**Exhibit10.30**

**AMENDED AND RESTATED**

**EMPLOYMENT AND NON-COMPETITIONAGREEMENT**

**(JohnA. Saxton)**

This AMENDED ANDRESTATED **EMPLOYMENT AND NON-COMPETITIONAGREEMENT** (this “Agreement”), effective as of March 29, 2007,is between The Sheridan Group, Inc., a Maryland corporation (the “Employer”),and John A. Saxton (the “Employee”).

**WHEREAS**, the Employer wishes toamend and restate the Employment Agreement originally dated February 2, 1998and amended April 1, 2000 between the Employer and the Employee to comply withthe requirements of Internal Revenue Code section 409A; and

**WHEREAS**, the Employer wishes toemploy the Employee as an executive officer of the Employer, and the Employeewishes to work as an executive officer of the Employer, on the terms set forthbelow.

**NOW, THEREFORE**,it is hereby agreed as follows:

§1. **EMPLOYMENT**.  The Employer hereby employs the Employee, andthe Employee hereby accepts employment, upon the terms and subject to theconditions hereinafter set forth.

§2. **DUTIES**. The Employee shall be employed as the President and Chief ExecutiveOfficer of the Employer  In suchcapacity, the Employee shall have the executive responsibilities and dutiesassigned by the Employer’s Board of Directors (the “Board”).  The Employee agrees to devote his full timeand best efforts to the performance of his duties to the Employer.  Nothing contained herein shall be construedas prohibiting the Employee from serving as a director of any entity that isnot in the Designated Industry, as defined in §8, so long as such activity doesnot involve a substantial time commitment and otherwise does not interfere withthe performance of his duties under this Agreement.

§3. **TERM**. The term of employment of the Employee hereunder shall commence on April1, 2007 (the “CommencementDate”) and shall continue until March31, 2008 (the “InitialTerm”), unless earlier terminated pursuantto §6, and shall be renewed automatically for additional one (1) year termsthereafter unless terminated by either party by written notice to the otherparty given at least  ninety (90) daysprior to the expiration of the then current term.

§4. **COMPENSATIONANDBENEFITS**.  During the term of the Employee’s employmenthereunder, in consideration for the services of the Employee hereunder, theEmployer shall compensate the Employee as follows:

(a) **BaseSalary**.  The Employer shall pay the Employee, inaccordance with the Employer’s current payroll practices, a base salary (the “BaseSalary”).  The Base Salary will bepaid at an annual rate of $560,000.  TheBase Salary may be increased from time to time at the discretion of the Boardand is in addition to the other benefits set forth herein.

(b) **ManagementIncentiveBonus**.  The Employee shall be eligible to receivefrom the Employer, for each of the fiscal years of the Employer ended after thedate hereof, a management incentive bonus (the “IncentiveBonus”)in an amount up to one hundred percent (100%) of the Base Salary for suchfiscal year, in accordance with an incentive bonus plan to be adopted by theBoard prior to the end of the first fiscal quarter for each such fiscalyear.  In accordance with applicableFederal law, the Incentive Bonus, if any, will be paid by the March 15following the fiscal year during which the Employee becomes vested in his orher Incentive Bonus.

(c) **Insurance; OtherBenefits**.  Accident, disability, and health and lifeinsurance for the Employee shall be provided by the Employer under groupaccident, disability, and health and life insurance plans maintained by the Employerfor, and on the terms and conditions generally applicable to, its full-time,salaried employees as such employment benefits may be modified from time totime by the Employer for all full-time, salaried employees.  The amount and extent of such coverage shallbe subject to the discretion of the Board. The Employee shall also be eligible to participate in any deferredcompensation or retirement plans maintained by the Employer, in accordance withthe terms of such plans as in effect from time to time.  In addition, the Employer shall continue topay the premiums with respect to NY Life Insurance Policy #38 231 112.

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§5. **EXPENSES**.  The Employer shall reimburse the Employee forall reasonable expenses of types authorized by the Employer and incurred by theEmployee in the performance of his duties hereunder.  The Employee shall comply with such budgetlimitations and approval and reporting requirements with respect to expenses asthe Employer may establish from time to time.

§6. **TERMINATION**.  The Employee’s employment hereunder shallcommence on the Commencement Date and continue until the expiration of theInitial Term, and any extension of such term pursuant to §3, except that theemployment of the Employee hereunder shall earlier terminate:

(a) **DeathorDisability**.  Upon the death of the Employee during theterm of his employment hereunder or, at the option of the Employer, in theevent of the Employee’s physical or mental disability, upon thirty (30) days’written notice from the Employer.  TheEmployee shall be deemed disabled if an independent medical doctor (selected bythe Employer’s health or disability insurer) certifies that the Employee hasfor 180 days, consecutive or non-consecutive, in any twelve (12) monthperiod been physically or mentally disabled in a manner which seriouslyinterferes with her ability to perform his responsibilities under thisAgreement.  Any refusal by the Employeeto submit to a medical examination for the purpose of certifying physical ormental disability under this §6(a) shall be deemed to constitute conclusiveevidence of the Employee’s physical or mental disability.

(b) **For Cause**.  For “Cause” immediately upon written noticeby the Employer to the Employee.  Forpurposes of this Agreement, a termination shall be for Cause if any one or moreof the following has occurred:

(i) theEmployee shall have committed an act of fraud, embezzlement or misappropriationagainst the Employer, including, but not limited to, the offer, payment,solicitation or acceptance of any unlawful bribe or kickback with respect tothe Employer’s business; or

(ii) theEmployee shall have been convicted by a court of competent jurisdiction of, orpleaded guilty or nolo contendere to, any felony or any crime involving moralturpitude; or

(iii)  the Employee shall have refused, afterexplicit written notice, to obey any lawful resolution of or direction by theBoard which is consistent with his duties hereunder; or

(iv)  the Employee has been chronically absent fromwork (excluding vacations, illnesses or leaves of absence approved by theBoard); or

(v)  the Employee shall have failed to perform theduties incident to his employment with the Employer on a regular basis, andsuch failure shall have continued for a period of twenty (20) days after writtennotice to the Employee specifying such failure in reasonable detail (other thanas a result of the Employee’s Disability); or

(vi)  theEmployee shall have engaged in the unlawful use (including being under theinfluence) or possession of illegal drugs on the Employer’s premises; or

(vii)  the Employee shall have breached any one ormore provisions of the Stock Purchase Agreement, dated as of August 1, 2003,among the Employer and its stockholders as amended and in effect from time totime, and such breach shall have continued for a period of ten (10) days afterwritten notice to the Employee specifying such breach in reasonable detail.

(c) **ResignationWithoutGoodReason;Without Cause**.  Upon thirty (30) days’ written notice by theEmployer to the Employee without Cause or by the Employee to the Employerwithout Good Reason (as defined below).

(d) **ResignationWithGoodReason. **Upon written notice by the Employee tothe Employer for Good Reason specifying in reasonable detail the basis for suchtermination, provided, that such notice shall be given no more than thirty (30)days following the event or condition which gives rise to suchtermination.  For purposes of thisAgreement, the term “Good Reason” shall mean the occurrence of any of theevents or conditions described in subparagraphs (i) through (ii) hereof withoutthe Employee’s express written consent which is not corrected within twenty(20) days after delivery by the Employee of written notice to the Employer:

(i) a materialreduction in the Employee’s status, title, position, scope of authority orresponsibilities, the assignment to the Employee of any duties orresponsibilities which are materially inconsistent with such status, title,

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position, authority or responsibilities; involuntaryrelocation of the Employee to an extent requiring an increase in his commute tohis normal place of employment of more than 50 miles; or any removal of theEmployee from or failure to reappoint him to any of positions to which theEmployee has been appointed by the Employer, except in connection with thetermination of his employment for Cause, as a result of his death or disabilityor by the Employee other than for Good Reason; or

(ii) amaterial reduction by the Employer in the Employee’s compensation or  benefits.

(e) **RightsandRemediesUponTermination**.

(i)  If the Employee’s employment hereunder isterminated by the Employer without Cause pursuant to §6(c) or by the Employeewith Good Reason pursuant to §6(d), then the Employee shall be entitled toreceive (A) severance payments, in accordance with the Employer’s payrollpractices in existence on the date of Separation from Service at an annual rateequal to the sum of (1) the Employee’s Base Salary in effect at the time ofsuch termination plus (2) the average of the Incentive Bonuses earned bythe Employee for the two fiscal years immediately preceding the date oftermination, for a period equal to the longer of the remainder of the thencurrent employment term or two years (the “Severance Period”), (B) providedthat the Employee elects continuation coverage, commonly known as COBRAcoverage, under the health insurance plan maintained by the Employer for itsfull time salaried employees, the Employer, during the Severance Period, willpay the excess of the required COBRA premium for the Employee (and his spouseand dependents to the extent covered by the Employer’s health insurance plan atthe time of Executive’s termination of employment) over the premium paid by theEmployee for such coverage immediately prior to the Employee’s termination ofemployment, (C) payment of any expense reimbursements under §5 hereof forexpenses incurred in the performance of his duties prior to termination (whichshall be made by the December 31 of the second calendar year following the yearin which the Employee experiences a Separation from Service), and (D) immediatevesting of the Employee’s deferred compensation account in accordance with theDeferred Compensation Plan.  No paymentwill be made under this Section 6(e) unless the Employee experiences aSeparation from Service (as defined in subsection (iv) below).  Once payments commence under §6(e)(i)(A),there shall be no changes made to the payment schedule.

(ii) Exceptas otherwise set forth in this §6(e), the Employee shall not be entitled to anyseverance or other compensation after termination.

(vi) Anemployee experiences a “Separation from Service” if the employee dies, retires,or otherwise has a termination of employment with the Employer, within themeaning of Internal Revenue Code section 409A. A “Separation from Service” shall occur if the Employee ceases toperform significant services for the Employer (for example, if the annual levelof services and remuneration are reduced to less than twenty percent (20%) [orless than fifty percent (50%), if the Employee becomes an independentcontractor] of average prior levels, based on the last three full calendar years of employment (or the actualemployment period, if shorter).

(vii) A“Separation from Service” shall not occur if the Employee is on military leave,sick leave, or other bona fide leave of absence, if the period of such leavedoes not exceed six months, or if longer, so long as the Employee’s right toreemployment with the Employer is provided either by statute or by contract. Ifthe period of leave exceeds six months and the Employee’s right to reemploymentis not provided either by statute or by contract, a “Separation from Service”is deemed to occur on the first date immediately following such six-month period.

§7. **INVENTIONS; ASSIGNMENT**.  All rights to discoveries, inventions,improvements and innovations (including all data and records pertainingthereto) related to the Employer’s business, whether or not patentable,copyrightable, registrable as a trademark, or reduced to writing, that theEmployee may discover, invent or originate during the term of his employmenthereunder, and for a period of twelve (12) months thereafter, either alone orwith others and whether or not during working hours or by the use of thefacilities of the Employer (“Inventions”), shall be the exclusiveproperty of the Employer.  The Employeeshall promptly disclose all Inventions to the Employer, shall execute at therequest of the Employer any assignments or other documents the Employer maydeem necessary to protect or perfect its rights therein, and shall assist theEmployer, at the Employer’s expense, in obtaining, defending and enforcing theEmployer’s rights therein.  The Employeehereby appoints the Employer as his attorney-in-fact to execute onhis behalf any assignments or other documents deemed necessary by the Employerto protect or perfect its rights to any Inventions.

§8. **CONFIDENTIALINFORMATION**.  The Employee recognizes and acknowledges thatcertain proprietary and confidential information of the Employer, includingwithout limitation information regarding customers, pricing policies,

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methodsof operation, proprietary computer programs, sales, products, profits, costs,markets, key personnel, formulae, product applications, technical processes,and trade secrets (hereinafter called “ConfidentialInformation”)are valuable, special, and unique assets of the Employer and itsaffiliates.  The Employee shall not,during or after his term of employment, disclose any or any part of theConfidential Information to any person, firm, corporation, association, or anyother entity for any reason or purpose whatsoever, directly or indirectly,except as may be required pursuant to his employment hereunder and except asrequired by law, unless and until such Confidential Information becomespublicly available other than as a consequence of the breach by the Employee ofhis confidentiality obligations hereunder. In the event of the termination of his employment, whether voluntary orinvoluntary and whether by the Employer or the Employee, the Employee shalldeliver to the Employer all documents and data pertaining to the ConfidentialInformation and shall not take with him any documents or data of any kind orany reproductions (in whole or in part) or extracts of any items relating tothe Confidential Information.

§9. **NON-COMPETITION**.  In consideration of the Employer’sobligations hereunder, during the term of the Employee’s employment hereunderand during the Designated Period (as defined herein), the Employee will not (i)anywhere within North America, engage, directly or indirectly, alone or as ashareholder (other than as a holder of stock of the Employer (or any of itsaffiliates) or as a holder of less than five percent (5%) of the common stockof any publicly traded corporation), partner, officer, director, employee orconsultant of any other business organization that (A) is engaged or becomesengaged in the business of providing publishing and printing services forperiodicals, magazines, books, journals or catalogs or (B) is engaged in anyother business activity that the Employer is conducting at the time of theEmployee’s termination or any activity related thereto of which the Employeehad knowledge that the Employer proposes to conduct (the “DesignatedIndustry”),(ii) divert to any competitor of the Employer any customer of the Employer, or(iii) solicit or encourage any officer, employee or consultant of the Employerto leave its employ for employment by or with any competitor of theEmployer.  The term “DesignatedPeriod”shall mean a period following the termination of the Employee’s employmenthereunder equal to the longer of (a) twelve (12) months and (b) the SeverancePeriod.  If at any time the provisions ofthis §9 shall be determined to be invalid or unenforceable, by reason of beingvague or unreasonable as to area, duration or scope of activity, this §9 shallbe considered divisible and shall become and be immediately amended to onlysuch area, duration and scope of activity as shall be determined to bereasonable and enforceable by the court or other body having jurisdiction overthe matter; and the Employee agrees that this §9 as so amended shall be validand binding as though any invalid or unenforceable provision had not beenincluded herein.

§10. **GENERAL**.

(a) **Notices**.  All notices and other communicationshereunder shall be in writing or by written telecommunication, and shall bedeemed to have been duly given if delivered personally or if mailed bycertified mail, return receipt requested, postage prepaid or sent by writtentelecommunication or telecopy, to the relevant address set forth below, or tosuch other address as the recipient of such notice or communication shall havespecified to the other party hereto in accordance with this §10(a):

Ifto the Employer, to:

c/oThe Sheridan Group, Inc.11311 McCormick Road, Ste. 260Hunt Valley, Maryland  21031-1437Attention:  President

With a copy to:

CarmenRomanoDechert LLPCira Centre Building2929 Arch StreetPhiladelphia, PA  19104-2808

If to the Employee, to:

JohnA. Saxton12313 Cleghorn RoadHunt Valley, Maryland 21030

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(b) **Equitable Remedies**.  Each of the parties hereto acknowledges andagrees that upon any breach by the Employee of her obligations under §§7, 8 and9 hereof, the Employer will have no adequate remedy at law, and accordinglywill be entitled to specific performance and other appropriate injunctive andequitable relief.

(c) **Severability**.  If any provision of this Agreement is orbecomes invalid, illegal or unenforceable in any respect under any law, thevalidity, legality and enforceability of the remaining provisions hereof shallnot in any way be affected or impaired.

(d) **Waivers**.  No delay or omission by either party heretoin exercising any right, power or privilege hereunder shall impair such right,power or privilege, nor shall any single or partial exercise of any such right,power or privilege preclude any further exercise thereof or the exercise of anyother right, power or privilege.

(e) **Counterparts**.  This Agreement may be executed in multiplecounterparts, each of which shall be deemed an original, but all of whichtogether shall constitute one and the same instrument.

(f) **Assigns**.  This Agreement shall be binding upon andinure to the benefit of the heirs and successors of each of the parties hereto.

(g) **Arbitration of Disputes.**  Any controversy or claim arising out of orrelating to this Agreement or the breach thereof shall, to the extent permittedby law, be settled by arbitration in any forum and form agreed upon by theparties, or in the absence of such an agreement, under the auspices of theAmerican Arbitration Association (“AAA”) in Baltimore, Maryland in accordancewith the Employment Dispute Resolution Rules of the AAA, including, but notlimited to, the rules and procedures applicable to the selection ofarbitrators.  Notwithstanding theforegoing, this §10(g) shall not preclude either party from pursuing a courtaction for the sole purpose of obtaining a temporary restraining order or apreliminary injunction in circumstances in which such relief is appropriate,provided that any other relief shall be pursued through an arbitrationproceeding pursuant to this §10(g).  Theprevailing party shall be entitled to collect reasonable fees and expensesincurred by the prevailing party in connection with such arbitration orlitigation from the other party to such arbitration or litigation.

(h) **EntireAgreement**.  This Agreement contains the entireunderstanding of the parties, supersedes all prior agreements andunderstandings relating to the subject matter hereof and shall not be amendedexcept by a written instrument hereafter signed by each of the parties hereto.

(i) **GoverningLaw**.  This Agreement and the performance hereofshall be construed and governed in accordance with the laws of the State ofMaryland.

**IN WITNESS WHEREOF**,and intending to be legally bound hereby, the parties hereto have caused thisAgreement to be duly executed as of the date and year first above written
| ** ** |   | **THE SHERIDAN GROUP, INC.** |
|------------|--------|------------------------------|
|       |   |                         |
|       |   |                         |
|       |   | By:                          |  /s/ Robert  M. Jakobe |   |
|       |   |                         |  Title:  Robert M. Jakobe |   |
|       |   |                         | Chief Financial  Officer |   |
|       |   |                         |   |   |
|       |   |                         |   |   |
|       |   |                         |  /s/ John A. Saxton |   |
|       |   |                         | John A. Saxton |

 

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