The CW Network

Hi All:

Just received this e-mail at work from Sumner Redstone. I like the name. Wonder if the station ID's will need to be in Morse Code:

73,
Dan
W1DAN

To: All Employees
From: Leslie Moonves
Date: January 24, 2006

Today, in a joint venture with Warner Bros. Entertainment, we are announcing the intent to form a new broadcast network, The CW, to be launched in the fall of 2006. CBS and Warner Bros. will each hold a 50% interest in The CW, which will utilize the best programming from Warner Bros. and CBS Corporation, and tap the top executive talent of both organizations. Dawn Ostroff, currently President of UPN, will become The CW's President of Entertainment and John Maatta, currently Chief Operating Officer of The WB, will become Chief Operating Officer.

The CW will clearly be greater than the sum of its parts -- serving the public with high-quality programming, maintaining our ongoing commitment to minority audiences and delivering excellent demographics to advertisers. Additionally, The CW will be able to draw from the creative talent and production resources from the top two television production studios in the business, while also seeking programming from all sources -- independent producers or other studios.

In an important strategic move that secures major market distribution for The CW, Tribune Broadcasting and the CBS Corporation's UPN affiliates have agreed to sign 10-year affiliation agreements with the new network. The combination of Tribune's 16 major market stations and the 12 CBS-owned UPN major market affiliates gives The CW instant coverage in 48% of the country. The remainder of the network's distribution system will be a combination of selected current UPN and The WB stations. The full distribution of the new network is expected to exceed 95% of the country.

The CW will incorporate a schedule of a 6 night-13 hour primetime lineup including Monday through Friday nights from 8-10 (EST/PST); Sundays from 7-10 (EST/PST); Sunday from 5-7 (EST/PST) outside of primetime as well as a Monday thru Friday afternoon block from 3-5 (EST/PST) and a 5-hour Saturday morning animation block. Together, the network will program 30 hours a week over seven days for its affiliated stations.

As The CW's top creative executive, Dawn Ostroff will have available for the network a line-up of some of the most popular programming that appeals to young adults. These programming assets range from hit reality series such as "America's Next Top Model" and The WB's "Beauty and the Geek," to hit dramas like The WB's "Smallville," "Gilmore Girls," "Supernatural," and UPN's "Veronica Mars" as well as UPN's hit comedies "Everybody Hates Chris" and "Girlfriends" and The WB's hit comedy "Reba." In addition, the WWE's "Smackdown," which has been a mainstay at UPN, is expected to play a role in the schedule.

The CW will also broadcast the schedule of children's programming now known as Kids' WB!, a 5-hour original programming block on Saturday mornings from 7:00 am-Noon, considered primetime for kids. Kids' WB! has been the broadcast network ratings champion since Fall 2000, capturing 16 consecutive sweep victories as the Number One Saturday morning kids' broadcaster.

Our excitement at starting The CW is tempered by that fact that its launch means that UPN will cease independent operations this fall. Over the past few years UPN has developed an important audience and some very high-quality programming. Dawn and her team are quite simply the best in the business. Without them it simply would not have been possible for us to lay the groundwork for what I know will be a terrific 5th network.

Thanks to our UPN employees, The CW launches as a strong competitor to the Big Four, and that's good for our business, for the viewing audience, and for free, over the air broadcasting. It is also good news for our shareholders, who will benefit from a much stronger business model, improved economics for our stations and new opportunities for our production businesses.

As plans for our new network develop I will keep you informed. In the meantime, welcome to the 21st Century's 5th great television network -- The CW!

cc: Sumner Redstone