0001144204-06-009476 Sample Contracts

AMENDMENT NO. 1 TO DEPOSIT AGREEMENT
Deposit Agreement • March 10th, 2006 • Grupo Televisa S A • Television broadcasting stations

AMENDMENT NO. 1, dated as of March __, 2006 (the “Amendment”), to the Amended and Restated Deposit Agreement dated as of September 16, 2002 (the "Deposit Agreement"), among GRUPO TELEVISA, S.A. (the "Company"), JPMORGAN CHASE BANK, N.A., as depositary (the "Depositary"), and all holders (the "Holders") and beneficial owners (the "Beneficial Owners") from time to time of Global Depositary Shares ("GDSs") evidenced by Global Depositary Receipts ("GDRs") issued thereunder.

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