TVA Group Inc. Records Net Income of $15.2 Million for the Quarter Ended June 30th, 2009

TVA Group Inc. ("the Company")(TSX:TVA.B) announces that it reported net income
of $15.2 million, or $0.63 per share, for the second quarter of 2009, compared
with net income of $12.9 million, or $0.49 per share, for the corresponding
quarter of 2008.




Operating highlights for the second quarter:

- Growth in the Television sector's operating income(1) of $6,077,000, or 
  34.3%, compared with the same quarter of last year. This growth is 
  essentially explained by the following points:

     - A non-recurring charge of $4,906,000 in the second quarter of 2008 
       related to disputed regulatory fees;
     - Growth of 35.6% in normalized operating income1 from specialty 
       services; and
     - Growth of 2.2% in advertising revenues and 5.9% in normalized 
       operating income for TVA Network.

- Operating income for the Publishing sector remained relatively stable at 
  $3,287,000 compared with $3,304,000 for the corresponding quarter of 
  2008, in spite of a 9.7% drop in revenues.

- The Distribution sector recorded an operating loss of $1,944,000, 
   compared with an operating income of $605,000 for the corresponding 
   quarter of 2008. This sector was strongly affected by bad debt expenses 
   of $1,350,000 during the quarter, in addition to experiencing a sharp 
   decline in activities over the corresponding quarter of 2008.



As a result, the Company's consolidated operating income was $25.1 million,
compared with $21.7 million for the same quarter of 2008, an increase of 15.8%.


"We are satisfied with the Company's consolidated financial results for the
second quarter of 2009. For the period of January 12 to May 3, 2009, the TVA
Network has maintained its market shares at 28.8% in addition to having 25 of
its shows among the 30 most-watched shows in Quebec. TVA Network newscasts
continue to be number one and to see significant audience growth in each of
their daily timeslots. News channel LCN achieved on average a 3.2 market shares
compared with 2.5 in 2008. Furthermore, all of our French-language specialty
channels showed positive operating income during the second quarter of the year.
On the other hand, we remain concerned about industry trends and the economic
situation," said Mr. Pierre Dion, President and CEO of TVA Group Inc.


(1) See definition of operating income and normalized operating income hereafter.

"In the Publishing sector, our careful cost management maintained operating
income at the same level as the corresponding quarter of 2008 in spite of a
20.3% drop in advertising revenues. The profit margin for the quarter was 17.6%,
compared with 16.0% for the corresponding quarter of 2008. Finally, the
Distribution sector had a difficult quarter due to certain customers' financial
difficulties and reduced commercial activity, particularly in video sales,"
concluded Pierre Dion.


Cash flows generated by operating activities were $22.5 million for the quarter,
against $21.0 million for the corresponding year-ago period. This increase is
essentially the result of the improvement in operating income.


Dividend

TVA Group Inc.'s Board of Directors today declared a dividend of $0.05 per
share, payable on September 1st, 2009 to Class A and B shareholders of record as
at August 17, 2009. This dividend is designated to be an eligible dividend, as
provided under subsection 89(14) of the Income Tax Act of Canada and its
provincial counterpart.


The Company

TVA Group Inc., a subsidiary of Quebecor Media Inc., is an integrated
communications company involved in television, the production and distribution
of audiovisual products, and in magazine publishing. TVA Group Inc. is one of
the largest private sector producers and the largest private sector broadcaster
of French-language entertainment, information and public affairs programming,
and magazine publishing in North America. TVA Group Inc. also operates SUN TV, a
conventional station in Toronto. The Company's Class B shares are listed on the
Toronto Stock Exchange under the ticker symbol TVA.B.


The unaudited consolidated financial statements with notes and interim
Management's Discussion and Analysis can be consulted on TVA's Web site at: 
www.tva.canoe.ca.


Definition of operating income or operating loss

In its analysis of operating results, the Company defines operating income or
operating loss as earnings (loss) before amortization, financial expenses,
restructuring costs of operations, income taxes (recovery), non-controlling
interest and equity in income of companies subject to significant influence.
Operating income or operating loss, as defined above, is not a measure of
results that is consistent with Canadian Generally Accepted Accounting
Principles ("GAAP"). Neither is it intended to be regarded as an alternative to
other financial performance measures or to the statement of cash flows as a
measure of liquidity. This measure is not intended to represent funds available
for debt service, dividend payment, reinvestment or other discretionary uses,
and should not be considered in isolation or as a substitute for other
performance measures prepared in accordance with Canadian GAAP. Operating income
is used by the Company because senior management believes it is a meaningful
measurement of performance.


This measure is commonly used by senior management and the Board of Directors to
evaluate the consolidated results of the Company and its sector's results.
Measurements such as operating income are also commonly used by the investment
community to analyze and compare the performance of companies in the industries
in which we are engaged. The Company's definition of operating income may not be
identical to similarly titled measures reported by other companies.


Definition of normalized operating income or operating loss

Normalized operating income or operating loss consists of operating income that
is adjusted to take into account the adjustments to the disputed regulatory fees
for the periods in question. Normalized operating income or operating loss
presents the operating results as they would have been had they included the
Canadian Radio-television and Telecommunications Commission (CRTC)'s Part II
licence fees for the periods in question. Normalized operating income or
operating loss, as defined above, is not a measure of results that is consistent
with Canadian GAAP. Neither is it intended to be regarded as an alternative to
other financial performance measures or to the statement of cash flows as a
measure of liquidity. Senior management is using this measure to obtain
comparable data in order to evaluate the Company's performance. The Company's
definition of normalized operating income or operating loss may not be identical
to similarly titled measures reported by other companies.


Forward-looking Information Disclaimer

The statements in this news release that are not historical facts may be
forward-looking statements and are subject to important known and unknown risks,
uncertainties and assumptions which could cause the Company's actual results for
future periods to differ materially from those set forth in the forward-looking
statements. Forward-looking statements generally can be identified by the use of
the conditional, the use of forward-looking terminology such as "propose,"
"will," "expect," "may," "anticipate," "intend," "estimate," "plan," "foresee,"
"believe" or the negative of these terms or variations of them or similar
terminology. Certain factors that may cause actual results to differ from
current expectations include seasonality, operational risks (including pricing
actions by competitors), capital investment risks, credit risk, government
regulation risks, governmental assistance risks and general changes in the
economic environment. Investors and others are cautioned that the foregoing list
of factors that may affect future results is not exhaustive and that undue
reliance should not be placed on any forward-looking statements. For more
information on the risks, uncertainties and assumptions that could cause the
Company's actual results to differ from current expectations, please refer to
the Company's public filings available at www.sedar.com and www.tva.canoe.ca
including, in particular, the "Risks and Uncertainties" section of the Company's
Management's Discussion and Analysis for the year ended December 31, 2008.


The forward-looking statements in this news release reflect the Company's
expectations as of  July 31st, 2009, and are subject to change after this date.
The Company expressly disclaims any obligation or intention to update or revise
any forward-looking statements, whether as a result of new information, future
events or otherwise, unless required by the applicable securities laws.






TVA GROUP INC.
Consolidated statements of income
(unaudited)
(in thousands of dollars,
 except per share amounts)
--------------------------------------------------------------------------
--------------------------------------------------------------------------
                                Three-month periods      Six-month periods
                                      ended June 30          ended June 30
--------------------------------------------------------------------------
                                    2009       2008       2009        2008
                                           Restated               Restated
                                            (note 2)               (note 2)
--------------------------------------------------------------------------

Operating revenues              $111,531   $111,054   $221,330    $217,514
Operating, selling and
 administrative expenses          86,406     89,356    183,865     184,824
Amortization of property,
 plant and equipment and           3,416      3,324      6,849       6,514
 intangible assets
Financial expenses (note 3)          665        261       1354         978
Restructuring costs of
 operations (note 4)                (124)       184       (951)        184
--------------------------------------------------------------------------
Income before income taxes,
 non-controlling interest and
 equity in income of
 companies subject to
 significant influence           $21,168    $17,929    $30,213     $25,014
Income taxes                       6,781      5,736      9,913       8,028
Non-controlling interest            (544)      (459)    (1,094)       (995)
Equity in income of companies
 subject to significant
 influence                          (242)      (261)      (274)       (433)
--------------------------------------------------------------------------

NET INCOME                       $15,173    $12,913    $21,668     $18,414
--------------------------------------------------------------------------
--------------------------------------------------------------------------

BASIC AND DILUTED EARNINGS
 PER SHARE (note 7 c)              $0.63      $0.49      $0.90       $0.69
--------------------------------------------------------------------------
--------------------------------------------------------------------------

See accompanying notes to consolidated financial statements



Consolidated statements of Comprehensive Income
(unaudited)
(in thousands of dollars)
--------------------------------------------------------------------------
--------------------------------------------------------------------------
                                Three-month periods      Six-month periods
                                      ended June 30          ended June 30
--------------------------------------------------------------------------
                                    2009       2008       2009        2008
                                           Restated               Restated
                                            (note 2)               (note 2)
--------------------------------------------------------------------------

Net income                       $15,173    $12,913    $21,668     $18,414
Other comprehensive income (loss)
 Unrealized profit (loss) on
  a derivative financial
  instrument, net
  of income taxes                     79          -        (13)          -
--------------------------------------------------------------------------
COMPREHENSIVE INCOME             $15,252    $12,913    $21,655    $ 18,414
--------------------------------------------------------------------------
--------------------------------------------------------------------------

See accompanying notes to consolidated financial statements



TVA GROUP INC.
Consolidated statements of retained earnings
(unaudited)
(in thousands of dollars)
--------------------------------------------------------------------------
--------------------------------------------------------------------------
                                                         Six-month periods
                                                             ended June 30
--------------------------------------------------------------------------
                                                          2009        2008
                                                                  Restated
                                                                   (note 2)
--------------------------------------------------------------------------

Balance, at beginning of period, before restating      $99,101     $95,610
Cumulative effects of changes in accounting policies
 (note 2)                                                 (590)       (698)
---------------------------------------------------------------------------
Balance, at beginning of period, as restated            98,511      94,912

Net income                                              21,668      18,414
Adjustment for transactions with affiliated
 companies (note 11)                                    (7,780)          -
Dividends paid                                          (2,400)     (2,702)
Share redemption - excess of purchase price over net
 carrying value (note 7)                                  (243)    (36,193)
--------------------------------------------------------------------------
Balance, at end of period                             $109,756     $74,431
--------------------------------------------------------------------------
--------------------------------------------------------------------------

See accompanying notes to consolidated financial statements



TVA GROUP INC.
Consolidated balance sheets
(unaudited)
(in thousands of dollars)
--------------------------------------------------------------------------
--------------------------------------------------------------------------
                                           June 30, 2009     Dec. 31, 2008
                                                          Restated (note 2)
--------------------------------------------------------------------------
ASSETS
Current assets
 Cash                                             $2,605            $5,262
 Accounts receivable                              91,081           101,702
 Current income tax assets                         2,281             2,697
 Programs, broadcast and distribution
  rights and inventories (note 5)                 45,911            52,996
 Future income tax assets                          2,426             2,363
 Others current assets (note 11)                   5,495             2,664
---------------------------------------------------------------------------
                                                 149,799           167,684

Programs, broadcast and distribution rights       45,657            35,952
Investments (note 11)                             11,410            32,148
Property, plant and equipment                     77,227            77,355
Licences and others intangible assets             83,424            80,950
Other assets                                       8,971             8,489
Future income tax assets                           1,945                80
Goodwill                                          71,981            71,981
--------------------------------------------------------------------------
                                                 $450,414         $474,639
--------------------------------------------------------------------------
--------------------------------------------------------------------------

LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
 Bank overdraft                                   $3,813              $147
 Accounts payable and accrued liabilities         75,279            95,656
 Current income tax liabilities                    4,038             2,041
 Broadcast and distribution rights payable        23,635            24,400
 Deferred revenue                                  7,772             7,573
 Long-term debt due within one year (note 6)      82,941                 -
 Other liabilities                                   784               366
--------------------------------------------------------------------------
                                                 198,262           130,183

Broadcast rights payable                           5,774             5,021
Long-term debt (note 6)                                -            93,705
Future income tax liabilities                     32,323            31,342
Others long term liabilities                         101               550
Non-controlling interest and redeemable
 preferred shares (note 11)                          812            11,656
--------------------------------------------------------------------------
                                                 237,272           272,457
Shareholders' equity
 Capital stock (note 7)                           99,628            99,930
 Contributed surplus                               4,075             4,045
 Retained earnings                               109,756            98,511
 Accumulated other comprehensive loss (note 9)      (317)             (304)
--------------------------------------------------------------------------
                                                 213,142           202,182
--------------------------------------------------------------------------
                                                $450,414          $474,639
--------------------------------------------------------------------------
--------------------------------------------------------------------------

 See accompanying notes to consolidated financial statements



TVA GROUP INC.
Consolidated statements of cash flows
(unaudited)
(in thousands of dollars)
--------------------------------------------------------------------------
--------------------------------------------------------------------------
                                Three-month periods      Six-month periods
                                      ended June 30          ended June 30
--------------------------------------------------------------------------
                                   2009        2008       2009        2008
                                           Restated               Restated
                                             (note2)                (note2)
--------------------------------------------------------------------------

CASH FLOWS FROM OPERATING
 ACTIVITIES
 Net income                     $15,173     $12,913    $21,668     $18,414
 Non-cash items
  Amortization                    3,438       3,345      6,893       6,558
  Equity in income of
   companies subject to
   significant influence           (242)       (261)      (274)       (433)
  Non-controlling interest         (544)       (459)    (1,094)       (995)
  Future income taxes               310         702       (209)      1,471
  Others                           (237)       (128)      (482)       (189)
--------------------------------------------------------------------------
Cash flows provided by
 current operations              17,898      16,112     26,502      24,826
Net change in non-cash items      4,591       4,876     (9,657)     (7,073)
--------------------------------------------------------------------------
Cash flows from operating
 activities                      22,489      20,988     16,845      17,753
---------------------------------------------------------------------------

CASH FLOWS FROM INVESTING
 ACTIVITIES
 Additions to property,
  plant and equipment            (3,441)     (4,098)    (8,481)     (5,585)
 Additions to intangible
  assets                         (2,547)       (801)    (2,934)     (1,785)
 Changes in investments
  (note 11)                      11,750           -     11,750        (489)
--------------------------------------------------------------------------
Cash flows from investing
 activities                       5,762      (4,899)       335      (7,859)
--------------------------------------------------------------------------

CASH FLOWS FROM FINANCING
 ACTIVITIES
 Bank overdraft                  (1,587)     (3,247)     3,666         112
 (Decrease) increase in
  long-term debt                (14,543)     39,925    (10,808)     43,089
 Redeemable preferred share
  redemption (note 11)           (9,750)          -     (9,750)          -
 Class B share redemption
  (note 7b)                        (515)    (51,400)      (545)    (51,400)
 Dividends paid                  (1,199)     (1,351)    (2,400)     (2,702)
--------------------------------------------------------------------------
Cash flows from financing
 activities                     (27,594)    (16,073)   (19,837)    (10,901)
--------------------------------------------------------------------------
Net change in cash                  657          16     (2,657)     (1,007)
Cash, at beginning of period      1,948       2,202      5,262       3,225
--------------------------------------------------------------------------
Cash, at end of period           $2,605      $2,218     $2,605      $2,218
--------------------------------------------------------------------------
--------------------------------------------------------------------------

SUPPLEMENTAL INFORMATION
 Net interests paid              $1,486        $133     $1,348      $1,007
 Net income taxes paid            3,605       4,079      7,710      15,438
 Additions to property,
  plant and equipment and
  intangible
  assets financed by accounts
  payable and accrued
  liabilities at end of
  period                                                $1,313      $4,260
--------------------------------------------------------------------------
--------------------------------------------------------------------------

See accompanying notes to consolidated financial statements

TVA GROUP INC.
Notes to consolidated financial statements
Three-month and six-month periods ended June 30, 2009 and 2008 (unaudited)
(Amounts presented in the tables are expressed in thousands of dollars,
 except per-share and per-option amounts)



1. FINANCIAL STATEMENT PRESENTATION

These consolidated financial statements have been prepared in conformity with
Canadian Generally Accepted Accounting Principles ("GAAP"). With the exception
of the accounting policies presented in note 2 for the current quarter, the same
accounting policies described in the consolidated financial statements included
in the latest annual report of TVA Group Inc. ("the Company") have been used.
However, these consolidated financial statements do not include all disclosures
required under Canadian GAAP for an annual report and accordingly should be read
in conjunction with the Company's latest annual consolidated financial
statements and the notes thereto.


Some of the Company's businesses experience seasonality effects due to, among
other things, seasonal advertising patterns and their influence on people's
viewing, reading and listening habits. Because the Company depends on the sale
of advertising for a significant portion of its revenue, operating results are
also sensitive to prevailing economic conditions, including changes in local,
regional and national economic conditions, particularly as they may affect
advertising expenditures. Accordingly, the results of operations for interim
periods should not necessarily be considered indicative of full-year results due
to the seasonality of certain operations.


2. CHANGES IN ACCOUNTING POLICIES

Effective January 1, 2009, the Company adopted the Canadian Institute of
Chartered Accountants Handbook (CICA Handbook) Section 3064, Goodwill and
Intangible Assets, which replace Section 3062, Goodwill and Other Intangible
Assets, Section 3450, Research and Development Costs, and Emerging Issues
Committee (EIC) 27, Revenues and Expenditures During the Pre-operating Period,
and to modify Accounting Guideline (AcG) 11, Entreprises in the Development
Stage. The new section establishes standards for recognizing intangible assets
in the sense of the definition of assets based on principles for recognizing
costs as assets and for clarifying the application of the concept of matching
revenues and expenses for intangible assets acquired or developed internally.
This new section was applied retroactively with restatement of previous periods.
Subsequent to the adoption of this section, the Company reclassified the net
carrying value of its software and Web sites from property, plant and equipment
to intangible assets and wrote off the undepreciated balance of deferred
start-up costs for specialty channels included under Other assets as well as
related future tax liabilities. The writing off of these balances was recorded
as an adjustment of retained earnings at the beginning of the period. Net income
for three-month and six-month periods ended June 30, 2008 was also corrected in
order to recognize start-up costs for the Les idees de ma maison specialty
channel, launched in February 2008, as operating, selling and administrative
expenses, to reverse the amortization expense for deferred start-up costs for
specialty channels and to reverse the future tax expense related to these items.
This resulted in the following adjustments being recognized in the consolidated
financial statements:




Consolidated Balance Sheets

--------------------------------------------------------------------------
--------------------------------------------------------------------------
Increase (decrease)              December 31, 2008         January 1, 2008
--------------------------------------------------------------------------

Property, plant and equipement            $(11,235)                $(8,187)
Intangible assets                           11,235                   8,187
Other assets                                  (854)                 (1,020)
Future long-term income tax liabilities       (264)                   (322)
Retained earnings                             (590)                   (698)
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--------------------------------------------------------------------------

Consolidated Statements of Income

--------------------------------------------------------------------------
--------------------------------------------------------------------------
Increase (decrease)             Three-month period        Six-month period
                               ended June 30, 2008     ended June 30, 2008
--------------------------------------------------------------------------

Operating, selling and
 administrative expenses                        $-                    $400
Amortization                                  (137)                   (262)
Future income taxes expense                     42                     (37)
--------------------------------------------------------------------------
Net income                                     $95                   $(101)
--------------------------------------------------------------------------
--------------------------------------------------------------------------
Basic and diluted earnings per share            $-                  $(0.01)
--------------------------------------------------------------------------
--------------------------------------------------------------------------



Future changes in accounting policies

In January 2009, the Canadian Institute of Chartered Accountants issued three
new accounting standards, Section 1582, Business Combinations, Section 1601,
Consolidated Financial Statements, and Section 1602, Non-controlling Interests,
with a view to moving toward international standards for business combinations
and the presentation of non-controlling interests in consolidated financial
statements.


Section 1582, Business Combinations, replaces Section 1581, Business
Combinations, and sets out the main principles governing the recognition of the
purchase consideration as well as the recognition and measurement of
identifiable assets acquired and liabilities assumed in a business combination
achieved at the fair value of the business acquired on the acquisition date,
even if the business combination is achieved in stages. Subsequent changes to
the fair value of the contingent consideration classified as a liability would
be recognized as retained earnings and not as an adjustment of the consideration
exchanged for the business acquired. Restructuring costs and other costs related
directly to the business combination are no longer considered costs included in
the recognized price of acquisition and would instead be recognized as expenses
in the periods during which they are incurred, unless they are considered costs
for the issuing of new debt or equity. In addition, for each business
combination, the purchaser must recognize the non-controlling interest in the
business acquired either at its fair value or the participating percentage in
the net identifiable assets of the business acquired. This section should be
applied prospectively to business combinations for which the acquisition date
falls within a fiscal year beginning on January 1, 2011 or a later date. The
Company has not adopted this new section as early as permitted. The new section
will only affect future business acquisitions that are carried out during
periods that follow the adoption date.


Section 1601, Consolidated Financial Statements, and Section 1602,
Non-controlling Interests, which together replace Section 1600, Consolidated
Financial Statements, apply to the recognition of non-controlling interests in
consolidated financial statements and to transactions with holders of
non-controlling interests. The new sections require that non-controlling
interests be included as a separate item in shareholders' equity. These sections
apply to consolidated interim and annual financial statements for fiscal years
beginning on January 1, 2011 and will be adopted at the same time as Section
1582.




3. FINANCIAL EXPENSES

--------------------------------------------------------------------------
--------------------------------------------------------------------------
                               Three-month periods       Six-month periods
                                     ended June 30           ended June 30
--------------------------------------------------------------------------
                                  2009        2008        2009        2008
--------------------------------------------------------------------------
Interests on long-term debt       $626        $779      $1,351      $1,518
Dividends on redeemable
 preferred shares                  252         263         513         530
Interest revenues on
 convertible bonds issued by
 an affiliated company            (244)       (255)       (496)       (513)
Interest income                     (4)       (572)        (76)       (624)
Amortization of deferred
 financing costs                    22          22          44          44
Foreign exchange (gain) loss       (14)         24          (9)         23
Others                              27           -          27           -
--------------------------------------------------------------------------

                                  $665        $261      $1,354        $978
--------------------------------------------------------------------------
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4. RESTRUCTURING COSTS OF OPERATIONS

In the second quarter of 2009, based on the new information available, the
Company has revised its provision for restructuring costs resulting in a
$124,000 provision decrease ($951,000 for the six-month period ended June
30, 2009). During the corresponding quarter of 2008, the Company recorded a
provision for restructuring costs of $184,000 following the elimination of
a position in the Television sector. The balance of the restructuring
provision was $882,000 as at June 30, 2009 ($2,796,000 as at December 31,
2008).

5. PROGRAMS, BROADCAST AND DISTRIBUTION RIGHTS AND INVENTORIES

--------------------------------------------------------------------------
--------------------------------------------------------------------------
                                     June 30, 2009            Dec.31, 2008
--------------------------------------------------------------------------

Programs, broadcast and
 distribution rights                       $42,370                 $49,445
Inventories                                  3,541                   3,551
--------------------------------------------------------------------------
                                           $45,911                 $52,996
--------------------------------------------------------------------------
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6. LONG-TERM DEBT

The Company has actually a revolving-term bank loan for a maximum amount of
$160,000,000, bearing interest at floating rates, of which $76,427,000 was
unused and available as at June 30, 2009. Under this credit agreement, the
Company is subject to certain covenants including maintenance of certain
financial ratios. As at June 30, 2009, the Company was in compliance with
these covenants. The Company has included its long-term debt as current
liabilities considering its credit agreement matures within a year, on June
15, 2010 and it has not renewed it yet.

7. CAPITAL STOCK

a)  Number of shares outstanding

--------------------------------------------------------------------------
--------------------------------------------------------------------------
                                     June 30, 2009           Dec. 31, 2008
--------------------------------------------------------------------------
Class A common shares                    4,320,000               4,320,000
Class B shares                          19,644,506              19,704,206
--------------------------------------------------------------------------
                                        23,964,506              24,024,206
--------------------------------------------------------------------------
--------------------------------------------------------------------------



b) Share redemption 

Issuer bid

On March 17, 2009, the Company has filed a new notice of intent to repurchase
for cancellation between March 19, 2009 and March 18, 2010, in the normal course
of its activities, a maximum of 985,210 Class B shares which represent
approximately 5% of the Company's outstanding Class B shares. The Company
repurchases its Class B shares at the market price, at the time of the purchase,
plus brokerage fees. During the second quarter of 2009, pursuant to its normal
course issuer bid programs, the Company redeemed for cancellation a total of
56,200 Class B shares for a net cash consideration of $515,000 (59,700 shares
redeemed and cancelled for the six-month period ended June 30, 2009 for a net
cash consideration of $545,000).


Substantial issuer bid

During the second quarter of 2008, the Company filed a substantial issuer bid to
redeem for cancellation up to 3,000,000 of its participating Class B non-voting
shares for a fixed price of $17.00 per share. A total of 9,189,542 Class B
shares were deposited as at the expiration of the offer. Taking into account the
proration factor, adjustments for odd lot purchases and to avoid the creation of
new irregular lots, the Company took up 3,000,642 Class B shares, for a total
consideration of $51,010,914, plus $389,000 in transaction fees. The Class B
shares redeemed for cancellation under this issuer bid represented 13.2% of the
22,704,848 Class B shares issued and outstanding before the redemption.




c) Earnings per share

The following table provides the calculation of basic and diluted earnings
 per share:

--------------------------------------------------------------------------
--------------------------------------------------------------------------
                               Three-month periods       Six-month periods
                                     ended June 30           ended June 30
--------------------------------------------------------------------------
                                  2009        2008        2009        2008
                                          Restated                Restated
                                           (note 2)                (note 2)
--------------------------------------------------------------------------

Net income                     $15,173     $12,913     $21,668     $18,414
Weighted average number
 of shares outstanding      23,978,699  26,101,574  24,001,288  26,563,211
Effect of dilutive
 stock options                       -      45,534           -      24,350
--------------------------------------------------------------------------
Weighted average number
 of diluted shares
 outstanding                23,978,699  26,147,108  24,001,288  26,587,561
Basic and diluted
 earnings per share              $0.63       $0.49       $0.90       $0.69
--------------------------------------------------------------------------
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8. STOCK-BASED COMPENSATION AND OTHER STOCK-BASED PAYMENTS

--------------------------------------------------------------------------
--------------------------------------------------------------------------
                                      Conventional                Quebecor
                                     Class B stock              Media Inc.
                                           options           stock options
--------------------------------------------------------------------------
Balances as at December 31, 2008,
 March 31, 2009 and June 30, 2009          975,155                 245,984
--------------------------------------------------------------------------
--------------------------------------------------------------------------

Of the number of options outstanding as at June 30, 2009, 233,110
conventional Class B stock options at an average exercise price of $18.91
and 11,771 Quebecor Media Inc. stock options at an average exercise price
of $29.58 can be exercised.

9. ACCUMULATED OTHER COMPREHENSIVE LOSS

--------------------------------------------------------------------------
--------------------------------------------------------------------------
                                                        Interest rate SWAP
--------------------------------------------------------------------------

Balance as at December 31, 2008                                      $(304)
Other comprehensive loss                                               (13)
--------------------------------------------------------------------------
Balance as at June 30, 2009                                          $(317)
--------------------------------------------------------------------------
--------------------------------------------------------------------------

10. PENSION PLANS AND OTHER RETIREMENT BENEFITS

The Company maintains defined benefit and defined contribution pension
plans for its employees. In addition, under an old plan, the Company
maintains for certain retired employees other retirement benefits, such as
health, life and dental insurance plans. Total costs for these benefits are
as follows:

--------------------------------------------------------------------------
--------------------------------------------------------------------------
                               Three-month periods       Six-month periods
                                     ended June 30           ended June 30
--------------------------------------------------------------------------

                                  2009        2008        2009        2008
--------------------------------------------------------------------------

Pension plans
 Defined benefit plans            $817        $718      $1,472      $1,400
 Defined contribution plans        753         675       1,492       1,247

Other retirement benefits          $32         $47         $65         $94
--------------------------------------------------------------------------
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11. RELATED-PARTY TRANSACTIONS

On June 27, 2009, a subsidiary of the Company, SUN TV Company, owned at 75% and
operating the television station SUN TV, entered into a fiscal consolidation
reduction transaction created July 12, 2005 with its non-controlling shareholder
Sun Media Corporation, a company under common control of its parent, Quebecor
Media Inc. To realize this transaction, SUN TV Company received a total
repayment of the Sun Media Corporation convertible bonds for $9,750,000. In
return, SUN TV Company repurchased from Sun Media Corporation all of the
preferred shares redeemable at the option of the holder, carrying a 10.85% fixed
cumulative dividend, for a total of $9,750,000. This transaction results for the
Company, on a consolidated level, in a reduced long-term investment in
convertible bonds of $9,750,000, and an equivalent reduction in redeemable
preferred shares disclosed under the heading "Non-controlling interest and
redeemable preferred shares."


During the second quarter of 2009, our parent company, Quebecor Media Inc.,
proceeded to the liquidation of Canoe Inc., which was 86.2% owned by Quebecor
Media Inc. and 13.8% by TVA Group Inc., and its assets were distributed
proportionally to shareholders. All the transactions resulting from this
liquidation were recorded at carrying amount of assets transferred between the
related companies, and an adjustment of $7,780,000 was recorded directly to the
Company's retained earnings. This adjustment represents the difference between
the carrying amount of $11,262,000 of the Group TVA Inc. investment in Canoe and
the net carrying amount of $3,482,000 of assets received upon liquidation,
including $2,000,000 in cash, three portals including the site "Argent/Money"
and their related income tax benefits. Moreover, the Company has undertaken to
become the sole owner of the television station SUN TV, for which the Company
paid $2,000,000 to Sun Media Corporation on June 29, 2009, that is subject to
the approval of the Canadian Radio-television and Telecommunications Commission
("CRTC").


12. SEGMENTED INFORMATION

The following table includes information on operating income, as well as
information on assets:




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                               Three-month periods       Six-month periods
                                     ended June 30           ended June 30
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                                  2009        2008        2009        2008
                                          Restated                Restated
                                           (note 2)                (note 2)
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Operating revenues
Television                     $91,685     $86,664    $181,912    $169,944
Publishing                      18,647      20,640      36,746      39,901
Distribution                     1,838       4,359       4,505       9,408
Intersegment items                (639)       (609)     (1,833)     (1,739)
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                               111,531     111,054     221,330     217,514
Operating, selling and
 administrative expenses
Television                      67,883      68,939     147,998     143,044
Publishing                      15,360      17,336      31,123      34,926
Distribution                     3,782       3,754       6,530       8,786
Intersegment items                (619)       (673)     (1,786)     (1,932)
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                                86,406      89,356     183,865     184,824
Income (loss) before
 amortization, financial
 expenses, restructuring
 costs of operations, income
 taxes, non-controlling
 interest and equity in income
 of companies subject to
 significant influence
Television                      23,802      17,725      33,914      26,900
Publishing                       3,287       3,304       5,623       4,975
Distribution                    (1,944)        605      (2,025)        622
Intersegment items                 (20)         64         (47)        193
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                               $25,125     $21,698     $37,465     $32,690
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The intersegment items mentioned above represent the elimination of normal
course business transactions made between the Company's business segments
regarding revenues and expenses.

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                                     June 30, 2009       December 31, 2008
                                                          Restated (note 2)
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Total assets
Television                                $350,298                $362,213
Publishing                                  82,330                  80,158
Distribution                                17,786                  21,006
Unallocated items (note 11)                      -                  11,262
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                                          $450,414                $474,639
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