THIS DOCUMENT IS A COPY OF THE SCHEDULE 13G FILED ON
FEBRUARY 14, 1997 PURSUANT TO A RULE 201 TEMPORARY HARDSHIP
EXEMPTION
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __) [The remainder of this
cover page shall be filled out for a reporting person's initial
filing this form with respect to the subject class of securities,
and for any subsequent amendment containing information which
would alter the disclosures provided in a prior cover page]
Univision Communications Inc.
(Name of Issuer)
Class A Common Stock ("A Shares")
(Title of Class of Securities)
914906102
(CUSIP Number)
The information required in the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section 18
of the Securities Exchange Act of 1934 ("Act") or otherwise
subject to the liabilities of that section of the Act but shall
be subject to all other provisions of the Act (however, see the
Notes).
(Continued on following page(s))
Page 1 of 6 pages
CUSIP No. 914906102 13G Page 2 of 6 Pages
1 NAME OF REPORTING PERSON: Grupo Televisa, S.A.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [x]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Mexico
NUMBER OF 5 SOLE VOTING POWER
11,318,716 A Shares
SHARES
6 SHARED VOTING POWER
BENEFICIALLY 0
OWNED BY EACH 7 SOLE DISPOSITIVE POWER
11,318,716 A Shares
REPORTING
8 SHARED DISPOSITIVE POWER
PERSON WITH 0
9 AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON
11,318,716 A Shares
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES* [ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
49.02% of the A Shares
(see response to Item 4)
12 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS
BEFORE FILLING OUT!
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Item 1(a) Name of Issuer:
Univision Communications Inc.
Item 1(b) Address of Issuer's Principal Executive
Offices:
1999 Avenue of the Stars
Suite 3050
Los Angeles, California 90067
Item 2(a) Name of Person Filing:
Grupo Televisa, S.A.
Item 2(b) Address of Principal Business
Office:
Avenida Chapultepec, No. 28
06724 Mexico, D.F.
Mexico
Item 2(c) Citizenship:
Mexican
Item 2(d) Title of Class of Securities:
A Shares [The securities that give rise to
Grupo Televisa, S.A.'s reporting obligation
are shares of Class T Common Stock, which are
convertible into Class A Common Stock on a
share for share basis. Pursuant to Rule 13d-
3(d)(1)(i), such shares of Class T Common
Stock shall be deemed to be outstanding
shares of Class A Common Stock for the
purpose of computing the percentage of
outstanding securities of Class A Common
Stock deemed beneficially owned by the person
filing this report.]
Item 2(e) CUSIP Number:
914906102
Item 3 If this Statement is filed pursuant to Rules
13d-1(b) or 13d-2(b), check whether the
person filing is a:
None of the options apply. This Schedule 13G
is being filed pursuant to rule 13d-1(c).
Item 4 Ownership.[The filing of this Schedule 13G
shall not be construed as an admission that
the Reporting Person or any of its affiliates
is the beneficial owner of any securities
covered by this Schedule 13G for any purposes
other than Section 13(d) of the Securities
Exchange Act of 1934. Grupo Televisa, S.A.
disclaims that it constitutes part of a
"group" with any other Person with respect to
shares of Univision Communications Inc.
Grupo Televisa, S.A. also disclaims
beneficial ownership of shares of Univision
Communications Inc. owned by any other Person
pursuant to Rule 13d-4.]
(a) Amount beneficially owned:
See Item 9 on Page 2 of the Cover Page [Of
the 4,459,291 shares of Class T Common Stock
owned by Grupo Televisa, S.A. covered by this
report, 4,456,920 are owned indirectly by
Grupo Televisa, S.A. through its wholly owned
subsidiaries (collectively, the "Company")
and 2,371 shares are owned indirectly through
a partnership in which the Company is a
general partner. In addition, this report
includes 6,859,425 shares of Class T Common
Stock issuable upon exercise of Warrants held
by the Company, 3,646 of which are held
indirectly through the foregoing partnership.
Such Warrants may be exercised so long as the
aggregate shares owned by the Company,
Venevision and all non-U.S. aliens do not
represent more than 25% of the outstanding
stock of Univision Communications Inc., and
are not presently exercisable.]
(b) Percent of Class:
See Item 11 on Page 2 of the Cover Page
(c) Number of shares as to which such person
has:
(i) sole power to vote or to direct the
vote:
See Item 5 on Page 2 of the Cover
Page
(ii) shared power to vote or to direct
the vote:
See Item 6 on Page 2 of the Cover
Page
(iii) sole power to dispute
or to direct the disposition of:
See Item 7 on Page 2 of the Cover
Page
(iv) shared power to dispute or
to direct the disposition of:
See Item 8 on Page 2 of the Cover
Page
Item 5 Ownership of Five Percent or Less of a Class.
Not applicable.
Item 6 Ownership of More than Five Percent on Behalf
of Another Person:
Not applicable.
Item 7 Identification and Classification of the
Subsidiary which Acquired the Security Being
Reported on by the Parent Holding Company.
Not applicable.
Item 8 Identification and Classification of Members
of the Group.
Not applicable.
Item 9 Notice of Dissolution of Group.
Not applicable.
Item 10 Certification.
Not applicable.
Signature.
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.
Date: February 14, 1997
By:GRUPO TELEVISA, S.A.
By: /s/ Javier Mondragon
Name: Javier Mondragon
Title: Vice-President
