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Antena 3 de Televisión, S.A.Auditors' Report

Financial Statements for the year ended 31 December 2010

Translation of a report originally issued in Spanish based on our work performed in accordance with the audit regulations in force in Spain and of financial statements originally issued in Spanish and prepared in accordance with the regulatory financial reporting framework applicable to the Company (see Notes 2 and 22). In the event of a discrepancy, the Spanish-language version prevails.

Antena 3 de Televisión, S.A.

Financial Statements for the year ended 31 December 2010

Translation of financial statements originally issued in Spanish and prepared in accordance with the regulatory financial reporting framework applicable to the Company (see Notes 2 and 22). In the event of a discrepancy, the Spanish-language version prevails.

ANTENA 3 DE TELEVISIÓN, S.A.BALANCE SHEETS AT 31 DECEMBER 2010 AND 2009

(Thousands of euros)

ASSETS Notes 2010 2009 EQUITY AND LIABILITIES Notes 2010 2009

NON-CURRENT ASSETS 456,881 461,347 EQUITY 269,031 247,186 Intangible assets 5 5,115 4,696 SHAREHOLDERS' EQUITY- 12Computer software 5,115 4,696 Share capital 158,335 158,335 Property, plant and equipment 6 46,797 46,166 Registered share capital 158,335 158,335 Land and buildings 29,660 31,193 Reserves 140,955 140,955 Plant and other items of property, plant and equipment 16,894 14,485 Legal and bylaw reserves 40,281 40,281 Property, plant and equipment in the course of construction 243 489 Other reserves 100,674 100,674 Non-current investments in Group companies and associates 8.3 & 19 370,944 371,649 Treasury shares (78,650) (78,650)Equity instruments 8,930 15,037 Prior years' losses (4,210) (5,911)Loans to companies 362,014 356,612 Profit for the year 91,818 47,829 Non-current financial assets 8.1 & 10 184 183 Interim dividend (40,111) (16,045)Other financial assets 184 183 VALUATION ADJUSTMENTS-Deferred tax assets 16 33,841 38,653 Hedges 894 673

CURRENT ASSETS 351,439 379,930 NON-CURRENT LIABILITIES 401 14,643 Inventories 11 165,835 184,160 Non-current payables 14.1 401 14,643 Programme rights 141,415 156,282 Bank borrowings - 12,766 Raw and other materials 2,167 2,385 Derivatives 10 116 159 Advances to suppliers 22,253 25,494 Other financial liabilities 285 1,718 Trade and other receivables 156,578 160,499 Trade receivables for sales and services 3,098 147,557 CURRENT LIABILITIES 538,888 579,448 Receivable from Group companies and associates 19 150,138 7,125 Short-term provisions 13 61,309 84,679 Sundry accounts receivable 3,253 1,791 Bank borrowings 14.2 100,145 167,467 Employee receivables 88 201 Financial derivatives 10 328 979 Current tax assets 16 1 3,825 Current payables to Group companies and associates 19 159,565 119,831 Current investments in Group companies and associates 19.2 27,391 32,726 Trade and other payables 217,219 205,891 Loans to companies 27,391 32,726 Payable to suppliers 191,038 169,057 Current financial assets 8.2 841 324 Payable to suppliers - Group companies and associates 19.2 8,846 18,671 Derivatives 10 807 290 Sundry accounts payable 155 155 Other financial assets 34 34 Remuneration payable 7,589 9,639 Current prepayments and accrued income - 147 Other accounts payable to public authorities 16 8,856 6,947 Cash and cash equivalents 794 2,074 Customer advances 735 1,422 Cash 794 2,074 Current accruals and deferred income 322 601

TOTAL ASSETS 808,320 841,277 TOTAL EQUITY AND LIABILITIES 808,320 841,277

The accompanying Notes 1 to 22 are an integral part of the balance sheets at 31 December 2010 and 2009.


ANTENA 3 DE TELEVISIÓN, S.A.

INCOME STATEMENTS FOR 2010 AND 2009


Notes 2010 2009CONTINUING OPERATIONS

Revenue 18.1 630,808 555,303 Advertising revenue 630,808 555,303 Procurements 18.2 (293,081) (302,917)Programme amortisation and other (457,882) (447,420)Cost of raw materials and other consumables used (3,288) (2,498)Inventories 168,089 147,001 Other operating income 26,471 49,047 Non-core and other current operating income/Other services 26,471 49,047 Staff costs (78,875) (84,545)Wages, salaries and similar expenses (67,809) (71,126)Employee benefit costs 18.3 (11,066) (13,419)Other operating expenses 18.4 (151,993) (152,651)Outside services (154,939) (147,695)Taxes other than income tax (993) (849)Losses on, impairment of and change in allowances for trade receivables 3,939 (4,107)Depreciation and amortisation charge 5 & 6 (11,139) (12,080)Excessive provisions 900 4,569 Impairment and gains or losses on disposals of non-current assets 6 (34) 132 Gains or losses on disposals and other (34) 132

PROFIT FROM OPERATIONS 123,057 56,858

Finance income 17,893 4,729 From investments in equity instruments 8.3 15,595 1,740

- Group companies and associates 15,595 1,740 From marketable securities and other financial instruments 18.5 2,298 2,989

- Group companies and associates 2,116 2,199 - Third parties 182 790

Finance costs 18.5 (4,640) (11,143)On debts to Group companies and associates (292) (1,012)On debts to third parties (4,348) (10,131)Changes in fair value of financial instruments 933 (633)Held-for-trading financial assets/liabilities and other 933 (633)Exchange differences 17 (1,112) (397)Impairment and gains or losses on disposals of financial instruments 8.3 (21,318) 249 Impairment and other losses (21,318) 249

FINANCIAL LOSS (8,244) (7,195)

PROFIT BEFORE TAX 114,813 49,663 Income tax 16 (22,995) (1,834)PROFIT FOR THE YEAR 91,818 47,829

The accompanying Notes 1 to 22 are an integral part of the income statements for 2010 and 2009.



STATEMENTS OF CHANGES IN EQUITY FOR 2010 AND 2009

A) STATEMENTS OF RECOGNISED INCOME AND EXPENSE


2010 2009

PROFIT PER INCOME STATEMENT (I) 91,818 47,829

Income and expense recognised directly in equity:

- Arising from cash flow hedges (620) 2,751 - Tax effect 186 (825)

TOTAL INCOME AND EXPENSE RECOGNISED DIRECTLY IN EQUITY (II) (434) 1,926

Transfers to profit or loss:

- Arising from cash flow hedges 935 4,787 - Tax effect (280) (1,293)

TOTAL TRANSFERS TO PROFIT OR LOSS (III) 655 3,494

TOTAL RECOGNISED INCOME AND EXPENSE (I+II+III) 92,039 53,249

The accompanying Notes 1 to 22 are an integral part of the statements of recognised income and expense for 2010 and 2009.



STATEMENTS OF CHANGES IN EQUITY FOR 2010 AND 2009

B) STATEMENTS OF CHANGES IN TOTAL EQUITY


Share capital Reserves Interim

dividendTreasury shares

Profit for the year

Valuation adjustments

Total equity

BEGINNING BALANCE AT 01/01/09 158,335 133,421 (66,219) (67,692) 91,940 (4,747) 245,039

Total recognised income/(expense) - - - - 47,829 5,420 53,249

Transactions with shareholders

Dividends paid - - -, - (24,099) - (24,099)

Treasury share transactions (net) - - - (10,958) - - (10,958)

Other transactions with shareholders - - (16,045) - - - (16,045)

Other changes in equity

Transfers between equity items - 1,623 66,219 - (67,842) - -

ENDING BALANCE AT 31/12/09 158,335 135,044 (16,045) (78,650) 47,829 673 247,186

Total recognised income/(expense) - - - 91,818 221 92,039

Transactions with shareholders

Dividends paid - - (40,111) - - - (40,111)

Treasury share transactions (net) - - - - - - -

Other transactions with shareholders - - - - - - -

Other changes in equity

Transfers between equity items - 1,701 16,045 - (47,829) - (30,083)

ENDING BALANCE AT 31/12/10 158,335 136,745 (40,111) (78,650) 91,818 894 269,031

The accompanying Notes 1 to 22 are an integral part of the statements of changes in total equity for 2010 and 2009.

Translation of financial statements originally issued in Spanish and prepared in accordance with the regulatory financial reporting framework applicable to the Company (see Notes 2 and 22). In the event of a discrepancy, the Spanish-language

version prevails.


CASH FLOW STATEMENTS FOR 2010 AND 2009(Thousands of euros)

2010 2009

CASH FLOWS FROM OPERATING ACTIVITIES (I) 141,699 7,339Profit for the year before tax 114,813 49,663Adjustments for: 15,999 33,219

- Depreciation and amortisation charge 11,139 12,080- Impairment losses 21,318 (132)- Changes in provisions (3,366) 14,077- Gains/Losses on derecognition and disposal of non-current assets (19) -- Gains/Losses on derecognition and disposal of financial instruments - (250)- Finance income (17,894) (4,729)- Finance costs 4,640 11,143- Exchange differences 1,112 397- Changes in fair value of financial instruments (933) 633

Changes in working capital 5,639 (16,169)- Inventories 16,996 32,670- Trade and other receivables 12,401 (18,093)- Trade and other payables 12,336 (24,181)- Other current assets and liabilities (36,094) (6,565)

Other cash flows from operating activities 5,249 (59,374)- Interest paid (3,713) (68,161)- Dividends received 15,595 1,740- Income tax recovered (paid) (6,632) 7,047

CASH FLOWS FROM INVESTING ACTIVITIES (II) (15,829) 1,866Payments due to investment (15,829) (5,663)

- Group companies and associates (3,506) (46)- Property, plant and equipment and intangible assets (12,323) (5,617)

Proceeds from disposal - 7,529- Group companies and associates - 6,204- Other financial assets - 1,325

CASH FLOWS FROM FINANCING ACTIVITIES (III) (127,148) (8,827)Proceeds and payments relating to equity instruments - (10,958)

- Purchase of treasury shares - (10,958)Proceeds and payments relating to financial liability instruments (56,953) 42,275

- Proceeds from issue of bank borrowings . 38,675 - Repayment of bank borrowings (80,088) -- Repayment of borrowings from Group companies and associates - (28,040)- Proceeds from issue of borrowings from Group companies and associates 23,135 31,640

Dividends and returns on other equity instruments paid (70,195) (40,144)- Dividends (70,195) (40,144)

EFFECT OF FOREIGN EXCHANGE RATE CHANGES (IV) - -

NET INCREASE/DECREASE IN CASH AND CASH EQUIVALENTS (I+II+III+IV) (1,280) 378

Cash and cash equivalents at beginning of year 2,074 1,696Cash and cash equivalents at end of year 794 2,074

The accompanying Notes 1 to 22 are an integral part of the cash flow statements for 2010 and 2009.


Antena 3 de Televisión, S.A.

Notes to the financial statements for the year ended 31 December 2010

1.- Company activities

Antena 3 de Televisión, S.A. (“the Company”), with registered office at Avenida Isla Graciosa, 13, San Sebastián de los Reyes (Madrid), was incorporated on 7 June 1988, and its then sole company object was the indirect management of a public television service.

For this purpose, it submitted a bid in response to the call for tenders made under Article 8 of Private Television Law 10/1988, of 3 May, and, pursuant to a resolution of the Spanish Cabinet of 25 August 1989, was awarded a concession for the indirect management of the public television service, for a period of ten years, which ended on 3 April 2000.

On 7 May 1996, the shareholders at the Annual General Meeting resolved to change and extend the Company’s object, as permitted by Satellite Telecommunications Law 37/1995.

On 10 March 2000, the Spanish Cabinet adopted a resolution renewing the concession for the indirect management of the public television service for a period of ten years from 3 April 2000. The terms of this renewal were the same as for the former concession, with the added obligation of commencing digital broadcasting on 3 April 2002. The Company made all the necessary investments to enable it to begin broadcasting on that date the Antena 3 de Televisión, S.A. signal pursuant to Royal Decree 2169/1998, of 9 October, approving the Spanish Technical Plan for Digital Terrestrial Television (DTT). On 3 April 2010, the Spanish Cabinet renewed the concession for the indirect management of the public television service for a period of ten years, under the same terms as those of the former concession.

The shareholders at the Annual General Meeting of Antena 3 de Televisión, S.A. on 28 April 2003 and the Company’s Board of Directors at their meeting on 29 July 2003 resolved to request the admission to listing of all the shares of Antena 3 de Televisión, S.A. on the Madrid, Barcelona, Bilbao and Valencia stock exchanges, and their inclusion in the Spanish Stock Market Interconnection System. On 29 October 2003, the Company's shares commenced trading on these stock exchanges.

Additional Provision One of Royal Decree 944/2005, of 29 July, approving the Spanish Technical Plan for Digital Terrestrial Television established 3 April 2010 as the date for the switch-off of analogue television broadcasting in all the transition projects defined in the National Plan for the Transition to Digital Terrestrial Television. From that date onwards, all terrestrial television was broadcast using digital technology.

Following this milestone, in accordance with Additional Provision Three of Royal Decree 944/2005, of 29 July, each national terrestrial public television service concession operator would gain access to a digital multiplex with national coverage.

Royal Decree 365/2010, of 26 March, governs the allocation of the Digital Terrestrial Television multiplexes following the switch-off of terrestrial television broadcasting using analogue technology.

It established two phases for the allocation of the digital multiplexes. Phase 1, (transitional), in which each national terrestrial public service television concession operator would gain access to the capacity equivalent to one digital multiplex with national coverage, provided they demonstrated that they had met the terms and conditions established in relation to the drive and development of digital terrestrial television, and phase 2, in which new digital multiplexes will be planned, and adjustments will be established so that the radio-electric channels 61 to 69, which were being used by the digital multiplexes in the previous phase can be replaced by others in phase 2. This will conclude before 1 January 2015 with the allocation of the definitive digital multiplexes to each qualifying company, thereby ending the shared use of digital multiplex capacity by the national terrestrial public service concession operators.

On 16 July 2010, the Spanish Cabinet adopted a resolution to allocate a national digital multiplex to each national DTT concession operator: Antena 3, Gestevisión Telecinco, Sogecable, Veo Televisión, NET TV and La Sexta. The digital multiplex is composed of four digital television channels that can be operated twenty-four hours a day.

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The allocation was made upon request and after the switch-off of analogue broadcasting, once it had been verified that the digital terrestrial television service concession operators had met the obligations relating to the drive and development of digital terrestrial television that they had assumed in the framework of the Spanish Technical Plan for Digital Terrestrial Television and the Royal Decree governing the specific allocation of DTT multiplexes, following the switch-off of analogue terrestrial television broadcasting.

In any event, the definitive multiplex will be accessed by 1 January 2015, in accordance with the phases established in the Royal Decree.

The Company is the head of a group of subsidiaries and is obliged under current legislation to prepare consolidated financial statements separately. The consolidated financial statements of the Antena 3 Group for 2010 were formally prepared by its directors at the Board of Directors Meeting held on 23 February 2011. The consolidated financial statements for 2009 were approved by the shareholders at the Annual General Meeting of Antena 3 de Televisión, S.A. on 24 March 2010, and were filed at the Mercantile Registry of Madrid.

2.- Basis of presentation of the financial statements

2.1 Regulatory financial reporting framework applicable to the Company

The accompanying financial statements were formally prepared by the Company’s directors in accordance with the regulatory financial reporting framework applicable to the Company, which consists of:

a) The Spanish Commercial Code and all other Spanish corporate law.b) The Spanish National Chart of Accounts approved by Royal Decree 1514/2007 and its industry

adaptations, and Spanish National Securities Market Commission (CNMV) Circular 1/2008, of 30 January, on the periodic information of issuers whose securities are admitted to trading on regulated markets.

c) The mandatory rules approved by the Spanish Accounting and Audit Institute in order to implement the Spanish National Chart of Accounts and the relevant secondary legislation, the mandatory rules approved by the CNMV and all other applicable Spanish accounting legislation.

2.2 Fair presentation

The accompanying financial statements, which were obtained from the Company's accounting records, are presented in accordance with the regulatory financial reporting framework applicable to the Company and, in particular, with the accounting principles and rules contained therein and, accordingly, present fairly the Company's equity, financial position, results of operations and cash flows for 2010. These financial statements, which were formally prepared by the Company's directors, will be submitted for approval by the shareholders at the Annual General Meeting, and it is considered that they will be approved without any changes. The financial statements for 2009 were approved by the shareholders at the Annual General Meeting held on 24 March 2010.

2.3 Non-obligatory accounting principles applied

No non-obligatory accounting principles were applied. Also, the directors formally prepared these financial statements by taking into account all the obligatory accounting principles and standards with a significant effect hereon. All obligatory accounting principles were applied.

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2.4 Key issues in relation to the measurement and estimation of uncertainty

In preparing the accompanying financial statements estimates were made by the Company's directors in order to measure certain of the assets, liabilities, income, expenses and obligations reported herein. These estimates relate basically to the following:

The assessment of possible impairment losses on certain assets (see Notes 4.4 and 8). The useful life of the property, plant and equipment and intangible assets (see Notes 4.1 and 4.2). The calculation of provisions (see Notes 4.9 and 13). Programme amortisation (see Note 4.5 and 11).

Although these estimates were made on the basis of the best information available at 2010 year-end, events that take place in the future might make it necessary to change these estimates (upwards or downwards) in coming years. Changes in accounting estimates would be applied prospectively.

At 31 December 2010, the Company had a working capital deficiency. However, the directors of the Company estimate that the cash flows generated by the business and the financing lines available will enable the Company to meet its short-term liabilities.

2.5 Comparative information

The information relating to 2010 included in these notes to the financial statements is presented for comparison purposes with that relating to 2009.

On 24 September 2010, Royal Decree 1159/2010, of 17 September, was published in the Spanish Official State Gazette (BOE), which made certain amendments to the Spanish National Chart of Accounts approved by Royal Decree 1514/2007.

Pursuant to the transition rules provided for, these amendments were applied prospectively from 1 January 2010 and did not have a material impact. Also, pursuant to these rules, the Company opted to present comparative information without adapting it to the new rules and, therefore, these financial statements are considered to be initial financial statements for the purposes of the principles of uniformity and comparability.

2.6 Grouping of items

Certain items in the balance sheet, income statement, statement of changes in equity and statement of cash flows are grouped together to facilitate their understanding; however, whenever the amounts involved are material, the information is broken down in the related notes to the financial statements.

2.7 Changes in accounting policies

In 2010 there were no significant changes in accounting policies with respect to those applied in 2009.

2.8 Correction of errors

In preparing the accompanying financial statements no significant errors were detected that would have made it necessary to restate the amounts included in the financial statements for 2009.

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2.9 Effect of not consolidating

The Company is the majority shareholder of certain companies and has ownership interests equal to or exceeding 20% in the share capital of other companies (see Note 8). The separate financial statements at 31 December 2010 do not reflect the increases in the value of the Company’s ownership interests in these companies which would arise from fully consolidating majority ownership interests and accounting for investments in associates using the equity method. Pursuant to current legislation, the Company prepared consolidated financial statements separately in accordance with International Financial Reporting Standards. In 2010, the main aggregates in the consolidated financial statements are as follows: total assets (EUR 783 million), equity (EUR 304 million), revenue (EUR 773 million) and profit for the year (EUR 109 million).

3.- Distribution of profit

The proposed distribution of the profit for the year that the Company’s directors will submit for approval by the shareholders at the Annual General Meeting is as follows (in thousands of euros):

2010

Interim dividends paid in 2010 (EUR 0.20 per share) 40,111Dividends (amount to be distributed at EUR 0.25 per share ) 50,139Offset of prior years’ losses 1,568

Total 91,818

On 27 October 2010, the Company’s Board of Directors approved the distribution out of the Company’s profit for 2010 of EUR 0.20 gross per share, giving a total dividend of EUR 40,111 thousand, which was recognised under “Equity – Interim Dividend” in the balance sheet.

The provisional accounting statement prepared in accordance with legal requirements evidencing the existence of sufficient liquidity for the distribution of the dividends is as follows:

LIQUIDITY STATEMENT FOR THE PAYMENT OF THE 2010 INTERIM DIVIDEND

Thousands of euros

Liquidity at 30 September 2010 289,751

Projected cash until 31 December 2010:

Current transactions from October to December 2010 16,623

Projected dividend payment (40,111)

Liquidity forecast at 31 December 2010 266,263

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4.- Accounting policies and measurement bases

The principal accounting policies and measurement bases used by the Company in preparing its financial statements for 2010 and 2009, in accordance with the Spanish National Chart of Accounts, were as follows:

4.1 Intangible assets

As a general rule, intangible assets are recognised initially at acquisition or production cost. They are subsequently measured at cost less any accumulated amortisation and any accumulated impairment losses. These assets are amortised over their years of useful life.The Company recognises under “Computer Software” the costs incurred in the acquisition and development of computer programs, including website development costs. Computer software maintenance costs are recognised with a charge to the income statement for the year in which they are incurred. Computer software is amortised on a straight-line basis over three to five years.

4.2 Property, plant and equipment

Property, plant and equipment are initially recognised at acquisition or production cost and are subsequently reduced by the related accumulated depreciation and by any impairment losses recognised, as indicated in this Note.

Property, plant and equipment upkeep and maintenance expenses are recognised in the income statement for the year in which they are incurred. However, the costs of improvements leading to increased capacity or efficiency or to a lengthening of the useful lives of the assets are capitalised.

The Company depreciates its property, plant and equipment by the straight-line method at annual rates based on the years of estimated useful life of the assets, the detail being as follows:

Years ofestimateduseful life

Buildings 33Plant 5 - 8Computer hardware 3 - 5 Other fixtures 6 - 10Other items of property, plant and equipment 6 - 10

Impairment of intangible assets and property, plant and equipment

At the end of each reporting period, or whenever there are indications of impairment in the case of intangible assets and property, plant and equipment, the Company tests the assets for impairment to determine whether the recoverable amount of the assets has been reduced to below their carrying amount.

Recoverable amount is the higher of fair value less costs to sell and value in use.

In the case of property, plant and equipment, the impairment tests are performed individually for each asset.

Where an impairment loss subsequently reverses (not permitted in the specific case of goodwill), the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised in prior years. A reversal of an impairment loss is recognised as income.

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4.3 Operating leases

Lease income and expenses from operating leases are recognised in income on an accrual basis.

Any collection or payment that might be made when arranging an operating lease will be treated as a prepaid lease collection or payment which will be allocated to profit or loss over the lease term in accordance with the time pattern in which the benefits of the leased asset are provided or received.

The leases in which the Company is a lessor consist basically of offices which the Company has leased to companies in its Group.

4.4 Financial instruments

4.4.1 Financial assets

Classification-

The financial assets held by the Company are classified in the following categories:

a) Loans and receivables: financial assets arising from the sale of goods or the rendering of services in the ordinary course of the Company's business, or financial assets which, not having commercial substance, are not equity instruments or derivatives, have fixed or determinable payments and are not traded in an active market.

b) Equity investments in Group companies and associates: Group companies are deemed to be those related to the Company as a result of a relationship of control and associates are companies over which the Company exercises significant influence.

Initial recognition -

Financial assets are initially recognised at the fair value of the consideration given, plus any directly attributable transaction costs.

In the case of equity investments in Group companies affording control over the subsidiary, since 1 January 2010 the fees paid to legal advisers and other professionals relating to the acquisition of the investment have been recognised directly in profit or loss.

Subsequent measurement -

Loans and receivables and held-to-maturity investments are measured at amortised cost.

Investments in Group companies and associates are measured at cost net, where appropriate, of any accumulated impairment losses. These losses are calculated as the difference between the carrying amount of the investments and their recoverable amount. Recoverable amount is the higher of fair value less costs to sell and the present value of the future cash flows from the investment. Unless there is better evidence of the recoverable amount, it is based on the value of the equity of the investee, adjusted by the amount of the unrealised gains existing at the date of measurement (including any goodwill).

At least at each reporting date the Company tests financial assets not measured at fair value through profit or loss for impairment. Objective evidence of impairment is considered to exist when the recoverable amount of the financial asset is lower than its carrying amount. When this occurs, the impairment loss is recognised in the income statement.

In particular, the Company calculates valuation adjustments relating to trade and other receivables, by taking into account the date on which the receivables are due to be settled and the specific equity position of the debtors in question.

The Company derecognises a financial asset when it expires or when the rights to the cash flows from the financial asset and substantially all the risks and rewards of ownership of the financial asset have been transferred, such as in the case of firm asset sales.

However, the Company does not derecognise financial assets, and recognises a financial liability for an amount equal to the consideration received, in transfers of financial assets in which substantially all the risks and rewards of ownership are retained, such as in the case of bill discounting.

4.4.2 Financial liabilities

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Financial liabilities include accounts payable by the Company that have arisen from the purchase of goods or services in the normal course of the Company's business and those which, not having commercial substance, cannot be classed as derivative financial instruments.

Accounts payable are initially recognised at the fair value of the consideration received, adjusted by the directly attributable transaction costs. These liabilities are subsequently measured at amortised cost.

The Company derecognises financial liabilities when the obligations giving rise to them cease to exist.

4.4.3 Equity instruments

An equity instrument is a contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities.

Treasury shares acquired by the Company during the year are recognised at the value of the consideration paid and are deducted directly from equity. Gains and losses on the acquisition, sale, issue or retirement of treasury shares are recognised directly in equity and in no case are they recognised in profit or loss.

4.4.4 Hedges

The Company uses derivative financial instruments to hedge the risks to which its business activities, operations and future cash flows are exposed. Basically, these risks relate to changes in exchange rates. The Company arranges hedging instruments in this connection.

In order for these financial instruments to qualify for hedge accounting, they are initially designated as such and the hedging relationship is documented. Also, the Company verifies, both at inception and periodically over the term of the hedge (at least at the end of each reporting period), that the hedging relationship is effective, i.e. that it is prospectively foreseeable that the changes in the fair value or cash flows of the hedged item (attributable to the hedged risk) will be almost fully offset by those of the hedging instrument and that, retrospectively, the gain or loss on the hedge was within a range of 80-125% of the gain or loss on the hedged item.

In 2010 the Company used the following type of hedge, which is accounted for as described below:

Cash flow hedges: in hedges of this nature, the portion of the gain or loss on the hedging instrument that has been determined to be an effective hedge is recognised temporarily in equity and is recognised in the income statement in the same period during which the hedged item affects profit or loss, unless the hedge relates to a forecast transaction that results in the recognition of a non-financial asset or a non-financial liability, in which case the amounts recognised in equity are included in the initial cost of the asset or liability when it is acquired or assumed.

Hedge accounting is discontinued when the hedging instrument expires or is sold, terminated or exercised, or no longer qualifies for hedge accounting. At that time, any cumulative gain or loss on the hedging instrument recognised in equity is retained in equity until the forecast transaction occurs. If a hedged transaction is no longer expected to occur, the net cumulative gain or loss recognised in equity is transferred to net profit or loss for the year.

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4.5 Inventories

Programme rights

Rights and programme inventories are valued, based on their nature, as follows:

1. Inventoriable in-house productions (programmes produced to be re-run, such as series) are measured at acquisition and/or production cost, which includes both external costs billed by third parties for programme production and for the acquisition of resources, and internal production costs, which are calculated by applying pre-established internal rates on the basis of the time during which operating resources are used in production. The costs incurred in producing the programmes are recognised, based on their nature, under the appropriate headings in the income statement and are included under “Programme Rights” in the balance sheet with a credit to “Procurements – Inventories” in the income statement.

Amortisation of these programmes is recognised under “Amortisation of Programmes and Other Rights” in the income statement, on the basis of the number of showings, in accordance with the rates shown below:

Amortisation rate

1st showing 90 %2nd showing 10 %

The maximum period for the amortisation of series is three years, after which the unamortised amount is written off.

Given their special nature, the series which are broadcast daily are amortised in full when the first showing of each episode is broadcast.

2. Non-inventoriable in-house productions (programmes produced to be shown only once) are measured usingthe same methods and procedures as those used to measure inventoriable in-house productions. Programmes produced and not shown are recognised at year-end under “Programme Rights - In-House Productions and Productions in Process” in the balance sheet. The cost of these programmes is recognised as an expense under “Programme Amortisation and Other” in the income statement at the time of the first showing.

3. Rights on outside productions (films, series and other similar productions) are measured at acquisition cost. These rights are deemed to have been acquired when the term of the right commences for the Company. Payments made to outside production distributors prior to commencement of the term of the right are recorded under “Advances to Suppliers” in the balance sheet. The amortisation of the rights is recognised under “Programme Amortisation and Other” in the income statement on the basis of the number of showings, in accordance with the rates shown below, which are established on the basis of the number of showings contracted:

Number of showings contractedFILMS

1 2 3 or more

1st showing 100% 50% 50%2nd showing - 50% 30%3rd showing - - 20%

Number of showings contractedSERIES

1 2 or more

1st showing 100% 50%2nd showing - 50%

4. Live broadcasting rights are measured at cost. The cost of these rights is recognised as an expense under “Programme Amortisation and Other” in the income statement at the time of broadcast of the event on which the rights were acquired.

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Consumables and other inventories

Dubbings, sound tracks, titles and signature tunes of outside productions are recorded at acquisition or production cost. The amortisation of rights is recorded under “Programme Amortisation and Other” in the income statement at the time of the showing, using the same methods as those used for outside productions.

Other inventories are recorded at acquisition cost and are allocated to profit or loss by the effective or actual amortisation method over the production period.

Provisions

The Company makes the appropriate valuation adjustments to reduce the unamortised value of in-house productions and of the rights on outside productions which it considers will not be shown. When these rights expire, the valuation adjustments are recognised in profit or loss when the cost of the rights is derecognised.

Classification of programmes

In accordance with the Spanish National Chart of Accounts, programme inventories are classified as current assets on the basis of the normal business cycle and standard practice in the industry in which the Company operates. However, programmes are amortised over several years (see Note 11).

4.6 Foreign currency transactions

The Company's functional currency is the euro. Therefore, transactions in currencies other than the euro are deemed to be “foreign currency transactions” and are recognised by applying the exchange rates prevailing at the date of the transaction.

At the end of each reporting period, monetary assets and liabilities denominated in foreign currencies are translated to euros at the rates then prevailing. Any resulting gains or losses are recognised directly in the income statement in the year in which they arise.

Monetary assets and liabilities carried at fair value that are denominated in foreign currencies are translated at the exchange rates prevailing at the date when the fair value was determined. The resulting gains or losses are recognised in equity or in profit or loss by applying the same methods as those used to recognise changes in fair value, as indicated in Note 4.4 on financial instruments.

4.7 Income tax

Tax expense (tax income) comprises current tax expense (current tax income) and deferred tax expense (deferred tax income).

The current income tax expense is the amount payable by the Company as a result of income tax settlements for a given year. Tax credits and other tax benefits, excluding tax withholdings and pre-payments, and tax loss carryforwards from prior years effectively offset in the current year reduce the current income tax expense.

The deferred tax expense or income relates to the recognition and derecognition of deferred tax assets and liabilities. These include temporary differences measured at the amount expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities and their tax bases, and tax loss and tax credit carryforwards. These amounts are measured at the tax rates that are expected to apply in the period when the asset is realised or the liability is settled.

Deferred tax liabilities are recognised for all taxable temporary differences, except for those arising from the initial recognition of goodwill or of other assets and liabilities in a transaction that is not a business combination and affects neither accounting profit/loss nor taxable profit/tax loss.

Deferred tax assets are recognised to the extent that it is considered probable that the Company will have taxable profits in the future against which the deferred tax assets can be utilised.

Deferred tax assets and liabilities arising from transactions charged or credited directly to equity are also recognised in equity.

10

The deferred tax assets recognised are reassessed at the end of each reporting period and the appropriate adjustments are made to the extent that there are doubts as to their future recoverability. Also, unrecognised deferred tax assets are reassessed at the end of each reporting period and are recognised to the extent that it has become probable that they will be recovered through future taxable profits.

In 2001 the Company began to be taxed on a consolidated basis with other Group companies (see Note 16). In this connection, in calculating its income tax, the Company took into consideration the corresponding Spanish Accounting and Audit Institute (ICAC) resolutions, establishing the methods for the recognition of income tax at companies that file consolidated tax returns.

4.8 Revenue and expense recognition

Revenue and expenses are recognised on an accrual basis, i.e. when the actual flow of the related goods and services occurs, regardless of when the resulting monetary or financial flow arises. Revenue is measured at the fair value of the consideration received, net of discounts and taxes.

Revenue from sales is recognised when the significant risks and rewards of ownership of the goods sold have been transferred to the buyer, and the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold.

Revenue from the rendering of services is recognised by reference to the stage of completion of the transaction at the end of the reporting period, provided the outcome of the transaction can be estimated reliably.

At present, the Company basically obtains revenue from the sale of advertising space; this revenue is recognised in the income statement when the related advertising spot is broadcast.

Interest income from financial assets is recognised using the effective interest method and dividend income is recognised when the shareholder's right to receive payment has been established. Interest and dividends from financial assets accrued after the date of acquisition are recognised in the income statement.

4.9 Provisions and contingencies

When preparing the financial statements the Company's directors made a distinction between:

a) Provisions: credit balances covering present obligations arising from past events with respect to which it is probable that an outflow of resources embodying economic benefits that is uncertain as to its amount and/or timing will be required to settle the obligations; and

b) Contingent liabilities: possible obligations that arise from past events and whose existence will be confirmed only by the occurrence or non-occurrence of one or more future events not wholly within the Company's control.

The financial statements include all the provisions with respect to which it is considered that it is more likely than not that the obligation will have to be settled. Contingent liabilities are not recognised in the financial statements, but rather are disclosed, unless the possibility of an outflow in settlement is considered to be remote.

Provisions are measured at the present value of the best possible estimate of the amount required to settle or transfer the obligation, taking into account the information available on the event and its consequences. Where discounting is used, adjustments made to provisions are recognised as interest cost on an accrual basis.

The compensation to be received from a third party on settlement of the obligation is recognised as an asset, provided that there are no doubts that the reimbursement will take place, unless there is a legal relationship whereby a portion of the risk has been externalised as a result of which the Company is not liable; in this situation, the compensation will be taken into account for the purpose of estimating the amount of the related provision that should be recognised.

4.10 Termination benefits

Under current legislation, the Company is required to pay termination benefits to employees terminated under certain conditions. Therefore, termination benefits that can be reasonably quantified are recognised as an expense in the year in which the decision to terminate the employment relationship is taken. The accompanying financial statements do not include any provision in this connection, since no situations of this nature are expected to arise.

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4.11 Environmental assets and liabilities

Environmental assets are deemed to be assets used on a lasting basis in the Company's operations whose main purpose is to minimise environmental impact and protect and improve the environment, including the reduction or elimination of future pollution.

In view of the business activities carried on by the Company, it does not have any environmental liability, expenses, assets, provisions or contingencies that might be material with respect to its equity, financial position or results. Therefore, no specific disclosures relating to environmental issues are included in these notes to the financial statements.

4.12 Transactions with related parties

The Company performs all its transactions with related parties on an arm's length basis. Also, the transfer prices are adequately supported and, therefore, the Company's directors consider that there are no material risks in this connection that might give rise to significant liabilities in the future.

4.13 Expenses arising from the three-year variable remuneration plan

The Company charges the amount incurred in the year in connection with implementation of the three-year variable remuneration plan to “Staff Costs” or “Other Operating Expenses” in the income statement, based on the employment relationship or the services provided by the beneficiaries, with a credit to “Other Non-Current Liabilities” and “Other Current liabilities” in the balance sheet.

The three-year variable remuneration and loyalty-building plan for the directors of the Company was settled in full in 2009 and, accordingly, there were no liabilities in connection with obligations of this nature at the end of 2010 and 2009. The expense accrued in this connection in 2009 was EUR 5,507 thousand.

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5.- Intangible assets

The changes in “Intangible Assets” in the balance sheet in 2010 and 2009 were as follows (in thousands of euros):

Cost Balance at 01/01/10 Additions

Increase or decrease due to transfer of

intangible assets in progress

Disposals or reductions

Balance at 31/12/10

Computer software 26,293 1 2,313 (925) 27,682 Other intangible assets 304 - - - 304

Total cost 26,597 1 2,313 (925) 27,986

Accumulated amortisation Balance at 01/01/10 Additions Disposals or

reductionsBalance at 31/12/10

Computer software (21,597) (1,895) 925 (22,567)Other intangible assets (304) - - (304)Total accumulated amortisation (21,901) (1,895) 925 (22,871)

Total Intangible assets Balance at 01/01/10

Balance at 31/12/10

Cost 26,597 27,986 Accumulated amortisation (21,901) (22,871)

Total, net 4,696 5,115

Cost Balance at 01/01/09 Additions

Increase or decrease

due to transfer of intangible assets in progress


Balance at 31/12/09

Computer software 22,180 11 4,103 (1) 26,293 Other intangible assets 304 - - - 304

Total cost 22,484 11 4,103 (1) 26,597

Accumulated amortisation Balance at 01/01/09 Additions Disposals or

reductionsBalance at 31/12/09

Computer software (20,045) (1,553) 1 (21,597)Other intangible assets (304) - - (304)Total accumulated amortisation (20,349) (1,553) 1 (21,901)

Total intangible assets Balance at 01/01/09

Balance at 31/12/09

Cost 22,484 26,597 Accumulated amortisation (20,349) (21,901)Total, net 2,135 4,696

At the end of 2010 and 2009 the Company had fully amortised intangible assets still in use, the detail being as follows (in thousands of euros):

Gross carrying amount

2010 2009

Computer software 19,024 19,024 Other intangible assets 304 304

Total 19,328 19,328

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6.- Property, plant and equipment

The changes in 2010 and 2009 in “Property, Plant and Equipment” in the balance sheet and the most significant information affecting this heading were as follows (in thousands of euros):

CostBalance at 01/01/10

AdditionsIncrease or

decrease due to transfer


Balance at 31/12/10

Land and buildings 55,046 - 453 (2) 55,497 Plant 98,318 - 8,272 (8,151) 98,439 Machinery 242 - - (54) 188 Tools 95 - - (2) 93 Furniture 8,512 - 472 (990) 7,994 Computer hardware 24,048 15 1,118 (650) 24,531 Transport equipment 209 - - (43) 166 Property, plant and equipment in the course of construction 488 12,383 (12,628) - 243

Total cost 186,958 12,398 (2,313) (9,892) 187,151

Accumulated depreciation Balance at 01/01/10




Balance at 31/12/10

Land and buildings (23,852) (1,985) - - (25,837)Plant (87,467) (5,043) 1 7,987 (84,522)Machinery (241) - - 54 (187)Tools (88) (2) - 2 (88)Furniture (7,782) (206) (1) 951 (7,038)Computer hardware (19,856) (2,009) - 647 (21,218)Transport equipment (209) - - 42 (167)Total accumulated depreciation (139,495) (9,245) - 9,683 (139,057)

Net impairment lossesBalance at 01/01/10


decrease dueto transfer

Reversals Disposals or reductions

Balance at 31/12/10

Plant (1,297) - - - - (1,297)Total net impairment losses (1,297) - - - - (1,297)

Total property, plant and equipment Balance at 01/01/10

Balance at 31/12/10

Cost 186,958 187,151 Accumulated depreciation (139,495) (139,057)Net impairment losses (1,297) (1,297)

Total, net 46,166 46,797

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CostBalance at 01/01/09




Balance at 31/12/09

Land and buildings 54,877 - 169 - 55,046 Plant 103,306 142 1,820 (6,950) 98,318 Machinery 277 - 1 (36) 242 Tools 149 - - (54) 95 Furniture 9,167 39 27 (721) 8,512 Computer hardware 23,889 24 1,506 (1,371) 24,048 Transport equipment 499 - - (290) 209 Property, plant and equipment in the course of construction 2,000 6,114 (7,626) - 488

Total cost 194,164 6,319 (4,103) (9,422) 186,958

Accumulated depreciation Balance at 01/01/09




Balance at 31/12/09

Land and buildings (21,785) (2,067) - - (23,852)Plant (87,474) (5,889) - 5,896 (87,467)Machinery (276) (1) - 36 (241)Tools (138) (3) - 53 (88)Furniture (8,133) (346) - 697 (7,782)Computer hardware (18,975) (2,216) - 1,335 (19,856)Transport equipment (494) (5) - 290 (209)Total accumulated depreciation (137,275) (10,527) - 8,307 (139,495)

Net impairment lossesBalance at 01/01/09



Reversals Disposals or reductions

Balance at 31/12/09

Land and buildings - - - - - -Plant (1,297) - - - - (1,297)Computer hardware - - - - - -

Total net impairment losses (1,297) - - - - (1,297)

Total property, plant and equipment Balance at 01/01/09

Balance at 31/12/09

Cost 194,164 186,958 Accumulated depreciation (137,275) (139,495)Net impairment losses (1,297) (1,297)

Total, net 55,592 46,166

The Company owns buildings, the value of which, net of depreciation, and that of the land, at the end of 2010 and 2009 were as follows (in thousands of euros):

Property 2010 2009

Land 11,517 11,517 Buildings 18,143 19,676

Total 29,660 31,193

In 2010 the Company derecognised items of property, plant and equipment amounting to EUR 207 thousand (2009: EUR 1,115 thousand), giving rise to a loss of EUR 34 thousand (2009: gain of EUR 132 thousand).

In 2010 and 2009 no impairment losses were reversed.

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At the end of 2010 and 2009 the Company had fully depreciated items of property, plant and equipment still in use, the detail being as follows (in thousands of euros):

Gross carrying amount

2010 2009

Buildings 3,534 1,876 Other assets 94,689 87,562

Total 98,223 89,438

The Company takes out insurance policies to cover the possible risks to which its property, plant and equipment are subject. At the end of 2010 and 2009 the property, plant and equipment were fully insured against these risks.

7.- Leases

At the end of 2010 and 2009 the Company, as a lessor under operating leases, had annual lease arrangements with certain Group companies for offices and other scantly material lease arrangements with a term of more than one year with non-Group companies. Since the leased offices are in the same building as the Company, they are not considered to be investment property included in the Company’s assets. Income from operating leases in 2010 and 2009 amounted to EUR 1,301 thousand and EUR 2,488 thousand, respectively.

8.- Financial assets (non-current and current)

8.1 Non-current financial assets

The balance of “Non-Current Financial Assets” at the end of 2010 and 2009 reflects long-term guarantees and deposits given and non-current derivative financial instruments (see Note 10).

8.2 Current financial assets

The detail of “Current Financial Assets” at the end of 2010 and 2009 is as follows (in thousands of euros):

2010 2009Short-term guarantees and deposits 34 34 Derivatives 807 290

Total 841 324

8.3 Non-current investments in Group companies and associates

The detail of “Non-Current investments in Group Companies and Associates” at the end of 2010 and 2009 is as follows (in thousands of euros):

2010 2009

Investments in Group companies and associates 8,930 15,037 Long-term loans to Group companies and associates 362,014 356,612

Total 370,944 371,649

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The most significant information in relation to investments in Group companies and associates at the end of 2010 is as follows:

% of ownership Thousands of eurosProfit (Loss) Carrying amount

Name / Registered office / Line of business Direct Indirect

Share capital

From operations Net

Remaining equity

Total equity

Dividends received Cost

Impairment losses

recognised in the year

Accumulated impairment

losses

Antena 3 Multimedia, S.L.U.Madrid/Commercial management by television.

100% - 3 159 105 63 171 - 3 - -

Atres Advertising, S.L.U.Madrid/Advertising management 100% - 3 21,316 14,866 (13,478) 1,391 13,795 3 - -

Antena 3 Eventos, S.L.U.Madrid/Organisation of events 100% - 150 (31) (24) 1,304 1,430 - 1,623 (193) (193)

Antena 3 Canarias S.L.U.Madrid/Television 100% - 3 (6) (4) - (1) - 5 - -

Guadiana Producciones, S.A.U.Madrid/Producer

100% 60 (46) (32) 28 56 - 60 - (60)

Publicidad 3, S.A.U.Madrid/Radio broadcasting services

100% - 60 (499) (219) (45,616) (45,775) - 505 - (505)

Música Aparte, S.A.U.Madrid/Management of rights 100% - 60 5,869 4,121 1,697 5,878 1,800 60 - -

Movierecord Cine, S.A.U.Madrid/Advertising in cinemas 100% - 801 (506) (370) 160 591 - 23,477 (648) (22,886)

Antena 3 Films, S.L.U.Madrid/Audiovisual productions

100% - 1,900 (15,417) (13,774) 388 (11,486) - 10,016 (2,859) (10,016)

I3 Televisión, S.L.Madrid/IT services 50% - 603 (501) (419) (692) (508) - 150 - (92)

Antena 3 de TelevisiónColombia, S.A.Colombia/Television

55% - 300 104 104 (185) 219 - 271 - -

Canal 3 Televisión deColombia, S.A.Colombia/Television

2% 22% 333 (19) (19) 118 432 - 21 - -

Vnews Agencia deNoticias, S.L.Granada/News agency

100% - 885 (10) (16) 126 995 - 1,020 (412) (1,020)

Unipublic, S.A.Madrid/Organisation of the Tour of Spain cycle race

51% - 450 830 578 2,741 3,769 - 18,090 (5,500) (11,601)

TVI Televisao Independente, S.A.Lisbon/Television

0.001% (a) (a) (a) (a) (a) (a) - 2,016 - (2,016)

Total investments 3,643 10,338 4,250 (56,146) (48,253) 15,595 57,320 (9,612) (48,390)

(a) Information not available.

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The most significant information in relation to investments in Group companies and associates at the end of 2009 is as follows:

% of ownership Thousands of eurosProfit (Loss) Carrying amount

Name / Registered office / Line of business Direct Indirect

Share capital

From operations Net

Remaining equity

Totalequity

Dividends received Cost

Impairment losses



losses

Antena 3 Multimedia, S.L.U.Madrid/Commercial management by television.

100% - 3 42 22 41 66 - 3 - -

Atres Advertising, S.L.U.Madrid/Advertising management

100% - 3 (1,244) (1,021) 1,339 321 - 3 - -

Antena 3 Eventos, S.L.U.Madrid/Organisation of events 100% - 150 120 66 1,237 1,453 - 1,623 - -

Antena 3 Canarias S.L.U.Madrid/Television 100% - 3 - - - 3 - 5 - -

Publicidad 3, S.A.U.Madrid/Radio broadcasting services

100% - 60 (629) 87 (45,702) (45,555) - 505 - (505)

Música Aparte, S.A.U.Madrid/Management of rights

100% - 60 4,897 3,458 39 3,557 1,434 60 - -

Movierecord Cine, S.A.U.Madrid/Advertising in cinemas

100% - 801 (2,624) (1,842) 1,678 637 - 22,874 (1,842) (22,238)

Antena 3 Films, S.L.U.Madrid/Audiovisual productions 100% - 1,900 (6,972) (5,358) 3,166 (292) - 7,304 (4,786) (7,157)

I3 Televisión, S.L..Madrid/IT services 50% - 300 (109) (109) (76) 115 - 150 (92) (93)

Antena 3 de TelevisiónColombia, S.A.Colombia/Television

55% - (a) (a) (a) (a) (a) - 134 - -

Canal 3 Televisión deColombia, S.A.Colombia/Television

2% 22% (a) (a) (a) (a) (a) - 10 - -

Vnews Agencia deNoticias, S.L.Granada/News agency

96% - 603 (327) (282) (431) (110) - 978 (608) (608)

Unipublic, S.A.Madrid/Organisation of the Tour of Spain cycle race

51% - 450 1,237 925 1,775 3,150 306 18,090 - (6,101)

TVI Televisao Independente, S.A.Lisbon/Television

0.001% - (a) (a) (a) (a) (a) - 2,016 - (2,016)

Total investments 4,333 (5,790) (4,176) (36,934) (36,777) 1,740 53,755 (7,328) (38,718)

(a) Information not available.

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The detail of the long-term loans granted to Group companies and associates is as follows (in thousands of euros):

LoansBalance at 01/01/09

Additions Disposals Provisions Balance at 31/12/09

Additions Disposals Provisions Balance at 31/12/10

Publicidad 3, S.A.U. 276,174 - - 7,345 283,519 - - (219) 283,300 Antena 3 Films, S.L.U. 61,223 11,870 - - 73,093 17,107 - (11,486) 78,714

Total 337,397 11,870 - 7,345 356,612 17,107 - (11,705) 362,014

The Company granted two participating loans to Publicidad 3, S.A. (Sole-Shareholder Company), which earn interest at floating rates based on the EBITDA of the borrower, for a maximum amount of EUR 334,000 thousand, of which EUR 329,130 thousand were drawn down as follows:

Date Maximum amount Amount drawn down Maturity

10/09/02 233,000 233,000 30/11/12

12/05/04 101,000 96,130 12/05/14334,000 329,130

With respect to these loans, a provision was recognised based on the available shareholders’ equity of Publicidad 3, S.A. (Sole-Shareholder Company), which, at 31 December 2010, amounted to EUR 45,830 thousand.

Also, the participating loan that the Company granted to Antena 3 Films, S.L. (Sole-Shareholder Company) was converted into capital in 2008, and in May 2008 the Company renegotiated the short-term loan it had granted to this company, raising the limit to EUR 100,000 thousand and increasing its maturity to three years. This loan earns interest at a floating rate tied to Euribor. In 2010 EUR 17,107 thousand were drawn down and the total amount drawn down stood at EUR 90,200 thousand. Based on the available shareholders’ equity of Antena 3 Films, S.A. (Sole-Shareholder Company), at 31 December 2010 a provision of EUR 11,486 thousand was recognised in connection with the aforementioned loan.

The most representative acquisitions and sales of ownership interests in other entities and significant corporate transactions in 2010 were as follows:

- on 14 January 2010, a further 4.17% of VNews Agencia de Noticias, S.L. (Sole-Shareholder Company) was acquired for EUR 42 thousand, thereby increasing the Company’s ownership interest to 100%.

- in June 2010 the investments in Antena 3 Colombia, S.A. and Canal 3 Televisión de Colombia were increased although the percentage of ownership interests in these companies did not increase. These investments were acquired for the purpose of participating in the invitation to tender for a television channel in the aforementioned country. At 2010 year-end the tender had not yet been awarded.

- in July 2010 the Company made shareholder contributions in order to offset prior years’ losses in Antena 3 Films, S.L. (Sole-Shareholder Company) and Movierecord Cine, S.A. (Sole-Shareholder Company) amounting to EUR 2,712 thousand and EUR 603 thousand, respectively.

The most representative acquisitions and sales of ownership interests in other entities and significant corporate transactions in 2009 were as follows:

- in December 2009 the Company acquired control over VNews, Agencia de Noticias, S.L. and, accordingly, the 95.83% ownership interest was transferred from “Non-Current Assets Classified as Held for Sale” to “Equity Instruments” for the amount recognised (EUR 978 thousand).

- in April 2009 the investments in Antena 3 Colombia, S.A. and Canal 3 Televisión de Colombia were increased but the related percentage of ownership interests did not increase. These investments were acquired for the purpose of participating in the invitation to tender for a television channel in the aforementioned country.

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The information on Antena 3 Films, S.L. (Sole-Shareholder Company), Atres Advertising, S.L. (Sole-Shareholder Company), Movierecord Cine, S.A. (Sole-Shareholder Company), Publicidad 3, S.A. (Sole-Shareholder Company) and Unipublic, S.A. was obtained from the audited financial statements at 31 December 2010.

None of the investees of Antena 3 de Televisión, S.A. are listed on Spanish or foreign stock exchanges.

At the end of each year or period the directors assess the business plans of the Company’s investees, revise them if necessary and estimate the value of the ownership interests and the recoverability of the investments made.

For investments for which business plans are not available, impairment is estimated on the basis of the Company’s equity and the unrealised gains at the end of the year or period.

At 31 December 2010, after assessing the business plan of Unipublic, S.A., the Company’s directors considered that this asset had suffered impairment of EUR 5,500 thousand and, accordingly, recognised the related impairment losses with a charge to “Impairment and Gains or Losses on Disposals of Financial Instruments” in the accompanying income statement.

Additionally, impairment losses of EUR 2,859 thousand were recognised in relation to the ownership interest held in Antena 3 Films, S.L. (Sole-Shareholder Company).

9.- Information on the type and level of risk of financial instruments

The Company's financial risk management is centralised in its Financial Department, which has established the mechanisms required to control exposure to interest rate and exchange rate fluctuations and credit and liquidity risk. The main financial risks affecting the Company are as follows:

a) Credit risk:

In general, the Company holds its cash and cash equivalents at banks with high credit ratings.

The advertising contracting terms enable bank guarantees to be demanded prior to the launch of advertising campaigns. Also, it should be noted that the Company does not have a significant concentration of credit risk exposure to third parties and no significant incidents arose in 2010.

In any case, the Company estimates allowances for doubtful debts based on the age of the debt.

b) Liquidity risk:

The Company’s liquidity policy is to arrange credit lines and current investments that are sufficient to support its financial needs, on the basis of expected business performance.

The Company, for the purpose of ensuring liquidity and enabling it to meet all the payment obligations arising from its business activities, has the cash and cash equivalents disclosed in its balance sheet, together with the credit and financing facilities detailed in Note 14.

c) Foreign currency risk:

Foreign currency risk relates mainly to the payments to be made in international markets to acquire broadcasting rights, primarily from major production companies in the US, denominated in US dollars. In order to mitigate this risk, the Company arranges financial instruments (foreign currency hedges) which reduce exchange differences on foreign currency transactions (see Note 10).

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10.- Derivative financial instruments

The Company uses derivative financial instruments to hedge the risks to which its business activities, transactions and future cash flows are exposed. The Company has arranged certain cash flow hedges for these transactions, the detail of which is as follows:

Foreign currency hedges

The Company uses currency derivatives to hedge significant future transactions and cash flows. The instruments purchased are denominated in US dollars.

The Company applies hedge accounting and documents the hedging relationships and the measurement of their effectiveness as required by current legislation. In all cases, these include the cash flow hedges of firm commitments, of which the EUR/USD forward exchange rate exposures to possible variations in the cash flows payable in euros associated with broadcasting rights is hedged.

In 2010 EUR 15 thousand (2009: EUR 69 thousand) were deducted from equity and capitalised to inventories. The changes in the fair value of the derivatives arranged by the Company depend on the change in the EUR/USD exchange rate and on the euro interest rate curves.

At 31 December 2010, the Company had arranged instruments to hedge its foreign currency asset and liability positions amounting to USD 40,235 thousand, at an average weighted exchange rate of EUR 1.3564/USD 1. At 31 December 2009, the Company had arranged hedging instruments amounting to USD 43,104 thousand, at a weighted average exchange rate of EUR 1.4056/USD 1.

At 31 December 2010, the total amount of outstanding forward currency contracts entered into by the Company is as follows (the terms reflect the moment in which the hedged portion is recognised and in which the value of the hedging instruments is adjusted in equity as an increase in / reduction of inventories).

Fair value (thousands of euros)

Classification Type MaturityAmount arranged

(thousands of euros)

Ineffectiveness recognised in profit or loss (thousands of euros)

Assets Liabilities

Foreign currency hedges Foreign currency hedge USD call 2011 23,607 - 807 328


The information in this connection at 31 December 2009 is as follows:


Classification Type MaturityAmount arranged


Ineffectiveness recognised in profit or loss (thousands of

euros)

Assets Liabilities



Foreign currency hedges Foreign currency hedge USD call 2012 1,692 - - 63

At 31 December 2010, the fair value of the Company’s foreign currency derivatives, which are designated and are effective as cash flow hedges, was estimated to be positive by EUR 930 thousand and negative by EUR 444 thousand (31 December 2009: positive by EUR 382 thousand and negative by EUR 1,138 thousand). This amount was deferred and recognised in equity.

The foreign currency derivatives have been arranged in such a way that they are fully effective at each reference date and, accordingly, are recognised in full in equity, until the inventories are recognised.

21

The sensitivity analysis indicates that positive or negative changes of 5% in spot EUR/USD exchange rates would give rise to changes of approximately EUR 3 million in the fair value of the foreign currency derivatives (2009: EUR 6 million). Increases in the value of the euro (depreciation of the US dollar) would increase negative values while decreases in the value of the euro would increase positive values.

Equity and interest rate swaps

In order to cover the increased costs of the three-year variable remuneration plan that would arise as a result of an increase in the Company’s share price, an equity swap contract was arranged in 2006 that met the requirements to qualify for hedge accounting. In 2007 an interest rate derivative was arranged to hedge the fluctuations in the floating interest rate of the equity swap, recognising the changes in the value thereof directly in the income statement for the year.

When the last payment under the three-year variable remuneration plan was made in July 2009, these swaps were recognised in profit and loss and did not have any impact on the balance sheet at 31 December 2010 or 2009.

11.- Inventories

The detail of “Inventories” in the balance sheets at 31 December 2010 and 2009 is as follows:

Thousands of euros 2010 2009

Programme rights, net-Rights on outside productions 123,208 150,566 In-house productions and programmes in process 36,397 28,871 Sports broadcasting rights 3,214 3,214 Inventory write-downs (21,404) (26,369)

141,415 156,282Consumables and other inventories-

Dubbings, soundtracks and titles 1,198 1,346Other materials 969 1,038

2,167 2,384

Advances to suppliers 22,253 25,494

Total 165,835 184,160

“Advances to Suppliers” in the accompanying balance sheets at 31 December 2010 and 2009 includes basically advances paid in connection with outside production commitments.

The changes in the write-downs relating to “Inventories” in the accompanying balance sheets were as follows (in thousands of euros):

Balance at 31/12/08 Additions


Balance at 31/12/09 Additions


Balance at 31/12/10

Inventory write-downs (33,815) (12,401) 19,846 (26,370) (5,042) 10,008 (21,404)

The write-downs recognised arose since it was decided that certain titles would not be marketable and it was not likely that they would form part of the Company’s programme schedule.

At 31 December 2010, the Company had commitments, mainly for the purchase of audiovisual property rights, amounting to EUR 36,271 thousand (2009: EUR 34,861 thousand). In addition, the Company has purchase commitments to distributors, the definitive amount and price of which will be determined once the programmes are produced and, in certain cases, by establishing the acquisition price on the basis of box-office takings. The best estimate of these commitments amounts to EUR 45,633 thousand (2009: 26,605 thousand).

It is estimated that most of the rights on inventoriable in-house and outside productions will be amortised in 2011 (see Note 4.5).

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12.- Equity and shareholders' equity

At the end of 2010 and 2009 the Company’s share capital consisted of 211,112,800 fully subscribed and paid shares of EUR 0.75 par value each, all of which are of the same class and series and carry the same rights.

At 31 December 2010, the Company's shareholder structure was as follows:

Percentage of ownership

Planeta-deAgostini, S.L. Group 44.58UFA Film und Fernseh GmbH 20.49Treasury shares 5.00Other shareholders 29.93

100.00

The Company’s shares are listed on the Spanish Stock Market Interconnection System and all carry the same voting and dividend rights.

There are agreements among the main shareholders that guarantee the Company’s shareholder stability, the grant of mutual rights of acquisition on their shares, the undertaking not to take control of A3TV or to permit a third party to do so, and also include Company management agreements, as described in the directors’ report.

12.1 Reserves

Legal reserve

Under the Spanish Limited Liability Companies Law, the Company must transfer 10% of net profit for each year to the legal reserve until the balance of this reserve reaches at least 20% of the share capital. The legal reserve can be used to increase capital provided that the remaining reserve balance does not fall below 10% of the increased share capital amount. Otherwise, until the legal reserve exceeds 20% of share capital, it can only be used to offset losses, provided that sufficient other reserves are not available for this purpose.

At the end of 2010 and 2009 the balance of this reserve had reached the legally required minimum.

Other reserves

“Other Reserves” includes an amount of EUR 281 thousand which is restricted as to its use since it corresponds to the “Reserve for the Adjustment of Share Capital to Euros”.

As a result of the capital reduction made in 2006, a reserve of EUR 8,333 thousand was established, equal to the par value of the retired shares, which may only be used if the same requirements as those for the reduction of share capital are met, pursuant to Article 335-c of the Spanish Limited Liability Companies Law.

The remaining reserves recognised under “Other Reserves” are unrestricted.

23

12.2 Treasury shares

The detail of the treasury shares held by the Company at the end of 2010 and 2009 is as follows:

Year No. of shares Par value (euros)

Average acquisition price

(euros)

Total acquisition cost


2010 10,555,640 7,916,730 7.45 78,650 2009 10,555,640 7,916,730 7.45 78,650

At 31 December 2010, the Company held 10,555,640 treasury shares, representing 5% of its share capital.

The shareholders at the Annual General Meeting held on 24 March 2009 adopted a resolution authorising the Company to acquire treasury shares provided that they did not exceed the maximum legal limit permitted by law at any given time.

Pursuant to Article 82 of Securities Market Law 24/1988, on 10 October 2008, the Company notified the CNMV of a significant event whereby, based on the extraordinary situation of the stock markets and the repercussion thereof on the market price of its shares, the Company resolved to begin a treasury share acquisition process that may be extended to the limit established by the related authorisation resolution adopted by the shareholders at the Annual General Meeting held on 26 March 2008. The 5% limit was reached in April 2009.

The changes in “Treasury Shares” in 2010 and 2009 were as follows:

Number of shares 2010 2009

At beginning of year 10,555,640 7,377,191

Purchases - 3,178,449

Sales - -

At end of year 10,555,640 10,555,640

The shareholders at the Annual General Meeting held on 25 March 2009 also resolved to reduce the share capital in order to retire treasury shares with a charge to profit or unrestricted reserves, authorising the Board of Directors to implement this resolution. At the date of preparation of these financial statements, the aforementioned resolution became void due to the expiry of the 18 months in which it was valid. The Board of Directors did not make use of the aforementioned authorisation granted by the shareholders at the Annual General Meeting.

12.3 Dividends

At the Annual General Meeting of Antena 3 de Televisión, S.A., held on 24 March 2010, the shareholders approved a final dividend out of 2009 profit, which gave rise to a total of EUR 30,084 thousand and was paid to the shareholders on 21 April 2010.

On 27 October 2010, the Company’s Board of Directors approved the distribution out of the Company’s profit for 2010 of EUR 0.20 gross per share, giving rise to a total dividend of EUR 40,111 thousand, which was paid to the shareholders on 18 November 2010.

13.- Provisions and contingencies

The detail of short-term provisions in the balance sheet at the end of 2010 is as follows (in thousands of euros):

Short-term provisionsBalance at 31/12/08 Additions Amounts used Balance at

31/12/09 Additions Amounts used Balance at 31/12/10

Litigation and other provisions 49,414 9,701 (8,877) 50,238 11,368 (10,293) 51,313 Operating provisions 31,663 28,513 (25,735) 34,441 7,651 (32,096) 9,996

Total 81,077 38,214 (34,612) 84,679 19,019 (42,389) 61,309

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At 31 December 2010 and 2009, certain civil, labour, criminal and administrative lawsuits had been filed against the Company which were taken into account in estimating potential contingent liabilities. Noteworthy in view of their amount were the lawsuits with certain collection societies.

The directors of the Company and its legal advisers do not expect any material liabilities additional to those already recognised to arise from the outcome of the lawsuits in progress.

14.- Payables (non-current and current)

14.1 Non-current financial liabilities

The detail of “Non-Current Payables” at 2010 and 2009 year-end is as follows (in thousands of euros):

2010 2009

Bank borrowings - 12,766 Accounts payable 285 1,718 Derivatives (Note 10) 116 159

Total 401 14,643

The detail, by maturity, of “Non-Current Payables” is as follows (in thousands of euros):

2012 2013 2014 20152016 and

subsequent years

Total

Bank borrowings - - - - - -Accounts payable 185 10 30 10 50 285 Derivatives 116 - - - - 116

Total at 31/12/10 301 10 30 10 50 401

2011 2012 2013 20142015 and

subsequent years

Total

Bank borrowings 12,766 - - - - 12,766 Accounts payable 1,638 10 10 10 50 1,718 Derivatives 159 - - - - 159

Total at 31/12/09 14,563 10 70 10 50 14,643

The rate of interest paid by the Company in 2010 and 2009 on the loans and credit facilities arranged with banks was mainly tied to Euribor.

14.2 Current financial liabilities

At 31 December 2010, current bank borrowings amounted to EUR 100,145 thousand (31 December 2009: EUR 167,467 thousand), including the amounts drawn down against the credit facilities and the related interest.

The Company has been granted credit facilities with the following limits (in thousands of euros):

2010 2009

LimitUndrawn amount Limit

Undrawn amount

Current and non-current credit facilities 354,000 254,991 357,000 179,291

The rate of interest paid by the Company in 2010 on the loans and credit facilities arranged with banks was mainly tied to Euribor.

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15.- Trade payables

In relation to the disclosures required by Additional Provision Three of Law 15/2010, of 5 July, for these first financial statements prepared since the entry into force of the Law, at 31 December 2010, approximately EUR 40 millions of the balance payable to suppliers were past due by more than the maximum payment period.

This amount relates mainly to payables to suppliers for production services relating to agreements entered into prior to the entry into force of the legislation, included under “Current Liabilities - Payable to Suppliers” in the balance sheet.

The maximum payment period applicable to the Company under Law 3/2004, of 29 December, on combating late payment in commercial transactions and pursuant to the transitional provisions contained in Law 15/2010, of 5 July, is 85 days in the period between the entry into force of the Law and 31 December 2011.

16.- Tax matters

16.1 Current tax receivables and payables

The detail of the current tax receivables and payables is as follows (in thousands of euros):

Tax receivables2010 2009

To be settled in 2011: 17,470 17,447Deferred tax assets 509 3,419Tax loss carryforwards - 9,108Unused tax credits and tax relief 16,961 4,920To be settled from 2012: 16,371 21,206Deferred tax assets 12,934 11,326Unused tax credits and tax relief 3,437 9,880Total non-current assets 33,841 38,653

Income tax refundable - 3,787Other tax receivables 1 38Tax prepayments - -Total current assets 1 3,825TOTAL TAX RECEIVABLE 33,842 42,478

Tax payables

2010 2009Current tax-Tax withholdings payable 1,664 2,513

Income tax payable 3,353 -

Accrued social security taxes payable 917 1,045

VAT payable 2,922 3,389

TOTAL TAX PAYABLE 8,856 6,947

16.2 Reconciliation of the accounting profit to the taxable profit

Pursuant to Corporation Tax Law 43/1995, of 27 December, on 26 December 2000, Antena 3 de Televisión, S.A. notified the Madrid tax authorities of its decision to file consolidated income tax returns. This application is considered indefinite provided that the requirements established in the current Article 67 of the Consolidated Spanish Corporation Tax Law are met and the Group does not opt to cease to apply the consolidated tax regime.

The filing of consolidated tax returns gives rise to reciprocal intra-Group balances, due to the offset of the losses incurred by certain companies against the profit earned by other Group companies. These balances are recognised under “Payable to Group Companies” and “Receivable from Group Companies”, as appropriate.

26

Income tax is calculated on the basis of the accounting profit/loss determined by application of generally accepted accounting principles, which does not necessarily coincide with the taxable profit/tax loss.

The reconciliation of the accounting profit to the taxable profit for income tax purposes for 2010 is as follows:

Thousands of eurosIncrease Decrease Total

Accounting profit before tax 114,813Permanent differences - 23,300 16,479 6,820

Donations and penalties 1,981 - 1,981

Impairment of goodwill 5,500 - 5,500Provisions and accounts payable - - -Elimination of provisions 15,818 - 15,818Elimination of dividends - 15,595 (15,595)Elimination of intra-Group transactions - 884 (884)Temporary differences - 3,883 12,859 (8,976)

Arising in the year:Provision for litigation 977 - 977Non-current accounts payable 2,906 - 2,906

Arising in prior years:Provisions and accounts payable - 3,458 (3,458)Provision for litigation - 9,401 (9,401)

Gross taxable profit 27,182 29,338 112,658

Tax rate 30%

Gross tax payable 33,797Tax loss carryforwards (7,664)Accounts receivable from (payable to) Group companies (4,270)Tax credits used by the Group in 2010 (7,993)2010 tax prepayments (10,517)

Income tax payable 3,353

The reconciliation of the accounting profit to the taxable profit for income tax purposes for 2009 is as follows:


Accounting profit before tax 49,663Permanent differences - 1,488 6,010 (4,522)

Donations and penalties 819 819

Impairment and derecognition of non-current assets 669 669Provisions and accounts payable - 2,740 (2,740)Elimination of provisions - 109 (109)Elimination of dividends - 1,434 (1,434)Elimination of intra-Group transactions - 1,727 (1,727)Temporary differences - 12,598 108,028 (95,430)

Arising in the year:Provision for litigation 4,200 - 4,200 Non-current accounts payable 8,398 - 8,398

Arising in prior years:Provisions and accounts payable - 103,736 (103,736) Provision for litigation - 4,292 (4,292)

Gross taxable profit 14,086 114,038 (50,289)

Tax rate 30.00%

Gross tax payable (15,087)Accounts receivable from (payable to) Group companies 5,979

Offset of tax losses (9,108)

Tax credits used by the Group in 2009 -2009 tax prepayments (3,787)

Income tax refundable (3,787)

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16.3 Tax recognised in equity

The detail of the taxes recognised directly in equity in 2010 is as follows:


Current taxes:Capital increase expensesCapital reduction expenses

Total current taxesDeferred taxes:

Arising in the year:Available-for-sale financial assetsRevaluation of other financial assets 95GrantsEffect of first-time application of New Spanish National Chart of Accounts

Arising in prior years:Available-for-sale financial assetsRevaluation of other financial assetsGrants

Total deferred taxes 95 (95)Total tax recognised directly in equity (95)

The detail of the taxes recognised directly in equity in 2009 is as follows:


Current taxes:Capital increase expensesCapital reduction expenses

Total current taxesDeferred taxes:

Arising in the year:Available-for-sale financial assetsRevaluation of other financial assets 288GrantsEffect of first-time application of New Spanish National Chart of Accounts

Arising in prior years:Available-for-sale financial assetsRevaluation of other financial assetsGrants

Total deferred taxes 288 (288)Total tax recognised directly in equity (288)

16.4 Reconciliation of accounting profit to the income tax expense

The reconciliation of the accounting profit to the income tax expense is as follows (in thousands of euros):

2010 2009Accounting profit before tax 114,813 49,663Tax charge at 30% 34,444 14,899

Tax credits earned in the year: 13,663 12,052Audiovisual productions 13,383 11,734Donations to not-for-profit entities 253 234Other 27 84

Offset of tax losses:Other-Permanent differences (Note 16.2) 2,046 (1,356)Total income tax expense for the year 22,827 1,491Income tax adjustments 168 343

Adjustment - difference in income tax per tax return 168 343Total income tax expense recognised in profit or loss 22,995 1,834

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The breakdown of the income tax expense for the year is as follows (in thousands of euros):

2010 2009Current taxes 20,134 (27,138)Deferred taxes 2,693 28,629

Total income tax expense for the year 22,827 1,491

16.5 Deferred tax assets recognised

The difference between the tax charge allocated to 2010 and to prior years and the tax charge already paid or payable for such years, which is recognised under “Deferred Tax Assets”, arose as a result of temporary differences derived from the following:

Thousands of eurosCHANGES IN DEFERRED TAX ASSETS2009 Additions Reductions Other 2010

Provision for litigation 9,400 183 (2,955) - 6,628Accounts payable 5,422 982 (902) 1,361 6,863Other Items 211 - - 124 335Hedging instruments (288) - (95) - (383)

Total 14,745 1,165 (3,952) 1,485 13,443

The detail for 2009 is as follows:

Thousands of eurosCHANGES IN DEFERRED TAX ASSETS2008 Additions Reductions Other 2009

Provision for litigation 11,547 1,382 (1,288 (2,241) 9,400Accounts payable 34,145 2,397 (31,121) - 5,422Other Items 366 - - (154) 211Hedging instruments 1,974 (288) (1,974) - (288)

Total 48,032 3,491 (34,383) (2,395) 14,745

At 31 December 2010, the tax effect of the valuation adjustments relating to the hedging instruments amounting to EUR 383 thousand was recognised under “Non-Current Assets”.

The deferred tax assets indicated above were recognised in the balance sheet because the Company’s directors considered that, based on their best estimate of the Company’s future earnings, including certain tax planning measures, it is probable that these assets will be recovered.

On the basis of the estimate made by the Company’s directors of the timing of future profits for the offset and use of these deferred tax assets, EUR 12,934 thousand were considered to be recoverable in the long term while EUR 509 thousand were considered to be recoverable in the short term. Both amounts are recognised under “Deferred Tax Assets”. Also, on the basis of the aforementioned estimate of the timing of future profits, the directors consider that there are no reasonable doubts as to the recovery of the amounts recognised in the accompanying balance sheet within the statutory time periods and limits.

The changes in deferred tax assets recognised under "Other” include the difference between the recognition of the 2009 income tax provision and the actual tax return filed with the tax authorities, which gave rise to an adjustment of EUR 1,485 thousand to deferred tax assets. Also, the effect of this difference, amounting to EUR 168 thousand, on the income tax expense is recognised under “Negative Adjustments to Income Tax”.

The aforementioned difference includes the adjustment arising from the application of Article 12.3 of the Spanish Corporation Tax Law to the ownership interests held by Antena 3 de Televisión in I3 Televisión, S.L. and Unipublic, S.A., which entails making an adjustment (positive or negative, as appropriate) that does not require recognition in the income statement for the difference between the cost of the ownership interest less the amounts deducted in prior tax periods and the company’s equity, adjusted by the amount of unrealised gains andlosses existing on the acquisition date and still existing on the measurement date.

29

The following tables reflect the 2009 income tax adjustments that were not taken into account in the estimated income tax calculation included in the notes to the financial statements for 2009 of Antena 3 Televisión, as well as the estimated income tax for 2010 (in thousands of euros):

2009Carrying amount

Company name

% ownership

Share capital

Profit (Loss) for the year

Remaining equity

Total equity

Net goodwill

Adjusted underlying

carrying amount

Cost

Impairment losses



losses

Adjustments-income tax

of a subsidiary

Article 12.3 of Spanish

Corporation Tax Law

(plus positive

adjustment to taxable

profit)I3

Televisión, S.L.

50.00% 300 (109) (76) 115 - 57 150 92 - - -

Unipublic, S.A. 51.00% 450 967 1,775 3,191 11,006 12,633 18,090 - 6,101 257 460

2010Carrying amount

Company name

% ownership

Share capital

Profit (Loss) for the year

Remaining equity

Total equity

Net goodwill

Adjusted underlying carrying amount

Cost

Impairment losses



losses

Adjustments- Income tax

of a subsidiary

Article 12.3 of Spanish

Corporation Tax Law (plus

positive adjustment to taxable profit)

Accumulated tax

losses

2010 accumulated

tax lossesOutstanding

amountI3 Televisión,

S.L. 50.00 300 104 (185) 220 - 110 150 - 92 - 52 - 52 (52)

Unipublic, S.A. 51.00 450 578 2,741 3,769 11,006 12,928 18,090 - 6,101 78 1,017 (460) 557 (1,017)

At 31 December 2010, the Company had recognised unused tax credits amounting to EUR 20,398 thousand.

16.6 Years open for review and tax audits

Under current legislation, taxes cannot be deemed to have been definitively settled until the tax returns filed have been reviewed by the tax authorities or until the four-year statute-of-limitations period has expired. At 2010 year-end the Company had all years since 2005 open for review for income tax and other taxes applicable to it. The Company's directors consider that the tax returns for the aforementioned taxes have been filed correctly and, therefore, even in the event of discrepancies in the interpretation of current tax legislation in relation to the tax treatment afforded to certain transactions, such liabilities as might arise would not have a material effect on the accompanying financial statements.

16.7 Other disclosures

In 2008 the Company acquired non-current assets as required under the terms established in Article 36.ter of the Spanish Corporation Tax Law as amended in Law 24/2001, for the reinvestment of the extraordinary income obtained by the Group company Uniprex Televisión, S.L. (Sole-Shareholder Company) on the transfer of the ownership interest in a company. This reinvestment (EUR 499,950) gave rise to a tax credit of EUR 42 thousand, which was taken in 2008.

The aforementioned non-current assets continue to be held in use at Antena 3 de Televisión, S.A. in accordance with Article 42.8 of Spanish Corporation Tax Royal-Decree Law 4/2004.

Also, in 2009 the Company used the aforementioned tax credit for the reinvestment of extraordinary income deriving from the transfer of the ownership interest of Gloway Broadcasting Services, S.L., in compliance with the requirement of Article 42. In 2009 the Company acquired non-current assets amounting to EUR 6,414 thousand, under the terms and conditions established in the aforementioned Article to comply with the reinvestment and earned tax credits of EUR 46 thousand that it did not use.

These non-current assets continue to be used and are held in the equity of Antena 3 de Televisión, S.A.

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17.-Foreign currency balances and transactions

The detail of the most significant balances and transactions in foreign currency, valued at the year-end exchange rate and the average exchange rates for the year, is as follows (in thousands of euros):

2010 2009

Accounts receivable 1,691 1,282

Accounts payable 28,524 26,024

Sales 2,247 2,030

Purchases 59,459 50,968

The detail, by class of financial instrument, of the exchange differences recognised in 2010 in profit or loss is as follows (in thousands of euros):

Transactions settled in the

year

Unmatured balances Total

Trade receivables 80 158 237Total financial assets 80 158 237

Trade payables 219 (1,568) (1,349)Total financial liabilities 219 (1,568) (1,349)

The figures for 2009 were as follows (in thousands of euros):

Transactions settled in the

year

Unmatured balances Total

Trade receivables (147) (94) (241)Total financial assets (147) (94) (241)

Trade payables (9) (146) (156)Total financial liabilities (9) (146) (156)

18.- Income and expenses

18.1 Revenue

The breakdown, by business line and geographical market, of the Company's revenue for 2010 and 2009 is as follows (in thousands of euros):

Line of business 2010 2009Advertising sales 630,808 555,303

Total 630,808 555,303

Geographical market 2010 2009Spain 629,716 550,118Other EU countries 999 3,953Other non-EU countries 93 1,232

Total 630,808 555,303

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18.2 Procurements

The detail of “Procurements” in 2010 and 2009 is as follows:


Broadcasting of in-house productions 159,776 152,593 Outside production services 159,701 143,750 Programme broadcasting rights 119,876 104,369 Live broadcasting rights - 19,265 Performances and contributions of entertainers 9,523 9,759 Other amortisation 12,294 20,183 Inventories (168,089) (147,001)

Total 293,081 302,917

“Inventories” reflects the expenses incurred in making programmes that, in accordance with the Company’s procedures, are capitalised and subsequently amortised in accordance with the policies described in Note 4.5.

In 2010 EUR 32 million of total procurements relate to purchases in other European Union countries (2009: EUR 27 million) and approximately EUR 19 million to purchases made in countries outside the European Union, mainly the United States (2009: EUR 32 million).

18.3 Employee benefit costs

The detail of “Employee Benefit Costs” in 2010 and 2009 is as follows:


Employer social security costs 9,005 11,526 Other employee benefit costs 2,061 1,893

Total 11,066 13,419

18.4 Other operating expenses

The detail of “Other Operating Expenses” in the income statements for 2010 and 2008 is as follows:


Rent and royalties 45,533 40,179 Work performed by other companies 34,664 18,313 Communications 9,289 5,758 Advertising and publicity 7,832 10,182 Copyrights and other expenses 54,675 78,219

Total 151,993 152,651

“Rent and Royalties” includes, inter alia, mainly the amounts paid to Retevisión I, S.A. for the audiovisual signal distribution charge and the contribution of the telecommunications operators to the financing of Corporación RTVE.

“Copyrights and Other Expenses” includes changes in the allowance for doubtful debts. In 2010 no allowance was recognised (2009: EUR 5,258 thousand) and in 2010 EUR 3,939 thousand of the existing allowance was used (2009: EUR 1,152 thousand).

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18.5 Finance income and finance costs

The detail of the finance income and finance costs calculated by applying the effective interest method is as follows (in thousands of euros):

2010 2009

Finance income 17,893 4,729Finance costs 4,640 11,143

EUR 15,595 thousand of total finance income for 2010 relate to dividends received by A3TV and its subsidiaries (2009: EUR 1,740) (see Note 8.3).

EUR 2,292 thousand of total finance costs for 2009 related to the effect of an equity swap agreement.

19.- Related party transactions and balances

19.1 Related party transactions

The detail of the transactions with related parties in 2010 and 2009 is as follows (in thousands of euros):

2010 2009Group

companies AssociatesGroup

companies Associates

Sales 470,791 1,902 13,042 8,322Purchases and services received 5,360 10,348 25,920 10,951Accrued interest payable 289 3 993 20Accrued interest receivable 2,116 0 2,194 5Guarantees (provided and received) 7,644 25 24,321 65Dividends received 15,595 - 1,434 306

In addition to these transactions, in 2010 the Company sold and acquired advertising space to and from related companies for EUR 1,608 thousand (2009: EUR 3,611 thousand) and EUR 1,210 thousand, respectively, through advertising agencies.

33

19.2 Related party balances

The detail of the on-balance sheet balances with related parties at 31 December 2010 and 2009 is as follows:

2010 2009Group

companies AssociatesGroup

companies AssociatesNon-current financial assetsEquity instruments 2,092 6,838 2,847 12,190Loans to companies 362,014 - 356,612 -

Trade receivables: 149,427 711 4,674 2,450

Current financial assets 27,391 - 32,726 -Antena 3 Directo, S.A.U. 10,000 - 10,000 -Atres Advertising, S.L.U. 6,378 - 10,024 -Antena 3 Televisión Digital Terrestre de Canarias, S.A.

2,580 - 4,918 -

Antena 3 Films, S.L.U. 1,953 - - -VNews Agencia de Noticias, S.L. 1,877 - 515 -Antena 3 Editorial, S.A.U. 1,766 - 1,482 -Uniprex, S.A.U. 907 - 4,084 -Movierecord Cine, S.A.U. 906 - 499 -Antena 3 Multimedia, S.L.U. 271 - 463 -Other companies 753 - 741 -

Current payables 155,814 3,751 115,630 4,201Publicidad 3, S.A.U. 70,619 - 70,505 -Uniprex, S.A.U. 34,701 - 25,499 -Antena 3 Films, S.L.U. 10,986 - -Antena 3 Directo, S.A.U. 10,705 - 10,706 -Atres Advertising, S.L.U. 10,679 - -Antena 3 Editorial, S.A.U. 9,182 - 6,405 -Fundación Antena3 1,378 - 1,543 -Movierecord Cine, S.A.U. 1,053 - -Unipublic, S.A. - 3,701 - 4,151Other companies 6,511 50 972 50

Trade payables: 5,480 3,366 15,428 3,244

The Company has granted two participating loans to Publicidad 3, S.A., and (Sole-Shareholder Company), for a maximum amount of EUR 334,000 thousand, against which EUR 329,130 thousand have been drawn down. Also, the Company has granted a long-term loan to Antena 3 Films, S.L. (Sole-Shareholder Company) with a limit of EUR 100,000 thousand, of which EUR 90,200 thousand, had been drawn down at 2010 year-end (2009: EUR 73,093 thousand) (see Note 8.3).

The sale of television advertising services was managed by the Group company Atres Advertising, S.L. (Sole-Shareholder Company) since its incorporation. On 1 April 2010, Antena 3 de Televisión, S.A. decided to begin billing the aforementioned service from Atres Advertising, S.L. (Sole-Shareholder Company), in line with the most widely used sales model in the television advertising industry. Accordingly, Antena 3 de Televisión, S.A. invoices this Group company for the sale of advertising space, which explains the changes in the balances of “Trade Receivables for Sales and Services” and “Receivable from Group Companies and Associates”.

The accounts receivable from and payable to the companies in which the investments held are intended to be realised or settled at short term were taken into account in order to estimate the net asset value and to consider the total risk associated with Antena 3 de Televisión, S.A.’s investments in these companies.

The Company centrally manages its cash and the cash of its subsidiaries (see Note 19.5).

19.3 Remuneration of the Board of Directors and senior executives

The remuneration earned in 2010 by the current and former members of the Company’s Board of Directors (composed of two women and nine men) in the form of salaries, attendance fees and life insurance premiums amounted to EUR 2,043 thousand, EUR 668 thousand and EUR 15 thousand, respectively. In 2009 these expenses amounted to EUR 5,795 thousand, EUR 670 thousand and EUR 16 thousand, respectively.

In 2010 remuneration in the form of salaries and life insurance premiums of senior executives who are not directors amounted to EUR 3,307 thousand and EUR 26 thousand, respectively (2009: EUR 4,382 thousand and EUR 27 thousand, respectively).

34

The Company has not granted any loans or advances to its Board members or senior executives and it does not have any supplementary pension, retirement bonus, special indemnity or life insurance obligations to them in their capacity as directors and executives.

19.4 Detail of investments in companies with similar activities and of the performance, as independent professionals or as employees, of similar activities by the directors

Pursuant to Article 229 et seq. of the Spanish Limited Liability Companies Law (LSC), the following information is included:

A) As notified by each of the directors, at 31 December 2010, neither the directors nor the parties related thereto, held direct or indirect equity interests in the share capital of companies engaging in an activity that is identical, similar or complementary to the activity that constitutes the company object of Antena 3 de Televisión, S.A. and the companies composing its Group.

B) With regard to the performance of activities carried on by the members of the Board of Directors, as independent professionals or as employees, that are identical, similar or complementary to the activity that constitutes the company object of Antena 3 de Televisión, S.A., at 31 December 2010, the directors had notified the Company of the following:

Nicolas Abel Bellet de Tavernost:

Line of business Company through which the activity is performed

Positions or functions, if any, discharged at the company

Television RTL GROUP, S.A. Member of the Operations Management CommitteeTelevision MÉTROPOLE TELEVISIÓN, S.A.* Chairman of the Executive Committee

Marco Drago:



Holding company of production companies ZODIAK ENTERTAINMENT, S.A. Director

Silvio González:



Advertising ATRES ADVERTISING, S.L.U. Representative of the sole director (Antena 3 de Televisión, S.A.)

Television ANTENA 3 CANARIAS , S.L.U. Representative of the sole director (Antena 3 de Televisión, S.A.)

Trade ANTENA 3 EVENTOS, S.L.U. Representative of the sole director (Antena 3 de Televisión, S.A.)

Audiovisual production ANTENA 3 FILMS, S.L.U. Representative of the sole director (Antena 3 de

Televisión, S.A.)

Trade ANTENA 3 MULTIMEDIA, S.L.U. Representative of the sole director (Antena 3 de Televisión, S.A.)

Spots production GUADIANA PRODUCCIONES, S.A.U. Representative of the sole director (Antena 3 de Televisión, S.A.)

Advertising in cinemas MOVIERECORD CINE, S.A.U. Representative of the sole director (Antena 3 de

Televisión, S.A.)Management of rights MÚSICA APARTE. S.A.U. Representative of the sole director (Antena 3 de

Televisión, S.A.)Advertising and radio PUBLICIDAD 3, S.A.U. Representative of the sole director (Antena 3 de

Televisión, S.A.) Radio UNIPREX, S.A.U. Representative of the sole director (Publicidad 3, S.A.U.)

Television ANTENA 3 TELEVISION DIGITAL TERRESTRE DE CANARIAS , S.A.U. Representative of the sole director (Uniprex, S.A.U.)

Television UNIPREX TELEVISIÓN, S.L.U. Representative of the sole director (Uniprex, S.A.U.)Television UNIPREX VALENCIA TV, S.L.U. Representative of the sole director (Uniprex, S.A.U.)

Television UNIPREX TELEVISION DIGITAL TERRESTRE DE ANDALUCIA , S.L. Representative of the sole director (Uniprex, S.A.U.)

Radio RKOR RADIO, S.L.U. Representative of the sole director (Uniprex, S.A.U.)

35

Elmar Heggen:

Line of business Company through which the activity is performedPositions or functions, if any,

discharged at the company

Television RTL GROUP, S.A.

Executive Financial Manager and Corporate Director of the head office and operations in Luxembourg

Television and radio holding company CLT -UFA, S.A. Director

Radio holding company IMMOBILIÈRE BAYARD D’ANTIN, S.A. DirectorRadio in Belgium INADI, S.A. DirectorRadio in France IP FRANCE S.A. DirectorTelevision RTL 9, S.A. DirectorTelevision in Belgium RTL Belgium S.A. Director

Holding company RTL GROUP CENTRAL AND EASTERN EUROPE, S.A. Director

Television and radio holding company RTL GROUP GERMANY, S.A. Director

Holding company RTL GROUP CENTRAL AND EASTERN EUROPE, GMBH Executive Chairman

Radio in Germany RTL RADIO BERLIN GMBH General ManagerRadio in Germany RTL RADIO DEUTSCHLAND GMBH General Manager Television in Germany RTL TELEVISIÓN GMBH General Manager

Production holding company FREMANTLEMEDIA S.A. Chairman of the Board of Directors

Television in Greece ALPHA SATELLITE TELEVISION S.A. Director Television in Greece PLUS PRODUCTIONS S.A. DirectorHolding company RTL GROUP DEUTSCHLAND GMBH General ManagerHolding company RTL GROUP VERMÖGENSVERWALTUNG GMBH General ManagerProduction RTL GROUP SERVICES GMBH General ManagerProduction UFA FILM UND FERNSEH GMBH General ManagerHolding company RTL TV D.O.O. Director

Radio in France EDIRADIO, S.A. Member of the Supervisory Committee

Television in France MÉTROPOLE TELEVISIÓN S.A. Member of the Supervisory Committee

Holding company AUDIOMÉDIA INVESTMENTS, S.A. Chairman of the Board of Directors

Broadcasting BROADCASTING CENTER EUROPE, S.A. Chairman of the Board of Directors

Insurance MEDIA ASSURANCES S.A. Chairman of the Board of Directors

Technical services MEDIA PROPERTIES Sàrl Chairman of the Management Committee

Television and radio holding company RTL NEDERLAND HOLDING BV. Chairman of the Supervisory

CommitteeHolding company BERTELSMANN CAPITAL INVESTMENT, S.A. SICAR DirectorHolding company CONTENT UNION, S.A. (until 27 July 2010) Director

The following must be stated in relation to the activities performed by the aforementioned directors:

1.- In all cases, the proprietary directors discharge their professional activities at companies that form part of the corporate groups of their respective reference shareholders, which they represent on the Board of Directors of Antena 3 de Televisión, S.A.

2.- At the time of their appointment by the shareholders at the Annual General Meeting, information was disclosed on the relationship existing between the aforementioned proprietary directors and the shareholders that proposed their appointment in each case and on those who were associated as non-executive proprietary directors.

3.- In the case of the Chief Executive Officer, Silvio González, executive director, all the professional activities indicated are performed at companies owned by the Antena 3 Group and, therefore, no competition is entailed. In all cases, he acts as representative of the legal entity holding the position of sole director, which may be Antena 3 de Televisión itself or any of its subsidiaries. Each of these subsidiaries has its own management team.

36

4.- The inclusion of this information in the Company’s financial statements complies with Article 230 of the Spanish Limited Liability Companies Law on notifying the shareholders at the Annual General Meeting and obtaining their express authorisation.

19.5 Financial structure

As indicated in Note 1, the Company is the head of a group of subsidiaries. It holds its cash and cash equivalents at banks with high credit ratings.

External financing is basically obtained by the Company, which also manages the financial transactions of the rest of the Group, including both financing activities and asset management activities (see Note 19.2).

20.- Other disclosures

20.1 Employees

The average number of employees at the Company in 2010 was 787 (2009: 1,026), the detail of which, by professional category, is as follows:

2010

Professional category Women Men

Senior executives 1 9Managers 42 70Other line personnel 208 229Clerical staff 50 15Other 96 67

Total 397 390

There were 783 employees at 2010 year-end, the detail of which, by gender and professional category, is as follows:

2010

Professional category Women Men

Senior executives 1 9Managers 40 70Other line personnel 227 206Clerical staff 45 8Other 105 72

Total 418 365

The number of senior executives includes two directors.

The average number of employees in 2010 with a disability of more than 33%, by professional category, is as follows:

Professional category 2010

Other line personnel 1Other 3

Total 4

20.2 Fees paid to auditors

In 2010 and 2009 the fees for financial audit and other services provided by the Company's auditors, Deloitte, S.L., or by a firm in the same group or related to the auditors, were as follows (in thousands of euros):

37

Audit services

Audit-related

services

Taxcounselling

services

Other services

2010 205 146 - 17

2009 205 - - 302

The Annual Corporate Governance Report contains a description of the work of the Audit Committee and explains how auditor objectivity and independence is guaranteed when auditors provide other non-audit services.

20.3 Off-balance-sheet agreements

The detail of the guarantees provided by the Company to banks for third parties is as follows:


Group companies and associates 7,669 24,386

Other guarantees 7,090 13,259

Total 14,759 37,645

The Company's directors consider that any liabilities not foreseen at 31 December 2010 that might arise from the guarantees provided would not be material.

21.- Events after the reporting period

There were no significant events between year-end and the date of formal preparation of the Company’s financial statements.

22.- Explanation added for translation to English

These financial statements are presented on the basis of the regulatory financial reporting framework applicable to the Company (see Note 2.1). Certain accounting practices applied by the Company that conform with that regulatory framework may not conform with other generally accepted accounting principles and rules.

On 23 February 2011, the Board of Directors of Antena 3 de Televisión, S.A. resolved to authorise for issue the financial statements, directors' report and proposal for the distribution of profit of Antena 3 de Televisión, S.A. for2010 contained in this document, signed below by the directors in proof of conformity:

José Manuel Lara BoschChairman

Maurizio CarlottiDeputy Chairman

Silvio González MorenoCEO

Nicolás Abel Bellet de TavernostDirector

Mauricio Casals AldamaDirector

Aurora Catá SalaDirector

José Creuheras MargenatDirector

Marco DragoDirector

María Entrecanales FrancoDirector

Elmar HeggenDirector

Pedro Ramón y Cajal AgüerasDirector

DECLARATION OF RESPONSIBILITY FOR THE ANNUAL FINANCIAL REPORT

The members of the Board of Directors of Antena 3 de Televisión, S.A., declare that, to their knowledge, the financial statements for 2010, authorised for issue in the meeting held on 23 February 2011 and prepared in accordance with generally accepted accounting principles, present fairly the equity, financial position and results of operations of Antena 3 de Televisión, S.A., and that the directors’ report includes a fair analysis of the performance and business results and position of Antena 3 de Televisión, S.A., together with a description of the main risks and uncertainties facing the Company.

San Sebastián de los Reyes, 23 February 2011



Silvio González MorenoCEO





Marco DragoDirector



Pedro Ramón y Cajal AgûerasDirector

Antena 3 de Televisión, S.A.Directors' report

2010

Translation of a report originally issued in Spanish. In the event of a discrepancy, the Spanish-language version prevails.

ANTENA 3 DE TELEVISIÓN, S.A.DIRECTORS' REPORT FOR 2010

Business performance and background

As we know, the trend in the main source of revenue of Antena 3 de Televisión S.A., i.e. advertising, is strongly influenced by developments in economic activity. This is why the environment in recent years, triggered by the financial and economic crisis that began in the now distant summer of 2007, devastating the Spanish economy, has not been favourable. While in 2008 GDP rose by a slight 0.9%, in 2009 it crashed, falling back by 3.7%. According to the Spanish Institute of Statistics’ preliminary quarterly accounting report, GDP contracted by an overall 0.1% in 2010.

All of this had an immediate effect on the television advertising market which fell by 27.8% in 2008 and 2009 as a whole. This dramatic fall inevitably eroded the free-to-view television operators’ margins. Nevertheless, Antena 3 de Televisión, S.A. continued to present very positive results and a most healthy position. The improvement in domestic business activity boosted the performance of the television advertising market in 2010 which, according to internal estimates, grew by 4.3%.

Under the new Spanish public television model, towards 2009 year-end TVE began to reduce its advertising spaces, which, by the beginning of 2010 were completely eliminated. This change, which had been repeatedly requested by all the commercial television operators, provided all of them, including Antena 3 de Televisión, S.A. with the possibility of significantly increasing their advertising revenues.

Also, in 2010 the digital terrestrial television (DTT) deployment process in Spain was fully completed, and by the beginning of April there was no further broadcasting of analogue television signals. In the summer, as envisaged, the new digital channels were granted to all the operators, so that all of us now have a complete multiplex system capable of broadcasting four television channels. The entire range of DTT services was thus configured to cover 25 national free-to-view channels and three national pay TV channels. In addition there are numerous regional and local services and public television channels.

Due to the increase in the number of channels, the audience share of traditional channels continued to shrink in 2010. As a result, the main channel, Antena 3, recorded an annual average audience of 11.7% compared with 14.7% in 2009. Conversely, the complementary channels, Neox, Nova and Nitro proved to be the most popular from end August, achieving an aggregate share of 4.1% compared with 1.9% in 2009. Thanks to these channels, the total audience share was 15.8%, only 0.8% lower than that of 2009. It should also be remembered that the strategy of using the same advertising spaces for the four channels means that commercial advantage can be taken of all the channels at the same proportion.

As a result of the foregoing, the Company achieved revenue of EUR 631 million in 2010, compared with EUR 555 million in 2009, an increase of 13.7%, which is substantially higher than that of the market taken as a whole. Other operating income amounted to EUR 26 million, compared with EUR 49 million in 2009, due to the adverse economic situation.

By continuing to strictly control costs, the Company reduced operating expenses by 2.4%, enabling profit from operations to more than double from EUR 57 million in 2009 to EUR 123 million in 2010.

Profit before tax stood at EUR 115 million in 2010, as compared with EUR 61 million in 2009. After deducting the estimated income tax, profit amounted to EUR 92 million compared to EUR 48 million in 2009.

Significant events for the Company after the reporting period

There were no significant events between the end of the reporting year and the date of preparation of the Company's financial statements.

Outlook for the Company

The outlook for the Spanish economy in 2011 is gloomy, although nearly all the business analysts and economic analysis institutions anticipate a slight upturn in domestic demand. In this respect, there are bright prospects for the advertising market, especially for television and internet.

From the audience standpoint, the four channels offer a very diverse and competitive range of contents. When we combine this with the very satisfactory transition to the new DTT services for the Neox, Nova and Nitro channels, the outlook for 2011 is promising. The reinforcement of its programmes will be a fundamental objective for Antena 3 if it is to maintain its already sharp competitive edge.

This strategy will be supplemented by additional developments of all the Internet activities and in any new audiovisual content broadcasting method. Cutting-edge technological tools will be used to harness the substantial value of the Antena 3 brand, and its great capability for creating and promoting contents, which was already being demonstrated in 2010.

Research and development activities

The Company did not carry out any specific research and development activities. However, it updates its investments in all new technologies related to engineering, systems and content distribution on an ongoing basis. In this field Antena 3 de Televisión, S.A. has and uses state-of-the-art technology, which enables it to be at the forefront in the deployment of digital activities and internet.

Treasury share acquisitions

No transactions involving treasury shares were performed in 2010. The Company therefore continued to hold 10,555,640 treasury shares of EUR 0.75 par value each, representing 5% of the its share capital.

Use of financial instruments and main financial risks

The Company performs transactions with financial instruments mainly to hedge the foreign currency risk on the purchases of broadcasting rights in the year.

At 31 December 2010, the Company had arranged transactions to hedge its foreign currency asset and liability positions amounting to USD 40,235 thousand, at a weighted average exchange rate of EUR 1.3564/USD 1. The net fair value of these hedging financial instruments gave rise to a financial asset of EUR 930 thousand and a financial liability of EUR 444 thousand at 2010 year-end.

The Company has established the risk management systems required to ensure that transactions in markets are performed in accordance with the Company’s established policies, rules and procedures and within the limits approved in each case. The Company’s main financial risks are as follows:

a) Foreign currency risk. The Company’s foreign currency risks relate mainly to the payments to be made in international markets to acquire broadcasting rights. The Company arranges hedging instruments, mainly foreign currency hedges, to mitigate its foreign currency risk.

b) Liquidity risk. The Company’s liquidity policy is to arrange credit lines and current investments that are sufficient to support its financial needs, on the basis of expected business performance.

c) Credit risk. The Company does not have a significant credit risk since the average customer collection period is very short and guarantees are required for deferred payment sales. Cash placements are made and derivative instruments are arranged with institutions of recognised solvency.

Additional information pursuant to Article 116 bis of the Spanish Securities Market Law

Structure of the share capital, including any securities not traded in a regulated EU market, indicating, where appropriate, the various classes of shares and, for each class, the rights and obligations conferred and the percentage of share capital represented.

The share capital of Antena 3 de Televisión, S.A. consists of 211,112,800 fully subscribed and paid shares of EUR 0.75 par value each, all of the same class and series. The shares are traded by the book entry trading system and all carry the same rights.

Restrictions on the transferability of securities

There are no statutory or bylaw-stipulated restrictions on the acquisition or transfer of shares representing the share capital, except for the special cases provided for in Audiovisual Communication Law 7/2010, of 31 March.

Indicate whether there are any legal restrictions on the exercise of voting power:

There are no restrictions on the exercise of voting power.

Significant direct or indirect ownership interests in the share capital, excluding directors:

Name or company name of shareholder

Number of direct shares

Number of indirect shares (*)

Total % of share capital

GRUPO PLANETA- DE AGOSTINI, S.L. 94,123,471 - 44.58

UFA FILM UND FERNSEH GMBH (*) 43,264,558 - 20.49

(*) In 2009, RTL GROUP COMMUNICATIONS, S.L., the former owner of the shares of Antena 3 de Televisión S.A., was absorbed by UFA FILM UND FERNSEH GMBH which, therefore, became the owner of the A3TV shares.

Members of the Company’s Board of Directors who own company shares carrying voting power:

Name or company name of

director

Number of

direct voting rights

Number of indirect voting

rights (*)

Total % of voting power

JOSÉ MANUEL LARA BOSCH 157,000 413,000 0.270

NICOLAS ABEL BELLET DE

TAVERNOST 82 - 0.000

(*) Through:Name or company name

of direct holder of the ownership interest

Number of direct voting rights Total % of voting power

LABOGAR, S.A. 413,000 0.196Total % of voting power held by the Board of Directors 0.270

Side agreements

Following the absorption of RTL Group Communication, S.L.U. into UFA FILM UND FERNSEH GMBH, Sole-Shareholder Company, the latter must now ensure compliance with the agreements described in point A).

A).- As indicated in the 2010 Corporate Governance Report, following the admission of the Company’s shares for trading on the stock market, on 29 October 2003 Grupo Planeta- de Agostini, S.L. (then Kort Geding, S.L.) informed of the agreements entered into by it, Planeta Corporación, S.R.L. and DeA Multicom, S.L. with RTL Group Communications, S.R.L. and RTL Group, S.A. on 30 June 2003 whereby, in connection with A3TV, the parties adopted agreements relating to:

The Company’s shareholder stability and the grant of mutual rights of acquisition on their shares.

Their undertaking not to take control of A3TV or to permit a third party to do so.

Company management agreements, together with variable remuneration and executive loyalty-building schemes.

On 27 June 2007, the parties who were signatories of the aforementioned agreement signed an extension thereto, establishing its indefinite term, with the possibility of any party rescinding the agreement on or after 30 June 2009, and ratifying its contents, with the exception of certain clauses that had become void due to the lapse of time or change in the circumstances for which they had been included.

B).- On 25 May 2005, Kort Geding, S.L. provided information on the agreement entered into by its shareholders for the merger by absorption of Grupo Planeta- De Agostini, S.L. and DeA Multicom, S.L. by Kort Geding, S.L., and also its intention to change the latter’s company name to its current name Grupo Planeta de Agostini, S.L.

On that same date, the shareholders of Kort Geding, S.L. publicised the full wording of the agreement entered into between Planeta Corporación, S.R.L., De Agostini Invest, S.A., De Agostini International, B.V. and DeA Multicom, S.L. relating to the corporate restructuring of the Group in Spain.

In the agreement in question, the parties:

Ratify the agreements entered into in May 2003 with RTL and Banco Santander (which is no longer a Company shareholder).

Declare their intention not to change their representatives on the Board of Directors of A3TV and, individually, not to acquire any new Company shares.

Establish certain rules for adopting decisions relating to A3TV (proposals for the appointment of positions and representatives, non-competition agreement, steps to be taken in the event of discrepancies among the parties, etc.).

In connection with the aforementioned agreement entered into on 25 May 2005, on 20 December 2005, De Agostini Communications, S.A. announced that De Agostini Invest, S.A. had been the subject of a spin-off and dissolution and that, as a result, the shares of Grupo Planeta- De Agostini, S.L. (direct holder of the shares of A3TV formerly owned by De Agostini Invest, S.A.) had been transferred to the Luxembourg company De Agostini Communication, S.A.

The rules applicable to the appointment and replacement of the members of the managing body and to the amendment of the Company’s bylaws

The rules are as established in the Company bylaws and in the Board Regulations. Accordingly, the shareholders at the Annual General Meeting appoint the members of the Board of Directors, as provided for in Legislative Royal Decree 1/2010, of 2 July, which approves the Consolidated Spanish Limited Liability Companies Law, and in the Company bylaws. In the event of any vacancies the Board may appoint, from among the shareholders, the persons who are to hold office until the next Annual General Meeting is held.

Persons proposed to hold office as director must meet the requirements established at any given time in current legislation and in the bylaws, apart from having acknowledged professional prestige and possessing the expertise and experience required to discharge the related duties.

Persons who are subject to any legally established prohibition or incompatibility may not be Company directors.

The Board’s proposals for the nomination or re-appointment of directors that are put to the Annual General Meeting and also their provisional appointment by co-optation, must be preceded by the related Nomination and Remuneration Committee report.

As provided for in the bylaws, the term of office of director is six years, although directors may be re-appointed indefinitely for six-year mandates. When the term elapses, the appointment expires once the following Annual General Meeting is held or the statutory term for calling the Annual General Meeting has ended.

The appointment of directors by co-optation must be ratified by the shareholders at the first Annual General Meeting held after their appointment.

Directors shall be removed from office where the shareholders at the Annual General Meeting so resolve, where they tender their resignation to the Company and where the term for which they were appointed elapses.

The shareholders at the Annual General Meeting are exclusively responsible for amending the Company bylaws (Article 16.6 of the Bylaws), and such amendment is governed by Articles 286 to 290 of the Spanish Limited Liability Companies Law, with no specific situations being envisaged.

The following statutory requirements must be met: The directors or, as the case may be, the shareholders making the proposal must prepare a

report in writing supporting the amendment. The call notice must indicate with due clarity the main points to be amended and the right of all

shareholders to examine the full wording of the proposed amendment and the report thereon at the registered office and to request that such documents be provided to them or sent to them free of charge.

The resolution must be adopted by the shareholders at the Meeting, as provided for in Articles 194 and 201 of the Spanish Limited Liability Companies Law.

If the resolution concerns a change in the company name, registered office, replacement of or any amendment to the Company object, it will be published on the Company’s website or, in the absence thereof, in two large-circulation newspapers in the respective province or provinces.

The resolution must be executed in a public deed, which will be registered at the Mercantile Registry and will be published in the Mercantile Registry Official Gazette.

The powers of the members of the Board of Directors and, in particular, those relating to the possibility of issuing or repurchasing shares

Both the Executive Committee and the Managing Director have been delegated all the powers of the Board of Directors, except for those that may not be delegated.

The shareholders at the Annual General Meeting have not adopted any resolutions permitting the issue of new Company shares and, therefore, no authority to carry out any issue of shares has been granted to the Board of Directors or to any of its members.

Insofar as the purchase and sale of treasury shares is concerned, the following resolution was adopted on 24 March 2010 by the shareholders at the Annual General Meeting:

To authorise the Company so that directly or through any of its subsidiaries it may acquire shares of Antena 3 de Televisión, S.A., by any legally admissible means, including a charge to profit for the year and/or unrestricted reserves, and also that it may subsequently dispose of or retire such shares, as provided for in Article 75 and similar provisions of the Spanish Limited Liability Companies Law, delegating to the Board of Directors the powers necessary to implement the resolutions adopted by the General Meeting in this connection.

The rules for the acquisition of such shares are as follows:

The par value of the shares acquired, added to the shares already held by Antena 3 de Televisión, S.A. and its subsidiaries, must not exceed the legally authorised maximum limit at any given time.

The acquisition, including all the treasury shares acquired earlier by the Company or the person acting on its behalf, must not reduce the equity to below the amount of the share capital plus the reserves that are restricted by law or by the bylaws. For these purposes, equity will be deemed to be the amount qualifying as such under the rules for the preparation of the financial statements, net of the profit directly recognised therein, and increased by the amount of uncalled subscribed share capital, and the amount of the nominal value and share premiums of the subscribed share capital recognised as a liability.

The shares acquired must be fully paid.

The acquisition price may not be less than the par value or 20 percent higher than the market price. Acquisitions must also comply with the rules and customs of the stock markets.

Express authorisation was granted for the shares acquired by the Company or by its subsidiaries, availing themselves of this authorisation, to be used in full or partially for delivery to the beneficiaries of future remuneration plans or those resulting from the exercise of option rights for the benefit of workers, employees or directors of the Company. The reason for this authorisation is expressly placed on record for the purpose of Article 75.1 of the Spanish Limited Liability Companies Law.

The Board of Directors is empowered in the broadest terms, to use the authorisation forming the subject-matter of this resolution, and to implement and perform it to the full, being able to delegate these powers to the Executive Committee, to the managing director or to any other person that the Board expressly empowers for such purpose, with powers as broad as it sees fit.

This authorisation shall be valid for five years from the date of this Annual General Meeting, and the unimplemented portion thereof, granted to the Board of Directors by the shareholders at the Annual General Meeting of 25 March 2009, is rendered null and void.

Pursuant to Article 9.2.a).4. of the Regulations of the Board of Directors, the Board of Directors is exclusively responsible for establishing the policy and limits for treasury shares, without prejudice to the possibility of delegating the specific implementation thereof to the Chairman, the Managing Director or the Financial Manager. Chapter V of the Internal Code of Conduct for matters relating to the stock markets also establishes rules on the management of treasury shares.

Significant agreements entered into by the Company and which will come into force, be modified or be terminated in the event of a change in control of the Company resulting from a takeover bid, and their effects, except when disclosure would be seriously detrimental to the Company. This exception shall not apply when the Company is required by law to publish this information.

There are no agreements of this nature.

Agreements between the Company and its directors, management or employees which provide for termination benefits when the latter resign or are dismissed without justification or if the employment relationship ends as a result of a takeover bid

As a general rule, insofar as employees, performers and executives are concerned, the criteria and amounts of termination benefits established in the legislation applicable to each group are applied, where appropriate. Exceptionally, in some cases, following negotiation on an individual basis and where the Company may be particularly interested in hiring a certain professional, specific indemnity terms may be established on a transitional or permanent basis, in which the special circumstances of the hiring and its future termination are taken into account and valued accordingly. All such agreements are specific and there is no standard criterion applicable to them as a whole, except for the fact that they are exceptional.

The general rule is that in no case should a takeover bid in itself give rise to the termination of an employment contract and the related termination benefits.

Antena 3 de Televisión, S.A. and Subsidiaries

Auditors' Report

Consolidated Financial Statements for the year ended 31 December 2010

Translation of a report originally issued in Spanish based on our work performed in accordance with the audit regulations in force in Spain and of consolidated financial statements originally issued in Spanish and prepared in accordance with the regulatory financial reporting framework applicable to the Group (see Notes 2 and 27).In the event of a discrepancy, the Spanish-language version prevails.


Consolidated Financial Statements for the year ended 31 December 2010

1

Translation of consolidated financial statements originally issued in Spanish and prepared in accordance with the regulatory financial reporting framework applicable to the Company (see Notes 2 and 27). In the event of a discrepancy, the Spanish-language version prevails.

CONSOLIDATED BALANCE SHEETS AT 31 DECEMBER 2010 AND 2009

Thousands of euros NOTES 2010 2009

ASSETS

Goodwill 4 175,879 175,879

Other intangible assets 5 56,613 69,805

Property, plant and equipment 6 61,132 62,475Investments accounted for using the equity method 7 9,541 13,662Deferred tax assets 20-d 49,560 58,091

Other non-current assets 7 854 893

Financial instruments 13-a 123 92

NON-CURRENT ASSETS 353,702 380,897

Programme rights 8 169,100 181,990

Inventories 2,172 2,389

Trade and other receivables 9 252,935 221,841

Current financial assets 13-a 807 480

Current tax assets 20-d 364 4,751

Other current assets 2,145 620

Cash and cash equivalents 1,581 3,122

CURRENT ASSETS 429,104 415,193

NON-CURRENT ASSETS CLASSIFIED AS HELD FOR SALE AND DISCONTINUED OPERATIONS 3-e 23 24

TOTAL ASSETS 782,829 796,114

EQUITY AND LIABILITIES

Share capital 10-a 158,335 158,335

Restricted reserves 10-b 40,282 40,282

Retained earnings 224,034 161,100

Treasury shares 10-d (78,650) (78,650)

Interim dividends 10-e (40,111) (16,045)

EQUITY ATTRIBUTABLE TO EQUITY HOLDERS OF THE PARENT 303,890 265,022

Non-controlling interests 10-f - (4)

EQUITY 303,890 265,018

Financial instruments 13-a 116 159

Bank borrowings 12 1,090 14,565

Provisions 11 - 28

Other non-current liabilities 11 1,024 2,568

NON-CURRENT LIABILITIES 2,230 17,320

Bank borrowings 12 100,334 168,738

Trade and other payables 14 256,051 228,178

Other financial liabilities 13-a and 13-b 328 979

Provisions 11 93,413 90,605

Current tax liabilities 20-d 13,519 11,176

Other current liabilities 11 13,064 14,044CURRENT LIABILITIES 476,709 513,720

LIABILITIES DIRECTLY ASSOCIATED WITH NON-CURRENT ASSETS CLASSIFIED AS HELD FOR SALE AND DISCONTINUED OPERATIONS

3-e - 56

TOTAL EQUITY AND LIABILITIES 782,829 796,114

The accompanying Notes 1 to 27 are an integral part of the consolidated balance sheets at 31 December 2010 and 2009.

2


CONSOLIDATED INCOME STATEMENTS FOR THE YEARS ENDED 31 DECEMBER 2010 AND 2009

Thousands of euros NOTES 2010 2009

Revenue 17-a 773,323 650,729

Other income 34,392 53,166

Programme amortisation and other procurements 17-b (324,449) (320,579)

Staff costs 17-c (128,841) (134,924)

Depreciation and amortisation charge (15,878) (17,108)

Other operating expenses 17-d (197,477) (167,237)

PROFIT FROM OPERATIONS 141,070 64,047

Net impairment losses 7 and 18 (5,500) (3,771)

Net gain (loss) on changes in the value of financial instruments at fair value 933 (633)

Exchange differences (1,137) (371)

Financial loss (4,412) (9,583)

Share of results of associates 708 441

Net gain on non-current assets 18 (2) 1,280

PROFIT BEFORE TAX FROM CONTINUING OPERATIONS 131,660 51,410

Income tax 20-b 22,532 (9,329)

PROFIT FOR THE YEAR 109,128 60,739

Loss attributable to non-controlling interests 1 12

PROFIT ATTRIBUTABLE TO THE PARENT 109,129 60,751

Earnings per share: 2010 2009

From continuing operations

Basic 0.544 0.302

Diluted 0.544 0.302

The accompanying Notes 1 to 27 are an integral part of the consolidated income statements for 2010 and 2009.

3


CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED 31 DECEMBER 2010 AND 2009


CONSOLIDATED PROFIT FOR THE YEAR 109,129 60,751

Income and expense recognised directly in equity:

Revaluation / (Reversal of the revaluation) of property, plant and equipment and intangible assets - -

Revaluation of financial instruments: - -

a) Available-for-sale financial assets - -

b) Other income / (expenses) - -

Cash flow hedges (677) 2,941

Translation differences - -

Actuarial gains and losses and other adjustments - -

Companies accounted for using the equity method - -

Other income and expenses recognised directly in equity - -

Tax effect 203 (882)

TOTAL INCOME AND EXPENSE RECOGNISED DIRECTLY IN EQUITY (474) 2,059

Transfers to profit or loss:

Revaluation of financial instruments:

a) Available-for-sale financial assets - -

b) Other income / (expenses) - -

Cash flow hedges 803 4,787

Translation differences - -

Companies accounted for using the equity method - -

Other income and expenses recognised directly in equity - -

Tax effect (241) (1,436)

TOTAL TRANSFERS TO PROFIT OR LOSS 562 3,351

TOTAL COMPREHENSIVE INCOME 109,217 66,161

The accompanying Notes 1 to 27 are an integral part of the consolidated statements of comprehensive income for 2010 and 2009.

4


CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED 31 DECEMBER 2010 AND 2009

Thousands of euros Share capital

Restricted reserves

Treasury shares

Retained earnings

Interim dividend

Equity Attributable

to theParent

Non-controlling interests

Equity

Balance at 31 December 2008 158,335 40,282 (67,692) 185,201 (66,219) 249,907 0 249,907

Total comprehensive income - - - 66,161 - 66,161 (12) 66,149

Treasury share transactions:

Acquisition of treasury shares - - (10,958) - - (10,958) - (10,958)

Distribution of profit:

2008 interim dividend paid in 2008 - - - (66,219) 66,219 - - -

2008 dividend paid in 2009 - - - (24,099) - (24,099) - (24,099)

2009 interim dividend paid in 2009 - - - - (16,045) (16,045) - (16,045)

Changes in the scope of consolidation and other - - - 56 - 56 8 64

Balance at 31 December 2009 158,335 40,282 (78,650) 161,100 (16,045) 265,022 (4) 265,018

Total comprehensive income - - - 109,217 - 109,217 (1) 109,216

Distribution of profit:

2009 interim dividend paid in 2009 - - - (16,045) 16,045 - - -

2009 final dividend paid in 2010 - - - (30,084) - (30,084) - (30,084)

2010 interim dividend paid in 2010 - - - - (40,111) (40,111) - (40,111)

Changes in the scope of consolidation and other - - - (154) - (154) 5 (149)

Balance at 31 December 2010 158,335 40,282 (78,650) 224,034 (40,111) 303,890 - 303,890

The accompanying Notes 1 to 27 are an integral part of the consolidated statements of changes in equity for 2010 and 2009.

5


CONSOLIDATED STATEMENTS OF CASH FLOW FOR THE YEARS ENDED 31 DECEMBER 2010 AND 2009


1.- CASH FLOWS FROM OPERATING ACTIVITIES

Consolidated profit for the year before tax 131,660 51,410

Adjustments for: 30,748 46,787- Depreciation and amortisation charge 15,878 17,108- Provisions and other 10,255 19,092

- Provisions 5,460 17,042- Net impairment losses (+/-) 5,503 2,491- Result of companies accounted for using the equity method (708) (441)

- Net finance income 4,615 10,587

Changes in working capital 41,240 3,651

Cash generated by operations 203,648 101,848

Income tax paid (6,632) 7,047

Net cash flows from operating activities 197,016 108,895

2.- CASH FLOWS FROM INVESTING ACTIVITIES

Investments (41,841) (34,582)Subsidiaries, joint ventures and associates (499) -Property, plant and equipment and intangible assets (41,342) (34,582)

Disposals - 7,487Subsidiaries, joint ventures and associates - 7,487

- -Net cash flows from investing activities (41,841) (27,095)

3.- CASH FLOWS FROM FINANCING ACTIVITIES

Finance costs paid (3,914) (68,000)Financing of associates (727) (1,493)

- -Dividends paid (70,195) (40,143)(70,195) (40,143)Acquisition of treasury shares - (10,958)

Bank borrowings (81,880) 39,127

Net cash flows from financing activities (156,716) (81,467)

NET INCREASE/DECREASE IN CASH (1,541) 333

Cash and cash equivalents at beginning of year 3,122 2,752Changes in the scope of consolidation/IFRSs 37Cash and cash equivalents at beginning of year - new scope of consolidation 3,122 2,789

Cash and cash equivalents at end of year 1,581 3,122The accompanying Notes 1 to 27 are an integral part of the consolidated statements of cash flows for 2010 and 2009.

6

Translation of consolidated financial statements originally issued in Spanish and prepared in accordance with the regulatory financial reporting framework applicable to the Group (see Notes 2 and 27). In the event of a discrepancy, the Spanish-language version prevails.


Notes to the 2010 Consolidated Financial Statements

1. Group activities

Antena 3 de Televisión, S.A., the Group's Parent, with registered office at Avenida Isla Graciosa, 13, San Sebastián de los Reyes (Madrid), was incorporated on 7 June 1988, and its then sole company object was the indirect management of a public television service.

For this purpose, it submitted a bid in response to the call for tenders made under Article 8 of Private Television Law 10/1988, of 3 May, and, pursuant to a resolution of the Spanish Cabinet of 25 August 1989, was awarded a concession for the indirect management of the public television service, for a period of ten years, which ended on 3 April 2000.

On 7 May 1996, the shareholders at the Annual General Meeting resolved to change and extend the Parent's company object, as permitted by Satellite Telecommunications Law 37/1995.

On 10 March 2000, the Spanish Cabinet adopted a resolution renewing the concession for the indirect management of the public television service for a period of ten years from 3 April 2000. The terms of this renewal were the same as for the former concession, with the added obligation of commencing digital broadcasting on 3 April 2002. The Parent made all the necessary investments to enable it to begin broadcasting on that date the Antena 3 de Televisión, S.A. signal pursuant to Royal Decree 2169/1998, of 9 October, which approved the Spanish Technical Plan for Digital Terrestrial Television (DTT). On 3 April 2010, the National Government renewed, for a period of ten years, the concession for the indirect management of the public television service, under the same terms and conditions as the previous concession.

Additional Provision One of Royal Decree 944/2005, of 29 July, approving the Spanish Technical Plan for Digital Terrestrial Television established 3 April 2010 as the date for the switch-off of analogue television broadcasting in all the transition projects defined in the National Plan for the Transition to Digital Terrestrial Television. From that date onwards, all terrestrial television was broadcast using digital technology.

Following this milestone, in accordance with Additional Provision Three of Royal Decree 944/2005, of 29 July, each national terrestrial public television service concession operator would gain access to a digital multiplex with national coverage.

Royal Decree 365/2010, of 26 March, governs the allocation of the Digital Terrestrial Television multiplexes following the switch-off of terrestrial television broadcasting using analogue technology.

It established two phases for the allocation of the digital multiplexes. Phase 1, (transitional), in which each national terrestrial public service television concession operator would gain access to the capacity equivalent to one digital multiplex with national coverage, provided they demonstrated that they had met the terms and conditions established in relation to the drive and development of digital terrestrial television, and phase 2, in which new digital multiplexes will be planned, and adjustments will be established so that the radioelectric channels 61 to 69, which were being used by the digital multiplexes in the previous phase can be replaced by others in phase 2. This will conclude before 1 January 2015 with the allocation of the definitive digital multiplexes to each qualifying company, thereby ending the shared use of digital multiplex capacity by the national terrestrial public service concession operators.

On 16 July 2010, the Spanish Cabinet adopted a resolution to allocate a national digital multiplex to each national DTT concession operator: Antena 3, Gestevisión Telecinco, Sogecable, Veo Televisión, NET TV and La Sexta. The digital multiplex is composed of four digital television channels that can be operated twenty-four hours a day.

The allocation was made upon request and after the switch-off of analogue broadcasting, once it had been verified that the digital terrestrial television service concession operators had met the obligations relating to the drive and development of digital terrestrial television that they had assumed in the framework of the Spanish Technical Plan for Digital Terrestrial Television and the Royal Decree governing the specific allocation of DTT multiplexes, following the switch-off of analogue terrestrial television broadcasting.

In any event, the definitive multiplex will be accessed by 1 January 2015, in accordance with the phases established in the Royal Decree.

In relation to the renewal of the public radio broadcasting service concessions operated by Uniprex, S.A., (Sole-Shareholder Company), to date, applications have been submitted to the competent authorities, in accordance with the legislation in force, for the renewal of concessions about to expire and for authorisation of a change of operator in other concessions. In certain cases the renewal of the concession was granted expressly, whereas in others it was obtained by the administrative silence route after the pertinent appeals were filed with a higher

7

administrative body, in accordance with Article 43 of the Public Authorities and Common Administrative Procedure Law.

The other Group companies engage mainly in activities relating to the production, reproduction and broadcasting of sounds and images (see Note 2-b).

The Parent's Annual General Meeting and its Board of Directors Meeting, on 28 April 2003 and 29 July 2003, respectively, resolved to request the admission to trading of all the shares of Antena 3 de Televisión, S.A. on the Madrid, Barcelona, Bilbao and Valencia Stock Exchanges and their inclusion in the Spanish Stock Market Interconnection System. On 29 October 2003, the Parent's shares commenced trading on these stock exchanges.

The Parent is obliged to prepare, in addition to its own separate financial statements, the Group’s consolidated financial statements, which also include its interests in joint ventures and investments in associates.

In view of the business activities carried on by the companies, they do not have any environmental liability, expenses, assets, provisions or contingencies that might be material with respect to the equity, financial position and results of operations of the corporate Group. Therefore, no specific disclosures relating to environmental issues are included in these notes to the consolidated financial statements.

2. Basis of presentation of the financial statements and basis of consolidation

a) Basis of presentation

These consolidated financial statements were prepared, on the basis of the accounting records kept by the Parent and by the other Group companies, in accordance with International Financial Reporting Standards as adopted by the European Union (EU-IFRSs), in conformity with Regulation (EC) no. 1606/2002 of the European Parliament and of the Council.

The Group's consolidated financial statements were prepared taking into account all the mandatory accounting policies and rules and measurement bases with a material effect on the consolidated financial statements, as well as the alternative treatments permitted by the relevant standards in this connection, and, accordingly, they present fairly the Group's consolidated equity and financial position at 31 December 2010 and the results of its operations, the changes in consolidated equity and the consolidated cash flows in the year then ended.

However, since the accounting policies and measurement bases used in preparing the Group's consolidated financial statements for 2010 (EU-IFRSs) differ from those used by the Group companies (Spanish National Chart of Accounts), the required adjustments and reclassifications were made on consolidation to unify the policies and methods used and to make them compliant with EU-IFRSs.

In addition to the International Financial Reporting Standards adopted by the EU (EU-IFRSs), all the requirements included in the Spanish Commercial Code and the Spanish Limited Liability Companies Law were applied in these consolidated financial statements, as well as such other aspects of Spanish accounting regulations in force as might be applicable.

The 2010 consolidated financial statements of the Group and the 2010 separate financial statements of the Group companies, which were prepared by the companies' respective directors, will be submitted for approval by the related shareholders at the respective Annual General Meetings, and it is considered that they will be approved without any changes.

The 2009 consolidated financial statements, which were approved by the shareholders at the Annual General Meeting on 24 March 2010 and are included for comparison purposes, were also prepared in accordance with EU-IFRSs applied on a basis consistent with that of 2010.

8

Standards and interpretations effective in 2010:

The standards and interpretations that came into force in 2010 and that were taken into account in preparing the accompanying consolidated financial statements are described below:

New standards and amendments Obligatory application in the annual reporting periods beginning on or after:

Revision of IFRS 3, Business Combinations (Revised)

Substantially amends the accounting for business combinations, changes the scope, the calculation of goodwill and the treatment of contingent consideration, and introduces the option of measuring non-controlling interests at fair value

Annual reporting periods beginning on or after 1 July 2009

Amendments to IAS 27, Consolidated and Separate Financial Statements

Substantially amends the accounting for changes in the level of ownership interest in subsidiaries and for non-controlling interests with a deficit balance


Amendment to IAS 39, Financial Instruments: Recognition and Measurement - Eligible Hedged Items

Provides guidance on the items that can be designated as a hedged item in accordance with IAS 39 (identifying inflation as a hedged risk and hedging with options)


Amendment to IFRS 2, Group Cash-settled Share based Payment transactions.

Clarifies the treatment of cash-settled share-based payment transactions between companies within the same group

Annual reporting periods beginning on or after 1 January 2010

Improvements to IFRSs (published in May 2008) Amendments to a series of standards

The amendment to IFRS 5 (clarifying the application of IFRS 5 when control of a subsidiary is lost) is applicable for annual reporting periods beginning on or after 1 July 2009 (1).

Improvements to IFRSs (published in April 2009) Amendments to a series of standards

All the changes are obligatory for reporting periods beginning on or after 1 January 2010 in the EU (original IASB date: most changes obligatory for reporting periods beginning on or after 1 January 2010; some obligatory for reporting periods beginning on or after 1 July 2009)

(1) The other amendments were already applicable for reporting periods beginning on or after 1 January 2009.

Interpretations Obligatory Application in the Annual Reporting Periods Beginning On or After:

IFRIC 12 Service Concession Arrangements

1 April 2009 for the companies in the EU (original IASB date: annual reporting periods beginning on or after 1 January 2008)

IFRIC 15 Agreements for the Construction of Real Estate

1 January 2010 in the EU (original IASB date: annual reporting periods beginning on or after 1 January 2009)

IFRIC 16 Hedges of a Net Investment in a Foreign Operation

1 July 2009 in the EU (original IASB date: annual reporting periods beginning on or after 1 October 2008)

IFRIC 17 Distributions of Non-Cash Assets to Owners

1 November 2009 in the EU (original IASB date: annual reporting periods beginning on or after 1 July 2009)

IFRIC 18 Transfers of Assets from Customers

1 November 2009 in the EU (original IASB date: transfers of assets received on or after 1 July 2009)

Amendments to IFRS 2, Share-based Payment

9

These amendments relate to the recognition of share-based payment transactions among group entities. The main change is that the amendments incorporate the previous requirements set out in IFRIC 8 and IFRIC 11 and, accordingly, these interpretations will be withdrawn since their content is included in the main body of the standard. It is clarified that an entity that receives services from employees or suppliers should account for the transaction even if another group entity settles the arrangement and regardless of whether it is cash-settled or equity-settled.

In view of the nature of these amendments, they did not have any impact on the Group’s financial statements.

IFRIC 12, Service concession arrangements

Service concession arrangements are arrangements whereby a government or other public sector entity grants contracts for the provision of public services, such as roads, airports and water and power supplies to private sector operators. The government retains control over the assets but the private operator is responsible for the construction, management, servicing and maintenance of the public infrastructure. IFRIC 12 establishes how the concession operators must apply the existing IFRSs when accounting for the rights and obligations assumed under arrangements of this type, which in accordance with this interpretation may give rise to the recognition of a financial asset or an intangible asset, or both, depending on the conditions established in each arrangement.

The entry into force of this interpretation did not have any impact on the consolidated financial statements.

IFRIC 15, Agreements for the Construction of Real Estate

This interpretation applies to the accounting for revenue and associated expenses by entities that undertake the construction of real estate, helping to clarify when an agreement for the construction of real estate is within the scope of IAS 11, Construction Contracts and when it is within the scope of IAS 18, Revenue and, therefore, depending on the nature of the agreement, when and how the revenue should be recognised.


IFRIC 16, Hedges of a Net Investment in a Foreign Operation

This interpretation addresses three main issues. Firstly, it states that hedge accounting may not be applied to the foreign exchange differences arising between the functional currency of the foreign operation and the parent entity's presentation currency, and that it may be applied only to the foreign exchange differences arising between the functional currency of the foreign operation and the parent entity's functional currency. It also clarifies that the hedging instrument in a hedge of a net investment in a foreign operation may be held by any entity within the group, and not necessarily by the parent entity of the foreign operation. Lastly, it explains how to determine the amounts to be reclassified from equity to profit or loss when a hedged foreign operation is disposed of.

The Company's accounting practice in transactions of this nature is in line with the interpretation issued and, therefore, the entry into force of the interpretation did not have any impact on the consolidated financial statements.

IFRIC 17, Distributions of Non-cash Assets to Owners

This interpretation applies to the accounting treatment of distributions of non-cash assets to an entity's owners (“dividends payable”) although distributions of assets within the same group or between entities under common control are excluded from its scope. The interpretation states that an entity must measure such liabilities at the fair value of the asset to be distributed and that any difference between the carrying amount of the dividend payable and the carrying amount of the asset distributed must be recognised in profit or loss.


In addition, since their entry into force on 1 January 2010, the Group has applied the following standards and interpretations which gave rise to a change in the Group’s accounting policies:

Revision of IFRS 3, Business Combinations and amendments to IAS 27, Consolidated and Separate Financial Statements

The revised IFRS 3 and the amendments to IAS 27 give rise to very significant changes in several matters relating to accounting for business combinations which, in general, place greater emphasis on the use of fair value. Some of the most significant changes relate to the treatment of acquisition-related costs, which must be accounted for as expenses, as opposed to the current accounting treatment of recognising them as an increase in the cost of the business combination; business combinations achieved in stages, in which the acquirer must remeasure its previously held equity interest in the acquiree at its acquisition-date fair value; and the option to measure the non-controlling interests in the acquiree at fair value, as opposed to the single

10

current treatment of measuring them at the non-controlling interests’ proportionate share of the fair value of the net assets acquired.

Since the standard will be applied prospectively, the directors do not expect any significant modifications to arise in connection with the business combinations performed prior to 1 January 2010.

Amendment to IAS 39, Eligible Hedged Items

This amendment to IAS 39 aims to clarify two specific hedge accounting issues: (a) identifying when inflation can be a hedged risk, and (b) when purchased options can be designated as hedging instruments. Under the amendment, inflation can only be identified as a hedged risk if it is a contractually specified portion of the cash flows to be hedged. Only the intrinsic risk and not the time value of an option may be hedged.


IFRIC 18, Transfers of Assets from Customers

This interpretation applies to the accounting for agreements in which an entity receives from a customer an asset that the entity must then use to provide the customer with access to supplies of goods or services. Under the interpretation, the transferred item of property, plant and equipment is recognised, at its fair value on the date of transfer, in the financial statements of the recipient, provided it meets the definition of an asset from the perspective of that entity; and the corresponding revenue is recognised in profit or loss when appropriate, on the basis of the service specifically agreed on with the customer.


Standards and interpretations issued but not yet in force:

At the date of preparation of these consolidated financial statements, the following standards and interpretations had been published by the IASB but had not yet come into force, either because their effective date is subsequent to the date of the consolidated financial statements or because they had not yet been adopted by the European Union:

Standards and amendments to standards:Obligatory application

in annual periods beginning on or after:

Approved for use by the EU (1)

Amendment to IAS 32, Financial Instruments

Amends the accounting treatment of rights, options and warrants denominated in a currency other than the functional currency 1 February 2010

Revision of IAS 24, Related Party Disclosures

Amends the definition of “related party” and provides a partial exemption from the disclosure requirements for entities that are related parties only because they are controlled, jointly controlled or significantly influenced by the government

1 January 2011

Amendment of IFRIC 14, Prepayments of a Minimum Funding Requirement

The prepayment of minimum funding requirement contributions may give rise to an asset 1 January 2011

IFRIC19, Extinguishing Financial Liabilities with Equity Instruments

Treatment of the extinguishment of financial liabilities through the issue of equity instruments 1 July 2010

Not yet approved for use by the EU (2)

IFRS 9, Financial instruments Replaces the IAS 39 classification and measurement requirements for financial assets and liabilities 1 January 2013

Improvements to IFRSs Amendments to a series of standards 1 January 2011

Amendment of IFRS 7, Financial Instruments Extends and reinforces the disclosures on transfers of financial assets. 1 July 2011

Amendment of IAS 12, Income tax

On the calculation of deferred taxes relating to investment property in accordance with the fair value model of IAS 40 1 January 2012

(1) Date of obligatory application as approved in the Official Journal of the European Union.

(2) Standards and interpretations not yet adopted by the European Union at the date of formal preparation of these consolidated financial statements.

11

IFRS 9, Financial Instruments: classification and measurement

IFRS 9 will in the future replace the current part of IAS 39 relating to classification and measurement. There are very significant differences with respect to the current standard, in relation to financial assets, including the approval of a new classification model based on only two categories, namely instruments measured at amortised cost and those measured at fair value, the disappearance of the current “held-to-maturityinvestments” and “available-for-sale financial assets” categories, impairment analyses only for assets measured at amortised cost and the non-separation of embedded derivatives in financial asset contracts. In relation to financial liabilities, the classification categories proposed by IFRS 9 are similar to those currently contained in IAS 39.

At the reporting date, the future impact of the adoption of this standard had not yet been analysed.

Amendment of IAS 32, Classification of rights Issues

This amendment relates to the classification of foreign currency denominated rights issues (rights, options or warrants). Pursuant to this amendment, when these rights are offered to all owners and are to acquire a fixed number of shares in exchange for a fixed amount, they are equity instruments, irrespective of the currency in which that fixed amount is denominated and provided that other specific requirements of the standard are fulfilled.

Since the Group has not issued any instruments of this nature, this amendment will not have any impact.

IAS 24 (Revised), Related Party Disclosures

The revised IAS 24 provides a partial exemption from certain disclosure requirements when the transactions are between government-related entities (or entities related to an equivalent government institution) and revises the scope applicable to the disclosure requirements by including in the definition of “related party” certain relationships between joint ventures and associates of the same entity which were not explicit in the previous version of the standard.

The impact of this amendment has been analysed and will not result in any change in the related parties currently defined by the Group.

IFRIC 19, Extinguishing financial liabilities with equity instruments

This interpretation addresses the accounting by a debtor when all or part of a financial liability is extinguished through the issue of equity instruments to the creditor. The interpretation does not apply to transactions in situations where the counterparties in question are shareholders or related parties, acting in their capacity as such, or where extinguishing the financial liability by issuing equity shares is in accordance with the original terms of the financial liability. In all cases, the equity instruments issued are measured at fair value at the date the liability is extinguished and any difference between this value and the carrying amount of the liability is recognised in profit or loss.

This interpretation will not give rise to a change in the Group’s accounting policies.

Amendment of IAS 12, Income taxes – Deferred taxes relating to investment property

The amendment introduces an exception to the general principles of IAS 12 affecting deferred taxes relating to investment property measured in accordance with the fair value model of IAS 40 Investment property. In these cases, for the purpose of calculating the applicable deferred taxes, a presumption is introduced that the full recovery of the carrying amount of such assets will be through their sale.

This amendment will not foreseeably have an impact for the Company, since a preliminary analysis indicates that it will not give rise to a change in the deferred taxes currently recognised in relation to the investment property on the balance sheet.

The directors have assessed the potential impact of applying these standards in the future and estimate that their entry into force will not have a material impact on the consolidated financial statements.

Responsibility for the information and use of estimates

The information in these consolidated financial statements is the responsibility of the Group's directors.

In the Group's consolidated financial statements for 2010 estimates were occasionally made in order to quantify certain of the assets, liabilities, income, expenses and obligations reported herein.

12

These estimates relate basically to the following:

The impairment losses on certain assets (see Notes 5, 6, 8 and 9),

The useful life of the property, plant and equipment and intangible assets (see Notes 3-b and 3-c),

The measurement of goodwill arising on consolidation (see Note 4),

Programme amortisation (see Note 3-d),

The fair value of certain unquoted assets (see Notes 7 and 13), and

Provisions (see Note 11)

Although these estimates were made on the basis of the best information available at 31 December 2010 on the events analysed, events that may take place in the future might make it necessary to change these estimates (upwards or downwards) in coming years. Changes in accounting estimates would be applied prospectively, recognising the effects of the change in estimates in the related consolidated income statements.

At 31 December 2010, the Group had a working capital deficiency. However, the directors of the Parent estimate that the cash flows generated by the business and the financing lines available will enable the Group to meet its short-term liabilities.

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b) Basis of consolidation

Subsidiaries

Following are the subsidiaries included in the scope of consolidation:

Company name Location Year of incorporation Line of Business Owner 2010

%

Antena 3 Directo, S.A.U. (*) Madrid 1994 Direct TV sales Antena 3 de Televisión, S.A. 100

Música Aparte, S.A.U. Madrid 1990 Management of rights Antena 3 de Televisión, S.A. 100

Antena 3 Multimedia, S.L.U. Madrid 2004 Commercial management by television Antena 3 de Televisión, S.A. 100

Atres Advertising, S.L.U. (**) Madrid 2004 Advertising management Antena 3 de Televisión, S.A. 100

Antena 3 Films, S.L.U. (**) Madrid 2000 Audiovisual productions Antena 3 de Televisión, S.A. 100

Antena 3 Eventos, S.L.U. Madrid 2008 Organisation of events Antena 3 de Televisión, S.A. 100

VNews Agencia de Noticias, S.L. Granada 2006 News agency Antena 3 de Televisión, S.A. 100

Guadiana Producciones, S.A.U. Madrid 1994 Audiovisual productions Antena 3 de Televisión, S.A. 100

Movierecord Cine, S.A.U. (**) Madrid 1966 Advertising in cinemas Antena 3 de Televisión, S.A. 100

Publicidad 3, S.A.U. (**) Madrid 1982 Radio broadcasting services Antena 3 de Televisión, S.A. 100

Antena 3 Canarias, S.L.U. Las Palmas 2006 Local digital terrestrial television Antena 3 de Televisión, S.A. 100

Antena de Radiodifusión, S.A.U. Madrid 1994 Radio broadcasting services Publicidad 3, S.A.U. 100

Medipress Valencia, S.A.U. Valencia 1998 Radio broadcasting services Publicidad 3, S.A.U. 100

Uniprex, S.A.U. (**) Madrid 1967 Radio broadcasting services Publicidad 3, S.A.U. 100

Antena 3 Televisión Digital Terrestre de Canarias, S.A.U. Las Palmas 2006 Local digital terrestrial television Uniprex, S.A.U. 100

Canal Media Radio Galicia, S.L.U. A Coruña 1997 Radio broadcasting services Uniprex, S.A.U. 100

Canal Media Radio, S.A.U. Madrid 1997 Radio broadcasting services Uniprex, S.A.U. 100Corporación Radiofónica Castilla León, S.A.U. Valladolid 2000 Radio broadcasting services Uniprex, S.A.U. 100

Estaciones Radiofónicas de Aragón, S.A.U. Zaragoza 1972 Radio broadcasting services Uniprex, S.A.U. 100

Ipar Onda, S.A.U. San Sebastián 1988 Radio broadcasting services Uniprex, S.A.U. 100

Onda Cero, S.A.U. Madrid 1989 Radio broadcasting services Uniprex, S.A.U. 100

Radio Noticias 90, S.A.U. Las Palmas 1989 Radio broadcasting services Uniprex, S.A.U. 100

Radio Sistemas Radiofónicos Cinco, S.L.U. Madrid 1989 Radio broadcasting services Uniprex, S.A.U. 100

Rkor Radio, S.L.U. Barcelona 1983 Radio broadcasting services Uniprex, S.A.U. 100

Uniprex Televisión, S.L.U. Madrid 2004 Indirect management of TV service Uniprex, S.A.U. 100

Uniprex Televisión Digital Terrestre de Andalucía, S.L. Seville 2006 Local digital terrestrial television Uniprex, S.A.U. 74.2

Uniprex Valencia TV, S.L.U. Valencia 2005 Local digital terrestrial television Uniprex, S.A.U. 100

Canal Radio Valencia, S.L.U. Valencia 1997 Radio broadcasting services Canal Media Radio, S.A.U. 100

Radio Media Aragón, S.L. Madrid 1997 Radio broadcasting services Canal Media Radio, S.A.U. 100

Canal Radio Madrid, S.L. Madrid 1997 Radio broadcasting services Canal Media Radio, S.A.U. 100

Canal Radio Baleares, S.L. Palma 1997 Radio broadcasting services Canal Media Radio, S.A.U. 100

(*) Companies included in non-current assets and non-current liabilities of discontinued operations.(**) Audited.

The subsidiaries over which the Group exercises control are fully consolidated and all their assets, liabilities, income, expenses and cash flows are included in the consolidated financial statements after making

14

adjustments to adapt the accounting policies used to those applied by the Group and adjustments and eliminations relating to intra-Group transactions.

The Group considers that it exercises control over a company when it has sufficient power to govern its financial and operating policies so as to obtain benefits from its activities.

The results of subsidiaries acquired during the year are included in the consolidated income statement from the date of acquisition to year-end.

Associates

The associates over which Antena 3 de Televisión, S.A. does not exercise control but over which it has the capacity to exercise significant influence in their management, normally through agreements with other shareholders, were accounted for in the consolidated financial statements using the equity method. Using this consolidation method, the investment is recognised at cost, including any goodwill arising on the acquisition, and is subsequently adjusted on the basis of the changes in its equity, in proportion to the percentage of ownership that corresponds to the Group. The Group’s share of the results of these companies is recognised, net of the related tax effect, under “Share of Results of Associates” in the consolidated income statement, and any dividends received from these companies are deducted from the value of the investment.

These associates are as follows:

Company name Location Year of incorporation Line of Business Owner 2010

%

I3 Televisión, S.L. Madrid 2005 IT services Antena 3 de Televisión, S.A. 50

Unipublic, S.A. (*) Madrid 1975 Organisation of sports events Antena 3 de Televisión, S.A. 51

Organizaciones Deportivas y Culturales Unipublic, S.A.U. Madrid 1984 Organisation of sports events Unipublic, S.A. 51

Videoreport Canarias S.A. (*) Santa Cruz de Tenerife 1991

Audiovisual productions, rental of recording and reproduction equipment

VNews Agencia de Noticias, S.L. 30

Gestión Audiovisual de Canarias, S.L. Las Palmas 2008

Production and distribution of audiovisual programmes and recordings

VNews Agencia de Noticias, S.L. 20

Antena 3 de Televisión Colombia, S.A.

Bogotá (Colombia) 2008 Television Antena 3 de Televisión, S.A. 55

Canal 3 Televisión de Colombia, S.A.

Bogotá (Colombia) 2008 Television Antena 3 de Televisión, S.A. 24

(*) Audited.

Changes in the scope of consolidation and main transactions in 2010:

On 14 January 2010, the Parent acquired an additional 4.17% of the subsidiary VNews Agencia de Noticias, S.L. (Sole-Shareholder Company), for EUR 42 thousand, thereby increasing the percentage of ownership to 100%. In accordance with revised IAS 27, this transaction, which did not give rise to a change in control, was recognised in equity.

Uniprex Televisió Digital Terrestre Catalana, S.L., a subsidiary of Uniprex, S.A. (Sole-Shareholder Company), was dissolved under a deed of liquidation of 11 June 2010. The result of the aforementioned transaction was a loss of EUR 2 thousand in the consolidated financial statements and a loss of EUR 6 thousand at the Parent.

Canal Radio Castilla-León, S.L. was also dissolved under a deed of liquidation of 11 June 2010. The aforementioned transaction did not give rise to any gain or loss in the consolidated financial statements, whereas the parent, Canal Media Radio, S.A. (Sole-Shareholder Company) recognised a gain of EUR 12 thousand.

Other changes not affecting the scope of consolidation in 2010:

In June 2010 the investments in Antena 3 Colombia, S.A. and Canal 3 Televisión de Colombia were increased with a cost of EUR 72 thousand and EUR 5 thousand, respectively, although there was no increase in the percentage of ownership interest in these companies. These investments were acquired for the purpose of participating in the invitation to tender for a television channel in Colombia.

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Changes in the scope of consolidation and main transactions in 2009:

On 31 March 2009, Canal Radio Madrid, S.L., Canal Radio Baleares, S.L. and Radio Media Aragón, S.L. were included in the scope of consolidation. These companies were acquired by Canal Media Radio, S.A. (Sole-Shareholder Company) on 14 September 2000, 18 September 2000 and 1 October 2000, respectively.

The Parent held these ownership interests indirectly from the date of first-time consolidation of the Uniprex subgroup. However, for the first time in 2009 the consolidated financial statements include the assets and liabilities of these companies since the relevant licence had been obtained for the provision of radio broadcasting services by the parent of the higher group, Uniprex, S.A. (Sole-Shareholder Company).

The cost of the investment in these companies amounted to EUR 3 thousand per share. The effect of the aforementioned inclusion was not material to the consolidated financial statements as a whole, and their assets and recognised liabilities amounted to EUR 47 thousand and EUR 29 thousand, respectively. In addition, the results for the year contributed by these companies to the acquirer from the date of inclusion in the scope of consolidation did not differ from the results that would have been recognised had the companies been consolidated from 1 January 2009, since their results from 1 January 2009 were recognised.

At 31 December 2009, the decreases in ownership interests in subsidiaries, joint ventures, and associates and other transactions of a similar nature are reflected in the following table:

Name of the company (or line of business) disposed of, spun off or derecognised Category

Effective transaction

date

% of voting power

disposed of or

derecognised

% of total voting power at the

company after the disposal

Gain (Loss)

Unión Ibérica de Radio, S.A. Subsidiary 01/07/09 100% 0% Merger

Compañía Tres Mil Ochocientos, S.L.U. Subsidiary 01/07/09 100% 0% Merger

Radio Alamedilla, S.A.U. Subsidiary 01/07/09 100% 0% Merger

Grupo Universal de Emisoras de Radio Amanecer, S.A.U. Subsidiary 01/07/09 100% 0% Merger

La Veu de Lleida, S.L.U. Subsidiary 01/07/09 100% 0% Merger

Ondadit, S.L.U. Subsidiary 01/07/09 100% 0% Merger

Radio Tormes, S.A.U. Subsidiary 01/07/09 100% 0% Merger

Corporación Radiofónica Región de Murcia, S.L. Associate 31/03/09 50% 0% (34)

Antena 3 Temática, S.A.U. Subsidiary 01/12/09 100% 0% 156

On 5 June 2009, the plan for the merger of Uniprex, S.A. (Sole-Shareholder Company) (absorbing company) with the subsidiaries Unión Ibérica de Radio, S.A. (Sole-Shareholder Company), Compañía Tres Mil Ochocientos, S.L. (Sole-Shareholder Company), Radio Alamedilla, S.A. (Sole-Shareholder Company), Grupo Universal Emisoras de Radio Amanecer, S.A. (Sole-Shareholder Company) La Veu de Lleida, S.L., (Sole-Shareholder Company), Ondadit, S.L. (Sole-Shareholder Company) and Radio Tormes, S.A. (Sole-Shareholder Company) (absorbed) was executed in a public deed.

The absorbing company recognised the assets and liabilities of the absorbed companies in its accounts following criteria based on current consolidation rules and the goodwill arising from the consolidation of these companies.

Corporación Radiofónica Región de Murcia, S.L. was dissolved under a deed of liquidation of 31 March 2009. The results of the aforementioned transaction were a loss of EUR 34 thousand in the consolidated financial statements compared with a gain of EUR 23 thousand corresponding to its parent.

Antena 3 Temática, S.A. (Sole-Shareholder Company) was dissolved under a deed of liquidation of 30 October 2009. The results of the aforementioned transaction were a gain of EUR 156 thousand in the consolidated financial statements whereas its parent recognised a gain of EUR 4 thousand.

At 31 December, the reclassifications of companies among the various groups of investments were as follows:

On 1 December VNews Agencia de Noticias, S.L., which had been accounted for using the equity method and whose results had been reclassified as held-for-sale assets, was fully consolidated since the

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management agreement with the non-controlling shareholder was terminated and it was decided not to sell this company.

Other changes not affecting the scope of consolidation in 2009:

In April 2009 the investments in Antena 3 Colombia, S.A. and Canal 3 Televisión de Colombia, S.A. wereincreased but the percentage of ownership interest in them did not increase. As mentioned previously, these investments were acquired for the purpose of participating in the invitation to tender for a television channel in Colombia.

Investments held for sale

A company is classified as held for sale when the investment in that company is recovered mainly through a sale transaction rather than through continued use. This condition is regarded as met only when the sale is highly probable and the company is available for immediate sale in its present condition. Accordingly, a decision should have been taken to sell it and the sale should be expected to be completed within one year.

Main transactions in 2010:

In 2010 the Parent decided to continue managing Guadiana Producciones, S.A. (Sole-Shareholder Company, which means that rather than classifying the company as held for sale, it is fully consolidated.

Antena 3 Directo, S.A.U. was the only company that continued to be classified as held for sale at 2010 year-end.

Main transactions in 2009:

On 12 March 2009, the change of name from V Sat, Compañía de Producciones, S.L. to Gloway Broadcast Services, S.L. was executed in a public deed.

On 15 September 2009, 5.98% of the share capital of Gloway Broadcast Services, S.L. was acquired for EUR 158 thousand, thereby increasing the percentage of ownership to 100%. The result of accounting for the assets and liabilities using the equity method was recognised as available-for-sale financial assets until the ownership interest was sold.

On 12 November 2009, following the approval of the Spanish Competition Commission of the transfer of shares, the transfer of the entire ownership interest in Gloway Broadcast Services, S.L. for EUR 6,361 thousand was executed in a public deed. The gain recognised under “Net Gain on Non-Current Assets” in the consolidated income statement amounted to EUR 885 thousand (see Note 18) (EUR 388 thousand in the Parent’s income statement).

In addition, and as indicated previously, the decision to continue to manage VNews Agencia de Noticias, S.L. gave rise to its reclassification as a subsidiary and its full consolidation.

3. Accounting policies

The principal accounting policies used in preparing the Group's consolidated financial statements, in accordance with EU-IFRSs, were as follows:

a) Goodwill on consolidation

Goodwill arising on consolidation represents the excess of the cost of acquisition, plus the non-controlling interests and fair value of any previous investment in the acquiree, over the Group's interest in the fair value of the identifiable assets and liabilities of a subsidiary at the date of acquisition.

The assets and liabilities acquired are measured provisionally at the date on which control of the company is obtained, and the resulting value is reviewed within a maximum of one year from the acquisition date until the fair value of the assets and liabilities has been calculated definitively. Any difference between the acquisition cost and the fair value of the assets acquired will be temporarily recognised as goodwill.

Goodwill acquired on or after 1 January 2004 is measured at acquisition cost and that acquired earlier is recognised at the carrying amount at 31 December 2003. In both cases, at the end of each reporting period goodwill is reviewed for impairment (i.e. a reduction in its recoverable amount to below its carrying amount),

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and, if there is any impairment, the goodwill is written down with a charge to “Net Impairment Losses” in the accompanying consolidated income statement.

An impairment loss recognised for goodwill must not be reversed in a subsequent period.

b) Other intangible assets

Administrative concessions

”Administrative Concessions” includes mainly the cost assigned to administrative concessions for radio broadcasting acquired by Uniprex, S.A. (Sole-Shareholder Company) and by Publicidad 3, S.A. (Sole-Shareholder Company). The amount recognised in the accompanying consolidated balance sheet relates to the expenses incurred to directly obtain the concession from the State or from the related public body. This amount is being amortised on a straight-line basis over the initial concession period of the licence.

Computer software

The acquisition and development costs incurred by third parties in relation to the basic computer systems used in the Group's management are recognised with a charge to “Other Intangible Assets” in the consolidated balance sheet.

Computer system maintenance costs are recognised with a charge to the consolidated income statement for the year in which they are incurred.

Computer software is amortised on a straight-line basis over a period of between three and five years from the entry into service of each application, on the basis of its estimated useful life.

Audiovisual productions

“Audiovisual Productions” relates to the costs incurred by the Group in relation to film productions. The carrying amount includes the production costs incurred in relation to the remuneration paid to co-producers and the launch and initial marketing costs. The Group begins to amortise the films from the date of commercial release or from the date on which the rating certificate is obtained. Each film production is amortised on an annual basis over the first commercial cycle of the film, which the Group considers to be four years. Accordingly, at each year-end the amortised percentage until that date is approximately the same as the percentage of the income generated until then with respect to the present value of the estimated total income for that period. The Group recognises the appropriate impairment losses to write down the carrying amounts of these film productions when it is considered necessary based on future marketing expectations.

Since the activities relating to the acquisition, production and marketing of audiovisual productions are part of the Group's normal operations, the amortisation charges to consolidated profit or loss are included under “Programme Amortisation and Other Procurements”. Acquisitions of productions are classified asinvestment activities in the statement of cash flows since the related amounts are recovered over various years.

c) Property, plant and equipment

Land and buildings acquired for the performance of the Group's business activity or for administrative purposes are stated in the consolidated balance sheet at acquisition or production cost, less any accumulated depreciation and any recognised impairment losses.

Replacements or renewals of complete items that lead to a lengthening of the useful life of the assets or to an increase in their economic capacity are recognised as additions to property, plant and equipment, and the items replaced or renewed are derecognised.

Periodic maintenance, upkeep and repair expenses are recognised in the income statement on an accrual basis as incurred.

Fixtures and equipment are stated at cost less accumulated depreciation and any recognised impairment loss.

Depreciation is calculated, using the straight-line method, on the basis of the acquisition cost of the assets less their residual value; the land on which the buildings and other structures stand has an indefinite useful life and, therefore, is not depreciated.

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The period property, plant and equipment depreciation charge is recognised in the consolidated income statement using the straight-line method at rates based on the following average years of estimated useful life of the various assets:

Years of useful life

Buildings 33Plant 5 to 8Machinery and tools 6 to 10Furniture 10Computer hardware 3 to 7Transport equipment and other items of property, plant and equipment

5 to 10

Assets held under finance leases are recognised in the corresponding asset category and are depreciated over their expected useful lives on the same basis as owned assets or, where shorter, over the term of the relevant lease.

Impairment of intangible assets and property, plant and equipment

At each balance sheet date, or whenever there is any indication of impairment of intangible assets and property, plant and equipment, the Group performs an impairment test to estimate the possible loss of value that reduces the recoverable amount of the assets to below their carrying amount.

Recoverable amount is the higher of fair value less costs to sell and value in use.

In the case of property, plant and equipment and audiovisual productions, impairment is calculated item by item, on an individual basis.

Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised in prior years. Such reversal of an impairment loss is recognised as income.

d) Programme rights

Programme rights are valued, based on their nature, as follows:

1. Inventoriable in-house productions (programmes produced to be re-run, such as series) are measured at acquisition and/or production cost, which includes both external costs billed by third parties for programme production and for the acquisition of resources, and internal production costs, which are calculated by applying pre-established internal rates on the basis of the time during which operating resources are used in production. The costs incurred in producing the programmes are recognised, based on their nature, under the appropriate headings in the consolidated income statement and are included under “Programme Rights” in the consolidated balance sheet with a credit to “AmountsRecognised as Programme Rights” under “Programme Amortisation and Other Procurements” in the accompanying consolidated income statement.

Amortisation of these programmes is recognised under “Programme Amortisation and Other Procurements” in the consolidated income statement, on the basis of the number of showings, at the rates shown below:

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Amortisation rate

1st showing 90 %2nd showing 10 %

The maximum period for the amortisation of series is three years, after which the unamortised amount is written off.

Given their special nature, the series which are broadcast daily are amortised in full when the first showing of each episode is broadcast.

2. Non-inventoriable in-house productions (programmes produced to be shown only once) are measured using the same methods and procedures as those used to measure inventoriable in-house productions. Programmes produced and not shown are recognised at year-end under “Programme Rights - In-House Productions and Productions in Process” in the consolidated balance sheet. The cost of these programmes is recognised as an expense under “Programme Amortisation and Other Procurements” in the consolidated income statement at the time of the first showing.

3. Rights on outside productions (films, series and other similar productions) are measured at acquisition cost. These rights are deemed to have been acquired when the term of the right commences for the Group.

When payments to outside production distributors are made in foreign currency, these rights are recognised in the consolidated balance sheet by applying to the foreign currency amount the spot exchange rate prevailing when the term of the right commences.

Also, the initial value of all the outside productions acquired by the Group for which derivative instruments designated as cash flow hedges pursuant to IAS 39 were arranged in order to hedge foreign currency risk includes:

the portion of the accumulated loss or gain recognised in equity (effective hedge) on the hedging instrument on at the beginning of the hedge.

for payments made prior to the commencement of the hedges, the accumulated exchange gains or losses on that date.

The amortisation of the rights is recognised under “Programme Amortisation and Other Procurements” in the consolidated income statement, on the basis of the number of showings, at the rates shown below, which are established on the basis of the number of showings contracted:

Number of showings contractedFILMS

1 2 3 or more

1st showing 100% 50% 50%2nd showing - 50% 30%3rd showing - - 20%

Number of showings contractedSERIES

1 2 or more

1st showing 100% 50%2nd showing - 50%

4. Live broadcasting rights are measured at cost. The cost of these rights is recognised as an expense under “Programme Amortisation and Other Procurements” in the consolidated income statement at the time of broadcast of the event on which the rights were acquired.

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Advances on purchases of rights

Payments made to acquire outside productions are recognised under “Programme Rights - Advances on Purchases of Rights” in the consolidated balance sheet and if such payments are in foreign currency they are translated to euros at the year-end exchange rate.

Provisions

The Group recognises write-downs to reduce the unamortised value of in-house productions and of the rights on outside productions which it considers will not be shown. When these rights expire, the valuation adjustments are recognised in profit or loss when the cost of the rights is derecognised.

Classification of programme rights

In accordance with standard practice in the industry in which the corporate Group operates, programme rights are classified as current assets and the portion that is amortised over more than one year is detailed in Note 8.

e) Non-current assets and liabilities classified as held for sale and discontinued operations

The Group classifies under this heading in the consolidated balance sheet the non-current assets and disposal groups whose carrying amount is expected to be recovered through a sale transaction rather than through continued use. The assets classified in this category at 31 December 2010 were those relating to Antena 3 Directo, S.A. (Sole-Shareholder Company).

The non-current assets of discontinued operations are recognised at the lower of carrying amount and market value.

The non-current liabilities of discontinued operations include the fair value of the liabilities associated with the aforementioned assets which are expected to be settled at short term.

f) Classification of financial assets and liabilities as current or non-current

In the accompanying consolidated balance sheet, financial assets and liabilities are classified on the basis of the time in which it is estimated that they will be realised or settled, i.e. financial assets and liabilities that are expected to be realised or settled over the course of the company's normal business cycle or within no more than 12 months are classified as current items, and those which do not meet these requirements are classified as non-current items.

Deferred tax assets and liabilities are classified as non-current regardless of when they are expected to be realised or settled.

g) Trade and other receivables

Trade receivables are recognised in the consolidated balance sheet at the amount invoiced.

In calculating such valuation adjustments as might be required for trade and other receivables, the Group takes into account the date on which the receivables are due to be settled and the equity position of related debtors.

Financial assets are derecognised when they expire or when the rights on the cash flows from the related financial assets and substantially all the risks and rewards of ownership have been transferred, such as firm asset sales.

h) Derivative instruments

All the derivatives held by the Group at 31 December 2010 were OTC derivatives, whose prices are not quoted on organised futures and options markets and, therefore, it is necessary to apply generally accepted valuation techniques, based on objective market data, used in the measurement of financial instruments of this nature.

Foreign currency hedging contracts are valued using the spot exchange rate and the forward interest rate curves of the related currencies. The “market” foreign currency hedge is calculated at year-end and is compared with the price of the foreign currency hedge arranged.

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Foreign exchange hedges

The derivative financial instruments held by the Group companies are basically cash flow hedges arranged to mitigate the exposure of the cash flows associated with outside production rights to fluctuations in the US dollar/euro exchange rate.

Hedging instruments are recognised in the consolidated balance sheet at fair value and the changes therein are recognised directly in equity, for the effective portion, as provided for in IAS 39. When the term of the broadcasting rights designated as a hedged item commences, the associated gains or losses on the derivative that had previously been recognised in equity are included in the initial measurement of the asset and from then on any change in the fair value of the hedging instrument is recognised directly in profit or loss for the year.

The Group companies periodically test the effectiveness of the outstanding hedges and the ineffective portion is recognised immediately in the consolidated income statement, under financial profit or loss.

If a hedged transaction is no longer expected to occur, or no longer qualifies for hedge accounting, the net cumulative gain or loss recognised in equity is transferred to net profit or loss for the year.

Equity swap and interest rate hedges

In order to cover the increased costs of the three-year variable remuneration plan that would arise as a result of an increase in the Parent's share price, an equity swap was arranged in 2006 which meets the requirements for hedge accounting as provided for in IAS 39. In 2007 an interest rate hedge was arranged to hedge fluctuations in the floating interest rate on the equity swap, changes in the value of which are recognised directly in profit or loss.

When the last payment under the three-year variable remuneration plan was made in July 2009, these swaps were recognised in profit or loss and did not have any effect on the consolidated balance sheet at 31 December 2009 or 31 December 2010.

i) Treasury shares

All the treasury shares of the Parent at 31 December 2010 represented 5.00% of the issued share capital at that date (the treasury share transactions performed in 2010 and 2009 are summarised in Note 10-d). The amount relating to these treasury shares is recognised as a reduction of equity.

Acquisitions or sales of treasury shares (see Note 10-d) are charged or credited to equity at the amount paid or received, respectively, and, therefore, the gains or losses arising from these transactions are not reflected in the income statement but are recognised as an addition to or a reduction of equity, respectively.

j) Costs deriving from the three-year variable remuneration plan

The Group charges the amount incurred in the year in connection with the implementation of the three-year variable remuneration plan to “Staff Costs” or “Other Operating Expenses” in the accompanying consolidated income statement, based on the employment relationship or the services contract of the beneficiaries, with a credit to “Other Non-Current Liabilities” and “Other Current Liabilities” in the accompanying consolidated balance sheet.

The three-year variable remuneration and loyalty-building plan for the directors and executives of the Antena 3 Group was settled in full in 2009 and, accordingly, there were no liabilities in connection with obligations of this nature at the end of 2010 and 2009.

k) Bank borrowings

Interest-bearing bank loans, credit facilities and overdrafts are recorded at the amount received. Borrowing costs are recognised in the consolidated income statement on an accrual basis using the effective interest method and are added to the carrying amount of the liability to the extent that they are not settled in the period in which they arise.

l) Termination benefits

Under current employment legislation, the Group companies are required to pay termination benefits to employees terminated under certain conditions. The Parent’s directors do not expect any liabilities to arise other than those already recognised in this connection.

m) Provisions

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The present obligations arising from past events which could give rise to a loss for the Group which is uncertain as to its amount and timing are recognised as provisions in the consolidated balance sheet at the present value of the most probable amount that it is considered the Group will have to disburse to settle the obligation.

Provisions are quantified taking into consideration the best information available at the date of preparation of the consolidated financial statements on the consequences of the event giving rise to them and are reestimated at the end of each year.

n) Revenue and expense recognition

Revenue and expenses are recognised on an accrual basis.

Revenue is measured at the fair value of the consideration received or receivable and represents the value of the goods and services provided in the normal course of business, net of discounts, VAT and other sales-related taxes.

The Group companies basically obtain revenue from the sale of advertising space; this revenue is recognised in the consolidated income statement when the related advertising spot is broadcast.

o) Income taxes; deferred taxes

The current income tax expense is calculated by aggregating the current tax arising from the application of the tax rate to the taxable profit (tax loss) for the year, after deducting the tax credits allowable for tax purposes, plus the change in deferred tax assets and liabilities.

In general, deferred tax liabilities are recognised for all taxable temporary differences, whereas deferred tax assets (including those relating to temporary differences and tax loss and tax credit carryforwards) are only recognised to the extent that it is considered probable that the consolidated companies will have sufficient taxable profits in the future against which the deferred tax assets can be utilised.

Deferred tax assets and liabilities are calculated by applying the tax rates that are expected to apply in the period when the asset is realised or the liability is settled. The current rate is 30% for 2010 and subsequent years.

In 2001 the Group began to file consolidated tax returns. Antena 3 de Televisión, S.A. is the Parent of this consolidated tax group (see Note 20).

p) Foreign currency transactions

The Group's functional currency is the euro. Therefore, transactions in currencies other than the euro are deemed to be “foreign currency transactions” and are recognised by applying the exchange rates prevailing at the date of the transaction.

q) Consolidated statements of cash flows

The following terms are used in the consolidated statements of cash flows with the meanings specified:

Cash flows: inflows and outflows of cash and cash equivalents, which are short-term, highly liquid investments that are subject to an insignificant risk of changes in value.

Operating activities: the principal revenue-producing activities of the Company and other activities that are not investing or financing activities.

Investing activities: the acquisition and disposal of long-term assets and other investments not included in cash and cash equivalents.

Financing activities: activities that result in changes in the size and composition of equity and borrowings that are not operating activities.

r) Earnings per share

Basic earnings per share are calculated by dividing the net profit attributable to the Parent by the weighted average number of ordinary shares outstanding during the year, excluding the number of shares of the Parent held by the Group.

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The Group has not carried out transactions of any kind that have led to diluted earnings per share differing from basic earnings per share (see Note 22).

s) Dividends

At the Annual General Meeting held on 24 March 2010, the shareholders of the Parent approved the proposed distribution of profit for 2009, whereby EUR 46,129 thousand were to be paid out as dividends, EUR 16,045 thousand of which related to the interim dividend paid on 10 December 2009. The remaining EUR 30,084 thousand related to the payment of a final dividend in the aforementioned year.

On 27 October 2010, the Board of Directors of the Parent approved the distribution out of the Parent’s profit for 2010 of a EUR 0.20 gross per share dividend, implying a total dividend of EUR 40,111 thousand, which was paid to the shareholders on 18 November 2010.

However, the final dividend, if any, proposed by the Board of Directors of Antena 3 de Televisión, S.A. to the shareholders at the Annual General Meeting is not deducted from equity until it has been finally approved by the latter.

4. Goodwill

The changes in “Goodwill” in the consolidated balance sheets in 2010 and 2009 were as follows:

Thousands of euros Balance at 31/12/08 Transfers Balance at

31/12/09Balance at

31/12/10

TELEVISION BUSINESS:VNews Agencia de Noticias, S.L.U. - 475 475 475RADIO BUSINESS:Antena de Radiodifusión, S.A.U. 8,591 - 8,591 8,591Canal Media Radio Galicia, S.L.U. 1,899 - 1,899 1,899Canal Media Radio, S.A.U. 295 - 295 295Ipar Onda, S.A.U. 260 - 260 260Medipress Valencia, S.A.U. 1,360 - 1,360 1,360Rkor Radio, S.L.U. 9,100 - 9,100 9,100Radio Alamedilla, S.A.U. 78 (78) - -Radio Tormes, S.A.U. 314 (314) - -Unión Ibérica de Radio, S.A.U. 30,138 (30,138) - -Uniprex, S.A.U. 123,369 30,530 153,899 153,899TOTAL 175,404 475 175,879 175,879

The Group periodically assesses the recoverability of the goodwill described in the foregoing table on the basis of three cash-generating units based on the businesses of its subsidiaries: television, radio, organisation of sports events and other. The goodwill of Unipublic, S.A. and its subsidiary Organizaciones Deportivas y Culturales Unipublic, S.A.U. included in the latter category is reclassified, in accordance with the accounting regulations, under “Investments Accounted for Using the Equity Method” on the asset side of the consolidated balance sheet.

The Company uses the strategic plans of the various businesses to calculate any possible impairment and discounts expected future cash flows. The Group prepares the various projections individually, taking into account the expected future cash flows of each cash-generating unit.

For the television and radio units, the key assumptions on which the cash flow projections are based relate mainly to advertising markets, audience, advertising efficiency ratios and the evolution of expenses. Except for advertising data, which is measured on the basis of external sources of information, the assumptions are based on past experience and reasonable projections.

These future projections cover the next four or five years. The cash flows for the years not considered in the projections are estimated to be perpetual, with growth of 1%-2%.

In assessing value in use, the estimated cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the assets. In order to calculate the rate, the current value of money and the risk premiums generally used by analysts for the business and geographical area are taken into account, giving rise to future discount rates of 9%-9.5%.

For the organisation of sports and other events unit, the key assumptions on which the cash flow projections are based relate mainly to advertising markets and the evolution of expenses. These assumptions are based on past experience and on reasonable projections based on the knowledge of the industry. These future projections cover the next four or five years. The cash flows for the years not considered in the projections are estimated to

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be perpetual, with growth of 2.5%. In assessing value in use, the estimated cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the assets, by applying a future discount rate of 9%-9.5%.

The changes in goodwill in 2009 were due mainly to the merger of Uniprex, S.A. (Sole-Shareholder Company) (the absorbing company) with the subsidiaries Unión Ibérica de Radio, S.A. (Sole-Shareholder Company), Compañía Tres Mil Ochocientos, S.L. (Sole-Shareholder Company), Radio Alamedilla, S.A. (Sole-Shareholder Company), Grupo Universal Emisoras de Radio Amanecer, S.A. (Sole-Shareholder Company) La Veu de Lleida, S.L., (Sole-Shareholder Company), Ondadit, S.L., (Sole-Shareholder Company) and Radio Tormes, S.A., (Sole-Shareholder Company) (the absorbed companies). The absorbing company recognised the assets and liabilities of the absorbed companies in its accounts following criteria based on current consolidation rules, recognising the goodwill that arose from the consolidation of these companies.

The assets and liabilities of VNews Agencia de Noticias, S.L., which had been accounted for using the equity method and whose results had been reclassified as non-current assets held for sale, were fully consolidated in 2009 and, accordingly, the excess cost paid for it was transferred to goodwill (see Note 2-b).

Based on the methods used and the available estimates, projections and valuations, the Company’s directors consider that none of these assets became impaired in 2010.

5. Other intangible assets

The breakdown of the balances and transactions recognised under “Other Intangible Assets” in the consolidated balance sheets in 2010 and 2009 is as follows:

Thousands of euros Balance at 01/01/10

Additions or charge for the year

Disposals or reductions Transfers Balance at

31/12/10

Cost:Concessions, patents and trademarks 40,811 - (9) - 40,802Intellectual property 728 122 - - 850Computer software 34,919 55 (925) 2,313 36,362Audiovisual productions 96,939 2,405 - 36,701 136,045Other intangible assets 647 - - - 647Intangible assets in progress 35,100 27,398 (2,162) (37,768) 22,568

209,144 29,980 (3,096) 1,246 237,274Accumulated amortisation:Concessions, patents and trademarks (36,191) (1,062) 8 - (37,245)Intellectual property (465) (89) - - (554)Computer software (29,427) (2,162) 924 (30,665)Audiovisual productions (66,571) (30,472) - (1,246) (98,289)Other intangible assets (647) - - (647)

(133,301) (33,785) 932 (1,246) (167,400)Impairment losses: (6,038) (9,387) 2,164 - (13,261)Total 69,805 (13,192) - - 56,613

25


Additions/ Disposals

due to changes in

the scope of consolidation

Additions or charge for the year


31/12/09

Cost:Concessions, patents and trademarks 41,523 - - (706) (6) 40,811Intellectual property 589 9 124 - 6 728Computer software 30,803 27 26 (51) 4,113 34,919Audiovisual productions 73,741 - 1,610 (763) 22,351 96,939Other intangible assets 647 - - - - 647Intangible assets in progress 30,541 - 27,036 (125) (22,351) 35,100

177,844 36 28,796 (1,645) 4,113 209,144Accumulated amortisation:Concessions, patents and trademarks (35,831) - (1,072) 706 6 (36,191)Intellectual property (414) - (45) - (6) (465)Computer software (27,606) (9) (1,852) 40 - (29,427)Audiovisual productions (42,297) - (24,756) 482 - (66,571)Other intangible assets (647) - - - - (647)

(106,795) (9) (27,725) 1,228 - (133,301)Impairment losses: (1,826) - (6,038) 1,826 - (6,038)Total 69,223 27 (4,967) 1,409 4,113 69,805

Fully amortised intangible assets in use and in progress at 31 December 2010 amounted to EUR 90,013 thousand (31 December 2009: EUR 71,030 thousand).

6. Property, plant and equipment

The breakdown of the balances and transactions recognised under “Property, Plant and Equipment” in the consolidated balance sheets in 2010 and 2009 is as follows:

26


Additions or charge

for the year


31/12/10

Cost:Land and buildings 64,770 91 (1) 453 65,313Plant and machinery 85,605 1,011 (8,146) 6,890 85,360Other fixtures and tools 49,748 - (115) 1,371 51,004Furniture 13,271 45 (990) 472 12,798Computer hardware 32,961 249 (669) 1,155 33,696Transport equipment and other items of property, plant and equipment 4,316 - (66) - 4,250

Construction in progress 519 10,066 (10,341) 244

251,190 11,462 (9,987) - 252,665

Accumulated depreciation:

Land and buildings (25,634) (2,152) - - (27,786)

Plant and machinery (75,303) (4,776) 7,966 - (72,113)

Other fixtures and tools (41,071) (2,515) 118 - (43,468)

Furniture (11,778) (414) 951 - (11,241)

Computer hardware (27,366) (2,494) 642 - (29,218)Transport equipment and other items of property, plant and equipment (3,600) (212) 66 - (3,746)

(184,752) (12,563) 9,743 - (187,572)

Impairment losses: (3,963) - 2 - (3,961)Total 62,475 (1,101) (242) - 61,132


Additions/ Disposals due to changes in the scope of

consolidation

Additions or charge

for the year


31/12/09

Cost:Land and buildings 64,662 - 35 (96) 169 64,770Plant and machinery 89,841 577 849 (6,807) 1,145 85,605Other fixtures and tools 49,103 - 166 (345) 824 49,748Furniture 13,945 - 27 (767) 66 13,271Computer hardware 32,796 - 274 (1,476) 1,367 32,961Transport equipment and other items of property, plant and equipment 4,626 - - (310) - 4,316

Construction in progress 2,018 - 6,185 - (7,684) 519

256,991 577 7,536 (9,801) (4,113) 251,190

Accumulated depreciation:

Land and buildings (23,439) - (2,233) 38 - (25,634)Plant and machinery (75,703) (268) (5,200) 5,868 - (75,303)Other fixtures and tools (38,257) - (3,043) 229 - (41,071)Furniture (11,933) - (586) 741 - (11,778)Computer hardware (26,058) - (2,723) 1,415 - (27,366)Transport equipment and other items of property, plant and equipment (3,609) - (296) 305 - (3,600)

(178,999) (268) (14,081) 8,596 - (184,752)

Impairment losses: (4,043) - - 80 - (3,963)Total 73,949 309 (6,545) (1,125) (4,113) 62,475

The changes as a result of changes in the scope of consolidation in 2009 related mainly to the assets of VNews Agencia de Noticias, S.L.

At 31 December 2010, fully depreciated property, plant and equipment amounted to EUR 131,943 thousand (2009: EUR 119,723 thousand). The Group does not have any temporarily idle items.

27

The Group has taken out insurance policies to cover the possible risks to which its property, plant and equipment are subject and the claims that might be filed against it for carrying on its business activities. These policies are considered to adequately cover the related risks.

7. Investments accounted for using the equity method and other financial assets

The changes in financial assets in 2010 and 2009 were as follows:


Additions or charge

for the year

Disposals or

reductionsTransfers Balance at

31/12/10

Investments accounted for using the equity method-

Unipublic, S.A. (Note 4) (*) 12,613 315 (5,500) - 7,428Organizaciones Deportivas y Culturales de Unipublic, S.A. (Note 4) 368 69 - - 437

I3 Televisión, S.L.U. 58 52 - - 110Videoreport Canarias, S.A. (*) 480 458 - - 938Gestión Audiovisual de Canarias, S.L. 34 - 41 75Antena 3 de Televisión Colombia, S.A. 133 177 - - 310Canal 3 Televisión de Colombia, S.A. 10 233 - - 243Investments accounted for using the equity method 13,662 1,338 (5,500) 41 9,541

Other investments 41 - - (41) -Long-term guarantees and deposits 552 - (37) - 515Long-term loans 300 39 - - 339Other non-current assets 893 39 (37) (41) 854

(*) Audited.


Changes in the scope of

consolidation

Additions or charge

for the year

Disposals or

reductions

Balance at 31/12/09

Investments accounted for using the equity method-

Corporación Radiofónica Región de Murcia, S.A. 87 - - (87) -I3 Televisión, S.L. 91 - - (33) 58Teledifusión Madrid, S.A. - - - - -Unipublic, S.A. (*) 12,447 - 166 - 12,613Organizaciones Deportivas y Culturales de Unipublic, S.A. 368 - - - 368

Antena 3 de Televisión Colombia, S.A. 91 - 42 - 133Canal 3 Televisión de Colombia, S.A. 7 - 3 - 10Videoreport Canarias, S.A. (*) - 480 - - 480Investments accounted for using the equity method 13,091 480 211 (120) 13,662Other investments - 41 - - 41Long-term guarantees and deposits 556 - - (4) 552Long-term loans - 300 - - 300Other non-current assets 556 341 - (4) 893

(*) Audited.

At 31 December 2010, after assessing the goodwill of Unipublic, S.A. in accordance with the methods described in Note 4 to these consolidated financial statements, the Parent’s directors considered that this asset had suffered impairment amounting to EUR 5,500 thousand and, therefore, this goodwill was written down appropriately with a charge to “Net Impairment Losses" in the accompanying consolidated income statement.

The inclusions in the scope of consolidation in 2009 related mainly to the change in the consolidation method of VNews Agencia de Noticias, S.L., since this company held financial interests in other companies.

These assets are measured at fair value. None of the Group's investees are listed on Spanish or foreign stock exchanges.

28

8. Programme rights

The detail of “Programme Rights” is as follows:


Programme rights, netRights on outside productions 118,090 148,830In-house productions and programmes in process 36,397 28,872Sports broadcasting rights 3,214 3,214Impairment losses (21,238) (26,177)

136,463 154,739

Advances to suppliers 32,637 27,251

Total 169,100 181,990

At 31 December 2010, the Parent had commitments, mainly for the purchase of audiovisual property rights, amounting to EUR 36,271 thousand (2009: EUR 34,861 thousand). In addition, the Parent has purchase commitments to distributors, the definitive amount and price of which will be determined once the programmes are produced and, in certain cases, by establishing the acquisition price on the basis of box-office takings. The best estimate of these commitments amounts to EUR 45,633 thousand (2009: EUR 26,605 thousand).

Most of the programme rights on inventoriable in-house and outside productions at the end of 2010 are estimated to be amortised in 2011.

As described in Note 3-d, the Group recognises write-downs to reduce the unamortised value of programme rights. The effect on the consolidated income statement for 2010 amounted to EUR 5,042 thousand (2009: 12,401 thousand).

9. Trade and other receivables

The detail of “Trade and Other Receivables” in the consolidated balance sheets at 31 December 2010 and 2009 is as follows:


Trade receivables 247,100 215,836Receivable from associates and related companies 1,721 3,657Other accounts receivable 4,114 2,348

Total 252,935 221,841

The estimated amounts are recognised in the consolidated balance sheet, net of allowances for estimated bad and doubtful debts, on the basis of prior years' experience and of the Group's assessment of the current economic climate.

At 2010 year-end the allowance for doubtful debts amounted to EUR 29,466 thousand (2009: EUR 40,213 thousand). EUR 8,719 thousand were recognised in this connection in 2010 (2009: EUR 8,952 thousand), of which EUR 5,446 were used (2009: EUR 1,567 thousand).

10. Equity

a) Share capital

29

At the end of 2010 and 2009, the Parent's share capital amounts to EUR 158,335 thousand and consists of 211,112,800 fully subscribed and paid shares of EUR 0.75 par value each, all of which are of the same class and series and carry the same rights.

At 31 December 2010, the Parent's shareholder structure was as follows:

% of ownership

Grupo Planeta-de Agostini, S.L. 44.58

Ufa Film und Fernseh GMBH 20.49

Treasury shares 5.00

Other shareholders 29.93

Total 100.00

The Parent’s shares are listed on the Spanish stock market interconnection system and all carry the same voting and dividend rights.

There are agreements among the main shareholders that guarantee the Parent’s shareholder stability, the grant of mutual rights of acquisition on their shares, the undertaking not to take control of the Parent or to permit a third party to do so, and also include Group management agreements, as described in the consolidated directors’ report.

For management purposes, the Group treats the equity attributable to the Parent as capital. The only external requirements to which this capital for management purposes is subject are those contained in current Spanish corporate law, and there are no other legal restrictions thereon.

The Group determines the financial resources required with the two-fold objective of ensuring the Group companies’ capacity to continue operating and maximising profitability by optimising Group debt and equity. The Group’s financial structure taken as a whole consists of the equity attributable to the Parent’s shareholders (comprising share capital, share premium, retained earnings and other items), bank borrowings and cash and cash equivalents. The Group reviews this structure regularly and, taking into account the costs and risks associated with each type of funding (debt or equity), takes the appropriate decisions to achieve the aforementioned objectives.

b) Restricted reserves

Legal reserve

Under the Consolidated Spanish Public Limited Liability Companies Law, 10% of net profit for each year must be transferred to the legal reserve until the balance of this reserve reaches at least 20% of the share capital.

The legal reserve can be used to increase capital provided that the remaining reserve balance does not fall below 10% of the increased share capital amount. Otherwise, until the legal reserve exceeds 20% of share capital, it can only be used to offset losses, provided that sufficient other reserves are not available for this purpose.

At the end of 2010 and 2009 the balance of this reserve had reached the legally required minimum.

Reserve for retired capital

As a result of the capital reduction made in 2006, a reserve was constituted for EUR 8,333 thousand, an amount equal to the par value of the retired shares, which may only be used if the same requirements as those for the reduction of share capital are met, pursuant to Article 335-c of the Spanish Limited Liability Companies Law.

Other restricted reserves

Restricted reserves include an amount of EUR 281 thousand which is considered to be a restricted reserve since it corresponds to the “Reserve for the Adjustment of Share Capital to Euros”.

c) Contributions to consolidated profit by company

The detail of the contributions to the consolidated profit for the year of the fully consolidated companies and the companies accounted for using the equity method at 31 December 2010 and 2009 is as follows:

30

Thousands of euros 2010 2009Antena 3 de Televisión, S.A. 104,844 44,398Uniprex subgroup 12,485 12,968Other (8,201) 3,373

TOTAL 109,128 60,739

The aim of the method used to determine the contribution to consolidated profit is to maintain the required transactions between Group companies so that they can carry on their business activities under normal market conditions.

d) Treasury shares

The changes in “Treasury Shares” in 2010 and 2009 were as follows:

Number of shares 2010 2009

At beginning of year 10,555,640 7,377,191Purchases - 3,178,449Delivery of shares - -

At end of year 10,555,640 10,555,640

The shares of the Parent held by it represent 5.00% of the Parent's share capital and total 10,555,640 shares, with a value of EUR 78,650 thousand and an average acquisition price of EUR 7.45 per share.

The shareholders at the Annual General Meeting held on 24 March 2010 approved a resolution authorising the Parent to acquire treasury shares provided that they did not exceed the maximum legal limit permitted by law at any given time.

Pursuant to Article 82 of Securities Market Law 24/1988, on 10 October 2008, the Parent notified the CNMV of a significant event whereby, based on the extraordinary situation of the stock markets and the repercussion thereof on the market price of its shares, the Parent resolved to begin a treasury share acquisition process that may be extended to the limit established by the related authorisation resolution adopted by the shareholders at the Annual General Meeting held on 26 March 2008. The 5% limit was reached in April 2009.

The shareholders at the Annual General Meeting held on 25 March 2009 also resolved to reduce the share capital in order to retire treasury shares with a charge to profit or unrestricted reserves, authorising the Board of Directors to implement this resolution. At the date of preparation of these consolidated financial statements, the aforementioned resolution had become void because the18-month period established in this connection had elapsed, as the Board of Directors had not made use of the powers granted to it by the shareholders at the Annual General Meeting in relation to the execution thereof.

e) Dividends

At the Annual General Meeting held on 24 March 2010, the shareholders of the Parent approved the proposed distribution of profit for 2009, whereby EUR 46,129 thousand were allocated to the payment of dividends, of which EUR 16,045 thousand related to the interim dividend paid out of 2009 profit on 10 December 200. The remaining EUR 30,084 thousand related to the payment of a final dividend in the aforementioned year.

On 27 October 2010, the Board of Directors of the Parent approved the distribution out of the Company’s profit for 2010 of EUR 0.20 gross per share, implying a total dividend of EUR 40,111 thousand, which was paid to the shareholders on 18 November 2010.

f) Non-controlling interests

31

“Non-Controlling Interests” relates to the non-controlling interests of Uniprex Televisión Digital Terrestre de Andalucía, S.L., which at 31 December 2010 held 25.8% of the shares of this company, the amount of which is not significant.

11. Provisions and other liabilities

The changes in the long- and short-term provisions in 2010 were as follows:


Charge for the year

Amounts used and payments

Transfers Balance at 31/12/10

Litigation 33,968 5,806 (10,300) 46 29,520

Operating provisions 39,050 36,258 (34,746) - 40,562

Other provisions 17,615 20,740 (15,024) - 23,331

Total provisions 90,633 62,804 (60,070) 46 93,413

Short- and long-term provisions in the consolidated balance sheet relate basically to the volume rebates paid yearly which accrue over the course of the year. There are also provisions for litigation which relate mainly to the best estimate of the amounts that will become payable for which the payment schedule depends on court judgments and is, therefore, difficult to estimate, and other provisions relating to estimated future payment obligations arising from the Group’s own activities.

The main item included under “Other Non-Current Liabilities” relates to accounts payable over more than one year for copyrights and a portion of deferred taxes (see Note 20-d).

“Other Current Liabilities” relates mainly to remuneration payable for various items. In July 2009 the outstanding debt under the multi-year incentive, loyalty-building and variable remuneration plan was paid and, therefore, there was no liability in this connection at 2010 and 2009 year end.

12. Bank borrowings

The detail of “Bank Borrowings” at 31 December 2010 and 2009 is as follows:

2010 2009

Thousands of euros LimitShort-term

balance drawn down

Long-term balance

drawn downLimit

Short-term balance

drawn down

Long-term balance

drawn down

Bank loans 1,050 - 1,050 1,698 32 1,666

Credit facilities 354,000 99,810 - 357,150 168,082 12,766

Other - 93 40 - 91 133

Interest payable - 431 - 533 -

Total 355,050 100,334 1,090 358,848 168,738 14,565

The interest rates paid in 2010 on the loans and credit facilities arranged with banks are mainly tied to Euribor.

The long-term balances drawn down mature in 2012 (EUR 598 thousand) and 2014 (EUR 452 thousand).

13. Hedging derivatives

32

a) Foreign currency hedges

The Group uses currency derivatives to hedge significant future transactions and cash flows. The instruments purchased are denominated in US dollars.

The Group applies hedge accounting and documents the hedging relationships and the measurement of their effectiveness as required by IAS 39. In all cases, these include the cash flow hedges of firm commitments, the EUR/USD forward exchange rate exposure to possible variations in the cash flows payable in euros associated with broadcasting rights of which is hedged.

For 2010, due to the commencement of the period in which the broadcasting rights being hedged come into force, EUR 15 thousand were deducted from equity and recognised as a deduction of inventories. In 2009 the aforementioned effect gave rise to an increase in inventories of EUR 69 thousand. The changes in the fair value of the derivatives arranged by the Group depend on the changes in the EUR/USD exchange rate and on the euro interest rate curves.

At 31 December 2010, the Group had arranged instruments to hedge its foreign currency asset and liability positions amounting to USD 40,235 thousand, at a weighted average exchange rate of EUR 1.3564/USD 1. At 31 December 2009, the Group had arranged hedging instruments amounting to USD 51,604 thousand, at a weighted average exchange rate of EUR 1.4192/USD 1.

At the consolidated balance sheet date, the total amount of outstanding forward currency contracts entered into by the Group is as follows (the terms reflect the moment in which the hedged portion is recognised and in which the value of the hedging instruments is adjusted in equity as an increase in / reduction of inventories:


Classification Type Expiry

Amount contracted (thousands

of euros)

Ineffective portion

recognised in the income statement


Assets Liabilities

Foreign currency hedges Foreign currency hedge Purchase of USD 2011 23,607 - 807 328

Foreign currency hedges Foreign currency hedge Purchase of USD 2012 6,055 - 123 116

At 31 December 2010, the fair value of the Group's foreign currency derivatives, which are designated and effective as cash flow hedges, was estimated to be positive by EUR 930 thousand and negative by EUR 444 thousand (2009: EUR 572 thousand positive and EUR 1,138 thousand negative). This amount was deferred and recognised in equity.

The foreign currency derivatives have been arranged in such a way that they are totally effective and, therefore, they are recognised in full in equity until inventories are recognised.

The sensitivity analysis indicates that positive or negative changes of 5% in spot EUR/USD exchange rates would give rise to changes of approximately EUR 3 million in the fair value of the foreign currency derivatives. Increases in the value of the euro (depreciation of the US dollar) would increase negative values while decreases in the value of the euro would increase positive values.

The financial instruments measured at fair value should be classified as levels 1 to 3, based on the degree of verification of their fair value. Therefore, fair values arising from quoted prices on active markets will be classified as level 1. Those arising from external information other than quoted prices will be classified as level 2. And values obtained using valuation techniques that include data that is not observable in active markets will be classified as level 3. The Group’s derivative instruments would be classified as level 2.

b) Equity and interest rate swaps

In order to cover the increased cost of the three-year variable remuneration plan that would arise in the event of an increase in the Company’s share price, an equity swap contract was arranged in 2006 that met the requirements to qualify for hedge accounting. In 2007 an interest rate derivative was arranged to hedge the fluctuations in the floating interest rate of the equity swap, recognising the changes in the value thereof directly in the consolidated income statement of the year.

When the last payment under the three-year variable remuneration plan was made in July 2009, these swaps were recognised in profit and loss and did not have any impact on the consolidated balance sheet at 31 December 2010 and 2009

The effect on the 2009 consolidated income statement was an increased expense of EUR 2,292 thousand which was recognised under “Financial Loss”. As mentioned previously, the Parent did not engage in any transactions of this nature in 2010.

33

The Group met the requirements described in Note 3-h on measurement bases in order to classify the financial instruments detailed as hedges. Specifically, they were formally designated as such and it was verified that the hedges were effective. Both hedges were settled on expiry, and no new hedges have been arranged since then.

14. Trade and other payables

The detail of “Trade and Other Payables” in the consolidated balance sheets at 31 December 2010 and 2009 is as follows:


Trade payables 242,148 211,997Payable to associates and related companies 11,380 13,477Customer advances 2,523 2,704

Total 256,051 228,178

In relation to the information required by Additional Provision Three of Law 15/2010, of 5 July, for these first consolidated financial statements prepared after the law had come into force, at 31 December 2010, approximately EUR 40 million of the balance payable to suppliers were past due by more than the statutory payment period.

This amount relates mainly to payables to suppliers for production services relating to agreements signed prior to the entry into force of the legislation, included in “Current Liabilities - Trade and Other Payables” in the consolidated balance sheet.

In accordance with Law 3/2004, of 29 December, which establishes measures to combat default in commercial transactions, and in accordance with the transitional provisions established in Law 15/2010, of 5 July, the maximum legal payment period applicable to the Group is 85 days from the date of entry into force of the law until 31 December 2011.

15. Other guarantee commitments to third parties and contingent assets and liabilities

a) Guarantee commitments to third parties

The detail of the guarantees provided by the Group to banks for third- and related parties is as follows:


Group companies and associates 7,669 24,386Other guarantees 7,090 13,259

Total 14,759 37,645

The Parent’s directors consider that any liabilities not foreseen at 31 December 2010 that might arise from the guarantees provided would not be material.

b) Contingent liabilities

At 31 December 2010, certain civil, labour, criminal and administrative lawsuits had been filed against the Group companies, which were taken into account in estimating any contingent liabilities. Noteworthy, in view of their amount, were the lawsuits with certain collection societies.

The directors of the Parent and its legal advisers do not expect any material liabilities additional to those already recorded to arise from the outcome of the lawsuits in progress.

34

c) Litigation

In 2010 there were no significant changes in litigations and no new litigation proceedings deemed significant were brought against the Group.

16. Risk management policy

a) Risk management policy

The businesses and companies establish the risk management controls required to ensure that transactions in markets are performed in accordance with the Antena 3 Group's policies, rules and procedures and that all transactions take place within the limits approved for each case.

b) Foreign currency risk

Foreign currency risks are concentrated at the Parent and relate basically to the payments to be made in international markets to acquire broadcasting rights. The Parent arranges hedging instruments, mainly foreign currency hedges, to mitigate its foreign currency risk exposure for EUR/USD forward foreign currency risk. Sensitivity to changes in the exchange rate is described in Note 13-a.

c) Liquidity risk

The Group's liquidity policy is to arrange credit lines and short-term investments for amounts that are sufficient to support its financing needs, on the basis of its expected business performance (see Note 12).

d) Credit risk

The Group does not have a significant credit risk since the average customer collection period is very short and guarantees are required for deferred payment sales. Cash is placed and derivatives are arranged with highly solvent entities.

The Corporate Governance Report includes an extensive summary of the risk control systems.

17. Income and expenses

a) Revenue

The breakdown, by business line, of the Group's revenue for 2010 and 2009 is as follows:


Advertising sales 785,129 673,358Other sales 30,948 12,686Trade and other discounts (42,754) (35,315)

Total 773,323 650,729

The breakdown, by geographical market, of the Group's revenue for 2010 and 2009 is as follows:


Spain 769,463 644,811Other EU countries 3,228 4,668Non-EU countries 632 1,250

Total 773,323 650,729

35

b) Programme amortisation and other procurements

The detail of “Programme Amortisation and Other Procurements” is as follows:


Outside production services 183,703 169,968Broadcasting of in-house productions 159,776 152,593Programme broadcasting rights 152,701 123,262Performance of and contributions by entertainers 9,845 12,161Live broadcasting rights 221 19,321Other amortisation 11,280 18,517Other purchases 2,491 156Addition to programme rights (195,568) (175,399)

Total 324,449 320,579

“Addition to Programme Rights” reflects the expenses incurred in making programmes. In accordance with the Parent’s procedures, these expenses are capitalised and subsequently amortised in accordance with the policies described in Note 3-d.

c) Staff costs

The detail of "Staff Costs" is as follows:


Wages and salaries 107,796 110,902Social security costs 18,137 21,062Other staff costs 2,908 2,960

Total 128,841 134,924

The remuneration of senior executives who are not directors amounted to EUR 3,918 thousand in 2010 (EUR 6,023 thousand in 2009). Of this amount, EUR 196 thousand related to indemnity payments received by senior executives in 2009. No amount was paid in this connection in 2010.

The Parent has not granted any loans or advances to its senior executives and it does not have any supplementary pension, retirement bonus or special indemnity obligations to them in their capacity as executives.

The average number of Group employees in 2010, by professional category, was as follows:

2010Professional category

Women Men

Senior executives 1 11

Directors 80 159

Other line personnel 573 642

Clerical staff 146 28

Other 147 100

Total 947 940

36

The average number of Group employees at 2009 year-end, by professional category, was as follows:

2009Professional category

Women Men

Senior executives 1 11Directors 80 159

Other line personnel 590 625Clerical staff 140 21Other 160 108

Total 971 924

The number of senior executives includes two directors.

The average number of employees in 2010 with a disability of more than 33%, by professional category, is as follows:

Professional category 2010

Directors 2

Other line personnel 18

Clerical staff 17

Other 4

Total 41

Three-year variable remuneration and executive loyalty-building plan

As the Spanish National Securities Market Commission (CNMV) was informed on 12 May 2004, the Parent's shareholders at the Annual General Meeting on that date approved a three-year variable remuneration and loyalty building plan for the directors and executives of the Antena 3 Group. Once the criteria of the Nomination and Remuneration Committee had been taken into account and the resolutions of the relevant managing bodies had been adopted, the plan was implemented in 2009 which, as notified to the CNMV on 4 January 2005, was targeted at two groups of directors and executives, in the corresponding categories, for which across-the-board conditions were established.

The amounts corresponding to the group of beneficiaries with maturity on 10 July 2007 were paid in 2007. The amounts corresponding to the first group referred to in the preceding paragraphs were paid in July 2009. EUR 5,507 thousand became vested in 2009.

Given that the plan was settled in full in 2009, there is no balance in this connection in the consolidated financial statements for 2010.

d) Other operating expenses

The detail of “Other Operating Expenses” in the consolidated income statement is as follows:


Operating leases and charges 52,359 50,997Work performed by other companies 51,607 30,817Copyrights 30,894 27,362Communications 11,354 12,514Advertising and publicity 6,383 4,051Other overheads 44,880 41,496

Total 197,477 167,237

37

“Operating Leases and Charges” in the accompanying consolidated income statements includes mainly the charge for the distribution of the audiovisual signal and the telecommunications operators’ contribution to the financing of Corporación RTVE.

e) Other disclosures

The fees for audit services provided to the various companies composing the Antena 3 de Televisión, S.A. and Subsidiaries Group by the main auditor, Deloitte, S.L., and by other entities related thereto in 2010, amounted to EUR 275 thousand (2009: EUR 276 thousand), and the fees relating to services relating to the audit in 2010 amounted to EUR 164 thousand, for which no such services were provided in 2009.

Also, the fees for other professional services provided to the various Group companies by the main auditors and by other entities related thereto amounted to EUR 17 thousand (2009: EUR 308 thousand). No tax advisory services were provided in 2010 or in 2009.

The Annual Corporate Governance Report includes a description of the work of the Audit Committee and an explanation of the manner in which the objectivity and independence of the auditor is guaranteed when the auditors provide non-audit services.

18. Net impairment losses

In 2010, “Net Impairment Losses” in the consolidated income statement reflects the impairment of the goodwill of Unipublic, S.A., amounting to EUR 5,500 thousand (see Note 7).

In 2009 the Group recognised impairment losses on non-current assets amounting to EUR 5,597 thousand. In addition, the Group recognised impairment losses on non-current assets recognised in prior years amounting to EUR 1,826 thousand.

As indicated in Note 2, “Net Gain on Disposal of Non-Current Assets” includes mainly the gains on disposals of companies.

19. Business and geographical segments

Basis of segmentation

Segment reporting is structured on the basis of the Group's various business lines at the end of 2010 and 2009, taking into account, on the one hand, the nature of the services provided and, on the other, the customer segments targeted by them.

In 2010 and 2009 the Group focused its business activities on the following major business lines in Spain:

Television

Radio

Other businesses, the most noteworthy of which are event management, audiovisual production and the management of advertising in cinemas.

In order to present segment reporting more fairly, the method used to determine the contribution of each business segment to the Group was changed, although this did not have a significant effect with respect to the information presented in the consolidated financial statements at 31 December 2009 (see Note 10-c).

38

Thousands of euros Television Radio Other businessesConsolidation

Adjustments between segments

Antena 3 consolidated

Group

2010 2009 2010 2009 2010 2009 2010 2009 2010 2009

PROFIT/LOSS

Revenue and other income 687,731 600,883 90,214 88,349 37,782 27,093 (8,012) (12,430) 807,715 703,895Operating expenses (excluding depreciation and amortisation charge)

543,427 533,445 69,501 68,237 45,851 33,488 (8,012) (12,430) 650,767 622,740

GROSS PROFIT (LOSS) FROM OPERATIONS 144,304 67,438 20,713 20,112 (8,069) (6,395) - - 156,948 81,155

Depreciation and amortisation charge 11,944 12,860 3,654 3,929 280 319 - - 15,878 17,108

PROFIT (LOSS) FROM OPERATIONS 132,360 54,578 17,059 16,183 (8,349) (6,714) - - 141,070 64,047

Net impairment losses recognised/reversed - 74 - - (5,500) (3,845) - - (5,500) (3,771)

Net gain or loss due to changes in the value of financial instruments at fair value

933 (633) - - - - - - 933 (633)

Exchange differences (1,112) (396) - - (25) 25 - - (1,137) (371)

Investment income 2,171 3,005 280 953 37 62 (2,264) (3,172) 224 848

Finance costs 4,697 11,340 71 115 2,132 2,148 (2,264) (3,172) 4,636 10,431

Financial profit (loss) (2,526) (8,335) 209 838 (2,095) (2,086) - - (4,412) (9,583)Share of results of associates and joint ventures accounted for using the equity method

412 (30) - - 296 471 - - 708 441

Net gain (loss) on the disposal of non-current assets or on the valuation of non-current assets classified as held for sale not included under discontinued operations

18 1,175 (13) 3 (7) 102 - - (2) 1,280

PROFIT (LOSS) BEFORE TAX 130,085 46,433 17,255 17,024 (15,680) (12,047) - - 131,660 51,410

Income tax 25,216 294 5,021 (3,533) (7,705) (6,090) - - 22,532 (9,329)

PROFIT (LOSS) AFTER TAX 104,869 46,139 12,234 20,557 (7,975) (5,957) - - 109,128 60,739

BALANCE SHEET

ASSETS

Segment assets 984,175 865,700 457,654 431,057 152,439 110,686 (820,980) (624,991) 773,288 782,452

Investments accounted for using the equity method 1,676 759 - - 7,865 12,903 - - 9,541 13,662

TOTAL ASSETS 985,851 866,459 457,654 431,057 160,304 985,851 (820,980) (624,991) 782,829 796,114

LIABILITIES

Segment liabilities 985,851 866,459 457,654 431,057 160,304 123,589 (820,980) (624,991) 782,829 796,114

TOTAL LIABILITIES 985,851 866,459 457,654 431,057 160,304 123,589 (820,980) (624,991) 782,829 796,114

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20. Tax matters

a) Consolidated tax group

Pursuant to current legislation, the consolidated tax group includes Antena 3 de Televisión, S.A., as the Parent, and the Spanish subsidiaries that meet the requirements provided for in Spanish legislation regulating the taxation of the consolidated profits of corporate groups (in which an ownership interest of more than 75% is held).

The Group's other subsidiaries file individual tax returns in accordance with the tax legislation in force in each country.

Pursuant to Corporation Tax Law 43/1995, of 27 December, on 26 December 2000, Antena 3 de Televisión, S.A. notified the Madrid tax authorities of its decision to file consolidated income tax returns. This application is considered indefinite provided that the requirements established in the current Article 67 of the Consolidated Spanish Corporation Tax Law are met and the Group does not opt to cease to apply the consolidated tax regime. The filing of consolidated tax returns gives rise to reciprocal intra-Group balances, due to the offset of the losses incurred by certain companies against the profit earned by other Group companies.

On 5 June 2009, the public deed was executed for the merger by absorption of Radio Tormes, S.A. (Sole-Shareholder Company), Radio Alamedilla, S.A. (Sole-Shareholder Company), Compañía Tres Mil Ochocientos, S.L. (Sole-Shareholder Company), La Veu de LLeida, S.L. (Sole-Shareholder Company), Grupo Universal de Emisoras Radio Amanecer, S.A. (Sole-Shareholder Company), Ondadit, S.L. (Sole-Shareholder Company) and Unión Ibérica de Radio, S.A. (Sole-Shareholder Company) into the sole shareholder Uniprex, S.A. (Sole-Shareholder Company) through the dissolution without liquidation of the absorbed companies and the transfer en bloc of their assets and liabilities to Uniprex, S.A. (Sole-Shareholder Company), the absorbing company, which acquired them by universal succession and was subrogated to all the rights and obligations of the absorbed companies, as stipulated in Article 233 of the Spanish Public Limited liability Companies Law. The effective date from which the transactions of the absorbed companies were considered to have been performed for accounting and tax purposes by the absorbing company was taken to be 1 January 2009.

The merger gave rise to the merger goodwill shown in Note 4, which differs from the merger goodwill for tax purposes calculated and amortised as provided for in Article 89.3 of the Consolidated Spanish Corporation Tax Law.

b) Reconciliation of the accounting profit to the income tax expense

The reconciliation of the accounting profit to the income tax expense is as follows:


Consolidated profit before tax 131,660 51,410

Permanent differences 5,075 (2,815)

Tax losses incurred prior to the formation of the tax group used in 2010 (50) -

Adjusted profit 136,685 48,595

Tax rate 30.00% 30.00%

Adjusted profit due to change in applicable tax rate 41,005 14,578

Tax credits (18,678) (15,742)

Current income tax expense 22,327 (1,164)

Income tax adjustment 205 (8,165)

Total tax expense 22,532 (9,329)

Effective tax rate 17.11% (18.14%)

The 2010 permanent differences mainly include negative consolidation differences (EUR 1,176 thousand), the amortisation of merger goodwill (EUR 1,239 thousand), the impairment of goodwill at Unipublic (EUR 5,500 thousand), other non-deductible expenses (EUR 1,266 thousand) and donations (EUR 724 thousand).

The 2009 permanent differences mainly included donations and other non-deductible expenses (EUR 1,177 thousand), the amortisation of goodwill on consolidation (EUR 826 thousand) and consolidation differences (EUR 812 thousand).

The tax credits indicated in the table above were earned by the Group in 2010 for investment in audiovisual and film production, other investments in relation to donations to not-for-profit organisations that qualify under Law 49/2002 and domestic dividend double taxation tax credits.

40

“Income Tax Adjustment” includes the difference between the projected income tax expense recognised in 2009 and the effective tax return filed.

c) Reconciliation of the accounting profit to the taxable profit

The reconciliation of the accounting profit to the taxable profit (tax loss) for income tax purposes for 2010 and 2009 is as follows:


Accounting profit before tax 131,660 51,410Permanent differences – 5,075 (2,815)Temporary differences – (7,125) (97,432)Offset of prior years' tax losses (56,733) -Taxable profit (tax loss) 72,877 (48,837)Tax rate 30.00% 30.00%Gross tax payable (refundable) 21,863 (14,651)Tax credits used in 2010 (7,999) (15,742)2010 tax prepayments (10,511) (3,787)Tax payable (refundable) 3,353 (3,787)

d) Tax receivables and payables

The detail of the tax receivables and payables at 31 December 2010 and 2009 is as follows:


NON-CURRENT ASSETSDeferred tax assets (Note 20-e) 14,706 15,292Tax loss carryforwards 260 18,818Unused tax credits and tax relief 34,594 23,981

49,560 58,091CURRENT ASSETSIncome tax refundable (Note 20-c) - 3,787Other tax receivables 3 964VAT receivable 361 -

364 4,751Total tax receivables 49,924 62,842

OTHER NON-CURRENT LIABILITIESDeferred tax liabilities (Note 20-e) 127 241CURRENT LIABILITIESTax withholdings payable 2,644 3,381Income tax payable (Note 20-c) 3,353 -Accrued social security taxes payable 1,846 1,956VAT payable 5,676 5,839

13,519 11,176Total tax payables 13,646 11,417

On the basis of the estimate made by the Parent’s directors of the timing of future profits for the offset and use of these taxes, EUR 17,471 thousand were considered to be recoverable in the tax return for the coming year.

e) Deferred tax assets recognised

The difference between the tax charge allocated to the current year and to prior years and the tax charge already paid or payable for such years, which is recognised under deferred tax assets, arose as a result of temporary differences derived from the following items:

41

DEFERRED TAX ASSETS Thousands of euros

Balance at 31/12/08 Additions Disposals Other Balance at

31/12/09 Additions Disposals Other Balance at 31/12/10

Contingencies and charges 11,417 1,392 1,898 (1,499) 9,412 197 3,152 195 6,652

Non-current accounts payable 33,488 2,397 31,121 657 5,421 1,027 902 1,361 6,907

Hedging instruments 1,974 - 2,262 - (288) - 95 - (383)

Other 1,443 - - (696) 747 959 266 90 1,530

Total 48,322 3,789 35,281 (1,538) 15,292 2,183 4,415 1,646 14,706

The changes in “Deferred Tax Liabilities” were as follows:

DEFERRED TAX LIABILITIES Thousands of euros

Balance at 31/12/08 Additions Disposals Balance at

31/12/09 Additions Disposals Balance at 31/12/10

Derivatives - 57 - 57 - 57 -Grants 165 19 - 184 - 57 127

Total 165 76 - 241 - 114 127

The changes in deferred tax assets, included in the "Other” column, include most notably the difference between the projected income tax expense for 2009 and the effective tax return filed.

“Hedging Instruments” in the “Deferred Tax Asset” and “Deferred Tax Liabilities” tables is not included in “Temporary Differences” or “Deferred Tax Assets” in the tables in Note 20-c) since for tax purposes they are recognised directly in equity.

f) Tax recognised directly in equity

In addition to the income tax recognised in the consolidated income statement, in 2010 and 2009 the Group recognised the following amounts in consolidated equity:


Hedging instruments (383) (345)

Total (383) (345)

g) Other information

At 31 December 2010, the Group had from 2005 onwards open for review by the tax authorities for all the taxes applicable to it.

In 2008 the Parent (Antena 3 de Televisión, S.A.) acquired non-current assets as required under the terms established in Article 36 ter. of the Spanish Corporation Tax Law as worded in Law 24/2001, for the reinvestment of the extraordinary income obtained by the Group company Uniprex Televisión, S.L. (Sole-Shareholder Company) on the transfer of the ownership interest in a company. This reinvestment (EUR 499,950) gave rise to a tax credit of EUR 41,793, which was taken in 2008.

The aforementioned non-current assets continue to be held in use at Antena 3 Televisión in accordance with Article 36 of Spanish Corporation Tax Royal Decree-Law 4/2004.

Also, in 2009 the Company used the aforementioned tax credit for the reinvestment of extraordinary income deriving from the transfer of the ownership interest of Gloway Broadcasting Services, S.L., in compliance with the requirement of Article 36. In 2009 the Company acquired non-current assets amounting to EUR 6,414 thousand, under the terms and conditions established in the aforementioned Article to comply with the reinvestment and earned tax credits of EUR 46 thousand that it did not use.

These non-current assets continue to be used and are held in the equity of Antena 3 Televisión.

At 31 December 2010, the detail of the prior years' tax loss carryforwards (recognised and unrecognised) is as follows:

42

LAST YEAR FOR OFFSET Thousands of euros

2012 1,181

2013 3,093

2014 569

2015 138

2016 344

2017 548

TOTAL 5,873

21. Related party transactions

Transactions between the Parent and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this Note. Transactions and balances between the Group and its associates and other related companies are disclosed below.

Thousands of eurosBalances at 31/12/10 Trade

receivablesShort-term payables

Associates:

Fundación Antena 3 64 1,381I3 Televisión, S.L. 71 1,572Organiz. Deport. y Culturales de Unipublic, S.A. - 50Unipublic, S.A. 150 3,781Videoreport Canarias, S.A. - 3

Total associates (Notes 9 and 14) 285 6,787

Related companies:

Audiovisual Española 2000 de Ediciones, S.A. - 309Audiovisual Española 2000, S.A. 253 13Centro de Estudios CEAC, S.L. 10 -Corporació Catalana de Comunicació, S.L. 2 3DeAPlaneta, S.L. 129 1,141Ediciones Temas De Hoy, S.A. - 59Editorial Página Cero Málaga, S.L. - 2Editorial Página Cero, S.A. - 2,295Editorial Planeta Madrid, S.A. 14 112Editorial Planeta, S.A. - 16Espasa Calpe, S.A. 5 16Fremantle Media Ltd. 73 408Grupo Editorial CEAC, S.A. 2 -I.P. Network, S.A. (France) - 9I.P. Network, S.A. (UK) - 4I.P. Network, S.A. (Luxembourg) - 12Lanetro Zed, S.A. - 57Planeta Corporación, S.R.L. - 2Planeta Deagostini Profesional y Form., S.L. 7 -Planeta Directo, S.L. 10 -Planeta Ecommerce Network, S.L. 3 4Planeta Junior Italia, S.R.L. 70 -Planeta Junior, S.R.L. - 76Planeta Sistemas y Operaciones, S.L. - 1Prisma Publicaciones 2002, S.L. - 5RTL Televisión GmbH - 41Sociedad Anónima del Vídeo, S.L. 134 -Ulises Interactive, S.L. - 8Zed Iberia, S.L. 262 -Zed Producciones, S.A. 95 -Zed Worldwide, S.A. 367 -

Total associates (Notes 9 and 14) 1,436 4,593

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Thousands of eurosBalances at 31/12/09 Trade

receivablesShort-term payables

Associates:

Fundación Antena 3 68 1,542I3 Televisión, S.L. 41 1,099Organiz. Deport. y Culturales de Unipublic, S.A. - 50Unipublic, S.A. 322 4,162

Total associates 431 6,853

Related companies:

Audiovisual Española 2000, S.A. 18 147Canal Directo Interactivo, S.L. - 1Centro de Estudios CEAC, S.L. 15 1Corporació Catalana de Comunicació, S.L. 2 25DeAplaneta Producciones Cinematográficas, S.L. 12 -DeAPlaneta, S.L. 30 1,034Editorial Página Cero Málaga, S.L. - 3Editorial Página Cero Galicia, S.L. - 24Editorial Página Cero, S.A. 717 4,195Editorial Planeta, S.A. - 10Espasa Calpe, S.A. 17 8Espasa Libros, S.L. 14 -Fremantle Media Ltd. 15 117Grupo Editorial CEAC, S.A. 2 -I.P. Network, S.A. - 1Lanetro Zed, S.A. 6 189Magnolia TV España - 1,050Planeta Directo, S.L. 10 -Planeta Ecommerce Network, S.L. 3 6Planeta Junior Italia, S.R.L. 70 -Planeta Sistemas y Operaciones, S.L. - 1RTL Televisión GmbH - 1Sociedad Anónima del Vídeo, S.L. 134 -T.V.I. Televisâo Independiente, S.A. - 6Zed Iberia, S.L. 190 -Zed Worldwide, S.A. 1,971 -

Total related companies 3,226 6,819

44

Thousands of eurosTransactions at

31/12/10 SalesPurchases, acquisition

of rights and other services

Associates:

Fundación Antena 3 138 -I3 Televisión, S.L. 477 6,053Unipublic, S.A. 738 752

Total associates 1,354 6,805

Related companies:

Audiovisual Española 2000, S.A. 251 663Corporació Catalana de Comunicació, S.L. - 16DeAPlaneta, S.L. 1,064 650Editorial Página Cero, S.A. 532 9,886Editorial Planeta Madrid, S.A. 12 145Editorial Planeta, S.A. 8 50Espasa Calpe, S.A. (7) 25Espasa Libros, S.L. 2 -Fremantle Media Ltd. - 645Professional fees of directors - 1,402I.P. Network, S.A. (France) - 148I.P. Network, S.A. (UK) - 4I.P. Network, S.A. (Germany) - 4I.P. Network, S.A. (Luxembourg) - 16Lanetro Zed, S.A. - 96Magnolia TV España - 1,181Planeta Corporación, S.R.L. - 2Planeta de Agostini Formación, S.L. 6 -Planeta DeAgostini, S.A. 4 -Planeta Directo, S.L. 3 -Planeta Ecommerce Network, S.L. - 3Planeta Junior, S.L. - 125Planeta Sistemas y Operaciones, S.L. - 6Prisma Publicaciones 2002, S.L. - 9Ulises Interactive, S.L. - 7Zed Iberia, S.L. 476 -Zed Producciones, S.A. 82 -Zed Worldwide, S.A. 1,097 -


In addition to these transactions, in 2010 the Group sold and purchased advertising space to and from related companies, amounting to EUR 1,210 thousand and EUR 4,404 thousand, respectively, through advertising agencies.

45

Thousands of eurosTransactions at

31/12/09 SalesPurchases, acquisition

of rights and other services

Associates:

Fundación Antena 3 97 -Gloway Broadcast Services, S.L. 7 3,881I3 Televisión, S.L. 330 6,234Organiz. Deport. y Culturales de Unipublic, S.A. 1 -Unipublic, S.A. 813 991

Total associates 1,248 11,106

Related companies:

Audiovisual Española 2000, S.A. 109 267Centro de Estudios CEAC, S.L. 13 -Corporació Catalana de Comunicació, S.L. 2 53DeAPlaneta Producciones Audiovisuales, S.A. - 100DeAPlaneta, S.L. 122 480Editorial Página Cero Galicia, S.L. - 39Editorial Página Cero, S.A. 1,232 10,343Editorial Planeta, S.A. 102 19Espasa Calpe, S.A. 18 25Espasa Libros, S.L. 12 -Fremantle Media Ltd. 15 351I.P. Network, S.A. - 59Lanetro Zed, S.A. 6 174M6 Droits Audiovisuals, S.A. 604 -Magnolia TV España - 1,787Planeta Advertising Network, S.L. 17 195Planeta Ecommerce Network, S.L. 3 15Planeta Medios Digitales, S.L. - 15Planeta Sistemas y Operaciones, S.L. - 55Publipress, S.L. 4 -Ulises Interactiva, S.L. 2 13Zed Iberia, S.L. 576 -Zed Worldwide, S.A. 6,484 -


In addition to these transactions, in 2009 the Group sold advertising space to related companies, amounting to EUR 4,164 thousand, through advertising agencies.

22. Earnings per share

Basic earnings per share

Basic earnings per share are calculated by dividing the net profit or loss attributable to the Group by the weighted average number of ordinary shares outstanding during the year, excluding the average number of treasury shares held in the year.

Accordingly:

2010 2009

Net profit for the year (thousands of euros) 109,129 60,751Weighted average number of shares outstanding (thousands of shares) 200,557 200,937

Basic earnings per share (euros) 0.544 0.302

The diluted earnings per share coincide with basic earnings per share since there are no equity instruments with a dilutive effect.

46

23. Proposed distribution of profit

The Parent's directors will propose to the shareholders at the Annual General Meeting that the profit for 2010 be distributed as follows:

Thousands of euros 2010

Interim dividends paid in 2010 (EUR 0.20 per share) 40,111

Dividends (amount for distribution at EUR 0.25 per share) 50,139

Offset of prior years’ losses 1,568

Total 91,818

On 27 October 2010, the Board of Directors of the Parent approved the distribution out of the Parent’s profit for 2010 of EUR 0.20 gross per share, implying a total dividend of EUR 40,111, which was recognised under “Equity - Interim Dividend” in the accompanying consolidated balance sheet.

The provisional accounting statement prepared in accordance with legal requirements evidencing the existence of sufficient liquidity for the distribution of the dividends was as follows:

LIQUIDITY STATEMENT FOR THE PURPOSE OF THE PAYMENT OF THE INTERIM DIVIDEND FOR 2010

Thousands of euros

Liquidity at 30 September 2010 289,751

Cash projections up to 31 December 2010:

Current transactions October-December 2010 16,623Projected dividend payment (40,111)

Liquidity projection at 31 December 2010 266,263

24. Remuneration of directors

In 2010 the remuneration earned by the current and former members of the Parent’s Board of Directors (composed of two women and nine men) in the form of salaries, attendance fees and life insurance premiums amounted to EUR 2,043 thousand, EUR 668 thousand and 15 thousand, respectively. In 2009 these expenses amounted to EUR 5,795 thousand, EUR 670 thousand and EUR 16 thousand, respectively.

The Parent has not granted any loans or advances to its Board members and it does not have any supplementary pension, retirement bonus or special indemnity obligations to them in their capacity as directors.

25. Other disclosures concerning the Board of Directors

Pursuant to Article 229 et seq. of the Spanish Limited Liability Companies Law (LSC), the following information is included:

A) In accordance with the disclosures made by each of the directors, at 31 December 2010, neither the directors nor the parties related thereto, held direct or indirect equity interests in the share capital of companies engaging in an activity that is identical, similar or complementary to the activity that constitutes the company object of Antena 3 de Televisión, S.A. and its corporate Group.

B) With regard to the performance of activities carried on by the members of the Board of Directors, as independent professionals or as employees, that are identical, similar or complementary to the activity that constitutes the company object of Antena 3 de Televisión, S.A., at 31 December 2010, the directors had notified the Company of the following:

47

Nicolás Abel Bellet de Tavernost:

Activity Company through which the activity is performed

Position held or function performed at the company

Television RTL GROUP, S.A. Member of the operations management committeeTelevision MÉTROPOLE TELEVISIÓN, S.A.* Chairman of the executive committee

* As a result of his position in this company, he carries on activities related to the audiovisual industry through the M6 Group in France.

Marco Drago:



Holding company of production companies ZODIAK ENTERTAINMENT, S.A. Director

Silvio González:



Advertising ATRES ADVERTISING, S.L.U. Representative of the sole director (Antena 3 de Televisión, S.A.)

Television ANTENA 3 CANARIAS , S.L.U. Representative of the sole director (Antena 3 de Televisión, S.A.)

Sales ANTENA 3 EVENTOS, S.L.U. Representative of the sole director (Antena 3 de Televisión, S.A.)

Audiovisual production ANTENA 3 FILMS, S.L.U. Representative of the sole director (Antena 3 de

Televisión, S.A.)

Sales ANTENA 3 MULTIMEDIA, S.L.U. Representative of the sole director (Antena 3 de Televisión, S.A.)

Production of TV commercials GUADIANA PRODUCCIONES, S.A.U. Representative of the sole director (Antena 3 de

Televisión, S.A.)Advertising in cinemas MOVIERECORD CINE, S.A.U. Representative of the sole director (Antena 3 de

Televisión, S.A.)Management of programme rights MÚSICA APARTE. S.A.U. Representative of the sole director (Antena 3 de

Televisión, S.A.)Advertising and radio PUBLICIDAD 3, S.A.U. Representative of the sole director (Antena 3 de

Televisión, S.A.)

Radio UNIPREX, S.A.U. Representative of the sole director (Publicidad 3, S.A.U.)

Television ANTENA 3 TELEVISION DIGITAL TERRESTRE DE CANARIAS , S.A.U. Representative of the sole director (Uniprex, S.A.U.)

Television UNIPREX TELEVISIÓN, S.L.U. Representative of the sole director (Uniprex, S.A.U.)Television UNIPREX VALENCIA TV, S.L.U. Representative of the sole director (Uniprex, S.A.U.)

Television UNIPREX TELEVISION DIGITAL TERRESTRE DE ANDALUCÍA , S.L. Representative of the sole director (Uniprex, S.A.U.)

Radio RKOR RADIO, S.L.U. Representative of the sole director (Uniprex, S.A.U.)

48

Elmar Heggen:

Activity Company through which the activity is performed Position held or function performed at the company

Television RTL GROUP, S.A.Executive financial manager and corporate director of the head office and operations in Luxembourg

Television and radio holding company CLT-UFA, S.A. Director

Radio holding company IMMOBILIÈRE BAYARD D’ANTIN, S.A. Director

Belgian radio INADI, S.A. DirectorFrench radio IP FRANCE S.A. DirectorTelevision RTL 9, S.A. DirectorBelgian television RTL Belgium, S.A. Director

Holding company RTL GROUP CENTRAL AND EASTERN EUROPE, S.A. Director

Television and radio holding company RTL GROUP GERMANY, S.A. Director

Holding company RTL GROUP CENTRAL AND EASTERN EUROPE, GMBH Executive chairman

German radio RTL RADIO BERLIN GMBH General managerGerman radio RTL RADIO DEUTSCHLAND GMBH General manager German television RTL TELEVISIÓN GMBH General managerHolding production company FREMANTLEMEDIA, S.A. Chairman of the Board of Directors

Greek television ALPHA SATELLITE TELEVISION, S.A. Director Greek television PLUS PRODUCTIONS, S.A. DirectorHolding company RTL GROUP DEUTSCHLAND GMBH General managerHolding company RTL GROUP VERMÖGENSVERWALTUNG GMBH General managerProduction RTL GROUP SERVICES GMBH General managerProduction UFA FILM UND FERNSEH GMBH General managerHolding company RTL TV D.O.O. DirectorFrench radio EDIRADIO, S.A. Member of the supervisory committeeFrench television MÉTROPOLE TELEVISIÓN S.A. Member of the supervisory committeeHolding company AUDIOMÉDIA INVESTMENTS, S.A. Chairman of the Board of DirectorsBroadcasting BROADCASTING CENTER EUROPE, S.A. Chairman of the Board of DirectorsInsurance MEDIA ASSURANCES S.A. Chairman of the Board of DirectorsTechnical services MEDIA PROPERTIES Sàrl Chairman of management committeeTelevision and radio holding company RTL NEDERLAND HOLDING BV. Chairman of the supervisory committee

Holding company BERTELSMANN CAPITAL INVESTMENT, S.A. SICAR DirectorHolding company CONTENT UNION, S.A. (until 27 July 2010) Director

The following must be stated in relation to the activities performed by the aforementioned directors:

1.- In all cases, the proprietary directors discharge their professional activities at companies that form part of the corporate groups of their respective reference shareholders, which they represent on the Board of Directors of Antena 3 de Televisión, S.A.

2.- At the time of their appointment by the shareholders at the Annual General Meeting, information was disclosed on the relationship existing between the aforementioned proprietary directors and the shareholders that proposed their appointment in each case and on those who were associated as non-executive proprietary directors.

3.- In the case of the Chief Executive Officer, Silvio González, executive director, all the professional activities indicated are performed at companies owned by the Antena 3 Group and, therefore, no competition is entailed. In all cases, he acts as representative of the legal entity holding the position of sole director, which may be Antena 3 de Televisión itself or any of its subsidiaries. Each of these subsidiaries has its own management team.

4.- The inclusion of this information in the Company’s consolidated financial statements complies with Article 230 of the Spanish Public Limited Liability Companies Law on notifying the shareholders at the General Meeting and their express authorisation.

49

26. Events after the reporting period

There were no significant events between year-end and the date of preparation of the consolidated financial statements.

27. Explanation added for translation to English

These consolidated financial statements are presented on the basis of the regulatory financial reporting framework applicable to the Group (see Note 2-a). Certain accounting practices applied by the Group that conform with that regulatory framework may not conform with other generally accepted accounting principles and rules.

On 23 February 2011, the Board of Directors of Antena 3 de Televisión, S.A. resolved to authorise for issue the consolidated financial statements at 31 December 2010 of Antena 3 de Televisión, S.A. and Subsidiaries contained in this document, which, in witness whereof, are signed below by the directors:



Silvio González MorenoChief Executive Officer





Marco DragoDirector



Pedro Ramón y Cajal AgüerasDirector

DECLARATION OF RESPONSIBILITY FOR THE ANNUAL FINANCIAL REPORT

The members of the Board of Directors of Antena 3 de Televisión, S.A. declare that, as far as they are aware, the consolidated financial statements for 2010, authorised for issue at the meeting held on 23 February 2011 and prepared in accordance with the applicable accounting principles, present fairly the equity, financial position and results of operations of Antena 3 de Televisión, S.A. and the companies composing the consolidated Group taken as a whole, and that the consolidated directors’ report includes a fair analysis of the performance and business results and position of Antena 3 de Televisión, S.A. and of the companies composing the consolidated Group, together with a description of the main risks and uncertainties facing the Group.

San Sebastián de los Reyes, 23 February 2011



Silvio González MorenoChief Executive Officer





Marco DragoDirector



Pedro Ramón y Cajal AgûerasDirector


Consolidated directors' report

2010

Translation of a report originally issued in Spanish. In the event of a discrepancy, the Spanish-language version prevails.

ANTENA 3 AND SUBSIDIARIES GROUP (CONSOLIDATED GROUP)DIRECTORS' REPORT FOR 2010

Business performance and background

As we know, the trend in the Antena 3 Group’s main source of revenue, advertising, is strongly influenced by developments in economic activity. This is why the environment in recent years, triggered by the financial and economic crisis that began in the now distant summer of 2007, devastating the Spanish economy, has not been favourable. While in 2008 GDP rose by a slight 0.9%, in 2009 it crashed, falling back by 3.7%. According to the Spanish Institute of Statistics’ preliminary quarterly accounting report, GDP contracted by an overall 0.1% in 2010.

All of this had an immediate effect on the advertising market which fell by 29.5% in 2008 and 2009 as a whole. This dramatic fall inevitably eroded the television and radio operators’ margins. Nevertheless, the Antena 3 Group continued to present very positive results and a most healthy position. The improvement in domestic business activity boosted the performance of the advertising market in 2010 which, according to internal estimates, grew by 3.8%.

Under the new Spanish public television model, towards 2009 year-end TVE began to reduce its advertising spaces, which, by the beginning of 2010 were completely eliminated. This change, which had been repeatedly requested by all the commercial television operators, provided all of them, including Antena 3 de Televisión, S.A. with the possibility of significantly increasing their advertising revenues.

Also, in 2010 the digital terrestrial television (DTT) deployment process in Spain was fully completed, and by the beginning of April there was no further broadcasting of analogue television signals. In the summer, as envisaged, the new digital channels were granted to all the operators, so that all of us now have a complete multiplex system capable of broadcasting four television channels. The entire range of DTT services was thus configured to cover 25 national free-to-view channels and three national pay TV channels. In addition there are numerous regional and local services and public television channels.

Due to the increase in the number of channels, the audience share of traditional channels continued to shrink in 2010. As a result, the main channel, Antena 3, recorded an annual average audience of 11.7% compared with 14.7% in 2009. Conversely, the complementary channels, Neox, Nova and Nitro proved to be the most popular from end August, achieving an aggregate share of 4.1% compared with 1.9% in 2009. Thanks to these channels, the total audience share was 15.8%, only 0.8% lower than that of 2009. It should also be remembered that the strategy of using the same advertising spaces for the four channels means that commercial advantage can be taken of all the channels at the same proportion.

The radio business, which is operated through the Group’s subsidiary, Uniprex, S.A.U., performed very well in terms of audience. Overall, it consolidated as the second leading radio broadcaster, with a total audience of 3.8 million listeners, according to the 2010 third wave of the General Media Study. Onda Cero, which broadcasts general content, achieved 2.3 million listeners and Europa FM’s music programme had 1.5 million listeners, 24% more than in 2009.

The Group’s net income amounted to EUR 808 million compared with EUR 704 million in 2009, representing growth of 14.7%, well above the average in the advertising market.

The Group continued to implement cost containment measures in all its business areas. However, it incurred certain restructuring costs, and total operating expenses increased by 4.2% to EUR 667 million.

Profit before tax stood at EUR 109 million in 2010, as compared with EUR 61 million in 2009. After-tax profit amounted to EUR 109 million (2009: EUR 61 million).

Significant events for the Group after the reporting period

There were no significant events between the end of the reporting year and the date of preparation of the Group's consolidated financial statements.

Outlook for the Group

The outlook for the Spanish economy in 2011 is gloomy, although nearly all the business analysts and economic analysis institutions anticipate a slight upturn in domestic demand. In this respect, there are bright prospects for the advertising market, especially for television and the Internet.

From the audience standpoint, the four channels offer a very diverse and competitive range of contents. When we combine this with the very satisfactory transition to the new DTT services for the Neox, Nova and Nitro channels, the outlook for 2011 is promising. The reinforcement of its programmes will be a fundamental objective for Antena 3 if it is to maintain its already sharp competitive edge. The radio business, which is evolving in a more stable manner, is also expected to prosper on the back of the well established general interest programmes and the ongoing innovation of the musical programmes, which have been so popular with listeners.

This strategy will be supplemented by additional developments of all the Internet activities and in any new audiovisual content broadcasting method. Cutting-edge technological tools will be used to harness the substantial value of the Antena 3 brand, and its great capability for creating and promoting contents, which was already being demonstrated in 2010.

Research and development activities

The Group does not carry on any specific research and development activities. However, it updates its investments in all new technologies related to engineering, systems and content distribution on an ongoing basis. In this field Antena 3 de Televisión, S.A. has and uses state-of-the-art technology, which enables it to be at the forefront in the deployment of digital activities and in the Internet.

Treasury share acquisitions

No transactions involving treasury shares were performed in 2010. The Company therefore continued to hold 10,555,640 treasury shares of EUR 0.75 par value each, representing 5% of the its share capital.

Use of financial instruments and main financial risks

The Group performs transactions with financial instruments mainly to hedge the foreign currency risk on the purchases of broadcasting rights in the year.

At 31 December 2010, the Group had arranged transactions to hedge its foreign currency asset and liability positions amounting to USD 40,235 thousand, at a weighted average exchange rate of EUR 1.3564/USD 1. The net fair value of these hedging instruments gave rise to a financial asset of EUR 930 thousand and a financial liability of EUR 444 thousand at year-end.

The Group has established the risk management systems required to ensure that transactions in markets are performed in accordance with its established policies, rules and procedures and within the limits approved for each case. The Company’s main financial risks are as follows:

a) Foreign currency risk. The Group’s foreign currency risks relate mainly to the payments to be made in international markets to acquire broadcasting rights. The Group arranges hedging instruments, mainly foreign currency hedges, to mitigate its foreign currency risk.

b) Liquidity risk. The Group’s liquidity policy is to arrange credit lines and short-term investments that are sufficient to support its financial needs, on the basis of expected business performance.

c) Credit risk. The Group does not have significant credit risk since the average customer collection period is very short and guarantees are required for deferred payment sales. Cash placements are made and derivative instruments are arranged with institutions of recognised solvency.

Additional information pursuant to Article 116 bis of the Spanish Securities Market Law

Structure of the share capital, including any securities not traded in a regulated EU market, indicating, where appropriate, the various classes of shares and, for each class, the rights and obligations conferred and the percentage of share capital represented.

The share capital of Antena 3 de Televisión, S.A. consists of 211,112,800 fully subscribed and paid shares of EUR 0.75 par value each, all of the same class and series. The shares are traded by the book entry trading system and all carry the same rights.

Restrictions on the transferability of securities

There are no statutory or bylaw-stipulated restrictions on the acquisition or transfer of shares representing the share capital, except for the special cases provided for in the Private Television Law.

Indicate whether there are any legal restrictions on the exercise of voting power:

There are no restrictions on the exercise of voting power.

Significant direct or indirect ownership interests in the share capital, excluding directors:

Name or company name of shareholder

Number of direct shares

Number of indirect shares (*)

Total % of share capital

GRUPO PLANETA- DE AGOSTINI, S.L. 94,123,471 - 44.58

UFA FILM UND FERNSEH GMBH (*) 43,264,558 - 20.49

(*) In 2009, RTL GROUP COMMUNICATIONS, S.L., the former owner of the shares of Antena 3 de Televisión S.A., was absorbed by UFA FILM UND FERNSEH GMBH which, therefore, became the owner of the A3TV shares.

Members of the Company’s Board of Directors who own shares carrying voting power:

Name or company name

of director

Number of direct voting rights

Number of indirect voting rights (*)


JOSÉ MANUEL LARA BOSCH 157,000 413,000 0.270

NICOLAS ABEL BELLET DE

TAVERNOST 82 - 0.000

(*) Through:Name or company name of

direct holder of the ownership interest

Number of direct voting rights


LABOGAR, S.A. 413,000 0.196Total % of voting power held by the Board of Directors 0.270

Side agreements

Following the absorption of RTL Group Communication, S.L.U. into UFA FILM UND FERNSEH GMBH, Sole-Shareholder Company, the latter must now ensure compliance with the agreements described in point A).

A). As indicated in the 2010 Corporate Governance Report, following the admission of the Company’s shares for trading on the stock market, on 29 October 2003 Grupo Planeta- de Agostini, S.L (then Kort Geding, S.L.) provided information on the agreements entered into by it, Planeta Corporación, S.R.L. and DeA Multicom, S.L. with RTL Group Communications, S.R.L. and RTL Group, S.A. on 30 June 2003 whereby, in connection with A3TV, the parties adopted agreements relating to:

The Company’s shareholder stability and the grant of mutual rights of acquisition on their shares.

Their undertaking not to take control of A3TV or to permit a third party to do so.

Company management agreements, together with variable remuneration and executive loyalty-building schemes.

On 27 June 2007, the parties who were signatories of the aforementioned agreement signed an extension thereto, establishing its indefinite term, with the possibility of any party rescinding the agreement on or after 30 June 2009, and ratifying its contents, with the exception of certain clauses that had become void due to the lapse of time or change in the circumstances for which they had been included.

B).- On 25 May 2005, Kort Geding, S.L. provided information on the agreement entered into by its shareholders for the merger by absorption of Grupo Planeta- De Agostini, S.L. and DeA Multicom, S.L. by Kort Geding, S.L., and also its intention to change the latter’s company name to its current name of Grupo Planeta de Agostini, S.L.

On that same date, the shareholders of Kort Geding, S.L. communicated the full wording of the agreement entered into between Planeta Corporación, S.R.L., De Agostini Invest, S.A., De Agostini International, B.V. and DeA Multicom, S.L. relating to the corporate restructuring of the Group in Spain.

In the agreement in question, the parties:

Ratify the agreements entered into in May 2003 with RTL and Banco Santander (which is no longer a Company shareholder).

Declare their intention not to change their representatives on the Board of Directors of A3TV and, individually, not to acquire any new Company shares.

Establish certain rules for adopting decisions relating to A3TV (proposals for the appointment of positions and representatives, non-competition agreement, steps to be taken in the event of discrepancies among the parties, etc.).

In connection with the aforementioned agreement entered into on 25 May 2005, on 20 December 2005, De Agostini Communications, S.A. announced that De Agostini Invest, S.A. had been the subject of a spin-off and dissolution and that, as a result, the shares of Grupo Planeta- De Agostini, S.L. (direct holder of the shares of A3TV formerly owned by De Agostini Invest, S.A.) had been transferred to the Luxembourg company De Agostini Communication, S.A.

The rules applicable to the appointment and replacement of the members of the managing body and to the amendment of the Company’s bylaws

The rules are as established in the Company bylaws and in the Board Regulations. Accordingly, the shareholders at the Annual General Meeting appoint the members of the Board of Directors, as provided for in Legislative Royal Decree 1/2010, of 2 July, which approves the Consolidated Spanish Limited Liability Companies Law, and in the Company bylaws. In the event of any vacancies, the Board may appoint, from among the shareholders, the persons who are to hold office until the next Annual General Meeting is held.

Persons proposed to hold office as director must meet the requirements established at any given time in current legislation and in the bylaws, apart from having acknowledged professional prestige and possessing the expertise and experience required to discharge the related duties.

Persons who are subject to any legally established prohibition or incompatibility may not be Company directors.

The Board’s proposals for the nomination or re-appointment of directors that are put to the Annual General Meeting and also their provisional appointment by co-optation, must be preceded by the related Nomination and Remuneration Committee report.

As provided for in the bylaws, the term of office of director is six years, although directors may be re-appointed indefinitely for six-year mandates. When the term elapses, the appointment expires once the following Annual General Meeting is held or the statutory term for calling the Annual General Meeting has ended.

The appointment of directors by co-optation must be ratified by the shareholders at the first Annual General Meeting held after their appointment.

Directors shall be removed from office where the shareholders at the Annual General Meeting so resolve, where they tender their resignation to the Company and where the term for which they were appointed elapses.

The shareholders at the Annual General Meeting are exclusively responsible for amending the Company bylaws (Article 16.6 of the Bylaws), and such amendment is governed by Articles 286 to 290 of the Spanish Limited Liability Companies Law, with no specific situations being envisaged.

The following statutory requirements must be met: The directors or, as the case may be, the shareholders making the proposal must prepare a

report in writing supporting the amendment. The call notice must indicate with due clarity the main points to be amended and the right of all

shareholders to examine the full wording of the proposed amendment and the report thereon at the registered office and to request that such documents be provided to them or sent to them free of charge.

The resolution must be adopted by the shareholders at the Meeting, as provided for in Articles 194 and 201 of the Spanish Limited Liability Companies Law.

If the resolution concerns a change in the company name, registered office, replacement of or any amendment to the Company object, it will be published on the Company’s website or, in the absence thereof, in two large-circulation newspapers in the respective province or provinces.

The resolution must be executed in a public deed, which will be registered at the Mercantile Registry and will be published in the Mercantile Registry Official Gazette.

Powers of the members of the Board of Directors and, in particular, those relating to the possibility of issuing or repurchasing shares

Both the Executive Committee and the Managing Director have been delegated all the powers of the Board of Directors, except for those that may not be delegated.

The shareholders at the Annual General Meeting have not adopted any resolutions permitting the issue of new Company shares and, therefore, no authority to carry out any issue of shares has been granted to the Board of Directors or to any of its members.

Insofar as the purchase and sale of treasury shares is concerned, the following resolution was adopted on 24 March 2010 by the shareholders at the Annual General Meeting:

“To authorise the Company so that directly or through any of its subsidiaries it may acquire shares of Antena 3 de Televisión, S.A., by any legally admissible means, including a charge to profit for the year and/or unrestricted reserves, and also that it may subsequently dispose of or retire such shares, as provided for in Article 75 and similar provisions of the Spanish Limited Liability Companies Law, delegating to the Board of Directors the powers necessary to implement the resolutions adopted by the General Meeting in this connection.

The rules for the acquisition of such shares are as follows:

The par value of the shares acquired, added to the shares already held by Antena 3 de Televisión, S.A. and its subsidiaries, must not exceed the legally authorised maximum limit at any given time.

The acquisition, including all the treasury shares acquired earlier by the Company or the person acting on its behalf, must not reduce the equity to below the amount of the share capital plus the reserves that are restricted by law or by the bylaws. For these purposes, equity will be deemed to be the amount qualifying as such under the rules for the preparation of the financial statements, net of the profit directly recognised therein, and increased by the amount of uncalled subscribed share capital, and the amount of thenominal value and share premiums of the subscribed share capital recognised as a liability.

The shares acquired must be fully paid.

The acquisition price may not be less than the par value or 20 percent higher than the market price. Acquisitions must also comply with the rules and customs of the stock markets.

Express authorisation was granted for the shares acquired by the Company or by its subsidiaries, availing themselves of this authorisation, to be used in full or partially for delivery to the beneficiaries of future remuneration plans or those resulting from the exercise of option rights for the benefit of workers, employees or directors of the Company. The reason for this authorisation is expressly placed on record for the purpose of Article 75.1 of the Spanish Limited Liability Companies Law.

The Board of Directors is empowered in the broadest terms, to use the authorisation forming the subject-matter of this resolution, and to implement and perform it to the full, being able to delegate these powersto the Executive Committee, to the managing director or to any other person that the Board expressly empowers for such purpose, with powers as broad as it sees fit.

This authorisation shall be valid for five years from the date of this Annual General Meeting, and the unimplemented portion thereof, granted to the Board of Directors by the shareholders at the Annual General Meeting of 25 March 2009, is rendered null and void.”

Pursuant to Article 9.2.a).4. of the Board Regulations, the Board of Directors is exclusively responsible for establishing the policy and limits for treasury shares, without prejudice to the possibility of delegating the specific implementation thereof to the Chairman, the Managing Director or the Financial Manager. Chapter V of the Internal Code of Conduct for matters relating to the stock markets also establishes rules on the management of treasury shares.

Significant agreements entered into by the Company and which will come into force, be modified or be terminated in the event of a change in control of the Company resulting from a takeover bid, and their effects, except when disclosure would be seriously detrimental to the Company. This exception is not applicable where the Company is legally obliged to disclose this information

There are no agreements of this nature.

Agreements between the Company and its directors, management or employees which provide for termination benefits when the latter resign or are dismissed without justification or if the employment relationship ends as a result of a takeover bid

As a general rule, insofar as employees, performers and executives are concerned, the criteria and amounts of termination benefits established in the legislation applicable to each group are applied, where appropriate. Exceptionally, in some cases, following negotiation on an individual basis and where the Company may be particularly interested in hiring a certain professional, specific indemnity terms may be established on a transitional or permanent basis, in which the special circumstances of the hiring and its future termination are taken into account and valued accordingly. All such agreements are specific and there is no standard criterion applicable to them as a whole, except for the fact that they are exceptional.

The general rule is that in no case should a takeover bid in itself give rise to the termination of an employment contract and the related termination benefits.

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