Exhibit 10(o)

                  AMENDED FULL RECOURSE SECURED PROMISSORY NOTE
                  ---------------------------------------------
                               ("MANAGEMENT NOTE")

                                                               December 19, 1997
$500,000.00                                           As Amended October 1, 1999


         FOR VALUE RECEIVED, the undersigned, William S. Wilkey (the "Management
Investor"),  hereby  promises  to pay  to  Amscan  Holdings,  Inc.,  a  Delaware
corporation (the  "Company"),  or to the legal holder of this Management Note at
the  time of  payment,  the  principal  sum of  FIVE  HUNDRED  THOUSAND  DOLLARS
($500,000.00)  in lawful money of the United States of America,  plus  interest,
compounded  annually  (computed on the basis of twelve  30-day  months),  on the
unpaid  principal  of,  accrued and unpaid  interest,  if any, and other amounts
owing  in  respect  of this  Management  Note,  at a rate  of  6.65%  per  annum
compounding annually.  All principal of, accrued and unpaid interest on, and all
fees,  expenses and other amounts owing pursuant to the terms of this Management
Note will be due and payable on March 15, 2009.

         If the date set for payment of  principal  or interest  hereunder  is a
Saturday,  Sunday or legal holiday,  then such payment shall be made an the next
succeeding business day.

         This Management  Note, as amended herein,  evidences a loan made by the
Company to the Management  Investor to facilitate the purchase by the Management
Investor of 6.6666667  shares of Common Stock, par value $0.10 per share, of the
Company (the "Shares," which term shall include any additional  shares of common
stock of the Company pledged pursuant to the Stock Pledge Agreement  referred to
below) in  accordance  with the terms of a certain  Stock and Option  Agreement,
dated as of August 10, 1997, by and among the  Management  Investor and Confetti
Acquisition,  Inc.,  which has been  merged  with and into the  Company (as such
agreement may be amended from time to time,  the "Stock and Option  Agreement"),
and this Management Note is the note referred to in Section 1(a)(i) of the Stock
and Option  Agreement.  This  Management  Note has been amended as of October 1,
1999 in connection with the termination of the Management  Investor's employment
agreement with the Company pursuant to the terms of a Separation Agreement dated
October 1, 1999 (the  "Separation  Agreement") and the execution of a Consulting
Agreement between the Company and the Management  Investor dated October 1, 1999
(the "Consulting  Agreement").  Capitalized  terms used herein and not otherwise
defined  shall  have the  meanings  ascribed  to them in the  Stock  and  Option
Agreement and the Consulting Agreement. Payment of the principal of, interest on
and all other  amounts  owing in  respect  of this  Management  Note is  secured
pursuant to the terms of a certain Stock Pledge  Agreement  dated as of December
19, 1997 between the Management  Investor and the Company (as such agreement may
be amended from time to time, the "Stock Pledge Agreement"),  reference to which
is made for a description of the Collateral  provided  thereby and the rights of
the  Company  and  the  holder  of  this  Management  Note  in  respect  of such
collateral.

         This Management Note shall be payable by the Management  Investor in an
amount equal to




<PAGE>



one-quarter of any bonus received by the Management Investor from the Company on
the  date of  receipt  of such  bonus,  on the  date of  receipt  of such  bonus
corresponding  to the 1998 calendar  year. An annual  installment  shall also be
payable, calculated as set forth above, from the bonus payable to the Management
Investor and referred to in the Separation Agreement.  Each of such installments
shall be applied first to all fees and expenses due the Company hereunder,  then
to the payment of accrued  interest under this Management  Note, and then to the
reduction of the outstanding  principal  amount due under this Management  Note.
All  remaining  principal  of,  accrued  and unpaid  interest  on, and all fees,
expenses and other amounts owing pursuant to the terms of this  Management  Note
will be due and payable on March 15, 2009.

         This  Management  Note is subject to the  following  further  terms and
conditions:

         SECTION 1. MANDATORY  PREPAYMENT ON SALE OF SHARES.  If at any time the
Management Investor (or any of the Management  Investor's permitted  transferees
referred  to in  clauses  (i) and (ii) of  Section  2.3.2  of the  Stockholders'
Agreement  (the  "Stockholders  Agreement"),  dated as of December 19, 1997,  as
amended  August 6, 1998 among the Management  Investor,  the Company and certain
other  stockholders of the Company (the "Permitted  Transferees"))  receives any
proceeds from the sale by the  Management  Investor (or by any of the Management
Investor's  Permitted  Transferees)  of Shares to anyone  including  a Permitted
Transferee, the Net Proceeds (as defined below in this Section 1) from such sale
of Shares shall be applied to the  prepayment  first of unpaid fees and expenses
owing  hereunder,  second to the accrued and unpaid interest hereon and third to
the unpaid principal hereof.

         The term "Net Proceeds" shall mean the total proceeds received from the
sale  of  Shares  by the  Management  Investor  and  the  Management  Investor's
Permitted Transferees,  minus an amount equal to (x) any federal, state or local
income taxes due and payable in connection with and upon the sale of such Shares
and (y) any brokerage  commissions or similar  transaction  expenses incurred by
reason of the sale of such Shares.

         The  right  of the  Management  Investor  (or  any  of  the  Management
Investor's Permitted Transferees) to receive proceeds upon the sale of Shares is
subject to the prior right of the Company (i) in the case of a sale of Shares to
the  Company,  in lieu of the  Company  paying the  proceeds of such sale to the
Management Investor or any of the Management  Investor's Permitted  Transferees,
to set off  against  this  Management  Note (or  apply as a  prepayment  of this
Management  Note) an amount  equal to the Net  Proceeds of such sale (but not to
exceed the total of all amounts  outstanding  pursuant to this Management Note),
or  (ii)  in  the  case  of a  sale  of  Shares  to  certain  other  transferees
(collectively,  the "Management Transfer Parties") permitted (or not prohibited)
under  Section 2.3 (other than  transfers  without  consideration  under clauses
(a)(i) and  (a)(ii) of Section  2.3.2  thereof),  2.4,  2.5 of the  Stockholders
Agreement,  in  lieu of any of  such  Management  Transfer  Parties  paying  the
purchase  price  therefor to the  Management  Investor or any of the  Management
Investor's Permitted Transferees,  to direct such Management Transfer Parties to
pay an amount  equal to the Net Proceeds of such sale to the Company (but not to
exceed the total of all amounts  outstanding  pursuant to this Management  Note)
which shall set off such amount against this Management Note.




                                      -2-
<PAGE>





         Concurrently with any prepayment  (including by set-off) of any portion
of the principal  amount of this  Management  Note pursuant to this Section 1 or
Section 2 hereof,  the Company shall make a notation of such payment hereon.  If
full payment of all unpaid  principal of, accrued and unpaid interest on and all
fees,  expenses and other amounts owing in respect of, this  Management  Note is
made, this Management Note shall be cancelled. Any partial prepayment (including
by reason of setoff)  shall be applied  first to unpaid fees and expenses  owing
hereunder,  second to accrued and unpaid interest hereon and third to the unpaid
principal hereof.

         If at any time, or from time to time, on or after the date hereof,  the
Management Investor or any of the Management  Investor's  Permitted  Transferees
shall receive or shall otherwise become entitled to receive from the Company any
cash  payments,  cash  dividends or other cash  distributions  in respect of the
Shares,  then,  and  in  each  case,  the  Management  Investor  and  any of the
Management Investor's Permitted Transferees shall, upon the receipt thereof, pay
to the Company an amount equal to the amount of each such  payment,  dividend or
other  cash  distribution  less an amount of cash  equal to the  product of such
payment,  dividend or other cash distribution multiplied by the maximum marginal
combined  United  States  federal,  state and local tax rate  applicable  to the
Management Investor,  and the Company shall apply such amount so received to the
prepayment  of fees and  expenses  owing under,  accrued  interest on and unpaid
principal of this Management Note in the manner set forth in the first paragraph
of this Section 1, and the Company  shall not be obligated to make any such cash
payment,  cash dividend or other cash distribution not theretofore made to which
the  Management  Investor  or  any  of  the  Management   Investor's   Permitted
Transferees  are otherwise  entitled in respect of their Shares and may, in lieu
thereof,  set off the amount of such cash  payment,  cash dividend or other cash
distribution  against  the  accrued  interest  on and unpaid  principal  of this
Management  Note in the manner set forth in the third  paragraph of this Section
1.

         In addition to the foregoing,  if the Management  Investor's Consulting
Agreement  is  terminated  for  "cause"  (as  defined  therein)  all  principal,
interest,  fees,  expenses  and  other  amounts  then  owing  pursuant  to  this
Management  Note shall  become due and  payable  immediately,  and  without  any
required  demand,  notice or action on the part of the Company or the holders of
this Management Note.

         SECTION 2. PAYMENT AND  PREPAYMENT.  All payments  and  prepayments  of
principal of and interest on this  Management  Note shall be made to the Company
or its order,  or to the legal holder of this  Management  Note or such holder's
order, in lawful money of the United States of America at the principal  offices
of the  Company (or at such other place as the holder  hereof  shall  notify the
Management  Investor in writing).  The  Management  Investor may, at its option,
prepay this Management Note in whole or in part at any time or from time to time
without  penalty or premium.  Any  prepayments  of any portion of the  principal
amount of this  Management  Note shall be  accompanied by payment of all accrued
but unpaid interest hereunder.  Upon final payment of principal of, interest on,
and all fees,  expenses and other amounts  owing in respect of, this  Management
Note, it shall be surrendered for cancellation.

         SECTION  3.  EVENTS  OF  DEFAULT.  Upon  the  occurrence  of any of the
following events ("Events




                                      -3-
<PAGE>



of Default"):

         (a)      failure  to  pay  any  principal  of  this  Management   Note,
                  including  any  prepayments  required  hereunder  or under the
                  Stock Pledge Agreement, when due;

         (b)      failure  to  pay  any   interest   due   (including   required
                  prepayments)  under this  Management Note and the Stock Pledge
                  Agreement, when due;

         (c)      failure  of  the   Management   Investor  or  the   Management
                  Investor's  Permitted  Transferees to perform such  Management
                  Investor's or the Management Investor's Permitted Transferees'
                  obligations under the Stock Pledge Agreement that shall remain
                  unremedied  for  fifteen  (15)  days  following  the date when
                  notice  of  such  failure  is  delivered  to  the   Management
                  Investor;

         (d)      the  failure  of  the  Management   Investor  to  perform  his
                  obligations   under  the  Separation   Agreement   and/or  the
                  Consulting Agreement, or the material breach of the Separation
                  Agreement  and/or the  Consulting  Agreement  which failure or
                  breach  remains  unremedied  for the  applicable  cure periods
                  provided for therein;

         (e)      the Management Investor's commencing a voluntary case or other
                  proceeding seeking liquidation, reorganization or other relief
                  with  respect  to him  or  his  debts  under  any  bankruptcy,
                  insolvency  or other similar law now or hereafter in effect or
                  seeking the  appointment of a trustee,  receiver,  liquidator,
                  custodian or other similar official of the Management Investor
                  or any substantial part of his property,  or consenting to any
                  such relief or to the  appointment of or taking  possession by
                  any such official in an involuntary  case or other  proceeding
                  commenced against him, or making a general  assignment for the
                  benefit of creditors, or failing generally to pay his debts as
                  they become due, or taking any action to authorize  any of the
                  foregoing; or

         (f)      commencement  of  an  involuntary  case  or  other  proceeding
                  against   the   Management   Investor   seeking   liquidation,
                  reorganization or other relief with respect to him or his debt
                  under any  bankruptcy,  insolvency or other similar law now or
                  hereafter in effect or seeking the  appointment  of a trustee,
                  receiver,  liquidator,  custodian or other similar official of
                  the  Management  Investor  or  any  substantial  part  of  his
                  property,  and  such  involuntary  case  or  other  proceeding
                  remaining  undismissed and unstayed for a period of sixty (60)
                  days;  or any order  for  relief  being  entered  against  the
                  Management  Investor under the federal  bankruptcy laws as now
                  or hereafter in effect;


         then,  and in any such event,  the holder of this  Management  Note may
declare,  by notice of  default  given to the  Management  Investor,  the entire
principal  amount  of this  Management  Note to be  forthwith  due and  payable,
whereupon the entire  principal  amount of this Management Note  outstanding and
any accrued and unpaid  interest  hereunder shall become due and payable without
presentment,  demand,  protest,  notice of  dishonor  and all other  demands and
notices  of any  kind,  all of which  are  hereby  expressly  waived;  provided,
however,  that in the case of any Event of Default  specified  in clauses (d) or
(e) above,  without any notice to the Management  Investor the entire  principal
amount of this Management Note and any accrued and unpaid interest thereon shall
become immediately due and payable without



                                      -4-
<PAGE>



presentment,  demand,  protest,  notice of  dishonor  and all other  demands and
notices  of any  kind,  all of  which  are  hereby  expressly  waived.  Upon the
occurrence  of an Event of Default,  the accrued and unpaid  interest  hereunder
shall  thereafter bear the same rate of interest as on the principal  hereunder,
but in no event shall  interest  be charged  that would  violate any  applicable
usury law. If an Event of Default shall occur hereunder, the Management Investor
shall,  subject to Section 4 hereof,  pay the costs and expenses of  collection,
including reasonable  attorneys' fees, incurred by the holder in the enforcement
hereof  and the  enforcement  of the rights  and  remedies  granted by the Stock
Pledge Agreement.

         No  delay or  failure  by the  holder  of this  Management  Note in the
exercise of any right or remedy shall constitute a waiver thereof, and no single
or partial  exercise by the holder hereof of any right or remedy shall  preclude
any other or future  exercise  thereof  or the  exercise  of any other  right or
remedy.

         SECTION  4.  FULL  RECOURSE.   In  addition  to  recourse  against  the
Collateral  (as such term is defined in the Stock Pledge  Agreement) as provided
in the Stock Pledge  Agreement,  recourse for the payment of the principal of or
interest  on this  Management  Note or for any  claim  based  hereon  (including
without limitation,  any fees, expenses, costs of collection or other amounts of
whatever nature) shall be had against the Management Investor,  his heirs, legal
representatives  or  assigns,  directly  or  indirectly,  by way of  set-off  or
otherwise; all such liability being, by the acceptance hereof and as part of the
consideration for the issue hereof, expressly acknowledged and affirmed.

         SECTION 5.  MISCELLANEOUS.

         (a) The  provisions  of this  Management  Note shall be governed by and
construed in accordance  with the laws of the State of New York,  without regard
to the principles of conflicts of law thereof.

         (b) All notices and other communications  hereunder shall be in writing
and will be deemed to have been duly given if delivered or mailed in  accordance
with the Stock and Option Agreement.

         (c) The headings  contained in this  Management  Note are for reference
purposes only and shall not affect in any way the meaning or  interpretation  of
the provisions hereof.

         (d) References in this Management Note to the Company shall include any
successor to the Company and/or any subsequent  holder of this Management  Note,
as appropriate.



                                      -5-
<PAGE>





         IN WITNESS WHEREOF,  the parties have executed this Agreement as of the
date first above written.

                                                  AMSCAN HOLDINGS, INC.


                                                  By: /s/ JAMES M. HARRISON
                                                     --------------------------
                                                     Name:
                                                     Title:


                                                  MANAGEMENT INVESTOR


                                                  By: /s/ WILLIAM S. WILKEY
                                                     --------------------------
                                                     Name:
                                                     Title:



WITNESS:


--------------------------
Name:
Address:





                                      -6-
<PAGE>



<TABLE>
<CAPTION>

                                   Schedule 1



                         Principal
     Date of             Amount of            Amount of            Date of              Notation
    Borrowing            Borrowing            Repayment           Repayment             Made By
-----------------    -----------------    ----------------    ------------------    -----------------
<S>                    <C>
Dec. 19, 1997          $  500,000.00



</TABLE>