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[LOGO] BANK OF AMERICA                                   AMENDMENT TO DOCUMENTS
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              AMENDMENT NO. 1 TO BUSINESS LOAN AGREEMENT

     This Amendment No. 1 (the "Amendment") dated as of May 7, 1998, is 
between Bank of America National Trust and Savings Association (the "Bank") 
and The Wet Seal, Inc. (the "Borrower").


                                      RECITALS

     A.   The Bank and the Borrower entered into a certain Business Loan 
Agreement dated as of March 9, 1998 (the "Agreement").

     B.   The Bank and the Borrower desire to amend the Agreement.


                                     AGREEMENT

     1.   DEFINITIONS. Capitalized terms used but not defined in this 
Amendment shall have the meaning given to them in the Agreement.

     2.   AMENDMENTS. The Agreement is hereby amended as follows:

          2.1  In Subparagraph 1.5(iv) of the Agreement, the amount "TWENTY
               MILLION DOLLARS ($20,000,000)" is substituted for the amount
               "EIGHT MILLION DOLLARS ($8,000,000)."

          2.2  Paragraph 1.5(g) of the Agreement is amended to read in its
               entirety as follows:

               "(g)  to pay the Bank a non-refundable fee equal to one of the
                    following percentages of the outstanding undrawn amount of
                    each standby letter of credit, as applicable: 1.50% per
                    annum if the face amount of the letter of credit is less
                    than One Million Dollars ($1,000,000); 1.25% per annum if
                    the face amount of the letter of credit is equal to or
                    greater than One Million Dollars ($1,000,000) but less than
                    Ten Million Dollars ($10,000,000); and 0.875% per annum if
                    the face amount of the letter of credit is equal to or
                    greater than Ten Million Dollars (10,000,000). Each fee will
                    be payable annually in advance, calculated on the basis of
                    the face amount outstanding on the day the fee is
                    calculated, provided, that in no event shall the fee payable
                    with respect to any standby letter of credit be less than
                    $400 per annum. If there is a default under this Agreement,
                    at the Bank's option, the amount of the fee shall be
                    increased by 2.00% per annum over the fee that would
                    otherwise be applicable, effective starting on the day the
                    Bank provides notice of the increase to the Borrower."

     3.   EFFECT OF AMENDMENT. Except as provided in this Amendment, all of 
the terms and conditions of the Agreement shall remain in full force and 
effect.

          This Amendment is executed as of the date stated at the beginning of
          this Amendment.


BANK OF AMERICA
NATIONAL TRUST AND SAVINGS ASSOCIATION       THE WET SEAL, INC.



X  /s/ Julie R. Weis                         X /s/ Ann Cadier Kim
 ----------------------------------           ----------------------------
BY: JULIE R. WEIS, VICE PRESIDENT            BY: ANN CADIER KIM
                                                 VP OF FINANCE


                                             X /s/ Edmond Thomas
                                              ----------------------------
                                             BY: EDMOND THOMAS
                                                 PRESIDENT & COO
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