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7

FINANCIAL STATEMENTS AND MANAGEMENT REPORT 2015

2

A member firm of Ernst & Young Global Limited.

Opinion

In our opinion, the accompanying financial statements give a true and fair view, in all material respects,

of the equity and financial position of MEDIASET ESPAÑA COMUNICACIÓN, S.A. at December 31,

2015, and its results and cash flow for the year then ended, in accordance with the applicable

regulatory framework for financial information in Spain, and specifically the accounting principles and

criteria contained therein.

Emphasis of Matter

We draw attention to Note 19 of the accompanying financial statements, which states that the Company

carries out a significant part of its transactions with other Group companies. The related-party

transactions carried out in 2015 and the corresponding balances at year end are described in that Note.

Our opinion is not modified in respect of this matter.

Report on other legal and regulatory requirements

The accompanying 2015 management report contains such explanations as the directors consider

appropriate concerning the situation of the Company, the evolution of its business and other matters;

however, it is not an integral part of the financial statements. We have checked that the accounting

information included in the aforementioned management report agrees with the 2015 financial

statements. Our work as auditors is limited to verifying the management report in accordance with the

scope mentioned in this paragraph, and does not include the review of information other than that

obtained from the Company's accounting records.

ERNST & YOUNG, S.L.

(Signed on the original in Spanish)

__________________

Carlos Hidalgo Andrés

February 24, 2016