dELiA*s 435 Hudson Street New York, NY 10014 September 15, 1998 Mr. Christopher C. Edgar dELiA*s 435 Hudson Street New York, NY 10014 Re: First Amendment to Employment Agreement Dear Mr. Edgar: This letter, when countersigned by you, shall constitute...

                                     xXXxX*s
                                000 Xxxxxx Xxxxxx
                               Xxx Xxxx, XX 00000





                                                              September 15, 1998

Xx. Xxxxxxxxxxx X. Xxxxx
xXXxX*s
000 Xxxxxx Xxxxxx
Xxx Xxxx, XX 00000

        Re:    First Amendment to Employment Agreement

Dear Xx. Xxxxx:

     This letter, when countersigned by you, shall constitute the First
Amendment to the Employment Agreement between you and xXXxX*s Inc., dated as of
November 22, 1996. Section 3(a) of the Employment Agreement is hereby amended by
deleting the amount "$100,000" and replacing it with "$150,000." In all other
respects, the Employment Agreement shall continue in full force and effect
without modification.

     If you are in agreement with the foregoing, please countersign below in the
space indicated.

                                                   Sincerely,

                                                   xXXxX*s Inc.


                                                   By:/s/ Xxxxxxx X. Xxxx
                                                          Xxxxxxx X. Xxxx
                                                          President

ACKNOWLEDGED AND AGREED:



/s/ Xxxxxxxxxxx X. Xxxxx
XXXXXXXXXXX X. XXXXX