If you are requesting additional information regarding Holdings, Cambium or Cambiums subsidiaries

Exhibit 10.10

EXECUTION COPY

as of July 15, 2008

Cambium Learning, Inc.
313 Speen Street
Natick, MA 01760

          Re: Extension under Limited Waiver and Amendment

Ladies and Gentlemen:

     Reference is made to that certain (a) Credit Agreement dated as of April 12, 2007 (as amended, supplemented, amended and restated or otherwise modified from time to time) (the “Credit Agreement”) among CAMBIUM LEARNING, INC., a Delaware corporation and successor to VSS-CAMBIUM MERGER CORP. (“Borrower”), VSS-CAMBIUM HOLDINGS, LLC, a Delaware limited liability company (“Holdings”), the Subsidiary Guarantors, each lender from time to time party thereto (collectively, the “Lenders” and individually, a “Lender”), CREDIT SUISSE SECURITIES (USA) LLC as co-syndication agent (in such capacity, “Co-Syndication Agent”), BNP PARIBAS, as co-syndication agent (in such capacity, “Co-Syndication Agent” and together with the other Co-Syndication Agent, the “Syndication Agents”), TD Securities (USA) LLC, as documentation agent (in such capacity, “Documentation Agent”), and BARCLAYS BANK PLC, as issuing bank (in such capacity, “Issuing Bank”), as administrative agent (in such capacity, “Administrative Agent”) for the Lenders and as collateral agent (in such capacity, “Collateral Agent”) for the Secured Parties and the Issuing Bank and (b) Limited Waiver and Amendment, dated as of May 20, 2008 (as amended, supplemented, amended and restated or otherwise modified from time to time) (the “Limited Waiver and Amendment”), among Borrower, Administrative Agent, and Required Lenders, in each case listed on the signature pages thereto. Capitalized terms used and not otherwise defined herein shall have the meanings assigned to them in the Credit Agreement.

     1. All references in Section 1 of the Limited Waiver and Amendment (including, without limitation, the reference within the definition of Determination Date) to “July 15, 2008” shall be amended and replaced, ab initio, with “11:59 P.M. (New York time) on August 15, 2008”.

     2. This letter agreement shall become effective as of the date, when, and only when, each of the following conditions precedent shall have been (or are or will be substantially concurrently therewith) satisfied: (a) the Administrative Agent (or its counsel) shall have received from the Borrower either (i) a counterpart of this letter agreement signed on behalf of Borrower or (ii) written evidence satisfactory to the Administrative Agent (which may include facsimile transmission of a signed signature page of this letter agreement) that Borrower has signed a counterpart of this letter agreement and (b) the Administrative Agent shall have received satisfactory evidence that the Borrower shall have entered into a letter agreement with the Required Note-Holders (as defined in the Senior Unsecured Note Purchase Agreement) modifying the Temporary Waiver and Amendment dated as of May 20, 2008 among Borrower,

Holdings, TCW/CRESCENT MEZZANINE PARTNERS IV, L.P. as administrative agent and the Required Note-Holders in a manner substantially similar to this letter agreement (i.e., solely replacing the references to July 15, 2008 in Section 1 of the Temporary Waiver and Amendment with the date of August 15, 2008 and that otherwise the Temporary Waiver and Amendment shall remain unchanged and in full force and effect).

     Borrower agrees to reimburse the Administrative Agent for its reasonable out-of-pocket expenses incurred in connection with this letter agreement, including the reasonable fees, charges and disbursements of Cahill Gordon & Reindel llp, counsel for the Administrative Agent.

     Except as set forth herein, the Credit Agreement and the Limited Waiver and Amendment shall remain unchanged and in full force and effect. This letter agreement constitutes a Loan Document under the Credit Agreement for all purposes.

     THIS LETTER AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK. The waiver of venue, waiver of jury trial, jurisdiction and consent to service of process provisions set forth in Sections 10.09 and 10.10 of the Credit Agreement are hereby incorporated by reference, mutatis mutandis, in this letter agreement.

     This letter agreement may be executed in any number of counterparts and by different parties hereto on separate counterparts, each of which when so executed and delivered shall be deemed to be an original, but all of which when taken together shall constitute a single instrument. Delivery of an executed counterpart of a signature page of this letter agreement by facsimile transmission shall be effective as delivery of a manually executed counterpart hereof.

		Very truly yours,
		BARCLAYS BANK PLC, as Administrative      Agent, as Issuing Bank, Administrative Agent and Collateral      Agent
		By:		/s/ David Barton
				Name: David Barton
				Title: Director
		CREDIT SUISSE, CAYMAN ISLANDS BRANCH, as a Lender
		By:		/s/ Rianka Mohan
				Name: Rianka Mohan
				Title: Vice President
		[If a second signature is necessary:]
		By:		/s/ Mikhail Faybusovich
				Name: Mikhail Faybusovich
				Title: Vice President

Acknowledged and Agreed:
CAMBIUM LEARNING, INC.
By:		/s/ Eric Van Ert
		Name: Eric Van Ert
		Title: Secretary

Extension under Limited Waiver and Amendment

		BNP Paribas, as a Lender
		By:		/s/ Yung Wu   Yung Wu
				Vice President
		By:		/s/ Maria Bliznakova   Maria Bliznakova
				Vice President

		UNION SQUARE CDO LTD., as a Lender By: Blackstone Debt Advisors L.P. as Collateral Manager
		By: Name:		/s/ Dean T. Criares   Dean T. Criares
		Title:		Authorized Signatory

		Monument Park CDO Ltd., as a Lender By: Blackstone Debt Advisors L.P. as Collateral Manager
		By: Name:		/s/ Dean T. Criares   Dean T. Criares
		Title:		Authorized Signatory

		INWOOD PARK CDO LTD., as a Lender By: Blackstone Debt Advisors L.P. as Collateral Manager
		By: Name:		/s/ Dean T. Criares   Dean T. Criares
		Title:		Authorized Signatory

				CIFC FUNDING 2007-II, LTD., CIFC FUNDING 2007-III, LTD., CIFC FUNDING 2007-IV, LTD., CIFC FUNDING 2007-48, LTD., CIFC FUNDING 2007-50, LTD., as a Lender
		By:		/s/ Elizabeth Chow
				Name: Elizabeth Chow
				Title: Head of Underwriting

		ColumbusNova CLO Ltd. 2007-I, as a Lender
		By:		/s/ Paul Cal   Name: Paul Cal
				Title: Associate Director
		[If a second signature is necessary:]
		By:
				Name:
				Title:

Acknowledged and Agreed:

CAMBIUM LEARNING, INC.

By:		/s/ Eric Van Ert
		Name:  Eric Van Ert
		Title:  Secretary

Extension under Limited Waiver and Amendment

Acknowledged and Agreed:

CAMBIUM LEARNING, INC.

By:		/s/ Eric Van Ert
		Name:  Eric Van Ert
		Title:  Secretary

Extension under Limited Waiver and Amendment

Acknowledged and Agreed:

CAMBIUM LEARNING, INC.

By:		/s/ Eric Van Ert
		Name:  Eric Van Ert
		Title:  Secretary

Extension under Limited Waiver and Amendment

Acknowledged and Agreed:

CAMBIUM LEARNING, INC.

By:		/s/ Eric Van Ert
		Name:  Eric Van Ert
		Title:  Secretary

Extension under Limited Waiver and Amendment

Acknowledged and Agreed:

CAMBIUM LEARNING, INC.

By:		/s/ Eric Van Ert
		Name:  Eric Van Ert
		Title:  Secretary

Extension under Limited Waiver and Amendment