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                                                                 EXHIBIT 4.16(d)


                                 THIRD AMENDMENT
                                     TO THE
                                BELO SAVINGS PLAN
                (AS AMENDED AND RESTATED EFFECTIVE JULY 1, 2000)


         Belo Corp., a Delaware corporation, pursuant to authorization by the
Board of Directors, adopts the following amendments to the Belo Savings Plan
(the "Plan"), effective as of May 7, 2002, except as otherwise indicated.

         1. Section 1.7 of the Plan is amended in its entirety to read as
follows:

                  1.7 "Company Stock" means Series A Common Stock and Series B
         Common Stock.

         2. Article 1 of the Plan ("Definitions") is amended by the addition of
the following defined terms:

                  "Belo Stock Fund" means the investment fund established under
         Section 3.6, the assets of which consist of shares of Company Stock.

                  "Pension Investment Committee" means the Belo Pension
         Investment Committee.

                  "Series A Common Stock" means the Series A Common Stock, par
         value $1.67 per share, of the Company.

                  "Series B Common Stock" means the Series B Common Stock, par
         value $1.67 per share, of the Company.

         3. Subsection (a) of Section 3.1 of the Plan ("Participant Deferral
Contributions") is amended in its entirety to read as follows:

                  (a) Amount of Deferral Contributions. Effective with the first
         payroll period beginning on or after July 1, 2002, a Participant may
         elect, in accordance with procedures established by the Committee from
         time to time, to have Deferral Contributions made to the Plan by the
         Participating Employers for any payroll period in an amount up to 100%
         of the Participant's Compensation for the payroll period.
         Notwithstanding the foregoing, the Committee may reduce the amount of
         Deferral Contributions elected by a Participant in order to permit a
         Participating Employer to withhold from the Participant's Compensation
         (i) all taxes and other amounts the Participating Employer is required
         to withhold under applicable law and (ii) any other amounts the
         Participant has elected to be withheld from his Compensation for any
         purpose, including without limitation, amounts to be withheld as
         contributions to Company-sponsored welfare benefit plans.



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         4. Section 3.1 of the Plan ("Participant Deferral Contributions") is
amended by the addition of the following new subsection:

                  (d) Catch-Up Deferral Contributions. Effective as soon as the
         Committee determines it is administratively feasible to implement the
         provisions of this subsection, a Participant who has attained age 50
         before the close of a Plan Year will be eligible to make catch-up
         Deferral Contributions in accordance with, and subject to the
         limitations of, Code section 414(v). Such catch-up Deferral
         Contributions will not be taken into account for purposes of the
         provisions of the Plan implementing the required limitations of Code
         sections 402(g) and 415. The Plan will not be treated as failing to
         satisfy the provisions of the Plan implementing the requirements of
         Code sections 401(k)(3), 401(k)(11), 401(k)(12), 410(b), or 416 of the
         Code, as applicable, solely because of such catch-up Deferral
         Contributions.

         5. The first sentence of Section 3.2(a) of the Plan ("75% Matching
Contribution") is amended in its entirety to read as follows:

         The Participating Employers will pay to the Trustee as a matching
         contribution for each payroll period an amount equal to 75% of each
         eligible Participant's Deferral Contributions (other than catch-up
         Deferral Contributions described in Section 3.1(d)) made on and after
         July 1, 2000, but only to the extent that the Participant's Deferral
         Contributions do not exceed 6% of the Participant's Compensation for
         the payroll period.

         6. Subsection (b) of Section 3.2 of the Plan ("Participating Employer
Matching Contributions") is amended in its entirety to read as follows:

                  (b) 55% Matching Contribution. With respect to each
         Participant other than a Participant described in Section 3.2(a), the
         Participating Employers will pay to the Trustee as a matching
         contribution for each payroll period an amount equal to 55% of the
         Participant's Deferral Contributions (other than catch-up Deferral
         Contributions described in Section 3.1(d)) but only to the extent that
         the Participant's Deferral Contributions do not exceed 6% of the
         Participant's Compensation for the payroll period.

         7. Subsection (d) of Section 3.2 of the Plan ("Participating Employer
Matching Contributions") is amended in its entirety to read as follows:

                  (d) Contributions in Cash or in Company Stock. Participating
         Employer matching contributions may be made in cash or in shares of
         Series A Common Stock or in both cash and shares of Series A Common
         Stock, subject, however, to the right of a Participant or Beneficiary
         pursuant to Section 3.6(b) to redirect the investment of matching
         contributions made in Series A Common Stock into any other investment
         fund established under the Plan.



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         8. Section 3.6 of the Plan is amended in its entirety to read as
follows:

                  3.6 Investment of Contributions.

                           (a) Investment Funds. The investment funds
         established under the Plan for the investment of Plan assets will be
         (i) the Belo Stock Fund and (ii) such other funds as may be established
         by the Trustee under the Trust Agreement at the direction of the
         Pension Investment Committee. The Belo Stock Fund will be maintained by
         the Trustee notwithstanding any other applicable fiduciary standard
         relating to (i) the diversification of Trust Fund assets, (ii) the
         speculative character of Trust Fund investments, (iii) the lack or
         inadequacy of income provided by Trust Fund assets, or (iv) the
         fluctuation in the fair market value of Trust Fund assets.
         Notwithstanding any provision in the Plan to the contrary, neither the
         Administrative Committee nor the Pension Investment Committee will have
         any authority, responsibility, discretion or control over, or with
         respect to, the Belo Stock Fund.

                           (b) Participant Investment Directions. The Plan is
         designed to satisfy the requirements of ERISA section 404(c) and the
         regulations under that section. All amounts allocated to each
         Participant's Account will be invested by the Trustee at the direction
         of the Participant or, where applicable, the Participant's Beneficiary,
         in one or more of the investment funds described in Section 3.6(a). The
         Committee from time to time will establish rules and procedures
         regarding Participant and Beneficiary investment directions, including
         without limitation rules and procedures with respect to the manner in
         which such directions may be furnished, the frequency with which such
         directions may be changed during the Plan Year, the minimum portion of
         a Participant's or Beneficiary's Account that may be invested in any
         one investment fund and the frequency with which transactions in any
         investment fund may be executed (daily, weekly or at some other
         interval). In addition, the Pension Investment Committee will designate
         a default investment option for the Account of a Participant or
         Beneficiary who fails to provide explicit investment directions and
         will advise Participants and Beneficiaries that their failure to
         provide explicit investment directions will operate as an implicit
         direction to the Trustee to invest their Accounts in such default
         investment option.

                           (c) Belo Stock Fund. As of May 7, 2002, the Belo
         Stock Fund consists of shares of Series A Common Stock and Series B
         Common Stock. The Series A Common Stock is listed on the New York Stock
         Exchange and may be sold at any time. The Series B Common Stock is not
         listed for trading on any exchange and may be sold only after the
         Series B Common Stock has been converted on a share for share basis
         into Series A Common Stock. Participants and Beneficiaries will have
         the right at any time to direct the Trustee, in accordance with rules
         and procedures established by the Committee from time to time, to
         convert shares of Series B Common Stock allocated to their Accounts
         into shares of Series A Common Stock. After May 7, 2002, only shares of
         Series A Common Stock will be acquired by the Plan.

                           (d) Investment of Dividends on Company Stock.
         Effective with the dividend payable on September 6, 2002, dividends
         paid on Company Stock allocated to a Participant's or Beneficiary's
         Account will be invested proportionately in the investment



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         funds selected by the Participant or Beneficiary in his most recent
         investment direction to the Trustee.

                           (e) Suspension of Investment Directions. The
         Committee may temporarily suspend Participant investment directions in
         connection with any event or transaction in which the Committee
         determines such suspension is necessary or appropriate, including
         without limitation a merger of the Plan with another plan, a transfer
         of assets from the Plan to another plan or from another plan to the
         Plan, a change in administrative services provided to the Plan or a
         change in the investment options to be offered to Participants. Such
         temporary suspension will apply to those Participants designated by the
         Committee for such periods of time as the Committee determines in its
         discretion. The Committee will give Participants affected by any
         suspension in investment directions such advance notice of the
         suspension as the Committee determines to be reasonable under the
         circumstances.

         9. The last sentence of Section 3.7 of the Plan ("Rollover and Transfer
Contributions") is amended in its entirety to read as follows:

         Any amounts contributed to the Plan pursuant to this Section will be
         allocated to the Participant's Rollover Account.

         10. Subsection (b) of Section 4.2 of the Plan ("Allocation of
Contributions") is amended in its entirety to read as follows:

                           (b) Matching Contributions. Each Participating
         Employer matching contribution made with respect to a payroll period on
         behalf of Participants who are eligible to receive a matching
         contribution under Section 3.2(a) or Section 3.2(b) will be allocated
         by the Committee to each such Participant's Matching Contribution
         Account.

         11. Subsection (b) of Section 4.4 of the Plan ("Allocation of Trust
Fund Income and Loss") is amended in its entirety to read as follows:

                           (b) Method of Allocation. The share of net income or
         net loss of the Trust Fund to be credited to, or deducted from, each
         Account will be the allocable portion of the net income or net loss of
         the investment fund in which such Account, or any subaccount of such
         Account, is invested as of each Valuation Date, as determined by the
         Committee in a uniform and nondiscriminatory manner.

         12. Article 8 of the Plan is amended in its entirety to read as
follows:

                                    ARTICLE 8

                       PROVISIONS REGARDING COMPANY STOCK

                  8.1 Participant Voting Instructions. Before each annual or
         special meeting of shareholders of the Company that occurs after May 8,
         2002, the Committee will cause to



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         be sent to each Participant and Beneficiary who has Company Stock
         allocated to his Account on the record date of such meeting a copy of
         the proxy solicitation material for the meeting, together with a form
         requesting confidential instructions to the Trustee on how to vote the
         shares of Company Stock allocated to his Account. Upon receipt of such
         instructions, the Trustee will vote the shares allocated to such
         Participant's or Beneficiary's Account as instructed by the Participant
         or Beneficiary. The Trustee will vote shares of Company Stock for which
         it does not receive timely instructions from Participants or
         Beneficiaries proportionately in the same manner as it votes shares of
         Company Stock for which it receives timely instructions from
         Participants and Beneficiaries.

                  8.2 Tender Offer for Company Stock. In the event of a tender
         offer for shares of Company Stock subject to Section 14(d)(1) of the
         Securities Exchange Act of 1934 or subject to Rule 13e-4 promulgated
         under that Act (as those provisions may from time to time be amended or
         replaced by successor provisions of federal securities laws), the
         Committee will advise each Participant and Beneficiary who has shares
         of Company Stock allocated to his Account in writing of the terms of
         the tender offer as soon as practicable after its commencement and will
         furnish each Participant and Beneficiary with a form by which he may
         instruct the Trustee confidentially to tender shares allocated to his
         Account. The Trustee will tender those shares it has been properly
         instructed to tender, and will not tender those shares which it has
         been properly instructed not to tender or for which it has not received
         timely instructions from the Participant or Beneficiary. The number of
         shares to which a Participant's or Beneficiary's instructions apply
         will be the total number of shares allocated to his Account as of the
         latest date for which the Committee has records. The Committee will
         advise the Trustee of the commencement date of any tender offer and,
         until receipt of that advice, the Trustee will not be obligated to take
         any action under this Section. Funds received in exchange for tendered
         stock will be credited to the Account of the Participant or Beneficiary
         whose stock was tendered and will be invested proportionately in the
         investment funds selected by the Participant or Beneficiary in his most
         recent investment direction to the Trustee.

                  8.3 Confidentiality. The Committee will be responsible for
         establishing procedures designed to maintain the confidentiality of
         Participant and Beneficiary information relating to the purchase,
         holding and sale of Company Stock and the exercise of voting, tender
         and similar rights with respect to Company Stock, except to the extent
         such information is necessary to comply with federal laws or state laws
         that are not preempted by ERISA.

         13. Subsection (a) of Section 10.6 of the Plan ("Limitation on Deferral
Contributions") is amended in its entirety, effective for Plan Years beginning
after December 31, 1996, to read as follows:

                           (a) Average Deferral Percentage Test. Notwithstanding
         any other provision of the Plan, the Average Deferral Percentage for a
         Plan Year for Participants who are Highly Compensated Employees will
         not exceed the greater of: (i) the Average Deferral Percentage of
         Participants who are Nonhighly Compensated Employees



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         multiplied by 1.25; or (ii) the lesser of (A) the Average Deferral
         Percentage of Participants who are Nonhighly Compensated Employees plus
         two percentage points or (B) the Average Deferral Percentage of
         Participants who are Nonhighly Compensated Employees multiplied by 2.0.
         For Plan Years beginning on or after January 1, 1997, this provision
         will constitute an election to use the "current year" Average Deferral
         Percentage testing method.

         14. Subsection (a) of Section 10.7 of the Plan ("Limitation on Matching
Contributions") is amended in its entirety, effective for Play Years beginning
after December 31, 1996, to read as follows:

                           (a) Average Contribution Percentage Test.
         Notwithstanding any other provision of the Plan, the Average
         Contribution Percentage for a Plan Year for Participants who are Highly
         Compensated Employees will not exceed the greater of: (i) the Average
         Contribution Percentage for Participants who are Nonhighly Compensated
         Employees multiplied by 1.25; or (ii) the lesser of (A) the Average
         Contribution Percentage for Participants who are Nonhighly Compensated
         Employees plus two percentage points or (B) the Average Contribution
         Percentage for Participants who are Nonhighly Compensated Employees
         multiplied by 2.0. For Plan Years beginning on or after January 1,
         1997, this provision will constitute an election to use the "current
         year" Average Contribution Percentage testing method.

         15. Appendix A to the Plan is amended in its entirety to read as
follows:

                                   APPENDIX A

                    PARTICIPATING EMPLOYERS AS OF MAY 7, 2002

                                   Belo Corp.
                            Belo Capital Bureau, Inc.
                             Belo Interactive, Inc.
                               Belo Kentucky, Inc.
                         Belo Management Services, Inc.
                          The Dallas Morning News, L.P.
                            Denton Publishing Company
                           DFW Printing Company, Inc.
                                  KASW-TV, Inc.
                                  KENS-TV, Inc.
                                  KHOU-TV, L.P.
                            King Broadcasting Company


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                              King News Corporation
                                  KMOV-TV, Inc.
                                  KMSB-TV, Inc.
                                  KONG-TV, Inc.
                                   KTVK, Inc.
                              KVUE Television, Inc.
                            Press Enterprise Company
                         The Providence Journal Company
                    Rhode Island Monthly Communications, Inc.
                             Texas Cable News, Inc.
                                  WCNC-TV, Inc.
                                  WFAA-TV, L.P.
                              WVEC Television, Inc.
                                  WWL-TV, Inc.


         Executed at Dallas, Texas, this 7th day of May, 2002.

                                        BELO CORP.


                                        By  /s/ MARIAN SPITZBERG
                                           -------------------------------------
                                                Marian Spitzberg
                                                Senior Vice President, Human
                                                Resources


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