AGREEMENT dated as of July 1, 2001 between SAUL POMERANTZ, residing at 515 East 79th Street, New
York, New York 10021 ("Executive") and MOVIE STAR, INC., a New York corporation having its principal
office at 1115 Broadway, New York, New York 10010 ("Company").
WHEREAS, the Company and Executive entered into an agreement dated as of February 22, 2000 governing
the terms and conditions of Executive's employment by the Company for a term ending on June 30, 2001 (the
WHEREAS, Executive's employment by the Company will continue after June 30, 2001; and
WHEREAS, the Company and Executive have not entered, and do not intend to enter, into an extension of the
Agreement beyond June 30, 2001; and
WHEREAS, the Company desires to provide Executive with a severance benefit upon the termination of
Executive's employment in certain circumstances.
IT IS AGREED:
1. Unless otherwise expressly set forth to the contrary herein, all capitalized terms used herein shall have the
meanings ascribed to them in the Agreement.
2. Executive hereby unconditionally and irrevocably waives the provisions of Section 3.8 of the Agreement with
respect to the requirement that the Company offer Executive continued employment not less than six months prior
to the expiration of the initial term of the Agreement and Executive expressly agrees that Executive has no claim
against the Company of any nature whatsoever arising out of, in connection with or related to the provisions of
Section 3.8 of the Agreement.
3. From and after June 30, 2001 Executive's continued employment by the Company shall be on an at will basis.
4. If Executive's employment by the Company is terminated at any time after June 30, 2001 for any reason other
than death, permanent and total disability, Executive's voluntary resignation (other than for "Good Reason" ( as
hereinafter defined in this Paragraph 4)), or for "Cause" (as hereinafter defined in this paragraph 4), Executive
shall be entitled to medical