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Shareholder's Class Action Complaint

This is an actual contract by Brylane.

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Exhibit (g)(3)


IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY


PATTY LISA,
PLAINTIFF, Civil Action No.16821 NC

-against-
BRYLANE INC., PETER J. CANZONE, SERGE WEINBERG, JUDITH E. CAMPBELL, WILLIAM C. JOHNSON, HARTMUT KRAMER, JOHANNES LONING, ANTOINE METZGER, RICHARD SIMONIN, PETER M. STARRETT and PINAULT-PRINTEMPS- REDOUTE, S.A.,

DEFENDANTS.


SHAREHOLDER'S CLASS ACTION COMPLAINT


Plaintiff, by her attorneys, alleges upon personal knowledge with respect to paragraph 2, and upon information and belief as to all other allegations herein, as follows:


NATURE OF THE ACTION


1. This is a class action on behalf of the public stockholders of Brylane Inc. ("Brylane" or the "Company") for injunctive or other appropriate relief in connection with the proposed acquisition of the publicly owned shares of Brylane's common stock by its controlling shareholder, defendant Pinault-Printemps-Redoute, S.A. ("PPR").


THE PARTIES


2. Plaintiff has been the owner of shares of the common stock of the Company since prior to the transaction herein complained of and continuously to date. 2
3. Brylane is a corporation duly organized and existing under the laws of the State of Delaware. It is the nation's leading specialty catalog retailer of value priced apparel.


4. Defendant PPR is a corporation duly organized and existing under the laws of France. PPR owns approximately 49.9% of the Company's outstanding common stock.


5. Defendant Peter J. Canzone is President, Chief Executive Officer and Chairman of the Board of the Company.


6. Defendant Serge Weinberg is a director of the Company. He is also Chairman and Chief Executive Officer of PPR.


7. Defendant Hartmut Kramer is a director of the Company. He is also Chairman and Chief Executive Officer of La Redoute S.A., an affiliate of PPR.


8. Defendant Johannes Loning is a director of the Company. He is also Vice-President in charge of Corporate Development of La Redoute S.A.


9. Defendant Antoine Metzger is a director of the Company. He is also Vice-President in charge of Corporate Development of La Redoute S.A.


10. Defendant Richard Simonin is a director of the Company. He is also Chairman and Chief Executive Officer of S.A. Redoute France, an affiliate of PPR.


11. Defendants Judith Campbell, William C. Johnson, and Peter M. Starrett are directors of Brylane.
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