<Page>

                                                                    Exhibit 10.5

                                                                  EXECUTION COPY

                                 NINTH AMENDMENT

                          Dated as of October 23, 2001


                  This NINTH AMENDMENT (the "Ninth Amendment") among The Donna
Karan Company, a New York general partnership, The Donna Karan Company Store,
G.P., a New York general partnership, Donna Karan Studio, a New York general
partnership, and DK Footwear Partners, a New York general partnership
(collectively, the "Borrowers"), the financial institutions from time to time
parties thereto as lenders (the "Lenders"), the financial institutions from time
to time parties thereto as issuing banks (the "Issuing Banks"), Citibank, N.A.,
in its capacity as administration agent for the Lenders and the Issuing Banks
(the "Administrative Agent"), The Chase Manhattan Bank and Bank of America, N.A.
(formerly known as NationsBank, N.A.), in their capacity as co-agents (the
"Co-Agents").

                             PRELIMINARY STATEMENTS:

                  (1) The Borrowers, the Lenders, the Issuing Banks, the
Co-Agents and the Administrative Agent have entered into a Second Amended and
Restated Credit Agreement dated as of January 29, 1998, as amended from time to
time (as so amended, the "Credit Agreement"). Unless otherwise defined herein,
the terms defined in the Credit Agreement shall be used herein as therein
defined.

                  (2) The Borrowers and the Requisite Lenders have agreed to
amend the Credit agreement as hereinafter set forth.

                  SECTION 1. AMENDMENTS TO CREDIT AGREEMENT. The Credit
Agreement is, effective as of the date hereof and subject to the satisfaction of
the conditions precedent set forth in Section 2 hereof, hereby amended as
follows:

                  (a) The definition of "Availability" in Section 1.01 of the
Credit Agreement is amended by deleting such definition in its entirety and
substituting therefor a new definition to read as follows:

                  "'AVAILABILITY' means, at any particular time, the amount by
                  which the Maximum Revolving Credit Amount at such time exceeds
                  the sum of (i) the Revolving Credit Obligations at such time
                  plus (ii) the amount of the Foreign Exchange Exposure at such
                  time plus (iii) the amount of the Obligations at such time
                  attributable to corporate credit cards or cash management
                  functions, including Automated Clearing House (ACH) functions,
                  performed by Citibank (the obligations and liabilities
                  referred to in clauses (i), (ii) and (iii) shall be
                  collectively referred to as "Outstanding Obligations");
                  PROVIDED, HOWEVER, that, after giving effect to the requested
                  Borrowing, the Outstanding Obligations shall not exceed (a)
                  $102,000,000 during the period from November 1, 2001 to and
<Page>

                  including November 30, 2001, (b) $90,000,000 during the period
                  from December 1, 2001 to and including December 14, 2001, and
                  (c) $85,000,000 during the period from December 15, 2001 and
                  for all times thereafter."

                  (b) Subsection (v) of Section 3.01(b) of the Credit Agreement
is amended by adding the phrase "or the Availability" after the term "Maximum
Revolving Credit Amount" in the fifth line thereof.

                  (c) Subsection (a) of Section 7.02 of the Credit Agreement is
amended by deleting such Subsection in its entirety and substituting therefor
the following:

                  "(a) The Borrowers shall provide the Administrative Agent and
                  each Lender with a Borrowing Base Certificate, certified as
                  being true and correct by the Borrowers' chief financial
                  officer, controller or any other officer acceptable to the
                  Administrative Agent, on the fifth Business Day following the
                  last day of each week, or more frequently if requested by the
                  Administrative Agent. Each subsequent Borrowing Base
                  Certificate shall be based upon, with respect to Receivables
                  and Inventory, information as of the last day of the
                  immediately preceding month or week, as the case may be. Each
                  such Borrowing Base Certificate shall set forth Borrowing Base
                  calculations since the date of the last prior Borrowing Base
                  Certificate and shall include a weekly summary aging of
                  Receivables, a weekly schedule of each category of Eligible
                  Inventory and all Eligible Inventory that has become
                  ineligible, specifying the applicable category of
                  ineligibility and such other information as the Administrative
                  Agent may request from time to time."

                  (d) Article VIII of the Credit Agreement is amended by adding
a new Section 8.12 at the end thereof to read as follows:

                  "SECTION 8.12. INVENTORY APPRAISAL. In the event that the LVMH
                  Acquisition has not occurred on or prior to December 15, 2001,
                  the Borrowers shall promptly commence an appraisal of all of
                  the Inventory of the Borrowers by an appraisal firm acceptable
                  to the Administrative Agent."

                  (e) Section 9.18 of the Credit Agreement is amended by
deleting such Section in its entirety and substituting therefor a new Section to
read as follows:

                  "Section 9.18. EXCESS AVAILABILITY. Before and after giving
                  effect to any requested Borrowing hereunder, the Borrowers
                  shall have Availability of at least (i) $4,000,000 for all
                  times during the period from and including October __, 2001 to
                  and including October 31, 2001; (ii) $8,000,000 for all times
                  during the period from and including November 1, 2001 to and
                  including November 14, 2001; (iii) $11,000,000 for all times
                  during the period from and including November 15, 2001 to and
                  including December 14, 2001; and (iv) $20,000,000 from and
                  including December 15, 2001 and for all times thereafter."


                                       2
<Page>

                  (f) Section 10.01 of the Credit Agreement is amended by
deleting compliance with the Minimum Adjusted Net Worth covenant for the Third
Fiscal Quarter of 2001.

                  (g) Section 10.03 of the Credit Agreement is amended by
deleting compliance with the Minimum Fixed Charge Coverage Ratio covenant for
the Third Fiscal Quarter of 2001.

                  (h) Section 10.04 of the Credit Agreement is amended by
deleting compliance with the Minimum Working Capital Ratio covenant for the
Third Fiscal Quarter of 2001.

                  SECTION 2. CONDITIONS OF EFFECTIVENESS. This Ninth Amendment
shall become effective (the "Effective Date") as of the first day written above
when the following conditions have been satisfied: (i) the Administrative Agent
shall have received counterparts of this Ninth Amendment executed by the
Borrowers and the Requisite Lenders, and (ii) there shall have been paid to the
Administrative Agent all expenses (including, without limitation, the reasonable
legal fees and expenses of counsel to the Administrative Agent) due and payable
on or before the Effective Date.

                  SECTION 3. REPRESENTATIONS AND WARRANTIES OF THE BORROWERS.
Each Borrower represents and warrants as follows:

                  (a) After giving effect to this Ninth Amendment, all of the
representations and warranties contained in Section 6.01 of the Credit Agreement
and in the other Loan Documents shall be true in all material respects.

                  (b) After giving effect to this Ninth Amendment, no Default or
Event of Default shall have occurred and be continuing.

                  SECTION 4. REFERENCE TO AND EFFECT ON THE LOAN DOCUMENTS. (a)
Upon the effectiveness of Section 1 of this Ninth Amendment, on and after the
date hereof each reference in the Credit Agreement to "this Agreement",
"hereunder", "hereof" or words of like import referring to the Credit Agreement,
and each reference in the other Loan Documents to "the Credit Agreement",
"thereunder", "thereof" or words of like import referring to the Credit
Agreement, shall mean and be a reference to the Credit Agreement as amended
hereby.

                  (b) Except as specifically amended above, the Credit Agreement
and all other Loan Documents, are and shall continue to be in full force and
effect and are hereby in all respects ratified and confirmed. Without limiting
the generality of the foregoing, the Loan Documents and all of the Collateral
described therein do and shall continue to secure the payment of all obligations
of the Borrowers under the Credit Agreement, the Notes and the other Loan
Documents, in each case as amended hereby.

                  (c) The execution, delivery and effectiveness of this Ninth
Amendment shall not, except as expressly provided herein, operate as a waiver of
any right, power or remedy of any Lender or the Agent under any of the Loan
Documents, nor constitute a waiver of any provision of any of the Loan
Documents.


                                       3
<Page>

                  SECTION 5. EXECUTION IN COUNTERPARTS. This Ninth Amendment may
be executed in any number of counterparts and by different parties hereto in
separate counterparts, each of which when so executed and delivered shall be
deemed to be an original and all of which taken together shall constitute but
one and the same agreement.

                  SECTION 6. GOVERNING LAW. This Ninth Amendment shall be
governed by, and construed in accordance with, the laws of the State of New
York.


                                       4
<Page>

                  IN WITNESS WHEREOF, the parties hereto have caused this Ninth
Amendment to be executed as of the date first above written.

                                  THE DONNA KARAN COMPANY

                                  By: Donna Karan International Inc., a general
                                      partner


                                  By:___________________________________________
                                  Title:________________________________________



                                  DONNA KARAN STUDIO

                                  By: Full Requirements Merchandising, Inc., a
                                      general partner


                                  By: __________________________________________
                                  Title:________________________________________



                                  THE DONNA KARAN COMPANY STORE, G.P.

                                  By: Donna Karan International Inc., a general
                                      partner


                                  By:___________________________________________
                                  Title:________________________________________


                                  DK FOOTWEAR PARTNERS

                                  By: Donna Karan International Inc., a general
                                      partner


                                  By:___________________________________________
                                  Title:________________________________________


                                       5
<Page>

                                  CITIBANK, N.A., as Administrative Agent and
                                  Lender


                                  By:___________________________________________
                                     Vice President


                                  THE CHASE MANHATTAN BANK, as Co-Agent
                                  and Lender


                                  By:___________________________________________
                                  Title:________________________________________


                                  BANKAMERICA BUSINESS CREDIT, as Co-Agent and
                                  Lender


                                  By:___________________________________________
                                  Title:________________________________________


                                  PNC BUSINESS CREDIT


                                  By:___________________________________________
                                  Title:________________________________________


                                  THE CIT GROUP/COMMERCIAL SERVICES, INC.


                                  By:___________________________________________
                                  Title:________________________________________


                                       6
<Page>

                                  NATIONAL CITY COMMERCIAL FINANCE, INC.


                                  By:___________________________________________
                                  Title:________________________________________


                                  JACKSON NATIONAL LIFE INSURANCE CO.,
                                  By: PPM FINANCE, INC., its Attorney-in-Fact


                                  By:___________________________________________
                                  Title:________________________________________


                                       7