<PAGE>

                                                               Exhibit 10.12.3

                       THIRD AMENDMENT TO CREDIT AGREEMENT

         THIRD AMENDMENT TO CREDIT AGREEMENT dated as of December 20, 1999 (this
"Amendment") to the Credit Agreement dated as of September 26, 1996 (as amended,
the "Credit Agreement") among Univision Communications Inc. (the "Borrower"),
certain Lenders party thereto (collectively, the "Lenders"), Paribas (as
successor-in-interest to Banque Paribas) and The Chase Manhattan Bank, as
Managing Agents (collectively, the "Managing Agents") and The Chase Manhattan
Bank, as Administrative Agent (in such capacity, the "Administrative Agent").

                                 R E C I T A L S

         A. The Borrower and the Lenders have agreed to amend the Credit
Agreement for the following purposes: (i) to permit the making of certain
investments; (ii) to increase the maximum amount of permitted unsecured
indebtedness to $500,000,000; (iii) to exclude non-cash interest expense from
the calculation of certain ratio tests; (iv) to eliminate the requirement of
Lender consent to certain secondary stock offerings; and (v) to make certain
amendments to facilitate the foregoing modifications, each on the terms and
conditions set forth herein.

         B. Unless otherwise expressly provided in this Amendment or unless the
context otherwise requires, the terms defined in the Credit Agreement shall have
their defined meanings when used in this Amendment.

                                    AGREEMENT

         SECTION 1. AMENDMENTS TO CREDIT AGREEMENT. Effective as of the date
first set forth above, the Credit Agreement is amended as follows:

         (a) NEW DEFINED TERMS. Section 1.1 is amended to add the following
defined terms in the proper alphabetical order:

         "`ADDITIONAL ENTRAVISION INVESTMENT': the investment by the Borrower
         and/or its Subsidiaries of up to $110,000,000 (which shall be in
         addition to the $10,000,000 investment in Entravision permitted by
         Section 6.7(j)) to purchase equity or convertible debt of Entravision.

         `NEW INVESTMENTS': collectively, the Additional Entravision Investment
         and Other Media/Communications Investments, and `New Investment' means
         any one of the foregoing.

         `OTHER MEDIA/COMMUNICATIONS INVESTMENTS': investments of the Borrower
         or its Subsidiaries made after December 20, 1999 in businesses in the
         Media/Communications Business in an aggregate amount not exceeding
         $400,000,000.

         `PIK INTEREST': with respect to any Funded Debt of the Borrower, all
         interest on such Funded Debt which interest is paid by the issuance of
         additional Funded Debt (and not paid in cash) having no principal
         payable thereon on or before December 31, 2003."

         (b) AMENDED DEFINED TERMS. Section 1.1 is further amended by amending
the following defined terms therein.


                                       1
<PAGE>

         (i) The defined term "Excess Cash Flow" is amended in its entirety to
read as follows:

                           "'EXCESS CASH FLOW': for any period, for the Borrower
                  and its Subsidiaries on a consolidated basis, an amount equal
                  to EBITDA (provided that Program Rights Payments deducted in
                  the calculation thereof shall be limited to Program Rights
                  Payments actually made) for such period, LESS, during such
                  period (in each case, without duplication), (i) Total Debt
                  Service, (ii) Cash Income Taxes, (iii) Capital Expenditures
                  (other than those made with the proceeds of a financing
                  covered by Section 6.3(j)), not in excess of the amount
                  permitted by the Loan Documents, (iv) increases (or PLUS
                  decreases) in Net Working Investment, (v) Restricted Payments
                  permitted under Section 6.6(ii) and 6.6(iii) and (vi) optional
                  prepayments of Term Loans and, if the Term Loans shall have
                  been repaid or prepaid in full, optional prepayments of
                  Revolving Loans accompanied by equal permanent reductions of
                  the Revolving Loan Commitments, in each case made pursuant to
                  Section 2.5, but only to the extent such optional prepayments
                  are made from cash generated from operating revenue."

         (ii) The defined term "Media/Communications Business" is amended in its
entirety to read as follows:

                           "'MEDIA/COMMUNICATIONS BUSINESS': the ownership and
                  operation of radio and television stations, cable networks,
                  cable programming, television programming and syndication,
                  interactive television, direct broadcast satellite,
                  pay-per-view television, sports promotion and sports team
                  ownership, home shopping, print and on-line publishing or
                  broadcasting, billboards and recorded music and music
                  publishing; PROVIDED THAT to the extent any of the foregoing
                  involve assets located, or businesses operating, outside of
                  the United States, aggregate EBITDA derived from such assets
                  or businesses shall not exceed 20% of EBITDA (based on the
                  most recently ended twelve month period) for the Borrower and
                  its Subsidiaries on a consolidated basis; and PROVIDED,
                  FURTHER, THAT, acquisition of, or investment in, recorded
                  music and/or music publishing shall not exceed $100,000,000 in
                  the aggregate during the term of this Agreement. With respect
                  to an investment made by the Borrower or its Subsidiaries in
                  the form of an equity or debt investment (such as through the
                  purchase of stock, partnership interests or otherwise), as
                  opposed to acquisition of such assets or businesses directly,
                  the calculation of EBITDA for purposes of the first proviso of
                  this definition shall be made as if such assets and businesses
                  were owned directly by the Borrower or its Subsidiaries."

         (iii) The defined terms "Primary Station" and "Station" are amended by
adding at the end of each such term the following proviso:

         "; provided such term shall not include any Station, any translator or
         other television station owned, leased or operated by Entravision so
         long as Entravision is not a Subsidiary."

         (iv) The defined term "Total Interest Coverage Ratio" is amended to
              delete the proviso therein.


                                       2
<PAGE>

         (c) USE OF PROCEEDS. Section 3.15(c)(iii) is amended to read as
follows:

         "(iii) to make Acquisitions and New Investments permitted under this
Agreement,"

         (d) MAXIMUM TOTAL INTEREST COVERAGE RATIO. Section 6.1(b) is amended as
follows: the existing proviso is deleted and the following substituted therefor:

         "; PROVIDED that Interest Expense, as used in the Total Interest
         Coverage Ratio, shall exclude all PIK Interest."

         (e) MAXIMUM FIXED CHARGE COVERAGE RATIO. Section 6.1(c) is amended as
         follows: the existing proviso is deleted and the following substituted
         therefor:

         "; provided that Interest Expense, as used in Total Debt Service as
         used in Fixed Charge Coverage Ratio, shall exclude all PIK interest."

         (f) BASKET FOR UNSECURED INDEBTEDNESS. Section 6.2(e) is amended by
         deleting the amount "$100,000,000" and substituting the amount
         "$500,000,000" therefor and adding the following proviso at the end
         thereof:

         "; provided that (i) any PIK Interest on such Indebtedness shall not be
         included (as an addition to principal or otherwise) in determining
         compliance with the maximum amount of Indebtedness permitted by this
         Section 6.2(e) and (ii) if the aggregate principal amount of such
         Indebtedness shall at any time exceed $100,000,000, such excess
         Indebtedness shall not mature or amortize until after the later of (A)
         the Term Loan Maturity Date and the (B) Revolving Loan Commitment
         Expiration Date;"

         (g) MERGERS TO CONSUMMATE NEW INVESTMENTS AND ACQUISITIONS. Section 6.4
is amended to (i) replace the period at the end of Section 6.4(b) with "; and"
and (ii) to add an additional paragraph "(c)" to read as follows:

         "(c) any Subsidiary of the Borrower may merge or consolidate with any
         Person to consummate any New Investment or Acquisition permitted by
         Section 6.7; provided that the survivor of that merger or consolidation
         assumes all obligations of such Subsidiary under any Guaranty or
         Guarantor Collateral Document to which such Subsidiary is party."

         (h) ACQUISITIONS; NEW INVESTMENTS AND PAY TELEVISION INVESTMENT.
         Section 6.7 is amended to revise paragraph (g) and add additional
         paragraphs "(k)" and "(l)" to read as follows:

         The phrase "not otherwise referred to in any other clause of this
         Section 6.7" is added after the word "Acquisitions" at the beginning of
         clause (g).

         The period at the end of Section 6.7(j) is replaced with a ";".

         "(k) New Investments; provided that (i) no Default has occurred and is
         continuing or would result from the consummation of such New Investment
         (and the Borrower shall have delivered a Covenant Compliance
         Certificate showing PRO FORMA calculations assuming such New Investment
         had been consummated to the Administrative Agent);

                                       3
<PAGE>

         (ii) the New Investment (if in a radio or television station), has
         received (if such investment shall require FCC approval) final FCC
         approval and evidence thereof satisfactory to the Administrative Agent
         has been provided to the Administrative Agent; (iii) the Administrative
         Agent shall have received the form of all documents setting forth the
         terms of, effecting or otherwise relating to, such New Investment; (iv)
         the Borrower shall be in compliance with the Total Debt Ratio on a PRO
         FORMA basis assuming such New Investment had been consummated; and (v)
         the Administrative Agent shall have received and reviewed all documents
         reasonably requested by the Administrative Agent to insure that the
         Lenders have a first priority security interest in, and assignment of,
         any Program Services Agreements and all other personal property assets
         and interests acquired, including consents of third parties if
         reasonably requested by the Managing Agents; and"

         "(l) the Borrower and its Subsidiaries may make an investment in a
         joint venture for the purpose of establishing and operating pay
         television channels in the United States; PROVIDED that the Borrower's
         (or its Subsidiaries') investment therein shall not exceed $10,000,000
         in the aggregate (exclusive of all general and administrative expenses
         and affiliate sales and promotion expenses contributed by Borrower (or
         any such Subsidiary)); and PROVIDED, FURTHER THAT (i) no Default has
         occurred and is continuing or would result from the consummation of
         such investment; (ii) the Administrative Agent shall have received and
         reviewed the form of all documents setting forth the terms of,
         effecting or otherwise relating to, such investment; and (iii) the
         Administrative Agent shall have received all documents reasonably
         requested by the Administrative Agent to insure that the Lenders have a
         first priority security interest in, and assignment of, the joint
         venture interest so acquired, including consents of third parties if
         reasonably requested by the Managing Agents."

         (i) TRANSACTIONS WITH AFFILIATES. Section 6.9 is amended to add
an additional clause "(iv)" to read as follows:

         "or (iv) is a New Investment or an investment in a pay television joint
         venture permitted by Section 6.7(k) or 6.7(l), respectively."

         (j) ELIMINATION OF LENDER CONSENT TO EXECUTION OF AGREEMENT TO SELL
         EQUITY SECURITIES. Section 6.16 is amended so that the introductory
         portion of that section prior to clause (i) thereof reads as follows:

         "The Borrower shall not, and shall not permit any of its Subsidiaries
         to, consummate any Equity Offering of the Capital Stock of the Borrower
         or any Subsidiary by the Borrower or any Subsidiary except for."

         SECTION 2. CONDITIONS PRECEDENT.  This Amendment shall become
effective, as of the date first above written, upon satisfaction of the
following:

         (a) this Amendment shall have been executed by each of the Borrower and
the Majority Lenders and counterparts of this document so executed shall have
been delivered to the Administrative Agent;


                                       4
<PAGE>

         (b) the Administrative Agent shall have received evidence of the
Guarantors' consent to this Amendment, substantially in the form of Exhibit A
attached hereto;

         (c) the representations and warranties contained in the Credit
Agreement and in each other Loan Document and certificate or other writing
delivered to the Lenders prior to or on the effective date hereof are correct on
and as of such date except to the extent that such representations and
warranties expressly relate to an earlier date and no Default has occurred and
is continuing or would result from the execution, delivery and performance of
this Amendment or performance of the Credit Agreement as amended hereby and the
Administrative Agent shall have received a certificate from a Responsible
Officer of the Borrower certifying these statements; and

         (d) the Managing Agents and the Administrative Agent shall have
received payment of all fees, costs, expenses and taxes accrued and unpaid and
otherwise due and payable on or before the effective date hereof by the Borrower
in connection with this Amendment.

         SECTION 3. REPRESENTATIONS AND WARRANTIES

         (a)  The Borrower represents and warrants that it has duly authorized
and approved the execution and delivery of, and the performance by the Borrower
of the obligations on its part contained in, the Credit Agreement, as amended by
this Amendment, and the Credit Agreement, as amended by this Amendment,
constitutes the legal, valid and binding obligation of the Borrower enforceable
in accordance with the terms thereof.

         (b) The Borrower represents and warrants that to the best of the
Borrower's knowledge, all approvals, consents and orders of, or filings with,
any Governmental Authority, legislative body, board, agency or commission having
jurisdiction which would constitute a condition precedent to the due performance
by the Borrower of its Obligations, or the absence of which would cause a
Material Adverse Effect, have been duly obtained.

         (c) The Borrower represents and warrants that notwithstanding the
consummation of any or all of the Additional Entravision Investment, Entravision
will not constitute a Subsidiary.

         SECTION 4. MISCELLANEOUS

         (a) This Amendment shall be binding upon the successors and assigns of
the Borrower and the Lenders and shall, together with the rights and remedies of
the Lenders hereunder, inure to the benefit of the Lenders and their successors
and assigns.

         (b) Except as expressly set forth herein, all provisions of the Credit
Agreement and all other Loan Documents shall continue in full force and effect.

         (c) This Amendment may be executed in any number of counterparts and by
different parties hereto on separate counterparts, each of which counterparts so
executed and delivered shall be deemed to be an original, and all of which
counterparts, taken together, shall constitute but one and the same Amendment.


                                       5
<PAGE>


          (d) This Amendment and the rights and obligations of the parties
under this Amendment shall be governed by, and construed and interpreted in
accordance with, the law of the State of New York (without reference to its
choice of law rules).

          IN WITNESS WHEREOF, the undersigned have caused this instrument to be
duly executed as of the date first above written.

                                     UNIVISION COMMUNICATIONS INC.


                                     By  /s/ Robert V. Cahill
                                        -----------------------------------
                                     Name: Robert V. Cahill
                                           --------------------------------
                                     Title: Vice President and Secretary
                                            -------------------------------


                                     THE CHASE MANHATTAN BANK, as Administrative
                                     Agent, as a Managing Agent and as a Lender


                                     By  /s/ Tracey N. Ewing
                                        -----------------------------------
                                     Name:  Tracey N. Ewing
                                           --------------------------------
                                     Title:  Vice President
                                            -------------------------------


                                     PARIBAS,
                                     as a Managing Agent and as a Lender


                                     By  /s/ Eric Toizer
                                        -----------------------------------
                                     Name: Eric Toizer
                                           --------------------------------
                                     Title:  Director
                                            -------------------------------


                                     By  /s/ Susan Bowes
                                        -----------------------------------
                                     Name: Susan Bowes
                                           --------------------------------
                                     Title: Vice President
                                            -------------------------------


                                     THE BANK OF NEW YORK,
                                     as a Co-Agent and as a Lender


                                     By
                                        -----------------------------------
                                     Name:
                                           --------------------------------
                                     Title:
                                            -------------------------------

<PAGE>


                                     NATIONSBANK OF TEXAS, N.A.,
                                     as a Co-Agent and as a Lender


                                     By
                                        -----------------------------------
                                     Name:
                                           --------------------------------
                                     Title:
                                            -------------------------------


                                     ABN AMRO BANK N.V.,
                                     as a Lender


                                     By  /s/ Thomas Rogers
                                        -----------------------------------
                                     Name:  Thomas Rogers
                                           --------------------------------
                                     Title:  Vice President
                                            -------------------------------


                                     By  /s/ David Carrington
                                        -----------------------------------
                                     Name:  David Carrington
                                           --------------------------------
                                     Title:  Vice President
                                            -------------------------------


                                     BANK OF AMERICA, N.A,
                                     as a Lender


                                     By   /s/ Sean W. Cassidy
                                        -----------------------------------
                                     Name: Sean W. Cassidy
                                           --------------------------------
                                     Title: Vice President
                                            -------------------------------


                                     FLEET BANK, N.A.,
                                     as a Lender


                                     By  /s/ Sharon Hawkins
                                        -----------------------------------
                                     Name:  Sharon Hawkins
                                           --------------------------------
                                     Title:  Assist. Vice President
                                            -------------------------------


                                     By
                                        -----------------------------------
                                     Name:
                                           --------------------------------
                                     Title:
                                            -------------------------------

<PAGE>

                                     BANKBOSTON, N.A.,
                                     as a Lender


                                     By  /s/ Henry Morneault
                                        -----------------------------------
                                     Name:  Henry Morneault
                                           --------------------------------
                                     Title:  Division Executive
                                            -------------------------------


                                     By
                                        -----------------------------------
                                     Name:
                                           --------------------------------
                                     Title:
                                            -------------------------------


                                     BANK OF HAWAII,
                                     as a Lender


                                     By
                                        -----------------------------------
                                     Name:
                                           --------------------------------
                                     Title:
                                            -------------------------------


                                     BANK OF IRELAND,
                                     as a Lender


                                     By
                                        -----------------------------------
                                     Name:
                                           --------------------------------
                                     Title:
                                            -------------------------------


                                     BANK OF MONTREAL,
                                     as a Lender


                                     By  /s/ Ola Anderssen
                                        -----------------------------------
                                     Name: Ola Anderssen
                                           --------------------------------
                                     Title:  Director
                                            -------------------------------


                                     BANK OF NOVA SCOTIA,
                                     as a Lender


                                     By  /s/ Vincent J. Fitzgerald, Jr.
                                        -----------------------------------
                                     Name:  Vincent J. Fitzgerald, Jr.
                                           --------------------------------
                                     Title:  Authorized Signatory
                                            -------------------------------


<PAGE>


                                     BANQUE FRANCAISE DU COMMERCE EXTERIEUR,
                                     as a Lender


                                     By
                                        -----------------------------------
                                     Name:
                                           --------------------------------
                                     Title:
                                            -------------------------------


                                     By
                                        -----------------------------------
                                     Name:
                                           --------------------------------
                                     Title:
                                            -------------------------------


                                     BANQUE NATIONALE DE PARIS,
                                     as a Lender


                                     By  /s/ Janice HO
                                        -----------------------------------
                                     Name:  Janice Ho
                                           --------------------------------
                                     Title:  Vice President
                                            -------------------------------


                                     By  /s/ Tjalling Terpstra
                                        -----------------------------------
                                     Name:  Tjalling Terpstra
                                           --------------------------------
                                     Title:  Vice President
                                            -------------------------------


                                     BARNETT BANK, N.A.,
                                     as a Lender


                                     By
                                        -----------------------------------
                                     Name:
                                           --------------------------------
                                     Title:
                                            -------------------------------


                                     CIBC INC.,
                                     as a Lender


                                     By  /s/ Harold Birk
                                        -----------------------------------
                                     Name:  Harold Birk
                                           --------------------------------
                                     Title:  Executive Director
                                            -------------------------------


<PAGE>


                                     CITY NATIONAL BANK,
                                     as a Lender


                                     By  /s/ David C. Burdge
                                        -----------------------------------
                                     Name:  David C. Burdge
                                           --------------------------------
                                     Title:  Senior Vice President
                                            -------------------------------


                                     CREDIT AGRICOLE INDOSUEZ,
                                     as a Lender


                                     By  /s/  Craig Welch
                                        -----------------------------------
                                     Name:  Craig Welch
                                           --------------------------------
                                     Title: First Vice President
                                            -------------------------------


                                     By  /s/ John McCloskey
                                        -----------------------------------
                                     Name:  John McCloskey
                                           --------------------------------
                                     Title:  V.P. Senior Relations Mgr.
                                            -------------------------------


                                     THE DAI-ICHI KANGYO BANK, LTD.,
                                     as a Lender


                                     By  /s/ Marvin M. Lazar
                                        -----------------------------------
                                     Name:  Marvin M. Lazar
                                           --------------------------------
                                     Title:  Assist. Vice President
                                            -------------------------------


                                     FIRST HAWAIIAN BANK,
                                     as a Lender


                                     By
                                        -----------------------------------
                                     Name:
                                           --------------------------------
                                     Title:
                                            -------------------------------


<PAGE>

                                     FIRST UNION NATIONAL BANK,
                                     as a Lender


                                     By  /s/ Wendy E. Klepper
                                        -----------------------------------
                                     Name:  Wendy E. Klepper
                                           --------------------------------
                                     Title:  Vice President
                                            -------------------------------




                                     THE FUJI BANK, LIMITED,
                                     as a Lender


                                     By
                                        -----------------------------------
                                     Name:
                                           --------------------------------
                                     Title:
                                            -------------------------------


                                     THE INDUSTRIAL BANK OF JAPAN,
                                     LIMITED, LOS ANGELES AGENCY,
                                     as a Lender


                                     By
                                        -----------------------------------
                                     Name:
                                           --------------------------------
                                     Title:
                                            -------------------------------


                                     LTCB TRUST COMPANY,
                                     as a Lender


                                     By
                                        -----------------------------------
                                     Name:
                                           --------------------------------
                                     Title:
                                            -------------------------------


                                     MELLON BANK, N.A.,
                                     as a Lender


                                     By
                                        -----------------------------------
                                     Name:
                                           --------------------------------
                                     Title:
                                            -------------------------------


<PAGE>

                                     ROYAL BANK OF CANADA,
                                     as a Lender


                                     By  /s/ Barbara E. Meyer
                                        -----------------------------------
                                     Name:  Barbara E. Meyer
                                           --------------------------------
                                     Title:  Director
                                            -------------------------------




                                     THE SANWA BANK, LIMITED,
                                     as a Lender


                                     By
                                        -----------------------------------
                                     Name:
                                           --------------------------------
                                     Title:
                                            -------------------------------


                                     SOCIETE GENERALE,
                                     as a Lender


                                     By  /s/ Brian McDonald
                                        -----------------------------------
                                     Name:  Brian McDonald
                                           --------------------------------
                                     Title:  Vice President
                                            -------------------------------


                                     THE SUMITOMO BANK, LTD.,
                                     as a Lender


                                     By  /s/ Al Galluzzo
                                        -----------------------------------
                                     Name:  Al Galluzzo
                                           --------------------------------
                                     Title:  Senior Vice President
                                            -------------------------------


                                     SUNTRUST BANK, CENTRAL FLORIDA, N.A.,
                                     as a Lender


                                     By
                                        -----------------------------------
                                     Name:
                                           --------------------------------
                                     Title:
                                            -------------------------------


<PAGE>

                                     UNION BANK OF CALIFORNIA, N.A.,
                                     as a Lender


                                     By  /s/ Lena M. Bryant
                                        -----------------------------------
                                     Name:  Lena M. Bryant
                                           --------------------------------
                                     Title:  Vice President
                                            -------------------------------


                                     CREDIT LYONNAIS
                                     as a Lender


                                     By
                                        -----------------------------------
                                     Name:
                                           --------------------------------
                                     Title:
                                            -------------------------------



<PAGE>


                                                                     EXHIBIT A


                   GUARANTORS' CONFIRMATION AND ACKNOWLEDGMENT



         Reference is made to that certain Credit Agreement dated as of
September 26, 1996 (as amended, the "Credit Agreement") among Univision
Communications Inc. (the "Borrower"), Paribas ("Paribas") and The Chase
Manhattan Bank ("Chase"), as Managing Agents, Chase, as Administrative Agent,
and Paribas, Chase and the other financial institutions party thereto as lenders
(collectively, the "Lenders"). (Capitalized terms used herein and not defined
shall have the meanings assigned to them in the Credit Agreement.) Each of the
undersigned has unconditionally, continually and irrevocably guaranteed the
obligations of the Borrower then or thereafter existing under the Credit
Agreement and the Notes, is a "Guarantor" and has executed and delivered a
"Guarantee" thereunder.

         Each Guarantee provides that each Guarantor's obligations thereunder
shall remain in full force and effect without regard to, and shall not be
affected or impaired by any change in any term of any of the obligations of the
Borrower or any amendment of the Credit Agreement and that any such change or
amendment may be taken without the consent of, or notice to, such Guarantor.
Notwithstanding the foregoing, each of the undersigned Guarantors acknowledges
that it has received a copy of the Third Amendment to Credit Agreement dated as
of December 20, 1999 (the "Third Amendment") and hereby consents to amendments
and changes to the Credit Agreement made by the Third Amendment and agrees that
such Guarantor's obligations under its respective Guarantee, including the
punctual payment when due of all of the obligations of the Borrower now or
hereafter existing under the Credit Agreement and the Notes shall remain in full
force and effect in all respects.

Dated as of December 20, 1999


                                     UNIVISION TELEVISION GROUP, INC.

                                     By  /s/ Robert V. Cahill
                                        -----------------------------------
                                     Name:  Robert V. Cahill
                                           --------------------------------
                                     Title:  Vice President and Secretary
                                            -------------------------------


                                     PTI HOLDINGS, INC.

                                     By  /s/ Robert V. Cahill
                                        -----------------------------------
                                     Name:  Robert V. Cahill
                                           --------------------------------
                                     Title:  Vice President and Secretary
                                            -------------------------------



<PAGE>



                                     GALAVISION, INC.

                                     By  /s/ Robert V. Cahill
                                        -----------------------------------
                                     Name:  Robert V. Cahill
                                           --------------------------------
                                     Title:  Vice President and Secretary
                                            -------------------------------


                                     SUNSHINE ACQUISITION CORP.

                                     By  /s/ Robert V. Cahill
                                        -----------------------------------
                                     Name:  Robert V. Cahill
                                           --------------------------------
                                     Title:  Vice President and Secretary
                                            -------------------------------


                                    SUNSHINE ACQUISITION, L.P.

                                     By  /s/ Robert V. Cahill
                                        -----------------------------------
                                     Name:  Robert V. Cahill
                                           --------------------------------
                                     Title:  Vice President and Secretary
                                            -------------------------------

                                     THE UNIVISION NETWORK LIMITED PARTNERSHIP

                                     By  /s/ Robert V. Cahill
                                        -----------------------------------
                                     Name:  Robert V. Cahill
                                           --------------------------------
                                     Title:  Vice President and Secretary
                                            -------------------------------