September 22, 1999

Mrs. Margaret U. Scott
8505 Bloome Road
Cincinnati, Ohio 45243
Mr. Carl Lindner
One East Fourth Street
Cincinnati, Ohio 45202

Dear Mrs. Scott and Mr. Lindner:

This will confirm that a Joint Major League meeting on September 15, 1999 the Clubs approved the proposed sale and restructuring of the Reds outlined in the Commissioner's report, subject to confirmation that all the final terms are in compliance with those previously submitted.

In addition, this will confirm that with respect to the "other consideration" described in paragraph 3 of the Sale, Assignment and Assumption Agreement dated April 20, 1999, the following benefits were approved on the terms and conditions set forth below:

A. During the Seller's lifetime as long as the Seller is an owner of the Club:

i. Seller will retain use of the private box 401 at Cinergy Field and will have the use of a similarly situated private box in any new stadium occupied by the Club up to one hour before and after each home game;

ii. Seller will retain the use of twenty-one (21) blue-level seats at Cinergy Field and shall have the use of a comparable number of premium seats in any new stadium occupied by the Club;

iii. Seller may be permitted to participate in the operation in the internal Club organization to provide selected assistance to wives of Club personnel in areas of housing, schools, and community information;

iv. The Club will cooperate if Seller is invited to participate in ay Findley Market Opening Day Parade;

v. Seller may be permitted to consult with Purchaser about ideas she may have regarding the design of the new stadium;

vii. Seller may assist Purchaser with her past knowledge in the operation of the Club if and as requested by the Purchaser;

viii. The Club rally for the Children's Heart Fund, if held, will be held at the home of the Seller as long as the Seller desires.

B. Seller shall have access to Private Box 401 and her field box seats through Gate B at Cinergy Field. She shall be provided with reserved parking for her automobile at Cinergy Field immediately outside Gate B. Comparable arrangement will be made in any new stadium occupied by the Club for access and parking.

C. As a condition of the exercise of the benefits are hereby approved, Seller shall not, without the consent of Purchaser and the Commissioner, enter into the playing field or into office or comparable areas (Level 3 at Cinergy Field) and the Club, nor shall she interfere with or be involved with the operations of the Club. In addition, Seller shall make no public remarks on behalf of the Club.

D. Seller shall not be permitted to maintain an office at Cinergy Field or at any new stadium occupied by the Club.

Sincerely,
Signed Thomas J. Ostertag
General Counsel

cc: Commissioner Allan H. Selig
Robert A. DuPuy
Robert J. Kheel