MEDIA GENERAL, INC.
1997 EMPLOYEE RESTRICTED STOCK PLAN
AMENDED AS OF DECEMBER 31, 2001
Media General, Inc., a corporation organized and existing under the laws of the Commonwealth of Virginia, which, along
with its wholly owned subsidiaries, is hereinafter referred to as the “Company”, has previously adopted the Media General, Inc.
1995 Long-Term Incentive Plan, Amended and Restated as of May 18, 2001 for officers and other salaried employees of the
Company (the “LTIP”).
Under the terms of the LTIP, the Compensation Committee of the Board of Directors of the Company (the “Committee”)
has the authority to determine and establish the type and number of Awards to be granted, the terms and conditions, including
forfeiture provisions of such Awards, and to select the Participants to receive any such Awards, in each case subject to and
consistent with the provisions of the LTIP. All capitalized terms not otherwise (defined herein shall have the meanings ascribed
to them in the LTIP.
1. Purpose . The purpose of this plan is to keep personnel of experience and ability in the employ of the Company and its
subsidiaries and to compensate them for their contributions to the growth and profits of the Company and its subsidiaries and
thereby induce them to continue to make such contributions in the future.
2. Definitions .
“Company” shall mean Media General, Inc.
“Subsidiary” or “Subsidiaries” shall mean a corporation or corporations of which the Company owns, directly
or indirectly, shares having a majority of the voting power for the election of directors.
“Board” shall mean the Board of Directors of the Company.
“Committee” shall mean the Compensation Committee as appointed from time to time by the Board, which shall
consist solely of two or more persons who qualify as “Non-Employee Directors” under Rule 16b-3 of the
Securities and Exchange Commission and as “Outside Directors” under Section 162(m) o