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                                AMENDMENT NO. 6

                                      TO

                   RESTATED AND AMENDED FINANCING AGREEMENT


                  THIS AMENDMENT NO. 6 ("Amendment") is entered into as of
March 21, 1997, by and between BERNARD CHAUS, INC., a New York corporation
("Borrower") and BNY FINANCIAL CORPORATION ("Lender").

                                  BACKGROUND

                  Borrower and Lender are parties to a Restated and Amended
Financing Agreement dated as of February 21, 1995 (as amended, supplemented or
otherwise modified from time to time, the "Financing Agreement") pursuant to
which Lender provided Borrower with certain financial accommodations.

                  Borrower has requested that Lender amend certain provisions
of the Financing Agreement and Lender is willing to do so on the terms and
conditions hereafter set forth.

                  NOW, THEREFORE, in consideration of any loan or advance or
grant of credit heretofore or hereafter made to or for the account of Borrower
by Lender, and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto hereby agree
as follows:

                  1. Definitions. All capitalized terms not otherwise defined
herein shall have the meanings given to them in the Financing Agreement.

                  2. Amendment to Financing Agreement. Subject to satisfaction
of the conditions precedent set forth in Section 3 below, the Financing
Agreement is hereby amended as follows:

                  2.1. The fifth sentence of Section 2(a) is hereby amended by
deleting subsection "(ii)" hereof in its entirety and replacing it with the
following in its place and stead:

                                              
                           "(ii) $57,000,000 from January 1, 1997 through 
                  March 31, 1997;"

                  3. Conditions of Effectiveness. This Amendment shall become
effective as of March ___, 1997, when and only when Lender shall have received
four (4) copies of this Amendment executed by Borrower and consented and
agreed to by Josephine Chaus as guarantor.


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                  4. Representations and Warranties. Borrower hereby
represents and warrants as follows:

                           (a) This Amendment and the Financing Agreement, as
                  amended hereby, constitute legal, valid and binding
                  obligations of Borrower and are enforceable against Borrower
                  in accordance with their respective terms.

                           (b) Upon the effectiveness of this Amendment,
                  Borrower hereby reaffirms all covenants, representations and
                  warranties made in the Financing Agreement to the extent the
                  same are not amended hereby and agree that all such
                  covenants, representations and warranties shall be deemed to
                  have been remade as of the effective date of this Amendment.

                           (c) No Event of Default or Default has occurred and
                  is continuing or would exist after giving effect to this
                  Amendment.

                           (d) Borrower has no defense, counterclaim or offset
                  with respect to the Financing Agreement.

                  5. Effect on the Financing Agreement.

                           (a) Upon the effectiveness of Section 2 hereof,
                  each reference in the Financing Agreement to "this
                  Agreement," "hereunder," "hereof," "herein" or words of like
                  import shall mean and be a reference to the Financing
                  Agreement as amended hereby.

                           (b) Except as specifically amended herein, the
                  Financing Agreement, and all other documents, instruments
                  and agreements executed and/or delivered in connection
                  therewith, shall remain in full force and effect, and are
                  hereby ratified and confirmed.

                           (c) The execution, delivery and effectiveness of
                  this Amendment shall not operate as a waiver of any right,
                  power or remedy of Lender, nor constitute a waiver of any
                  provision of the Financing Agreement, or any other
                  documents, instruments or agreements executed and/or
                  delivered under or in connection therewith.

                  6. Governing Law. This Amendment shall be binding upon and
inure to the benefit of the parties hereto and their respective successors and
assigns and shall be governed by and construed in accordance with the laws of
the State of New York.


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                  7. Headings. Section headings in this Amendment are included
herein for convenience of reference only and shall not constitute a part of
this Amendment for any other purpose.

                  8. Counterparts. This Amendment may be executed by the
parties hereto in one or more counterparts, each of which shall be deemed an
original and all of which taken together shall be deemed to constitute one and
the same agreement.

                  IN WITNESS WHEREOF, this Amendment has been duly executed as
of the day and year first written above.

                                            BERNARD CHAUS, INC.

                                            By: /s/ Wayne S. Miller
                                               ------------------------------
                                            Name: Wayne S. Miller
                                            Title:   Chief Financial Officer


                                            BNY FINANCIAL CORPORATION


                                            By: /s/ Andrew Rogow
                                               ------------------------------
                                            Name: Andrew Rogow
                                            Title:   Senior Vice President


CONSENTED AND AGREED TO:


/s/ Josephine Chaus
------------------------------
JOSEPHINE CHAUS


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