Bank of Tokyo-Mitsubishi Bank of Tokyo-Mitsubishi Trust Company Member FDIC 1251 Avenue of the Americas New York, NY 10020-1104 Phone: 212-782-4000 January 28, 2004

Bank of Tokyo-Mitsubishi

Bank of Tokyo-Mitsubishi Trust Company
Member FDIC
0000 Xxxxxx xx xxx Xxxxxxxx
Xxx Xxxx, XX 00000-0000
Phone:  000-000-0000

January 28, 2004

Talbots, Inc.
000 Xxxx Xxxxxx
Xxxxxxx, XX 00000
Attention:   Xx. Xxxxxx X. Xxxxxx

Re:      Notice of Intention to Extend Revolving Credit Period

Dear Sir:

        We refer to (a) that certain Revolving Credit Agreement dated as of January 25, 1994 (as amended, supplemented, or otherwise modified from time to time, the “Agreement”), between TALBOTS, INC. (the “Company”) and Bank of Tokyo-Mitsubishi Trust Company (f/n/a The Bank of Tokyo Trust Company, the “Bank”), and (b) the Company’s letter to the Bank dated as of December 19, 2003, pursuant to which the Company requested that the Bank extend the “Revolving Credit Period” of the Revolving Credit Facility under Section 14(j)(i) of the Agreement. Unless otherwise indicated, all capitalized terms used herein shall have the meaning ascribed to such terms in the Agreement.

        The Bank hereby notifies you that it will extend the Revolving Credit Period of the Revolving Credit Facility for a new term beginning on January 28, 2005 and ending on January 28, 2006, provided that no “Event of Default” shall have occurred or be continuing under Section 11 of the Agreement on January 28, 2005.

Very truly yours,

BANK OF TOKYO-MITSUBISHI TRUST COMPANY


BY:  XXXXX XXXXXXXXX
——————————————
NAME:    Xxxxx Xxxxxxxxx
TITLE:      Senior Vice President