July 7, 2003 Mr. Joel M. Frank OZ Management, LLC 39th Floor New York, NY 10019 Dear Sirs:

Exhibit 4.61

July 7, 2003

Xx. Xxxx X. Xxxxx

XX Management, LLC

0 Xxxx 00^xx Xxxxxx

00^xx Xxxxx

Xxx Xxxx, XX 00000

Dear Sirs:

RE: Sale of Common Shares in Capital Stock in SBS Broadcasting SA

We are writing to confirm the agreement (“Agreement”) of CanWest International Communications Inc. (“Seller”) to sell to each of the entities (individually a “Buyer” and collectively the “Buyers”), a certain number of common shares in the capital stock of SBS Broadcasting SA (“SBS”) indicated in the acceptance portion of this letter, which in the aggregate represent 2,032,300 common shares (“Purchased Shares”) for a sale price of US$ 16.10 per share, representing a total sale price of US$ 32,720,030 (“Sale Price”).

We confirm that Xxxx Xxxxxxxxx, of Xxxx Xxxxxxx LLP is in possession of SBS Share Certificate number S3102 representing all of the Purchased Shares. We have today, forwarded to him by courier, an irrevocable Stock Transfer Power of Attorney duly executed in favour of each Buyer for the respective portion of the Purchased Shares being acquired by each of them. A photocopy of the executed power of attorney is enclosed herewith for your reference.

Payment of the full Sale Price applicable to each Buyer shall be made by or on behalf of each Buyer through wire transfer as follows:

Bank:		Chase Manhattan Bank
		0 Xxxxx Xxxxxxxxx Xxxxxx
		Xxx Xxxx, XX
		Swift Address: XXXXXX00, ABA No. 000000000
		Attention: International Payments
To Credit:		Account No. 000-0-000000 in the name of RBC Private Banking, St. Xxxxxxx, Barbados
Branch No.:		06465
Further Credit To:		Account No. 4-800-686-8 in the name of CanWest International Communications Inc.

Amount:		US$32,720,030
By Order (To Attention) Of:		Xxxxxxx X’Xxxxxx

not later than 3:00 p.m. Eastern Daylight Saving time on July 8, 2003.

We undertake that forthwith upon receipt of confirmation from RBC Private Banking, St. Xxxxxxx, Barbados, that the full Sale Price has been received by it via the above referenced wire transfer for credit to Account No. 4-800-686-8 in the name of the Seller, to irrevocably direct Xxxx Xxxxxxxxx to deliver to Xxxx Xxxxxxxxx, Xxxxxxx Xxxxx & Co., Global Equity Prime Brokerage, Xxx Xxx Xxxx Xxxxx, 00^xx Xxxxx, Xxx Xxxx, XX 00000, the share certificate for the Purchased Shares and the above referenced Stock Transfer Power of Attorney.

The Seller represents and warrants to each Buyer in respect of the Purchased Shares as follows and acknowledges that each Buyer is relying upon the following representations and warranties in connection with its purchase of the Purchased Shares and the entering into of this Agreement:

1. Seller has the corporate power and capacity to enter into, and perform its obligations under this Agreement. This Agreement has been duly executed and delivered by Seller and is a valid and binding obligation of Seller and enforceable in accordance with its terms.

2. Seller is the sole registered and beneficial owner of the Purchased Shares, with good and marketable title free of all charges, save and except in favour of the Bank of Nova Scotia (as administrative agent for certain lenders), which will be discharged upon the Seller’s receipt of the Sale Price.

3. The Purchased Shares were acquired by Seller in open-market transactions and, accordingly, are not “restricted securities” within the meaning of Rule 144 under the Securities Act of 1933. The Seller is not an “Affiliate” of SBS within the meaning of Rule 144 under the Securities Act of 1933.

Each Buyer represents and warrants to the Seller in respect of the Purchased Shares as follows and acknowledges that the Seller is relying upon the following representations and warranties in connection with its sale of the Purchased Shares and the entering into of this Agreement:

1. Each Buyer has the corporate power and capacity to enter into, and perform its respective obligations under this Agreement. This Agreement has been duly executed and delivered by each Buyer and is a valid and binding obligation of each Buyer and enforceable in accordance with its terms.

No party may assign its rights or benefits under this Agreement without the express written consent of the other party hereto.

Time is of the essence of this Agreement.

Each of the parties shall promptly do, make, execute, deliver or cause to be done, made, execute, and delivered all such further acts, and documents as the other party hereto

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may reasonable require from time to time for the purpose of giving effect to this Agreement.

This Agreement may be signed in counterpart by facsimile or otherwise, and each such counterpart shall constitute an original document and such counterparts taken together, shall constitute one and the same instrument.

To acknowledge your acceptance and agreement to the foregoing kindly please have each Buyer execute a copy of this letter where noted below and return same by facsimile and courier to Xx. X. X. Xxxxxxx, Vice President General Counsel, CanWest Global Communications Corp., 00^xx Xxxxx, 000 Xxxxxxx Xxxxxx, Xxxxxxxx, XX, X0X 0X0, facsimile number (000) 000-0000/

Yours very truly,

CanWest International Communications Inc.

By:

Authorized Signing Officer

Acceptance

Name of Buyer		Number of Purchased Shares		Applicable Sale Price at US$16.10 per Share
OZ Master Fund, Ltd.		1,617,175		26,036,517.50
By:
OZ Europe Master Fund, Ltd.		361,639		5,822,387.90
By:
Fleet Maritime, Inc.		9,718		156,459.80
By:
OZ Mac 13 Ltd.		43,768		704,664.80
By:
TOTAL:		2,032,300		32,720,030

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