0000950136-08-000388 Sample Contracts

STOCK AGREEMENT
Stock Agreement • January 29th, 2008 • Movie Star Inc /Ny/ • Women's, misses', children's & infants' undergarments • New York

WHEREAS, in recognition of the Employee’s extraordinary efforts to close the transactions contemplated by the Agreement and Plan of Merger and Organization, dated as of December 18, 2006, as amended, by and among the Company, Fred Merger Corp. and FOH Holdings, Inc. (“Merger Agreement”), the Board of Directors of the Company (the “Board”) has authorized the issuance to the Employee of shares of the authorized but unissued common stock of the Company, $.01 par value (“Shares”) pursuant to the terms and conditions of the Company’s 2000 Performance Equity Plan (the “Plan”), conditioned upon the Employee’s acceptance thereof upon the terms and conditions set forth in this Agreement and subject to the terms of the Plan; and

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EMPLOYMENT AGREEMENT
Employment Agreement • January 29th, 2008 • Movie Star Inc /Ny/ • Women's, misses', children's & infants' undergarments • New York

THIS EMPLOYMENT AGREEMENT dated as of January 24, 2008 between THOMAS RENDE, residing at (“Executive”), and MOVIE STAR, INC., a New York corporation having its principal office at 1115 Broadway, New York, New York 10010 (“Company”).

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