Summary of SCRIPPS E W CO /DE

Item 5.01. Changes in Control of Registrant.

Background.

The Edward W. Scripps Trust (the "Trust"), the controlling shareholder of the Company, ended on October 18, 2012 upon the death of Robert P. Scripps, a grandson of the founder. He was the last of Edward W. Scripps' grandchildren upon whom the duration of the Trust was based.

All of the assets of the Trust, including Class A Common Shares and Common Voting Shares of the Company (together, the "Common Shares"), will be distributed to certain descendants of Edward W. Scripps pursuant to the terms of the Trust for no consideration as soon as administratively practicable and under an applicable court order. Until such distribution, the Trust will continue to be the record holder of the Common Shares.

Certain Trust beneficiaries, and certain members of the John P. Scripps family and trusts for their benefit, are signatories ("Signatories") to the Scripps Family Agreement that governs the transfer and voting of Common Voting Shares. Upon distribution from the Trust, shares held under the agreement will represent approximately 93.3% percent of the Common Voting Shares. The Trust has advised the Company that they expect the Common Shares to be distributed to the Trust beneficiaries in the next few months.

The Scripps Family Agreement sets forth a process for the family to vote its shares on Company matters, including the election of directors. Three of Edward W. Scripps' great-grandchildren, Nackey E. Scagliotti, Mary M. Peirce and Paul K. Scripps, and one of Edward W. Scripps' great-great grandchildren, Anne M. La Dow, currently serve as directors of the Company.

In 2011, the Trustees of the Trust filed a Petition for Instructions and Declaratory Relief with an Ohio Probate Court (the "Probate Court") that sought
(i) to prepare for the administration of the Trust following its termination,
(ii) to determine the identities of named beneficiaries and the identities of others who may be entitled to distributions from the Trust, (iii) to authorize, subject to clause (iv) below, the Trustees to continue the investment and management of the Trust's assets during the period between Trust termination and distribution of assets ("winding-up period"), (iv) to authorize the Trustees to vote the Common Voting Shares of the Company during the winding-up period in accordance with the procedures set forth in the Scripps Family Agreement and (v) to confirm the Trustees' views on a number of other issues. The Petition was filed under seal in accordance with Ohio court rules, and the parties to the action are bound by a protective order issued by the Court that limits disclosure with respect to the proceedings.

Change in Control.

On January 22, 2013, under the provisions of its prior order sealing the proceedings, the Probate Court issued an order with respect to the petition (the "Order"). With the Court's authorization, the Trustees have advised the Company that the Order generally provides that during the winding-up period the Trustees shall vote (or enter into or decline to enter into binding agreements to vote) the Common Voting Shares held by the Trust as instructed by a vote conducted in accordance with the procedures of Section 9 of the Scripps Family Agreement. In the absence of instructions from a vote under the Scripps Family Agreement and the Order, the Trustees may vote the Common Voting Shares in the manner they determine, in their discretion, to be in the best interests of the Trust beneficiaries, so long as the vote does not relate to a change of control transaction. If the vote relates to a change of control transaction, the Trustees will not vote the Common Voting Shares held by the Trust in the absence of such instructions.

After the Common Voting Shares are distributed from the Trust, the provisions of the Scripps Family Agreement will fully govern the transfer and voting of the Common Voting Shares held by the Signatories, and the terms of the Order will cease to apply.

Section 9 of the Scripps Family Agreement provides that the Company will call a meeting of the Signatories prior to each annual or special meeting of the shareholders of the Company held after termination of the Trust (each such meeting hereinafter referred to as a "Required Meeting"). At each Required Meeting, the Company will discuss with the Signatories, each matter, including election of directors, that the Company will submit to the holders of Common Shares at the annual meeting or special meeting with respect to which the Required Meeting has been called. Each Signatory will be entitled, either in person or by proxy, to cast one vote for each Common Voting Share owned of record or beneficially by him or her on each matter brought for a vote at the Required Meeting. Each Signatory will be bound by the decision reached by majority vote with respect to each such matter, and at the related annual or special meeting of the shareholders of the Company each Signatory will vote his or her Common Voting Shares in accordance with the decisions reached at the Required Meeting of the Signatories.

The table below is based on information provided by the Signatories and sets forth: (i) the number of Common Voting Shares and Class A Common Shares beneficially owned by each Signatory, excluding shares held by the Trust, (ii) the aggregate number of Common Voting Shares and Class A Common Shares that may be deemed to be beneficially owned by each Signatory, including the 10,693,333 Common Voting Shares held by the Trust, and (iii) the percentage of Common Voting Shares and Class A Common Shares that may be deemed to be beneficially owned by each Signatory. Except as otherwise noted in the table, each Signatory has (x) sole voting power (to the extent such shares are entitled to vote) with respect to the Class A Common Shares listed under column (i), (y) sole dispositive power with respect to the Common Voting Shares and Class A Common Shares listed under column (i), and (z) shared voting power with respect to the Common Voting Shares listed under column (ii). Each Common Voting Share is convertible at no cost and at any time into one Class A Common Share on a one-for-one basis, subject to the provisions of the Scripps Family Agreement. The aggregate number and percentage of Class A Common Shares (columns (ii) and
(iii)) assumes the conversion of all Common Voting Shares to Class A Common Shares beneficially owned by the Signatory and/or Trust, as applicable. The percentages of Common Voting Shares and Class A Common Shares are based on 43,024,744 and 11,932,735 of our Class A Common Shares and Common Voting Shares, respectively, outstanding as of October 31, 2012, as reported in our Quarterly Report on Form 10-Q for the quarter ended September 30, 2012.

                                                      (ii)
                                               Aggregate Number of            (iii)
                             (i)            Class A Common Shares and Aggregate Percentage
                          Number of           Common Voting Shares             of
                    Class A Common Shares      Beneficially Owned     Common Voting Shares
                  and Common Voting Shares    (Including All Common    and Class A Common
                     Beneficially Owned       Voting Shares Held by         Shares
                  (Excluding Trust Shares)           Trust)            Beneficially Owned
                    Common                    Common                    Common    Class A
                    Voting   Class A Common   Voting   Class A Common   Voting     Common
      Name          Shares       Shares       Shares       Shares       Shares     Shares

Virginia S.          -0-          -0-       10,693,333   10,693,333     89.6%      19.9%
Vasquez
Rebecca Scripps      -0-          266       10,693,333   10,693,599     89.6%      19.9%
Brickner (1)
Estate of Robert     -0-          -0-       10,693,333   10,693,333     89.6%      19.9%
P. Scripps, Jr.
Edward W.            -0-         37,556     10,693,333   10,730,889     89.6%      20.0%
Scripps, Jr. (2)
Corina S. Granado    -0-          134       10,693,333   10,693,467     89.6%      19.9%
Jimmy R. Scripps     -0-          133       10,693,333   10,693,466     89.6%      19.9%
Mary Ann S.          -0-          134       10,693,333   10,693,467     89.6%      19.9%
Sanchez
Margaret E.          -0-          200       10,693,333   10,693,533     89.6%      19.9%
Scripps
(Klenzing)
William H.           -0-          -0-       10,693,333   10,693,333     89.6%      19.9%
Scripps
Marilyn J.           -0-         10,000     10,693,333   10,703,333     89.6%      19.9%
Scripps (Wade)
Adam R. Scripps      -0-          -0-       10,693,333   10,693,333     89.6%      19.9%
William A.           -0-          133       10,693,333   10,693,466     89.6%      19.9%
Scripps
Gerald J. Scripps    -0-          -0-       10,693,333   10,693,333     89.6%      19.9%
Charles E.           -0-         1,750      10,693,333   10,695,083     89.6%      19.9%
Scripps, Jr.
Eli W. Scripps       -0-          -0-       10,693,333   10,693,333     89.6%      19.9%
Jonathan L.          -0-           33       10,693,333   10,693,366     89.6%      19.9%
Scripps
Peter M. Scripps     -0-          -0-       10,693,333   10,693,333     89.6%      19.9%
(3)
Barbara Victoria   805,932        -0-       11,499,265   11,499,265     96.4%      21.1%
Scripps Evans (4)
Molly E. McCabe      -0-          100       10,693,333   10,693,433     89.6%      19.9%
John P. Scripps    232,678        -0-       10,926,011   10,926,011     91.6%      20.3%
Trust
FBO Peter M.
Scripps
U/A dated 2/10/77
John P. Scripps    232,678        -0-       10,926,011   10,926,011     91.6%      20.3%
Trust
FBO Paul K.
Scripps
U/A dated 2/10/77
John P. Scripps     32,921        -0-       10,726,254   10,726,254     89.9%      20.0%
Trust
Exempt Trust
U/A dated 2/10/77
John P. Scripps    232,678        -0-       10,926,011   10,926,011     91.6%      20.3%
Trust
FBO Barbara
Scripps Evans U/A
dated 2/10/77
John Peter          11,546        -0-       10,704,879   10,704,879     89.7%      19.9%
Scripps
1983 Trust
The Marital Trust  266,771        -0-       10,960,104   10,960,104     91.8%      20.3%
of the La Dow
Family Trust
Anne M. La Dow      39,552        -0-       10,732,885   10,732,885     89.9%      20.0%
Trust U/A dated
10/27/2011

The La Dow Family  271,237      -0-     10,964,570 10,964,570   91.9%      20.3%
Trust U/A dated
6/29/2004 (5)
John P. Scripps     22,520      -0-     10,715,853 10,715,853   89.8%      19.9%
Trust
FBO John Peter
Scripps
U/A dated
12/28/84
John P. Scripps     22,520      -0-     10,715,853 10,715,853   89.8%      19.9%
Trust
FBO Ellen McRae
Scripps
U/A dated
12/28/84
John P. Scripps     22,520      -0-     10,715,853 10,715,853   89.8%      19.9%
Trust
FBO Douglas A.
Evans
U/A dated
12/24/84
Douglas A. Evans    11,546      -0-     10,704,879 10,704,879   89.7%      19.9%
1983 Trust
Ellen McRae         11,546      -0-     10,704,879 10,704,879   89.7%      19.9%
Scripps
1983 Trust
Victoria S. Evans    -0-        -0-     10,693,333 10,693,333   89.6%      19.9%
Trust U/A dated
5/19/2004
Peter M. Scripps     -0-        -0-     10,693,333 10,693,333   89.6%      19.9%
Trust U/A dated
11/13/2002
Paul K. Scripps      -0-       38,963   10,693,333 10,732,296   89.6%      20.0%
Family Revocable
Trust U/A dated
2/7/1994
Thomas S. Evans     40,911      -0-     10,734,244 10,734,244   90.0%      20.0%
Irrevocable Trust
U/A dated
11/13/2012
Thomas S. Evans      -0-        -0-     10,693,333 10,693,333   89.6%      19.9%
Douglas A. Evans    6,818       -0-     10,700,151 10,700,151   89.7%      19.9%
Julia Scripps        -0-       10,728   10,693,333 10,704,061   89.6%      19.9%
Heidt
Paul K. Scripps    799,087    132,856   11,492,420 11,625,276   96.3%      21.3%
(6)
Charles Kyne         -0-        200     10,693,333 10,693,533   89.6%      19.9%
McCabe
Peter R. La Dow   1,002,192     -0-     11,695,525 11,695,525   98.0%      21.4%
(7)
J. Sebastian         -0-        300     10,693,333 10,693,633   89.6%      19.9%
Scripps (8)
Anne M. La Dow      39,552      -0-     10,732,885 10,732,885   89.9%      20.0%
(9)
Wendy E. Scripps     -0-        -0-     10,693,333 10,693,333   89.6%      19.9%
Nackey E.         10,693,333 13,158,413 10,693,333 23,851,746   89.6%      44.4%
Scagliotti (10)
Cynthia J.           -0-        -0-     10,693,333 10,693,333   89.6%      19.9%
Scripps
Edith L. Tomasko     -0-        -0-     10,693,333 10,693,333   89.6%      19.9%
Mary McCabe       10,693,333 13,176,357 10,693,333 23,869,690   89.6%      44.3%
Peirce (11)
Elizabeth A.         -0-        -0-     10,693,333 10,693,333   89.6%      19.9%
Logan
Eva Scripps Attal    -0-        133     10,693,333 10,693,466   89.6%      19.9%
John P. Scripps     23,865       66     10,717,198 10,717,264   89.8%      19.9%
Eaton M. Scripps     -0-       39,718   10,693,333 10,733,051   89.6%      20.0%
Megan Scripps        -0-        100     10,693,333 10,693,433   89.6%      19.9%
Tagliaferri
Ellen McRae         23,866       66     10,717,199 10,717,265   89.8%      19.9%
Scripps

(1) Includes 66 shares held by an immediate family member.

(2) Class A Common Share holdings consist only of currently exercisable options to purchase 37,556 shares.

(3) Includes shares held by the Peter M. Scripps Trust under agreement dated 11/13/2002, of which the Reporting Person is the trustee. Such trust is also listed as a separate Reporting Person above.

(4) Includes shares held by (a)(i) the John P. Scripps Trust FBO Barbara Scripps Evans under agreement dated 2/10/77, (ii) the John P. Scripps Trust FBO Paul K. Scripps under agreement dated 2/10/77, (iii) the John P. Scripps Trust FBO Peter M. Scripps under agreement dated 2/10/77, and (iv) the John P. Scripps Trust Exempt Trust under agreement dated 2/10/77, of which the Reporting Person is a co-trustee with Peter R. La Dow and Paul K. Scripps, and (b)(i) the Douglas A. Evans 1983 Trust, (ii) the John P. Scripps Trust FBO Douglas
A. Evans under agreement dated 12/28/1984, (iii) the Victoria S. Evans Trust under agreement dated 5/19/2004, and (iv) the Thomas S. Evans Irrevocable Trust under agreement dated 6/29/2004, of which the Reporting Person is the trustee. Such trusts are also listed as separate Reporting Persons above.

(5) Includes shares held by the Survivor's Trust of the La Dow Family Trust under agreement dated 6/29/2004 and the Marital Trust of the La Dow Family Trust under agreement dated 6/29/2004. The Marital Trust is also listed as a separate Reporting Person above. Peter R. La Dow is the trustee of all of these trusts.

(6) Class A Common Share holdings include currently exercisable options to purchase 93,893 shares. Class A Shares and Common Voting Shares also include shares held by (a)(i) the John P. Scripps Trust FBO Barbara Scripps Evans under agreement dated 2/10/77, (ii) the John P. Scripps Trust FBO Paul K. Scripps under agreement dated 2/10/77, (iii) John P. Scripps Trust FBO Peter M. Scripps under agreement dated 2/10/77, and (iv) the John P. Scripps Trust Exempt Trust under agreement dated 2/10/77, of which the Reporting Person is a co-trustee with Ms. Evans and Mr. La Dow, and (b)(i) the John Peter Scripps 1983 Trust, (ii) the Ellen McRae Scripps 1983 Trust, (iii) the John P. Scripps FBO Ellen McRae Scripps under agreement dated 12/28/1984, (iv) the John P. Scripps Trust FBO John Peter Scripps under agreement dated 12/28/1984, and (v) the Paul K. Scripps Family Revocable Trust U/A dated 2/7/1994, of which the Reporting Person is trustee. Such trusts are also listed as separate Reporting Persons above.

(7) Includes shares held by (a)(i) the John P. Scripps Trust FBO Barbara Scripps Evans under agreement dated 2/10/77, (ii) the John P. Scripps Trust FBO Paul K. Scripps under agreement dated 2/10/77, (iii) the John P. Scripps Trust FBO Peter M. Scripps under agreement dated 2/10/77, and (iv) the John P. Scripps Trust Exempt Trust under agreement dated 2/10/77, of which the Reporting Person is a co-trustee with Ms. Evans and Mr. P. K. Scripps, and (b)(i) the Marital Trust of the La Dow Family Trust, and (ii) the La Dow Family Trust (excluding shares already accounted for held in the Marital Trust of the La Dow Family Trust), of which the Reporting Person is the trustee. Such trusts are also listed as separate Reporting Persons above.

(8) Includes 200 shares held by immediate family members.

(9) Includes shares held by the Anne M. La Dow Trust under agreement dated 10/27/2011, of which the Reporting Person is trustee. Such trust is also listed as a separate Reporting Person above.

(10) Class A Common Share holdings include (a) currently exercisable options to purchase 37,556 shares, (b) 56,783 shares held directly and (c) 13,064,074 shares held by the Trust, of which the Reporting Person is a co-trustee.

(11) Class A Common Share holdings include (a) currently exercisable options to purchase 104,000 shares, (b) 8,283 shares held directly and (c) 13,064,074 shares held by the Trust, of which the Reporting Person is a co-trustee.