Approval of the Valassis Communications, Inc. 2008 Senior Executives Semi-Annual Bonus Plan

At the annual meeting of stockholders of Valassis Communications, Inc. (the “Company”) held on April 24, 2008 (the “2008 Annual Meeting”), the Company’s stockholders approved the Valassis Communications, Inc. 2008 Senior Executives Semi-Annual Bonus Plan (the “Bonus Plan”). The Bonus Plan became effective upon such stockholder approval. The Bonus Plan had previously been approved by the Company’s Board of Directors, upon the recommendation of its Compensation/Stock Option Committee, on February 28, 2008, subject to stockholder approval.

For a description of the terms and conditions of the Bonus Plan, see “Approval of the Valassis Communications, Inc. 2008 Senior Executives Semi-Annual Bonus Plan (Proposal 2)” and “Executive Compensation—Compensation Discussion and Analysis” in the Company’s Definitive Proxy Statement for the 2008 Annual Meeting filed with the United States Securities and Exchange Commission on March 20, 2008 (the “Proxy Statement”), which description is incorporated herein by reference. The foregoing is qualified in its entirety by reference to the copy of the Bonus Plan filed as Exhibit C to the Proxy Statement, which is incorporated herein by reference.

Approval of the Valassis Communications, Inc. 2008 Omnibus Incentive Compensation Plan

At the 2008 Annual Meeting, the Company’s stockholders also approved the Valassis Communications, Inc. 2008 Omnibus Incentive Compensation Plan (the “Omnibus Plan”). The Omnibus Plan became effective upon such stockholder approval. The Omnibus Plan had previously been approved by the Company’s Board of Directors, upon the recommendation of its Compensation/Stock Option Committee, on February 28, 2008, subject to stockholder approval.

For a description of the terms and conditions of the Omnibus Plan, see “Approval of the Valassis Communications, Inc. 2008 Omnibus Incentive Compensation Plan (Proposal 3)” in the Proxy Statement, which description is incorporated herein by reference. The foregoing is qualified in its entirety by reference to the copy of the Omnibus Plan filed as Exhibit D to the Proxy Statement, which is incorporated herein by reference.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Exhibit Index