LETTERHEAD OF THE SAKURA BANK, LIMITED] April 28, 1999 Mr. Edward L. Larsen Senior Vice President THE TALBOTS, INC. 175 Beal Street Hingham, MA 02043 Re: Revolving Credit Agreement dated as of January 25, 1994, and as amended on November 21, 1995 and...

                    [LETTERHEAD OF THE SAKURA BANK, LIMITED]





April 28, 1999



Xx. Xxxxxx X. Xxxxxx
Senior Vice President
THE TALBOTS, INC.
000 Xxxx Xxxxxx
Xxxxxxx, XX 00000


Re:      Revolving Credit Agreement dated as of January 25, 1994, and as amended
         on November 21, 1995 and on April 18, 1996, among The Talbots,  Inc. as
         borrower, and The Sakura Bank, Limited (the "Agreement").

         Pursuant to Section  14(j),  we hereby  inform you that we extended the
Revolving  Credit Facility (as defined in the  Agreement),  which will expire on
February 10, 2000 so that it would expire on January 28, 2001.

                                    Very truly yours,

                                    The Sakura Bank, Limited
                                    New York Branch



                                    /s/  Xxxxxx Xxxxxx
                                    -------------------
                                    Xxxxxx Xxxxxx
                                    Vice President

cc: Mr. Xxxxxxx Xxxxx
    Vice President & Treasurer
    Jusco (U.S.A.), Inc.