EXHIBIT 10.52  CONFIDENTIAL TREATMENT
REQUESTED  The portions of this document
marked "XXXX" have been omitted and filed separately with the
Securities and Exchange Commission pursuant to a request for confidential
treatment.  November 6, 2004  Mr. Herbert Moloney Vertis, Inc. 250 West Pratt Street, 180
Floor Baltimore, Maryland 21201  Dear Herb:  As you
know, the next few monthsare expected to be a very challengingtime for the Company, and
the Board will be relying heavily upon you to help ensurethat the Company
continues to move forward during this time. Itis the
goal of each of us that our customers, employees, business partners and other
Company constituencies continue to regard Vertis as the premier provider of
targeted advertising, media, and marketing services.  In
recognition of your efforts and responsibilities under your November 6, 2004
Amendment to your Employment Agreement, the Board has determined that you will
be eligible for a special bonus of up to $200,000. The actual amount of the bonus
will be determined by the Board based upon your efforts and performance during
the next few months in meeting the criteria set forth below, and any special
bonuswill be determined and paid (less required withholding)
within areasonable time during 2005
as the Board determines. The Board will use the following in determining the
amount of the bonus:  (1) whether you
have obtained signed agreements or amendments on existing customer agreements
or amendments awaiting signature and provided assistance on customer accounts
that are in the initial stages of renewal as more specifically described on the
following list of customer accounts:  Waiting
for signed agreement or amendment:  XXXX XXXX XXXX XXXX XXXX XXXX XXXX XXXX  Provide
Assistance for Initial Stages of Renewal: XXXX XXXX;  (2) whether you have submitted a written plan within
ten (10) days of your signing of this letter that details the transition for
Joe Scott and sufficiently followed up on that plan with Don Roland or his
designee on at least a weekly basis regarding progress on the transition plan;
(3) whether you have fully cooperated in assisting with the new senior
management team  transition by setting up
meetings to include members of the team, you and key customers and separately
key internal personnel for the purpose of introducing the team to pertinent
customer contacts.  Any special bonus
paid to you


will not be considered as salary or bonus for purposes
of the Companys other benefit and compensation plans or for purposes of your
employment agreement with the Company (which, of course, will remain in place
and is not affected by this special bonus arrangement). In particular, such
bonus shall not count in any change in control or other severance calculations.
This special bonus opportunity is also distinct from your annual bonus
opportunity under the Executive Incentive Plan, which is also unaffected by
this special bonus opportunity.  Herb,
the Board has every confidence in your ability to help theCompany through the
challenging times ahead. We look forward to working with you inmeeting and conquering
these challenges. Please indicate your understanding and acceptance of these
terms by executing the letter in the space indicated below and returning the
executed letter to John V. Howard, Jr. by 6:00 p.m. on November 6th. As always,
if you have any questions, please do not hesitate to contact me at
410.361.8350.   Sincerely,   /S/
  Donald E. RolandDonald
  E. RolandChairman   I have read and
understood the letter and agree to its terms.   /S/
  Herbert MoloneyHerbert
  MoloneyDate: