0001206774-05-000592 Sample Contracts

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • April 14th, 2005 • Ross Stores Inc • Retail-family clothing stores

THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made effective as of this 3rd day of January 2005, by and between Ross Stores, Inc. or of such subsidiary or affiliate of Ross Stores, Inc. (the “Company”), a Delaware corporation, and Lisa Panattoni (the “Executive”).

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FIRST AMENDMENT TO THE EMPLOYMENT AGREEMENT
Employment Agreement • April 14th, 2005 • Ross Stores Inc • Retail-family clothing stores

THIS SECOND AMENDMEMT TO THE EMPLOYMENT AGREEMENT (the “Amendment”) is made and entered into effective May 1, 2004, by and between Ross Stores, Inc (the “Company”) and Irene Jamieson (the “Executive”) The Executive and the Company previously entered into an Employment Agreement (the “Agreement”) effective April 1, 2000, and renewed such Agreement by way of a First Amendment in April 2002 (both the original Agreement and the First Amendment are attached hereto), and it is now the intention of the Executive and the Company to further amend the Agreement as set forth below Accordingly, the Executive and the Company now enter into this Second Amendment.

SECOND AMENDMENT TO INDEPENDENT CONTRACTOR CONSULTANCY AGREEMENT
Independent Contractor Consultancy Agreement • April 14th, 2005 • Ross Stores Inc • Retail-family clothing stores

This Second Amendment to the Independent Contractor Consultancy Agreement (the “Consultancy Agreement”) is made and entered into effective April 1, 2005, by and between Ross Stores, Inc. (the “Company”) and Stuart G. Moldaw (the “Consultant”). The Company and the Contractor previously entered into an Independent Contractor Consultancy Agreement (the “Consultancy Agreement”), which became effective April 1, 2002, amended effective August 21, 2003 (“First Amendment”) and which continues in effect through March 31, 2005 (the Consultancy Agreement, First Amendment, and this Second Amendment are collectively “the Agreement”). It is now the intention of the Company and the Contractor to further amend the Agreement as set forth below:

FOURTH AMENDMENT TO THE INDEPENDENT CONTRACTOR CONSULTANCY AGREEMENT
Independent Contractor Consultancy Agreement • April 14th, 2005 • Ross Stores Inc • Retail-family clothing stores

This Fourth Amendment to the Independent Contractor Consultancy Agreement (the “Consultancy Agreement”) is made and entered into by and between Ross Stores, Inc. (the “Company”) and Norman A, Ferber (the “Contractor”). The Company and the Contractor previously entered into an Independent Contractor Consultancy Agreement that became effective February 1, 2000 and continued in effect until January 31, 2001. The original Consultancy Agreement was extended from February 1, 2001 until January 31, 2004 in the three following Amendments to the Independent Contractor Consultancy Agreement. It is now the intention of the Company and the Contractor to further amend these agreements as set forth below. Accordingly, the Company and the Contractor now amend the agreements as follows:

FIFTH AMENDMENT TO THE INDEPENDENT CONTRACTOR CONSULTANCY AGREEMENT
Independent Contractor Consultancy Agreement • April 14th, 2005 • Ross Stores Inc • Retail-family clothing stores

This Fifth Amendment to the Independent Contractor Consultancy Agreement (the “Consultancy Agreement”) is made and entered into by and between Ross Stores, Inc. (the “Company”) and Norman A. Ferber (the “Contractor”) The Company and the Contractor previously entered into an Independent Contractor Consultancy Agreement that became effective February 1, 2000 and continued in effect until January 31, 2001. The original Consultancy Agreement was extended from February 1, 2001 until January 31, 2005 in the four following Amendments to the Independent Contractor Consultancy Agreement. It is now the intention of the Company and the Contractor to further amend these agreements as set forth below. Accordingly, the Company and the Contractor now amend the agreements as follows:

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