UP IN ADULT DEMOS! UP IN WOMEN DEMOS! UP IN VIEWERS! UPN CONTINUES TO CLIMB THIS SEASON IN KEY DEMOS

UPN Delivers Gains On All Five Nights of the Week In Adults 18-34; Up On Four Nights of the Week This Season in Women 18-34

TOP MODEL Again Wins Its Time Period With Women 18-34 and Takes Second in Adults 18-34 and Women 18-49

TOP MODEL Surges to Best Performance of this Cycle Across the Board; VERONICA Delivers Dramatic Week To Week Growth

UPN'S Thursday Comedies on the Rise; EVERYBODY HATES CHRIS Scores Best Ratings Since Debut In All Key Demos

CHRIS Beats "Alias, "Smallville" and Baseball from 8-8:30PM in Adults 18-34, Adults 18-49 and Women Demos

LOVE, INC Scores Highest Ratings Since its Premiere In Key Demos; EVE and CUTS Climbs to Their Best Thursday Ratings EVER in Key Demos,

UPN Scores Its Best Monday Since Premiere in Viewers, Adults and Women 18-49

SMACKDOWN Continues To Score Dramatic Growth on Friday

With TOP MODEL, EVERYBODY HATES CHRIS, VERONICA MARS and the Monday comedies on the rise, UPN continues to post dramatic increases through the first month of the season (9/19/05-10/17/05) in key demos, including 13% in adults 18-34 (1.7/5), 7% in adults 18-49 (1.5/4), 15% in women 18-34 (2.3/6), 18% in women 18-49 (2.0/5) and 6% in total viewers (3.7mil), through the week ending Oct. 16.

Season to date, UPN is up on all five nights of the week in adults 18-34, and up on four nights of the week in women 18-34.

One month into the 2005-06 season, UPN continues to beat the WB in adults 18-34, women 18-34, women 18-49 and viewers.

Versus the same week last year (10/10/05-10/16/05 vs. 10/11/04-10/17/04), UPN has improved its performance by 6% in adults 18-34 (1.7/5), 5% in women 18-34 (2.2/6), 5% in women 18-49 and 3% in viewers (3.7mil).

EVERYBODY HATES CHRIS ranked as the #5 program on television last week among teens (3.4/12). AMERICA'S NEXT TOP MODEL ranked #13 among all series last week among women 18-34 (5.0/14) and teens (2.6/9).

MONDAY - 10/10/05

UPN beat the WB on Monday in adults 18-34 (1.7/5 v. 1.6/4), adults 18-49 (1.7/4 v. 1.5/4), and women 18-49 (2.3/5 v. 2.2/5).

Despite facing a heavy night of sports on Monday, UPN was up week to week in viewers (3.8mil), adults 18-49 and women 18-49, marking UPN's best Monday since premiere week in viewers and adults 18-49. ONE ON ONE hit season highs in viewers (3.6mil).

ALL OF US built on its lead-in across the board including 13% in both adults 18-34 (1.7/5) and adults 18-49 (1.7/4), 15% in women 18-49 (2.3/6) and 11% in viewers (4.0mil). GIRLFRIENDS built on ALL OF US by 18% in women 18-34 (2.6/7) and 13% in women 18-49 (2.6/7)

WEDNESDAY - 10/12/05

AMERICA'S NEXT TOP MODEL once again made UPN the number one network from 8-9pm among women 18-34 (5.0/14), beating #2 ABC's comedy premieres by more than a rating point.

TOP MODEL scored a second place finish at 8pm with adults 18-34 (3.1/10) and women 18-49 (4.2/11), behind only ABC. TOP MODEL ranked third among adults 18-49 (2.7/8-tie), beating NBC's "E-Ring" and WB's "One Tree Hill."

TOP MODEL surged this week to score its best numbers of this cycle in viewers (5.5mil), adults 18-34, adults 18-49, women 18-34 and women 18-49. TOP MODEL improved over last week in all key demos, including 11% in adults 18-34, 17% in adults 18-49, 25% in women 18-34, 27% in women 18-49 and 14% in viewers.

VERONICA MARS scored impressive week to week increases in all key demos, including 8% in adults 18-34 (1.3/4), 30% in adults 18-49 (1.3/3), 19% in women 18-34 (1.9/5), 31% in women 18-49 (1.7/4) and 11% in viewers (3.0mil).

VERONICA beat the WB's "Related" in adults 18-49 and viewers.

Overall, UPN was second from 8-10pm in women 18-34 (3.4/9).

THURSDAY - 10/13/05

In the intensely competitive Thursday 8-8:30pm time period, UPN's critically acclaimed hit EVERYBODY HATES CHRIS grew this week, climbing to its best ratings since its debut in adults 18-34 (2.6/9), adults 18-49 (2.5/7), women 18-34 (3.1/9), women 18-49 (3.0/8) and viewers (6.3mil).

CHRIS ranked third from 8-8:30pm in adults 18-34 (2.6/9), adults 18-49 (2.5/7), women 18-34 (3.1/9) and women 18-49 (3.0/8), beat ABC's "Alias," WB's "Smallville" and Fox's baseball.

CHRIS continues to score dramatic time period growth for UPN's Thursday 8-8:30pm, with big gains versus the same night last year of 100% in adults 18-34, 56% in adults 18-49, 38% in viewers and all women demos.

This past Thursday, all of UPN's comedies were on the rise. UPN's freshman comedy LOVE, INC climbed to its highest ratings to date in women 18-34 (2.6/7). LOVE, INC. also posted its best scores since its premiere in adults 18-34 (1.9/6) and women 18-49 (2.3/6) viewers (3.92mil). Competitively, LOVE, INC ranked third in the 8:30pm half hour with women 18-34, tying the second half of "Alias" and beating "Smallville" and baseball.

EVE climbed to its highest Thursday ratings yet in viewers (3.5mil), women 18-34 (2.3/6) and women 18-49 (2.0/5). CUTS also built to its best Thursday performance to date among viewers (2.9mil), adults 18-34 (1.5/4), women 18-34 (1.9/5) and women 18-49 (1.6/4).

EVE and CUTS combined to beat ABC's "Night Stalker," WB's "Everwood," and baseball on Fox from 9-10PM with women 18-34 (2.1/6).

Overall for the night, UPN beat ABC, the WB and Fox from 8-10PM among women 18-34 (2.5/7), and beat ABC from 8-10PM among adults 18-34 (1.9/6). Versus the same night last year, UPN is up 27% in adults 18-34 (1.9/6) and scored triple digit increases in women demos.

Based on Local People Meter data, EVERYBODY HATES CHRIS was still impressively competitive in week 4 in key major markets. Among adults 18-34, CHRIS ranked first in its time period in Chicago (3.0/11-tie) and Washington DC (3.6/13).

CHRIS was second from 8-8:30pm among adults 18-49 in New York (4.1/11), Philadelphia (4.1/10) and Washington DC (3.4/11), behind only "Survivor." CHRIS also beat "Alias," "Smallville" and Fox's postseason Baseball among adults 18-49 (2.4/8) in Chicago.

FRIDAY - 10/14/05

UPN's FRIDAY NIGHT SMACKDOWN garnered its largest total audience (4.0mil) and best adult 18-34 (1.6/7), adult 18-49 (1.5/5), men 18-34 (1.9/9) and men 18-49 (1.9/7) ratings of the season, despite facing competition from the ALCS game on FOX.

SMACKDOWN ranked second in men 18-34 and men 18-49, behind only baseball on FOX, and was third in its time period, ahead of NBC and the WB, in adults 18-34.

SMACKDOWN improved on the year-ago time period average in total viewers (+61%), adults 18-49 (+36%), adults 18-34 (+60%), men 18-49 (+58%) and men 18-34 (+138%).

Source: NTI (preliminary), week ending 10/16/2005 or as dated. % change based on rating unless otherwise noted.