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                                                                   EXHIBIT 3(ii)

                          AMENDED AND RESTATED BYLAWS
                                       OF
                               G&K SERVICES, INC.

                        (ADOPTED AS OF NOVEMBER 8, 2001)

         The Bylaws of G&K Services, Inc., a Minnesota corporation (the
              "Company") are hereby amended and restated in their entirety and
              replaced with the provisions set forth below:

OFFICES

              1.   The principal office of the Company shall be in the City of
         Minnetonka, County of Hennepin, State of Minnesota. The Company may
         also have offices at such other places as the Board of Directors may
         from time to time appoint or the business of the Company may require.

SHAREHOLDERS' MEETINGS

         2.   All meetings of the shareholders shall be held at the office of
the Company in the City of Minneapolis, or at such other place as the Board of
Directors may designate.

         3.   Annual meetings of the shareholders shall be held at such time and
place as may be specified by the Board of Directors, at which they shall elect a
Board of Directors and shall transact such other business as may properly be
brought before the meeting.

         4.   The holders of one-third of the stock issued and outstanding and
entitled to vote thereat, present in person or represented by proxy, shall
constitute a quorum, and the presence of such shareholders shall be requisite at
all meetings of the shareholders for the transaction of business, except as
otherwise provided by law, by the Articles of Incorporation, or by these Bylaws.
If, however, such number shall not be present or represented at any meeting of
shareholders, the shareholders entitled to vote thereat, present in person or
represented by proxy, shall have the power to adjourn the meeting from time to
time without notice other than announcement at the meeting, until the requisite
amount of voting stock shall be present. At such adjourned meeting at which the
requisite amount of voting stock shall be represented, any business may be
transacted which might have been transacted at the meeting as originally
notified.

         5.   At each meeting of the shareholders, every shareholder having the
right to vote shall be entitled to vote in person or by proxy appointed by an
instrument in writing subscribed by such shareholder and bearing a date not more
than eleven (11) months prior to said meeting, unless said instrument provides
for a longer period.

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         6.   Written notice of the annual meeting shall be mailed to each
shareholder entitled to vote thereat, at such address as appears on the stock
book of the Company, at least ten (10) days prior to the meeting.

         7.   A complete list of the shareholders entitled to vote at the
ensuing election, arranged in alphabetical order, with the residence of each,
and the number of voting shares held by each, shall be prepared by the Secretary
and shall, during the whole time of said election, be open to the examination of
any shareholder.

         8.   Special meetings of the shareholders for any purpose or purposes,
unless otherwise prescribed by statute, may be called by the President and shall
be called by the President or Secretary at the request in writing of a majority
of the directors, or at the request of in writing of shareholders owning ten
percent (10%) or more of voting power of all issued and outstanding voting
shares of the Company by delivering to the President or Secretary a written
demand for a special meeting, which demand shall state the purposes of such
meeting; provided, however, that a special meeting for the purpose of
considering any action to directly or indirectly facilitate or effect a business
combination, including any action to change or otherwise affect the composition
of the Board of Directors for that purpose, must be called by twenty-five
percent (25%) or more of the voting power of all shares entitled to vote.

         9.   Business transacted at all special meetings shall be confined to
the objects stated in the call.

         10.  Written notice of a special meeting of the shareholders, stating
the time, place and object thereof, shall be mailed, with postage prepaid, at
least five (5) days before such meeting to each shareholder entitled to vote
thereat, at such address as appears on the books of the Company.

DIRECTORS

         11.  The management of the business and the affairs of the Company
shall be vested in a Board of Directors, whose members need not be shareholders.
The number of directors shall be no less than three (3) nor more than twelve
(12) and shall be established by resolution of the Board of Directors. The
number of directors may be increased or decreased from time to time by a
resolution adopted by the holders of at least eighty percent (80%) of the voting
power of the Company's outstanding capital stock entitled to vote.

         12.  The Board of Directors shall be classified, with respect to the
time for which they severally hold office, into three (3) classes: Class I,
Class II and Class III, which shall be as nearly as equal in number as possible;
provided however, that the number of directors in any one class may not exceed
the number of directors in any other class by more than one. Each director in
Class I shall be elected to an initial term of one (1) year, each director in
Class II shall be elected to an initial term of two (2) years and each director
in Class III shall be elected to an initial term of three (3) years, and, with
respect to directors in each class, each director shall be elected and serve
until the election and qualification of such director's successor, or until such
director's earlier resignation, death, or removal from office. Upon the
expiration of the initial terms of office for each class of directors, the
directors elected to succeed those whose terms have expired shall be identified
as being of the same class as the directors they succeed, and the

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directors of each class shall be elected for a term of three (3) years to serve
until the election and qualification of their successors, or until such
directors' earlier resignation, death, or removal from office.

         13.  The shareholders may remove a director, at any time, with or
without cause, but only if such removal is approved by the affirmative vote of
the holders of at least 80% of the voting power of all of the then outstanding
shares of capital stock of the Company entitled to vote on such removal. The
Board of Directors of the Company, by the affirmative vote of a majority of the
directors then holding office may remove a director, at any time, pursuant to
the terms and provisions of Minnesota Statutes, Section 302A.223, subdivision 2
(or similar provision of future law).

         14.  Newly created directorships resulting from any increase in the
number of authorized directors or eliminated directorships resulting from any
decrease in the number of authorized directors shall be apportioned by the Board
of Directors among the Class I, Class II and Class III directors to keep the
number of directors in each such class as nearly equal as reasonably possible;
provided, however, that no decrease in the number of authorized directors shall
shorten the term or effect the removal of any incumbent director except in
compliance with the Articles of Incorporation. Vacancies on the Board of
Directors created by any increase in the number of authorized directors may be
filled by the affirmative vote of a majority of the directors then holding
office. A director so chosen shall hold office for a term expiring at the next
annual meeting of shareholders at which the term of office of the class of
directors to which such director has been elected expires and until such
director's successor shall have been duly elected and qualified. Any vacancies
on the Board of Directors resulting from the death, resignation, retirement,
disqualification, removal in compliance with the Articles of Incorporation, or
other cause (other than a vacancy due to an increase in the number of authorized
directors) may be filled by the affirmative vote of a majority of the directors
then holding office, though less than a quorum. A director so chosen shall hold
office for a term expiring at the next annual meeting of shareholders at which
the term of office of such director's predecessor expires and until such
director's successor shall have been duly elected and qualified.

         15.  The directors may hold their meetings and have one or more offices
and keep the books of the Company at the office of the Company or at such other
places as they may from time to time determine.

              16.  In addition to the powers and authorities by these Bylaws
         expressly conferred upon it, the Board may exercise all such powers of
         the Company and do all such lawful acts and things as are not by
         statute or by the Articles of Incorporation or these Bylaws directly
         required to be exercised or done by the shareholders.

COMMITTEES

         17.  The Board of Directors may, by resolution or resolutions passed by
a majority of the whole board, designate one or more committees, each committee
to consist of two or more of the directors of the Company, which to the extent
provided in said resolution or resolutions or in these Bylaws, shall have and
may exercise the powers of the Board of Directors in the management of the
business and affairs of the Company. Such committee or committees shall

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have such name or names as may be stated in these Bylaws or as may be determined
from time to time by resolution adopted by the Board of Directors.

         18.  The committees shall keep regular minutes of their proceedings and
report the same to the Board of Directors.

COMPENSATION OF DIRECTORS

         19.  Directors and members of a special or standing committee of the
Board of Directors may receive such compensation as may be determined from time
to time by resolution of the Board of Directors.

MEETINGS OF THE BOARD

         20.  The newly elected Board may meet at such place and time as shall
be fixed by the vote of the shareholders at the annual meeting, for the purpose
of organization or otherwise, and no notice of such meeting shall be necessary
to the newly elected directors in order legally to constitute the meeting;
provided, however, that a majority of the whole Board shall be present; or it
may be at such place and time as shall be fixed by the consent in writing of all
the directors.

         21.  Regular meetings of the Board may be held without notice at such
time and place as shall from time to time be determined by the Board.

         22.  Special meetings of the Board may be called by the President on
three (3) days' notice to each director, either personally or by mail, telegram
or facsimile; special meetings shall be called by the President or Secretary in
like manner and on like notice, on the written request of two (2) or more
directors.

         23.  At all meetings of the Board, a majority of the directors shall be
necessary and sufficient to constitute a quorum for the transaction of business,
and the act of a majority of the directors present at any meeting at which there
is a quorum shall be the act of the Board of Directors, except as may otherwise
be specifically provided by statute, or by the Articles of Incorporation, or
these Bylaws.

OFFICERS

         24.  The Board of Directors shall from time to time, elect a Chairman
of the Board, a President,who may also be designated as Chief Executive Officer,
and a Chief Financial Officer, who may also be designated as Treasurer. The
Board of Directors may elect, but shall not be required to elect, a Secretary
and one or more Vice Presidents. In addition, the Board of Directors may elect
such other officers and agents as it may deem necessary. The officers shall
exercise such powers and perform such duties as are prescribed by applicable
statutes, the Articles of Incorporation, the Bylaws, or as may be determined
from time to time by the Board of Directors. Any number of offices may be held
by the same person.

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         25.  The Board of Directors, at its first meeting after each annual
meeting of the shareholders, shall choose a Chairman of the Board, Chief
Executive Officer, Chief Financial Officer, and such other officers as it may
deem necessary or desirable.

         26.  The officers of the Company shall hold office until their
successors are chosen and qualify in their stead. Any officer elected or
appointed by the Board of Directors may be removed at any time by the
affirmative vote of a majority of the whole Board of Directors. If the office of
any officer or officers becomes vacant for any reason, the vacancy shall be
filled by the affirmative vote of a majority of the whole Board of Directors.

         27.  The salaries of all officers and agents of the Company shall be
fixed by the Board of Directors.

CHAIRMAN OF THE BOARD

         28.  The Chairman of the Board of Directors shall be a member of the
Board and shall preside at all meetings of the Board of Directors, and shall
perform such other duties as may be assigned to him by the Board.

PRESIDENT OR CHIEF EXECUTIVE OFFICER

         29.  The President or Chief Executive Officer shall be the chief
executive officer of the Company. He shall preside at all meetings of the
shareholders and in the absence of the Chairman of the Board at all meetings of
directors; he shall have general and active management of the business of the
Company; and he shall see that all orders and resolutions of the Board are
carried into effect. He shall be an ex officio member of all standing committees
and shall have general powers and duties of supervision and management usually
vested in the office of the President or Chief Executive Officer of a
corporation.

VICE PRESIDENTS

         30.  The Vice Presidents, in the order of their seniority, shall, in
the absence or disability of the President or Chief Executive Officer, perform
the duties and exercise the powers of the President or Chief Executive Officer
and shall perform such other duties as the Board of Directors shall prescribe.

SECRETARY AND ASSISTANT SECRETARY

         31.  The Secretary shall attend all sessions of the Board and all
meetings of the shareholders and record all votes and minutes of the proceedings
in a book to be kept for that purpose, and shall perform like duties for the
standing committees when required. He shall give or cause to be given notice of
all meetings of the shareholders and of the Board of Directors, and shall
perform such other duties as may be prescribed by the Board of Directors, or the
President, under whose supervision he shall be. He shall be sworn to the
faithful discharge of his duties.

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         32.  The Assistant Secretaries, in the order of their seniority shall,
in the absence or disability of the Secretary, perform the duties and exercise
the powers of the Secretary and shall perform such other duties as the Board of
Directors shall prescribe.

TREASURER AND ASSISTANT TREASURERS

         33.  The Treasurer shall have the custody of the corporate funds and
securities, and shall keep full and accurate accounts of receipts and
disbursements belonging to the Company, and shall deposit all moneys and other
valuable effects in the name and to the credit of the Company in such
depositories as may be designated by the Board of Directors. He shall disburse
the funds of the Company as may be ordered by the Board, taking proper vouchers
for such disbursements, and shall render to the President and directors at the
regular meetings of the Board, or whenever they require it, an account of all
his transactions as Treasurer and of the financial condition of the Company.

         34.  The Assistant Treasurers, in the order of their seniority shall,
in the absence or disability of the Treasurer, perform the duties and exercise
the powers of the Treasurer and shall perform such other duties as the Board of
Directors shall prescribe.

DUTIES OF OFFICERS MAY BE DELEGATED

         35.  In the case of the absence of any officer of the Company, or for
any other reason that the Board may deem sufficient, the Board may delegate for
the time being the powers and duties, or any of them, of such officer to any
other officer, or to any director, provided a majority of the entire Board
concurs therein.

CERTIFICATES OF STOCK

         36.  The certificates of stock of the Company shall be numbered and
shall be entered in the books of the Company as they are issued. Each such
certificate shall exhibit the holder's name and number of shares, and shall be
signed by the President, Chief Executive Officer or Vice President and the
Secretary, Treasurer, Assistant Secretary or Assistant Treasurer.

LOST CERTIFICATE

         37.  Any person claiming a certificate of stock to be lost or destroyed
shall make an affidavit or affirmation of the fact and advertise the same, in
such manner as the Board of Directors may require, and shall, if the directors
so require, give the Company a bond of indemnity in form and one or more
sureties satisfactory to the Board, in at least double the value of the stock
represented by said certificate, whereupon a new certificate may be issued of
the same tenor and for the same number of shares as the one alleged to be lost
or destroyed.

CHECKS

         38.  All checks or demands for money and notes of the Company shall be
signed by such officer or officers as the Board of Directors may from time to
time determine.

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TRANSFER OF STOCK

         39.  Upon surrender to the Company or the transfer agent of the Company
of a certificate for shares duly endorsed or accompanied by proper evidence of
succession, assignment or authority to transfer, it shall be the duty of the
Company to issue a new certificate to the person entitled thereto, cancel the
old certificate and record the transaction upon its books.

CLOSING OF TRANSFER BOOKS

         40.  The Board of Directors may close the stock transfer books of the
Company for a period not exceeding sixty (60) days preceding the date of any
meeting of shareholders or the date for payment of any dividend or the date for
the allotment of rights or the date when any change or conversion or exchange of
capital stock shall go into effect or for a period not exceeding sixty (60) days
in connection with obtaining the consent of shareholders for any purpose. In
lieu of closing the stock transfer books as aforesaid, the Board of Directors
may fix in advance a date, not exceeding sixty (60) days preceding the date of
any meeting of shareholders, or the date for the payment of any dividends, or
the date for the allotment of rights, or the date when any change or conversion
or exchange of capital stock shall go into effect, or a date in connection with
obtaining such consent, as a record date for the determination of the
shareholders entitled to notice of, and to vote at, any such meeting, and any
adjournment thereof, or entitled to receive payment of any such dividend, or to
any such allotment of rights, or to exercise the rights in respect of any such
change, conversion or exchange of capital stock, or to give such consent, and in
such case such shareholders and only such shareholders as shall be shareholders
of record on the date so fixed shall be entitled to such notice of, and to vote
at, such meeting and any adjournment thereof, or to receive payment of such
dividend, or to receive such allotment of rights, or to exercise such rights, or
to give such consent, as the case may be notwithstanding any transfer of any
stock on the books of the Company after any such record date fixed as aforesaid.

REGISTERED SHAREHOLDERS

         41.  The Company shall be entitled to recognize the exclusive right of
a person registered on its books as the owner of shares to receive dividends,
and to vote as such owner and to hold liable for calls and assessments a person
registered on its books as the owner of shares, and shall not be bound to
recognize any equitable or other claim to or interest in such share or shares on
the part of any other person, whether or not it shall have express or other
notice thereof, except as otherwise provided by the laws of Minnesota.

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NOTICES

         42.  Whenever under the provisions of these Bylaws notice is required
to be given to any director, officer, or shareholder, it shall not be construed
to mean personal notice, but such notice may be given in writing, by mail, by
depositing the same in the post office or letterbox in a postpaid sealed wrapper
addressed to such shareholder, officer, or director at such address as appears
on the books of the Company, or in default of other address, to such officer,
director, or shareholders at the General Post Office in Minneapolis, Minnesota,
and such notice shall be deemed to be given at the time when the same shall be
thus mailed. Any shareholder, director or officer may waive any notice required
to be given under these Bylaws.

AMENDMENTS

         43.  The Board of Directors is expressly authorized to make Bylaws of
the Company and from time to time to adopt, amend or repeal Bylaws so made to
the extent and in the manner prescribed in the Minnesota Statutes. The Board of
Directors shall not adopt, amend, or repeal a Bylaw fixing a quorum for meetings
of shareholders, prescribing procedures for removing directors or filling
vacancies in the Board of Directors, or fixing the number of directors or their
classifications, qualifications, or terms of office, but may adopt or amend a
Bylaw to increase the number of directors. The authority in the Board of
Directors is subject to the power of the voting shareholders to adopt, change or
repeal the Bylaws by a vote of shareholders holding a majority of the shares
entitled to vote and present or represented at any regular meeting or special
meeting called for that purpose; provided, however, that (a) no amendment
concerning change of time or place for election of directors shall be adopted
within sixty (60) days before the day on which such election is to be held, and
in the case of any change of such time or place, notice thereof shall be given
to each shareholder in person or by letter mailed to the last known post office
address at least twenty (20) days before the election is held, and (b) any
alteration or amendment either (i) fixing the number of directors or their
classifications, qualifications or terms of office, (ii) containing procedures
for removing directors or filling vacancies in the Board of Directors, or (iii)
amending any provision of this Section 43, shall require the affirmative vote of
at least eighty percent (80%) of the voting power of the Company entitled to
vote thereon.

         I, the undersigned, being the Secretary of the Company, do hereby
certify the foregoing to be the Amended and Restated Bylaws of the Company which
were adopted by the Board of Directors of the Company at a meeting of the Board
of Directors held August 30, 2001, and by the shareholders of the Company at a
meeting of the shareholders held November 8, 2001, pursuant to the provisions of
the Minnesota Business Corporation Act.

                                   G&K SERVICES, INC.



                                   By:    /s/ Jeffrey L. Wright
                                       -----------------------------------------
                                   Name:  Jeffrey L. Wright
                                         Title: Secretary

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