<PAGE>   1
                                                                    EXHIBIT 10.5


                                AMENDMENT NO. 11

                                       TO

                           LOAN AND SECURITY AGREEMENT


                  THIS AMENDMENT NO. 11 ("Amendment") is entered into as of
February 26, 1999 by and between APPAREL VENTURES, INC., a Delaware corporation
having its chief executive office and principal place of business at 204 West
Rosecrans Avenue, Gardena, California 90248 ("Borrower") and FLEET CAPITAL
CORPORATION ("Lender").

                                   BACKGROUND

                  Borrower and Lender are parties to a Loan and Security
Agreement dated as of May 23, 1994 (as amended, supplemented, restated or
otherwise modified from time to time, the "Loan Agreement") pursuant to which
Lender provided Borrower with certain financial accommodations.

                  Borrower has requested that Lender amend certain provisions of
the Loan Agreement and Lender is willing to do so on the terms and conditions
hereafter set forth.

                  NOW, THEREFORE, in consideration of any loan or advance or
grant of credit heretofore or hereafter made to or for the account of Borrower
by Lender, and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto hereby agree as
follows:

                  1.     Definitions.  All capitalized terms not otherwise 
defined herein shall have the meanings given to them in the Loan Agreement.

                  2.     Amendment to Loan Agreement. Subject to the 
satisfaction of the Conditions Precedent set forth in Section 3 below, the Loan
Agreement is hereby amended as follows:

                         (a)    Section 7.3 (A) of the Loan Agreement is hereby 
amended in its entirety to provide as follows:

                         (A)    Minimum Adjusted Tangible Net Worth. Maintain an
Adjusted Tangible Net Worth, to be measured as of the end of each month, of not
less than the amount ("Net Worth Amount") shown below for the months
corresponding thereto:

             Month Ending                                Amount
             ------------                                ------
             09/30/98                                    ($25,000,000)
             10/31/98                                    ($26,000,000)
             11/30/98                                    ($27,000,000)
             12/31/98                                    ($26,000,000)
             1/31/99                                     ($26,000,000)
             2/28/99                                     ($26,000,000)
             3/31/99                                     ($23,500,000)
             4/30/99                                     ($23,500,000)
             5/31/99                                     ($23,000,000)
             6/30/99 and at all times thereafter         ($24,000,000)


<PAGE>   2

                  3.     Conditions of Effectiveness. This Amendment shall 
become effective upon satisfaction of the following conditions precedent: Lender
shall have received (i) four (4) copies of this Amendment executed by Borrower
and Lender (ii) such other certificates, instruments, documents, agreements and
opinions of counsel as may be required by Lender or its counsel, each of which
shall be in form and substance satisfactory to Lender and its counsel.

                  4.     Representations and Warranties. Borrower hereby 
represents and warrants as follows:

                  (a)    This Amendment and the Loan Agreement, as amended 
hereby, constitute legal, valid and binding obligations of Borrower and are
enforceable against Borrower in accordance with their respective terms.

                  (b)    Upon the effectiveness of this Amendment, Borrower 
hereby reaffirms all covenants, representations and warranties made in the Loan
Agreement to the extent the same are not amended hereby and agree that all such
covenants, representations and warranties shall be deemed to have been remade as
of the effective date of this Amendment.

                  (c)    No Event of Default or Default has occurred and is 
continuing or would exist after giving effect to this Amendment.

                  (d)    Borrower has no defense, counterclaim or offset with
respect to the Loan Agreement.

                  (e)    Borrower is in compliance in all material respects with
the terms contained in the Senior Debt Documentation.

                  5.     Effect on the Loan Agreement.

                  (a)    Upon the effectiveness of Section 2 hereof, each 
reference in the Loan Agreement to "this Agreement," "hereunder," "hereof,"
"herein" or words of like import shall mean and be a reference to the Loan
Agreement as amended hereby.

                  (b)    Except as specifically amended herein, the Loan 
Agreement, and all other documents, instruments and agreements executed and/or
delivered in connection therewith, shall remain in full force and effect, and
are hereby ratified and confirmed.


<PAGE>   3

                  (c)    The execution, delivery and effectiveness of this
Amendment shall not, operate as a waiver of any right, power or remedy of
Lender, nor constitute a waiver of any provision of the Loan Agreement, or any
other documents, instruments or agreements executed and/or delivered under or in
connection therewith.

                  6.     Governing Law. This Amendment shall be binding upon and
inure to the benefit of the parties hereto and their respective successors and
assigns and shall be governed by and construed in accordance with the laws of
the State of New York.

                  7.     Headings. Section headings in this Amendment are 
included herein for convenience of reference only and shall not constitute a
part of this Amendment for any other purpose.

                  8.     Counterparts. This Amendment may be executed by the 
parties hereto in one or more counterparts, each of which shall be deemed an
original and all of which taken together shall constitute one and the same
agreement.


                  IN WITNESS WHEREOF, this Amendment has been duly executed as 
of the day and year first written above.

                                          APPAREL VENTURES, INC.

                                          By: /s/ William F. Singletary
                                                  Title: Chief Financial Officer


                                          FLEET CAPITAL CORPORATION

                                          By: /s/ Walter Schuppe
                                                  Title: Vice President