##### Table of Contents



FORM 10-K/A  (Amendment No. 1)
 
      MEDIANEWS GROUP, INC.
  Delaware
    
    76-0425553(State or other jurisdiction of incorporation or 
organization)
    
    (I.R.S. Employer Identification Number)101 W. Colfax, Denver, Colorado
(Address of principal executive offices)
    
    80202
(Zip Code)
  NONE
 NONE
 X
 X
 X X*
 X
  Large accelerated filer ___
    
    Accelerated filer ___
    
    Non-accelerated filer   X
(Do not check if a smaller reporting company)
    
    Smaller Reporting Company ___
 X
    Documents Incorporated By Reference: None




---



TABLE OF CONTENTS  Item 15. and Exhibits Financial Statement SchedulesSIGNATURESEXHIBIT INDEXCertification Pursuant to Section 302Certification Pursuant to Section 302Certification Pursuant to Section 302Certification Pursuant to 18 U.S.C. Section 1350Certification Pursuant to 18 U.S.C. Section 1350    Table of Contents  EXPLANATORY NOTE
 Rocky Mountain News The Denver Post Rocky Mountain News, The Denver Post Rocky Mountain News .
 
 Item 15. and Exhibits Financial Statement
Schedules
 (a)
    
    The following financial statements and exhibits are filed as part of this
report
 1.
    
    Denver Newspaper Agency LLP Financial StatementsReport of Independent Auditors (Ernst & Young LLP)Consolidated Balance Sheets as of December 31, 2007 and 2006Consolidated Statements of Income for the years ended December 31, 2007, 2006

and
2005Consolidated Statements of Changes in Partners Equity for the years ended
December 31, 2007, 2006 and 2005Consolidated Statements of Cash Flows for the years ended December 31, 2007,

2006 and 2005Notes to Consolidated Financial Statements3.
    
    Exhibits
  2




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##### Table of Contents



Consolidated Financial Statements
 
 3




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 CONSOLIDATED FINANCIAL STATEMENTS
 DECEMBER 31, 2007
 Contents
 Report of Independent Auditors
    
    
    5Consolidated Financial StatementsConsolidated Balance Sheets
for the Years Ended December 31, 2007 and 2006
    
    
    6Consolidated Statements of Income
for the Years Ended December 31, 2007, 2006 and 2005
    
    
    7Consolidated Statements of Changes in Partners Equity
for the Years Ended December 31, 2007, 2006 and 2005
    
    
    8Consolidated Statements of Cash Flows
for the Years Ended December 31, 2007, 2006 and 2005
    
    
    9Notes to Consolidated Financial Statements
for the Years Ended December 31, 2007, 2006 and 2005
    
    
    10
  4




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##### Table of Contents



REPORT OF INDEPENDENT AUDITORS
 
    Employers
Accounting for Defined Benefit Pension and Other Postretirement Plans  an Amendment of FASB
Statements No. 87, 88, 106 and 132(R)
 /s/ ERNST & YOUNG LLPErnst & Young LLP
 
 5




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 CONSOLIDATED BALANCE SHEETS
 December 312007
    
    
    2006(In Thousands)AssetsCurrent assets:Cash
    
    $
    70
    
    
    $
    Trade accounts receivable, net of allowance for
doubtful accounts of $1,539 and $1,529 as
of December 31, 2007 and 2006, respectively
    
    
    47,552
    
    
    
    51,783Due from partners
    
    
    2,474
    
    
    
    2,575Other receivables
    
    
    1,173
    
    
    
    2,774Inventories
    
    
    6,243
    
    
    
    10,827Prepaid expenses
    
    
    4,826
    
    
    
    3,598Total current assets
    
    
    62,338
    
    
    
    71,557Property and equipment, net
    
    
    191,058
    
    
    
    154,396Prepaid pension costs
    
    
    9,449
    
    
    
    7,292Other assets
    
    
    2,672
    
    
    
    4,580$
    265,517
    
    
    $
    237,825Liabilities and partners equityCurrent liabilities:Trade accounts payable
    
    $
    424
    
    
    $
    1,676Trade accounts payable  related party
    
    
    3,974
    
    
    
    6,368Accrued compensation
    
    
    6,032
    
    
    
    7,343Deferred revenue
    
    
    15,172
    
    
    
    15,424Accrued expenses
    
    
    27,621
    
    
    
    17,954Overnight and other short-term borrowings
    
    
    421
    
    
    
    4,230Current portion of capital lease obligations
    
    
    1,251
    
    
    
    1,097Total current liabilities
    
    
    54,895
    
    
    
    54,092Capital lease obligations
    
    
    3,192
    
    
    
    3,871Long-term debt
    
    
    130,500
    
    
    
    75,500Accrued pension and other postretirement benefits
    
    
    12,636
    
    
    
    13,536Other liabilities
    
    
    4,270
    
    
    
    2,677Partners equity
    
    
    60,024
    
    
    
    88,149$
    265,517
    
    
    $
    237,825
  6




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 CONSOLIDATED STATEMENTS OF INCOME
 Years Ended December 312007
    
    
    2006
    
    
    2005(In Thousands)Operating revenue, net:Advertising
    
    $
    291,838
    
    
    $
    339,450
    
    
    $
    365,266Circulation
    
    
    48,970
    
    
    
    48,483
    
    
    
    47,645Other
    
    
    22,310
    
    
    
    21,055
    
    
    
    18,825Total operating revenue
    
    
    363,118
    
    
    
    408,988
    
    
    
    431,736Operating expenses:Payroll and benefits
    
    
    114,963
    
    
    
    131,541
    
    
    
    128,316Newsprint and ink
    
    
    55,071
    
    
    
    78,797
    
    
    
    81,117Marketing, general, and administrative
    
    
    125,414
    
    
    
    131,413
    
    
    
    131,897Depreciation and amortization
    
    
    35,716
    
    
    
    45,675
    
    
    
    43,094Total operating expenses
    
    
    331,164
    
    
    
    387,426
    
    
    
    384,424Operating income
    
    
    31,954
    
    
    
    21,562
    
    
    
    47,312Other expense, net
    
    
    (4,558
    )
    
    
    (3,013
    )
    
    
    (115
    )Net income
    
    $
    27,396
    
    
    $
    18,549
    
    
    $
    47,197
  7




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS EQUITY
 Years Ended December 312007
    
    
    2006
    
    
    2005(In Thousands)Balance, beginning of period
    
    $
    88,149
    
    
    $
    126,641
    
    
    $
    155,734Net income
    
    
    27,396
    
    
    
    18,549
    
    
    
    47,197Net change in other comprehensive income:Pension and postretirement plan
adjustment
    
    
    8,714
    
    
    
    6,625
    
    
    
    2,061Unrealized loss (gain) on interest
rate swap
decrease (increase)
    
    
    (2,240
    )
    
    
    734
    
    
    
    649Total comprehensive income
    
    
    33,870
    
    
    
    25,908
    
    
    
    49,907Pension and postretirement plan adjustment
to accumulated other comprehensive loss
related to adoption of SFAS No. 158
    
    
    (3,795
    )
    
    
    
    
    
    
    Distributions to partners
    
    
    (58,200
    )
    
    
    (64,400
    )
    
    
    (79,000
    )Balance, end of period
    
    $
    60,024
    
    
    $
    88,149
    
    
    $
    126,641
  8




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 CONSOLIDATED STATEMENTS OF CASH FLOWS
 Years Ended December 312007
    
    
    2006
    
    
    2005(In Thousands)Operating activitiesNet income
    
    $
    27,396
    
    
    $
    18,549
    
    
    $
    47,197Adjustments to reconcile net income to net cash
provided by operating activities:Depreciation and amortization
    
    
    35,716
    
    
    
    45,675
    
    
    
    43,094(Gain) loss on sale of property and equipment
    
    
    150
    
    
    
    823
    
    
    
    (15
    )Provision for bad debts
    
    
    696
    
    
    
    940
    
    
    
    823Changes in operating assets and liabilities:Trade accounts and other receivables
    
    
    3,730
    
    
    
    376
    
    
    
    (5,071
    )Inventories
    
    
    4,584
    
    
    
    3,217
    
    
    
    (4,642
    )Prepaid expenses and other assets
    
    
    (1,490
    )
    
    
    (556
    )
    
    
    (1,245
    )Trade accounts payable and accrued liabilities
    
    
    6,325
    
    
    
    6,121
    
    
    
    (2,578
    )Related party and other affiliates
    
    
    (889
    )
    
    
    (4,567
    )
    
    
    4,776Deferred revenue
    
    
    (253
    )
    
    
    (2,520
    )
    
    
    1,623Changes in other assets and liabilities
    
    
    3,640
    
    
    
    1,713
    
    
    
    2,310Net cash provided by operating activities
    
    
    79,605
    
    
    
    69,771
    
    
    
    86,272Investing activitiesPurchases of property and equipment
    
    
    (64,806
    )
    
    
    (15,585
    )
    
    
    (15,411
    )Construction in progress
    
    
    (7,864
    )
    
    
    (97,024
    )
    
    
    (32,229
    )Proceeds from payment on notes receivable
    
    
    513
    
    
    
    
    
    
    
    Proceeds from sale of property and equipment
    
    
    157
    
    
    
    89,062
    
    
    
    116Net cash used in investing activities
    
    
    (72,000
    )
    
    
    (23,547
    )
    
    
    (47,524
    )Financing activitiesProceeds from borrowings
    
    
    51,190
    
    
    
    106,450
    
    
    
    37,729Capital lease payments
    
    
    (525
    )
    
    
    (1,122
    )
    
    
    (841
    )Long-term debt repayments
    
    
    
    
    
    
    (87,152
    )
    
    
    Distributions to partners
    
    
    (58,200
    )
    
    
    (64,400
    )
    
    
    (79,000
    )Net cash used in financing activities
    
    
    (7,535
    )
    
    
    (46,224
    )
    
    
    (42,112
    )Net increase (decrease) in cash and cash equivalents
    
    
    70
    
    
    
    
    
    
    
    (3,364
    )Cash and cash equivalents at beginning of year
    
    
    
    
    
    
    
    
    
    
    3,364Cash and cash equivalents at end of year
    
    $
    70
    
    
    $
    
    
    
    $
    Supplemental disclosure of cash flow informationInterest, paid in cash
    
    $
    4,794
    
    
    $
    1,744
    
    
    $
    413Interest received, paid in cash
    
    
    (542
    )
    
    
    (306
    )
    
    
    (282
    )Equipment acquired via capital lease
    
    
    605
    
    
    
    1,116
    
    
    
    891
  9




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 DECEMBER 31, 2007
 1. Organization and Summary of Significant Accounting Policies
 Nature of Business
 The Denver Post Rocky Mountain
News The Rocky Mountain
News The Denver Post
  Use of Estimates
  Basis of Presentation
  10




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 1. Organization and Summary of Significant Accounting Policies (continued)
 Cash and Cash Equivalents
  Concentrations of Risk
   Trade Accounts Receivable
  Inventories
  11




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 1. Organization and Summary of Significant Accounting Policies (continued)
 Property and Equipment
  2007
    
    
    2006Land and improvements
    
    $
    10,907
    
    
    $
    10,960Buildings and improvements
    
    
    93,647
    
    
    
    73,050Machinery and equipment
    
    
    161,925
    
    
    
    232,285Computer software
    
    
    20,505
    
    
    
    27,629Construction in progress
    
    
    7,864
    
    
    
    70,079294,848
    
    
    
    414,003Less accumulated depreciation and amortization
    
    
    (103,790
    )
    
    
    (259,607
    )Net property and equipment
    
    $
    191,058
    
    
    $
    154,396
  Internal Use Software
 Accounting for the Costs of Computer Software Developed or Obtained for
Internal Use
 12




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 1. Organization and Summary of Significant Accounting Policies (continued)
 Workers Compensation and Other Self Insurance
  Revenue Recognition
    Income Taxes
  13




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 1. Organization and Summary of Significant Accounting Policies (continued)
 Comprehensive Income
  2007
    
    
    2006
    
    
    2005Pension and post-retirement plan
adjustment
    
    $
    3,795,000
    
    
    $
    8,714,000
    
    
    $
    15,339,000Unrealized (income) loss on interest
rate swap
    
    
    2,036,000
    
    
    
    (204,000
    )
    
    
    530,000$
    5,831,000
    
    
    $
    8,510,000
    
    
    $
    15,869,000
 Advertising
  Litigation
  Impairment of Long-Lived Assets
  14




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 1. Organization and Summary of Significant Accounting Policies (continued)
  Recently Issued Accounting Standards
 Employers Accounting
for Defined Benefit Pension and Other Postretirement Plans  an Amendment of FASB Statements No.
87, 88, 106 and 132(R)
   Fair Value Measurements,
 15




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 1. Organization and Summary of Significant Accounting Policies (continued)
  The Fair Value Option for Financial Assets and Financial Liabilities
 Disclosures about Derivative Instruments and Hedging
Activities, an amendment of FASB Statement No. 133
 2. Consolidated Printing Plant Project
 The
 16




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 2. Consolidated Printing Plant Project (continued)
 Denver Post The Rocky Mountain News
   3. Credit Facility Arrangements
    17




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 3. Credit Facility Arrangements (continued)
   Leverage Ratio
 Fixed Charge Coverage Ratio
 4. Leases
  18




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 4. Leases (continued)
 Capital Lease
    
    
    OperatingObligations
    
    
    LeasesYear ended December 31:2008
    
    $
    1,578
    
    
    $
    9,5512009
    
    
    1,528
    
    
    
    8,5882010
    
    
    761
    
    
    
    7,6102011
    
    
    434
    
    
    
    7,135Thereafter
    
    
    1,093
    
    
    
    131,0685,394
    
    
    $
    163,952Less amount representing interest
    
    
    951Total principal
    
    
    4,443Less current portion
    
    
    1,251Long-term portion
    
    $
    3,192
  5. Construction Financing Arrangement
  19




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 5. Construction Financing Arrangement (continued)
  6. Sale Leaseback Transaction
  7. Derivative Financial Instruments
   20




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 7. Derivative Financial Instruments (continued)
  8. Pension and Other Postretirement Benefits
     21




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 8. Pension and Other Postretirement Benefits (continued)
   As of December 31, 2007Before
    
    
    
    
    
    
    AfterApplication
    
    
    
    
    
    
    Applicationof SFAS
    
    
    
    
    
    
    of SFASNo. 158
    
    
    Adjustments
    
    
    No. 158(In Thousands)AssetsNoncurrent assets
    
    $
    11,063
    
    
    $
    (1,614
    )
    
    $
    9,449LiabilitiesCurrent liabilities
    
    
    
    
    
    
    (781
    )
    
    
    (781
    )Noncurrent liabilities
    
    
    (11,236
    )
    
    
    (1,400
    )
    
    
    (12,636
    )Stockholders EquityAccumulated other comprehensive loss
    
    
    
    
    
    
    (3,795
    )
    
    
    (3,795
    )
 22




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 8. Pension and Other Postretirement Benefits (continued)
  2007
    
    
    2006Other
    
    
    
    
    
    
    OtherPension
    
    
    Postretirement
    
    
    Pension
    
    
    Postretirement(In Thousands)Change in benefit obligationsBenefit obligation at beginning of year
    
    $
    129,771
    
    
    $
    14,028
    
    
    $
    128,971
    
    
    $
    13,730Service costs
    
    
    5,344
    
    
    
    461
    
    
    
    5,631
    
    
    
    568Interest costs
    
    
    7,699
    
    
    
    804
    
    
    
    6,963
    
    
    
    725Amendments
    
    
    (1,396
    )
    
    
    (5,431
    )
    
    
    
    
    
    
    Actuarial costs (gain) loss
    
    
    (8,942
    )
    
    
    274
    
    
    
    (7,303
    )
    
    
    (329
    )Benefits and expenses paid
    
    
    (5,224
    )
    
    
    (610
    )
    
    
    (4,491
    )
    
    
    (666
    )Benefit obligation at end of year
    
    $
    127,252
    
    
    $
    9,526
    
    
    $
    129,771
    
    
    $
    14,028Change in plan assetsFair value of plan assets at beginning of year
    
    $
    117,982
    
    
    $
    
    
    
    $
    109,633
    
    
    $
    Actual return on plan assets
    
    
    17,819
    
    
    
    
    
    
    
    8,694
    
    
    
    Employer contributions
    
    
    2,233
    
    
    
    610
    
    
    
    4,146
    
    
    
    666Benefits and expenses paid
    
    
    (5,224
    )
    
    
    (610
    )
    
    
    (4,491
    )
    
    
    (666
    )Fair value of plan assets at end of year
    
    $
    132,810
    
    
    $
    
    
    
    $
    117,982
    
    
    $
    Reconciliation of funded statusFunded status of the plan
    
    $
    5,558
    
    
    $
    (9,526
    )
    
    $
    (11,789
    )
    
    $
    (14,028
    )Unrecognized net loss(1)
    
    
    N/A
    
    
    
    
    
    
    
    26,014
    
    
    
    7,225Unrecognized prior service cost(1)
    
    
    N/A
    
    
    
    
    
    
    
    303
    
    
    
    220Net transition assets
    
    
    N/A
    
    
    
    
    
    
    
    (5,171
    )
    
    
    Net amount recognized at end of year
    
    $
    5,558
    
    
    $
    (9,526
    )
    
    $
    9,357
    
    
    $
    (6,583
    )Amounts recognized in accumulated other
comprehensive incomePrior service costs
    
    $
    (1,161
    )
    
    $
    (5,272
    )
    
    
    N/A
    
    
    
    N/ATransition obligation
    
    
    (4,270
    )
    
    
    
    
    
    
    N/A
    
    
    
    N/ANet actuarial (gain) loss
    
    
    7,541
    
    
    
    6,957
    
    
    
    N/A
    
    
    
    N/ATotal
    
    $
    2,110
    
    
    $
    1,685
    
    
    
    N/A
    
    
    
    N/AAmounts recognized in consolidated balance sheetsNoncurrent assets
    
    $
    9,449
    
    
    $
    
    
    
    $
    7,292
    
    
    $
    Current liabilities
    
    
    
    
    
    
    (781
    )
    
    
    
    
    
    
    Noncurrent liabilities
    
    
    (3,891
    )
    
    
    (8,745
    )
    
    
    (6,953
    )
    
    
    (6,583
    )Intangible assets
    
    
    N/A
    
    
    
    
    
    
    
    304
    
    
    
    Accumulated other comprehensive loss(1)
    
    
    N/A
    
    
    
    
    
    
    
    8,714
    
    
    
    Total recognized
    
    $
    5,558
    
    
    $
    (9,526
    )
    
    $
    9,357
    
    
    $
    (6,583
    )
 
 (1)
    
    With the fiscal year 2007 adoption of SFAS No. 158, these amounts are now included in
the consolidated financial statements as assets and liabilities. 23




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THE DENVER NEWSPAPER AGENCY LLP
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 8. Pension and Other Postretirement Benefits (continued)
  2007
    
    
    2006Other
    
    
    
    
    
    
    OtherPension
    
    
    Postretirement
    
    
    Pension
    
    
    PostretirementWeighted-average assumptions used to determine
benefit obligation at December 31Discount rate
    
    
    6.50
    %
    
    
    6.30
    %
    
    
    6.00
    %
    
    
    5.90
    %Expected long-term rate of return on plan assets
    
    
    8.25
    %
    
    
    
    
    
    
    8.25
    %
    
    
    Average rate of compensation
    
    
    3.25
    %
    
    
    
    
    
    
    3.25
    %
    
    
    
   Percentage of Plan Assetsat December 312007
    
    
    2006Asset categoryEquity securities
    
    
    71
    %
    
    
    70
    %Debt securities
    
    
    27
    %
    
    
    27
    %Cash and cash equivalents
    
    
    2
    %
    
    
    3
    %100
    %
    
    
    100
    %
  24




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 8. Pension and Other Postretirement Benefits (continued)
   2007
    
    
    2006
    
    
    2005Other Post-
    
    
    
    
    
    
    Other Post-
    
    
    
    
    
    
    Other Post-Pension
    
    
    retirement
    
    
    Pension
    
    
    retirement
    
    
    Pension
    
    
    retirement(In Thousands)Components of net periodic benefit
costService costs
    
    $
    5,344
    
    
    $
    461
    
    
    $
    5,631
    
    
    $
    568
    
    
    $
    5,621
    
    
    $
    118Interest costs
    
    
    7,699
    
    
    
    804
    
    
    
    6,963
    
    
    
    725
    
    
    
    6,754
    
    
    
    349Expected return on plan assets
    
    
    (9,567
    )
    
    
    
    
    
    
    (9,050
    )
    
    
    
    
    
    
    (8,655
    )
    
    
    Amortization of prior service cost
    
    
    1,279
    
    
    
    444
    
    
    
    133
    
    
    
    61
    
    
    
    174
    
    
    
    61Amortization of loss
    
    
    33
    
    
    
    61
    
    
    
    1,827
    
    
    
    507
    
    
    
    1,179
    
    
    
    225Amortization of net transition asset
    
    
    (901
    )
    
    
    
    
    
    
    (902
    )
    
    
    
    
    
    
    (901
    )
    
    
    Total net periodic benefit cost
    
    $
    3,887
    
    
    $
    1,770
    
    
    $
    4,602
    
    
    $
    1,861
    
    
    $
    4,172
    
    
    $
    753
  OtherPension
    
    
    Postretirement(In Thousands)2008
    
    $
    5,884
    
    
    $
    7812009
    
    
    6,011
    
    
    
    7302010
    
    
    6,421
    
    
    
    7302011
    
    
    6,837
    
    
    
    8282012
    
    
    7,350
    
    
    
    875Years 20132017
    
    
    43,778
    
    
    
    4,016
 25




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 8. Pension and Other Postretirement Benefits (continued)
     OtherPension
    
    
    PostretirementAmortization of net actuarial loss
    
    $
    441
    
    
    $
    472Amortization of prior service costs
    
    
    (97
    )
    
    
    (592
    )Amortization of transition assets
    
    
    (901
    )
    
    
    Total
    
    $
    (557
    )
    
    $
    (120
    )
  26




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 8. Pension and Other Postretirement Benefits (continued)
   9. Other Employee Benefit Plans
 Employee Savings Plan
   27




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 10. Allocation of Net Income
  11. Partnership Distributions
 Periodic Distributions
  12. Related-Party Transactions
 Shared Service Agreements
 ,
 Web Hosting and News Media Program Services
  28




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 12. Related-Party Transactions (continued)
 Due From Partners
 The Denver Post
 Purchase Commitments
  Office Facilities Rental Agreement
  Printing and Distribution Agreement
 Daily Camera
 29




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##### Table of Contents



THE DENVER NEWSPAPER AGENCY LLP
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 12. Related-Party Transactions (continued)
 Subsequent Events
  30




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##### Table of Contents



MEDIANEWS GROUP, INC.Date:  March 27, 2008
    By:
    /s/ William Dean SingletonWilliam Dean SingletonVice Chairman, Chief Executive Officer
and DirectorBy:
    /s/ Joseph J. LodovicJoseph J. LodovicPresidentBy:
    /s/Ronald A. MayoRonald A. MayoVice President and Chief Financial
Officer 31




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##### Table of Contents



EXHIBIT INDEX
 Exhibits
 2.1
    
    Stock and Asset Purchase Agreement dated as of April 26, 2006, between MediaNews Group,
Inc. and The McClatchy Company (incorporated by reference to Exhibit 99.1 to the
registrants Form 8-K filed May 1, 2006)2.2
    
    Stock and Asset Purchase Agreement dated as of April 26, 2006, between The Hearst
Corporation and The McClatchy Company (incorporated by reference to Exhibit 99.2 to the
registrants Form 8-K filed May 1, 2006)3.1
    
    Third Amended and Restated Certificate of Incorporation (incorporated by reference to
Exhibit 3.1 to the registrants June 30, 2005 Form 10-K)3.2
    
    Amended and Restated Bylaws of MediaNews Group, Inc. (incorporated by reference to
Exhibit 3.2 to the registrants June 30, 2005 Form 10-K)4.1
    
    Registration Rights Agreement dated May 20, 1994, between Affiliated Newspapers
Investments, Inc. (the predecessor to the registrant) and BT Securities Corporation
(incorporated by reference to Exhibit 4.3 to Form S-1/A of Affiliated Newspapers
Investments, Inc., filed May 6, 1994 (File No. 33-75158))4.2
    
    Indenture dated as of November 25, 2003 between MediaNews Group, Inc., as Issuer, and The
Bank of New York, as Trustee (incorporated by reference to Exhibit 4.4 to the registrants
Form 8-K filed January 14, 2004)4.3
    
    Form of MediaNews Group, Inc.s 6 7/8% Senior Subordinated Notes due 2013 (contained in
the Indenture filed as Exhibit 4.4 to the registrants Form 8-K filed January 14, 2004)4.4
    
    Indenture dated as of January 26, 2004 between MediaNews Group, Inc., as Issuer, and The
Bank of New York, as Trustee (incorporated by reference to Exhibit 4.4 to the registrants
From 10-Q for the period ended December 31, 2003)4.5
    
    Form of MediaNews Group, Inc.s 6 3/8% Senior Subordinated Notes due 2014 (contained in
the Indenture filed as Exhibit 4.4 to the registrants Form 10-Q for the period ended
December 31, 2003)10.1
    
    Credit Agreement dated as of December 30, 2003 by and among MediaNews Group, Inc., the
guarantors named therein, the lenders named therein, and Bank of America, N.A., as
administrative agent (the Credit Agreement) (incorporated by reference to Exhibit 10.1 to
the registrants Form 8-K filed January 14, 2004)10.2
    
    First Amendment to Credit Agreement, dated as of January 20, 2004, by and among MediaNews
Group, Inc., the guarantors named therein, the lenders named therein and Bank of America,
N.A., as administrative agent (incorporated by reference to Exhibit 10.12 to the
registrants Form S-4 filed February 23, 2004)10.3
    
    Second Amendment to Credit Agreement, dated as of April 16, 2004, by and among MediaNews
Group, Inc., the guarantors named therein, the lenders named therein and Bank of America,
N.A., as administrative agent (incorporated by reference to Exhibit 10.3 to the registrants
June 30, 2004 Form 10-K)10.4
    
    Third Amendment to Credit Agreement, dated as of August 30, 2004, by and among MediaNews
Group, Inc., the guarantors named therein, the lenders named therein and Bank of America,
N.A., as administrative agent (incorporated by reference to Exhibit 10.4 to the registrants
June 30, 2004 Form 10-K)
 32




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##### Table of Contents



EXHIBIT INDEX (continued)
 Exhibits (continued)
 10.5
    
    Fourth Amendment to Credit Agreement, dated as of September 8, 2005, by and among
MediaNews Group, Inc., the guarantors named therein, the lenders named therein and Bank of
America, N.A., as administrative agent (incorporated by reference to Exhibit 10.5 to the
registrants June 30, 2005 Form 10-K)10.6
    
    Fifth amendment to Credit Agreement dated as of June 28, 2006, by and among MediaNews
Group, Inc., the guarantors party thereto, the lenders named therein and Bank of America,
N.A., as administrative agent (incorporated by reference to Exhibit 10.6 to the registrants
June 30, 2006 Form 10-K)10.7
    
    Sixth Amendment to Credit Agreement dated as of August 2, 2006, by and among MediaNews
Group, Inc., the guarantors party thereto, the lenders named therein and Bank of America,
N.A., as administrative agent (incorporated by reference to Exhibit 99.2 to the registrants
Form 8-K filed August 8, 2006)10.8
    
    Amended and Restated Shareholders Agreement of MediaNews Group, Inc. by and among
MediaNews Group, Inc. and the shareholders named therein, effective as of January 31, 2000,
and amended and restated as of March 16, 2004 (incorporated by reference to Exhibit 10.7 to
the registrants Form S-4/A (File No. 333-113028), filed March 18, 2004)10.9
    
    Amendment to the Amended and Restated Shareholders Agreement of MediaNews Group, Inc.
dated as of June 30, 2005, by and among MediaNews Group, Inc. and the shareholders named
therein, effective as of January 31, 2000, and amended and restated as of March 16, 2004
(incorporated by reference to Exhibit 10.7 to the registrants June 30, 2005 Form 10-K)10.10
    
    Employment Agreement dated July 1, 2005 between MediaNews and William Dean Singleton
(incorporated by reference to Exhibit 99.2 to the registrants Form 8-K filed July 5, 2005)10.11
    
    Employment Agreement dated July 1, 2005 between MediaNews and Joseph J. Lodovic IV
(incorporated by reference to Exhibit 99.3 to the registrants Form 8-K filed July 5, 2005)10.12
    
    Second Amended and Restated Joint Operating Agreement, dated as of June 30, 2007 by and
between York Partnership Holdings, LLC, The York Newspaper Company, York Newspapers
Holdings, L.P. and York Dispatch Publishing Company, LLC*10.13
    
    Singleton Family Voting Trust Agreement for MediaNews Group, Inc. dated January 31, 2000
(incorporated by reference to Exhibit 10.21 to the registrants Form 10-Q for the period
ended March 31, 2000)10.14
    
    Scudder Family Voting Trust Agreement for MediaNews Group, Inc. dated January 31, 2000
(incorporated by reference to Exhibit 10.22 to the registrants Form 10-Q for the period
ended March 31, 2000)10.15
    
    Amendment and Restatement of Agreement, by and between Kearns-Tribune, LLC and Deseret
News Publishing Company, dated as of July 1, 2006 (incorporated by reference to Exhibit
10.15 to the registrants June 30, 2006 Form 10-K)10.16
    
    Limited Liability Company Operating Agreement of Newspaper Agency Company, LLC dated as
of July 1, 2006 (incorporated by reference to Exhibit 10.16 to the registrants June 30,
2006 Form 10-K)10.17
    
    Option Purchase Agreement between Garden State Newspapers, Inc., the predecessor of
MediaNews Group, Inc., and Greenco, Inc., dated as of January 30, 1998 (incorporated by
reference to Exhibit 10.13 to the registrants Form S-4 filed February 23, 2004)
 33




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##### Table of Contents



EXHIBIT INDEX (continued)
 Exhibits (continued)
 10.18
    
    Joint Operating Agreement by and between The Denver Post Corporation, Eastern Colorado
Production Facilities, Inc., The Denver Newspaper Agency LLP and The Denver Publishing
Company, dated as of May 11, 2000 (incorporated by reference to Exhibit 10.14 to the
registrants Form S-4 filed February 23, 2004)10.19
    
    First Amendment to the Joint Operating Agreement by and among The Denver Post
Corporation, Eastern Colorado Production Facilities, Inc., The Denver Newspaper Agency LLP
and The Denver Publishing Company, dated January 22, 2001 (incorporated by reference to
Exhibit 10.15 to the registrants Form S-4 filed February 23, 2004)10.20
    
    Limited Liability Partnership Agreement of The Denver Newspaper Agency LLP dated as of
January 22, 2001 (incorporated by reference to Exhibit 10.16 to the registrants Form S-4
filed February 23, 2004)10.21
    
    Second Amended and Restated Partnership Agreement for Texas-New Mexico Newspapers
Partnership, a Delaware general partnership, by and among Gannett Texas L.P. and Northwest
New Mexico Publishing Company (incorporated by reference to Exhibit 10.21 to the
registrants June 30, 2006 Form 10-K)10.22
    
    Third Amended and Restated Partnership Agreement for California Newspapers Partnership,
a Delaware General Partnership, by and among West Coast MediaNews LLC; Stephens California
Media; The Sun Company of San Bernardino, California; California Newspapers, Inc.; Media
West-SBC, Inc. and Media WestCNI, Inc., dated as of August 2, 2006 (incorporated by
reference to Exhibit 10.22 to the registrants June 30, 2006 Form 10-K)10.23
    
    Purchase Agreement, dated as of April 30, 2004, between Buckner News Alliance, Inc.,
MediaNews Group, Inc., York Newspapers Holdings, LLC, MediaNews Group Interactive and York
Daily Record LLC and related side letter (incorporated by reference to Exhibit 10.20 to the
registrants June 30, 2004 Form 10-K)10.24
    
    Master Restructuring and Purchase Agreement, dated as of May 7, 2004, among Daily
Gazette Company, MediaNews Group, Inc., Charleston Publishing Company and Charleston
Newspapers (incorporated by reference to Exhibit 10.21 to the registrants June 30, 2004
Form 10-K)10.25
    
    Stock Purchase Agreement dated January 4, 2005, by and among MediaNews Group, Inc., as
purchaser, and The Singleton Family Revocable Trust and Peter Bernhard, as sellers
(incorporated by reference to Exhibit 10.1 to the registrants Form 10-Q for the period
ended December 31, 2004)10.26
    
    MediaNews Group, Inc. Career RSU Plan (incorporated by reference to Exhibit 99.1 to the
registrants Form 8-K filed July 5, 2005)10.27
    
    Shareholder Agreement dated as of July 1, 2005, as amended as of September 22, 2005, by
and among MediaNews Group, Inc. and Joseph J. Lodovic, IV (incorporated by reference to
Exhibit 10.24 to the registrants June 30, 2005 Form 10-K)10.28
    
    Agreement dated April 26, 2006 between MediaNews Group, Inc., Gannett Co., Inc., and
Stephens Group, Inc. (incorporated by reference to Exhibit 99.4 to the registrants Form 8-K
filed May 1, 2006)10.29
    
    Stock Purchase Agreement dated as of August 2, 2006, as amended May 1, 2007, between
MediaNews Group, Inc. and The Hearst Corporation (incorporated by reference to Exhibit 99.1
to the registrants Form 8-K filed August 8, 2006, and Exhibit 99.1 to the registrants Form
8-K filed May 4, 2007)
 34




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##### Table of Contents



EXHIBIT INDEX (continued)
 Exhibits (continued)
 21.1
    
    Subsidiaries of MediaNews Group, Inc.*31.1
    
    Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002**31.2
    
    Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002**31.3
    
    Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002**32.1
    
    Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002**32.2
    
    Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002**
 
 *
    
    Previously filed**
    
    Filed herewith 35