NOTICE OF WITHDRAWAL
                                  OF TENDER OF
                      15% SENIOR PREFERRED STOCK DUE 2011
                                       OF
                                 WRC MEDIA INC.
                 PURSUANT TO THE PROSPECTUS DATED [  -  ], 2000

This Notice of Withdrawal, or one substantially equivalent to this form, must be
used to withdraw tenders of Old Senior Preferred Stock (as defined below)
pursuant to the Company's (as defined below) offer (the "Exchange Offer") to
exchange shares of its 15% new senior preferred stock due 2011 (the "New Senior
Preferred Stock") for an equal number of shares of the Company's outstanding 15%
senior preferred stock due 2011 (the "Old Senior Preferred Stock") described in
the prospectus dated [  -  ], 2000 (as the same may be amended or supplemented
from time to time, the "Prospectus") of WRC Media Inc., a Delaware corporation,
(the "Company"). Except as otherwise provided in the Prospectus, holders of any
shares of Old Senior Preferred Stock may withdraw their tenders of Old Senior
Preferred Stock at any time prior to 5:00 p.m., New York City time, on [  -  ],
2000 or such later date and time to which the Exchange Offer may be extended
(the "Expiration Date"). To withdraw a tender, a holder must deliver this Notice
of Withdrawal, or one substantially equivalent to this form, by hand or by
facsimile transmission or mail to Bankers Trust Company (the "Exchange Agent")
prior to the Expiration Date. See "The Exchange Offer--Withdrawal of Tenders" in
the Prospectus. Capitalized terms used but not defined herein shall have the
same meaning given them in the Prospectus.

                 THE EXCHANGE AGENT FOR THE EXCHANGE OFFER IS:
                             BANKERS TRUST COMPANY


                                            
                  BY MAIL:                                   BY HAND DELIVERY:

         BT Services Tennessee, Inc.                       Bankers Trust Company
             Reorganization Unit                     Corporate Trust & Agency Services
               P.O. Box 292737                        Attn: Reorganization Department
          Nashville, TN 37229-2737                       Receipt & Delivery Window
             Fax: (615) 835-3701                     123 Washington Street, 1st Floor
                                                            New York, NY 10006


                         BY OVERNIGHT MAIL OR COURIER:
                          BT Services Tennessee, Inc.
                       Corporate Trust & Agency Services
                              Reorganization Unit
                            648 Grassmere Park Road
                              Nashville, TN 37211
                              Confirm by Telephone
                                 (615) 835-3572

DELIVERY OF THIS NOTICE OF WITHDRAWAL TO AN ADDRESS OTHER THAN AS SET FORTH
ABOVE OR TRANSMISSION OF THIS NOTICE OF WITHDRAWAL VIA FACSIMILE TO A NUMBER
OTHER THAN AS SET FORTH ABOVE DOES NOT CONSTITUTE A VALID WITHDRAWAL. THE METHOD
OF DELIVERY OF ALL DOCUMENTS, INCLUDING CERTIFICATES, IS AT THE RISK OF THE
HOLDER. IF DELIVERY IS BY MAIL, REGISTERED MAIL WITH RETURN RECEIPT REQUESTED,
PROPERLY INSURED, IS RECOMMENDED. YOU SHOULD READ THE INSTRUCTIONS ACCOMPANYING
THE LETTER OF TRANSMITTAL CAREFULLY BEFORE YOU COMPLETE THIS NOTICE OF
WITHDRAWAL.

Ladies and Gentlemen:

The undersigned hereby withdraws, upon the terms and subject to the conditions
set forth in the Prospectus and the related letter of transmittal, the aggregate
liquidation preference of Old Senior Preferred Stock indicated below pursuant to
the procedures for withdrawal set forth in the Prospectus under the caption "The
Exchange Offer--Withdrawal of Tenders."

The undersigned understands that no withdrawal of a tender of Old Senior
Preferred Stock may be made on or after the Expiration Date. The undersigned
understands that for a withdrawal of a tender of Old Senior Preferred Stock to
be effective, a written notice of withdrawal that complies with the requirements
of the Exchange Offer must be timely received by the Exchange Agent at one of
its addresses specified on the cover of this Notice of Withdrawal prior to the
Expiration Date.

Name of Person who Deposited
the Old
Senior Preferred Stock to be
Withdrawn:                                                           (Please
Print or Type)
Name in which the Old Senior
Preferred Stock to be
Withdrawn is to be Registered,
if Different from Depositor:
                                                                     (Please
Print or Type)

Signature(s):

Address(es):

Area Code(s) and Telephone
Number(s):

If Old Senior Preferred Stock
were delivered by book-entry
transfer at DTC, insert
Depository Account Name and
Number:

Date:

Total Liquidation Preference
of the Old
Senior Preferred Stock to be
Withdrawn:


                                            
           Certificate Number(s)*                 Aggregate Liquidation Preference of Old
                                                  Senior Preferred Stock to be Withdrawn



*   Need not be completed if the Old Senior Preferred Stock being withdrawn are
    in book-entry form.

This Notice of Withdrawal must be signed by the depositor(s) of Old Senior
Preferred Stock in the same manner as the original signature on the letter of
transmittal by which such Old Senior Preferred Stock were tendered, with any
required signature guarantees, or be accompanied by documents of transfer
sufficient to have the trustee register the transfer of such Old Senior
Preferred Stock into the name of the person withdrawing the tender. If signature
is by a trustee, executor, administrator, guardian, attorney-in-fact, officer or
other person acting in a fiduciary or representative capacity, such person must
provide the following information.

Name(s):

Signature(s):

Address(es):