<SUBMISSION>
<ACCESSION-NUMBER>0000898822-03-000608
<TYPE>SC 13D/A
<PUBLIC-DOCUMENT-COUNT>3
<FILING-DATE>20030610
<FILED-BY>
<COMPANY-DATA>
<CONFORMED-NAME>PINAULT PRINTEMPS REDOUTE S A /FI
<CIK>0001142252
<IRS-NUMBER>000000000
</COMPANY-DATA>
<FILING-VALUES>
<FORM-TYPE>SC 13D/A
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>18 PLACE HENRI BERGSON
<STREET2>75387 PARIS CE DEX 08
<CITY>FRANCE
<STATE>I0
<ZIP>00000
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>18 PLACE HENRI BERGION
<STREET2>75008 PARIS CEDEX
<CITY>FRANCE
<STATE>I0
<ZIP>00000
</MAIL-ADDRESS>
</FILED-BY>
<SUBJECT-COMPANY>
<COMPANY-DATA>
<CONFORMED-NAME>GUCCI GROUP NV
<CIK>0001001576
<ASSIGNED-SIC>3100
<IRS-NUMBER>000000000
<FISCAL-YEAR-END>0131
</COMPANY-DATA>
<FILING-VALUES>
<FORM-TYPE>SC 13D/A
<ACT>34
<FILE-NUMBER>005-49396
<FILM-NUMBER>03738224
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>REMBRANDT TOWER
<STREET2>AMSTELPLEIN 1
<CITY>AMSTERDAM NETHERLANDS
<STATE>P8
<ZIP>HA1096
<PHONE>31204621700
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>REMBRANDT TOWER
<STREET2>AMSTELPLEIN 1
<CITY>AMSTERDAM NETHERLANDS
<STATE>P8
<ZIP>3120462170
</MAIL-ADDRESS>
</SUBJECT-COMPANY>
<DOCUMENT>
<TYPE>SC 13D/A
<SEQUENCE>1
<FILENAME>june9sch13d.txt
<DESCRIPTION>SCHEDULE 13D/A - AMENDMENT 14
<TEXT>



                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                             ----------------------

                                  SCHEDULE 13D
                               (AMENDMENT NO. 14)

                    Under The Securities Exchange Act Of 1934


                                GUCCI GROUP N.V.
--------------------------------------------------------------------------------
                                (Name of Issuer)

                 COMMON SHARES, NOMINAL VALUE NLG 2.23 PER SHARE
--------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                   40156610-4
--------------------------------------------------------------------------------
                                 (CUSIP Number)

                               DAVID A. KATZ, ESQ.
                         WACHTELL, LIPTON, ROSEN & Katz
                               51 West 52nd Street
                            New York, New York 10019
                                 (212) 403-1000
--------------------------------------------------------------------------------
                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)

                                  JUNE 6, 2003
--------------------------------------------------------------------------------
             (Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box / /.

Note: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) for other parties to whom copies are to be
sent.


                         (Continued on following pages)
                               Page 1 of 7 Pages


<page>



--------------------------------------------------------------------------------
1    NAME OF REPORTING PERSON
PINAULT-PRINTEMPS-REDOUTE S.A.
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

--------------------------------------------------------------------------------
2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

                                                                (a)     [ ]
                                                                (b)     [x]

--------------------------------------------------------------------------------
3        SEC USE ONLY


--------------------------------------------------------------------------------
4        SOURCE OF FUNDS*
 BK (SEE ITEM 3)

--------------------------------------------------------------------------------
5        CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
         PURSUANT TO ITEMS 2(d) or 2(e)                                  [ ]


--------------------------------------------------------------------------------
6        CITIZENSHIP OR PLACE OF ORGANIZATION
 FRANCE

--------------------------------------------- ----------------------------------
                                              7    SOLE VOTING POWER
         NUMBER OF                                 63,233,940  (SEE ITEM 5)
         SHARES
                                              ----------------------------------
         BENEFICIALLY                         8    SHARED VOTING POWER
         OWNED BY                                  -0-
         EACH
                                              ----------------------------------
         REPORTING                            9    SOLE DISPOSITIVE POWER
         PERSON                                    63,233,940  (SEE ITEM 5)
         WITH
                                              ----------------------------------
                                              10   SHARED DISPOSITIVE POWER
                                                   -0-
--------------------------------------------- ----------------------------------
11       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
63,233,940  (SEE ITEM 5)

--------------------------------------------------------------------------------
12       CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
         CERTAIN SHARES*                                                 [ ]


--------------------------------------------------------------------------------
13       PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
  63.72% (BASED UPON OUTSTANDING SHARES) (SEE ITEM 5)

--------------------------------------------------------------------------------
14       TYPE OF PERSON REPORTING*
CO

--------------------------------------------------------------------------------

                      *SEE INSTRUCTIONS BEFORE FILLING OUT

                              Page 2 of 7 Pages

<page>




                  This Amendment No. 14 ("Amendment No. 14") is filed by
Pinault-Printemps-Redoute S.A., a societe anonyme organized and existing under
the laws of the Republic of France ("PPR"), and amends the Schedule 13D filed on
March 29, 1999 by PPR, as previously amended by Amendment No. 1 filed on April
15, 1999, Amendment No. 2 filed on April 20, 1999, Amendment No. 3 filed on July
19, 1999, Amendment No. 4 filed on November 18, 1999, Amendment No. 5 filed on
September 12, 2001, Amendment No. 6 filed on October 26, 2001, Amendment No. 7
filed on December 26, 2002, Amendment No. 8 filed on January 15, 2003, Amendment
No. 9 filed on January 24, 2003, Amendment No. 10 filed on February 24, 2003,
Amendment No. 11 filed on March 24, 2003, Amendment No. 12 filed on April 30,
2003 and Amendment No. 13 filed on May 9, 2003 (collectively, the "Schedule
13D"). PPR is filing this Amendment No. 14 on behalf of itself and its wholly
owned subsidiary, Societe Civile de Gestion Financiere Marothi, a societe a
responsabilite limitee organized and existing under the laws of the Republic of
France ("Marothi"), and Scholefield Goodmann BV, a private limited company
organized and existing under the laws of The Netherlands and a wholly owned
subsidiary of Marothi ("Scholefield"). This Amendment No. 14 relates to the
common shares, nominal value NLG 2.23 per share (the "Common Shares") of Gucci
Group N.V., a naamloze vennootschap organized under the laws of The Netherlands
(the "Company"). Capitalized terms used in this Amendment No. 14 without
definition shall have the meanings ascribed to them in the Schedule 13D.


ITEM 3.           SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.

                  Item 3 is hereby amended and supplemented as follows:

                  The funds used to purchase the 430,000 Common Shares described
under Item 4 below were obtained by PPR from available funds.

ITEM 4.           PURPOSE OF TRANSACTION.

                  Item 4 is hereby amended and supplemented as follows:

                  Scholefield acquired an additional 430,000 Common Shares in
transactions effected on the Amsterdam Stock Exchange between May 12, 2003 and
June 4, 2003.

                  As a result of these purchases and when combined with the
Common Shares previously owned, PPR may be deemed to beneficially own 63,233,940
Common Shares. Based upon 99,245,160 Common Shares which the Company has
informed PPR are outstanding, as of May 31, 2003, PPR may be deemed to
beneficially own 63.72% of the outstanding Common Shares.

                  On January 24, 2003, PPR entered into a purchase plan with
Credit Agricole Indosuez Cheuvreux ("CAIC") pursuant to which PPR gave CAIC an
irrevocable mandate to purchase, as PPR's independent agent, up to an aggregate
of 3,000,000 Common Shares through purchases on the New York Stock Exchange (the
"NYSE") and the ASX. This purchase plan has been described in and filed as
Exhibit 25 to the Amendment No. 9. This purchase plan terminated pursuant to its
terms on April 4, 2003.

                  On June 6, 2003, PPR entered into a new purchase plan (the
"June 2003 Purchase Plan") with CAIC pursuant to which PPR gave CAIC an
irrevocable mandate to purchase, as

                              Page 3 of 7 Pages

<page>



PPR's independent agent, up to an aggregate of one million (1,000,000) Common
Shares through purchases on the NYSE and the ASX. A copy of the June 2003
Purchase Plan is filed as Exhibit 32 to this Amendment No. 14 and is
specifically incorporated into this Amendment No. 14 by reference, and the
following description of the June 2003 Purchase Plan is qualified in its
entirety by reference to the June 2003 Purchase Plan.

                  Under the June 2003 Purchase Plan, CAIC will purchase Common
Shares on each day on which both the NYSE is open for trading and the Common
Shares trade in a regular way on the NYSE, at the then prevailing market (bid)
price, provided that such price does not exceed $98.25 per share (the "NYSE
Maximum Purchase Price") and the US dollar/Euro exchange rate at the time of the
relevant purchase (as reported on Reuters page EUR=) is above 1.065. CAIC also
may purchase Common Shares on the ASX on days when the ASX is open for trading,
provided that the purchase price does not exceed EUR 92.25 per share (the "ASX
Maximum Purchase Price"). The NYSE Maximum Purchase Price, the ASX Maximum
Purchase Price and the total amount of Common Shares to be purchased will be
adjusted automatically on a proportionate basis to take into account any stock
split, reverse stock split or stock dividend with respect to the Common Shares
or any change in capitalization that occurs while the June 2003 Purchase Plan is
in effect. PPR will pay CAIC any ordinary course brokerage fees and commissions
(which will not exceed 0.20% gross per Common Share purchased), as well as any
taxes and stamp duties to be incurred in connection with the implementation of
the June 2003 Purchase Plan. Pursuant to the June 2003 Purchase Plan, the total
number of Common Shares to be purchased on any day will not exceed the then
applicable volume limitation of Rule 10b-18 of the Exchange Act and all
purchases will otherwise be in compliance with Rule 10b-18 of the Exchange Act.
It is the intent of PPR and CAIC that the June 2003 Purchase Plan comply with
the requirements of Rule 10b5-(1)(c) of the Exchange Act. PPR is entering into
the June 2003 Purchase Plan in order to be able to acquire Common Shares during
the period that the June 2003 Purchase Plan is in effect while maintaining
compliance with the Company's insider trading policy.

                  CAIC will not make any purchases under the June 2003 Purchase
Plan prior to June 11, 2003. The June 2003 Purchase Plan will terminate on the
earlier to occur of (1) July 6, 2003 at the closing of the NYSE (or, if the
publication of the Company's first quarter results is postponed, 5 trading days
after the date on which such results are published), (ii) the date on which CAIC
receives notice of the commencement or impending commencement of any proceedings
in respect of or triggered by the Issuer's bankruptcy or insolvency, or (iii)
one million (1,000,000) Common Shares are purchased pursuant to the June 2003
Purchase Plan. The June 2003 Purchase Plan is irrevocable and cannot be
terminated or modified by PPR prior to July 6, 2003.

                  From time-to-time, depending on the market prices for the
Common Shares, PPR may acquire additional Common Shares in open market
purchases, negotiated transactions or otherwise, subject to the limitations set
forth in the Restated SIA and other legal and contractual restrictions. Except
as set forth in this Item 4, PPR presently has no plans or proposals that relate
to or would result in any of the actions specified in clauses (a) through (j) of
Item 4 of Schedule 13D.

ITEM 5.           INTEREST IN SECURITIES OF THE ISSUER.

                  Item 5 is hereby amended and supplemented as follows:

                              Page 4 of 7 Pages

<page>


                  Scholefield acquired an additional 430,000 Common Shares in
transactions effected on the Amsterdam Stock Exchange between May 12, 2003 and
June 4, 2003.

                  As a result of these purchases and when combined with the
Common Shares previously owned, PPR may be deemed to beneficially own 63,233,940
Common Shares. Based upon 99,245,160 Common Shares which the Company has
informed PPR are outstanding, as of May 31, 2003, PPR may be deemed to
beneficially own 63.72% of the outstanding Common Shares.

                  Except as set forth in this Item 5 and in Item 4 above, none
of SFP, Artemis, PPR, Purchaser and Mr. Pinault and none of the individuals
named in Exhibit 1 to the Schedule 13D as an executive officer or director of
any of SFP, Artemis, PPR and Purchaser has engaged in any transactions with
respect to the Common Shares during the past 60 days.

ITEM 7.           MATERIAL TO BE FILED AS EXHIBITS.

                  Item 7 is hereby amended and supplemented as follows:

Exhibit 31 -               Common Share Purchases by Scholefield Goodmann BV on
                           the Amsterdam Stock Exchange between May 12, 2003 and
                           June 4, 2003.

Exhibit 32 -               June 2003 Purchase Plan, dated June 6, 2003, between
                           Pinault Printemps-Redoute and Credit Agricole
                           Indosuez Cheuvreux.

                              Page 5 of 7 Pages

<page>


                                    SIGNATURE

         After reasonable inquiry and to the best of the undersigned's knowledge
and belief, the undersigned certifies that the information set forth in this
statement is true, complete, and correct.

                                  PINAULT-PRINTEMPS-REDOUTE S.A.



                                   By:     /s/ Serge Weinberg
                                          -----------------------------------
                                          Name:    Serge Weinberg
                                          Title:   Chairman and Chief Executive
                                                   Officer



June 10, 2003



                              Page 6 of 7 Pages

<page>


                                  EXHIBIT INDEX


   EXHIBIT                                     DESCRIPTION

Exhibit 31 -               Common Share Purchases by Scholefield Goodmann BV on
                           the Amsterdam Stock Exchange between May 12, 2003 and
                           June 4, 2003.

Exhibit 32 -               June 2003 Purchase Plan, dated June 6, 2003, between
                           Pinault Printemps-Redoute and Credit Agricole
                           Indosuez Cheuvreux.



                               Page 7 of 7 Pages






</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>3
<FILENAME>exh31.txt
<DESCRIPTION>EXHIBIT 99.31
<TEXT>
                                                                      EXHIBIT 31

                COMMON SHARE PURCHASES BY SCHOLEFIELD GOODMANN BV
                         ON THE AMSTERDAM STOCK EXCHANGE
                      BETWEEN MAY 12, 2003 AND JUNE 4, 2003

PURCHASES ON THE AMSTERDAM STOCK EXCHANGE (ALL AMOUNTS OTHER THAN NUMBER OF
SHARES IN EUROS)

<TABLE>
<caption>
<s>                       <C>                        <C>                           <C>

                          NUMBER OF COMMON SHARES    PRICE PER COMMON SHARE (EUR)    TOTAL PURCHASE PRICE (EUR)
                               PURCHASED

May 12, 2003                    100,000                       83.90                    8,390,000.00
June 2, 2003                    40,000                        83.50                    3,340,000.00
June 2, 2003                    50,000                        83.45                    4,172,500.00
June 3, 2003                    50,000                        83.20                    4,160,000.00
June 3, 2003                    30,000                        83.25                    2,497,500.00
June 3, 2003                    10,000                        83.35                      833,500.00
June 3, 2003                    40,000                        83.50                    3,340,000.00
June 4, 2003                    50,000                        83.45                    4,172,500.00
June 4, 2003                    60,000                        83.65                    5,019,000.00
                                ------                                                 ------------
TOTAL                          430,000                                                35,925,000.00


</TABLE>


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>4
<FILENAME>exh32.txt
<DESCRIPTION>EXHIBIT 99.32
<TEXT>
                                                                      EXHIBIT 32

                                  PURCHASE PLAN




         Purchase Plan, dated June 6, 2003 (this "Purchase Plan"), between
Pinault-Printemps-Redoute, a company organized under French law as a societe
anonyme a conseil de surveillance et directoire, having its registered office
18, place Henri Bergson, 75008 Paris (France), registered at the Commercial
Registry of Paris under number 552 075 020 ("PPR") and Credit Agricole Indosuez
Cheuvreux, a company organized under French law as a societe anonyme, having its
registered office 9 quai du President Paul Doumer, 92400 Courbevoie (France),
registered at the Commercial Registry of Nanterre under number 788 108 223
("CAIC").

         WHEREAS, PPR, on behalf of its wholly owned subsidiary Scholefield
Goodmann BV ("SG"), desires to purchase up to ONE MILLION (1,000,000) common
shares of Gucci Group N.V. (the "Issuer"), nominal value NLG 2.23 per share (the
"Stock") between June 11, 2003 and July 6, 2003 when PPR would otherwise be
unable to purchase the Stock as a result of the Issuer's Insider Trading
Policies; and

         WHEREAS, PPR desires to appoint CAIC to purchase shares of Stock in
accordance with this Purchase Plan;

 NOW, THEREFORE, PPR and CAIC hereby agree as follows:

        1.  PPR hereby gives to CAIC an irrevocable mandate to purchase up to an
aggregate of ONE MILLION (1,000,000) shares of Stock by market purchases within
the applicable volume limitations set out in section b-4 of Rule 10b-18 under
the US Securities Exchange Act of 1934, as amended (the "Exchange Act"). No
purchase shall be made by CAIC under this plan prior to June 11, 2003. CAIC
shall purchase shares of Stock on each day on which The New York Stock Exchange
(the "NYSE") is open for trading and the Stock trades regular way on the NYSE,
at the then prevailing market (bid) price provided that:

(a)      such price does not exceed a maximum price (the "NYSE Maximum Purchase
         Price") being defined as $98.25 per share (excluding any commission,
         commission equivalent, mark-up or differential and other expenses of
         purchase) and provided also that the USD/EUR exchange rate at the time
         of the relevant purchase (as reported on Reuters page EUR =) is above
         1.065, and

(b)      the total number of shares to be purchased on any day shall not exceed
         the then applicable volume limitation of Rule 10b-18 under the Exchange
         Act (the "Daily Volume Limitation"), and

(c)      all such purchases are otherwise in compliance with Rule 10b-18 under
         the Exchange Act.

To the extent that CAIC determines in its sole discretion that market
circumstances will permit, CAIC may purchase shares of Stock on the Amsterdam
Euronext Stock Exchange (the "ASX") on days when the ASX is open for trading
provided that (i) such price does not exceed a maximum price (the "ASX Maximum
Purchase Price") being defined as EUR 92.25 per share (excluding any commission,
commission equivalent, mark-up or differential and other expenses

                                      -1-

<page>



of purchase), (ii) all such purchases shall be included into the calculation of
the Daily Volume Limitation and (iii) all such purchases shall otherwise be in
full compliance with all of the requirements of the ASX and Rule 10b-18 under
the Exchange Act.

     The NYSE Maximum Purchase Price, the ASX Maximum Purchase Price and the
global amount of shares to be purchased shall be adjusted automatically on a
proportionate basis to take into account any stock split, reverse stock split or
stock dividend with respect to the Stock or any change in capitalization with
respect to the Issuer that occurs during the Plan Period (as defined below). No
purchases of shares of Stock will be made on the NYSE prior to the close of
trading on the ASX. All such purchases by CAIC on the NYSE or the ASX shall be
on a basis consistent with ordinary courses of execution.

     CAIC shall deliver on each trading day a written report regarding the prior
day's purchases hereunder to PPR by sending a fax to the following persons:
Gilles Linard of PPR at 01.44.90.62.16 and Valerie Buard at 01.44.90.62.12, and
David A. Katz, counsel to PPR, at 001 212-403-2309 and Joshua R. Cammaker,
counsel to PPR, at 001 212-403-2331.

        2. This Purchase Plan shall become effective on June 11, 2003 and shall
terminate on the earliest to occur of (i) July 6, 2003 at the closing time of
the NYSE (or, if the publication of the Issuer's first quarter results is
postponed, 5 trading days after the date on which such results are published),
(ii) the date on which CAIC receives notice of the commencement or impending
commencement of any proceedings in respect of or triggered by the Issuer's
bankruptcy or insolvency (the "Plan Period"), or (iii) ONE MILLION (1,000,000)
shares of Stock are purchased pursuant to this Purchase Plan. For the avoidance
of doubt, it is specified that this Purchase Plan is irrevocable and cannot be
terminated or modified by PPR prior to July 6, 2003.

        3. CAIC agrees to comply with Rule 10b-18 under the Exchange Act and the
rules of the ASX in effecting any purchase of Stock pursuant to this Purchase
Plan. CAIC represents that it has the corporate authority to act pursuant to the
terms of this Purchase Plan and that CAIC has all necessary regulatory and other
approvals to fulfill its obligations under this Purchase Plan.

        4. PPR represents and warrants that the purchase of Stock pursuant to
this Purchase Plan has been duly authorized by PPR, is not prohibited by any
legal or regulatory restriction or undertaking binding on PPR or SG and does not
breach any provisions of (i) the Issuer's insider trading regulations, or (ii)
PPR's or SG's organizational documents. PPR shall immediately notify CAIC if it
becomes subject to a legal or regulatory restriction or undertaking, or any
provision of any material contract, that would prevent CAIC from making
purchases pursuant to this Purchase Plan, and, in such a case, PPR and CAIC
shall cooperate to amend or otherwise revise this Purchase Plan solely to take
account of such legal or regulatory restriction or such undertaking (provided
that neither party shall be required to revise this Purchase Plan to take
account of any such contractual provision or to take any action that would be
inconsistent with the requirements of Rule 10b5-1(c), the ASX and/or the Dutch
securities law). In the event that PPR and CAIC shall not be able to amend this
Purchase Plan consistent with the provisions of the preceding sentence, this
Purchase Plan shall immediately terminate and no further purchases of shares of
Stock shall be made under the terms of this Purchase Plan.

        5. PPR agrees that PPR shall not, directly or indirectly, communicate
any non public information relating to the Stock or the Issuer to any
salesperson, sales trader, compliance officer or other employee of CAIC or any
of its affiliates or subsidiaries who is involved, directly or

                                      -2-

<page>

indirectly, in the implementation of this Purchase Plan at any time while this
Purchase Plan is in effect.

        6. PPR has consulted with PPR's own advisors as to the legal, tax,
business, financial and related aspects of, and has not relied upon CAIC or any
person affiliated with CAIC in connection with PPR's adoption and implementation
of this Purchase Plan. PPR acknowledges that CAIC is not acting as a fiduciary
or an advisor for PPR. CAIC, in agreeing to act as an independent agent and to
enter into this Purchase Plan has consulted with its own advisors and has not
relied upon PPR or any person affiliated with PPR in so proceeding, other than
to the extent provided in this Purchase Plan.

        7. PPR agrees that until this Purchase Plan has been terminated PPR
shall not, directly or indirectly, (i) enter into a binding contract with
respect to the purchase or sale of Stock with another broker, dealer or
financial institution (each, a "Financial Institution"), (ii) instruct another
Financial Institution to purchase or sell Stock, (iii) adopt a plan for trading
with respect to Stock other than this Purchase Plan or (iv) take any other
action that would permit, or omit to take any action that would prevent, the
implementation of this Purchase Plan (including, without limitation, purchases
of the maximum Daily Volume Limitation of shares of Stock pursuant hereto) to
violate or not comply with Rule 10b-18 or Rule 10b-5-1 under the Exchange Act or
the rules of the ASX or the NYSE.

        8. PPR agrees to make all filings, if any, required under Section 13(d)
of the Exchange Act or otherwise required by US federal securities laws or any
other filings and notifications required under Dutch law, in a timely manner, to
the extent any such filings are applicable to PPR or SG. CAIC acknowledges that
PPR will file this agreement as an exhibit to its Schedule 13D by filing an
Amendment to the Schedule 13D currently on file with respect to the Issuer.

        9. PPR understands that CAIC may not be able to effect a purchase due to
a market disruption, a change in legal or regulatory situation applicable to
CAIC occurring after the date of execution of this Purchase Plan (other than any
such change arising primarily from CAIC's failure to comply with applicable laws
or regulations), or due to any failure of PPR to comply with applicable laws or
regulations.

        10. At the time of the execution of this Purchase Plan by PPR, PPR
represents and warrants that neither it nor SG is aware of material, nonpublic
information concerning the Issuer or its securities and that PPR is entering
into this Purchase Plan in good faith and not as part of a plan or scheme to
evade compliance with the U.S. federal securities laws, including the
prohibitions of Rule 10b5-1 under the Exchange Act and/or with Dutch securities
laws.

        11. It is the intent of the parties that this Purchase Plan comply with
the requirements of Rule 10b5-1(c)(1)(i)(B) under the Exchange Act and this
Purchase Plan shall be interpreted to comply with the requirements of Rule
10b5-1(c) under the Exchange Act.

        12. PPR agrees to indemnify and hold harmless CAIC and its directors,
officers, employees and affiliates from and against all claims, losses, damages
and liabilities (including, without limitation, any reasonable legal or other
expenses incurred in connection with defending or investigating any such action
or claim) arising out of or attributable to CAIC's actions taken or not taken in
compliance with this Purchase Plan or arising out of or attributable to any
breach by PPR of this Purchase Plan (including PPR's representations and
warranties hereunder) or any

                                      -3-

<page>

violation by PPR of applicable laws or regulations, except to the extent such
claim, loss, damage, liability or expense is finally determined pursuant to the
arbitration procedure referred to below, or, if applicable, by a court of
competent jurisdiction, to have arisen from the gross negligence, bad faith or
willful misconduct of CAIC or any of its employees or representatives. In each
case, PPR and its counsel shall be notified by CAIC, by letter or facsimile
transmission, of the written assertion of a claim against CAIC or of any other
action commenced against CAIC in respect of which indemnity may be sought
hereunder, promptly after CAIC shall have received any such written assertion or
shall have been served with a summons in connection therewith, provided that
failure to provide such notice shall not relieve PPR from any liability that it
may otherwise have on account of this indemnity, unless (and only to the extent
that) PPR did not otherwise learn of such claim or other action and such failure
results in PPR being materially prejudiced thereby. PPR shall be entitled to
participate at its own expense in the defense of any such claim or other action
and, if PPR so elects in writing, PPR shall assume the defense of any suit
brought to enforce any such claim. In the event that PPR shall assume the
defense of any such suit and so notifies CAIC in writing, PPR shall not be
liable for the fees and expenses of any additional counsel thereafter retained
by CAIC, so long as PPR shall retain counsel reasonably satisfactory to CAIC to
defend such suit, and so long as CAIC has not determined, in CAIC's reasonable
judgment, that an actual or potential conflict of interest exists between CAIC
and PPR. PPR shall be liable for any settlement of any claim effected with PPR's
prior consent, which consent shall not be unreasonably withheld. PPR shall not
be liable for any settlement of any claim effected without PPR's prior consent
which has not been unreasonably withheld. PPR shall not, without the prior
written consent of CAIC (which consent shall not be unreasonably withheld),
settle or compromise any claim, or permit a default or consent to the entry of
any judgment in respect thereof, unless the settlement, compromise or consent
includes, as an unconditional term, the giving by the claimant to CAIC of an
unconditional and irrevocable release from all liability in respect of such
claim. The provisions of this section shall survive termination of this Purchase
Plan.

It is agreed that for the purchase of the Stock as described hereabove, CAIC
shall be acting as independent agent for PPR; delivery of the Stock for each
transaction will be made by CAIC to PPR's custody bank on a normal three-day
settlement basis against payment by PPR of the total purchase price for all
shares of the Stock purchased for such transaction and against payment of any
commission, commission equivalent, mark-up or differential and other expenses of
purchase to be paid to CAIC by PPR consistent with the terms of the following
sentence.

        13. It is agreed that PPR shall pay or, if applicable, repay to CAIC,
any ordinary course brokerage fees, and ordinary course commissions, as well as
any taxes and stamp duties to be incurred in connection with the implementation
of this Purchase Plan. Brokerage fees and commissions shall not exceed 0.20
percent gross per share of Stock purchased.

        14. All reasonable out-of-pocket costs, charges and expenses to be
incurred by CAIC in connection with the negotiation or preparation of this
Purchase Plan shall be paid by PPR on first demand of CAIC.

        15. Except as otherwise specified in this Purchase Plan, all notices to
CAIC under this Purchase Plan shall be given to Dorothee Roetynck, CAIC's
compliance office, in the manner specified by this Purchase Plan by telephone at
33.1.41.89.70.03, by facsimile at 33.1.41.89.71.28 or by certified mail to the
address below:

                                      -4-

<page>

                           Mrs Dorothee Roetynck
                           Compliance Officer
                           Credit Agricole Indosuez Cheuvreux
                           9, quai du President Paul Doumer
                           92920 Paris-la-Defense Cedex, France

                           with a copy to:

                           Cyril Gerard
                           Credit Agricole Indosuez Cheuvreux
                           9 quai du President Paul Doumer
                           92920 Paris-La-Defense Cedex, France
                           Tel.:    33.1.41.89.70.52
                           Fax:     33.1.41.89.70.60

                           All notices to PPR under this Purchase Plan shall be
                           given to PPR for the attention of Gilles Linard in
                           the manner specified by this Purchase Plan by
                           telephone at 00 33 1 44 90 63 16, by facsimile at 00
                           33 1 44 90 62 16 or by certified mail to the address
                           below:

                           Pinault-Printemps-Redoute
                           18, place Henri Bergson
                           75008 Paris
                           France

                           with a copy to:

                           David A. Katz
                           Wachtell, Lipton, Rosen & Katz
                           51 West 52nd Street
                           New York, New York 10019
                           Tel: 001-212-403-1309
                           Facsimile: 001-212-403-2309

This Purchase Plan shall be governed by and construed in accordance with the
laws of the State of New York.

Any dispute which may arise regarding the validity, interpretation or
performance of the Purchase Plan, shall be finally settled according to the
Rules of Arbitration of the International Chamber of Commerce by 3 arbitrators
appointed pursuant to these Rules. The arbitration shall take place in Paris and
be conducted in English language.

        16. This Purchase Plan may be executed in counterparts, each of which
shall be deemed to be an original and all of which together shall constitute one
and the same agreement.



                                      -5-

<page>




IN WITNESS WHEREOF, the undersigned have signed this Purchase Plan as of the
date first written above.



                                   PINAULT-PRINTEMPS-REDOUTE



                                   By:  /s/ Serge Weinberg
                                        -------------------------------------
                                   Name:  Serge Weinberg
                                   Title:  Chairman and Chief Executive Officer



                                   CREDIT AGRICOLE INDOSUEZ CHEUVREUX



                                   By:  /s/ Francois Simon
                                        -------------------------------------
                                   Name:  Francois Simon
                                   Title:  Chief Executive Officer



                                      -6-

</TEXT>
</DOCUMENT>
</SUBMISSION>
