TRANSITION ARRANGEMENTS

Directors, but all of the other benefits provided to you under the Letter Agreement will still be retained.  For purposes of this Letter Agreement, “Cause” means (a) gross negligence or willful misconduct by you in connection with the performance of your duties hereunder that is materially injurious to Vertis, monetarily or otherwise, (b) your conviction by a court of competent jurisdiction for felony criminal conduct or (c) your material violation of the provisions of Section 10 of this Letter Agreement, unless, in the case of clauses (a) or (c), the event constituting Cause is curable and has been cured by you within ten business days of your receipt of written notice from Vertis that an event constituting Cause has occurred and specifying in reasonable detail the actions required to effect a cure.

3.             Duties .   During your continued employment with Vertis, you will report to the Board of Directors of Vertis acting by a majority of the Board.  During the Transition Period, you will not be authorized to perform any work or functions on behalf of Vertis except as specifically approved by the Chief Executive Officer or the Board and with respect to which assignments you and the Chief Executive Officer mutually agree; provided that your consent may not be withheld unreasonably.  Specifically, you will not be involved in the day to day operations of Vertis, but rather your efforts will exclusively be dedicated to recommending growth opportunities and innovations for Vertis’ consideration.

4.             Compensation, Benefits and Outplacement .   In consideration of your entering into this Letter Agreement and as consideration for the general releases included in Section 15 and the other obligations under this Letter Agreement, including your continued services to be rendered as an employee, Vertis will provide you with the following compensation and benefits.  Vertis will pay you during the Transition Period, in accordance with Vertis’ regular payroll practice for its senior executives, an annual base salary of $650,000 (the “ Annual Base Salary ”).  During the Transition Period, except as provided below, you shall continue to be eligible to participate in all retirement, health and welfare benefit plans of Vertis (including any medical, prescription, dental, disability, life insurance, accidental death and travel accident insurance plans and programs maintained by Vertis) or, in the discretion of Vertis, to have substantially equivalent coverage provided under an alternative arrangement, to the same extent, and subject to substantially the same terms and conditions, as these arrangements are made available generally to the senior officers of Vertis.  Notwithstanding the immediately preceding sentence, your participation in the Vertis Supplemental Executive Retirement Plan (the “ SERP ”) will cease as of March 1, 2006, in accordance with Vertis Retirement Committee action taken under SERP Section 2.1(c).  You understand that the Retirement Committee interprets the SERP to provide that your “Final Average Compensation” used in calculating your SERP Benefit is determined using your “Compensation” for calendar years 2001, 2002, 2003, 2004 and 2005, and you agree that this interpretation applies to calculating your SERP Benefit.  (See attached exhibits

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regarding SERP calculations and election rights.)  You (and, as applicable, your eligible dependents) will be entitled to elect healthcare continuation coverage (“ COBRA ”) in accordance with the provisions of Section 4980B of the Internal Revenue Code of 1986, as amended, when your employment with Vertis terminates.  Vertis shall pay the cost of providing you with outplacement services, up to a maximum of $32,500 provided that such services are (a) utilized by you starting six (6) months from March 1, 2006 and ending two (2) years from the start date and (b) provided by a recognized outplacement provider.  Such payment shall be made by Vertis directly to the service provider promptly following the provision of such services and the presentation to Vertis of documentation of the provision of such services.

5.             Reimbursement of Business Expenses .     During the Transition Period, Vertis will reimburse you for ordinary and necessary, pre-approved business expenses incurred by you in the performance of your duties in accordance with Vertis’ usual policies and subject to your substantiation of such expenses.

6.             Equity Interests .   You are a party to those certain agreements with Vertis known as the Amended and Restated Retained Share Agreement and the Amended and Restated Management Subscription Agreement, each dated as of August 31, 2003 (collectively, the “ Retained Equity Agreements ”) and that certain Restricted Stock Agreement dated effective as of May 20, 2004 (the “ Restricted Stock Agreement ”), under which you are the beneficial owner of an equity stake in Vertis.  By execution of this Letter Agreement, you agree to forfeit to Vertis, effective immediately, the shares of common stock of Vertis that are subject to the Restricted Stock Agreement.  In consideration of your forfeiture of such shares under the Restricted Stock Agreement, Vertis hereby forever waives its call rights (exclusive of any drag-along rights, which shall continue to be in effect) against the shares of common stock that are subject to the Retained Equity Agreements and agrees to take all actions necessary to amend the Retained Equity Agreements to provide for the continuation beyond your termination of employment with Vertis for any reason of the pre-IPO tag-along rights that you (or, as applicable, your estate) enjoy with respect to the shares subject to the Retained Equity Agreements.

7.             Death or Disability .   In the event that you die or are permanently disabled before March 31, 2008, your employment with Vertis will automatically terminate upon your death or permanent disability if not earlier terminated and Vertis will pay to you or your estate, as applicable, the Annual Base Salary for, and over the remaining balance of, the Transition Period, less applicable withholding taxes.  Such payments will be made at the same time and in the same increments as were being made during your employment.  Notwithstanding anything in this Section 7 to the contrary, in the event you become permanently disabled, the amount of Annual Base Salary that Vertis will pay to you each

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month during the balance of the Transition Period will be offset by any disability income benefit to which you are entitled for such month under a short-term or long-term disability plan or alternative arrangement provided by Vertis.

8.             Change in Control or Liquidity Event .

(a)           In the event that on or before June 29, 2006, which is the 120 ^th day following March 1, 2006, a Change in Control (as defined herein) shall occur or on or before June 29, 2006 an agreement is executed, the consummation of which would result in a Change in Control, Vertis will pay to you, in a lump sum cash payment upon the closing of the transaction constituting such Change in Control or as soon as practicable thereafter, $650,000 less applicable taxes.  Such amount shall be in addition to, and not in lieu of, other payments and benefits payable to you during the Transition Period.

(b)           For purposes of this Letter Agreement, a “Change in Control” shall be deemed to have occurred on the first date after this Letter Agreement becomes effective on which (1) any Person (as defined below) shall acquire, whether by purchase, exchange, tender offer, merger, consolidation or otherwise, beneficial ownership of securities of Vertis, Inc. constituting fifty percent (50%) or more of the combined voting power of the securities of Vertis, Inc., (2) any Person shall acquire all or substantially all of the assets of Vertis, Inc. pursuant to a sale, dissolution or liquidations, or (3) any Person shall acquire the ability to appoint or elect a majority of the members of the Board of Directors of Vertis, Inc.  For purposes of the preceding sentence, “ Person” shall have the meaning given in Section 3(a)(9) of the Securities Exchange Act of 1934, as amended from time to time, as such term is modified and used in Sections 13(d) and 14(d) thereof, except that such term shall not include (i) Vertis Holdings, Inc., Thomas H. Lee Partners or Thomas H. Lee Equity Fund IV, L.P., Evercore Capital Partners L.P. and each of their respective affiliates (the “ Designated Investors” ), (ii) a trustee or other fiduciary holding securities under an employee benefit plan of Vertis, Inc. or any of its affiliates, (iii) an underwriter temporarily holding securities pursuant to an offering of such securities and (iv) a corporation owned, directly or indirectly, by the Designated Investors, such that the aggregate ownership of securities or assets of Vertis, Inc. or the ability to appoint or elect directors of Vertis, Inc. that is attributable to such Designated Investors would not decrease to a level that would result in a Change in Control, if such ownership or ability was deemed to be held directly in Vertis, Inc.  The completion of an initial public offering in which no Person acquires beneficial ownership of fifty percent (50%) or more of the combined voting power of the securities of such Person shall not constitute a Change in Control, nor shall the acquisition of beneficial ownership of securities

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of Vertis, Inc. by a Person which has a class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended, if such acquisition does not result in the Designated Investors owning thirty percent (30%) or less of the combined voting power of the securities of Vertis, Inc.  Notwithstanding the foregoing, a Change in Control shall be deemed to have occurred on the date when the Designated Investors together with the senior management of Vertis, Inc. (as determined by the Designated Investors) cease to beneficially own at least thirty percent (30%) or more of the combined voting power of the securities of Vertis, Inc.

9.             Accrued Benefits .    Upon your termination of employment with Vertis for any reason, in addition to any other amounts and benefits provided for in this Letter Agreement, you (and your beneficiaries and dependents, as applicable) shall be entitled to receive all vested benefits under Vertis’ benefit plans, policies and programs in which you participated, in accordance with the terms of such plans, policies and programs (except to the extent that such benefits are duplicative of benefits provided for in this Letter Agreement).

10.          Confidentiality; Competition; Solicitation; Intellectual Property; Return of Property .

(a)           Througho