FIRSTAMENDMENT TO EMPLOYMENT AGREEMENT

Exhibit 10.7

EXECUTION VERSION

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT

This FIRST AMENDMENT (“Amendment”) to the Employment Agreement by and between McGraw-Hill Global Education Holdings, LLC, a Delaware limited liability company (as assignee to McGraw-Hill Education, Inc., a Delaware corporation) (the “Company”) and Lloyd G. Waterhouse (the “Executive”), dated as of June 6, 2012 (the “Employment Agreement”), is made by and between the Executive and the Company, effective as of this 15^th day of May, 2013 (the “Amendment Effective Date”).

WHEREAS, pursuant to the Purchase and Sale Agreement, dated as of November 26, 2012, by and among MHE Acquisition, LLC, McGraw-Hill Education LLC, The McGraw-Hill Companies, Inc. (“Parent”) and the other Sellers (as defined therein) named therein (the “Purchase Agreement”), the Company is no longer a wholly-owned subsidiary of Parent;

WHEREAS, a “Transaction” or “Private Sale”, each as defined in the Employment Agreement, has occurred as result of the consummation of the transactions contemplated under the Purchase Agreement; and

WHEREAS, the Company and the Executive have determined that it is in the Company’s and the Executive’s best interests to continue the Executive’s employment with the Company on the terms and conditions set forth below.

NOW, THEREFORE, in consideration of the foregoing, the Employment Agreement is hereby amended as of the Amendment Effective Date as follows:

“From May 15, 2013, through the expiration of the Term, the Executive shall have the duties, responsibilities and authority commensurate with his position and shall also assist in identifying and recruiting his successor.”

“(d) Board Seat. During the Term, the Executive shall be a member of the boards of directors of Georgia Holdings, Inc. (“Holdings”) and its subsidiaries.”

“2. Term of Employment. The Executive’s employment under this Agreement shall commence on June 13, 2012 (the “Effective Date”) and shall terminate on December 31, 2013, subject to earlier termination of the Executive’s employment under this Agreement.”

“For the 2013 calendar year, the Executive shall have an annual incentive opportunity (with a Target Bonus of 100% of his Base Salary) based on his achievement against the performance goals and objectives specified for 2013 on the attached Annex A. The goals set forth on Annex A have been established and approved by the Board and the Executive’s success in achieving such goals shall be determined reasonably and in good faith by the Board. This bonus shall be payable in 2014 as a cash lump sum as soon as practicable following the Board’s determination of the extent the performance goals have been achieved, but in no event later than March 15, 2014, subject to the Executive not terminating his employment voluntarily without Good Reason or being terminated by the Company for Cause prior to December 31, 2013.”

“(g) Housing Coverage. During the Term, the Company shall continue to reimburse Executive for his New York City housing costs in the same manner and to the same extent as it currently is doing, including, but not limited to, a simultaneous tax gross up.”

“(h) Option Grant. Following the Amendment Effective Date, the Company shall cause Holdings to grant to the Executive an option to purchase common stock of Holdings (the “Option”) pursuant to the terms and conditions of the Management Equity Plan of Holdings (the “Equity Plan”), and the Grant Certificate attached as Annex B (the “Option Grant Certificate”).”

“(i) Co-Invest. By May 15, 2013, the Executive shall have invested $500,000 in Holdings, pursuant to the terms of the subscription agreement attached as Annex C (the “Co-Investment”).”

“The Company and the Executive agree that they have not been able to (and do not anticipate being able to) reach an agreement for the continuation of Executive’s employment hereunder beyond December 31, 2013. Therefore, pursuant to the second sentence of this Section 4(b)(i), upon termination of the Executive’s employment at the expiration of the Term:

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(A) the Executive shall be entitled to receive a lump sum payment of two (2) times his Base Salary on the sixtieth (60^th) day following his termination of employment; it being understood, however that if the Executive’s employment terminates earlier as a result of termination without Cause by the Company or by the Executive for Good Reason (as contemplated by clause (A) or (B) of the first sentence of this Section 4(b)(i)) then the Executive shall also receive such lump sum payment; and

(B) the Company shall cause Holdings not to exercise its repurchase rights under Section 4.1 of the Stockholders’ Agreement (as defined in the Equity Plan) or Section 6 of the Option Grant Certificate with respect to the Executive’s Co-Investment or vested Option.”

“Notwithstanding the foregoing, the Executive acknowledges and agrees that he shall not resign for Good Reason as a result of (i) any changes that are solely the result of and occur in connection with the change in ownership as a result of the consummation of the transactions contemplated by the Purchase and Sale Agreement, dated as of November 26, 2012, by and among MHE Acquisition, LLC, McGraw-Hill Education LLC, Parent and the other Sellers (as defined therein) named therein or (ii) the Company’s engagement of, and the performance of services by, Ron Schlosser in the role of Executive Chairman so long as Executive remains the Chief Executive Officer of the Company with the responsibilities, duties and authority of such role. The Executive further acknowledges that the Company shall be conducting a search for a new Chief Executive Officer, and that such actions shall not constitute Good Reason.”

“Following the Term, the Executive shall continue to serve on the Board and/or provide advisory assistance to the Company on a part-time basis (but not in any event at a level that would not result in a “separation from service” under Code Section 409A) through March 22, 2014. In respect of the Executive’s continued service on the Board from the termination of his employment at the expiration of the Term through March 22, 2014, the

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Executive shall receive a cash fee equal to $18,750, payable in a single lump sum within 10 business days following the conclusion of such period. Any such services continuing after March 22, 2014 shall be pursuant to a separate agreement.”

“Notwithstanding the foregoing, any tax gross up payable pursuant to Section 3(g) hereof shall be paid by the end of the calendar year next following the calendar year in which the Executive remits the related taxes.”

[Signature Page Follows]

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IN WITNESS WHEREOF, this Amendment has been executed as of the date first written above.

[Signature Page to L. Waterhouse Amendment

to Employment Agreement]

[Signature Page to L. Waterhouse Amendment

to Employment Agreement]

ANNEX A

ANNEX B

[See attached grant certificate.]

ANNEX C

[See attached subscription agreement.]