AMENDMENT NO. 1 TO SALANT CORPORATION RETIREMENT PLAN AS RESTATED DECEMBER 1, 1989 Salant Corporation hereby merges the Manhattan Industries, Inc. Supplemental Retirement Plan into the Salant Corporation Retirement Plan (the "Plan") effective as of January 31, 1996, and amends the Plan as follows: 1. Section 5.1 is amended to read in its entirety as follows 5.1 Accrued Benefit Each Member shall accrue a monthly benefit equal to 1/12 of the sum of (a) and (b), reduced by (c), plus (d), if applicable: (a) the greatest of (i), (ii), (iii) and (iv): (i) (A) 0.65% of his Average Final Compensation not in excess of 140% of his Covered Compensation plus 1.25% of his Average Final Compensation in excess of 140% of his Covered Compensation, if any, multiplied by (B) his Period of Benefit Accrual Service (not in excess of 35 years); or (ii) $96 multiplied by his Period of Benefit Accrual Service after November 30, 1988 and $60 multiplied by his Period of Benefit Accrual Service before December 1, 1988; provided, however, that no more than 30 years of Benefit Accrual Service shall be taken into account, and for this purpose, those years of a Member's Benefit Accrual Service shall be applied that produce the greatest Accrued Benefit; or (iii) the sum of (A) and (B): (A) the greater of an amount determined under Subsection (a)(i) or (a) (ii) above based on his Period of Benefit Accrual Service after June 2, 1973; and (B) the Actuarial Equivalent of his Profit Sharing Plan Company Amount, if any; or (iv) the sum of (A) and (B): (A) an amount determined under Subsection (a)(i) above based on his Period of Benefit Accrual Service after October 1, 1973; and (B) the Actuarial Equivalent of his Thomson Company Plan Company Amount, if any; and (b) the Actuarial Equivalent of his Profit Sharing Plan Member Amount or Thomson Company Plan Member Amount, if any; (c) the Member's accrued benefit under the terminated Manhattan Industries Inc. Employees' Benefit Plan (As Amended Effective February 1, 1984) or the terminated Vera Companies Division Employees' Pension Plan or the terminated Manhattan Accessories Division Employees' Pension Plan; (d) the Member's accrued benefit under the Manhattan Industries, Inc. Supplemental Retirement Plan, which had been frozen as of September 30, 1988 and merged into the Plan as of February 29, 1996, if any, as set forth in Appendix B. 2. The following new Subsection (f) is added at the end of Section 7.6: (f) If a joint annuitant or a beneficiary is other than a Member's Eligible Spouse, a Member may not elect a Non-Qualified Joint and Survivor Annuity form under Section 7.4 if the value of the Member's benefit under such form of annuity would, after the Member's attainment of age 70-1/2, be less than that required by the incidental death benefit requirements of Section 7.15(f) of the Plan and section 401(a)(9)(G) of the Code. 3. The following Appendix B is added at the end of the Plan: APPENDIX B MANHATTAN INDUSTRIES, INC. SUPPLEMENTAL RETIREMENT PLAN ACCRUED BENEFIT Monthly Benefit in Payment Status Monthly accrued 1. Name on January 31, 1996 2. Name Age 65 Benefit Aronson, Herbert $ 388.95 Arrout, Mildred $ 31.82 Barbato, Grace $ 57.71 Campobello, Antionette $ 103.14 Baugh, Sina $ 21.92 Decuzzi, William $ 4.88 Boge, Saharaa $ 28.97 Deritter, Effie $ 29.36 Everhart, Elsie $ 8.19 Duffy, Edward $ 188.16 Falato, Nordina $ 7.03 Epstein, Manuel $ 76.55 Fernandez, Peter $ 76.06 Gershenfeld, Leo $ 124.57 Finley, Isabel $ 26.12 Henn, Thomas $ 28.70 Green, Ruth $ 46.45 Hovespian, Alice $ 17.02 Hone, Robert $ 187.30 Knissel, Lillian $ 25.26 Kallman, Donald $ 340.48 Mappen, Sidney $ 45.54 Karanik, Alexander $ 31.11 Natalino, Jacque $ 0.81 Klinke, Katherine $ 55.05 Rafferty, Joseph $ 125.92 Patterson, William $ 8.82 Ryan, William $ 21.95 Polcha, Agnes $ 13.02 Sansone, Yvone $ 0.94 Putziger, Stephen $ 264.45 Scott, Harold $ 46.31 Raskin, Charles $ 82.98 Shariff, Mohammed $ 2.70 Wade,Rosemary $ 95.28 Tanis, Mary $ 8.46 Winter, Elmer $ 109.92 Tirrito, Robert $ 57.79 Wagner, Ruth $ 3.97 IN WITNESS WHEREOF, Salant Corporation, by its duly authorized officers, with its corporate seal affixed, has caused this Amendment to be executed this day of , 1996. SALANT CORPORATION Attest: By