EXHIBIT 10.1

STOCK PURCHASE AGREEMENT

THIS AGREEMENT (the “Agreement”) is made and entered into as of the sixteenth day of April, 2007 between AFFINITY GROUP, INC., a Delaware corporation (the “Seller”) and FREEDOMROADS HOLDING COMPANY, LLC, a Minnesota limited liability company (the “Purchaser”).

WITNESSETH :

WHEREAS, Purchaser and Camping World, Inc., a Kentucky corporation (together with its subsidiaries, “CW”) are parties to a joint venture agreement dated March 6, 2006 (the “JV”);

WHEREAS, Purchaser is desirous of purchasing and acquiring from the Seller all of the issued and outstanding capital stock (the “Shares”) of CW;

WHEREAS, Seller and CW have entered into a cooperative resources agreement dated as of January 1, 2005 (the “Cooperation Agreement”);

WHEREAS, Seller is willing to sell and deliver the Shares to the Purchaser subject to the contingencies set forth in Section 2.4 hereof;

WHEREAS, Seller and Purchaser are affiliated parties, each being indirectly controlled by Stephen Adams.

NOW, THEREFORE, the parties agree as follows:

ARTICLE 1

DEFINITIONS

Capitalized terms used in this Agreement are used as defined in this Article I or elsewhere in this Agreement.

The term “Affiliate” means, with respect to any entity, a person or entity directly or indirectly, controlling, controlled by or under common control with, such entity.

The term “AGI Senior Lenders” means the lenders under the AGI Senior Loan Agreement.

The term “AGI Senior Loan Agreement” means the agreements, documents and instruments evidencing the Seller’s senior secured credit facility.

The term “Appraisal Condition” is defined in Section 2.3.

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The term “Closing” is defined in Section 2.3.

The term “Closing Date” is defined in Section 2.3.

The term “Cooperation Agreement” is defined in the recitals.

The term “CW” is defined in the recitals.

The term “Damages” means any and all obligations, liabilities, damages, penalties, deficiencies, losses, investigations, proceedings, judgments, costs, and expenses (including, but not limited to, costs and expenses incurred in connection with the performing obligations, interest, bonding and court costs and the attorneys’ fees and disbursements) in each case, after the application of any and all amounts covered under insurance, contracts or similar arrangements and from third parties by the person or entity claiming indemnity hereunder and after taking into account the contributing acts or omissions to the event giving arise to any claim for indemnity hereunder and after taking into account the contributing acts or omissions to the event giving arise to any claim for indemnity hereunder directly or indirectly after the Closing of the person or entity claiming indemnity hereunder, which acts or omissions give rise to any liabilities by such person or entity.

The term “Independent Financial Advisor” means an accounting, appraisal or investment banking firm of nationally recognized standing that is, in the good faith judgment of the board of directors of the Seller, qualified to perform the task such firm has been engaged and disinterested and independent with respect to the Company and its Affiliates.

The term “Inter-Company Debt” is defined in Section 2.2.

The term “JV” is defined in the recitals.

The term “Legal Requirements” means any and all currently applicable (i) federal, state and local laws (statutory, judicial or otherwise), ordinances and regulations as currently interpreted by relevant regulatory authorities, (ii) judgments, order or decrees of any federal, state or local court, arbitrator or administrative or governmental authority, bureau or agency, and (iii)  contracts, agreements, franchises, understandings or other arrangements with any federal, state or local court, arbitrator or administrative or governmental authority, bureau or agency relating to compliance with the matters described in (i) and (ii) above.

The term “Liens” means liens, mortgages, charges, security interests or any other encumbrances (including without limitation adverse claims) or other restrictions or limitations of any kind whatsoever and all applicable statutes and regulations.

The term “Note” means a promissory note of the Purchaser substantially in the form of Exhibit A hereto.

The term “Purchase Price” is defined in Section 2.2.

The term “Shares” is defined in the recitals.

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ARTICLE II

PURCHASE AND SALE OF THE SHARES

2.1                                  Purchase and Sale of Shares .  At the Closing, the Seller agrees to sell, transfer and deliver to the Purchaser, and the Purchaser agrees to purchase, acquire and accept the Shares from the Seller.

2.2                                  Purchase Price .  The consideration to be paid to the Seller for the Shares (the “Purchase Price”) shall be $175,800,000, increased or decreased, as the case may be, dollar for dollar, by increases or decreases from and after April 1, 2007 to the Date of Closing in the net inter-company indebtedness of CW to the Seller (such net inter-company indebtedness having been $150,393,000 on March 31, 2007 and the amount thereof outstanding on the Closing Date being herein referred to as the “Inter-Company Debt”).  The Purchase Price shall be paid on the Closing Date by assumption and discharge on the Closing Date of the Inter-Company Debt (such discharge to be 75% in immediately available funds and 25% by delivery of the Note) and the balance as follows:  75% thereof in immediately available funds and 25% thereof by delivery of the Note.

2.3                                  The Closing .  The Closing of the transactions provided for in this Agreement (the “Closing’) shall occur at the offices of the Purchaser at 10:00 a.m. on such date as is designated by the Purchaser within 60 days of the date hereof (the “Closing Date”), but not prior to the satisfaction of the condition precedent set forth in Section 2.4(a) (the “Appraisal Condition”).   The Seller agrees to promptly engage an Independent Financial Advisor with a view to satisfying the Appraisal Condition and, upon satisfaction thereof, Seller shall give notice thereof to the Purchaser.  If the Appraisal Condition is not satisfied within 45 days of the date hereof, either Purchaser or Seller may, at its option by giving written notice thereof to the other, terminate this Agreement, whereupon neither party shall have any further obligation hereunder to the other. At the Closing, the Seller shall deliver the Shares duly endorsed for transfer to the Purchaser.  Each of the Buyer and the Seller agree to execute and