TEMPORARY MODIFICATION TO
2001 (SECOND) AMENDED AND RESTATEDCOMMERCIAL LOAN AGREEMENT

This Temporary  Modification to
2001 (Second)  Amended and Restated  Commercial Loan Agreement is made and entered  into as of this 25th day of June,  2002  (the
"Temporary  Modification")  by and among SWISS ARMY  BRANDS,INC.,  having its principal  office at One Research Drive,
Shelton,  Connecticut  06484 (the "Borrower") and FLEET NATIONAL BANK, having an office at 777 Main Street, Hartford,
Connecticut 06115  (the "Bank").

W I T N E S S E T H:

WHEREAS,  the Borrower and the
Bank entered into the 2001 (Second)  Amended and Restated  Commercial  Loan Agreement dated as of September 28, 2001 (the "Loan
Agreement"); and

WHEREAS,  in connection  with
the waiver of certain  defaults under the Loan  Agreement,  the Borrower and the Bank wish to modify the Loan Agreement by
temporarily  changing certain of the financial covenants  thereunder; and

WHEREAS,  any  capitalized
terms not otherwise  defined  herein shall have the meanings  ascribed to such terms in the Loan Agreement.

NOW, THEREFORE, Borrower and
Bank agree as follows:

1. Representations and Warranties.  The Borrower acknowledges, agrees, and
affirms as follows:

1. It is legally and validly  indebted to the Bank by virtue of the Loan
Agreement and the Notes.
2. It has no defense,  counterclaim,  offset or  independent  action  against the
Bank with respect to the Loan Agreement or the Notes.
3. Except as otherwise disclosed in the most recent public filings with the
Securities and  Exchange  Commission,  copies of which have been  provided to the Bank,  and as set forth on Schedule A
attached hereto,  all  representations  and warranties  contained in the Loan  Agreement or any other  document  executed  pursuant
to the Loan Agreement are true and correct as of the date hereof.
4. The  Borrower  is in  compliance  on the date of this  Temporary  Modification
with all covenants  contained in the Loan Agreement,  as hereby amended and in any other document executed pursuant to the Loan
Agreement.
5. No event or  condition  which,  with the passage of time,  the giving of
notice or both, would  constitute  a  default  or an event  of  default,  has  occurred  under  the Loan Agreement,  as hereby
amended,  or in connection with any other  indebtedness  owing to the Bank by the Borrower.
6. This transaction is duly authorized by the Borrower and the Guarantors.
7. This Temporary  Modification  is the legal valid and binding  obligation of
the Borrower and Guarantors enforceable in accordance with their respective terms.
8. All applicable  taxes owed by the Borrower are current,  including  local
property taxes to the extent required by applicable law.

1. Temporary Modifications to Loan Agreement.

1. The Loan  Agreement is temporarily  modified by amending and restating
Sections 7.2, 7.4 and 7.5 of the Loan Agreement to read, in full, as follows:7.2 Funded Debt to EBITDA Ratio.  On a rolling four quarter  basis,  Borrower  shall not permit its ratio
of Funded Debt to EBITDA to be greater than:             
         2.25 to 1.0 as of March 31, 2002;             
         4.0 to 1.0 as of June 30, September 30 and December 31, 2002; and             
         2.25 to 1.0 as of March 31, 2003 and thereafter.

7.4 EBITDA to Interest  Expense  plus CMLTD  Ratio.  On a rolling  four  quarter  basis,
         Borrower shall not permit its ratio of EBITDA to Interest Expense plus CMLTD to be less than:             
         2.0 to 1.0  as of March 31, 2002;             
         1.5 to 1.0 as of June 30, 2002;             
         1.25 to 1.0 as of September 30, 2002;             
         2.0 to 1.0 as of December 31, 2002 and thereafter.

7.5  Tangible  Net  Worth:Borrower  shall  not  permit  Tangible  Net Worth to be less than:             
         $65,000,000 as of December 31, 2001;             
         $62,800,000 as of March 31, 2002;             
         $60,500,000 as of June 30, 2002;             
         $60,500,000 as of September 30, 2002; and             
         $61,500,000 as of December 31, 2002;             
          $65,000,000 as of March 31, 2003 and thereafter.
2. The Loan  Agreement is  temporarily  modified by amending and restating the following  definition
in Section 1 of the Loan Agreement:Funded Debt means: (a) for fiscal year 2002: the sum of(i) Indebtedness on account of borrowed money plus
(ii) obligations under Capital Leases less (iii) Indebtedness on account of the Xantia Note; and (b)for fiscal year 2003 and
thereafter the sum of: (i) Indebtedness on account of borrowed money plus (ii) obligations under Capital Leases.

1. Termination  of  Temporary  Modifications  to Loan  Agreement.  As of
September  23,  2002,  the temporary  modifications  to the Loan  Agreement  set forth above shall expire and the  applicable
sections of the Loan Agreement  shall revert to the language of such sections of the Loan Agreement as such sections  existed prior
to the execution of this Temporary Modification.
2. Reaffirmation  of Loan Agreement. In all other respects the Loan
Agreement,  as amended hereby, is ratified and confirmed and it shall be and remain in full force and effect.
3. Reaffirmation  of Security  Agreement.  The Borrower  ratifies and
reaffirms the 2000 Substituted Security  Agreement dated July 24, 2000 as reaffirmed by letter  agreements  dated as of May 25, 2001
and September 28, 2001 by the  Borrower and in favor of the Bank and confirms  that the Security  Agreement  continues to secure,
without  limitation,  the  Borrower's  obligations  pursuant to the Loan  Agreement  as modified by this  Temporary Modification.IN  WITNESS  WHEREOF,  the  parties  hereto  have  caused  this
Agreement  to be  executed  by their duly authorized officers as of the date first above written.

SWISS ARMY BRANDS, INC.

By
             
                      
                      
                      
                      
            Name
             
                      
                      
                      
                      
            Title

FLEET NATIONAL BANK

By
             
                      
                      
                      
                      
            Name
             
                      
                      
                      
                      
            Title

ACKNOWLEDGED AND AGREED:

The undersigned guarantors
pursuant to the 2001 Amended and Restated Agreement of Guaranty and Suretyship (the "Guaranty") dated September 28, 2001 by the
undersigned  and in favor of the Bank, hereby acknowledge the execution by the Borrower of the Temporary Modification and confirm
that the Guaranty extends to the obligations of the Borrower pursuant to the Loan Agreement as modified by the Temporary
Modification.

SWISS ARMY BRAND, LTD.        
                      
               
BEAR CUTLERY, INC.

By
                      
                      
 By
        Name
                      
                      
                      
                      
 Name
        Title
                      
                      
                      
                      
    Title

SWISS ARMY BRANDS (SUISSE) S.A.        
                      
SWISS ARMY BRANDS CH, INC.

By
                      
                      
 By
        Name
                      
                      
                      
                      
 Name
        Title
                      
                      
                      
                      
    Title

EXCELSIOR ADVERTISING, INC.

By
        Name        Title