0000065011-05-000011 Sample Contracts

Meredith Corporation NONQUALIFIED STOCK OPTION AWARD AGREEMENT FOR EMPLOYEES
Nonqualified Stock Option Award Agreement for Employees • January 25th, 2005 • Meredith Corp • Periodicals: publishing or publishing & printing • Iowa

THIS AGREEMENT (the "Agreement"), effective as of the date set forth in the attached Notice, is between Meredith Corporation, an Iowa corporation (the "Company") and the Optionee named in the Notice (the "Optionee"), pursuant to the provisions of the Plan. The parties hereto agree as follows:

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Meredith Corporation RESTRICTED STOCK AWARD AGREEMENT FOR EMPLOYEES
Restricted Stock Award Agreement for Employees • January 25th, 2005 • Meredith Corp • Periodicals: publishing or publishing & printing • Iowa

THIS AGREEMENT (the "Agreement"), effective as of the date set forth in the attached Notice, is between Meredith Corporation, an Iowa corporation (the "Company"), and the Grantee named in the Notice (the "Grantee"), pursuant to the provisions of the Plan. The parties hereto agree as follows:

SECOND AMENDMENT TO MEREDITH CORPORATION CREDIT AGREEMENT
Meredith Corporation Credit Agreement • January 25th, 2005 • Meredith Corp • Periodicals: publishing or publishing & printing

SECOND AMENDMENT AGREEMENT, dated as of November 12, 2004 ("this Amendment"), pursuant to the Credit Agreement, dated as of April 5, 2002, as amended by a First Amendment, dated as of May 7, 2004 ("Credit Agreement"), by and among Meredith Corporation ("Borrower"), the several financial institutions from time to time party to the Credit Agreement as Lenders thereunder (collectively, "Lenders"), Fleet National Bank, as the administrative agent for the Lenders ("Administrative Agent"), Bank One, NA and Wells Fargo Bank, National Association, each as a co-syndication agent for the Lenders (collectively, "Co-Syndication Agents"), and Suntrust Bank, Central Florida, National Association, as documentation agent for the Lenders ("Documentation Agent"). Capitalized terms used in this Amendment and not otherwise defined herein have the meanings assigned to such terms in the Credit Agreement.

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