UPN'S �TOP MODEL� FASHIONS A FIRST PLACE FINISH AT 8PM IN WOMEN 18-34 AND 18-49 WHILE "VERONICA" CLIMBS TO SERIES HIGHS ACROSS THE BOARD

TOP MODEL Ranks Second in Hour in Adults 18-34 and Third in Adults 18-49

UPN is Wednesday's Number One Network From 8-10pm with Women 18-34; UPN Ranks Third among Adults 18-34

� "AMERICA'S NEXT TOP MODEL" WON THE 8-9PM HOUR IN WOMEN 18-34 (4.8/14) AND WOMEN 18-49 (3.9/10).

� "TOP MODEL" TOOK SECOND IN ITS TIME PERIOD AMONG ADULTS 18-34 (3.2/10), BEHIND ONLY THE FINAL GAME OF THE WORLD SERIES ON FOX. TOP MODEL ALSO RANKED THIRD IN ADULTS 18-49 (2.6/7), BEHIND ONLY FOX AND ABC.

� "VERONICA MARS" CLIMBS TO ITS LARGEST AUDIENCE (3.5MIL) AND BEST RATINGS EVER IN ADULTS 18-34 (1.9/5), ADULTS 18-49 (1.6/4), WOMEN 18-34 (2.9/7) AND WOMEN 18-49 (2.2/5).

� OVERALL, UPN WAS THE NUMBER ONE NETWORK FROM 8-10PM AMONG WOMEN 18-34 (3.8/10) AND RANKED THIRD IN ADULTS 18-34 (2.5/7), BEHIND ONLY ABC AND FOX.

� THE COMBINATION OF "TOP MODEL" 5 AND "VERONICA MARS" IMPROVED UPN'S WEDNESDAY VERSUS THE SAME NIGHT A YEAR AGO BY:
14% IN ADULTS 18-34 (2.5/7)
5% IN ADULTS 18-49 (2.1/5)
6% IN WOMEN 18-34 (3.8/5)

Source: Preliminary Nielsen Affiliate Based Ratings, 10/26/2005