PREEMPTIVE RIGHTS TO PURCHASE [ ] WARRANTS TO PURCHASE SHARES OF CLASS A COMMON STOCK OF THE NEW YORK TIMES COMPANY

Exhibit 10.2

[FORM OF PREEMPTIVE RIGHTS CERTIFICATE]

PREEMPTIVE RIGHTS TO PURCHASE

[        ] WARRANTS TO PURCHASE

SHARES OF CLASS A COMMON STOCK

OF

THE NEW YORK TIMES COMPANY

PRICE: $1.33 PER WARRANT

THE TERMS AND CONDITIONS OF THE PREEMPTIVE RIGHTS OFFERING (THE “PREEMPTIVE RIGHTS OFFERING”) ARE SET FORTH IN THE CORPORATION’S BASE PROSPECTUS DATED DECEMBER 29, 2008, AS SUPPLEMENTED BY THE PROSPECTUS SUPPLEMENT DATED JANUARY 21, 2009 (TOGETHER, THE “PROSPECTUS”) AND ARE INCORPORATED HEREIN BY REFERENCE. A COPY OF THE PROSPECTUS ACCOMPANIES THIS PREEMPTIVE RIGHTS CERTIFICATE.

THIS CERTIFICATE OR A NOTICE OF GUARANTEED DELIVERY MUST BE RECEIVED BY MELLON INVESTOR SERVICES LLC (THE “PREEMPTIVE RIGHTS AGENT”), WITH PAYMENT IN FULL NO LATER THAN 5:00 P.M., NEW YORK CITY TIME, ON FEBRUARY 9, 2009, OR SUCH LATER TIME TO WHICH THE PREEMPTIVE RIGHTS OFFERING MAY HAVE BEEN EXTENDED (THE “EXPIRATION TIME”).

The preemptive rights represented by this Preemptive Rights Certificate, in whole or in part, may be exercised by duly completing Form 1, and may be exercised through a bank or broker, by duly completing Form 2.  Before exercising the preemptive rights holders are urged to read carefully and in their entirety the Prospectus and instructions, copies of which are available from the Preemptive Rights Agent. The preemptive rights are not registered and may not be sold, transferred or assigned and will not be listed for trading on the New York Stock Exchange or any other stock exchange or market.

IMPORTANT:  Complete appropriate FORM and, if applicable, delivery instructions, and SIGN on reverse side.

The registered owner whose name is inscribed hereon is entitled to purchase [    ] warrants upon exercise of the preemptive rights evidenced hereby upon the terms and subject to the conditions set forth in the Prospectus and instructions relating thereto.  Warrants purchased hereby shall be delivered as soon as practicable after the Expiration Time and after all prorations and adjustments contemplated by the terms of the Preemptive Rights Offering have been effected.

THIS PREEMPTIVE RIGHTS CERTIFICATE IS NOT TRANSFERABLE

PREEMPTIVE RIGHTS HOLDERS SHOULD BE AWARE THAT IF THEY CHOOSE TO EXERCISE FEWER THAN ALL OF THE PREEMP