Exhibit 4.60



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;
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| | (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;
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| | (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,
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| | (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
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| | (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.
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(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:HOLLINGER CANADIAN NEWSPAPERS, LIMITED PARTNERSHIP, By its general partner, Hollinger Canadian Newspapers G.P.
Inc.By:3815668 CANADA INC.By:




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



HOLLINGER CANADIAN PUBLISHING HOLDINGS CO. (formerly Southam Inc.)By:HCN PUBLICATIONS COMPANYBy:




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



CANWEST GLOBAL COMMUNICATIONS CORP.By:




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