UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934 (Amendment No. )

Filed by the Registrant [X]
Filed by a Party other than the Registrant [_]

Check the appropriate box:

[_] Preliminary Proxy Statement [_] Soliciting Material Pursuant to
[_] Confidential, For Use of the SS.240.14a-11(c) or SS.240.14a-12
Commission Only (as permitted
by Rule 14a-6(e)(2))
[X] Definitive Proxy Statement
[_] Definitive Additional Materials

MEREDITH CORPORATION
--------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)

--------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

Payment of Filing Fee (Check the appropriate box):

[X] No fee required.
[_] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.

1) Title of each class of securities to which transaction applies:

________________________________________________________________________________
2) Aggregate number of securities to which transaction applies:

________________________________________________________________________________
3) Per unit price or other underlying value of transaction computed pursuant
to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is
calculated and state how it was determined):

________________________________________________________________________________
4) Proposed maximum aggregate value of transaction:

________________________________________________________________________________
5) Total fee paid:

________________________________________________________________________________

[_] Fee paid previously with preliminary materials:
[_] Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee
was paid previously. Identify the previous filing by registration
statement number, or the form or schedule and the date of its filing.

1) Amount previously paid:

________________________________________________________________________________
2) Form, Schedule or Registration Statement No.:

________________________________________________________________________________
3) Filing Party:

________________________________________________________________________________
4) Date Filed:

________________________________________________________________________________

MEREDITH
CORPORATION

-------------------

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
NOVEMBER 12, 2001

-------------------

NOTICE IS HEREBY GIVEN that the Annual Meeting of holders of common stock
and class B common stock of Meredith Corporation (hereinafter called the
"Company") will be held at the Company's principal executive offices, 1716
Locust Street, Des Moines, Iowa 50309-3023, on Monday, November 12, 2001, at
10:00 A.M., local time, for the following purposes:

(1) To elect four Class III directors for terms expiring in 2004.

(2) To elect one Class I director for a term expiring in 2002.

(3) To transact such other business as may properly come before the
meeting or any adjournment or adjournments thereof.

By resolution of the Board of Directors, only holders of record of the
Company's common stock and class B common stock at the close of business on
September 5, 2001, are entitled to notice of and to vote at the meeting or at
any adjournment or adjournments thereof.

By Order of the Board of Directors,

/s/ John S. Zieser

JOHN S. ZIESER
VICE PRESIDENT -- GENERAL COUNSEL
AND SECRETARY

Des Moines, Iowa
September 24, 2001

PLEASE DATE, SIGN AND MAIL THE ENCLOSED PROXY CARD(S) IN THE ENVELOPE PROVIDED,
WHICH REQUIRES NO POSTAGE FOR MAILING IN THE UNITED STATES. YOUR VOTE IS
IMPORTANT REGARDLESS OF THE NUMBER OF SHARES YOU OWN. A PROMPT RESPONSE IS
HELPFUL, AND YOUR COOPERATION IS APPRECIATED.

MEREDITH
CORPORATION

-------------------

PROXY STATEMENT
ANNUAL MEETING OF SHAREHOLDERS
NOVEMBER 12, 2001

-------------------

INTRODUCTION

This Proxy Statement, along with the Company's Annual Report to
Shareholders, is being sent to shareholders on or about September 24, 2001, in
connection with the solicitation of proxies by the Board of Directors of
Meredith Corporation (the "Company") to be used in voting at the Annual Meeting
of holders of common stock and class B common stock of the Company to be held at
the Company's principal executive offices, 1716 Locust Street, Des Moines, Iowa
50309-3023, on Monday, November 12, 2001, at 10:00 A.M., local time, and at any
adjournment or adjournments thereof.

YOU ARE REQUESTED TO SIGN AND COMPLETE THE ENCLOSED PROXY CARD(S) AND
RETURN IT (THEM) IN THE ENCLOSED ENVELOPE.

Proxies in such form, if duly signed and received in time for voting, will
be voted in accordance with the directions of the shareholders. If no
instructions are specified in a proxy, the proxy will be voted by the proxy
holders FOR the election as directors of the nominees hereinafter named and in
their discretion upon such matters not presently known or determined that may
properly come before the meeting.

YOUR VOTE IS IMPORTANT REGARDLESS OF THE NUMBER OF SHARES YOU OWN.

The giving of a proxy does not preclude the right to vote in person or by
means of a subsequent proxy should the person giving the proxy so desire. Any
proxy may be revoked by giving notice to the Company in writing prior to the
meeting or in open meeting, but such revocation shall not affect any vote
previously taken.

The expense of soliciting proxies for the Annual Meeting, including the
cost of preparing, assembling and mailing the notice, proxy and Proxy Statement
and the reasonable costs of brokers, nominees and fiduciaries in supplying
proxies to beneficial owners, will be paid by the Company. The solicitation will
be made by use of the mail, through brokers and banking institutions, and by
officers and regular employees of the Company.

SHARES ENTITLED TO VOTE

Each holder of record of common stock at the close of business on September
5, 2001, is entitled to one vote per share so held on all matters to come before
the meeting. At the close of business on September 5, 2001, there were
outstanding and entitled to vote at the Annual Meeting, 39,213,818 shares of
common stock of the Company. Each holder of record of class B common stock at
the close of business on September 5, 2001, is entitled to ten votes per share
so held on all matters to come before the meeting. At the close of business on
September 5, 2001, there were outstanding and entitled to vote at the Annual
Meeting, 10,515,829 shares of class B common stock of the Company, for a total
of 144,372,108 votes.

The affirmative vote of a majority of the total number of votes entitled to
be cast represented by shares present in person or by proxy, a quorum being
present, is required to elect directors and to approve any other matters that
may properly come before the meeting. In determining whether a quorum exists at
the Annual Meeting for purposes of all matters to be voted on, all votes "for"
or "against," as well as all abstentions (including votes to "withhold
authority" to vote in certain cases), will be counted.

Abstentions with respect to a particular proposal will be counted as part of the
base number of votes to be used in determining if that particular proposal has
received the requisite percentage of base votes for approval, while broker
non-votes will not be counted in such base for each proposal. Therefore, an
abstention will have the same practical effect as a vote "against" such
proposal, while a broker non-vote will have no effect. If an individual has
signed a proxy card but failed to indicate a vote "for," "against," or "withhold
authority," such proxy will be voted FOR the election as directors of the
nominees therein named and in their discretion upon such matters not presently
known or determined that may properly come before the meeting.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL
OWNERS AND MANAGEMENT

Under regulations of the Securities and Exchange Commission, persons who
have power to vote or to dispose of shares of the Company, either alone or
jointly with others, are deemed to be beneficial owners of such shares. Because
the voting or dispositive power of certain stock listed in the following table
is shared, in some cases the same securities are listed opposite more than one
name in the table. The total number of the Company's shares as listed in the
table (excluding stock options that are presently exercisable or will become
exercisable within sixty (60) days following the date of the Proxy Statement),
after elimination of such duplication is 11,679,835 shares of common stock
(approximately 30% of the outstanding common stock) and 9,050,218 shares of
class B common stock (approximately 86%) of the outstanding class B common
stock).

Set forth below is information as of July 31, 2001, concerning security
ownership by each person who is known to management to be the beneficial owner
of more than 5% of any class of the Company's voting securities, and security
ownership by management.

COMMON STOCK OWNED (1) CLASS B COMMON STOCK OWNED (2)
-------------------------------- ---------------------------------
SOLE VOTING SHARED SOLE VOTING SHARED
OR VOTING OR OR VOTING OR
INVESTMENT INVESTMENT % OF INVESTMENT INVESTMENT % OF
NAME POWER POWER CLASS POWER POWER CLASS
---- ----------- ---------- ------- ----------- ---------- -------

(a) BENEFICIAL OWNERS OF MORE THAN 5%

E. T. Meredith III, Director (3)(4)(6) ........ 7,200 1,745,898 20% 3,251,602 4,135,818 70%
1716 Locust Street
Des Moines, IA 50309-3023

Frederick B. Henry, Director (3)(6)(9) ........ 712,816 449,608 5% 28,763 887,826 9%
100 West Hallam Street
Aspen, CO 81611

Mell Meredith Frazier, Director (3)(4)(5) ..... 40,985 92,412 2% 95,345 692,412 8%
1716 Locust Street
Des Moines, IA 50309-3023

Anna K. Meredith Endowment Trust (11) ......... 0 0 2% 0 600,000 6%
665 Locust Street
Des Moines, IA 50304

AIM Funds Management, Inc. (12) ............... 0 3,622,000 9% 0 0 0
5140 Yonge Street, Suite 900
Toronto, Ontario, CN M2N 6X7

Franklin Mutual Advisers, LLC (12) ............ 2,611,759 0 7% 0 0 0
51 John F. Kennedy Parkway
Short Hills, NJ 07078

Citigroup Inc. (12) (13) ...................... 0 2,125,477 5% 0 0 0
399 Park Avenue
New York, NY 10043

COMMON STOCK OWNED (1) CLASS B COMMON STOCK OWNED (2)
--------------------------------- -----------------------------------
SOLE VOTING SHARED SOLE VOTING SHARED
OR VOTING OR OR VOTING OR
INVESTMENT INVESTMENT % OF INVESTMENT INVESTMENT % OF
NAME POWER POWER CLASS POWER POWER CLASS
---- ----------- ---------- ------- ----------- ---------- --------

(b) DIRECTORS, NOT LISTED ABOVE, INCLUDING
NOMINEES, AND NAMED EXECUTIVE OFFICERS

Herbert M. Baum, Director (6)(9) ............. 40,705 0 * 0 0 0
Mary Sue Coleman, Director (6) ............... 14,278 0 * 0 0 0
Christina A. Gold, Director (6)(9) ........... 5,397 0 * 0 0 0
Joel W. Johnson, Director (6)(9) ............. 36,467 0 * 0 0 0
Jerome M. Kaplan, President -
Magazine Group (5)(7)(10) ................... 204,364 0 * 492 0 *
William T. Kerr, Director,
Chairman and CEO (4)(5)(7)(10) .............. 1,140,185 15,000 3% 0 0 0
Stephen M. Lacy, President -
Publishing Group (5)(7)(10) ................. 89,000 0 * 0 0 0
Robert E. Lee, Director (6)(9) ............... 48,135 0 * 2,800 0 *
David J. Londoner, Nominee (4) ............... 24,990 5,000 * 0 0 0
Philip A. Marineau, Director (6) ............. 11,349 0 * 0 0 0
Suku V. Radia, Vice President -
Chief Financial Officer (5)(7) .............. 20,183 0 * 0 0 0
Nicholas L. Reding, Director (6)(9) .......... 45,261 0 * 0 0 0
Jack D. Rehm, Director (4)(6)(9) ............. 493,806 10,068 1% 45,457 1,344 *
John S. Zieser, Vice President - General
Counsel & Secretary (5)(7)(10) .............. 52,290 0 * 0 0 0

(c) ALL DIRECTORS AND EXECUTIVE OFFICERS AS A
GROUP (3)(4)(5)(6)(7)(8)(9)(10)
(19 persons) ............................... 3,139,169 2,342,306 31% 3,425,230 5,717,400 87%

--------------------------
*Less than one percent.
(1) Shares listed in the table under "Common Stock Owned" do not include shares
of common stock deemed to be owned by the shareholder as a result of the
shareholder's ownership of class B common stock which is convertible, share
for share, into common stock. However, the calculation of "% of Class"
includes such shares deemed to be owned. If such shares were not included
in the calculations, the common stock ownership percentages would be: Mr.
E. T. Meredith III, 5%; Mr. Frederick B. Henry, 3%; Ms. Mell Meredith
Frazier, less than 1%; the Anna K. Meredith Endowment Trust, 0%; the other
individuals' ownership percentages would be unchanged, and the ownership
percentage in (c) All directors and executive officers as a group, would be
14%.
(2) Class B common stock is not transferable except to members of the family of
the holder and certain other related entities. Class B common stock,
however, is convertible, share for share, at any time into fully
transferable common stock without the payment of any consideration.
(3) Includes shares owned by various trusts. The inclusion of these shares is
not to be taken as an admission by the named shareholder of beneficial
ownership of these shares for any other purpose.
(4) Includes shares beneficially owned by spouses and relatives living in the
same home with the named individuals, and includes shares owned by family
partnerships.
(5) Includes shares held by Wells Fargo, as trustee under the Meredith Savings
and Investment Plan for the benefit of certain officers, which shares are
voted by the trustee only at the direction of the individual plan
participants.
(6) Includes shares which are subject to presently exercisable stock options or
options exercisable within 60 days following July 31, 2001, by non-employee
directors under the Company's 1993 Stock Option Plan for Non-Employee
Directors as follows: 30,000 shares each for Messrs. Robert E. Lee and
Nicholas L. Reding; 26,000 shares each for Messrs. Herbert M. Baum and Joel
W. Johnson; 12,000 shares each for Dr. Mary Sue Coleman and Messrs.
Frederick B. Henry and Jack D. Rehm; 6,000 shares each for Messrs. Philip
A. Marineau and E. T. Meredith III; 2,000 shares for Ms. Christina A. Gold;
and an additional 464,056 shares for Mr. Rehm under the Company's 1992 and
1996 Stock Incentive Plans.
(7) Includes shares which are subject to presently exercisable stock options or
options exercisable within 60 days following July 31, 2001, by executive
officers under the Company's 1992 and 1996 Stock Incentive Plans as
follows: 992,369 shares for Mr. William T. Kerr; 182,600 shares for Mr.
Jerome M. Kaplan; 73,400 shares for Mr. Stephen M. Lacy; 36,000 shares for
Mr. John S. Zieser; and 12,000 shares for Mr. Suku V. Radia.
(8) Includes 2,069,559 shares which are subject to presently exercisable stock
options or options exercisable within 60 days following July 31, 2001, by
the directors and executive officers as a group.
(9) Includes stock equivalents held by the non-employee directors under the
Company's 1990 Restricted Stock Plan for Non-Employee Directors as follows
(rounded to the closest whole number): 9,227 shares for

Mr. Robert E. Lee; 7,326 shares for Mr. Herbert M. Baum; 6,216 shares for
Mr. Joel W. Johnson; 3,510 shares for Mr. Nicholas L. Reding; 3,172 shares
for Mr. Jack D. Rehm; 1,464 shares for Mr. Frederick B. Henry; and 1,001
shares for Ms. Christina A. Gold; for an aggregate total of 31,916 shares.
(10) Includes stock equivalents held by the executive officers under the
Company's 1996 Stock Incentive Plan as follows (rounded to the closest
whole number): 44,178 shares for Mr. William T. Kerr; 6,492 shares for Mr.
Stephen M. Lacy; 4,415 shares for Mr. Jerome M. Kaplan; and 3,078 shares
for Mr. John S. Zieser; for an aggregate total of 64,029 shares.
(11) This is a charitable trust with five trustees: Bankers Trust Company, D.
Mell Meredith Frazier, E. T. Meredith IV, Quentin G. Heisler, Jr., and
John D. Bloodgood. The five trustees act by majority vote.
(12) Information as of December 31, 2000, based on Schedule 13G filed with the
Securities and Exchange Commission.
(13) Includes 2,113,750 shares of common stock beneficially owned by Citigroup
Inc.'s wholly-owned subsidiary, Salomon Smith Barney Holdings, Inc., 388
Greenwich Street, New York, NY 10013.

ELECTION OF DIRECTORS

The Company's Restated Articles of Incorporation provide that the Board of
Directors shall consist of not fewer than three nor more than 15 persons, as may
be provided by the Bylaws, to be divided into three classes, each class to
consist, as nearly as may be possible, of one-third of the total number of
directors. The Bylaws provide that the number of directors shall be fixed from
time to time by resolution of the Board of Directors. The last resolution
provided for 12 directors. The proxies cannot be voted for a greater number of
persons than the number of nominees named herein.

Listed below are the four persons who have been nominated as Class III
directors to serve three-year terms to expire in 2004. All Class III nominees
are currently serving as directors and were previously elected by the
shareholders. Ms. Frazier is the daughter of Mr. E. T. Meredith III. In
addition, Mr. David J. Londoner has been nominated as a Class I director by the
Board of Directors to fill the vacancy which will be created by the resignation
of Ms. Christina A. Gold from the Board effective as of the date of the Annual
Meeting. Should any of these nominees become unable to serve prior to the
upcoming Annual Meeting, an event which is not anticipated by the Company, the
proxies, except those from shareholders who have given instructions to withhold
voting for the following nominees, will be voted for such other person as the
Compensation/Nominating Committee may nominate. Certain information concerning
each of the four nominees for Class III directors, Mr. Londoner, and each of the
continuing directors is set forth below.

NOMINEES FOR ELECTION AS CLASS III DIRECTORS --
TERMS TO EXPIRE IN 2004

YEAR
FIRST ELECTED PRINCIPAL OCCUPATION, BUSINESS EXPERIENCE
NOMINEE AGE AS A DIRECTOR AND OTHER INFORMATION
--------------------- --- ------------- --------------------------------------------------------------

Mary Sue Coleman 57 1997 President, The University of Iowa, 1995 to present; Provost,
University of New Mexico, 1993 to 1995. Dr. Coleman is a
director of Gaylord Container Corporation.

Mell Meredith Frazier 45 2000 Vice President, Meredith Corporation Foundation, September
1999 to present; Director of Corporate Planning, Meredith
Corporation, October 1999 to present; Financial Analyst,
Meredith Corporation, July 1995 to October 1999.

Joel W. Johnson 58 1994 Chairman, President and Chief Executive Officer, Hormel
Foods Corporation (producer and marketer of meat and food
products), December 1995 to present; President and Chief
Executive Officer, Hormel Foods Corporation, 1993 to December
1995. Mr. Johnson is a director of Hormel Foods Corporation;
Ecolab, Inc. and US Bancorp.

E. T. Meredith III 68 1966 Chairman of the Executive Committee, Meredith Corporation,
1988 to present.

NOMINEE FOR ELECTION AS CLASS I DIRECTOR --
TERM TO EXPIRE IN 2002

David J. Londoner 64 Nominee General Partner, The North River Company (family investment
partnership), 1995 to present; Managing Director, Manager of
Media/Entertainment Research Sector, ABN AMRO, Inc.
(investment banking firm), 2000 to June 2001; Managing Director,
Director of the Media/Entertainment Research Group, Schroder
& Co., Inc. (successor to Wertheim & Co. Inc.) (investment
banking firm), 1989 to 2000.

DIRECTORS CONTINUING IN OFFICE AS CLASS I DIRECTORS --
TERMS TO EXPIRE IN 2002

YEAR
FIRST ELECTED PRINCIPAL OCCUPATION, BUSINESS EXPERIENCE
DIRECTOR AGE AS A DIRECTOR AND OTHER INFORMATION
--------------------- --- ------------- --------------------------------------------------------------

Robert E. Lee 66 1982 President, Glacier Properties, Inc. (private investment firm),
1986 to present; Executive Director, Emeritus, The Denver
Foundation (community foundation), 1996 to present; Executive
Director, The Denver Foundation, 1989 to 1996; Chairman and
CEO, First Interstate Bank of Denver, 1980 to 1989. Mr. Lee is
a director of Storage Technology Corporation; Source Capital
Corporation; ING North America Insurance Holdings, Inc. and
Financial Investors Trust.

Philip A. Marineau 54 1998 President and Chief Executive Officer, Levi Strauss & Co.
(worldwide brand apparel company), September 1999 to present;
President and Chief Operating Officer, Pepsi-Cola North
America (worldwide beverage division of Pepsico), December
1997 to September 1999; President, Dean Foods, January 1996
to October 1997; President and Chief Operating Officer, The
Quaker Oats Company, 1993 to December 1995. Mr. Marineau
is a director of Levi Strauss & Co.

Jack D. Rehm 68 1988 Chairman of the Board-Retired, Meredith Corporation, January
1998 to present; Chairman of the Board, Meredith Corporation,
July 1992 to December 1997; Chief Executive Officer, Meredith
Corporation, February 1989 to December 1996. Mr. Rehm is a
director of International Multifoods Corporation and
Star Tek, Inc.

DIRECTORS CONTINUING IN OFFICE AS CLASS II DIRECTORS --
TERMS TO EXPIRE IN 2003

Herbert M. Baum 64 1994 Chairman, President and Chief Executive Officer, The Dial
Corporation (manufacturer and marketer of consumer products),
August 2000 to present; President and Chief Operating Officer,
HASBRO, Inc. (toy manufacturer), 1999 to August 2000;
Chairman and Chief Executive Officer, Quaker State
Corporation, July 1995 to 1998; Chairman, President and Chief
Executive Officer, Quaker State Corporation, 1993 to June
1995. Mr. Baum is a director of Pepsi Americas Inc. Corporation;
Midas, Inc.; The Dial Corporation; Fleming Cos., Inc. and
Action Performance Companies, Inc.

Frederick B. Henry 55 1969 President, The Bohen Foundation (private charitable foundation),
1985 to present.

William T. Kerr 60 1994 Chairman and Chief Executive Officer, Meredith Corporation,
January 1998 to present; President and Chief Executive Officer,
Meredith Corporation, January 1997 to December 1997;
President and Chief Operating Officer, Meredith Corporation,
July 1994 to December 1996. Mr. Kerr is a director of Principal
Mutual Holding Company; Storage Technology Corporation
and Maytag Corporation.

Nicholas L. Reding 66 1992 Chairman, The Keystone Center (science and public policy),
2001 to present; Chairman, Nidus Center for Scientific Enterprise
(plant science and biotechnology business), 1999 to present;
Vice Chairman, Monsanto Company, 1992 to 1998. Mr. Reding
is a director of International Multifoods Corporation and CPI
Corporation.

BOARD COMMITTEES, MEETINGS AND COMPENSATION

COMMITTEES OF THE BOARD

There are five standing committees of the Board of Directors:

AUDIT COMMITTEE. The members of this committee are Messrs. Marineau
(Chairman), Baum and Johnson, Ms. Gold and Dr. Coleman. The committee is
composed entirely of non-employee directors, each of whom meets the
"independence" requirement of the New York Stock Exchange ("NYSE"). Pursuant to
the Company's Audit Committee Charter (a copy of which is attached to this Proxy
Statement as Appendix A), each member of the committee, in addition to meeting
the "independence" requirement, must be "financially literate" as contemplated
under the NYSE rules. The committee assists the Board of Directors in fulfilling
its oversight responsibilities as they relate to the Company's accounting
policies and internal controls, financial reporting practices and legal and
regulatory compliance. In addition, the committee maintains through regularly
scheduled meetings, a line of communication between the Board of Directors and
the Company's financial management, internal auditors and independent
accountants.

COMPENSATION/NOMINATING COMMITTEE. The members of this committee are
Messrs. Lee (Chairman), Baum, Henry and Reding. The committee is composed
entirely of non-employee directors. The committee reviews and approves changes
in corporate officers' salaries, approves prior to adoption any officer,
director or management incentive, bonus or stock plans or agreements and
administers such plans as required. The committee also nominates directors to
serve on the Board. The committee will consider shareholder recommendations for
directors sent to the Compensation/Nominating Committee, c/o Mr. John S. Zieser,
Vice President-General Counsel and Secretary, Meredith Corporation, 1716 Locust
Street, Des Moines, Iowa 50309-3023.

EXECUTIVE COMMITTEE. The members of this committee are Messrs. Meredith
(Chairman), Kerr, Lee and Rehm and Dr. Coleman. The committee has, during
intervals between meetings of the Board in cases in which specific directions
have not been given by the Board of Directors, all the authority of the Board
in management of the Company's business, except for certain matters set forth
in the Bylaws including the authority to declare dividends or other
distributions, fill vacancies on the Board of Directors or any committee
thereof, adopt, amend or repeal the Bylaws, or make fundamental changes in the
corporate structure of the Company.

FINANCE COMMITTEE. The members of this committee are Messrs. Reding
(Chairman), Baum, Johnson, Lee and Rehm. The committee advises the Board with
respect to corporate financial policies and procedures, dividend policy,
specific corporate financing plans and annual operating and capital budgets. It
also provides financial advice and counsel to management, appoints depositories
of corporate funds and specifies conditions of deposit and withdrawal, approves
corporate investment portfolios and capital expenditure requests by management
within the limits established by the Board.

PENSION COMMITTEE. The members of this committee are Messrs. Henry
(Chairman) and Marineau, Ms. Frazier, Ms. Gold and Dr. Coleman. The committee
reviews pension plans and amendments to

ascertain that they are being administered in accordance with their terms and
are providing authorized benefits. It also reviews levels and types of benefits
and recommends changes. The committee recommends to the Board investment
objectives for pension funds, reviews the performance of the funds and
recommends to the Board such committees it deems desirable for the
administration of the pension plans.

MEETINGS OF THE BOARD

During fiscal 2001 the full Board met five times, the
Compensation/Nominating and Audit Committees each met four times, the Finance
Committee met six times, the Pension Committee met three times and the Executive
Committee met once. All directors attended at least 75% of all meetings of the
full Board and the respective committees on which they served during fiscal
2001.

COMPENSATION OF THE BOARD

Employee directors receive no compensation for Board service. Non-employee
directors receive a $35,000 annual retainer with an additional $3,000 annual
retainer for committee chairpersons. Under the 1990 Restricted Stock Plan for
Non-Employee Directors, as amended, non-employee directors have the opportunity
to receive either all or 50% of the annual retainer (including the chairperson
retainer) in either restricted stock or stock equivalents equal to 105% of the
amount of the annual retainer converted. Each new non-employee director receives
1,200 shares of restricted stock upon election to the Board. The restricted
stock vests on the fifth anniversary of the date of the grant. During fiscal
2001, seven of ten non-employee directors elected to receive all or 50% of their
retainer in restricted stock or stock equivalents.

The 1993 Stock Option Plan for Non-Employee Directors, as amended, is a
further encouragement of directors' ownership of the Company's stock. Each
non-employee director receives an option to purchase 6,000 shares of Company
common stock on the day following the Annual Meeting of Shareholders at an
exercise price equal to the average of the high and low market prices on the
date of the grant. The options become exercisable one-third per year over a
three-year period beginning on the first anniversary of the grant date. The
options expire on the tenth anniversary of the grant date.

Pursuant to a consulting agreement, Mr. Jack D. Rehm, former Chairman of
the Board and a current director, receives not less than $150,000 per year
through December 31, 2002. During fiscal 2001, Mr. Rehm received $150,000 under
this consulting agreement.

COMPENSATION OF EXECUTIVE OFFICERS

The following table provides a summary of compensation paid to Mr. Kerr and
the other four most highly compensated executive officers of the Company (the
"named executive officers") for services rendered to the Company during each of
the last three fiscal years.

SUMMARY COMPENSATION TABLE

LONG-TERM COMPENSATION
ANNUAL COMPENSATION AWARDS
------------------------------ -------------------------
RESTRICTED
STOCK SECURITIES
FISCAL AWARDS UNDERLYING ALL OTHER
NAME AND PRINCIPAL POSITION YEAR SALARY BONUS OTHER (1)(2) OPTION AWARDS COMPENSATION (3)
--------------------------- ------ -------- -------- ------- ---------- ------------- ----------------

William T. Kerr 2001 $690,000 $382,062 $ 0 175,000 $21,790
Chairman and CEO 2000 650,000 836,000 0 100,000 21,790
1999 615,000 845,624 0 0 22,840

Stephen M. Lacy 2001 $415,039 $249,715 $27,835 70,000 $ 8,238
President - Publishing 2000 325,385 340,000 24,426 30,000 9,036
Group (4) 1999 290,000 326,250 37,379 18,000 6,521

Jerome M. Kaplan 2001 $425,289 $172,343 $ 2,521 50,000 $ 6,800
President - Magazine 2000 390,000 225,000 21,917 25,200 6,800
Group (5) 1999 375,000 269,546 22,480 17,700 6,400

Suku V. Radia 2001 $360,000 $141,750 $ 0 30,000 $13,210
Vice President - Chief 2000 114,923 127,258 85,313 18,000 1,195
Financial Officer (6)

John S. Zieser 2001 $304,000 $149,699 $ 4,248 30,000 $ 8,907
Vice President - General 2000 290,000 307,537 6,040 78,573 24,000 5,528
Counsel and Secretary (7) 1999 121,635 54,686 55,408 55,734 18,000 0

------------------------
(1) Accumulated Restricted Stock:

AGGREGATE
SHARES YEAR-END VALUE ($)
-------- -------------------

William T. Kerr * *
Stephen M. Lacy 2,513 $ 89,991
Jerome M. Kaplan 13,307 476,524
Suku V. Radia 3,000 107,430
John S. Zieser 3,878 138,871

*On February 25, 1999, Mr. Kerr and the Company entered into an
agreement whereby all of Mr. Kerr's restricted stock (43,200
shares) was exchanged for an equal number of stock equivalents.

Dividends are paid on reported restricted stock.

(2) Restricted stock awards vest five years after date of grant. The vesting of
certain shares of restricted stock also is conditioned upon the continued
holding of a corresponding number of shares of common stock.
(3) This column discloses: (a) matching contributions made by the Company equal
to 80% of the first 5% of the employee's contributions to the Meredith
Savings and Investment Plan, a defined contribution plan available
generally to the employees of the Company, as follows: $6,800 for Mr. Kerr;
$6,800 for Mr. Lacy; $6,800 for Mr. Kaplan; $4,985 for Mr. Radia; and
$7,972 for Mr. Zieser; (b) life insurance premiums paid by the Company in
fiscal 2001 on policies that are owned by the employees under split dollar
insurance arrangements as follows: Mr. Kerr, $11,300; Mr. Lacy, $313; Mr.
Radia, $8,225; and Mr. Zieser, $305; and (c) the premiums paid on term life
insurance in fiscal 2001 as follows: $3,690 for Mr. Kerr; $1,125 for Mr.
Lacy; and $630 for Mr. Zieser.
(4) Mr. Lacy became President of the Publishing Group on November 14, 2000.
(5) Mr. Kaplan became an executive officer on November 14, 2000.
(6) Mr. Radia joined the Company on March 1, 2000.
(7) Mr. Zieser joined the Company on January 18, 1999.

OPTION GRANTS TABLE

The following table sets forth certain information with respect to options
to purchase shares of the Company's common stock awarded during fiscal 2001 to
the named executive officers. All options granted were nonqualified options. The
option exercise price is equal to the fair market value of the Company's common
stock on the date of the grant.

OPTION GRANTS IN LAST FISCAL YEAR

REALIZABLE VALUE AT
ASSUMED ANNUAL
INDIVIDUAL GRANTS APPRECIATION FOR OPTION TERM (3)
----------------------------------------------------------------------------------------- --------------------------------
NUMBER OF % OF TOTAL
SECURITIES OPTIONS GRANTED TO EXERCISE
UNDERLYING EMPLOYEES IN OR BASE EXPIRATION
NAME OPTIONS GRANTED FISCAL YEAR (1) PRICE ($) DATE (2) 5% ($) 10% ($)
---- --------------- ------------------ --------- ----------------- -------------- ---------------

William T. Kerr 100,000 9.13% 28.06250 August 9, 2010 1,764,836 4,472,440
75,000* 6.85% 28.06250 August 9, 2010 1,323,627 3,354,330

Stephen M. Lacy 24,000 2.19% 28.06250 August 9, 2010 423,561 1,073,386
18,000* 1.64% 28.06250 August 9, 2010 317,670 805,039
16,000 1.46% 30.75000 November 13, 2010 309,416 784,121
12,000* 1.10% 30.75000 November 13, 2010 232,062 588,091

Jerome M. Kaplan 17,700 1.62% 28.06250 August 9, 2010 312,376 791,622
12,000* 1.10% 28.06250 August 9, 2010 211,780 536,693
12,300 1.12% 30.75000 November 13, 2010 237,864 602,793
8,000* 0.73% 30.75000 November 13, 2010 154,708 392,061

Suku V. Radia 18,000 1.64% 28.06250 August 9, 2010 317,670 805,039
12,000* 1.10% 28.06250 August 9, 2010 211,780 536,693

John S. Zieser 18,000 1.64% 28.06250 August 9, 2010 317,670 805,039
12,000* 1.10% 28.06250 August 9, 2010 211,780 536,693

All Shareholders (4) 878,744,709 2,226,911,624

------------------------
(1) Total options granted to employees during the fiscal year were 1,095,100.
(2) Options are fully exercisable after death or termination of employment due
to disability or retirement through the expiration date. All options become
exercisable in installments of one-third on the first three anniversaries
of the date of grant except for certain options (indicated by *). Such
options become exercisable in August 2008, but with an acceleration in
vesting to August 2003 for a graduated number of options beginning with the
achievement of at least an annualized earnings per share (EPS) growth of
13%, up to all of the options granted if the annualized EPS growth equals
or exceeds 15%, and so long as the return on equity averages at least 15%,
in each case, over the three-year period ending June 30, 2003.
(3) As required by the rules of the Securities and Exchange Commission, the
dollar amounts under these columns represent the hypothetical gain or
"option spread" that would exist for the options based on assumed 5% and
10% annual compounded rates of stock price appreciation over the full
option term. The prescribed rates are not intended to forecast possible
future appreciation.
(4) All shareholders are shown for comparison purposes only. The realizable
value to all shareholders is the aggregate net gain, assuming a starting
market price per share of common stock of $28.0625 (the fair market value
on August 9, 2000), and appreciation at assumed annual rates of 5% and 10%
for a ten-year period.

OPTION EXERCISES AND YEAR-END VALUE TABLE

The following table sets forth as to each named executive officer
information with respect to the status of all options granted to such officer as
of June 30, 2001.

AGGREGATED OPTION EXERCISES IN LAST FISCAL YEAR, AND FY-END OPTION VALUES

NUMBER OF SECURITIES VALUE OF UNEXERCISED
UNDERLYING UNEXERCISED IN-THE-MONEY OPTIONS AT
OPTIONS AT FY-END (#) FY-END ($) (2)
SHARES ACQUIRED --------------------------- ---------------------------
NAME ON EXERCISE VALUE REALIZED ($) (1) EXERCISABLE UNEXERCISABLE EXERCISABLE UNEXERCISABLE
---- --------------- ---------------------- ----------- ------------- ----------- -------------

William T. Kerr 25,000 $772,250 575,702 941,666 $11,476,700 $8,879,350
Stephen M. Lacy 0 0 53,400 100,000 15,923 625,640
Jerome M. Kaplan 0 0 146,900 93,200 2,287,566 694,866
Suku V. Radia 0 0 6,000 42,000 44,235 320,895
John S. Zieser 0 0 24,000 48,000 31,845 264,270

------------------------
(1) Calculated based on the difference between the exercise price and the fair
market value of the Company's common stock on the date of exercise.

(2) Calculated based on the fair market value of the Company's common stock on
June 30, 2001 ($35.81).

RETIREMENT PROGRAMS AND EMPLOYMENT AGREEMENTS

The Company maintains separate qualified defined benefit plans for its
union and nonunion employees, as well as two nonqualified supplemental pension
plans covering certain nonunion employees. Defined benefit plans and the
supplemental pension plans are actuarial plans and the amount of the
contribution with respect to a specific person cannot readily be separately
calculated by the regular actuaries for the plans. The Company makes annual
contributions to the qualified plans to the extent permitted by the funding
rules of the Internal Revenue Service.

As of January 1, 2001, the latest date for which information is available,
347 employees participated in the bargaining unit defined benefit plan and 2,476
nonunion employees participated in the nonunion defined benefit plans. Assuming
retirement at age 65, estimated annual retirement benefits under the nonunion
qualified plan as in effect for the 2001 plan year would be as follows:

PENSION TABLE

FINAL YEARS OF SERVICE
AVERAGE -----------------------------------
COMPENSATION 10 15 20
------------ -------- -------- --------

$ 400,000 $ 93,088 $139,632 $186,176
500,000 118,088 177,132 236,176
600,000 143,088 214,632 286,176
700,000 168,088 252,132 336,176
800,000 193,088 289,632 386,176
900,000 218,088 327,132 436,176
1,000,000 243,088 364,632 486,176
1,100,000 268,088 402,132 536,176
1,200,000 293,088 439,632 586,176
1,300,000 318,088 477,132 636,176
1,400,000 343,088 514,632 686,176
1,500,000 368,088 552,132 736,176
1,600,000 393,088 589,632 786,176
1,700,000 418,088 627,132 836,176
1,800,000 443,088 664,632 886,176
1,900,000 468,088 702,132 936,176

As of January 1, 2001, the credited years of service for individuals
listed in the compensation table above are as follows: Mr. Jerome M. Kaplan,
President - Magazine Group - 19 years; Mr. William T. Kerr, Chairman and Chief
Executive Officer - 9 years; Mr. Stephen M. Lacy, President - Publishing Group
- 3 years; Mr. Suku V. Radia, Vice President - Chief Financial Officer - 0
years; and Mr. John S. Zieser, Vice President - General Counsel and
Secretary - 2 years.

For calendar year 2000, covered compensation for purposes of the supplemental
pension plans including bonuses was $1,506,000 for Mr. William T. Kerr; $697,308
for Mr. Stephen M. Lacy; $639,242 for Mr. John S. Zieser; $634,351 for Mr.
Jerome M. Kaplan; and $422,426 for Mr. Suku V. Radia. The compensation includes
deferrals under the Deferred Compensation Plan, which are included as
compensation under the replacement and supplemental plans.

The Company entered into an agreement effective February 1, 2001, with Mr.
Kerr that provides for his employment through June 30, 2006, subject to
automatic renewal for subsequent one-year terms. Mr. Kerr receives a minimum
annual salary of $690,000 and an incentive bonus determined under the terms of
the Company's Management Incentive Plan. The agreement also provides that during
the course of his employment, Mr. Kerr shall be eligible to participate in all
long-term incentive plans, including, without limitation, stock incentive plans
adopted by the Company and, in effect, at levels of awards to be granted by the
Compensation/Nominating Committee commensurate with the level of Mr. Kerr's
responsibilities and performance thereof. In addition to participating in the
Meredith Employees' Retirement Income Plan, the Meredith Savings and Investment
Plan and the Company's supplemental retirement plans, the Company has
established a Minimum Supplemental Retirement Benefit Program ("MSRBP") for the
benefit of Mr. Kerr. The MSRBP provides for a minimum retirement benefit equal
to the benefits Mr. Kerr would have received under the retirement plans of a
previous employer offset by benefits accrued under the Company's pension plans.
The MSRBP also provides for a death benefit related to the value of the accrued
benefit under the MSRBP.

Mr. Kerr and the other executive officers of the Company have all entered
into severance agreements with the Company. These agreements provide for the
payment to the executive of an amount equal to three times the average annual
base salary and incentive compensation paid to the executive during the three
fiscal years immediately prior to a change of control of the Company as defined
in detail in the agreements. All agreements with the executive officers with
respect to grants of nonqualified stock options under the 1996 Plan provide for
the vesting of the options in the event of a change of control in accordance
with the terms of the 1996 Plan.

REPORT OF THE COMPENSATION/NOMINATING
COMMITTEE ON EXECUTIVE COMPENSATION

The Compensation/Nominating Committee reviews and approves changes in the
compensation of the Company's officers. The Committee administers various stock
and other compensation-related plans provided for the benefit of the Company's
officers, directors and other key managers, with the purpose of encouraging the
participants to achieve the Company's performance goals and to align the
interests of the participants with the interests of the Company's shareholders.
The Compensation/Nominating Committee is composed entirely of independent
outside directors. There are no Compensation/Nominating Committee interlocks and
there is no insider participation on the Committee. The Committee has provided
the following report on executive compensation for inclusion in this Proxy
Statement:

COMPENSATION PHILOSOPHY

The Company's executive compensation philosophy has the following
objectives:

(1) To provide compensation opportunities competitive with those available
at comparable firms in the specific industries in which the Company
conducts its businesses and the national marketplace;

(2) To provide the opportunity to earn beyond competitive levels if
superior operating performance and shareholder returns are achieved;

(3) To design incentives that balance the need to meet or exceed annual
operating plans with the need for long-term business growth and to
provide superior shareholder returns;

(4) To provide clear, controllable and measurable objectives for the
executives to meet; and

(5) To attract, retain and motivate top caliber executives in each market
segment in which the Company competes.

Pay for performance, which is directly linked to both short-term and
long-term compensation, is the foundation of the compensation program for the
Company's CEO and other executive officers.

Section 162(m) of the Internal Revenue Code limits the deductibility of
certain items of compensation paid to the CEO and to each of the named executive
officers to $1,000,000 annually. The Committee believes that it is in the best
interests of the Company to receive maximum tax deductibility for compensation
paid to the CEO and the other executive officers under Section 162(m). The
Committee has adopted or approved appropriate changes to the Company's long-term
and short-term incentive programs to provide for the deductibility of
compensation received under the plans, but reserves the right to provide for
compensation to the CEO and other executive officers that may not be deductible,
if determined to be in the best interests of the Company and its shareholders.

CEO AND EXECUTIVE OFFICER COMPENSATION PROGRAM ELEMENTS

Periodic media and general industry competitive market reviews of executive
compensation are conducted with the assistance of outside compensation
consultants. The Company's compensation program strives to be competitive in
relation to the market data available. The Committee strives to establish CEO
and other executive officer base salaries within the mid-range of the market
survey data. Short-term and long-term incentive targets are set in the same
manner. Compensation beyond the mid-range may be awarded from time to time based
upon individual performance.

BASE SALARY. Salaries for the CEO and executive officer group are based on
the marketplace value of each job and on individual contributions and
performance. The performance of the CEO and each executive officer is reviewed
annually by the Committee. Salary increases are based primarily on the annual
merit reviews. The rates of increase are tied to both individual performance and
general executive compensation trends.

Mr. Kerr's annual base salary, pursuant to his employment contract, was
$690,000 for fiscal 2001. Mr. Kerr's salary is within the mid-range of salaries
for comparable positions as reported in the market survey data.

SHORT-TERM INCENTIVE PROGRAM. The Company's Management Incentive Plan
provides the CEO and other executive officers with an annual incentive to attain
established financial and overall performance targets. For fiscal 2001, at least
85% of the incentive awards to the CEO and all other executive officers was
based on specific financial targets relating to earnings and cash flow, with the
balance relating to predetermined qualitative organizational objectives.

The goals for each participant are reviewed and revised annually in
connection with the approval of the budget for the upcoming fiscal year. For
fiscal 2001, the incentive payments for goal achievement for the CEO were set at
55% of base salary for achieving target and up to 137.5% of base salary for
achieving performance above target. The incentive payments for the other
executive officers were 45% for achieving target and up to 112.5% for achieving
performance above target. At each quarterly meeting of the Committee, the
progress of the CEO and other executive officers toward meeting the quantitative
goals established for the fiscal year was reviewed.

For fiscal 2001, the Company did not achieve all of the financial
performance goals established by the Committee at the beginning of the year for
Mr. Kerr and the other executive officers to receive their targeted incentive
awards. Mr. Kerr received an incentive award of $382,062. For fiscal 2001, the
other executive officers named in this Proxy Statement received incentive awards
totaling $713,507.

LONG-TERM INCENTIVE PROGRAM. In fiscal 2001, the Committee utilized the
grant of nonqualified stock options, under the 1996 Stock Incentive Plan (the
"1996 Plan"), to the executive officers in the implementation of its long-term
incentive program.

The nonqualified stock options awarded by the Committee under the 1996 Plan
during fiscal 2001 as part of the long-term incentive program are generally
exercisable one-third per year over the three-year period commencing on the
first anniversary of the grant date. The options granted will expire on the
tenth anniversary of the date of grant. All options granted become exercisable
in the event of the grantee's termination of employment due to death, disability
or retirement. Unless the grantee's employment with the Company is terminated
for reasons other than death, disability or retirement, the grantee may exercise
all exercisable stock options until the date of expiration. All options granted
during fiscal 2001 carry an exercise price at the fair market value on the date
of grant.

THE MEREDITH EXECUTIVE STOCK OWNERSHIP PROGRAM. A stock ownership program
has been designed by the Committee utilizing the 1996 Plan. The purpose of the
program is to encourage increased

Company stock holdings by executives. Target levels of individual stock holdings
are established for the participants in the program at one and one-half to two
times each participant's base pay. Each participant is awarded restricted stock
equal to 20% of his or her personal acquisitions of Company stock up to the
established target since the last day of the prior year. The incremental stock
holdings must be maintained for a specified period of time in order for the
restrictions to lapse. The Committee believes this program will provide further
incentives to the participants to focus on long-term Company performance and
shareholder value. Because Mr. Kerr has met his target ownership, he did not
receive any shares of restricted stock under this program during fiscal 2001.
The other named executive officers received an aggregate total of 1,002 shares
of restricted stock under this program during fiscal 2001.

OTHER COMPENSATION

The CEO and other executive officers are eligible to participate in the
Company benefit plans described elsewhere in this Proxy Statement under the
terms of those plans and without consideration of achievement of performance
standards.

PEER GROUP SELECTION AND COMPARATIVE ANALYSIS

The Company does not believe that the published indices accurately reflect
the mix of businesses in which the Company competes. Therefore, the Company has,
in good faith, selected a Peer Group of ten media and television broadcast
companies for the purpose of preparing the shareholder performance graph set
forth under "Comparison of Shareholder Return." Recognizing that there are no
other companies that have the exact combination of businesses as the Company,
the companies selected for the Peer Group have multimedia businesses primarily
with publishing and/or television broadcasting in common with the Company.

Many of the companies selected for the Peer Group are larger and/or engaged
in businesses other than the Company's core businesses. Consequently, for the
purposes of compensation comparisons, the Company and the Committee have chosen
to use broader media and general industry survey information that includes
information on members of the Peer Group. The Committee has attempted to
maintain the total compensation for the CEO and other executive officers at a
level close to the mid-range of the surveyed groups.

COMPARISON OF SHAREHOLDER RETURN

The following graph compares the performance of the Company's common stock
during the period July 1, 1996, to June 30, 2001, with the S&P 500 Index and
with a Peer Group of ten companies engaged in multimedia businesses primarily
with publishing and/or television broadcasting in common with the Company.

The S&P 500 Index includes 500 U.S. companies in the industrial,
transportation, utilities and financial sectors and is weighted by market
capitalization. The Peer Group selected by the Company for comparison, which is
also weighted by market capitalization, is comprised of the following: A. H.
Belo Corporation; Gannett Co., Inc.; Hearst-Argyle Television, Inc.; The
McGraw-Hill Companies, Inc.; Media General, Inc.; The New York Times Company;
Reader's Digest Association Inc.; The E. W. Scripps Company; Tribune Company;
and Washington Post Company.

The graph depicts the results for investing $100 in the Company's common
stock, the S&P 500 Index and the Peer Group at closing prices on June 30, 1996.
It assumes that dividends were reinvested.

[PLOT POINTS CHART]

1996 1997 1998 1999 2000 2001
---- ---- ---- ---- ---- ----
Meredith ............ $100 140 229 170 167 179
S&P 500 ............. $100 135 175 215 230 196
Peer Group .......... $100 128 180 191 176 200

CONCLUSION

The Committee believes that the Company's executive compensation programs
effectively tie executive pay to the performance of the Company and to
shareholder value.

Mr. Robert E. Lee, Chairman
Mr. Herbert M. Baum
Mr. Frederick B. Henry
Mr. Nicholas L. Reding

AUDIT COMMITTEE REPORT

The responsibilities of the Audit Committee, which are set forth in the
Audit Committee Charter adopted by the Board of Directors (a copy of which is
attached to this Proxy Statement as Appendix A), include providing oversight to
the Company's financial reporting process through periodic meetings with the
Company's independent auditors, internal auditors and management to review
accounting, auditing, internal controls and financial reporting matters. The
management of the Company is responsible for the preparation and integrity of
the financial reporting information and related systems of internal controls.
The Audit Committee, in carrying out its role, relies on the Company's senior
management, including senior financial management, and its independent auditors.

We have reviewed and discussed with senior management the Company's audited
financial statements included in the 2001 Annual Report to Shareholders.
Management has confirmed to us that such financial statements (i) have been
prepared with integrity and objectivity and are the responsibility of
management, and (ii) have been prepared in conformity with generally accepted
accounting principles.

We have discussed with KPMG LLP, our independent auditors, the matters
required to be discussed by SAS 61 (Communications with Audit Committee). SAS 61
requires our independent auditors to provide us with additional information
regarding the scope and results of their audit of the Company's financial
statements, including with respect to (i) their responsibility under generally
accepted auditing standards, (ii) significant accounting policies, (iii)
management judgments and estimates, (iv) any significant audit adjustments, (v)
any disagreements with management, and (vi) any difficulties encountered in
performing the audit.

We have received from KPMG LLP a letter providing the disclosures required
by Independence Standards Board Standard No. 1 (Independence Discussions with
Audit Committees) with respect to any relationships between KPMG LLP and the
Company that in its professional judgment may reasonably be thought to bear on
independence. KPMG LLP has discussed its independence with us, and has confirmed
in such letter that, in its professional judgment, it is independent of the
Company within the meaning of the federal securities laws.

Based on the review and discussions described above with respect to the
Company's audited financial statements included in the Company's 2001 Annual
Report to Shareholders, we have recommended to the Board of Directors that such
financial statements be included in the Company's Annual Report on Form 10-K for
filing with the Securities and Exchange Commission.

As specified in the Audit Committee Charter, it is not the duty of the
Audit Committee to plan or conduct audits or to determine that the Company's
financial statements are complete and accurate and in accordance with generally
accepted accounting principles. That is the responsibility of management and the
Company's independent auditors. In giving our recommendation to the Board of
Directors, we have relied on (i) management's representation that such financial
statements have been prepared with integrity and objectivity and in conformity
with generally accepted accounting principles, and (ii) the report of the
Company's independent auditors with respect to such financial statements.

Mr. Philip A. Marineau, Chairman
Mr. Herbert M. Baum
Dr. Mary Sue Coleman
Ms. Christina A. Gold
Mr. Joel W. Johnson

INDEPENDENT AUDITORS

The Board of Directors has reappointed KPMG LLP as independent auditors to
audit the financial statements of the Company for the fiscal year ending June
30, 2002. Representatives of KPMG LLP are expected to be present at the Annual
Meeting and will be given the opportunity to make a statement if they desire to
do so and will be available to respond to appropriate questions.

AUDIT FEES

The aggregate fees billed by KPMG LLP for professional services rendered in
connection with (i) the audit of the Company's annual financial statements set
forth in the Company's Annual Report on Form 10-K for the fiscal year ended June
30, 2001, and (ii) the review of the Company's quarterly

financial statements set forth in the Company's Quarterly Reports on Form 10-Q
for the fiscal quarters ended September 30, 2000; December 31, 2000; and March
31, 2001, were approximately $430,000.

ALL OTHER FEES

The aggregate fees for all other services rendered by KPMG LLP for the
Company's most recent fiscal year were approximately $124,000. In addition to
the tax services for the Company, these fees include work performed by KPMG LLP
with respect to tax preparation and planning services on behalf of certain
officers and directors of the Company.

The Audit Committee has advised the Company that it has determined that the
non-audit services rendered by KPMG LLP during the Company's most recent fiscal
year are compatible with maintaining the independence of such auditors.

SHAREHOLDER PROPOSALS

Any shareholder wishing to include a proposal in the Company's Proxy
Statement and form of proxy for the 2002 Annual Meeting of Shareholders must
submit the proposal so that it is received by the Company no later than May 27,
2002. The proposal should be addressed to Secretary, Meredith Corporation, 1716
Locust Street, Des Moines, Iowa 50309-3023.

Pursuant to the Company's Bylaws, any shareholder wishing to bring a
proposal before the 2002 Annual Meeting of Shareholders (but whose proposal will
not be included in the Company's Proxy Statement) must deliver written notice of
such proposal in accordance with the requirements of the Bylaws to the Secretary
of the Company at the address specified above not earlier than the close of
business on the 120th day, nor later than the close of business on the 90th day,
prior to the first anniversary of the preceding year's Annual Meeting. For 2002,
such proposal must be received not earlier than the close of business on July
15, 2002, and not later than the close of business on August 14, 2002, and
otherwise comply with the requirements of the Bylaws.

Pursuant to the Company's Bylaws, any shareholder wishing to propose a
nominee for the Board of Directors must deliver written notice of such proposed
nominee to the Secretary of the Company at the address specified above not
earlier than the close of business on the 120th day, nor later than the close of
business on the 90th day, prior to the first anniversary of the preceding year's
Annual Meeting. For 2002, written notice of such proposed nominee must be
received not earlier than the close of business on July 15, 2002, and not later
than the close of business on August 14, 2002, and otherwise comply with the
requirements of the Bylaws.

FURTHER BUSINESS

Except as hereinbefore stated, the management knows of no further business
intended to be presented at the meeting, but, if any further business properly
comes before the meeting, the persons named in the enclosed form of proxy will
vote all proxies in accordance with their best judgment using the discretionary
authority granted in the proxies.

JOHN S. ZIESER
VICE PRESIDENT -- GENERAL COUNSEL
AND SECRETARY

Des Moines, Iowa
September 24, 2001

APPENDIX A

MEREDITH CORPORATION
AUDIT COMMITTEE CHARTER

INTRODUCTION

To demonstrate its commitment to employing sound legal and ethical conduct,
effective internal controls and accurate financial reporting, Meredith
Corporation and its Audit Committee have developed this Audit Committee Charter.
This Charter describes the Audit Committee's authority, duties and
responsibilities necessary and appropriate to perform its oversight function
effectively.

PURPOSE

The Audit Committee is appointed by the Board of Directors for the primary
purposes of:

* Assisting the Board of Directors in fulfilling its oversight
responsibilities as they relate to the Company's accounting policies
and internal controls, financial reporting practices and legal and
regulatory compliance, and

* Maintaining, through regularly scheduled meetings, a line of
communication between the Board of Directors and the Company's
financial management, internal auditors and independent accountants.

COMPOSITION AND QUALIFICATIONS

The Audit Committee shall be appointed by the Board of Directors and shall
be comprised of three or more Directors (as determined from time to time by the
Board), each of whom shall meet the independence requirements of the New York
Stock Exchange, Inc. Each member of the Audit Committee shall be financially
literate, as such qualification is interpreted by the Board of Directors in its
business judgment. In addition, at least one member of the Audit Committee shall
have accounting or related financial management expertise, as such qualification
is interpreted by the Board of Directors in its business judgment.

RESPONSIBILITIES

The Audit Committee will:

(1) Review the annual audited financial statements with management and the
independent accountants. In connection with such review, the Audit
Committee will:

* Discuss with the independent accountants the matters required to
be discussed by Statement on Auditing Standards No. 61 relating
to the conduct of the audit.

* Review changes in accounting or auditing policies, including
resolution of any significant reporting or operational issues
affecting the financial statements.

* Inquire as to the existence and substance of any significant
accounting accruals, reserves or estimates made by management
that had or may have a material impact on the financial
statements.

* Review with the independent accountants any problems encountered
in the course of their audit, including any change in the scope
of the planned audit work and any restrictions placed on the
scope of such work, any management letter provided by the
independent accountants, and management's response to such
letter.

(2) Review by full committee or chair with management and the independent
accountants, if necessary, the Company's quarterly and annual
financial statements in advance of any filings with the SEC, and make
a specific recommendation to the Board of Directors.

(3) Oversee the external audit coverage. The Company's independent
accountants are ultimately accountable to the Board of Directors and
the Audit Committee, which have the ultimate authority and
responsibility to select, evaluate and, where appropriate, replace the
independent accountants. In connection with its oversight of the
external audit coverage, the Audit Committee will:

A-1

* Recommend to the Board the appointment of the independent
accountants.

* Approve the engagement letter and the fees to be paid to the
independent accountants.

* Obtain confirmation and assurance as to the independent
accountants' independence, including ensuring that they submit on
a periodic basis (not less than annually) to the Audit Committee
a formal written statement delineating all relationships between
the independent accountants and the Company. The Audit Committee
is responsible for actively engaging in a dialogue with the
independent accountants with respect to any disclosed
relationships or services that may impact the objectivity and
independence of the independent accountants and for recommending
that the Board of Directors take appropriate action in response
to the independent accountants' report to satisfy itself of their
independence.

* Meet with the independent accountants prior to the annual audit
to discuss planning and staffing of the audit.

* Review and evaluate the performance of the independent
accountants, as the basis for a recommendation to the Board of
Directors with respect to reappointment or replacement.

(4) Oversee internal audit coverage. In connection with its oversight
responsibilities, the Audit Committee will:

* Review the appointment or replacement of the senior internal
auditing executive.

* Review, in consultation with management, the independent
accountants and the senior internal auditing executive, the plan
and scope of internal audit activities.

* Review internal audit activities, budget and staffing.

* Review significant findings prepared by the internal auditing
department and management's responses.

(5) Review with the independent accountants and the senior internal
auditing executive the adequacy of the Company's internal controls,
and any significant findings and recommendations with respect to such
controls.

(6) Meet periodically with management to review and assess the Company's
major financial risk exposures and the manner in which such risks are
being monitored and controlled.

(7) Meet at least annually in an individual executive session with the
chief financial officer, the senior internal auditing executive, and
the independent accountants.

(8) Review periodically with the Company's General Counsel (i) legal and
regulatory matters which may have a material effect on the financial
statements, and (ii) corporate compliance policies or codes of
conduct.

(9) Report regularly to the Board of Directors with respect to Audit
Committee activities.

(10) Prepare the report of the Audit Committee required by the rules of the
Securities and Exchange Commission to be included in the proxy
statement for each annual meeting.

(11) Review and reassess annually the adequacy of this Audit Committee
Charter and recommend any proposed changes to the Board of Directors.

While the Audit Committee has the responsibilities and powers set forth in
this Charter, it is not the duty of the Audit Committee to plan or conduct
audits or to determine that the Company's financial statements are complete and
accurate and are in accordance with generally accepted accounting principles.
This is the responsibility of management and the independent accountants. Nor is
it the duty of the Audit Committee to conduct investigations, to resolve
disagreements, if any, between management and the independent accountants or to
assure compliance with laws and regulations and the Company's corporate
policies.

A-2

DETACH HERE

MEREDITH CORPORATION

COMMON STOCK

PROXY SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF MEREDITH CORPORATION
FOR THE ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON NOVEMBER 12, 2001

P R O X Y

FREDERICK B. HENRY, E.T. MEREDITH III and WILLIAM T. KERR, and each of them are
hereby appointed proxies of the shareholder(s) signing this card on the reverse
side, with power of substitution acting by a majority of proxies present and
voting, or if only one proxy is present and voting, then acting by that one, to
vote the shares of Meredith Corporation common stock which said shareholder(s)
is (are) entitled to vote, at the ANNUAL MEETING OF SHAREHOLDERS to be held at
the Company's principal executive offices, 1716 Locust Street, Des Moines, Iowa
50309-3023, on Monday, November 12, 2001, at 10:00 A.M., local time, and at any
adjournment thereof, with all the powers the signing shareholders would possess
if present. The Directors recommend a vote FOR such matters. The proxies are
instructed to vote as follows:

THE SHARES REPRESENTED BY THIS PROXY WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED SHAREHOLDER(S). IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED FOR ALL PROPOSALS SHOWN ON THE REVERSE SIDE OF THIS CARD AND AS SET FORTH
IN THE NOTICE OF ANNUAL MEETING DATED SEPTEMBER 24, 2001. THE UNDERSIGNED
ACKNOWLEDGES RECEIPT OF THE NOTICE OF ANNUAL MEETING OF SHAREHOLDERS AND THE
RELATED PROXY STATEMENT.

CONTINUED AND TO BE SIGNED ON REVERSE SIDE SEE REVERSE SIDE
SEE REVERSE SIDE

DETACH CARD BELOW, SIGN, DATE AND MAIL IN POSTAGE-PAID ENVELOPE PROVIDED.

[LOGO] MEREDITH CORPORATION

PLEASE ACT PROMPTLY, SIGN, DATE & MAIL YOUR PROXY CARD TODAY.

DETACH HERE

PLEASE MARK
[X] VOTES AS IN
THIS EXAMPLE.

1. Election of four Class III Directors for terms expiring
in 2004, as provided in the Bylaws of the Company:

NOMINEES: (01) Mary Sue Coleman, (02) Mell Meredith Frazier,
(03) Joel W. Johnson and (04) E.T. Meredith III

Election of one Class I Director for a term expiring in
2002, as provided in the Bylaws of the Company:

NOMINEE: (05) David J. Londoner

FOR [ ] [ ] WITHHELD

[ ] __________________________________
For all nominees except as noted above

2. In its discretion, upon such other matters as may properly come
before the meeting.

MARK HERE FOR ADDRESS CHANGE AND NOTE AT LEFT [ ]

PLEASE SIGN EXACTLY AS NAME APPEARS HEREON. When shares are held by joint
tenants, both should sign. When signing as attorney, executor, administrator,
trustee or guardian, please give full title as such. If a corporation, please
sign in full corporate name by President or other authorized official. If a
partnership, please sign in partnership name by an authorized person.

Signature:_____________________________ Date:______________________________

DETACH HERE

MEREDITH CORPORATION

CLASS B COMMON STOCK

PROXY SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF MEREDITH CORPORATION
FOR THE ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON NOVEMBER 12, 2001

P R O X Y

FREDERICK B. HENRY, E.T. MEREDITH III and WILLIAM T. KERR, and each of them are
hereby appointed proxies of the shareholder(s) signing this card on the reverse
side, with power of substitution acting by a majority of proxies present and
voting, or if only one proxy is present and voting, then acting by that one, to
vote the shares of Meredith Corporation Class B common stock which said
shareholder(s) is (are) entitled to vote, at the ANNUAL MEETING OF SHAREHOLDERS
to be held at the Company's principal executive offices, 1716 Locust Street, Des
Moines, Iowa 50309-3023, on Monday, November 12, 2001, at 10:00 A.M., local
time, and at any adjournment thereof, with all the powers the signing
shareholders would possess if present. The Directors recommend a vote FOR such
matters. The proxies are instructed to vote as follows:

CONTINUED AND TO BE SIGNED ON REVERSE SIDE SEE REVERSE SIDE
SEE REVERSE SIDE

DETACH CARD BELOW, SIGN, DATE AND MAIL IN POSTAGE-PAID ENVELOPE PROVIDED.

[LOGO] MEREDITH CORPORATION

PLEASE ACT PROMPTLY, SIGN, DATE & MAIL YOUR PROXY CARD TODAY.

DETACH HERE

PLEASE MARK
[X] VOTES AS IN
THIS EXAMPLE.

1. Election of four Class III Directors for terms expiring
in 2004, as provided in the Bylaws of the Company:

NOMINEES: (01) Mary Sue Coleman, (02) Mell Meredith Frazier,
(03) Joel W. Johnson and (04) E.T. Meredith III

Election of one Class I Director for a term expiring in
2002, as provided in the Bylaws of the Company:

NOMINEE: (05) David J. Londoner

FOR [ ] [ ] WITHHELD

[ ] __________________________________
For all nominees except as noted above

2. In its discretion, upon such other matters as may properly come
before the meeting.

MARK HERE FOR ADDRESS CHANGE AND NOTE AT LEFT [ ]

Signature:_____________________________ Date:______________________________