Exhibit
      10.2






November
      21, 2006





**Personal
      and Confidential**





Mr.
      Robert Collins


6
      Cutters
      Lane


Montaintop,
      PA 18707





Dear
      Bob:





Subject
      to approval by the Human Resources Committee (the “Committee”) of the Board of
      Directors of CSS Industries, Inc. (“CSS”), we are pleased to extend an offer of
      employment to you as President of Paper Magic Group, Inc. (“PMG”) effective
      November 29, 2006. Effective with, and as a result of, this promotion, you
      will
      resign your position as Vice President - Manufacturing of PMG. You acknowledge
      and agree that there are no other valid oral or written agreements relating
      to
      the terms and conditions of your employment with PMG as its
      President.





1. Compensation -
      Subject to and conditioned upon approval by the Committee, the compensation
      package for this position will be as follows:





A. Base
      Salary - A base
      salary in the gross amount of Two Hundred Forty Thousand Dollars ($240,000)
      per
      annum payable at such times as PMG pays its executives. There will be an annual
      performance review thereafter and you will then be considered for an increase
      in
      base salary consistent with the then current PMG policy.





B. Incentive
      Compensation - For
      PMG’s current fiscal year ending March 31, 2007, you will continue to be
      eligible to participate in the Management Incentive Plan (“MIP”). For purposes
      of calculating your potential 2007 fiscal year incentive compensation, and
      depending on the extent of achievement of certain individual, PMG and CSS
      objectives, you will have the potential of earning incentive compensation based
      upon (i) 50% of your base salary in effect immediately prior to your promotion
      hereunder, prorated for the portion of the 2007 fiscal year prior to the
      effective date of your promotion, and (ii) 80% of your base salary specified
      in
      Section 1.A. above, prorated for the remaining portion of the 2007 fiscal year.





For
      PMG’s
      fiscal year ending March 31, 2008, depending on the extent of achievement of
      certain individual, PMG and CSS objectives, you will have the potential of
      earning for a full fiscal year period incentive compensation with a target
      opportunity of up to 80% of your then base salary. The financial target
      objectives of your potential 2008 fiscal year incentive compensation will be
      determined based upon the actual full 2008 fiscal year financial results of
      PMG
      and of CSS.





C. Stock
      Option Grant - A
      stock option will be granted to you to acquire 10,000 shares of CSS Common
      Stock. This grant will in all respects be subject to and in accordance with
      the
      provisions of the CSS 2004 Equity Compensation Plan, and the terms of the grant
      letter to be provided to you at the time of the grant.





Robert
      Collins


Page 2


November
      21, 2006








D. Company
      Automobile - You
      will be provided for your use a PMG-owned or leased automobile comparable to
      the
      owned or leased automobiles then made available by CSS’ affiliates to
      President-level officers of such affiliates. You acknowledge and agree that,
      effective with your promotion hereunder, you will no longer be entitled or
      eligible to receive the automobile allowance you currently receive in your
      position as Vice President - Manufacturing of PMG.





2. Benefits
      Coverage -You
      will continue to be entitled to participate in those PMG benefit programs
      available to its officer level personnel in accordance with the applicable
      terms
      of these programs.




3. Employment
      Status - Your
      employment status with PMG will be that of an employee at-will, and thus this
      employment status is subject to termination by either you or PMG at any time.





4. Confidential
      Information .
      You
      recognize and acknowledge that by reason of employment by and service to PMG,
      you have had and will continue to have access to confidential information of
      PMG, CSS, and their affiliates, including, without limitation, information
      and
      knowledge pertaining to products and services offered, inventions, innovations,
      designs, ideas, plans, trade secrets, proprietary information, computer systems
      and software, packaging, advertising, distribution and sales methods and
      systems, sales and profit figures, customer and client lists, and relationships
      between or among PMG, CSS and their affiliates and dealers, distributors,
      wholesalers, customers, clients, suppliers and others who have business dealings
      with PMG, CSS and such affiliates (“Confidential Information”). You acknowledge
      that such Confidential Information is a valuable and unique asset of PMG, CSS
      and/or their affiliates, and covenant that you will not, either during or at
      any
      time after your employment with PMG, disclose any such Confidential Information
      to any person for any reason whatsoever (except as your duties described herein
      may require) without the prior written consent of the Committee, unless such
      information is in the public domain through no fault of you or except as may
      be
      required by law.





5. Non-Competition .
      During
      your employment with PMG, and for a period of one year thereafter, you will
      not,
      without the prior written consent of the Committee, directly or indirectly,
      own,
      manage, operate, join, control, finance or participate in the ownership,
      management, operation, control or financing of, or be connected as an officer,
      director, employee, partner, principal, agent, representative, consultant or
      otherwise with or use or permit your name to be used in connection with, any
      business or enterprise engaged within any portion of the United States or Canada
      (collectively, the “Territory”) (whether or not such business is physically
      located within the Territory) that is engaged in the creation, design,
      manufacture, distribution or sale of any products or services that are the
      same
      or of a similar type then manufactured or otherwise provided by PMG, CSS or
      by
      any of their affiliates during your employment with PMG (the “Business”). You
      recognize that you will be involved in the activity of the Business throughout
      the Territory, and that more limited geographical limitations on this
      non-competition covenant (and the non-solicitation covenant set forth in Section
      6 of this letter agreement) are therefore not appropriate. The foregoing
      restriction shall not be construed to prohibit your ownership of not more than
      five percent (5%) of any class of securities of any corporation which is engaged
      in any of the foregoing businesses having a class of securities registered
      pursuant to the Securities Act of 1933, provided that such ownership represents
      a passive investment and that neither you nor any group of persons including
      you
      in any way, either directly or indirectly, manages or exercises control of
      any
      such corporation, guarantees any of its financial obligations, otherwise takes
      any part in business, other than exercising his rights as a shareholder, or
      seeks to do any of the foregoing.





Robert
      Collins


Page
      3


November
      21, 2006








6. No
      Solicitation .
      During
      your employment with PMG, and for a period of one year thereafter, you agree
      not
      to, either directly or indirectly, (i) call on or solicit with respect to the
      Business any person, firm, corporation or other entity who or which at the
      time
      of termination of your employment with PMG was, or within two years prior
      thereto had been, a customer of PMG, CSS or any of their affiliates, or (ii)
      solicit the employment of any person who was employed by PMG, CSS or by any
      of
      their affiliates on a full or part-time basis at any time during the course
      of
      your employment with PMG, unless prior to such solicitation of employment,
      such
      person’s employment with PMG, CSS or any of their affiliates was
      terminated.





7. Equitable
      Relief .





A.You
      acknowledge
      that the restrictions contained in Sections 4, 5 and 6 of this letter agreement
      are reasonable and necessary to protect the legitimate interests of PMG, CSS
      and
      their affiliates, that PMG would not have entered into this letter agreement
      in
      the absence of such restrictions, and that any violation of any provision of
      those Sections will result in irreparable injury to PMG, CSS and their
      affiliates. You represent that your experience and capabilities are such that
      the restrictions contained in Sections 4 and 5 hereof will not prevent you
      from
      obtaining employment or otherwise earning a living at the same general level
      of
      economic benefit as is anticipated by this letter agreement. **YOU
      FURTHER REPRESENT AND ACKNOWLEDGE THAT (i) YOU HAVE BEEN ADVISED BY PMG TO
      CONSULT YOUR OWN LEGAL COUNSEL IN RESPECT OF THIS LETTER AGREEMENT, (ii) THAT
      YOU HAVE HAD FULL OPPORTUNITY, PRIOR TO EXECUTION OF THIS LETTER AGREEMENT,
      TO
      REVIEW THOROUGHLY THIS LETTER AGREEMENT WITH YOUR COUNSEL, AND (iii) YOU HAVE
      READ AND FULLY UNDERSTAND THE TERMS AND PROVISIONS OF THIS LETTER
      AGREEMENT.**





B.You
      agree that PMG
      shall be entitled to preliminary and permanent injunctive relief, without the
      necessity of proving actual damages, as well as any other remedies provided
      by
      law arising from any violation of Sections 4, 5, and 6 of this letter agreement,
      which rights shall be cumulative and in addition to any other rights or remedies
      to which PMG may be entitled. In the event that any of the provisions of
      Sections 4, 5 and 6 hereof should ever be adjudicated to exceed the time,
      geographic, product or service, or other limitations permitted by applicable
      law
      in any jurisdiction, then such provisions shall be deemed reformed in such
      jurisdiction to the maximum time, geographic, product or service, or other
      limitations permitted by applicable law.





C.You
      and PMG
      irrevocably and unconditionally (i) agree that any suit, action or other legal
      proceeding arising out of Sections 4, 5 and 6 of this letter agreement,
      including without limitation, any action commenced by PMG for preliminary or
      permanent injunctive relief or other equitable relief, may be brought in the
      United States District Court for the Eastern District of Pennsylvania, or if
      such court does not have jurisdiction or will not accept jurisdiction, in any
      court of general jurisdiction in Philadelphia County, Pennsylvania, (ii) consent
      to the non-exclusive jurisdiction of any such court in any such suit, action
      or
      proceeding, and (iii) waive any objection to the laying of venue of any such
      suit, action or proceeding in any such court.





Robert
      Collins


Page
      4


November
      21, 2006








D.You
      agree that PMG
      may provide a copy of Sections 4, 5 and 6 of this letter agreement to any
      business or enterprise (i) which you may directly or indirectly own, manage,
      operate, finance, join, participate in the ownership, management, operation,
      financing, control or control of, or (ii) with which you may be connected with
      as an officer, director, employee, partner, principal, agent, representative,
      consultant or otherwise, or in connection with which you may use or permit
      your
      name to be used.





8. Governing
      Law .
      This
      letter agreement shall be governed by and interpreted under the laws of the
      Commonwealth of Pennsylvania without giving effect to any conflict of laws
      provisions.





Please
      confirm your understanding of the foregoing provisions by executing the enclosed
      counterpart of this letter and returning this executed counterpart to
      me.





Sincerely
                yours,Christopher
                J. MunyanChairman
                and Chief Executive OfficerPaper
                Magic Group, Inc.








The
      aforementioned is confirmed as of this ___ day of November, 2006:








Robert
                Collins





cc:  William
      G. Kiesling