EMPLOYMENT AGREEMENT

Exhibit 10.23

EMPLOYMENT AGREEMENT

This EMPLOYMENT AGREEMENT is made and entered into as of the first day

of January, 2007, by and between The Topps Company, Inc., a Delaware corporation (the

"Company"), and Scott A. Silverstein ("Executive").

WHEREAS, the Company desires to continue to employ Executive and to enter into an agreement embodying the terms of such continued employment (this " Agreement" ) and Executive desires to enter into this Agreement and to continue such employment, subject to the terms and provisions of this Agreement.

NOW, THEREFORE, in consideration of the promises and mutual covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which are mutually acknowledged, the Company and Executive hereby agree as follows:

Section 1.    Definitions.

1. " Accrued Obligations " shall mean (i) all accrued but unpaid Base Salary through the date of termination of Executive's employment hereunder; (ii) any unpaid or unreimbursed expenses incurred in accordance with Company policy, including amounts due under Section 6 hereof to the extent incurred prior to termination of employment; (iii) any benefits provided under the Company's employee benefit plans upon a termination of employment, in accordance with the terms therein; (iv) rights to indemnification by virtue of Executive's position as an officer or director of the Company or its subsidiaries and the benefits under any directors' and officers' liability insurance policy maintained by the Company, in accordance with its terms thereof; and, (v) payment for accrued but unused vacation days.
2. " Affiliate " shall mean, as to any Person, any other Person that controls, is controlled by, or is under common control with, such Person.
3. " Annual Bonus " shall have the meaning set forth in Section 4(b) below.
4. " Annual Bonus Stock " shall have the meaning set forth in Section 4(b)(ii) below.
5. " Average Annual Bonus " shall mean the average of his Annual Bonus, if any (i.e., whether or not any such bonus was earned), in each of the preceding three (3) fiscal years prior to the fiscal year in which a termination of employment occurs.
6. " Base Salary " shall mean the salary, and any increase thereof, provided for in Section 4(a) below.
7. " Board " shall mean the Board of Directors of the Company.

8. " Cause " shall mean Executive has (i) refused or repeatedly failed to perform the duties assigned to him; (ii) engaged in a willful or intentional act that has the effect of injuring the reputation or business of the Company in any material respect; (iii) continually or repeatedly been absent from the Company, unless due to serious illness or disability; (iv) used illegal drugs or been impaired due to other substances; (v) the plea of guilty or nolo contendere to, or conviction for, the commission of a felony offense by Executive; provided , however , that after indictment, the Company may suspend Executive from the rendition of services, but without limiting or modifying in any other way the Company's obligations under this Agreement; (vi) committed an act of gross misconduct, fraud, embezzlement or theft against the Company; (vii) engaged in any act of such extreme nature that the Company determines to be grounds for immediate dismissal, including, but not limited to harassment of any nature; or (viii) violated a material company policy; provided , however , that following a Change in Control, a termination for Cause pursuant to clause (i) shall only be permitted if Executive's refusal or repeated failure to perform the duties assigned to him was willful and deliberate on Executive's part or committed in bad faith or without reasonable belief that such refusal or failure was in the best interests of the Company. The determination of whether any conduct, action or failure to act on the part of any Executive constitutes Cause shall be made by the Board; provided, that, prior to any determination by the Board, the Executive shall be given the opportunity to meet with the Board, with the assistance of counsel, to show that Cause does not exist.
9. " Change in Contro l" shall have the meaning assigned to it in the Company's 2001 Stock Incentive Plan.
10. " Change in Control Termination " shall have the meaning set forth in Section 7(d)(ii) below.
11. " Code " shall mean the Internal Revenue Code of 1986, as amended.
12. " Company " except as otherwise expressly set forth herein, shall have the meaning set forth in the preamble hereto.
13. " Disability " shall mean shall mean Executive's absence from his duties with the Company on a full-time basis for at least 180 consecutive days as a result of Executive's incapacity due to physical or mental illness with or without reasonable accommodation.
14. " Effective Date " shall mean July 1, 2006.
15. " Equity Agreements " shall have the meaning set forth in Section 7(b)(iv) below.
16. " Executive " shall have the meaning set forth in the preamble hereto.
17. " Good Reason " shall mean the occurrence of any of the following events, without Executive's express written consent:

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18. 1. the assignment to Executive of any duties which (A) constitute a material adverse change in Executive's position(s), duties or responsibilities or (B) are not commensurate with Executive's position as set forth in Section 3(a) hereof; provided, however , that the fact that Executive's duties following a Change in Control are owed to a Successor or an affiliate of a Successor shall not in and of itself constitute a material adverse change in Executive's position(s), duties or responsibilities;
    2. any reduction in Executive's Base Salary or Annual Bonus opportunity;
    3. any relocation of the Company's principle executive offices that results in Executive being based more than fifty (50) miles from his current primary residence as of the Effective Date; or,
    4. the failure of the Successor to (A) continue in effect any employee benefit plan or compensation plan in which Executive and Executive's eligible dependants are participating immediately prior to a Change in Control, unless Executive is permitted to participate in other plans providing Executive with substantially equivalent benefits in the aggregate or (B) provide Executive with paid vacation in accordance with the plans, practices, programs and policies of the Company and its affiliated companies in effect for Executive immediately prior to a Change in Control or as in effect generally at any time thereafter with respect to other peer executives of the Company.
19. " Non-Change in Control Termination " shall have the meaning set forth in Section 7(d)(i) below.
20. " Non-Renewal Notice " shall mean any timely notice given in accordance with Section 2 hereof (A) by the Company or its Successor to Executive of its intention (i) not to extend the Term of Employment or (ii) to extend the Term of Employment on terms and conditions that are not at least as favorable as the terms and conditions set forth in this Agreement, or (B) by Executive to the Company or its Successor of Executive's intention not to extend the Term of Employment, as applicable.
21. " Person " shall mean any individual, corporation, partnership, limited liability company, joint venture, association, joint-stock company, trust (charitable or non-charitable), unincorporated organization or other form of business entity.
22. " Restricted Period " shall mean the period commencing on the Effective Date and ending on the (i) twelve (12) month anniversary of Executive's termination of employment, in the case of a Non-Change in Control Termination that does not follow a Non-Renewal Notice, (ii) nine (9) month anniversary of Executive's termination of employment, in the case of a Non- Change in Control Termination that follows a Non-Renewal Notice, or (iii) six (6) month anniversary of Executive's termination of employment, in the case of any Change in Control Termination.
23. " Severance Plan " shall mean The Topps Company, Inc. Executive Severance Plan, amended and restated as of June 30, 2005.

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23. " Severance Term " shall mean the (i) eighteen (18) month period following the date of Executive's termination of employment hereunder, in the case of any Change in Control Termination, or in the case of a Non-Change in Control Termination that does not result from a Non-Renewal Notice, or (ii) twelve (12) month period following the date of Executive's termination of employment, in the case of a Non-Change in Control Termination that does result from a Non-Renewal Notice.
24. " Successor " shall mean the Company's successor in interest or other entity acquiring control of the Company or its assets as a result of a Change in Control.
25. " Successor Compensation Committee " shall mean the Compensation Committee of the Board of Directors of the Successor; provided, however , that if the Successor does not have a Compensation Committee, "Successor Compensation Committee" shall refer to such entity's full Board of Directors or similar governing body.
26. " Term of Employment " shall mean the period specified in Section 2 below.
27. " Total Payments " shall mean any payment or benefit received or to be received by the Executive, whether pursuant to the terms of this Agreement or any other plan, arrangement or agreement, including any such payment or benefit received or to be received in connection with (A) a Change in Control, (B) the termination of the Executive's employment with the Company, or (C) the vesting or acceleration of vesting of any stock option or other form of equity or non-equity based compensation.

Section 2.    Acceptance and Term of Employment.

The Company agrees to continue to employ Executive and Executive agrees to continue to serve the Company on the terms and conditions set forth herein. The Term of Employment shall commence on the Effective Date and shall continue for a period of three years from such date, unless Executive is earlier terminated pursuant to Section 7 hereof; provided, however , that the Term of Employment shall automatically be extended without further action of either party for successive additional periods of one year, unless a Non-Renewal Notice has been given by either party to the other party at least ninety (90) days prior to the expiration of the then effective Term of Employment (the "Expiration Date"). Notwithstanding anything contained herein to the contrary, unless Executive and the Company have agreed to extend the Term of Employment on different terms prior to the Expiration Date, any such Non-Renewal Notice given by the Company shall be treated as a termination by the Company without Cause, effective as of the Expiration Date, and Executive shall be entitled to the applicable benefits set forth in Section 7(d)(i) or (ii) below, and any such Non-Renewal Notice given by Executive shall be treated as a termination by Executive without Good Reason, effective as of the Expiration Date, and Executive shall be entitled to the benefits set forth in Section 7(f) below.

Section 3.    Position, Duties and Responsibilities; Place of Performance.

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1. During the Term of Employment, Executive shall be employed and serve as the President and Chief Operating Officer of the Company (together with such other position or positions consistent with Executive's title as the Board shall specify from time to time) and shall have such duties typically associated with such title. Subject to the foregoing, Executive also agrees to serve as an officer and/or director of the Company or any parent or subsidiary of the Company, as specified by the Board, in each case without additional compensation.
2. Subject to the terms and conditions set forth in this Agreement, Executive shall devote his full business time, attention, and efforts to the performance of his duties under this Agreement and shall not engage in any other business or occupation during the Term of Employment, including, without limitation, any activity that (x) conflicts with the interests of the Company or its subsidiaries, (y) interferes with the proper and efficient performance of his duties for the Company, or (z) interferes with the exercise of his judgment in the Company's best interests. Notwithstanding the foregoing, nothing herein shall preclude Executive from (i) serving, with the prior written consent of the Board, as a member of the board of directors or advisory boards (or their equivalents in the case of a non-corporate entity) of non-competing businesses and charitable organizations, (ii) engaging in charitable activities and community affairs, and (iii) subject to the terms and conditions set forth in Section 8 hereof, managing his personal investments and affairs; provided, however , that the activities set out in clauses (i), (ii) and (iii) shall be limited by Executive so as not to materially interfere, individually or in the aggregate, with the performance of his duties and responsibilities hereunder.
3. Executive's principal place of employment shall be at the Company's headquarters in New York, New York, although Executive understands and agrees that he may be required to travel from time to time in the connection with his performance of duties hereunder.

Section 4.    Compensation. During the Term of Employment, Executive shall be entitled to the following compensation:

1. Base Salary . Executive shall be paid an annualized Base Salary, payable in accordance with the regular payroll practices of the Company, of not less than $420,000, subject to increase, if any, as may be approved in writing by the Board, but not to decrease from the then current Base Salary. Executive's Base Salary shall be reviewed annually by the Compensation Committee of the Board (the "Committee") for increase, but any such increase shall be in the sole discretion of the Committee.
2. Annual Bonus . Executive shall be eligible to receive a performance bonus (the " Annual Bonus" ) for each fiscal year during the Term of Employment under the terms and conditions of the Company's annual bonus plan established for the Company's employees for such fiscal year. The target Annual Bonus opportunity for any year shall be equal to forty-five percent (45%) of Base Salary, or such higher percentage of Base Salary, not exceeding ninety percent (90%), as is set from time to time by the Compensation Committee in its reasonable discretion, after considering the target bonus levels set for the Company's other senior executive officers below the level of Chief Executive Officer (the "Target Bonus"). The actual amount of the Executive's Annual Bonus for each year shall be determined by the Compensation Committee in good faith on the basis of actual performance against performance criteria established in accordance with the Company's annual bonus plan and otherwise generally applicable to the Company's other senior executives. The actual amount of the Annual Bonus may be higher or lower than the Executive's Target Bonus and shall be payable as follows:

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3. 1. with respect to eighty percent (80%) of the Annual Bonus, in cash, payable at the same time as bonuses are paid to the Company's other senior executives, but in no event later than the date which is two and one-half (2 1/2 ) months following the end of the fiscal year to which such Annual Bonus relates (the "Bonus Payment Date"); and,
   2. with respect to twenty percent (20%) of the Annual Bonus in shares of "Restricted Stock" (as defined in the Company's 2001 Stock Incentive Plan) pursuant to the terms and conditions set forth in such plan and a restricted stock agreement, such that the number of shares of Restricted Stock granted to Executive multiplied by the "Fair Market Value" (as defined in the Company's 2001 Stock Incentive Plan) of each share of Restricted Stock on the Bonus Payment Date equals twenty percent (20%) of the Annual Bonus ("Annual Bonus Stock").

The Board and/or the Committee shall make all determinations regarding the Annual Bonus in good faith, and such determinations shall be final and binding.

Section 5.    Executive Benefits.

During the Term of Employment, Executive shall continue to receive the perquisites and benefits he was receiving prior to the Effective Date, including a car allowance of not less than $8,000 per calendar year (or such higher amount provided to other senior executives of the Company), paid quarterly and participation in the officers' medical plan, and shall be entitled to participate in health, insurance, retirement and other perquisites and benefits consistent with, but in no event less than, the perquisites and benefits provided to other senior executives of the Company that are made available from time to time. Executive shall also be entitled to the same number of holidays, vacation and sick days as are generally allowed to senior executives of the Company in accordance with Company policies in effect from time to time.

Section 6.    Reimbursement of Business Expenses .

Executive is authorized to incur reasonable business expenses in carrying out his duties and responsibilities under this Agreement and the Company shall promptly reimburse him for all such reasonable business expenses incurred in connection with carrying out the business of the Company, subject to documentation in accordance with the Company's policy, as in effect from time to time. Notwithstanding any provision contained herein to the contrary, the Executive shall be entitled to fly business or first class and receive reimbursement from the Company for such costs in the event that the Executive's airplane travel on Company business involves a transcontinental flight within the United States or a flight outside of the United States. In addition, the Company shall reimburse the actual reasonable and customary attorney's fees and disbursements incurred by the Executive with respect to the review and negotiation of this Agreement, not to exceed an amount equal to $8,000.00.

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Section 7.    Termination of Employment .

1. General . The Term of Employment shall terminate upon the earliest to occur of (i) Executive's death, (ii) a termination by reason of a Disability, (iii) a termination by the Company with or without Cause, or (iv) a termination by Executive with or without Good Reason. Upon any termination of Executive's employment for any reason, except as may otherwise be requested by the Company in writing and agreed upon in writing by Executive, Executive shall resign from any and all directorships, committee memberships or any other positions Executive holds with the Company or any of its subsidiaries or Affiliates.
2. Termination due to Death or Disability . Executive's employment shall terminate automatically upon his death. The Company may terminate Executive's employment at any time on or after the date that Executive's incapacity has continued for a period that satisfies the requirements of a Disability, such termination to be effective upon Executive's receipt of written notice of such termination. In the event Executive's employment is terminated due to his death or Disability, Executive or his estate or his beneficiaries, as the case may be, shall be entitled to:
3. 1. the Accrued Obligations;
   2. any unpaid Annual Bonus in respect to any completed fiscal year which has ended prior to the date of such termination, such amount to be paid at the same time it would otherwise be paid to Executive had no such termination occurred;
   3. a pro rata Annual Bonus (determined using the Annual Bonus paid or payable for the immediately prior fiscal year) based on the number of days elapsed from the commencement of the fiscal year in which the termination occurs through and including the date of such termination, such amount to be paid within five (5) business days of such termination;
   4. vesting in all options, shares of restricted stock or other equity compensation held by the Executive in accordance with the plans and grant agreements governing the terms and conditions of such options, shares of restricted stock and other equity compensation held by the Executive (collectively, the "Equity Agreements"); provided , however , that, notwithstanding anything contained herein, or in any Equity Agreement, to the contrary, any outstanding shares of Annual Bonus Stock, whether issued pursuant to Section 4(b)(ii) above, or issued as part of the Company's annual bonus plan prior to the date hereof, shall become fully vested and exercisable, and all restrictions on such shares of Annual Bonus Stock shall lapse; and,
   5. continuation of the health benefits provided to Executive and his covered dependants, as applicable under the Company's health plans in effect as of the date of termination, in accordance with the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended ("COBRA"), at the expense of the Executive, or his estate or beneficiaries, as the case may be.

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3. Except as set forth in this Section 7(b), following Executive's termination by reason of his death or Disability, Executive shall have no further rights to any compensation or any other benefits under this Agreement.

4. Termination by the Company for Cause .
5. 1. A termination for Cause shall not take effect unless the provisions of this subsection (i) are complied with. Executive shall be given not less than fifteen (15) days written notice by the Board of its intention to terminate his employment for Cause, such notice to state in detail the particular act or acts or failure or failures to act that constitute the grounds on which the proposed termination for Cause is based. Executive shall have fifteen (15) days after the date that such written notice has been given to Executive in which to cure such act or acts or failure or failures to act, to the extent such cure is possible. If he fails to cure such act or acts or failure or failures to act, the termination shall be effective on the date immediately following the expiration of the fifteen (15) day notice period. If cure is not possible, the termination shall be effective on the date of receipt of such notice by Executive. During any cure period provided hereunder, the Board may, in its sole and absolute discretion, prohibit Executive from entering the premises of the Company (or any subsidiary thereof) or otherwise performing his duties hereunder, and any such prohibition shall in no event constitute an event pursuant to which Executive may terminate employment with Good Reason.
   2. In the event the Company terminates Executive's employment for Cause, he shall be entitled only to the Accrued Obligations. Following such termination of Executive's employment for Cause, except as set forth in this Section 7(c)(ii), Executive shall have no further rights to any compensation or any other benefits under this Agreement.
6. Termination by the Company without Cause or by Executive with Good Reason . The Company may terminate Executive's employment at any time without Cause, effective upon Executive's receipt of written notice of such termination. Executive may terminate his employment with Good Reason by providing the Company fifteen (15) days' written notice setting forth with reasonable specificity the event that constitutes Good Reason, which written notice, to be effective, must be provided to the Company within sixty (60) days of the occurrence of such event. During such fifteen (15) day notice period, the Company shall have a cure right (if curable), and if not cured within such period, Executive's termination will be effective upon the date immediately following the expiration of the fifteen (15) day notice period.
7. 1. Non-Change in Control Termination . In the event (x) Executive's employment is terminated by the Company without Cause (other than due to death or Disability) or Executive terminates his employment with Good Reason, and, in either case, such termination is prior to, and not in connection with or within two years after, a Change in Control, or (y) the Company gives a Non- Renewal Notice prior to, and not in connection with or within two years after, a Change in Control, and the then current Term of Employment has expired following such notification (either of which shall be referred to as a "Non-Change in Control Termination"), Executive shall be entitled to:

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      1. the Accrued Obligations;
      2. any unpaid Annual Bonus in respect to any completed fiscal year which has ended prior to the date of such termination, such amount to be paid at the same time it would otherwise be paid to Executive had no such termination occurred;
      3. a pro-rata portion of the Annual Bonus for the then current fiscal year based on the Annual Bonus that would have been paid to Executive if his employment had continued, and based on the number of days elapsed from the commencement of the fiscal year in which the termination occurs through and including the effective date of such termination, such amount to be determined and paid, in cash, at the same time it would otherwise be determined and paid had no such termination occurred, provided , however , that, notwithstanding the above, in the event the effective date of Executive's termination of employment occurs prior to the six month anniversary of the commencement of the then current fiscal year, such pro-rata portion of the Annual Bonus shall not be paid;
      4. an amount equal to:
      5. 1. in the case of a termination that does not follow a Non-Renewal Notice, one and one-half (1-1/2) times the sum of (A) his then current Base Salary and (B) the Average Annual Bonus; or
         2. in the case of a termination that follows a Non-Renewal Notice, one (1) times the sum of (A) his then current Base Salary and (B) the Average Annual Bonus,

         such amount to be payable over the Severance Term, and in accordance with the Company's regular payroll practices, commencing as soon as permitted under section 409A of the Code; and,

      6. continuation, during the Severance Term, of the health benefits provided to Executive and his covered dependants under the Company's health plans in effect as of the date of such termination, in accordance with COBRA, it being understood and agreed that (A) the Company shall pay the total cost of such health benefits so long as Executive timely elects, and remains eligible, to receive such continuation coverage pursuant to COBRA, plus the difference between what the insurance plan pays and the provider charges, except that no such differential shall be paid with respect to "Prescription Drugs," "Experimental Procedures," "Cosmetic Procedures," "Athletic Aids" and some forms of "Alternative Medicine" (Executive to inquire before having the service) (as such terms are defined in the Blue Care PPO Plan (Group 052024)

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         of Blue Cross of Northeastern PA and as amended from time to time by Blue Cross of Northeastern PA or succeeding providers of the Company's medical insurance), and (B) notwithstanding the foregoing, the Company's obligation to provide such continuation of benefits and additional coverage shall terminate prior to the expiration of the Severance Term in the event that Executive is no longer eligible to receive such benefits under COBRA; and,

      7. vesting in all options, shares of restricted stock or other equity compensation held by the Executive in accordance with the Equity Agreements; provided , however , that, notwithstanding anything contained herein, or in any Equity Agreement, to the contrary, any outstanding shares of Annual Bonus Stock, whether issued pursuant to Section 4(b)(ii) above, or issued as part of the Company's annual bonus plan prior to the date hereof, shall become fully vested and exercisable, and all restrictions on such shares of Annual Bonus Stock shall lapse.

      Notwithstanding the foregoing, the payments and benefits described in subsections (B), (C) and (D) above shall immediately cease, and the Company sha