COMPENSATION COMMITTEE REPORT ON EXECUTIVE COMPENSATION*



The Compensation Committee currently consists of Messrs. Gaba, Horn and
Rivera, none of whom is an employee of Univision. The Compensation Committee is
responsible for making recommendations to the Board concerning the compensation
levels of our executive officers. The Compensation Committee also administers
the 1996 Performance Award Plan and determines awards to be made under such plan
to officers and to other eligible individuals.


The Compensation Committee may consider other forms of compensation, both
short-term and long-term, in addition to those described below, designed to link
compensation with achieving financial targets. The Compensation Committee has
retained the services of Frederic W. Cook & Co. Inc. ("F.W. Cook") to assist it
in reviewing the compensation levels of Univision's executive officers as well
as the compensation plans offered by Univision.


Based on competitive data presented to the Compensation Committee from peer
company analyses and pay surveys of generally comparable companies, the
Compensation Committee believes that total compensation for each of Univision's
named executive officers, other than the Chief Executive Officer who receives no
compensation, is in the median to seventy-fifth percentile range.




BASE SALARY




Basic compensation paid to our executives during 1999 was established by
Mr. Perenchio, our Chairman. The basic compensation of the executive officers
other than Messrs. Perenchio and Cahill is set forth in employment agreements
whose terms extend to 2002. Mr. Perenchio serves as Chief Executive Officer
without remuneration. See also "Certain Relationships and Related Transactions"
for a description of reimbursements by Univision of salaries and services of
Mr. Cahill and others provided by another company wholly-owned by
Mr. Perenchio.




BONUS COMPENSATION




The Compensation Committee, based upon management's recommendation, approved
cash bonuses for 1999. In considering cash bonuses, management took into account
the employee's responsibilities, his or her performance during the prior year,
and other factors such as profitability, market share, industry position and
outstanding achievements. There were neither specific weightings for the
performance criteria nor were there specific goals set in advance for
determining bonus amounts. F.W. Cook has recommended and the Compensation
Committee is considering adopting certain objective criteria for a portion of
future bonuses.




EQUITY-BASED COMPENSATION




The Compensation Committee believes in linking long-term incentives to an
increase in stock value as they award stock options at the fair market value on
the date of grant that vest over time thus encouraging employees to continue to
use their best professional skills and to remain in Univision's employ. Options
issued during Univision's initial public offering in September 1996 vested in
two years. Substantially all other options are exercisable in annual 25%
increments over a four-year period.


In considering the grant of stock options, the Compensation Committee
considers the optionee's responsibilities, his or her performance during the
prior year, his or her expected future contribution to






*   This section of the proxy statement is not incorporated by reference by any
general statement incorporating by reference this proxy statement into any
of our filings pursuant to the Securities Act of 1933 or the Securities
Exchange Act of 1934, as amended, except to the extent we specifically
incorporate this section by reference therein, and shall not be deemed
soliciting material or otherwise deemed filed under either such Acts.



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Univision's performance, competitive data on grant values at comparable
companies, and the recommendation of Mr. Perenchio and other senior executives.
F.W. Cook has recommended that Univision's 1996 Performance Award Plan (the
"1996 Plan") be amended in certain ways to make the 1996 Plan more flexible and
that additional shares be made available under the 1996 Plan. The Compensation
Committee believes that the 1996 Plan has been effective in attracting,
retaining and motivating executives and employees of Univision and is an
important element of Univision's overall compensation program. Therefore, it
recommended and the Board of Directors approved increasing by 7,600,000 the
number of shares of Class A Common Stock available under the 1996 Plan. See
"Employment Agreements and Arrangements."