Education Media, Inc. Watch

from S-1/A 5 pages Form of Right of First Refusal Agreement

from S-1/A 17 pages Education Media, Inc. Registration Rights Agreement

from S-1/A 6 pages Private Placement Warrant Purchase Agreement

from S-1/A 6 pages Private Placement Warrant Purchase Agreement

from S-1/A 6 pages Private Placement Warrant Purchase Agreement

from S-1/A 6 pages Private Placement Warrant Purchase Agreement

from S-1/A 6 pages Private Placement Warrant Purchase Agreement

from S-1/A 6 pages Private Placement Warrant Purchase Agreement

from S-1/A 6 pages Private Placement Warrant Purchase Agreement

from S-1/A ~1 page First Amendment to Subscription Agreement

from S-1/A ~1 page First Amendment to Subscription Agreement

from S-1/A ~1 page First Amendment to Subscription Agreement

from S-1/A ~1 page First Amendment to Subscription Agreement

from S-1/A ~1 page First Amendment to Subscription Agreement

from S-1/A 7 pages Subscription Agreement

from S-1/A 7 pages Subscription Agreement

from S-1/A 7 pages Subscription Agreement

from S-1/A 10 pages Stock and Warrant Escrow Agreement

from S-1 5 pages Form of Right of First Refusal Agreement

from S-1 2 pages This Letter Will Confirm Our Agreement That Commencing on , 2007, Ranger Aviation II, LLC Shall Make Available to Education Media, Inc. Certain Office Space Situated at 1700 Pennsylvania Avenue, Nw, Suite 900, Washington, DC 20006 and General Administrative Services as May Be Required by Education Media, Inc. in Exchange Therefor, Education Media, Inc. Shall Pay Ranger Aviation II, LLC the Sum of $10,000.00 Per Month. Education Media, Inc. Will Pay Ranger Aviation II, LLC the Monthly Fee of $10,000.00 on the Last Day of Each Month From and Including the Month in Which the Initial Public Offering Is Completed to and Including the Earlier of the Month in Which (I) Education Media, Inc.'s Initial Business Combination Is Consummated and (II) Education Media, Inc. Is Liquidated. Education Media, Inc. By: Name: Peter A. Kirsch Title: Chief Executive Officer Agreed and Accepted: Ranger Aviation II, LLC By: Name: James V. Kimsey Title: Sole Member