0001104659-05-058379 Sample Contracts

EXCHANGE AGREEMENT
Exchange Agreement • November 30th, 2005 • Young Broadcasting Inc /De/ • Television broadcasting stations • New York

This Exchange Agreement (this “Agreement”) is made and entered into as of November 29, 2005, by and between Deborah McDermott (the “Executive”) and Young Broadcasting Inc., a Delaware corporation (the “Company”). Each of the Executive and the Company are sometimes referred to herein as a “Party” or, collectively, as the “Parties.”

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FORM OF RESTRICTED SHARES AGREEMENT]
Restricted Shares Agreement • November 30th, 2005 • Young Broadcasting Inc /De/ • Television broadcasting stations • Delaware

This Restricted Shares Award Agreement (the “Agreement”) contains the terms and conditions of the Restricted Shares Award granted to you by Young Broadcasting Inc., a Delaware corporation (the “Company”).

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