BELO SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN

Exhibit 10.2(5)(c)

BELO
SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN

As Amended and Restated Effective January 1, 2008

TABLE OF CONTENTS

BELO
SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN

As Amended and Restated Effective January 1, 2008

     1.  Purpose and Nature of the Plan .

          (a) Purpose . The purpose of the Supplemental Executive Retirement Plan is to provide certain employees of Belo and its subsidiaries with supplemental retirement income upon retirement or other termination of employment. The provisions of the Plan as amended and restated effective January 1, 2008, will apply to each employee who is a participant in the Plan on and after such date. Benefits under the Plan for participants who retired or otherwise terminated employment prior to January 1, 2008, will be determined under the terms of the Plan as in effect on December 31, 2007, as operated in good faith compliance with the provisions of Section 409A of the Internal Revenue Code and the guidance issued by the Department of the Treasury and the Internal Revenue Service prior to January 1, 2008, with respect to Section 409A.

          (b) Individual Account Plan . The Plan is an individual account plan, and the benefit payable under the Plan to a Participant at any time is the vested balance of the Participant’s accounts established under Section 5, notwithstanding the provisions of Section 4. The benefit described in Section 4 is a “target benefit,” which is merely the means by which the Committee determines the amount that Belo will contribute to the Plan on behalf of employees participating in the Plan with respect to such benefit and is not the benefit to be paid by the Plan.

     2.  Definitions . The following definitions are used throughout the Plan.

          (a) Belo means Belo Corp., a Delaware corporation. The term Belo subsidiary means (i) any corporation of which at least 80% of the total combined voting power of all outstanding shares of stock is owned directly or indirectly by Belo; (ii) any partnership of which at least 80% of the profits interest or capital interest is owned directly or indirectly by Belo; and (iii) any other entity of which at least 80% of the total equity interest is owned directly or indirectly by Belo.

          (b) Board of Directors means the Board of Directors of Belo.

          (c) Cause means (i) any intentional act of fraud, embezzlement, or theft committed by a Participant in the course of the Participant’s employment by Belo or any Belo subsidiary; (ii) any intentional misconduct engaged in by the Participant which is materially injurious to the business, reputation or property of Belo or any Belo subsidiary; (iii) any conduct of the Participant that constitutes a breach of fiduciary duty to Belo or any Belo subsidiary; or (iv) the Participant’s refusal to perform, or failure to perform in a satisfactory manner (other than by reason of disability), the duties and responsibilities of the Participant’s position with Belo or any Belo subsidiary.

          (d) Change in Control means a change in ownership of Belo, a change in effective control of Belo or a change in the ownership of a substantial portion of the assets of Belo, in each case within the meaning of Section 409A of the Code. Subject to the foregoing:

          (i) a change in ownership of Belo will occur on the date that any one person or persons acting as a group acquires ownership of stock of Belo that together with stock held by such person or persons constitutes more than 50% of the total fair market value or total voting power of the stock of Belo;

          (ii) a change in effective control of Belo will occur on the date that (A) any one person or persons acting as a group acquires (or has acquired during the 12-month period ending on the date of the most recent acquisition by such person or persons) ownership of the stock of Belo possessing 30% or more of the total voting power of the stock of Belo or (B) a majority of members of the Board is replaced during any 12-month period by directors whose appointment or election is not endorsed by a majority of the members of the Board prior to the date of such appointment or election; and

          (iii) a change in the ownership of a substantial portion of the assets of Belo will occur on the date that any one person or persons acting as a group acquires (or has acquired during the 12-month period ending on the date of the most recent acquisition by such person or persons) assets from Belo that have a total gross fair market value equal to or more than 40% of the total gross fair market value of all of the assets of Belo immediately prior to such acquisition.

          (e) Code means the Internal Revenue Code of 1986, as amended and in effect from time to time, and includes any applicable regulations or other guidance relating to provisions of the Code published by the Internal Revenue Service or the U.S. Treasury Department.

          (f) Committee means the Compensation Committee of the Board of Directors or any successor committee appointed by the Board of Directors to administer the Plan.

          (g) ERISA means the Employee Retirement Income Security Act of 1974, as amended.

          (h) Final Monthly Compensation means the final monthly compensation of a Participant determined in the same manner as under the provisions of the Pension Plan without regard to whether the Participant is also a participant in the Pension Plan, except that (i) the limitation on compensation under Section 401(a)(17) of the Code will not be taken into account; and (ii) with respect to a Participant who participates in a Belo annual incentive compensation plan, compensation will include the amount of the Participant’s target incentive cash compensation under such annual incentive compensation plan rather than the amount of the actual incentive cash compensation payment.

          (i) Grandfathered Participant means a Participant with an earned and vested account balance under the Plan as of December 31, 2004, whose name is set forth on Exhibit A to the Plan.

          (j) MSP means the Management Security Plan of A. H. Belo Corporation and Affiliated Companies, which was terminated as of December 31, 1999.

          (k) Participant means an employee who is eligible to receive benefits under the Plan. The term “Participant” will include (i) a Grandfathered Participant who continues to participate in the Plan after December 31, 2004; and (ii) unless the context clearly requires a different interpretation, the beneficiary of a deceased Participant.

          (l) Pension Plan means The G. B. Dealey Retirement Pension Plan, which is a defined benefit pension plan that is sponsored by Belo and is intended to qualify under Section 401(a) of the Code, as such plan was in effect on March 31, 2007, immediately prior to the benefit freeze that became effective on that date.

          (m) Plan means the Belo Supplemental Executive Retirement Plan as set forth herein and as amended from time to time.

          (n) Plan Year means the calendar year.

          (o) Separation from Service means a Participant’s separation from service within the meaning of Section 409A of the Code from Belo and all Belo subsidiaries by reason of the Participant’s death, retirement or other termination of employment. A Participant who is on military leave, sick leave or other bona fide leave of absence does not have a Separation from Service if the leave does not exceed six months or, if the leave exceeds six months, the Participant’s right to reemployment with Belo or a Belo subsidiary is provided by statute or by contract. If the period of the Participant’s leave exceeds six months but the Participant’s right to employment is not provided by statute or contract, the Participant’s Separation from Service occurs on the first date immediately following such six-month period. Notwithstanding the foregoing, where a leave of absence is due to any medically determinable physical or mental impairment that can be expected to result in death or can be expected to last for a continuous period of not less than six months, where such impairment causes the Participant to be unable to perform the duties of the Participant’s position of employment or any substantially similar position of employment, a 29-month period of absence will be substituted for such six-month period.

          (p) SRP means The Providence Journal Company Supplemental Retirement Plan.

          (q) Trust means the Belo Supplemental Executive Retirement Plan Trust, which as of the date of this amendment and restatement of the Plan is maintained pursuant to that certain Trust Agreement dated as of October 1, 2002, between Belo and The Bank of New York as successor trustee. The Trust is a so-called “rabbi trust” the assets of which are at all times subject to the claims of Belo’s general creditors.

          (r) 2004 Account means the account established for each Grandfathered Participant under Section 5(a). A Grandfathered Participant’s 2004 Account provides for benefits that are not subject to the provisions of Section 409A of the Code.

          (s) 2005 Account means the account established for each Participant under Section 5(b). A Participant’s 2005 Account provides for benefits under the Plan that are subject to the provisions of Section 409A of the Code.

     3.  Eligibility . The Committee will designate from time to time those employees of Belo or any Belo subsidiary who are eligible to participate in the Plan. An employee who has been designated as eligible to participate in the Plan will cease to be eligible for future benefits as of any date specified by the Committee, subject to the provisions of Section 5(c).

     4.  Restoration Benefit .

          (a) Projected Final Compensation . As soon as practicable after an employee becomes a Participant with respect to the target benefit described in this Section 4, the Committee will determine (i) the amount of the Participant’s projected annual Final Monthly Compensation on the assumption that the Participant will remain employed by Belo or a Belo subsidiary through the last day of the month in which the Participant attains age 65; and (ii) the projected annual retirement benefit that would be paid to the Participant from the Pension Plan based on such projected annual Final Monthly Compensation, and without regard to any limitation on benefits under Section 415 of the Code, in the form of a straight-life annuity beginning on the first day of the month immediately following the month in which the Participant attains age 65.

          (b) Projected Pension Plan Benefit . The Committee will also determine the projected annual retirement benefit that would be paid to the Participant under the terms of the Pension Plan as a straight-life annuity on the assumption that the Participant will remain employed by Belo or a Belo subsidiary through the last day of the month in which the Participant attains age 65 and will begin to receive retirement benefits immediately thereafter.

          (c) Pension Plan Freeze Disregarded . The Committee will determine the projected annual retirement benefit that would be paid to the Participant as if the Participant were an active participant in the Pension Plan and the Pension Plan had not been frozen on March 31, 2007, on the basis of the assumptions set forth in Section 4(a) and Section 4(b) and on the basis of such years of benefit accrual service as the Committee determines should be credited to the Participant for this purpose.

          (d) Target Benefit . The target benefit for each Participant under this Section 4 will be the value of an annual benefit payable as a straight-life annuity beginning on the first day of the month immediately following the month in which the Participant attains age 65 in an amount equal to (i) the difference between the value of the annual benefit determined under Section 4(a) and the value of the annual benefit determined under Section 4(b), multiplied by (ii) a fraction (not to exceed one) the numerator of which is the number of years of Plan participation that the Participant will have completed if the Participant participates continuously in the Plan until reaching age 65 and the denominator of which is 10.

     5.  Participant Accounts; Contribution and Earnings Credits .

          (a) 2004 Accounts . Belo will establish on its books a 2004 Account for each Grandfathered Participant and will credit to the Grandfathered Participant’s 2004 Account an

amount equal to the Grandfathered Participant’s earned and vested account balance as of December 31, 2004, plus all earnings that accrue with respect to such account balance after December 31, 2004, as determined under Section 5(d). The Grandfathered Participant’s earned and vested account balance as of December 31, 2004, will include, without limitation and to the extent applicable, (i) the Grandfathered Participant’s earned and vested right to the annual contribution credit for the 2004 Plan Year; (ii) the amount of the Grandfathered Participant’s SRP benefit transferred to the Plan as of January 1, 2000; and (iii) the amount of the Grandfathered Participant’s MSP benefit transferred to the Plan as of January 1, 2000, plus the amounts set forth on Exhibit B to the Plan that were credited to the Grandfathered Participant’s account prior to January 1, 2005.

          (b) 2005 Accounts . The Committee will determine the amount Belo would be required to contribute each Plan Year beginning on or after January 1, 2005, on behalf of a Participant in order to fully fund, as of the last day of the month in which the Participant attains age 65, the Participant’s target benefit described in Section 4, taking into account the balance of both the Participant’s 2004 Account and his 2005 Account. Belo will establish on its books a 2005 Account for each Participant and will credit to each Participant’s 2005 Account (i) the amount, if any, of the Participant’s account balance as of December 31, 2004, that was not earned and vested at December 31, 2004, plus earnings on such balance that accrue after December 31, 2004, as determined under Section 5(d); and (ii) the amount of the annual contribution credit determined by the Committee for Plan Years beginning on or after January 1, 2005, plus earnings on such contribution credits, as determined under Section 5(d). The Committee will review no less frequently than once every three years the assumptions used in determining each Participant’s target benefit described in Section 4 and the balance credited to each Participant’s 2004 Account and 2005 Account. In its discretion, the Committee may make any changes to the contribution credit to a Participant’s 2005 Account that it determines to be appropriate as a result of such review.

          (c) Annual Contributions .

          (i) No annual contributions will be credited to a Participant’s 2004 Account for any Plan Year beginning after December 31, 2004.

          (ii) Effective with the Plan Year beginning on January 1, 2005, Belo will credit annual contributions to each Participant’s 2005 Account in an amount determined under Section 5(b), and will contribute to the Trust the amount credited to the Participants 2005 Account, not later than 90 days after the end of the Plan Year for which the contribution is to be credited. Belo will also contribute to the 2005 Account of a Participant who is a former MSP participant the amounts set forth on Exhibit B to the Plan for years after December 31, 2004. Except as otherwise provided in this Section 5(c)(ii), contributions will be credited for each full Plan Year in which the Participant participates in the Plan. If a Participant first becomes eligible to participate on a date other than the first day of the Plan Year or attains age 65, retires or otherwise terminates employment or ceases to be eligible for future benefits on a date other than the last day of the Plan Year, the Committee will determine whether any contribu