0001104659-07-026546 Sample Contracts

AMENDMENT NO. 1 TO LETTER AGREEMENT OF EMPLOYMENT
Letter Agreement of Employment • April 6th, 2007 • New York & Company, Inc. • Retail-women's clothing stores • New York

Amendment (this “Amendment”), made as of this December 22, 2006, by and among Lerner New York, Inc. (the “Company”) and John DeWolf (“Executive”).

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AMENDMENT NO. 1 TO LETTER AGREEMENT OF EMPLOYMENT
Letter Agreement of Employment • April 6th, 2007 • New York & Company, Inc. • Retail-women's clothing stores • New York

Amendment (this “Amendment”), made as of this December 22, 2006, by and among Lerner New York, Inc. (the “Company”) and Robert Luzzi (“Executive”).

AMENDMENT NO. 4 TO THE STOCKHOLDERS AGREEMENT
Stockholders Agreement • April 6th, 2007 • New York & Company, Inc. • Retail-women's clothing stores • New York

This Amendment (“Amendment”) to the Stockholders Agreement dated as of August 25, 2004 (the “Stockholders Agreement”), by and among New York & Company, Inc., a Delaware corporation (the “Company”) and the Stockholders named therein, is effective as of August 25, 2004. Certain capitalized terms used but not defined herein have the meaning attributed to them in the Stockholders Agreement.

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