
<PAGE>

                     EXCLUSIVE DOMESTIC LICENSE AGREEMENT               BHPC.12

   THIS AGREEMENT is made and entered into this 14th day of December, 1995 by 
and between BHPC Marketing, Inc., a corporation duly organized and existing 
under the laws of California, having its principal place of business at 620 
West 135th Street, Gardena, California 90248 (hereinafter referred to as 
"LICENSOR"), and I. C. Isaacs & Co., L.P., a Delaware Limited Partnership, 
having its principal place of business at 3840 Bank Street, Baltimore, 
Maryland, 21224 (hereinafter referred to as "LICENSEE").

     WHEREAS, LICENSOR is the owner with the right to grant licenses of the 
Trademarks illustrated in Exhibit "A" attached hereto (the "Trademarks"); and

     WHEREAS, LICENSEE is desirous of obtaining the exclusive right to use 
the aforesaid Trademarks in connection with the import or manufacture and 
sale of certain licensed products defined herein.

NOW, THEREFORE, it is agreed by the parties as follows:

1.  DEFINITIONS

      The following terms shall have meanings as set forth below:

 a.   "Trademarks" shall mean the Trademarks set forth in Exhibit "A", and 
      any such variations as LICENSEE develops with LICENSOR's prior written 
      approval.

 b.   "Territory" shall mean that geographical area defined in item 1 of the 
      attached License Agreement Detail Schedule.

 c.   "Licensed Product" shall be defined as set forth in item 2 of the 
      attached License Agreement Detail Schedule.

 d.   *

2.    RIGHTS GRANTED

      LICENSOR hereby grants to LICENSEE, upon the terms and conditions set 
      forth herein, an exclusive, personal, non-transferable, non- assignable 
      license, without the right to grant sublicenses, to use the Trademarks 
      solely on or in conjunction with the design, manufacture, import, 
      distribution, advertising, promotion, shipment, and sale of the 
      Licensed Product in the Territory. This license is extended to and


*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.


<PAGE>

BHPC.12


      includes wholesale sales only and does not include retail sales.

3.    *

4.    GOOD WILL AND PROMOTIONAL VALUE

 a.   LICENSEE recognizes the value of the good will associated with the 
      Trademarks and acknowledges that the Trademarks, and all rights therein 
      and the good will pertaining thereto, belong exclusively to LICENSOR. 
      LICENSEE further recognizes and acknowledges that the Trademarks have 
      acquired secondary meaning in the mind of the public.

 b.   LICENSEE agrees that its use of the Trademarks shall inure to the 
      benefit of LICENSOR and that LICENSEE shall not, at any time, acquire 
      any rights in the Trademarks by virtue of any use it may make of the 
      Trademarks.

 c.   LICENSEE acknowledges that LICENSOR is entering into this Agreement not 
      only in consideration of the royalties paid hereunder but also for the 
      good will and promotional value to be secured by LICENSOR for the 
      Trademarks as a result of the manufacture, offering for sale, sale, 
      advertising, promotion, shipment and distribution of the Licensed 
      Product by LICENSEE.

5.    *


*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.


                                     2

<PAGE>

BHPC.12


      *













*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.


                                      3

<PAGE>

BHPC.12


      *


 d.   LICENSEE agrees that the Licensed Product and all Promotional and 
      Packaging Material shall contain only those proprietary legends, 
      markings and/or notices as reasonably required from time to time by 
      LICENSOR to give appropriate notice to the consuming public of 
      LICENSOR's right, title and interest thereto. The form of such legends, 
      markings and notices shall be as described in "Exhibit A" attached 
      hereto, unless the parties agree otherwise.

 e.   LICENSOR may, periodically and from time to time during the term of 
      this Agreement, at reasonable intervals, require that LICENSEE submit 
      to LICENSOR, at no cost to LICENSOR, or LICENSOR or its designees may 
      randomly select and retain during the inspection referred to in 
      Subparagraph 5f, below, one (1) additional set of Production Samples of 
      the Licensed Product and/or the Promotional and Packaging Material 
      relating to the Licensed Product for subsequent review and written 
      approval of trademark usage and notice on same. LICENSOR will promptly 
      advise LICENSEE of any concerns regarding trademark



*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.


                                      4


<PAGE>

BHPC.12


      usage and notice, and the parties will cooperate in good faith to 
      resolve the concerns.

 f.   *


 g.   *


6.    ADVERTISING/USE OF THE TRADEMARK

 a.   LICENSEE will adopt and carry out its own marketing and advertising 
      program with respect to the Licensed Product. LICENSEE agrees that 
      LICENSEE's advertising, public relations and sales promotion activities 
      will be subject to prior consultation with, and written approval by, 
      LICENSOR as to the general form and content only with respect to the 
      use of the Trademarks and other notices.

 b.   *


*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.


                              5

<PAGE>


c.   Subject to Licensed Product availability at the time of the 
     request, LICENSEE agrees that upon request of LICENSOR, and at 
     LICENSOR's cost for shipping, delivery and insurance, it shall loan a 
     reasonable number of Licensed Products to LICENSOR and its other 
     licensees for advertising and promotional purposes. LICENSEE shall 
     receive the same benefit from other licensees of LICENSOR. Said 
     products shall be returned to LICENSEE in the original condition.

d.   *


e.   Advertising directed to the public may not feature the name of 
     LICENSEE. If approved, advertising directed to the trade may feature 
     the following: BHPC Marketing, Inc. under Trademark License to (Name of 
     LICENSEE).

f.   LICENSEE agrees that the Trademark will appear on each Licensed 
     Product and its packaging, if any. LICENSEE shall use only those tags, 
     labels and packaging materials which have been previously approved in 
     writing. All tags, labels and packaging materials bearing the Trademark 
     must be submitted on the "Advertising Approval Form" (Exhibit "B-3").

g.   LICENSEE shall affix such legends, markings and notices on all 
     License Product as are required by LICENSOR under Subparagraph 5.d. and 
     the law.

h.   LICENSEE must submit for approval to LICENSOR a printer's proof of 
     each advertising and promotional item before final printing.

7.   DURATION OF THE AGREEMENT

a.   This Agreement shall continue for three (3) consecutive Contract 
     Years in respective durations as set forth in item 3 of the attached 
     License Agreement Detail Schedule (hereinafter collectively the 
     "Initial Term") and shall then expire unless sooner terminated in 
     accordance with the terms and conditions set forth herein.

b.   If LICENSEE is not in breach of this Agreement at the time renewal 
     notice is given to LICENSOR, LICENSEE shall have three (3) consecutive 
     options to renew this Agreement for three (3) consecutive contract 
     periods, i.e. Contract Years, of one (1) year each (hereinafter 
     collectively the "Renewal Term"). In order to exercise each individual 
     option, LICENSEE must provide LICENSOR with written notice of its 


*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.

                                   6
<PAGE>


     intention to exercise each respective option and such written notice 
     must be received by LICENSOR no later than * prior to the expiration of 
     the Initial Term or immediately preceding Contract Year of the Renewal 
     Term. * Except as specifically set forth herein to the contrary, 
     LICENSEE's performance in the Renewal Term shall be pursuant to the same 
     terms and conditions recited herein for the Initial Term.

8.   ROYALTIES

a.   "Royalty", as used in this Agreement, shall consist of the sum of 
     the following:

     (i)  LICENSEE agrees to pay LICENSOR, during the term of this 
     Agreement, a Royalty in an amount equal to five percent (5%) of the Net 
     Shipments by LICENSEE for Licensed Product sold under the Trademarks; 
     and

     (ii) LICENSEE agrees to expend during the term of this Agreement, 
     an amount equal to one percent (1%) of the Net Shipments by LICENSEE 
     for Licensed Product sold under the Trademarks in advertising of the 
     Licensed Product and Trademarks. *


*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.


                                       7
<PAGE>


    *


e.   LICENSEE shall keep complete, detailed and accurate records of all 
     Promotional and Off-priced Merchandise sales, which records shall be 
     available to LICENSOR for inspection at LICENSEE's premises during 
     regular business hours.

f.   *


9.   PAYMENT

*
 
*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.



                                      8
<PAGE>


     *



b.   LICENSEE's statements and all amounts payable to LICENSOR by 
     LICENSEE shall be submitted to:

               BHPC Marketing, Inc.
               620 West 135th Street
               Gardena, California 90248
               Attn: Royalty Receivables Department

c.   *


d.   All payments made hereunder shall be in United States currency or 
     checks drawn on a United States bank.

e.   *


*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.

                                       9
<PAGE>


     *


10.  GUARANTEES

a.   Guaranteed Annual Royalty Payments - LICENSEE shall pay, for each 
     Contract Year during the term of this Agreement, beginning with the 
     First Contract Year, the respective Guaranteed Annual Royalty Payments 
     set forth in item 7 of the attached License Agreement Detail Schedule.

b.   Guaranteed Target Net Shipments - If, in any Contract Year, 
     LICENSEE does not achieve the Guaranteed Target Net Shipment Volume 
     figure set forth in item 7 of the attached License Agreement Detail 
     Schedule LICENSOR may, at its option, immediately thereafter terminate 
     this Agreement in writing by giving LICENSEE written notice not later 
     than * after the end of the Contract Year.

c.   Guaranteed Net Shipments - If, in any Contract Year, LICENSEE does 
     not achieve the Guaranteed Net Shipments figure set forth 
     in item 7 of the attached License Agreement Detail Schedule LICENSOR 
     may, at its option, immediately thereafter terminate this Agreement in 
     writing by giving LICENSEE written notice not later than *
     after the end of the Contract Year.

d.   *

e.   *

f.   *

*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.
      
                                10
<PAGE>

     *


11.  EXPLOITATION BY LICENSEE

 a.  LICENSEE agrees to commence, and diligently continue thereafter, the
     distribution, shipment and sale of each category of the Licensed Product in
     commercially reasonable quantities in the Territory on or before the
     respective distribution date set forth next to each category of the
     Licensed Product described in item 2 of the attached License Agreement
     Detail Schedule.

 b.  LICENSEE agrees that the Licensed Product will be sold, shipped and 
     distributed outright, at a competitive price determined by LICENSEE, and 
     not on an approval, tie-in, consignment, or "sale or return" basis. 
     LICENSEE further agrees that the Licensed Product will only be knowingly 
     sold to retailers, jobbers, wholesalers and distributors for sale, 
     shipment and distribution to retail stores and merchants commonly 
     considered and referred to in the industry as moderate or better 
     department stores and specialty stores for sale, shipment and 
     distribution direct to the public. Notwithstanding the foregoing to the 
     contrary, LICENSOR agrees that the Licensed Product may also be sold to 
     those retail stores commonly considered and referred to in the industry 
     as "Warehouse Clubs" * so long as the total Net Shipment volume of 
     Licensed Product sold to such "Warehouse Clubs" does not exceed twenty 
     five percent (25%) of LICENSEE's annual Net Shipment volume. *  The 
     manner and scope of the distribution of the Licensed Product, 
     availability, variety, fabrication, colors and sizes are critical to the 
     promotion, enhancement and protection of the Trademarks and their 
     associated goodwill.  *


*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.


                                       11

<PAGE>

 c.  *


12.  *

 a.  *

 b.  *

*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.


                                       12

<PAGE>

     *


13.  INSURANCE

     LICENSEE shall, throughout the term of this Agreement, obtain and maintain
     at its own cost and expense from a qualified insurance company acceptable
     to LICENSOR, a policy or policies of insurance, insuring against those
     risks customarily insured against under broad form comprehensive general
     liability policies arising out of any defects or failure to perform,
     alleged or otherwise, of the Licensed Product or any use thereof, including
     "product liability", "completed operations", "advertisers' liability
     insurance", etc and any liability of LICENSEE arising out of Paragraph 20,
     below.  *

     The policies shall provide for ten (10) days notice to LICENSOR from the
     insurer by Registered or Certified Mail, return receipt requested, in the
     event of any modification, cancellation or termination.  LICENSEE agrees to
     furnish LICENSOR a certificate of insurance or copy of the policies
     evidencing same within thirty (30) days after execution of this Agreement
     and from time to time as requested by LICENSOR within ten

*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.

                                       13

<PAGE>

     (10) days of LICENSOR's request; in no event, shall LICENSEE manufacture,
     offer for sale, sell, advertise, promote, ship and/or distribute the
     Licensed Product prior to receipt by LICENSOR of such evidence of
     insurance.  If LICENSEE fails to procure, maintain and/or pay for at the
     times and for the durations specified in this Agreement, the insurance
     required hereunder, or fails to carry insurance required by any
     governmental requirement, LICENSOR may (but without obligation to do so),
     and without notice to LICENSEE, perform such obligations on behalf of
     LICENSEE, and the cost thereof, together with interest thereon at the
     maximum rate allowed by law, shall immediately become due and payable to
     LICENSOR.

14.  USE, DISPLAY, AND SALE INVOLVING THE TRADEMARKS AND COPYRIGHT

 a.  In order to protect the Trademarks and LICENSOR's reputation, LICENSEE will
     manufacture, distribute and sell the Licensed Product in compliance with
     all applicable laws.  *

 b.  *

 c.  LICENSEE shall exercise reasonable efforts, within the limits allowed by
     the laws and governmental regulations in effect in the Territory, to ensure
     that its merchandising and sale of the Licensed Product shall conform to
     policies and methods suitable for goods of high quality sold under a
     prestigious label of worldwide repute.

15.  OWNERSHIP OF THE TRADEMARKS

a.   LICENSEE agrees that nothing in this Agreement shall give LICENSEE any
     right, title, or interest in the


*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.


                                       14

<PAGE>

     Trademarks other that the license to use the Trademarks on the Licensed
     Product; that such marks are the sole property of LICENSOR; that all such
     uses by LICENSEE of such marks shall inure only to the benefit of LICENSOR;
     and it being understood that all right, title and interest relating thereto
     are expressly reserved by the LICENSOR except for the rights being licensed
     hereunder.

 b.  LICENSEE recognizes that LICENSOR may already have entered into license
     agreements with respect to the Trademarks for products which fall into the
     same general product category as the Licensed Product, but which are not
     sold to the same retail store departments as the Licensed Product, and
     which may be similar to, but not the same as, the Licensed Product in terms
     of function, or otherwise.  LICENSOR will advise LICENSEE of the specifics
     of each such agreement.  LICENSEE hereby expressly concedes that the
     existence of said licenses does not and shall not constitute a breach of
     this Agreement by the LICENSOR.  Nothing herein shall permit LICENSOR to
     license a retail outlet directly to make Licensed Products or products
     substantially similar thereto, it being understood that any such products
     to be sold by the retail outlet must be purchased from LICENSEE.

 c.  *

 d.  *

16.  COMPLIANCE WITH LIMITATIONS ON USE OF TRADEMARKS

     LICENSEE agrees that the Licensed Product, and all labels, hang tags,
     packaging and other trade dress, used in connection with such Licensed
     Products, shall not violate any restrictions on use or display of the marks
     as provided in that Settlement Agreement and Consent Judgement with Polo
     Fashions, Inc., a copy of which


*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.


                                       15


<PAGE>

BHPC.12


     is attached hereto as Exhibit "D".  Nothing contained in this
     Agreement makes Polo Fashions, Inc., or any related company,
     a third party beneficiary of this Agreement. *

17.  *


18.  ASSIGNABILITY AND MANUFACTURING

 a.  The license granted hereunder is, and shall remain, personal
     to LICENSEE and shall not be granted, assigned, or otherwise
     conveyed by any act of LICENSEE or by operation of law.  For
     the purposes of this Paragraph 18, any sale or transfer of any
     ownership interest in LICENSEE shall constitute a prohibited
     assignment of the license granted hereunder.  LICENSEE shall
     have no right to grant any sublicenses without LICENSOR'S prior
     express written approval.  Any attempt on the part of LICENSEE
     to arrange to sublicense or assign to third parties its right
     under this Agreement, shall constitute a material breach of
     this Agreement.  Nothing herein precludes LICENSEE from
     pledging this Agreement as collateral or security for
     financing to its primary lenders or hiring third parties to
     manufacture, assemble or sell the Licensed


*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.


                                16

<PAGE>
BHPC.12



     Products.

 b.  LICENSOR shall have the right to assign its rights and
     obligations under this Agreement without the approval of
     LICENSEE.

19.  NO AGENCY, JOINT VENTURE, PARTNERSHIP

     The parties hereby agree that no agency, joint venture, or
     partnership is created by this Agreement, and that neither
     party shall incur any obligation in the name of the other
     without the other's prior written consent.

20.  *

*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.

                                17

<PAGE>


BHPC.12


*

21.  TERMINATION

 a.  In addition to the termination rights provided elsewhere in
     this Agreement, each party will have the right to terminate
     this Agreement in the event that:

*


22.  EFFECT OF EXPIRATIONS OR TERMINATION

 a.  Except for the limited purposes indicated below, upon
     expiration or termination of this Agreement, all rights and
     licenses granted to LICENSEE hereunder shall immediately
     expire, shall forthwith revert to LICENSOR, and LICENSEE shall
     immediately cease and desist from using the Trademarks and any
     technical information supplied by LICENSOR to LICENSEE
     hereunder.  To this end, LICENSEE will be


*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.


                                18

<PAGE>

BHPC.12


     deemed to have automatically assigned to LICENSOR, pursuant to
     the express provisions of this Agreement, upon such expiration
     or termination, the Trademarks, equities, good will, titles,
     and other rights in or to the Licensed Product and all
     adaptations, compilations, modifications, translations and
     versions thereof, and all other trademarks used in connection
     therewith (not including any of LICENSEE's trademarks and
     logos) which have been or may be obtained by LICENSEE or which
     may vest in LICENSEE and which have not already been assigned
     to LICENSOR but not including any generic or standard styles,
     labels, tags, designs, graphics and the like.  LICENSOR may
     thereafter, it its sole discretion enter into such
     arrangements as it deems desirable, with any other party, for
     the manufacture, promotion and sale of the Licensed Product in
     the Territory.

 b.  Any Licensed Products, finished or in progress, shall be
     disposed of as follows:

 *

*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.



                                19

<PAGE>

BHPC.12

 *


*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.

                                20
<PAGE>

BHPC.12


*


23. MODIFICATION; WAIVER

    No modification of any of the terms or provisions of this Agreement shall
    be valid unless contained in a writing signed by the parties.  No waiver by
    either party of a breach or a default hereunder shall be deemed a waiver by
    such party of a subsequent breach or default of a like or similar nature. 
    Except as otherwise stated in this Agreement, resort by LICENSOR or
    LICENSEE to any remedies referred to in this Agreement or arising by reason
    of a breach of this Agreement by LICENSEE or LICENSOR shall not be
    construed as a waiver by LICENSOR of its right to resort to any and all
    other legal and equitable remedies available to LICENSOR or LICENSEE.

24. FORCE MAJEURE

    Neither LICENSOR nor LICENSEE shall be liable to each other or be deemed in
    breach or default of any obligations contained in this Agreement, for any
    delay or failure to perform due to causes beyond its reasonable control,
    including but not limited to delay due to the elements, acts of the United
    States Government, acts of a foreign government, acts of God, fires,
    floods, epidemics, embargoes, riots, strikes, any of the foregoing events
    being referred to as a "Force Majeure" condition.  In such event, dates for
    performance shall be extended for the period of delay resulting from the
    Force Majeure condition.  The party affected by a Force Majeure condition
    shall, as soon as practicable, notify the other party of the nature and
    extent of such condition.

25. NOTICE

    All notices, approvals, consents, requests, demands, or other
    communications to be given to either party in


*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.


                                          21

<PAGE>

BHPC.12


    writing may be effected by personal delivery or by depositing the same in
    the United States mail, certified and return receipt requested, postage
    prepaid.  Such communication shall be addressed to LICENSEE and LICENSOR at
    their respective addresses as set forth in the preamble above.

26. CONSTRUCTION; VENUE

    This Agreement shall be construed in accordance with the laws of 
    *, and the parties agree that it is executed and delivered in that 
    state, and any claims arising hereunder shall, at LICENSOR's election, 
    be prosecuted in the appropriate Court of *.

27. ENTIRE AGREEMENT

    This Agreement, contains the entire understanding of the parties and there
    are no representations, warranties, promises, or undertakings other than
    those contained herein.  This Agreement supersedes and cancels all previous
    agreements between the parties hereto.

28. *


29. *

*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.



                                          22

<PAGE>

BHPC.12


*


30.  *


31.  BINDING EFFECT

     This Agreement shall be binding on the parties, and their successors and
     assigns.

32. *


33.  SEVERABILITY

     In the event that any term or provision of this Agreement shall for any
     reason be held to be invalid, illegal or unenforceable in any respect, such
     invalidity or unenforceability shall not affect any other term or provision
     and this Agreement shall be interpreted and construed as if such term or
     provision, to the extent the same shall have been held to be invalid,
     illegal or unenforceable, had never been contained herein.

34.  CAPTIONS

     The captions used in connection with the paragraphs and subparagraphs of
     this Agreement are inserted only for purpose of reference.  Such captions
     shall not be deemed to govern, limit, modify or in any other manner affect
     the scope, meaning or intent of the provisions of this Agreement or any
     part thereof nor shall such captions otherwise be given any legal effect.


*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.


                                          23

<PAGE>

BHPC.12


35.  INCORPORATION OF EXHIBITS

     LICENSOR and LICENSEE acknowledge and agree that the provisions of Exhibits
     "A" through "D" attached hereto (the "Exhibits") are integral to this
     Agreement and that the provisions of the Exhibits are all hereby
     incorporated herein and made a part hereof as if set out in full in this
     Agreement.

36.  *

37.  APPROVALS

     All approvals or consents required to be given by one party to the other
     under this Agreement shall not be unreasonably withheld or delayed
     notwithstanding anything in the Agreement to the contrary.


*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.


                                          24

<PAGE>

BHPC.12


     IN WITNESS WHEREOF, the parties hereto agree that this Agreement shall take
effect as of the date and year first above written above.



LICENSOR:                               LICENSEE:


BHPC MARKETING, INC.,                   I.C. ISAACS & CO., L.P.

a California Corporation                a Delaware Limited Partnership




BY: /s/ Don Garrison                    BY: /s/ Gerald W. Lear
   --------------------------------        ------------------------------------
Don Garrison                            Jerry Lear

Licensing Director                      President, C.E.O.


Date: 12/18/95                          Date: 12/20/95
      ----------                              ----------


                                          25

<PAGE>

BHPC.12



                          LICENSE AGREEMENT DETAIL SCHEDULE


1.   DEFINITION OF TERRITORY:        United States, all its territories and
                                                                    possessions

2.   DEFINITION OF LICENSED PRODUCT:                          DISTRIBUTION DATE:
     -------------------------------                          ------------------

     Men's denim sportswear                                     January 1, 1996
     Men's outerwear
     Men's woven shirts, excluding dress shirts
     Men's knit and woven casual pants and shorts
     Men's sweaters
     Men's basic and fashion fleece tops and bottoms
     Men's overalls and shortalls
     Men's knit tops, including t-shirts and polo shirts
     Men's swimwear
     Men's warm ups
     All silk products are excluded from this Definition of
     Licensed Product

3.   INITIAL TERM:                      FROM                         TO
     -------------                      ----                         --

First Contract Year:               January 1, 1996          December 31, 1996
Second Contract Year:              January 1, 1997          December 31, 1997
Third Contract Year:               January 1, 1998          December 31, 1998

4.   RENEWAL TERM:
     -------------

Fourth Contract Year (if any):     January 1, 1999          December 31, 1999**
Fifth Contract Year (if any):      January 1, 2000          December 31, 2000
Sixth Contract Year (if any):      January 1, 2001          December 31, 2001

5.   *

6.   ROYALTY RATE:

5% of Net Shipments, plus 1% Advertising Royalty, to be spent by Licensee in
Advertising the Licensed Product in the Territory


*  Text omitted pursuant to a request for confidential treatment and filed 
   separately with the Securities and Exchange Commission.

