WITH YET ANOTHER WEEK OF GROWTH, UPN AGAIN TOPS THE WB IN KEY DEMOS

TOP MODEL Finale Ranks Among Top 10 Shows of the Week in Women 18-34 and Teens

TOP MODEL Finale Wins its Time Period in Adults 18-34, Women 18-34 and Women 18-49, Ranks Second in Adults 18-49 and Third in Viewers, Ahead of Fox and the WB

TOP MODEL Finale Delivers UPN�s Best Women 18-34 Ratings Ever in Time Period

TOP MODEL Scores Highest Rated Finale EVER in Adults 18-34 and Women 18-34; Highest Rated Episode in Both Demos in Nearly 2 Years

VERONICA MARS Uncovers Its Second Largest Audience EVER

UPN Places First on Wednesday 8-10PM in Women 18-34, and Beats NBC and the WB in Adults 18-34 and Women 18-49

SMACKDOWN Ranks Second on Friday in Adults 18-34 and Wins Friday 8-10PM in Key Men Demos and Teens

UPN Continues to Deliver Impressive Year-to-Year Growth on Friday

Led by a stellar performance from TOP MODEL finale on Wednesday as well as solid performances from regularly scheduled programming, UPN finished well ahead of the WB in all key demos, including adults 18-34 (1.7/5 v. 1.3/4), adults 18-49 (1.5/4 v. 1.2/3), women 18-34 (2.2/6 v. 1.7/5), women 18-49 (1.8/4 v. 1.6/4) and viewers (3.6mil v. 3.1mil), based on Nielsen ratings for the week ending Dec. 11.

UPN delivered more growth this week than any other network compared to the same week a year ago in all key demos, including adults 18-34 (21%), adults 18-49 (7%), women 18-34 (22%), women 18-49 (13%) and total viewers (8%).

This season, UPN has firmly established itself as the fifth-ranked network in key demos, beating the WB by double-digit percentages in both adults 18-34 and women 18-34.

UPN is also the network with the largest gains this season in its target demos, posting more year-to-year growth than any other network in adults 18-34 (13%, 1.7/5) and women 18-34 (10%, 2.2/6). UPN is also scoring season-to-date increases in women 18-49 (6%, 1.9/5).

The TOP MODEL finale ranked among the top 10 shows on television this week among both women 18-34 (5.6/15 - #10) and teens (3.2/11 - #10).

WEDNESDAY � 12/7/05

The cycle 5 finale of AMERICA'S NEXT TOP MODEL won its time period in adults 18-34 (3.6/11), women 18-34 (5.6/15) and women 18-49 (4.4/11).

UPN was second from 8-9:00PM in adults 18-49 (2.9/8) and third in total viewers (6.4m), ahead of Fox and the WB.

The TOP MODEL finale delivered UPN�s best ever women 18-34 ratings in the time period.

The cycle 5 Finale of TOP MODEL was the highest rated finale EVER for TOP MODEL in adults 18-34 and women 18-34. In fact, the TOP MODEL finale was the highest rated episode for any TOP MODEL in nearly two years in adults 18-34 and women 18-34, since 1/24/04 during cycle 2.

Compared to the year ago time period, TOP MODEL was up +16% in adults 18-34, +14% in women 18-34, +16% in adults 18-49, +13% in women 18-49 and +23% in viewers.

From 9-10 pm, VERONICA MARS delivered the series' second largest audience EVER (3.4m).

VERONICA MARS improved upon the year ago time period by +6% in adults 18-34 (1.6/4), +5% in women 18-34 (2.2/6) and +15% in total viewers (3.0m)

From 8-10 pm, UPN was first in women 18-34 (4.0/11) and third, ahead of the WB and NBC, in women 18-49 (3.1/8) and adults 18-34 (2.6/8).

Compared to the same Wednesday a year ago, UPN was up +13% in adults 18-34 (2.3/7), +14% in women 18-34 (3.5/9), +7% in women 18-49 (2.9/7), +5% in adults 18-49 (2.0/5) and +20% in viewers (4.1m)

FRIDAY - 12/9/05

SMACKDOWN ranked second on Friday 8-10PM in adults 18-34 (1.7/6), behind only CBS.

UPN was the number one network on Friday 8-10PM in men 18-34 (2.3/10), men 18-49 (2.2/8), teens (2.3/9) and male teens (3.6/13).

SMACKDOWN improved over the same night last year in total viewers (115%), adults 18-34 (89%), adults 18-49 (50%), men 18-34 (283%) and men 18-49 (175%).

Source: NTI (preliminary), week ending 12/11/2005 or as dated.
% change based on rating unless otherwise noted.