as of July 15, 2008

Exhibit 10.14

as of July 15, 2008

Cambium Learning, Inc.
000 Xxxxx Xxxxxx
Xxxxxx, XX 00000

Re: Extension under Temporary Waiver and Amendment

Ladies and Gentlemen:

     Reference is made to that certain (a) Note Purchase Agreement dated as of April 12, 2007 (as amended, supplemented, amended and restated or otherwise modified from time to time) (the “Purchase Agreement”) among CAMBIUM LEARNING, INC., a Delaware corporation and successor to VSS-Cambium Merger Corp. (“Borrower”), VSS-CAMBIUM HOLDINGS, LLC, a Delaware limited liability company (“Holdings”), each purchaser from time to time party thereto (collectively, the “Purchasers” and individually, a “Purchaser”) and TCW/CRESCENT MEZZANINE PARTNERS IV, L.P., as administrative agent (in such capacity, “Administrative Agent”) for the Purchasers and (b) Temporary Waiver and Amendment, dated as of May 20, 2008 (as amended, supplemented, amended and restated or otherwise modified from time to time) (the “Temporary Waiver and Amendment”), among Borrower, Holdings, Administrative Agent, and the Required Note-Holders, in each case listed on the signature pages thereto. Capitalized terms used and not otherwise defined herein shall have the meanings assigned to them in the Purchase Agreement.

     1. All references in Section 1 of the Temporary Waiver and Amendment (including, without limitation, the reference within the definition of Delivery Date) to “July 15, 2008” shall be amended and replaced, ab initio, with “11:59 P.M. (New York time) on August 15, 2008”.

     2. This letter agreement shall become effective as of the date, when, and only when, each of the following conditions precedent shall have been (or are or will be substantially concurrently therewith) satisfied: (a) the Administrative Agent (or its counsel) shall have received from the Borrower either (i) a counterpart of this letter agreement signed on behalf of Borrower or (ii) written evidence satisfactory to the Administrative Agent (which may include facsimile transmission of a signed signature page of this letter agreement) that Borrower has signed a counterpart of this letter agreement; and (b) the Administrative Agent shall have received satisfactory evidence that the Borrower shall have entered into a letter agreement with the Required Lenders (as defined in the Credit Agreement) modifying the Limited Waiver and Amendment dated as of May 20, 2008 among Borrower, BARCLAYS BANK PLC, as administrative agent, and Required Holders, in a manner substantially similar to this letter agreement (i.e., solely replacing the references to July 15, 2008 in Section 1 of the Limited Waiver and Amendment with the date of August 15, 2008 and that otherwise the Limited Wavier and Amendment shall remain unchanged and in full force and effect).

     Borrower agrees to reimburse the Administrative Agent for its reasonable out-of-pocket expenses incurred in connection with this letter agreement, including the reasonable fees, charges and disbursements of Loeb & Loeb LLP, counsel for the Administrative Agent.

     Except as set forth herein, the Purchase Agreement and the Temporary Waiver and Amendment shall remain unchanged and in full force and effect. This letter agreement

constitutes a Transaction Document under the Purchase Agreement for all purposes.

     THIS LETTER AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK. The waiver of venue, waiver of jury trial, jurisdiction and consent to service of process provisions set forth in Sections 12.8 and 12.9 of the Purchase Agreement are hereby incorporated by reference, mutatis mutandis, in this letter agreement.

     This letter agreement may be executed in any number of counterparts and by different parties hereto on separate counterparts, each of which when so executed and delivered shall be deemed to be an original, but all of which when taken together shall constitute a single instrument. Delivery of an executed counterpart of a signature page of this letter agreement by facsimile transmission shall be effective as delivery of a manually executed counterpart hereof.

-2-

		Very truly yours,
		ADMINISTRATIVE AGENT:
		TCW/CRESCENT MEZZANINE PARTNERS IV, L.P.
		By:		TCW/Crescent Mezzanine Management IV,
				L.L.C., its Investment Manager
		By:		TCW/ Asset Management Company, its Sub-
				Advisor
		By:		/s/ Xxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx
				Title: Managing Director
		By:		/s/ Xxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx
				Title: Managing Director

Extension under Temporary Waiver and Amendment

		PURCHASERS:
		TCW/CRESCENT MEZZANINE PARTNERS IV, L.P.
		By:		TCW/Crescent Mezzanine Management IV,
				L.L.C., its Investment Manager
		By:		TCW/Asset Management Company, its Sub-
				Advisor
		By:		/s/ Xxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx
				Title: Managing Director
		TCW/CRESCENT MEZZANINE PARTNERS IVB, L.P.
		By:		TCW/Crescent Mezzanine Management IV,
				L.L.C., its Investment Manager
		By:		TCW/Asset Management Company, its Sub-
				Advisor
		By:		/s/ Xxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx
				Title: Managing Director

Extension under Temporary Waiver and Amendment

		MAC CAPITAL, LTD.
		By:		TCW Advisors, Inc., as attorney-in-fact
		By:		/s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx
				Title: Vice President
		By:		/s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx
				Title: Vice President
		NEW YORK LIFE INVESTMENT
		MANAGEMENT MEZZANINE PARTNERS II, LP
		By:		NYLIM Mezzanine Partners II GenPar, LP
		Its:		General Partner
		By:		NYLIM Mezzanine Partners II GenPar GP, LLC
		Its:		General Partner
		By: Name:
		Title:
		NYLIM MEZZANINE PARTNERS II
		PARALLEL FUND, LP
		By:		NYLIM Mezzanine Partners II GenPar, LP
		Its:		General Partner
		By:		NYLIM Mezzanine Partners II GenPar GP, LLC
		Its:		General Partner
		By:
		Name: Title:

Extension under Temporary Waiver and Amendment

		MAC CAPITAL, LTD.
		By:		TCW Advisors, Inc., as attorney-in-fact
		By:		Name:
				Title:
		By:		Name:
				Title:
		NEW YORK LIFE INVESTMENT
		MANAGEMENT MEZZANINE PARTNERS II, LP
		By:		NYLIM Mezzanine Partners II GenPar, LP
		Its:		General Partner
		By:		NYLIM Mezzanine Partners II GenPar GP, LLC
		Its:		General Partner
		By: Name:		/s/ Xxxxx X. Xxxxxx V Xxxxx X. Xxxxxx V
		Title:		Executive Vice President
		NYLIM MEZZANINE PARTNERS II
		PARALLEL FUND, LP
		By:		NYLIM Mezzanine Partners II GenPar, LP
		Its:		General Partner
		By:		NYLIM Mezzanine Partners II GenPar GP, LLC
		Its:		General Partner
		By: Name:		/s/ Xxxxx X. Xxxxxx V Xxxxx X. Xxxxxx V
		Title		Executive Vice President

Acknowledged and Agreed:
CAMBIUM LEARNING, INC.
By:		/s/ Xxxx Van Ert Name: Xxxx Van Ert
		Title: Secretary
VSS-CAMBIUM HOLDINGS, LLC
By:		/s/ Xxxx Van Ert Name: Xxxx Van Ert
		Title: Secretary

Extension under Temporary Waiver and Amendment