Amendment To Savings Plan

Third Amendment
to
The Liz Claiborne 401(k)
Savings and Profit Sharing Plan


(As Amended and Restated
Effective as of January 1, 2002 to Include EGTRRA Changes)


Pursuant to Section 13.2 of The Liz Claiborne 401(k) Savings and Profit Sharing Plan (As Amended and Restated Effective as of January 1, 2002 to Include EGTRRA Changes) (the "Plan"), the Plan is hereby amended in the following particulars.


1. Section 9.11 is amended by adding a new sentence immediately before
the last sentence thereof to read as follows, effective as of January 1,
2003:


"No distribution under the Plan shall be permitted that fails to
comply with section 401(a)(9) of the Code, including the incidental
death benefit requirement."


2. A new Supplement G is added to read as follows:


"SUPPLEMENT G


TO THE
LIZ CLAIBORNE 401(K) SAVINGS AND PROFIT SHARING PLAN


Special Provisions Applicable to Employees of Juicy Couture, Inc.
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This Supplement G sets forth special provisions of the Plan that apply
to employees of Juicy Couture, Inc., formerly known as Travis Jeans,
Inc. ("Juicy") who became employees of an Affiliate upon the closing
of the transactions contemplated by the Stock Purchase Agreement dated
as of March 17, 2003 by and among Liz Claiborne, Inc., and the
Shareholders of Travis Jeans, Inc., d/b/a Juicy Couture ("Closing"),
and to other individuals who had undistributed accounts under the
Travis Jeans, Inc. 401(k) Profit-Sharing Plan (the "Juicy Plan") on
December 31, 2003. Except as otherwise defined below, the terms used
herein shall have the meanings set forth in the Plan.


G-1 Special Definitions. For purposes of this Supplement G:
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(a) "Merger" means the transfer of assets of the Juicy Plan to
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this Plan effective as of January 1, 2004.


(b) "Juicy Accounts" means the account or accounts maintained
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under the Juicy Plan for a Juicy Participant on December 31,
2003.


(c) "Juicy Employee" means an individual who was an employee of
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Juicy on the date of the Closing.


(d) "Juicy Participant" means an individual who had a Juicy
-----------------
Account on December 31, 2003.


G-2 Adoption and Merger. Subject to the provisions of Sections G-3
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and G-4, Juicy shall be an Employer under the Plan effective December
31, 2003, to which adoption the Company consents. Effective as of
January 1, 2004, the Juicy Plan is merged into this Plan, and the
terms of this Plan supersede the terms of the Juicy Plan. All persons
(including current and former employees and their beneficiaries)
having an interest under the Juicy Plan prior to January 1, 2004
shall, on and after January 1, 2004, be entitled to benefits solely
from the Plan (including this Supplement G), in lieu of any and all
interest which they had or may have had under the Juicy Plan.


G-3 Participation of Juicy Employees in Tax-Saver and Matching
...