SEVERANCE AGREEMENT

June 2, 2005

Mr. Jeffrey E. Epstein

(address intentionally omitted)

Dear Jeff:

In connection with your “at-will” employment as Executive Vice President and Chief Financial Officer by ADVO, Inc. (“ADVO” or collectively with its affiliates or subsidiaries, the “Company”) effective as of June 6, 2005, ADVO is pleased to offer you the severance benefits set forth in this letter agreement (the “Agreement”):

1. Non-Solicitation, Non-Competition and Non-Disclosure . In exchange for the benefits provided to you pursuant to this Agreement, you agree to be bound by and comply with the following terms and covenants concerning non-solicitation, non-competition and non-disclosure. Notwithstanding anything to the contrary in this Agreement and regardless of your eligibility to receive severance benefits pursuant to this agreement, you agree to adhere to (x) the non-competition provisions set forth in Paragraph 1(d) below for a period of six (6) months from your date of termination and (y) the non-disclosure provisions set forth in Paragraph 1(e) below indefinitely. If you are eligible to receive severance benefits pursuant to this Agreement, then during the Severance Period (as defined in Paragraph 3(b)) with respect to non-solicitation and non-competition, and indefinitely with respect to non-disclosure, you agree that you will not, directly or indirectly, whether for yourself or for any other individual or entity (other than the Company):

(a) solicit any person or entity who is, or was, within the twelve (12) months preceding the termination of your employment with the Company, a customer, customer representative (such as an agency), a prospect (with respect to which the Company has incurred substantial costs or with which you have been involved), or a client of the Company, with the twelve (12) month period reduced to six (6) months for prospects with which you have not been involved;

(b) hire away or endeavor to entice away from the Company any employee or any other person or entity whom the Company engages to perform services or supply products and including, but not limited to, any independent contractors, consultants, engineers, or sales representatives or any contractor, subcontractor, supplier, or vendor;

(c) hire any person whom the Company employs or employed within the twelve (12) months preceding the date as of which you attempt to hire the person;

(d) be employed by, lend money to, or engage in any business competitive with the Company in the United States of America, including, without limitation, acting, either singly or jointly or as agent for, or as an employee of or consultant to, any one or more persons, firms, entities, or corporations directly or indirectly (as a director, independent contractor, representative, consultant, member, or otherwise) that compete with the Company. Nothing in this Paragraph 1(d) shall prohibit you from owning or acquiring up to 1% of the outstanding securities of any corporation or other business enterprise in competition with the Company that is listed on a national securities exchange, provided that you are otherwise in compliance with the provisions of this Paragraph, you own such securities for investment purposes only and you have no involvement beyond passive investing in such business; or

(e) at any time, whether during or after the termination of employment, for any reason whatsoever (other that to promote and advance the business of the Company), reveal to any person or entity (both commercial and non-commercial) any of the trade secrets or confidential or proprietary business information concerning the Company: including its research and development activities; client lists; database specifications; show-how and know-how; marketing plans and strategies; pricing and costing policies; customer and supplier lists and accounts; or nonpublic financial information of the Company, except as may be required in the ordinary course of performing your duties as an employee of the Company. This restriction shall not apply to: (i) information that may be disclosed generally or is in the public domain through no fault of yours; (ii) information received from a third party outside the Company that was disclosed without a breach of any confidentiality obligation; (iii) information approved for release by written authorization of the Company; or (iv) information that may be required by law or an order of any court, agency or proceeding to be disclosed. You shall keep secret all matters of such nature entrusted to you and you shall not use or disclose any such information for the benefit of any third party in any manner which may injure or cause loss to the Company, whether directly or indirectly.

2. Notice of Termination . Except as otherwise provided in this Agreement, any termination of your employment, whether by you or ADVO, will be communicated by thirty (30) days prior written notice to the other party. All notices provided for in this Agreement will be in writing and will be effective when delivered or mailed by U.S. mail, postage prepaid, at the addresses shown above or to such other address as either ADVO or you may have furnished to the other in writing.

3. Severance Payments and Benefits .

(a) ADVO will provide you with the severance pay