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Exhibit 10(xxviii) American Greetings  Key Management Annual Incentive Plan
 Fiscal
Year 2006




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American Greetings
Key Management Annual Incentive Plan
    
    
    

    1
 Table of Contents Eligibility
    
    
    2How the Plan Works
    
    
    3Your Individual Target Incentive
    
    
    4Weighting the Measures
    
    
    5Measuring Performance
    
    
    6Performance Multipliers
    
    
    7Performance Measures
    
    
    8Corporate Performance
    
    
    8Business Unit Performance
    
    
    9Individual Performance
    
    
    10Summary  Total Award Calculation
    
    
    11Administrative Details
    
    
    12Definition of Common Terms
    
    
    13




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##### Table of Contents



American Greetings
Key Management Annual Incentive Plan
    
    
    

    2
 American Greetings Key Management Annual Incentive Plan This brochure provides an overview of the Key Management Annual Incentive Plan 3⁄4 a
valuable component of your total compensation package. It contains details about how the Plan
rewards for Corporate, Business Unit and Individual performance results. In addition, your
Incentive Compensation Statement 3⁄4 provided separately 3⁄4 includes information specific
to your participation in the plan: your assigned business unit, your target incentive percentage,
and detailed examples of the incentive calculation under different performance scenarios.
Together, these documents provide the information you need to understand the Plan so you can
maximize your annual incentive award. 
 Eligibility You are eligible to participate in the Key Management Annual Incentive Plan if you are a Key
Manager or Officer in one of the following business units and you do not participate in another
Company-sponsored annual incentive plan:  §
    Corporate Consolidated§
    Total Social Expressions Group§
    Cards & Wrap Group§
    Creative Products Group§
    Plus Mark§
    AG Interactive Entertainment Group§
    UK Greetings§
    John Sands Group§
    S.A. Greetings§
    Carlton Mexico Key Managers include individuals in Key Manager 1 and Key Manager 2 job levels. Officers include
Corporate-level Executive Directors, Vice Presidents, Senior Vice Presidents, President & Chief
Operating Officer, Chief Executive Officer, Chairman of the Board and any other job level(s) that
may be designated.




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##### Table of Contents



American Greetings
Key Management Annual Incentive Plan
    
    
    

    3
 
 How the Plan Works The Key Management Annual Incentive Plan rewards participants for their contributions to
American Greetings success over a twelve-month fiscal year. The Plan rewards for successful
results in three key performance areas: n
    
    Corporate Performance. At the beginning of each
fiscal year, the American Greetings Board of Directors
approves the corporate earnings per share (EPS) goal for the
year. Actual corporate results are compared to this goal at
the end of the year.n
    
    Business Unit Performance. Every year, each business
unit develops an earnings goal 3⁄4 which is approved by
the Board of Directors 3⁄4 based on its strategic
direction, business opportunities and growth projections.
Business unit performance is based on actual earnings results
for your assigned business unit compared to goal.n
    
    Individual Performance. Your manager will determine
your individual performance compared to your objectives for
the year. Your actual performance rating determines the
percentage of the target individual incentive amount you
earn.
 At the end of each fiscal year, incentive amounts are determined based on performance in these
three areas and are added together to determine your total Key Management Annual Incentive Plan
award. Corporate
Performance
    
    +
    

    Business Unit
Performance
    
    +
    
    IndividualPerformance

    
    =
    
    Your
Incentive
Award
 The total award 3⁄4 which is paid in cash 3⁄4 can range from 0% to 200% of your
individual target incentive. This provides significant incentive earnings opportunity when
performance in one or more of these performance areas exceeds expectations. Lets take a look at the components of the Plan and how they work.




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American Greetings
Key Management Annual Incentive Plan
    
    
    

    4
 
 Your Individual Target Incentive At the beginning of each fiscal year, an individual target incentive is established for you based
on your job level. This target incentive is typically communicated as a percentage of your base
earnings but may also be expressed as a dollar amount, determined by multiplying your base earnings
by your target incentive percentage as follows: Your Base Earnings
 ×Your Target Incentive %
 =Your Target Incentive
 The target incentive represents what you would earn if each performance measure in this
incentive plan (Corporate, Business Unit, and Individual) were achieved at 100% of goal and you met
all individual performance expectations (i.e., all components achieve their targetperformance).  Example: Joe For example, assume Joe is a Key Manger 1 with base earnings of $60,000. His
target incentive under the Plan is 10%, or $6,000 ($60,000 × 10% = $6,000). Well refer to Joe
throughout this brochure as we describe how the Plan works.




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American Greetings
Key Management Annual Incentive Plan
    
    
    

    5
 
 Weighting the Measures Performance measures are weighted by job level to reflect the degree to which positions within a
job level can affect performance in each of the three performance measurement areas. Accordingly,
associates at higher job levels 3⁄4 who have more impact on the achievement of corporate
objectives 3⁄4 have more weight assigned to the corporate performance measure. Lower job
levels, in contrast, have more weight assigned to the individual performance measure. The following chart shows the specific weightings for each job level for fiscal year 2006. Fiscal Year 2006 WeightingsJob Level
    
    
    Corporate
    
    
    
    Business Unit
    
    
    
    IndividualChairman
of the Board, CEO,
 President and COO,
Senior Vice Presidents
    
    
    
    30%
    
    
    
    
    50%
    
    
    
    
    20%Vice Presidents,
Executive Directors, Key
Managers 2,
Key Managers 1
    
    
    
    20%
    
    
    
    
    50%
    
    
    
    
    30%
  Example: Joe Joe, a Key Manager 1 with base earnings of $60,000 and a 10% incentive
target, would face the following set of performance measure weightings
and target incentive awards: Key Manager 1 Weightings Corporate
    
    Business Unit
    
    Individual
    
    Total20%
    
    50%
    
    30%
    
    100%
 Joes Target Incentive (Percent of Base Earnings) 2%
    
    5%
    
    3%
    
    10%(10% × 20%)
    
    (10% × 50%)
    
    (10% × 30%)
 Joes Target Incentive ($) $1,200
    
    $3,000
    
    $1,800
    
    $6,000($60,000 × 2%)
    
    ($60,000 × 5%)
    
    ($60,000 × 3%)




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##### Table of Contents



American Greetings
Key Management Annual Incentive Plan
    
    
    

    6
 
 Measuring Performance At the beginning of each
fiscal year, the American Greetings Board of Directors approves the
corporate earnings per share (EPS) goal for the coming year. This goal provides the context within
which each business unit then sets its earnings goal. Corporate and business unit actual earnings performance is determined at the end of the fiscal year
and expressed as a percentage of the earnings goal. In contrast, individual results are evaluated
by your manager and communicated as an individual performance rating. If the corporations or your
business units results exceed or fall below the earnings goal, Plan payouts are adjusted. n
    
    Below Target Performance. If actual earnings results
do not meet a minimum level of performance 3⁄4 the
performance threshold 3⁄4 no incentive award is earned
for that performance measure. Earnings results that fall
between threshold and goal result in a reduced incentive
award.
    
    Performance Threshold
The corporate and business unit performance
threshold is 90% of the fiscal year earnings goal.n
    
    Target Performance. When actual results meet the
earnings goal, you receive 100% of the target incentive award
for that performance measure.n
    
    Above Target Performance. When actual results exceed
the earnings goal, you can receive up to 200% of the targeted
incentive award for that performance measure.
 As described above, there is a precise relationship between actual earnings results and the
corresponding incentive award. As performance rises or falls, so does your incentive award. But
how much your award changes as performance varies is determined by something called a performance
multiplierwhich is discussed in the following section.




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American Greetings
Key Management Annual Incentive Plan
    
    
    

    7
 
 Performance Multipliers The performance multiplier is used to calculate the corporate and business unit incentive awards
when performance is above or below goal, provided the performance thresholds have been achieved. Corporate and business unit performance incrementally increase your incentive award for
performance above goal. They also incrementally decrease your incentive award for performance
below goal. For example, a multiplier of 4 means that for every 1% increase or decrease in the percentage of
goal achieved there is a corresponding 4% increase or decrease in the percentage of target
incentive earned. The formula below illustrates the role of the performance multiplier in determining the adjustment
that is made to your incentive target based on actual performance achieved.  Example of a performance multiplier of 4 when the percent of goalachieved is 105%100%             
+         (          
       4                    
×                     
     5%           )         =      
   120%Target
Performance
    
    Performance
Multiplier
    
    Results
Above
Goal
    
    Performance
Adjustment
 Important Note: Business unit performance multipliers vary by business unit. The
multiplier assigned to your business unit is provided in your fiscal year 2006 Incentive Plan
Statement. A list of all business unit multipliers is provided in the Definition of Terms section
of this document.




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##### Table of Contents



American Greetings
Key Management Annual Incentive Plan
    
    
    

    8
 
 Performance Measures Corporate
Performance
    
    +
    
    Business Unit
Performance
    
    +
    
    Individual
Performance
 
 Corporate Performance Corporate performance is based on fiscal year-end corporate earnings per share compared to
goal. Minimum performance of 90% of goal must be attained before any incentive is earned. From
that point onward, incentive awards are determined using a performance multiplier of 4 as
illustrated in the example below.  Example: Joe Joe is a KM1 with $60,000 in base earnings. Lets assume corporate EPS performance is 105% of goal. Joes
corporate incentive award is calculated in three steps:  1.
    Determine the corporate performance adjustment factor2.
    Apply the corporate performance adjustment to Joes target incentive percentage for the corporate
component3.
    Multiply the result by Joes base earnings 100%             
+         (          
    4                    
×                  
   5%           )         =      
           120%Target
Performance
    
    Corporate
Performance
Multiplier
    
    Results
Above
Goal
    
    Corporate
Performance
Adjustment
 Corporate IncentiveJoes Target Incentive
    
    

    
    
    
    
    
    
    2
    %Performance Adjustment
    
    

    
    
    ×
    
    
    
    120
    %Joes Base Earnings
    
    

    
    
    ×
    
    
    $
    60,000Joes Incentive Earned
    
    

    
    
    =
    
    
    $
    1,440




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##### Table of Contents



American Greetings
Key Management Annual Incentive Plan
    
    
    

    9
 Corporate
Performance
    
    +
    
    Business Unit
Performance
    
    +
    
    Individual
Performance
 
 Business Unit Performance Business unit performance measures vary by business unit, but your measure will be one of the
following:  §
    Business Unit Pro Forma Earnings Before Interest and Taxes (Business Unit EBIT),§
    Product Profit Contribution (PPC),§
    Net Operating Profit After Taxes (NOPAT), or§
    Corporate Pro Forma Earnings Before Interest and Taxes (Corporate EBIT). Earnings are charged/credited
for any variation from plan in Net Capital Employed at the weighted average
cost of capital. Performance is based on fiscal year-end earnings compared to goal. Minimum
performance of 90% of goal must be attained before any incentive is earned. A listing of each business units assigned earnings measure and performance multipliers are
presented in the Business Unit table at the end of this brochure as well as in your Incentive Plan
Statement, which is provided separately. An example of the calculation of this incentive follows.  Example: Joe Joe is a KM1 with $60,000 in base earnings. Lets assume his Business Unit has a
performance multiplier of 3 and that its performance at year-end is 96%
of goal. Joes business unit incentive award is calculated in three steps:  1.
    Determine the business unit performance adjustment factor2.
    Apply the business unit performance adjustment to Joes
target incentive percentage for the business unit component3.
    Multiply the result by Joes base earnings 100%             
+         (          
   3                
×             
  4%      )         =      
        
        
    88%Target
Performance
    
    Business Unit
Performance
Multiplier
    
    Results
      Below
       Goal
    
    Business Unit
Performance
Adjustment
 Business Unit IncentiveJoes Target
Incentive
    
    


    
    
    
    
    5
    %Performance Adjustment
    
    


    
    ×
    
    
    88
    %Joes Base Earnings
    
    


    
    ×
    
    $
    60,000Joes Incentive Earned
    
    


    
    =
    
    $
    2,640




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##### Table of Contents



American GreetingsKey Management Annual Incentive Plan
    
    10
 Corporate
Performance
    
    +
    

    Business Unit
Performance
    
    +
    

IndividualPerformance
 
 Individual Performance At the end of the fiscal year, managers assess each participants performance compared to other
participants within the business unit. Managers determine the degree to which the participants
achieve the goals and job expectations defined at the beginning of the year. Managers rank participants based on their relative performance and determine the actual performance
rating based on these rankings and the targeted percentage of participants for each rating.
Participants who receive an Exceeds Expectations performance rating receive the target incentive
for the individual performance measure multiplied by 150% 3⁄4 or 200% based on manager
discretion1.
Participants who receive an Improvement Expected / Performance Below
Peer Level rating will not receive an individual performance incentive. Individuals that receive
a Meets Expectations rating will receive 100% of their target individual incentive. If corporate earnings performance is below threshold, only 30% of the top performing participants
may receive awards for individual performance. In these instances, individual awards may not
exceed 50% of the target payable for the individual performance component. The following schedule shows how individual amounts will be adjusted based on individual
performance. Target Percentage
    
    
    
    
    
    
    
    
    Individual PayoutPerformance Rating
    
    
    of Participants
    
    
    
    Will Receive
    
    
    
    PercentageExceeds Expectations1
    
    
    
    30
    %
    
    
    
    ®
    

    
    
    
    150
    %Meets Expectations
    
    
    
    60
    %
    
    
    
    ®
    

    
    
    
    100
    %Improvement Expected /
Performance Below Peer Level
    
    
    
    10
    %
    
    
    
    ®
    

    
    
    
    0
    %
   1
    
    Managers can, at their discretion, increase the Individual Payout Percentage to
200% for associates rated as Exceeds Expectations who demonstrate an extraordinary level of
performance. Accomplishments must be the result of extraordinary effort and initiative that
go well beyond the contributions of other associates rated as Exceeds Expectations. The
number of persons eligible to receive an Individual Payout Percentage of 200% may not exceed
one third of the total number of associates rated as Exceeds Expectations.  Example: Joe For example, assume Joe receives a performance rating of Exceeds Expectations. His Individual
incentive award would be calculated as follows: Individual IncentiveJoes Target Incentive
    
    

    
    
    3
    %Payout Percentage
    
    

    
    ×
    150
    %Joes Base Earnings
    
    

    
    ×
    $60,000Joes Incentive Earned
    
    

    
    =
    $2,700




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American GreetingsKey Management Annual Incentive Plan
    
    11
 
 Summary  Total Award Calculation At the end of American Greetings fiscal year, corporate, business unit and individual results are
evaluated and your total incentive award is calculated.  Example: Joe The following example shows how Joes actual incentive award is calculated based on the assumptions
that were used throughout this brochure: Joes Assumptions
    
    
    
    
    
    Performance AssumptionsBase Earnings:
    
    $
    60,000
    
    
    Corporate:
    
    105% of GoalIndividual Target Percentage:
    
    
    10
    %
    
    Business Unit:
    
    96% of GoalIndividual Target Incentive:
    
    $
    6,000
    
    
    Individual:
    
    Exceeds Expectations
 Incentive Calculation
    
    Incentive %
    
    
    Incentive $Target Corporate Incentive (20% weight)
    
    
    2
    %[100% + (4 × 5% above goal)]
    
    
    × 120
    %Final Corporate Incentive
    
    
    2.4
    %
    
    $
    1,440+Target Business Unit Incentive (50% weight)
    
    
    5
    %[100% + (3 × -4% above goal)]
    
    
    × 88
    %Final Business Unit Incentive
    
    
    4.4
    %
    
    $
    2,640+Target Individual Incentive (30% weight)
    
    
    3
    %Individual Payout Percentage (Exceeds)
    
    
    × 150
    %Final Individual Incentive
    
    4.5
    %
    
    $
    2,700=TOTAL INCENTIVE EARNED
    
    
    11.3
    %
    
    $
    6,780




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American GreetingsKey Management Annual Incentive Plan
    
    12
 
 Administrative Details If your employment status changes, your Plan participation and any payouts may be affected
as described below. n
    
    New Hires. If you are hired during the plan year 3⁄4
defined as the American Greetings fiscal year ending February 28, 2006 3⁄4
and are eligible to participate in the Key Management Annual Incentive Plan,
you will receive a prorated incentive payout based on the period of time you
participated in the Plan and your base earnings during that time.n
    
    Promotions and Transfers. If you are promoted or you
move from one business unit to another during the year, your individual target
incentive, base earnings, business unit goal and corresponding performance
multiplier may change. If any of these do change, your incentive will be
calculated based on the targets, base earnings, plan provisions and actual
performance for each business unit you participated in on a prorated basis and
rounded to the nearest full month.n
    
    Termination. If you voluntarily or involuntarily leave
American Greetings before the completion of the plan year, you will forfeit
your Key Management Annual Incentive Plan award for that year.n
    
    Retirement, Leave of Absence, Disability, Death. If your
employment ends during the plan year because you elect to retire after age 60,
or if you take a leave of absence, suffer a permanent disability or die, your
incentive payout will be prorated to the nearest full month based on the actual
period you participated in the Plan during the year.n
    
    Incentive Payout. Incentive payouts earned in fiscal
year 2006 will typically be paid to participants within 60 days after the end
of the fiscal year. Incentive payouts are subject to normal tax withholding at
a standardized rate and will be deposited to a bank account of your choice.n
    
    Calculating Payouts. For computation purposes, financial
goals and actual performance results are rounded to the nearest $1,000. The
percent of the financial goal achieved and the percent of target bonus earned
is rounded to the nearest one-tenth of one percent. The actual incentive
payout is rounded to the nearest dollar.n
    
    Questions. If you have questions about the Key
Management Annual Incentive Plan and how it works, please contact your manager.
Your manager will work with you to ensure you understand the Plan so you can
maximize your annual incentive.




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##### Table of Contents



American GreetingsKey Management Annual Incentive Plan
    
    13
 
 Common Terms The following provides detailed definitions of some common terms used throughout this
brochure. n
    
    Base Earnings. Your base earnings are defined as your
base salary earnings during the fiscal year. Base earnings
exclude health and welfare benefits, bonus, commission, and
incentive payments, overtime and other indirect compensation.
Base earnings for Plan participants outside of the U.S. may
be defined differently and may vary by country.n
    
    Business Unit
 Business Unit
    
    
    Earnings Measure

    
    
    Performance
MultiplierCorporate Consolidated
    
    
    Participant Specific:
    
    
    
    4Corporate NOPAT (Section 16 officers only)Corporate pro forma EBIT (all others)Total Social Expressions Group
    
    
    Combination of...
    
    
    
    4§
Cards & Wrap Group earnings§

 Creative Products Group earnings§

 Plus Mark pro forma EBITCards & Wrap Group
    
    
    Combination of...
    
    
    
    4§
 Cards PPC§

 Gift Wrap PPC§
 Carlton Cards Retail pro forma EBIT§
 AGI Schutz pro forma EBITCreative Products Group
    
    
    Combination of...
    
    
    
    4§
 DesignWare PPC§
 GuildHouse PPC§
 Learning Horizons pro forma EBIT§
 Balloon Zone PPC§
 Product Development PPCPlus Mark
    
    
    Plus Mark pro forma EBIT
    
    
    
    4AG Interactive Entertainment Group
    
    
    Combination of...
    
    
    
    4§
Outbound licensing pro forma EBIT§
 AG Interactive entertainment pro forma EBITUK Greetings
    
    
    UK Greetings pro forma EBIT
    
    
    
    4John Sands Group
    
    
    John Sands Group pro forma EBIT
    
    
    
    3S.A. Greetings
    
    
    S.A. Greetings pro forma EBIT
    
    
    
    3Carlton Mexico
    
    
    Carlton Mexico pro forma EBIT
    
    
    
    3
 n
    
    Business Unit Pro Forma EBIT. A business units earnings before interest and taxes, charged/credited
for any variation from plan in Net Capital Employed at the weighted average cost of capital.n
    
    Corporate Earnings Per Share (EPS). Corporate earnings per share is measured at the end of the
fiscal year and is calculated as corporate pre-tax income minus interest and taxes divided by the total
number of shares outstanding as calculated on a fully diluted basis.




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##### Table of Contents



American Greetings
Key Management Annual Incentive Plan
    
    14
 n
    
    Corporate Pro Forma EBIT. Consolidated corporate earnings before interest and taxes,
charged/credited for any variation from plan in Net Capital Employed at the weighted average cost of capital.n
    
    Corporate Net Operating Profit
After Tax (NOPAT). Consolidated corporate earnings after taxes,
charged/credited for any variation from plan in Net Capital Employed at the weighted average cost of capital.n
    
    Fiscal Year. March 1 through February 28 or 29 of the following year.n
    
    Net Capital Employed (NCE). Assets (minus cash and LIFO reserve) minus liabilities (not including
long-term debt, inter-company payables, and taxes).n
    
    Product Profit Contribution (PPC). Earnings before interest and taxes but not including selling and
general administration (SGA) allocations.
 Nothing in this brochure should be construed to create or imply any contract of employment
between an employee and American Greetings and its subsidiaries.
Except as specifically provided in the Plan and subject to American
Greetings right to amend or terminate the Plan, no employee, former employee or
any beneficiary shall have any right to payments under the American Greetings Key Management Annual
Incentive Plan. American Greetings
reserves the right to terminate or make changes to the Plan at any
time without prior notice to any of
the Plans participants. The Chief Executive Officer and Chairman are the only people who have the
authority to alter or amend this Plan as it relates to any one participant. Any such alteration or
amendment must be done in writing. No participant should rely on an alteration, amendment or
modification to this Plan unless it is made in writing and is signed by the CEO or Chairman. For the purposes of illustrating how the Plan works, hypothetical associates, target incentives,
performance outcomes and incentive payments have been used in this brochure. The actual incentive,
if any, will be based on the actual performance of American Greetings, its business units, and your
individual performance. This brochure and its
contents, including your incentive plan statement, are considered to be confidential and proprietary and are for the
sole use of current American Greetings employees.