##### 



Exhibit 1.12
  QUEBECOR MÉDIA INC.
  
     (i)
    
    creating an unlimited number of a seventh series of Cumulative
First Preferred Shares, without par value, being Series G Shares;(ii)
    
    establishing the rights, privileges, restrictions and terms
attaching to the Series G Shares as set forth in Schedule 1 hereto which forms
an integral part hereof; and(iii)
    
    amending the rights, privileges, conditions and restrictions
attaching to the Series F shares set out in Schedule 1 to the Articles of
Amendment of the Company dated January 14, 2005 so as to add thereto at the end
of the said Schedule 1 the following paragraphs providing for a conversion
right:
 8. Conversion
   1




---



##### 



Adopted
    
    on January 9, 2007.In witness whereof, the President and Chief
Operating Officer and Assistant
Secretary of
the Company.President and Chief Operating Officer,/s/ Pierre FrancoeurPierre FrancoeurAssistant Secretary,/s/ Claudine TremblayClaudine Tremblay
 2




---



##### 



SCHEDULE 1
 QUEBECOR MÉDIA INC. / QUEBECOR MEDIA INC.
 CUMULATIVE FIRST PREFERRED SHARES, SERIES G
  1 Number of Series G Shares Available For Issue
  2 Dividends
   th




---



##### 



3 Liquidation
  4 Voting Rights
  5 Retraction Rights
  6 Redemption Rights
 pro rata




---



##### 



7 Redemption Price
  * * * * * * * * *




---



##### 



Annex A
 (QUEBEC LOGO)
    
    Articles of Amendment
     Companies Act(R.S.Q., c.C-38, Part IA)
 Québec enterprise numberNEQ
    
    
    
    1
    
    
    
    
    1
    
    
    
    
    4
    
    
    
    
    9
    
    
    
    
    5
    
    
    
    
    0
    
    
    
    
    1
    
    
    
    
    9
    
    
    
    
    9
    
    
    
    
    2
 1. Name 
  -
    
    Enter the current name, if you are keeping it, and write N.A. in section 5.
 QUEBECOR MEDIA INC. / QUEBECOR MÉDIA INC.Mark and X in this box if you are apply for a designating number (numbered company) rather than a name o
 2. The articles of the company are amended as follows:
  
 3. Effective date
 Date following that of the filing date:Year
    
    
    Month
    
    
    Day2
    
    
    
    
    0
    
    
    
    
    0
    
    
    
    
    7
    
    
    
    
    0
    
    
    
    
    1
    
    
    
    
    1
    
    
    
    
    3
 4. Amendment of articles under sections 123.140 and following of the Companies Act
  Companies Act
 
    
    where the correction or insertion does not affect the rights of the shareholders or creditors (sec. 123.140);........ o
 
    
    where the correction or insertion may affect the rights of the shareholders or creditors  append copy of judgment
(sec.o123.141).
 5. Name prior to the amendment
  
 Do not write in this spaceQuébec (QUEBEC LOGO)Signature of Authorized DirectorFiled on
    
    
    
    
    If you need more space, attach an appendix in two copies, identify the relevant section, and number the pages, if any.THE ENTERPRISE REGISTRAR
 RETURN BOTH COPIES OF THIS FORM TOGETHER WITH YOUR PAYMENT.
DO NOT SEND BY FAX.
 <




---



##### 



ANNEX 1
 TO THE ARTICLES OF AMENDMENT OF
 QUEBECOR MÉDIA INC. / QUEBECOR MEDIA INC.
      8. Conversion




---



##### 



ANNEX 2
 TO THE ARTICLES OF AMENDMENT OF
 QUEBECOR MÉDIA INC. / QUEBECOR MEDIA INC.
 CUMULATIVE FIRST PREFERRED SHARES, SERIES G
  1 Number of Series G Shares Available For Issue
  2 Dividends
   th




---



##### 



3 Liquidation
  4 Voting Rights
  5 Retraction Rights
  6 Redemption Rights
 pro rata




---



##### 



7 Redemption Price
  * * * * * * * * *