ITEM 10:  DIRECTORS AND EXECUTIVE OFFICERS FOR THE REGISTRANT



The executive officers and directors of the Company are as follows:






      Name           Age  Position
      ----           ---  --------
 Stephen Adams       59   Chairman of the Board
 Joe McAdams         53   President, Chief Executive Officer and Director
 Wayne Boysen        66   Chairman of ATL and AINS and Director
 David Frith-Smith   55   Director
 Michael Schneider   42   Chief Operating Officer
 Mark J. Boggess     41   Senior Vice President and Chief Financial Officer
 David Block         48   Senior Vice President
 Mark Dowis          39   Senior Vice President
 Roger Ryman         59   President of the Coast to Coast Clubs
 Keith Urry          60   President of the Golf Card Club









Stephen Adams has been Chairman of the Company since December, 1988.  Since
the 1970's, Mr. Adams has served as Chairman of privately-owned banking,
bottling, publishing, outdoor advertising, television and radio companies in
which he holds a controlling ownership interest.  Mr. Adams is also Chairman
and the controlling shareholder of Adams Outdoor Advertising, Inc., the
managing general partner of Adams Outdoor Advertising Limited partnership.


Joe McAdams has been President and Chief Executive Officer of the Company
since July 1991.  Prior thereto and since December of 1988, Mr. McAdams was
President of Adams Publishing Corporation, a newspaper and magazine
publishing company controlled by Mr. Adams.  From October 1987 through
November 1988, Mr. McAdams was President and Publisher of Southern California
Publishing Co.  Prior to October 1987 and since 1961, Mr. McAdams has held
various management positions with publishing and direct marketing companies,
including Senior Vice President and Chief Operating Officer of ADVO Systems,
Inc. from August 1981 to April, 1983.


Wayne Boysen was Senior Vice President of the Company since June 1991 until
his retirement on January 1, 1996 and has supervised the staff of the risk
management divisions of businesses owned by Stephen Adams, including the
Company, since July 1988.  In addition, since their acquisition by the
Company in 1995, Mr. Boysen has served as Chairman of ATL and AINS.  From
1966 through July 1988, Mr. Boysen owned or managed insurance agencies and
provided consulting services to property and casualty insurance agencies.
Mr. Boysen has been a director of the Company since 1993.


David Frith-Smith has served as managing partner of Biller, Frith-Smith &
Archibald, Certified Public Accountants since 1988.  Mr. Frith-Smith was a
principal in Maidy and Lederman, Certified Public Accountants



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from 1980 to 1984, and with Maidy Biller Frith-Smith & Brenner, Certified
Public Accountants from 1984 to 1988.  Mr. Frith-Smith has been a director of
the Company since November 1996.  Mr. Frith-Smith is a director of Adams
Outdoor Advertising Inc., the managing general partner of Adams Outdoor
Advertising Limited Partnership which is controlled by Stephen Adams, and
various private and non-profit corporations.


Michael Schneider has been Chief Operating Officer of the Company since 1996.
Prior thereto, Mr. Schneider served as Senior Vice President and General
Counsel of the Company since January 1993 and was responsible for
administrative areas, development of new corporate ventures and portions of
the RV publication business and the advertising and sales departments.  Prior
to January 1993 and since 1977, Mr. Schneider has held a variety of senior
management positions in the AGI's publication business.


Mark J. Boggess has been Senior Vice President and Chief Financial Officer of
the Company since June 1993.  From June 1992 through May 1993, Mr. Boggess
was Vice President and Chief Financial Officer of Hypro Corporation, a
privately owned manufacturer of fluid transfer pumps.  From June 1989 through
June 1992, Mr. Boggess was Treasurer of Adams Communications Corporation, a
holding company controlled by Stephen Adams which owned television and radio
station operations throughout the United States.  From April 1988 through May
1989, Mr. Boggess was Vice President and Chief Financial Officer of Econocom
U.S.A., Inc., a privately owned computer leasing company.


David Block has been Senior Vice President of the Company since January 1993
and is in charge of the member services, fulfillment, management information
systems and administration of the Company.  Prior thereto and since 1988, Mr.
Block held various senior management positions with the Company or its
predecessor in the areas of management information systems and administration.


Mark Dowis has been Senior Vice President of the Company since January 1,
1995 and is responsible for strategic and business planning, marketing, new
business development and venture initiatives for AGI.  Prior to 1995 and
since 1992, Mr. Dowis was General Manager, Business Markets Division of the
American Automobile Association ("AAA") and prior to that post, he was the
Managing Director of Marketing and Research of the AAA.  From 1989 to 1992,
Mr., Dowis was an Associate Administrator with the U.S. Department of
Transportation in Washington, D.C.


Roger Ryman has been President of the Company's subsidiary which operates the
Coast to Coast clubs, since January 1993 and was Executive Vice President of
Coast to Coast since January, 1989.  From September, 1986 through December,
1988, Mr. Ryman served as Vice President and Director of Resort Services for
Coast to Coast.


Keith W. Urry has been President of the Company's subsidiary which operates
the Golf Card club since January 1991 and prior thereto was Executive Vice
President of Golf Card since 1982.  Mr. Urry is also on the Board of
Directors of the National Golf Foundation, an industry information
organization.


Directors are elected for a term of one year or until their successors have
been duly elected.



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