SCHEDULE 14A INFORMATION 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 ( ) Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) (X) Definitive Proxy Statement ( ) Definitive Additional Materials ( ) Soliciting Material Pursuant to Section 240.14a-11(c) or Section 240.14a-12 MEDIA GENERAL, INC. (Name of Registrant as Specified in its Charter) (Name of Person(s) Filing Proxy Statement, if other than 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: [X] PLEASE MARK VOTES AS IN THIS EXAMPLE - ------------------------- MEDIA GENERAL, INC. The Board of Directors - ------------------------- recommends a vote FOR the following proposal. Election of Directors. CLASS A DIRECTORS FOR WITHHOLD REGISTER PUBLISHING COMPANY, INC. ------------------- [ ] [ ] INCENTIVE SAVINGS PLAN Charles A. Davis Robert V. Hatcher, Jr. John G. Medlin RECORD DATE SHARES: FOR, except vote withheld for the following nominee(s): _______________________________________ RECEIPT OF NOTICE OF MEETING AND PROXY STATEMENT IS HEREBY ACKNOWLEDGED. THIS INSTRUCTION REVOKES ALL PREVIOUS INSTRUCTIONS. UNLESS INDICATED TO THE CONTRARY, IT WILL BE VOTED IN ACCORDANCE WITH THE RECOMMENDATION OF THE BOARD OF DIRECTORS. Please be sure to date and sign this instruction. Signature:_________________________________ Date:______________________ Signature:_________________________________ Date:______________________ - - - - - - - - - - - - - - - - - - - - - - - - - - DETACH CARD DETACH CARD MEDIA GENERAL, INC. Please sign the attached proxy card and return it promptly in the postage paid envelope provided so that your vote may be counted. An immediate response will save the Company the expense of additional proxy mailings. Thank you! Class A MEDIA GENERAL, INC. Class A REGISTER PUBLISHING COMPANY, INC. INCENTIVE SAVINGS PLAN ANNUAL MEETING OF STOCKHOLDERS MAY 15, 1998 The undersigned hereby instructs The Northern Trust Company, as Trustee of the Register Publishing Company, Inc., Incentive Savings Plan, to vote all shares of Media General, Inc. Class A Common Stock held by the Incentive Savings Plan for my account at the Annual Meeting of Stockholders of Media General, Inc. to be held on Friday, May 15, 1998, and any adjournment thereof, as follows on the reverse side and upon such other business as may properly come before the meeting for the vote of such Stockholder. ---------------------------------------------------------------------- | PLEASE DATE, SIGN AND RETURN THIS INSTRUCTION | IN THE ENCLOSED POSTAGE | PAID ENVELOPE AS SOON AS POSSIBLE. | ---------------------------------------------------------------------- | Please date and sign this instruction exactly as name appears. | ---------------------------------------------------------------------- [X] PLEASE MARK VOTES AS IN THIS EXAMPLE The Board of Directors recommends a vote FOR the following proposal. - ------------------------- MEDIA GENERAL, INC. Election of Directors - ------------------------- EMPLOYEES' THRIFT PLAN PLUS CLASS A DIRECTORS FOR WITHHOLD ------------------- [ ] [ ] Charles A. Davis Robert V. Hatcher, Jr. John G. Medlin RECORD DATE SHARES. FOR, except vote withheld for the following nominee(s): _______________________________________ RECEIPT OF NOTICE OF MEETING AND PROXY STATEMENT IS HEREBY ACKNOWLEDGED. THIS INSTRUCTION REVOKES ALL PREVIOUS INSTRUCTIONS. UNLESS INDICATED TO THE CONTRARY, IT WILL BE VOTED IN ACCORDANCE WITH THE RECOMMENDATION OF THE BOARD OF DIRECTORS. Please be sure to date and sign this instruction. Signature:_________________________________ Date:______________________ Signature:_________________________________ Date:______________________ - - - - - - - - - - - - - - - - - - - - - - - - - - DETACH CARD DETACH CARD MEDIA GENERAL, INC. Please sign the attached proxy card and return it promptly in the postage paid envelope provided so that your vote may be counted. An immediate response will save the Company the expense of additional proxy mailings. Thank you! Class A MEDIA GENERAL, INC. Class A EMPLOYEES' THRIFT PLAN PLUS ANNUAL MEETING OF STOCKHOLDERS MAY 15, 1998 The undersigned hereby instructs The Northern Trust Company, as Trustee of the Media General Employees' Thrift Plan Plus, to vote all shares of Media General, Inc., Class A Common Stock held by the Thrift Plan for my account at the Annual Meeting of Stockholders of Media General, Inc., to be held on Friday, May 15, 1998, and any adjournment thereof, as follows on the reverse side and upon such other business as may properly come before the meeting for the vote of such Stockholder. ---------------------------------------------------------------------- | PLEASE DATE, SIGN AND RETURN THIS INSTRUCTION | IN THE ENCLOSED POSTAGE | PAID ENVELOPE AS SOON AS POSSIBLE. | ---------------------------------------------------------------------- | Please date and sign this instruction exactly as name appears. | ----------------------------------------------------------------------