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National Collective Bargaining Agreement - Liz Claiborne Inc. and Union of Needletrades, Industrial and Textile Employees (UNITE)

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                    NATIONAL COLLECTIVE BARGAINING AGREEMENT

                                 By and Between:

                             LIZ CLAIBORNE, INC. AND

             UNION OF NEEDLETRADES, INDUSTRIAL AND TEXTILE EMPLOYEES

                                     (UNITE)




Effective: June 1,  2000
Expires: May 31,  2003

<PAGE>    2



                                TABLE OF CONTENTS

                                                                  
ARTICLE 1:   UNION RESPONSIBILITY                                    - 2 -

ARTICLE 2:   BARGAINING UNIT AND UNION RECOGNITION                   - 3 -

ARTICLE 3:   UNION MEMBERSHIP                                        - 4 -

ARTICLE 4:   EMPLOYER'S OBLIGATIONS                                  - 6 -

ARTICLE 5:   AFTER ACQUIRED AND NEW FACILITIES                       - 6 -

ARTICLE 6:   TRIAL PERIOD                                            - 7 -

ARTICLE 7:   HIRING RATES AND MINIMUM WAGE SCALES                    - 8 -

ARTICLE 8:   CHANGE IN LEGAL MINIMUMS                                - 8 -

ARTICLE 9:   COST OF LIVING ADJUSTMENT                               - 9 -

ARTICLE 10:  JOB SECURITY/HANDLING AND DISTRIBUTION OF PRODUCT       - 10 -

ARTICLE 11:  CHANGE IN PAY SYSTEMS                                   - 11 -

ARTICLE 12:  WAGE INCREASES                                          - 11 -

ARTICLE 13:  CHECK-OFF                                               - 12 -

ARTICLE 14:  NO DISCRIMINATION                                       - 12 -

ARTICLE 15:  EMPLOYMENT STANDARDS                                    - 13 -

ARTICLE 16:  HEALTH AND SAFETY                                       - 14 -

ARTICLE 17:  HOURS OF WORK AND OVERTIME                              - 15 -

ARTICLE 18:  TEMPORARY EMPLOYEES                                     - 15 -

ARTICLE 19:  HOLIDAYS, PERSONAL DAYS/PAID TIME OFF AND SICK DAYS     - 16 -

ARTICLE 20:  BEREAVEMENT LEAVE                                       - 18 -

ARTICLE 21:  SHOP STEWARD                                            - 18 -

ARTICLE 22:  SENIORITY/LAYOFF                                        - 18 -

ARTICLE 23:  WORK ASSIGNMENTS                                        - 19 -

ARTICLE 24:  DISCHARGES                                              - 19 -

ARTICLE 25:  LEAVES OF ABSENCE                                       - 19 -

ARTICLE 26:  TIME CLOCK                                              - 21 -

ARTICLE 27:  RIGHT TO VISIT SHOP                                     - 22 -

ARTICLE 28:  EMPLOYEE BENEFIT FUNDS                                  - 22 -


<PAGE>    3


                                                                  
ARTICLE 30:  GRIEVANCES AND ARBITRATION                              - 30 -

ARTICLE 31:  NO STRIKE/NO LOCKOUT PLEDGES                            - 33 -

ARTICLE 32:  NO REDUCTION OF WAGES OR OTHER BENEFITS                 - 33 -

ARTICLE 33:  STRUCK WORK-LABOR DISPUTE CROSSING PICKET LINES         - 34 -

ARTICLE 34:  TEMPORARY APPOINTMENT TO UNION STAFF                    - 35 -

ARTICLE 35:  CONFORMITY TO LAW                                       - 35 -

ARTICLE 36:  JURY DUTY                                               - 35 -

ARTICLE 37:  UNION ACTIVITIES                                        - 36 -

ARTICLE 38:  JOINT LABOR-MANAGEMENT COMMITTEE                        - 36 -

ARTICLE 39:  VACATIONS                                               - 36 -

ARTICLE 40:  CUTTING                                                 - 37 -

ARTICLE 41:  REPORTING PAY                                           - 37 -

ARTICLE 42:  NO WAIVER                                               - 37 -

ARTICLE 43:  MANAGEMENT RIGHTS                                       - 37 -

ARTICLE 44:  DURATION OF AGREEMENT                                   - 38 -

<PAGE>    4

     THIS  AGREEMENT  is made and entered into as of June 1, 2000 by and between
LIZ CLAIBORNE INC.,  (hereinafter  designated as the "Company") and the Union of
Needletrades,  Industrial and Textile  Employee  (hereinafter  designated as the
"Union" or UNITE").
                              W I T N E S S E T H:
     WHEREAS,  the Company is engaged in an  integrated  process of  production,
handling and distribution of garments; and
     WHEREAS,  the  Employer  owns or leases and operates  several  distribution
centers  and  samplerooms  in which the Union  represents  the  majority  of the
employees employed by the Employer, and the Employer recognizes the Union as the
exclusive bargaining  representative of its warehouse and sampleroom  employees;
and
     WHEREAS,  the  various  distribution  centers  and  samplerooms  have  been
governed  by  separate  collective  bargaining  agreements  covering  individual
facilities; and
     WHEREAS,  to provide  uniformity of conditions and ease of  administration,
the parties choose to consolidate the separate  bargaining  units and collective
bargaining agreements into a national multi-plant agreement,  to be supplemented
by local agreements covering specific facilities; and
     WHEREAS,  the  Employer  and the Union are parties to a Jobber's  Agreement
which governs,  among other things, the Employer's use of contractors to produce
its garments but does not govern the terms and  conditions  of employment of any
of the employees of the Employer; and
     WHEREAS,  the parties desire to cooperate in establishing  conditions which
will tend to secure a living wage,  fair  conditions and standards of employment
and to provide  for a fair and  peaceful  adjustment  of all  disputes  so as to
secure uninterrupted operation of work.
     NOW, THEREFORE, the parties hereto agree as follows:


                         ARTICLE 1: UNION RESPONSIBILITY
<PAGE>    5

     The  Union  shall  have  the  sole  responsibility  for  administering  and
enforcing this Agreement and for obtaining  compliance with its terms.  The sole
persons authorized or having the power to act as agents of the Union, or to bind
the Union  legally  with  respect to matters  arising out of this  Agreement  or
arising out of the relations  between the Employer and the Union,  or to subject
the Union to any  liability  whatever by reason of any acts or  omissions is the
President of the Union and the managers of the signatory  Locals thereof or such
substitute or additional  persons as the Union may hereafter  formally designate
by written notice to the Employer.  The Union shall not be  responsible  for the
acts or omissions of any other  person,  including  members and employees of the
Union.

                      ARTICLE 2: BARGAINING UNIT AND UNION
                                   RECOGNITION

2.1 The scope of the bargaining unit covers the following  distribution  centers
and samplerooms presently located at:

1 Claiborne Avenue, North Bergen, NJ
4 Emerson Lane, Secaucus, New Jersey
10 Oxford Drive, Moonachie, New Jersey
1441 Broadway and 1450 Broadway, New York, New York
1 Liz Way, Mt. Pocono, Pennsylvania, including Pocono 2
151 Folmer Parkway, Montgomery, Alabama
15 Thatcher Road, Dayton, New Jersey
1015 Newman Avenue, Seekonk, Massachusetts
120 Herrod Boulevard, Dayton, New Jersey


2.2 The  bargaining  unit  consists of all  distribution  center and  sampleroom
employees, including cutters and related crafts, employed by the Employer at the
covered  facilities.  Local  supplemental  agreements  may  further  define  the
bargaining unit at specific facilities. It is agreed that the Union represents a
majority of said  employees and that during the term of this Agreement the Union
shall be the sole and exclusive  bargaining  representative  of all employees in
the bargaining unit as hereinabove described. Office, clerical,  supervisory and
executive employees,  as well as any employees who may be employed at the retail
facility at any location, are excluded from the provisions hereof.
2.3 "Workers" or  "employees" as used in this  Agreement  means those  employees
covered by the bargaining unit as well as those who may be hereinafter included.

<PAGE>    6

2.4 This Agreement shall be the National Agreement.  There shall be Supplemental
Agreements which govern certain terms and conditions of employment at individual
facilities.   In  case  of  conflict  between  this  National  Agreement  and  a
Supplemental  Agreement,  the Supplemental  Agreement shall govern.  Any dispute
unresolved  as  to  whether  a  conflict  exists  between  the  National  and  a
Supplemental  Agreement or whether a particular dispute is subject to resolution
under the  provisions  of the  National  or a  Supplemental  Agreement  shall be
subject to arbitration pursuant to Article of this National Agreement.


                           ARTICLE 3: UNION MEMBERSHIP

3.1 Good  standing  membership  in the Union shall be a condition of  employment
with the Employer for all bargaining  unit employees who have such membership on
the date of  execution  of this  Agreement;  it  shall  also be a  condition  of
employment  with the Employer  for all other  bargaining  unit  employees on and
after the thirtieth (30th) day following the execution or effective date of this
Agreement,  or on or after the  thirtieth  (30th) day following the beginning of
their employment, whichever is the later. If the foregoing is prohibited by law,
then at the corresponding time all employees shall be required as a condition of
employment  (unless  prohibited by law) to pay to the Union a service  charge to
reimburse it for the cost of negotiating and administering this agreement.
3.2 Good  standing  membership  in the Union for purposes of this Article  means
such membership in the Union through membership in any affiliate of UNITE.
3.3 In the event that paragraph may not be lawfully applied, all employees shall
be informed by the  Employer of the  existence of this  Agreement  and the terms
thereof  and  shall be  advised  by the  Employer  that,  in its  opinion,  good
labor-management  relations  are and will be best  served and  promoted  if such
employees  become  and  remain  members of the  Union.  The  Employer  agrees to
implement and promote this provision by posting  copies of the following  notice
near all time clocks and in other  prominent  places such as bulletin  boards in
its plants:

                            "NOTICE TO ALL EMPLOYEES"

     This plant is being operated under the terms of an agreement with the Union
of Needletrades, Industrial and Textile Employees, AFL-CIO. All wages, hours and
other conditions of employment are regulated by the terms of this agreement.
     Good labor  management  relations will be best served and promoted,  in our
opinion,  if all our  employees  covered  by this  agreement  become  and remain
members of this Union.

Signed:

Name of Employer:

<PAGE>    7

                        ARTICLE 4: EMPLOYER'S OBLIGATIONS

     All of the terms and provisions of this Agreement shall be binding upon the
Employer and upon its  subsidiaries,  successors  and assigns.  In the event the
Employer  sells or  transfers  its  business to another,  it shall  nevertheless
continue to be liable for the complete  performance  of the terms and provisions
of this  Agreement  by the  purchaser  or  transferee  until  the  purchaser  or
transferee  expressly,  in writing,  assumes such  performance  and agrees to be
fully bound by the terms and provisions of this Agreement.


                  ARTICLE 5: AFTER ACQUIRED AND NEW FACILITIES

     5.1 This National  Agreement shall be binding on those  presently  existing
facilities  described in Article above as well as all future facilities operated
by and either owned or leased by the Employer,  but not including retail stores.
Local conditions for any future or  after-acquired  facility shall be negotiated
between the Employer and the Union.
     5.2 When the  Employer  acquires a new facility by merger,  acquisition  or
consolidation,  it shall advise the Union within one (1) year after such merger,
acquisition  or  consolidation  whether the facility  will be  maintained by the
Employer or disposed of in some fashion.  If the Employer advises the Union that
the facility will not be maintained  by the Employer,  then the Employer  either
must dispose of the facility  within six (6) months from the date of such notice
(unless the parties  mutually  agree to an extension) or Article will apply.  If
the facility is maintained by the Employer,  this Agreement shall become binding
on that  facility  no later than  eighteen  (18)  months  from the date that the
facility was initially acquired.
     5.3 If the facility is a manufacturing facility, the time periods set forth
in Article above will apply,  but the employees of said  manufacturing  facility
will be  treated  as a  separate  bargaining  unit,  and a  separate  collective
bargaining agreement will be negotiated by the parties for that facility.


                             ARTICLE 6: TRIAL PERIOD

<PAGE>    8

     The  first  thirty  (30)  calendar  days of  employment  for  newly-  hired
employees  shall be deemed  their  trial  period  during  which time they may be
discharged without regard to cause. The trial period may be extended for another
fourteen  (14)  calendar  days with the written  consent of the Union.  Upon the
expiration  of the  trial  period,  the  newly-hired  employee  will be deemed a
regular  employee.  The trial period shall not be abused by the Employer and any
claim of abuse shall be the subject of arbitration hereunder.


                 ARTICLE 7: HIRING RATES AND MINIMUM WAGE SCALES

7.1  The   hiring   rates  in  effect  in  the   various   facilities   and  job
classifications, if any shall be set forth in the local Supplemental Agreements.
7.2 All hiring rates at all facilities  covered by this agreement shall increase
$0.25 effective June 4, 2001 and an additional $0.25 effective June 3, 2002. The
hiring rates may not be decreased.  They may increase only upon mutual agreement
of the parties.
7.3 Upon satisfactory  completion of the trial period, an employee shall receive
an additional $0.50 per hour.
7.4 All employees who have completed their trial period as of June 1, 2000 shall
receive at least $0.25 an hour above the newly-established  minimum wage rate in
Paragraph  .  Employees  who are in their  trial  period on June 1,  2000  shall
receive  the  greater of the wage  increase  effective  on June 3, 2000 or $0.50
above the June 3, 2000 hiring minimum, but not both.


                       ARTICLE 8: CHANGE IN LEGAL MINIMUMS

<PAGE>    9

     If, during the term of this  Agreement,  a new applicable  federal or state
minimum wage law is enacted or becomes  effective which increases the applicable
minimum  wage  hereunder,  then the  minimum  wage  set  forth  herein  shall be
automatically  increased  so that such  minimum  wage  shall be no less than 15%
above any newly-established state or federally mandated legal minimum


                      ARTICLE 9: COST OF LIVING ADJUSTMENT

Should the cost of living, as reflected in the U.S. Consumer Price Index for the
period of June 2000 through  November  2001  increase ten (10%) percent over the
consumer  Price Index for May 2000, as published in June 2000,  then the regular
hourly wages of all  employees  shall be increased  ten cents  ($0.10) per hour.
Additionally,  hourly increases of five cents ($0.05) per hour shall be paid for
each additional increase in the cost of living of one-half of one percent (.5%).
Cost  of  living  increases  payable  under  this  provision  shall  not  exceed
twenty-five  cents ($0.25) per hour.  Rises in the consumer Price Index shall be
measured over an eighteen (18) month  period,  as set forth above,  by utilizing
the consumer Price Indices for the Urban Wage Earners and clerical workers, U.S.
Cities,  Average,  printed  and  released  in the  months of July  2000  through
December 2001. Wage increases due hereunder shall be effective January 4, 2002.


                      ARTICLE 10: JOB SECURITY/HANDLING AND
                             DISTRIBUTION OF PRODUCT

<PAGE>    10

10.1 No employee shall be involuntarily  permanently laid off as a direct result
of the Employer's use of a third party contractor to distribute its product.
10.2 To  protect  the job  security  of the  employees  of the  Employer  and to
preserve  labor  standards  among  workers who are  employed  in the  integrated
process of  production  of the  Employer's  garments,  the parties  agree to the
following:
     In the event the  Employer  engages a third party  contractor  to operate a
distribution  facility entirely  dedicated to the distribution of the Employer's
garments for a period in excess of two (2) years,  or if the Employer  engages a
third party contractor  where the Employer's  garments will take over 50% of the
square  footage of the third  party's  facility  for more than three (3) months,
such third party contractor must have a collective bargaining  relationship with
UNITE or an affiliate thereof.
10.3 Subject to the protections set forth above,  nothing contained herein or in
any  Local   Supplement  shall  be  deemed  to  restrain  the  Employer  in  its
determination  as to the methods or means by which its  products are handled and
distributed,  including,  but not limited  to, the  allocation  of products  and
functions  among the  Employer's  facilities or the use of facilities not owned,
leased or operated by the Employer.


                        ARTICLE 11: CHANGE IN PAY SYSTEMS

<PAGE>    11

     The Employer reserves the right to change the method of payment for some of
the general  distribution or quality assurance employees to an incentive system.
Employees  on the  incentive  system  shall not be paid less than their  current
hourly rate. The Union may assert  reasonable  challenges to the fairness of the
proposed  incentive system.  Any disputes  regarding the  implementation of such
systems may be submitted to the arbitrator for resolution.


                           ARTICLE 12: WAGE INCREASES

12.1 The wage increases for employees shall be as follows:
     Effective  June 5, 2000,  employees  shall receive a wage increase of $0.75
per hour.
     Effective  June 4, 2001,  employees  shall receive a wage increase of $0.60
per hour.
     Effective  June 3, 2002,  employees  shall receive a wage increase of $0.55
per hour.
12.2 To correct  market-created  inequities  and to promote  greater  uniformity
among  facilities,  the  employees  at the Mt.  Pocono,  PA and  Montgomery,  AL
facilities  shall receive a raise of $0.25 effective June 5, 2000 in addition to
any other wage increases.


                              ARTICLE 13: CHECK-OFF

13.1.1 Subject to the requirements of law concerning authorization and

<PAGE>    12

assignment by the employees  individually,  the Employer shall deduct membership
dues (which shall be deemed to include periodic fixed dues,  initiation fees and
assessments)  or, to the extent  permitted  by law,  service  charges,  from the
earnings of its  employees  monthly and transmit the same to the Union within 48
hours thereafter.
13.2  The  Employer  agrees  to honor  check-off  authorizations  for  political
contributions  to the UNITE  Campaign  Committee and AFL-CIO COPE from employees
who are members of the Union.
13.3 Sums deducted by the Employer  under the  provisions of Paragraphs and this
Article  shall be kept separate and apart from general funds of the Employer and
shall be held in trust by the Employer  for the benefit of the Union,  the UNITE
Campaign Committee, and AFL-CIO COPE, as the case may be.


                          ARTICLE 14: NO DISCRIMINATION


     The Employer  shall not  discriminate  against any employee on the basis of
race, creed,  religion,  color,  national origin,  sex, age, sexual orientation,
citizenship status, disability,  veteran's status or membership in or activities
on behalf  of the  Union,  unless  required  by this  Agreement.  The  Employer,
however,  shall not employ  children or  adolescents  where such  employment  is
prohibited by an applicable federal or state law or regulation.


                        ARTICLE 15: EMPLOYMENT STANDARDS

15.1 All wages, earnings, overtime and holiday pay shall be paid on the day they
were customarily  paid, but no later than the Friday following the week in which
they were earned.
15.2 The  Employer  shall not charge an  employee  for any  damage to  materials
unless caused willfully.

<PAGE>    13

15.3 The Employer shall supply necessary machines and tools to its employees.
15.4 No  officer  of the  Employer,  supervisory  employee  or any other  person
outside of the bargaining unit shall perform any work covered by this Agreement,
except as specified  in Article or in the event of  unexpected  absenteeism,  an
emergency, or for training purposes.
15.5 All paid breaks shall be fifteen (15) minutes.
15.6  Employees  may elect to receive  their pay by having the  Employer  make a
direct deposit to the employee's designated account.
15.2


                          ARTICLE 16: HEALTH AND SAFETY

16.1 The Employer shall fully comply with all standards, laws and regulations of
health,  sanitation  and safety,  including  all  regulations  of the local fire
department.
16.2 The  Employer  shall  provide an  adequate  number of  drinking  fountains.
Restrooms and work areas shall be kept in a clean, sanitary condition,  and will
be  well-lighted  and  heated.  Air  conditioning  shall  be  maintained  in the
Employer's facilities where it currently exists.
16.3 A worker may refuse to perform work which he reasonably believes would pose
a serious threat of injury or illness.
16.4 The  Employer  shall be  exclusively  responsible  for  health,  safety and
sanitation  conditions  in its  shop.  Neither  the  Union  nor  its  agents  or
representatives shall be liable for any job-related injury, illness or death.
16.5 The Joint  Labor-Management  Committee  set forth in Article  shall address
issues of health and safety and may make  recommendations  for the correction of
unsafe or harmful conditions and practices and may make

<PAGE>    14

recommendations  for rules and  procedures to prevent  accidents and disease and
for the promotion of the health, safety and sanitation of the workers.
     16.5.1 The Employer shall  facilitate  limited safety training of employees
by, at the Union's  request:  1)  providing  one day's paid leave of absence per
year to one employee in each shop  designated  by the Union to attend health and
safety training, and 2) permitting all employees to participate in one paid hour
per year of safety  training in the shop during  working time. The parties shall
schedule  such  training at a mutually  convenient  time.  This  safety-training
paragraph does not diminish in anyway the Employer's responsibility to provide a
safe and healthful  workplace under this Agreement.  The Union will provide such
training  only to the extent  feasible  and is not  obligated  to  provide  such
training.


                     ARTICLE 17: HOURS OF WORK AND OVERTIME

     The provisions  governing  hours of work and overtime,  including  overtime
premiums shall be set forth in the local  supplemental  agreements  covering the
individual facilities and the practices developed thereunder shall continue.


                         ARTICLE 18: TEMPORARY EMPLOYEES

18.1 The Employer, from time to time, may have the need for additional temporary
employees.  Such temporary  employees  shall not be employed by the Employer for
longer than forty (40) consecutive days.
18.2 Temporary  employees shall not be considered to be in the bargaining  unit.
The temporary  employees shall be informed of their temporary  status when hired
and shall acknowledge the same in writing,  a copy of which shall be provided to
the Union.

<PAGE>    15

18.3 In the event that a temporary  employee  remains  employed beyond the forty
(40) day period,  then such employee shall be placed in the bargaining  unit and
benefit fund  contributions for that employee shall be paid  retroactively  form
the original date of hire. Union obligations for such employee shall be computed
on the basis of the original date of hire.
18.4 The Employer shall not employ temporary  employees if any of the bargaining
unit employees  performing such work are on layoff. The Employer agrees that the
job security and earning  opportunities  shall not be diminished for the regular
bargaining unit employees when temporary  employees are used. The Employer shall
not  abuse  its  right  to use  temporary  employees  to  avoid  hiring  regular
bargaining unit employees.


                  ARTICLE 19: HOLIDAYS, PERSONAL DAYS/PAID TIME
                                OFF AND SICK DAYS


19.1 Each  Supplemental  Agreement  shall set  forth  the  number of  designated
holidays  and sick days,  personal  days or paid days off that shall be granted.
Employees shall be eligible for holidays at time of hire and those employees who
have  completed  their trial period  shall be eligible  for paid time off,  sick
days, personal days or paid days off.
19.2  Employees may refrain from working one (1)  additional  day each year on a
national or ethnic holiday of their choice, but without pay.
19.3 An employee shall not be eligible for holiday pay if:
19.3.1 He or she is absent from work on the work day immediately before or after
the holiday,  except for a justifiable  cause,  which shall include absence from
work when the shop is not in operation; or
19.3.2 He or she  becomes  disabled  and the  holiday  falls on a day beyond the
sixtieth (60th) day after the said employee last worked in the shop.

<PAGE>    16

19.4 When personal days are provided,  they must be scheduled  with the approval
of the Employer.  Sick days and/or  personal days may be taken in one-half (1/2)
day increments.
19.5 Employees  shall be paid for unused sick days,  personal days and paid days
off at the end of the applicable leave year. The local  Supplemental  Agreements
shall set forth the  system  for  accruing  days off,  that is,  calendar  year,
contract year or anniversary date.
19.6 The  Employer  shall not count any  compensated  time off as  absences  for
disciplinary purposes.
19.7 Holiday pay shall be paid at an  employee's  regular  hourly rate.  When an
incentive system is in effect, the applicable local Supplemental Agreement shall
set forth the  computation for holidays and other paid days off, which shall not
be lower than the extant holiday rate.
19.8 When a holiday  falls during an  employee's  vacation,  the employee  shall
receive the holiday pay and shall not be charged a vacation day for that day.


                          ARTICLE 20: BEREAVEMENT LEAVE
     The provisions governing  bereavement leave shall be set forth in the local
supplemental  agreements  covering the  individual  facilities and the practices
developed thereunder shall continue.

                            ARTICLE 21: SHOP STEWARD
     There shall be in the facility of the Employer Shop Steward(s)designated by
the Union.  The Shop  Steward(s)shall  be  compensated  by the Employer for time
unavoidably  lost during  working hours in the process of adjusting  grievances.
For purposes of layoff only, shop  Steward(s)  shall have  super-seniority  over
other bargaining unit employees.

<PAGE>    17

                          ARTICLE 22: SENIORITY/LAYOFF

     The  provisions  governing  seniority and lay off shall be set forth in the
local supplemental  agreements covering individual  facilities and the practices
developed thereunder shall continue.


                          ARTICLE 23: WORK ASSIGNMENTS

     The  provisions  governing  transfers,   promotions,  job  classifications,
cross-training  and job  postings  shall be set forth in the local  supplemental
agreements covering individual facilities and the practices developed thereunder
shall continue.


                      ARTICLE 24: DISCHARGES AND DISCIPLINE

     24.1 No employee  shall be discharged  without just and  sufficient  cause,
     except during his trial period.  If the  discharge or  disciplinary  act is
     found  to be  unjustified,  the  employee  shall be  reinstated  and may be
     compensated for his loss of earnings during the period of such discharge or
     disciplinary act.
     24.2 All disciplinary notices, including those for absences, shall be of no
     effect one year after the occurrence.
     24.3 The Employer  shall inform the Union of all  discipline  imposed on an
     employee, including verbal warnings.


                          ARTICLE 25: LEAVES OF ABSENCE

<PAGE>    18

     25.1 The Employer shall grant reasonable leaves of absence to employees for
a  justifiable  cause.  Except as may be  required by law,  the  Employer is not
required  to grant a leave for a period of less than five (5)  consecutive  work
days.  Employees on leaves of absence shall not lose any job rights and shall be
entitled to return to their regular job prior to such absence.
     25.2 RETURN FROM MILITARY SERVICE - Any employee who has been  conscripted,
inducted or drafted into the military  service of the United States  Government,
shall,  upon termination of such service,  be restored to his former position or
to a  position  of  like  seniority  status  and pay  provided  he  applied  for
re-employment within ninety (90) days after the date of his discharge.
     25.3 FAMILY AND MEDICAL LEAVE
     25.3.1 The Employer shall grant,  upon request of the Union,  up to six (6)
months'  leave of  absence  without  pay to male and  female  employees  for the
employee's  own serious  health  condition  as defined by the Family and Medical
Leave Act  ("FMLA"),  or for the birth or adoption of a child or for the care of
family member or live-in partner with a serious health condition.
     25.3.2 The  Employer  may hire a  provisional  employee for a period not to
exceed six (6) months to take the place of any employee who is on Family  Leave.
Upon the date of hire,  the  Employer  shall give the Union and the  provisional
employee  notice of the  employee's  provisional  status.  During  such  period,
provisional  employees shall be entitled to all the rights of regular  employees
under this Agreement.  The Employer may retain a provisional employee as long as
such action does not displace the employee on Family Leave or any other  regular
employee. An employee on Family Leave

<PAGE>    19

shall be entitled to return to his or her regular job prior to such absence,  or
an equivalent position, and, subject to the foregoing, shall not lose any rights
or privileges under this Agreement.
25.3.3 The  employee,  whether or not s/he is eligible  under the FMLA,  may use
family and medical  leave on an  intermittent  basis (as defined by the FMLA) to
the  extent  that  such  use  is  permitted  under  the  rules  and  regulations
promulgated under the FMLA.
25.4 The Employer may require proper medical  certification  for leaves relating
to an employee's  own serious health  condition,  or for the care of a seriously
ill family member or live-in partner.
25.5 An employee's  medical leave for work-related or non-work related injury or
illness may last up to one year. FMLA leave runs  concurrently  with contractual
medical leave.


                             ARTICLE 26: TIME CLOCK

     The  Employer  shall  maintain  an  adequate  number of time  clocks on its
premises,  and each employee  covered by this  Agreement  shall punch his or her
time card  before  starting  work and at the  completion  of work and before and
after lunch.

<PAGE>    20

                         ARTICLE 27: RIGHT TO VISIT SHOP
     Duly  authorized  representatives  of the Union,  including  engineers  and
accountants,  shall  have the right to visit the  premises  of the  Employer  at
reasonable times for the purpose of ascertaining  whether the provisions of this
Agreement are being complied  with.  Such visits shall be conducted so as not to
cause  interference  with  operations.  In addition,  the Employer shall provide
access to  relevant  accounting  books and  records as the Union may  reasonably
request in order to ascertain whether the provisions of this Agreement are being
complied with.


                       ARTICLE 28: EMPLOYEE BENEFIT FUNDS


28.1 The Employer  shall pay monthly to the Union a cents per hour  contribution
and/or  an amount  equivalent  to a  percentage,  as  described  below or in the
applicable  Supplemental  Agreement,  of each total gross weekly payroll (before
deduction for federal,  state or local  taxes),  including  direct  holiday pay,
vacation pay and bonuses,  of all bargaining  unit  employees  (whether Union or
non-Union employees,  and whether regular or trial period employees) employed in
its facility. All payments shall be due on the tenth (10th) day of the following
month. Such payments shall be allocated towards the following Funds:
28.1.1 Towards the ILGWU National  Retirement  Fund, a trust fund established by
     collective  agreement for the purpose of providing pensions or annuities on
     retirement or death of employees.
28.1.2 Towards the ILGWU  Eastern  States  Health and Welfare Fund, a trust fund
     established by collective  agreement for the purpose of providing employees
     with health, welfare and recreation benefits and services.

<PAGE>    21

28.1.3 The Employer shall contribute to substitute employee benefit funds as may
     be required by local Supplemental Agreement.
28.2 For those facilities  participating  in the ILGWU National  Retirement Fund
(the "NRF"), the Employer shall contribute to the NRF to provide the prior basic
benefit and to provide the new,  enhanced benefit [NRF 2000] at a rate set forth
in the local supplemental  agreement.  The Employer shall provide the Union, for
the NRF, on a monthly basis (within  thirty (30) days of the end of each month),
the name, social security number,  gross wages paid to each covered employee and
the number of hours paid for in the  period  (or such other  information  as the
Union may require in the future related to the NRF 2000 Benefit.) The Union may,
in its sole discretion, assign collection of employer contributions to the ILGWU
National Retirement Fund or any other designee.
28.3 In addition to the regular  employer  contribution to the Union relating to
the ILGWU Eastern  States Health and Welfare fund required by this Article,  the
Employer shall pay monthly to the Union,  as additional  employer  contributions
toward the ILGWU  Eastern  States  Health and Welfare  Fund for  cafeteria  plan
benefits,   twenty-three   dollars  ($23.00)  for  individual  coverage  and  an
additional  thirty-two  ($32.00)  dollars,  for a total of  fifty-five  ($55.00)
dollars, for dependent coverage per month per eligible employee. Such additional
employer  contributions  due under this Paragraph  shall be paid to the Union in
advance  for the  quarter  and no later than the first day of each  quarter . In
addition to the  regular  reports and  information  the  Employer is required to
provide to the Union pursuant to this Article,  the Employer shall submit to the
Union together with such reports a special monthly report in the form prescribed
by the  Health  and  Welfare  Fund  listing  at least:  (a) the name and  Social
Security Number of each employee

<PAGE>    22

for whom the Employer is required to submit  additional  contributions by virtue
of the  said  Cafeteria  Plan,  and  (b)  the  amounts  of  additional  employer
contributions   attributable   to  such   individual   employee's   contribution
obligations.  An eligible  employee  is an  employee  who is eligible to receive
hospital,  medical,  surgical and major medical benefits under the ILGWU Eastern
States  Health and Welfare Fund solely in accordance  with the Amended  By-Laws,
Rules and Regulations of the Fund. In addition to any other  requirements  which
the Fund may establish  concerning an employee's  eligibility  to participate in
and/or  receive   benefits  from  the  Fund,  it  is  also  understood  that  no
contributions  will be  required  for any  employee  or former  employee  of the
Employer who is participating  in and/or  receiving  benefits from the Fund as a
result of the Consolidated Omnibus Budget  Reconciliation Act of 1985 ("COBRA").
The Union shall provide the Employer with a copy of all benefit enrollment forms
for employees who have elected  family  coverage  through the Health and Welfare
Fund. If those  enrollment forms are not available on hard copy, the Union shall
provide the Employer with access to such data in whatever form it is maintained.
Additionally,  the  Union  shall  promptly  supply  copies of  enrollment  forms
reflecting  a  change  in  status  to the  Employer  as soon as such  forms  are
completed.
28.4 If at any time during the life of this Agreement, as a result of government
mandated  requirements,  a  benefit  or a cost of any of the  benefits  shall be
increased,  or a new  benefit  required,  or the cost to any  fund of  providing
existing or new benefits is increased, the Union shall have the right to request
additional company contributions to cover the expense thereof.
28.5 The said Health and Welfare Fund shall continue to be maintained

<PAGE>    23

and  administered  by the Board of  Trustees in  accordance  with the by-laws or
rules and  regulations  adopted by the Board of Trustees for that  purpose.  The
Employer shall have no legal or equitable right,  title, claim or interest in or
to said Fund, or the administration  thereof.  No individual employee shall have
any legal or equitable right, title or interest in, or claim against, his or any
other  employer's  payments towards the Health and Welfare Fund, or against said
Fund,  except as may be provided by the by-laws or rules and regulations of said
Fund.
28.6 The said  Retirement  Fund shall be  administered  in  accordance  with its
by-laws or rules and regulations by a Board of Trustees.  Each Board of Trustees
shall  be   composed   of  Union   representatives   and  an  equal   number  of
representatives  of employer  contributors  to that Fund.  In the event that the
Board of  Trustees  shall  be  deadlocked  on any  issue or  matter  arising  in
connection  with its Fund,  the same shall be decided by a neutral person as set
forth in the by-laws or rules and  regulations  of said Fund,  and his  decision
shall be final and  binding.  The  parties  hereto  hereby  ratify,  confirm and
approve  the  composition  and  membership  of each Board of  Trustees as now or
hereafter constituted.
28.7 Each Board of  Trustees  mentioned  in  Paragraph  or above shall adopt and
promulgate  such by-laws or rules and  regulations  to effectuate the purpose of
its Fund as it may deem  necessary and  desirable,  including the detailed basis
upon  which  payments  from the Fund will be made,  and shall  have the power to
modify  the same  from  time to time  without  notice,  whenever  it may deem it
necessary or desirable  to do so. The parties  hereby agree to be bound  thereby
and they are  hereby  incorporated  in and made  part of this  Agreement.  It is
agreed that such Boards of Trustees  may not  increase  the  Company's  level of
contribution during the term of this Agreement.

<PAGE>    24

28.7.1 The Board of  Trustees  or other body  administering  any of the  benefit
     funds,  except the ILGWU National Retirement Fund, is hereby authorized and
     empowered,  in  its  sole  discretion  and  upon  such  basis  as it  deems
     desirable,  to  transfer or mingle the assets of or to merge said Fund with
     any other fund or funds now existing or hereafter  established and provided
     for in a collective  agreement with UNITE or an affiliate  thereof.  In the
     event  of such  mingling,  transfer  or  merger,  the  amounts  hereinabove
     provided to be allocated  towards the respective  funds shall thereafter be
     paid over to the fund or funds  with  which  there has been such  mingling,
     transfer or merger.
28.7.2 The Board of Trustees  of the ILGWU  National  Retirement  Fund is hereby
     authorized and empowered,  in its sole discretion and upon such basis as it
     deems desirable,  to transfer or mingle the assets of said Fund or to merge
     said Fund with any other retirement fund or funds.
28.8 None of the  monies  paid into the  Retirement  Fund  shall be used for any
purpose  other than to provide for pensions or annuities on  retirement or death
of employees and to pay the operating and administrative  expenses thereof.  The
monies of the other  benefit  funds  shall be kept  separate  and apart from all
other monies except as allowed in Paragraphs and .
28.9 Only the assets of each benefit fund shall be available  for the payment of
the  benefits  provided  by that  benefit  fund and only to the extent that such
benefit fund is financially able to make such payments.
28.10 The  Employer  shall have no legal or  equitable  right,  title,  claim or
interest in or to said Funds.  No  individual  employee  shall have any legal or
equitable right, title or interest in, or claim against, his or any other

<PAGE>    25

employer's  payments towards said Funds or against said Funds,  except as may be
provided by the by-laws or rules and regulations of said Funds.
28.11 An annual audit of each Fund shall be made by  accountants  designated  by
the Board of  Trustees.  A statement  of the results of such audit shall be made
available for  inspection by interested  persons at the principal  office of the
Fund and at such other places as may be designated by its Board of Trustees.
28.12 In the event  benefit  fund  contributions  are  collected  on behalf of a
health  and  welfare  fund other than the  Health  and  Welfare  Fund  listed in
Paragraph  ,  the  person  who  collected  the  contributions  shall  remit  the
contributions to the proper health and welfare fund.
28.13 The Union or the Board of  Trustees of a Fund,  or both of them,  shall be
proper  parties-in-interest  to  enforce  collection  of  payments  due from the
Employer  towards said Funds.  Should the matter be submitted to arbitration and
the  arbitrator  find  against  the  Employer,  he may also order and direct the
Employer to pay  interest  at the  current  prime rate of interest as set by the
Amalgamated  Bank of New York,  1710  Broadway,  New York, New York. He may also
order and direct the Employer to pay the cost of investigation of payments due.
     Should the matter be  submitted  to  arbitration  and the  arbitrator  find
against the Employer,  the  arbitrator  may order and direct the Employer to pay
the cost of  investigation  together with  reasonable  attorneys' fees and other
expenses incurred in connection with the matter. In addition, the arbitrator may
grant such other relief as he deems appropriate under the circumstances.
28.14 The Union or the appropriate Board of Trustees or Boards of Trustees shall
have the right to enforce this Article,  including the provisions  pertaining to
delinquent contributions, by proceeding through

<PAGE>    26

arbitration or by instituting  appropriate action before a court or governmental
agency or by pursuing any other remedies provided by law or this Agreement.
28.15 The  Employer  shall  contribute  one  dollar  ($1.00)  per month for each
employee  after  s/he has  completed  ninety  (90)  days of  employment  for the
purposes  of  education  and  scholarship  to a fund  designated  in  the  local
supplement.

                             ARTICLE 29: DISABILITY
     Disability  benefits  currently  in  effect  shall  continue  and  shall be
specified in the applicable Supplemental Agreement.


                     ARTICLE 30: GRIEVANCES AND ARBITRATION

30.1 Any and all disputes  between the Union or any  employees  and the Employer
involving an alleged breach or issue of application  or  interpretation  of this
Agreement or a local Supplemental Agreement shall be adjusted as follows:
30.1.1 The shop steward,  together  with a  representative  of the Union,  shall
attempt  to  settle  the  matter  with  a  representative  of the  Employer.  No
adjustment  shall be deemed binding on the Union unless  approved by the Manager
of the Union or the designated  Business Agent servicing the facility.  Disputes
not  specific  to an  employee  or  group  of  employees  may  be  brought  by a
representative of the aggrieved party.
30.1.2 A  grievance  is time  barred if it is not  submitted  in  writing to the
Employer  within sixty (60) working days of the  occurrence  of the condition or
such time as the  affected  employee or the Union knew of the  condition  giving
rise to the grievance.  In the case of a continuing  violation,  a remedy may be
granted for up to one year prior to the filing of

<PAGE>    27

the grievance.  The time limit for filing grievances shall not apply to disputes
concerning payment of benefit fund contributions or disputes regarding Article .
30.1.3 If they shall fail  satisfactorily to dispose of any such grievance,  the
matter shall be submitted to an arbitrator selected by mutual agreement from the
panel set forth herein. If the parties cannot agree on an arbitrator, they shall
select  an  arbitrator  by  alternately  striking  members  of  the  panel.  The
arbitrator  who heard the previous case shall be struck  first.  The panel shall
consist of:

Daniel Brent
Robert Light
Joan Parker
Rosemary Townley

     The  arbitration  panel and method of  selecting  a member of the panel for
disputes  arising  solely  in the  Alabama  facility  shall be set  forth in the
applicable  local  supplement.  The  arbitrator  shall base his decision on this
Agreement  and/or the applicable  local  supplement and shall not alter or amend
this Agreement and/or a local supplement.
30.2 Either party desiring to use the  arbitration  procedure as herein provided
shall transmit a written notice to the other party no later than four (4) months
after the filing of the grievance.  The award or decision of the arbitrator,  in
addition to granting such other relief as the  arbitrator  may deem proper,  may
contain provisions  commanding  affirmative acts or restraining acts and conduct
of  the  parties.  If  either  party  shall  default  in  appearing  before  the
arbitrator,  he is  empowered  nevertheless  to  take  the  proof  of the  party
appearing and render an award  thereon.  Any award or decision of the arbitrator
shall be final and binding and shall be

<PAGE>    28

enforceable  by appropriate  proceedings  at law or in equity.  His fee shall be
borne equally by the parties hereto.
30.2.1 The parties  agree that any papers,  notices or  processes to initiate or
continue an arbitration hereunder may be served by mail, and all papers, notices
or processes in any  application to a court to confirm or enforce an arbitration
award hereunder,  including service of the papers conferring jurisdiction of the
parties upon the court, may be served by certified or regular mail,  directed to
the last-known address of the Employer or the Union.
30.3 The procedure  herein  established  for the adjustment of disputes shall be
the  exclusive  means  for  the  determination  of  all  disputes,   complaints,
controversies,  claims or grievances whatsoever,  including the arbitrability of
any dispute.  It is intended that this provision shall be interpreted as broadly
and  inclusively  as  possible.  Neither  party  shall  institute  any action or
proceeding  in a  court  of law or  equity,  State  or  Federal,  or  before  an
administrative tribunal,  other than to compel arbitration,  as provided in this
Agreement,  or with respect to the award of an arbitrator.  This provision shall
be a complete defense to and also grounds for a stay of any action or proceeding
instituted contrary to this Agreement.
30.4 Any dispute, complaint, controversy, claim or grievance hereunder which any
employee may have against the Employer may be instituted  and processed  only by
the Union in the  manner  herein  provided.  No  employee  shall  have the right
individually  to institute or process any action or proceeding with reference to
any  dispute,  complaint,  controversy,  claim or  grievance,  or to initiate or
compel  arbitration  in the event the Union  fails or refuses  to  proceed  with
arbitration.

<PAGE>    29

                    ARTICLE 31: NO STRIKE/NO LOCKOUT PLEDGES

     There shall be no strikes or  lock-outs  during the term of this  Agreement
for any reason whatsoever, except as set forth in Article .


                   ARTICLE 32: NO REDUCTION OF WAGES OR OTHER
                                    BENEFITS

     Wages  and  other  terms and  conditions  of  employment  now  existing  or
hereafter  established  at any  facility of the  Employer  shall not be lowered,
except by mutual agreement. Any custom or practice existing in a facility at the
time of the execution of this Agreement more favorable to the employees than the
provisions hereof shall be continued as heretofore.


                      ARTICLE 33: STRUCK WORK-LABOR DISPUTE
                              CROSSING PICKET LINES
     To  the  extent  that  a  contractor's   manufacturing  work  involves  the
integrated  process of production of the Employer's  garments,  the Employer and
its contractors  have a close unity of interest with each other and in any labor
dispute,  and to such extent,  the Employer and its contractors are not neutrals
with respect to each other but are jointly  engaged in an integrated  production
effort.  Accordingly, to the extent permitted by law, it shall not be considered
a breach of this agreement on the part of the Union, any of its affiliates or on
the part of any employee if such worker  refuses to cross any lawful picket line
recognized by the Union or its affiliates or to enter upon the lawfully picketed
premises of said  contractor,  either of his or her own volition or by direction
of the  Union or the  International  or to  refuse  to  handle  garments  from a
contractor  with  whom the  Union or any of its  affiliates  has a lawful  labor
dispute.

<PAGE>    30

                   ARTICLE 34: TEMPORARY APPOINTMENT TO UNION
                                      STAFF


     The Union  shall have the right to appoint  an  employee  to its staff on a
temporary basis, not to exceed nine (9) months, without said employee losing his
seniority rights.


                          ARTICLE 35: CONFORMITY TO LAW
35.1 If any provision of this  Agreement or the  enforcement  or  performance of
such provision is or shall at any time be determined to be contrary to law by or
enjoined by a court or administrative  agency,  then such provision shall not be
applicable or enforced or performed  except to the extent  permitted by law. The
Union and the Employer shall thereupon negotiate a substitute provision.
35.2 If any provision of this  Agreement or its  application  is held invalid or
enjoined, the remainder of this Agreement shall not be affected thereby.


                              ARTICLE 36: JURY DUTY

     Jury duty leave shall be set forth in the local supplemental agreement.


                          ARTICLE 37: UNION ACTIVITIES

<PAGE>    31

37.1 Any  employee  who is  called  from his or her  employment  to serve on the
Union's  Negotiating  Committee  shall be paid his or her full wage  during  the
entire  time he or she  shall  serve on the  Union's  Negotiating  Committee.  A
maximum of one  committee  member for every  twenty-five  (25)  bargaining  unit
employees shall receive this benefit.
37.2 The Union shall have access to bulletin boards in the facilities.


                  ARTICLE 38: JOINT LABOR-MANAGEMENT COMMITTEE

     The   Employer   and  the  Union  shall   designate   an  equal  number  of
representatives to form a Joint Labor-Management  Committee. The Committee shall
meet regularly at least one (1) time per month.  The Employer  shall  compensate
employees  at their  regular  rate of pay for  serving on the  Committee  during
working time.

                              ARTICLE 39: VACATIONS

     Vacation  pay and time  off  shall be set  forth  in the  applicable  local
Supplemental Agreements.


                               ARTICLE 40: CUTTING

     Any cutting and related  tasks,  such as marking,  grading and  digitizing,
shall be performed under the conditions specified in the Supplemental  Agreement
covering employees represented by Local 10.


                            ARTICLE 41: REPORTING PAY

     Employees  shall  receive  reporting  (call-in)  pay  as set  forth  in the
applicable local Supplement Agreements.


                              ARTICLE 42: NO WAIVER

<PAGE>    32

     The failure of either party to this Agreement to require strict performance
of any provision of the Agreement shall not be deemed a waiver or abandonment of
any of the rights or remedies  provided herein for violation of the Agreement or
any provision  thereof;  nor shall it constitute a waiver or  abandonment of any
right or remedy herein  provided for a subsequent  violation of any provision of
the Agreement.


                          ARTICLE 43: MANAGEMENT RIGHTS

     All rights and  prerogatives  which may lawfully be exercised by management
and which are not  specifically  abridged  or limited by this  Agreement  or the
applicable local Supplemental Agreement are reserved to the Employer.


                        ARTICLE 44: DURATION OF AGREEMENT
<PAGE>    33

     This Agreement  shall be effective June 1,2000 and continue in effect until
midnight of the 31st day of May, 2003.

     IN WITNESS WHEREOF, the parties have hereunto set their hands and seals the
year and date hereinabove written.

LIZ CLAIBORNE, INC.

By:      /s/ John Moroz


UNION OF NEEDLETRADES INDUSTRIAL AND TEXTILE EMPLOYEES

By:      /s/ Bruce Raynor
      ----------------
         Bruce Raynor, Secretary-Treasurer

LOCAL 10


By:      /s/ Richard Rumelt
         ------------------
         Richard Rumelt, Manager

LOCAL 23-25

By:      /s/ Edgar Romney
         ------------
         Edgar Romney, Manager

LOCAL 99

By:      /s/ Christine Kerber
         --------------------
         Christine Kerber, Manager

<PAGE>    34

NEW ENGLAND JOINT BOARD


By:      /s/ Ron Alman
         -------------
         Ron Alman, Manager

NEW YORK JOINT BOARD


By:      /s/ John Gillis
         ---------------
         John Gillis, Manager

NEW YORK-NEW JERSEY REGIONAL JOINT BOARD


By:      /s/ William Lee
         ---------------
         William Lee, Manager

PENNSYLVANIA, OHIO AND SOUTH JERSEY
JOINT BOARD, LOCAL 109


By:      /s/ David Melman
         ----------------
         David Melman, Co-Manager

SOUTHERN REGIONAL JOINT BOARD, LOCAL 310


By:      /s/ Harris Raynor
         ------------------
         Harris Raynor, Manager