EXHIBIT 10.2(2)(C)
 2008 A. H. BELO INCENTIVE COMPENSATION PLAN
EVIDENCE OF GRANT
    1. Stock Options
 Number of shares:
    
    ##,### shares of A. H. Belo Corporation Series B Common StockOption exercise price:
    
    $X.XX per shareVesting and exercise date:
    
    ##,### shares on and after Month/Day/Year (one year from
grant date)##,### shares on and after Month/Day/Year (2 years from
grant date)##,### shares on and after Month/Day/Year (3 years from
grant date)Expiration date:
    
    The options will expire on, and may not be exercised after,
Month/Day/Year (ten years from grant date)
  2. Time-Based Restricted Stock Units (RSUs)
 Number of RSUs:
    
    ##,###Vesting:
    
    ##,### shares (40% of total grant)on Month/Day/Year (one
year from grant date)##,### shares (30% of total grant)on Month/Day/Year (2
years from grant date)##,### shares (30% of total grant)on Month/Day/Year (3
years from grant date)




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Payment date:
    
    40% within 10 business days following the vesting date
for year . (one year from grant date)30% within 10 business days following the vesting date
for year . (2 years from grant date)30% within 10 business days following the vesting date
for year . (3 years from grant date)Form of payment:
    
    60% in shares of A. H. Belo Corporation Series A Common
Stock; 40% in cash




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3. Performance-Related RSUs
 Number of RSUs to
    
    Target level of performance:be earned:
    
    Minimum level of performance:Below minimum level of performance: None 

Maximum level of performance:Performance Period:
    
    January 1, [fiscal year following grant date]
through December 31, [fiscal year following grant
date]Performance measures:
    
    The same performance measures that are used for
determining the amount of your [year of grant +1]
bonusVesting:
    
    Earned RSUs vest as follows:33.3% on the annual earnings release date for the
year ending December 31, [one year following grant
date]33.3% on the annual earnings release date for the
year ending December 31, [two years following grant
date]33.3% on the annual earnings release date for the
year ending December 31, [three years following
grant date]Payment dates:
    
    Within 10 business days after A. H. Belos annual
earnings release for [year of grant +1], [year of
grant +2] and [year of grant +3], respectivelyForm of payment:
    
    60% in shares of A. H. Belo Corporation Series A
Common Stock; 40% cash
  4. Change in Control




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Time-Based
    
    Performance-RelatedTermination Reason
    
    Stock Options
    
    RSUs
    
    RSUsVoluntary resignation
    
    All options,
unvested and
vested, are
forfeited
immediately
    
    Unvested RSUs are
forfeited
immediately
    
    Unvested RSUs are
forfeited
immediatelyDischarge for cause 1
    
    All options,
unvested and
vested, are
forfeited
immediately
    
    Unvested RSUs are
forfeited
immediately
    
    Unvested RSUs are
forfeited
immediatelyRetirement 2, Death
or Long-Term Disability
    
    Vesting is
accelerated and
options remain
exercisable for
original term of
the option.
    
    RSUs fully vest and
are paid as soon as
practicable.
    
    RSUs still subject
to performance
goals (within one
year of grant) are
forfeited
immediately. RSUs
earned after the
one-year
performance period
become fully vested
and are paid as
soon as
practicable.
 
 1
    
    Cause is determined by the Compensation Committee.2
    
    Retirement is defined as at least age 55 with 3 or more years of service.




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Termination Reason:Discharge without
    
    
    
    
    
    Performance-Relatedcause
    
    Stock Options
    
    Time-Based RSUs
    
    RSUsExecutive officers,
general managers
and head of
operating unit
    
    Unvested options
are forfeited
immediately.
Vested options
remain exercisable
for one year from
date of
termination.
    
    Unvested RSUs are
forfeited
immediately
    
    Unvested RSUs are
forfeited
immediatelyParticipants with
10 or more years of
service
    
    Unvested options
are forfeited
immediately.
Vested options
remain exercisable
for one year from
date of
termination.
    
    Unvested RSUs are
forfeited
immediately
    
    Unvested RSUs are
forfeited
immediatelyParticipants with
more than 5 but
less than 10 years
of service
    
    Unvested options
are forfeited
immediately.
Vested options
remain exercisable
for six months from
date of
termination.
    
    Unvested RSUs are
forfeited
immediately
    
    Unvested RSUs are
forfeited
immediatelyParticipants with 5
or fewer years of
service
    
    Unvested options
are forfeited
immediately.
Vested options
remain exercisable
for three months
from date of
termination.
    
    Unvested RSUs are
forfeited
immediately
    
    Unvested RSUs are
forfeited
immediately