AMENDMENT TO EMPLOYMENT AGREEMENT

Exhibit 10.2

AMENDMENT

TO

EMPLOYMENT AGREEMENT

THIS AMENDMENT TO EMPLOYMENT AGREEMENT (the “Amendment”) is made May 24, 2007, by and between Valassis Communications, Inc. (the “Corporation”) and William F. Hogg Jr. (the “Executive”).

WHEREAS, the Corporation and the Executive entered into that certain Employment Agreement effective as of March 18, 1992, as amended on December 22, 1995, January 20, 1997, December 23, 1998, January 5, 2001, January 11, 2002, July 8, 2002, January 10, 2005 and January 17, 2006 (as so amended, the “Employment Agreement”); and

WHEREAS, the Corporation and the Executive desire to amend the Employment Agreement as provided herein.

NOW, THEREFORE, for good and valuable consideration, the sufficiency of which is acknowledged, the parties hereto agree as follows:

“The Employment Period shall commence as of March 18, 1992 (the ‘Effective Date’) and shall continue until the close of business on January 1, 2010.”

“(h). Supplemental Retirement Benefits.

‘Beneficiary’ means, on the date of the Executive’s death: (a) the Executive’s spouse; (b) and if no spouse, then the Executive’s natural and adopted children per stirpes, and (c) and if no spouse, children, or issue, then the Executive’s estate.

‘Change in Control’ means the occurrence of any of the following events, as a result of one transaction or a series of transactions:

(A) the date any one “person” (as that term is used in Sections 13(d) and 14(d) of the Securities Exchange Act of 1934, as amended, other than the Company), or more than one person acting as a group, acquires (or has acquired during the 12-month period ending on the date of the most recent acquisition by such person(s)) ownership of stock of the Corporation possessing 30 percent or more of the total voting power of the stock of the Corporation;

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(B) the date a majority of the members of the Corporation’s Board of Directors is replaced during any 12-month period by directors whose appointment or election is not endorsed by a majority of the Corporation’s Board of Directors before the date of the appointment or election; or

(C) the date any one person, or more than one person acting as a group, acquires ownership of stock of the Corporation that, together with stock held by such person or group, constitutes more than 50 percent of the fair market value or total voting power of the stock of the Corporation; or

(D) the date one person, or more than one person acting as a group, acquires (or has acquired during the 12-month period ending on the date of the most recent acquisition by such person(s)) all or a substantial portion of the Corporation’s assets if such assets have a total gross fair market value equal to or more than 40 percent of the total gross fair market value of all of the assets of the Corporation immediately before such acquisition(s).

‘Credited Service’ means the sum of the following:

(A) the Executive’s last continuous period of employment with the Corporation and any of its affiliates; and

(B) such other period or periods of employment with the Corporation and its affiliates (and any predecessor thereto) as are designated as Credited Service by the Corporation in writing.

The Executive’s Credited Service will include all completed years and months of Credited Service, any additional Credit Service in excess of a completed month will be counted as a full month of Credited Service, and if the Executive’s number of months of Credited Service (in excess of full years of Credited Service) is more than six, that number of whole months will be rounded up to one full year of Credited Service.

‘Earnings’ means, during any period of Credited Service, the Executive’s base pay, exclusive of any bonuses, commissions or other compensation of any kind. For any year, if the Executive makes a deferral election relating to his base pay under a plan of the Corporation, the amount deferred pursuant to the election will be counted as base pay for that year under this Supplemental Benefit.

‘Final Average Earnings’ means the annual average of the Executive’s Earnings for the 36-month period ending on the earliest of the date of the Executive’s employment termination (including as a result of Retirement) or death. Such average is computed by dividing the total of the Executive’s Earnings for the applicable 36-month period by three (3). If the Executive’s total period of employment is less than 36 months, the Executive’s Earnings during his period of employment will be divided by the number of years (and any fraction of a year) for which he had Earnings.

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‘Retirement’ means a termination of the Executive’s employment after he attains age 65 (or such earlier age as the Board may determine, in its sole discretion, qualifies as ‘Retirement’) other than as a result of the Executive’s Disability or a termination of the Executive’s employment for ‘Cause’ (as defined herein in Section 4(b)).

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“provided, however, that to the extent necessary to comply with the requirements of Section 409A of the Code, if the Executive is a ‘specified employee’ (as defined in Section 3(h) above) at the time of such termination, the initial payments shall not be made before the date which is six (6) months after the date of the Executive’s termination of employment (or, if earlier, the date of his death). Any payments that are delayed on account of the first sentence of this paragraph will be paid in full within 30 days after the end of the six (6) month period described in the first sentence, with the remaining payments being made on the schedule provided above;”

“If the Corporation reimburses the Executive for the amount of any such benefit, such reimbursement shall be made on or before the last day of the Executive’s taxable year following the taxable year in which the expense was incurred. In no event shall the amount that the Corporation pays for any such benefit in any one year affect the amount that it will pay in any other year and in no event shall the benefits described in this paragraph be subject to liquidation or exchange.”

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“The foregoing provisions of this Section 8(b) shall be extended at the option of VCI” and replacing them with the following:

“The Corporation, at its sole option and in its sole discretion, may choose to subject the Executive to additional non-competition and non-solicitation restrictions.”

“In the event of a material breach or threatened material breach of Section 8(b), the Corporation shall cease making payments of any severance amounts or other benefits required under Section 5(a) herein to the Executive.”

IN WITNESS WHEREOF, the Executive and the Corporation have caused this Agreement to be executed as of the day and year first written above.

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