EXHIBIT 10.44


 Description of Operation of the Senior Management Incentive Plan
 (Fiscal 2005), the Management Incentive Compensation Plan (Fiscal
     2005) and the Long-Term Incentive Plan (Fiscal 2004-2005
                        Performance Shares)


The Senior Management Incentive Plan (SMIP) and the Management
Incentive Compensation Plan (MIP) of The Reader's Digest
Association, Inc. each provide to members of Reader's Digest
management the opportunity to earn annual incentive awards in the
form of cash bonuses.  The SMIP covers executive officers whose
compensation may be subject to the deductibility limits of
section 162(m) of the Internal Revenue Code of 1986, which
includes the named executive officers identified in Reader's
Digest's proxy statement dated October 4, 2004.  The MIP covers
other employees, including other executive officers of Reader's
Digest.

The following describes the operation of the SMIP and the MIP
with respect to annual incentive awards relating to fiscal 2005
performance, as approved by the Compensation and Nominating
Committee of the Board of Directors of Reader's Digest.

An aggregate annual incentive pool will be funded under the SMIP
and the MIP based on Reader's Digest's performance in excess of a
threshold fiscal 2005 consolidated operating income goal, which
was approved by the Committee during the first quarter of fiscal
2005.  Each participant's target award is a percentage of the
participant's salary range midpoint and the percentage varies by
grade level.  The target annual incentive pool is the sum of all
of the participants' target awards and the maximum annual
incentive pool is equal to 200% of the participants' target
awards.  Each participant may earn an award up to 200% of the
participant's incentive target, subject to the total amount of
the aggregate incentive pool.

The Chief Executive Officer's annual incentive payment is based
100% on Reader's Digest's performance, as determined by the Board
of Directors, against the fiscal 2005 consolidated operating
income goal.  The pool available for distribution to the other
named executive officers is based on Reader's Digest's
performance, as determined by the Committee, against the fiscal
2005 consolidated operating income goal.  The annual incentive
payments of the named executive officers who head business units
or staff functions are based on individual performance and take
into account the overall performance of Reader's Digest and the
business unit or staff function, as appropriate.

Performance goals under the SMIP and MIP may be adjusted by the
Committee or the Board to exclude or include unusual matters such
as the impact of extraordinary or special items and accounting
changes.


The following describes the operation of performance shares
awarded under the Reader's Digest's 2002 Key Employee Long Term
Incentive Plan (the "LTIP") by the Committee for the fiscal
2004-2005 two-year performance cycle.  The Committee determined
the number of performance shares awarded to each participant at
the beginning of the performance cycle.  Each performance share
is equal in value (as determined under the LTIP) to a share of
Reader's Digest Common Stock at the time of the award.  The
number of performance shares earned is based on the extent to
which the performance goals established by the Committee at the
beginning of the performance cycle are achieved.  The awards are
paid in cash based on the value of Reader's Digest Common Stock
(as determined under the LTIP) at the end of the performance
cycle.

The named executive officers and other executive officers
received performance shares for the fiscal 2004-2005 performance
cycle.  The extent to which 2004-2005 performance shares will be
earned is based on Reader's Digest's average annual achievement
of the consolidated operating income goal for each fiscal year of
the two-year performance cycle. The Chief Executive Officer's
award payment will be based 60% on Reader's Digest's two-year
average annual achievement of the operating income goals
mentioned above and 40% on the Board of Director's assessment of
Reader's Digest's overall performance results. The other named
executive officers and other executive officers' award payments
will be based 60% on Reader's Digest's two-year average annual
achievement of the operating income goals mentioned above and 40%
on the Chief Executive Officer's assessment of the business unit
or staff function's performance against the pertinent financial
and strategic goals established by the Chief Executive Officer
for the performance cycle, as well as individual contributions to
the achievement of those goals.

Performance goals under the LTIP may be adjusted by the Committee
or the Board to exclude or include unusual matters such as the
impact of extraordinary or special items and accounting changes.