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                                                                    EXHIBIT 10.2

                                                                  EXECUTION COPY

                             FACILITATION AGREEMENT

This Facilitation Agreement (this "Agreement") is made by and between HOLLINGER
INTERNATIONAL INC. and HOLLINGER CANADIAN NEWSPAPERS, LIMITED PARTNERSHIP
(together, on a joint and several basis, "Hollinger") and 3815668 CANADA INC.
(the "Issuer") and acknowledged and agreed as to Sections 3(b) and 4 hereof by
HOLLINGER CANADIAN PUBLISHING HOLDINGS CO. (formerly Southam Inc.)and HCN
PUBLICATIONS COMPANY (together with Hollinger, the "Hollinger Parties") and
agreed as to Sections 3(a) and 3(b) hereof by CANWEST GLOBAL COMMUNICATIONS
CORP. ("CanWest"), as of October 7, 2004.

                                    RECITALS

      WHEREAS, Hollinger Participation Trust (the "Trust") issued 12 1/8% Senior
Notes due 2010 (the "Trust Notes") under an Amended and Restated Trust Agreement
dated as of August 24, 2001 and a Supplemental Trust Agreement dated as of
December 7, 2001, each between Hollinger International Inc. and First Union
Trust Company, National Association, as trustee (collectively, as amended and
supplemented from time to time, the "Trust Agreement");

      WHEREAS, the Participation Agreement dated as of August 17, 2001 by and
among Hollinger and the Trust was amended and restated by the Amended and
Restated Participation Agreement dated as of November 30, 2001 by and among
Hollinger and the Trust (as amended and supplemented from time to time, the
"Participation Agreement") and the Trust owns the participation interest (the
"Participation Interest") granted by the Participation Agreement in, as of the
date hereof, CDN$785,179,588 aggregate principal amount of the Fixed Rate
Subordinated Debentures due 2010 (the "Old Notes) issued by the Issuer pursuant
to an indenture dated November 15, 2000 among the parties thereto (as amended
and supplemented from time to time, the "Old Notes Indenture");

      WHEREAS, the Issuer proposes to effect, through an affiliate, an exchange
offer and consent solicitation (the "Exchange Offer") in which the Issuer's
affiliate will offer to exchange for the Trust Notes new securities of the
Issuer that will, upon amalgamation of the Issuer and CanWest Media Inc. become
obligations of the resulting entity (which will also be named CanWest Media
Inc.), upon the date of their first issuance (the "New Notes") and references
herein to the "Issuer" include the entity resulting from such amalgamation, as
the context requires;

      WHEREAS, the Issuer proposes to issue and sell additional New Notes in
order to fund the payments to Hollinger described in Section 3(a) hereof;

      WHEREAS, pursuant to the Exchange Offer, the Issuer proposes to solicit
from the holders of the Trust Notes consents to certain proposed amendments to
the Trust Agreement (the "Proposed Trust Amendments") and instructions to
consent to certain proposed amendments to the Old Notes and the Old Notes
Indenture (the "Proposed Indenture

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Amendments" and together with the instructions and the Proposed Trust
Amendments, the "Proposed Amendments and Instructions");

      WHEREAS, the Proposed Amendments and Instructions will also include an
instruction to the trustee under the Trust Agreement (the "Trust Trustee") to
cause the conversion of the Participation Interest into ownership of the related
Old Notes by the Trust, and to cause the dissolution, winding up and liquidation
of the Trust and, if the Exchange Offer is consummated, the Issuer intends to
cause its affiliate to instruct the Trust Trustee to take any actions necessary
to complete the distribution of the Trust's assets, the termination of the
Trust, and other transactions related thereto, including the monetization of the
Trust's assets by sale of the Old Notes to the Issuer for consideration
sufficient to result in the payments contemplated by this Agreement (the actions
described in this recital, collectively, being the "Plan"), as a result of which
Hollinger and the Issuer will each derive certain economic benefits;

      WHEREAS, the Issuer and Hollinger wish to memorialize their mutual
understanding as to the terms upon which the Trust will be wound up if the
Exchange Offer is consummated and to provide for Hollinger's facilitation of the
successful consummation of the Proposed Amendments and Instructions and the
Plan;

      NOW, in consideration of the following and for other good and valuable
consideration, the parties hereby agree as follows:

            1.    Representations and Warranties.

            (a)   Hollinger hereby represents and warrants that:

            (i)   it has provided to the Issuer, between September 23, 2004 and
                  the date hereof, full, complete and accurate copies of (x) the
                  Trust Agreement and any and all amendments thereto, (y) the
                  Participation Agreement and any and all amendments thereto and
                  (z) any and all other written understandings relating to
                  either such agreement to which it is a party;

            (ii)  to its knowledge (having inquired of the officers currently
                  employed by Hollinger that have responsibility for dealing
                  with the Trust and the Trust Trustee, inquired of the Trust
                  Trustee, and reviewed relevant Hollinger files) there is no
                  unpaid liability of, or claim against, the Trust other than
                  the claims of the holders of the Trust Notes pursuant to the
                  terms thereof;

            (iii) to its knowledge (having inquired of the officers currently
                  employed by Hollinger that have responsibility for dealing
                  with the Trust and the Trust Trustee and reviewed relevant
                  Hollinger files) the Trust has no Trust property other than
                  the Participation Interest and its right to receive payments
                  in respect of shortfalls resulting from currency differentials
                  under Section 9.01 of the Trust Agreement;

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            (iv)  to its knowledge (having inquired of the officers currently
                  employed by Hollinger that have responsibility for dealing
                  with the Trust and the Trust Trustee and reviewed relevant
                  Hollinger files) no action, suit or proceeding by or before
                  any court or governmental agency, authority or body or any
                  arbitrator involving the Trust or any of its property is
                  pending or threatened,

            (v)   it is, and will be on the settlement date of the Exchange
                  Offer (the "Settlement Date") immediately prior to transfer of
                  the Old Notes to the Trust in accordance with the Plan, the
                  sole legal and beneficial owner (subject to the Participation
                  Interest) of, and has good title to, the entire
                  CDN$871,873,305 principal amount outstanding of the Old Notes,
                  free and clear of (I) any mortgage, pledge, lien, security
                  interest, charge, hypothecation, or other encumbrance,
                  security agreement, security arrangement or adverse claim
                  against title of any kind, (II) purchase or option agreement
                  or put arrangement, (III) subordination agreement or
                  arrangement or (IV) agreement to create or effect any of the
                  foregoing and its ownership of the Old Notes is not subject to
                  any prior sale, transfer, assignment or participation by
                  Hollinger, or any agreement by Hollinger to assign, convey,
                  transfer or participate, in whole or in part, in each case
                  other than the rights granted to the Trust under the
                  Participation Agreement, and

            (vi)  no action, suit or proceeding by or before any court or
                  governmental agency, authority or body or any arbitrator is
                  pending or to the best of Hollinger's knowledge threatened
                  against Hollinger that would materially adversely affect its
                  ownership of the Old Notes or the transactions contemplated
                  hereby.

            (b) Each of Hollinger and the Issuer hereby represents and warrants
      that: (i) it has full power and authority and has taken all action
      necessary, to enter into and perform its obligations under this Agreement
      (and, in the case of Hollinger, the Participation Agreement); (ii) this
      Agreement (and, in the case of Hollinger, the Participation Agreement) has
      been duly and validly authorized, executed and delivered by it,
      constitutes its legal, valid and binding obligation and is enforceable
      against it in accordance with its terms (subject, as to the enforcement of
      remedies, to applicable bankruptcy, reorganization, insolvency, moratorium
      or other laws affecting creditors' rights generally from time to time in
      effect and to general principles of equity); and (iii) the execution,
      performance and delivery of this Agreement will not (and, in the case of
      Hollinger, execution, performance and delivery of the Participation
      Agreement has not and will not) result in it violating any applicable law
      or breaching or otherwise impairing any of its obligations.

The respective agreements, representations, warranties, indemnities and other
statements of the parties hereto set forth in or made pursuant to this Agreement
will remain in full force and effect, regardless of any investigation made by or
on behalf of any party hereto and will

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survive consummation of the Exchange Offer, Proposed Amendments and Instructions
and Plan and delivery of the payments provided for in Section 3(a) hereof.

            2. Undertakings by Hollinger. Hollinger hereby agrees to use its
reasonable best efforts to facilitate the consummation of the Proposed
Amendments and Instructions and the Plan, provided that (x) Hollinger shall not
be required pursuant hereto (i) to undertake any action or effort that would
violate law or the terms of the Trust Agreement or the Participation Agreement
or (ii) to provide any opinions of counsel and (y) Hollinger may provide, in
giving any instruction hereunder that would otherwise irrevocably prejudice its
rights under the Old Notes, the Old Notes Indenture, the Participation Agreement
or the Trust Agreement, that such instruction shall cease to have force and
effect and be void ab initio should the Exchange Offer fail to be consummated
within 120 days of the date hereof. Such efforts shall include, but are not
limited to, the following:

            (a) Hollinger shall take all actions reasonably requested by the
      Issuer to facilitate identification of the beneficial owners of the Trust
      Notes by the Issuer and its agents in connection with the Exchange Offer.

            (b) Immediately upon receipt of all required instructions or
      consents (i) in respect of the Trust Agreement, from the Trust Note
      holders and (ii) in respect of the Old CanWest Indenture, from the Trust
      Trustee, Hollinger shall take all actions reasonably requested by the
      Issuer to amend the Trust Agreement, the Old Notes and the Old CanWest
      Indenture pursuant to the Proposed Amendments and Instructions on the
      expiration date of the Exchange Offer, without regard to any additional
      time or period allowed to complete such actions under the relevant
      agreements.

            (c) Immediately upon receipt of instructions from the Trust Trustee
      on the Settlement Date that the Trust is invoking its right under the
      Participation Agreement to convert the Participation Interest into
      ownership of Old Notes by the Trust, Hollinger shall take all actions
      reasonably requested by the Issuer to transfer the Old Notes to the Trust
      on such date, without regard to any additional time or period allowed to
      complete such actions under the relevant agreements.

            (d) Hollinger shall take all actions reasonably requested by the
      Issuer to facilitate the dissolution of the Trust, the winding up and
      liquidation of the Trust, the distribution of the Trust's assets and the
      termination of the Trust in accordance with the Plan and this Agreement.

            (e) Hollinger shall take all actions reasonably requested by the
      Issuer to cause the trustee under the Old Notes Indenture (the "Indenture
      Trustee") and the Trust Trustee to communicate with and cooperate with the
      Issuer in the consummation of the Proposed Amendments and Instructions and
      the Plan.

            (f) Subsequent to the date hereof, Hollinger shall not consent to
      any amendment (other than the Proposed Amendments and Instructions) to the
      Participation Agreement or the Trust Agreement without the prior written
      consent of

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      the Issuer and shall provide to the Issuer a copy of any notice issued or
      received by Hollinger pursuant to the Participation Agreement or the Trust
      Agreement promptly upon issuance or receipt, provided that this provision
      shall cease to have further force and effect should the Exchange Offer
      fail to be consummated within 120 days of the date hereof.

            (g) Hollinger shall take all other actions reasonably requested by
      the Issuer to facilitate consummation of the Proposed Amendments and
      Instructions and the Plan.

      If the Exchange Offer fails to be consummated within 120 days of the date
      hereof, the Issuer and Hollinger shall cooperate and use reasonable best
      efforts to make effective any reversal of force and effect of a Hollinger
      instruction pursuant to the first sentence of this section.

      The terms of the Proposed Trust Amendments and the Proposed Indenture
      Amendments will provide that they will become effective upon the
      acceptance of Trust Notes tendered in the Exchange Offer on the expiration
      date of the Exchange Offer but that their effect will be retroactively
      revoked if the Residual Amount and the Non-Participated Notes Purchase
      Amount are not paid on the Settlement Date.

            3. Wind Up of Trust and Distributions to Hollinger.

            (a) If the Exchange Offer is consummated, and the Trust is wound up
      as a result, the parties hereto agree, and CanWest agrees, that the
      resulting distribution by the Trust to Hollinger shall consist exclusively
      of a cash payment in the amount of the Residual Amount (as defined in
      Annex A). In addition, Hollinger agrees to sell to the Issuer, and the
      Issuer agrees to purchase, CDN$86,693,717 principal amount of Old Notes
      (consisting of the Old Notes that are not subject to the Participation
      Interest) for an aggregate cash purchase price in an amount determined as
      set forth in Annex A under the heading "Non-Participated Notes Purchase
      Amount", for settlement on the Settlement Date (if the Exchange Offer is
      consummated). Further, to the extent that Hollinger receives the Residual
      Amount (as defined in Annex A) in cash from the Trust, Hollinger agrees to
      pay the Reimbursement Amount (as defined in Annex A) in cash to the
      affiliate of the Issuer that acquires the Trust Notes in respect of a
      portion of such affiliate's cost in acquiring the Trust Notes.

            (b) Upon the payment of the Residual Amount and the Non-Participated
      Notes Purchase Amount as described in Section 3(a), Hollinger hereby
      expressly waives and releases any other claims under the Trust Agreement,
      the Old Notes Indenture or the Old Notes, or arising out of the
      dissolution of the Trust, the winding up and liquidation of the Trust, the
      distribution of the Trust's assets or the termination of the Trust or
      consummation of the Plan, against the Trust, the Trust Trustee, the
      Indenture Trustee, the Issuer or any of their affiliates (including, but
      not limited to, CanWest), and agrees to remise, release and forever
      discharge the Issuer, its affiliates

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      (including, but not limited to, CanWest) and the Trust, and their
      successors and assigns, of and from any claim, demand, action and cause of
      action, and liability of every kind and nature, for and on account of any
      and every matter whatsoever arising from the Trust Agreement, the Old
      Notes, the Old Notes Indenture and the Participation Agreement, or arising
      out of the dissolution of the Trust, the winding up and liquidation of the
      Trust, the distribution of the Trust's assets or the termination of the
      Trust or the consummation of the Plan; provided, however, that nothing
      contained in this Agreement is intended to affect any liability or
      responsibility under the Transaction Agreement dated July 30, 2000 between
      Hollinger, Hollinger Canadian Publishing Holdings Co. (formerly Southam
      Inc.), HCN Publications Company and CanWest Global Communications
      Corporation, for the avoidance of doubt, all existing claims thereunder,
      including for any adjustment of the Purchase Price (as defined in the
      Transaction Agreement), shall continue undisturbed and, to the extent
      previously payable through cancellation or issuance of Old Notes, be
      payable in cash. The parties agree that no adjustment to the principal
      amount outstanding of Old Notes shall be undertaken pursuant to the
      Transaction Agreement or Section 2.18 of the Old Notes Indenture
      subsequent to the date hereof.

      If, as a result of the Proposed Amendments and Instructions being
      implemented, the Participation Interest is converted into ownership of Old
      Notes by the Trust and the Residual Amount and the Non-Participated Notes
      Purchase Amount are not paid to Hollinger within five business days
      thereafter, CanWest agrees to reimburse Hollinger for any damages to
      Hollinger directly resulting from (x) the reset of the interest rate
      applicable to the Old Notes caused by such conversion or (y) the release
      of the guarantee in respect of the Old Notes caused by such conversion.

            (c) The Issuer is under no obligation to proceed with the Exchange
      Offer and if the Issuer proceeds with the Exchange Offer it may at any
      time and in its sole discretion, terminate, amend, extend or suspend the
      Exchange Offer, or waive any related condition.

      4. Confidentiality. Each of the Hollinger Parties hereby agrees to keep
confidential and not disclose to any third party (other than its attorneys and
accountants upon their agreement to keep such matters confidential) or refer to
publicly any non-public information provided to it by or on behalf of the Issuer
or its affiliates relating to the Exchange Offer, the Proposed Amendments and
Instructions or the Plan (the "Confidential Information"), including the
contents of this Agreement, without the Issuer's prior written consent, not to
be unreasonably withheld or delayed. Notwithstanding the foregoing, Hollinger
may:

            (a) immediately after the signing of this Agreement, publicly issue
      on one or more newswire services and file with the Canadian securities
      regulatory authorities a press release substantially in the form of Annex
      B attached hereto;

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            (b) file a brief summary of this Agreement (substantially in the
      form of Annex B hereto) with the U.S. Securities and Exchange Commission
      under cover of Form 8-K, which brief summary shall not include a copy of
      this Agreement;

            (c) file a brief summary of this Agreement substantially in the form
      of Annex B attached hereto with the Canadian securities regulatory
      authorities as a "Material Change Report" on Form 51-102F3, which report
      shall not include a copy of this Agreement, but which shall include the
      press release referred to in paragraph (a) above;

            (d) simultaneously with Hollinger's next filing with the U.S.
      Securities and Exchange Commission under cover of either Form 10-K or Form
      10-Q, file a copy of this Agreement as an exhibit to such Form 10-K or
      Form 10-Q, along with a brief summary of this Agreement in such Form 10-K
      or Form 10-Q, which summary shall be substantially in the form of Annex B
      hereto;

            (e) include disclosure substantially in the form of Annex B attached
      hereto in any disclosure document prepared in connection with, or in
      response to, any offer made to acquire units of Hollinger Canadian
      Newspapers, Limited Partnership; and

            (f) disclose the Confidential Information, including providing a
      copy of this Agreement, as may be required or appropriate in response to
      any summons, subpoena, request from a regulatory body or otherwise in
      connection with any litigation, arbitration, governmental investigation or
      other court or similar proceeding or to comply with any applicable law,
      order, regulation, ruling, stock exchange rule, regulatory request or
      accounting disclosure rule or standard (including, without limitation, any
      securities law, regulation or rule) that is not provided for in the
      preceding clauses (each, a "Required Disclosure"), provided that Hollinger
      shall use its reasonable best efforts to notify the Issuer prior to making
      a Required Disclosure and shall cooperate with the Issuer in seeking an
      appropriate protective order or confidential treatment, where applicable.

Notwithstanding the foregoing, any restriction contained in this provision on
disclosing copies of this Agreement or the terms set forth therein shall
terminate upon the earlier to occur of (i) the filing by Hollinger of a copy of
this Agreement with the U.S. Securities and Exchange Commission as an exhibit to
Form 10-K or Form 10-Q by as contemplated in clause (iii) above, (ii) the filing
of a copy of this Agreement by the Issuer or CanWest with the U.S. Securities
and Exchange Commission or comparable Canadian securities regulatory authority
or (iii) the Settlement Date.

      5. Governing Law: THIS AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND
GOVERNED BY THE LAW OF THE STATE OF NEW YORK APPLICABLE TO CONTRACTS MADE AND TO
BE PERFORMED THEREIN.

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      6. Expenses: Each party hereto shall bear its own expenses in carrying out
the terms hereof.

      7. Counterparts: This Agreement may be executed in counterparts (and by
different parties hereto on different counterparts), each of which shall
constitute an original, but all of which when taken together shall constitute a
single contract.

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      Agreed and accepted as of the date first written above:

                                       HOLLINGER INTERNATIONAL INC.

                                       By: /s/ Robert T. Smith
                                           -------------------------------------
                                       HOLLINGER CANADIAN NEWSPAPERS,
                                       LIMITED PARTNERSHIP,
                                       By its general partner, Hollinger
                                       Canadian Newspapers G.P.Inc.

                                       By: /s/ Peter K. Lane
                                           -------------------------------------
                                       3815668 CANADA INC.

                                       By: /s/ John McGuire, /s/ Richard Leipsic
                                           -------------------------------------

      Acknowledged and agreed as to Section 3(b) and 4 above:

                                       HOLLINGER CANADIAN PUBLISHING
                                       HOLDINGS CO.
                                       (formerly Southam Inc.)

                                       By: /s/ Peter K. Lane
                                           -------------------------------------
                                       HCN PUBLICATIONS COMPANY

                                       By: /s/ Peter K. Lane
                                           -------------------------------------
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      Acknowledged and agreed as to Section 3(a) and 3(b) above:

                                             CANWEST GLOBAL COMMUNICATIONS CORP.

                                             By: /s/ Richard Leipsic
                                                 ------------------------
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                                     ANNEX A

NON-PARTICIPATED NOTES PURCHASE AMOUNT

The "Non-Participated Notes Purchase Amount" shall mean the U.S. dollar amount
determined pursuant to the following formula:

D x NP

RESIDUAL AMOUNT

The "Residual Amount" shall mean the U.S. dollar amount determined pursuant to
the following formula:

F - Z

REIMBURSEMENT AMOUNT

The "Reimbursement Amount" shall mean the U.S. dollar amount determined pursuant
to the following formula:

(D x NP) + (F- Z) - A

Where:

- A equals 0.985 x (NP + FexG), where:

      -     NP equals the accreted value (being par plus accrued interest) of
            the Non-Participated Notes (as defined below) as of the Settlement
            Date converted into U.S. dollars at the Spot Rate (as defined
            below);

      -     FexG is equal to (40% x Z x ((1/0.6482) - the Spot Rate)) / the Spot
            Rate;

- B equals the aggregate U.S. dollar principal amount of New Notes delivered to
tendering holders of the Trust Notes on the Settlement Date, plus the amount of
U.S. dollars payable to non-tendering holders of Trust Notes by the Trust on the
date of completion of winding-up of the Trust;

- C equals A + B;

- D equals (i) C divided by (ii) the accreted value (being par plus accrued
interest) of all the Old Notes as of the Settlement Date converted into U.S.
dollars at the Spot Rate;

                                      A-1
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- F equals (i) D multiplied by (ii) the accreted value (being par plus accrued
interest) of the Participated Notes (as defined below) as of the Settlement Date
converted into U.S. dollars at the Spot Rate; and

- Z equals the accreted value (being par plus accrued interest) in U.S. dollars
of all the Trust Notes as of the Settlement Date.

For purposes of the above definitions, the following terms shall have the
following meanings:

"Non-Participated Notes", means the aggregate principal amount of Old Notes that
is not subject to the Participation Interest.

"Participated Notes", means the aggregate principal amount of Old Notes that is
subject to the Participation Interest.

"Spot Rate" shall mean the noon rate of exchange as reported by the Bank of
Canada expressed in Canadian dollars per U.S. dollar, for the date of the
"withdrawal deadline" (as defined in the Offering Memorandum).

                                      A-2
<PAGE>

            ANNEX B

            In November 2000, Hollinger International Inc. ("Hollinger
International") and Hollinger Canadian Newspapers, Limited Partnership ("HCNLP",
and together with Hollinger International, "Hollinger"), received approximately
Cdn $766.8 million aggregate principal amount of 12.125% Fixed Rate Subordinated
Debentures due November 15, 2010 (the "CanWest Debentures") issued by a
wholly-owned subsidiary of CanWest Global Communications Corp. ("CanWest")
called 3815668 Canada Inc (the "Issuer"). The CanWest Debentures are guaranteed
by CanWest and were issued to Hollinger in partial payment for the sale by
Hollinger of certain Canadian newspaper and internet assets to CanWest. In 2001,
Hollinger International and HCNLP sold participations in approximately Cdn. $757
million principal amount of the CanWest Debentures to a special purpose trust
(the "Participation Trust"). Notes of the Participation Trust, denominated in
U.S. dollars (the "Trust Notes"), were in turn issued and sold by the
Participation Trust to third parties. As a result of the periodic interest
payments on the CanWest Debentures made in kind and a partial redemption by the
Issuer of the CanWest Debentures in 2003, as of July 31, 2004, there were
outstanding approximately Cdn. $872 million aggregate principal amount of
CanWest Debentures. Hollinger International and HCNLP are the record owners of
all of these CanWest Debentures, but as of July 31, 2004, beneficially owned
only approximately Cdn $5 million and Cdn $82 million principal amount
respectively of CanWest Debentures, with the balance beneficially owned by the
Participation Trust.

            On October 7, 2004, Hollinger International and HCNLP entered into a
Facilitation Agreement (the "Facilitation Agreement") with the Issuer and
CanWest, which Facilitation Agreement is part of a larger transaction in which
the Issuer proposes to offer to exchange the Trust Notes for new debentures to
be issued by the Issuer (the "CanWest Exchange Offer"). The CanWest Exchange
Offer is or will be subject to a number of conditions, including that at least
two-thirds of the outstanding principal amount of Trust Notes be tendered in the
CanWest Exchange Offer. The CanWest Exchange Offer will be commenced on or
around October 7, 2004, and is expected to close on or around the 25th
succeeding business day, subject to CanWest's right to extend, amend the terms
of, or withdraw the CanWest Exchange Offer. In the Facilitation Agreement,
Hollinger has agreed, among other things, (i) to use its reasonable best efforts
to facilitate the CanWest Exchange Offer and (ii) to sell to the Issuer for cash
all of the CanWest Debentures beneficially owned by Hollinger. Hollinger's
obligation to sell the CanWest Debentures to the Issuer, and the Issuer's
obligation to purchase the CanWest Debentures, is conditioned upon the closing
of the CanWest Exchange Offer. There can be no assurance that this transaction
will be completed. If it is completed, the specific amount received by Hollinger
International and HCNLP will depend upon the prevailing exchange rate between
the U.S. dollar and the Canadian dollar. Assuming an exchange rate of US $0.7922
per Cdn $1.00 (the "Assumed Rate"), upon completion, the cash proceeds to be
received by Hollinger International will be approximately US $38 million and the
cash proceeds to be received by HCNLP will be approximately US $78 million. This
amount will increase if the

<PAGE>

Canadian dollar becomes stronger than the Assumed Rate, and will decrease if the
Canadian dollar becomes weaker than the Assumed Rate.