Exhibit 10.5(g)

                                   AMENDMENT
                                      TO
                             EMPLOYMENT AGREEMENT


       THIS AMENDMENT TO EMPLOYMENT AGREEMENT (the "Amendment") is made December
21, 2000 by and between Valassis Communications, Inc. (the "Corporation") and
Richard P. Herpich (the "Executive").

       WHEREAS, the Corporation and the Executive entered into that certain
Employment Agreement effective as of January 17, 1994, as amended June 30, 1994,
December 19, 1995, February 18, 1997, December 30, 1997, December 15, 1998 and
January 4, 2000 (the "Employment Agreement"); and

       WHEREAS, the Corporation and the Executive desire to amend the Employment
Agreement to reflect an increase in the Executive's Annual Base Salary.

       NOW THEREFORE, in consideration of the above recitals, the parties hereto
agree as set forth below.

       1.  The first sentence of Section 3(a) of the Employment Agreement shall
be amended to read as follows:

           "The Executive's Annual Base Salary ("Annual Base Salary"), payable
       on a biweekly basis, shall be at the annual rate of not less than
       $275,000 effective
       January 1, 2001."

       2.  All other terms of the Employment Agreement shall remain in full
force and effect.

       3.  This instrument, together with the Employment Agreement, contains the
entire agreement of the parties with respect to the subject matter hereof.

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


                                    /s/ Valassis Communications, Inc.
                                    ---------------------------------

                                    _________________________________
                                    /s/ Richard P. Herpich