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                                                           EXHIBIT 10.1
                                      
                                    GANTOS
                                      
                                March 16, 1999

Mr. Thomas J. Villano
1266 East Main Street, 5th Floor
Stamford, Connecticut  06902

Dear Tom:

     We are very pleased to offer you the position of Senior Vice President 
and Chief Financial Officer for Gantos, Inc. (the "Company").  We are very 
excited to invite you to join our senior management team.  The terms of our 
offer supersede any of our prior discussions and agreements, and are as 
follows:

1.   Your initial annual salary will be $165,000.

2.   Your date of employment in this position will begin on March 16, 1999
("Start Date").

3.   You will be eligible to participate in the Gantos, Inc. Executive Bonus
Plan, beginning with the 1999 plan, if any, when adopted.  A copy of the 1998
plan is enclosed.  If the 1999 plan is the same as the 1998 plan, your 1999
bonus will be based on the Company's profitability, with 50% of your bonus to be
automatically earned and payable upon the achievement of earnings in excess of
the target and to be automatically allocated to the participants based on the
1999 Gantos base salary actually paid to them.  The Compensation Committee will
determine, in its discretion, what portion, if any, of the remaining bonus pool
would be paid to you.

4.   On the Start Date, you will be granted an option to purchase 50,000 Gantos,
Inc. common shares at an exercise price equal to the fair market value of
Gantos, Inc. common shares on the Start Date.  The option will vest in one-fifth
(1/5) cumulative annual installments, beginning on the first anniversary of the
Start Date.  Thereafter, you will be eligible for annual stock option grants in
amounts commensurate with your position with the Company at the discretion of
the Board of Directors or its Compensation Committee.

5.   You will receive twelve (12) months separation pay as your exclusive 
severance benefits in the event that your employment is terminated without 
cause (and other than pursuant to your death or disability) within the first 
twenty-four (24) months of your employment under this Agreement.  As a 
condition of your receipt of severance pursuant to this agreement, after any 
termination you must (a) use your best efforts to seek and obtain new 
employment, and (b) advise the Company, on a timely and regular basis, of the 
status of your efforts, of the terms of any employment (including 
self-employment), and of any remuneration you receive from such employment.  
If at any time the Company, in good faith, determines that you are not so 
seeking such employment, your right to receive severance benefits will be 
immediately terminated.  The severance benefits to which you would otherwise 
be entitled will be reduced by the remuneration that is paid or payable to 
you (whether as salary, bonus, commissions, consulting fees, compensation and 
dividends from any entity owned by you or a sole proprietorship established 
by you or otherwise) from rendering any services to any person, corporation 
or entity during the period that you are eligible to receive severance 
benefits under this agreement.  Payment on account of death or 
                                     
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disability or for termination without cause after the first twenty-four (24) 
months of employment under this Agreement will be in accordance with the 
Company policies concerning these areas.  You will be entitled to no 
severance benefits if you terminate your employment with the Company.

6.   To assist you in traveling to the Company's Stamford, Connecticut offices,
the Company will pay you a $750 a month travel allowance while you are employed
by the Company.

7.   You will receive such benefits as the Company provides its other Vice 
Presidents.  Currently the Company provides (i) a non-contributory group life 
insurance policy in the amount of one times your annual base compensation, 
(ii) an individual disability policy which provides benefits equal to 60% of 
your salary, (iii) a 30% discount on all merchandise purchases at our regular 
price stores, (iv) medical prescription coverage under our plan on the first 
day of the month following two months of employment, (v) on the first day of 
the month after two months of employment, dental coverage under our plan, and 
(vi) four weeks vacation a year.  Enclosed is a complete breakdown of our 
benefit plans for your information and review.

8.   Your employment will be at will and may be terminated by either of us, with
or without cause, reason or notice.  Upon such a termination, as your exclusive
severance benefits, you will be entitled to your salary through the termination
date and amounts, if any, payable to you or your estate as described in
paragraph 5 above, if such termination is without cause and occurs within the
first twenty-four (24) months of your employment under this Agreement, or
amounts payable under any Company policies then applicable to you if such
termination is on account of death or disability, on account of termination for
cause, or on account of termination without cause after the first twenty-four
(24) months of your employment under this Agreement, and, in either case, no
other payment.

9.   You will comply with, and be bound by, all Company policies, procedures and
guidelines, as they may be amended and supplemented from time to time during
your employment with the Company.

     Please date, sign and return the enclosed copy of this letter to indicate
your acceptance of employment on these terms.

     If I can be of assistance in answering any questions that you may have,
please don't hesitate to contact my office.

                         Very truly yours,

                         GANTOS, INC.

                         By:                           
                              Arlene H. Stern
                              Its:  President

Accepted and agreed on March 16, 1999