PARTY CITY CORP
DESCRIPTION OF ORAL CONSULTING AGREEMENT
<DOCUMENT>
<TYPE>EX-10.10
<SEQUENCE>3
<FILENAME>y45339ex10-10.txt
<DESCRIPTION>DESCRIPTION OF ORAL CONSULTING AGREEMENT
<TEXT>

<PAGE>   1

                                                                   EXHIBIT 10.10

                DESCRIPTION OF ORAL CONSULTING AGREEMENT BETWEEN

                          THE COMPANY AND RALPH DILLON

                The Company is party to an oral consulting agreement with Ralph
Dillon, Chairman of the Board of Directors of the Company. Pursuant to this
agreement, Mr. Dillon advises and consults with the Company with respect to
strategic planning, general operations and merchandising programs. In exchange
for such services the Company pays Mr. Dillon a consulting fee of $10,000 per
month.

</TEXT>
</DOCUMENT>
