WILEY JOHN & SONS, INC. (Form: 10-K, Received: 06/23/2010 09:25:20)

(a)	Financial Statements and Schedules
	Financial Statements and Schedules are listed in the attached index on page 10 and are filed as part of this Report.
(b)	Reports on Form 8-K
	Earnings release on the third quarter fiscal 2010 results issued on Form 8-K dated March 11, 2010, which included certain condensed financial statements of the Company.
	Earnings release on the fiscal year 2010 results issued on Form 8-K dated June 17, 2010, which included certain condensed financial statements of the Company.
(c)	Exhibits
2.1	Agreement and Plan of Merger dated as of August 12, 2001, among the Company, HMI Acquisition Corp. and Hungry Minds, Inc. (incorporated by reference to the Company’s Report on Form 8-K dated as of August 12, 2001).
2.2	Scheme of Arrangement dated as of November 21, 2006, among the Company, Wiley Europe Investment Holdings Limited and Blackwell Publishing (Holdings) Limited (incorporated by reference to the Company’s Report on Form 8-K dated as of November 21, 2006).
3.1	Restated Certificate of Incorporation (incorporated by reference to the Company’s Report on Form 10-K for the year ended April 30, 1992).
3.2	Certificate of Amendment of the Certificate of Incorporation dated October 13, 1995 (incorporated by reference to the Company’s Report on Form 10-K for the year ended April 30, 1997).
3.3	Certificate of Amendment of the Certificate of Incorporation dated as of September 1998 (incorporated by reference to the Company’s Report on Form 10-Q for the quarterly period ended October 31, 1998).
3.4	Certificate of Amendment of the Certificate of Incorporation dated as of September 1999 (incorporated by reference to the Company’s Report on Form 10-Q for the quarterly period ended October 31, 1999).
3.5	By-Laws as Amended and Restated dated as of September 2007 (incorporated by reference to the Company’s Report on Form 10-K for the year ended April 30, 2008).
10.2	Credit Agreement dated as of February 2, 2007, among the Company and Bank of America, N.A., as Administrative Agent and Swing Line Lender and the Other Lenders Party Hereto (incorporated by reference to the Company’s Report on Form 8-K dated as of February 8, 2007).
10.3	Agreement of the Lease dated as of June 7, 2006 between One Wiley Drive, LLC, an independent third party, as landlord and John Wiley and Sons, Inc., as Tenant (incorporated by reference to the Company’s Report on Form 10-K for the year ended April 30, 2006).
10.4	Agreement of Lease dated as of August 4, 2000, between, Block A South Waterfront Development L.L.C., as Landlord, and the Company, as Tenant (incorporated by reference to the Company’s Report on Form 10-Q for the quarterly period ended July 31, 2000).
10.5	Summary of Lease Agreement dated as of March 4, 2005, between, Investa Properties Limited L.L.C. as Landlord, and the Company, as Tenant (incorporated by reference to the Company’s Report on Form 10-K for the year ended April 30, 2005).
10.6	2009 Director Stock Plan (incorporated by reference to the Company’s second quarter fiscal year 2010 report on Form 10-Q as exhibit 10.3).
10.7	2009 Executive Annual Incentive Plan (incorporated by reference to the Company’s second quarter fiscal year 2010 report on Form 10-Q as exhibit 10.2).
10.8	2009 Key Employee Stock Plan (incorporated by reference to the Company’s second quarter fiscal year 2010 report on Form 10-Q as exhibit 10.1).
10.9	Supplemental Executive Retirement Plan as Amended and Restated effective as of January 1, 2009
10.10	Supplemental Benefit Plan Amended and Restated as of January 1, 2009
10.11	Deferred Compensation Plan as Amended and Restated effective as of January 1, 2008
10.12	Deferred Compensation Plan for Directors’ 2005 & After Compensation (incorporated by reference to the report on Form 8-K, filed December 21, 2005).
10.13	Form of the Fiscal Year 2011 Qualified Executive Long Term Incentive Plan
10.14	Form of the Fiscal Year 2011 Qualified Executive Annual Incentive Plan
10.15	Form of the Fiscal Year 2011 Executive Annual Strategic Milestones Incentive Plan
10.16	Form of the Fiscal Year 2010 Qualified Executive Long Term Incentive Plan (incorporated by reference to the Company’s Report on Form 10-K for the year ended April 30, 2009).
10.17	Form of the Fiscal Year 2010 Qualified Executive Annual Incentive Plan (incorporated by reference to the Company’s Report on Form 10-K for the year ended April 30, 2009).
10.18	Form of the Fiscal Year 2010 Executive Annual Strategic Milestones Incentive Plan (incorporated by reference to the Company’s Report on Form 10-K for the year ended April 30, 2009).
10.19	Form of the Fiscal Year 2009 Qualified Executive Long Term Incentive Plan (incorporated by reference to the Company’s Report on Form 10-K for the fiscal year ended April 30, 2008).
10.20	Form of the Fiscal Year 2009 Qualified Executive Annual Incentive Plan (incorporated by reference to the Company’s Report on Form 10-K for the fiscal year ended April 30, 2008).
10.21	Form of the Fiscal Year 2009 Executive Annual Strategic Milestones Incentive Plan (incorporated by reference to the Company’s Report on Form 10-K for the fiscal year ended April 30, 2008).
10.22	Senior Executive Employment Agreement to Arbitrate dated as of April 29, 2003 (incorporated by reference to the Company’s Report on Form 10-K for the year ended April 30, 2003).
10.23	Schedule of individual officers party to Senior Executive Employment Agreement to Arbitrate dated as of April 29, 2003 (incorporated by reference to the Company’s second quarter fiscal year 2010 report on Form 10-Q).
10.24	Senior Executive Non-competition and Non-Disclosure Agreement dated as of April 29, 2003 (incorporated by reference to the Company’s Report on Form 10-K for the year ended April 30, 2003).
10.25	Schedule of individual officers party to Senior Executive Non-Competition and Non-Disclosure Agreement dated as of April 29, 2003 (incorporated by reference to the Company’s second quarter fiscal year 2010 report on Form 10-Q).
10.26	Senior executive Employment Agreement dated as of December 1, 2008, between William J. Pesce and the Company (incorporated by reference to the Company’s third quarter fiscal year 2009 report on Form 10-Q).
10.27	Senior executive Employment Agreement dated as of March 1, 2003, between Stephen A. Kippur and the Company (incorporated by reference to the Company’s Report on Form 10-K for the year ended April 30, 2003).
10.28	Senior executive Employment Agreement dated as of December 1, 2008, between Ellis E. Cousens and the Company (incorporated by reference to the Company’s third quarter fiscal year 2009 report on Form 10-Q).
10.29	Senior executive Employment Agreement letter dated as of November 18, 2009, between Stephen M. Smith and the Company (incorporated by reference to the Company’s second quarter fiscal year 2010 report on Form 10-Q).
10.30	Senior executive Employment Agreement letter dated as of March 1, 2003, between Bonnie E. Lieberman and the Company (incorporated by reference to the Company’s Report on Form 10-K for the year ended April 30, 2008).
21*	List of Subsidiaries of the Company
23*	Consent of KPMG LLP
31.1*	Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*	Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
31.2*	Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.2*	Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Exhibit 10.10

John Wiley & Sons, Inc.

Supplemental Benefit Plan

Amended and Restated as of

January 1, 2009

JOHN WILEY & SONS, INC.

SUPPLEMENTAL BENEFIT PLAN

TABLE OF CONTENTS

		PAGE
SECTION 1 -	PURPOSES	1
SECTION 2 -	DEFINITIONS	2
SECTION 3 -	PARTICIPATS	4
SECTION 4 -	AMOUNT OF SUPPLIMENTAL BENEFIT	5
SECTION 5 -	PAYMENT	6
SECTION 6 -	CHANGE OF CONTROL	12
SECTION 7 -	NONASSIGNABILITY	13
SECTION 8 -	RIGHT TO DISCHARGE	13
SECTION 9 -	FUNDING AND GENERAL PROVISIONS	14
SECTION 10 -	SIGNATURE AND VERIFICATION	18

JOHN WILEY & SONS, INC. SUPPLEMENTAL BENEFIT PLAN

AMENDED AND RESTATED AS OF

January 1, 2009

The John Wiley & Sons, Inc. Supplemental Plan (the “Supplemental Plan”) is hereby amended and restated effective as of January 1, 2009 to comply with the provisions of Section 409A of the Code as enacted by the American Jobs Creation Act of 2004, and the regulations promulgated thereunder. This document sets forth the provisions of the Supplemental Plan as applicable to participants who commence payment of their supplemental benefits on or after January 1, 2009. The benefits accrued and vested under the provisions of the Supplemental Plan by a Participant who terminated employment with the Company and all its Affiliated Companies (as such term is defined in the Retirement Plan) prior to January 1, 2005 shall be subject to the provisions of the Supplemental Plan as in effect on October 3, 2004. In addition, with respect to certain Participants who were employed by the Company on January 1, 2005, the portion of their benefits payable under this restated Supplemental Plan equal to their Grandfathered Supplemental Benefit (as defined herein) shall be subject to the provisions of the Supplemental Plan without regard to any amendments after October 3, 2004 which would constitute a material modification for Code Section 409A purposes.

SECTION 1 – PURPOSE

The purpose of the John Wiley & Sons, Inc. Supplemental Benefit Plan (the “Supplemental Plan”) is to provide supplemental benefits to certain Participants in the John Wiley & Sons, Inc. Employees’ Retirement Plan (the “Retirement Plan”) whose benefits under the Retirement Plan are limited by the provisions of Section 4.08 of the Retirement Plan and Section 415(b) of the Internal Revenue Code of 1986, as amended (the “Code”) and/or Section 1.12 of the Retirement Plan and Section 401(a)(17) of the Code. Supplemental benefits are provided hereunder as additional deferred compensation for services rendered by the Participant to John Wiley & Sons, Inc. (the “Corporation”). Capitalized terms used in this Supplemental Plan which are not otherwise defined have the same meaning as under the Retirement Plan.

SECTION 2 – DEFINITIONS

2.1	“Benefit Commencement Date” shall mean “Benefit Commencement Date” as such term is defined in the SERP.

2.2	“Change of Control” shall mean “Change of Control” as defined in the SERP.

2.3	“Disability Supplemental Benefit” shall mean the Participant’s benefit calculated under provisions of Section 4.2.

2.4	“Disabled” shall mean “Disabled” as such term is defined in the SERP.

2.5

“Grandfathered Supplemental Benefit” shall mean with respect to a Participant who (i) terminated employment with the Company (as defined in the Retirement Plan) and all Affiliated Companies prior to January 1, 2005, or (ii) was employed by the Company on April 1, 2005 and who as of that date was a participant in the SERP and was (1) a member of the Board of Directors or (2) a 5% owner of the Corporation (as defined in Code Section 416), or (iii) was within two years of attaining age 65, the portion of his Supplemental Benefit that was accrued and vested before January 1, 2005, determined under provisions of the Supplemental Plan without regard to any amendments after October 3, 2004 which would constitute a material modification under Code Section 409A purposes, and the provision of Code Section 409A, the regulations promulgated thereunder and other applicable guidance and procedures based on actuarial equivalent assumptions chosen by the Benefits Administration Board in accordance with Code Section 409A.

2.6	“Separation from Service” shall mean “Separation from Service” as such term is defined in the SERP.

2.7	“SERP” shall mean the John Wiley & Sons, Inc. Supplemental Executive Retirement Plan, as amended from time to time. “1989 SERP” shall mean Part A of the SERP and “2005 SERP” shall mean Part B of the SERP.

2.8	“Specified Employee” shall mean “Specified Employee” as such term is defined under the SERP.

2.9	“409A Supplemental Disability Benefit” shall mean the portion, if any, of a Participant’s benefit calculated under the provision of Section 4.2 hereof that exceeds the amount of his Grandfathered Supplemental Benefit.

2.10	“409A Supplemental Benefit” shall mean the portion, if any, of a Participant’s benefit calculated under the provisions of Section 4.1 hereof that exceeds the amount of his Grandfathered Supplemental Benefit.

2.11	“Supplemental Benefit” shall mean the Participant’s benefit calculated under the provisions of Section 4.1 hereof.

SECTION 3 – PARTICIPANTS

All members of the Retirement Plan shall become Participants of this Supplemental Plan whenever their compensation or benefits under the Retirement Plan, as from time to time in effect, exceed the limitations on eligible compensation and benefits permitted by Section 401(a)(17) and 415 of the Code. Participation under the Supplemental Plan shall terminate on the date the Participant incurs a Separation from Service with the Company and all Affiliated Companies, unless at the time the Participant is entitled to a Supplemental Benefit under Section 4.

SECTION 4 – AMOUNT OF SUPPLEMENTAL BENEFIT

4.1

Each eligible Participant shall receive a Supplemental Benefit equal to the excess, if any, of (a) the benefit which would be payable to the Participant or, in the event of the Participant’s death while in the employ of the Company or an Affiliated Company payable to his Beneficiary, under the Retirement Plan, if the benefit determined as of the Participant’s Separation from Service was computed without regard to either the limitation of Section 4.08 of the Retirement Plan (relating to the limitation on benefits required by Section 415 of the Code) or the limitation in Section 1.12 of the Supplemental Plan (relating to the limitation on the amount of Compensation required by Section 401(a)(17) of the Code), and without regard to any comparable limitations which may hereafter be imposed by law, over (b) the amount of the benefit which would have been payable under the Retirement Plan to the Participant (or his Beneficiary) for his lifetime, assuming such benefit commences on the date set forth in Section 5.1(a).

4.2

Notwithstanding the foregoing, if a Participant who is currently employed by the Company or an Affiliated Company becomes Disabled prior to his Normal Retirement Date, or date of Separation from Service, if earlier, then notwithstanding any provisions of this Supplemental Plan to the contrary, he shall be entitled to a Disability Supplemental Benefit for his lifetime equal to the benefit determined under the provisions of Section 4.1 as of the Participant’s Disability Date (as such term is defined in Section 5.1(b) of the 1989 SERP or of the 2005 SERP, whichever is applicable), assuming such benefit commences on the first day of the month following the later of (i) his Disability Date or (ii) the Participant’s attainment of age 65 (age 55, if he has completed ten or more Years of Service on his Disability Date).

SECTION 5 – PAYMENT

5.1	Timing of Payment

(a)

Subject to the provisions of this Section 5.1 and Section 5.4 below, payment of a Participant’s 409A Supplemental Benefit will commence on the first day of the month following the later of (i) the Participant’s attainment of age 65 (age 55, if he has completed ten or more Years of Service on his Separation from Service) or (ii) his Separation from Service.

(b)

Notwithstanding the foregoing if a Participant has made an effective election under (i) Section 3.2(c) or 3.4(c) of the 1989 SERP to delay the payment of his 1989 SERP 409A Additional Benefit, or (ii) Section 3.2(d) or 3.4(d) of the 2005 SERP to delay the payment of his 2005 SERP Income Benefit, whichever is applicable, such Participant’s 409A Supplemental Benefit shall commence, in accordance with such election, at the same time as such Participant’s 1989 SERP 409A Additional Benefit or 2005 SERP Income Benefit, whichever is applicable, commences.

(c)

Notwithstanding the foregoing, a Participant’s 409A Supplemental Benefit payable pursuant to the provisions of Section 4.2 shall commence as of the first day of the month following the Participant’s Disability Date.

(d)

Upon the death of a Participant prior to his Benefit Commencement Date, the portion of a survivor benefit payable to the Participant’s Designated Beneficiary attributable to a Participant’s 409A Survivor Benefit shall commence as of the first day of the month following the date the Participant would have attained age 55 or his date of death, if later.

(e)

Notwithstanding any other provision of the Supplemental Plan to the contrary, if the present value of the Participant's benefits under the Supplemental Plan payable to a participant under Section 4.1 is equal to or less than the applicable dollar amount under Section 402(g)(1)(B) of the Code, such benefit shall be paid to the Participant or, if applicable, to the Participant’s beneficiary or beneficiaries in one lump sum within 90 days following the Participant’s Separation from Service. For purposes of this clause (e), present value shall be determined on the basis of the IRS Mortality Table (as defined in the Retirement Plan) and the IRS Interest Rate (as defined in the Retirement Plan) published in the calendar month preceding the date of the Participant’s Separation from Service.

5.2	Form of Payment

(a)

Except as otherwise provided in Section 5.3, unless a Participant has made an effective election under paragraph (b) below of an optional form of payment, the 409A Supplemental Benefits payable to a Participant under Section 4.1 shall be paid in the form of a single life annuity for the life of the Participant.

(b)

Subject to paragraph (d) below, a Participant may elect to convert the portion of the benefit otherwise payable to him under the provisions of this Section 5, which is to be paid in the form of a life annuity, into an optional benefit of Equivalent Actuarial value as provided in one of the options set forth below:

Option 1.

“Contingent Annuity”. A modified benefit payable monthly during the Participant’s life and after his death payable at 50%, 75% or 100% (as elected by the Participant) of the rate of his modified benefit during the life of, and to, the Beneficiary named by him on his Benefit Commencement Date.

Option 2.

“Pop-Up-Option”. A modified benefit payable under Option 1, provided that in the event the Beneficiary named by the Participant at the time he elected the form of payment predeceases the Participant, the annual benefit payable to the Participant after the Beneficiary’s death shall equal the Benefit that would have been payable pursuant to Section 5.2(a).

Option 3.

“Certain & Life Option”. A modified benefit payable monthly for the life of the Participant; however if the Participant dies within the 10, 11, 12, 13, 14, or 15 year period (as elected by the Participant) commencing on the Participant’s Benefit Commencement Date’ payments in that reduced amount will be payable until the 10, 11, 12, 13, 14, or 15 th anniversary of his Benefit Commencement Date.

(c)

Such Equivalent Actuarial value shall be defined as set forth in Item I of Appendix A of the Retirement Plan.

(d)

Notwithstanding the foregoing, subject to the provisions of Section 409A of the Code, a Participant’s election to receive the portion of his Supplemental Benefit payable under Section 4.1 in the form of a life annuity in an optional form as described in paragraph (b) above shall be effective as of the Benefit Commencement Date applicable to that portion of the Participant’s benefit, provided that the Participant makes and submits to the Committee his election of such optional form prior to his Benefit Commencement Date. A Participant who fails to elect an optional form of benefit payment in a timely manner shall receive his benefit in accordance with paragraph (a) of this Section 5.2.

(e)

Notwithstanding the foregoing and except as otherwise provided in Section 5.3, a Participant’s 409A Supplemental Disability Benefit determined under Section 4.2 shall be paid in a single lump sum payment equal to the then equivalent actuarial value of the 409A Supplemental Disability Benefit. For purposes of this clause (e), equivalent actuarial value shall be determined on the basis of the IRS Mortality Table (as defined in the Retirement Plan) and the IRS Interest Rate (as defined in the Retirement Plan) as published in the calendar month preceding the Participant’s Disability Date.

5.3	Special Provision Applicable to Certain Members of the SERP

(a)

Notwithstanding any Supplemental Plan provision to the contrary, payment of the 409A Supplemental Benefit payable to a Participant who is a member of the 1989 SERP on January 1, 2009, shall be paid in the same form as the Participant’s 409A Additional Benefit, if any, (as defined in the 1989 SERP) is paid pursuant to the provisions of Section 3.5(b)(i) of the 1989 SERP. The 409A Supplemental Benefit paid under this Section shall be of Equivalent Actuarial value to the Participant’s 409A Supplemental Benefit payable over his lifetime as determined under Section 4.1. For purposes of this Section 5.3(a) Equivalent Actuarial value shall be determined on the same basis as provided in Section 6.3. In the event any portion of such Participant’s 409A Supplemental Benefit is to be paid in the form of a life annuity, such Participant may elect in accordance with the provision of Sections 5.2(b) and 5.2(d) to convert such amount into an optional annuity form of payment.

(b)

(i)

Notwithstanding any provision of the Supplemental Plan to the contrary, if a Participant who is entitled to a benefit under Section 5.1 of the 2005 SERP has made an election under Section 5.1(a) of the 2005 SERP to receive such benefit in the form of a life annuity, the Participant’s 409A Supplemental Disability Benefit payable pursuant to Section 4.2 shall be paid in the form of a life annuity, unless the Participant has made a valid optional annuity form of payment election under Section 5.2 hereof.

(ii)

Notwithstanding any provision of the Supplemental Plan to the contrary, with respect to a Participant who is a member of the 1989 SERP as of January 1, 2005, any 409A Supplemental Disability Benefit payable pursuant to the provisions of Section 4.2 to such Participant shall be paid in the same form as such Participant’s 409A Additional Benefit, if any, is paid to such Participant pursuant to Section 5.1 of the 1989 SERP. The benefit payable pursuant to this clause (ii) shall be of Actuarial Equivalent value (as defined in Section 6.3) to the 409A Supplemental Disability Benefit payable for the Participant’s life as determined under Section 4.2

(c)

Notwithstanding any Supplemental Plan provision to the contrary, the survivor benefit payable hereunder to a Participant’s Designated Beneficiary due to the death of the Participant prior to his Separation from Service, shall be paid in the same form as any Pre-Retirement Survivor Benefit attributable to such Participant’s 409A Additional Benefit (as defined in the 1989 SERP) is paid under the SERP. The survivor benefit payable under this paragraph (c) shall be of Actuarial Equivalent value (as defined in Section 6.3) to the survivor benefit attributable to the Participant’s 409A Supplemental Benefit that would have been payable for the life of the Designated Beneficiary.

5.4 Timing of Payment for “Specified Employees”

Notwithstanding any provision of the Supplemental Plan to the contrary, if a Participant is classified as a “Specified Employee” on his date of Separation from Service, the actual payment of the portion of his 409A Supplemental Benefit due under the provisions of Section 4, on account of such Participant’s Separation from Service with the Company and all Affiliated Companies (for reasons other than death or his becoming Disabled) shall not commence prior to the first day of the seventh month following the Participant’s Separation from Service. For avoidance of doubt, the provisions of this Section 5.4 do not apply to the portion of a Participant’s Benefit equal to his Grandfathered Supplemental Benefit or any benefit payable to or on behalf of the Participant pursuant to the death of the Participant or to the provisions of Section 4.2. Any payment to the Participant which he would have otherwise received under Section 4.1, during the six-month period immediately following such Participant’s Separation from Service shall be accumulated, with interest, compounded on a monthly basis, at the Applicable Interest Rate and paid within 60 days of the first day of the seventh month following the Participant’s Separation from Service. For purposes of this Section 5.4 the Applicable Interest Rate is one year U.S. Treasury rate (constant maturities) as published on the last business day of the calendar month preceding the date of the Participant’s Separation from Service occurs.

5.5	Grandfathered Supplemental Benefits

Notwithstanding any provision of the Supplemental Plan to the contrary, a Participant’s Grandfathered Supplemental Benefit (or survivor benefit attributable to such Grandfathered Supplemental Benefit) shall commence, and the form of payment of such benefit shall be determined, in accordance with the provisions of the Supplemental Plan as in effect on October 3, 2004, without regard to any amendments after such date which would constitute a material modification for purposes of Section 409A of the Code.

SECTION 6 – CHANGE OF CONTROL

6.1

Notwithstanding the foregoing, upon the occurrence of a Change of Control (as such term is defined in Section 4.2 of the 2005 SERP), all former Participants or Beneficiaries of former Participants then receiving or then entitled to receive a 409A Supplemental Benefit or 409A Supplemental Disability Benefit under Section 4 of the Supplemental Plan shall automatically receive, in a single lump sum payment, the actuarial equivalent value of the remaining 409A Supplemental Benefit or 409A Supplemental Disability Benefit payments due to such former Participant or Beneficiary as of the date the Change of Control occurs. If such former Participant (or Beneficiary) dies after the Change of Control occurs but before receiving such single lump sum payment, the single lump sum payment shall be made to the Participant’s Designated Beneficiary, otherwise to his estate.

6.2

Notwithstanding any Plan provision to the contrary, upon a Participant’s Separation from Service for any reason within two years following the date a Change of Control occurs, such Participant shall automatically receive, in a single lump sum payment, the actuarial equivalent value of his Supplemental Benefit accrued under Section 4 of the Supplemental Plan as of his date of Separation from Service. If such Participant dies after his Separation from Service within two years of a Change of Control but before receiving such single lump sum payment, such single lump sum payment shall be made to his Designated Beneficiary, otherwise to his estate.

6.3

The amount of a single lump sum payment made pursuant to the provisions of this Section 6 shall be calculated in the same manner and on the same actuarial equivalent basis utilized to calculate a lump sum payment under Option 6 as set forth in Section 5.02 of the Retirement Plan. The lump sum payment shall be based on the age of the former Participant or Beneficiary on the date the Change of Control occurs or the date of the Participant’s Separation from Service with the Company and all Affiliated Companies, if later. The calculation of the lump sum payment hereunder represents a complete settlement of all benefits accrued on the Participant’s (or former Participant’s) behalf under the Supplemental Plan.

6.4

Notwithstanding the foregoing, Section 3(b) of the Supplemental Plan as in effect on October 3, 2004 shall be applicable to a Participant’s Grandfathered Supplemental Benefit, except that the definition of the term “Change of Control” (as defined therein) shall be revised to be the later of a “Change of Control” (as such term is defined in Section 4.2 of the 2005 SERP or a “Change of Control” as defined in Section 3(b) of the Supplemental Plan as in effect on October 3, 2004 without regard to any amendments after such date which would constitute a material modification for purposes of Section 409A of the Code.

SECTION 7 – NONASSIGNABILITY

Neither the Participant nor his designated beneficiaries shall have any right to transfer, assign, encumber or otherwise dispose of, directly or indirectly, voluntarily or involuntarily, any of their respective rights to receive any of the payments provided for herein and all such rights are non-assignable and non-transferable.

SECTION 8 – RIGHT TO DISCHARGE

Nothing in this Plan shall be deemed to interfere with or restrict the rights of the Corporation to discharge the Participant at any time without regard to the effect which such discharge might have on the Participant's benefits hereunder.

SECTION 9 – FUNDING AND GENERAL PROVISIONS

9.1

Funding

The Corporation may, but shall not be obligated to, fund its obligations hereunder with insurance, by establishing a trust or a reserve fund or otherwise. In the event the Corporation elects to fund its obligations hereunder, neither the Participant nor his designated beneficiaries shall have an interest in any such insurance, reserve fund, trust or other arrangement.

9.2

No special or separate fund shall be established, and no segregation of assets shall be made, to assure the payments thereunder. No Participant hereunder shall have any right, title, or interest whatsoever in any specific assets of the Corporation. Nothing contained in the Supplemental Plan and no action taken pursuant to its provisions shall create or be construed to create a trust of any kind or a fiduciary relationship between the Corporation and a Participant or any other person. To the extent that any person acquires a right to receive payments under the Supplemental Plan, such right shall be no greater than the right of any general unsecured creditor of the Corporation.

9.3	Facility of Payment

In the event that the Benefit Administrative Board shall find that a Participant or Beneficiary is incompetent to care for his affairs or is a minor, the Benefit Administrative Board may direct that any benefit payment due him, unless claim shall have been made therefore by a duly appointed legal representative, be paid on his behalf to his spouse, a child, a parent or other relative, and any such payment so made shall thereby be a complete discharge of the liability of the Corporation and the Supplemental Plan for that payment.

9.4	Acceleration of or Delay in Payments ,

The Benefit Administrative Board in its sole and absolute discretion, may elect to accelerate the time or form of payment of a benefit owed to the Participant hereunder, provided such acceleration is permitted under Treas. Reg. Section 1.409A-3(j)(4). The Benefit Administrative Board may also, in its sole and absolute discretion, delay the time for payment of a benefit owed to the Participant hereunder, to the extent permitted under Treas. Reg. Section 1.409A-2(b)(7).

9 5	Designated Beneficiaries

To the extent that any benefit would be paid to a Beneficiary under the Retirement Plan, the corresponding supplemental benefit under the Supplemental Plan shall be paid to such Beneficiary, unless the Participant designated an alternative beneficiary by a designation in writing, signed by the Participant and delivered to the Benefits Administrative Board prior to the death of the Participant. The Participant may, from time to time, revoke any such designation and make a new designation.

9.6	Administration

The Supplemental Plan shall be administered by the Corporation's Benefits Administration Board. The Benefits Administration Board shall determine all questions involving the administration, interpretation, and application of the Supplemental Plan. Any such determination shall be conclusive and binding on all persons, except as otherwise provided by law.

9.7	Withholding of Taxes

The Company shall have the right to deduct from each payment to be made under the Supplemental Plan any required withholding taxes.

9.8	Mergers/Transfers

This Supplemental Plan shall be binding upon and inure to the benefit of the Corporation and its successors and assignees and the Participant, his designees and his estate. Nothing in the Supplemental Plan shall preclude the Corporation from consolidating or merging into or with, or transferring all or substantially all of its assets to, another corporation which assumes the Supplemental Plan and all obligations of the Corporation hereunder. Upon such a consolidation, merger or transfer of assets and assumption, the terms “Corporation” and “Company” shall refer to such other corporation and the Supplemental Plan shall continue in full force and effect.

9.9	Amendment or Termination of Supplemental Plans

The Board of Directors of the Corporation may amend or terminate the Supplemental Plan at any time and from time to time, provided however that no such amendment or termination shall adversely affect the supplemental benefits which a Participant has accrued as of the date of such amendment or termination. Notwithstanding the foregoing, no modification or amendment shall be made to Section 6 after the occurrence of a Change of Control. To the extent consistent with the rules relating to plan terminations and liquidations in Treasury Reg. Section 1.409A-3(i)(4)(ix) or otherwise consistent with Code Section 409A, the Corporation may provide that, without the prior written consent of Participants, the Participants’ 409A Supplemental Benefit shall be distributed in a lump sum upon termination of the Supplemental Plan. Unless so distributed in accordance with the preceding sentence, in the event of a Plan termination, the 409A Supplemental Benefit shall continue to be paid in accordance with the foregoing provisions of the Supplemental Plan.

9.10	Compliance

It is the intent of the Company that the Supplemental Plan complies with the provisions of Section 409A of the Code, any regulations and other guidance promulgated with respect thereto and the provisions of the Supplemental Plan shall be interpreted to be consistent therewith.

9.11	Construction

(a)

The Supplemental Plan is intended to constitute an unfunded deferred compensation arrangement for a select group of management or highly compensated employees and therefore exempt from the requirements or Sections 201, 301 and 401 of ERISA. All rights hereunder shall be governed by and construed in accordance with the laws of the State of New York

(b)	The captions preceding the sections and articles hereof have been inserted solely as a matter of convenience and in no way define or limit the scope or intent of any provisions of the Supplemental Plan.

SECTION 10 – SIGNATURE AND VERIFICATION

IN WITNESS WHEREOF, John Wiley & Sons, Inc. has caused the Supplemental Plan to be executed this ______-______ day of _________________________, 2008

Attest:

NEW YORK		13-5593032
State or other jurisdiction of incorporation or organization		I.R.S. Employer Identification No.


111 River Street, Hoboken, NJ		07030
Address of principal executive offices		Zip Code


	(201) 748-6000
	Registrant’s telephone number including area code


Securities registered pursuant to Section 12(b) of the Act: Title of each class		Name of each exchange on which registered
Class A Common Stock, par value $1.00 per share		New York Stock Exchange
Class B Common Stock, par value $1.00 per share		New York Stock Exchange

	Securities registered pursuant to Section 12(g) of the Act:
	None

PART I		PAGE
ITEM 1.	Business	4
ITEM 1A.	Risk Factors	4-8
ITEM 1B.	Unresolved Staff Comments	8
ITEM 2.	Properties	9
ITEM 3.	Legal Proceedings	9
ITEM 4	[Removed and Reserved]	10

PART II
ITEM 5.	Market for the Company’s Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities	10
ITEM 6.	Selected Financial Data	10
ITEM 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	10
ITEM 7A.	Quantitative and Qualitative Disclosures About Market Risk	10
ITEM 8.	Financial Statements and Supplemental Data	10
ITEM 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	79
ITEM 9A.	Controls and Procedures	79
ITEM 9B.	Other Information	79

PART III
ITEM 10.	Directors and Executive Officers of the Registrant	80-81
ITEM 11.	Executive Compensation	81
ITEM 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	81
ITEM 13.	Certain Relationships and Related Transactions	81
ITEM 14.	Principal Accounting Fees and Services	81
		81
PART IV
ITEM 15.	Exhibits, Financial Statement Schedules and Reports on Form 8-K	82-84

SIGNATURES

Location	Purpose	Owned or Leased	Approx. Sq. Ft.

United States:

New Jersey	Corporate Headquarters	Leased	386,000

New Jersey	Warehouse	Leased	380,000

New Jersey	Office & Warehouse	Leased	185,000

Indiana	Office	Leased	123,000

Massachusetts	Office	Leased	43,000

California	Office	Leased	38,000

Iowa	Office & Warehouse	Owned	27,000

International:

Australia	Office & Warehouse	Leased	93,000
	Office	Leased	33,000
	Office	Leased	26,000

Canada	Office & Warehouse	Leased	87,000
	Office	Leased	20,000

England	Warehouse	Leased	143,000
	Warehouse	Leased	85,000
	Office	Leased	63,000
	Office	Leased	17,000
	Office	Owned	49,000
	Office	Owned	21,000

Germany	Office	Leased	29,000
	Office	Leased	19,000
	Office	Owned	58,000

India	Office & Warehouse	Leased	16,000

Singapore	Office & Warehouse	Leased	67,000
	Office	Leased	15,000

	Page(s)
Management’s Discussion and Analysis of Business, Financial Condition and Results of Operations	12-42
Results by Quarter	43
Quarterly Share Prices, Dividends, and Related Stockholder Matters and Issuer Purchases of Equity Securities	44
Selected Financial Data	45
Management’s Report on Internal Control over Financial Reporting	46
Reports of Independent Registered Public Accounting Firm	47-48
Consolidated Statements of Financial Position as of April 30, 2010 and 2009	49
Consolidated Statements of Income for the years ended April 30, 2010, 2009, and 2008	50
Consolidated Statements of Cash Flows for the years ended April 30, 2010, 2009, and 2008	51
Consolidated Statements of Shareholders’ Equity and Comprehensive Income for the years ended April 30, 2010, 2009, and 2008	52
Notes to Consolidated Financial Statements	53-77
Schedule II — Valuation and Qualifying Accounts for the years ended April 30, 2010, 2009, and 2008	78

Scientific, Technical, Medical and Scholarly (STMS):
				% change
Dollars in thousands	2010	2009	% change	w/o FX (a)
Revenue	$986,683	$969,184	2%	0 %
Direct Contribution	$405,244	$399,156	2%	0 %
Contribution Margin	41.1%	41.2%

Professional/Trade (P/T):
				% change
Dollars in thousands	2010	2009	% change	w/o FX
Revenue	$429,988	$403,113	7%	6%
Direct Contribution	$100,196	$89,678	12%	11%
Contribution Margin	23.3%	22.2%

Higher Education (HE):
				% change
Dollars in thousands	2010	2009	% change	w/o FX
Revenue	$282,391	$239,093	18%	15%
Direct Contribution	$86,212	$66,619	29%	25%
Contribution Margin	30.5%	27.9%

Reconciliation of Non-GAAP Financial Disclosure

	For the Years Ended April 30,
Net Income (in thousands)	2009	2008

As Reported	$128,258	$147,536

Deferred Tax Benefit on Changes in Statutory Rates	-	(18,663)

Adjusted	$128,258	$128,873

	For the Years Ended April 30,
Earnings per Diluted Share	2009	2008

As Reported	$2.15	$2.49

Deferred Tax Benefit on Changes in Statutory Rates	-	(0.31)

Adjusted	$2.15	$2.17

		Payments Due by Period
		Within	2-3	4-5	After 5
	Total	Year 1	Years	Years	Years
Total Debt	$649.0	$90.0	$559.0	$-	$-

Non-Cancelable Leases	238.6	34.0	59.1	54.8	90.7

Minimum Royalty Obligations	204.4	42.2	70.1	52.7	39.4

Other Commitments	6.8	4.6	2.1	0.1	-

Total	$1,098.8	$170.8	$690.3	$107.6	$130.1

Dollars in millions, except per share data

		2010				2009

Revenue
First Quarter	$	388.4			$	401.7
Second Quarter		448.0				431.9
Third Quarter		427.1				374.4
Fourth Quarter		435.6				403.4
Fiscal Year	$	1,699.1			$	1,611.4

Operating Income
First Quarter	$	55.7			$	44.3
Second Quarter (a)		75.3				70.2
Third Quarter (a)		68.3				63.3
Fourth Quarter (b)		43.3				40.7
Fiscal Year	$	242.6			$	218.5

Net Income
First Quarter	$	26.9			$	30.2
Second Quarter (a)		46.3				40.1
Third Quarter (a)		42.4				33.4
Fourth Quarter (b)		27.9				24.6
Fiscal Year	$	143.5			$	128.3

		2010				2009
Income Per Share		Diluted		Basic		Diluted		Basic
First Quarter	$	0.45	$	0.46	$	0.50	$	0.52
Second Quarter (a)		0.78		0.79		0.67		0.68
Third Quarter (a)		0.71		0.72		0.57		0.58
Fourth Quarter (b)		0.46		0.47		0.42		0.42
Fiscal Year	$	2.41	$	2.45	$	2.15	$	2.20

	Class A Common Stock			Class B Common Stock
		Market Price			Market Price
	Dividends	High	Low	Dividends	High	Low
2010
First Quarter	$0.14	$35.04	$30.84	$0.14	$35.00	$31.00
Second Quarter	0.14	35.90	29.77	0.14	35.76	29.50
Third Quarter	0.14	43.17	35.35	0.14	43.30	35.17
Fourth Quarter	0.14	43.95	39.73	0.14	43.74	39.97
2009
First Quarter	$0.13	$49.76	$43.39	$0.13	$49.52	$43.53
Second Quarter	0.13	48.88	27.75	0.13	49.11	28.02
Third Quarter	0.13	37.60	26.21	0.13	37.58	26.05
Fourth Quarter	0.13	36.72	27.55	0.13	36.63	27.50

For the Years Ended April 30,
Dollars in millions (except per share data)	2010	2009	2008	2007	2006
Revenue	$1,699.1	$1,611.4	$1,673.7	$1,234.6	$1,043.9
Operating Income (a)	242.6	218.5	225.2	161.5	152.9
Net Income (a,b,c)	143.5	128.3	147.5	99.6	110.3
Working Capital (d)	(188.7)	(157.4)	(243.6)	(199.7)	(35.8)
Total Assets	2,316.2	2,223.7	2,576.2	2,553.1	1,026.0
Long-Term Debt	559.0	754.9	797.3	977.7	160.5
Shareholders’ Equity	722.4	513.5	689.1	529.5	401.8
Per Share Data
Income Per Share (a,b,c)
Diluted	$2.41	$2.15	$2.49	$1.71	$1.85
Basic	$2.45	$2.20	$2.55	$1.75	$1.90
Cash Dividends
Class A Common	$0.56	$0.52	$0.44	$0.40	$0.36
Class B Common	$0.56	$0.52	$0.44	$0.40	$0.36


William J. Pesce
President and Chief Executive Officer


Ellis E. Cousens
Executive Vice President and
Chief Financial and Operations Officer


Edward J. Melando
Vice President, Controller and
Chief Accounting Officer

June 23, 2010

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
John Wiley & Sons, Inc., and Subsidiaries	April 30
Dollars in thousands	2010			2009
Assets:
Current Assets
Cash and cash equivalents	$	153,513		$	102,828
Accounts receivable		186,535			178,550
Inventories		97,857			111,267
Prepaid and other		47,809			46,924
Total Current Assets		485,714			439,569

Product Development Assets		107,755			89,662
Property, Equipment and Technology		152,684			141,196
Intangible Assets		911,550			919,375
Goodwill		615,479			589,993
Deferred Income Tax Benefits		6,736			14,065
Other Assets		36,284			29,848
Total Assets	$	2,316,202		$	2,223,708

Liabilities and Shareholders’ Equity:
Current Liabilities
Accounts and royalties payable	$	158,870		$	160,275
Deferred revenue		275,653			246,584
Accrued employment compensation and benefits		81,507			56,976
Accrued income taxes		2,516			4,281
Accrued pension liability		2,245			2,483
Other accrued liabilities		63,581			58,868
Current portion of long-term debt		90,000			67,500
Total Current Liabilities		674,372			596,967

Long-Term Debt		559,000			754,900
Accrued Pension Liability		119,280			90,621
Other Long-Term Liabilities		73,445			91,292
Deferred Income Tax Liabilities		167,669			176,412
Shareholders’ Equity
Preferred Stock, $1 par value: Authorized - 2 million, Issued - zero		-			-
Class A Common Stock, $1 par value: Authorized - 180 million,
Issued – 69,705,591 and 69,643,571		69,706			69,644
Class B Common Stock, $1 par value: Authorized - 72 million,
Issued – 13,484,671 and 13,546,691		13,485			13,547
Additional paid-in capital		210,848			164,592
Retained earnings		1,003,099			892,542
Accumulated other comprehensive income (loss):
Foreign currency translation adjustment		(142,731	)		(203,023	)
Unamortized pension and retiree medical		(80,953	)		(41,978	)
Unrealized gain (loss) on interest rate swap		(3,962	)		(13,397	)
		1,069,492			881,927
Less Treasury Shares At Cost (Class A – 19,270,308 and 20,907,317;
Class B – 3,902,576 and 3,902,576)		(347,056	)		(368,411	)
Total Shareholders’ Equity		722,436			513,516
Total Liabilities and Shareholders’ Equity	$	2,316,202		$	2,223,708

The accompanying notes are an integral part of the consolidated financial statements.

CONSOLIDATED STATEMENTS OF INCOME

John Wiley & Sons, Inc., and Subsidiaries	For the years ended April 30
Dollars in thousands, except per share data	2010			2009			2008

Revenue	$	1,699,062		$	1,611,390		$	1,673,734

Costs and Expenses
Cost of sales		534,001			516,420			532,908
Operating and administrative expenses		872,193			839,648			876,635
Impairment and restructuring charges		15,118			-			-
Amortization of intangibles		35,158			36,844			38,980
Total Costs and Expenses		1,456,470			1,392,912			1,448,523

Operating Income		242,592			218,478			225,211

Interest expense		(32,334	)		(48,424	)		(66,738	)
Foreign exchange losses		(10,883	)		(11,759	)		(2,863	)
Interest income and other, net		834			6,180			5,918

Income Before Taxes		200,209			164,475			161,528
Provision for Income Taxes		56,666			36,217			13,992

Net Income	$	143,543		$	128,258		$	147,536

Income Per Share
Diluted	$	2.41		$	2.15		$	2.49
Basic		2.45			2.20			2.55

Cash Dividends Per Share
Class A Common	$	0.56		$	0.52		$	0.44
Class B Common		0.56			0.52			0.44

Average Shares
Diluted		59,679			59,610			59,323
Basic		58,498			58,419			57,921

The accompanying notes are an integral part of the consolidated financial statements.

CONSOLIDATED STATEMENTS OF CASH FLOWS

John Wiley & Sons, Inc., and Subsidiaries	For the years ended April 30
Dollars in thousands	2010			2009			2008

Operating Activities
Net Income	$	143,543		$	128,258		$	147,536
Noncash Items
Amortization of intangibles		35,158			36,844			38,980
Amortization of composition costs		47,440			43,767			43,613
Depreciation of property, equipment and technology		40,281			35,134			33,330
Impairment and restructuring charges (net of tax)		10,631			-			-
Stock-based compensation		24,842			17,042			28,041
Excess tax benefits from stock-based compensation		(7,636	)		(5,350	)		(11,223	)
Non-cash tax benefits		-			-			(18,663	)
Reserves for returns, doubtful accounts, and obsolescence		18,916			13,355			6,419
Deferred income taxes		9,481			17,141			10,784
Foreign exchange transaction losses		10,883			11,759			2,863
Pension expense		20,319			18,324			22,894
Earned royalty advances and other		81,828			76,175			58,100
Changes in Operating Assets and Liabilities
Source/(Use), excluding acquisitions
Accounts receivable		(9,004	)		17,625			(20,007	)
Inventories		13,960			(6,696	)		(10,038	)
Accounts and royalties payable		(15,585	)		8,070			4,421
Deferred revenue		21,626			(41,132	)		10,277
Net taxes payable/receivable		10,887			4,994			9,745
Other accrued liabilities		15,908			(14,416	)		(13,701	)
Pension contributions		(48,124	)		(21,020	)		(59,360	)
Other		(6,565	)		1,381			(3,876	)
Cash Provided by Operating Activities		418,789			341,255			280,135
Investing Activities
Additions to product development assets		(155,367	)		(131,666	)		(113,069	)
Additions to property, equipment and technology		(48,110	)		(46,009	)		(50,315	)
Acquisition of other publishing businesses, assets and rights		(6,430	)		(23,960	)		(6,802	)
Cash Used for Investing Activities		(209,907	)		(201,635	)		(170,186	)
Financing Activities
Repayment of long-term debt		(951,010	)		(618,512	)		(1,049,360	)
Borrowings of long-term debt		777,610			598,594			891,476
Purchase of treasury stock		-			(35,110	)		(3,679	)
Change in book overdrafts		9,707			(20,522	)		36,253
Cash dividends		(32,986	)		(30,478	)		(25,613	)
Excess tax benefits from stock-based compensation		7,636			5,350			11,223
Proceeds from exercise of stock options and other		32,625			11,623			15,190
Cash Used for Financing Activities		(156,418	)		(89,055	)		(124,510	)
Effects of Exchange Rate Changes on Cash		(1,779	)		(7,048	)		2,379
Cash and Cash Equivalents
Increase/(Decrease) for year		50,685			43,517			(12,182	)
Balance at beginning of year		102,828			59,311			71,493
Balance at end of year	$	153,513		$	102,828		$	59,311
Cash Paid During the Year for
Interest	$	33,186		$	50,108		$	69,071
Income taxes, net	$	33,358		$	15,942		$	24,679
The accompanying notes are an integral part of the consolidated financial statements.

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
AND COMPREHENSIVE INCOME

	Common Stock Class A	Common Stock Class B	Additional Paid-in Capital	Retained Earnings	Treasury Stock	Accumulated Other Comp- rehensive Income (Loss)
							Total Share- holder’s Equity

John Wiley & Sons, Inc., and Subsidiaries
Dollars in thousands

Balance at April 30, 2007	$69,388	$13,803	$100,013	$673,254	$(351,907)	$24,957	$529,508

Shares Issued Under Employee Benefit Plans			(2,665)		3,590		925
Purchase of Treasury Shares					(3,679)		(3,679)
Exercise of Stock Options, including taxes			15,334		9,790		25,124
Stock-based compensation expense			28,041				28,041
Class A Common Stock Dividends				(21,263)			(21,263)
Class B Common Stock Dividends				(4,350)			(4,350)
Other	254	(254)
Adoption of accounting standards for uncertain tax positions				(415)			(415)
Comprehensive Income:
Net income				147,536			147,536
Foreign currency translation loss						(3,932)	(3,932)
Unamortized pension and retiree medical, net of a $1,848 tax provision						3,652	3,652
Change in unrecognized loss of interest rate swap, net of a $7,248 tax benefit						(12,029)	(12,029)
Total Comprehensive Income							135,227

Balance at April 30, 2008	$69,642	$13,549	$140,723	$794,762	$(342,206)	$12,648	$689,118

Shares Issued Under Employee Benefit Plans			(3,325)		3,209		(116)
Purchase of Treasury Shares					(35,110)		(35,110)
Exercise of Stock Options, including taxes			10,152		5,696		15,848
Stock-based compensation expense			17,042				17,042
Class A Common Stock Dividends				(25,463)			(25,463)
Class B Common Stock Dividends				(5,015)			(5,015)
Other	2	(2)
Comprehensive (Loss):
Net income				128,258			128,258
Foreign currency translation loss						(256,314)	(256,314)
Unamortized pension and retiree medical, net of a $5,553 tax benefit						(15,165)	(15,165)
Change in unrecognized loss of interest rate swap, net of a $261 tax provision						433	433
Total Comprehensive (Loss):							(142,788)

Balance at April 30, 2009	$69,644	$13,547	$164,592	$892,542	$(368,411)	$(258,398)	$513,516

Shares Issued Under Employee Benefit Plans			(4,008)		5,166		1,158
Exercise of Stock Options, including taxes			22,892		16,189		39,081
Stock-based compensation expense			24,842				24,842
Class A Common Stock Dividends				(27,607)			(27,607)
Class B Common Stock Dividends				(5,379)			(5,379)
Other	62	(62)	2,530				2,530
Comprehensive (Loss):
Net income				143,543			143,543
Foreign currency translation gain						60,292	60,292
Unamortized pension and retiree medical, net of a $18,657 tax benefit						(38,975)	(38,975)
Change in unrecognized loss of interest rate swap, net of a $5,685 tax provision						9,435	9,435
Total Comprehensive Income:							174,295

Balance at April 30, 2010	$69,706	$13,485	$210,848	$1,003,099	$(347,056)	$(227,646)	$722,436

The accompanying notes are an integral part of the consolidated financial statements.

	2010	2009
Finished Goods	$86,355	$97,013
Work-in-Process	7,566	9,507
Paper, Cloth, and Other	7,434	9,002
	101,355	115,522
LIFO Reserve	(3,498)	(4,255)
Total Inventories	$97,857	$111,267

	2010	2009
Composition Costs	$52,274	$46,686
Royalty Advances	55,481	42,976
Total	$107,755	$89,662

	2010	2009
Land and Land Improvements	$4,038	$3,860
Buildings and Leasehold Improvements	88,440	83,618
Furniture, Fixtures and Warehouse Equipment	70,434	67,095
Computer Hardware and Capitalized Software	296,750	259,999
	459,662	414,572
Accumulated Depreciation	(306,978)	(273,376)
Total	$152,684	$141,196

	As of April 30, 2009	Foreign Translation	As of April 30, 2010
STMS	$432,418	24,573	$456,991
P/T	157,575	913	158,488
Total	$589,993	25,486	$615,479

	2010		2009
	Cost	Accumulated Amortization	Cost	Accumulated Amortization
Intangible Assets with Determinable Lives
Acquired Publishing Rights	$762,727	$(184,587)	$723,702	$(153,917)
Brands & Trademarks	16,094	(5,776)	16,034	(4,613)
Covenants not to Compete	2,290	(2,036)	2,240	(1,571)
Customer Relationships	61,923	(10,597)	60,481	(7,585)
	843,034	(202,996)	802,457	(167,686)
Intangible Assets with Indefinite Lives
Acquired Publishing Rights	101,891	-	120,771	-
Brands & Trademarks	169,621	-	163,833	-
	$1,114,546	$(202,996)	$1,087,061	$(167,686)

	2010	2009
Balance at the Beginning of Year	$30,368	$32,432
Additions for Current Year Tax Positions	1,476	944
Additions for Prior Year Tax Positions	5,961	1,550
Reductions of Prior Year Tax Positions	(310)	(3,319)
Cumulative Translation Adjustment	403	(678)
Reductions for Lapse of Statute of Limitations	(286)	(561)
Balance at the End of Year	$37,612	$30,368

	2010	2009
Net Operating Loss	$6,355	$2,750
Reserve for Sales Returns and Doubtful Accounts	9,054	9,551
Inventory	(5,151)	(6,140)
Accrued Expenses	8,066	7,572
Accrued Employee Compensation	29,982	27,288
Retirement and Post-Employment Benefits	37,512	24,412
Intangible and Fixed Assets	(248,993)	(230,928)
Net Deferred Tax (Liabilities) Assets	$(163,175)	$(165,495)

	2010	2009
Revolving Credit Facility – Due 2012	$114,000	$219,400
Term Loan – Due 2011 - 2013	535,000	603,000
Total Debt	649,000	822,400
Less: Current Portion	(90,000)	(67,500)
Total Long-Term Debt	$559,000	$754,900

	Funded	Unfunded	Total
Actuarial Loss	$5,863	$1,065	$6,928
Prior Service Cost	348	353	701
Total	$6,211	$1,418	$7,629

	(Level 1) Quoted Prices in Active Markets for Identical Assets	(Level 2) Significant Observable Inputs	Total
U.S. Plan Assets
Equity Securities:
U.S. Commingled Funds	$ -	$47,938	$47,938
Non-U.S. Commingled Funds	-	20,095	20,095
Fixed Income Securities:
Fixed Income Commingled Funds	-	46,846	46,846
Other:
Real Estate	-	4,422	4,422
Total U.S. Plan Assets	$ -	$119,301	$119,301

Non-U.S. Plan Assets
Equity Securities:
U.S. Equities	$13,278	$10,863	$24,141
Non-U.S. Equities	15,022	60,336	75,358
International Equities	2,351	-	2,351
Fixed Income Securities:
Government /Sovereign Securities	13,292	1,439	14,731
Fixed Income Funds	17,736	67,693	85,429
Other:
Real Estate/Other	2,719	10,368	13,087
Cash and Cash Equivalents	8,151	148	8,299
Total Non-U.S. Plan Assets	$72,549	$150,847	$223,396
Total Plan Assets	$72,549	$270,148	$342,697

	For the Twelve Months Ending April 30,
	2010	2009	2008
Per Share Fair Value of Options Granted	$11.32	$15.30	$18.42

Weighted Average assumptions:
Expected Life of Options (years)	7.8	7.7	7.7
Risk-Free Interest Rate	3.3%	3.8%	5.1%
Expected Volatility	29.9%	25.2%	27.3%
Expected Dividend Yield	1.6%	1.1%	0.9%
Fair Value of Common Stock on Grant Date	$35.04	$47.55	$48.46

	Options Outstanding			Options Exercisable
Range of Exercise Prices	Number of Options (in 000’s)	Weighted Average Remaining Term (in years)	Weighted Average Exercise Price	Number of Options (in 000’s)	Weighted Average Exercise Price
$18.30 to $20.54	20	1.4	$19.58	20	$19.58
$21.44 to $23.40	96	1.3	$23.17	96	$23.17
$23.56 to $25.32	717	2.8	$25.16	717	$25.16
$31.89 to $38.78	2,908	6.1	$34.93	1,680	$34.77
$47.55 to $48.46	1,246	7.7	$48.00	-	-
Total/Average	4,987	5.9	$36.51	2,513	$31.47

	Revenue			Long-Lived Assets
	2010	2009	2008	2010	2009	2008
United States	$865,519	$812,416	$856,438	$734,512	$731,535	$702,722
United Kingdom	120,953	126,190	131,642	889,921	845,681	1,203,700
Germany	91,954	88,336	91,130	132,783	140,507	149,403
Asia	234,585	220,107	209,436	3,454	3,309	2,789
Australia	79,194	65,084	76,530	57,447	44,618	48,411
Canada	70,566	67,189	68,609	5,635	4,424	5,073
Other Countries	236,291	232,068	239,949	-	-	-
Total	$1,699,062	$1,611,390	$1,673,734	$1,823,752	$1,770,074	$2,112,098

		Additions/ (Deductions)
Description	Balance at Beginning of Period	Charged to Cost & Expenses	Deductions From Reserves (2)	Balance at End of Period
Year Ended April 30, 2010
Allowance for Sales Returns (1)	$55,207	$102,395	$102,291	$55,311
Allowance for Doubtful Accounts	$5,655	$3,177	$1,973	$6,859
Allowance for Inventory Obsolescence	$36,329	$28,699	$25,354	$39,674
Year Ended April 30, 2009
Allowance for Sales Returns (1)	$55,483	$93,738	$94,014	$55,207
Allowance for Doubtful Accounts	$8,025	$2,019	$4,389	$5,655
Allowance for Inventory Obsolescence	$35,420	$28,405	$27,496	$36,329
Year Ended April 30, 2008
Allowance for Sales Returns (1)	$56,148	$93,909	$94,574	$55,483
Allowance for Doubtful Accounts	$11,206	$(638)	$2,543	$8,025
Allowance for Inventory Obsolescence	$32,244	$22,156	$18,980	$35,420

Name and Age	Officer Since	Present Office

Peter Booth Wiley 67	2002	Chairman of the Board since September 2002 and a Director since 1984.

William J. Pesce 59	1989	President and Chief Executive Officer and a Director since 1998.

Ellis E. Cousens 58	2001	Executive Vice President and Chief Financial and Operations Officer since 2001.

Stephen A. Kippur 63	1986	Executive Vice President; and President, Professional and Trade Publishing since 1998.

William Arlington 61	1990	Senior Vice President, Human Resources since 1996.

Bonnie E. Lieberman 62	1990	Senior Vice President, Higher Education since 1996.

Gary M. Rinck 58	2004	Senior Vice President, General Counsel since 2004.

Stephen M. Smith 55	1995	Executive Vice President and Chief Operating Officer since 2009.

Eric A. Swanson 62	1989	Senior Vice President, Wiley-Blackwell since 2007 (previously Senior Vice President, Scientific Technical and Medical since 1996).

Deborah E. Wiley 64	1982	Senior Vice President, Corporate Communications since 1996.

Vincent Marzano 47	2006	Vice President, Treasurer since 2006.

Edward J. Melando 54	2002	Vice President, Corporate Controller and Chief Accounting Officer since 2002.

Michael Preston 42	2009	Corporate Secretary since 2009.

		JOHN WILEY & SONS, INC.
		(Company)


	By:
		William J. Pesce
		President and Chief Executive Officer


	By:
		Ellis E. Cousens
		Executive Vice President and
		Chief Financial and Operations Officer


	By:
		Edward J. Melando
		Vice President, Controller and
		Chief Accounting Officer

		Dated: June 23, 2010

	/s/ Warren J. Baker		/s/ William J. Pesce
	Warren J. Baker		William J. Pesce

	/s/ Richard M. Hochhauser		/s/ William B. Plummer
	Richard M. Hochhauser		William B. Plummer

	/s/ Mathew S. Kissner		/s/ Kalpana Raina
	Mathew S. Kissner		Kalpana Raina

	/s/ Raymond McDaniel, Jr.		/s/ Bradford Wiley II
	Raymond McDaniel, Jr.		Bradford Wiley II

	/s/ Eduardo R. Menascé		/s/ Peter Booth Wiley
	Eduardo R. Menascé		Peter Booth Wiley

Name	Applicable Percentage	Status as of January 1, 2009
Arlington, William Clifford, Peter Collins, Kenneth Conter, Thomas Cousens, Ellis Ellis, Jeanne (1) Johnson, Richard King, Timothy Kippur, Stephen Lesure, Alan Lieberman, Bonnie Mauer, Jerald McCabe, Kevin McCullough, Richard Nagan, Douglas Pesce, William Rinck, Gary Rudick, Richard Seminoff, Carole (2) Swanson, Eric Wilder, Robert Wiley, Deborah Wiley, Peter Wiley, W. Bradford II Youngstein, Morton (1) Jeanne Ellis is the spouse of Charles Ellis, who passed away on 05/04/2008. (2) Carole Seminoff is the spouse of Serje Seminoff, who passed away on 04/13/2008.	50% 50% N/A 50% 55% 65% N/A 50% 55% N/A 50% 55% 55% 50% 55% 65% 50% 55% N/A 50% 55% 50% 50% 50% N/A	Active In Receipt In Receipt In Receipt Active In Receipt Deferred In Receipt Active In Receipt Active In Receipt In Receipt Deferred In Receipt Active Active In Receipt In Receipt Active Deferred Active Active In Receipt In Receipt