<PAGE>


                               EMPIRE PRESS, INC.

                             ARTICLES OF AMENDMENT


          (1)  The name of this corporation is Empire Press, Inc.



          (2)  The following amendment to the Articles of Incorporation has been
     adopted by the written action of the sole shareholder of the Corporation on
     January 7, 1994: adopted by January.

               RESOLVED, that Article I has been amended to read in its
               entirety:

                                  "ARTICLE I"

               The name of this corporation is Cowles History Group, Inc."




                                             EMPIRE PRESS INC.


                                             By:  /s/ JAMES J. VIERA
                                                  --------------------
                                                  James J. Viera


                                             Its:   Vice President
                                                  --------------------


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                               EMPIRE PRESS, INC.


     The  undersigned,  pursuant  to  Chapter  9 of Title  13.1 of the  Code of
Virginia, states as follows:

                                    ARTICLE I

     The name of this Corporation is Empire Press. Inc.

                                   ARTICLE II

     This Corporation is authorized to issue an aggregate total of 1,000 shares,
all of which shall be designated Common Stock, having a par value of $.0l per
share.

                                   ARTICLE III

     This  Corporation's  initial registered office address is 5511 Staples Mill
Road,  Richmond,  VA 23228 and the registered office is located in the County of
Henrico.

                                   ARTICLE IV

     The name of this  Corporation's  initial  registered agent,  whose business
office is identical with the above registered office, is Edward R. Parker.

     The initial registered agent is an individual who is a resident of Virginia
and a member of the Virginia State Bar.

                                    ARTICLE V

     The name and address of the incorporator of this Corporation is as follows:

                            Carmen M. Evers
                            2200 Norwest Center
                            90 South Seventh Street
                            Minneapolis, Minnesota 55402


                                   ARTICLE VI

     No shareholder of this Corporation shall have any cumulative voting rights.

                                   ARTICLE VII

     No shareholder of this Corporation shall have any preemptive rights to
subscribe for, purchase or acquire any shares of this Corporation of any class,
whether unissued or now or hereafter authorized, or any obligations or other
securities convertible into or exchangeable for any such shares.


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     The names of the first directors of this Corporation are:

                            David C. Cox
                            Christopher M. Little
                            James A. Alcott

                                   ARTICLE IX

     Any action  required or  permitted to be taken at a meeting of the Board of
Directors of this  Corporation not needing  approval by the  shareholders  under
Virginia  Stock  Corporation  Act, may be taken by written  action signed by the
number of  directors  that would be required to take such action at a meeting of
the Board of Directors at which all directors are present.

                                    ARTICLE X

     No  director  of  this  Corporation  shall  be  personally  liable  to this
Corporation  or its  shareholders  for monetary  damages for breach of fiduciary
duty by such director as a director;  provided, however, that this Article shall
not  eliminate or limit the  liability  of a director to the extent  provided by
applicable  law (i) for any  breach of the  director's  duty of  loyalty to this
Corporation or its shareholders, (ii) for acts or omissions not in good faith or
which involve intentional  misconduct or a knowing violation of law, (iii) under
Title  13.1-section  697 of the Code of Virginia,  (iv) for any transaction from
which the director  derived an improper  personal  benefit or (v) for any act or
omission occurring prior to the effective date of this Article.  No amendment to
or repeal of this Article  shall apply to or have any effect on the liability or
alleged liability of any director of this Corporation for or with respect to any
acts or omissions of such director occurring prior to such amendment or repeal.


     IN  WITNESS  WHEREOF,  I  have  hereunto  set  my  hand  this  5th  day  of
December, 1991

                                             /s/ CARMEN R. EVERS
                                             --------------------
                                             Carmen R. Evers
                                             Incorporator


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