EXHIBIT 10.21


                  Borrower's Confirmation of Security Agreement


          Confirmation of Security Agreement dated February 25, 2000 in favor of
The Dime  Savings  Bank of New York,  FSB,  formerly  known as KeyBank  National
Association (the "Bank") given by Disc Graphics, Inc. ("Borrower").

          A. Borrower has on the date hereof entered into Amendment  Number 2 to
the Amended and Restated  Credit  Agreement  dated  December 1, 1998  ("Restated
Credit  Agreement")  with the Bank,  pursuant  to which  the Bank has  agreed to
increase the amount of the  Revolving  Credit  Commitment to Borrower and extend
its term,  among other  things.  (The  Amended and  Restated  Credit  Agreement,
together  with its  amendments,  are  collectively  referred  to as the  "Credit
Agreement").

          B. Pursuant to the Credit Agreement,  Borrower previously executed and
delivered  to the  Bank a  Security  Agreement  dated  February  26,  1997  (the
"Security Agreement"), under which Borrower granted the Bank a security interest
in and to certain assets of Borrower, then existing or later acquired, described
and defined as "Collateral" in Section 1(b)(ii) of the Security Agreement.

          C. The Bank has agreed to modify the Credit  Agreement  as provided in
Amendment Number 2, but only on condition that the Borrower confirms to the Bank
that its  interest in the  Collateral  given  under the  Security  Agreement  in
connection  with the Credit  Agreement  constitutes a valid security in favor of
the Bank.

          D. To induce  the Bank to modify the Credit  Agreement  in  accordance
with the terms of Amendment  Number 2 and in  consideration  therefor,  Borrower
confirms,  acknowledges  and  represents  to the Bank as follows:

                    The  Security  Agreement  is in full  force  and  effect  in
                    accordance with the terms thereof,  and constitutes a legal,
                    binding and enforceable agreement of Borrower.  The Security
                    Agreement  secures all  obligations of Borrower to the Bank,
                    and  covers  and  grants  the  Bank a  first  lien  priority
                    interest  in all  assets  and  properties  of  Borrower  now
                    existing or hereafter acquired which constitute  Collateral.
                    All warranties and representations set forth in the Security
                    Agreement  respecting  Borrower are true and correct and all
                    covenants of Borrower  described therein have been performed
                    as of the date  hereof.  There  have been no  changes to the
                    information   set  forth  in  Schedule  I  of  the  Security
                    Agreement.

          IN  WITNESS  WHEREOF,  Borrower  has  executed  this  confirmation  of
Security Agreement.

                                             Disc Graphics, Inc.


                                           By: /s/ Margaret Krumholz
                                           -------------------------
                                           Name:   Margaret Krumholz
                                           Title:  Senior V.P. and CFO