REAFFIRMATION OF GUARANTY November 1, 2002

Exhibit 10.50

REAFFIRMATION OF GUARANTY

November 1, 2002

General Electric Capital Corporation, as Agent
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Attn: Wilsons Leather Account Manager

     Please refer to (1) the Fourth Amended and Restated Credit Agreement dated as of April 23, 2002 (the “Credit Agreement”), amending and restating that certain Third Amended and Restated Credit Agreement dated as of June 19, 2001, amending and restating that certain Second Amended and Restated Credit Agreement dated as of October 31, 2000, amending and restating that certain Amended and Restated Credit Agreement dated as of May 24, 1999, amending and restating that certain Credit Agreement dated as of May 25, 1996 among Wilsons Leather Holdings Inc. (“Borrower”), the Loan Parties (as defined therein), General Electric Capital Corporation, individually and as agent (“Agent”) and the Lenders (as defined therein), (2) the First Amendment to Fourth Amended and Restated Credit Agreement dated the date hereof (the “First Amendment”) among Borrower, the Loan Parties, Agent and the Lenders, (3) the Parent Guaranty dated as of May 25, 1996 (as amended, the “Parent Guaranty”) by certain of the undersigned in favor of Agent on behalf of the Lenders under the Credit Agreement, (4) the Store Guarantors’ Guaranty (as amended, the “Store Guarantors’ Guaranty”) dated as of May 25, 1996 by certain of the undersigned in favor of Agent on behalf of the Lenders under the Credit Agreement, (5) the Joinder Agreement dated July 31, 1997 between Wilsons International, Inc. and Agent, (6) the Joinder Agreement dated May 24, 1999 between certain of the undersigned and Agent, (7) the Joinder Agreement dated October 10, 2000 between certain of the undersigned and Agent, (8) the Joinder Agreement dated October 31, 2000 between certain of the undersigned and Agent, and (9) the Joinder Agreement dated April 13, 2001 between certain of the undersigned and Agent.

     Pursuant to the First Amendment, Lenders have agreed, inter alia, to (i) permit Borrower to reborrow $4,800,000 of Term Loan B which was repaid on June 24, 2002, and (ii) continue to make Loans and to incur Letter of Credit Obligations and Eligible Trade L/C Obligations on behalf of Borrower. All capitalized terms used but not otherwise defined herein have the meaning given to them in the Credit Agreement or in Schedule A thereto.

 

     We hereby (i) acknowledge receipt of the First Amendment, (ii) acknowledge and reaffirm all of our obligations and undertakings under the Parent Guaranty and the Store Guarantors’ Guaranty (as applicable) (collectively, the “Guaranties”), and (iii) acknowledge and agree that subsequent to, and taking into account such First Amendment, the Guaranties are and shall remain in full force and effect in accordance with the terms thereof.

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