Exhibit 10(i)

          FIRST AMENDMENT TO AMENDED AND RESTATED LICENSE AGREEMENT
                        DATED FEBRUARY 2, 2000 BETWEEN
        TOMMY HILFIGER LICENSING, INC. AND THE STRIDE RITE CORPORATION


      AGREEMENT  entered  into this  20th day of June,  2001,  by and  between
TOMMY  HILFIGER  LICENSING,  INC.,  having an address at 913 N. Market Street,
Wilmington,  Delaware 19801  (hereinafter  referred to as "Licensor")  and THE
STRIDE RITE CORPORATION,  a Massachusetts  corporation,  having its offices at
191  Spring  Street,  P.O.  Box  9191,  Lexington,   Massachusetts  02173-9191
(hereinafter referred to as "Licensee").

                                 WITNESSETH:

      WHEREAS,  Licensor  and  Licensee  entered  into an Amended and Restated
License  Agreement  dated  February 2, 2000 (the Amended and Restated  License
Agreement is hereinafter referred to as the "License Agreement"); and

      WHEREAS,  the parties  have  agreed to the  amendments  to said  License
Agreement contained herein;

      NOW,  THEREFORE,  the parties  hereto,  in  consideration  of the mutual
agreements herein contained and promises herein expressed,  and for other good
consideration  acknowledged by each of them to be  satisfactory  and adequate,
do hereby agree as follows:

      1.    Unless  otherwise  specified  herein,  all capitalized  terms used
herein shall have the meanings ascribed to them in the License Agreement.

      2.    Paragraph  1.3 of the  License  Agreement  is  hereby  amended  by
adding the following to the end thereof:

            "The  period  from  January  1,  2001 to March 31,  2001  shall be
            deemed to be a separate Annual Period.  Thereafter,  Annual Period
            shall  mean each  twelve-month  period  commencing  on April 1 and
            ending on March 31."

      3.    Paragraph  2.7(c) of the License  Agreement  is hereby  deleted in
its entirety and is replaced by the following:

            "(c)  Fixtures/Visual  Enhancements.  Licensee will, at Licensor's
            option,   participate   in  any   in-store   shop  or  main  floor
            fixturing/visual   enhancement  program  with  any  of  Licensee's
            customers.  Licensee  will  fixture/visually  enhance or refixture
            or update the visual  enhancements  in each in-store shop and area
            dedicated to the sale of Licensed  Products within sixty (60) days
            after notice from Licensor or, without  notice from  Licensor,  no
            less  often than  every  three (3) months for visual  enhancements
            and three (3) years for  fixtures  during the Term.  Licensor  and
            Licensee shall,  each six months during the Term,  consult in good
            faith   regarding    standards   and   specifications   for   such
            fixturing/visual   enhancement,   however,   such   standards  and
            specifications   ultimately   shall  be  subject   to   Licensor's
            approval,  and  Licensee  shall be  responsible  for  causing  all
            fixturing/visual   enhancement   to  be  undertaken  in  a  manner
            consistent  with such plans and  specifications,  as modified from
            time to time,  during each three (3) month  review.  To the extent
            that the same is not paid for by  Licensee's  customers,  Licensee
            shall pay for such fixturing/visual  enhancement.  Anything herein
            to the contrary notwithstanding,  during the last Annual Period of
            the Term, if the Term has not been  extended,  Licensee  shall not
            be  required  to install  any new  fixtures  or to  refixture  any
            existing  shops.  Licensee  acknowledges  that  Licensor  has  the
            right to disapprove  of Licensee  supplying  Licensed  Products to
            customers who do not have fixtured or visually  enhanced  shops or
            areas  if such  customers  permit  products  competitive  with the
            Licensed   Products  to  be  displayed  in  fixtured  or  visually
            enhanced shops or areas."

      4.    Paragraph  2.10  of the  License  Agreement  is,  except  for  the
heading, hereby deleted in its entirety and is replaced by the following:

            "Licensee  will pay to Licensor  $____________  per Annual  Period
            for  its  participation  in  Licensor's  Merchandise   Coordinator
            Program.   This   amount   will  be  paid   in   equal   quarterly
            installments  of $_________ on each January 1, April 1, July 1 and
            October  1  during  the  Term.  Anything  herein  to the  contrary
            notwithstanding,   Licensor's   Merchandise   Coordinator  Program
            payment  for the period of January 1, 2001 - March 31,  2001 shall
            be $_________ is due on execution hereof."

      5.    Paragraph  3.1 of the  License  Agreement  is  hereby  amended  by
changing  "December  31,  2001" in the first  sentence  thereof  to "March 31,
2004."

      6.    Paragraph  3.2 of the License  Agreement is hereby  deleted in its
entirety.

      7.    Paragraph  4.2 of the License  Agreement is hereby  deleted in its
entirety, except for the heading, and is replaced by the following:

            "During  each Annual  Period,  Licensee  shall be required to meet
            the following Minimum Sales Levels:

            Annual Period                 Minimum Sales Level

            1/1/01-3/31/01                      $____________
            4/1/01-3/31/02                      $____________
            4/1/02-3/31/03                      $____________
            4/1/03-3/31/04                      $____________

            In  addition,  during each Annual  Period,  except the period from
            January 1, 2001 to March 31, 2001,  Licensee  shall be required to
            meet the following annual category minimums:

                  Category                Annual Minimum Sales Level

                  Mens                          $____________
                  Womens                        $____________
                  Childrens                     $____________

            The  Minimum  Sales  Level  for each  Annual  Period  shall be the
            greater of the amounts  set forth  above for such  Annual  Periods
            and  ________  (____%)  percent  of the  actual  Net Sales for the
            immediately preceding Annual Period,  provided,  however, that the
            Minimum  Sales  Level for the Annual  Period from April 1, 2001 to
            March  31,  2002  shall  be  $____________.  In no  event  may the
            Minimum  Sales  Level  for any  Annual  Period  be less  than  the
            Minimum Sales Level for the immediately  preceding  Annual Period.
            Licensee  shall receive no credit against the Minimum Sales Levels
            for Net Sales outside of the  Territory,  and such sales shall not
            be used in  calculating  the Minimum  Sales Levels for each Annual
            Period."

      8.    Paragraph 5.2 of the License  Agreement is hereby  amended to: (a)
changing  "________  (____%)  percent"  in line 8 thereof  to  "______  (____)
percent"; and (b) adding the following at the end thereof:

            "Anything herein to the contrary  notwithstanding,  the Guaranteed
            Minimum  Royalty for the period from  January 1, 2001 to March 31,
            2001  shall  be  $_______________,  which  shall be  payable  upon
            execution hereof."

      9.    Paragraph  5.3 of the  License  Agreement  is  hereby  amended  by
deleting the first,  second and third sentences  thereof in their entirety and
replacing them with the following:

            "Beginning  January  1,  2001,  Licensee  shall pay to  Licensor a
            royalty of _______ (____%)  percent of Net Sales.  Anything herein
            to the  contrary  notwithstanding,  Percentage  Royalty  of  _____
            (___%) shall be due for the Net Sales of (a)  Close-Outs,  and (b)
            Seconds to the extent  that such Net Sales of (a) and (b) above do
            not  exceed  twenty  (20%)  percent of the total Net Sales for the
            relevant  Annual  Period.  Any  excess of such Net Sales  over the
            aforesaid  twenty (20%)  percent  shall require the payment of the
            full _______ (___%)  percent  Percentage  Royalty.  For the period
            from  January  1, 2001 to March 31,  2001,  Licensee  shall pay to
            Licensor,  upon execution hereof, a royalty payment of $__________
            which shall be in addition to, and shall not be credited  against,
            any Guaranteed  Minimum Royalty of Percentage Royalty payments due
            hereunder."

      10.   Paragraph  7.1 of the  License  Agreement  is  hereby  amended  by
deleting  the  chart  and all that  follows  and  replacing  the same with the
following:

            "Annual Period          Guaranteed Minimum Advertising

            1/1/01-3/31/01                $__________
            4/1/01-3/31/02                $__________
            4/1/02-3/31/03                $__________
            4/1/03-3/31/04                $__________

            The  Guaranteed  Minimum  Advertising  Payments  for  each  Annual
            Period  shall be equal to the  greater  of the  amounts  set forth
            above and  ______________  (_____%)  percent of the Minimum  Sales
            Level for such Annual Period as provided in Paragraph 4.2 above."

      11.   Paragraph  7.2 of the License  Agreement is hereby  deleted in its
entirety, except for the heading, and is replaced by the following:

            "Beginning  January  1,  2001,  Licensee  shall pay to  Licensor a
            Percentage  Advertising Payment equal to ______ (____%) percent of
            Net Sales.  Anything  herein to the contrary  notwithstanding,  no
            Percentage  Advertising  Payment shall be due for the Net Sales of
            (a)  Close-Outs,  and (b) Seconds to the extent that such sales of
            (a) and (b) above do not exceed  twenty (20%) percent of the total
            Net Sales for the relevant  Annual Period.  Any excess of such Net
            Sales over the  aforesaid  twenty (20%)  percent shall require the
            payment of the full _____ (___%)  percent  Percentage  Advertising
            Payment,  however,  nothing  herein  shall be  construed to permit
            such sales.  Percentage  Advertising  Payments shall be payable in
            quarterly  installments  on  January  15,  April 15,  July 15, and
            October 15 for the  immediately  preceding  quarter of sale,  less
            Guaranteed Minimum Advertising Payments for such Period."

      12.   Paragraph  8.5 of the  License  Agreement  is  hereby  amended  by
adding the following at the end thereof:

            "In addition,  Licensee shall pay Licensor  $__________ per Annual
            Period to cover all the  travel  expenses  under  this  Agreement.
            Such  amount  will be  paid in  equal  quarterly  installments  of
            $__________  in advance on the first day of each calendar  quarter
            during the Term."

      13.   Paragraph  20.1 of the  License  Agreement  is hereby  amended  by
changing the address for Steven R. Gursky, Esq. to:

            "Gursky & Ederer, LLP
            1350 Broadway, 11th Floor
            New York, New York 10018"

      14.   Except as modified hereby, all other paragraphs  contained therein
shall  remain in full force and  effect and  nothing  contained  herein  shall
alter them in any way and are hereby in all respects ratified and confirmed.

      IN WITNESS WHEREOF,  Licensor and Licensee have respectively signed this
Amendment as of the date first written above.

TOMMY HILFIGER LICENSING, INC.            THE STRIDE RITE CORPORATION


By:   /s/Virginia M. Cleary               By:   /s/Frank A. Caruso

Title:      Assistant Secretary           Title:            CFO

Date:       June 20, 2001                 Date:       6/18/01