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                                 FIRST AMENDMENT
                            SPRINGS INDUSTRIES, INC.
                DEFERRED COMPENSATION PLAN FOR OUTSIDE DIRECTORS




         This Amendment dated as of October 29, 1995, to the Deferred
Compensation Plan for Outside Directors (the "Plan") as adopted and restated on
August 18, 1994 by Springs Industries, Inc. ("Springs");

         WHEREAS, Springs has adopted and maintains the Plan to provide fee
deferral elections by Outside Directors; and

         WHEREAS, Article XII of the Plan authorizes the amendment of the terms
of the Plan by Springs.

         NOW, THEREFORE, the Plan is hereby amended as follows:

         1. Effective October 29, 1995, paragraph (c) of Article V in its
entirety and the following language is substituted in lieu thereof:

                  (c) Subject to such limitations as the Committee may impose, a
         Director electing to defer hereunder prior to May 1, 1996 shall also
         elect, either (A) a fixed period commencing in the January following
         the Director's Termination Date over which the balance in his Account
         shall be paid to him in annual installments and a fixed period (which
         may be a different period) over which the balance in his Account shall
         be paid to his Beneficiary or estate in annual installments in the
         event of his death before receiving such balance (an election under
         this clause (A) being referred to as a "Fixed Period Election"); or (B)
         an After Retirement Election.

         2. Effective October 29, 1995, paragraph (h) is hereby deleted in its
entirety and the following language is substituted in lieu thereof:

                  Any Director electing to defer hereunder with respect to
         compensation paid after April 30, 1996, shall be deemed to have made an
         After Retirement Election.

         The officers of Springs are authorized and directed to insert copies of
this amendment in the file copy of the Plan available for inspection by
participants upon request.


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         IN WITNESS WHEREOF, the Employer has caused this amendment to be
executed as of the day and year written above.

                                    SPRINGS INDUSTRIES, INC.



                                    By:  /s/J. Spratt White
                                       -----------------------------------------
                                    Its: Senior Vice President

ATTEST:



 /s/Robert W. Sullivan
- ------------------------------
Assistant Secretary







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                    SECOND AMENDMENT TO AMENDED AND RESTATED
                            SPRINGS INDUSTRIES, INC.
                DEFERRED COMPENSATION PLAN FOR OUTSIDE DIRECTORS



         1. Article V(a) is amended effective November 1, 1996, by deleting the
first sentence of Article V(a) in its entirety and substituting in lieu thereof
the following new sentence:

                  "Subject to the provisions of paragraph (b) below, each
                  Director may elect, within fifteen days following his election
                  as a Director at an annual meeting of shareholders, in writing
                  addressed to the Plan Administrator to defer receipt of all or
                  a portion of any cash fees payable for the period set forth in
                  the following sentence."

         2. Article V(b) is amended effective November 1, 1996, by adding the
following new sentence to the end of Article V(b):

                  "All elections made after January 1, 1997, to credit the
                  deferred payment of fees to the Stock Equivalent Account shall
                  be subject to the approval of the Committee."

         3. Article X(c)(1)(i) is amended effective November 1, 1996, by
deleting the second sentence of Article X(c)(1)(i) in its entirety and
substituting in lieu thereof the following new sentence:

                  "At the Committee's option, the distribution may be in the
                  form of cash in the amount of the cash value on the date of
                  distribution of the number of Stock Equivalents distributable
                  in such installment, provided that if cash is to be
                  distributed, such Director shall be notified in writing not
                  later than the last of the three days specified in the next
                  sentence."

                  IN WITNESS WHEREOF, this Amendment has been executed pursuant
to resolutions adopted by the Board of Directors of the Company on October 20,
1996.

                                    SPRINGS INDUSTRIES, INC.



                                    By: /s/J. Spratt White
                                       -----------------------------------------
                                         J. Spratt White
                                         Senior Vice President-Human Resources





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