EXHIBIT 10.36



                                          [Date]


             Performance Share Award -- Letter Agreement
               Fiscal XXXX-YYYY -- Long-Term Incentive


<<Name>>

Dear <<First_Name>>:

      I  am  pleased  to  advise  you  that  the   Compensation   and
Nominating   Committee  (the  "Committee")  of  The  Reader's  Digest
Association,   Inc.   (the   "Company")   has   awarded  to  you  the
opportunity  to earn the  Performance  Shares  shown  below under The
Reader's  Digest  Association,  Inc.  [1994] Key  Employee  Long Term
Incentive  Plan  (the  "Plan")  for the  Fiscal  XXXX-YYYYPerformance
Cycle,  which  begins on [date] and ends on [date] (the  "Performance
Cycle").

              Threshold           Target            Maximum
              <<Minimum>>       <<Target>>        <<Maximum>>

This award is subject to the following terms and conditions:

      1.   Each  Performance  Share  shall be valued  at the  average
closing  price of one share of the  Company's  Common  Stock over the
last 20 trading days of the  Performance  Cycle.  In accordance  with
the terms of the Plan,  each  Performance  Share shall  automatically
be valued with reference to one share of the Company's Common Stock.

      2(a).In accordance  with  paragraph 5 below,  no portion of the
Performance  Share  Award  shall  be  paid in  cash  or  credited  as
deferred  compensation  unless  and  until you have  remained  in the
continuous  employment of the Company or its Designated  Subsidiaries
(as defined in the Plan) for the  Performance  Cycle and provided the
Committee  has  certified  the  attainment  of  Performance  Goals in
accordance with paragraph 3 below.

      2(b).The number of  Performance  Shares earned as of the end of
the  Performance  Cycle  shall  be  based  on the  Award  Opportunity
Tables and methodology described in Schedule A.

      3.   Promptly  after  the  end of the  Performance  Cycle,  and
after  certification  in  writing by the  Committee  of the extent of
the  attainment  of the  Performance  Goals set forth in  Schedule A,
the value of any  Performance  Shares you have  earned in  accordance
with  paragraph  2(b) above shall be paid out to you in cash,  to the
extent not deferred as described in paragraph 4 below.

      The Committee  shall not have discretion to increase the amount
of  compensation  payable that would otherwise be due upon attainment
of the Performance  Goals.  Notwithstanding  any other  provisions of
this award,  the  Committee  shall have the  discretion to reduce the
compensation  payable that would  otherwise be due upon attainment of
the  Performance  Goal in the manner  permitted  under Section 162(m)
of the Internal Revenue Code of 1986, as amended.

      4.   At any  time  on or  before  [date],  you  may  elect  the
percentage,  if  any,  of  your  Performance  Share  Award  otherwise
payable to you, as provided in  paragraph 2 and  Schedule A, that you
wish to be  deferred.  An election  form for this purpose is attached
to this letter (Schedule B).

      5.   Notwithstanding  any  provision  to the contrary set forth
in any prior  contract,  agreement,  plan or policy  (including,  but
not  limited  to, a  provision  calling for payment by the Company of
the value of any  benefits  that cannot be paid under the existing or
amended terms of any such contract,  agreement,  plan or policy),  if
your  employment  with the  Company and its  Designated  Subsidiaries
terminates  prior to the end of the  Performance  Cycle by  reason of
retirement,  death, disability,  voluntary resignation or involuntary
termination  for any reason,  all of the  Performance  Shares subject
to this award and all of the  performance  shares (if any) subject to
any prior  awards to you under the Plan that remain  outstanding  are
forfeited  and  canceled  by the  Company,  and all such  Performance
Shares  shall be deemed  not to have any value.  Transfers  within or
between  the Company and its  Designated  Subsidiaries,  shall not be
considered  a  termination   of  employment   for  purposes  of  this
paragraph.

      6.   Subject  to  the  applicable  provisions  of  this  Letter
Agreement and the Plan, Performance Shares may not be transferred.

      7.   In the event of a "Change in  Control"  (as defined in the
Plan),  the  Performance  Cycle will be deemed to have  terminated on
the date of the  Change  in  Control  and you will be  deemed to have
earned  the  target  number of  Performance  Shares  subject  to this
award  as of that  date.  Payment  will be made  within  thirty  (30)
days  following  the Change in Control,  except to the extent that an
election  to defer was in effect in  accordance  with  paragraph 4 of
this Letter Agreement.

      8.   (a)  Notwithstanding  anything herein to the contrary, the
Committee may terminate  this award  immediately if you engage in any
Detrimental Activity.

      (b)  As a condition  of the  payment of this  award,  you shall
certify  at  the  time  of  payment  in a  manner  acceptable  to the
Company that you are in compliance  with the terms and  conditions of
the Plan and that you have  not  engaged  in,  and do not  intend  to
engage in,  any  Detrimental  Activity.  In the event you engage in a
Detrimental  Activity  prior to, or during  the two  (2)-year  period
after,  your  termination  of  employment  with the  Company  and its
Designated  Subsidiaries,  the  Company  shall be entitled to recover
from you at any time within two (2) years after such  termination  of
employment,  and you shall pay over to the  Company,  the full amount
of any  payment to you under this award that was made  within two (2)
years  prior  to your  termination  of  employment,  and the  Company
shall be entitled to set-off  against the amount of any such  payment
any  amount   owed  to  you  by  the   Company  or  its   affiliates.
Furthermore,  if you do not pay  over to the  Company  within  twenty
(20) days of demand any  payment of this  award,  such  amount  shall
thereafter  bear  interest at the maximum  rate  permitted by law and
you shall be liable  for all of the  Company's  costs of  collection,
including but not limited to, reasonable legal fees.

      (c)  "Cause" for purposes of this award shall  include,  by way
of  example,  but  not  limited  to,   insubordination,   dishonesty,
incompetence,   moral  turpitude,   other  misconduct  of  any  kind,
conviction  of (or pleading  guilty or nolo  contendere to ) a crime,
a  material   violation  of  any  rules,   policies,   procedures  or
guidelines  of the Company or its  affiliates,  or refusal to perform
normal  duties  and  responsibilities  (for  any  reason  other  than
illness or incapacity)  which,  in any case,  the Company  classifies
as a termination for Cause.

      (d)  Except in the event that a Change in Control has  occurred
and  your   employment   with   the   Company   and  its   Designated
Subsidiaries has terminated  involuntarily  without Cause (as defined
in paragraph 8(c)), "Detrimental Activity" means:

           (i) the  disclosure  to anyone  outside the Company or its
      affiliates,  or the use in  other  than  the  Company's  or its
      affiliate's  business,  without written  authorization from the
      Company,   of  any  confidential   information  or  proprietary
      information,  relating  to the  business  of the Company or its
      affiliates,  acquired by you during employment with the Company
      or its affiliates;

           (ii) activity  while  employed  that results,  or if known
      could  result,  in  termination  of  your  employment  that  is
      classified  by  the  Company  as a  termination  for  Cause  as
      defined in paragraph 8(c) above;

           (iii) any  attempt,  directly or  indirectly,  to solicit,
      induce  or  hire  (or  the   identification  for  solicitation,
      inducement  or hire) any  non-clerical  employee of the Company
      or its  affiliates  to be employed  by, or to perform  services
      for, you or any person or entity with which you are  associated
      (including,  but not  limited  to, due to your  employment  by,
      consultancy  for, equity interest in, or creditor  relationship
      with such  person or entity) or any person or entity from which
      you  receive  direct  or  indirect  compensation  or  fees as a
      result  of  such  solicitation,  inducement  or  hire  (or  the
      identification  for solicitation,  inducement or hire) without,
      in all cases, written authorization from the Company;

           (iv) any attempt,  directly or indirectly, to solicit in a
      competitive  manner any current or prospective  customer (other
      than the  ultimate  consumer) or  advertiser  of the Company or
      its affiliates  without,  in all cases,  written  authorization
      from the Company;

           (v) your Disparagement,  or inducement of others to do so,
      of the  Company or its  affiliates  or their  past and  present
      officers, directors, employees or products;

           (vi) without written  authorization from the Company,  the
      rendering  of  services,  at any time  during the period of one
      (1) year after your  termination  of  employment  with Reader's
      Digest and its Designated  Subsidiaries,  for any organization,
      or engaging,  directly or indirectly, in any business, which is
      competitive  with  the  Company  or its  affiliates,  or  which
      organization or business,  or the rendering of services to such
      organization  or business,  is otherwise  prejudicial  to or in
      conflict with the  interests of the Company or its  affiliates,
      provided  however that the only  organizations  and  businesses
      which  shall be  covered  by this  subparagraph  (vi)  shall be
      those  set  forth  on  Schedule  C  hereto  (which  list may be
      changed or  expanded  by the  Committee  at any time on 90 days
      written  notice to you which notice  shall become  effective 90
      days after the giving of such notice,  if you are then employed
      by the Company or any Designated Subsidiaries); or

           (vii)  any  other   conduct  or  act   determined  by  the
      Committee,   in  its   sole   discretion,   to  be   injurious,
      detrimental  or  prejudicial  to any interest of the Company or
      its affiliates.

In the  event  that  a  Change  in  Control  has  occurred  and  your
employment  with the  Company  and its  Designated  Subsidiaries  has
terminated  involuntarily  without  Cause (as  defined  in  paragraph
8(c)),  "Detrimental  Activity"  shall  have the  meaning  stated  in
subparagraph 8(d)(i), only.

      For purposes of  subparagraphs  8(d)(i),  (iii),  (iv) and (vi)
above, the Chief Executive  Officer,  the most senior Human Resources
Officer and the most senior Legal  Officer of the Company  shall each
have  authority to provide you with written  authorization  to engage
in the  activities  contemplated  thereby and no other  person  shall
have authority to provide you with such authorization.

      (e)  "Disparagement" includes, without limitation,  comments or
statements to the press,  the Company's or its affiliates'  employees
or any  individual or entity with whom the Company or its  affiliates
has a  business  relationship  which  would  adversely  affect in any
manner:  (i)  the  conduct  of the  business  of the  Company  or its
affiliates (including,  without limitation,  any products or business
plans or prospects),  or (ii) the business  reputation of the Company
or its  affiliates,  or any of  their  products,  or  their  past  or
present officers, directors or employees.

      9.   Any  portion of a  Performance  Share  Award that does not
become  payable or  creditable to a  Participant  in accordance  with
paragraph  2, 5, 7, or 8 above and  Schedule A shall be  retained  by
the Company and canceled.

      10.  Nothing in this Letter  Agreement  is intended to or shall
give you any  right or  status  of any kind as a  stockholder  of the
Company  or  entitle  you to  dividends  in  respect of the shares of
Common  Stock  on  which  the  Performance  Shares  are  based.  This
Letter  Agreement  does not confer  upon you any right to continue in
the   employ  of  the   Company  or  any  of  its   subsidiaries   or
affiliates.  The  granting  of this award does not entitle you to any
benefit other than the benefits  specifically  and expressly  granted
hereunder.  Any  benefits  granted  under  this award are not part of
your  ordinary  salary,  and shall not be  considered as part of such
salary in the event of  severance,  redundancy or  resignation.  This
Letter  Agreement is subject to and is to be construed in  accordance
with the  terms  and  provisions  of the Plan and any  terms  defined
therein  shall  have the  same  meanings  when  used  herein.  In the
event of any  conflict  between this Letter  Agreement  and the terms
and  provisions  of any prior  contract,  agreement,  plan or policy,
the terms and provisions of this Letter Agreement shall control.

      11.  The Plan and this  Letter  Agreement  shall be governed by
the laws of the State of New York,  excluding  any  conflict  of laws
or  choice  of law  rule or  principle  that  might  otherwise  refer
construction   or   interpretation   of  the  Plan  and  this  Letter
Agreement to the  substantive  law of another  jurisdiction.  You are
deemed  to  submit  to the  exclusive  jurisdiction  and venue of the
federal  or state  courts of New  York,  County  of  Westchester,  to
resolve  any and all  issues  that may  arise out of or relate to the
Plan and this Letter Agreement.

      Please  indicate  your  acceptance  by signing  this letter and
returning   it  to   Lisa  A.   Cribari,   Vice   President,   Global
Compensation and Benefits.

                               Sincerely,
                               THE READER'S DIGEST ASSOCIATION, INC.


                               /s/THOMAS O. RYDER
                               Thomas O. Ryder
                               Chairman and Chief Executive Officer


Accepted:______________________________________
           Participant's Signature