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_2_ 2O6311854 <br />10017, as administrative agent for the Lenders (as defined below) (in such capacity, together <br />with its successors in such capacity, the "Beneficiary "), <br />WITNESSETH: <br />WHEREAS, Morris Communications Company, LLC, a Georgia limited liability <br />company, the Trustor, certain lenders (collectively, the "Lenders ") and the Beneficiary are parties <br />to a Credit Agreement dated as of August 7, 2003 (said Credit Agreement, as modified and <br />supplemented and in effect from time to time, being herein called the "Credit Agreement "; <br />except as otherwise herein expressly provided, all terms defined in the Credit Agreement being <br />used herein as defined therein), which Credit Agreement provides for loans to be made by the <br />Lenders to the Trustor in an aggregate principal amount not exceeding $400,000,000; <br />WHEREAS, the Trustor may from time to time be obligated to pay to one or more <br />of the Lenders or affiliates thereof (each, a "Swap Provider ") in respect of one or more Interest <br />Rate Protection Agreements as permitted by the Credit Agreement (such obligations being herein <br />referred to as the "Interest Rate Protection Obligations ") which amounts are payable by the <br />Trustor to the Swap Providers as additional interest in connection with the loans under the Credit <br />Agreement; <br />WHEREAS, the Trustor may from time to time be obligated to pay to one or more <br />other parties (each, a " Swingline Lender ") in respect of Swingline Indebtedness as permitted by <br />the Credit Agreement (such obligations being herein referred to as the "Swin line Indebtedness <br />Obligations "); <br />WHEREAS, it is a condition to the obligation of the Lenders to extend credit to <br />the Trustor pursuant to the Credit Agreement that the Trustor execute and deliver this Deed of <br />Trust; <br />NOW, THEREFORE, for good and valuable consideration, the receipt of which is <br />hereby acknowledged, and FOR THE PURPOSE OF SECURING the following (collectively, <br />the "Ob lia ations"): <br />(a) the payment of all indebtedness under the Credit Agreement, including the <br />initial Loans and any and all reborrowings, future advances and readvances thereunder <br />and modifications, extensions, substitutions, exchanges and renewals of the Credit <br />Agreement (each of which reborrowings, future advances, readvances, modifications, <br />Deed of Trust <br />NYl : #3351532v3 <br />