Belo (BLC)

Robert W. Decherd

Chairman of the Board

President and Chief Executive Officer

April 5, 2006

Dear Fellow Shareholder:

We invite you to attend our annual meeting of shareholders that will be held on May 9, 2006 in The Pavilion of the Belo Mansion, at 2101 Ross Avenue, Dallas, Texas. At the meeting, you will hear a report on Belo’s operations and have a chance to meet your directors and executive officers. This package includes the formal notice, proxy statement, and proxy card for the meeting, together with our 2005 annual report.

The proxy statement tells you more about the agenda and voting procedures for the meeting. It also describes how the Board operates and provides information about our directors, including those nominated for election at this year’s meeting.

Whether or not you attend the meeting, we encourage you to vote your shares as soon as possible prior to the meeting either by returning your proxy card or by voting using the telephone or Internet voting procedures outlined in the enclosed materials. Even if you own only a few shares, it is important that your shares be represented at the meeting.

We hope to see you on May 9th.

Belo Corp.  P. O. Box 655237 Dallas, Texas 75265-5237  Tel. 214.977.6606  Fax 214.977.6603

www.belo.com  Deliveries  400 South Record Street  Dallas, Texas 75202-4841

Belo Corp.

P. O. Box 655237

Dallas, Texas 75265-5237

www.belo.com

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS

TO BE HELD ON MAY 9, 2006

To Belo Shareholders:

Please join us for the 2006 annual meeting of shareholders of Belo Corp.. The meeting will be held in The Pavilion of the Belo Mansion, at 2101 Ross Avenue, Dallas, Texas, on Tuesday, May 9, 2006, at 11:00 a.m., Dallas, Texas time. Refreshments will be served prior to the meeting, starting at 10:00 a.m..

At the meeting, the holders of Belo Series A common stock and Belo Series B common stock will act on the following matters:

All holders of record of shares of Belo Series A common stock and Belo Series B common stock at the close of business on March 17, 2006 are entitled to vote at the meeting or at any postponement or adjournment of the meeting.

April 5, 2006

TABLE OF CONTENTS

Belo Corp.

P. O. Box 655237

Dallas, Texas 75265-5237

www.belo.com

PROXY STATEMENT

For the Annual Meeting of Shareholders

To Be Held On May 9, 2006

This proxy statement contains information related to the annual meeting of shareholders of Belo Corp. to be held on Tuesday, May 9, 2006, beginning at 11:00 a.m., Dallas, Texas time, at The Pavilion of the Belo Mansion, 2101 Ross Avenue, Dallas, Texas, and any postponement or adjournment of the meeting.

This proxy statement and related proxy card will be distributed to shareholders beginning on or about April 5, 2006.

ABOUT THE MEETING

What is the purpose of the annual meeting?

At the annual meeting, shareholders will act on matters outlined in the accompanying notice, including the election of four directors, the ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm, and any other matters properly brought before the meeting. Management will report on Belo’s performance in 2005 and respond to questions and comments from shareholders.

Who can attend the annual meeting?

Shareholders and guests of Belo may attend the annual meeting.

Who may vote at the meeting?

Only shareholders who owned Belo shares at the close of business on March 17, 2006, the record date, or their duly appointed proxies, are entitled to vote at the meeting. If you owned Belo shares at the close of business on March 17, 2006, you are entitled to vote all of the shares that you held on that date at the meeting, or any postponement or adjournment of the meeting. Our common stock is divided into two series: Series A common stock and Series B common stock. Holders of either series of common stock as of the close of business on the record date will be entitled to vote at the meeting. At the close of business on the record date, a total of 90,039,976 shares of Series A common stock and 15,122,077 shares of Series B common stock were outstanding and entitled to vote.

What are the voting rights of the holders of Series A common stock and Series B common stock?

Holders of Series A and Series B common stock vote together as a single class on all matters to be acted upon at the annual meeting. Each outstanding share of Series A common stock will be entitled to one vote on each matter. Each outstanding share of Series B common stock will be entitled to 10 votes on each matter.

What constitutes a quorum to conduct business at the meeting?

In order to carry on the business of the meeting, we must have a quorum present in person or by proxy. Both a majority of the voting power of the outstanding shares eligible to vote and at least one-third of the outstanding shares entitled to vote must be present at the meeting, in person or by proxy, in order to constitute a quorum.

Abstentions and broker non-votes are counted as present at the meeting for purposes of determining whether we have a quorum. A broker non-vote occurs when a broker or other nominee returns a proxy but does not vote on a particular proposal because the broker or nominee does not have authority to vote on that particular item and has not received voting instructions from the beneficial owner.

How do I cast my vote?

You may vote by proxy, which gives the proxy holder the right to vote your shares on your behalf, or you may vote in person at the meeting.

You may receive more than one proxy card depending on how you hold your shares. Shares registered in your name and any shares held in your Belo Savings Plan account are covered by separate proxy cards. Shares held in the Belo Savings Plan may be voted only by the plan trustees. Also, if you hold shares indirectly through someone else, such as a broker, you may receive material from that person asking how you want to vote. It is important that you follow the instructions on each proxy card and vote the shares represented by each card separately.

How do I vote by proxy?

If you vote by proxy, you may vote by telephone, online via the Internet, or by completing and returning your enclosed proxy card in the envelope provided. All proxy cards that are properly completed and submitted will be voted as specified. However, if you sign, date, and return your proxy card but do not check any boxes, the shares represented by that card will be voted FOR all nominees standing for election as directors and FOR ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm and, at the discretion of the proxy holders, on any other matter that properly may come before the meeting or any adjournment or postponement of the meeting.

If you want to vote using the telephone or Internet, please follow the instructions on each proxy card and have the proxy card available when you call in or access the voting site. In order to be included in the final tabulation of proxies, completed proxy cards must be received by May 8, 2006 and votes cast using the telephone or Internet must be cast prior to 5:00 p.m. (Eastern Time), on May 8, 2006.

If your shares are held indirectly, your broker or nominee may not offer voting using the telephone or Internet. Please be certain to check your proxy card or contact your broker or nominee to determine available voting arrangements.

How do I vote in person?

You may vote in person by completing a ballot at the annual meeting. If you plan to vote in person but hold shares through a broker or other nominee, you must provide a legal proxy from the broker or nominee evidencing your authority to vote shares the broker held for your account at the close of business on March 17, 2006. You must contact your brokerage firm directly in advance of the annual meeting to obtain a legal proxy.

Blank ballots will be available at the registration table at the meeting. Completed ballots may be deposited at the registration table and a call for completed ballots will be made during the course of the meeting prior to the close of the polls.

Can I change my vote or revoke my proxy?

Yes. You may revoke your proxy (including a telephone or Internet vote) by:

If your shares are held through a broker or nominee, contact that broker or nominee if you wish to change your voting instructions.

Attendance at the meeting does not by itself revoke a previously granted proxy.

How do I vote my shares held in the Belo Savings Plan?

Only the plan trustees, Fidelity Management Trust Company and Wells Fargo Bank, N.A., can vote the shares held by the Belo Savings Plan. If you participate in the Belo Savings Plan and had full shares of Belo common stock credited to your account as of the record date, you will receive a separate voting instruction card for the purpose of instructing the plan trustees how to vote your plan shares. You may instruct the trustees using the telephone or the Internet or by signing and returning your card in the envelope provided. You will not be able to vote these shares in person at the annual meeting.

Because of the time required to tabulate voting instructions from Belo Savings Plan participants before the annual meeting, the trustees must receive your voting instructions by May 7, 2006. If you sign, date, and return a card but do not check any boxes on the card, the trustees will vote your shares FOR all nominees standing for election as directors and FOR ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm. In addition, at their discretion, the trustees of the Belo Savings Plan are authorized to vote on any other matter that properly may come before the meeting or any adjournment or postponement of the meeting. If the trustees do not receive instructions from you by that date, the trustees will vote your shares in the same proportion as the shares in the Belo Savings Plan for which voting instructions have been received. You may revoke or modify previously given voting instructions by May 7, 2006, by filing with the trustees either a written notice of revocation or a properly completed and signed voting instruction card bearing a later date.

What vote does the Board recommend?

The Board recommends a vote FOR all nominees standing for election as directors and FOR ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm. With respect to any other matter that properly comes before the meeting, the proxy holders will vote in their own discretion.

What number of votes is required to approve each matter?

4Election of directors — The affirmative vote of a plurality of the voting power represented at the annual meeting and entitled to vote is required for the election of directors. This means that the nominees receiving the highest number of votes cast for the number of positions to be filled are elected. You do not have the right to cumulate votes in the election of directors. In other words, you cannot multiply the number of shares you own by the number of directorships being voted on and then cast the total for only one candidate or among any number of candidates as you see fit. Abstentions and broker non-votes have no effect on determinations of plurality, except to the extent that they affect the total votes received by any particular candidate. Votes that are instructed to be withheld with respect to the election of one or more directors will not be voted for the director or directors indicated, although they will be counted for purposes of determining whether a quorum is present.

4Ratification of appointment of independent registered public accounting firm — The affirmative vote of a majority of the voting power represented at the annual meeting and entitled to vote is required to ratify the appointment of Ernst & Young LLP as the independent registered public accounting firm for the Company for 2006.

4Other matters — Unless otherwise required by law, the affirmative vote of a majority of the voting power represented at the annual meeting and entitled to vote is required for other matters that may properly come before the meeting.

For matters requiring majority approval, abstentions have the effect of negative votes, meaning that abstentions will be counted in the denominator, but not the numerator, in determining whether a matter has

received sufficient votes to be approved. Broker non-votes are not treated as shares entitled to vote on matters requiring majority approval and are excluded from the calculation.

PROXY SOLICITATION

Your proxy is being solicited on behalf of Belo’s Board of Directors. In addition to use of the mails, the solicitation may also be made by use of facsimile, the Internet or other electronic means, or by telephone or personal contact by directors, officers, employees, and agents of Belo. Belo pays the costs of this proxy solicitation.

We have hired Morrow & Co., Inc. to assist in soliciting proxies from beneficial owners of shares held in the names of brokers and other nominees, and have agreed to pay Morrow & Co., Inc. a fee of $6,000 plus its related costs and expenses. We also supply brokers, nominees and other custodians with proxy forms, proxy statements and annual reports for the purpose of sending proxy materials to beneficial owners. We reimburse brokers, nominees and other custodians for their reasonable expenses.

STOCK OWNERSHIP

The following tables set forth information as of March 17, 2006, regarding the beneficial ownership of Belo common stock by our directors, nominees for election as director, the executive officers named in the summary compensation table on page 23, all directors and executive officers as a group, and by each person known to Belo to own more than 5% of the outstanding shares of Series A or Series B common stock. At the close of business on March 17, 2006, the record date, there were 90,039,976 Series A shares, 15,122,077 Series B shares, and 105,162,053 combined Series A and Series B shares issued and outstanding.

Under the rules of the Securities and Exchange Commission (“SEC”), the beneficial ownership of a person or group includes not only shares held directly or indirectly by the person or group but also shares the person or group has the right to acquire within 60 days of the record date (to and including May 16, 2006) pursuant to exercisable options and convertible securities. The information below, including the percentage calculations, is based on beneficial ownership of shares rather than direct ownership of issued and outstanding shares.

Unless otherwise indicated, each person listed below has sole voting power and sole dispositive power with respect to the shares of common stock indicated in the table as beneficially owned by such person. Series A common stock has one vote per share and Series B common stock has 10 votes per share. Consequently, the voting power of Series B holders is greater than the number of shares beneficially owned. For example, the shares of Belo common stock beneficially owned by all directors and executive officers as a group, representing 17.2% of the outstanding shares of Series A and Series B common stock, have combined voting power of 57.6%.

Stock Ownership of Directors, Nominees and Executive Officers

Stock Ownership of Other Principal Shareholders (greater than 5%)

Section 16(a) Beneficial Ownership Reporting Compliance

Federal securities laws require that Belo’s executive officers and directors, and persons who own more than ten percent of a registered class of Belo common stock, file reports with the SEC within specified time periods disclosing their beneficial ownership of Belo common stock and any subsequent changes in beneficial ownership of Belo common stock. These reporting persons are also required to furnish us with copies of these reports. Based on information provided to us by these reporting persons, we believe that all filings required to be made by the reporting persons during 2005 were made on a timely basis.

PROPOSAL ONE: ELECTION OF DIRECTORS

Belo’s bylaws provide that the Board of Directors is divided into three classes, approximately equal in number, with staggered terms of three years so that the term of one class expires at each annual meeting, and that a director will retire on the date of the annual meeting of shareholders next following his or her 68th birthday.

Nominees for Directors

The following candidates are nominated by the Board and each is an incumbent director. The independence of each director is addressed under “Corporate Governance — Director Independence”; see page 15. The four nominees for Class II director will be eligible to serve a three-year term until the 2009 annual meeting.

Class II Directors (Terms expire in 2009)

The Board of Directors recommends a vote FOR Proposal One for the election of each of the nominees.

Directors Continuing in Office

Information regarding our directors continuing in office is provided below.

Class III Directors (Terms expire in 2007)

Class I Directors (Terms expire in 2008)

PROPOSAL TWO:     RATIFICATION OF THE APPOINTMENT OF

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Ernst & Young LLP served as our independent auditors for the fiscal year ended December 31, 2005. The Audit Committee has appointed Ernst & Young LLP to serve in such capacity for 2006, subject to ratification by the shareholders. If the shareholders do not approve the appointment of Ernst & Young LLP, the Audit Committee will consider the appointment of other independent registered public accounting firms.

Representatives of Ernst & Young LLP will be present at the annual meeting. They will have the opportunity to make a statement if they desire to do so, and will be available to respond to appropriate questions presented at the annual meeting.

The table below sets forth the Ernst & Young LLP fees related to the audits of our financial statements for the fiscal years ended December 31, 2005 and December 31, 2004 and the reviews of our financial statements for the quarterly periods within those fiscal years, and all other fees Ernst & Young LLP has billed us for services rendered during the fiscal years ended December 31, 2005 and December 31, 2004:

The Audit Committee has adopted a policy and procedures that set forth the manner in which the Audit Committee will review and approve all services to be provided by Ernst & Young LLP before the firm is retained to provide such services. The policy requires Audit Committee pre-approval of the terms and fees of the annual audit services engagement, as well as any changes in terms and fees resulting from changes in audit scope or other items. The Audit Committee also pre-approves, on an annual basis, other audit services, and audit-related and tax services set forth in the policy, subject to estimated fee levels pre-approved by the committee. Any other services to be provided by the independent auditors must be separately pre-approved by the Audit Committee. In addition, if the fees for any pre-approved services exceed by 5% or more the estimated fee levels previously approved by the Audit Committee, the services must be separately pre-approved by the committee. As a general guideline, annual fees paid to the independent auditors for services other than audit, audit-related, and tax services should not exceed one half the dollar amount of fees to be paid for these three categories of services collectively. The Audit Committee has delegated to the committee chair and other committee members the authority to pre-approve services in amounts up to $500,000 per engagement. Services pre-approved pursuant to delegated authority must be reported to the full committee at its next scheduled meeting. The Chief Financial Officer reports periodically to the Audit Committee on the status of pre-approved services, including projected fees. All of the services reflected in the above table were approved by the Audit Committee.

Vote Required for Approval

The affirmative vote of a majority of the voting power represented at the annual meeting and entitled to vote on this proposal is required for approval.

The Board of Directors recommends a vote FOR Proposal Two for the ratification of the appointment of Ernst & Young LLP as Belo’s independent registered public accounting firm.

CORPORATE GOVERNANCE

Introduction

Our Board periodically reviews and evaluates Belo’s corporate governance policies and practices in light of the Sarbanes-Oxley Act of 2002, SEC regulations implementing this legislation, corporate governance listing standards adopted by the New York Stock Exchange (“NYSE”), and evolving best practices. The Board has formalized its corporate governance guidelines, approved a code of business conduct and ethics applicable to Belo’s directors, management and other Belo employees, and adopted a charter for each Board committee. The Nominating and Corporate Governance Committee reviews Belo’s corporate governance guidelines and Board committee charters annually and recommends changes to the Board as appropriate. These documents are posted on our Web site at www.belo.com under “About Belo — Corporate Governance,” and are available in print, without charge, upon written or oral request to Belo Corp., Attention: Guy H. Kerr, Secretary, P.O. Box 655237, Dallas, Texas 75265-5237, (214) 977-6606. In addition, our current Audit Committee charter is attached to this proxy statement as Appendix A. Belo’s corporate governance documents codify our existing corporate governance practices and policies.

Director Independence

To assist it in making determinations of a director’s independence, the Board has adopted independence standards, which are set forth in Belo’s corporate governance guidelines, the applicable portion of which is attached to this proxy statement as Appendix B. These standards incorporate the director independence criteria included in the NYSE listing standards, as well as additional, more stringent criteria established by the Board. The Board has determined that the following directors are independent under these standards: Henry Becton, Louis Caldera, France Córdova, Judy Craven, Roger Enrico, Larry Hirsch, Wayne Sanders, Bill Solomon, Anne Szostak, Lloyd Ward, and Don Williams. In assessing director independence, the Board considered in particular with respect to Bill Solomon that he is non-executive chairman of the Board of Austin Industries, Inc., the parent company of an entity with which Belo entered into a construction contract in 2005. The Board concluded, based on all the facts and circumstances, that this relationship (which is discussed in more detail under “Certain Relationships” below) does not affect Bill’s independence as a director. Each of the Audit, Compensation, and Nominating and Corporate Governance Committees is composed entirely of independent directors. In accordance with SEC requirements, NYSE listing standards and the independence standards set forth in Belo’s corporate governance guidelines, all members of the Audit Committee meet additional independence standards applicable to audit committee members.

Meetings of the Board

The Board held five regularly-scheduled meetings in 2005. Each director attended at least 75% of the aggregate of (1) the total number of meetings held by the Board and (2) the total number of meetings held by all committees on which he or she served. Directors are expected to attend annual meetings of shareholders, and 12 of the 13 current directors attended the 2005 Annual Meeting of Shareholders.

The Board convenes executive sessions of non-management directors without Company management at each regularly-scheduled meeting. The lead director is responsible for presiding at the executive sessions of the non-management directors. In addition, the independent directors meet in executive session at least annually. The Board has designated Don Williams, the chairman of the Executive Committee, as the lead director. Board committee chairs preside at executive sessions of their respective committees.

Committees of the Board

The Board has the following committees:

Compensation of Directors

During 2005, non-employee directors received an annual retainer package valued at $120,000. One-half of the Board’s annual retainer was paid in the form of stock options to purchase Belo’s Series B common stock. Effective on the date of the 2006 Annual Shareholders Meeting, non-employee directors will receive an annual retainer package valued at $140,000, one-half of which will be divided equally between time-vested restricted stock units for Belo Series A common stock and options to purchase Belo Series B common stock. Directors elect in advance to receive all or a portion of the remaining amount of their annual retainer in additional stock options for Series B common stock or in cash.

Non-employee director stock option awards are valued according to the Black-Scholes method of option valuation, with the exercise price equal to the closing price of Series A shares on the date of grant. Options vest one year from the date of grant and expire ten years from the date of grant. Non-employee director time-vested restricted stock units have dividend equivalent rights. The restricted stock units vest one year from the date of grant, and are paid two years following the vesting date (i.e., three years from the date granted).

During 2005, directors who served as committee chairs received an additional $10,000 in cash per year. (Fees for committee chairs remain unchanged for 2006.) Belo reimburses all directors for travel expenses incurred in attending meetings. No additional fee is paid to directors for attendance at Board and committee meetings. Robert Decherd, who was chairman of the board, chief executive officer and president of the Company during 2005, did not receive separate compensation for Board service.

Audit Committee Report

As described more fully in our written charter (attached to this proxy statement as Appendix A), the Audit Committee represents the Board in its oversight of Belo’s financial reporting processes. In this context, the Audit Committee has reviewed and discussed with management and Ernst & Young LLP, our independent auditors, Belo’s audited consolidated financial statements and the audit of the effectiveness of Belo’s internal control over financial reporting. The Audit Committee has discussed with Ernst & Young LLP various matters, including their judgments as to the quality of Belo’s accounting principles and other matters required to be discussed by Statement on Auditing Standards No. 61 (Communication with Audit Committees). In addition, the Audit Committee has received from Ernst & Young LLP the written disclosures and the letter required by Independence Standards Board Standard No. 1 (Independence Discussions with Audit Committees) and discussed with them their independence from Belo and our management team.

In reliance on the reviews and discussions referred to above, the Audit Committee recommended to the Board, and the Board has approved, that the audited consolidated financial statements be included in Belo’s annual report on Form 10-K for the fiscal year ended December 31, 2005, for filing with the SEC.

Respectfully submitted,

Audit Committee

Henry P. Becton, Jr., Chairman

Louis E. Caldera

Wayne R. Sanders

Communications with the Board

The Company has a process for shareholders and other interested parties to communicate with the Board. These parties may communicate with the Board by writing c/o the corporate Secretary, P.O. Box 655237, Dallas, Texas 75265-5237. Communications intended for a specific director or directors (such as the lead director or non-management directors) should be addressed to his, her or their attention c/o the corporate Secretary at this address. Communications received from shareholders are forwarded directly to Board members as part of the materials mailed in advance of the next scheduled Board meeting following receipt of the communications, although the Board has authorized management, in its discretion, to forward communications on a more expedited basis if circumstances warrant or to exclude a communication if it is illegal, unduly hostile or threatening, or similarly inappropriate. Advertisements, solicitations for periodical or other subscriptions, and other similar communications generally are not forwarded to the directors.

EXECUTIVE OFFICERS

Belo’s executive officers are as follows:

EXECUTIVE COMPENSATION

Compensation Committee Report on Executive Compensation

The Compensation Committee

The Compensation Committee, all independent directors, determines the compensation of the chief executive officer and makes recommendations to Belo’s non-employee directors as to the compensation of Belo’s other senior executives listed in the summary compensation table on page 23, referred to herein as the “senior executives.” We also administer Belo’s Executive Compensation Plan (ECP), implemented January 1, 1989, under which we make recommendations to Belo’s non-employee directors regarding salaries for Belo’s other senior executives. Under the ECP we also make, based upon management recommendations, the final determination regarding the senior executives’ bonuses and awards of stock options, restricted stock units, and other stock-based compensation. Compensation levels for ECP participants (other than the senior executives) are determined in a manner similar to that for the senior executives, except as described below.

Executive Compensation Plan

The ECP’s key elements are an annual base salary, an annual performance bonus opportunity, and long-term incentive awards for certain participants. Officers of Belo and its subsidiaries, including Belo’s chief executive officer and its other senior executives, are eligible to participate in the ECP. Additional ECP participants are selected based on management’s evaluation of their ability to affect significantly Belo’s profitability.

The goals of the ECP are: (1) to establish a competitive compensation program to attract, retain, motivate and reward employees in those positions that most directly affect Belo’s overall performance, and (2) to encourage coordinated and sustained effort toward maximizing Belo’s value to its shareholders. Bonus payments to ECP participants other than the senior executives are principally dependent upon the achievement of Belo or subsidiary financial performance targets. In some cases in 2005, portions of the bonus were also dependent upon the financial performance of the Internet Web sites related to the participant’s organizational entity.

Base salaries and performance bonus opportunities are established in late November or early December with respect to the following year. At the same time, long-term incentive awards (currently stock options and restricted stock units) are granted as part of the following year’s compensation. In the first quarter following the fiscal-year performance measurement period, the actual amount of bonus payments and restricted stock units are determined and awarded. SEC rules require compensation reporting on a calendar year basis. Consequently, the compensation presented in this report and in the summary compensation table on page 23 includes base salaries and performance bonus opportunities established in December 2004 with respect to calendar year 2005, stock options granted in December 2005, time-based restricted stock units awarded in February 2006, and performance-related restricted stock units granted in December 2005. The number of time-based restricted stock units awarded was based upon 2005 financial performance. The actual number of performance-related restricted stock units awarded will be determined based upon 2006 financial performance.

In determining compensation levels for ECP participants, we refer to comparative compensation data based on a survey of peer media companies for base salaries and performance bonus opportunities and a general compensation survey for long-term incentive awards. We believe an appropriate level for each element of a participant’s compensation is generally near the median indicated by this comparative compensation data. We believe that this median target, when adjusted according to individual performance, level of responsibility, and other applicable factors, gives us the ability to attract and retain outstanding executives. The surveys we use are conducted by Towers Perrin, a nationally recognized compensation consultant. The companies included in both the general compensation survey and the peer media company survey vary somewhat from those included in the group of public peer companies indicated in the performance graph on page 29 because some companies included in the public peer group do not participate in the compensation survey and some companies that participate in the compensation survey are not public companies.

Base Salary. The 2005 base salaries of the senior executives were set at levels approximating the median target indicated by the peer media company survey, as adjusted to recognize varying levels of responsibility and individual performance.

Annual Performance Bonus Opportunity. Each ECP participant has an opportunity to earn an annual bonus based primarily upon the financial performance of the participant’s organizational entity. With respect to participants other than the senior executives, a performance bonus opportunity range is established using a percent of the participant’s base salary, based on survey comparisons. Generally, 100% of a participant’s 2005 bonus was determined by the earnings of his or her organizational entity. In the case of certain participants who are employees of subsidiaries with a related Internet Web site and who have the ability to impact the performance of Internet operations, 15% of their annual bonus was based on the financial performance of the Internet Web site related to the participant’s organizational entity. We approve annually minimum, target and maximum levels of financial performance for ECP participants’ organizational entities based on business plans developed by Belo’s senior management. If minimum performance levels are not achieved, participants earn no bonuses. Performance at the target level earns participants 100% of their target bonus amounts, and performance at the maximum level earns participants 200% of their target bonus amounts. If performance falls between the minimum level and the target level, participants receive a prorated amount, with a minimum bonus pay-out of 10% of the participant’s target bonus amount. If performance falls between the target level and the maximum level, participants receive 100% of their bonus amount, plus an additional prorated amount reflecting performance in excess of the target level. We believe that linking bonus opportunity directly to financial performance, with an opportunity to earn 200% of target bonus amount if maximum performance is achieved, gives participants an incentive to achieve shareholder objectives.

We established a specific annual performance target for each senior executive for 2005, as permitted by the ECP and in compliance with the performance-based compensation exemption under Section 162(m) of the Internal Revenue Code of 1986, as amended (the “Code”). The performance target is defined as a specific percentage of consolidated net income, which establishes an incentive pool from which both cash and other equity-based incentives are awarded. Based upon 2005 financial performance, we awarded cash bonuses to senior executives by first considering the amounts that would have been paid to the senior executives under the method described above for calculating bonuses for other ECP participants, and then adjusting the awards to take into consideration individual performance, including achievement of specific non-financial objectives, scope of responsibility and their respective contributions toward Belo’s performance.

Long-Term Incentive Awards. The long-term incentive component of the ECP, represented by stock option grants and restricted stock units, is designed to encourage the retention and motivation of, and to reward key executives, as well as provide them with competitive compensation. The ultimate value of the long-term incentive awards is determined by the market price of Belo common stock. Annual long-term incentive awards are made automatically only to ECP participants at the officer level. Long-term incentive awards may be made to other ECP participants for exceptional performance, as recommended by Belo senior management. In 2005, we undertook with a nationally-recognized independent executive compensation consultant, a review of our long-term incentive program and the Committee determined that, in addition to stock option grants, the use of time-vested restricted stock units as a key program component was warranted in order to motivate and retain key executives. Accordingly, the Committee reduced the number of stock options granted to certain ECP participants and senior executives and also awarded restricted stock units.

We generally strive to set long-term incentive levels for participants who receive awards near the median of the survey we use. In determining long-term incentive awards for participants who receive them, we consider the current value of the awards based on the market price of Belo common stock, which is expressed as a multiple of the participant’s base salary. The multiple is dependent upon a range of values reflected by a survey of executives from general industry. In addition, we may adjust the awards upwards or downwards, depending on the participant’s level of responsibility and his or her past and potential contribution toward Belo’s performance.

Restricted Stock Units. The restricted stock unit awards for Belo Series A common stock are granted with dividend equivalent rights. Restrictions on the units will not lapse unless and until ECP participants, including

senior executives, complete additional service with the Company. Restricted stock units may be employment-related (time-based) or performance-related. Time-based restricted stock units awarded to ECP participants, including senior executives, are based upon continued employment with the Company and vest at the end of a three-year period. Time-based restricted stock unit awards made to senior executives are granted out of a pool amount set for each executive, based upon a percentage of consolidated net income, designed to allow for deductibility under Section 162(m) of the Code.

Performance-related restricted stock units are awarded to ECP participants, including senior executives, based upon the minimum, target and maximum levels of financial performance established annually. The performance measurement period for performance-related restricted stock unit grants is the fiscal year following the grant date. The number of performance-based restricted stock units earned is determined using the same target-level methodology as that used for determining cash bonus awards for ECP participants. Once earned, the performance-related restricted stock units vest at a rate of 33¹/3% per year over a three-year period. For corporate-level senior executives, the financial performance measure is earnings per share, as determined by the Compensation Committee for purposes of the ECP. For James M. Moroney III, the financial performance measure is based on the performance of The Dallas Morning News, with specific weight being given to The Dallas Morning News EBITDA (earnings before interest, tax, depreciation and amortization) and the remainder based upon revenue of the Internet Web site related to The Dallas Morning News, in each case as determined by the Compensation Committee for purposes of the ECP. On December 8, 2005, the Compensation Committee established the minimum, target and maximum performance levels for each senior executive based upon the 2006 financial plan approved by the Board of Directors. At the same time, the Compensation Committee approved 2006 target level grants of performance-related restricted stock units for senior executives, including the chief executive officer, but excluding our vice chairman, who is scheduled to retire in 2006 and accordingly was granted additional time-based restricted stock units, the vesting of which will accelerate upon his retirement. In addition, in February 2006, a total of 160,200 time-based restricted stock units were awarded to the senior executives under the stock plans. These awards include a one-time increase to the top of the median target band generally used in determining the awards. The Committee approved these increased awards to assure competitive compensation and to encourage continued retention of senior executives, particularly in light of the Company’s reduction of executive compensation in 2001 that included a 5% base-salary reduction for certain senior executives and a reduction in long-term awards in 2002 and 2003. The reduction in long-term compensation was made in order to insure that a sufficient number of equity awards remained available for issuance until shareholder approval was obtained in 2004 for additional equity awards under the ECP.

Stock Options. Stock option awards are granted for shares of Belo Series B common stock at an exercise price equal to the market price of Belo’s Series A common stock on the date of grant. The option awards vest 40% on the first anniversary of the date of grant, an additional 30% on the second anniversary, and the remaining 30% on the third anniversary of the date of grant. All options expire on the tenth anniversary of the date of grant.

Based upon the methodology set forth above, we granted a total of 246,500 options for shares of Series B common stock under the ECP to the senior executives, including the chief executive officer. We established an exercise price for the options equal to the market price of Series A shares on the date of grant. (See the “Option/ SAR Grants in 2005” table on page 25.) We have never granted options at exercise prices other than the market price of Series A shares on the date of grant and have never adjusted exercise prices retroactively (except as called for by antidilution provisions of the options in connection with various stock dividends).

While the value realizable from exercisable stock options depends on the market price of Belo’s common stock at any particular time, each individual executive decides whether this value will be realized in any particular year. Accordingly, in analyzing annual compensation levels, we do not consider gains realized during any particular year by any of the senior executives as a result of individual decisions to exercise stock options or to sell restricted shares received in previous years. (See the “Aggregated Option/ SAR Exercises in 2005 and 2005 Year-End Option/ SAR Values” table on page 25 for the amounts realized by the senior executives

from option exercises in 2005 and the estimated unrealized value of unexercised options held by them as of December 31, 2005.)

CEO Compensation

We meet with the other non-management directors each year in executive session to evaluate the performance of Robert Decherd, Belo’s Chief Executive Officer. The results of this evaluation are considered in determining Robert’s compensation, consistent with the policies described above. We also consult with the Committee’s independent advisor in setting the Chief Executive Officer’s compensation. Robert’s base salary for 2005 was set at a level approximating the median indicated by the peer media company survey.

Robert is a participant in the ECP. Based upon the achievement of his 2005 financial performance target, as expressed by a specific percentage of Belo’s consolidated net income, an incentive pool amount was established for Robert from which a cash bonus and time-based restricted stock unit awards were made under the ECP. We awarded Robert a cash bonus of $475,000 for 2005. In determining this amount, we first considered the amount that would have been paid to Robert under the method for calculating cash bonuses for other participants in the ECP, and adjusted the bonus award based upon an assessment of Robert’s individual performance in achieving the Company’s 2005 financial plan, and in particular we considered Robert’s leadership role in guiding the Company in 2005 to record revenues for a non-political year. We also considered Robert’s scope of responsibility, his past and potential contribution toward Belo’s financial performance, and his achievement of non-financial objectives for 2005. Robert spent considerable time during the year focused on leadership development and succession planning, which resulted in several key promotions and a significant senior management transition. Robert’s time-based restricted stock unit award of 59,500 units is based on a multiple of Robert’s base salary, which is derived from a general industry executive compensation survey, and also considers the average market price of Belo common stock. As with other senior executives, Robert’s time-based restricted stock unit award was adjusted for a one-time increase to the top of the median target band generally used in determining awards. Finally, we granted Robert stock options for 112,000 Series B shares. The methodology used to determine Robert’s awards was the same as that used in determining all senior executive awards.

One Million Dollar Limit on the Deductibility of Executive Compensation

The Code places a $1 million annual limit on the tax deductibility of certain compensation paid to the chief executive officer and the other senior executives. Some compensation, including performance-related compensation meeting specified requirements, is exempt from the limit. None of Belo’s stock plans prohibit Belo from granting awards that are not subject to the tax deduction limit established by Section 162(m) of the Code. We intend to grant awards that are not subject to the deduction limit to the extent that the structure of such awards is consistent with corporate performance and executive compensation objectives.

Respectfully submitted,

Compensation Committee

Judith L. Craven, M.D., M.P.H., Chair

Laurence E. Hirsch

Lloyd D. Ward

Summary Compensation Table

The following information summarizes annual and long-term compensation awarded to, earned by or paid to Belo’s chief executive officer and the four other most highly paid executive officers (the “senior executives”) for services in all capacities to Belo for the fiscal years ended December 31, 2005, 2004, and 2003.

Option/SAR Grants in 2005

The stock options described below were awarded under the 2004 Executive Compensation Plan. During 2005, all options granted were for Series B shares, and no stock appreciation rights were granted. The following table provides additional information regarding stock options granted during 2005 to the senior executives:

Aggregated Option/ SAR Exercises in 2005 and 2005 Year-End Option/ SAR Values

The following table shows information concerning the exercise of stock options during 2005 by the senior executives and the value of unexercised options held by these individuals at year-end:

Equity Compensation Plan Information

The following table provides information regarding Series A and Series B common stock authorized for issuance under Belo’s equity compensation plans as of December 31, 2005:

Benefits

Pension Plan. Until July 1, 2000, we maintained a non-contributory pension plan which was available to substantially all of our employees who had completed one year of service and had reached 21 years of age as of June 30, 2000. We amended this pension plan effective July 1, 2000. As a result, individuals who were participants or eligible to become participants prior to July 1, 2000, were offered an election to either (1) remain eligible to participate in and accrue benefits under the pension plan, or (2) cease accruing benefits under the pension plan effective June 30, 2000. Those employees who elected to cease accruing benefits under the pension plan became eligible for enhanced benefits under the Belo Savings Plan. Following the effective date of the amendment to the pension plan, as a general matter, no employee first hired on or after July 1, 2000 is eligible to participate in the pension plan, and no former employee who is rehired on or after July 1, 2000 will accrue additional benefits under the pension plan.

The following table reflects the expected annual benefits, computed on a 10-year certain and life annuity basis, payable under the pension plan to a fully vested senior executive upon retirement at age 65 after the credited years of service and at the annual remuneration levels set forth in the table.

Our pension plan provides for the payment of a monthly retirement benefit based on credited years of service and the average of five consecutive years of highest annual compensation out of the ten most recent calendar years of employment. Compensation covered under the pension plan includes regular pay plus overtime, bonuses, commissions, and any contribution made by us on behalf of an employee pursuant to a deferral election under any benefit plan containing a cash or deferred arrangement. Covered compensation excludes certain non-cash earnings and Belo matching contributions to the Belo Savings Plan. A participant’s interest in the pension plan ordinarily becomes fully vested upon completion of five years of credited service, or upon attainment of age 62, whichever first occurs. Retirement benefits under the pension plan are paid to participants upon normal retirement at the age of 65 or later, or upon early retirement, which may occur at age 62 (or age 55 with five years of service). However, as a result of the plan amendment described above, any participant employed by Belo on July 1, 2000 is fully vested without regard to years of service or the age of the participant. The pension plan also provides for the payment of death benefits. As of December 31, 2005, the named senior executives have credited years of service under the pension plan as follows: Robert Decherd — 32 years; Jack Sander — 3 years; Dunia Shive — 7 years; Jim Moroney — 27 years; and Dennis Williamson — 22 years. The covered compensation of these persons under the pension plan is substantially the same as the annual compensation indicated in the summary compensation table on page 23, except that such covered compensation was capped at $210,000 for all participants in 2005.

Upon the occurrence of certain events, (1) the benefits of all active participants in the pension plan become fully vested and nonforfeitable and (2) the excess of pension plan assets over the present value of accrued benefits, if any, are applied to provide active participants with an additional vested benefit equivalent to the benefit such participants should have received under Department of Labor regulations, as in effect prior to July 1, 1996, if the pension plan had then terminated. The events giving rise to (1) and (2) above are generally identical to those giving rise to a “change in control,” as defined in the Executive Compensation Plans. A “change in control” is generally defined in each of the Executive Compensation Plans (unless the Board stipulates to the contrary for purposes of the applicable plan) as the commencement of a tender offer or exchange offer, a change in control (which is deemed to occur when any group, entity, or other person that theretofore beneficially owned less than 30% of the total number of outstanding shares of common stock acquires shares, which acquisition results in such group, entity, or person having more than 30% beneficial ownership), approval or consummation of certain mergers, sales, exchanges, or dispositions of Belo’s assets, or certain changes in the composition of Belo’s Board during any period of two consecutive years.

Supplemental Executive Retirement Plan. The SERP was adopted by the Compensation Committee in December 1992 for key executives selected by the Compensation Committee, including the senior executives named in the summary compensation table above. The purpose of the SERP is to help offset the Code limits on our qualified retirement plans. However, because the SERP is a defined contribution plan, the actual benefit to be received by any participant will depend on the participant’s account balance at the time of retirement. Initially, the specific objective of the SERP was to provide a benefit at age 65 that, when combined with the benefit under our pension plan, is 60% of final average pay (the average of the total salary and target bonus during the last five completed calendar years of employment) for a target group of executives, which included Robert Decherd, Jack Sander, Dunia Shive, and Jim Moroney. Effective January 1, 2000, the SERP was amended to restore benefits to additional participants selected by the Compensation Committee, limited by the annual compensation cap for determining pension benefits imposed by the Code. The SERP was amended again in December 2003 such that all SERP participants (other than Jack Sander) became subject to the pension-based restoration formula for determining targeted supplemental retirement benefits. A one-time contribution was made to the SERP trust for participants whose target benefit decreased because of the new restoration formula. (See footnote (4) to the summary compensation table on page 23 for information with regard to these make-up contribution amounts and for the amounts contributed to the SERP by Belo on behalf of the named senior executives for 2005.) We have established a trust to hold the contributions to the SERP, which contributions are subject to the claims of creditors. As a result of the establishment of the trust, benefits payable under the SERP will be protected in the event of a change in control of Belo.

Certain Relationships

Effective October 1, 2005, the Company entered into a construction contract with Austin Commercial, L.P. relating to the new Dallas Morning News South Plant. The contract provides for total payments of approximately $16.5 million, of which approximately $555,664 was paid during the year ended December 31, 2005. Director Bill Solomon is non-executive chairman of the Board of Austin Industries, Inc., the parent company of Austin Commercial, L.P..

Anne Szostak’s husband, Michael Szostak, has been a sportswriter and columnist for The Providence Journal since May 1977. The Providence Journal is published by The Providence Journal Company, a subsidiary of Belo Corp.. Mr. Szostak’s salary and bonus for 2005 was $63,460. His base salary for 2006 is $64,195 plus a performance bonus opportunity.

Robert Decherd’s son, William Decherd, has been employed by Belo Corp. since August 2005. He serves as Product Development Manager and staffs the Company’s Strategy Council. Prior to joining Belo, William worked in an analyst role for The Goldman Sachs Group, Inc., McKinsey & Company, and Hicks, Muse, Tate & Furst Incorporated (now known as HM Capital Partners LLC), a Dallas-based private equity firm. William’s compensation for 2005 was $47,014. His base salary for 2006 is $125,000 with a performance bonus opportunity.

The Company is not aware of any other related party transactions that would require disclosure.

STOCK PERFORMANCE

The following graph compares (1) the annual cumulative shareholder return on an investment of $100 on December 31, 2000 in Belo’s Series A common stock, based on the market price of the Series A common stock and assuming reinvestment of dividends, with (2) the cumulative total return of a similar investment in companies on the Standard & Poor’s 500 Stock Index and in a group of peer companies selected on a line-of-business basis and weighted for market capitalization. For 2005, the Company’s peer group included the following companies: Dow Jones & Company, Inc.; Gannett Co., Inc.; Hearst-Argyle Television, Inc.; Knight-Ridder, Inc.; Lee Enterprises, Inc.; LIN TV Corp.; McClatchy Newspapers, Inc.; Media General, Inc.; The New York Times Company; The E.W. Scripps Company; Tribune Company; The Washington Post Company; and Young Broadcasting Corporation. Pulitzer Publishing Company, which was previously included in the peer group, was acquired by Lee Enterprises, Inc. in 2005 and is no longer included in the peer group. Belo is not included in the calculation of peer group cumulative total shareholder return on investment.

ANNUAL REPORT AND ADDITIONAL MATERIALS

Our 2005 annual report to shareholders is being distributed with this proxy statement. Copies of our annual report on Form 10-K for the fiscal year ended December 31, 2005 may be obtained without charge upon written or oral request to Belo Corp., Attention: Guy H. Kerr, Secretary, P.O. Box 655237, Dallas, Texas 75265-5237, (214) 977-6606. Our annual report on Form 10-K is also available free of charge on www.belo.com, along with our quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to all these reports as soon as reasonably practicable after the reports are electronically filed with or furnished to the SEC.

If you and others who share your mailing address own common stock in street name, meaning through bank or brokerage accounts, you may have received a notice that your household will receive only one annual report and proxy statement from each company whose stock is held in such accounts. This practice, known as “householding,” is designed to reduce the volume of duplicate information and reduce printing and postage costs. Unless you responded that you did not want to participate in householding, a single copy of this proxy statement and the 2005 annual report have been sent to your address. (Each shareholder will continue to receive a separate proxy voting form.) If you hold shares through a bank or brokerage firm and would like to receive a separate copy of this proxy statement and the 2005 annual report, please contact the Investor Relations Department of Belo Corp. (P.O. Box 655237, Dallas, Texas 75265-5237, (214) 977-6606), and we will promptly send additional copies on request. In addition, if you wish in the future to receive your own set of proxy materials or if your household is currently receiving multiple copies of the proxy materials and you would like in the future to receive only a single set of proxy materials at your address, please contact the Householding Department of ADP Investor Communication Service by mail at 51 Mercedes Way, Edgewood, New York 11717, or by calling (800) 542-1061, and indicate your name and the name of each of your brokerage firms or banks where your shares are held. You may also have an opportunity to opt in or opt out of householding by following the instructions on your proxy voting form supplied with this proxy by your bank or broker.

SHAREHOLDER PROPOSALS FOR 2007 MEETING

In order to propose business for consideration or nominate persons for election to the Board, a shareholder must comply with the advance notice provisions of our bylaws. The bylaws provide that any such proposals or nominations must be submitted to us between February 9, 2007 and March 11, 2007 in order to be considered at the 2007 annual meeting, and must satisfy the other requirements in our bylaws regarding such proposals or nominations. If the shareholder does not also comply with the requirements of SEC Rule 14a-4, we may exercise discretionary voting authority under proxies we solicit to vote on any such proposal or nomination made by a shareholder. A shareholder who is interested in submitting a proposal for inclusion in our proxy materials for the 2007 annual meeting may do so by submitting the proposal to the attention of Belo’s Secretary by no later than December 6, 2006 and following the procedures described in SEC Rule 14a-8.

Copies of the bylaws and SEC Rules 14a-4 and 14a-8 may be obtained by contacting Belo’s Secretary at P.O. Box 655237, Dallas, Texas 75265-5237, or by telephone at (214) 977-6606, and submissions pursuant to these provisions should be addressed to Belo’s Secretary at this same address.

GENERAL

At the date of this proxy statement, we do not know of any matters to be presented for action at the annual meeting other than those described in this proxy statement. If any other matters should come before the annual meeting, the persons named in the accompanying form of proxy will have discretionary authority to vote all proxies in accordance with their best judgment, unless otherwise restricted by law.

Dated: April 5, 2006

APPENDIX A

AUDIT COMMITTEE CHARTER

        1.            Members. The Board of Directors shall appoint an Audit Committee of at least three members, consisting entirely of independent directors of the Board, and shall designate one member as chairperson. For purposes hereof, the term “independent” shall mean a director who meets the New York Stock Exchange (“NYSE”) standards of “independence” for directors and audit committee members, as determined by the Board. The criteria used by the Board in assessing “independence” are included in the Company’s Corporate Governance Guidelines, as adopted by the Board and as amended from time to time. Each member of the Company’s Audit Committee must be financially literate, as determined in the Board’s judgment, and at least one member of the Audit Committee shall be an “audit committee financial expert,” as defined in rules promulgated by the Securities and Exchange Commission (“SEC”).

        2.            Purposes, Duties, and Responsibilities.

        The purposes of the Audit Committee shall be to:

        Among its specific duties and responsibilities, the Audit Committee shall, consistent with and subject to applicable law and rules and regulations promulgated by the SEC, NYSE or other regulatory authority:

        3.            Outside Advisors. The Audit Committee shall have the authority to retain such outside counsel, accountants, experts and other advisors as it determines appropriate to assist the Audit Committee in the performance of its functions and shall receive appropriate funding from the Company, as determined by the Audit Committee, for payment of compensation to any such advisors.

        4.            Meetings. The Audit Committee will meet as often as may be deemed necessary or appropriate in its judgment, either in person or telephonically, and at such times and places as the Audit Committee shall determine. The Audit Committee shall meet separately in executive session, periodically, with each of management, the principal internal auditor of the Company and the outside auditing firm. The Audit Committee shall report regularly to the Board with respect to its meetings. The majority of the members of the Audit Committee shall constitute a quorum.

Last revised: September 30, 2005

APPENDIX B

INDEPENDENCE STANDARDS

Excerpted from Belo Corp.

Corporate Governance Guidelines

The complete current version of the guidelines as approved and adopted by the

Board on September 30, 2005 is posted on Belo’s Web site at www.belo.com.

A copy of the guidelines may be obtained without charge upon written or oral request to

Belo Corp., Attention: Guy H. Kerr, Secretary,

P.O. Box 655237, Dallas, Texas 75265-5237, (214) 977-6606.

Board Composition & Qualifications

Independence

A substantial majority of the directors comprising the Board shall be independent directors. An “independent” director is a director who meets the New York Stock Exchange (“NYSE”) standards of independence, as determined by the Board. The Board has adopted the standards set forth on Attachment A to these Guidelines to assist it in making determinations of a director’s independence.

Board Committees

Number, Structure and Independence of Committees

The Board has four standing committees: Audit, Compensation, Nominating and Corporate Governance, and Executive. All members of the Audit, Compensation, and Nominating and Corporate Governance Committees shall be directors who meet the NYSE standards of “independence” as determined by the Board. Directors who serve on the Audit Committee must meet additional independence criteria described in Attachment A to these Guidelines.

Attachment A: Independence Standards

A director shall be independent if the director meets each of the following standards and otherwise has no material relationship with Belo, either directly, or as a partner, stockholder, or officer of an organization that has a relationship with Belo. For purposes of these standards, “Belo” means Belo Corp. and its consolidated subsidiaries, collectively.

The Board may determine that a director or nominee is “independent” even if the director or nominee does not meet each of the standards set forth in paragraphs (7) through (10) above as long as the Board determines that such person is independent of management and free from any relationship that in the judgment of the Board would interfere with such person’s independent judgment as a member of the Board and the basis for such determination is disclosed in Belo’s annual proxy statement.

In addition, a director is not considered independent for purposes of serving on the Audit Committee, and may not serve on that committee, if the director: (1) receives, either directly or indirectly, any consulting, advisory or other compensatory fee from Belo Corp. or any of its subsidiaries other than: (a) fees for service as a director, and (b) fixed amounts of compensation under a retirement plan (including deferred compensation) for prior service with Belo; or (2) is “an affiliated person” of Belo Corp. or any of its subsidiaries; each as determined in accordance with Securities and Exchange Commission regulations.

For purposes of this Attachment A, an “immediate family member” means a person’s spouse, parents, children, siblings, mother and father-in-law, sons and daughters-in-law, brothers and sisters-in-law, and anyone (other than domestic employees) who shares such person’s home.

2477-PS-06

NOTICE TO PARTICIPANTS

IN THE

BELO SAVINGS PLAN

Dear Belo Savings Plan Participant:

Enclosed with this notice is a proxy statement of Belo Corp. describing the annual meeting of shareholders to be held on May 9, 2006. The annual meeting will be held for the purpose of electing four directors, ratifying the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm, and considering any other matters that may properly come before the meeting or any postponement or adjournment of the meeting.

Directions to the Trustees

Only Fidelity Management Trust Company and Wells Fargo Bank, N.A., as the trustees of the Belo Savings Plan, can vote the shares of Belo stock held by the Belo Savings Plan. However, under the terms of the Belo Savings Plan, you are entitled to instruct the trustees how to vote the shares of Belo stock that were allocated to your plan account at the close of business on March 17, 2006.

Enclosed with this notice is a confidential voting instruction card provided to you for the purpose of instructing the trustees how to vote your plan shares. Your participation is important. Please take the time to complete the instruction card and return it in the enclosed self-addressed and stamped envelope or vote your plan shares by toll-free telephone number or the Internet.

The trustees will vote all Belo shares held by the Belo Savings Plan in accordance with the voting instructions that are received via mail, telephone, or Internet on or before May 7, 2006, unless the trustees determine such instructions are contrary to the requirements of the Employee Retirement Income Security Act of 1974, as amended (ERISA). If you sign, date, and return a voting instruction card but do not check any boxes on the card, the trustees will vote your plan shares FOR all nominees standing for election as directors and FOR ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm. In addition, at their discretion, the trustees of the Belo Savings Plan are authorized to vote on any other matter that properly may come before the meeting or any adjournment or postponement of the meeting.

Confidentiality and Instructions

Your voting instructions to the trustees are strictly confidential and will not be revealed, directly or indirectly, to any director, officer, or other employee of Belo or to anyone else, except as otherwise required by law. Therefore, you should feel completely free to instruct the trustees to vote your plan shares in the manner you think best.

Voting Deadline

Because of the time required to tabulate voting instructions from participants before the annual meeting, the trustees must establish a cut-off date for receipt of voting instructions. The cut-off date is May 7, 2006. The trustees cannot ensure that voting instructions received after the cut-off date will be tabulated. Therefore, it is important that you act promptly to vote your plan shares on or before May 7, 2006. If the trustees do not receive timely instructions from you with respect to your plan shares, the trustees will vote your shares in the same proportion as the shares for which voting instructions have been received from other participants.

Further Information

If you are a direct shareholder of Belo, you will also find enclosed a separate proxy card with respect to your directly-owned shares. You must vote your directly-owned shares and your plan shares separately, either by returning the proxy card and voting instruction card by mail, or by separately voting by telephone or Internet with respect to your directly-held and your plan shares. You may not use the proxy card or the voter

identification information with respect to your directly-held shares to vote your plan shares. Your direct vote of non-plan shares is not confidential.

If you have questions regarding the information provided to you, you may contact the plan administrator at (800) 835-5098 between 8:00 a.m. and 5:00 p.m., Central Time, Monday through Friday.

Your ability to instruct the trustees how to vote your plan shares is an important part of your rights as a participant. Please consider the enclosed material carefully and return your voting instructions to us promptly.

April 5, 2006

FIDELITY MANAGEMENT TRUST COMPANY

WELLS FARGO BANK, N.A.

as Trustees of the BELO SAVINGS PLAN

2477-LTR-06