AGREEMENT

AGREEMENT, dated as of December 30, 2008 (this "Agreement"), by and among American Greetings Corporation, an Ohio corporation ("Parent"), Lake shore Trading Company, a Delaware limited liability company and an indirect wholly owned Subsidiary of Parent ("Purchaser"), RPG Holdings, Inc., a Delaware corporation (the "Company"), and Recycled Paper Greetings, Inc., an Illinois corporation and a wholly owned Subsidiary of the Company ("Opco" and, together with the Company and its or Opco's other Subsidiaries, collectively, the "Debtors").

WITNESSETH:

WHEREAS, Debtors are engaged in the business of manufacturing, marketing and distributing greeting cards (the "Business");

WHEREAS, the Company and Opco have determined that this Agreement and the transactions contemplated hereby are in their respective best interests;

WHEREAS, the Debtors propose to file voluntary petitions for relief under Chapter 11 of the United States Code, 11 U.S. C.§§ 101, et seq. (the "Bankruptcy Code"), on the date identified on the signature page to this Agreement as the " Petition Date" (the "Petition Date") in the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court" and such proceedings, collectively, the "Bankruptcy Case") and, simultaneously therewith, file (i) motions seeking Bankruptcy Court approval of this Agreement, the payment of the Break-Up Fee (as defined below) pursuant to this Agreement and the DIP Loan Agreement (as defined below) and (ii) a plan of reorganization in the form attached hereto as Exhibit A (as it may be amended from time to time consistent with this Agreement, the "Plan") and a disclosure statement (the " Disclosure Statement") in substantially the form attached hereto as Exhibit B; and

WHEREAS, in connection with the foregoing, holders of Opco's First-Lien Debt (as defined below) (the "First-Lien Debt holders") and Second-Lien Debt (as defined below) (the "Second-Lien Debt holders") have delivered the Undertaking attached hereto as Exhibit C.

NOW, THEREFORE, in consideration of the premises and the mutual covenants and agreements hereinafter contained, and intending to be bound hereby, the parties hereby agree as follows:

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