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Exhibit 10(pp)




ENESCO GROUP, INC.

Itasca, Illinois




1999 NON-EMPLOYEE DIRECTOR PLAN

(As amended May 19, 2004)




CERTIFICATE OF GRANT OF NON-QUALIFIED

STOCK OPTIONS




	 	 	 
	 

	 	Date of Grant:  «Date»
	 

	 	Total Number of
Shares:  «# of shares»
	 

	 	Price per Share: $«stock price»






     To:
«First Name» «Last Name»



     Dear «First Name»:



     This letter is a certificate formally granting you Non-qualified Stock Options with
respect to the number of shares indicated above. The stock option
exercise price will be $ «stock price».
Twenty-five percent (25%) of the total number of shares subject to these options will become
exercisable on the first (1) anniversary date of the grant and every year thereafter for the
next three (3) years, subject to Section 10. The stock options granted are not to be treated
as incentive stock options under the Internal Revenue Code of 1986.



     You may exercise your right to purchase all or any of the shares underlying this grant on
or after the date on which those shares become exercisable but, in
any event, not later than «expiration date».



     In order to exercise, you must forward a completed Stock Option Exercise Order form
together with payment in full to the Treasurer, Enesco Group, Inc., 225 Windsor Drive, Itasca,
Illinois 60143, with a copy to the General Counsel, for the shares which you elect to purchase.
You can elect to make your purchase in cash, Enesco Group, Inc. (the “Company”) stock, or a
combination of cash and the Company stock.



     Please be advised that the Company will accept shares acquired under a stock option
program of the Company in payment for new option shares only if the shares tendered by the
optionee have been held by such optionee for a period of at least six (6) months and are free
and clear of all liens and encumbrances.



     No purchase can be made of fewer than ten (10) shares at any one time. Any exercise of
the options will be effective on the date when payment is received in the office of the
Treasurer, except that no payment will be accepted that is received
after «expiration date». You will receive,
at your discretion, a stock certificate representing shares for which you have made payment.



 









 





     Under existing law, the difference between the price paid for any shares purchased under
these options and their market value on the date or dates the options are exercised will be
subject to any applicable taxes, including the withholding of federal income, social security
and medicare taxes. In addition, there may be applicable state or local taxes and withholding
requirements. The payment of all such taxes is, of course, your personal responsibility.
However, the Company also is responsible for meeting the withholding requirements and in order
to do so, will retain the required number of shares purchased under the options unless you
elect to deposit with your exercise form an amount equal to any required withholding. Please
refer to the provisions of Section 8(c) of the 1999 Plan.



     All options granted to non-employee directors under the 1999 Plan are subject to the
termination provisions of Section 10 of the 1999 Plan. Please review these provisions
carefully in connection with your termination as a director.



     This option is exercisable during your lifetime only by you and is not transferable by
you, except in the event of your death and then only as described in the Plan. Any attempted
transfer or other disposition of the option by you will be void and will constitute valid
grounds for its cancellation by the Company.



     A copy of the 1999 Plan, as amended, is enclosed together with a Prospectus dated May 19,
2004. Please read these carefully. This stock option grant is made subject to the provisions
of the 1999 Plan, as it may be amended from time to time.



     These options will be of no force or effect and no rights will exist after «expiration date».



	 	 	 	 	 
	 	ENESCO GROUP, INC.






«Name Secretary»

Secretary

 	 
	 	 	 
	 	 	 
	 	 	 
	 



Enclosures