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EXHIBIT 10.22
 SERVICING AGREEMENT
 dated
as of
 September 26, 2006
 by and among
 AMERICAN COLOR GRAPHICS, INC.,
as Servicer
 AMERICAN COLOR GRAPHICS FINANCE, LLC,
as Purchaser,
 and
 BANK OF AMERICA, N.A.,
as Administrative Agent and Collateral Agent
 ALL RIGHT, TITLE AND INTEREST OF AMERICAN COLOR GRAPHICS FINANCE, LLC IN AND TO THIS SERVICING
AGREEMENT HAS BEEN ASSIGNED TO BANK OF AMERICA, N.A., AS COLLATERAL AGENT UNDER THE CREDIT
AGREEMENT, DATED AS OF SEPTEMBER 26, 2006, BY AND AMONG AMERICAN COLOR GRAPHICS FINANCE, LLC, AS
BORROWER, BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT AND COLLATERAL AGENT, AND THE LENDERS
IDENTIFIED THEREIN.




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TABLE OF CONTENTS
 SERVICING AGREEMENT
    
    
    iARTICLE I DEFINITIONS
    
    
    2Section 1.1 Defined Terms
    
    
    2Section 1.2 Other Terms
    
    
    7Section 1.3 Computation of Time Periods
    
    
    7Section 1.4 Interpretation
    
    
    7ARTICLE II ADMINISTRATION AND SERVICING OF PURCHASED RECEIVABLES
    
    
    8Section 2.1 Servicer to Act
    
    
    8Section 2.2 Concentration Account and Servicer Remittances
    
    
    11Section 2.3 Servicing Compensation
    
    
    12Section 2.4 No Offset
    
    
    12Section 2.5 Servicers Employees and Fidelity Bond
    
    
    12Section 2.6 Servicer Not to Resign
    
    
    12ARTICLE III REPORTS AND OTHER INFORMATION TO BE PROVIDED BY THE SERVICER
    
    
    13Section 3.1 Servicing Reports; Borrowing Base Certificates
    
    
    13Section 3.2 Financial Statements
    
    
    14Section 3.3 Certificates; Other Information
    
    
    15Section 3.4 Notices and Information
    
    
    16Section 3.5 Notice to Obligors
    
    
    17Section 3.6 Access to Certain Information
    
    
    17ARTICLE IV REPRESENTATIONS AND WARRANTIES
    
    
    18Section 4.1 Representations and Warranties of Servicer
    
    
    18Section 4.2 Representations and Warranties of the Purchaser
    
    
    24ARTICLE V COVENANTS OF SERVICER
    
    
    26Section 5.1 Affirmative Covenants of the Servicer
    
    
    26Section 5.2 Negative Covenants of the Servicer
    
    
    30Section 5.3 Financial Covenant of Servicer
    
    
    32ARTICLE VI INDEMNIFICATION
    
    
    32Section 6.1 Servicer Indemnification
    
    
    32ARTICLE VII SERVICER DEFAULTS
    
    
    34Section 7.1 Servicer Defaults
    
    
    34Section 7.2 Termination of the Servicer
    
    
    36Section 7.3 Effects of Termination of Servicer
    
    
    37Section 7.4 Servicer to Cooperate
    
    
    38Section 7.5 Waiver of Servicer Default
    
    
    38Section 7.6 Remedies Not Exclusive
    
    
    38Section 7.7 No Effect on Other Parties
    
    
    38
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ARTICLE VIII MISCELLANEOUS PROVISIONS
    
    
    39Section 8.1 Termination
    
    
    39Section 8.2 Amendments
    
    
    39Section 8.3 Notices
    
    
    39Section 8.4 Limitation of Liability
    
    
    40Section 8.5 Binding Effect; Benefit of Servicing Agreement
    
    
    40Section 8.6 Choice of Law and Venue; Jury Trial Waiver
    
    
    40Section 8.7 Execution in Counterparts; Severability; Integration
    
    
    41Section 8.8 Waiver of Setoff
    
    
    41Section 8.9 Headings and Exhibits
    
    
    41Section 8.10 Assignment
    
    
    42Section 8.11 Severability of Provisions; No Waiver
    
    
    42Section 8.12 Confidentiality
    
    
    42Section 8.13 Non-Petition
    
    
    44
 ii




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SCHEDULESSchedule 4.1(m)
    
    ERISA Compliance InformationSchedule 4.1(p)
    
    Intellectual Property InformationSchedule 4.1(r)
    
    Labor Matters InformationEXHIBITSExhibit A
    
    Form of Monthly Servicing ReportExhibit B
    
    Form of Eligible Obligor Notice
 iii




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SERVICING AGREEMENT, Servicing Agreement AMERICAN COLOR GRAPHICS, INC. Servicer AMERICAN COLOR GRAPHICS FINANCE, LLC Purchaser BANK OF AMERICA, N.A., Administrative Agent Collateral Agent
 PRELIMINARY STATEMENT
 WHEREAS
 WHEREAS
 WHEREAS
 WHEREAS
 WHEREAS
 WHEREAS
 NOW THEREFORE




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ARTICLE I
 DEFINITIONS
 Section 1.1 Defined Terms .
 Section 1.1
 ACG
 Administrative Agent
 Businesses
 Capital Lease
 Change of Control
 2




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Collateral Agent
 Consolidated EBITDA plus minus minus
 Consolidated Interest Charges
 Consolidated Net Income
 Contribution Agreement
 Credit Agreement
 Disposition dispose provided however
 3




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Eligible Obligor Notice Section 3.5
 Equity Issuance
 Excepted Persons Section 8.12(a)
 First Lien Leverage Ratio plus
 FRB
 Intellectual Property Section 4.1(p)
 IRS
 Monthly Reporting Date
 Monthly Servicing Report Section 3.1(b)
 Operating Lease
 PBA
 Pension Plan
 Plan
 4




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Real Properties
 Reporting Date
 Sale and Leaseback Transaction
 Servicer
 Servicer Default Section 7.1
 Servicer Indemnified Party Section 6.1(a)
 Servicer Termination Date
 Servicer Termination Notice Section 7.2(a)
 Servicing Agreement
 Servicing Fee
 Servicing Standard Section 2.1(b)
 Sponsor
 5




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Swap Contract Master Agreement
 Swap Termination Value
 Synthetic Lease Obligation
 Tax Sharing Agreement
 Threshold Amount
 Unfunded Pension Liability
 United States U.S.
 6




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Section 1.2 Other Terms
  Section 1.3 Computation of Time Periods
  Section 1.4 Interpretation
           7




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ARTICLE II
 ADMINISTRATION AND SERVICING OF PURCHASED RECEIVABLES
 Section 2.1 Servicer to Act .
  Servicing
Standard Section 2.1
  8




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Section 2.2
  9




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10




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Section 2.2 Concentration Account and Servicer Remittances .
    Section 2.23
   11




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Section 2.3 Servicing Compensation .
 Section 2.23 Section 2.23
 Section 2.4 No Offset .
  Section 2.5 Servicers Employees and Fidelity Bond .
  Section 2.6 Servicer Not to Resign .
  12




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Section 2.6 Section 7.2 Section 8.1
 Section 2.6 provided however
 ARTICLE III
 REPORTS AND OTHER INFORMATION TO BE PROVIDED BY THE SERVICER
 Section 3.1 Monthly Servicing Reports; Borrowing Base Certificates .
   13




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Section
3.1(a) (b)
 Section 3.2 Financial Statements .
    14




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Section
3.2(a) (b) (c)
  Section 3.2
 Section 3.3 Certificates; Other Information .
  Section
3.2(a)
 15




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Section 5.3
     Section 3.4 Notices and Information
    16




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Section 3.4(a) (d) Section 3.4(a)
 Section 3.5 Notice to Obligors .
 Eligible Obligor Notice
 Section 3.6 Access to Certain Information .
 inter alia
  17




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Section 6.2
 Section 3.6 Section 3.6 Section 3.6
 ARTICLE IV
 REPRESENTATIONS AND WARRANTIES
 Section 4.1 Representations and Warranties of Servicer
  Existence, Qualification and Power; Compliance with Laws
 18




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Authorization; No Contravention
 Governmental Authorization; Other Consents
 Binding Effect
 Financial Statements Sections
3.2(a) (b) (c) Sections 3.2(a) (b) (c)
 Litigation
 19




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Compliance with Laws
 No Default
 Ownership of Property; Liens
 Environmental Compliance
      20




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Insurance
 Taxes
 ERISA Compliance Schedule 4.1(m)
   21




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Margin Regulations; Investment Company Act
   Disclosure
 22




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Intellectual Property Intellectual Property Schedule 4.1(p) Schedule 4.1(p) Schedule 4.1(p)
 Location of Offices set forth on the signature
page Section 5.2(g)
 Labor Matters Schedule
4.1(r)
 Existing Standard of Care
 Servicing Fee
 Concentration Account
 Perfection of Security Interests
 23




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Special Purpose Entity
 Nonconsolidation
 Section 4.2 Representations and Warranties of the Purchaser .
  Existence, Qualification and Power; Compliance with Laws
 Authorization; No Contravention
 24




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Governmental Authorization; Other Consents
 Binding Effect
 Litigation
 Investment Company Act
 Compliance with Laws
 Solvency
 25




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ARTICLE V
 COVENANTS OF SERVICER
 Section 5.1 Affirmative Covenants of the Servicer .
  Compliance with Law
 Preservation of Company Existence
 Obligations and Compliance with Transferred Receivables
 Keeping of Records and Books of Account Section 3.6
 Payment Performance and Discharge of Obligations
 26




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Adverse Claims
 Separate Company Existence
         27




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28




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[Reserved]
 Other Information
 Defense of Collateral
 Disaster Recovery Plan
 29




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Maintenance of Systems
 Further Assurances
 Insurance Section 2.1(g)
 Performance and Compliance with Contracts and Credit Policies
 Independent Accountants
 Solvency
 Section 5.2 Negative Covenants of the Servicer .
  Transferred Receivables Not to be Evidenced by Instruments
 30




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Security Interests
 Deposits to Concentration Account
 Change in Payment Instructions to Obligors
 Change in Business
 Merger provided Section
5.2(f)
 Change of Name or Location of Records Section 4.1(o)
 ERISA Matters
 Credit and Collection Policy
 31




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No Bankruptcy Petition Section 5.2(j)
 No Impairment
 Section 5.3 Financial Covenant of Servicer .
  March 31
    
    June 30
    
    September 30
    
    December 312006
    
    
    N/A
    
    
    
    N/A
    
    
    
    2.45 to 1.00
    
    
    
    2.40 to 1.002007
    
    
    2.35 to 1.00
    
    
    
    2.25 to 1.00
    
    
    
    2.25 to 1.00
    
    
    
    2.15 to 1.002008
    
    
    2.15 to 1.00
    
    
    
    2.10 to 1.00
    
    
    
    2.10 to 1.00
    
    
    
    2.05 to 1.00Thereafter
    
    
    2.00 to 1.00
    
    
    
    2.00 to 1.00
    
    
    
    2.00 to 1.00
    
    
    
    2.00 to 1.00
 ARTICLE VI
 INDEMNIFICATION
 Section 6.1 Servicer Indemnification .
 Servicer
Indemnified Party
 32




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provided however
 provided however
 Section 6.1
 Section 6.1
 33




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ARTICLE VII
 SERVICER DEFAULTS
 Section 7.1 Servicer Defaults .
 Servicer
Default provided however
 Section 2.2
 Section 3.1
       34




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35




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Section 7.2 Termination of the Servicer .
 Servicer Termination Notice
  36




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Section 7.2
 Section 7.2
  Section 7.3 Effects of Termination of Servicer .
   37




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Section 6.1
 Section 7.4 Servicer to Cooperate .
  Section 7.5 Waiver of Servicer Default
  Section 7.6 Remedies Not Exclusive
  Section 7.7 No Effect on Other Parties
  38




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ARTICLE VIII
 MISCELLANEOUS PROVISIONS
 Section 8.1 Termination .
 provided however
  Section 8.2 Amendments .
  Section 8.3 Notices .
     39




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Section 8.4 Limitation of Liability .
  Section 8.5 Binding Effect; Benefit of Servicing Agreement .
  Section 8.6 Choice of Law and Venue; Jury Trial Waiver .
 (a) THE VALIDITY OF THIS SERVICING AGREEMENT AND THE OTHER LOAN DOCUMENTS (UNLESS EXPRESSLY
PROVIDED TO THE CONTRARY IN ANOTHER LOAN DOCUMENT IN RESPECT OF SUCH OTHER LOAN DOCUMENT), THE
CONSTRUCTION, INTERPRETATION, AND ENFORCEMENT HEREOF AND THEREOF, AND THE RIGHTS OF THE PARTIES
HERETO AND THERETO WITH RESPECT TO ALL MATTERS ARISING HEREUNDER OR THEREUNDER OR RELATED HERETO OR
THERETO SHALL BE DETERMINED UNDER, GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE
STATE OF NEW YORK (INCLUDING SECTIONS 5-1401 AND 5-1402 OF THE GENERAL OBLIGATIONS LAW BUT
OTHERWISE WITHOUT REGARD TO CONFLICT OF LAW PRINCIPLES).
 (b) THE PARTIES AGREE THAT ALL ACTIONS OR PROCEEDINGS ARISING IN CONNECTION WITH THIS
SERVICING AGREEMENT AND THE OTHER LOAN DOCUMENTS SHALL BE TRIED AND LITIGATED ONLY IN THE STATE
AND, TO THE EXTENT PERMITTED BY APPLICABLE LAWS, FEDERAL COURTS LOCATED IN NEW YORK COUNTY, STATE
OF NEW YORK, PROVIDED , HOWEVER , THAT ANY SUIT SEEKING ENFORCEMENT AGAINST ANY
PURCHASED ASSET OR OTHER PROPERTY MAY BE BROUGHT, AT AGENTS OPTION, IN THE COURTS OF ANY
JURISDICTION WHERE AGENT ELECTS TO BRING SUCH ACTION OR WHERE SUCH PURCHASED ASSET OR OTHER
PROPERTY MAY BE FOUND. THE PARTIES HERETO WAIVE, TO THE EXTENT PERMITTED UNDER APPLICABLE LAWS,
ANY RIGHT EACH MAY HAVE TO ASSERT THE DOCTRINE OF FORUM NON CONVENIENS OR
TO OBJECT TO
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VENUE TO THE EXTENT ANY PROCEEDING IS BROUGHT IN ACCORDANCE WITH THIS SECTION 8.6 .
 (c) THE PARTIES HERETO HEREBY WAIVE THEIR RESPECTIVE RIGHTS TO A JURY TRIAL OF ANY CLAIM OR
CAUSE OF ACTION BASED UPON OR ARISING OUT OF ANY OF THE LOAN DOCUMENTS OR ANY OF THE TRANSACTIONS
CONTEMPLATED THEREIN, INCLUDING CONTRACT CLAIMS, TORT CLAIMS, BREACH OF DUTY CLAIMS, AND ALL OTHER
COMMON LAW OR STATUTORY CLAIMS. THE PARTIES HERETO REPRESENT THAT EACH HAS REVIEWED THIS WAIVER
AND EACH KNOWINGLY AND VOLUNTARILY WAIVES ITS JURY TRIAL RIGHTS FOLLOWING CONSULTATION WITH LEGAL
COUNSEL. IN THE EVENT OF LITIGATION, A COPY OF THIS SERVICING AGREEMENT MAY BE FILED AS A WRITTEN
CONSENT TO A TRIAL BY THE COURT.
 Section 8.7 Execution in Counterparts; Severability; Integration .
  Section 8.8 Waiver of Setoff .
   Section 8.9 Headings and Exhibits .
  41




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Section 8.10 Assignment .
   Section 8.11 Severability of Provisions; No Waiver .
  Section 8.12 Confidentiality
  42




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Excepted Persons provided however Section 8.12(a)
  provided
 43




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Section 8.13 Non-Petition
  44




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AMERICAN COLOR GRAPHIS, INC., as ServicerBy:
    /s/ Patrick W. KellickName:

    Patrick W. KellickTitle:
    

    Senior Vice President / Chief Financial
Officer and SecretaryAddress: 100 Winners Circle
           
             Brentwood, Tennessee 37027Telephone No.: 615-377-7430Fax No.: 615-337-0331 AMERICAN COLOR GRAPHICS FINANCE,
LLC, as the PurchaserBy:
    /s/ Patrick W. KellickName:

    Patrick W. KellickTitle:
    Senior Vice President / Chief Financial
Officer and SecretaryAddress: 100 Winners Circle
           
             Brentwood, Tennessee 37027Telephone No.: (615) 377-7430Fax No.: (615) 337-0331




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BANK OF AMERICA, N.A.,
as Administrative AgentBy:
    /s/ Peter ShermanName:
    Peter ShermanTitle:
    Managing DirectorBANK OF AMERICA, N.A.,
as Collateral AgentBy:
    /s/ Peter ShermanName:
    Peter ShermanTitle:
    Managing Director