Exhibit 10.16     THE READERS DIGEST ASSOCIATION, INC. READERS DIGEST ROAD PLEASANTVILLE, NY  10570-7000  OPTION AWARD AGREEMENT UNDER
THE RDA HOLDING CO. 2007 OMNIBUS INCENTIVE COMPENSATION PLAN dated as of [July 12, 2007], between RDA Holding Co. (the Company),
a Delaware corporation, and [NAME].  This Option Award Agreement
(the Award Agreement) sets forth the terms and conditions of an award
of[#]options to purchase Shares, at an
exercise price of $10 per Share  (the Exercise
Price), which representsthe Fair Market Value per Share on the date hereof, that are
subject to the terms and conditions specified herein (Options) and
that are granted to you under the RDA Holding Co. 2007 Omnibus Incentive
Compensation Plan (the Plan). 
Each Option shall be exercisable for one Share, subject to the terms
herein.  The Options are not intended to
qualify as incentive stock options (within the meaning of Section 422 of
the Code).  THIS AWARD OF OPTIONS IS
SUBJECT TO ALL TERMS AND CONDITIONS OF THE PLAN AND THIS AWARD AGREEMENT,
INCLUDING, WITHOUT LIMITATION, THE DISPUTE RESOLUTION PROVISIONS SET FORTH IN SECTION 12
OF THIS AWARD AGREEMENT.  BY SIGNING YOUR
NAME BELOW, YOU WILL HAVE CONFIRMED YOUR ACCEPTANCE OF THE TERMS AND CONDITIONS
OF THIS AWARD AGREEMENT.  SECTION 1.  The Plan.  This award of Options is made pursuant to the
Plan, all the terms of which are hereby incorporated in this Award
Agreement.  In the event of any conflict
between the terms of the Plan and the terms of this Award Agreement, the terms
of this Award Agreement shall govern.  In
the event of any conflict between the terms of this Award Agreement and the
terms of any individual employment agreement between you and the Company or any
of its Affiliates (an Employment Agreement), the terms of your
Employment Agreement will govern.  SECTION 2.Definitions.  Capitalized terms used in this Award
Agreement that are not defined in this Award Agreement have the meanings as
used or defined in the Plan.  As used in
this Award Agreement, the following terms have the meanings set forth below:  Business Day means a
day that is not a Saturday, a Sunday or a day on which banking institutions are
legally permitted to be closed in the City of New York.  Call Right means the
right of the Company or any of its Affiliates to repurchase from you, on the
terms set forth in Section 6(d) of this Award Agreement, any Shares
you hold as a result of your exercise of the Options at Fair Market Value, the
determination of which shall not take into account any illiquidity discount
resulting from any Holding Period (as defined below) applicable to the Shares.


Cause means
insubordination, dishonesty, moral turpitude, other significant misconduct of
any kind, conviction of (or pleading guilty or nolo contendere to) a
crime, a significant violation of any rules, policies, procedures or guidelines
of the Company or any of its Affiliates, or a refusal to perform normal duties
and responsibilities (for any reason other than illness or incapacity) which,
in any case, the Company or any of its Affiliates reasonably classifies as a
termination for Cause.  The determination
of whether Cause has occurred shall be solely in the discretion of the
Company and its Affiliates.  Disability means total
disability as defined in The Readers Digest Association, Inc.s
Healthcare Program (or an equivalent plan, as determined in the sole discretion
of the Board).  Equity Investors means
the parties to the Stockholders Agreement as of March 2, 2007.  Liquidity Event means
a Liquidity Event I or a Liquidity Event II.  Liquidity Event I
means an IPO that occurs prior to a Liquidity Event II.  Liquidity Event II
means (a) the disposition by the Equity Investors in one or more
transactions of at least 50% of the Shares originally acquired by the Equity
Investors for all cash consideration or for a combination of cash and non-cash
consideration where the cash portion of the consideration represents
consideration for at least 50% of the Shares originally acquired by the Equity
Investors (other than a disposition to an Affiliate of any Equity Investor or
to any other Equity Investor), (b) a distribution by Ripplewood Partners
II, L.P. (or any Affiliate to which it transfers Shares) of at least 50% of the
Shares originally acquired by the Affiliates of Ripplewood Holdings, L.L.C. to
the limited partners of Ripplewood Partners II, L.P (or any such Affiliate to
which it transfers Shares); or (c) the payment of an extraordinary cash
dividend on the Shares by the Company in connection with an IPO, but only if
the value of such dividend per Share is greater than 50% of the price per Share
paid by the initial purchasers in the IPO; provided that if the Board
determines that any recapitalization, stock split, reverse stock split, split-up
or spin-off, reorganization, merger, consolidation, combination, repurchase or
exchange of Shares or other securities of the Company, issuance of warrants or
other rights to purchase Shares or other securities of the Company or other
similar corporate transaction or event affects the Shares such that an
adjustment is determined by the Board in its discretion to be appropriate or
desirable, then the Board may, in such manner as it may deem equitable or
desirable, amend or modify this definition.  Retirement means your
termination of your employment on or after age 55 after at least 10 years of
employment by the Company and its Affiliates and more than one year from the
date of this Award Agreement.  Stockholders Agreement
means the Stockholders Agreement, dated as of January 23, 2007, with
respect to the Company, as amended from time to time.  Vesting Date means the
date on which your rights with respect to all or a portion of the Options
subject to this Award Agreement may become fully vested, as provided in Section 3(a) of
this Award Agreement.  2


SECTION 3.Vesting and Exercise.  (a)  Vesting.  On each Vesting Date set forth below, your
rights with respect to the number of Options that corresponds to such Vesting
Date, as specified in the chart below, shall become vested and may be
exercised, subject to Section 3(b) of this Award Agreement, provided
that you must be employed by the Company or an Affiliate thereof on a Vesting
Date in order for your rights with respect to the corresponding Options to
become vested, except as otherwise determined by the Board in its sole
discretion or as otherwise provided in your Employment Agreement (the Options
with respect to which your rights become vested on any Vesting Date, the
Vesting Dates Tranche).  Vesting Date
  
  Incremental
  Percentage of
  Options
  Vesting
  
  Incremental
  Number of
  Options
  Vesting
  
  Aggregate
  Percentage of
  Options Vested
  
  Aggregate
  Number of
  Options Vested[1st
  anniversary of grant date]
  
  25
  %
  
  
  25
  %[2nd
  anniversary of grant date]
  
  25
  %
  
  
  50
  %[3rd
  anniversary of grant date]
  
  25
  %
  
  
  75
  %[4th
  anniversary of grant date]
  
  25
  %
  
  
  100
  %  (b)  Exercisability.  The Options may not be exercised, whether or
not vested, until the occurrence of a Liquidity Event II; provided that
25% of each Vesting Dates Tranche of Options may be exercised upon or
following a Liquidity Event I. 
Notwithstanding the foregoing, the Options may not be exercised until
your rights with respect to them have vested in accordance with Section 3(a) of
this Award Agreement.  (c)  Exercise of
Options.  Options, to the extent that
they are vested and exercisable in accordance with Sections 3(a) and 3(b) of
this Award Agreement, may be exercised, in whole or in part (but for the
purchase of whole Shares only), by delivery to the Company of (i) a
written or electronic notice, complying with the applicable procedures
established by the Board or the Company, stating the number of Shares with
respect to which the Options are thereby exercised and (ii) full payment
of the aggregate Exercise Price for the Shares with respect to which the
Options are thereby exercised in accordance with Section 6(b) of the
Plan; provided that, at your request, payment of the Exercise Price may
be made by the Companys withholding of Shares that would have otherwise been
delivered to you upon exercise of the applicable Options or by your delivery to
the Company of Shares that you then own, in each case that have a Fair Market
Value (valued as of the day immediately prior to the date of exercise or, on
the date of an IPO, valued at the price per Share paid by the initial
purchasers) equal to the aggregate Exercise Price; provided further
that any applicable withholding taxes must be satisfied in accordance with Section 9(a) of
this Award Agreement.  3


The notice shall be signed by you or any
other person then entitled to exercise the Options.  Upon exercise and full payment of the
Exercise Price and any applicable withholding taxes for the Shares with respect
to which the Options are thereby exercised, the Company shall deliver to you or
your legal representative one Share for each Option with respect to which you
have exercised and paid.  (d)  Expiration of
Options.  All Options shall
automatically expire on, and may no longer be exercised after, the tenth
anniversary of the date of this Award Agreement.  SECTION 4.  Stockholders Agreement.  Notwithstanding anything to the contrary in
the Plan or this Award Agreement, you shall not be entitled to receive any
Shares pursuant to this Award Agreement unless and until you have executed the
Stockholders Agreement.  SECTION 5.  Holding Period.  Any Shares that you receive upon exercise of
any Option awarded to you pursuant to this Award Agreement may not be sold,
assigned, alienated, transferred, pledged, attached or otherwise encumbered
until the first anniversary of the date that you shall have exercised such
Option for such Shares (the period between the date you exercise an Option and
the first anniversary thereof, such Options Holding Period), and
thereafter only in accordance with the Stockholders Agreement; provided
that any Shares withheld to pay the Exercise Price in accordance with Section
3(c) of this Award Agreement or to satisfy any applicable withholding taxes in
accordance with Section 9 of this Award Agreement shall not be subject to any
Holding Period.  SECTION 6.  Termination of Employment.  (a)  Forfeiture
of Unvested Options.  Unless the
Board determines otherwise, and except as otherwise provided in your Employment
Agreement, if your rights with respect to any Options awarded to you pursuant
to this Award Agreement have not become vested prior to the date on which your
employment with the Company and its Affiliates terminates for any reason, your
rights with respect to such Options shall immediately terminate, and you will
be entitled to no further payments or benefits with respect thereto.  (b)  Treatment of Vested Options.  Notwithstanding the foregoing, unless the
Board determines otherwise and except as otherwise provided in your Employment
Agreement, unexercised vested Options shall expire (i) in the event of a
termination of your employment due to your death, Disability or Retirement or
by the Company for reasons other than Cause, 90 days following the occurrence
of the Liquidity Event required to have occurred under Section 3(b) of this
Award Agreement in order for such Options to be exercisable and (ii) automatically
on the date of the termination of your employment for any other reason; provided
that, at any time following any termination of your employment to which clause
(i) applies, the Company, in its sole discretion, may make provision for a cash
payment to you in consideration for the cancelation of your Options in an
amount equal to the excess, if any, of the Fair Market Value (as of a date
specified by the Board) of the Shares subject to such Options over the
aggregate exercise price of such Options; provided  further that
all Options shall automatically expire on the tenth anniversary of the date of
this Award Agreement.  4


(c)  Treatment of
Shares during Holding Period.  Unless
the Board determines otherwise and except as otherwise provided in your
Employment Agreement, if your employment is terminated during an Options
Holding Period, any Shares subject to such Holding Period shall remain subject
to such Holding Period until the end of such Holding Period.  (d)  Call Right.  Upon or following any termination of your
employment, whether or not any Holding Period is in effect, the Company or any
of its Affiliates may exercise the Call Right with respect to any of the Shares
you shall have received upon exercise of the Options.  The completion of the repurchase pursuant to
the Call Right shall take place at the principal offices of the Company on the
tenth business day after written notice has been sent by the Company or an
Affiliate thereof, as applicable, to you indicating that the Company or such
Affiliate, as applicable, intends to exercise its Call Right.  Upon receipt of such repurchase price, you
shall deliver to the Company or such Affiliate, as applicable, an irrevocable
power of attorney enabling the Company or such Affiliate, as applicable, to
cause the transfer to it of the Shares so repurchased, and you shall have no
further rights with respect to such Shares.  SECTION 7. 
Voting Rights; Dividend Equivalents.  Prior to the date on which your rights with
respect to an Option have become vested and you exercise your right to purchase
Shares, you shall not be entitled to exercise any voting rights with respect to
such Option and shall not be entitled to receive dividends or other
distributions with respect thereto.  SECTION 8.  
Non-Transferability of Options. 
Unless otherwise provided by the Board in its discretion, Options may
not be sold, assigned, alienated, transferred, pledged, attached or otherwise
encumbered except as provided in Section 8(a) of the Plan.  Any purported sale, assignment, alienation,
transfer, pledge, attachment or other encumbrance of an Option in violation of
the provisions of this Section 8 and Section 8(a) of the Plan shall be void.  SECTION 9. 
Withholding, Consents and Legends.  (a)  Withholding.  The delivery of Shares pursuant to Section
3(c) of this Award Agreement is conditioned on satisfaction of any applicable
withholding taxes in accordance with Section 8(d) of the Plan; provided that
you may elect to satisfy any applicable withholding taxes (i) by having the
Company retain Shares that you would have otherwise received upon exercise of
an Option or (ii) by delivery to the Company of Shares that you then own, in
each case that have a Fair Market Value (valued as of the day immediately prior
to the date of exercise or, on the date of an IPO, valued at the price per
Share paid by the initial purchasers) equal to the amount of such withholding
taxes.  (b)  Consents.  Your rights in respect of the Options are
conditioned on the receipt to the full satisfaction of the Board of any
required consents that the Board may determine to be necessary or advisable
(including, without limitation, your consenting to the Companys supplying to
any third-party recordkeeper of the Plan such personal information as the Board
deems advisable to administer the Plan).  (c)  Legends.  The Company may affix to certificates for
Shares issued pursuant to this Award Agreement any legend that the Board
determines to be necessary or advisable (including to reflect any restrictions
to which you may be subject under any applicable securities laws or under the
Stockholders Agreement).  The Company may
advise the transfer agent to place a stop order against any legended Shares.  5


SECTION
10.  Successors and Assigns of the
Company.  The terms and conditions of
this Award Agreement shall be binding upon and shall inure to the benefit of
the Company and its successors and assigns.  SECTION
11.  Board Discretion.  The Board shall have full and plenary
discretion with respect to any actions to be taken or determinations to be made
in connection with this Award Agreement, and its determinations shall be final,
binding and conclusive.  SECTION
12.  Dispute Resolution.  (a)  Jurisdiction
and Venue.  Notwithstanding any
provision in your Employment Agreement, you and the Company irrevocably submit
to the exclusive jurisdiction of (i) the United States District Court for the
District of Delaware and (ii) the courts of the State of Delaware for the
purposes of any suit, action or other proceeding arising out of this Award
Agreement or the Plan.  You and the
Company agree to commence any such action, suit or proceeding either in the United
States District Court for the District of Delaware or, if such action, suit or
other proceeding may not be brought in such court for jurisdictional reasons,
in the courts of the State of Delaware. 
You and the Company further agree that service of any process, summons,
notice or document by U.S. registered mail to the applicable address set forth
below shall be effective service of process for any action, suit or proceeding
in Delaware with respect to any matters to which you have submitted to
jurisdiction in this Section 12(a).  You
and the Company irrevocably and unconditionally waive any objection to the
laying of venue of any action, suit or proceeding arising out of this Award
Agreement or the Plan in (A) the United States District Court for the District
of Delaware or (B) the courts of the State of Delaware, and hereby and thereby
further irrevocably and unconditionally waive and agree not to plead or claim
in any such court that any such action, suit or proceeding brought in any such
court has been brought in an inconvenient forum.  (b)  Waiver of Jury Trial.  You and the Company hereby waive, to the
fullest extent permitted by applicable law, any right either of you may have to
a trial by jury in respect to any litigation directly or indirectly arising out
of, under or in connection with this Award Agreement or the Plan.  (c)  Confidentiality.  You hereby agree to keep confidential the
existence of, and any information concerning, a dispute described in this
Section 12, except that you may disclose information concerning such dispute to
the court that is considering such dispute or to your legal counsel (provided
that such counsel agrees not to disclose any such information other than as
necessary to the prosecution or defense of the dispute). 6


SECTION 13.Notice.  All notices, requests, demands and other
communications required or permitted to be given under the terms of this Award
Agreement shall be in writing and shall be deemed to have been duly given when
delivered by hand or overnight courier or three Business Days after they have
been mailed by U.S. registered mail, return receipt requested, postage prepaid,
addressed to the other party as set forth below:  If to the Company:
  RDA Holding Co.c/o Ripplewood Holdings L.L.C.One Rockefeller Plaza, 32nd FloorNew York, NY 10020Attn: General CounselIf to you:
  Your address on file with the Company  The parties may change the address to which notices under this Award
Agreement shall be sent by providing written notice to the other in the manner
specified above.  SECTION 14.Headings.  Headings are given to the Sections and
subsections of this Award Agreement solely as a convenience to facilitate
reference.  Such headings shall not be
deemed in any way material or relevant to the construction or interpretation of
this Award Agreement or any provision hereof.  SECTION 15.Amendment of this Award Agreement.  The Board may waive any conditions or rights
under, amend any terms of, or alter, suspend, discontinue, cancel or terminate
this Award Agreement prospectively or retroactively; provided, however,
that any such waiver, amendment, alteration, suspension, discontinuance,
cancelation or termination that would materially and adversely impair your
rights under this Award Agreement shall not to that extent be effective without
your consent (it being understood, notwithstanding the foregoing proviso, that
this Award Agreement and the Options shall be subject to the provisions of Section 7(c) of
the Plan).  SECTION 16.Counterparts.  This Award Agreement may be signed in
counterparts, each of which shall be an original, with the same effect as if
the signatures thereto and hereto were upon the same instrument.  7


IN WITNESS WHEREOF, the parties
have duly executed this Award Agreement as of the date first written above.   RDA HOLDING CO.byChristopher P. MinnetianPresident[NAME],  8