REGISTRATION RIGHTS AGREEMENT

by and among

Quebecor World Capital Corporation

and

Quebecor World Inc.

and

Citigroup Global Markets Inc.
Banc of America Securities LLC
RBC Dominion Securities Corporation
ABN AMRO Incorporated
BNP Paribas Securities Corp.
Scotia Capital (USA) Inc.
TD Securities (USA) Inc.
Harris Nesbitt Corp.
Wachovia Capital Markets, LLC
CIBC World Markets Corp.
Putnam Lovell NBF Securities Inc.
Barclays Capital Inc.
Fleet Securities, Inc.
Tokyo-Mitsubishi International plc

Dated as of November 3, 2003

REGISTRATION RIGHTS AGREEMENT

        This Registration Rights Agreement (this "Agreement") is made and entered into as of November 3, 2003, by and among Quebecor World Capital Corporation, a Delaware corporation (the "Company"), Quebecor World Inc., a corporation amalgamated under the laws of Canada (the "Guarantor"), and Banc of America Securities LLC and Citigroup Global Markets Inc. (each an "Initial Purchaser" and, collectively, the "Initial Purchasers"). Each of the Initial Purchasers has agreed to purchase the Company's Initial Notes (as defined below) pursuant to the Purchase Agreement (as defined below).

        This Agreement is made pursuant to the Purchase Agreement (as defined below). In order to induce the Initial Purchasers to purchase the Initial Notes, the Company and the Guarantor have agreed, for the benefit of each Initial Purchaser and for the benefit of the holders from time to time of the Notes (including each Initial Purchaser) to provide the registration rights set forth in this Agreement. The execution and delivery of this Agreement is a condition to the obligations of the Initial Purchasers set forth in Section 5(h) of the Purchase Agreement, and capitalized terms not defined herein are used as defined in the Purchase Agreement.

        The parties hereby agree as follows:

        SECTION 1.    Definitions. As used in this Agreement, the following capitalized terms shall have the following meanings:

        Advice:    As defined in Section 6(c) hereof.

        Broker-Dealer:    Any broker or dealer registered as such under the Exchange Act.

        Business Day:    Any day other than a Saturday, a Sunday or a legal holiday or a day on which banking institutions or trust companies are authorized or obligated by law to close in New York City.

        Closing Date:    The date of this Agreement.

        Commission:    The United States Securities and Exchange Commission.

        Consummate:    A registered Exchange Offer shall be deemed "Consummated" for purposes of this Agreement when (i) the Exchange Offer Registration Statement has been filed and declared effective by the Commission, (ii) such Registration Statement was kept continuously effective and the Exchange Offer was kept open for a period not less than the minimum period required pursuant to Section 3(b) hereof and (iii) the Company has delivered to the Registrar under the Indenture Exchange Notes in the same aggregate principal amount as the aggregate principal amount of Initial Notes that were tendered by Holders thereof pursuant to the Exchange Offer.

        Controlling person:    As defined in Section 8(a) hereof.

        Effectiveness Target Date:    As defined in Section 5 hereof.

        Exchange Act:    The United States Securities Exchange Act of 1934, as amended.

        Exchange Notes:    The 4⁷/8% Senior Notes due 2008 and the 6¹/8% Senior Notes due 2013, of the same series under the Indenture as the Initial Notes, including the Guarantees attached thereto, to be issued to Holders in exchange for Transfer Restricted Securities pursuant to this Agreement.

        Exchange Offer:    The registration under the Securities Act of the Exchange Notes pursuant to a Registration Statement pursuant to which the Holders of all outstanding Transfer Restricted Securities are offered the opportunity to exchange all such outstanding Transfer Restricted Securities held by such Holders for Exchange Notes in an aggregate principal amount equal to the aggregate principal amount of the Transfer Restricted Securities tendered in such exchange offer by such Holders.

        Exchange Offer Registration Statement:    The Registration Statement relating to the Exchange Offer, including the related Prospectus.

        Holder:    As defined in Section 2(b) hereof.

        Indemnified Holder:    As defined in Section 8(a) hereof.

        Indenture:    The Indenture, dated as of November 3, 2003, among the Company, the Guarantor and Citibank N.A., as trustee (the "Trustee"), pursuant to which the Notes are to be issued, as such Indenture is amended or supplemented from time to time in accordance with the terms thereof.

        Initial Notes:    The 4⁷/8% Senior Notes due 2008 and the 6¹/8% Senior Notes due 2013, of the same series under the Indenture as the Exchange Notes, including the Guarantees attached thereto, for so long as such securities constitute Transfer Restricted Securities.

        Initial Placement:    The issuance and sale by the Company of the Initial Notes to the Initial Purchasers pursuant to the Purchase Agreement.

        Interest Payment Date:    As defined in the Indenture and the Notes.

        NASD:    National Association of Securities Dealers, Inc.

        Notes:    The Initial Notes and the Exchange Notes.

        Person:    An individual, partnership, corporation, trust or unincorporated organization, or a government or agency or political subdivision thereof.

        Prospectus:    The prospectus included in a Registration Statement, as amended or supplemented by any prospectus supplement and by all other amendments thereto, including post-effective amendments, and all material incorporated by reference into such Prospectus.

        Purchase Agreement:    The Purchase Agreement, dated as of October 29, 2003, among the Company, the Guarantor and the Initial Purchasers.

2

        Registration Default:    As defined in Section 5 hereof.

        Registration Statement:    Any registration statement of the Company and the Guarantor relating to (a) an offering of Exchange Notes pursuant to an Exchange Offer or (b) the registration for resale of Transfer Restricted Securities pursuant to the Shelf Registration Statement, which is filed pursuant to the provisions of this Agreement, in each case, including the Prospectus included therein, all amendments and supplements thereto (including post-effective amendments) and all exhibits and material incorporated by reference therein.

        Securities Act:    The United States Securities Act of 1933, as amended.

        Shelf Filing Deadline:    As defined in Section 4(a) hereof.

        Shelf Registration Statement:    As defined in Section 4(a) hereof.

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