8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of report (Date of earliest event reported)      February 22, 2007     

LIN TV Corp.

(Exact Name of Registrant as Specified in Charter)

Delaware	001-31311	05-0501252
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

LIN Television Corporation

(Exact Name of Registrant as Specified in Charter)

Delaware	000-25206	13-3581627
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Four Richmond Square, Suite 200, Providence, Rhode Island 02906
(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code:      (401) 454-2880     

     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

     o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

     o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

     o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

     o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

	Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
	Item 9.01 Financial Statements and Exhibits.
SIGNATURE
Employment Agreement - Chief Executive Officer
Employment Agreement - Executive Vice President Television
Employment Agreement - Executive Vice President Digital Media
Employment Agreement - Vice President General Counsel and Secretary

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Chief Executive Officer 2006 Bonus and 2007 Salary

On February 21, 2007, the Compensation Committee (the “Compensation Committee”) of our Board of Directors (the “Board”) determined the amount of the 2006 cash bonus to be paid to Vincent L. Sadusky, our President and Chief Executive Officer. The bonus for 2006 was determined based upon the achievement of certain strategic objectives, including performance targets calculated based upon our annual, audited financial results and other subjective factors. The total bonus awarded was $837,500, consisting of $712,500 based upon the performance targets plus $125,000 based upon other subjective criteria established by the Compensation Committee in accordance with the Employment Agreement between the Company and Mr. Sadusky. The Committee also approved the 2007 salary to be paid to Mr. Sadusky in the amount of $500,000.

Details of Mr. Sadusky’s employment agreement were previously disclosed in an 8-K dated July 11, 2006. The full agreement is being filed as Exhibit 10.1 to this Form 8-K.

Scott M. Blumenthal Compensation Agreement
Executive Vice President Television

On September 6, 2006, Scott Blumenthal was promoted to Executive Vice President Television of us and LIN Television Corporation (“LIN Television”). On February 22, 2007, we and LIN Television entered into an employment agreement with Mr. Blumenthal, effective as of September 6, 2006. In connection with his promotion, the Compensation Committee approved the September 6, 2006 grant to Mr. Blumenthal of an option to purchase 200,000 shares of the Company’s class A common stock. The option vests over a period of four years, with 25% of the option vesting on each anniversary of the grant date, beginning one year from the date of grant.

Mr. Blumenthal’s agreement provides for Mr. Blumenthal to receive a base salary of $375,000 and to be eligible for an annual bonus in an amount up to 80% of his then-current base salary, based upon achievement of certain revenue and EBITDA targets established by the President and CEO of LIN TV, together with the Board. Mr. Blumenthal will also be eligible for a second annual bonus payment in an amount up to 13.34% of his then-current base salary. The amount of this second bonus will be determined by the President and CEO of LIN TV and the Compensation Committee and will be based upon their assessment of such factors as they determine are relevant, such as financial performance or management’s achievement of certain goals established by the President and CEO and the Board. The employment agreement will remain in effect until LIN TV, LIN Television or Mr. Blumenthal terminates it.

If the employment agreement is terminated by LIN TV or LIN Television “without cause” or by Mr. Blumenthal for “good reason” as defined in the agreement, Mr. Blumenthal will be entitled to receive a severance payment in an amount equal to his base salary and the bonus he received in the prior year. In addition, during the twelve-month period following the termination of Mr. Blumenthal’s employment by LIN TV or LIN Television “without cause” or by Mr. Blumenthal for “good reason,” LIN Television will continue to pay the employer’s portion of Mr. Blumenthal’s health and dental insurance premiums. Mr. Blumenthal has agreed to preserve all confidential and proprietary information relating to LIN TV’s and LIN Television’s business during and after the term of the agreement. In addition, Mr. Blumenthal has agreed to non-competition and non-solicitation provisions that are in effect during the term of the agreement and for one year thereafter. Upon a change of control transaction or if either LIN TV or LIN Television terminate Mr. Blumenthal’s employment in anticipation of a change of control transaction, the agreement provides that the stock options that LIN TV granted to Mr. Blumenthal (representing the right to purchase 200,000 shares of the Company’s class A common stock) will become fully vested.

Gregory M. Schmidt’s Compensation Agreement
Executive Vice President Digital Media

On September 6, 2006, Gregory M. Schmidt was named Executive Vice President Digital Media of us and LIN Television. On February 22, 2007, we and LIN Television entered into an employment agreement with Mr. Schmidt, effective as of September 6, 2006. In connection with his appointment, the Compensation Committee approved the September 6, 2006 grant to Mr. Schmidt of an option to purchase 200,000 shares of the Company’s class A common stock. The option vests over a period of four years, with 25% of the option vesting on each anniversary of the grant date, beginning one year from the date of grant.

Mr. Schmidt’s agreement provides for Mr. Schmidt to receive a base salary of $400,000 and to be eligible for an annual bonus in an amount up to 65.63% of his then-current base salary, based upon achievement of certain digital media revenue targets established by the President and CEO of LIN TV, together with the Board. Mr. Schmidt will also be eligible for a second annual bonus payment in an amount up to 10.94% of his then-current base salary. The amount of this second bonus will be determined by the President and CEO of LIN TV and the Compensation Committee and will be based upon their assessment of such factors as they determine are relevant, such as financial performance or management’s achievement of certain goals established by the President and CEO and the Board. The employment agreement will remain in effect until LIN TV, LIN Television or Mr. Schmidt terminates it.

If the employment agreement is terminated by LIN TV or LIN Television “without cause” or by Mr. Schmidt for “good reason” as defined in the agreement, Mr. Schmidt will be entitled to receive as a severance payment, subject to the reductions described below, a payment in an amount equal to three times his base salary and three times the bonus he received in the prior year. In addition, during the thirty-six month period following the termination of Mr. Schmidt’s employment by LIN TV or LIN Television

“without cause” or by Mr. Schmidt for “good reason,” LIN Television will continue to pay the employer’s portion of Mr. Schmidt’s health and dental insurance premiums. The amount of the severance payment and medical continuation payment to which Mr. Schmidt is entitled will be reduced pro rata for each day of Mr. Schmidt’s employment following September 6, 2006, until Mr. Schmidt is entitled to a severance payment equal to his base salary plus the bonus that he received in the prior year. His entitlement to medical continuation payments will be reduced in the same manner until he is entitled to one year of such payments.

In the event that the employment agreement is terminated by LIN TV or LIN Television “without cause” or by Mr. Schmidt for “good reason” as defined in the agreement, the stock options and restricted stock awards granted to Mr. Schmidt prior to September 6, 2006, will become fully vested. Mr. Schmidt has agreed to preserve all confidential and proprietary information relating to LIN TV’s and LIN Television’s business during and after the term of the agreement. In addition, Mr. Schmidt has agreed to non-competition and non-solicitation provisions that are in effect during the term of the agreement and for one year thereafter. Upon a change of control transaction or if either LIN TV or LIN Television terminate Mr. Schmidt’s employment in anticipation of a change of control transaction, the agreement provides that the stock options that LIN TV granted to Mr. Schmidt (representing the right to purchase 200,000 shares of the Company’s class A common stock) along with all other stock options and restricted stock awards granted to Mr. Schmidt prior to September 6, 2006, will become fully vested.

Denise M. Parent’s Compensation Agreement
Vice President General Counsel and Secretary

On September 6, 2006, Denise M. Parent was promoted to Vice President General Counsel and Secretary of us and LIN Television. On February 22, 2007, we and LIN Television entered into an employment agreement with Ms. Parent, effective as of September 6, 2006. In connection with her promotion, the Compensation Committee approved the September 6, 2007grant to Ms. Parent of an option to purchase 60,000 shares of the Company’s class A common stock. The option vests over a period of four years, with 25% of the option vesting on each anniversary of the grant date, beginning one year from the date of grant.

Ms. Parent’s agreement provides for Ms. Parent to receive a base salary of $275,000 and to be eligible for an annual bonus in an amount up to 27.27% of her then-current base salary based upon achievement of certain revenue and EBITDA targets established by the President and CEO of LIN TV together with the Board. Ms. Parent will also be eligible for a second annual bonus payment in an amount up to 40.91% of her then-current base salary. The amount of this second bonus will be determined by the President and CEO of LIN TV and the Compensation Committee and will be based upon their assessment of such factors as they determine are relevant, such as financial performance or management’s achievement of certain goals established by the President and CEO and the Board. The employment agreement will remain in effect until LIN TV, LIN Television or Ms. Parent terminates it.

If the employment agreement is terminated by LIN TV or LIN Television “without cause” or by Ms. Parent for “good reason” as defined in the agreement, Ms. Parent will be entitled to receive as a severance payment, subject to the reductions described below, a payment in an amount equal to three times her base salary and three times the bonus she received in the prior year. In addition, during the thirty-six month period following the termination of Ms. Parent’s employment by LIN TV or LIN Television “without cause” or by Ms. Parent for “good reason,” LIN Television will continue to pay the employer’s portion of Ms. Parent’s health and dental insurance premiums. The amount of the severance payment and medical continuation payment to which Ms. Parent is entitled will be reduced pro rata for each day of Ms. Parent’s employment following September 6, 2006, until Ms. Parent is entitled to a severance payment equal to her base salary plus the bonus that she received in the prior year. Her entitlement to medical continuation payments will be reduced in the same manner until she is entitled to one year of such payments.

In the event that the employment agreement is terminated by LIN TV or LIN Television “without cause” or by Ms. Parent for “good reason” as defined in the agreement, the stock options and restricted stock awards granted to Ms. Parent prior to September 6, 2006 will become fully vested. Ms. Parent has agreed to preserve all confidential and proprietary information relating to LIN TV’s and LIN Television’s business during and after the term of the agreement. In addition, Ms. Parent has agreed to non-competition and non-solicitation provisions that are in effect during the term of the agreement and for one year thereafter. Upon a change of control transaction or if either LIN TV or LIN Television terminate Ms. Parent’s employment in anticipation of a change of control transaction, the agreement provides that the stock options that LIN TV granted to Ms. Parent (representing the right to purchase 60,000 shares of the Company’s class A common stock) along with all other stock options and restricted stock awards granted to Ms. Parent prior to September 6, 2006, will become fully vested.

Item 9.01 Financial Statements and Exhibits.

10.1 Employment agreement between, our Chief Executive Officer, Vincent L. Sadusky, LIN TV Corp. and LIN Television Corporation dated as of November1, 2006.

10.2 Employment agreement between our Executive Vice President Television, Scott M. Blumenthal, LIN TV Corp., and LIN Television Corporation dated as of February 22, 2007.

10.3 Employment agreement between our Executive Vice President Digital Media, Gregory M. Schmidt, LIN TV Corp. and LIN Television Corporation, dated as of February 22, 2007.

10.4 Employment agreement between our Vice President General Counsel and Secretary, Denise M. Parent, LIN TV Corp., and LIN Television Corporation dated February 22, 2007.

SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	LIN TV Corp.
Date: February 27, 2007	By:	/s/ William A. Cunningham
		Name:	William A. Cunningham
		Title:	Vice President and Controller

EX-10.1

EXHIBIT 10.1

[Execution Version]

Employment Agreement

     This Employment Agreement (this “Agreement”), entered into on November 1, 2006, and made effective as of July 12, 2006, is by and among, LIN TV Corp., a Delaware corporation (“Parent”), and LIN Television Corporation, a Delaware corporation with its headquarters in Providence, Rhode Island, and a wholly-owned subsidiary of the Parent (the “Company” and, together with Parent, the “LIN Companies”), and Vincent L. Sadusky, an individual residing in the state of Rhode Island (the “Executive”).

RECITALS:

     Whereas, on July 12, 2006 (the “Appointment Date”), the board of directors of Parent (the “Board of Parent”) appointed Executive to the offices of director, President, and Chief Executive Officer (“CEO”) of Parent and the board of directors of the Company has appointed Executive to the same offices in the Company;

     Whereas, each of Parent and the Company desire that the Company employ Executive as CEO and President of the Company, and Executive desires to be employed by the Company in such positions, in accordance with the terms and subject to the conditions provided herein

     Now, Therefore, in consideration of the foregoing and of the respective covenants and agreements of the parties herein contained, the parties hereto, intending to be legally bound hereby, agree as follows:

     1. Employment. The Company shall employ Executive and Executive hereby agrees to serve the LIN Companies on the terms and conditions set forth herein.

     2. Service Period. The term of this Agreement and Executive’s employment hereunder (the “Service Period”) shall be deemed to have commenced as of the Appointment Date and shall continue thereafter until the effective date of termination pursuant to the terms and subject to the conditions of this Agreement.

     3. Position and Duties.

          (a) During the Service Period, Executive shall serve as the President and CEO of each of the LIN Companies, reporting only to the Board of Parent in his capacity as President and CEO of Parent and only to the board of directors of the Company in his capacity as President and CEO of the Company and, subject to the LIN Companies’ respective Certificates of Incorporation and By-Laws, shall have such authority as may be granted from time to time by the respective boards of directors and as otherwise is inherent in such positions.

          (b) At all times during the Service Period, Parent shall (i) use its best efforts to have Executive nominated for a seat on the Board of Parent as a member of the management slate therefor, and (ii) cause Executive to be appointed to the board of directors of the Company.

     4. Attention and Effort. Executive covenants and agrees, at all times during the Service Period, to devote his full business-time efforts, energies and skills to his duties as President and CEO of each of the LIN Companies, to serve each of the LIN Companies diligently and to the best of Executive’s ability and at all times to act in compliance with the rules, regulations, policies and procedures of the LIN Companies as shall be in effect from time to time. Executive further covenants and agrees that he will not, directly or indirectly, engage or participate in any other business, profession or occupation for compensation or otherwise at any time during the Service Period which conflicts with the business of the LIN Companies, without the prior written consent of the Board of Parent; provided, that nothing herein shall preclude Executive from accepting appointment to or continuing to serve on any board of directors or trustees of any charitable or not-for-profit organization or from managing his personal, financial or legal affairs; provided, in each case, and in the aggregate, that such activities do not materially conflict or interfere with the performance of Executive’s duties hereunder or conflict with Sections 10, 11 or 12 of this Agreement in any material respect.

     5. Compensation and Other Benefits.

          (a) During the Service Period, Executive shall be paid by the Company an annual base salary of Five Hundred Thousand Dollars ($500,000) (“Base Salary”), payable in accordance with the Company’s normal payroll practices. The Base Salary shall be reviewed by the Compensation Committee of the Board of Parent no less often than once each calendar year and may be increased, but not decreased, based on such a review.

          (b) Executive shall be eligible to receive, in addition to the Base Salary described above, annual bonus payments to be determined by December 31 of each calendar year during the Service Period, or as soon thereafter as practicable, but in no event later than March 15 of the subsequent calendar year; which bonus payments (if any), shall be determined as follows:

               (i) Executive shall be eligible to receive a bonus payment calculated as set forth in this paragraph (i) (the “Results Bonus”) using a baseline bonus amount equal to seventy-five percent (75%) of the Base Salary in effect as of the last day of the calendar year to which the Results Bonus relates (the “Results Bonus Base Amount”). The amount of the Results Bonus awarded to Executive, if any, shall be an amount calculated as a percentage of the Results Bonus Base Amount (the “Results Bonus Percentage”). The Results Bonus Percentage shall be the percentage set forth on Schedule 5(b)(i)(A) hereto that corresponds to the respective percentages by which Parent has achieved the EBITDA and revenue targets established by the Board of Parent, with input from Executive, for the applicable year, as determined by the Compensation Committee of the Board of Parent (the “Budget Target”). For purposes of determining the Results Bonus Percentage for 2006, the parties acknowledge and agree that (y) any revenue or EBITDA attributable to any assets of the LIN Companies that are divested prior to January 1, 2007, or with respect to which a contract to divest has been entered into prior to January 1, 2007, shall be excluded from the calculation of actual revenue and EBITDA for such year (and shall be subtracted from the corresponding amount designated as the Budget Target); and (z) Special Recruitment and Severance Expenses (as defined below in Section 24) shall be added into the calculation of actual EBITDA results for 2006. The parties acknowledge and agree that for convenience of reference Schedule 5(b)(i)(B) shows for

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illustrative purposes the amount of the Results Bonus corresponding to each Results Bonus Percentage reflected on Schedule 5(b)(i)(A), and the parties further acknowledge that such figures shall be subject to adjustment in the event of any change to the Results Bonus Base Amount and, in the event of any conflict between Schedules 5(b)(i)(A) and 5(b)(i)(B), Schedule 5(b)(i)(A) shall control.

               (ii) Executive shall be eligible to receive a bonus payment of up to twenty-five percent (25%) of the Base Salary in effect as of the last day of the calendar year to which the foregoing bonus payment relates (the “Performance Bonus”). The award, if any, of a Performance Bonus and the amount thereof shall be determined by Compensation Committee of the Board of Parent based upon its assessment of such factors as it may determine to be relevant, which may include the performance of the LIN Companies and Executive, general business conditions, and the relative achievement by Executive or the LIN Companies of any goals established by the Board of Parent or the Compensation Committee.

     6. Benefits and Expenses. Executive shall receive from the Company such other benefits as may be granted to senior management of the Company generally, including health, dental, life and disability insurance and vacation benefits. In addition, Executive shall be provided with an automobile allowance in accordance with the Company’s then-current plan. The Company shall reimburse Executive for all reasonable travel, entertainment and other expenses which Executive may incur in regard to the business of Company or Parent, in accordance with and subject to the limitations of the Company’s standard practices and policies and Executive’s presentation of such documents and records as Company shall require to substantiate such expenses.

     7. Incentive Equity. The parties acknowledge that as of the Appointment Date, Parent granted to Executive an option the (“Option Grant”) to purchase five hundred thousand (500,000) shares of Parent’s Class A Common Stock, par value $0.01 per share pursuant to the terms and subject to the conditions of the LIN TV Corp. Amended and Restated 2002 Stock Plan (the “Option Plan”) and as further evidenced by that certain Nonqualified Stock Option Letter Agreement, dated July 11, 2006, by and between Parent and Executive (the “Option Agreement”). The Option Grant shall be on the terms and conditions of the Option Plan and the Option Agreement; provided, however, that (a) for purposes of the Option Grant, and notwithstanding anything to the contrary contained in the Option Agreement, the term “Cause” shall have the meaning ascribed to such term in this Agreement; and (b) in the event of a Change in Control (as hereinafter defined in Section 24) (and notwithstanding the definition of such term in the Option Agreement) the vesting of the Option Grant shall accelerate and shall be deemed fully vested as of such Change in Control. For the avoidance of doubt, the vesting of the Option Grant shall not accelerate in the event of any termination of this Agreement, including upon a termination Without Cause or with Good Reason; provided, however, that if Executive is able to demonstrate that (i) he was terminated by the LIN Companies Without Cause in anticipation of a Change in Control and (ii) such anticipated Change in Control occurs, then Executive will be deemed for purposes of the Option Grant, to have remained employed through the consummation of the Change in Control, and the vesting of the Option Grant shall accelerate as described in the preceding sentence.

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     8. Termination. This Agreement and the employment of Executive hereunder may be terminated as follows:

          (a) By the LIN Companies for “Cause.” Subject to such other terms of this Agreement, the LIN Companies may terminate this Agreement and the employment of Executive hereunder for “Cause” by action of the Board of Parent if the Executive:

               (i) has been convicted of, or entered a pleading of guilty or nolo contendre (or its equivalent in the applicable jurisdiction) to any criminal offense (whether or not in connection whether the performance by Executive of his obligations and duties under this Agreement), excluding offenses under road traffic laws, or misdemeanor offenses, that are subject only to a fine or non-custodial penalty;

               (ii) has committed an act or omission involving dishonesty or fraud;

               (iii) has willfully refused or willfully failed to perform his obligations and duties under this Agreement or the duties properly assigned to him in accordance with the terms and conditions of this Agreement, and Executive has the physical capacity to perform such obligations or duties; or

               (iv) has engaged in gross negligence or willful misconduct with respect to any of the LIN Companies or any of their affiliates or subsidiaries.

          (b) By the LIN Companies “Without Cause.” The LIN Companies may terminate this Agreement and the employment of Executive hereunder at any time, in Parent’s sole discretion, for any reason whatsoever or for no reason, which termination shall constitute a termination “Without Cause.”

          (c) By Executive for Good Reason. Executive may terminate this Agreement and his employment hereunder in the event of any of the following (each of which shall constitute “Good Reason”) and the LIN Companies shall have failed to have reasonably remedied such condition within thirty (30) days following written notice from Executive setting forth in reasonable detail the condition giving rise to such Good Reason:

               (i) either of the LIN Companies fails to perform its respective obligations or breaches any of its covenants or warranties under this Agreement;

               (ii) the relocation of Executive’s primary office to a location that is more than thirty-five (35) miles from both of (A) the Company’s headquarters in Rhode Island, unless such office is moved closer to Executive’s primary residence at the time of such relocation, and (B) Executive’s residence at the time of such relocation; or

               (iii) the Board of Parent or the board of directors of the Company approves, without Executive’s consent or for reasons other than those set forth in Section 8(a), (A) a reduction in Executive’s Base Salary, the Results Bonus Base Amount or the target amount for the Performance Bonus, or (B) the assignment to Executive of any duties inconsistent in any material respect with, or effect a material diminution of, Executive’s duties,

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titles, offices, or responsibilities with the Parent or the Company, or any demotion of Executive from, or any failure to reelect or reappoint Executive to any of such positions (except in connection with the termination of Executive’s employment for disability or Cause or as a result of Executive’s death); provided, however, that with respect to the foregoing clause (B) if subsequent to a Change in Control (as hereinafter defined in Section 24), Executive maintains over the business of the Company substantially the same authority and responsibility with respect thereto that he held prior to such Change in Control, the requirement that the Executive report to officers or the board of parent companies, or a change in the title of Executive, shall not of itself constitute “Good Reason.” Notwithstanding the foregoing, the foregoing clause (B) of this paragraph (ii) shall not apply to Executive’s duties, title, office, responsibilities or status as a director of the Company or Parent.

          (d) By Executive Without Good Reason. Executive may terminate this Agreement and his employment hereunder at any time, for any reason, upon giving to the LIN Companies thirty (30) days’ written notice of termination of this Agreement and Executive’s employment hereunder pursuant to this Section 8(d) (“Notice of Resignation”), during which notice period Executive’s employment and performance of services will continue; provided, however, that Parent may, upon notice to Executive and without reducing Executive’s compensation during such period, excuse Executive from any or all of his duties during such period. The effective date of the termination of Executive’s employment hereunder shall be the date specified in the Notice of Resignation delivered in accordance with this Section 8(d).

          (e) Automatic Termination Upon Death or Disability. This Agreement and Executive’s employment hereunder shall terminate automatically upon the death or “total disability” of Executive. The term “total disability” as used herein shall mean Executive’s inability, with or without reasonable accommodations, to perform the duties of Executive contemplated by Section 3 hereof for a period of, or periods aggregating, six (6) months in any twelve (12) month period as a result of physical or mental illness, loss of legal capacity or any other cause beyond Executive’s control, unless Executive is granted a leave of absence by the Board of Parent. All determinations as to whether Executive has suffered total disability due to physical or mental illness, loss of capacity or any other medical cause shall be made by a physician who is mutually agreed upon by Executive and a majority of the members of the Nominating and Corporate Governance Committees of the Board of Parent. Executive and the LIN Companies hereby acknowledge that Executive’s ability to perform the duties set forth in Section 3 hereof is of the essence of this Agreement. Termination under this Section 8(e) shall be deemed to be effective (i) as of the time of Executive’s death or (ii) immediately upon determination of Executive’s total disability, as defined above, by a physician mutually agreeable to Executive and the Board of Parent.

     9. Severance for Termination Without Cause or Resignation With Good Reason.

          (a) Subject to the terms and conditions of this Section 9 set forth below, solely in the event that this Agreement and Executive’s employment hereunder is terminated (y) by the LIN Companies Without Cause pursuant to the terms and subject to the conditions of Section 8(b) hereof; or (z) by Executive with Good Reason pursuant to the terms and subject to the conditions of Section 8(c) hereof, then:

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               (i) The Company shall pay to Executive a severance payment (the “Severance Payment”) in an amount equal to the sum of (A) Executive’s Base Salary in effect at the time of such termination and (B) the aggregate amount, if any, of the Results Bonus and Performance Bonus most recently awarded to Executive prior to such termination; provided, however, that if such termination occurs prior to the award of Executive’s initial Results Bonus and Performance Bonus under this Agreement (or the determination that no such award shall be made), the payment under this clause (B) shall be the sum of the maximum applicable Performance Bonus plus the Results Bonus that would otherwise be due had Executive remained employed with the Company (the “Post-Termination Results Bonus”). The Severance Payment shall be due and payable in twenty-six (26) substantially equal payments following such termination; provided, however, that the portion of the Severance Payment comprised of the Post-Termination Results Bonus, if applicable, may be deferred as necessary until the Board of Parent has determined the amount of such Post-Termination Results Bonus.

               (ii) In addition, during the twelve-month period following a termination giving rise to the Severance Payment, the Company shall continue to pay the employer’s normal portion of the costs of Executive’s health and dental insurance premiums in an amount consistent with that paid on the date of termination, provided that Executive chooses to participate in COBRA or a similar health insurance continuation program and provides the Company with proof of such participation. If Executive chooses to receive COBRA coverage from the Company’s group health plans during this twelve-month period, such coverage shall count toward the maximum coverage period permitted under such plan.

          (b) The payment of the Severance Payment and the provision of the benefits described in this Section 9 are expressly contingent on Executive’s execution of a standard severance and release agreement containing only a release of any and all claims by him against the LIN Companies and all predecessors, successors, affiliates and subsidiaries thereof, except for claims relating to (i) the Severance Payment and other post-employment payments and benefits due pursuant to the terms and subject to the conditions of this Agreement; (ii) claims for benefits under the employee benefit plans of the LIN Companies in which Executive participates, and (iii) claims for indemnification or insurance, if applicable, arising following his employment). Notwithstanding anything to the contrary contained herein, Employer retains the right to terminate the initiation or continuation of the Severance Payment and other benefits described in this Section 9 and to recover from Executive any and all amounts previously paid (as well as to pursue any other remedies available at law or in equity) if it discovers that Executive engaged in any fraud, theft, embezzlement, serious or substantial misconduct materially injuring the LIN Companies’ reputation, or gross negligence while employed by the Company or if Executive materially breaches this Agreement, including any breach by Executive of his obligations and covenants under Sections 10, 11, or 12 hereof.

          (c) Subject to such adjustments as may be necessary in accordance with the proviso set forth in the last sentence of Section 9(a)(i), all payments made under this Section 9 shall be made to Executive at the same interval as payments of salary were made to Executive immediately prior to termination. Notwithstanding the foregoing or anything to the contrary contained herein, if the Company determines that Executive is a “Specified Employee” within the meaning of Section 409A(a)(2)(B)(i) of the Code (as hereinafter defined), or any successor thereto or as such may be amended hereafter (“Section 409A”), then to the extent necessary to

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satisfy the requirements of Section 409A, any portion of the severance compensation under this Section 9 that shall constitute deferred compensation within the meaning of Section 409A shall not be due and payable to Executive until the date that is six (6) months after the date of termination, if necessary to avoid tax penalties under Section 409A. In the event of such delay in payment, on the day following the expiration of such six month period Executive shall be paid the delayed portion of the severance compensation plus interest for the period of such delay, which interest shall be calculated at a rate equal to the interest rate then earned by the LIN Companies’ excess cash balances on bank deposit.

          (d) Except as expressly provided in paragraph (a) above, upon the termination of this Agreement and Executive’s employment hereunder (including for Cause or without Good Reason, or upon Death or Disability pursuant, respectively, to Sections 8(a), 8(d) and 8(e)), Executive shall not be entitled to any payments hereunder, other than for Accrued Obligations, which the Company shall pay to Executive in a lump sum immediately following such termination. For purposes of this Agreement, “Accrued Obligations” shall mean the sum of (i) any portion of Executive’s accrued but unpaid Base Salary through the date of death or termination of employment, as the case may be; (ii) any accrued but unpaid vacation or expense reimbursements; (iii) any then declared but unpaid Results Bonus and Performance Bonus, as applicable, with respect to the fiscal year preceding the fiscal year in which the termination occurs; (iv) any (A) Results Bonus and Performance Bonus for the fiscal year in which the termination occurs, as applicable, pro rated for service through the date of termination (and, if not determined as of the date of termination, such payment, if any, to be due and payable reasonably following the determination of such amounts) or (B) Results Bonus and Performance Bonus earned for that year if termination occurs at the end of the year but prior to payment; provided, however, Executive shall receive no payment under (A) or (B) upon a termination by the LIN Companies for Cause; and (v) any compensation previously earned but deferred by Executive (together with interest, to the extent and in the manner applicable pursuant to terms and subject to the conditions of Section 9(c)) prior to the date of termination that has not yet been paid.

     10. Non-Disclosure.

          (a) Executive acknowledges that during the period of his employment with the Company prior to the Appointment Date, he has had, and thereafter during the Service Period, he will have, access to trade secrets and other confidential or proprietary information of the LIN Companies and their respective affiliates and subsidiaries (“Confidential Information”). Executive acknowledges that as used herein, Confidential Information includes, but is not limited to, all methods, processes, techniques, practices, pricing information, billing histories, customer lists or requirements, employee lists, salary information, personnel matters, financial data, operating results, plans, contractual relationships, projections for new business opportunities for new or developing businesses, research, reports, and technological innovations in any stage of development. Confidential Information also includes, but is not limited to, all notes, records, software, drawings, handbooks, manuals, policies, contracts, memoranda, sales files, or any other documents generated or compiled by any employee of the LIN Companies or any of its respective affiliates or subsidiaries. Notwithstanding the foregoing, Confidential Information shall not include any data or information that has been voluntarily disclosed to the public or the LIN Companies’ respective competitors by either of the LIN Companies (except

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where such public disclosure has been made by Executive or another without authorization) or that has been independently developed and disclosed by others, or that otherwise enters the public domain through lawful means.

          (b) Executive agrees that, both during the Service Period and after the termination of his employment hereunder for any reason, he will use his reasonable best efforts and utmost diligence to preserve, protect, and prevent the disclosure of such Confidential Information, and that he will not, either directly or indirectly, use, misappropriate, disclose or aid any other person in disclosing such Confidential Information, unless done so on behalf of the LIN Companies or to the extent required by law.

          (c) All Confidential Information is, and shall remain, the exclusive property of the LIN Companies, and Executive hereby covenants and agrees that he shall promptly return all such information to the LIN Companies upon termination of this Agreement or at any other time when requested by the LIN Companies.

     11. Non-Competition.

          (a) During the Service Period and for one (1) year after the termination of this Agreement for any reason, whether with or Without Cause or whether upon resignation with or without Good Reason, Executive shall not Compete (as hereinafter defined) with any material business then conducted by the LIN Companies or their respective affiliates or subsidiaries (collectively, “LIN”) without the prior written consent of the LIN Companies; except that, notwithstanding this Section 11, Executive may perform any duties on behalf of the LIN Companies as the Board of Parent shall approve and direct. For purposes of this Agreement, the term “Compete” shall mean engaging in a business as a more than five percent (5%) stockholder or other holder of a five percent (5%) or greater equity interest of any Person (as hereinafter defined in Section 24) (whether direct or indirect, including the right to acquire such percentage equity interest), as an employee, a partner, an agent, a consultant, or any other individual representative capacity of, to or for any Person, as an officer of any Person, or a member of the board of directors, board of managers, or other managing body of such Person (unless Executive’s duties, responsibilities, and activities, including supervisory activities, for or on behalf of such Person or in such business are not related in any way to such “competitive” activity) if it involves:

               (i) owning or Managing (as defined below in Section 24) one or more local television stations in any designated market area in which the Company or any direct or indirect subsidiary thereof (a “Subsidiary”) owns or Manages, one or more local television stations (the “Restricted Markets”); or

               (ii) rendering services or advice pertaining to the business or operation of television stations in a Restricted Market, or on behalf of, any Person which is in competition with the Company or any of its affiliates or subsidiaries.

          (b) Upon and subject to reasonable notice and information being provided to the LIN Companies by Executive prior to Executive’s entering into a position or association

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which may cause Executive to engage in activities in breach of paragraph (a) above, Parent will conduct a timely review of such proposed position or association and notify Executive in writing regarding Parent’s view as to whether Executive will thereby breach the terms and conditions of paragraph (a) above.

     12. Non-Solicitation. Executive agrees that, during the twelve (12) month period immediately following termination of this Agreement, for whatever reason, with or without Cause or whether resignation with or without Good Reason, Executive shall not directly or indirectly solicit, influence or entice, or attempt to solicit, influence or entice, or hire any executive, employee, or consultant of LIN to cease his relationship with LIN or solicit, influence, entice or in any way divert any customer, distributor, partner, joint venturer or supplier of LIN to terminate such person’s relationship with LIN, in order to be employed by or do business with a Person that Competes with the LIN Companies or with any other entity that derives benefit from the production, marketing, broadcasting or other distribution or syndication of products, services, programs or other content that compete with products then produced or services, programs or other content then being provided, marketed, broadcast, distributed or syndicated by LIN or the feasibility for production of which LIN is then actually studying or is preparing to market or is developing; provided, however, that this Section 12 shall apply only within the geographic area set forth in Schedule 12 hereto.

     13. Acknowledgment of Restrictive Covenants. Executive acknowledges that the covenants specified in Sections 10, 11, 12, and 15 hereof (collectively, the “Protective Provisions”) contain reasonable limitations as to time, geographic area, and scope of activities to be restricted and that such promises do not impose a greater restraint on Executive than is necessary to protect the goodwill, Confidential Information, trade secrets, customer and employee relations, and other legitimate business interests of the LIN Companies. Executive also acknowledges and agrees that any violation of the covenants set forth in the Protective Provisions would bestow an unfair competitive advantage upon any Person, which might benefit from such violation, and would necessarily result in substantial and irreparable damage and loss to the LIN Companies.

     14. No Inconsistent Obligation. In order to induce the LIN Companies to enter into this Agreement, Executive represents and warrants to each of the LIN Companies that neither the execution nor the performance of this Agreement by Executive will violate or conflict in any way with any other agreement to which Executive may be bound, or with any other duties imposed upon Executive by corporate or other statutory or common law.

     15. Intellectual Property. Executive and the LIN Companies hereby covenant and agree that all intellectual property of any kind, whether now or later created, developed or produced, developed by Executive, whether directly or indirectly, in connection with services rendered by Executive for or on behalf of the LIN Companies, or from the use of premises or property owned, leased, licensed or contracted for by the LIN Companies, both prior to and subsequent to the date of this Agreement, or otherwise developed by Executive during the Service Period which is in any way related to the Company’s business, as conducted or proposed to be conducted, shall be the property of the Company. Executive hereby assigns to the Company any and all rights and interests he now has or may hereafter acquire in and to such intellectual property.

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     16. Notice. For purposes of this Agreement, notices and all other communications provided for in this Agreement shall be in writing and shall be deemed to have been duly given (a) on the date of delivery when delivered by hand, (b) on the date of transmission when sent by facsimile transmission during normal business hours with telephone confirmation of receipt, (c) one day after dispatch when sent by reputable overnight courier maintaining records of receipt, or (d) three days after dispatch when sent by registered or certified mail, postage prepaid, return receipt requested, all addressed as set forth on Schedule 16 attached hereto or to such other address as either party may have furnished to the other in writing in accordance herewith, except that notices of change of address shall be effective only upon receipt.

     17. Injunctive Relief; Cumulative Rights. The parties agree that, without limitation of the rights of the LIN Companies with respect to any other breach of this Agreement, the harm to each of the LIN Companies arising from any breach by Executive of the Protective Provisions could not adequately be compensated for by monetary damages, and accordingly each of the LIN Companies shall, in addition to any other remedies available to it at law or in equity, be entitled to seek and, if so ordered by a court of competent jurisdiction, obtain, preliminary and permanent injunctive relief against such breach. Executive agrees that the various provisions of this Agreement shall be construed as cumulative, and no one of them is exclusive of the other, or exclusive of any rights allowed by law.

     18. Withholding. Anything in this Agreement to the contrary notwithstanding, all payments required to be made by the Company hereunder to Executive shall be subject to the withholding of such amounts relating to taxes as the Company may reasonably determine it is legally required to withhold pursuant to any applicable law or regulation. In lieu of withholding such amounts, in whole or in part, the Company may, in its sole discretion, accept other provisions for payment of taxes and withholdings as required by law, provided it is satisfied that all requirements of law affecting its responsibilities to withhold have been satisfied.

     19. No Waiver. No provision of this Agreement may be modified, waived or discharged unless such waiver, modification or discharge is agreed to in writing signed by Executive and such officer or director as may be specifically designated by the Company. No waiver by either party hereto at any time of any breach by the other party hereto of any condition or provision of this Agreement to be performed by such other party shall be deemed a waiver of any similar or dissimilar provision or condition at the same or at any prior or subsequent time. Except where the context otherwise requires, wherever used the singular shall include the plural, the plural the singular, the use of any gender shall be applicable to all genders and the word “or” is used in the inclusive sense.

     20. Severability. If any covenant or provision hereof is determined to be void or unenforceable in whole or in part, it shall not be deemed to affect or impair the invalidity of any other covenant or provision, each of which is hereby declared to be separate and distinct. If any provision of this Agreement is so broad as to be unenforceable, such provision shall be interpreted to be only so broad as is enforceable. If any provision of this Agreement is declared invalid or unenforceable for any reason other than overbreadth, the offending provision will be

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modified so as to maintain the essential benefits of the bargain among the parties hereto to the maximum extent possible, consistent with law and public policy.

     21. Amendment. No amendment, modification, waiver, termination or discharge of any provision of this Agreement, or consent to any departure therefrom by either party hereto, shall in any event be effective unless the same shall be in writing, specifically identifying this Agreement and the provision intended to be amended, modified, waived, terminated or discharged and signed by each of the LIN Companies and Executive, and each such amendment, modification, waiver, termination or discharge shall be effective only in the specific instance and for the specific purpose for which it is given. No provision of this Agreement shall be varied, contradicted or explained by any oral agreement, course of dealing or performance or any other matter not set forth in an agreement in writing and signed by each of the LIN Companies and Executive.

     22. Choice of Law and Forum. This Agreement shall be governed by, and construed in accordance with, the laws of the State of Rhode Island. Employee hereby (a) submits to personal jurisdiction in the State of Rhode Island for any action arising out of or in connection with this Agreement; (b) waives any and all personal rights under the laws of any state to object to jurisdiction within the State of Rhode Island; and (c) agrees that for any cause of action arising out of or in connection with this Agreement, venue is solely proper in any state or federal court within Rhode Island.

     23. Waiver of Jury Trial. EACH PARTY HERETO HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY SUIT, ACTION OR PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT.

     24. Certain Definitions. The capitalized terms contained and used in this Agreement which are defined below shall have the respective meanings ascribed to them as follows:

          (a) “Change in Control” shall mean the occurrence of any of the following events:

               (i) any sale, lease, exchange, or other transfer (in one transaction or series of related transactions) of all or substantially all of the assets of Parent to any Person or group of related Persons for purposes of Section 13(d) of the Exchange Act, other than one or more members of the Shareholder Group;

               (ii) a majority of the Board of Parent shall consist of Persons who are not Continuing Directors;

               (iii) the acquisition by any Person or Group (other than (A) one or more members of the Shareholder Group or (B) with respect to a transferee of shares of Class C Common Stock, par value $0.01 per share, of Parent, (1) one or more members of the Shareholder Group or (2) any Person approved by an affirmative vote of no less than two-thirds of the disinterested members of the Board of Parent) of the power, directly or indirectly, to vote

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or direct the voting of securities having more than 50% of the ordinary voting power for the election of directors of Parent;

               (iv) the acquisition by any Person or Group of shares of the capital stock of Parent representing in the aggregate more than 40% of the issued and outstanding shares of such capital stock and, as of the time of such acquisition, no other Person or Group holds, in the aggregate, a greater number of such shares of capital stock;

               (v) any sale, lease, exchange, or other transfer (in one transaction or series of related transactions) of all or substantially all of the assets of the Company to any Person or group of related Persons for purposes of Section 13(d) of the Exchange Act, other than to (A) a wholly-owned subsidiary of Parent or the Company or (B) one or more members of the Shareholder Group; or

               (vi) Parent shall cease, whether directly or indirectly through one or more wholly-owned subsidiaries, to have the power to vote or direct the voting of securities having more than 50% of the ordinary voting power for the election of directors of the Company.

          (b) “Code” shall mean the Internal Revenue Code of 1986, as amended, and the regulations or other guidelines of general applicability promulgated thereunder.

          (c) “Continuing Directors” shall mean any Person who (i) was a member of the Board of Parent on the Appointment Date, (ii) is thereafter nominated for election or elected to the Board of Parent with the affirmative vote of a majority of the Continuing Directors who are members of such Board of Parent at the time of such nomination or election, or (iii) is a member of the Board of Parent and also a member of the Shareholder Group.

          (d) “Group” means any group of related Persons for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended.

          (e) “Manage” (or “Managing”) means with respect to the business or operation of a television station, (i) the provision of management services, (ii) the right to program, or select a substantial portion of the programming of, such station, including through a local marketing agreement, time brokerage agreement, joint sales agreement, shared services agreement, or other similar agreements (collectively, a “Services Agreement”), or (iii) the sale of, or the right to sell, the advertising of such station through a Services Agreement.

          (f) “Person” shall mean an individual, a corporation, limited liability company, a partnership, an association, a trust or any other entity or organization, including any other form of business entity or any government or political subdivision or an agency or instrumentality thereof.

          (g) “Shareholder Group” shall mean HM Capital Partners, LLC, and any Person controlling, controlled by or under common control with it.

          (h) “Special Recruitment and Severance Expenses” shall mean the following expenses of the LIN Companies: (i) expenses incurred in connection with the

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retirement of Gary R. Chapman and related severance payments and expenses and (ii) fees and expenses incurred with respect to the recruitment and severance in 2006, to the extent applicable, of senior management of the LIN Companies or directors of Parent or other similar one-time expenses relating to any corporate restructuring in 2006 approved by the Board of Parent or any committee thereof, including recruitment and executive search fees and expenses and severance payments and related expenses.

     25. Interpretation. The headings in this Agreement are inserted for convenience only and shall not constitute a part hereof. Except where the context requires otherwise, whenever used in this Agreement, the singular includes the plural, the plural includes the singular, the use of any gender is applicable to all genders and the word “or” has the inclusive meaning represented by the phrase “and/or.” The words “include” and “including” and variations thereof, shall not be deemed to be terms of limitation, but rather shall be deemed to be followed by the words “without limitation.” A reference in this Agreement to a Section, Paragraph, Exhibit or Schedule is to the referenced Section, Paragraph, Exhibit or Schedule of this Agreement. The wording of this Agreement shall be deemed to be the wording mutually chosen by the parties and no rule of strict construction shall be applied against any party. Unless expressly provided otherwise, all dollar figures in this Agreement are in the currency of the United States of America.

     26. Survival. The expiration or termination of this Agreement shall not relieve any party of any obligations that may have accrued hereunder prior to such expiration or termination. The provisions of Sections 9, 10, 11, 12, 13, 15, 16, 17, 18, 19, and 20 shall survive the expiration or termination of this Agreement except as otherwise specifically provided in such Sections.

     27. Assignment. The terms and provisions of this Agreement shall inure to the benefit of and be binding upon the LIN Companies and each of its respective successors and assigns. Notwithstanding the foregoing or anything to the contrary contained herein, this Agreement may not be assigned by the LIN Companies without Executive’s prior written consent unless the LIN Companies retain join and several liability with any LIN Company assignee for the financial obligations under this Agreement. This Agreement may not be assigned, in whole or in part, by Executive without the written consent of each of the LIN Companies.

     28. Indemnification. At all times during and after the Service Period the LIN Companies shall indemnify Executive pursuant to the terms and subject to the conditions of the certificate of incorporation and bylaws, respectively, of each of the LIN Companies, as such are in effect as of the Appointment Date. Executive shall have the benefit of continuing directors’ and officers’ insurance coverage at levels no less favorable than those in effect from time to time for members of the Board of Parent and the board of directors of the Company and other members of the LIN Companies’ senior management.

     29. Legal Fees. The LIN Companies shall reimburse one hundred percent (100%) of Executive’s reasonable legal fees incurred in connection with the negotiation and execution of this Agreement up to, but not in excess of, Ten Thousand Dollars ($10,000).

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     30. Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed to be an original but all of which together shall constitute one and the same instrument. Each party hereto will receive by delivery or by facsimile or other electronic transmission a duplicate original of the Agreement executed by each party, and each party agrees that the delivery of the Agreement by facsimile or other electronic transmission will be deemed to be an original of the Agreement so transmitted.

     31. Entire Agreement. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior oral or written agreements, commitments or understandings with respect to the matters provided for herein, including that certain Severance Agreement, dated as of July 1, 2005, by and among the parties hereto, which Severance Agreement is hereby terminated.

[The remainder of this page is intentionally blank; signature page follows.]

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     IN WITNESS WHEREOF, the parties have executed this Agreement on the date first above written.

Executive:
/s/ Vincent L. Sadusky
Vincent L. Sadusky
LIN TV Corp.
By:	/s/ Denise M. Parent
Name: Denise M. Parent
Title: Vice President General Counsel and Secretary
LIN Television Corporation
By:	/s/ Denise M. Parent
Name: Denise M. Parent
Title: Vice President General Counsel and Secretary
By:	/s/ Denise M. Parent

[Signature Page to Employment Agreement]

Percentage:													Revenue									Schedule 5(b) (i) (A)
			94.0	%	95.0	%	96.0	%	97.0	%	98.0	%		99.0	%	100.0	%	101.0	%	102.0	%		103.0	%	104.0	%	105.0	%
	89.0	%	0	%	0	%	0	%	0	%	0	%		0	%	0	%	0	%	0	%		0	%	0	%	0	%
	90.0	%	0	%	25.0	%	30.0	%	35.0	%	40.0	%		45.0	%	50.0	%	55.0	%	60.0	%		65.0	%	70.0	%	75.0	%
	91.0	%	0	%	28.8	%	34.0	%	33.3	%	44.5	%		49.8	%	55.0	%	60.3	%	65.5	%		70.8	%	76.0	%	81.3	%
	92.0	%	0	%	32.5	%	38.0	%	43.5	%	49.0	%		54.5	%	60.0	%	65.5	%	71.0	%		76.5	%	82.0	%	87.5	%
	93.0	%	0	%	36.3	%	42.0	%	47.8	%	53.5	%		59.3	%	65.0	%	70.8	%	76.5	%		82.3	%	88.0	%	93.8	%
	94.0	%	0	%	40.0	%	46.0	%	52.0	%	58.0	%		64.0	%	70.0	%	76.0	%	82.0	%		88.0	%	94.0	%	100.0	%
	95.0	%	0	%	43.8	%	50.0	%	56.3	%	62.5	%		68.8	%	75.0	%	81.3	%	87.5	%		93.8	%	100.0	%	106.3	%
	96.0	%	0	%	47.5	%	54.0	%	60.5	%	67.0	%		73.5	%	80.0	%	86.5	%	93.0	%		99.5	%	106.0	%	112.6	%
E	97.0	%	0	%	51.3	%	58.0	%	64.8	%	71.5	%		78.3	%	85.0	%	91.8	%	98.5	%		105.3	%	112.0	%	118.8	%
B	98.0	%	0	%	55.0	%	62.0	%	69.0	%	76.0	%		83.0	%	90.0	%	97.0	%	104.0	%		111.0	%	118.0	%	125.0	%
I	99.0	%	0	%	58.8	%	66.0	%	73.3	%	80.5	%		87.8	%	95.0	%	102.3	%	109.5	%		116.8	%	124.0	%	131.3	%
T	100.0	%	0	%	62.5	%	70.0	%	77.5	%	85.0	%		92.5	%	100.0	%	107.5	%	115.0	%		122.5	%	130.0	%	137.5	%
D	101.0	%	0	%	66.3	%	74.0	%	81.8	%	89.5	%		97.3	%	105.0	%	112.8	%	120.5	%		128.3	%	136.0	%	143.8	%
A	102.0	%	0	%	70.0	%	78.0	%	86.0	%	94.0	%		102.0	%	110.0	%	118.0	%	126.0	%		134.0	%	142.0	%	150.0	%
	103.0	%	0	%	73.8	%	82.0	%	90.3	%	98.5	%		106.8	%	115.0	%	123.3	%	131.5	%		139.8	%	148.0	%	156.3	%
	104.0	%	0	%	77.5	%	86.0	%	94.5	%	103.0	%		111.5	%	120.0	%	128.5	%	137.0	%		145.5	%	154.0	%	162.5	%
	105.0	%	0	%	81.3	%	90.0	%	98.8	%	107.5	%		116.3	%	125.0	%	133.8	%	142.5	%		151.3	%	160.0	%	168.8	%
	106.0	%	0	%	85.0	%	94.0	%	103.0	%	112.0	%		121.0	%	130.0	%	139.0	%	148.0	%		157.0	%	166.0	%	175.0	%
	107.0	%	0	%	38.8	%	98.0	%	107.3	%	116.5	%		125.8	%	135.0	%	144.3	%	153.5	%		162.8	%	172.0	%	181.3	%
	108.0	%	0	%	92.5	%	102.0	%	111.5	%	121.0	%		130.5	%	140.0	%	149.5	%	159.0	%		168.5	%	178.0	%	187.5	%
	109.0	%	0	%	96.3	%	106.0	%	115.8	%	125.5	%		135.3	%	145.0	%	154.8	%	164.5	%		174.3	%	184.0	%	193.8	%
	110.0	%	0	%	100.0	%	110.0	%	120.0	%	130.0	%		140.0	%	150.0	%	160.0	%	170.0	%		180.0	%	190.0	%	200.0	%

Dollars:													Revenue									Schedule 5(b) (i) (B)
			94.0	%	95.0	%	96.0	%	97.0	%	98.0	%		99.0	%	100.0	%	101.0	%	102.0	%		103.0	%	104.0	%	105.0	%
	89.0	%			—		—		—		—			—		—		—		—			—		—		—
	90.0	%	—		93,750		112,500		131,250		150,000			168,750		187,500		206,250		225,000			243,750		262,500		281,250
	91.0	%	—		107,813		127,500		147,188		166,875			186,563		206,250		225,938		245,625			265,313		285,000		304,638
	92.0	%	—		121,875		142,500		163,125		183,750			204,375		225,000		245,625		266,250			286,875		307,500		328,125
	93.0	%	—		135,938		157,500		179,063		200,625			222,188		243,750		265,313		286,875			308,438		330,000		351,563
	94.0	%	—		150,000		172,500		195,000		217,500			240,000		262,500		285,000		307,500			330,000		352,500		375,000
	95.0	%	—		164,063		187,500		210,938		234,375			257,813		281,250		304,688		328,125			351,563		375,000		398,438
	96.0	%	—		178,125		202,500		226,875		251,250			275,625		300,000		324,375		348,750			373,125		397,500		421,875
E	97.0	%	—		192,188		217,500		242,813		268,125			293,438		318,750		344,063		369,375			394,688		420,000		445,313
B	98.0	%	—		206,250		232,500		258,750		285,000			311,250		337,500		363,750		390,000			416,250		442,500		468,750
I	99.0	%	—		220,313		247,500		274,688		301,875			329,063		356,250		383,438		410,625			437,813		465,000		492,188
T	100.0	%	—		234,375		262,500		290,625		318,750			346,875		375,000		403,125		431,250			459,375		487,500		515,625
D	101.0	%	—		248,438		277,500		306,563		335,625			364,688		393,750		422,813		451,875			480,938		510,000		539,063
A	102.0	%	—		262,500		292,500		322,500		352,500			382,500		412,500		442,500		472,500			502,500		532,500		562,500
	103.0	%	—		276,563		307,500		338,438		369,375			400,313		431,250		462,188		493,125			524,063		555,000		585,938
	104.0	%	—		290,625		322,500		354,375		386,250			418,125		450,000		481,875		513,750			545,625		577,500		609,375
	105.0	%	—		304,688		337,500		370,313		403,125			435,938		468,750		501,563		534,375			567,188		600,000		632,813
	106.0	%	—		318,750		352,500		386,250		420,000			453,750		487,500		521,250		555,000			588,750		622,500		656,250
	107.0	%	—		332,813		367,500		402,188		436,875			471,563		506,250		540,938		575,625			610,313		645,000		679,688
	108.0	%	—		346,875		382,500		418,125		453,750			489,375		525,000		560,625		596,250			631,875		667,500		703,125
	109.0	%	—		360,938		397,500		434,063		470,625			507,188		543,750		580,313		616,875			653,438		690,000		726,563
	110.0	%	—		375,000		412,500		450,000		487,500			525,000		562,500		600,000		637,500			675,000		712,500		750,000

Schedule 12

Geographic Scope of Non-Solicitation

The geographic scope to which Section 12 shall apply shall be defined as all markets in the United States of America.

Schedule 16

Notices

If to Executive:	To the address as shall most currently appear on the records of the Company
	With a copy to:
	Paul, Weiss, Rifkind, Wharton & Garrison LLP
	1285 Avenue of the Americas
	New York, NY 10019-6064
	Attn: Michael J. Segal, Esq.
	Fax: 212-757-3990
If to the LIN Companies:	LIN Television Corporation
	4 Richmond Square, Suite 200
	Providence, RI 02906
	Attn: General Counsel
	Fax: (401) 454-2817

EX-10.2

Exhibit 10.2

Employment Agreement

          This Employment Agreement (this “Agreement”), entered into as of February 22, 2007, and made effective as of September 6, 2006, is by and among, LIN TV Corp., a Delaware corporation (“Parent”), and LIN Television Corporation, a Delaware corporation with its headquarters in Providence, Rhode Island, and a wholly-owned subsidiary of the Parent (the “Company” and, together with Parent, the “LIN Companies”), and Scott Blumenthal, an individual residing in the state of Rhode Island (the “Executive”).

RECITALS:

          Whereas, on September 6, 2006 (the “Appointment Date”), the board of directors of Parent (the “Board of Parent”) and the board of directors of the Company, respectively, appointed Executive to the offices of Executive Vice President Television of each of the LIN Companies;

          Whereas, each of Parent and the Company desire that the Company employ Executive as Executive Vice President Television of the Company, and Executive desires to be employed by the Company in such position, in accordance with the terms and subject to the conditions provided herein;

          Now, Therefore, in consideration of the foregoing and of the respective covenants and agreements of the parties herein contained, the parties hereto, intending to be legally bound hereby, agree as follows:

          1. Employment. The Company shall employ Executive and Executive hereby agrees to serve the LIN Companies on the terms and conditions set forth herein.

          2. Service Period. The term of this Agreement and Executive’s employment hereunder (the “Service Period”) shall be deemed to have commenced as of the Appointment Date and shall continue thereafter until the effective date of termination pursuant to the terms and subject to the conditions of this Agreement.

          3. Position and Duties. During the Service Period, Executive shall serve as the Executive Vice President Television of each of the LIN Companies, reporting to the President and CEO of each of the LIN Companies and, subject to the LIN Companies’ respective Certificates of Incorporation and By-Laws, shall have such authority and duties as may be granted or assigned from time to time by the President and CEO of the LIN Companies.

          4. Attention and Effort. Executive covenants and agrees, at all times during the Service Period, to devote his full business-time efforts, energies and skills to his duties as contemplated by Section 3 above, to serve each of the LIN Companies diligently and to the best of Executive’s ability and at all times to act in compliance with the rules, regulations, policies and procedures of the LIN Companies as shall be in effect from time to time. Executive further covenants and agrees that he will not, directly or indirectly, engage or participate in any other business, profession or occupation for compensation or otherwise at any time during the Service Period which conflicts with the business of the LIN Companies, without the prior written consent

of the Board of Parent; provided, that nothing herein shall preclude Executive from accepting appointment to or continuing to serve on any board of directors or trustees of any charitable or not-for-profit organization or from managing his personal, financial or legal affairs; provided, in each case, and in the aggregate, that such activities do not materially conflict or interfere with the performance of Executive’s duties hereunder or conflict with Sections 10, 11 or 12 of this Agreement in any material respect.

          5. Compensation and Other Benefits.

               (a) During the Service Period, Executive shall be paid by the Company an annual base salary in an amount equal to Three Hundred Seventy Five Thousand Dollars ($375,000) (the “Base Salary”), payable in accordance with the Company’s normal payroll practices. The Base Salary shall be reviewed by the Compensation Committee of the Board of Parent no less often than once each calendar year and may be increased, but not decreased, based on such a review.

               (b) Executive shall be eligible to receive, in addition to the Base Salary described above, an annual bonus payment (a “Performance Bonus”) to be determined by December 31 of each calendar year during the Service Period, or as soon thereafter as practicable, but in no event later than March 15 of the subsequent calendar year; which Performance Bonus payment (if any), shall be determined as follows:

                    (i) With respect to the portion of calendar year 2006 prior to the Appointment Date, Executive shall be eligible to receive a Performance Bonus in an amount up to One Hundred Fifty-Eight Thousand Dollars ($158,000), which amount shall be prorated to reflect the portion of the calendar year between January 1 and the Appointment Date. The Performance Bonus payment determined pursuant to this paragraph (i), if any, shall be determined in the discretion of the President and CEO of the LIN Companies and the Compensation Committee of the Board of Parent (the “Compensation Committee”) based upon those bonus criteria established with respect to Executive’s performance and goals prior to the Appointment Date.

                    (ii) With respect to the portion of calendar year 2006 beginning on the Appointment Date and ending on December 31, 2006, Executive shall be eligible to receive a Performance Bonus in an amount up to Two Hundred Thousand Dollars ($200,000) (the “Performance Bonus Amount”), which Performance Bonus Amount shall be prorated to reflect the portion of the calendar year beginning on the Appointment Date and ending on December 31, 2006. The bonus payment determined pursuant to this paragraph (ii), if any, shall be determined in the discretion of the President and CEO of the LIN Companies and the Compensation Committee based upon those bonus criteria established with respect to Executive’s performance and goals prior to the Appointment Date.

                    (iii) With respect to each calendar year during the Service Period beginning on January 1, 2007, if applicable, Executive shall be eligible to receive a Performance Bonus as follows:

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                         (A) Executive shall be eligible to receive a bonus payment in an amount up to 25% of the Performance Bonus Amount, which bonus payment, if any, shall be determined in the sole discretion of the President and CEO of the LIN Companies and the Compensation Committee, based upon such factors as each may determine to be relevant, which may include the performance of the LIN Companies and Executive, general business conditions, and the relative achievement by Executive or the LIN Companies of any goals established by the President and CEO, the Board of Parent or the Compensation Committee.

                         (B) Executive shall be eligible to receive a bonus payment calculated as set forth in this paragraph (B) using a baseline bonus amount equal to seventy-five percent (75%) of the Performance Bonus Amount (the “Results Bonus Base Amount”). The amount of the bonus awarded to Executive, if any, under this paragraph (B) (the “Results Bonus”) shall be an amount calculated as a percentage of the Results Bonus Base Amount (the “Results Bonus Percentage”). The Results Bonus Percentage shall be the percentage set forth on Exhibit 5(b)-1 hereto that corresponds to the respective percentages by which Parent has achieved the EBITDA and revenue targets established by the Board of Parent for the applicable year, as determined by the Compensation Committee of the Board of Parent (the “Budget Target”). The parties acknowledge and agree that for convenience of reference Exhibit 5(b)-2 shows for illustrative purposes the amount of the Results Bonus corresponding to each Results Bonus Percentage reflected on Exhibit 5(b)-1, and the parties further acknowledge that such figures shall be subject to adjustment in the event of any change to the Results Bonus Base Amount and, in the event of any conflict between Exhibits 5(b)-1 and 5(b)-2, Exhibit 5(b)-1 shall control.

          6. Benefits and Expenses. Executive shall receive from the Company such other benefits as may be granted to senior management of the Company generally, including health, dental, life and disability insurance and vacation benefits. In addition, Executive shall be provided with an automobile allowance in accordance with the Company’s then-current plan. The Company shall reimburse Executive for all reasonable travel, entertainment and other expenses which Executive may incur in regard to the business of Company or Parent, in accordance with and subject to the limitations of the Company’s standard practices and policies and Executive’s presentation of such documents and records as Company shall require to substantiate such expenses.

          7. Incentive Equity. The parties acknowledge that as of the Appointment Date, Parent granted to Executive an option (the “Option Grant”) to purchase 200,000 shares of Parent’s Class A Common Stock, par value $0.01 per share pursuant to the terms and subject to the conditions of the LIN TV Corp. Amended and Restated 2002 Stock Plan (the “Option Plan”) and as further evidenced by that certain Nonqualified Stock Option Letter Agreement, dated September 6, 2006, by and between Parent and Executive (the “Option Agreement”). The Option Grant shall be on the terms and conditions of the Option Plan and the Option Agreement; provided, however, that (a) for purposes of the Option Grant, and notwithstanding anything to the contrary contained in the Option Agreement, the term “Cause” shall have the meaning ascribed to such term in this Agreement; and (b) in the event of a Change in Control (as hereinafter defined in Section 24) (and notwithstanding the definition of such term in the Option Agreement) the vesting of the Option Grant shall accelerate and shall be deemed fully vested as of such Change in Control. For the avoidance of doubt, the vesting of the Option Grant shall not

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accelerate in the event of any termination of this Agreement, including upon a termination Without Cause or with Good Reason; provided, however, that if Executive is able to demonstrate that (i) he was terminated by the LIN Companies Without Cause in anticipation of a Change in Control and (ii) such anticipated Change in Control occurs, then Executive will be deemed for purposes of the Option Grant, to have remained employed through the consummation of the Change in Control, and the vesting of the Option Grant shall accelerate as described in the preceding sentence.

          8. Termination. This Agreement and the employment of Executive hereunder may be terminated as follows:

               (a) By the LIN Companies for “Cause.” Subject to such other terms of this Agreement, the LIN Companies may terminate this Agreement and the employment of Executive hereunder for “Cause” by action of the Board of Parent if the Executive:

                    (i) has been convicted of, or entered a pleading of guilty or nolo contendre (or its equivalent in the applicable jurisdiction) to any criminal offense (whether or not in connection with the performance by Executive of his obligations and duties under this Agreement), excluding offenses under road traffic laws, or misdemeanor offenses, that are subject only to a fine or non-custodial penalty;

                    (ii) has committed an act or omission involving dishonesty or fraud;

                    (iii) has willfully refused or willfully failed to perform his obligations and duties under this Agreement or the duties properly assigned to him in accordance with the terms and conditions of this Agreement, and Executive has the physical capacity to perform such obligations or duties; or

                    (iv) has engaged in gross negligence or willful misconduct with respect to any of the LIN Companies or any of their affiliates or subsidiaries.

               (b) By the LIN Companies “Without Cause.” The LIN Companies may terminate this Agreement and the employment of Executive hereunder at any time, in Parent’s sole discretion, for any reason whatsoever or for no reason, which termination shall constitute a termination “Without Cause.”

               (c) By Executive for Good Reason. Executive may terminate this Agreement and his employment hereunder in the event of any of the following (each of which shall constitute “Good Reason”) and the LIN Companies shall have failed to have reasonably remedied such condition within thirty (30) days following written notice from Executive setting forth in reasonable detail the condition giving rise to such Good Reason:

                    (i) either of the LIN Companies fails to perform its respective obligations or breaches any of its covenants or warranties under this Agreement;

                    (ii) the relocation of Executive’s primary office to a location that is more than thirty-five (35) miles from both of (A) the Company’s headquarters in Rhode

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Island, unless such office is moved closer to Executive’s primary residence at the time of such relocation, and (B) Executive’s residence at the time of such relocation; or

                    (iii) the Board of Parent or the board of directors of the Company approves, without Executive’s consent or for reasons other than those set forth in Section 8(a), (A) a reduction in Executive’s Base Salary or the Performance Bonus Amount, or (B) the assignment to Executive of any duties inconsistent in any material respect with, or effect a material diminution of, Executive’s duties, titles, offices, or responsibilities with the Parent or the Company, or any demotion of Executive from, or any failure to reelect or reappoint Executive to any of such positions (except in connection with the termination of Executive’s employment for disability or Cause or as a result of Executive’s death); provided, however, that with respect to the foregoing clause (B) if subsequent to a Change in Control (as hereinafter defined in Section 24), Executive maintains over the business of the Company substantially the same authority and responsibility with respect thereto that he held prior to such Change in Control, the requirement that the Executive report to officers or the board of parent companies, or a change in the title of Executive, shall not of itself constitute “Good Reason.”

               (d) By Executive Without Good Reason. Executive may terminate this Agreement and his employment hereunder at any time, for any reason, upon giving to the LIN Companies thirty (30) days’ written notice of termination of this Agreement and Executive’s employment hereunder pursuant to this Section 8(d) (“Notice of Resignation”), during which notice period Executive’s employment and performance of services will continue; provided, however, that Parent may, upon notice to Executive and without reducing Executive’s compensation during such period, excuse Executive from any or all of his duties during such period. The effective date of the termination of Executive’s employment hereunder shall be the date specified in the Notice of Resignation delivered in accordance with this Section 8(d).

               (e) Automatic Termination Upon Death or Disability. This Agreement and Executive’s employment hereunder shall terminate automatically upon the death or “total disability” of Executive. The term “total disability” as used herein shall mean Executive’s inability, with or without reasonable accommodations, to perform the duties of Executive contemplated by Section 3 hereof for a period of, or periods aggregating, six (6) months in any twelve (12) month period as a result of physical or mental illness, loss of legal capacity or any other cause beyond Executive’s control, unless Executive is granted a leave of absence by the Board of Parent. All determinations as to whether Executive has suffered total disability due to physical or mental illness, loss of capacity or any other medical cause shall be made by a physician who is mutually agreed upon by Executive and a majority of the members of the Nominating and Corporate Governance Committee of the Board of Parent. Executive and the LIN Companies hereby acknowledge that Executive’s ability to perform the duties set forth in Section 3 hereof is of the essence of this Agreement. Termination under this Section 8(e) shall be deemed to be effective (i) as of the time of Executive’s death or (ii) immediately upon determination of Executive’s total disability, as defined above, by a physician mutually agreeable to Executive and the Board of Parent.

          9. Severance for Termination Without Cause or Resignation With Good Reason.

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               (a) Subject to the terms and conditions of this Section 9 set forth below, solely in the event that this Agreement and Executive’s employment hereunder is terminated (y) by the LIN Companies Without Cause pursuant to the terms and subject to the conditions of Section 8(b) hereof; or (z) by Executive with Good Reason pursuant to the terms and subject to the conditions of Section 8(c) hereof, then:

                    (i) The Company shall pay to Executive a severance payment (the “Severance Payment”) in an amount equal to the sum of (A) Executive’s Base Salary in effect at the time of such termination and (B) the aggregate amount, if any, of the Performance Bonus most recently awarded to Executive pursuant to Section 5(b) prior to such termination; provided, however, that if such termination occurs prior to the award of Executive’s initial Performance Bonus under this Agreement (or the determination that no such award shall be made), the payment under this clause (B) shall be the maximum applicable Performance Bonus that would otherwise be due had Executive remained employed with the Company. The Severance Payment shall be due and payable in twenty six (26) substantially equal payments following such termination; provided, however, that the payment of the portion of the Severance Payment comprised of any Performance Bonus based upon the determination of the achievement of certain results may be deferred as necessary until the Compensation Committee has made the necessary determinations.

                    (ii) In addition, during the twelve-month period following a termination giving rise to the Severance Payment, the Company shall continue to pay the employer’s normal portion of the costs of Executive’s health and dental insurance premiums in an amount consistent with that paid on the date of termination, provided that Executive chooses to participate in COBRA or a similar health insurance continuation program and provides the Company with proof of such participation. If Executive chooses to receive COBRA coverage from the Company’s group health plans during this twelve-month period, such coverage shall count toward the maximum coverage period permitted under such plan.

               (b) The payment of the Severance Payment and the provision of the benefits described in this Section 9 are expressly contingent on Executive’s execution of a standard severance and release agreement containing only a release of any and all claims by him against the LIN Companies and all predecessors, successors, affiliates and subsidiaries thereof, except for claims relating to (i) the Severance Payment and other post-employment payments and benefits due pursuant to the terms and subject to the conditions of this Agreement; (ii) claims for benefits under the employee benefit plans of the LIN Companies in which Executive participates, and (iii) claims for indemnification or insurance, if applicable, arising following his employment. Notwithstanding anything to the contrary contained herein, Employer retains the right to terminate the initiation or continuation of the Severance Payment and other benefits described in this Section 9 and to recover from Executive any and all amounts previously paid (as well as to pursue any other remedies available at law or in equity) if it discovers that Executive engaged in any fraud, theft, embezzlement, serious or substantial misconduct materially injuring the LIN Companies’ reputation, or gross negligence while employed by the Company or if Executive materially breaches this Agreement, including any breach by Executive of his obligations and covenants under Sections 10, 11, or 12 hereof.

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               (c) Subject to such adjustments as may be necessary in accordance with the proviso set forth in the last sentence of Section 9(a)(i), all payments made under this Section 9 shall be made to Executive at the same interval as payments of salary were made to Executive immediately prior to termination. Notwithstanding the foregoing or anything to the contrary contained herein, if the Company determines that Executive is a “Specified Employee” within the meaning of Section 409A(a)(2)(B)(i) of the Code (as hereinafter defined), or any successor thereto or as such may be amended hereafter (“Section 409A”), then to the extent necessary to satisfy the requirements of Section 409A, any portion of the severance compensation under this Section 9 that shall constitute deferred compensation within the meaning of Section 409A shall not be due and payable to Executive until the date that is six (6) months after the date of termination, if necessary to avoid tax penalties under Section 409A. In the event of such delay in payment, on the day following the expiration of such six month period Executive shall be paid the delayed portion of the severance compensation plus interest for the period of such delay, which interest shall be calculated at a rate equal to the interest rate then earned by the LIN Companies’ excess cash balances on bank deposit.

               (d) Except as expressly provided in paragraph (a) above, upon the termination of this Agreement and Executive’s employment hereunder (including for Cause or without Good Reason, or upon death or total disability pursuant, respectively, to Sections 8(a), 8(d) and 8(e)), Executive shall not be entitled to any payments hereunder, other than for Accrued Obligations, which the Company shall pay to Executive in a lump sum immediately following such termination. For purposes of this Agreement, “Accrued Obligations” shall mean the sum of (i) any portion of Executive’s accrued but unpaid Base Salary through the date of death or termination of employment, as the case may be; (ii) any accrued but unpaid vacation or expense reimbursements; (iii) any then declared but unpaid Performance Bonus, as applicable, with respect to the fiscal year preceding the fiscal year in which the termination occurs; (iv) any (A) Performance Bonus for the fiscal year in which the termination occurs, as applicable, pro rated for service through the date of termination (and, if not determined as of the date of termination, such payment, if any, to be due and payable reasonably following the determination of such amounts) or (B) Performance Bonus earned for that year if termination occurs at the end of the year but prior to payment; provided, however, Executive shall receive no payment under (A) or (B) upon a termination by the LIN Companies for Cause; and (v) any compensation previously earned but deferred by Executive (together with interest, to the extent and in the manner applicable pursuant to terms and subject to the conditions of Section 9(c)) prior to the date of termination that has not yet been paid.

          10. Non-Disclosure.

               (a) Executive acknowledges that during the period of his employment with the Company prior to the Appointment Date, he has had, and thereafter during the Service Period, he will have, access to trade secrets and other confidential or proprietary information of the LIN Companies and their respective affiliates and subsidiaries (“Confidential Information”). Executive acknowledges that as used herein, Confidential Information includes, but is not limited to, all methods, processes, techniques, practices, pricing information, billing histories, customer lists or requirements, employee lists, salary information, personnel matters, financial data, operating results, plans, contractual relationships, projections for new business opportunities for new or developing businesses, research, reports, and technological innovations

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in any stage of development. Confidential Information also includes, but is not limited to, all notes, records, software, drawings, handbooks, manuals, policies, contracts, memoranda, sales files, or any other documents generated or compiled by any employee of the LIN Companies or any of its respective affiliates or subsidiaries. Notwithstanding the foregoing, Confidential Information shall not include any data or information that has been voluntarily disclosed to the public or the LIN Companies’ respective competitors by either of the LIN Companies (except where such public disclosure has been made by Executive or another without authorization) or that has been independently developed and disclosed by others, or that otherwise enters the public domain through lawful means.

               (b) Executive agrees that, both during the Service Period and after the termination of his employment hereunder for any reason, he will use his reasonable best efforts and utmost diligence to preserve, protect, and prevent the disclosure of such Confidential Information, and that he will not, either directly or indirectly, use, misappropriate, disclose or aid any other person in disclosing such Confidential Information, unless done so on behalf of the LIN Companies or to the extent required by law.

               (c) All Confidential Information is, and shall remain, the exclusive property of the LIN Companies, and Executive hereby covenants and agrees that he shall promptly return all such information to the LIN Companies upon termination of this Agreement or at any other time when requested by the LIN Companies.

          11. Non-Competition.

               (a) During the Service Period and for one (1) year after the termination of this Agreement for any reason, whether with or Without Cause or whether upon resignation with or without Good Reason, Executive shall not Compete (as hereinafter defined) with any material business then conducted by the LIN Companies or their respective affiliates or subsidiaries (collectively, “LIN”) without the prior written consent of the LIN Companies; except that, notwithstanding this Section 11, Executive may perform any duties on behalf of the LIN Companies as the Board of Parent shall approve and direct. For purposes of this Agreement, the term “Compete” shall mean engaging in a business as a more than five percent (5%) stockholder or other holder of a five percent (5%) or greater equity interest of any Person (as hereinafter defined in Section 24) (whether direct or indirect, including the right to acquire such percentage equity interest), as an employee, a partner, an agent, a consultant, or any other individual representative capacity of, to or for any Person, as an officer of any Person, or a member of the board of directors, board of managers, or other managing body of such Person (unless Executive’s duties, responsibilities, and activities, including supervisory activities, for or on behalf of such Person or in such business are not related in any way to such “competitive” activity) if it involves:

                    (i) owning or Managing (as defined below in Section 24) one or more local television stations in any designated market area in which the Company or any direct or indirect subsidiary thereof (a “Subsidiary”) owns or Manages, one or more local television stations (the “Restricted Markets”); or

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                    (ii) rendering services or advice pertaining to the business or operation of television stations in a Restricted Market, or on behalf of, any Person which is in competition with the Company or any of its affiliates or subsidiaries.

               (b) Upon and subject to reasonable notice and information being provided to the LIN Companies by Executive prior to Executive’s entering into a position or association which may cause Executive to engage in activities in breach of paragraph (a) above, Parent will conduct a timely review of such proposed position or association and notify Executive in writing regarding Parent’s view as to whether Executive will thereby breach the terms and conditions of paragraph (a) above.

          12. Non-Solicitation. Executive agrees that, during the twelve (12) month period immediately following termination of this Agreement, for whatever reason, with or without Cause or whether resignation with or without Good Reason, Executive shall not directly or indirectly solicit, influence or entice, or attempt to solicit, influence or entice, or hire any executive, employee, or consultant of LIN to cease his relationship with LIN or solicit, influence, entice or in any way divert any customer, distributor, partner, joint venturer or supplier of LIN to terminate such person’s relationship with LIN, in order to be employed by or do business with a Person that Competes with the LIN Companies or with any other entity that derives benefit from the production, marketing, broadcasting or other distribution or syndication of products, services, programs or other content that compete with products then produced or services, programs or other content then being provided, marketed, broadcast, distributed or syndicated by LIN or the feasibility for production of which LIN is then actually studying or is preparing to market or is developing; provided, however, that this Section 12 shall apply only within the geographic area set forth in Schedule 12 hereto.

          13. Acknowledgment of Restrictive Covenants. Executive acknowledges that the covenants specified in Sections 10, 11, 12, and 15 hereof (collectively, the “Protective Provisions”) contain reasonable limitations as to time, geographic area, and scope of activities to be restricted and that such promises do not impose a greater restraint on Executive than is necessary to protect the goodwill, Confidential Information, trade secrets, customer and employee relations, and other legitimate business interests of the LIN Companies. Executive also acknowledges and agrees that any violation of the covenants set forth in the Protective Provisions would bestow an unfair competitive advantage upon any Person, which might benefit from such violation, and would necessarily result in substantial and irreparable damage and loss to the LIN Companies.

          14. No Inconsistent Obligation. In order to induce the LIN Companies to enter into this Agreement, Executive represents and warrants to each of the LIN Companies that neither the execution nor the performance of this Agreement by Executive will violate or conflict in any way with any other agreement to which Executive may be bound, or with any other duties imposed upon Executive by corporate or other statutory or common law.

          15. Intellectual Property. Executive and the LIN Companies hereby covenant and agree that all intellectual property of any kind, whether now or later created, developed or produced, developed by Executive, whether directly or indirectly, in connection with services rendered by Executive for or on behalf of the LIN Companies, or from the use of premises or

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property owned, leased, licensed or contracted for by the LIN Companies, both prior to and subsequent to the date of this Agreement, or otherwise developed by Executive during the Service Period which is in any way related to the Company’s business, as conducted or proposed to be conducted, shall be the property of the Company. Executive hereby assigns to the Company any and all rights and interests he now has or may hereafter acquire in and to such intellectual property.

          16. Notice. For purposes of this Agreement, notices and all other communications provided for in this Agreement shall be in writing and shall be deemed to have been duly given (a) on the date of delivery when delivered by hand, (b) on the date of transmission when sent by facsimile transmission during normal business hours with telephone confirmation of receipt, (c) one day after dispatch when sent by reputable overnight courier maintaining records of receipt, or (d) three days after dispatch when sent by registered or certified mail, postage prepaid, return receipt requested, all addressed as set forth on Schedule 16 attached hereto or to such other address as either party may have furnished to the other in writing in accordance herewith, except that notices of change of address shall be effective only upon receipt.

          17. Injunctive Relief; Cumulative Rights. The parties agree that, without limitation of the rights of the LIN Companies with respect to any other breach of this Agreement, the harm to each of the LIN Companies arising from any breach by Executive of the Protective Provisions could not adequately be compensated for by monetary damages, and accordingly each of the LIN Companies shall, in addition to any other remedies available to it at law or in equity, be entitled to seek and, if so ordered by a court of competent jurisdiction, obtain, preliminary and permanent injunctive relief against such breach. Executive agrees that the various provisions of this Agreement shall be construed as cumulative, and no one of them is exclusive of the other, or exclusive of any rights allowed by law.

          18. Withholding. Anything in this Agreement to the contrary notwithstanding, all payments required to be made by the Company hereunder to Executive shall be subject to the withholding of such amounts relating to taxes as the Company may reasonably determine it is legally required to withhold pursuant to any applicable law or regulation. In lieu of withholding such amounts, in whole or in part, the Company may, in its sole discretion, accept other provisions for payment of taxes and withholdings as required by law, provided it is satisfied that all requirements of law affecting its responsibilities to withhold have been satisfied.

          19. No Waiver. No provision of this Agreement may be modified, waived or discharged unless such waiver, modification or discharge is agreed to in writing signed by Executive and such officer or director as may be specifically designated by the Company. No waiver by either party hereto at any time of any breach by the other party hereto of any condition or provision of this Agreement to be performed by such other party shall be deemed a waiver of any similar or dissimilar provision or condition at the same or at any prior or subsequent time. Except where the context otherwise requires, wherever used the singular shall include the plural, the plural the singular, the use of any gender shall be applicable to all genders and the word “or” is used in the inclusive sense.

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          20. Severability. If any covenant or provision hereof is determined to be void or unenforceable in whole or in part, it shall not be deemed to affect or impair the invalidity of any other covenant or provision, each of which is hereby declared to be separate and distinct. If any provision of this Agreement is so broad as to be unenforceable, such provision shall be interpreted to be only so broad as is enforceable. If any provision of this Agreement is declared invalid or unenforceable for any reason other than overbreadth, the offending provision will be modified so as to maintain the essential benefits of the bargain among the parties hereto to the maximum extent possible, consistent with law and public policy.

          21. Amendment. No amendment, modification, waiver, termination or discharge of any provision of this Agreement, or consent to any departure therefrom by either party hereto, shall in any event be effective unless the same shall be in writing, specifically identifying this Agreement and the provision intended to be amended, modified, waived, terminated or discharged and signed by each of the LIN Companies and Executive, and each such amendment, modification, waiver, termination or discharge shall be effective only in the specific instance and for the specific purpose for which it is given. No provision of this Agreement shall be varied, contradicted or explained by any oral agreement, course of dealing or performance or any other matter not set forth in an agreement in writing and signed by each of the LIN Companies and Executive.

          22. Choice of Law and Forum. This Agreement shall be governed by, and construed in accordance with, the laws of the State of Rhode Island. Employee hereby (a) submits to personal jurisdiction in the State of Rhode Island for any action arising out of or in connection with this Agreement; (b) waives any and all personal rights under the laws of any state to object to jurisdiction within the State of Rhode Island; and (c) agrees that for any cause of action arising out of or in connection with this Agreement, venue is solely proper in any state or federal court within Rhode Island.

          23. Waiver of Jury Trial. EACH PARTY HERETO HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY SUIT, ACTION OR PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT.

          24. Certain Definitions. The capitalized terms contained and used in this Agreement which are defined below shall have the respective meanings ascribed to them as follows:

               (a) “Change in Control” shall mean the occurrence of any of the following events:

                    (i) any sale, lease, exchange, or other transfer (in one transaction or series of related transactions) of all or substantially all of the assets of Parent to any Person or group of related Persons for purposes of Section 13(d) of the Exchange Act, other than one or more members of the Shareholder Group;

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                    (ii) a majority of the Board of Parent shall consist of Persons who are not Continuing Directors;

                    (iii) the acquisition by any Person or Group (other than (A) one or more members of the Shareholder Group or (B) with respect to a transferee of shares of Class C Common Stock, par value $0.01 per share, of Parent, (1) one or more members of the Shareholder Group or (2) any Person approved by an affirmative vote of no less than two-thirds of the disinterested members of the Board of Parent) of the power, directly or indirectly, to vote or direct the voting of securities having more than 50% of the ordinary voting power for the election of directors of Parent;

                    (iv) the acquisition by any Person or Group of shares of the capital stock of Parent representing in the aggregate more than 40% of the issued and outstanding shares of such capital stock and, as of the time of such acquisition, no other Person or Group holds, in the aggregate, a greater number of such shares of capital stock;

                    (v) any sale, lease, exchange, or other transfer (in one transaction or series of related transactions) of all or substantially all of the assets of the Company to any Person or group of related Persons for purposes of Section 13(d) of the Exchange Act, other than to (A) a wholly-owned subsidiary of Parent or the Company or (B) one or more members of the Shareholder Group; or

                    (vi) Parent shall cease, whether directly or indirectly through one or more wholly-owned subsidiaries, to have the power to vote or direct the voting of securities having more than 50% of the ordinary voting power for the election of directors of the Company.

               (b) “Code” shall mean the Internal Revenue Code of 1986, as amended, and the regulations or other guidelines of general applicability promulgated thereunder.

               (c) “Continuing Directors” shall mean any Person who (i) was a member of the Board of Parent on the Appointment Date, (ii) is thereafter nominated for election or elected to the Board of Parent with the affirmative vote of a majority of the Continuing Directors who are members of such Board of Parent at the time of such nomination or election, or (iii) is a member of the Board of Parent and also a member of the Shareholder Group.

               (d) “Group” means any group of related Persons for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended.

               (e) “Manage” (or “Managing”) means with respect to the business or operation of a television station, (i) the provision of management services, (ii) the right to program, or select a substantial portion of the programming of, such station, including through a local marketing agreement, time brokerage agreement, joint sales agreement, shared services agreement, or other similar agreements (collectively, a “Services Agreement”), or (iii) the sale of, or the right to sell, the advertising of such station through a Services Agreement.

               (f) “Person” shall mean an individual, a corporation, limited liability company, a partnership, an association, a trust or any other entity or organization, including any

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other form of business entity or any government or political subdivision or an agency or instrumentality thereof.

               (g) “Shareholder Group” shall mean HM Capital Partners, LLC, and any Person controlling, controlled by or under common control with it.

          25. Interpretation. The headings in this Agreement are inserted for convenience only and shall not constitute a part hereof. Except where the context requires otherwise, whenever used in this Agreement, the singular includes the plural, the plural includes the singular, the use of any gender is applicable to all genders and the word “or” has the inclusive meaning represented by the phrase “and/or.” The words “include” and “including” and variations thereof, shall not be deemed to be terms of limitation, but rather shall be deemed to be followed by the words “without limitation.” A reference in this Agreement to a Section, Paragraph, Exhibit or Schedule is to the referenced Section, Paragraph, Exhibit or Schedule of this Agreement. The wording of this Agreement shall be deemed to be the wording mutually chosen by the parties and no rule of strict construction shall be applied against any party. Unless expressly provided otherwise, all dollar figures in this Agreement are in the currency of the United States of America.

          26. Survival. The expiration or termination of this Agreement shall not relieve any party of any obligations that may have accrued hereunder prior to such expiration or termination. The provisions of Sections 9, 10, 11, 12, 13, 15, 16, 17, 18, 19, and 20 shall survive the expiration or termination of this Agreement except as otherwise specifically provided in such Sections.

          27. Assignment. The terms and provisions of this Agreement shall inure to the benefit of and be binding upon the LIN Companies and each of its respective successors and assigns. Notwithstanding the foregoing or anything to the contrary contained herein, this Agreement may not be assigned by the LIN Companies without Executive’s prior written consent unless the LIN Companies retain joint and several liability with any of the LIN Companies’ assignee for the financial obligations under this Agreement. This Agreement may not be assigned, in whole or in part, by Executive without the written consent of each of the LIN Companies.

          28. Indemnification. At all times during and after the Service Period the LIN Companies shall indemnify Executive pursuant to the terms and subject to the conditions of the certificate of incorporation and bylaws, respectively, of each of the LIN Companies, as such are in effect as of the Appointment Date. Executive shall have the benefit of continuing directors’ and officers’ insurance coverage at levels no less favorable than those in effect from time to time for members of the Board of Parent and the board of directors of the Company and other members of the LIN Companies’ senior management.

          29. Termination of Prior Agreements. That certain Severance Agreement, by and between Executive and the LIN Companies, dated August 1, 2005, as amended, and that certain Employment Agreement by and between Executive and the LIN Companies, dated August 1, 2005, as amended, be and they are hereby terminated effective as of the Appointment Date.

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          30. Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed to be an original but all of which together shall constitute one and the same instrument. Each party hereto will receive by delivery or by facsimile or other electronic transmission a duplicate original of the Agreement executed by each party, and each party agrees that the delivery of the Agreement by facsimile or other electronic transmission will be deemed to be an original of the Agreement so transmitted.

          31. Entire Agreement. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior oral or written agreements, commitments or understandings with respect to the matters provided for herein.

[The remainder of this page is intentionally blank; signature page follows.]

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          IN WITNESS WHEREOF, the parties have executed this Agreement on the date first above written.

Executive:
/s/ Scott Blumenthal
Scott Blumenthal
LIN TV Corp.
By:	/s/ Denise M. Parent
Name:	Denise M. Parent
Title:	Vice President General Counsel and Secretary
LIN Television Corporation
By:	/s/ Denise M. Parent
Name:	Denise M. Parent
Title:	Vice President General Counsel and Secretary

[Signature Page to Employment Agreement]

Blumenthal Bonus Matrix for 2007

Annual Bonus	200,000
Percentage of Annual	75	%
Annual Bonus at 100% achievement	150,000

Schedule 5(b)-1

Percentage:			Revenue
				94.0	%	95.0	%	96.0	%	97.0	%	98.0	%	99.0	%	100.0	%	101.0	%		102.0	%	103.0	%	104.0	%	105.0	%
	89.0	%		0	%	0	%	0	%	0	%	0	%	0	%	0	%	0	%		0	%	0	%	0	%	0	%
	90.0	%		0	%	25.0	%	30.0	%	35.0	%	40.0	%	45.0	%	50.0	%	55.0	%		60.0	%	65.0	%	70.0	%	75.0	%
	91.0	%		0	%	28.8	%	34.0	%	39.3	%	44.5	%	49.8	%	55.0	%	60.3	%		65.5	%	70.8	%	76.0	%	81.3	%
	92.0	%		0	%	32.5	%	38.0	%	43.5	%	49.0	%	54.5	%	60.0	%	65.5	%		71.0	%	76.5	%	82.0	%	87.5	%
	93.0	%		0	%	36.3	%	42.0	%	47.8	%	53.5	%	59.3	%	65.0	%	70.8	%		76.5	%	82.3	%	88.0	%	93.8	%
	94.0	%		0	%	40.0	%	46.0	%	52.0	%	58.0	%	64.0	%	70.0	%	76.0	%		82.0	%	88.0	%	94.0	%	100.0	%
	95.0	%		0	%	43.8	%	50.0	%	56.3	%	62.5	%	68.8	%	75.0	%	81.3	%		87.5	%	93.8	%	100.0	%	106.3	%
	96.0	%		0	%	47.5	%	54.0	%	60.5	%	67.0	%	73.5	%	80.0	%	86.5	%		93.0	%	99.5	%	106.0	%	112.5	%
E	97.0	%		0	%	51.3	%	58.0	%	64.8	%	71.5	%	78.3	%	85.0	%	91.8	%		98.5	%	105.3	%	112.0	%	118.8	%
B	98.0	%		0	%	55.0	%	62.0	%	69.0	%	76.0	%	83.0	%	90.0	%	97.0	%		104.0	%	111.0	%	118.0	%	125.0	%
I	99.0	%		0	%	58.8	%	66.0	%	73.3	%	80.5	%	87.8	%	95.0	%	102.3	%		109.5	%	116.8	%	124.0	%	131.3	%
T	100.0	%		0	%	62.5	%	70.0	%	77.5	%	85.0	%	92.5	%	100.0	%	107.5	%		115.0	%	122.5	%	130.0	%	137.5	%
D	101.0	%		0	%	66.3	%	74.0	%	81.8	%	89.5	%	97.3	%	105.0	%	112.8	%		120.5	%	128.3	%	136.0	%	143.8	%
A	102.0	%		0	%	70.0	%	78.0	%	86.0	%	94.0	%	102.0	%	110.0	%	118.0	%		126.0	%	134.0	%	142.0	%	150.0	%
	103.0	%		0	%	73.8	%	82.0	%	90.3	%	98.5	%	106.8	%	115.0	%	123.3	%		131.5	%	139.8	%	148.0	%	156.3	%
	104.0	%		0	%	77.5	%	86.0	%	94.5	%	103.0	%	111.5	%	120.0	%	128.5	%		137.0	%	145.5	%	154.0	%	162.5	%
	105.0	%		0	%	81.3	%	90.0	%	98.8	%	107.5	%	116.3	%	125.0	%	133.8	%		142.5	%	151.3	%	160.0	%	168.8	%
	106.0	%		0	%	85.0	%	94.0	%	103.0	%	112.0	%	121.0	%	130.0	%	139.0	%		148.0	%	157.0	%	166.0	%	175.0	%
	107.0	%		0	%	88.8	%	98.0	%	107.3	%	116.5	%	125.8	%	135.0	%	144.3	%		153.5	%	162.8	%	172.0	%	181.3	%
	108.0	%		0	%	92.5	%	102.0	%	111.5	%	121.0	%	130.5	%	140.0	%	149.5	%		159.0	%	168.5	%	178.0	%	187.5	%
	109.0	%		0	%	96.3	%	106.0	%	115.8	%	125.5	%	135.3	%	145.0	%	154.8	%		164.5	%	174.3	%	184.0	%	193.8	%
	110.0	%		0	%	100.0	%	110.0	%	120.0	%	130.0	%	140.0	%	150.0	%	160.0	%		170.0	%	180.0	%	190.0	%	200.0	%
Schedule 5(b)-2
Dollars:			Revenue
				94.0	%	95.0	%	96.0	%	97.0	%	98.0	%	99.0	%	100.0	%	101.0	%		102.0	%	103.0	%	104.0	%	105.0	%
	89.0	%		—		—		—		—		—		—		—		—			—		—		—		—
	90.0	%		—		37,500		45,000		52,500		60,000		67,500		75,000		82,500		90,000			97,500		105,000		112,500
	91.0	%		—		43,125		51,000		58,875		66,750		74,625		82,500		90,375			98,250		106,125		114,000		121,875
	92.0	%		—		48,750		57,000		65,250		73,500		81,750		90,000		98,250			106,500		114,750		123,000		131,250
	93.0	%		—		54,375		63,000		71,625		80,250		88,875		97,500		106,125			114,750		123,375		132,000		140,625
	94.0	%		—		60,000		69,000		78,000		87,000		96,000		105,000		114,000			123,000		132,000		141,000		150,000
	95.0	%		—		65,625		75,000		84,375		93,750		103,125		112,500		121,875			131,250		140,625		150,000		159,375
	96.0	%		—		71,250		81,000		90,750		100,500		110,250		120,000		129,750			139,500		149,250		159,000		168,750
E	97.0	%		—		76,875		87,000		97,125		107,250		117,375		127,500		137,625			147,750		157,875		168,000		178,125
B	98.0	%		—		82,500		93,000		103,500		114,000		124,500		135,000		145,500			156,000		166,500		177,000		187,500
I	99.0	%		—		88,125		99,000		109,875		120,750		131,625		142,500		153,375			164,250		175,125		186,000		196,875
T	100.0	%		—		93,750		105,000		116,250		127,500		138,750		150,000		161,250			172,500		183,750		195,000		206,250
D	101.0	%		—		99,375		111,000		122,625		134,250		145,875		157,500		169,125			180,750		192,375		204,000		215,625
A	102.0	%		—		105,000		117,000		129,000		141,000		153,000		165,000		177,000			189,000		201,000		213,000		225,000
	103.0	%		—		110,625		123,000		135,375		147,750		160,125		172,500		184,875			197,250		209,625		222,000		234,375
	104.0	%		—		116,250		129,000		141,750		154,500		167,250		180,000		192,750			205,500		218,250		231,000		243,750
	105.0	%		—		121,875		135,000		148,125		161,250		174,375		187,500		200,625			213,750		226,875		240,000		253,125
	106.0	%		—		127,500		141,000		154,500		168,000		181,500		195,000		208,500			222,000		235,500		249,000		262,500
	107.0	%		—		133,125		147,000		160,875		174,750		188,625		202,500		216,375			230,250		244,125		258,000		271,875
	108.0	%		—		138,750		153,000		167,250		181,500		195,750		210,000		224,250			238,500		252,750		267,000		281,250
	109.0	%		—		144,375		159,000		173,625		188,250		202,875		217,500		232,125			246,750		261,375		276,000		290,625
	110.0	%		—		150,000		165,000		180,000		195,000		210,000		225,000		240,000			255,000		270,000		285,000		300,000

Schedule 12

Geographic Scope of Non-Solicitation

The geographic scope to which Section 12 shall apply shall be defined as all markets in the United States of America.

Schedule 16

Notices

If to Executive:	To the address as shall most currently appear on the records of the Company
If to the LIN Companies:	LIN Television Corporation
	4 Richmond Square, Suite 200
	Providence, RI 02906
	Attn: General Counsel
	Fax: (401) 454-2817

EX-10.3

EXHIBIT 10.3

Employment Agreement

     This Employment Agreement (this “Agreement”), entered into as of February 22, 2007, and made effective as of September 6, 2006, is by and among, LIN TV Corp., a Delaware corporation (“Parent”), and LIN Television Corporation, a Delaware corporation with its headquarters in Providence, Rhode Island, and a wholly-owned subsidiary of the Parent (the “Company” and, together with Parent, the “LIN Companies”), and Gregory M. Schmidt, an individual residing in the state of Rhode Island (the “Executive”).

RECITALS:

     Whereas, on September 6, 2006 (the “Appointment Date”), the board of directors of Parent (the “Board of Parent”) and the board of directors of the Company, respectively, appointed Executive to the offices of Executive Vice President Digital Media of each of the LIN Companies;

     Whereas, each of Parent and the Company desire that the Company employ Executive as Executive Vice President Digital Media of the Company, and Executive desires to be employed by the Company in such position, in accordance with the terms and subject to the conditions provided herein;

     Now, Therefore, in consideration of the foregoing and of the respective covenants and agreements of the parties herein contained, the parties hereto, intending to be legally bound hereby, agree as follows:

     1. Employment. The Company shall employ Executive and Executive hereby agrees to serve the LIN Companies on the terms and conditions set forth herein.

     2. Service Period. The term of this Agreement and Executive’s employment hereunder (the “Service Period”) shall be deemed to have commenced as of the Appointment Date and shall continue thereafter until the effective date of termination pursuant to the terms and subject to the conditions of this Agreement.

     3. Position and Duties. During the Service Period, Executive shall serve as the Executive Vice President Digital Media of each of the LIN Companies, reporting to the President and CEO of each of the LIN Companies and, subject to the LIN Companies’ respective Certificates of Incorporation and By-Laws, shall have such authority and duties as may be granted or assigned from time to time by the President and CEO of the LIN Companies.

     4. Attention and Effort. Executive covenants and agrees, at all times during the Service Period, to devote Executive’s full business-time efforts, energies and skills to Executive’s duties as contemplated by Section 3 above, to serve each of the LIN Companies diligently and to the best of Executive’s ability and at all times to act in compliance with the rules, regulations, policies and procedures of the LIN Companies as shall be in effect from time to time. Executive further covenants and agrees that Executive will not, directly or indirectly, engage or participate in any other business, profession or occupation for compensation or otherwise at any time during the Service Period which conflicts with the business of the LIN

Companies, without the prior written consent of the Board of Parent; provided, that nothing herein shall preclude Executive from accepting appointment to or continuing to serve on any board of directors or trustees of any charitable or not-for-profit organization or from managing Executive’s personal, financial or legal affairs; provided, in each case, and in the aggregate, that such activities do not materially conflict or interfere with the performance of Executive’s duties hereunder or conflict with Sections 10, 11 or 12 of this Agreement in any material respect.

5. Compensation and Other Benefits.

          (a) During the Service Period, Executive shall be paid by the Company an annual base salary in an amount equal to Four Hundred Thousand Dollars ($400,000) (the “Base Salary”), payable in accordance with the Company’s normal payroll practices. The Base Salary shall be reviewed by the Compensation Committee of the Board of Parent no less often than once each calendar year and may be increased, but not decreased, based on such a review.

          (b) Executive shall be eligible to receive, in addition to the Base Salary described above, an annual bonus payment (a “Performance Bonus”) to be determined by December 31 of each calendar year during the Service Period, or as soon thereafter as practicable, but in no event later than March 15 of the subsequent calendar year; which Performance Bonus payment (if any), shall be determined as follows:

               (i) With respect to the portion of calendar year 2006 prior to the Appointment Date, Executive shall be eligible to receive a Performance Bonus in an amount up to One Hundred Sixty-Six Thousand Dollars ($166,000), which amount shall be prorated to reflect the portion of the calendar year between January 1 and the Appointment Date. The Performance Bonus payment determined pursuant to this paragraph (i), if any, shall be determined in the discretion of the President and CEO of the LIN Companies and the Compensation Committee of the Board of Parent (the “Compensation Committee”) based upon those bonus criteria established with respect to Executive’s performance and goals prior to the Appointment Date.

               (ii) With respect to the portion of calendar year 2006 beginning on the Appointment Date and ending on December 31, 2006, Executive shall be eligible to receive a Performance Bonus in an amount up to One Hundred Seventy Five Thousand Dollars ($175,000) (the “Performance Bonus Amount”), which Performance Bonus Amount shall be prorated to reflect the portion of the calendar year beginning on the Appointment Date and ending on December 31, 2006. The bonus payment determined pursuant to this paragraph (ii), if any, shall be determined in the discretion of the President and CEO of the LIN Companies and the Compensation Committee based upon those bonus criteria established with respect to Executive’s performance and goals prior to the Appointment Date.

               (iii) With respect to each calendar year during the Service Period beginning on January 1, 2007, if applicable, Executive shall be eligible to receive a Performance Bonus as follows:

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                    (A) Executive shall be eligible to receive a bonus payment in an amount up to 25% of the Performance Bonus Amount, which bonus payment, if any, shall be determined in the sole discretion of the President and CEO of the LIN Companies and the Compensation Committee, based upon such factors as each may determine to be relevant, which may include the performance of the LIN Companies and Executive, general business conditions, and the relative achievement by Executive or the LIN Companies of any goals established by the President and CEO, the Board of Parent or the Compensation Committee.

                    (B) Executive shall be eligible to receive a bonus payment calculated as set forth in this paragraph (B) using a baseline bonus amount equal to seventy-five percent (75%) of the Performance Bonus Amount (the “Results Bonus Base Amount”). The amount of the bonus awarded to Executive, if any, under this paragraph (B) (the “Results Bonus”) shall be an amount calculated as a percentage of the Results Bonus Base Amount (the “Results Bonus Percentage”). The Results Bonus Percentage shall be the percentage set forth on Schedule 5(b)(iii) hereto that corresponds to the respective percentages by which Parent has achieved the digital media revenue targets established by the Board of Parent for the applicable year, as determined by the Compensation Committee of the Board of Parent (the “Budget Target”). The provisions of Schedule 5(b)(iii) shall be reviewed by the parties on an annual basis during the annual budget review process during the Service Period. The parties shall cooperate in good faith when revising Schedule 5(b)(iii) for future years during the Service Period.

     6. Benefits and Expenses. Executive shall receive from the Company such other benefits as may be granted to senior management of the Company generally, including health, dental, life and disability insurance and vacation benefits. In addition, Executive shall be provided with an automobile allowance in accordance with the Company’s then-current plan. The Company shall reimburse Executive for all reasonable travel, entertainment and other expenses which Executive may incur in regard to the business of Company or Parent, in accordance with and subject to the limitations of the Company’s standard practices and policies and Executive’s presentation of such documents and records as Company shall require to substantiate such expenses.

7. Incentive Equity.

          (a) The parties acknowledge that as of the Appointment Date, Parent granted to Executive an option (the “Option Grant”) to purchase sixty thousand (200,000) shares of Parent’s Class A Common Stock, par value $0.01 per share pursuant to the terms and subject to the conditions of the LIN TV Corp. Amended and Restated 2002 Stock Plan (the “Option Plan”) and as further evidenced by that certain Nonqualified Stock Option Letter Agreement, dated September 6, 2006, by and between Parent and Executive (the “Option Agreement”). The Option Grant shall be on the terms and conditions of the Option Plan and the Option Agreement; provided, however, that (i) for purposes of the Option Grant, and notwithstanding anything to the contrary contained in the Option Agreement, the term “Cause” shall have the meaning ascribed to such term in this Agreement; and (ii) in the event of a Change in Control (as hereinafter defined in Section 24) (and notwithstanding the definition of such term in the Option Agreement) the vesting of the Option Grant shall accelerate and shall be deemed fully vested as of such Change in Control. For the avoidance of doubt, the vesting of the Option

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Grant shall not accelerate in the event of any termination of this Agreement, including upon a termination Without Cause or with Good Reason; provided, however, that if Executive is able to demonstrate that (i) Executive was terminated by the LIN Companies Without Cause in anticipation of a Change in Control and (ii) such anticipated Change in Control occurs, then Executive will be deemed for purposes of the Option Grant, to have remained employed through the consummation of the Change in Control, and the vesting of the Option Grant shall accelerate as described in the preceding sentence.

          (b) With respect to all stock options and stock awards granted to Executive prior to the Appointment Date under the 1998 Stock Option Plan, the 1998 Substitute Stock Option Plan, the 1998 Phantom Stock Plan, and the Amended and Restated 2002 Stock Plan of LIN TV (collectively, the “Prior Options and Awards”) which are not otherwise exercisable or vested upon a Change in Control (as hereinafter defined in Section 24 and notwithstanding any conflicting definition of Change in Control), the vesting of each such Prior Option and Award shall accelerate and shall be deemed fully vested as of such Change in Control.

     8. Termination. This Agreement and the employment of Executive hereunder may be terminated as follows:

          (a) By the LIN Companies for “Cause.” Subject to such other terms of this Agreement, the LIN Companies may terminate this Agreement and the employment of Executive hereunder for “Cause” by action of the Board of Parent if the Executive:

               (i) has been convicted of, or entered a pleading of guilty or nolo contendre (or its equivalent in the applicable jurisdiction) to any criminal offense (whether or not in connection with the performance by Executive of Executive’s obligations and duties under this Agreement), excluding offenses under road traffic laws, or misdemeanor offenses, that are subject only to a fine or non-custodial penalty;

               (ii) has committed an act or omission involving dishonesty or fraud;

               (iii) has willfully refused or willfully failed to perform her obligations and duties under this Agreement or the duties properly assigned to her in accordance with the terms and conditions of this Agreement, and Executive has the physical capacity to perform such obligations or duties; or

               (iv) has engaged in gross negligence or willful misconduct with respect to any of the LIN Companies or any of their affiliates or subsidiaries.

          (b) By the LIN Companies “Without Cause.” The LIN Companies may terminate this Agreement and the employment of Executive hereunder at any time, in Parent’s sole discretion, for any reason whatsoever or for no reason, which termination shall constitute a termination “Without Cause.”

          (c) By Executive for Good Reason. Executive may terminate this Agreement and Executive’s employment hereunder in the event of any of the following (each of

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which shall constitute “Good Reason”) and the LIN Companies shall have failed to have reasonably remedied such condition within thirty (30) days following receipt of the Good Reason Notice (as defined below):

               (i) Executive’s Base Salary or Performance Bonus Amount is reduced below the higher of (A) the amount of Base Salary or Performance Bonus Amount (other than pursuant to Section 5(b)(i)) in effect immediately prior to a Change in Control or (B) the highest amount of Base Salary or Performance Bonus Amount in effect at any time thereafter;

               (ii) (A) any failure by the Company to continue in effect or provide plans or arrangements pursuant to which the Executive will be entitled to receive grants relating to the securities of Parent (including, without limitation), stock options, stock appreciation rights, restricted stock or other equity based awards) of the same type as the Executive was participating in immediately prior to the Change in Control (hereinafter referred to as “Securities Plans”) or providing substitutes for such Securities Plans which in the aggregate provide substantially similar economic benefits or (B) the taking of any action by the Company which would adversely effect the Executive’s participation in, or benefits under, any such Securities Plan or its substitute if in the aggregate Executive is not provided substantially similar economic benefits; provided, however, that for these purposes any determination of whether Good Reason exists under clauses (A) or (B) of this paragraph (ii) because Executive is or is not provided substantially similar economic benefits in the aggregate will be made with due consideration given to such Executive’s Base Salary, other cash compensation (if any) and other equity-based incentive programs to which Executive is also entitled to receive, and not solely on the basis of whether Executive is or is not entitled or eligible to receive equity based incentive compensation;

               (iii) Executive’s duties, authority and responsibilities or, in the aggregate, the program of retirement and welfare benefits offered to Executive, are materially and adversely diminished, in comparison to the duties, authority, and responsibilities or the program of benefits, in the aggregate, enjoyed by Executive as of (A) the time immediately prior to a Change in Control or (B) if prior to a Change in Control, as of the date of this Agreement, or Executive is demoted from the position that Executive held as of (Y) the time immediately prior to such Change in Control or (Z) if prior to a Change in Control, as of the date of this Agreement; provided, however, that if, subsequent to a Change in Control, the Executive maintains the same duties, authority and responsibility that Executive held prior to such Change in Control, the requirement that the Executive report to officers or the board of parent companies shall not of itself constitute “Good Reason” unless such officers or board take actions that materially and adversely interfere with the business decisions of Executive with respect to those business matters otherwise subject to Executive’s duties, authority and responsibilities;

               (iv) Executive is required to be based at a location more than 50 miles from the location where Executive was based and performed services on the Appointment Date, or if Executive is required to substantially increase Executive’s business travel obligations;

provided that Executive shall give notice in writing within 90 days after Executive has knowledge of the event forming the basis of Good Reason, which notice shall set forth the

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particulars of such event and the reason why she believes in good faith that Good Reason exists (the “Good Reason Notice”).

          (d) By Executive Without Good Reason. Executive may terminate this Agreement and Executive’s employment hereunder at any time, for any reason, upon giving to the LIN Companies thirty (30) days’ written notice of termination of this Agreement and Executive’s employment hereunder pursuant to this Section 8(d) (“Notice of Resignation”), during which notice period Executive’s employment and performance of services will continue; provided, however, that Parent may, upon notice to Executive and without reducing Executive’s compensation during such period, excuse Executive from any or all of Executive’s duties during such period. The effective date of the termination of Executive’s employment hereunder shall be the date specified in the Notice of Resignation delivered in accordance with this Section 8(d).

          (e) Automatic Termination Upon Death or Disability. This Agreement and Executive’s employment hereunder shall terminate automatically upon the death or “total disability” of Executive. The term “total disability” as used herein shall mean Executive’s inability, with or without reasonable accommodations, to perform the duties of Executive contemplated by Section 3 hereof for a period of, or periods aggregating, six (6) months in any twelve (12) month period as a result of physical or mental illness, loss of legal capacity or any other cause beyond Executive’s control, unless Executive is granted a leave of absence by the Board of Parent. All determinations as to whether Executive has suffered total disability due to physical or mental illness, loss of capacity or any other medical cause shall be made by a physician who is mutually agreed upon by Executive and a majority of the members of the Nominating and Corporate Governance Committees of the Board of Parent. Executive and the LIN Companies hereby acknowledge that Executive’s ability to perform the duties set forth in Section 3 hereof is of the essence of this Agreement. Termination under this Section 8(e) shall be deemed to be effective (i) as of the time of Executive’s death or (ii) immediately upon determination of Executive’s total disability, as defined above, by a physician mutually agreeable to Executive and the Board of Parent.

     9. Severance for Termination Without Cause or Resignation With Good Reason.

          (a) Initial Three-Year Transition Period. Subject to the terms and conditions of this Sections 9(c) and (d) set forth below, solely in the event that this Agreement and Executive’s employment hereunder is terminated during the three-year period ending on the third anniversary of the Appointment Date (the “Transition Period”) (y) by the LIN Companies Without Cause pursuant to the terms and subject to the conditions of Section 8(b) hereof; or (z) by Executive with Good Reason pursuant to the terms and subject to the conditions of Section 8(c) hereof, then:

               (i) The Company shall pay to Executive an amount calculated in accordance with Exhibit 9(a)(i) hereto (the “Transition Severance Amount”), as adjusted pursuant to the “work down” formula set forth in Section 9(a)(ii) below, to be paid in a lump sum, subject to Section 9(d) hereof.

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               (ii) The Transition Severance Amount shall be reduced pro rata for each day of Executive’s employment hereunder during the Transition Period, provided that in no event shall the reduction exceed seven hundred thirty (730) days or a reduction of two-thirds. By way of illustration and not of limitation or modification of the foregoing:

(A)

If Executive is terminated without Cause or resigns for Good Reason on the date one year after the Appointment Date, Executive will be entitled to receive the Transition Severance Amount reduced by one-third; if Executive is terminated without Cause or resigns for Good Reason on the date two years after the Appointment Date, Executive will be entitled to receive the Transition Severance Amount reduced by two-thirds;

(B)

If Executive is terminated without Cause or resigns for Good Reason on the date two and one-half years (or 913 days) after the Appointment Date, Executive will receive the Transition Severance Amount reduced by two-thirds because the pro rata adjustment is capped at 730 days.

               (iii) The Company shall provide Executive for a period commencing on the effective date of termination and ending on the earlier of the third anniversary of such date of termination or the Executive’s death (the “Transition Benefits Period”) (subject to reduction as set forth in the provision at the end of this paragraph), life, health, disability and accident insurance benefits and the package of “Executive benefits” substantially similar, individually and in the aggregate, to those which the Executive was receiving immediately prior to the effective termination, or immediately prior to a Change in Control, if greater, including without limitation, transfer of title of a company automobile, medical, dental, vision, life and pension benefits, as if Executive were continuing as an employee of the Company during the Transition Benefits Period, provided, however, that with respect to the provision of insurance benefits during the Transition Benefits Period, Executive shall be obligated to continue to pay that proportion of premiums paid by the Executive immediately prior to such termination or Change in Control, as applicable. The Company shall apply the statutory health care continuation coverage (“COBRA”) provisions as if the Executive were a full-time employee of the Company during the Transition Benefits Period, with the result that (y) the Executive’s spouse and dependents shall be eligible for continued health insurance coverage that is in all respects equivalent to COBRA coverage (“COBRA-Equivalent Coverage”) if an event occurs during the Transition Benefits Period that would have been a “qualifying event” under COBRA had the Executive been an employee of the Company, and (z) the Executive and the Executive’s spouse and dependents shall be eligible for COBRA-Equivalent coverage at the expiration of the Transition Benefits Period and for a period of three years thereafter as if the Executive’s employment with the Company had terminated on the last day of the Transition Benefits Period; provided, however, that the Transition Benefits Period shall be reduced pro rata for each day of Executive’s employment hereunder during the

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Transition Period, provided that in no event shall the reduction exceed seven hundred thirty (730) days or a reduction of two-thirds.

               (iv) The vesting of all Prior Options and Awards which are not otherwise exercisable or vested as of the effective date of termination shall accelerate and each such Prior Option and Award shall be deemed fully vested and exercisable as of the effective date of such termination.

          (b) Post-Transition Period. Subject to the terms and conditions of this Sections 9(c) and (d) set forth below, solely in the event that this Agreement and Executive’s employment hereunder is terminated after the Transition Period (y) by the LIN Companies Without Cause pursuant to the terms and subject to the conditions of Section 8(b) hereof; or (z) by Executive with Good Reason pursuant to the terms and subject to the conditions of Section 8(c) hereof, then:

               (i) The Company shall pay to Executive a severance payment (the “Severance Payment”) in an amount equal to the sum of (A) Executive’s Base Salary in effect at the time of such termination and (B) the aggregate amount, if any, of the Performance Bonus most recently awarded to Executive pursuant to Section 5(b) prior to such termination; provided, however, that if such termination occurs prior to the award of Executive’s initial Performance Bonus under this Agreement (or the determination that no such award shall be made), the payment under this clause (B) shall be the maximum applicable Performance Bonus that would otherwise be due had Executive remained employed with the Company. The Severance Payment shall be due and payable in twenty six (26) substantially equal payments following such termination; provided, however, that the payment of the portion of the Severance Payment comprised of any Performance Bonus based upon the determination of the achievement of certain results may be deferred as necessary until the Compensation Committee has made the necessary determinations.

               (ii) In addition, during the twelve-month period following a termination giving rise to the Severance Payment, the Company shall continue to pay the employer’s normal portion of the costs of Executive’s health and dental insurance premiums in an amount consistent with that paid on the date of termination, provided that Executive chooses to participate in COBRA or a similar health insurance continuation program and provides the Company with proof of such participation. If Executive chooses to receive COBRA coverage from the Company’s group health plans during this twelve-month period, such coverage shall count toward the maximum coverage period permitted under such plan.

               (iii) The vesting of all Prior Options and Awards which are not otherwise exercisable or vested as of the effective date of termination shall accelerate and each such Prior Option and Award shall be deemed fully vested and exercisable as of the effective date of such termination.

          (c) The payment of the Transition Severance Amount or the Severance Payment, as applicable, and the provision of the benefits described in this Section 9 are expressly contingent on Executive’s execution of a standard severance and release agreement containing only a release of any and all claims by Executive against the LIN Companies and all

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predecessors, successors, affiliates and subsidiaries thereof, except for claims relating to (i) the Severance Payment and other post-employment payments and benefits due pursuant to the terms and subject to the conditions of this Agreement; (ii) claims for benefits under the employee benefit plans of the LIN Companies in which Executive participates, and (iii) claims for indemnification or insurance, if applicable, arising following Executive’s employment. Notwithstanding anything to the contrary contained herein, Employer retains the right to terminate the initiation or continuation of the Severance Payment and other benefits described in this Section 9, as applicable, and to recover from Executive any and all amounts previously paid (as well as to pursue any other remedies available at law or in equity) if it discovers that Executive engaged in any fraud, theft, embezzlement, serious or substantial misconduct materially injuring the LIN Companies’ reputation, or gross negligence while employed by the Company or if Executive materially breaches this Agreement, including any breach by Executive of Executive’s obligations and covenants under Sections 10, 11, or 12 hereof.

          (d) Subject to such adjustments as may be necessary in accordance with the proviso set forth in the last sentence of Section 9(b)(i), all payments made under Section 9(b), other than the Transition Severance Amount, shall be made to Executive at the same interval as payments of salary were made to Executive immediately prior to termination. Notwithstanding the foregoing or anything to the contrary contained herein, if the Company determines that Executive is a “Specified Employee” within the meaning of Section 409A(a)(2)(B)(i) of the Code (as hereinafter defined), or any successor thereto or as such may be amended hereafter (“Section 409A”), then to the extent necessary to satisfy the requirements of Section 409A, any portion of the severance compensation under this Section 9, that shall constitute deferred compensation within the meaning of Section 409A shall not be due and payable to Executive until the date that is six (6) months after the date of termination, if necessary to avoid tax penalties under Section 409A. In the event of such delay in payment, on the day following the expiration of such six month period Executive shall be paid the delayed portion of the severance compensation plus interest for the period of such delay, which interest shall be calculated at a rate equal to the interest rate then earned by the LIN Companies’ excess cash balances on bank deposit.

          (e) Except as expressly provided in paragraphs (a) or (b) above, upon the termination of this Agreement and Executive’s employment hereunder (including for Cause or without Good Reason, or upon death or total disability pursuant, respectively, to Sections 8(a), 8(d) and 8(e)), Executive shall not be entitled to any payments hereunder, other than for Accrued Obligations, which the Company shall pay to Executive in a lump sum immediately following such termination. For purposes of this Agreement, “Accrued Obligations” shall mean the sum of (i) any portion of Executive’s accrued but unpaid Base Salary through the date of death or termination of employment, as the case may be; (ii) any accrued but unpaid vacation or expense reimbursements; (iii) any then declared but unpaid Performance Bonus, as applicable, with respect to the fiscal year preceding the fiscal year in which the termination occurs; (iv) any (A) Performance Bonus for the fiscal year in which the termination occurs, as applicable, pro rated for service through the date of termination (and, if not determined as of the date of termination, such payment, if any, to be due and payable reasonably following the determination of such amounts) or (B) Performance Bonus earned for that year if termination occurs at the end of the year but prior to payment; provided, however, Executive shall receive no payment under (A) or (B) upon a termination by the LIN Companies for Cause; and (v) any compensation

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previously earned but deferred by Executive (together with interest, to the extent and in the manner applicable pursuant to terms and subject to the conditions of Section 9(c)) prior to the date of termination that has not yet been paid.

     10. Non-Disclosure.

          (a) Executive acknowledges that during the period of Executive’s employment with the Company prior to the Appointment Date, Executive has had, and thereafter during the Service Period, Executive will have, access to trade secrets and other confidential or proprietary information of the LIN Companies and their respective affiliates and subsidiaries (“Confidential Information”). Executive acknowledges that as used herein, Confidential Information includes, but is not limited to, all methods, processes, techniques, practices, pricing information, billing histories, customer lists or requirements, employee lists, salary information, personnel matters, financial data, operating results, plans, contractual relationships, projections for new business opportunities for new or developing businesses, research, reports, and technological innovations in any stage of development. Confidential Information also includes, but is not limited to, all notes, records, software, drawings, handbooks, manuals, policies, contracts, memoranda, sales files, or any other documents generated or compiled by any employee of the LIN Companies or any of its respective affiliates or subsidiaries. Notwithstanding the foregoing, Confidential Information shall not include any data or information that has been voluntarily disclosed to the public or the LIN Companies’ respective competitors by either of the LIN Companies (except where such public disclosure has been made by Executive or another without authorization) or that has been independently developed and disclosed by others, or that otherwise enters the public domain through lawful means.

          (b) Executive agrees that, both during the Service Period and after the termination of Executive’s employment hereunder for any reason, Executive will use Executive’s reasonable best efforts and utmost diligence to preserve, protect, and prevent the disclosure of such Confidential Information, and that he will not, either directly or indirectly, use, misappropriate, disclose or aid any other person in disclosing such Confidential Information, unless done so on behalf of the LIN Companies or to the extent required by law.

          (c) All Confidential Information is, and shall remain, the exclusive property of the LIN Companies, and Executive hereby covenants and agrees that Executive shall promptly return all such information to the LIN Companies upon termination of this Agreement or at any other time when requested by the LIN Companies.

     11. Non-Competition.

          (a) During the Service Period and for one (1) year after the termination of this Agreement for any reason, whether with or Without Cause or whether upon resignation with or without Good Reason, Executive shall not Compete (as hereinafter defined) with any material business then conducted by the LIN Companies or their respective affiliates or subsidiaries (collectively, “LIN”) without the prior written consent of the LIN Companies; except that, notwithstanding this Section 11, Executive may perform any duties on behalf of the LIN Companies as the Board of Parent shall approve and direct. For purposes of this Agreement, the term “Compete” shall mean engaging in a business as a more than five percent (5%) stockholder

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or other holder of a five percent (5%) or greater equity interest of any Person (as hereinafter defined in Section 24) (whether direct or indirect, including the right to acquire such percentage equity interest), as an employee, a partner, an agent, a consultant, or any other individual representative capacity of, to or for any Person, as an officer of any Person, or a member of the board of directors, board of managers, or other managing body of such Person (unless Executive’s duties, responsibilities, and activities, including supervisory activities, for or on behalf of such Person or in such business are not related in any way to such “competitive” activity) if it involves:

               (i) owning or Managing (as defined below in Section 24) one or more local television stations in any designated market area in which the Company or any direct or indirect subsidiary thereof (a “Subsidiary”) owns or Manages, one or more local television stations (the “Restricted Markets”); or

               (ii) rendering services or advice pertaining to the business or operation of television stations in a Restricted Market, or on behalf of, any Person which is in competition with the Company or any of its affiliates or subsidiaries.

          (b) Upon and subject to reasonable notice and information being provided to the LIN Companies by Executive prior to Executive’s entering into a position or association which may cause Executive to engage in activities in breach of paragraph (a) above, Parent will conduct a timely review of such proposed position or association and notify Executive in writing regarding Parent’s view as to whether Executive will thereby breach the terms and conditions of paragraph (a) above.

     12. Non-Solicitation. Executive agrees that, during the twelve (12) month period immediately following termination of this Agreement, for whatever reason, with or without Cause or whether resignation with or without Good Reason, Executive shall not directly or indirectly solicit, influence or entice, or attempt to solicit, influence or entice, or hire any executive, employee, or consultant of LIN to cease his relationship with LIN or solicit, influence, entice or in any way divert any customer, distributor, partner, joint venturer or supplier of LIN to terminate such person’s relationship with LIN, in order to be employed by or do business with a Person that Competes with the LIN Companies or with any other entity that derives benefit from the production, marketing, broadcasting or other distribution or syndication of products, services, programs or other content that compete with products then produced or services, programs or other content then being provided, marketed, broadcast, distributed or syndicated by LIN or the feasibility for production of which LIN is then actually studying or is preparing to market or is developing; provided, however, that this Section 12 shall apply only within the geographic area set forth in Schedule 12 hereto.

     13. Acknowledgment of Restrictive Covenants. Executive acknowledges that the covenants specified in Sections 10, 11, 12, and 15 hereof (collectively, the “Protective Provisions”) contain reasonable limitations as to time, geographic area, and scope of activities to be restricted and that such promises do not impose a greater restraint on Executive than is necessary to protect the goodwill, Confidential Information, trade secrets, customer and employee relations, and other legitimate business interests of the LIN Companies. Executive

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also acknowledges and agrees that any violation of the covenants set forth in the Protective Provisions would bestow an unfair competitive advantage upon any Person, which might benefit from such violation, and would necessarily result in substantial and irreparable damage and loss to the LIN Companies.

     14. No Inconsistent Obligation. In order to induce the LIN Companies to enter into this Agreement, Executive represents and warrants to each of the LIN Companies that neither the execution nor the performance of this Agreement by Executive will violate or conflict in any way with any other agreement to which Executive may be bound, or with any other duties imposed upon Executive by corporate or other statutory or common law.

     15. Intellectual Property. Executive and the LIN Companies hereby covenant and agree that all intellectual property of any kind, whether now or later created, developed or produced, developed by Executive, whether directly or indirectly, in connection with services rendered by Executive for or on behalf of the LIN Companies, or from the use of premises or property owned, leased, licensed or contracted for by the LIN Companies, both prior to and subsequent to the date of this Agreement, or otherwise developed by Executive during the Service Period which is in any way related to the Company’s business, as conducted or proposed to be conducted, shall be the property of the Company. Executive hereby assigns to the Company any and all rights and interests he now has or may hereafter acquire in and to such intellectual property.

     16. Notice. For purposes of this Agreement, notices and all other communications provided for in this Agreement shall be in writing and shall be deemed to have been duly given (a) on the date of delivery when delivered by hand, (b) on the date of transmission when sent by facsimile transmission during normal business hours with telephone confirmation of receipt, (c) one day after dispatch when sent by reputable overnight courier maintaining records of receipt, or (d) three days after dispatch when sent by registered or certified mail, postage prepaid, return receipt requested, all addressed as set forth on Schedule 16 attached hereto or to such other address as either party may have furnished to the other in writing in accordance herewith, except that notices of change of address shall be effective only upon receipt.

     17. Injunctive Relief; Cumulative Rights. The parties agree that, without limitation of the rights of the LIN Companies with respect to any other breach of this Agreement, the harm to each of the LIN Companies arising from any breach by Executive of the Protective Provisions could not adequately be compensated for by monetary damages, and accordingly each of the LIN Companies shall, in addition to any other remedies available to it at law or in equity, be entitled to seek and, if so ordered by a court of competent jurisdiction, obtain, preliminary and permanent injunctive relief against such breach. Executive agrees that the various provisions of this Agreement shall be construed as cumulative, and no one of them is exclusive of the other, or exclusive of any rights allowed by law.

     18. Withholding. Anything in this Agreement to the contrary notwithstanding, all payments required to be made by the Company hereunder to Executive shall be subject to the withholding of such amounts relating to taxes as the Company may reasonably determine it is legally required to withhold pursuant to any applicable law or regulation. In lieu

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of withholding such amounts, in whole or in part, the Company may, in its sole discretion, accept other provisions for payment of taxes and withholdings as required by law, provided it is satisfied that all requirements of law affecting its responsibilities to withhold have been satisfied.

     19. No Waiver. No provision of this Agreement may be modified, waived or discharged unless such waiver, modification or discharge is agreed to in writing signed by Executive and such officer or director as may be specifically designated by the Company. No waiver by either party hereto at any time of any breach by the other party hereto of any condition or provision of this Agreement to be performed by such other party shall be deemed a waiver of any similar or dissimilar provision or condition at the same or at any prior or subsequent time. Except where the context otherwise requires, wherever used the singular shall include the plural, the plural the singular, the use of any gender shall be applicable to all genders and the word “or” is used in the inclusive sense.

     20. Severability. If any covenant or provision hereof is determined to be void or unenforceable in whole or in part, it shall not be deemed to affect or impair the invalidity of any other covenant or provision, each of which is hereby declared to be separate and distinct. If any provision of this Agreement is so broad as to be unenforceable, such provision shall be interpreted to be only so broad as is enforceable. If any provision of this Agreement is declared invalid or unenforceable for any reason other than overbreadth, the offending provision will be modified so as to maintain the essential benefits of the bargain among the parties hereto to the maximum extent possible, consistent with law and public policy.

     21. Amendment. No amendment, modification, waiver, termination or discharge of any provision of this Agreement, or consent to any departure therefrom by either party hereto, shall in any event be effective unless the same shall be in writing, specifically identifying this Agreement and the provision intended to be amended, modified, waived, terminated or discharged and signed by each of the LIN Companies and Executive, and each such amendment, modification, waiver, termination or discharge shall be effective only in the specific instance and for the specific purpose for which it is given. No provision of this Agreement shall be varied, contradicted or explained by any oral agreement, course of dealing or performance or any other matter not set forth in an agreement in writing and signed by each of the LIN Companies and Executive.

     22. Choice of Law and Forum. This Agreement shall be governed by, and construed in accordance with, the laws of the State of Rhode Island. Employee hereby (a) submits to personal jurisdiction in the State of Rhode Island for any action arising out of or in connection with this Agreement; (b) waives any and all personal rights under the laws of any state to object to jurisdiction within the State of Rhode Island; and (c) agrees that for any cause of action arising out of or in connection with this Agreement, venue is solely proper in any state or federal court within Rhode Island.

     23. Waiver of Jury Trial. EACH PARTY HERETO HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY SUIT, ACTION OR PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT.

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     24. Certain Definitions. The capitalized terms contained and used in this Agreement which are defined below shall have the respective meanings ascribed to them as follows:

          (a) “Change in Control” shall mean the occurrence of any of the following events:

               (i) any sale, lease, exchange, or other transfer (in one transaction or series of related transactions) of all or substantially all of the assets of Parent to any Person or group of related Persons for purposes of Section 13(d) of the Exchange Act, other than one or more members of the Shareholder Group;

               (ii) a majority of the Board of Parent shall consist of Persons who are not Continuing Directors;

               (iii) the acquisition by any Person or Group (other than (A) one or more members of the Shareholder Group or (B) with respect to a transferee of shares of Class C Common Stock, par value $0.01 per share, of Parent, (1) one or more members of the Shareholder Group or (2) any Person approved by an affirmative vote of no less than two-thirds of the disinterested members of the Board of Parent) of the power, directly or indirectly, to vote or direct the voting of securities having more than 50% of the ordinary voting power for the election of directors of Parent;

               (iv) the acquisition by any Person or Group of shares of the capital stock of Parent representing in the aggregate more than 40% of the issued and outstanding shares of such capital stock and, as of the time of such acquisition, no other Person or Group holds, in the aggregate, a greater number of such shares of capital stock;

               (v) any sale, lease, exchange, or other transfer (in one transaction or series of related transactions) of all or substantially all of the assets of the Company to any Person or group of related Persons for purposes of Section 13(d) of the Exchange Act, other than to (A) a wholly-owned subsidiary of Parent or the Company or (B) one or more members of the Shareholder Group; or

               (vi) Parent shall cease, whether directly or indirectly through one or more wholly-owned subsidiaries, to have the power to vote or direct the voting of securities having more than 50% of the ordinary voting power for the election of directors of the Company.

          (b) “Code” shall mean the Internal Revenue Code of 1986, as amended, and the regulations or other guidelines of general applicability promulgated thereunder.

          (c) “Continuing Directors” shall mean any Person who (i) was a member of the Board of Parent on the Appointment Date, (ii) is thereafter nominated for election or elected to the Board of Parent with the affirmative vote of a majority of the Continuing Directors who are members of such Board of Parent at the time of such nomination or election, or (iii) is a member of the Board of Parent and also a member of the Shareholder Group.

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          (d) “Group” means any group of related Persons for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended.

          (e) “Manage” (or “Managing”) means with respect to the business or operation of a television station, (i) the provision of management services, (ii) the right to program, or select a substantial portion of the programming of, such station, including through a local marketing agreement, time brokerage agreement, joint sales agreement, shared services agreement, or other similar agreements (collectively, a “Services Agreement”), or (iii) the sale of, or the right to sell, the advertising of such station through a Services Agreement.

          (f) “Person” shall mean an individual, a corporation, limited liability company, a partnership, an association, a trust or any other entity or organization, including any other form of business entity or any government or political subdivision or an agency or instrumentality thereof.

          (g) “Shareholder Group” shall mean HM Capital Partners, LLC, and any Person controlling, controlled by or under common control with it.

     25. Interpretation. The headings in this Agreement are inserted for convenience only and shall not constitute a part hereof. Except where the context requires otherwise, whenever used in this Agreement, the singular includes the plural, the plural includes the singular, the use of any gender is applicable to all genders and the word “or” has the inclusive meaning represented by the phrase “and/or.” The words “include” and “including” and variations thereof, shall not be deemed to be terms of limitation, but rather shall be deemed to be followed by the words “without limitation.” A reference in this Agreement to a Section, Paragraph, Exhibit or Schedule is to the referenced Section, Paragraph, Exhibit or Schedule of this Agreement. The wording of this Agreement shall be deemed to be the wording mutually chosen by the parties and no rule of strict construction shall be applied against any party. Unless expressly provided otherwise, all dollar figures in this Agreement are in the currency of the United States of America.

     26. Survival. The expiration or termination of this Agreement shall not relieve any party of any obligations that may have accrued hereunder prior to such expiration or termination. The provisions of Sections 9, 10, 11, 12, 13, 15, 16, 17, 18, 19, and 20 shall survive the expiration or termination of this Agreement except as otherwise specifically provided in such Sections.

     27. Assignment. The terms and provisions of this Agreement shall inure to the benefit of and be binding upon the LIN Companies and each of its respective successors and assigns. Notwithstanding the foregoing or anything to the contrary contained herein, this Agreement may not be assigned by the LIN Companies without Executive’s prior written consent unless the LIN Companies retain joint and several liability with any of the LIN Companies’ assignee for the financial obligations under this Agreement. This Agreement may not be assigned, in whole or in part, by Executive without the written consent of each of the LIN Companies.

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     28. Indemnification. At all times during and after the Service Period the LIN Companies shall indemnify Executive pursuant to the terms and subject to the conditions of the certificate of incorporation and bylaws, respectively, of each of the LIN Companies, as such are in effect as of the Appointment Date. Executive shall have the benefit of continuing directors’ and officers’ insurance coverage at levels no less favorable than those in effect from time to time for members of the Board of Parent and the board of directors of the Company and other members of the LIN Companies’ senior management.

     29. Termination of Prior Agreements. That certain Severance Compensation Agreement, by and between Executive and the Company, dated as of February 27, 1997, as amended, be and it is hereby terminated effective as of the Appointment Date.

     30. Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed to be an original but all of which together shall constitute one and the same instrument. Each party hereto will receive by delivery or by facsimile or other electronic transmission a duplicate original of the Agreement executed by each party, and each party agrees that the delivery of the Agreement by facsimile or other electronic transmission will be deemed to be an original of the Agreement so transmitted.

     31. Entire Agreement. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior oral or written agreements, commitments or understandings with respect to the matters provided for herein.

[The remainder of this page is intentionally blank; signature page follows.]

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     IN WITNESS WHEREOF, the parties have executed this Agreement on the date first above written.

Executive:
/s/ Gregory M. Schmidt
Gregory M. Schmidt
LIN TV Corp.
By:	/s/ Denise M. Parent
Name: Denise M. Parent
Title: Vice President General Counsel and Secretary
LIN Television Corporation
By:	/s/ Denise M. Parent
Name: Denise M. Parent
Title: Vice President General Counsel and Secretary
By:	/s/ Denise M. Parent

[Signature Page to Employment Agreement

Schedule 5 (b) (iii)

	Under Budget												At			Over Budget
Revenue (Percent of Budget)		78.7	%		84.0	%		89.3	%		94.7	%	Budget				105.3	%		110.7	%		116.0	%		121.3	%
Bonus Percentage	Zero				25	%		33	%		67	%		100	%		125	%		150	%		175	%		200	%
Potential Bonus Amount — Grid		—		$	32,813		$	43,313		$	87,938		$	131,250		$	164,063		$	196,875		$	229,688		$	262,500
Potential Bonus Amount — Other	$	43,750		$	43,750		$	43,750		$	43,750		$	43,750		$	43,750		$	43,750		$	43,750		$	43,750
Potential Bonus Total	$	43,750		$	76,563		$	87,063		$	131,688		$	175,000		$	207,813		$	240,625		$	273,438		$	306,250

Schedule 12

Geographic Scope of Non-Solicitation

The geographic scope to which Section 12 shall apply shall be defined as all markets in the United States of America.

Schedule 16

Notices

If to Executive:	To the address as shall most currently appear on the records of the Company
If to the LIN Companies:	LIN Television Corporation
	4 Richmond Square, Suite 200
	Providence, RI 02906
	Attn: General Counsel
	Fax: (401) 454-2817

Exhibit 9(a)(i)

Transition Severance Amount

For purposes of this Agreement, the “Transition Severance Amount” shall be a lump sum amount equal to the sum of:

(a)	an amount equal to three times (3x) the Executive’s Base Salary in effect on the effective date of termination;
(b)	an amount equal to three times (3x):

(1) the amount of the highest bonus compensation paid to the Executive with respect to the last three complete fiscal years, and

(2) the contribution, if any, paid by the Company for the benefit of the Executive to any 401(k) Plan in the last complete fiscal year,

(c) the present value, determined as of the effective date of termination, of the sum of:

(1) all benefits which have accrued to the Executive but have not vested under the LIN Television Corporation Retirement Plan (the “Retirement Plan”) as of the effective date of termination, and

(2) all additional benefits which would have accrued to the Executive under the Retirement Plan if the employee had continued to be employed by the Company on the same terms the Executive was employed on as of the effective date of termination from such date of termination to the date 12 months after the date of termination.

For purposes of this Agreement, the present value of a future payment shall be calculated by reference to the actuarial assumptions (including assumptions with respect to interest rates) in use immediately prior to any Change in Control for purposes of calculating actuarial equivalents under the Retirement Plan.

EX-10.4

EXHIBIT 10.4

Employment Agreement

     This Employment Agreement (this “Agreement”), entered into as of February 22, 2007, and made effective as of September 6, 2006, is by and among, LIN TV Corp., a Delaware corporation (“Parent”), and LIN Television Corporation, a Delaware corporation with its headquarters in Providence, Rhode Island, and a wholly-owned subsidiary of the Parent (the “Company” and, together with Parent, the “LIN Companies”), and Denise M. Parent, an individual residing in the state of Rhode Island (the “Executive”).

RECITALS:

     Whereas, on September 6, 2006 (the “Appointment Date”), the board of directors of Parent (the “Board of Parent”) and the board of directors of the Company, respectively, appointed Executive to the offices of Vice President General Counsel and Secretary of each of the LIN Companies;

     Whereas, each of Parent and the Company desire that the Company employ Executive as Vice President General Counsel and Secretary of the Company, and Executive desires to be employed by the Company in such position, in accordance with the terms and subject to the conditions provided herein;

     Now, Therefore, in consideration of the foregoing and of the respective covenants and agreements of the parties herein contained, the parties hereto, intending to be legally bound hereby, agree as follows:

     1. Employment. The Company shall employ Executive and Executive hereby agrees to serve the LIN Companies on the terms and conditions set forth herein.

     2. Service Period. The term of this Agreement and Executive’s employment hereunder (the “Service Period”) shall be deemed to have commenced as of the Appointment Date and shall continue thereafter until the effective date of termination pursuant to the terms and subject to the conditions of this Agreement.

     3. Position and Duties. During the Service Period, Executive shall serve as the Vice President General Counsel and Secretary of each of the LIN Companies, reporting to the President and CEO of each of the LIN Companies and, subject to the LIN Companies’ respective Certificates of Incorporation and By-Laws, shall have such authority and duties as may be granted or assigned from time to time by the President and CEO of the LIN Companies.

     4. Attention and Effort. Executive covenants and agrees, at all times during the Service Period, to devote her full business-time efforts, energies and skills to her duties as contemplated by Section 3 above, to serve each of the LIN Companies diligently and to the best of Executive’s ability and at all times to act in compliance with the rules, regulations, policies and procedures of the LIN Companies as shall be in effect from time to time. Executive further covenants and agrees that Executive will not, directly or indirectly, engage or participate in any other business, profession or occupation for compensation or otherwise at any time during the Service Period which conflicts with the business of the LIN Companies, without the prior written

consent of the Board of Parent; provided, that nothing herein shall preclude Executive from accepting appointment to or continuing to serve on any board of directors or trustees of any charitable or not-for-profit organization or from managing Executive’s personal, financial or legal affairs; provided, in each case, and in the aggregate, that such activities do not materially conflict or interfere with the performance of Executive’s duties hereunder or conflict with Sections 10, 11 or 12 of this Agreement in any material respect.

     5. Compensation and Other Benefits.

          (a) During the Service Period, Executive shall be paid by the Company an annual base salary in an amount equal to Two Hundred Seventy Five Thousand Dollars ($275,000) (the “Base Salary”), payable in accordance with the Company’s normal payroll practices. The Base Salary shall be reviewed by the Compensation Committee of the Board of Parent no less often than once each calendar year and may be increased, but not decreased, based on such a review.

          (b) Executive shall be eligible to receive, in addition to the Base Salary described above, an annual bonus payment (a “Performance Bonus”) to be determined by December 31 of each calendar year during the Service Period, or as soon thereafter as practicable, but in no event later than March 15 of the subsequent calendar year; which Performance Bonus payment (if any), shall be determined as follows:

               (i) With respect to the portion of calendar year 2006 prior to the Appointment Date, Executive shall be eligible to receive a Performance Bonus in an amount up to One Hundred Twenty-One Thousand Dollars ($121,000), which amount shall be prorated to reflect the portion of the calendar year between January 1 and the Appointment Date. The Performance Bonus payment determined pursuant to this paragraph (i), if any, shall be determined in the discretion of the President and CEO of the LIN Companies and the Compensation Committee of the Board of Parent (the “Compensation Committee”) based upon those bonus criteria established with respect to Executive’s performance and goals prior to the Appointment Date.

               (ii) With respect to the portion of calendar year 2006 beginning on the Appointment Date and ending on December 31, 2006, Executive shall be eligible to receive a Performance Bonus in an amount up to One Hundred Fifty Thousand Dollars ($150,000) (the “Performance Bonus Amount”), which Performance Bonus Amount shall be prorated to reflect the portion of the calendar year beginning on the Appointment Date and ending on December 31, 2006. The bonus payment determined pursuant to this paragraph (ii), if any, shall be determined in the discretion of the President and CEO of the LIN Companies and the Compensation Committee based upon those bonus criteria established with respect to Executive’s performance and goals prior to the Appointment Date.

               (iii) With respect to each calendar year during the Service Period beginning on January 1, 2007, if applicable, Executive shall be eligible to receive a Performance Bonus as follows:

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                    (A) Executive shall be eligible to receive a bonus payment in an amount up to 75% of the Performance Bonus Amount, which bonus payment, if any, shall be determined in the sole discretion of the President and CEO of the LIN Companies and the Compensation Committee, based upon such factors as each may determine to be relevant, which may include the performance of the LIN Companies and Executive, general business conditions, and the relative achievement by Executive or the LIN Companies of any goals established by the President and CEO, the Board of Parent or the Compensation Committee.

                    (B) Executive shall be eligible to receive a bonus payment calculated as set forth in this paragraph (B) using a baseline bonus amount equal to twenty-five percent (25%) of the Performance Bonus Amount (the “Results Bonus Base Amount”). The amount of the bonus awarded to Executive, if any, under this paragraph (B) (the “Results Bonus”) shall be an amount calculated as a percentage of the Results Bonus Base Amount (the “Results Bonus Percentage”). The Results Bonus Percentage shall be the percentage set forth on Exhibit 5(b)-1 hereto that corresponds to the respective percentages by which Parent has achieved the EBITDA and revenue targets established by the Board of Parent for the applicable year, as determined by the Compensation Committee of the Board of Parent (the “Budget Target”). The parties acknowledge and agree that for convenience of reference Exhibit 5(b)-2 shows for illustrative purposes the amount of the Results Bonus corresponding to each Results Bonus Percentage reflected on Exhibit 5(b)-1, and the parties further acknowledge that such figures shall be subject to adjustment in the event of any change to the Results Bonus Base Amount and, in the event of any conflict between Exhibits 5(b)-1 and 5(b)-2, Exhibit 5(b)-1 shall control.

     6. Benefits and Expenses. Executive shall receive from the Company such other benefits as may be granted to senior management of the Company generally, including health, dental, life and disability insurance and vacation benefits. In addition, Executive shall be provided with an automobile allowance in accordance with the Company’s then-current plan. The Company shall reimburse Executive for all reasonable travel, entertainment and other expenses which Executive may incur in regard to the business of Company or Parent, in accordance with and subject to the limitations of the Company’s standard practices and policies and Executive’s presentation of such documents and records as Company shall require to substantiate such expenses.

     7. Incentive Equity.

          (a) The parties acknowledge that as of the Appointment Date, Parent granted to Executive an option (the “Option Grant”) to purchase sixty thousand (60,000) shares of Parent’s Class A Common Stock, par value $0.01 per share pursuant to the terms and subject to the conditions of the LIN TV Corp. Amended and Restated 2002 Stock Plan (the “Option Plan”) and as further evidenced by that certain Nonqualified Stock Option Letter Agreement, dated September 6, 2006, by and between Parent and Executive (the “Option Agreement”). The Option Grant shall be on the terms and conditions of the Option Plan and the Option Agreement; provided, however, that (i) for purposes of the Option Grant, and notwithstanding anything to the contrary contained in the Option Agreement, the term “Cause” shall have the meaning ascribed to such term in this Agreement; and (ii) in the event of a Change in Control (as hereinafter defined in Section 24) (and notwithstanding the definition of such term in the Option

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Agreement) the vesting of the Option Grant shall accelerate and shall be deemed fully vested as of such Change in Control. For the avoidance of doubt, the vesting of the Option Grant shall not accelerate in the event of any termination of this Agreement, including upon a termination Without Cause or with Good Reason; provided, however, that if Executive is able to demonstrate that (i) he was terminated by the LIN Companies Without Cause in anticipation of a Change in Control and (ii) such anticipated Change in Control occurs, then Executive will be deemed for purposes of the Option Grant, to have remained employed through the consummation of the Change in Control, and the vesting of the Option Grant shall accelerate as described in the preceding sentence.

          (b) With respect to all stock options and stock awards granted to Executive prior to the Appointment Date under the 1998 Stock Option Plan, the 1998 Substitute Stock Option Plan, the 1998 Phantom Stock Plan, and the Amended and Restated 2002 Stock Plan of LIN TV (collectively, the “Prior Options and Awards”) which are not otherwise exercisable or vested upon a Change in Control (as hereinafter defined in Section 24 and notwithstanding any conflicting definition of Change in Control), the vesting of each such Prior Option and Award shall accelerate and shall be deemed fully vested as of such Change in Control.

     8. Termination. This Agreement and the employment of Executive hereunder may be terminated as follows:

          (a) By the LIN Companies for “Cause.” Subject to such other terms of this Agreement, the LIN Companies may terminate this Agreement and the employment of Executive hereunder for “Cause” by action of the Board of Parent if the Executive:

               (i) has been convicted of, or entered a pleading of guilty or nolo contendre (or its equivalent in the applicable jurisdiction) to any criminal offense (whether or not in connection with the performance by Executive of Executive’s obligations and duties under this Agreement), excluding offenses under road traffic laws, or misdemeanor offenses, that are subject only to a fine or non-custodial penalty;

               (ii) has committed an act or omission involving dishonesty or fraud;

               (iii) has willfully refused or willfully failed to perform her obligations and duties under this Agreement or the duties properly assigned to her in accordance with the terms and conditions of this Agreement, and Executive has the physical capacity to perform such obligations or duties; or

               (iv) has engaged in gross negligence or willful misconduct with respect to any of the LIN Companies or any of their affiliates or subsidiaries.

          (b) By the LIN Companies “Without Cause.” The LIN Companies may terminate this Agreement and the employment of Executive hereunder at any time, in Parent’s sole discretion, for any reason whatsoever or for no reason, which termination shall constitute a termination “Without Cause.”

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          (c) By Executive for Good Reason. Executive may terminate this Agreement and Executive’s employment hereunder in the event of any of the following (each of which shall constitute “Good Reason”) and the LIN Companies shall have failed to have reasonably remedied such condition within thirty (30) days following receipt of the Good Reason Notice (as defined below):

               (i) Executive’s Base Salary or Performance Bonus Amount is reduced below the higher of (A) the amount of Base Salary or Performance Bonus Amount (other than pursuant to Section 5(b)(i)) in effect immediately prior to a Change in Control or (B) the highest amount of Base Salary or Performance Bonus Amount in effect at any time thereafter;

               (ii) (A) any failure by the Company to continue in effect or provide plans or arrangements pursuant to which the Executive will be entitled to receive grants relating to the securities of Parent (including, without limitation), stock options, stock appreciation rights, restricted stock or other equity based awards) of the same type as the Executive was participating in immediately prior to the Change in Control (hereinafter referred to as “Securities Plans”) or providing substitutes for such Securities Plans which in the aggregate provide substantially similar economic benefits or (B) the taking of any action by the Company which would adversely effect the Executive’s participation in, or benefits under, any such Securities Plan or its substitute if in the aggregate Executive is not provided substantially similar economic benefits; provided, however, that for these purposes any determination of whether Good Reason exists under clauses (A) or (B) of this paragraph (ii) because Executive is or is not provided substantially similar economic benefits in the aggregate will be made with due consideration given to such Executive’s Base Salary, other cash compensation (if any) and other equity-based incentive programs to which Executive is also entitled to receive, and not solely on the basis of whether Executive is or is not entitled or eligible to receive equity based incentive compensation;

               (iii) Executive’s duties, authority and responsibilities or, in the aggregate, the program of retirement and welfare benefits offered to Executive, are materially and adversely diminished, in comparison to the duties, authority, and responsibilities or the program of benefits, in the aggregate, enjoyed by Executive as of (A) the time immediately prior to a Change in Control or (B) if prior to a Change in Control, as of the date of this Agreement, or Executive is demoted from the position that Executive held as of (Y) the time immediately prior to such Change in Control or (Z) if prior to a Change in Control, as of the date of this Agreement; provided, however, that if, subsequent to a Change in Control, the Executive maintains the same duties, authority and responsibility that Executive held prior to such Change in Control, the requirement that the Executive report to officers or the board of parent companies shall not of itself constitute “Good Reason” unless such officers or board take actions that materially and adversely interfere with the business decisions of Executive with respect to those business matters otherwise subject to Executive’s duties, authority and responsibilities;

               (iv) Executive is required to be based at a location more than 50 miles from the location where Executive was based and performed services on the Appointment Date, or if Executive is required to substantially increase Executive’s business travel obligations;

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provided that Executive shall give notice in writing within 90 days after Executive has knowledge of the event forming the basis of Good Reason, which notice shall set forth the particulars of such event and the reason why she believes in good faith that Good Reason exists (the “Good Reason Notice”).

          (d) By Executive Without Good Reason. Executive may terminate this Agreement and Executive’s employment hereunder at any time, for any reason, upon giving to the LIN Companies thirty (30) days’ written notice of termination of this Agreement and Executive’s employment hereunder pursuant to this Section 8(d) (“Notice of Resignation”), during which notice period Executive’s employment and performance of services will continue; provided, however, that Parent may, upon notice to Executive and without reducing Executive’s compensation during such period, excuse Executive from any or all of Executive’s duties during such period. The effective date of the termination of Executive’s employment hereunder shall be the date specified in the Notice of Resignation delivered in accordance with this Section 8(d).

          (e) Automatic Termination Upon Death or Disability. This Agreement and Executive’s employment hereunder shall terminate automatically upon the death or “total disability” of Executive. The term “total disability” as used herein shall mean Executive’s inability, with or without reasonable accommodations, to perform the duties of Executive contemplated by Section 3 hereof for a period of, or periods aggregating, six (6) months in any twelve (12) month period as a result of physical or mental illness, loss of legal capacity or any other cause beyond Executive’s control, unless Executive is granted a leave of absence by the Board of Parent. All determinations as to whether Executive has suffered total disability due to physical or mental illness, loss of capacity or any other medical cause shall be made by a physician who is mutually agreed upon by Executive and a majority of the members of the Nominating and Corporate Governance Committees of the Board of Parent. Executive and the LIN Companies hereby acknowledge that Executive’s ability to perform the duties set forth in Section 3 hereof is of the essence of this Agreement. Termination under this Section 8(e) shall be deemed to be effective (i) as of the time of Executive’s death or (ii) immediately upon determination of Executive’s total disability, as defined above, by a physician mutually agreeable to Executive and the Board of Parent.

     9. Severance for Termination Without Cause or Resignation With Good Reason.

          (a) Initial Three-Year Transition Period. Subject to the terms and conditions of this Sections 9(c) and (d) set forth below, solely in the event that this Agreement and Executive’s employment hereunder is terminated during the three-year period ending on the third anniversary of the Appointment Date (the “Transition Period”) (y) by the LIN Companies Without Cause pursuant to the terms and subject to the conditions of Section 8(b) hereof; or (z) by Executive with Good Reason pursuant to the terms and subject to the conditions of Section 8(c) hereof, then:

               (i) The Company shall pay to Executive an amount calculated in accordance with Exhibit 9(a)(i) hereto (the “Transition Severance Amount”), as adjusted pursuant to the “work down” formula set forth in Section 9(a)(ii) below, to be paid in a lump sum, subject to Section 9(d) hereof.

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               (ii) The Transition Severance Amount shall be reduced pro rata for each day of Executive’s employment hereunder during the Transition Period, provided that in no event shall the reduction exceed seven hundred thirty (730) days or a reduction of two-thirds. By way of illustration and not of limitation or modification of the foregoing:

(A)

If Executive is terminated without Cause or resigns for Good Reason on the date one year after the Appointment Date, Executive will be entitled to receive the Transition Severance Amount reduced by one-third; if Executive is terminated without Cause or resigns for Good Reason on the date two years after the Appointment Date, Executive will be entitled to receive the Transition Severance Amount reduced by two-thirds;

(B)

If Executive is terminated without Cause or resigns for Good Reason on the date two and one-half years (or 913 days) after the Appointment Date, Executive will receive the Transition Severance Amount reduced by two-thirds because the pro rata adjustment is capped at 730 days.

               (iii) The Company shall provide Executive for a period commencing on the effective date of termination and ending on the earlier of the third anniversary of such date of termination or the Executive’s death (the “Transition Benefits Period”) (subject to reduction as set forth in the provision at the end of this paragraph), life, health, disability and accident insurance benefits and the package of “Executive benefits” substantially similar, individually and in the aggregate, to those which the Executive was receiving immediately prior to the effective termination, or immediately prior to a Change in Control, if greater, including without limitation, transfer of title of a company automobile, medical, dental, vision, life and pension benefits, as if Executive were continuing as an employee of the Company during the Transition Benefits Period, provided, however, that with respect to the provision of insurance benefits during the Transition Benefits Period, Executive shall be obligated to continue to pay that proportion of premiums paid by the Executive immediately prior to such termination or Change in Control, as applicable. The Company shall apply the statutory health care continuation coverage (“COBRA”) provisions as if the Executive were a full-time employee of the Company during the Transition Benefits Period, with the result that (y) the Executive’s spouse and dependents shall be eligible for continued health insurance coverage that is in all respects equivalent to COBRA coverage (“COBRA-Equivalent Coverage”) if an event occurs during the Transition Benefits Period that would have been a “qualifying event” under COBRA had the Executive been an employee of the Company, and (z) the Executive and the Executive’s spouse and dependents shall be eligible for COBRA-Equivalent coverage at the expiration of the Transition Benefits Period and for a period of three years thereafter as if the Executive’s employment with the Company had terminated on the last day of the Transition Benefits Period; provided, however, that the Transition Benefits Period shall be reduced pro rata for each day of Executive’s employment hereunder during the

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Transition Period, provided that in no event shall the reduction exceed seven hundred thirty (730) days or a reduction of two-thirds.

               (iv) The vesting of all Prior Options and Awards which are not otherwise exercisable or vested as of the effective date of termination shall accelerate and each such Prior Option and Award shall be deemed fully vested and exercisable as of the effective date of such termination.

          (b) Post-Transition Period. Subject to the terms and conditions of this Sections 9(c) and (d) set forth below, solely in the event that this Agreement and Executive’s employment hereunder is terminated after the Transition Period (y) by the LIN Companies Without Cause pursuant to the terms and subject to the conditions of Section 8(b) hereof; or (z) by Executive with Good Reason pursuant to the terms and subject to the conditions of Section 8(c) hereof, then:

               (i) The Company shall pay to Executive a severance payment (the “Severance Payment”) in an amount equal to the sum of (A) Executive’s Base Salary in effect at the time of such termination and (B) the aggregate amount, if any, of the Performance Bonus most recently awarded to Executive pursuant to Section 5(b) prior to such termination; provided, however, that if such termination occurs prior to the award of Executive’s initial Performance Bonus under this Agreement (or the determination that no such award shall be made), the payment under this clause (B) shall be the maximum applicable Performance Bonus that would otherwise be due had Executive remained employed with the Company. The Severance Payment shall be due and payable in twenty six (26) substantially equal payments following such termination; provided, however, that the payment of the portion of the Severance Payment comprised of any Performance Bonus based upon the determination of the achievement of certain results may be deferred as necessary until the Compensation Committee has made the necessary determinations.

               (ii) In addition, during the twelve-month period following a termination giving rise to the Severance Payment, the Company shall continue to pay the employer’s normal portion of the costs of Executive’s health and dental insurance premiums in an amount consistent with that paid on the date of termination, provided that Executive chooses to participate in COBRA or a similar health insurance continuation program and provides the Company with proof of such participation. If Executive chooses to receive COBRA coverage from the Company’s group health plans during this twelve-month period, such coverage shall count toward the maximum coverage period permitted under such plan.

               (iii) The vesting of all Prior Options and Awards which are not otherwise exercisable or vested as of the effective date of termination shall accelerate and each such Prior Option and Award shall be deemed fully vested and exercisable as of the effective date of such termination.

          (c) The payment of the Transition Severance Amount or the Severance Payment, as applicable, and the provision of the benefits described in this Section 9 are expressly contingent on Executive’s execution of a standard severance and release agreement containing only a release of any and all claims by Executive against the LIN Companies and all

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predecessors, successors, affiliates and subsidiaries thereof, except for claims relating to (i) the Severance Payment and other post-employment payments and benefits due pursuant to the terms and subject to the conditions of this Agreement; (ii) claims for benefits under the employee benefit plans of the LIN Companies in which Executive participates, and (iii) claims for indemnification or insurance, if applicable, arising following Executive’s employment. Notwithstanding anything to the contrary contained herein, Employer retains the right to terminate the initiation or continuation of the Severance Payment and other benefits described in this Section 9, as applicable, and to recover from Executive any and all amounts previously paid (as well as to pursue any other remedies available at law or in equity) if it discovers that Executive engaged in any fraud, theft, embezzlement, serious or substantial misconduct materially injuring the LIN Companies’ reputation, or gross negligence while employed by the Company or if Executive materially breaches this Agreement, including any breach by Executive of Executive’s obligations and covenants under Sections 10, 11, or 12 hereof.

          (d) Subject to such adjustments as may be necessary in accordance with the proviso set forth in the last sentence of Section 9(b)(i), all payments made under Section 9(b), other than the Transition Severance Amount, shall be made to Executive at the same interval as payments of salary were made to Executive immediately prior to termination. Notwithstanding the foregoing or anything to the contrary contained herein, if the Company determines that Executive is a “Specified Employee” within the meaning of Section 409A(a)(2)(B)(i) of the Code (as hereinafter defined), or any successor thereto or as such may be amended hereafter (“Section 409A”), then to the extent necessary to satisfy the requirements of Section 409A, any portion of the severance compensation under this Section 9, that shall constitute deferred compensation within the meaning of Section 409A shall not be due and payable to Executive until the date that is six (6) months after the date of termination, if necessary to avoid tax penalties under Section 409A. In the event of such delay in payment, on the day following the expiration of such six month period Executive shall be paid the delayed portion of the severance compensation plus interest for the period of such delay, which interest shall be calculated at a rate equal to the interest rate then earned by the LIN Companies’ excess cash balances on bank deposit.

          (e) Except as expressly provided in paragraphs (a) or (b) above, upon the termination of this Agreement and Executive’s employment hereunder (including for Cause or without Good Reason, or upon death or total disability pursuant, respectively, to Sections 8(a), 8(d) and 8(e)), Executive shall not be entitled to any payments hereunder, other than for Accrued Obligations, which the Company shall pay to Executive in a lump sum immediately following such termination. For purposes of this Agreement, “Accrued Obligations” shall mean the sum of (i) any portion of Executive’s accrued but unpaid Base Salary through the date of death or termination of employment, as the case may be; (ii) any accrued but unpaid vacation or expense reimbursements; (iii) any then declared but unpaid Performance Bonus, as applicable, with respect to the fiscal year preceding the fiscal year in which the termination occurs; (iv) any (A) Performance Bonus for the fiscal year in which the termination occurs, as applicable, pro rated for service through the date of termination (and, if not determined as of the date of termination, such payment, if any, to be due and payable reasonably following the determination of such amounts) or (B) Performance Bonus earned for that year if termination occurs at the end of the year but prior to payment; provided, however, Executive shall receive no payment under (A) or (B) upon a termination by the LIN Companies for Cause; and (v) any compensation

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previously earned but deferred by Executive (together with interest, to the extent and in the manner applicable pursuant to terms and subject to the conditions of Section 9(c)) prior to the date of termination that has not yet been paid.

     10. Non-Disclosure.

          (a) Executive acknowledges that during the period of Executive’s employment with the Company prior to the Appointment Date, Executive has had, and thereafter during the Service Period, Executive will have, access to trade secrets and other confidential or proprietary information of the LIN Companies and their respective affiliates and subsidiaries (“Confidential Information”). Executive acknowledges that as used herein, Confidential Information includes, but is not limited to, all methods, processes, techniques, practices, pricing information, billing histories, customer lists or requirements, employee lists, salary information, personnel matters, financial data, operating results, plans, contractual relationships, projections for new business opportunities for new or developing businesses, research, reports, and technological innovations in any stage of development. Confidential Information also includes, but is not limited to, all notes, records, software, drawings, handbooks, manuals, policies, contracts, memoranda, sales files, or any other documents generated or compiled by any employee of the LIN Companies or any of its respective affiliates or subsidiaries. Notwithstanding the foregoing, Confidential Information shall not include any data or information that has been voluntarily disclosed to the public or the LIN Companies’ respective competitors by either of the LIN Companies (except where such public disclosure has been made by Executive or another without authorization) or that has been independently developed and disclosed by others, or that otherwise enters the public domain through lawful means.

          (b) Executive agrees that, both during the Service Period and after the termination of Executive’s employment hereunder for any reason, Executive will use Executive’s reasonable best efforts and utmost diligence to preserve, protect, and prevent the disclosure of such Confidential Information, and that he will not, either directly or indirectly, use, misappropriate, disclose or aid any other person in disclosing such Confidential Information, unless done so on behalf of the LIN Companies or to the extent required by law.

          (c) All Confidential Information is, and shall remain, the exclusive property of the LIN Companies, and Executive hereby covenants and agrees that Executive shall promptly return all such information to the LIN Companies upon termination of this Agreement or at any other time when requested by the LIN Companies.

     11. Non-Competition.

          (a) During the Service Period and for one (1) year after the termination of this Agreement for any reason, whether with or Without Cause or whether upon resignation with or without Good Reason, Executive shall not Compete (as hereinafter defined) with any material business then conducted by the LIN Companies or their respective affiliates or subsidiaries (collectively, “LIN”) without the prior written consent of the LIN Companies; except that, notwithstanding this Section 11, Executive may perform any duties on behalf of the LIN Companies as the Board of Parent shall approve and direct. For purposes of this Agreement, the term “Compete” shall mean engaging in a business as a more than five percent (5%) stockholder

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or other holder of a five percent (5%) or greater equity interest of any Person (as hereinafter defined in Section 24) (whether direct or indirect, including the right to acquire such percentage equity interest), as an employee, a partner, an agent, a consultant, or any other individual representative capacity of, to or for any Person, as an officer of any Person, or a member of the board of directors, board of managers, or other managing body of such Person (unless Executive’s duties, responsibilities, and activities, including supervisory activities, for or on behalf of such Person or in such business are not related in any way to such “competitive” activity) if it involves:

               (i) owning or Managing (as defined below in Section 24) one or more local television stations in any designated market area in which the Company or any direct or indirect subsidiary thereof (a “Subsidiary”) owns or Manages, one or more local television stations (the “Restricted Markets”); or

               (ii) rendering services or advice pertaining to the business or operation of television stations in a Restricted Market, or on behalf of, any Person which is in competition with the Company or any of its affiliates or subsidiaries.

          (b) Upon and subject to reasonable notice and information being provided to the LIN Companies by Executive prior to Executive’s entering into a position or association which may cause Executive to engage in activities in breach of paragraph (a) above, Parent will conduct a timely review of such proposed position or association and notify Executive in writing regarding Parent’s view as to whether Executive will thereby breach the terms and conditions of paragraph (a) above.

     12. Non-Solicitation. Executive agrees that, during the twelve (12) month period immediately following termination of this Agreement, for whatever reason, with or without Cause or whether resignation with or without Good Reason, Executive shall not directly or indirectly solicit, influence or entice, or attempt to solicit, influence or entice, or hire any executive, employee, or consultant of LIN to cease his relationship with LIN or solicit, influence, entice or in any way divert any customer, distributor, partner, joint venturer or supplier of LIN to terminate such person’s relationship with LIN, in order to be employed by or do business with a Person that Competes with the LIN Companies or with any other entity that derives benefit from the production, marketing, broadcasting or other distribution or syndication of products, services, programs or other content that compete with products then produced or services, programs or other content then being provided, marketed, broadcast, distributed or syndicated by LIN or the feasibility for production of which LIN is then actually studying or is preparing to market or is developing; provided, however, that this Section 12 shall apply only within the geographic area set forth in Schedule 12 hereto.

     13. Acknowledgment of Restrictive Covenants. Executive acknowledges that the covenants specified in Sections 10, 11, 12, and 15 hereof (collectively, the “Protective Provisions”) contain reasonable limitations as to time, geographic area, and scope of activities to be restricted and that such promises do not impose a greater restraint on Executive than is necessary to protect the goodwill, Confidential Information, trade secrets, customer and employee relations, and other legitimate business interests of the LIN Companies. Executive

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also acknowledges and agrees that any violation of the covenants set forth in the Protective Provisions would bestow an unfair competitive advantage upon any Person, which might benefit from such violation, and would necessarily result in substantial and irreparable damage and loss to the LIN Companies.

     14. No Inconsistent Obligation. In order to induce the LIN Companies to enter into this Agreement, Executive represents and warrants to each of the LIN Companies that neither the execution nor the performance of this Agreement by Executive will violate or conflict in any way with any other agreement to which Executive may be bound, or with any other duties imposed upon Executive by corporate or other statutory or common law.

     15. Intellectual Property. Executive and the LIN Companies hereby covenant and agree that all intellectual property of any kind, whether now or later created, developed or produced, developed by Executive, whether directly or indirectly, in connection with services rendered by Executive for or on behalf of the LIN Companies, or from the use of premises or property owned, leased, licensed or contracted for by the LIN Companies, both prior to and subsequent to the date of this Agreement, or otherwise developed by Executive during the Service Period which is in any way related to the Company’s business, as conducted or proposed to be conducted, shall be the property of the Company. Executive hereby assigns to the Company any and all rights and interests he now has or may hereafter acquire in and to such intellectual property.

     16. Notice. For purposes of this Agreement, notices and all other communications provided for in this Agreement shall be in writing and shall be deemed to have been duly given (a) on the date of delivery when delivered by hand, (b) on the date of transmission when sent by facsimile transmission during normal business hours with telephone confirmation of receipt, (c) one day after dispatch when sent by reputable overnight courier maintaining records of receipt, or (d) three days after dispatch when sent by registered or certified mail, postage prepaid, return receipt requested, all addressed as set forth on Schedule 16 attached hereto or to such other address as either party may have furnished to the other in writing in accordance herewith, except that notices of change of address shall be effective only upon receipt.

     17. Injunctive Relief; Cumulative Rights. The parties agree that, without limitation of the rights of the LIN Companies with respect to any other breach of this Agreement, the harm to each of the LIN Companies arising from any breach by Executive of the Protective Provisions could not adequately be compensated for by monetary damages, and accordingly each of the LIN Companies shall, in addition to any other remedies available to it at law or in equity, be entitled to seek and, if so ordered by a court of competent jurisdiction, obtain, preliminary and permanent injunctive relief against such breach. Executive agrees that the various provisions of this Agreement shall be construed as cumulative, and no one of them is exclusive of the other, or exclusive of any rights allowed by law.

     18. Withholding. Anything in this Agreement to the contrary notwithstanding, all payments required to be made by the Company hereunder to Executive shall be subject to the withholding of such amounts relating to taxes as the Company may reasonably determine it is legally required to withhold pursuant to any applicable law or regulation. In lieu

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of withholding such amounts, in whole or in part, the Company may, in its sole discretion, accept other provisions for payment of taxes and withholdings as required by law, provided it is satisfied that all requirements of law affecting its responsibilities to withhold have been satisfied.

     19. No Waiver. No provision of this Agreement may be modified, waived or discharged unless such waiver, modification or discharge is agreed to in writing signed by Executive and such officer or director as may be specifically designated by the Company. No waiver by either party hereto at any time of any breach by the other party hereto of any condition or provision of this Agreement to be performed by such other party shall be deemed a waiver of any similar or dissimilar provision or condition at the same or at any prior or subsequent time. Except where the context otherwise requires, wherever used the singular shall include the plural, the plural the singular, the use of any gender shall be applicable to all genders and the word “or” is used in the inclusive sense.

     20. Severability. If any covenant or provision hereof is determined to be void or unenforceable in whole or in part, it shall not be deemed to affect or impair the invalidity of any other covenant or provision, each of which is hereby declared to be separate and distinct. If any provision of this Agreement is so broad as to be unenforceable, such provision shall be interpreted to be only so broad as is enforceable. If any provision of this Agreement is declared invalid or unenforceable for any reason other than overbreadth, the offending provision will be modified so as to maintain the essential benefits of the bargain among the parties hereto to the maximum extent possible, consistent with law and public policy.

     21. Amendment. No amendment, modification, waiver, termination or discharge of any provision of this Agreement, or consent to any departure therefrom by either party hereto, shall in any event be effective unless the same shall be in writing, specifically identifying this Agreement and the provision intended to be amended, modified, waived, terminated or discharged and signed by each of the LIN Companies and Executive, and each such amendment, modification, waiver, termination or discharge shall be effective only in the specific instance and for the specific purpose for which it is given. No provision of this Agreement shall be varied, contradicted or explained by any oral agreement, course of dealing or performance or any other matter not set forth in an agreement in writing and signed by each of the LIN Companies and Executive.

     22. Choice of Law and Forum. This Agreement shall be governed by, and construed in accordance with, the laws of the State of Rhode Island. Employee hereby (a) submits to personal jurisdiction in the State of Rhode Island for any action arising out of or in connection with this Agreement; (b) waives any and all personal rights under the laws of any state to object to jurisdiction within the State of Rhode Island; and (c) agrees that for any cause of action arising out of or in connection with this Agreement, venue is solely proper in any state or federal court within Rhode Island.

     23. Waiver of Jury Trial. EACH PARTY HERETO HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY SUIT, ACTION OR PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT.

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     24. Certain Definitions. The capitalized terms contained and used in this Agreement which are defined below shall have the respective meanings ascribed to them as follows:

          (a) “Change in Control” shall mean the occurrence of any of the following events:

               (i) any sale, lease, exchange, or other transfer (in one transaction or series of related transactions) of all or substantially all of the assets of Parent to any Person or group of related Persons for purposes of Section 13(d) of the Exchange Act, other than one or more members of the Shareholder Group;

               (ii) a majority of the Board of Parent shall consist of Persons who are not Continuing Directors;

               (iii) the acquisition by any Person or Group (other than (A) one or more members of the Shareholder Group or (B) with respect to a transferee of shares of Class C Common Stock, par value $0.01 per share, of Parent, (1) one or more members of the Shareholder Group or (2) any Person approved by an affirmative vote of no less than two-thirds of the disinterested members of the Board of Parent) of the power, directly or indirectly, to vote or direct the voting of securities having more than 50% of the ordinary voting power for the election of directors of Parent;

               (iv) the acquisition by any Person or Group of shares of the capital stock of Parent representing in the aggregate more than 40% of the issued and outstanding shares of such capital stock and, as of the time of such acquisition, no other Person or Group holds, in the aggregate, a greater number of such shares of capital stock;

               (v) any sale, lease, exchange, or other transfer (in one transaction or series of related transactions) of all or substantially all of the assets of the Company to any Person or group of related Persons for purposes of Section 13(d) of the Exchange Act, other than to (A) a wholly-owned subsidiary of Parent or the Company or (B) one or more members of the Shareholder Group; or

               (vi) Parent shall cease, whether directly or indirectly through one or more wholly-owned subsidiaries, to have the power to vote or direct the voting of securities having more than 50% of the ordinary voting power for the election of directors of the Company.

          (b) “Code” shall mean the Internal Revenue Code of 1986, as amended, and the regulations or other guidelines of general applicability promulgated thereunder.

          (c) “Continuing Directors” shall mean any Person who (i) was a member of the Board of Parent on the Appointment Date, (ii) is thereafter nominated for election or elected to the Board of Parent with the affirmative vote of a majority of the Continuing Directors who are members of such Board of Parent at the time of such nomination or election, or (iii) is a member of the Board of Parent and also a member of the Shareholder Group.

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          (d) “Group” means any group of related Persons for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended.

          (e) “Manage” (or “Managing”) means with respect to the business or operation of a television station, (i) the provision of management services, (ii) the right to program, or select a substantial portion of the programming of, such station, including through a local marketing agreement, time brokerage agreement, joint sales agreement, shared services agreement, or other similar agreements (collectively, a “Services Agreement”), or (iii) the sale of, or the right to sell, the advertising of such station through a Services Agreement.

          (f) “Person” shall mean an individual, a corporation, limited liability company, a partnership, an association, a trust or any other entity or organization, including any other form of business entity or any government or political subdivision or an agency or instrumentality thereof.

          (g) “Shareholder Group” shall mean HM Capital Partners, LLC, and any Person controlling, controlled by or under common control with it.

     25. Interpretation. The headings in this Agreement are inserted for convenience only and shall not constitute a part hereof. Except where the context requires otherwise, whenever used in this Agreement, the singular includes the plural, the plural includes the singular, the use of any gender is applicable to all genders and the word “or” has the inclusive meaning represented by the phrase “and/or.” The words “include” and “including” and variations thereof, shall not be deemed to be terms of limitation, but rather shall be deemed to be followed by the words “without limitation.” A reference in this Agreement to a Section, Paragraph, Exhibit or Schedule is to the referenced Section, Paragraph, Exhibit or Schedule of this Agreement. The wording of this Agreement shall be deemed to be the wording mutually chosen by the parties and no rule of strict construction shall be applied against any party. Unless expressly provided otherwise, all dollar figures in this Agreement are in the currency of the United States of America.

     26. Survival. The expiration or termination of this Agreement shall not relieve any party of any obligations that may have accrued hereunder prior to such expiration or termination. The provisions of Sections 9, 10, 11, 12, 13, 15, 16, 17, 18, 19, and 20 shall survive the expiration or termination of this Agreement except as otherwise specifically provided in such Sections.

     27. Assignment. The terms and provisions of this Agreement shall inure to the benefit of and be binding upon the LIN Companies and each of its respective successors and assigns. Notwithstanding the foregoing or anything to the contrary contained herein, this Agreement may not be assigned by the LIN Companies without Executive’s prior written consent unless the LIN Companies retain joint and several liability with any of the LIN Companies’ assignee for the financial obligations under this Agreement. This Agreement may not be assigned, in whole or in part, by Executive without the written consent of each of the LIN Companies.

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     28. Indemnification. At all times during and after the Service Period the LIN Companies shall indemnify Executive pursuant to the terms and subject to the conditions of the certificate of incorporation and bylaws, respectively, of each of the LIN Companies, as such are in effect as of the Appointment Date. Executive shall have the benefit of continuing directors’ and officers’ insurance coverage at levels no less favorable than those in effect from time to time for members of the Board of Parent and the board of directors of the Company and other members of the LIN Companies’ senior management.

     29. Termination of Prior Agreements. That certain Severance Compensation Agreement, by and between Executive and the Company, dated as of February 27, 1997, as amended, be and it is hereby terminated effective as of the Appointment Date.

     30. Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed to be an original but all of which together shall constitute one and the same instrument. Each party hereto will receive by delivery or by facsimile or other electronic transmission a duplicate original of the Agreement executed by each party, and each party agrees that the delivery of the Agreement by facsimile or other electronic transmission will be deemed to be an original of the Agreement so transmitted.

     31. Entire Agreement. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior oral or written agreements, commitments or understandings with respect to the matters provided for herein.

[The remainder of this page is intentionally blank; signature page follows.]

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     IN WITNESS WHEREOF, the parties have executed this Agreement on the date first above written.

Executive:
/s/ Denise M. Parent
Denise M. Parent
LIN TV Corp.
By:	/s/ Vincent Sadusky
Name: Vincent Sadusky
Title: President and Chief Executive Officer
LIN Television Corporation
By:	/s/ Vincent Sadusky
Name: Vincent Sadusky
Title: President and Chief Executive Officer
By:	/s/ Vincent Sadusky

[Signature Page to Employment Agreement

Parent Bonus Matrix for 2007

Annual Bonus	150,000
Percentage of Annual	25	%
Annual Bonus at 100% achievement	37,500

Schedule 5(b)-1

Percentage:			Revenue
E B I T D A
				94.0	%	95.0	%	96.0	%	97.0	%	98.0	%	99.0	%	100.0	%	101.0	%	102.0	%	103.0	%	104.0	%	105.0	%
	89.0	%		0	%	0	%	0	%	0	%	0	%	0	%	0	%	0	%	0	%	0	%	0	%	0	%
	90.0	%		0	%	25.0	%	30.0	%	35.0	%	40.0	%	45.0	%	50.0	%	55.0	%	60.0	%	65.0	%	70.0	%	75.0	%
	91.0	%		0	%	28.8	%	34.0	%	39.3	%	44.5	%	49.8	%	55.0	%	60.3	%	65.5	%	70.8	%	76.0	%	81.3	%
	92.0	%		0	%	32.5	%	38.0	%	43.5	%	49.0	%	54.5	%	60.0	%	65.5	%	71.0	%	76.5	%	82.0	%	87.5	%
	93.0	%		0	%	36.3	%	42.0	%	47.8	%	53.5	%	59.3	%	65.0	%	70.8	%	76.5	%	82.3	%	88.0	%	93.8	%
	94.0	%		0	%	40.0	%	46.0	%	52.0	%	58.0	%	64.0	%	70.0	%	76.0	%	82.0	%	88.0	%	94.0	%	100.0	%
	95.0	%		0	%	43.8	%	50.0	%	56.3	%	62.5	%	68.8	%	75.0	%	81.3	%	87.5	%	93.8	%	100.0	%	106.3	%
	96.0	%		0	%	47.5	%	54.0	%	60.5	%	67.0	%	73.5	%	80.0	%	86.5	%	93.0	%	99.5	%	106.0	%	112.5	%
	97.0	%		0	%	51.3	%	58.0	%	64.8	%	71.5	%	78.3	%	85.0	%	91.8	%	98.5	%	105.3	%	112.0	%	118.8	%
	98.0	%		0	%	55.0	%	62.0	%	69.0	%	76.0	%	83.0	%	90.0	%	97.0	%	104.0	%	111.0	%	118.0	%	125.0	%
	99.0	%		0	%	58.8	%	66.0	%	73.3	%	80.5	%	87.8	%	95.0	%	102.3	%	109.5	%	116.8	%	124.0	%	131.3	%
	100.0	%		0	%	62.5	%	70.0	%	77.5	%	85.0	%	92.5	%	100.0	%	107.5	%	115.0	%	122.5	%	130.0	%	137.5	%
	101.0	%		0	%	66.3	%	74.0	%	81.8	%	89.5	%	97.3	%	105.0	%	112.8	%	120.5	%	128.3	%	136.0	%	143.8	%
	102.0	%		0	%	70.0	%	78.0	%	86.0	%	94.0	%	102.0	%	110.0	%	118.0	%	126.0	%	134.0	%	142.0	%	150.0	%
	103.0	%		0	%	73.8	%	82.0	%	90.3	%	98.5	%	106.8	%	115.0	%	123.3	%	131.5	%	139.8	%	148.0	%	156.3	%
	104.0	%		0	%	77.5	%	86.0	%	94.5	%	103.0	%	111.5	%	120.0	%	128.5	%	137.0	%	145.5	%	154.0	%	162.5	%
	105.0	%		0	%	81.3	%	90.0	%	98.8	%	107.5	%	116.3	%	125.0	%	133.8	%	142.5	%	151.3	%	160.0	%	168.8	%
	106.0	%		0	%	85.0	%	94.0	%	103.0	%	112.0	%	121.0	%	130.0	%	139.0	%	148.0	%	157.0	%	166.0	%	175.0	%
	107.0	%		0	%	88.8	%	98.0	%	107.3	%	116.5	%	125.8	%	135.0	%	144.3	%	153.5	%	162.8	%	172.0	%	181.3	%
	108.0	%		0	%	92.5	%	102.0	%	111.5	%	121.0	%	130.5	%	140.0	%	149.5	%	159.0	%	168.5	%	178.0	%	187.5	%
	109.0	%		0	%	96.3	%	106.0	%	115.8	%	125.5	%	135.3	%	145.0	%	154.8	%	164.5	%	174.3	%	184.0	%	193.8	%
	110.0	%		0	%	100.0	%	110.0	%	120.0	%	130.0	%	140.0	%	150.0	%	160.0	%	170.0	%	180.0	%	190.0	%	200.0	%
Schedule 5(b)-2
Dollars:			Revenue
E B I T D A
				94.0	%	95.0	%	96.0	%	97.0	%	98.0	%	99.0	%	100.0	%	101.0	%	102.0	%	103.0	%	104.0	%	105.0	%
	89.0	%		—		—		—		—		—		—		—		—		—		—		—		—
	90.0	%		—		9,375		11,250		13,125		15,000		16,875		18,750		20,625		22,500		24,375		26,250		28,125
	91.0	%		—		10,781		12,750		14,719		16,688		18,656		20,625		22,594		24,563		26,531		28,500		30,469
	92.0	%		—		12,188		14,250		16,313		18,375		20,438		22,500		24,563		26,625		28,688		30,750		32,813
	93.0	%		—		13,594		15,750		17,906		20,063		22,219		24,375		26,531		28,688		30,844		33,000		35,156
	94.0	%		—		15,000		17,250		19,500		21,750		24,000		26,250		28,500		30,750		33,000		35,250		37,500
	95.0	%		—		16,406		18,750		21,094		23,438		25,781		28,125		30,469		32,813		35,156		37,500		39,844
	96.0	%		—		17,813		20,250		22,688		25,125		27,563		30,000		32,438		34,875		37,313		39,750		42,188
	97.0	%		—		19,219		21,750		24,281		26,813		29,344		31,875		34,406		36,938		39,469		42,000		44,531
	98.0	%		—		20,625		23,250		25,875		28,500		31,125		33,750		36,375		39,000		41,625		44,250		46,875
	99.0	%		—		22,031		24,750		27,469		30,188		32,906		35,625		38,344		41,063		43,781		46,500		49,219
	100.0	%		—		23,438		26,250		29,063		31,875		34,688		37,500		40,313		43,125		45,938		48,750		51,563
	101.0	%		—		24,844		27,750		30,656		33,563		36,469		39,375		42,281		45,188		48,094		51,000		53,906
	102.0	%		—		26,250		29,250		32,250		35,250		38,250		41,250		44,250		47,250		50,250		53,250		56,250
	103.0	%		—		27,656		30,750		33,844		36,938		40,031		43,125		46,219		49,313		52,406		55,500		58,594
	104.0	%		—		29,063		32,250		35,438		38,625		41,813		45,000		48,188		51,375		54,563		57,750		60,938
	105.0	%		—		30,469		33,750		37,031		40,313		43,594		46,875		50,156		53,438		56,719		60,000		63,281
	106.0	%		—		31,875		35,250		38,625		42,000		45,375		48,750		52,125		55,500		58,875		62,250		65,625
	107.0	%		—		33,281		36,750		40,219		43,688		47,156		50,625		54,094		57,563		61,031		64,500		67,969
	108.0	%		—		34,688		38,250		41,813		45,375		48,938		52,500		56,063		59,625		63,188		66,750		70,313
	109.0	%		—		36,094		39,750		43,406		47,063		50,719		54,375		58,031		61,688		65,344		69,000		72,656
	110.0	%		—		37,500		41,250		45,000		48,750		52,500		56,250		60,000		63,750		67,500		71,250		75,000

Schedule 12

Geographic Scope of Non-Solicitation

The geographic scope to which Section 12 shall apply shall be defined as all markets in the United States of America.

Schedule 16

Notices

If to Executive:	To the address as shall most currently appear on the records of the Company
If to the LIN Companies:	LIN Television Corporation
	4 Richmond Square, Suite 200
	Providence, RI 02906
	Attn: General Counsel
	Fax: (401) 454-2817

Exhibit 9(a)(i)

Transition Severance Amount

For purposes of this Agreement, the “Transition Severance Amount” shall be a lump sum amount equal to the sum of:

(a)	an amount equal to three times (3x) the Executive’s Base Salary in effect on the effective date of termination;
(b)	an amount equal to three times (3x):

(1) the amount of the highest bonus compensation paid to the Executive with respect to the last three complete fiscal years, and

(2) the contribution, if any, paid by the Company for the benefit of the Executive to any 401(k) Plan in the last complete fiscal year,

(c) the present value, determined as of the effective date of termination, of the sum of:

(1) all benefits which have accrued to the Executive but have not vested under the LIN Television Corporation Retirement Plan (the “Retirement Plan”) as of the effective date of termination, and

(2) all additional benefits which would have accrued to the Executive under the Retirement Plan if the employee had continued to be employed by the Company on the same terms the Executive was employed on as of the effective date of termination from such date of termination to the date 12 months after the date of termination.

For purposes of this Agreement, the present value of a future payment shall be calculated by reference to the actuarial assumptions (including assumptions with respect to interest rates) in use immediately prior to any Change in Control for purposes of calculating actuarial equivalents under the Retirement Plan.