##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q/A
 (Amendment No. 1)
  þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended: October 2, 2010
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from  to
 Commission File Number: 1-10857
 THE WARNACO GROUP, INC.
  Delaware
    
    95-4032739(State or other jurisdiction of 
incorporation or organization)
    
    (I.R.S. Employer Identification No.)
 501 Seventh Avenue
New York, New York 10018
 (212) 287-8000
 þ o
 þ o
  Large accelerated filer þ
    
    Accelerated filer o
    
    Non-accelerated filer o
    
    Smaller reporting company o
 o þ
  Class of Securities
    
    Shares OutstandingCommon Stock, $0.01 par value
    
    44,504,372




---



TABLE OF CONTENTS  ITEM 6. EXHIBITSSIGNATURESExhibit 10.1Exhibit 10.4Exhibit 31.3Exhibit 31.4    Table of Contents  EXPLANATORY NOTE
    2




---



##### Table of Contents



ITEM 6.
    
    EXHIBITS
  
    
    were not intended to be treated as categorical statements of fact, but rather as a
way of allocating the risk to one of the parties if those statements prove to be
inaccurate;
 
    
    may have been qualified in such agreements by disclosures that were made to the
other party in connection with the negotiation of the applicable agreement;
 
    
    may apply contract standards of materiality that are different from
materiality under the applicable security laws; and
 
    
    were made only as of the date of the applicable agreement or such other date or
dates as may be specified in the agreement.
  Exhibit No.
    
    Description of Exhibit3.1
    
    
    Amended and Restated Certificate of Incorporation
of The Warnaco Group, Inc. (incorporated by
reference to Exhibit 1 to the Form 8-A/A filed by
The Warnaco Group, Inc. on February 4, 2003).*3.2
    
    
    Third Amended and Restated Bylaws of The Warnaco
Group, Inc. (incorporated by reference to Exhibit
3.2 to the Form 8-K filed by The Warnaco Group,
Inc. on July 13, 2010).*10.1
    
    
    Credit Agreement, dated as of August 26, 2008,
among Warnaco Inc., The Warnaco Group, Inc., the
Lenders (as defined therein) and Issuers (as
defined therein) party thereto, Bank of America,
N.A., as administrative agent for the revolving
credit facility and as collateral agent for the
Lenders and the Issuers party thereto, Banc of
America Securities LLC and Deutsche Bank Securities
Inc., as joint lead arrangers, Banc of America
Securities LLC, Deutsche Bank Securities Inc. and
J.P. Morgan Securities Inc., as joint bookrunners,
Deutsche Bank Securities Inc., as sole syndication
agent for the Lenders and the Issuers party
thereto, and HSBC Business Credit (USA) Inc.,
JPMorgan Chase Bank, N.A. and RBS Business Capital,
a division of RBS Asset Finance Inc., each as a
co-documentation agent for the Lenders and Issuers
(previously filed as Exhibit 10.1 to The Warnaco
Group, Inc.s Form 10-Q filed August 6, 2010, and
re-filed as Exhibit 10.1 to the Initial Form 10-Q).
 #10.3
    
    
    Pledge and Security Agreement, dated as of August
26, 2008, by The Warnaco Group, Inc., Warnaco Inc.,
and each of the other entities listed on the
signature pages thereto or that becomes a party
thereto, in favor of Bank of America, N.A., as
collateral agent for the secured parties
thereunder. @ #10.4
    
    
    Canadian Credit Agreement, dated as of August 26,
2008, among Warnaco of Canada Company, The Warnaco
Group, Inc., the Lenders (as defined therein) and
Issuers (as defined therein) party thereto, Bank of
America, N.A., as administrative agent for the
revolving credit facility and as collateral agent
for the Lenders and the Issuers party thereto, Banc
of America Securities LLC and Deutsche Bank
Securities Inc., as joint lead arrangers and joint
book managers, and Deutsche Bank Securities Inc.,
as sole syndication agent for the Lenders and the
Issuers party thereto (previously filed as Exhibit
10.4 to The Warnaco Group, Inc.s Form 10-Q filed
August 6, 2010, and re-filed as Exhibit 10.4 to the
Initial Form 10-Q).  #
  3




---



##### Table of Contents



Exhibit No.
    
    Description of Exhibit10.7
    
    
    General Security Agreement, dated as of August 26,
2008, granted by Warnaco of Canada Company to Bank
of America, N.A. @ #10.8
    
    
    General Security Agreement, dated as of August 26,
2008, granted by 4278941 Canada Inc. to Bank of
America, N.A. @31.1
    
    
    Certification of Chief Executive Officer of The
Warnaco Group, Inc. pursuant to Rule
13a-14(a)/15d-14(a) of the Securities Exchange Act
of 1934, dated November 8, 2010. @31.2
    
    
    Certification of Chief Financial Officer of The
Warnaco Group, Inc. pursuant to Rule
13a-14(a)/15d-14(a) of the Securities Exchange Act
of 1934, dated November 8, 2010. @31.3
    
    

Certification
of Chief Executive Officer of The Warnaco Group, Inc. pursuant to
Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934,
dated July 8, 2011. 31.4
    
    
    Certification of Chief Financial Officer of The Warnaco Group, Inc. pursuant to
Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934,
dated July 8, 2011. 32
    
    
    Certifications of Chief Executive Officer and Chief
Financial Officer of The Warnaco Group, Inc.
pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002, dated November 8, 2010. (furnished with
the Initial Form 10-Q)101.CAL
    
    
    XBRL Taxonomy Extension Calculation Linkbase @101.INS
    
    
    XBRL Instance Document @101.LAB
    
    
    XBRL Taxonomy Extension Label Linkbase @101.PRE
    
    
    XBRL Taxonomy Extension Presentation Linkbase @101.SCH
    
    
    XBRL Taxonomy Extension Schema Linkbase @101.DEF
    
    
    XBRL Definition Linkbase Document @
 
 *
    
    Previously filed.
    
    Filed herewith.@
    
    Filed with the Initial Form 10-Q#
    
    Certain portions of this exhibit omitted and filed separately with
the Securities and Exchange Commission pursuant to a request for
confidential treatment.  4




---



##### Table of Contents



SIGNATURES
  THE WARNACO GROUP, INC.Date: July 8, 2011
    /s/ Joseph R. GromekJoseph R. GromekPresident and Chief Executive OfficerDate: July 8, 2011
    /s/ Lawrence R. RutkowskiLawrence R. RutkowskiExecutive Vice President and
Chief Financial Officer  5