CLARIFICATION
OF THE


SUPPLEMENTAL
BENEFIT RETIREMENT PLAN


OF
LIN TELEVISION CORPORATION


AND
SUBSIDIARY COMPANIES








WHEREAS, LIN Television Corporation
(the “Company”) sponsors the Supplemental Benefit Retirement Plan of LIN
Television Corporation and Subsidiary Companies (the "Plan") originally
effective January 1, 1983 and amended and restated effective December 21,
2004;





WHEREAS, pursuant to the terms of the
Plan, the Company has the authority and discretion to amend the Plan;
and





WHEREAS, the Company previously amended the Plan to provide that the Plan shall
be interpreted and administered in accordance with Section 409A of the Internal
Revenue Code of 1986, as amended (the “Code”); and





WHEREAS, the Company
has determined that the Second Amendment to the Plan does not completely reflect
the Company’s intent with respect to the payment of benefits under the Plan,
which was fully explained in the proxy statements of LIN TV Corp., the Company’s
parent company, for the annual meetings held in 2008 and 2009; and





WHEREAS, the Company wishes to clarify the Plan to ensure that its provisions
clearly reflect the intent of the Company and to comply with Section 409A of the
Code and the regulations and other guidance issued thereunder; and





WHEREAS, this
clarification, similar to the Second Amendment, is effective as to benefits
earned or vested within the meaning of Section 409A of the Code after December
31, 2004;





NOW, THEREFORE, the Plan is clarified, effective January 1, 2005, as
follows:





Section
2(b) of the Plan is hereby replaced in its entirety with the
following:





“(b)           Timing
and Form of Payment.







(i)  Traditional Pension
Participants.  If a Traditional Pension Participant or
Beneficiary, both as defined in the Retirement Plan, is entitled to a benefit
pursuant to Section 2(a), LIN shall pay such Traditional Pension Participant or
Beneficiary an annuity actuarially equivalent to the amount payable under
Section 2(a) based on such tables and interest rates as may be adopted from time
to time for the purpose of computing such actuarial equivalents under The
Retirement Plan.  This benefit shall commence at the later of the
Normal Retirement Date, as defined in the Retirement Plan, or the date of the
Participant’s “separation from service” with LIN (within the meaning of Section
409A of the Code), subject to the six-month delay for specified employees
described below.




(ii)  Cash Balance
Participants.  If a Cash Balance Participant or Beneficiary,
both as defined in the Retirement Plan, is entitled to a benefit pursuant to
Section 2(a), LIN shall pay such Cash Balance Participant or Beneficiary a
single lump sum payment actuarially equivalent to the amount payable under
Section 2(a) based on such tables and interest rates as may be adopted from time
to time for the purpose of computing such actuarial equivalencies under the
Retirement Plan.  LIN shall pay the lump sum amount six months after
the Cash Balance Participant’s “separation from service” with LIN (within the
meaning of Section 409A of the Code).




Notwithstanding
any provision of the Plan, including any amendment to the Plan to the contrary,
no payment under the Plan shall be made to or on behalf of a specified employee,
as defined by Section 409A of the Code and the regulations promulgated
thereunder, earlier than the date that is six months after the date on which the
specified employee separated from service with LIN (within the meaning of
Section 409A of the Code), unless such earlier payment would not subject to
specified employee to adverse consequences under Section 409A.”










Adopted
this 29th day
of October, 2009