2007-12-19 12:30:00 CET

2007-12-19 12:30:27 CET


REGULATED INFORMATION

English
SanomaWSOY - Corporate Action

SanomaWSOY Issues Third Stock Option Scheme


SanomaWSOY Corp. Stock Exchange Release 19 Dec 2007 at 13:30

SanomaWSOY will issue a new stock option scheme. The Stock Option
Scheme 2007 will comprise a maximum of 1,500,000 stock options, which
will entitle their holders to subscribe for a maximum total of
1,500,000 new shares or existing shares held by the Company. Stock
options now issued can be exchanged for shares constituting a maximum
total of 0.9% of the Company's shares and votes of the shares, after
the potential share subscription, if new shares are issued in the
share subscription.

The Board of Directors of SanomaWSOY Corporation has decided to
distribute 1,331,450 stock options to 293 senior managers of
SanomaWSOY Corporation and its subsidiaries. The remaining 168,550
stock options will be given to Lastannet Oy, a fully owned subsidiary
of the Company for possible use at a later stage.

The Company has a weighty financial reason for the issue of stock
options, since the stock options are intended to form part of the
incentive and commitment programme for the senior management. The
purpose of the stock options is to encourage the senior management to
work on a long-term basis to increase shareholder value and also to
commit the senior management to the Company.

The subscription price of a stock option will be EUR 24.26. Each year
the dividend is deducted from the subscription price.  The share
subscription period for stock options 2007 will be 1 November 2010-30
November 2013.

The Board of Directors decided on the Stock Option Scheme 2007 on the
basis of the authorisation of the Annual General Meeting of
Shareholders on 4 April 2007.  The terms and conditions of the Stock
Option Scheme 2007 are included in their entirety as an attachment.

SANOMAWSOY CORPORATION

Matti Salmi
Senior Vice President
Finance and Administration

Additional information: SanomaWSOY's Group Communications, tel. +385
105 19 5062 or ir@sanomawsoy.fi

www.sanomawsoy.fi
www.sanomawsoy.fi/Investors

SanomaWSOY is the leading media group in the Nordic region operating
in versatile fields of media in over 20 European countries. The Group
has five divisions: Sanoma Magazines, Sanoma, SanomaWSOY Education
and Books, SWelcom, and Rautakirja. In 2006, the Group employed over
18,000 people and its net sales were some EUR 2.7 billion.

ENCLOSURE: Terms and Conditions of the Stock Option Scheme 2007

SanomaWSOY Corporation Stock Option Scheme 2007

The Board of Directors of SanomaWSOY Corporation (Board of Directors)
has on  19 December  2007 resolved,  by authorisation  of the  Annual
General Meeting of Shareholders on  4 April 2007, that stock  options
be  issued  to  the  senior  management  of  SanomaWSOY   Corporation
(Company) and its subsidiaries (jointly  Group) and to a fully  owned
subsidiary of the Company, on the following terms and conditions:

I STOCK OPTION TERMS AND CONDITIONS

1. Number of Stock Options

The maximum total number of stock options issued shall be  1,500,000,
and they entitle  their owners to  subscribe for a  maximum total  of
1,500,000 new shares in  the Company or existing  shares held by  the
Company.

2. Stock Options

The stock options shall be marked with the symbol 2007.

The people, to whom  stock options are issued,  shall be notified  in
writing by the Board of Directors  about the offer of stock  options.
The stock options shall be delivered to the recipient when he/she has
accepted the offer of the Board of Directors.

3. Right to Stock Options

The stock options shall  be issued gratuitously  to the Group  senior
management and  to Lastannet  Oy,  a fully  owned subsidiary  of  the
Company (Subsidiary). The Company has a weighty financial reason  for
the issue of stock options, since  the stock options are intended  to
form part of the Group's  incentive and commitment programme for  the
Group senior management.

4. Distribution of Stock Options

The Board  of  Directors shall  at  its discretion  decide  upon  the
distribution of the stock options  to the senior management  employed
by or to be recruited by  the Group. The Subsidiary shall be  granted
stock  options  to  such  extent  that  the  stock  options  are  not
distributed to the  Group senior management.  The Board of  Directors
shall decide  upon  the further  distribution  of the  stock  options
granted to the Subsidiary or returned later to the Subsidiary.

The stock options shall not be regarded  as a part of a stock  option
recipient's regular salary  and the  incentive shall  be regarded  as
discretionary and  nonrecurring.  The  stock options  shall  have  no
impact on  potential  compensation  to  be paid  to  a  stock  option
recipient, on the basis of his/her employment or service.

Stock option recipients shall be liable for all taxes and tax-related
consequences arising from receiving or exercising stock options.

5. Transfer and Forfeiture of Stock Options

The Company  shall hold  the stock  options on  behalf of  the  stock
option owner until  the beginning of  the share subscription  period.
The stock options  can freely  be transferred and  pledged, when  the
relevant share subscription period has begun. The Board of  Directors
may, however, permit the transfer  of stock options also before  such
date. Should the stock option  owner transfer his/her stock  options,
such person shall be obliged to inform the Company about the transfer
in writing, without delay.

Should a stock option owner cease to be employed by or in the service
of the Group, for  any reason other than  the death or the  statutory
retirement of  a stock  option owner  or the  retirement of  a  stock
option owner  in  compliance with  the  employment contract,  or  the
retirement of  a  stock  option owner  otherwise  determined  by  the
Company, such person shall, without delay, forfeit to the Company  or
its order,  free of  charge, such  stock options  that the  Board  of
Directors has distributed to him/her at its discretion, for which the
share subscription period specified in Section II.2 has not begun, on
the last day of such person's employment or service. The  proceedings
shall be similar if the rights and obligations arising from the stock
option owner's employment or service  are transferred to a new  owner
or holder upon the employer's  transfer of business. As an  exception
to the above, the  Board of Directors can  at its discretion  decide,
when appropriate, that  the stock  option owner is  entitled to  keep
such stock options, or a part of them.

Should the stock options be transferred to the book-entry  securities
system,  the  Company  shall  have  the  right  to  request  and  get
transferred all forfeited stock options from the stock option owner's
book-entry  account  to  the  book-entry  account  appointed  by  the
Company, without the consent of the stock option owner. In  addition,
the Company shall be entitled  to register transfer restrictions  and
other respective  restrictions concerning  the stock  options to  the
stock option owner's book-entry account,  without the consent of  the
stock option owner.

A  stock  option  owner  shall  during  his  employment,  service  or
thereafter have no right to  receive compensation on any grounds  for
stock options that have been forfeited in accordance with these terms
and conditions.

II SHARE SUBSCRIPTION TERMS AND CONDITIONS

1. Right to Subscribe for Shares

Each stock option  entitles its owner  to subscribe for  one (1)  new
share in the Company  or an existing share  held by the Company.  The
Company shall,  prior  to the  beginning  of the  share  subscription
period, announce whether the subscription right is directed at a  new
share or an  existing share.  The share subscription  price shall  be
recorded in the invested non-restricted equity fund.

The Subsidiary shall not be entitled  to subscribe for shares in  the
Company on the basis of the stock options.

2. Share Subscription and Payment

The share  subscription  period for  stock  option 2007  shall  be  1
November 2010 - 30 November 2013.

Share subscriptions  shall  take place  at  the head  office  of  the
Company or possibly at another location and in the manner  determined
later. Upon  subscription, payment  for  the shares  subscribed  for,
shall be made to the bank account appointed by the Company. The Board
of Directors  shall  decide  on all  measures  concerning  the  share
subscription.

3. Share Subscription Price

The share  subscription price  for  stock option  2007 shall  be  EUR
24.26.

The share subscription price of the stock options may be decreased in
certain cases mentioned  in Section 7  below. The share  subscription
price shall, nevertheless, always amount to at least EUR 0.01.

4. Registration of Shares

Shares subscribed  for and  fully  paid shall  be registered  in  the
book-entry account of the subscriber.

5. Shareholder Rights

The dividend rights of  the new shares  and other shareholder  rights
shall commence  when the  shares  have been  entered into  the  Trade
Register.

If existing  shares,  held  by  the  Company,  are  conveyed  to  the
subscriber of  shares, the  subscriber shall  be given  the right  to
dividend and  other  shareholder rights  when  the shares  have  been
registered on his/her book-entry account.

6. Share Issues, Stock Options and Other Special Rights Entitling  to
Shares before Share Subscription

If the Company, before the share subscription, decides on an issue of
shares or  an issue  of new  stock options  or other  special  rights
entitling to shares, a stock option  owner shall have the same  right
as, or an equal right to, that of a shareholder. Equality is  reached
in the manner determined by the  Board of Directors by adjusting  the
number of shares available  for subscription, the share  subscription
prices or both of these.

7. Rights in Certain Cases

If the  Company  distributes  dividends or  similar  funds  from  the
non-restricted equity fund, from the share subscription price of  the
stock options, shall be  deducted the amount of  the dividend or  the
amount of the distributable  non-restricted equity decided after  the
beginning of the period for  determination of the share  subscription
price but before share subscription, as per the dividend record  date
or the record date of the repayment of equity.

If the  Company  reduces  its share  capital  by  distributing  share
capital to the shareholders, from the share subscription price of the
stock options,  shall be  deducted the  amount of  the  distributable
share  capital  decided  after  the  beginning  of  the  period   for
determination of  the  share  subscription  price  but  before  share
subscription, as  per  the record  date  of the  repayment  of  share
capital.

If  the  Company   is  placed   in  liquidation   before  the   share
subscription, the stock option owner shall be given an opportunity to
exercise his/her share  subscription right, within  a period of  time
determined by the Board of Directors. If the Company is deleted  from
the register, before the share  subscription, the stock option  owner
shall have  the same  right  as, or  an equal  right  to, that  of  a
shareholder.

If the Company resolves  to merge with another  company as a  merging
company or merge with a company to be formed in a combination merger,
or if the Company resolves to be demerged entirely, the stock  option
owners shall, prior to the merger or demerger, be given the right  to
subscribe for shares  with their  stock options, within  a period  of
time determined by the Board  of Directors. Alternatively, the  Board
of Directors can give a stock  option owner the right to convert  the
stock options into stock options issued by the other company, in  the
manner determined in the draft terms of merger or demerger, or in the
manner otherwise determined by the  Board of Directors, or the  right
to sell stock  options prior to  the merger or  demerger. After  such
period, no share subscription right shall exist. The same  proceeding
applies to  cross-border mergers  or demergers,  or if  the  Company,
after having registered itself as  an European Company, or  otherwise
registers a transfer of its domicile from Finland into another member
state. The Board of Directors shall decide on the impact of potential
partial demerger on the stock  options. In the above situations,  the
stock option owners shall have no  right to require that the  Company
redeem the stock options from them at their market value.

Purchase or redemption of the Company's own shares or acquisition  of
stock options or other special rights entitling to shares shall  have
no impact on the  rights of the stock  option owner. If the  Company,
however, resolves  to purchase  or  redeem its  own shares  from  all
shareholders, the stock  option owners  shall be  made an  equivalent
offer.

If a redemption right and obligation to all of the Company's  shares,
as referred to in Chapter 18 Section 1 of the Finnish Companies  Act,
arises to any  of the  shareholders, prior to  the end  of the  share
subscription period, on the basis  that a shareholder possesses  over
90% of the shares  and the votes  of the shares  of the Company,  the
stock option owners shall be given  a possibility to use their  right
of share subscription by virtue of the stock options, within a period
of time determined  by the Board  of Directors, or  the stock  option
owners shall  have an  equal obligation  to that  of shareholders  to
transfer their stock options to  the redeemer, although the  transfer
right defined in Section I.5 above had not begun.

III OTHER MATTERS

These terms and conditions shall be governed by the laws of  Finland.
Disputes arising in relation to the stock options shall be settled by
arbitration in accordance with the  Arbitration Rules of the  Central
Chamber of Commerce by one single arbitrator.

The Board  of Directors  may  decide on  the  transfer of  the  stock
options to the book-entry  securities system at a  later date and  on
the resulting technical amendments to these terms and conditions,  as
well as on  other amendments  and specifications to  these terms  and
conditions which are not considered essential. Other matters  related
to the stock options shall be decided on by the Board of Directors.

The Company shall  be entitled  to withdraw the  stock options  which
have not  been  transferred,  or  with which  shares  have  not  been
subscribed for,  free  of charge,  if  the stock  option  owner  acts
against these terms and conditions, or against the instructions given
by the Company on the basis of these terms and conditions, or against
applicable law, or against the regulations of the authorities.

The Company can  keep a  register of stock  option owners,  including
stock option owners' personal data. The Company can send  information
on the stock options to the stock option owners by email.

These terms and conditions have been made in Finnish and in  English.
In the case of any discrepancy between the Finnish and English  terms
and conditions, the Finnish terms and conditions shall decide.