0000950123-08-009447 Sample Contracts

SECOND AMENDMENT
Five-Year Credit Agreement • August 13th, 2008 • Claiborne Liz Inc • Women's, misses', and juniors outerwear • New York

SECOND AMENDMENT, dated as of August 12, 2008 (this “Second Amendment”), to the Five-Year Credit Agreement, dated as of October 13, 2004, as amended February 20, 2008 (as amended, supplemented or otherwise modified, the “Credit Agreement”), among LIZ CLAIBORNE, INC., a Delaware corporation (the “Borrower”), the lenders party thereto (the “Lenders”), BANK OF AMERICA, N.A., CITIBANK, N.A., SUNTRUST BANK and WACHOVIA BANK, NATIONAL ASSOCIATION, as syndication agents (the “Syndication Agents”), and JPMORGAN CHASE BANK, N.A., as administrative agent (the “Administrative Agent”).