Re: Revolving Credit Agreement made as of January 25, 1994, First Amendment dated November 21, 1995, and Second Amendment dated April 18, 1996, between The Talbots, Inc. as borrower, and The Dai-Ichi Kangyo Bank, Limited (the "Agreement")

                         The DAI-ICHI KANGYO BANK, LTD.
                                 NEW YORK BRANCH
                       XXX XXXXX XXXXX XXXXXX, 00XX XXXXX
                              XXX XXXX, X.X. 00000





                                                            January 30, 2001



THE TALBOTS, INC.
000 Xxxx Xxxxxx
Xxxxxxx, XX  00000


                            CONFIRMATION OF EXTENSION


                  Re:   Revolving  Credit Agreement made as of January 25, 1994,
                        First  Amendment  dated  November 21,  1995,  and Second
                        Amendment  dated April 18,  1996,  between The  Talbots,
                        Inc. as borrower,  and The Dai-Ichi Kangyo Bank, Limited
                        (the "Agreement")



Dear Sirs:

We are  pleased  to confirm  with you the one year  extension  of the  Revolving
Credit according to Section  14(j)(i) of the Agreement.  The new expiry dated is
January 28, 2003.


                                             Very truly yours,


                                             THE DAI-ICHI KANGYO BANK, LTD.
                                             NEW YORK BRANCH



                                             By   XXXXXXX XXXXX
                                                  ------------------------------
                                                     Xxxxxxx Xxxxx
                                                     Senior Vice President &
                                                     Department Head

c.c.     Mr. Katsuhiko Natori
         Jusco (U.S.A.), Inc.