<SUBMISSION>
<ACCESSION-NUMBER>0000898822-03-000819
<TYPE>SC 13D/A
<PUBLIC-DOCUMENT-COUNT>3
<FILING-DATE>20030801
<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>03816278
</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>
<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>
<DOCUMENT>
<TYPE>SC 13D/A
<SEQUENCE>1
<FILENAME>finaljuly31sched13da16.txt
<DESCRIPTION>SCHEDULE 13D/A (NO. 16) - JULY 31, 2003
<TEXT>


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

                                  SCHEDULE 13D
                               (Amendment No. 16)

                    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)

                                  July 30, 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                       65,150,996 (SEE ITEM 5)
      SHARES
      BENEFICIALLY             -------------------------------------------------
      OWNED BY                 8      SHARED VOTING POWER
      EACH                            -0-
      REPORTING
      PERSON                   -------------------------------------------------
      WITH                     9      SOLE DISPOSITIVE POWER
                                      65,150,996 (SEE ITEM 5)

                               -------------------------------------------------
                               10     SHARED DISPOSITIVE POWER
                                       -0-
--------------------------------------------------------------------------------
11    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
65,150,996 (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)
65.63% (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. 16 ("Amendment No. 16") 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, Amendment No. 13 filed on May 9,
2003, Amendment No. 14 filed on June 10, 2003 and Amendment No. 15 filed on
July 21, 2003* (collectively, the "Schedule 13D").  PPR is filing this
Amendment No. 16 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. 16 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. 16 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 917,000 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 917,000 Common Shares in
transactions effected on the Amsterdam Stock Exchange (the "ASX") between July
21, 2003 and July 31, 2003.

            As a result of these purchases and when combined with the Common
Shares previously owned, PPR may be deemed to beneficially own 65,150,996 Common
Shares. Based upon 99,274,819 Common Shares which the Company has informed PPR
are outstanding, as of June 30, 2003, PPR may be deemed to beneficially own
65.63 % of the outstanding Common Shares.

            PPR has entered into a new purchase plan, dated as of July 30, 2003
(the "August 2003 Purchase Plan") with Credit Agricole Indosuez Cheuvreux
("CAIC") pursuant to which PPR gave CAIC a mandate to purchase, as PPR's
independent agent, up to an aggregate of four million (4,000,000) Common Shares
(or, if such number would result in PPR holding more than

-----------------
* PPR notes that Amendment No. 15 filed on July 21, 2003 contained a
typographical error in that the signature page was inadvertedly dated June 21,
2003, while the original signature page was dated July 21, 2003.

                               Page 3 of 7 Pages

<PAGE>

70% of the outstanding Common Shares or more than seventy million (70,000,000)
Common Shares, in either case such aggregate lesser number of Common Shares
which would not cause such result) through purchases on the New York Stock
Exchange (the "NYSE") and the ASX. A copy of the August 2003 Purchase Plan is
filed as Exhibit 35 to this Amendment No. 16 and is specifically incorporated
into this Amendment No. 16 by reference, and the following description of the
August 2003 Purchase Plan is qualified in its entirety by reference to the
August 2003 Purchase Plan.

            Under the August 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 $99.00 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 1.07. 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 e92.52 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,
including the announced dividend of e13.50 per Common Share, or any change in
capitalization that occurs while the August 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 August 2003
Purchase Plan. Pursuant to the August 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 August 2003 Purchase Plan comply with the
requirements of Rule 10b5-(1)(c) of the Exchange Act. PPR is entering into the
August 2003 Purchase Plan in order to be able to acquire Common Shares while
maintaining compliance with the Company's insider trading policy.

            CAIC will not make any purchases under the August 2003 Purchase Plan
prior to August 1, 2003. The August 2003 Purchase Plan will terminate on the
earlier to occur of (1) October 19, 2003 at the closing of the NYSE (or, if the
publication of the Company's first half results is postponed, 5 trading days
after the date on which such results are published), (2) the date on which CAIC
receives notice of the commencement or impending commencement of any proceedings
in respect of or triggered by the Company's bankruptcy or insolvency, (3) four
million (4,000,000) Common Shares (or, if such number would result in PPR
holding more than 70% of the outstanding Common Shares or more than seventy
million (70,000,000) Common Shares, in either case such aggregate lesser number
of Common Shares which would not cause such result) are purchased pursuant to
the August 2003 Purchase Plan, or (4) subject to its allowability under
applicable law, upon five trading days prior written notice to CAIC from PPR.

            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 (including under
the August 2003 Purchase Plan). 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.

                               Page 4 of 7 Pages

<PAGE>

ITEM 5.     INTEREST IN SECURITIES OF THE ISSUER.

            Item 5 is hereby amended and supplemented as follows:

            Scholefield acquired an additional 917,000 Common Shares in
transactions effected on the Amsterdam Stock Exchange between July 21, 2003 and
July 31, 2003.

            As a result of these purchases and when combined with the Common
Shares previously owned, PPR may be deemed to beneficially own 65,150,996 Common
Shares. Based upon Common Shares which the Company has informed PPR are
outstanding, as of June 30, 2003, PPR may be deemed to beneficially own 65.63%
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 34 -      Common Share Purchases by Scholefield Goodmann BV on the
                  Amsterdam Stock Exchange between July 21, 2003 and July 31,
                  2003.
Exhibit 35 -      August 2003 Purchase Plan, dated July 30, 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



August 1, 2003









                               Page 6 of 7 Pages

<PAGE>


                                  EXHIBIT INDEX


     EXHIBIT                             DESCRIPTION

Exhibit 34 -      Common Share Purchases by Scholefield Goodmann BV on the
                  Amsterdam Stock Exchange between July 21, 2003 and July 31,
                  2003.
Exhibit 35 -      August 2003 Purchase Plan, dated July 30, 2003, between
                  Pinault Printemps-Redoute and Credit Agricole Indosuez
                  Cheuvreux.











                               Page 7 of 7 Pages

<PAGE>














</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>3
<FILENAME>finaljuly31ex34.txt
<DESCRIPTION>EXHIBIT 99.34
<TEXT>

                                                                      EXHIBIT 34

   COMMON SHARE PURCHASES BY SCHOLEFIELD GOODMANN BV ON THE AMSTERDAM STOCK
               EXCHANGE BETWEEN JULY 21, 2003 AND JULY 31, 2003



Purchases on the Amsterdam Stock Exchange (all amounts other than number of
shares in Euros)

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

July 21, 2003              250,000              87.00            21,750,000.00
July 22, 2003               87,000              86.49             7,524,630.00
July 23, 2003              200,000              86.26            17,252,000.00
July 24, 2003              120,000              85.80            10,296,000.00
July 25, 2003              260,000              85.75            22,295,000.00
                           -------                               -------------
TOTAL                      917,000                               79,117,630.00




</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>4
<FILENAME>finaljuly31ex35.txt
<DESCRIPTION>EXHIBIT 99.35
<TEXT>
                                                                     EXHIBIT 35

                                  PURCHASE PLAN
                                  -------------


    Purchase Plan, dated July 30, 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 Goodman
BV ("SG"), desires to purchase up to FOUR MILLION (4,000,000) common shares of
Gucci Group N.V. (the "Issuer"), nominal value NLG 1.02 per share (the "Stock"),
between August 1, 2003 and October 19, 2003, subject to the provisions of this
Purchase Plan, 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, subject to Section 2(iv)
below, to purchase up to an aggregate of FOUR MILLION (4,000,000) shares of
Stock (or, if CAIC receives written notice from PPR that such number would
result in PPR holding more than 70% of the outstanding Stock or more than
SEVENTY MILLION (70,000,000) shares of Stock, in either case such aggregate
lesser number of shares of Stock which would not cause such result; provided
that CAIC shall have no liability for exceeding such thresholds with respect to
purchases made before any such notice was received) 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 August 1, 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 $99.00 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 1.07,
      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.

                                      -1-

<PAGE>

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 92.52 per share (excluding any commission,
commission equivalent, mark-up or differential and other expenses 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, including the announced dividend of
EUR 13.50 per share of 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 August 1, 2003 and shall
terminate on the earliest to occur of (i) October 19, 2003 at the closing time
of the NYSE (or, if the publication of the Issuer's first half 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"), (iii) FOUR MILLION (4,000,000)
shares of Stock (or, if CAIC receives written notice from PPR that such number
would result in PPR holding more than 70% of the outstanding Stock or more than
SEVENTY MILLION (70,000,000) shares of Stock, in either case such aggregate
lesser number of shares of Stock which would not cause such result; provided
that CAIC shall have no liability for exceeding such thresholds with respect to
purchases made before any such notice was received) are purchased pursuant to
this Purchase Plan, or (iv) subject to its allowability under applicable law,
upon five trading days prior written notice to CAIC from PPR. For the avoidance
of doubt, it is specified that, except as provided in Section 2(iv) above, this
Purchase Plan is irrevocable and cannot be terminated or modified by PPR prior
to October 19, 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

                                      -2-

<PAGE>

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 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

                                      -3-

<PAGE>

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 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.

                                      -4-

<PAGE>

   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:

                  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

                                      -5-

<PAGE>

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.



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



                                 PINAULT-PRINTEMPS-REDOUTE



                                 By: /s/ Patrice Marteau
                                    ---------------------------------
                                 Name:  Patrice Marteau
                                 Title: Chief Financial Officer



                                 CREDIT AGRICOLE INDOSUEZ CHEUVREUX



                                 By: /s/ Jean-Claude Bassien
                                    ---------------------------------
                                 Name:  Jean-Claude Bassien
                                 Title: Directeur General Adjoint










                                      -6-

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