EXHIBIT 99.3


                                  WARNACO INC.

                            OFFER FOR ALL OUTSTANDING
                   $210,000,000 AGGREGATE PRINCIPAL AMOUNT OF
          8 7/8% SENIOR NOTES DUE 2013 CUSIPS 934391 AE3 AND U93439 AA2
                                 IN EXCHANGE FOR
                   $210,000,000 AGGREGATE PRINCIPAL AMOUNT OF
                      8 7/8% SENIOR NOTES DUE 2013 CUSIP o
                        WHICH HAVE BEEN REGISTERED UNDER
                     THE SECURITIES ACT OF 1933, AS AMENDED,
                       PURSUANT TO THE PROSPECTUS, DATED o

To Our Clients:

         Enclosed for your consideration is a Prospectus, dated o (the
"Prospectus"), and the related Letter of Transmittal (the "Letter of
Transmittal"), relating to the offer (the "Exchange Offer") of Warnaco Inc. (the
"Company") to exchange its 8 7/8% Senior Notes due 2013, which have been
registered under the Securities Act of 1933, as amended, for its outstanding
8 7/8% Senior Notes due 2013 (the "Old Notes"), upon the terms and subject to
the conditions described in the Prospectus and the Letter of Transmittal. The
Exchange Offer is being made in order to satisfy certain obligations of the
Company contained in the Registration Rights Agreement dated June 12, 2003, by
and among the Company, as issuer, the guarantors referred to therein and the
initial purchasers referred to therein.

         This material is being forwarded to you as the beneficial owner of the
Old Notes held by us for your account but not registered in your name. A TENDER
OF SUCH OLD NOTES MAY ONLY BE MADE BY US AS THE HOLDER OF RECORD AND PURSUANT TO
YOUR INSTRUCTIONS.

         Accordingly, we request instructions as to whether you wish us to
tender on your behalf the Old Notes held by us for your account, pursuant to the
terms and conditions set forth in the enclosed Prospectus and Letter of
Transmittal.

         Your instructions should be forwarded to us as promptly as possible in
order to permit us to tender the Old Notes on your behalf in accordance with the
provisions of the Exchange Offer. The Exchange Offer will expire at o P.M., New
York City time, on o, unless extended by the Company. Any Old Notes tendered
pursuant to the Exchange Offer may be withdrawn at any time before the
Expiration Date.

         Your attention is directed to the following:

                  1. The Exchange Offer is for any and all Old Notes.

                  2. The Exchange Offer is subject to certain conditions set
         forth in the Prospectus in the section captioned "The Exchange
         Offer--Conditions to the Exchange Offer."

                  3. Any transfer taxes incident to the transfer of Old Notes
         from the holder to the Company will be paid by the Company, except as
         otherwise provided in the Instructions in the Letter of Transmittal.

                  4. The Exchange Offer expires at o P.M., New York City time,
         on o, unless extended by the Company.







         If you wish to have us tender your Old Notes, please so instruct us by
completing, executing and returning to us the instruction form on the back of
this letter. THE LETTER OF TRANSMITTAL IS FURNISHED TO YOU FOR INFORMATION ONLY
AND MAY NOT BE USED DIRECTLY BY YOU TO TENDER OLD NOTES.












                          INSTRUCTIONS WITH RESPECT TO
                               THE EXCHANGE OFFER

         The undersigned acknowledge(s) receipt of your letter and the enclosed
material referred to therein relating to the Exchange Offer made by Warnaco Inc.
with respect to its Old Notes.

         This will instruct you to tender the Old Notes held by you for the
account of the undersigned, upon and subject to the terms and conditions set
forth in the Prospectus and the related Letter of Transmittal.

         The undersigned expressly agrees to be bound by the enclosed Letter of
Transmittal and that such Letter of Transmittal may be enforced against the
undersigned.

         [ ] Please tender the Old Notes held by you for my account as indicated
below:

                                        8 7/8% Senior Notes due 2013

                        $-----------------------------------------------------
                                  (Aggregate Principal Amount of Old Notes)

         [ ]      Please do not tender any Old Notes held by you for my account.

Dated:            , 2003
       -----------

Signature(s):
             -------------------------------------------------------------------

Print Name(s) here:
             -------------------------------------------------------------------

Print Address(es):
                  --------------------------------------------------------------

Area Code and Telephone Number(s):
                                  ----------------------------------------------

Tax Identification or Social Security Number(s):
                                                --------------------------------

         None of the Old Notes held by us for your account will be tendered
unless we receive written instructions from you to do so. Unless a specific
contrary instruction is given in the space provided, your signature(s) hereon
shall constitute an instruction to us to tender all the Old Notes held by us for
your account.




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