UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-K/A

(Mark One)
               [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
                   For the fiscal year ended February 26, 2000

                                       OR

             [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
                    For the transition period from ___ to ___


                         Commission file number 0-15817


                             THE TOPPS COMPANY, INC.
             (Exact name of registrant as specified in its charter)


          Delaware                                     11-2849283
(State or other jurisdiction of                    (I.R.S. Employer
 incorporation or organization)                   Identification No.)


One Whitehall Street, New York, NY                        10004
(Address of principal executive offices)               (Zip Code)


                                 (212) 376-0300
              (Registrant's telephone number, including area code)


           Securities registered pursuant to Section 12(b) of the Act:
                                 Not Applicable


           Securities registered pursuant to Section 12(g) of the Act:
                           Common Stock par value $.01
                                (Title of class)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.   Yes X  No __.

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of regulation  S-K is not contained  herein,  and will not be contained,  to the
best  of  the  registrant's   knowledge,  in  definitive  proxy  or  information
statements  incorporated  by  reference  in Part III of this Form  10-K/A or any
amendment to this Form 10-K/A. [ X ]

The aggregate market value of Common Stock held by  non-affiliates as of May 22,
2000 was approximately $387,000,000.

The  number  of  outstanding  shares  of  Common  Stock  as of May 22,  2000 was
45,373,233.


     Documents incorporated by reference                              Part
     -----------------------------------                              ----

Annual Report to Stockholders for the Year Ended February 26, 2000    I,II,IV
Proxy Statement for the 2000 Annual Meeting of Stockholders             III


<PAGE>

                                     PART II



ITEM 5. MARKET FOR COMPANY'S COMMON STOCK AND RELATED STOCKHOLDER MATTERS

     Reference  is made to the data  appearing  on page 31 of the Annual  Report
under the heading "Market and Dividend Information" which is hereby incorporated
by reference.


ITEM 6. SELECTED CONSOLIDATED FINANCIAL DATA

     Reference  is made to the data  appearing  on page 32 of the Annual  Report
under  the  heading  "Selected  Consolidated  Financial  Data"  which is  hereby
incorporated by reference.


ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
        AND RESULTS OF OPERATIONS

     Reference is made to the data appearing on pages 7 through 10 of the Annual
Report  under the heading  "Management's  Discussion  and  Analysis of Financial
Condition and Results of Operations" which is hereby incorporated by reference.


ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

     Reference  is made to the data  appearing on pages 11 through 29 and to the
Report of  Independent  Public  Accountants  appearing  on page 30 of the Annual
Report which are hereby incorporated by reference.

     This 10K/A is being  filed to amend and  restate  the Annual  Report in its
entirety.   See    February  26,  2000   Footnote  14, Contributed   Margin  for
Confectionery and Entertainment Products.


ITEM 9. CHANGES IN  ACCOUNTANTS  AND  DISAGREEMENTS  ON ACCOUNTING AND FINANCIAL
        DISCLOSURE

          None.





<PAGE>

                          INDEPENDENT AUDITORS' REPORT
                  ON CONSOLIDATED FINANCIAL STATEMENT SCHEDULE


The Topps Company, Inc:

     We have audited the consolidated balance sheets of The Topps Company,  Inc.
and  Subsidiaries  as of February 26, 2000 and February 27, 1999 and the related
consolidated  statements of operations,  stockholders' equity and cash flows for
each of the three years in the period ended  February 26, 2000,  and have issued
our report thereon dated May 31, 2000; such consolidated  financial statements
and report are  included  in your 2000  Annual  Report to  Stockholders  and are
incorporated  herein by  reference.  Our audits also  included the  consolidated
financial statement schedule of The Topps Company,  Inc. and Subsidiaries listed
in Item 14. This consolidated financial statement schedule is the responsibility
of the Company's  management.  Our responsibility is to express an opinion based
on our audits. In our opinion,  such consolidated  financial statement schedule,
when considered in relation to the basic financial  statements taken as a whole,
present fairly in all material respects the information set forth therein.


Deloitte & Touche LLP
New York, New York
May 31, 2000



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