THE TRANSFER OF THE OPTION EVIDENCED BY THIS AGREEMENT

         IS SUBJECT TO RESTRICTIONS CONTAINED HEREIN.  THE OPTION

          HAS BEEN ISSUED IN RELIANCE UPON  THE REPRESENTATION OF

       THE HOLDER THAT IT HAS BEEN ACQUIRED FOR INVESTMENT PURPOSES

       AND NOT WITH A VIEW TOWARDS THE RESALE OR OTHER DISTRIBUTION

         THEREOF. NEITHER THE OPTION NOR THE SHARES ISSUABLE UPON

          THE EXERCISE OF THE OPTION HAVE BEEN REGISTERED UNDER

                       THE SECURITIES ACT OF 1933.



         THIS OPTION, AND THE OPTION SHARES ISSUABLE UPON EXERCISE

         IN ACCORDANCE WITH THE TERMS CONTAINED HEREIN, ARE SUBJECT

      TO CERTAIN RESTRICTIONS ON TRANSFER AND A LIEN IN FAVOR OF KING

         WORLD PRODUCTIONS, INC. (THE "COMPANY") TO SECURE CERTAIN

      OBLIGATIONS OF HARPO, INC. ("HARPO") TO THE COMPANY PURSUANT TO

           AN AGREEMENT DATED AS OF JANUARY 30, 1987, AS AMENDED

         THROUGH SEPTEMBER 16, 1998 BETWEEN THE COMPANY AND HARPO.



                          KING WORLD PRODUCTIONS, INC.

                                  1700 Broadway

                            New York, New York 10019









Ms. Oprah Winfrey                                       As of September 16, 1998

c/o Harpo, Inc.

110 North Carpenter Street

Chicago, Illinois 60607



Dear Ms. Winfrey:



         This is the stock option agreement referred to in the amendment dated

as of September 16, 1998 (the "1998 Amendment"), to the Agreement dated as of

January 30, 1987 (the "Original Agreement"), as previously amended including by

an amendment dated as of March 17, 1994 (the "1994 Amendment") (the original

Agreement, as amended to the date hereof, being herein called the "Harpo

Agreement") between Harpo, Inc. ("Harpo") and the undersigned (the "Company").

As partial consideration for Harpo to enter into the 1998 Amendment, and as an

inducement for you to render services with respect to the production of the Show

(as such term is defined in the 1994 Amendment), the Company hereby grants to

you an option (the "Option") to purchase nine hundred thousand (900,000) shares

of the Company's Common Stock, $.01 par value ("Common Stock"; such shares of

Common Stock, as the same may be adjusted as described in Section 6 below, being

herein referred to as the "Option Shares"). The terms and conditions of the

Option are set out below.



{PAGE}



          The Option will be treated as and shall constitute a "non-qualified

stock option" for Federal income tax purposes. The Option will not constitute or

be treated either by you or by the Company as an "incentive stock option" as

defined under Section 422(b) of the Internal Revenue Code of 1986, as amended

(the "Code").



          1. Date of Grant. The Option is granted to you on the date hereof.



          2. Termination of the Option. Your right to exercise the Option (and

to purchase the Option Shares) shall expire and terminate in all events on (i)

September 16, 2008, or (ii) such earlier date provided in Section 7 below.



          3. Option Price. The purchase price to be paid upon the exercise of

the option (the "Option Price") will be $26 7/16 per Option Share.



          4. Vesting Provisions -- Entitlement to Exercise the Option and

Purchase Option Shares. The Option shall be exercisable by you, in whole or

part, at any time prior to expiration and termination pursuant to Section 2

above.



          5. Exercise of Option.



          (a) To exercise the Option, you must deliver a completed copy of the

attached Option Exercise Form to the address indicated on the Form, specifying

the number of Option Shares being purchased as a result of such exercise,

together with payment of the full Option Price for the Option Shares being

purchased.



          (b) Payment of the Option Price must be made in cash.



          (c) In the event of any exercise of the Option, a certificate or

certificates representing the Option Shares so purchased, registered in your

name, shall be delivered to you within a reasonable time.



          (d) You agree that Option Shares shall be held by you for investment

and may not be resold unless registered under the Securities Act of 1933, as

amended (the "Securities Act"), or an exemption from registration is available,

and that the Option Shares will bear a legend referring to such limitation, to

the restrictions on transfer of the Option Shares referred to elsewhere in this

Agreement and to any security interests encumbering the Option Shares.



           6. Adjustments. If the total outstanding shares of Common Stock of

the Company shall be increased or decreased or changed into or exchanged for a

different number or kind of shares of stock or other securities of the Company

or of another corporation through reorganization, merger or consolidation,

recapitalization, stock split, combination or exchange of shares or declaration

of any dividends payable in stock or other corporate transaction, then the

number of Option Shares subject to the unexercised portion of the Option (and

the Option Price per share) shall be appropriately adjusted (to the nearest

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