Exhibit 10.14

            SCHOLASTIC CORPORATION 2004 CLASS A STOCK INCENTIVE PLAN
                      NON-QUALIFIED STOCK OPTION AGREEMENT

         Effective  as of  ____________________ (the "Grant  Date"),  SCHOLASTIC
CORPORATION,  a Delaware  corporation (the "Company"),  hereby grants to RICHARD
ROBINSON (the  "Optionee")  a  non-qualified  option (the  "Option") to purchase
________________________________________________  shares of Class A Stock of the
Company (the " Class A Stock"),  at the price and on the terms set forth herein,
and in all  respects  subject  to the terms  and  provisions  of the  SCHOLASTIC
CORPORATION  2004 CLASS A STOCK  INCENTIVE  PLAN (the  "Plan"),  which terms and
provisions  are  incorporated  by reference  herein.  Unless the context  herein
otherwise  requires,  the terms defined in the Plan shall have the same meanings
in this Agreement.

         1.       TERMS OF OPTION GRANT AND EXERCISE. Subject to the provisions
of the Plan and this  Agreement,  the Option shall not be exercised prior to the
first  anniversary  date of this Agreement and  thereafter,  the Option shall be
exercisable, cumulatively, as follows:

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           VESTING DATE    NUMBER OF SHARES   EXERCISE PRICE    EXPIRATION DATE
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            --                 --             $   --                    --
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            --                 --             $   --                    --
           ---------------------------------------------------------------------
            --                 --             $   --                    --
           ---------------------------------------------------------------------
            --                 --             $   --                    --
           ---------------------------------------------------------------------

         Once  exercisable,  subject  to the  provisions  of the  Plan  and this
Agreement,  the Option may be  exercised,  in whole or in part,  pursuant to the
notice and payment  procedures then in effect as established by the Company,  in
its sole  discretion.  Any  written  notice of  exercise  by  Optionee  shall be
irrevocable.  The Option may not be  exercised  if the  issuance  of the Class A
Stock would constitute a violation of any applicable  federal,  state or foreign
securities laws or regulations.  The Option may not be exercised with respect to
a fractional share of Class A Stock.

The Option  shall cease to be  exercisable  upon the  expiration  date set forth
above (the "Expiration  Date"),  unless earlier  terminated or extended,  as the
case  may be,  pursuant  to the  provisions  of the  Plan  and  this  Agreement,
including, but not limited to, the provisions of Section 3 hereof.

         2.       TERMINATION OF EMPLOYMENT OF AN OPTIONEE.

                  (a)      DEATH OR  DISABILITY.  In the event of the Optionee's
death or Disability while the Option is outstanding,  the unexercised portion of
the Option shall become  immediately  vested on the date of death or  Disability
and may be exercised  in full by the  Optionee,  or his or her estate,  personal
representative or other legally appointed representative,  at any time until the
first  anniversary  of the  date of such  death or  Disability,  but in no event
beyond the Expiration Date of the Option, if earlier.

                  (b)      RETIREMENT. In the event of the Optionee's retirement
on or  after  age 55,  the  Option,  to the  extent  vested  on the date of such
retirement,  may be exercised  by the Optionee  within three (3) years after the
date of such  retirement,  but in no event  beyond  the  Expiration  Date of the
Option, if earlier.

                  (c)      INVOLUNTARY     TERMINATION     OTHER     THAN    FOR
CAUSE/RETIREMENT.  In the  event an  Optionee's  Termination  of  Employment  is
involuntary  by the  Company  (or an  Affiliate)  other  than a  Termination  of
Employment  for Cause,  the  Option,  to the  extent  vested on the date of such
Termination of Employment,  may be exercised by the Optionee  within ninety days
after the date of such  Termination  of  Employment,  but in no event beyond the
Expiration Date of the Option, if earlier.

                  (d)      OTHER  TERMINATION.  In the  event of the  Optionee's
Termination  of  Employment  for Cause or for any other reason other than as the
result  of  death,  Disability,  retirement  on or after  age 55 or  involuntary
Termination  of Employment  (as set forth in Sections 2(a), (b) and (c) hereof),
the Option shall be cancelled as of the date of such  Termination  of Employment
and shall not be  exercisable  to the extent not exercised  prior to the date of
the Optionee's Termination of Employment.

         3.       TAX MATTERS AND WITHHOLDING TAX LIABILITY. The Option shall be
a non qualified  Stock Option as that term is defined in the Plan. In connection
with the  exercise  of the  Option,  the  Company  and the  Optionee  may  incur
liability  for income or  withholding  tax.  The Company  will have the right to
withhold  from any exercise of the Option,  transfer of Class A Stock or payment
made to the Optionee or to any person hereunder, whether such

<PAGE>

payment  is to be made in cash or in  Class A  Stock,  all  applicable  federal,
state,  city or other taxes as shall be required,  in the  determination  of the
Company, pursuant to any statute or governmental regulation or ruling.

         4.       NONTRANSFERABILITY  OF STOCK  OPTION.  The  Option  may not be
sold, pledged, assigned, hypothecated, gifted, transferred or disposed of in any
manner either  voluntarily  or  involuntarily  by operation of law,  whether for
value or no value and whether  voluntary or involuntary  (including by operation
of law) other than by will or by the laws of descent and distribution and may be
exercised  during the lifetime of the Optionee only by the Optionee.  Subject to
the foregoing and the terms of the Plan,  the terms of this  Agreement  shall be
binding upon the executors, administrators, heirs, successors and assigns of the
Optionee.

         5.       NO ENLARGEMENT  OF RIGHTS.  This Agreement is not an agreement
of  employment.  Neither  the Plan  nor this  Agreement  shall  confer  upon the
Optionee  any right to  continue as an officer,  employee or  consultant  of the
Company or any Affiliate.  Nothing contained in the Plan or this Agreement shall
interfere  in any way  with  the  rights  of the  Company  or any  Affiliate  to
terminate the employment (or consulting arrangement) of the Optionee at any time
or to modify the Optionee's employment or compensation.  The Optionee shall have
only such  rights and  interests  with  respect  to the Option as are  expressly
provided in this Agreement and the Plan.

         6.       NO SHAREHOLDER RIGHTS BEFORE EXERCISE AND ISSUANCE.  No rights
as a  stockholder  shall exist with respect to the Class A Stock  subject to the
Option as a result of the grant of the Option,  and no adjustments shall be made
for  dividends  in cash or other  property,  distributions  or other  rights  in
respect of any such shares, except as otherwise specifically provided for in the
Plan.  Such  rights  shall  exist only after  issuance  of stock  following  the
exercise of the Option as provided in the Plan.

         7.       EFFECT OF THE PLAN ON OPTION.  The  Option is subject  to, and
the  Company  and the  Optionee  agree  to be bound  by,  all of the  terms  and
conditions  of the Plan,  as such may be amended from time to time in accordance
with the terms  thereof.  Without the consent of the  Optionee,  the Company may
amend or modify this  Agreement  in any manner not  inconsistent  with the Plan,
including without  limitation,  to change the date or dates as of which a Option
becomes exercisable, or to cure any ambiguity, defect or inconsistency, provided
such amendment,  modification or change does not adversely  affect the rights of
the Optionee.

         8.       ENTIRE  AGREEMENT.  The terms of this  Agreement  and the Plan
constitute  the entire  agreement  between  the Company  and the  Optionee  with
respect  to the  subject  matter  hereof  and  supersede  any and  all  previous
agreements between the Company and the Optionee. This Agreement may be signed in
counterparts.

         9.       SEVERABILITY.  If any  provision  of  this  Agreement,  or the
application of such provision to any person or  circumstances,  is held valid or
unenforceable,  the  remainder of this  Agreement,  or the  application  of such
provision  to persons or  circumstances  other than those as to which it is held
valid or unenforceable, shall not be affected thereby.

         10.      NOTICES.  Any notice or communication given hereunder shall be
in writing and shall be deemed to have been duly given when delivered in person,
or by United  States  mail,  to the  appropriate  party at the address set forth
below (or such other address as the party shall from time to time  specify):  If
to the Company,  to: Scholastic  Corporation,  557 Broadway,  New York, New York
10012,  Attention:  Corporate  Secretary.  If to the  Optionee,  to the  address
indicated after the Optionee's signature at the end of this Agreement.

IN WITNESS WHEREOF, this Agreement has been executed by the undersigned as of
the date first written above.

OPTIONEE                                 SCHOLASTIC CORPORATION




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RICHARD ROBINSON                         (Name)
PRESIDENT AND CHIEF EXECUTIVE OFFICER    (Title)