MEMORANDUM

TO:	[Licensee]
FROM:	Bruce Siegal, Vice President and General Counsel
RE:	License Agreement Notice - Public Disclosure of Factory Sites
DATE:	December 1, 1999

As you know, collegiate institutions across the country are developing labor code of conduct standards and monitoring/verification systems designed to ensure that licensed collegiate products are produced under fair and humane working conditions. Many institutions view public disclosure of factory sites as an essential part of the process. Several licensed manufacturers have already either publicly released or stated their intention to publicly release factory site locations.

This Notice presently affects Licensees currently licensed with the CLC Member Universities referenced below. However, CLC is providing this Notice to all Licensees, including those not licensed with the above-referenced institutions, in recognition that other Member Universities will soon follow suit with similar public disclosure requirements.

The University of Arizona, Duke University, Georgetown University, the University of Michigan, University of North Carolina - Chapel Hill, St. John's University and University of Wisconsin - Madison haver set forth their public disclosure requirement, as follows:

Effective January 1, 2000, the Member University requires that each Licensee disclose to the Member University or its designee the location (including factory name, contact name, address, phone number, e-mail address, products produced, and nature of business association) of each factory used in the production of all items which bear Licensed Indicia. Such information shall be updated upon change of any factory site location. The Member University reserves the right to disclose this information to third parties, without restriction as to its further distribution.

Thus, for Licensees currently licensed with respect to the above-referenced CLC Member Universities, this requirement shall be in effect as of January 1, 2000, and licensees must provide the factory site information to CLC by that date. This requirement is made pursuant to Paragraph 24 of the License Agreement, which requires Licensees to comply with guidelines, policies and/or requirements as announced by CLC.

In addition, please be aware that certain CLC Member Universities will announce additional labor code standards in the near future. Accordingly, CLC encourages you to begin giving serious consideration to labor code issues, if you have not already done so. As you know from prior correspondence and communications sent by CLC over the past couple of years, CLC has worked diligently with CLC Member Universities and other collegiate institutions to develop uniform labor code standards and monitoring/verification systems, and streamline the process as much as possible. CLC and the Member Universities appreciate your cooperation in achieving effective solutions to these critical labor issues.

Please forward the referenced factory site information to the attention of Deborah Moore at CLC. Please direct any questions to Bruce Siegal (via telephone or e-mail at bsiegal@clc.com), or Bill Battle (via telephone or wrb@,clc.com).

BBS/djm