Exhibit 8.1


                                  July 15, 2003



CanWest Media, Inc.
31st Floor, TD Centre
201 Portage Avenue
Winnipeg, Manitoba
CANADA R3B 3L7


Gentlemen:

     We have served as special counsel for CanWest Media, Inc., a corporation
organized under the laws of Canada ("CanWest"), in connection with the issuance
by CanWest of 7 5/8% Series A Senior Notes due 2013, in the aggregate principal
amount of $200 million as of April 3, 2003 (the "Initial Notes") and the
subsequent offer by CanWest (the "Exchange Offer") to exchange all of the
Initial Notes for new 7 5/8% Series B Senior Notes due 2013, in the aggregate
principal amount of $200 million (the "Exchange Notes"). In this capacity, we
have participated in the preparation of a registration statement on Form F-4
(the "Registration Statement") filed pursuant to the Securities Act of 1933, as
amended (the "Securities Act") including the prospectus relating to the issuance
of the Exchange Notes (the "Prospectus"). Unless otherwise defined, capitalized
terms referred to herein have the meanings set forth in the Prospectus. All
section references, unless otherwise indicated, are to the United States
Internal Revenue Code of 1986, as amended (the "Code").

     We understand the facts relating to the Exchange Offer to be as follows:

     On April 3, 2003, CanWest completed the private offering of the Initial
Notes. In connection with that offering, CanWest and certain guarantors entered
into a registration rights agreement with the initial purchasers of the Initial
Notes pursuant to which CanWest agreed, among other things: (i) to file a
registration statement with respect to the Exchange Offer within 90 days after
the original issue date of the Initial Notes; (ii) to use its reasonable best
efforts to cause the Exchange Offer registration statement to be declared
effective within 135 days after the original issue date of the Initial Notes,
(iii) once the registration statement is declared effective, to offer the
Exchange Notes in exchange for the surrender of the Initial Notes; and (iv) to
keep the Exchange Offer open for not less than 20 business days after notice of
the Exchange Offer is mailed to holders of the Initial Notes.


CanWest Media                       -2-                            July 15, 2003


     The terms of the Exchange Notes and of the Initial Notes are substantially
identical in all material respects, except that the Exchange Notes will be
freely transferable by the holders, other than as specifically provided in the
Prospectus. For each Initial Note surrendered to CanWest pursuant to the
Exchange Offer, the holder of such Note will receive an Exchange Note having a
principal amount equal to that of the surrendered Initial Note. The Exchange
Notes will be issued pursuant to the same indenture as governs the Initial
Notes.

     You have requested our opinion regarding certain U.S. federal income tax
consequences of the consummation of this Exchange Offer. This opinion is being
rendered to you in response to such request. In rendering this opinion, we have
relied, with your consent, upon the facts, statements, descriptions and
representations set forth in the Prospectus (including the Schedules and
Exhibits thereto) and such other documents pertaining to the Exchange Offer as
we have deemed necessary or appropriate.

     In connection with rendering this opinion, we have also assumed (without
any independent investigation) that:

     1. Original documents (including signatures) are authentic, documents
submitted to us as copies conform to the original documents, and there has been
(or will be by the date on which the Exchange Notes are issued pursuant to the
Exchange Offer) due execution and delivery of all documents where due execution
and delivery are prerequisites to effectiveness thereof;

     2. Any statement made in any of the documents referred to herein as being
"to the best of the knowledge" of any person or party, or similarly qualified,
is correct without such qualification; and

     3. All statements, descriptions and representations contained in any of the
documents referred to herein or otherwise made to us are true, correct and
complete in all material respects and, at the consummation of the transactions
contemplated by the Exchange Offer, will be true, correct and complete and no
actions have been (or will be) taken which are inconsistent with such
statements, descriptions and representations.

     Based on our examination of the foregoing items and subject to the
assumptions, exceptions, limitations and qualifications set forth herein, it is
our opinion that, if the Exchange Offer is consummated in accordance with the
Prospectus, the exchange of Initial Notes for Exchange Notes by holders of
Initial Notes pursuant to the Exchange Offer will not constitute an "exchange"
for U.S. federal income tax purposes because such exchange will not effect a
substantial modification of the holders' rights under the Initial Notes.

     This opinion represents and is based upon our best judgment regarding the
application of U.S. federal income tax laws arising under the Code, existing
judicial decisions,


CanWest Media                       -3-                            July 15, 2003


Treasury regulations and published rulings and procedures. Our opinion is not
binding upon the Internal Revenue Service or the courts, and there is no
assurance that the Internal Revenue Service will not successfully assert a
contrary position. Furthermore, no assurance can be given that future
legislative, judicial or administrative changes, on either a prospective or
retroactive basis, would not adversely affect the accuracy of the conclusions
stated herein. Nevertheless, we undertake no responsibility to advise you of any
new developments in the application or interpretation of the U.S. federal income
tax laws.

     This opinion addresses only the U.S. federal income tax matters relating to
the Exchange Offer that are expressly set forth above, and does not address any
other federal, state, local or foreign tax consequences that may result from the
Exchange Offer or any other transaction (including any transaction undertaken in
connection with the Exchange Offer).

     No opinion is expressed as to any transaction other than the Exchange Offer
as described in the Prospectus or to any transaction whatsoever, including the
Exchange Offer, if all the transactions described in the Prospectus are not
consummated in accordance with the descriptions of them in the Prospectus, or if
any of the representations, warranties, statements and assumptions upon which we
relied are not true, correct and complete at all relevant times. In the event
any one of the representations, warranties, statements or assumptions upon which
we have relied to issue this opinion is incorrect, our opinion might be
adversely affected and may not be relied upon.

     This opinion is intended solely for the benefit of CanWest and exchanging
holders of Initial Notes and may not be relied upon by any other person. We
hereby consent to the filing of this opinion with the Securities and Exchange
Commission (the "Commission") as an exhibit to the Registration Statement and to
the use of our name on the cover page of the Prospectus and under the caption
"Material Income Tax Consequences -- United States - Exchange Offer" and "Legal
Matters" included therein. In giving this opinion, we do not admit that we are
within the category of persons whose consent is required under Section 7 of the
Securities Act or the rules and regulations of the Commission.


                                   Very truly yours,

                                   /s/ KAYE SCHOLER LLP