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                                                                  EXHIBIT 10-G-7


[LETTERHEAD OF HARTMARX CORPORATION]


                                 March 7, 1997
 

Mr. James E. Condon
Vice President and Treasurer
Hartmarx Corporation
101 N. Wacker Dr.
Chicago, IL  60606

Dear Jim:

     The Company's Board of Directors has recently undertaken a review of the
protection it provides for certain of its key executives in the event of a
termination of employment following a change in control. As you know, you are
one of the people whose abilities and efforts are considered extremely important
to the Company's progress. As such, you have previously been given an agreement
that provides you with up to two years' compensation if, after a change in
control, you are terminated without cause, or have your compensation, duties or
benefits diminished in any material way.  

     However, in the course of the Board's review, it has come to our attention
that the definition in your agreement of what constitutes a change in control is
not as precise nor totally consistent with that which is currently in use by the
Company in its other agreements. Thus, in order to assure that your protection
in such circumstances is equal to that accorded others, we propose to amend that
provision.

     Accordingly, upon your acceptance of this amendment (by signing and
returning the enclosed copy of this letter), the definition of a CHANGE IN
CONTROL, found in the third paragraph of page one of your Agreement, is hereby
amended in its entirety to read as follows:

     A CHANGE IN CONTROL shall be deemed to have occurred if:

          (A)  any Person is or becomes the Beneficial Owner, directly or
               indirectly, of securities of the Company representing 25% or more
               of the combined voting power of the Company's then outstanding
               securities, excluding any Person who becomes such a Beneficial
               Owner in connection with a transaction described in clause (i) of
               paragraph (C) below; or

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March 7, 1997
Page -2-
 
          (B)  during any period of two consecutive years (not including any
               period prior to the date of this Agreement), individuals who at
               the beginning of such period constitute the Board of Directors of
               the Company ("Board") (together with any new directors whose
               election by the Board or whose nomination for election by the
               shareholders of the Company was approved by a vote of at least 66
               2/3% of the directors of the Company then still in office who
               were either directors at the beginning of such period or whose
               election or nomination for election was previously so approved)
               cease for any reason to constitute a majority of the Board then
               in office; or

          (C) there is consummated a merger or consolidation of the Company (or
               any direct or indirect subsidiary of the Company) with any other
               corporation, other than (i) a merger or consolidation which would
               result in the voting securities of the Company outstanding
               immediately prior to such merger or consolidation continuing to
               represent (either by remaining outstanding or by being converted
               into voting securities of the surviving entity or any parent
               thereof) at least 75% of the combined voting power of the voting
               securities of the Company or such surviving entity or any parent
               thereof outstanding immediately after such merger or
               consolidation, or (ii) a merger or consolidation effected to
               implement a recapitalization of the Company (or similar
               transaction) in which no Person is or becomes the Beneficial
               Owner, directly or indirectly, of securities of the Company
               representing 25% or more of the combined voting power of the
               Company's then outstanding securities; or

          (D) the stockholders of the Company approve a plan of complete
               liquidation or dissolution of the Company or there is consummated
               an agreement for the sale or disposition by the Company of all or
               substantially all of the Company's assets, other than a sale or
               disposition by the Company of all or substantially all of the
               Company's assets to an entity at least 75% of the combined voting
               power of the voting securities of which are owned by Persons in
               substantially the

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March 7, 1997
Page -3-
 
               same proportions as their ownership of the Company immediately
               prior to such sale.

          Notwithstanding the foregoing, a CHANGE IN CONTROL shall not be deemed
     to occur in the event of a Management CHANGE IN CONTROL. A Management
     CHANGE IN CONTROL shall mean a CHANGE IN CONTROL pursuant to which
     Executive (alone or with others) acquires or retains, directly or
     indirectly, the power to direct or cause the direction of the management
     and policies of the Company (whether through the ownership of voting
     securities, by contract, or otherwise) and which is directly or indirectly
     attributable to a public announcement by Executive (or others acting in
     concert with Executive) of an intention to take actions which, if
     consummated, would constitute such Management CHANGE IN CONTROL. In
     addition, no "CHANGE IN CONTROL" shall be deemed to have occurred if there
     is consummated any transaction or series of integrated transactions
     immediately following which the record holders of the common stock of the
     Company immediately prior to such transaction or series of transactions
     continue to have substantially the same proportionate ownership in an
     entity which owns all or substantially all of the assets of the Company
     immediately following such transaction or series of transactions.

          "Person" shall mean any person (as defined in Section 3(a)(9) of the
     Securities Exchange Act (the "Exchange Act"), as such term is modified in
     Sections 13(d) and 14(d) of the Exchange Act) other than (i) any employee
     plan established by the Company, (ii) the Company or any of its affiliates
     (as defined in Rule 12b-2 promulgated under the Exchange Act), (iii) an
     underwriter temporarily holding securities pursuant to an offering of such
     securities, or (iv) a corporation owned, directly or indirectly, by
     stockholders of the Company in substantially the same proportions as their
     ownership of the Company.

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March 7, 1997
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          "Beneficial Owner" shall mean beneficial owner as defined in Rule 
     13d-3 under the Exchange Act.

     All other terms and conditions of the Agreement are continued in full force
and effect.


AGREED AND ACCEPTED:                   HARTMARX CORPORATION


/s/ James E. Condon                    By: /s/ E. O. Hand
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James E. Condon, V.P. & Treas.
Hartmarx Corporation                   Its: Chairman and CEO
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Date: 3/10/97
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