As filed with the Securities and Exchange Commission on July 22, 2005.

                                              Registration No.:  333-_____
==========================================================================

                    SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549
                             ------------------
                                  FORM S-8
                           REGISTRATION STATEMENT
                                   UNDER
                         THE SECURITIES ACT OF 1933
                             -----------------
                           GRUPO TELEVISA, S.A.
          (Exact name of Registrant as specified in its charter)

     UNITED MEXICAN STATES                                       NONE
 (State or other jurisdiction                               (I.R.S. Employer
 of incorporation or organization)                         Identification No.)
                              ----------------
      AV. VASCO DE QUIROGA, NO. 2000                  DONALD J. PUGLISI
            COLONIA SANTA FE                       PUGLISI & ASSOCIATES
            01210 MEXICO, D.F.                      850 LIBERTY STREET,
                 MEXICO                                   SUITE 204
           (52) (555) 261-2000                           P.O. BOX 885
       (Address and telephone number of             NEWARK, DELAWARE 19715
           Registrant's principal                       (302) 738-6680
        executive offices) (Zip Code)            (Name, address and telephone
                                                 number of agent for service)

                             -----------------

                  GRUPO TELEVISA, S.A. STOCK PURCHASE PLAN
                          (Full Title of the Plan)

                             -----------------

                                 COPIES TO:

              KENNETH ROSH, ESQ.                 JUAN SEBASTIAN MIJARES ORTEGA
FRIED, FRANK, HARRIS, SHRIVER & JACOBSON LLP           GRUPO TELEVISA, S.A.
           ONE NEW YORK PLAZA                        AVENIDA VASCO DE QUIROGA,
        NEW YORK, NEW YORK 10004                            NO. 2000
              (212) 859-8000                            01210 MEXICO, D.F.
                                                             MEXICO
                                                      (52) (555) 261-2000
                             ------------------

<TABLE>
<CAPTION>

                                               CALCULATION OF REGISTRATION FEE

===========================================================================================================================
      TITLE OF EACH CLASS OF                        AMOUNT        PROPOSED MAXIMUM       PROPOSED MAXIMUM        AMOUNT OF
    SECURITIES TO BE REGISTERED                      TO BE         OFFERING PRICE       AGGREGATE OFFERING     REGISTRATION
                                                  REGISTERED(1)    PER UNIT (2)              PRICE (2)              FEE
<S>                                               <C>             <C>                   <C>                    <C>
---------------------------------------------------------------------------------------------------------------------------
  Series A Shares, without par value (3)......    2,761,659,825       $66.08            $77,987,385.14         $9,179.12
  Series B Shares, without par value (3)......    2,430,260,646       $66.08            $68,628,898.93         $8,077.62
  Series D Shares, without par value (3)......    3,866,323,755       $66.08           $109,182,339.20        $12,850.76
  Series L Shares, without par value (3)......    3,866,323,755       $66.08           $109,182,339.20        $12,850.76
---------------------------------------------------------------------------------------------------------------------------
  Total.......................................   12,924,567,981                        $364,980,962.47        $42,958.26
===========================================================================================================================

<FN>

(1)       This represents (i) the maximum aggregate projected amount of securities issuable under the Grupo Televisa,  S.A.
          Stock Purchase Plan through December 31, 2008 and (ii) such indeterminate amount of securities that may be issued
          pursuant  to the Grupo  Televisa,  S.A.  Stock  Purchase  Plan in the  event of a stock  dividend,  stock  split,
          recapitalization or other similar event.

(2)       Estimated  solely for the purpose of calculating the  registration fee pursuant to Rules 457(c) and (h) under the
          Securities  Act of 1933  (the  "Securities  Act"),  based  on the  average  of the  high  and low  prices  of the
          Registrant's  Global  Depositary  Shares  ("GDSs") on the New York Stock  Exchange on July 20, 2005. The proposed
          maximum  aggregate  offering  price was  determined  by (i) dividing the number of shares to be registered by the
          number of shares  per  Ordinary  Participation  Certificate  ("CPO"),  or 117,  (ii)  dividing  the result of the
          calculation  in clause  (i) by the  number of CPOs per GDS,  or 20,  then  (iii)  multiplying  the  result of the
          calculation in clause (ii) by $66.08.

(3)       CPOs, each representing financial interests in, and limited voting rights with respect to, 25 Series A Shares, 22
          Series B Shares, 35 Series D Shares and 35 Series L Shares issuable upon deposit of the Series A Shares, Series
          B  Shares,  Series D Shares  and  Series L  Shares  registered  hereby  have  been  registered  under a  separate
          registration  statement on Form F-6 (Registration No. 33-71810) and a separate registration statement on Form 8-A
          (Registration No.  001-12610).  GDSs evidenced by Global  Depositary  Receipts issuable upon deposit of such CPOs
          have also been registered under the same registration statement on Form F-6. Each GDS represents twenty CPOs.

</FN>

===========================================================================================================================
</TABLE>



                             TABLE OF CONTENTS

                                                                        PAGE

ITEM 1. PLAN INFORMATION...................................................3


ITEM 2. REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION........3


ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE............................3


ITEM 4. DESCRIPTION OF SECURITIES..........................................4


ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.............................4


ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS..........................4


ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED................................4


ITEM 8. EXHIBITS...........................................................4


ITEM 9. UNDERTAKINGS.......................................................5


                                   PART I

           INFORMATION REQUIRED IN THE SECTION 10 (a) PROSPECTUS


ITEM 1.     PLAN INFORMATION.*


ITEM 2.     REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION.*

     * The  documents  containing  information  specified by Part I of this
Registration  Statement have been or will be delivered to  participants  in
the Grupo  Televisa,  S.A. Stock Purchase Plan (the "Plan") as specified in
Rule 428(b)(1)  promulgated by the Securities and Exchange  Commission (the
"SEC") under the  Securities  Act.  These  documents are not required to be
filed with the SEC but constitute (along with the documents incorporated by
reference into this  Registration  Statement  pursuant to Item 3 of Part II
hereof) a prospectus  that meets the  requirements  of Section 10(a) of the
Securities Act.

     In this  Registration  Statement,  all references to "Televisa," "we,"
"us" and words of similar effect refer to Grupo Televisa,  S.A., a sociedad
anonima,  or limited liability stock corporation,  organized under the laws
of Mexico, and its restricted and unrestricted  consolidated  subsidiaries,
unless the context otherwise requires.

                                  PART II

             INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.     INCORPORATION OF DOCUMENTS BY REFERENCE.

     The  following  documents  filed with, or submitted to, the SEC by the
Registrant pursuant to the Securities Exchange Act of 1934, as amended (the
"Exchange  Act"),  are  incorporated  by  reference  in  this  Registration
Statement:

     (a)  our annual report on Form 20-F for the fiscal year ended December
          31, 2004, dated June 13, 2005 (SEC File No. 001-12610); and

     (b)  the  descriptions of our GDSs,  CPOs,  Series A Shares,  Series D
          Shares  and  Series  L  Shares   contained  in  our  Registration
          Statement  on Form 8-A,  dated  November  23,  1993 (SEC File No.
          001-12610),  and any amendment or report filed for the purpose of
          updating such descriptions; and

     (c)  the  description  of  our  Series  B  Shares   contained  in  our
          Registration Statement on Form 8-A, dated July 23, 2004 (SEC File
          No. 001-12610), and any amendment or report filed for the purpose
          of updating such description.

All documents subsequently filed by the Registrant or the Plan, as the case
may be, pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act
prior to the filing of a post-effective  amendment which indicates that all
securities  offered have been sold or which deregisters all securities then
remaining  unsold,  and any Form 6-K filed  during  such period or portions
thereof that are identified in such forms as being  incorporated  into this
Registration  Statement,  shall be deemed to be incorporated by the date of
filing  of  such   documents.   Any  statement   contained  in  a  document
incorporated or deemed to be incorporated by reference in this Registration
Statement  and to be a part  hereof  shall  be  deemed  to be  modified  or
superseded for purposes of this Registration Statement to the extent that a
statement  contained  in  this  Registration  Statement  or  in  any  other
subsequently  filed document which also is or is deemed to be  incorporated
by reference in this  Registration  Statement  modifies or supersedes  such
statement.  Any such  statement  so  modified  or  superseded  shall not be
deemed,  except as so modified or superseded,  to constitute a part of this
Registration Statement.

ITEM 4.     DESCRIPTION OF SECURITIES.

            Not applicable.

ITEM 5.     INTERESTS OF NAMED EXPERTS AND COUNSEL.

            Not applicable.

ITEM 6.     INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     The  Shareholders'  Meeting of Televisa has  expressly  resolved  that
Televisa will  indemnify  and hold  harmless each of its directors  against
liabilities  incurred in connection with the distribution of the securities
registered  under this  Registration  Statement.  Televisa has also entered
into indemnification agreements with certain of its officers and directors.
These indemnification  agreements require Televisa to indemnify and advance
expenses  to any  officer  and/or  director a party  thereto to the fullest
extent permitted by applicable law.

ITEM 7.     EXEMPTION FROM REGISTRATION CLAIMED.

            Not applicable.

ITEM 8.     EXHIBITS.

     EXHIBIT NUMBER                  DESCRIPTION OF EXHIBITS
     --------------                  -----------------------

          4.1 --         English translation of Amended and Restated Bylaws
                         (Estatutos  Sociales) of the Registrant,  dated as
                         of April 16,  2004  (previously  submitted to  the
                         Securities  and Exchange  Commission as an Exhibit
                         to the Registrant's Annual Report on Form 20-F for
                         the year ended December 31, 2003 and  incorporated
                         herein by reference).

          5.1 --         Opinion of  Mijares,  Angoitia,  Cortes y Fuentes,
                         S.C. as to the legality of the CPOs,  the Series A
                         Shares,  the Series L Shares,  Series D Shares and
                         the Series B Shares underlying such CPOs.

          23.1 --        Consents of PriceWaterhouseCoopers.

          23.2 --        Consent of  Mijares,  Angoitia,  Cortes y Fuentes,
                         S.C. (included in Exhibit 5.1).

          23.3 --        Consent of  Ernst & Young LLP.

          24.1 --        Power of Attorney  as  included  in the  signature
                         pages to this Registration Statement.

ITEM 9.     UNDERTAKINGS.

     (a)    The undersigned Registrant hereby undertakes:

            (1)   To file,  during any period in which  offers or sales are
                  being   made,   a   post-effective   amendment   to  this
                  Registration Statement:

                  (i)  To  include  any  prospectus   required  by  Section
                       10(a)(3) of the Securities Act;

                  (ii) To  reflect  in the  prospectus  any facts or events
                       arising after the effective date of the Registration
                       Statement   (or  the  most   recent   post-effective
                       amendment  thereof)  which,  individually  or in the
                       aggregate,  represent  a  fundamental  change in the
                       information set forth in the Registration Statement.
                       Notwithstanding  the  foregoing,   any  increase  or
                       decrease  in volume of  securities  offered  (if the
                       total dollar value of  securities  offered would not
                       exceed that which was  registered) and any deviation
                       from  the low or high end of the  estimated  maximum
                       offering  range  may be  reflected  in the  form  of
                       prospectus  filed  with  the  SEC  pursuant  to Rule
                       424(b) of the  Securities  Act if, in the aggregate,
                       the  changes in volume and price  represent  no more
                       than a 20 percent  change in the  maximum  aggregate
                       offering  price  set  forth in the  "Calculation  of
                       Registration    Fee"   table   in   the    effective
                       Registration Statement; and

                  (iii) To include any material information with respect to
                       the plan of distribution not previously disclosed in
                       the Registration Statement or any material change to
                       such information in the Registration Statement;

          provided,  however,  that paragraphs  (a)(1)(i) and (a)(1)(ii) do
          not  apply  if  the  information  required  to be  included  in a
          post-effective  amendment  by those  paragraphs  is  contained in
          periodic  reports  filed  with  or  furnished  to the  SEC by the
          Registrant  pursuant to Section 13 or 15(d) of the  Exchange  Act
          that are incorporated by reference in the Registration Statement.

            (2)   That, for the purpose of determining  any liability under
                  the Securities  Act, each such  post-effective  amendment
                  shall  be  deemed  to  be a  new  registration  statement
                  relating  to the  securities  offered  therein,  and  the
                  offering of such  securities at that time shall be deemed
                  to be the initial bona fide offering thereof.

            (3)   To remove from  registration by means of a post-effective
                  amendment any of the securities  being  registered  which
                  remain unsold at the termination of the offering.

      (b)    The  undersigned   Registrant   hereby  undertakes  that,  for
             purposes of  determining  any liability  under the  Securities
             Act, each filing of the Registrant's annual report pursuant to
             Section 13(a) or Section 15(d) of the Exchange Act (and, where
             applicable,  each filing of an employee  benefit plan's annual
             report  pursuant to Section 15(d) of the Exchange Act) that is
             incorporated by reference in the Registration  Statement shall
             be deemed to be a new registration  statement  relating to the
             securities   offered   therein,   and  the  offering  of  such
             securities at that time shall be deemed to be the initial bona
             fide offering thereof.

      (c)    Insofar as indemnification  for liabilities  arising under the
             Securities  Act may be  permitted to  directors,  officers and
             controlling   persons  of  the  Registrant   pursuant  to  the
             foregoing  provisions,  or otherwise,  the Registrant has been
             advised that in the opinion of the SEC such indemnification is
             against  public policy as expressed in the  Securities Act and
             is,  therefore,  unenforceable.  In the event that a claim for
             indemnification  against  such  liabilities  (other  than  the
             payment by the  Registrant  of expenses  incurred or paid by a
             director,  officer or controlling  person of the Registrant in
             the successful  defense of any action,  suit or proceeding) is
             asserted by such director,  officer or  controlling  person in
             connection   with  the  securities   being   registered,   the
             Registrant  will,  unless in the  opinion of its  counsel  the
             matter has been settled by controlling precedent,  submit to a
             court of appropriate jurisdiction the question of whether such
             indemnification by it is against public policy as expressed in
             the Act and will be governed by the final adjudication of such
             issue.

                                 SIGNATURES

     The Registrant.  Pursuant to the requirements of the Securities Act of
1933,  the Registrant  certifies that it has reasonable  grounds to believe
that it meets all of the  requirements  for filing on Form S-8 and has duly
caused  this  Registration  Statement  to be  signed  on its  behalf by the
undersigned,   thereunto  duly  authorized,   in  Mexico  City,  Mexico  on
July 22, 2005.



                                  GRUPO TELEVISA, S.A.



                                   By:   /s/ Rafael Carabias Principe
                                         --------------------------------
                                         Name:   Rafael Carabias Principe
                                         Title:  Vice President of
                                                 Administration


                                   By:   /s/ Jorge Lutteroth Echegoyen
                                         --------------------------------
                                         Name:   Jorge Lutteroth Echegoyen
                                         Title:  Controller and Vice President



KNOW ALL MEN BY THESE PRESENTS,  that each person whose  signature  appears
below  constitutes and appoints Emilio Azcarraga Jean,  Alfonso de Angoitia
Noriega,   Salvi  Folch  Viadero,  Julio  Barba  Hurtado,  Jorge  Lutteroth
Echegoyen,  Juan Sebastian  Mijares Ortega,  Joaquin  Balcarcel Santa Cruz,
Rafael Carabias Principe,  Guadalupe  Phillips Margain,  and Guillermo Nava
Gomez-Tagle and each of them, his or her true and lawful  attorneys-in-fact
and agents,  with full power of substitution  and  resubstitution  for such
person and in his or her name,  place and stead, in any and all capacities,
to sign any and all  amendments  (including  post-effective  amendments) to
this  Registration  Statement  on Form S-8 and to file  the  same  with all
exhibits with the  Securities and Exchange  Commission,  granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to
do and perform  each and every act and thing  requisite  or necessary to be
done in and about the premises, as fully and to all intents and purposes as
he or she might or could do in person,  hereby ratifying and confirming all
that  said  attorneys-in-fact  and  agents,  and  any  of  them,  or  their
substitutes, may lawfully do or cause to be done by virtue hereof.

     Pursuant  to the  requirements  of the  Securities  Act of 1933,  this
Registration  Statement  has been  signed by the  following  persons in the
capacities and on the date first above indicated:

<TABLE>
<CAPTION>
               <S>                                  <C>

             SIGNATURE                              TITLE
   /s/ Emilio Azcarraga Jean
   ---------------------------------      Director, Chairman of the Board
   Emilio Azcarraga Jean                  President, and Chief Executive Officer

   /s/ Maria Asuncion Aramburuzabala      Director and Vice Chairwoman of the Board
       Larregui
   ---------------------------------
   Maria Asuncion Aramburuzabala
   Larregui

   ---------------------------------      Director and Executive Vice President
   Alfonso de Angoitia Noriega

   /s/ Pedro Aspe Armella
   ---------------------------------      Director
   Pedro Aspe Armella

   /s/ Julio Barba Hurtado
   ---------------------------------      Director
   Julio Barba Hurtado

   /s/ Jose Antonio Baston Patino
   ---------------------------------      Director
   Jose Antonio Baston Patino

   ---------------------------------      Director
   Alberto Bailleres Gonzalez

   ---------------------------------      Director
   Manuel Jorge Cutillas Covani

   ---------------------------------      Director
   Carlos Fernandez Gonzalez

   /s/ Salvi Folch Viadero
   ---------------------------------      Chief Financial Officer
   Salvi Folch Viadero

   /s/ Bernardo Gomez Martinez
   ---------------------------------      Director
   Bernardo Gomez Martinez


   /s/ Claudio X. Gonzalez Laporte
   ---------------------------------      Director
   Claudio X. Gonzalez Laporte

   ---------------------------------      Director
   Roberto Hernandez Ramirez

   /s/ Enrique Krauze Kleinbort
   ---------------------------------      Director
   Enrique Krauze Kleinbort

   ---------------------------------      Director
   German Larrea Mota Velasco

   /s/ Jorge Lutteroth Echegoyen
   ---------------------------------      Controller
   Jorge Lutteroth Echegoyen

   /s/ Gilberto Perezalonso Cifuentes
   ---------------------------------      Director
   Gilberto Perezalonso Cifuentes

   /s/ Alejandro Quintero Iniguez
   ---------------------------------      Director
   Alejandro Quintero Iniguez

   /s/ Fernando Senderos Mestre
   ---------------------------------      Director
   Fernando Senderos Mestre

   /s/ Enrique F. Senior Hernandez
   ---------------------------------      Director
   Enrique F. Senior Hernandez

   /s/ Carlos Slim Domit
   ---------------------------------      Director
   Carlos Slim Domit

   ---------------------------------      Director
   Lorenzo H. Zambrano Trevino

</TABLE>

                   SIGNATURE OF AUTHORIZED REPRESENTATIVE

     Pursuant  to the  requirements  of the  Securities  Act of  1933,  the
undersigned,  the duly  authorized  representative  in the United States of
Grupo Televisa, S.A., has signed this Registration Statement on Form S-8 in
the City of Newark, State of Delaware on July 22, 2005.


                   SIGNATURE                          TITLE

        /s/ Donald J. Puglisi
        ------------------------     Authorized  Representative in the United
        Donald J. Puglisi            States
[{"type": "S-8", "sequence": "1", "filename": "krs8.txt", "secsgml_size_bytes": 24102}]
{"company-data": {"conformed-name": "GRUPO TELEVISA S A", "cik": "0000912892", "assigned-sic": "4833", "irs-number": "000000000", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-126827", "film-number": "05969312"}, "business-address": {"street1": "AVENIDA CHAPULTEPEC NO 28", "city": "06724 MEXICO DF MEXI", "state": "O5", "zip": "00000"}, "mail-address": {"street1": "AVENIDA CHAPULTEPEC NO. 28", "street2": "COLONIA DOCTORES"}, "former-company": {"former-conformed-name": "GRUPO TELEVISA S A DE CV", "date-changed": "19931001"}}
As filed with the Securities and Exchange Commission on July 22, 2005.

                                              Registration No.:  333-_____
==========================================================================

                    SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549
                             ------------------
                                  FORM S-8
                           REGISTRATION STATEMENT
                                   UNDER
                         THE SECURITIES ACT OF 1933
                             -----------------
                           GRUPO TELEVISA, S.A.
          (Exact name of Registrant as specified in its charter)

     UNITED MEXICAN STATES                                       NONE
 (State or other jurisdiction                               (I.R.S. Employer
 of incorporation or organization)                         Identification No.)
                              ----------------
      AV. VASCO DE QUIROGA, NO. 2000                  DONALD J. PUGLISI
            COLONIA SANTA FE                       PUGLISI & ASSOCIATES
            01210 MEXICO, D.F.                      850 LIBERTY STREET,
                 MEXICO                                   SUITE 204
           (52) (555) 261-2000                           P.O. BOX 885
       (Address and telephone number of             NEWARK, DELAWARE 19715
           Registrant's principal                       (302) 738-6680
        executive offices) (Zip Code)            (Name, address and telephone
                                                 number of agent for service)

                             -----------------

                  GRUPO TELEVISA, S.A. STOCK PURCHASE PLAN
                          (Full Title of the Plan)

                             -----------------

                                 COPIES TO:

              KENNETH ROSH, ESQ.                 JUAN SEBASTIAN MIJARES ORTEGA
FRIED, FRANK, HARRIS, SHRIVER & JACOBSON LLP           GRUPO TELEVISA, S.A.
           ONE NEW YORK PLAZA                        AVENIDA VASCO DE QUIROGA,
        NEW YORK, NEW YORK 10004                            NO. 2000
              (212) 859-8000                            01210 MEXICO, D.F.
                                                             MEXICO
                                                      (52) (555) 261-2000
                             ------------------
CALCULATION OF REGISTRATION FEE

===========================================================================================================================
      TITLE OF EACH CLASS OF                        AMOUNT        PROPOSED MAXIMUM       PROPOSED MAXIMUM        AMOUNT OF
    SECURITIES TO BE REGISTERED                      TO BE         OFFERING PRICE       AGGREGATE OFFERING     REGISTRATION
                                                  REGISTERED(1)    PER UNIT (2)              PRICE (2)              FEE
---------------------------------------------------------------------------------------------------------------------------
  Series A Shares, without par value (3)......    2,761,659,825       $66.08            $77,987,385.14         $9,179.12
  Series B Shares, without par value (3)......    2,430,260,646       $66.08            $68,628,898.93         $8,077.62
  Series D Shares, without par value (3)......    3,866,323,755       $66.08           $109,182,339.20        $12,850.76
  Series L Shares, without par value (3)......    3,866,323,755       $66.08           $109,182,339.20        $12,850.76
---------------------------------------------------------------------------------------------------------------------------
  Total.......................................   12,924,567,981                        $364,980,962.47        $42,958.26
===========================================================================================================================
(1)       This represents (i) the maximum aggregate projected amount of securities issuable under the Grupo Televisa,  S.A.
          Stock Purchase Plan through December 31, 2008 and (ii) such indeterminate amount of securities that may be issued
          pursuant  to the Grupo  Televisa,  S.A.  Stock  Purchase  Plan in the  event of a stock  dividend,  stock  split,
          recapitalization or other similar event.

(2)       Estimated  solely for the purpose of calculating the  registration fee pursuant to Rules 457(c) and (h) under the
          Securities  Act of 1933  (the  "Securities  Act"),  based  on the  average  of the  high  and low  prices  of the
          Registrant's  Global  Depositary  Shares  ("GDSs") on the New York Stock  Exchange on July 20, 2005. The proposed
          maximum  aggregate  offering  price was  determined  by (i) dividing the number of shares to be registered by the
          number of shares  per  Ordinary  Participation  Certificate  ("CPO"),  or 117,  (ii)  dividing  the result of the
          calculation  in clause  (i) by the  number of CPOs per GDS,  or 20,  then  (iii)  multiplying  the  result of the
          calculation in clause (ii) by $66.08.

(3)       CPOs, each representing financial interests in, and limited voting rights with respect to, 25 Series A Shares, 22
          Series B Shares, 35 Series D Shares and 35 Series L Shares issuable upon deposit of the Series A Shares, Series
          B  Shares,  Series D Shares  and  Series L  Shares  registered  hereby  have  been  registered  under a  separate
          registration  statement on Form F-6 (Registration No. 33-71810) and a separate registration statement on Form 8-A
          (Registration No.  001-12610).  GDSs evidenced by Global  Depositary  Receipts issuable upon deposit of such CPOs
          have also been registered under the same registration statement on Form F-6. Each GDS represents twenty CPOs.
===========================================================================================================================
TABLE OF CONTENTS

                                                                        PAGE

ITEM 1. PLAN INFORMATION...................................................3

ITEM 2. REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION........3

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE............................3

ITEM 4. DESCRIPTION OF SECURITIES..........................................4

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.............................4

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS..........................4

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED................................4

ITEM 8. EXHIBITS...........................................................4

ITEM 9. UNDERTAKINGS.......................................................5

                                   PART I

           INFORMATION REQUIRED IN THE SECTION 10 (a) PROSPECTUS

ITEM 1.     PLAN INFORMATION.*

ITEM 2.     REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION.*

     * The  documents  containing  information  specified by Part I of this
Registration  Statement have been or will be delivered to  participants  in
the Grupo  Televisa,  S.A. Stock Purchase Plan (the "Plan") as specified in
Rule 428(b)(1)  promulgated by the Securities and Exchange  Commission (the
"SEC") under the  Securities  Act.  These  documents are not required to be
filed with the SEC but constitute (along with the documents incorporated by
reference into this  Registration  Statement  pursuant to Item 3 of Part II
hereof) a prospectus  that meets the  requirements  of Section 10(a) of the
Securities Act.

     In this  Registration  Statement,  all references to "Televisa," "we,"
"us" and words of similar effect refer to Grupo Televisa,  S.A., a sociedad
anonima,  or limited liability stock corporation,  organized under the laws
of Mexico, and its restricted and unrestricted  consolidated  subsidiaries,
unless the context otherwise requires.

                                  PART II

             INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.     INCORPORATION OF DOCUMENTS BY REFERENCE.

     The  following  documents  filed with, or submitted to, the SEC by the
Registrant pursuant to the Securities Exchange Act of 1934, as amended (the
"Exchange  Act"),  are  incorporated  by  reference  in  this  Registration
Statement:

     (a)  our annual report on Form 20-F for the fiscal year ended December
          31, 2004, dated June 13, 2005 (SEC File No. 001-12610); and

     (b)  the  descriptions of our GDSs,  CPOs,  Series A Shares,  Series D
          Shares  and  Series  L  Shares   contained  in  our  Registration
          Statement  on Form 8-A,  dated  November  23,  1993 (SEC File No.
          001-12610),  and any amendment or report filed for the purpose of
          updating such descriptions; and

     (c)  the  description  of  our  Series  B  Shares   contained  in  our
          Registration Statement on Form 8-A, dated July 23, 2004 (SEC File
          No. 001-12610), and any amendment or report filed for the purpose
          of updating such description.

All documents subsequently filed by the Registrant or the Plan, as the case
may be, pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act
prior to the filing of a post-effective  amendment which indicates that all
securities  offered have been sold or which deregisters all securities then
remaining  unsold,  and any Form 6-K filed  during  such period or portions
thereof that are identified in such forms as being  incorporated  into this
Registration  Statement,  shall be deemed to be incorporated by the date of
filing  of  such   documents.   Any  statement   contained  in  a  document
incorporated or deemed to be incorporated by reference in this Registration
Statement  and to be a part  hereof  shall  be  deemed  to be  modified  or
superseded for purposes of this Registration Statement to the extent that a
statement  contained  in  this  Registration  Statement  or  in  any  other
subsequently  filed document which also is or is deemed to be  incorporated
by reference in this  Registration  Statement  modifies or supersedes  such
statement.  Any such  statement  so  modified  or  superseded  shall not be
deemed,  except as so modified or superseded,  to constitute a part of this
Registration Statement.

ITEM 4.     DESCRIPTION OF SECURITIES.

            Not applicable.

ITEM 5.     INTERESTS OF NAMED EXPERTS AND COUNSEL.

            Not applicable.

ITEM 6.     INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     The  Shareholders'  Meeting of Televisa has  expressly  resolved  that
Televisa will  indemnify  and hold  harmless each of its directors  against
liabilities  incurred in connection with the distribution of the securities
registered  under this  Registration  Statement.  Televisa has also entered
into indemnification agreements with certain of its officers and directors.
These indemnification  agreements require Televisa to indemnify and advance
expenses  to any  officer  and/or  director a party  thereto to the fullest
extent permitted by applicable law.

ITEM 7.     EXEMPTION FROM REGISTRATION CLAIMED.

            Not applicable.

ITEM 8.     EXHIBITS.

     EXHIBIT NUMBER                  DESCRIPTION OF EXHIBITS
     --------------                  -----------------------

          4.1 --         English translation of Amended and Restated Bylaws
                         (Estatutos  Sociales) of the Registrant,  dated as
                         of April 16,  2004  (previously  submitted to  the
                         Securities  and Exchange  Commission as an Exhibit
                         to the Registrant's Annual Report on Form 20-F for
                         the year ended December 31, 2003 and  incorporated
                         herein by reference).

          5.1 --         Opinion of  Mijares,  Angoitia,  Cortes y Fuentes,
                         S.C. as to the legality of the CPOs,  the Series A
                         Shares,  the Series L Shares,  Series D Shares and
                         the Series B Shares underlying such CPOs.

          23.1 --        Consents of PriceWaterhouseCoopers.

          23.2 --        Consent of  Mijares,  Angoitia,  Cortes y Fuentes,
                         S.C. (included in Exhibit 5.1).

          23.3 --        Consent of  Ernst & Young LLP.

          24.1 --        Power of Attorney  as  included  in the  signature
                         pages to this Registration Statement.

ITEM 9.     UNDERTAKINGS.

     (a)    The undersigned Registrant hereby undertakes:

            (1)   To file,  during any period in which  offers or sales are
                  being   made,   a   post-effective   amendment   to  this
                  Registration Statement:

                  (i)  To  include  any  prospectus   required  by  Section
                       10(a)(3) of the Securities Act;

                  (ii) To  reflect  in the  prospectus  any facts or events
                       arising after the effective date of the Registration
                       Statement   (or  the  most   recent   post-effective
                       amendment  thereof)  which,  individually  or in the
                       aggregate,  represent  a  fundamental  change in the
                       information set forth in the Registration Statement.
                       Notwithstanding  the  foregoing,   any  increase  or
                       decrease  in volume of  securities  offered  (if the
                       total dollar value of  securities  offered would not
                       exceed that which was  registered) and any deviation
                       from  the low or high end of the  estimated  maximum
                       offering  range  may be  reflected  in the  form  of
                       prospectus  filed  with  the  SEC  pursuant  to Rule
                       424(b) of the  Securities  Act if, in the aggregate,
                       the  changes in volume and price  represent  no more
                       than a 20 percent  change in the  maximum  aggregate
                       offering  price  set  forth in the  "Calculation  of
                       Registration    Fee"   table   in   the    effective
                       Registration Statement; and

                  (iii) To include any material information with respect to
                       the plan of distribution not previously disclosed in
                       the Registration Statement or any material change to
                       such information in the Registration Statement;

          provided,  however,  that paragraphs  (a)(1)(i) and (a)(1)(ii) do
          not  apply  if  the  information  required  to be  included  in a
          post-effective  amendment  by those  paragraphs  is  contained in
          periodic  reports  filed  with  or  furnished  to the  SEC by the
          Registrant  pursuant to Section 13 or 15(d) of the  Exchange  Act
          that are incorporated by reference in the Registration Statement.

            (2)   That, for the purpose of determining  any liability under
                  the Securities  Act, each such  post-effective  amendment
                  shall  be  deemed  to  be a  new  registration  statement
                  relating  to the  securities  offered  therein,  and  the
                  offering of such  securities at that time shall be deemed
                  to be the initial bona fide offering thereof.

            (3)   To remove from  registration by means of a post-effective
                  amendment any of the securities  being  registered  which
                  remain unsold at the termination of the offering.

      (b)    The  undersigned   Registrant   hereby  undertakes  that,  for
             purposes of  determining  any liability  under the  Securities
             Act, each filing of the Registrant's annual report pursuant to
             Section 13(a) or Section 15(d) of the Exchange Act (and, where
             applicable,  each filing of an employee  benefit plan's annual
             report  pursuant to Section 15(d) of the Exchange Act) that is
             incorporated by reference in the Registration  Statement shall
             be deemed to be a new registration  statement  relating to the
             securities   offered   therein,   and  the  offering  of  such
             securities at that time shall be deemed to be the initial bona
             fide offering thereof.

      (c)    Insofar as indemnification  for liabilities  arising under the
             Securities  Act may be  permitted to  directors,  officers and
             controlling   persons  of  the  Registrant   pursuant  to  the
             foregoing  provisions,  or otherwise,  the Registrant has been
             advised that in the opinion of the SEC such indemnification is
             against  public policy as expressed in the  Securities Act and
             is,  therefore,  unenforceable.  In the event that a claim for
             indemnification  against  such  liabilities  (other  than  the
             payment by the  Registrant  of expenses  incurred or paid by a
             director,  officer or controlling  person of the Registrant in
             the successful  defense of any action,  suit or proceeding) is
             asserted by such director,  officer or  controlling  person in
             connection   with  the  securities   being   registered,   the
             Registrant  will,  unless in the  opinion of its  counsel  the
             matter has been settled by controlling precedent,  submit to a
             court of appropriate jurisdiction the question of whether such
             indemnification by it is against public policy as expressed in
             the Act and will be governed by the final adjudication of such
             issue.

                                 SIGNATURES

     The Registrant.  Pursuant to the requirements of the Securities Act of
1933,  the Registrant  certifies that it has reasonable  grounds to believe
that it meets all of the  requirements  for filing on Form S-8 and has duly
caused  this  Registration  Statement  to be  signed  on its  behalf by the
undersigned,   thereunto  duly  authorized,   in  Mexico  City,  Mexico  on
July 22, 2005.

                                  GRUPO TELEVISA, S.A.

                                   By:   /s/ Rafael Carabias Principe
                                         --------------------------------
                                         Name:   Rafael Carabias Principe
                                         Title:  Vice President of
                                                 Administration

                                   By:   /s/ Jorge Lutteroth Echegoyen
                                         --------------------------------
                                         Name:   Jorge Lutteroth Echegoyen
                                         Title:  Controller and Vice President

KNOW ALL MEN BY THESE PRESENTS,  that each person whose  signature  appears
below  constitutes and appoints Emilio Azcarraga Jean,  Alfonso de Angoitia
Noriega,   Salvi  Folch  Viadero,  Julio  Barba  Hurtado,  Jorge  Lutteroth
Echegoyen,  Juan Sebastian  Mijares Ortega,  Joaquin  Balcarcel Santa Cruz,
Rafael Carabias Principe,  Guadalupe  Phillips Margain,  and Guillermo Nava
Gomez-Tagle and each of them, his or her true and lawful  attorneys-in-fact
and agents,  with full power of substitution  and  resubstitution  for such
person and in his or her name,  place and stead, in any and all capacities,
to sign any and all  amendments  (including  post-effective  amendments) to
this  Registration  Statement  on Form S-8 and to file  the  same  with all
exhibits with the  Securities and Exchange  Commission,  granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to
do and perform  each and every act and thing  requisite  or necessary to be
done in and about the premises, as fully and to all intents and purposes as
he or she might or could do in person,  hereby ratifying and confirming all
that  said  attorneys-in-fact  and  agents,  and  any  of  them,  or  their
substitutes, may lawfully do or cause to be done by virtue hereof.

     Pursuant  to the  requirements  of the  Securities  Act of 1933,  this
Registration  Statement  has been  signed by the  following  persons in the
capacities and on the date first above indicated:
SIGNATURE                              TITLE
   /s/ Emilio Azcarraga Jean
   ---------------------------------      Director, Chairman of the Board
   Emilio Azcarraga Jean                  President, and Chief Executive Officer

   /s/ Maria Asuncion Aramburuzabala      Director and Vice Chairwoman of the Board
       Larregui
   ---------------------------------
   Maria Asuncion Aramburuzabala
   Larregui

   ---------------------------------      Director and Executive Vice President
   Alfonso de Angoitia Noriega

   /s/ Pedro Aspe Armella
   ---------------------------------      Director
   Pedro Aspe Armella

   /s/ Julio Barba Hurtado
   ---------------------------------      Director
   Julio Barba Hurtado

   /s/ Jose Antonio Baston Patino
   ---------------------------------      Director
   Jose Antonio Baston Patino

   ---------------------------------      Director
   Alberto Bailleres Gonzalez

   ---------------------------------      Director
   Manuel Jorge Cutillas Covani

   ---------------------------------      Director
   Carlos Fernandez Gonzalez

   /s/ Salvi Folch Viadero
   ---------------------------------      Chief Financial Officer
   Salvi Folch Viadero

   /s/ Bernardo Gomez Martinez
   ---------------------------------      Director
   Bernardo Gomez Martinez

   /s/ Claudio X. Gonzalez Laporte
   ---------------------------------      Director
   Claudio X. Gonzalez Laporte

   ---------------------------------      Director
   Roberto Hernandez Ramirez

   /s/ Enrique Krauze Kleinbort
   ---------------------------------      Director
   Enrique Krauze Kleinbort

   ---------------------------------      Director
   German Larrea Mota Velasco

   /s/ Jorge Lutteroth Echegoyen
   ---------------------------------      Controller
   Jorge Lutteroth Echegoyen

   /s/ Gilberto Perezalonso Cifuentes
   ---------------------------------      Director
   Gilberto Perezalonso Cifuentes

   /s/ Alejandro Quintero Iniguez
   ---------------------------------      Director
   Alejandro Quintero Iniguez

   /s/ Fernando Senderos Mestre
   ---------------------------------      Director
   Fernando Senderos Mestre

   /s/ Enrique F. Senior Hernandez
   ---------------------------------      Director
   Enrique F. Senior Hernandez

   /s/ Carlos Slim Domit
   ---------------------------------      Director
   Carlos Slim Domit

   ---------------------------------      Director
   Lorenzo H. Zambrano Trevino
SIGNATURE OF AUTHORIZED REPRESENTATIVE

     Pursuant  to the  requirements  of the  Securities  Act of  1933,  the
undersigned,  the duly  authorized  representative  in the United States of
Grupo Televisa, S.A., has signed this Registration Statement on Form S-8 in
the City of Newark, State of Delaware on July 22, 2005.

                   SIGNATURE                          TITLE

        /s/ Donald J. Puglisi
        ------------------------     Authorized  Representative in the United
        Donald J. Puglisi            States