LIN TELEVISION CORP
EX 10.21 2ND AMEND TO SEVERANCE AGMNT - MALONEY
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<TYPE>EX-10.21
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<FILENAME>b45703ltexv10w21.txt
<DESCRIPTION>EX 10.21 2ND AMEND TO SEVERANCE AGMNT - MALONEY
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                                                                   Exhibit 10.21


                  AMENDMENT TO SEVERANCE COMPENSATION AGREEMENT

This Amendment to Severance Compensation Agreement ("Amendment") is entered into
as of this 30th day of August, 2000, between LIN Television Corporation, a
Delaware corporation (the "Company") and Peter E. Maloney (the "Executive").

WHEREAS the Company and the Executive are parties to that certain Severance
Compensation Agreement, dated as of September 5, 1996, as amended on October 1,
1999 (the "Agreement");

WHEREAS the Company is completing the Recapitalization (as hereinafter defined);

WHEREAS the parties desire to amend the Agreement upon the terms contained
herein.

NOW, THEREFORE, in consideration of the mutual covenants and agreements
contained herein, the Company and the Executive agree as follows:

1.    Capitalized terms not otherwise defined herein shall have the meanings
      ascribed to them in the Agreement.

2.    The definition of "Hicks Muse Change in Control" contained in paragraph 2
      of the Agreement is hereby amended and restated in its entirety to read as
      follows:

      "Hicks Muse Change in Control" shall mean the first to occur of any of the
      following events:

            (i) any sale, lease, exchange, or other transfer (in one transaction
            or series of related transactions) of all or substantially all of
            the assets of the Company to any Person or group of related Persons
            for purposes of Section 13(d) of the Exchange Act, other than one or
            more members of the Shareholder Group;

            (ii) a majority of the Board of Directors of the Company shall
            consist of Persons who are not Continuing Directors; or

            (iii) the acquisition by any Person or Persons (other then one or
            more members of the Shareholder Group) of the power, directly or
            indirectly, to vote or direct the voting of securities having more
            than 50% of the ordinary voting power for the election of directors
            of the Company;

      provided, however, that the Recapitalization and the consummation of the
      other transactions contemplated by that certain Letter Agreement dated as
      of January 18, 2000, as amended, by and among Carson/LIN SBS, L.P.,
      Fojtasek Capital, Ltd., and Ranger Equity Partners, L.P., shall not
      constitute a "Hicks Muse Change in Control."

3.    The following definition "Recapitalization" is hereby added to paragraph 1
      of the Agreement:


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      "Recapitalization" shall mean the conversion on August 30, 2000 of all
      then outstanding shares of common stock of Ranger Equity Holdings
      Corporation ("Ranger") into an equal number of shares of Class B common
      stock of Ranger, except for 500,000 shares of common stock then held by
      each of Carson/LIN SBS, L.P. and Fojtasek Capital, Ltd., which 1,000,000
      shares were converted into an equal number of shares of Class A common
      stock of Ranger. The Recapitalization was effected by filing the Amended
      and Restated Certificate of Incorporation of Ranger with the Secretary of
      State of the State of Delaware on August 30, 2000.

4.    Except as otherwise specifically amended hereby, the Agreement remains in
      full force and effect, without other amendment.

IN WITNESS WHEREOF, the parties have executed this Amendment as of the date
first above written.

LIN TELEVISION CORPORATION          EXECUTIVE


By: /s/ Denise M. Parent                           /s/ Peter E. Maloney
    --------------------                           ------------------------
      Denise M. Parent                                 Peter E. Maloney
      Vice President-Deputy General Counsel


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