Exhibit 4




Exhibit 4.15

RESOLUTION OF THE RETIREMENT PLAN COMMITTEE

OF

LANDS' END, INC.


               
Acting pursuant to its authority under Section 10.1(g) of the Lands' End, Inc.
Retirement Plan ("Plan"), the Retirement Plan Committee of Lands'
End, Inc., as administrator of the Plan, hereby adopts the following:

THIRD AMENDMENT TO THE

LANDS' END, INC. RETIREMENT PLAN

(AS AMENDED AND RESTATED EFFECTIVE JANUARY 1, 1997)


  
                   
    WHEREAS, Lands' End, Inc. (the "Company") has heretofore adopted
    and maintains the Lands' End, Inc. Retirement Plan, as amended and
    restated effective January 1, 1997 (the "Plan"), for the benefit
    of employees of the Company; and

                   
    WHEREAS, Section 12.1 of the Plan retains for the Company the right to amend
    the Plan from time to time; and

                   
    WHEREAS, pursuant to Section 10.1(g) of the Plan, the Plan administrator is
    empowered to "make such amendments and modifications to the plan as
    shall be reasonably necessary to establish and maintain the plan's
    qualified status under Section 401(a) of the [Internal Revenue] Code";
    and

                   
    WHEREAS, pursuant to a request from the Internal Revenue Service, the
    Company desires to amend the Plan in certain respects as described below:

                   
    NOW, THEREFORE, RESOLVED that, effective January 1, 1997, the Plan be and
    hereby is amended as follows:

                   
    1. Section 2.1 of the Plan is hereby amended by adding the following at the
    end thereof:

    
      
        "For purposes of this plan, the term
        "leased employee" shall mean any person (other than an
        employee of the recipient) who pursuant to an agreement between the
        recipient and any other person has performed services for the recipient
        (or for the recipient and related persons determined in accordance with
        Section 414(n)(6) of the Code) on a substantially full-time basis for a
        period of at least 1 year, and such services are performed under primary
        direction or control by the recipient."

      

    

  






  
    
      
         

      

    

                   
    2. Section 2.2 of the Plan is hereby amended by adding the following at the
    end thereof:

    
      
        "A "year of break in service" shall
        occur on the last day of a plan year during which the employee was not
        credited with at least 501 hours of service. The computation period used
        for measuring eligibility service shall also be used to measure breaks
        in service."

      

    

                   
    FURTHER RESOLVED that the Plan committee and other appropriate officers of
    the Company be, and they hereby are, authorized to take any and all other
    actions reasonably necessary or advisable in order to carry out the purpose
    of the foregoing resolution.

  



               
The foregoing resolutions were adopted by the Retirement Plan Committee of Lands'
End, Inc. as of this 19th day of December, 2002.


  
  	/s/ Kelly Ritchie

        Kelly Ritchie

        Sr. Vice President, Employee Services	/s/ Donald R. Hughes

        Donald R. Hughes

        Sr. Vice President, CFO
		
	/s/ Francis P. Schaecher

        Francis P. Schaecher

        Sr. Vice President, Operations	/s/ Mary Ann Reichling

        Mary Ann Reichling

        Manager, Compensation & Benefits
		
	s/ Joseph D. Meudt

        Joseph D. Meudt

        Retirement Plan Committee Member	/s/ Donald Parks

        Donald Parks

        Retirement Plan Committee Member


  



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