or satellite. In
April 2002 the four Irish terrestrial channels, including
TV3, were made available on the family package offered by Sky Digital
Satellite in the Republic. The addition of Sky satellite
distribution added to the 92% terrestrial coverage of TV3, making it
technically available to essentially every Irish home.

TV3 is available to approximately 65% of Northern Irish homes off air and
enjoys target audience shares equal to the other Irish
Republic channels RTE One and Net 2.

Overall, approximately 58% of the Irish television households are served by
cable, MMDS or satellite services, reaching up to 76% in
the major urban markets, including Dublin.

Advertising Market

In 2001, television advertising expenditures in the Republic of Ireland were
expected to have generated approximately 155 million,
representing approximately 23% of total advertising expenditures of 686
million. In addition, there are additional expenditures on
advertising in Northern Ireland on services, which reach into the Republic of
Ireland, which expenditures are targeted at consumers in
the Republic. This expenditure is estimated at approximately
35 million
annually.

The Irish advertising market has grown substantially over the last five years.
TV3, in its fourth year, experienced revenue growth of
28% in fiscal 2002 compared to fiscal 2001.

Ratings

TV3 Ireland has quickly demonstrated the need for a third mainstream station.
It has filled the gap between RTEs older audience and
Net 2s youthful franchise. With the addition of TV3 Ireland, there has been
repatriation of Irish audiences and growth in the number of
people viewing Irish channels each month.

After four years on-air, TV3 Ireland has achieved a significant share of the
market, exceeding that of the established and successful
British channels. In the year just completed, TV3 continued as Irelands
second most viewed channel for its target demographic.

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|        |  |                     |    |  
|------- |  | ------------------- | -- | -
|        |  | Peak Audience Share
|Network |  | Summer 2002        
|        |  |                    
|TV3     |  |                     | 15 | %
|RTE1    |  |                     | 23 | %
|Net 2   |  |                     | 14 | %
|UTV     |  |                     | 10 | %

Source: AC Nielsen audience share: 15  44 (Monday to Sunday 6:00 pm  11:30
pm) June/July 2002

Programming

TV3 Ireland offers a wide variety of programming, including news, factual,
comedy, drama, sports and local interest programming. The
schedule is a mix of domestic programming and foreign programming.

TV3 Irelands programming is targeted to the 15  44 age group, audiences which
are in high demand by Irish advertisers and which
TV3 Ireland has proved to have been previously neglected in the Irish market.
TV3 Ireland has quickly established itself with the
viewing audience through the introduction of programs to the Irish market like
Sex and the City, South Park, Malcolm in the Middle,
and currently the most popular non U.K. acquired series Law and Order: Special
Victims Unit. The tradition of U.S. movie premieres
on a Sunday evening has continued with such titles as Men in Black, Face Off,
Jackie Brownand more.

In 2001, as part of the agreement by which Granada acquired an interest in TV3,
two new titles to TV3, Coronation Streetand
particularly Emmerdale,which is new to Irish broadcasting at 7:00 p.m., have
improved the audience share for the 7:00 to 8:00 p.m.
time-band and have greatly enhanced viewing to later programs. Other Granada
products, like Heartbeatand Cold Feet,have further
improved the channel. Support for TV3 Irelands coverage of Europes prime
club soccer tournament, the UEFA Champions League
has increased, with particularly good audiences for the season that began in
September 2001. During the year TV3 also completed at
four-year agreement to broadcast Ireland home international soccer matches on a
taped live basis. The agreement also provides TV3
access to broadcast a minimum of five important senior domestic soccer matches
each year. Coupled with the recent renewal of
Champions Leagues telecasts from 2003 to 2006, TV3 has the best in Irish and
European professional soccer to offer viewers and
advertisers.

TV3 Ireland recognizes the importance of relevant domestic programming and in
2002 invested almost twice as much in homegrown
production than it did in programming acquired from outside the country. In
addition to three daily news bulletins, TV3 Ireland
produces Sports Tonight, Week in Review, periodic News Specials, and Ireland
AM, Irelands first morning
breakfast television service,
which quickly established itself as the number one breakfast choice in Ireland.
Ireland AMis a weekday live, magazine and lifestyle
program. Building on its success, the program was expanded to three hours
daily, now 7:00 a.m. to 10:00 a.m. Agenda, a weekly one-hour live program
focusing on politics and money was again recently critiqued as Irelands best
current affairs program. The network
has broadcast a number of Irish award ceremonies recognizing the talents of
Irish actors and musicians, including The Irish Theatre
Awards, and the Buzzmusic awards, broadcast from Belfast. As part of the
strategy to build a strong inventory of Irish dramatic
programs, TV3 continues to actively invest in Irish theatrical productions.
TV3 recently invested in a re-creation of the events of
Bloody Sunday, a pivotal event in modern Irish history, Map Maker, a modern
day Irish love story, and the Irish film Watermelon,
bringing total independent Irish film investment budgets to over
7 million.
These movies will be broadcast on TV3 in the next few
years. Other drama co-production initiatives continue to be explored.

Management

TV3 Ireland has entered into a service agreement with CanWest pursuant to which
CanWest provides certain management services to
TV3 Ireland.

Mr. Rick Hetherington serves as TV3 Irelands Managing Director and Chief
Executive Officer. Prior to his appointment, Mr.
Hetherington served as General Manager and Director of Marketing at Global
Winnipeg, CanWests television station in Winnipeg,
Canada.

The Company is entitled to designate three members of TV3 Irelands 9-member
board of directors. The Companys nominees are
currently Messrs. Tom Strike, Leonard Asper and Rick Hetherington.

To assist with the conduct of business between meetings of the board, the board
has established an executive committee of three
members, including representatives of each the three shareholder groups. The
CanWest nominee is Tom Strike.

NORTHERN IRELAND  UTV

Headquartered in Belfast, UTV is the ITV television service provider in
Northern Ireland. It first went on the air in 1958, and over the
past 44 years, has firmly positioned itself as the number one regional
television network in Northern Ireland. With a strong focus on
meeting the distinctive viewing needs and preferences of its audience, UTV
enjoys a viewing share in excess of 40% (all times) and
approximately 45% in the 6 p.m. to 11 p.m. time period.

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Its strong regional identity is reflected not only in the programs being shown,
but also in the tone, style and nature of the presentation
of the service, which is targeted primarily at a younger demographic audience.
Regional programming is the mainstay of UTVs
service and over the years has been the driver of the networks solid ratings
figures.

UTV is also an internet service provider under the brand UTV Internet and
recently entered the telephone service reselling business.
In the past few years, UTV has also invested in radio stations in both Limerick
and Cork, in the Republic of Ireland.

The Company has a 29.9% equity interest in UTV, and does not currently have
representation on the UTV
board.

EMPLOYEES

The Companys Canadian television operations employ approximately 1,934 people
on a full-time and full-time equivalent basis.
Approximately 57% of the Companys Canadian broadcasting employees are employed
under a total of 15 collective agreements, 12
of which are with the Communications, Energy and Paperworkers Union of Canada.
Four of these agreements were renegotiated in
2002, and four are in negotiation or conciliation. In 2003, three agreements
will expire.

CanWest Publications has approximately 6,517 full-time and full-time equivalent
employees. Approximately 50% of these employees
are employed under a total of 57 collective agreements. Eleven of these
collective agreements expire in 2003 and are in negotiation,
and 23 expire in 2004. In general, the Companys collective agreements cover
operations at particular publications or business
locations, rather than multiple locations.

Canadian newspaper operations experienced two work stoppages in the year.
Collective bargaining in Vancouver between the Pacific
Newspaper Group and the CEP, Local 2000, representing 1050 employees commenced
during the month of October 2001 for the
renewal of the 1998  2001 collective agreement. After continuous bargaining,
the CEP, Local 2000 engaged in strike activity on July
1, 2002 affecting the publication of The Vancouver Sun and the Province
newspapers. The parties reached a settlement on July 18,
2002 and both newspapers resuming publication for the July 22, 2002 editions.
The term of the new collective agreement runs to
November 30, 2004. Operations at the Pacific Newspaper Group have since been
without disruption and no significant labour issues
have developed as a result of the dispute.

The second work stoppage occurred in Victoria at the Times-Colonist.
Collective bargaining commenced in April 2002 to renew
agreements expiring December 31, 2001. Four unions representing 300 employees
went on strike from September 2, 2002 to
November 4, 2002. The term of the new collective agreement runs to December
31, 2004. Operations have returned to normal with
no further disruption expected.

In Australia, Network TEN and Eye Corp. employ a total of approximately 1,021
full-time employees and management estimates 30%
are represented by labor unions.

In New Zealand, TV3 and TV4 have 309 employees, and CanWest NZ Radio has 560
employees. In the Republic of Ireland, TV3 has
155 employees. None of the Companys employees in New Zealand or the Republic
of Ireland are represented by trade unions.

Fireworks employs 73 full-time employees.

CanWest employs approximately 49 people at its corporate and international
offices. The Companys Business Services Centre,
including finance and information technology services, employs 122 people, and
Reach Canada employs 23 people and subcontracts
the balance of its human resource requirements.

Collective bargaining agreements to which the Company is subject vary as to the
number of employees covered and content. The
Company believes it has satisfactory relationships with unionized and
non-unionized employees.

GENERAL

Intellectual Property

CanWest uses a number of trademarks and domain names for its products and
services. Many of these trademarks and domain
names are registered in the relevant jurisdictions. In addition, the Company
has legal rights in the unregistered marks arising from
their use. The Company believes its trademarks are adequately protected.

Television programming and motion pictures are granted legal protection under
the copyright laws of the various countries in which
CanWest operates, and there are substantial civil and criminal sanctions for
unauthorized duplication and exhibition. The content of
newspapers, business publications and websites is similarly protected by
copyright. The Company owns copyright in each of its
publications as a whole, and in all individual content items created by
employees in the course of their employment, subject to very
limited exceptions. The Company has entered into licensing agreements with
wire services, freelancers and other content suppliers on
terms that are sufficient to meet the needs of publishing operations. The
Company believes it has taken appropriate and reasonable
measures to secure, protect and maintain rights or obtain agreements from
licensees to secure, protect and maintain copyright
protection of content it produces or distributes.

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Environmental Protection

Substantially all operations are subject to laws and regulations concerning,
among other things, emissions to the air, water and sewer
discharges, handling, storage and disposal of wastes, recycling, remediation of
contaminated sites or otherwise relating to protection
of the environment. The Company believes all of its operations are in
compliance with applicable environmental protection laws and
its own internal environmental compliance standards. Ensuring environmental
compliance has not given and is not expected to give
rise, in the aggregate, to any material adverse financial or operational
effects upon the Companys business.

Legal Proceedings

From time to time, the Company may be a party to various legal proceedings
arising in the ordinary course of business. The Company
does not expect any of these proceedings will have a material adverse effect on
its business, financial condition or results of operation.

CanWest Broadcasting Limited (CBL)

On March 5, 2001, certain plaintiffs who owned a 29.33% interest in CBL filed a
statement of claim against the Company, certain
subsidiaries, and Israel Asper. The plaintiffs claim, among other things, that
the defendants have acted in a manner that is oppressive
and unfairly prejudicial to the plaintiffs; have improperly favored the
interests of the defendants over the interests of CBL and the
plaintiffs (including the diversion of corporate opportunities); owe fiduciary
duties to the plaintiffs; and have wrongly terminated certain
contracts with the plaintiffs and replaced them with non-arms length
contracts. They are seeking, among other things, damages of
$345.0 million (including aggravated and punitive damages).

While the results of litigation are inherently uncertain, the Company believes
the allegations are substantially without merit and intends to
vigorously defend it.

At the time of the commencement of the action, the Company owned 70.67% of CBL
and the plaintiffs owned the minority interest. CBL
owned Global Television Network stations in British Columbia (CKVU), Manitoba
(CKND) and Saskatchewan (CFRE and CFSK). On
May 1, 2001, CBL amalgamated with one of the Companys indirect wholly-owned
subsidiaries. Under the terms of the amalgamation
agreement, the Company received all of the shares of the amalgamated
corporation and the minority shareholders of CBL received Series
2 Preference shares of the Company. CanWest has the option, exercisable for
twelve months following the completion of the determination
of the net sale proceeds from the sale of CKVU, to redeem the Series 2
Preference shares for cash or to convert the Series 2 Preference
shares into Subordinate Voting shares at the then market price of the shares.
The aggregate redemption or conversion price, as the case
may be, will be 29.33% of an amount equal to the net after tax proceeds from
the sale of CKVU, and the value of the Manitoba and
Saskatchewan television stations, after certain other adjustments all
determined in accordance with the conditions attached to the Series 2
Preference shares. The Company expects the redemption or conversion to take
place within the next fiscal year. The former minority
shareholders of CBL did not exercise their dissent rights with respect to the
amalgamation, however they have amended their statement of
claim to allege, among other things, that the amalgamation was oppressive and
to request fair value for their former shares of CBL.

REGULATION

Canadian Television

Canadian television broadcasting, including specialty cable television
broadcasting, is regulated principally by the Broadcasting Act
(Canada). The Canadian Radio-television and Telecommunications Commission, or
CRTC, which, among other things, administers
the Broadcasting Act, grants and reviews broadcasting licences, approves
certain changes in corporate ownership and control, and
establishes and oversees compliance with regulations and policies
concerning broadcasting, including various programming
requirements, subject to certain directions from the federal cabinet.

A House of Commons committee is undertaking an 18-month study of the current
state and future direction of Canadas broadcasting
system and the efficacy of the Broadcasting Act in meeting policy objectives.
The committee is studying issues including media
ownership, Canadian content and the administration of broadcasting policy.

Ownership and Control

The Canadian government, through an Order-in-Council referred to as the
Direction to the CRTC (Ineligibility of Non-Canadians), has
directed the CRTC not to issue, amend or renew a broadcasting licence to an
applicant that is a non-Canadian. Canadian, a defined
term within the CRTC Direction, means, among other things, a citizen or a
permanent resident of Canada, a
qualified corporation, a
Canadian government, a non-share capital corporation the directors of which are
appointed or designed by statute or governmental
authorities, or a mutual insurance company, pension fund society or cooperative
of which 80% of the directors or members are
Canadian. A qualified corporation is one incorporated or continued in Canada,
of which the chief executive officer or other presiding
officer and 80% of the directors are Canadian, and not less than 80% of the
issued and outstanding voting shares are beneficially
owned and controlled, directly or indirectly, by Canadians. In addition, in
order for a subsidiary to be a qualified corporation,
Canadians must beneficially own and control, directly or indirectly, not less
than 66 2/3% of the issued and outstanding voting shares
and not less than 66 2/3% of the votes of the parent company that controls the
subsidiary and neither the parent company nor its
directors or similar officers may exercise control or influence over any
programming decisions of the subsidiary. There are no specific
restrictions on the number of non-voting shares that may be owned by
non-Canadians. Finally, an applicant seeking to acquire,
amend or renew a broadcasting licence must not otherwise be controlled in fact
by non-Canadians, a question of fact, which may be
determined by the CRTC in discretion.

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The CRTCs Television Broadcasting Regulations, 1987, and the Specialty
Services Regulations, 1990, require the prior approval of
the CRTC of any transaction that directly or indirectly results in (i) a change
in effective control of the broadcasting undertaking of a
licensee, (ii) a person or a person and its associates acquiring control of 30%
or more of the voting interests of a licensee or of a
person that has, directly or indirectly, effective control of a licensee, or
(iii) a person or a person and its associates acquiring 50% of
more of the issued common shares of the licensee or of a person who has direct
or indirect effective control of a licensee. In addition,
if a transaction results in a person or a person and its associates acquiring
control of at least 20% but less than 30% of the voting
interests of a licensee, or of a person that has, directly or indirectly,
effective control of the licensee, the CRTC must be given notice of
the transaction. If a transaction increases control to over 40%, the CRTC must
be notified.

To enable CanWest to ensure continuing compliance with the CRTC Direction, the
CRTC regulations and the conditions of its
Canadian broadcasting licences, the issue and transfer of CanWests preference
shares, subordinate voting shares and multiple
voting shares and the conversion of CanWests non-voting shares, multiple
voting shares or preference shares into subordinate voting
shares are constrained by CanWests articles.

Canadian Programming Content

CRTC regulations require licensees of television stations to maintain a
specified percentage of Canadian content in their programming.
Television broadcasters are subject to the requirement that, over the broadcast
year and over any six month period specified in the
licence, a minimum of 60% of the aggregate programming shown during the
broadcast day (a continuous 18 hour period between 6:00
a.m. and 1:00 a.m.) must be of Canadian origin. Canadian origin is most
commonly achieved on the basis of a points system requiring
that a number of creative and production staff be Canadian and that specified
Canadian production expenditure levels be met. In
addition, at least 50% of the aggregate programming between the hours of 6:00
p.m. and 12:00 midnight over the broadcast year must
be of Canadian origin. Specialty cable television channels also have to
maintain a specified percentage of
Canadian content in their
programming, generally set forth in their conditions of licence. Broadcasters
are required to broadcast a minimum of eight hours per
week of priority programming during prime time (7:00 p.m. to 11:00 p.m.).
Priority programming includes Canadian-produced drama,
music and dance, variety and long-form documentaries, but does not include news
and information or sports programming.

Advertising

The CRTC also regulates the quantity and content of television advertising. A
television licensee may not, during any clock hour,
broadcast more than twelve minutes of advertising, subject to certain
exceptions for unpaid public service announcements and
promotions for upcoming Canadian programs. Advertising content is regulated by
various federal and provincial statues and
regulations, as well as by standards in the Canadian television broadcasting
industry.

Licensing

The CRTC has responsibility for the issuance, amendment and renewal of Canadian
broadcasting licences. A television broadcasting
licence grants the right to a broadcaster to transmit a television signal on a
defined frequency within a defined geographic area and at
a defined power level. Subject to being distributed as a distant signal by a
distribution service such as cable or direct-to-home
satellite service, it defines the geographic area capable of being reached by
the broadcaster. The CRTC may also grant licences for
rebroadcast transmitters to relay a particular signal to other areas. A
specialty cable television licence grants the right to a broadcaster
to transmit programming to the public through a distribution service such as
cable or direct-to-home satellite service. Broadcasting
licences may be issued for periods not exceeding seven years and are usually
renewed, except in cases of a serious breach of the
conditions attached to the licence or the regulations of the CRTC. The CRTC is
required to hold a public hearing in connection with
the issuance, suspension or revocation of a licence and may hold public
hearings in other circumstances.

In order to conduct business, CanWest must maintain its licences in good
standing. Failure to meet the terms of licences may result in
their short-term renewal, suspension, revocation or non-renewal. Conditions
may be imposed by the CRTC on broadcasting licences
that may affect the licensees profitability. Licensees of distribution
services must also meet technical certification requirements under
the Radiocommunication Act(Canada).

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All of the Companys licences are in good standing and the Company is confident
of its ability to continue to satisfy the terms of all
related undertakings. Licences and their respective dates of renewal are as
follows:

|                           |  |                                  |  |              |  |                
|-------------------------- |  | -------------------------------- |  | ------------ |  | ---------------
|Station                    |  |                                  |  |             
|Global Television Network: |  |                                  |  |             
|                           |  | Global Vancouver                 |  | CHAN         |  | August 31, 2008
|                           |  | Global Halifax                   |  | CIHF         |  | August 31, 2008
|                           |  | Global Saint John                |  | CIHF-2       |  | August 31, 2008
|                           |  | Global Quebec                    |  | CKMI         |  | August 31, 2008
|                           |  | Global Calgary                   |  | CICT         |  | August 31, 2008
|                           |  | Global Edmonton                  |  | CITV         |  | August 31, 2008
|                           |  | Global Winnipeg                  |  | CKND         |  | August 31, 2008
|                           |  | Global Saskatoon                 |  | CFSK         |  | August 31, 2008
|                           |  | Global Regina                    |  | CFRE         |  | August 31, 2008
|                           |  | Global Lethbridge                |  | CISA         |  | August 31, 2008
|                           |  | Global Ontario                   |  | CIII         |  | August 31, 2008
|Independent Stations:      |  |                                  |  |             
|                           |  | CJNT Montreal, Quebec            |  | CJNT         |  | August 31, 2007
|                           |  | CHCH Hamilton, Ontario           |  | CHCH         |  | August 31, 2008
|                           |  | CHEK, Victoria, British Columbia |  | CHEK         |  | August 31, 2008
|CBC Affiliates:            |  |                                  |  |             
|                           |  | CHBC Kelowna, British Columbia   |  | CHBC         |  | August 31, 2008
|                           |  | CKRD Red Deer, Alberta           |  | CKRD         |  | August 31, 2008
|Specialty Cable Channels:  |  |                                  |  |             
|Analog:                    |  |                                  |  |             
|                           |  | Global Prime                     |  | Global Prime |  | August 31, 2003
|Digital:                   |  |                                  |  |             
|                           |  | mentv (49% interest)             |  | Category 1   |  | August 31, 2007
|                           |  | Mystery (45.05% interest)        |  | Category 1   |  | August 31, 2007
|                           |  | Lonestar                         |  | Category 2   |  | August 31, 2007
|                           |  | DejaView                         |  | Category 2   |  | August 31, 2007
|                           |  | Fox Sports World Canada          |  | Category 2   |  | August 31, 2007
|                           |  | Xtreme Sports                    |  | Category 2   |  | August 31, 2007

All licences and related CRTC decisions are available for public review.

The Company believes it enjoys good relations with the CRTC and all other
regulatory bodies that govern its operations. All of its
licences have been renewed since the granting of its first licence in 1974.
The CRTC considered the licence renewals of all of the
Global Television Network stations in spring 2001 under new group licensing
procedures. These licences were renewed effective
September 2001 for the maximum term, which is seven years.

Cross-Ownership Issues

Although the Broadcasting Act and its regulations and policies do not require
the CRTCs approval of a broadcasters purchase of an
unregulated media entity such as a newspaper, the CRTC may consider the issue
of a cross-media ownership when granting or
renewing broadcasting licences. The CRTC has a broad mandate to regulate and
supervise all aspects of the Canadian broadcasting
system, to provide for and encourage the expression of a diversity of voices
within the broadcasting system and to prevent or address
the emergence of any undue competitive advantage on behalf of one licensee. As
such, the CRTC may be concerned about the level
of diversity among the media voices available in the geographic markets where
cross-ownership occurs and may choose to accept
safeguards or implement conditions in the Companys licences to ensure a level
of diversity and prevent any undue competitive
advantage. Whether the CRTC will be concerned about the level of diversity will
depend upon a number of factors, including the
definition of the relevant geographic market in which diversity is measured and
the number of participants in the market. The CRTC
has wide discretion in determining what constitutes the relevant market. The
CRTC examined cross-ownership issues at the recently
completed group licence renewal hearings.

At the renewal of the Companys broadcasting licences and in response to
potential concerns about diversity or undue competitive
advantage, the CRTC attached a condition to the Companys group licence which
requires a code of conduct be followed respecting

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the maintenance of separate management over the television and print news
operations. The CRTC could refuse to renew a licence
or to grant new licences based on the concerns about diversity or undue
competitive advantage.

While there are currently no specific prohibitions on the cross-ownership of
television stations and other media properties in Canada,
the House of Commons committee reviewing Canadas broadcasting system and the
Broadcasting Act has announced that it will study
patterns of media ownership, cross-media ownership and vertical integration as
part of its review.

Canadian Publishing

The publication of newspapers in Canada is not directly regulated by federal or
provincial laws. There are, however, indirect
restrictions on the foreign ownership of Canadian newspapers by virtue of
certain provision of the Income Tax Act(Canada). The
Income Tax Act limits the deductibility by Canadian taxpayers of advertising
expenditures that are made in newspapers other than
Canadian issues of Canadian newspapers. For any given publication to qualify
as a Canadian issue of a Canadian newspaper, the
entity that publishes it, if publicly traded, must ultimately be controlled by
Canadian citizens and, if a private company, must be a least
75% owned by Canadians. In addition, the publication must, with limited
exceptions, be printed and published in Canada. All the
Companys newspapers qualify as Canadian issues of Canadian newspapers and,
as a result, the Companys advertisers generally
have the right to deduct their advertising expenditures with us for Canadian
tax purposes.

Australian Television

The Broadcasting Services Act (Australia), (BSA) regulates the commercial
television industry in Australia. Under the provisions of
the BSA, the Australian Broadcasting Authority, (ABA) has responsibility for
planning and licensing, programming and content
standards, ownership and control of commercial broadcasting services,
complaints handling and administering the allocation of
broadcasting frequency spectrum.

Ownership and Control

The BSA prohibits non-Australian persons from being in a position to exercise
control, either alone or together with associates, over
commercial television broadcasting licences. Control is very widely defined
and includes the capacity to veto or exercise restraint over
a substantial issue affecting the management of affairs of a corporation
holding a licence.

The BSA limits foreign ownership of commercial television licences by any one
person and its associates to 15% of the shares of any
television licensee or of the voting rights or rights to distributions by way
of dividend or a winding up of the licensee, because the BSA
deems any person who has more than 15% interest of this type to control the
television licensee. This limit increases to 20% for a
combined interest holding for two or more persons. An interest in shares,
voting or distribution rights of this nature is referred to as a
company interest. Interests of this kind are also traced on a proportionate
basis through a chain of companies or other entities, so
that a person with a company interest in CanWest would also be considered to
have a company interest in Network TEN. In addition,
if foreign persons acquired company interests directly or indirectly in other
shareholders of Network TEN
(including through interests in
other companies such as TEN Network Holdings Limited, a company listed on the
Australian Stock Exchange, those interests would
be traced on a proportionate basis through those corporate chains and
aggregated with those persons existing interests for the
purposes of determining compliance with the 15% and 20% thresholds.

The BSA also includes provisions that limit cross-ownership between commercial
television licences, radio licences and newspapers
within the same licence area.

The audience reach limitations of the BSA prevent a person from being in a
position to exercise control of television licences with a
combined audience reach of more than 75% of the Australian population, although
it is possible for a person to supply programming
(through affiliates or otherwise) to achieve greater audience reach.
Furthermore, a person must not be in a position to control more
than one licence in the same licence area.

In April 2000, the Australian Productivity Commission released a report
recommending changes to Australian broadcast regulations.
The report recommended the repeal of all restrictions on foreign investment,
ownership and control in the BSA and a relaxation of
cross-media ownership rules, subject to the insertion of a media-specific
public interest test in the Trade Practices Act(Australia). The
Commission stated that the easing of foreign ownership restrictions and the
entry of competitive international capital are essential
before cross-ownership restrictions were removed. The Commission also noted
that the convergence of various media was making the
present restrictions outmoded. The Broadcasting Services Amendment
(Media Ownership Bill), which encapsulates the
recommendations made in this report, is presently before Parliament for debate.
There is, however, no guarantee that it will be
passed.

Content and Advertising

The ABA imposes mandatory transmission quotas for Australian content and other
more specific quotas for Australian drama,
childrens programming and documentaries. A minimum of 55% of programming
broadcast between 6:00 a.m. and 12:00 midnight must
be produced under Australian creative control.

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The Australian commercial television industry is also subject to the Commercial
Television Industry Code of Practice, which has been
developed by the Federation of Australian Commercial Television Stations in
conjunction with the ABA. The industrys code pertains to
matters such as the classification of programs and program promotions, the
content of news and current affairs programs and the
content, placement and amount of advertisements, as well as handling of
complaints on code matters.

The broadcasting of commercials and program promotions is limited under the
Code of Practice to an average of 13 minutes per hour
from 6:00 p.m. to 12:00 midnight and an average of 15 minutes per hour at other
times. The exception to this is certain childrens
programming which is regulated by the ABAs Childrens Television Standards.

Digital Television

The Australian government has passed legislation that requires national
television networks to commence
broadcasting on new digital
channels beginning on January 1, 2001. Over-the-air broadcasters will be
required to simulcast both digital and analog services until
2008, or such time as determined by further review, scheduled to commence prior
to 2005. Over-the-air broadcasters are not
permitted to provide multiple channels or over-the-air subscription
broadcasting services until the end of 2005. In view of this
legislation and the investment and expense involved for existing broadcasters,
the government has determined that no new
commercial television licences will be issued before December 31, 2006.

Network TEN has undertaken a major implementation plan to establish the
infrastructure and operations necessary for digital terrestrial
broadcasting and commenced digital broadcasting on January 1, 2001.

General Regulatory Obligations

In addition to the regulatory framework specific to broadcasting, the
television industry is also governed by general legislation that
applies to all industries. This includes the Trade Practices Act, which
primarily deals with anti-competitive conduct and consumer
protection, and the Foreign Acquisitions and Takeovers Act(Australia), which
provides the Federal Treasurer with the power to prohibit
acquisitions by foreign persons of Australian companies and assets where the
acquisition is considered to be contrary to the national
interest.

Licensing

The ABA grants commercial television licences only to companies incorporated in
Australia. Commercial television licences granted by
the ABA remain in force for five years, subject to compliance with the BSA, and
are renewed at the request of the licence holder if the
licensee is considered suitable by the ABA to continue to hold a licence.

The following table sets forth the licences held by Network TEN and their
respective dates of renewal:

|          |  |           |  |                 |      |  |  | 
|--------- |  | --------- |  | --------------- | ---- |  |  | 
|          |  | Call Sign |  | Due for Renewal
|          |  |           |  |                
|Sydney    |  | TEN       |  |                 | 2007 | 
|Melbourne |  | ATV       |  |                 | 2007 | 
|Brisbane  |  | TVO       |  |                 | 2007 | 
|Perth     |  | NEW       |  |                 | 2007 | 
|Adelaide  |  | ADS       |  |                 | 2004 | 

New Zealand Broadcasting

The New Zealand broadcasting industry was deregulated in 1989. Current
broadcasting laws are primarily concerned with the
maintenance of broadcasting standards in New Zealand and do not contain
restrictions on foreign ownership, cross media ownership
or domestic content quotas. Other general legislation concerning foreign
investment in New Zealand may, however, have some effect
on proposals by non-New Zealand persons to acquire companies in New Zealand.

TV3 operates under a broadcast licence issued in 1995 and TV4 operates under a
broadcast licence issued in 1994. Both licences
were granted for a 20-year period and have similar terms and conditions.
CanWest Radio NZ and RadioWorks each hold broadcasting
licences that will expire in 2011.

Under New Zealand law, television and radio broadcasters are required to report
their annual operating revenue to the New Zealand
Broadcasting Standards Authority and, if that operating revenue exceeds
NZ$500,000 in any year, they are required to pay a levy of
0.00051% of that revenue, plus applicable taxes.

Republic of Ireland Television

Television broadcasting in the Republic of Ireland is regulated by the Office
of the Director for Telecommunications Regulations and
the Broadcast Commission of Ireland, or the BCI, pursuant to the Broadcast Act,
2001and the Broadcasting Authority Acts, 1960 to
1990.The broadcasting industry is also overseen by the Minister for Public
Enterprise; the Minister for Communication and the
Environment; the Broadcasting Complaints Commission; the Irish Competition
Authority; and is guided by European Union Directives.

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Licensing

The Office of the Director for Telecommunications Regulation issues television
broadcasting licences to the BCI, which then contracts
with television program service providers. Under the Broadcast Act, 2001, TV3
has been awarded broadcast spectrum in the event a
national Digital Terrestrial Television platform is built, which would enable
TV3 to supply digital and other services.

TV3 has entered an agreement with the BCI providing TV3 with the right to
operate its television service and sets forth certain
restrictions on the manner in which TV3 will conduct business. The contract
expires in September 2008 and provides for automatic
renewal of the contract for an additional ten years unless TV3 is in breach of
the contract or suffers some form of insolvency event.

Ownership and Control

The BCI has the right to approve any changes to TV3s articles of association,
directors and senior management. The BCI also has
the right to approve material changes in the ownership of TV3 and any related
shareholders agreement. The BCI must approve any
transfer of TV3 shares to a person deemed to be a media operator,
non-European Union persons and certain others. A media
operator includes any person who is a television or radio broadcaster, a cable
operator, a program production company, a
newspaper, a news magazine, an advertising agency and certain other persons.
There is no express regulatory prohibition on a non-European Union person
controlling TV3. However, the Company believes it is unlikely the BCI would
approve the Company or any
other non-European Union person acquiring more than a 45% interest in TV3.

Advertising

The BCI and other regulators regulate the quantity and content of television
advertising. Under the terms of TV3s agreement with the
BCI, TV3 may broadcast commercials for an average of 15% of its broadcast day
(or an average of nine minutes per hour), with a
maximum of ten minutes in any single hour.

Programming

In accordance with European Union Directives, a minimum of 50% of TV3s
programming must be of European Union origin. In
addition, TV3s agreement with the BCI requires that in 2002-2003 a minimum of
25% of its content must be
of Irish origin TV3 has
consistently over delivered on its Irish origin programming commitment.

Northern Ireland Television

Commercial television broadcasting in the United Kingdom (including Northern
Ireland) is regulated by the Independent Television
Commission, or the ITC, under the Broadcasting Act 1990,as amended.

Licensing

The ITC issues broadcasting licences under the Broadcasting Act 1990.UTV holds
a regional licence for Northern Ireland that expires
on December 31, 2009.

Foreign Ownership Restrictions

Under the Broadcasting Act 1990,no licence of the type held by UTV may be held
or controlled by an individual who is not either (i) a
national of a European Union member state and ordinarily resident within the
European Community, or (ii) a national of the United
Kingdom, the Isle of Man and the Channel Islands. In addition, no such
licences may be held by a body corporate which is not either
(i) formed under the laws of a European Union member state and has its
registered or head office or principal place of business within
the European Community, or (ii) is formed under the law of the Isle of Man or
the Channel Islands.

Other Ownership Restrictions

The Broadcasting Act 1990imposes several additional restrictions on holding or
controlling broadcast licences. These restrictions
include prohibitions against (i) the ownership of multiple television stations,
(ii) the cross-ownership of television stations and radio
stations serving a particular market, and (iii) the cross-ownership of
television stations and newspapers.

Content Quotas

In accordance with the terms of its licence, in each calendar year, a majority
of UTVs programming must be of European Union origin,
a minimum of 25% of UTVs programming must be independent productions, and a
minimum of 65% of UTVs programming must be
originally commissioned or produced for UTV or another ITV affiliate.

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INVESTMENT CONSIDERATIONS AND RISK FACTORS

Prospective investors should carefully consider the following investment
considerations and risk factors prior to any purchase of
shares of the Company.

Multiple Class Stock; Control of the Company by Holder of Multiple Voting Shares

The Companys equity shares are divided into four classes  the Multiple Voting
Shares, the Subordinate Voting Shares, the Non-Voting Shares and the Preference
Shares, which are issuable in series. Two series of Preference Shares have
been designated,
being the Series 1 and the Series 2 Preference Shares. No Series 1 Preference
Shares are currently outstanding. Each class or
series of shares has different voting rights. Holders of Non-Voting Shares are
not entitled to vote, except where class voting is
required by Canadian law, which occurs primarily where fundamental changes are
proposed which affect a particular class of shares
differently from another. The Multiple Voting Shares and Subordinate Voting
Shares are convertible on a
one-for-one basis into Non-voting Shares at the option of the holder. The
Series 2 Preference Shares are redeemable for cash or convertible to
Subordinate
Voting or Non-Voting Shares, at the option of the Company, based on a valuation
including, among other factors, the net proceeds
from the sale of CKVU. (See Legal Proceedings  CanWest Broadcasting Limited
(CBL)). Holders of Subordinate Voting Shares
are entitled to one vote per share, holders of Multiple Voting Shares are
entitled to ten votes per share, and holders of Series 2
Preference Shares are not entitled to vote. Holders of Multiple Voting Shares
and Subordinate Voting Shares vote together as a single
class on all matters submitted to a vote of shareholders, except where class
voting is required by Canadian law.

As of the date hereof, CanWest Communications Corporation owns all of the
Multiple Voting Shares and 3,462,874 Subordinate
Voting Shares, representing approximately 89% of the total votes.

The voting rights of the Non-Voting Shares and the Subordinate Voting Shares in
comparison with the voting rights of the Multiple
Voting Shares may render more difficult or discourage a tender offer or other
transaction involving an actual or potential change of
control of the Company. Moreover, the Broadcasting Act (Canada) (the
Broadcasting Act) and the regulations thereunder require the
prior consent of the CRTC to any change in control of the Company. See also
Voting Shares and Non-Voting Shares in the
Management Information Circular dated November 27, 2002.

Financial Condition

The Company has a substantial amount of debt. As of August 31, 2002, it had
$3.5 billion in long-term debt including $948.6 million of
junior subordinated notes which bear interest in kind to November, 2005. The
Companys total leverage, under the terms of its senior
credit facility (which exclude the junior subordinated notes so long as they
bear interest in kind), was 5.25 times, with a covenant of
5.75 times.

The Company has scheduled annual repayments beyond August 2002 under its senior
credit facility as follows:

|                     |  |             
|-------------------- |  | ------------
|Fiscal 2003 and 2004 |  | $127 million
|Fiscal 2005          |  | $166 million
|Fiscal 2006          |  | $205 million
|Fiscal 2007          |  | $192 million
|Fiscal 2008          |  | $627 million
|Fiscal 2009          |  | $352 million

The Companys substantial indebtedness could limit the Companys flexibility in
planning for, or reacting to, changes in its business
and the industry in which it operates; increase its vulnerability to general
adverse economic and industry conditions; place the
Company at a competitive disadvantage compared to its competitors; and limit
the Companys ability to borrow additional funds.

Competition

The broadcasting and publishing industries depend primarily upon the sale of
advertising and paid subscriptions to generate revenue.
Competition for advertising, subscribers, viewers, listeners, readers and
distribution is intense and comes from broadcast television
stations and networks and specialty cable channels; radio; local, regional and
national newspapers; online
interests; direct mail; and
other communications and advertising media that operate in the Companys
markets. The Companys competitors include both
privately owned companies and government-owned market participants. In
addition, there is increasing consolidation in the Canadian
broadcasting, publishing and other media industries and the Companys
competitors increasingly include market participants with
interests in multiple industries and media. Accordingly, there is no assurance
that existing and future competitors will not pursue or be
capable of achieving business strategies similar and competitive to CanWests.
Some competitors have greater financial and other
resources than the Company. The Companys ability to compete successfully
depends on a number of factors, including the ability to
secure popular television programs and higher quality editorial content, the
ability to achieve high distribution levels and subscriptions
and the Companys ability to generate advertising revenue. There is no
assurance that the Company will be able to compete
successfully in the future against existing or potential competitors, or that
increased competition will not have a material adverse effect
on the Company.

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Alternative Technologies

The media industry is experiencing rapid and significant technological changes,
which may result in alternative means of program and
content transmission and which could have a material adverse effect on the
business, financial condition or results of operation of the
Company. The continued growth of the Internet has presented alternative
content distribution options that compete with traditional
media. Further, in each of the Companys broadcasting markets, industry
regulators have authorized direct-to-home satellite,
microwave and cable services, and may authorize other alternative methods of
transmitting television, radio and other content with
improved speed and quality. The Company may not be able to successfully
compete with existing or newly developed alternative
technologies or may be required to acquire, develop or integrate new
technologies. The cost of the acquisition, development or
implementation of new technologies could be significant and the Companys
ability to fund such implementation may be limited and
could have a material adverse effect on its ability to successfully compete in
the future.

Economic Cycles

The Companys business is cyclical in nature. The Company depends upon the
sale of advertising for a substantial portion of its
revenue, and operating results are sensitive to prevailing economic conditions,
including changes in local, regional and national
economic conditions, particularly as they may affect advertising expenditures.
In addition, newspaper publishing is both capital and
labour intensive and, as a result, newspapers have relatively high fixed cost
structures. During periods of economic contraction,
revenue may decrease while some of the Companys costs remain fixed, resulting
in decreased earnings. Similarly, because a
substantial portion of the Companys revenue is derived from retail
advertisers, which have historically been sensitive to general
economic cycles, the Companys business, financial condition or results of
operation could be materially adversely affected by a
downturn in the retail sector.

The Companys business has experienced and is expected to continue to
experience significant seasonality due to, among other
things, seasonal advertising patterns and seasonal influences on peoples
viewing, reading and listening habits. Typically, revenue is
lowest during the fourth quarter of the fiscal year, which ends in August, and
highest during the first quarter of the fiscal year.

Labor Issues

The Company has a significant number of employees that are represented by
collective agreements. Any strikes or other forms of
labor protest could disrupt operations and could have a significant effect on
the Companys business. The Companys television
station CHAN in Vancouver, and certain of the Companys newspapers (The
Vancouver Sun, The Province, Calgary Herald, The
Standard, the Ottawa Citizen, and the Victoria Times Columnist) have each been
subject to a strike over the past five years. These
strikes have ranged in duration from three weeks (at The Standard) to
approximately six months (at the Calgary Herald).

Programming Costs

The most significant cost of broadcasting television operations
is programming. Purchased programming costs represent
approximately 50% of the total operating costs of Global Television. There can
be no assurance that the broadcast operations will not
be exposed in the future to volatile or increased programming costs that may
adversely affect the Companys operating results.
Developments in cable and satellite distribution could affect both the
availability and the cost of programming and increase competition
for advertising expenditures. Moreover, programs may be purchased for
broadcasting two to three years in advance, making it difficult
to predict accurately how such programs will perform. In some instances,
programs must be replaced before their costs have been
fully amortized, resulting in write-offs that would increase operating costs.

Newsprint Costs

Newsprint expense represents one of the largest raw material expenses and,
after wages and employee benefits expense and
programming acquisition costs, is the Companys most significant operating
cost. Newsprint costs vary widely from time to time and
price changes in newsprint can significantly affect the overall earnings of
publishing operations. Newsprint expenses represented
approximately 9% of the Companys total operating costs for the year ended
August 31, 2002, and newsprint costs were, on average,
14% lower than in the prior fiscal year. The Company uses approximately
200,000 tonnes of newsprint a year. There is no
assurance that the publishing operations will not be exposed in the future to
volatile or increased newsprint costs that could have a
material adverse effect on the Company.

Restrictions on Non-Canadian Ownership of the Companys Securities

Under a Canadian government direction to the CRTC (the CRTC Direction),
issued by the Canadian federal cabinet pursuant to the
Broadcasting Act (Canada), the Canadian licences granted to the Company may not
be renewed if more than 33 1/3% of the
Companys voting shares are held directly or indirectly by non-Canadians.
Furthermore, the CRTC may decide not to issue or renew
the Companys broadcasting licences were it to determine, for any other reason,
that the Company is effectively owned or controlled by
non-Canadians.

For purposes of the CRTC direction, (i) Canadian Holder means a registered
holder of the Preference Shares, Multiple Voting
Shares, Subordinate Voting Shares or Non-Voting Shares who is a Canadian (as
defined in the CRTC Direction) and holds such
shares on behalf of one or more Canadians who beneficially own and control,
directly or indirectly and otherwise than by way of

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security, such shares and (ii) Non-Canadian Holder means a registered holder
of Preference Shares, Multiple Voting Shares,
Subordinate Voting Shares or Non-Voting Shares that is not a Canadian Holder.

To enable the Company to ensure continuing compliance with the CRTC Direction
and the conditions of its Canadian licences, the
issue and transfer of the Voting Shares of the Company are constrained by the
Companys articles of incorporation. Upon a transfer of
Subordinate Voting Shares, or a conversion of Non-Voting Shares, each
shareholder is required to submit to the Company or its agent
a declaration as to, among other things, the shareholders citizenship. See
also Narrative Description of the Business  Regulation 
Canadian Television.

Government Regulation

Broadcasting operations are generally subject to extensive government
regulation. Regulations govern the issuance, renewal, transfer
and ownership of broadcast licences in virtually all jurisdictions and, in some
jurisdictions, govern the timing and content of
programming, the timing, content and amount of commercial advertising and the
amount of foreign versus domestically produced
programming. In many countries, including Australia, Canada, Ireland and
Northern Ireland, there are significant restrictions on the
ability of foreign entities to own or control broadcasting businesses. In some
countries, there are also restrictions on cross media
ownership between television, commercial radio and newspapers. While the
Company believes that it is in compliance in all material
respects with applicable laws, rules and regulations, there can be no assurance
that regulatory authorities will not take a different
position or that more restrictive laws, rules, regulations or enforcement
policies will not be adopted in the future which could make
compliance more difficult or expensive or otherwise adversely affect the
Companys business or prospects. There can be no
assurance that the broadcasting licences will be renewed following the
expiration of their respective terms. See also Narrative
Description of the Business-Regulation.

The Commissioner under the Competition Act (Canada) retains the right to
challenge the acquisition of CanWest Publications
at any time up to three years after November 16, 2000

Under the Competition Act, a proposed transaction satisfying prescribed
thresholds is subject to mandatory pre-merger notification to
the Commissioner of Competition and observance of a prescribed short-form or
long-form waiting period during which the parties are
prohibited from closing the proposed transaction. Where the Commissioner
determines that the proposed transaction is likely to
prevent or lessen competition substantially, the Commissioner may apply to the
Competition Tribunal for an order prohibiting it or an
order permitting it provided certain assets are divested and other conditions
are satisfied. Where the Commissioner has not made
such a determination, the Commissioner typically advises the parties in writing
that, at that time, the Commissioner will not apply to the
Competition Tribunal for an order in respect of the proposed transaction. The
Company filed the necessary notifications and received
a no action letter prior to closing the acquisition of CanWest Publications.
This no action letter remains subject to the
Commissioners statutory right to challenge a transaction at any time up to
three years after a transaction has been completed,
although in practice the Commissioner may be less likely to challenge a
transaction after a no action letter has been issued. If the
Commissioner successfully challenges a completed transaction, the Competition
Tribunal may issue an order ordering divestiture of
assets or shares or dissolution of the merger, or with the consent of the party
against whom the order is made, take any other action
as is deemed necessary to remedy any substantial lessening or prevention of
competition the Competition Tribunal determines would
result from or would be likely to result from the completion of the
transaction.

Risk of Unsuccessful Expansion

The Companys strategy has been to develop comprehensive media platforms in
attractive media markets. During the past
30 months, the Company has completed two significant acquisitions, being WIC,
and CanWest Publications. The Companys ability to
successfully integrate these assets and achieve the anticipated benefits is
subject to a number of factors beyond its control, including
operational difficulties, increased operating costs, regulatory developments,
general or local economic conditions or increased
competition. There can be no assurances that the Company will be successful in
further integrating the newly acquired assets. See
General Development of the Business  Other Recent Developments.

33



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##### 



ITEM 5: SELECTED CONSOLIDATED FINANCIAL INFORMATION

For the years ended August 31 (in thousands of dollars, except as noted)(1)

|                                                                 |         |  |           |      |      |  |           |      |  |  |           |      | 
|---------------------------------------------------------------- | ------- |  | --------- | ---- | ---- |  | --------- | ---- |  |  | --------- | ---- | 
|                                                                 |         |  | 2002      |      | 2001 |  | 2000     
|                                                                 |         |  |           |      |      |  |          
|Revenue                                                          |         |  | 2,272,783 |      |      |  | 1,944,775 |      |  |  | 731,848   |     
|Operating profit before amortization (EBITDA)                    |         |  | 472,707   |      |      |  | 441,071   |      |  |  | 144,543   |     
|Amortization of intangibles                                      |         |  | 17,500    |      |      |  | 90,159    |      |  |  | 20,917    |     
|Other amortization                                               |         |  | 81,324    |      |      |  | 65,805    |      |  |  | 23,355    |     
|Financing expenses                                               |         |  | 376,632   |      |      |  | 356,755   |      |  |  | 53,764    |     
|Interest in earnings (loss) of Network TEN                       |         |  | (11,815   | )    |      |  | 52,567    |      |  |  | 72,194    |     
|Interest in earnings (loss) of other equity accounted
affiliates |         |  | (1,523    | )    |      |  | (14,491   | )    |  |  | 2,286     |     
|Net earnings                                                     |         |  | 13,018    |      |      |  | 46,633    |      |  |  | 177,638   |     
|Adjusted net earnings (3)                                        |         |  | 13,018    |      |      |  | 117,182   |      |  |  | 199,379   |     
|Cash flow from operations (2)                                    |         |  | 277,731   |      |      |  | 224,964   |      |  |  | 112,043   |     
|Net earnings per share                                           |         |  |           |      |      |  |           |      |  |  |           |     
|                                                                 | Basic   |  | $         | 0.07 |      |  | $         | 0.27 |  |  | $         | 1.17 | 
|                                                                 | Diluted |  | $         | 0.07 |      |  | $         | 0.27 |  |  | $         | 1.16 | 
|Adjusted earnings per share (3)                                  |         |  |           |      |      |  |           |      |  |  |           |     
|                                                                 | Basic   |  | $         | 0.07 |      |  | $         | 0.68 |  |  | $         | 1.31 | 
|                                                                 | Diluted |  | $         | 0.07 |      |  | $         | 0.68 |  |  | $         | 1.30 | 
|Cash flow from operations per share                              |         |  |           |      |      |  |           |      |  |  |           |     
|                                                                 | Basic   |  | $         | 1.57 |      |  | $         | 1.31 |  |  | $         | 0.74 | 
|                                                                 | Diluted |  | $         | 1.52 |      |  | $         | 1.31 |  |  | $         | 0.73 | 
|Total assets                                                     |         |  | 5,721,128 |      |      |  | 6,299,220 |      |  |  | 2,942,611 |     
|Total long term debt                                             |         |  | 3,509,916 |      |      |  | 3,911,762 |      |  |  | 1,172,532 |     



---

|(1) |  | In March 2000 the Company acquired several television stations as a
result of the acquisition of WIC, and in November 2000 the
Company acquired several newspapers as a result of the acquisition of
CanWest Publications  See General Development of the
Business  Other Recent Developments.
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(2) |  | Before changes in non-cash operating accounts and investment in and
amortization of film and television programs.                                                                                                                                                                               
|   
|(3) |  | Before amortization of goodwill and other indefinite life intangibles.                                                                                                                                                                                                                          

34



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##### 



Dividend Policy

The Company has declared cash dividends on its outstanding Multiple Voting
Shares, Subordinate Voting Shares and Non-Voting
Shares in the previous five years as follows:

|                      |  |             |       | 
|--------------------- |  | ----------- | ----- | 
|Years ended August 31 |  | Per Share *
|                      |  | $          
|2002                  |  | NIL        
|2001                  |  |             | 0.300 | 
|2000                  |  |             | 0.300 | 
|1999                  |  |             | 0.300 | 
|1998                  |  |             | 0.275 | 



---

|* |  | giving effect to stock splits
|- |  | -----------------------------

In September 2000 the Company declared a stock dividend of 1.24 Subordinate
Voting Shares or Non-Voting Shares for each 100
shares held. In September 2001, the Company temporarily suspended payment of
semi-annual dividends, in favour of debt reduction.

ITEM 6:
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS

The section titled Managements Discussion and Analysis in the Companys
annual report for the year
ended August 31, 2002 is
incorporated herein by reference.

ITEM 7: MARKET FOR THE SECURITIES OF CANWEST

The Subordinate Voting Shares are listed for trading on the Toronto Stock
Exchange under the symbol CGS.S. The Non-Voting
Shares are listed for trading on the Toronto Stock Exchange under the symbol
CGS.A and on the New York Stock Exchange under the
symbol CWG.

The 10 5/8% Series B Senior Subordinated Notes due May, 2011 are registered
with the Securities Exchange Commission, unlisted,
and eligible for trading in The Portal Market, an electronic screen based
system which permits the trading of eligible privately placed
securities by certain qualified institutional investors.

35



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##### 



ITEM 8: DIRECTORS AND OFFICERS

The following table sets out certain information with respect to the directors
and officers of CanWest Global Communications Corp. as
of the date hereof.

|                                                                           |  |                                                        |  |                                                                                         |  |               
|-------------------------------------------------------------------------- |  | ------------------------------------------------------ |  | --------------------------------------------------------------------------------------- |  | --------------
|Name and Municipality                                                      |  | Office or Position                                     |  |                                                                                         |  |               
|of Residence                                                               |  | with Company                                           |  | Principal Occupation                                                                    |  | Director Since
|                                                                           |  |                                                        |  |                                                                                         |  |               
|I. H. Asper, O.C., O.M., Q.C. (1) (2)
Winnipeg, Manitoba                   |  | Executive Chairman of the
Board and Director           |  | Executive Chairman of the Company                                                       |  | February 1984 
|                                                                           |  |                                                        |  |                                                                                         |  |               
|David A. Asper (1) (4)
Winnipeg, Manitoba                                  |  | Executive Vice President
and Director                  |  | President, Daremax Enterprises, Inc.                                                    |  | January 1997  
|                                                                           |  |                                                        |  |                                                                                         |  |               
|Gail S. Asper
Winnipeg, Manitoba                                           |  | Secretary and Director                                 |  | Secretary of the Company                                                                |  | February 1992 
|                                                                           |  |                                                        |  |                                                                                         |  |               
|Leonard J. Asper (1)
Winnipeg, Manitoba                                    |  | President and Chief
Executive Officer and
Director     |  | President and Chief Executive Officer of the
Company                                    |  | January 1997  
|                                                                           |  |                                                        |  |                                                                                         |  |               
|Dr. Lloyd I. Barber, C.C., LL.D.(1) (2) (3) (4)
Regina Beach, Saskatchewan |  | Director                                               |  | President Emeritus, University of Regina                                                |  | February 1992 
|                                                                           |  |                                                        |  |                                                                                         |  |               
|Jalynn H. Bennett, C.M. (2) (3) (4)
Toronto, Ontario                       |  | Director                                               |  | President, Jalynn H. Bennett and Associates Ltd.                                        |  | January 1998  
|                                                                           |  |                                                        |  |                                                                                         |  |               
|Richard C. Camilleri
Toronto, Ontario                                      |  | Chief Operating Officer
(Operations)                   |  | Chief Operating Officer (Operations) of the
Company                                     |  |               
|                                                                           |  |                                                        |  |                                                                                         |  |               
|The Lord Black of Crossharbour, P.C.
(Can), O.C., K.C.S.G.
London, England |  | Director                                               |  | Chairman and Chief Executive Officer, Hollinger Inc.                                    |  | November, 2000
|                                                                           |  |                                                        |  |                                                                                         |  |               
|Richard M. Leipsic
Winnipeg, Manitoba                                      |  | Vice President and General
Counsel of the Company      |  | Vice President and General Counsel of the
Company                                       |  |               
|                                                                           |  |                                                        |  |                                                                                         |  |               
|The Hon. Frank J. McKenna, P.C.,
Q.C.(2)(3)
St. John, New Brunswick        |  | Director                                               |  | Counsel, McInnes Cooper & Robertson                                                     |  | July 1999     
|                                                                           |  |                                                        |  |                                                                                         |  |               
|John E. Maguire
Winnipeg, Manitoba                                         |  | Chief Financial Officer and
Vice President, Finance    |  | Chief Financial Officer and Vice President, Finance
of the Company                      |  |               
|                                                                           |  |                                                        |  |                                                                                         |  |               
|F. David Radler (1)
Vancouver, British Columbia                            |  | Director                                               |  | Deputy Chairman of the Board, and President and
Chief Operating Officer, Hollinger Inc. |  | November, 2000
|                                                                           |  |                                                        |  |                                                                                         |  |               
|Thomas C. Strike
Winnipeg, Manitoba                                        |  | Chief Operating Officer
(Corporate)                    |  | Chief Operating Officer (Corporate) of the Company                                      |  |               
|                                                                           |  |                                                        |  |                                                                                         |  |               
|Peter D. Viner (1)
Toronto, Ontario                                        |  | Vice Chairman of the Board
of the Company and Director |  | Publisher, The National Post and Vice Chairman of
the Board of the Company              |  | January 1998  



---

|(1) |  | Member of the Executive Committee              
|--- |  | -----------------------------------------------
|   
|(2) |  | Member of the Executive Compensation Committee.
|   
|(3) |  | Member of the Audit Committee.                 
|   
|(4) |  | Member of the Pensions Committee.              

As November 27, 2002, all of the Multiple Voting Shares and 3,462,874 of the
Subordinate Voting Shares were owned by CanWest
Communications Corporation, a company indirectly owned and controlled by I. H.
Asper and trusts for the benefit of members of his
family, including Leonard J. Asper, David A. Asper and Gail S. Asper, who are
senior officers and directors of the Company. Mr. I.H.
Asper and the relevant trusts indirectly own and control 100% of the issued and
outstanding shares of CanWest Communications
Corporation.

All of the Companys directors serve one-year terms and are elected at the
Companys annual meeting of shareholders. The term of
office of each of the current directors will expire at the annual meeting of
shareholders of the Company to be held on January 22,
2003.

Each of the Company directors and officers of the Company has been engaged for
more than five years in his or her present principal
occupation or in other capacities with the Company or organization (or
predecessor thereof) in which he or she currently holds his or
her principal occupation except: Richard Camilleri who, prior to July 2002 was
Chairman, President and CEO of Arius3D Inc. and prior
to 2001, was President, Sony Music Entertainment; and David A. Asper who, prior
to January 1999, was Vice President, Programming
of the Company. On November 27, 2002, the Board set at nine, the number of
directors to be elected at the annual meeting of
shareholders.

36



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##### 



Certain of the directors and senior officers hold voting securities in the
Company as described under the section entitled Election of
Directors in the Management Information Circular dated November 27, 2002 and
such information is incorporated by reference herein.

As of November 27, 2002, the directors and senior officers of the Company as a
group beneficially owned, directly or indirectly, or
exercised control or direction over 76,785,976 Multiple Voting Shares,
3,935,914 Subordinate Voting Shares and 28,886 Non-Voting
Shares.

ITEM 9: ADDITIONAL INFORMATION

Additional information, including directors and officers remuneration and
indebtedness, principal holders of the Companys securities
and options to purchase securities and interests of insiders in material
transactions, where applicable, is contained in the Management
Information Circular dated November 27, 2002 for the Companys 2003 annual
meeting of shareholders.

Additional financial information is provided in the Companys Annual Report to
Shareholders for the year ended August 31, 2002.

Upon request to the Secretary, CanWest Global Communications Corp., 31st Floor,
TD Centre, 201 Portage Avenue, Winnipeg,
Manitoba R3B 3L7, the Company will provide a copy of this Annual Information
Form (together with one copy of any document, or the
pertinent pages of any document, incorporated by reference in this Annual
Information Form), a copy of the Companys Annual Report
to Shareholders for the year ended August 31, 2002, one copy of the most recent
interim financial statements of the Company that
have been filed with applicable securities regulatory authorities for any
period after the end of the fiscal year ended August 31, 2002,
one copy of the Management Information Circular dated November 27, 2002 for the
Companys 2003 annual meeting of shareholders
and, when the securities of the Company are in the course of a distribution
under a preliminary short form prospectus or a short form
prospectus, one copy of any other documents that are incorporated by reference
into the preliminary short form prospectus or the short
form prospectus. While the Companys securities are in the course of a
distribution pursuant to a short form prospectus, or preliminary
short form prospectus, these documents will be provided free of charge. At any
other time, the Company may require the payment of
a reasonable charge if the request is made by a person who is not a security
holder of the Company. The documents are also
available on the Companys web site: www:canwestglobal.com

37