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                                                                   Exhibit 10.18
















                           DONNA KARAN INTERNATIONAL INC.
                                          
                              WEALTH ACCUMULATION PLAN
                                          
                            Effective December 28, 1997








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                           DONNA KARAN INTERNATIONAL INC.
                              WEALTH ACCUMULATION PLAN


          The Plan is established in order to provide deferred compensation to a
select group of management and highly compensated employees of Donna Karan
International Inc. and its Affiliates.  The benefits are intended to supplement
the benefits payable under the Qualified Plan, a plan qualified under Section
401(a) of the Code, maintained for the employees of Donna Karan International
Inc. and its Affiliates.


1.   DEFINITIONS.  For purposes of the Plan, the following definitions apply:

     (a)  "AFFILIATE" means such corporations and other entities (including,
without limitation, partnerships and limited liability companies), presently or
in the future existing, which are members of the controlled group which includes
the Company or are under common control with the Company, as such terms are
defined in Sections 414(b) and 414(c) of the Code, but only during such period
as such corporations or entities are members of the controlled group which
includes the Company or are under common control with the Company.

     (b)  "BENEFICIARY" means, unless otherwise specified by the Participant in
a written election filed with the Committee, the person or persons (if any)
designated by the Participant under the Qualified Plan (or otherwise determined
under the terms of the Qualified Plan if no such designation is made) to receive
his or her benefits under the Qualified Plan in the event of the Participant's
death.

     (c)  "BOARD" means the Board of Directors of the Company.

     (d)  "CAUSE" means with respect to a Participant's Termination of
Employment, (i) in the case where there is no employment agreement between an
Employer and the Participant, or where there is an employment agreement, but
such agreement does not define cause (or words of like import), termination due
to a Participant's dishonesty, fraud, insubordination, willful misconduct, gross
negligence, refusal to perform services (for any reason other than illness or
incapacity) or materially unsatisfactory performance of his or her duties for an
Employer, or the Participant's conviction of a felony or other crime involving,
in the sole discretion of the Committee, moral turpitude; or (2) in the case
where there is an employment agreement between an Employer and the Participant,
termination that is or would be deemed to be for cause (or words of like import)
as defined under such agreement.  The Committee shall have sole discretion in
determining whether cause exists, and its determination shall be final, binding
and conclusive.

     (e)  "CODE" means the Internal Revenue Code of 1986, as amended (or any
successor statute).


                                           
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     (f)  "COMMITTEE" means the committee, if any, appointed by the Board from
time to time to administer the Plan on behalf of the Company.  To the extent
that no committee is appointed, the Board shall be deemed to be the Committee.

     (g)  "COMPANY" means Donna Karan International Inc., a Delaware
corporation, and any successor thereto.

     (h)  "COMPENSATION" means, for any Plan Year, the base salary and bonus
paid by an Employer to an Employee while a Participant during the Plan Year
including contributions by an Employer on behalf of a Participant pursuant to a
salary reduction agreement between an Employer and a Participant under Code
Section 401(k) or 125, if any.

     (i)  "DISABILITY" means (i) in the case where there is no employment
agreement between an Employer and the Participant, or where there is an
employment agreement, but such agreement does not define disability, a total and
permanent disability, as defined in Section 22(e)(3) of the Code; or (2) in the
case where there is an employment agreement between an Employer and the
Participant, disability as defined under such employment agreement.

     (j)  "EARNINGS" means, for any Plan Year, earnings on amounts in the
Supplemental Account computed in accordance with Section 6 hereof.

     (k)  "ELIGIBLE EMPLOYEE" means an Employee who has been designated by an
Employer as a Vice President or above.

     (l)  "EMPLOYEE" means any person employed by an Employer excluding any
"leased employee," as defined in Section 414(n) of the Code, any independent
contractor or agent.

     (m)  "EMPLOYER" means the Company and any Affiliate.

     (n)  "ERISA" means the Employee Retirement Income Security Act of 1974, as
amended.

     (o)  "PARTICIPANT" means any Eligible Employee who shall have become a
Participant in the Plan.

     (p)  "PLAN" means the Donna Karan International Inc. Wealth Accumulation
Plan.

     (q)  "PLAN YEAR" means the fiscal year of theCompany.

     (r)  "QUALIFIED PLAN" means the Company's 401(k) Retirement Plan, as
restated effective as of January 1, 1997 and as amended from time to time
thereafter.

     (s)  "SUPPLEMENTAL ACCOUNT" means the individual account established by the
Company for a Participant to which a Participant's benefits under the Plan are
credited.


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     (t)  "SUPPLEMENTAL BENEFIT" means the benefit payable under the Plan, which
shall be payable in accordance with Section 7 hereof.

     (u)  "TERMINATION OF EMPLOYMENT" or "Terminates Employment" means
termination of employment as an Employee of the Company and all Affiliates for
any reason whatsoever, including but not limited to death, retirement,
resignation or firing (with or without Cause).


2.   EFFECTIVE DATE.  The Plan shall become effective as of December 28, 1997.


3.   PARTICIPATION.  An Eligible Employee shall become a Participant in the Plan
on the later of the effective date of the Plan or the date he or she becomes an
Eligible Employee.


4.   CONTRIBUTIONS AND AMOUNT OF SUPPLEMENTAL BENEFITS.

     (a)  The Company shall make a book entry contribution to the Supplemental
Account of each Participant who is actively employed on the last day of a Plan
Year in an amount equal to five percent (5%) of the total amount of a
Participant's Compensation earned while a Participant during the applicable Plan
Year.

With respect to each Plan Year, the Company shall credit the book entry
contribution as of the last day of such Plan Year and shall make such book entry
contribution as soon as administratively feasible following the end of the Plan
Year, but in no event later than one hundred twenty (120) days following the end
of the Plan Year.  Notwithstanding any provision of the Plan to the contrary, no
book entry contribution will be made for any Participant with respect to any
Plan Year in which the Company has not realized a net profit or would not
realize a net profit if such book entry contribution were made for all
Participants in such Plan Year.

     (b)  Earnings shall be credited to a Participant's Supplemental Account as
provided in Section 6 below.

     (c)  A Participant's Supplemental Benefit shall consist of the vested
balance in his or her Supplemental Account.


5.   VESTING.  A Participant's Supplemental Account shall become vested solely
after participating as a Participant in the Plan for at least five (5) full
years commencing on the date the Participant became a Participant in the Plan. 
Notwithstanding anything herein to the contrary, a Participant's vested
Supplemental Account shall be forfeited and not paid in the event the
Participant Terminates Employment for Cause, as determined by the Committee.


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6.   MEASUREMENT OF EARNINGS.

     (a)  The measuring alternative used for the measurement of Earnings on the
amounts in a Participant's Supplemental Account shall be selected by each
Participant in writing, on a form prescribed by the Committee, from among the
various measuring alternatives offered by the Committee.  Each Participant may
change the selection of his or her measuring alternative as of the beginning of
any calendar quarter (or at such other times and in such manner as prescribed by
the Committee, in its sole discretion), subject to such notice and other
administrative procedures as established by the Committee.  The Committee shall
credit the Earnings computed under this Section to the balance in each
Participant's Supplemental Account as of the last business day of each calendar
quarter, or such other dates as are selected by the Committee, in its sole
discretion, at a rate equal to the performance of the measuring alternative
selected by the Participant for the calendar quarter (or such other applicable
period) to which such selection relates.

     (b)  The Committee may, in its sole discretion, establish rules and
procedures for the crediting of Earnings and the election of measuring
alternatives pursuant to this Section 6.


7.   PAYMENT OF SUPPLEMENTAL BENEFIT. 

     (a)  A Participant hereunder shall receive his or her Supplemental Benefit
from the Plan in accordance with the following Schedule as soon as
administratively feasible following his or her Termination of Employment or the
date he or she incurs a Disability.

          ----------------------------  ----------------------------
          AMOUNT OF SUPPLEMENTAL        NUMBER OF YEARS OF 
          BENEFIT (VESTED INTEREST)     ANNUAL INSTALLMENTS
          ----------------------------  ----------------------------
          $1,000,000 plus               10 years
          ----------------------------  ----------------------------
          $500,000 to $999,999          5 years
          ----------------------------  ----------------------------
          $100,000 to $499,999          3 years
          ----------------------------  ----------------------------
          $1 to $99,999                 One lump sum
          ----------------------------  ----------------------------

The Supplemental Account of a Participant who receives annual installment
payments in accordance with the Schedule above shall continue to be credited
with Earnings until the final installment is paid.  Notwithstanding the
foregoing, the Committee, in its sole discretion, may accelerate payment of all
or a portion of the Supplemental Benefit to a Participant in any manner.

     (b)  If a Participant dies prior to receiving his or her total Supplemental
Benefit, the unpaid portion of such Supplemental Benefit shall be paid to the
Participant's Beneficiary in a single lump sum, as soon as administratively
feasible following the Participant's death.


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     (c)  Notwithstanding anything hereto to the contrary, no Supplemental
Benefit shall be required to be paid to a Participant until the last
contribution required to be made hereunder with respect to such Participant is
actually made in accordance with Section 4(a) of the Plan.


8.   CLAIMS PROCEDURE.

     (a)  The Committee shall be responsible for determining all claims for
benefits under the Plan by the Participants or their Beneficiaries.  Within
ninety (90) days after receiving a claim (or within up to one hundred eighty
(180) days, if the claimant is notified of the need for additional time,
including notification of the reason for the delay), the Committee shall notify
the Participant or Beneficiary of its decision in writing, giving the reasons
for its decision if adverse to the claimant.  If the decision is adverse to the
claimant, the Committee shall advise him or her of the Plan provisions involved,
of any additional information which he or she must provide to perfect his or her
claim and why, and of his or her right to request a review of the decision.

     (b)  A claimant may request a review of an adverse decision by written
request to the Committee made within sixty (60) days after receipt of the
decision.  The claimant, or his or her duly authorized representative, may
review pertinent documents and submit written issues and comments.

     (c)  Within sixty (60) days after receiving a request for review (or up to
one hundred twenty (120) days after such receipt if the Participant is notified
of the delay and the reasons therefor), the Committee shall notify the claimant
in writing of (i) its decision, (ii) the reasons therefore, and (iii) the Plan
provisions upon which it is based.

     (d)  The Committee may at any time alter the claims procedure set forth
above, so long as the revised claims procedure complies with the ERISA, and the
regulations issued thereunder.

     (e)  The Committee shall have the full power and authority to interpret,
construe and administer the Plan in its sole discretion based on the provisions
of the Plan and to decide any questions and settle all controversies that may
arise in connection with the Plan.  The Committee's interpretations and
construction thereof, and actions thereunder, made in the sole discretion of the
Committee, including any valuation of the Supplemental Benefit, any
determination under this Section 9, or the amount of the payment to be made
hereunder, shall be final, binding and conclusive on all persons.  No member of
the Committee shall be liable to any person for any action taken or omitted in
connection with the interpretation and administration of the Plan.

     (f)  The Committee shall determine, subject to the provisions of the Plan
(i) the additional Employees who shall participate in the Plan from time to time
and (ii) when an Employee shall cease to be a Participant.


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9.   CONSTRUCTION OF PLAN.

     (a)  The Plan is "unfunded" and any Supplemental Benefit payable hereunder
shall be paid by the Company out of its general assets.  Participants and their
designated Beneficiaries shall not have any interest in any specific asset of
the Company as a result of the Plan.  Nothing contained in the Plan and no
action taken pursuant to the provisions of the Plan shall create or be construed
to create a trust of any kind, or a fiduciary relationship between the Company
and the Participants, their designated Beneficiaries or any other person.  Any
funds which may be invested under the provisions of the Plan shall continue for
all purposes to be part of the general funds of the Company and no person other
than the Company shall by virtue of the provisions of the Plan have any interest
in such funds.  To the extent that any person acquires a right to receive
payments from the Company under the Plan, such right shall be no greater than
the right of any unsecured general creditor of the Company.  The Company may, in
its sole discretion, establish a "rabbi trust" to pay Supplemental Benefits
hereunder.

     (b)  All expenses incurred in administering the Plan shall be paid by the
Company. 


10.  MINORS AND INCOMPETENTS.  If the Committee shall find that any person to
whom payment is payable under the Plan is unable to care for his or her affairs
because of illness or accident, or is a minor, any payment due (unless a prior
claim therefore shall have been made by a duly appointed guardian, committee or
other legal representative) may be paid to the spouse, a child, parent, or
brother or sister, or to any person deemed by the Committee to have incurred
expense for such person otherwise entitled to payment, in such manner and
proportions as the Committee may determine it its sole discretion.  Any such
payment shall be a complete discharge of the liabilities of the Company, the
Committee and the Board under the Plan.

11.  LIMITATION OF RIGHTS.  Nothing contained herein shall be construed as
conferring upon an Employee the right to continue in the employ of any Employer
as an Employee on or above a Vice President level or in any other capacity or to
interfere with the Employer's right to discharge him or her at any time for any
reason whatsoever.

12.  PAYMENT NOT SALARY.  Any Supplemental Benefit payable under the Plan shall
not be deemed salary or other compensation to the Employee for the purposes of
computing benefits to which he or she may be entitled under any pension plan or
other arrangement of any Employer maintained for the benefit of its Employees.

13.  SEVERABILITY.  In case any provision of the Plan shall be illegal or
invalid for any reason, said illegality or invalidity shall not affect the
remaining parts hereof, but the Plan shall be construed and enforced as if such
illegal and invalid provision never existed.


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14.  WITHHOLDING.  The Company shall have the right to make such provisions as
it deems necessary or appropriate to satisfy any obligations it may have to
withhold federal, state or local income or other taxes incurred by reason of
payments or accruals pursuant to the Plan.

15.  ASSIGNMENT.  The Plan shall be binding upon and inure to the benefit of the
Company, its successors and assigns and the Participants and their heirs,
executors, administrators and legal representatives.  In the event that the
Company sells all or substantially all of the assets of its business and the
acquiror of such assets assumes the obligations hereunder, the Company shall be
released from any liability imposed herein and shall have no obligation to
provide any benefits payable hereunder.

16.  NON-ALIENATION OF BENEFITS.  The benefits payable under the Plan shall not
be subject to alienation, transfer, assignment, garnishment, execution or levy
of any kind, and any attempt to cause any benefits to be so subjected shall not
be recognized.

17.  GOVERNING LAW.  To the extent legally required, the Code and ERISA shall
govern the Plan and, if any provision hereof is in violation of any applicable
requirement thereof, the Company reserves the right to retroactively amend the
Plan to comply therewith.  To the extent not governed by the Code and ERISA, the
Plan shall be governed by the laws of the State of New York.

18.  AMENDMENT OR TERMINATION OF PLAN.  The Board (or a duly authorized
committee thereof) may, in its sole and absolute discretion, amend the Plan from
time to time and at any time in such manner as it deems appropriate or
desirable, and the Board (or a duly authorized committee thereof) may, in its
sole and absolute discretion, terminate the Plan for any reason from time to
time and at any time in such manner as it deems appropriate or desirable.  No
amendment or termination shall reduce or terminate the then vested benefit of
any Participant or Beneficiary.  Upon an amendment or termination, the Company
shall not be required to distribute a Participant's Supplemental Benefit prior
to the Participant's Termination of Employment or the date he or she incurs a
Disability, but, in the event of a termination of the Plan, may do so in a lump
sum at the discretion of the Company.

19.  NON-EXCLUSIVITY.  The adoption of the Plan by the Company shall not be
construed as creating any limitations on the power of the Company to adopt such
other supplemental retirement income arrangements as it deems desirable, and
such arrangements may be either generally applicable or limited in application.

20.  NON-EMPLOYMENT.  The Plan is not an agreement of employment and it shall
not grant the Employee any rights of employment.


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21.  HEADINGS AND CAPTIONS.  The headings and captions herein are provided for
reference and convenience only.  They shall not be considered part of the Plan
and shall not be employed in the construction of the Plan.


























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