EXHIBIT
10.21

     

    Description
of Director and Named Executive Officer Compensation*

    


    Directors

    


    Directors who are also employees of
either the Holding Company or Finlay Jewelry receive no additional compensation
for serving as members of the Board.

     

    As in
prior years, for serving as a director of the Holding Company and Finlay Jewelry
during fiscal 2009, each non-employee director will receive aggregate
compensation at the rate of $25,000 per year plus $1,000 for each Board meeting
and each committee meeting attended in person, and $500 for each such meeting
attended by conference telephone call, with the chairman of the Audit Committee
receiving an additional annual fee of $6,000, the chairman of the Compensation
Committee and the chairman of the Nominating & Corporate Governance
Committee each receiving an additional annual fee of $3,000, and the Lead
Independent Director receiving an additional annual fee of $25,000.

     

    Named Executive
Officers

    


    The 2009 annual base salaries, which
have been in place since August 1, 2008, for the Holding Company’s named
executive officers (1) are as
follows:

     

    
      
        
          	 
      	 	
                  2009
      Annual

                  Base Salary

                	 
	
                  Arthur
      E. Reiner

                  Chairman,
      President and Chief Executive Officer of the Holding Company and Chairman
      and Chief Executive Officer of Finlay Jewelry

                	 	$	1,005,000	 
	 
      	 	 	 	 
	
                  Bruce
      E. Zurlnick

                  Senior
      Vice President, Treasurer and Chief Financial Officer of the Holding
      Company and Finlay Jewelry

                	 	$	321,000	 
	 
      	 	 	 	 
	
                  Joseph
      M. Melvin

                  Executive
      Vice President, and Chief Operating Officer of the Holding Company and
      President and Chief Operating Officer of Finlay Jewelry

                	 	$	465,056	 
	 
      	 	 	 	 
	
                  Leslie
      A. Philip

                  Executive
      Vice President, and Chief Merchandising Officer of the Holding Company and
      Finlay Jewelry

                	 	$	485,690	 
	 
      	 	 	 	 
	
                  Joyce
      M. Magrini

                  Executive
      Vice President – Administration of Finlay Jewelry

                	 	$	330,000	 


        

      

    

    


    
      	
              (1)

            	
              Former
      Senior Vice President and Director of Stores of Finlay Jewelry, Edward J.
      Stein retired on June 23, 2008.

            


    

     

    
      
        

      

      *  References
herein to Holding Company are intended to refer to Finlay Enterprises, Inc. and
references herein to Finlay Jewelry are intended to refer to Finlay Fine Jewelry
Corporation.

    

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    The executive officers named above are
also eligible to receive those benefits available to all of Finlay Jewelry's
senior officers, including performance-based cash bonuses, supplemental
executive medical benefits, company-paid group life insurance (other than for
Mr. Reiner who has key man life insurance), as well as various other benefits
available to all full-time employees of Finlay Jewelry including, but not
limited to, paid vacation time, participation in the Holding Company's 401(k)
plan and short-term disability benefits.