[LETTERHEAD]


October 31, 1997


Victor Cohen, Esq.
Senior Vice President and General Counsel
POLO RALPH LAUREN CORPORATION
650 Madison Avenue
New York, New York 10022

     RE:  AMENDMENT TO SUBLICENSE AGREEMENT

Dear Mr. Cohen:

     Reference is hereby made to the Sublicense Agreement dated as of July 1, 
1995 between Ralph Lauren Home Collection, Inc. ("RLHC"), successor to The 
Ralph Lauren Home Collection, and Pillowtex Corporation ("Pillowtex") (the 
"Agreement").

     As you are aware, Pillowtex has entered into a merger agreement pursuant 
to which it will acquire ownership of Fieldcrest Cannon, Inc. ("Fieldcrest") 
through a merger (the "Merger") of a wholly owned subsidiary of Pillowtex 
with and into Fieldcrest. It is now our mutual desire to amend the Agreement 
in certain respects effective as of the effective time of the Merger. This 
letter will, therefore, serve to express, and, once signed by RLHC and 
Pillowtex, will constitute, the following amendment to the Agreement:

  1. Paragraph 13.1(xii) of the Agreement is hereby amended to change both 
     references to 40% in clause (a) of such paragraph to 25%.

  2. In all respects, and as so amended, the Agreement shall remain in full 
     force and effect according to its terms and conditions and is hereby 
     confirmed and ratified. Pillowtex acknowledges that the provisions of 
     paragraph 2.11 of the Agreement shall apply to Fieldcrest upon 
     consummation of the Merger; provided, however, that the parties expressly 
     agree that Fieldcrest may continue to deal with those names for which 
     Fieldcrest manufactures and/or distributes products as of the date hereof, 
     provided that Fieldcrest shall not expand its product offering with respect
     to any fashion apparel designer name pursuant to the foregoing without 
     RLHC's prior written consent.
     


Victor Cohen, Esq.
October 31, 1997
Page 2


     It is the parties' understanding that the foregoing amendment is 
conditioned upon the consummation of the Merger. If the foregoing is 
acceptable to you, please indicate your acceptance and approval by signing in 
the space provided below, and return one copy of this letter to John 
Sterling, Legal Department, so executed.

                                        Sincerely,


                                        /s/ John H. Karnes
                                        John H. Karnes
                                        Vice President
                                        and General Counsel

JFS:dgf


ACCEPTED AND AGREED:

RALPH LAUREN HOME COLLECTION, INC.


By: /s/ (Signature Illegible)
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Title: President
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