Houghton Mifflin Co. News Release - November 27, 2006

McDougal Littell and New Dimension Media Partner to Enhance Classroom Instruction through Video on Demand

Evanston and Chicago, Ill. — November 27, 2006 — McDougal Littell, a division of Houghton Mifflin Company, and New Dimension Media, a leading producer of award-winning educational videos, today announced a distribution partnership for CCC! Video on Demand customized for McDougal Littell social studies and science programs. This innovative video on demand program will be revealed at the National Council for the Social Studies conference in Washington, D.C., on December 1, 2006, when McDougal Littell launches its brand-new middle school program American History.

CCC! Video on Demand gives teachers instant access to thousands of video programs from the leading producers of educational content. Through its exclusive partnership with New Dimension Media, McDougal Littell has drawn teaching segments from the CCC! Video on Demand library to produce an original video program specifically designed to support new McDougal Littell social studies and science textbooks.

Delivered through the exclusive McDougal Littell Power Presentations software as well as DVD video, the customized CCC! Video on Demand clips will give teachers instant access to the highest quality videos to support standards based instruction in every lesson of their textbook.

"Teachers need a variety of ways to engage today's students. New Dimension Media's CCC! Video on Demand enhances McDougal Littell programs with exceptional instructional content and a flexible technology platform to meet the needs of today’s teachers," said David Pieklo, corporate vice president and director of marketing, McDougal Littell. "Through this innovative partnership, educators will have the most effective presentation tools on the market."

"We are pleased that McDougal Littell has chosen New Dimension Media's CCC! Video on Demand content for its future textbooks," said Albert Nader, media chairman, New Dimension Media. "Our companies are both dedicated to taking leading roles in providing educational solutions, and this joint effort, which combines the printed word and visual media, will improve student comprehension and recall."

About McDougal Littell
McDougal Littell, a division of Houghton Mifflin Company, is among the fastest growing publishers in the United States, recognized for its innovation, dedication and responsiveness to the needs of educators. Based in Evanston, Illinois, the Company publishes print and technology materials for language arts, mathematics, social studies, world languages, and science for grades 6 through 12. The Company's Web site can be found at www.mcdougallittell.com.

About Houghton Mifflin
Boston-based Houghton Mifflin Company is one of the leading educational publishers in the United States, with more than $1 billion in sales. Houghton Mifflin publishes textbooks, instructional technology, assessments and other educational materials for elementary and secondary schools and colleges. The Company also publishes an extensive line of reference works and award-winning fiction and nonfiction for adults and young readers. With its origins dating back to 1832, Houghton Mifflin combines its tradition of excellence with a commitment to innovation. The Company's Web site can be found at www.hmco.com.

About New Dimension Media
New Dimension Media (NDM) is one of the few remaining producers and distributors of K–12 core curriculum video content to schools and public libraries. With 44 series and 417 programs produced in the last five years, no one produces more new core curriculum content than NDM. Founded in 1979 and based in Chicago, NDM boasts a distinguished library of Social Studies, Language Arts, Mathematics, and Health and Guidance titles. Every NDM title is correlated to all state and national standards. They are available on VHS and DVD, for educational broadcast, and now, on CCC! Video on Demand, the new industry leader in VOD with over 2,000 complete programs and over 40,000 teaching segments. NDM developed CCC!, a fully-loaded, plug and play system that facilitates distance learning with iPod and live webcast capabilities, industry firsts. With its superior content and innovative technology, NDM is strengthening its commitment to provide educators with the resources to supplement their curriculum.