Deferred Compensation Plan for Deferrals




 Exhibit 10.7 
  
 MORRIS COMMUNICATIONS COMPANY, LLC 
  
 DEFERRED COMPENSATION PLAN FOR DEFERRALS 
  
 ARTICLE I 
 INTRODUCTION 
  
 1.1 Purpose Of Plan. The Employer
has adopted the Plan set forth herein to provide a means by which certain employees may elect to defer receipt of designated percentages or amounts of their Compensation. 
  
 1.2 Status Of Plan. The Plan is intended to be “a plan which is unfunded and is maintained by an employer
primarily for the purpose of providing deferred compensation for a select group of management or highly compensated employees” within the meaning of Sections 201(2) and 301(a)(3) of the Employee Retirement Income Security Act of 1974
(“ERISA”), and shall be interpreted and administered to the extent possible in a manner consistent with that intent. 
  
 ARTICLE II 
 DEFINITIONS 
  
 Wherever used herein, the following terms have the meanings set forth below,
unless a different meaning is clearly required by the context: 
  
 2.1 “Account” means, for each Participant, the account established for his or her benefit under Section 5.1. Such Account shall include both salary and bonus deferrals. 
  
 2.2 “Code” means the Internal Revenue Code of 1986, as amended from time to time. Reference to any section or
subsection of the Code includes reference to any comparable or succeeding provisions of any legislation which amends, supplements or replaces such section or subsection. 
  
 2.3 “Compensation” means the annual bonus and the base salary of a Participant. The Board Committee, in its sole
discretion, shall designate from time to time the maximum percentage of base salary and bonus that can be deferred under the Plan. Such designation shall be listed in Appendix A. For purposes of the Plan, Compensation shall be determined before
giving effect to Elective Deferrals and other salary reduction amounts which are not included in the Participant’s gross income under Code Sections 125, 401(k), 402(h) or 403(b). 
  
 2.4 “Corporation” or “Company” means the Employer. 
  
 2.5 “Effective Date” means October 1, 2003. 
  










 2.6 “Election Form” means the participation election form as approved and prescribed by the
Plan Administrator. 
  
 2.7 “Elective Deferral” means
the portion of Compensation which is deferred by a Participant under Article IV. 
  
 2.8 “Eligible Employee” means: Any member of management or highly compensated employee specifically designated by the President of the Company. 
  
 2.9 “Employer” means Morris Communications Company, LLC, any successor to all or a major portion of the
Employer’s assets or business which assumes the obligations of the Employer, and each other entity that is affiliated with the Employer whose employees, with the consent of the Employer, are eligible, as provided under Section 2.8, to
participate in the Plan. 
  
 2.10 “ERISA” means the
Employee Retirement Income Security Act of 1974, as amended from time to time. Reference to any section or subsection of ERISA includes reference to any comparable or succeeding provisions of any legislation which amends, supplements or replaces
such section or subsection. 
  
 2.11 “Management
Committee” means a committee of the Board of Directors of the Employer that has been delegated authority over the Plan; or in absence of such a committee, the Management Committee means the Board of Directors of the Employer. 
  
 2.12 “Insolvency” means either (i) the Employer is unable to pay
its debts as they become due, or (ii) the Employer is subject to a pending proceeding as a debtor under the United States Bankruptcy Code. 
  
 2.13 “Participant” means any Eligible Employee who participates in the Plan in accordance with Article III. 
  
 2.14 “Plan” means Morris Communications Company Deferred
Compensation Plan For Deferrals and all amendments thereto. 
  
 2.15 “Plan Administrator” means the person, persons or entity designated by the Employer under Article VIII to oversee the administration of the Plan. If no such person or entity is so serving at any time, the Employer shall be
the Plan Administrator. 
  
 2.16 “Plan Year” means the
12-month period beginning on January 1 and ending on December 31 of each year, except for the first plan year which begins on the Effective Date, and ends on December 31st, 2003. 
  
 2.17 “Recordkeeper” means the person(s) or entity appointed or hired by the Management Committee under Section 8.1. 
  

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 2.18 “Total And Permanent Disability” means the inability of a Participant to engage in any
substantial gainful activity by reason of any medically determinable physical or mental impairment which can be expected to result in death or which has lasted or can be expected to last for a continuous period of not less than 12 months, and the
permanence and degree of which shall be supported by medical evidence satisfactory to the Plan Administrator. 
  
 2.19 “Trust” means the trust established by the Employer that identifies the Plan as a plan with respect to which assets are to be held by the
Trustee. Plan assets in the trust are subject to the general creditors of the Employer in the event of Insolvency. 
  
 2.20 “Trustee” means the trustee or trustees under the Trust. 
  
 2.21 “Valuation Option” means the performance of the investment funds listed in Appendix B of the Plan.

  
 ARTICLE III 
 PARTICIPATION 
  
 3.1 Commencement Of Participation. Any Eligible Employee who elects to defer part of his or her Compensation in accordance with Article IV shall
become a Participant in the Plan as of the date such deferrals commence in accordance with such Article. 
  
 3.2 Continued Participation. A Participant in the Plan shall continue to be a Participant so long as any amount remains credited to his or her
Account. However, future deferrals under the Plan may be made only if such Participant continues to be an Eligible Employee under the Plan. 
  
 ARTICLE IV 
 ELECTIVE DEFERRALS

  
 4.1 Elective Deferrals. An individual who is an
Eligible Employee on the Effective Date may, by completing an Election Form and filing it with the Plan Administrator by the end of the first month following the Effective Date, elect to defer the receipt of a portion of one or more payments of
Compensation for a period of at least one Plan Year and on such terms as the Management Committee may permit. Thereafter, any Eligible Employee may elect to defer the receipt of a percentage or dollar amount of one or more payments of Compensation
for a period of a least one Plan Year and on such terms as the Management Committee may permit, commencing with Compensation paid in the next succeeding Plan Year, by completing an Election Form during the annual enrollment period for the Plan as
determined by the Plan Administrator. 
  
 An Eligible Employee may
elect a deferral period of any number of Plan Years up to but not exceeding termination of employment or Total And Permanent Disability. 
  

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 No Participant may defer more than the portion of his or her Compensation designated by the Management
Committee in Appendix A. A Participant’s Compensation shall be reduced in accordance with the Participant’s election hereunder and amounts deferred hereunder shall be paid by the Employer to the Trust as soon as administratively feasible
and credited to the Participant’s Account as of the date the amounts are received by the Trustee. 
  
 4.2 Investment Election. An individual who is an Eligible Employee and elects to defer Compensation under this Plan shall elect to have his or her
Account valued based on the Valuation Option represented by the performance of one or more of the investment funds listed in Appendix B of the Plan. Such Appendix B may be amended at any time by an action of the Management Committee. If a
Participant does not elect a Valuation Option for his or her Account, the Account shall be valued based on the Valuation Option represented by the performance of Fund A. A participant may change his or her selection of Valuation Options on any date
to be effective on the first business day of the next month that commences more than four (4) business days following delivery of such selection to the Plan Administrator. 
  
 ARTICLE V 
 ACCOUNTS 
  
 5.1 Accounts. The Plan Administrator
and/or the Recordkeeper shall establish an Account for each Participant reflecting his or her Elective Deferrals made for the Participant’s benefit together with any adjustments for income, gain or loss and any payments from the Account. The
Plan Administrator and/or the Recordkeeper shall establish sub-accounts for each Participant that has more than one election in effect under Section 7.1 and such other sub-accounts as are necessary for the proper administration of the Plan. As of
the last business day of each calendar quarter, the Plan Administrator shall provide, or cause to be provided, the Participant with a statement of his or her Account reflecting the income, gains and losses (realized and unrealized), amounts of
deferrals, fund transfers and distributions of such Account since the prior statement. 
  
 5.2 Investments. The assets of the Trust shall be invested as provided in Article IV of the Trust Agreement. The Trustee may (but is not required to) consider the Employer’s or a Participant’s
investment preferences when investing the assets attributable to a Participant’s Account. 
  
 ARTICLE VI 
 VESTING 
  
 6.1 Vesting. A Participant shall be vested in, i.e., shall have a nonforfeitable right to, funds only when such funds
are due and payable by Employer. A Participant shall be immediately vested in, i.e., shall have a nonforfeitable right to, all Elective Deferrals, and all income and gain attributable thereto, credited to his or her Account. 
  

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 ARTICLE VII 
 PAYMENTS 
  
 7.1 Election As To
Form Of Payment. Payments to Participants shall be made in annual installments over a period of 10 years commencing between January 2 and March 15 immediately following the end of each deferral period. The amount of each installment payment will
equal the balance of a Participant’s Account immediately prior to the installment payment divided by the number of installment payments remaining to be made. 
  
 The above notwithstanding, a Participant may elect in writing to receive the value of his or her Account in one lump sum, in
annual installments over a period of five years, or in annual installments over a period of fifteen years, so long as such election is made at least 13 months prior to the end of the deferral period. Additionally, a Participant may elect in writing
to receive the value of his or her Account in a partial lump sum where the Participant may choose the percent of an expiring deferral to be paid in a lump sum with the balance in annual installments over the remainder of the 5, 10 or 15 year-
installment period; provided, however, that such election is made at least 13 months prior to the end of the deferral period. 
  
 A Participant’s election as to the form of payment as set forth in this Section 7.1 shall apply to the Participant’s entire Account. If the
Participant begins to receive distributions of his or her Account pursuant to this Section 7.l, a subsequent election to defer additional Compensation shall be subject to a new election under this Section 7.1 and shall not affect the payment stream
established by the prior distribution election. 
  
 7.2
Extension Of Deferral Periods. A Participant may make an election in writing to extend any deferral period for three to ten additional Plan Years so long as such Participant makes an election therefor at least 13 months prior to the
expiration of the deferral period. 
  
 Terminated Participants
will not be permitted to renew their deferral elections. Payments to terminated Participants will begin at the expiration of their current deferral period in accordance with the method selected under Section 7.1 (unless the Participant had attained
age 65 and completed at least ten years of service as of his or her date of termination, in which case additional elections to defer are permitted). 
  
 7.3 Termination Of Employment. Upon termination of a Participant’s employment for any reason other than death or Total and Permanent
Disability, the Participant’s Account shall be paid to the Participant in the form of payment in effect at the time termination of employment occurs and after the expiration of the deferral period. The above notwithstanding, the Plan
Administrator, in its sole discretion, may: (a) pay out a Participant’s Account balance in one lump sum at any time prior to the expiration of each deferral period; (b) accelerate the beginning of payments of deferrals to any time prior to the
expiration of a deferral period; and (c) revoke the deferral elections of a Participant for the year of the termination of his/her employment. 
  
 7.4 Total And Permanent Disability. Upon determination of Total and Permanent Disability, the Participant’s Account shall be paid to the
Participant in the form of payment in effect at the time the Total and Permanent Disability occurs and after the expiration of the 

  

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deferral period. The above nothwithstanding, the Pan Administrator, in its sole discretion, may: (a) pay out a Participant’s Account balance in one lump
sum at any time prior to the expiration of each deferral period; (b) accelerate the beginning of payments of deferrals to any time prior to the expiration of a deferral period; and (c) revoke the deferral elections of a Participant for the year of
the occurrence of the Total and Permanent Disability. 
  
 7.5
Death. If a Participant dies prior to the complete distribution of his or her Account, the balance of the Account shall be paid as soon as practicable to the Participant’s designated beneficiary or beneficiaries, in the form elected by
the Participant at the time of his or her death, provided, however, that the Plan Administrator may, in its sole discretion, pay out the balance of such Participant’s Account in one lump sum. 
  
 Any designation of beneficiary shall be made by the Participant on a
Beneficiary Designation Form filed with the Plan Administrator and may be changed by the Participant at any time by filing another Beneficiary Designation Form containing the revised instructions. If no beneficiary is designated or no designated
beneficiary survives the Participant, payment shall be made to the Participant’s surviving spouse or, if none, to such Participant’s estate in a single payment. The most recent Beneficiary Designation Form executed by the Participant prior
to his/her death shall apply to all Election Deferrals credited to the Participant’s Account at the date of his/her death. 
  
 7.6 Taxes. All federal, state or local taxes that the Plan Administrator determines are required to be withheld from any payments made pursuant to
this Article VII shall be withheld. 
  
 ARTICLE VIII

 PLAN ADMINISTRATION 
  
 8.1 Plan Administration And Interpretation. The Plan Administrator shall oversee the administration of the Plan, shall serve as the agent of the
Employer with respect to the trust, and shall appoint a Plan Administrator and/or Recordkeeper for the day-to-day operations of the Plan. Such Plan Administrator and/or Recordkeeper shall be listed in Appendix C to this Plan. The Committee shall
have complete control and authority to determine the rights and benefits under all claims, demands and actions arising out of the provisions of the Plan of any Participant, beneficiary, deceased Participant, or other person having or claiming to
have any interest under the Plan. The Committee shall have complete discretion to interpret the Plan and to decide all matters under the Plan. Such interpretation and decision shall be final, conclusive and binding on all Participants and any person
claiming under or through any Participant. Any individual(s) serving on the Committee who is a Participant will not vote or act on any matter relating solely to himself or herself. 
  
 8.2 Committee Powers, Duties, Procedures, Etc. The Committee shall have such powers and duties, may adopt such rules
and regulations, may act in accordance with such procedures, may appoint such agents, may delegate such powers and duties, may receive such 

  

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reimbursements and compensation, and shall follow such claims and appeal procedures with respect to the Plan as it may establish. 
  
 8.3 Plan Administrator’s Duties. The Plan Administrator shall be
responsible for the day-to-day operations of the Plan. His or her duties shall include, but not be limited to, the following: 
  

	(a)	Keeping track of employees eligible to participate in the Plan and the date each employee becomes eligible to participate. 

  

	(b)	Maintaining, or causing to be maintained by the Recordkeeper, Participants’ Accounts, including all sub-accounts required for different contribution types and payment elections
made by Participants under the Plan and any other relevant information. 

  

	(c)	Transmitting, or causing to be transmitted by the Recordkeeper, various communications to Participants and obtaining information from Participants such as changes in investment
selections. 

  

	(d)	Filing reports required by various governmental agencies. When making a determination or calculation, the Plan Administrator and the Recordkeeper shall be entitled to rely on
information furnished by a Participant, a beneficiary, the Employer or the Trustee. The Plan Administrator shall have the responsibility for complying with any reporting and disclosure requirements of ERISA. 

  
 8.4 Information. To enable the Plan Administrator and/or Recordkeeper
to perform their functions, the Employer shall supply full and timely information to the Plan Administrator and/or Recordkeeper on all matters relating to the compensation of Participants, their employment, retirement, death, termination of
employment, and such other pertinent facts as the Plan Administrator and/or Recordkeeper may require. 
  
 8.5 Indemnification Of Committee And Plan Administrator. The Employer agrees to indemnify and to defend to the fullest extent permitted by law any
officer(s) or employee(s) who serve on the Committee or as Plan Administrator (including any such individual who formerly served on the Committee or as Plan Administrator) against all liabilities, damages, costs and expenses (including
attorneys’ fees and amounts paid in settlement of any claims approved by the Employer) occasioned by any act or omission to act in connection with the Plan, if such act or omission is in good faith. 
  
 ARTICLE IX 
 AMENDMENT AND TERMINATION 
  
 9.1 Amendments. The Employer shall have the right to amend the Plan from time to time, subject to Section 9.3, by an action of the Management Committee. However, the 

  

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preceding notwithstanding, the Management Committee shall have the power to amend at any time the payment provisions under Article VII of the Plan.

  
 9.2 Termination Of Plan. This Plan is strictly a
voluntary undertaking on the part of the Employer and shall not be deemed to constitute a contract between the Employer and any Eligible Employee (or any other employee) or a consideration for, or an inducement or condition of employment for, the
performance of the services by any Eligible Employee (or other employee). The Employer reserves the right to terminate the Plan at any time, subject to Section 9.3, by an action of the Board Committee. Upon termination, the Employer may (a) elect to
continue to maintain the Trust to pay benefits hereunder as they become due as if the Plan had not terminated or (b) direct the Trustee to pay promptly to Participants (or their beneficiaries) the vested balance of their Accounts. 
  
 9.3 Existing Rights. No amendment or termination of the Plan shall
adversely affect the rights of any Participant with respect to amounts that have been credited to his or her Account prior to the date of such amendment or termination. 
  
 ARTICLE X 
 MISCELLANEOUS 
  
 10.1 No Funding. The Plan
constitutes a mere promise by the Employer to make payments in accordance with the terms of the Plan and Participants and beneficiaries shall have the status of general unsecured creditors of the Employer. Nothing in the Plan will be construed to
give any employee or any other person rights to any specific assets of the Employer or of any other person. In all events, it is the intent of the Employer that the Plan be treated as unfunded for tax purposes and for purposes of Title I of ERISA.

  
 10.2 Non-Assignability. None of the benefits, payments,
proceeds or claims of any Participant or beneficiary shall be subject to any claim of any creditor of any Participant or beneficiary and, in particular, the same shall not be subject to attachment or garnishment or other legal process by any
creditor of such Participant or beneficiary, nor shall any Participant or beneficiary have any right to alienate, anticipate, commute, pledge, encumber or assign any of the benefits or payments or proceeds which he or she may expect to receive,
contingently or otherwise, under the Plan. 
  
 10.3 Limitation
Of Participants’ Rights. Nothing contained in the Plan shall confer upon any person a right to be employed or to continue in the employ of the Employer, or interfere in any way with the right of the Employer to terminate the employment of a
Participant in the Plan at any time, with or without cause. 
  
 10.4 Participants Bound. Any action with respect to the Plan taken by the Plan Administrator or the Employer or the Trustee or any action authorized by or taken at the direction of the Plan Administrator, the Management Committee,
the Employer or the Trustee shall be conclusive upon all Participants and beneficiaries entitled to benefits under the Plan. 
  

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 10.5 Receipt And Release. Any payment to any Participant or beneficiary in accordance with the
provisions of the Plan shall, to the extent thereof, be in full satisfaction of all claims against the Employer, the Plan Administrator and the Trustee under the Plan, and the Plan Administrator may require such Participant or beneficiary, as a
condition precedent to such payment, to execute a receipt and release to such effect. If any Participant or beneficiary is determined by the Plan Administrator to be incompetent by reason of physical or mental disability (including minority) to give
a valid receipt and release, the Plan Administrator may cause the payment or payments becoming due to such person to be made to another person for his or her benefit without responsibility on the part of the Plan Administrator, the Employer or the
Trustee to follow the application of such funds. 
  
 10.6
Governing Law. The Plan shall be construed, administered, and governed in all respects under and by the laws of the State of Georgia. If any provision shall be held by a court of competent jurisdiction to be invalid or unenforceable, the
remaining provisions hereof shall continue to be fully effective. 
  

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 10.7 Headings And Subheadings. Heading and subheadings in this Plan are inserted for convenience
only and are not to be considered in the construction of the provisions hereof. 
  
 IN WITNESS WHEREOF, the Company has caused this Plan to be executed by its duly authorized officer as of the effective date first above written. 
  

			
	MORRIS COMMUNICATIONS COMPANY, LLC
		
	By:	 	 
	 	 	

	 	 	 As its President



  

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 APPENDIX A 
  
 LIMIT ON ELECTIVE DEFERRALS 
  
 For the 2003 Plan Year and until changed by the Committee, a Participant may defer up to 100% of his/her annual bonus and up to 33% of his/her base
salary. 
  

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 APPENDIX B 
  
 VALUATION OPTIONS 
  
 For 2003 and until changed by the Management Committee, each Participant may elect to value his or her account based on the performance of one or more of
the following funds: 
  

	1.	Fund A: AIM Liquid Asset (6S) 

  

	2.	Fund B: Dreyfus US Treasury Interm-Term (XX) 

  

	3.	Fund C: MFS Research Bond (MV) 

  

	4.	Fund D: American Balanced (LF) 

  

	5.	Fund D: AIM Basic Value (GW) 

  

	6.	Fund E: Invesco 500 Index Fund Class 2 (23) 

  

	7.	Fund F: AIM Blue Chip (AS) 

  

	8.	Fund G: AIM Constellation (AA) 

  

	9.	Fund I: AIM Global Growth (AH) 

  

	10.	Fund J: Templeton Foreign (X1) 

  

	11.	Fund K: Invesco Core Equity 

  

	12.	Fund L: Invesco Utilities (58) 

  

	13.	Fund M: Invesco Financial Services (57) 

  

	14.	Fund N: Invesco Leisure (53) 

  

	15.	Fund O: Invesco Health Sciences (52) 

  

	16.	Fund P: Invesco Technology II (55) 

  

	17.	Fund Q: Invesco Small Co. Growth (60) 

  

	18.	Fund R: Invesco Dynamics (20) 

  

	19.	Fund S: Invesco Energy (50) 

  

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 APPENDIX C 
  
 PLAN ADMINISTRATOR AND RECORD KEEPER 
  


	1.1	Plan Administrator 

  
 For the Plan Year 2003, and until removed, the Plan Administrator shall be Craig S. Mitchell. 
  

	1.2	Recordkeeper 

  
 For the Plan Year 2003, and until removed by the Management Committee, the Recordkeeper shall be “Amvescap”. 
  

	1.3	Trust 

  
 That Trust Agreement dated July 7, 1999 by and between Morris Communications Corporation and Institutional Trust Company. 
  

	1.4	Trustee 

  
 Institutional Trust Company 
  

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 APPENDIX D 
  
 ELIGIBLE EMPLOYEE 
  

	2.8	Eligible Employee is James C. Currow 

  

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