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                                    FORM OF

                         NOTICE OF GUARANTEED DELIVERY
                           FOR TENDER FOR EXCHANGE OF
                   10.875% SENIOR SUBORDINATED NOTES DUE 2011
            FOR 10.875% SERIES B SENIOR SUBORDINATED NOTES DUE 2011
                                       OF
                           THE WILLIAM CARTER COMPANY

    This Notice of Guaranteed Delivery, or one substantially equivalent to this
form, must be used to accept the Exchange Offer (as defined below) if (i) the
procedures for delivery by book-entry transfer cannot be completed on a timely
basis, (ii) certificates for the Company's (as defined below) 10.875% Senior
Subordinated Notes due 2011 (the "Outstanding Notes") are not immediately
available or (iii) the Outstanding Notes, the Letter of Transmittal and all
other required documents cannot be delivered to State Street Bank and Trust
Company (the "Exchange Agent") on or prior to _________, 2001 (the "Expiration
Date"). This Notice of Guaranteed Delivery may be delivered by hand, overnight
courier or mail, or transmitted by facsimile transmission, to the Exchange
Agent. See "The Exchange Offer--Guaranteed Delivery Procedures" in the
Prospectus (as defined below)

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       THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW
            YORK CITY TIME, ON ______________, 2001, UNLESS EXTENDED.
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                 THE EXCHANGE AGENT FOR THE EXCHANGE OFFER IS:
                      STATE STREET BANK AND TRUST COMPANY

              BY HAND DELIVERY, OVERNIGHT COURIER OR REGISTERED OR
                                CERTIFIED MAIL:

                      State Street Bank And Trust Company
                        2 Avenue de Lafayette, 6th Floor
                                Boston, MA 02111
                        Attention: Exchanges/Sandra Wong
                           Facsimile: (617) 662-1452

    DELIVERY OF THIS NOTICE OF GUARANTEED DELIVERY TO AN ADDRESS OTHER THAN AS
SET FORTH ABOVE OR TRANSMISSION OF THIS NOTICE OF GUARANTEED DELIVERY VIA
FACSIMILE TO A NUMBER OTHER THAN AS SET FORTH ABOVE WILL NOT CONSTITUTE A VALID
DELIVERY.

    IF YOU HAVE ANY QUESTIONS REGARDING THIS NOTICE OF GUARANTEED DELIVERY OR
REQUESTS FOR ADDITIONAL INFORMATION, PLEASE CONTACT THE EXCHANGE AGENT AT 2
AVENUE DE LAFAYETTE, 6TH FLOOR, BOSTON, MA 02111; TELEPHONE (617) 662-1708;
FACSIMILE (617) 662-1452.

    THIS NOTICE OF GUARANTEED DELIVERY IS NOT TO BE USED TO GUARANTEE
SIGNATURES. IF A SIGNATURE ON A LETTER OF TRANSMITTAL IS REQUIRED TO BE
GUARANTEED BY AN "ELIGIBLE INSTITUTION" UNDER THE INSTRUCTIONS THERETO, SUCH
SIGNATURE GUARANTEE MUST APPEAR IN THE APPLICABLE SPACE PROVIDED IN THE
SIGNATURE BOX ON THE LETTER OF TRANSMITTAL.

    THE GUARANTEE ON THE NEXT PAGE MUST BE COMPLETED.
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LADIES AND GENTLEMEN:

    The undersigned hereby tenders to The William Carter Company, a
Massachusetts corporation (the "Company"), upon the terms and subject to the
conditions set forth in the Prospectus dated October __, 2001 (as the same may
be amended or supplemented from time to time, the "Prospectus") and the related
Letter of Transmittal (which together constitute the "Exchange Offer"), receipt
of which is hereby acknowledged, the aggregate liquidation amount of Outstanding
Notes set forth below pursuant to the guaranteed delivery procedure set forth in
the Prospectus under the caption "The Exchange Offer--Guaranteed Delivery
Procedures."

    All authority herein conferred or agreed to be conferred in this Notice of
Guarantee of Delivery and every obligation of the undersigned hereunder shall be
binding upon the successors, assigns, heirs, executors, administrators, and
legal representatives of the undersigned and shall not be affected by and shall
survive the death or incapacity of the undersigned.

Aggregate Principal Amount Tendered:

<Table>
<S>                                                         <C>
-------------------------------------------                 -------------------------------------------
                                                            Name(s) of Registered Holder(s)--Please
                                                            Print
-------------------------------------------                 -------------------------------------------
                                                            Address of Registered Holder(s)
-------------------------------------------                 -------------------------------------------
                                                            Zip Code
                                                            -------------------------------------------
                                                            Area Code and Telephone No.
Check box if Outstanding Notes will be delivered by         -------------------------------------------
book-entry transfer and provide account number.             Name(s) of Authorized Signatory
                                                            -------------------------------------------
                                                            Capacity
/ / The Depository Trust Company
                                                            -------------------------------------------
DTC Account Number: ---------------------                   Address(es) of Authorized Signatory

Date: -------------------------------------                 -------------------------------------------
                                                            Area Code and Telephone No.
                                                            -------------------------------------------

                                                            -------------------------------------------
                                                            Signature(s) of Record Holder or Authorized
                                                            Signatory

                                                            Dated: ------------------------------------
</Table>

    This Notice of Guaranteed Delivery must be signed by the registered
holder(s) of the Outstanding Notes tendered hereby exactly as their name(s)
appear on the certificates for such Outstanding Notes or on a security position
listing such holder(s) as the owner(s) of such Outstanding Notes, or by
person(s) authorized to become registered holder(s) of such Outstanding Notes by
endorsements and documents submitted with this Notice of Guaranteed Delivery. If
signature is by a trustee, executor, administrator, guardian, attorney-in-fact,
officer of a corporation or other person acting in the fiduciary or
representative capacity, such person must provide the preceding information and,
unless waived by the Company, submit with the Letter of Transmittal evidence
satisfactory to the Company of such person's authority to so act.

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                             GUARANTEE OF DELIVERY

                    (Not to be used for signature guarantee)

    The undersigned, a firm or other entity identified in Rule 17Ad-15 under the
Securities Exchange Act of 1934, as amended, as an "eligible guarantor
institution," including (as such terms are defined therein): (1) a bank; (2) a
broker, dealer, municipal securities broker, municipal securities dealer,
government securities broker, government securities dealer; (3) a credit union;
(4) a national securities exchange, registered securities association or
clearing agency; or (5) a savings association that is a participant in a
Securities Transfer Association recognized program (each of the foregoing being
referred to as an "Eligible Institution"), hereby guarantees to deliver to the
Exchange Agent at its address set forth above, either the Outstanding Notes
tendered hereby in proper form for transfer, or confirmation of the book-entry
transfer of such Outstanding Notes to the Exchange Agent's account at The
Depository Trust Company ("DTC"), pursuant to the procedures for book-entry
transfer set forth in the Prospectus, in either case together with one or more
properly completed and duly executed Letter(s) of Transmittal (or facsimile
thereof or Agent's Message (as defined in the Letter of Transmittal) in lieu
thereof) and any other required documents within five business days after the
Expiration Date. The undersigned acknowledges that it must deliver the Letter(s)
of Transmittal (or facsimile thereof or Agent's Message in lieu thereof) and the
Outstanding Notes tendered hereby to the Exchange Agent within the time period
set forth above and that failure to do so could result in a financial loss to
the undersigned.

<Table>
<S>                                                           <C>
Name of Firm:
 ----------------------------------------------------------

Address:
------------------------------------------------------------
                          Zip Code
Area Code and Telephone Number:
 ---------------------------------------

Authorized Signature
Name:
------------------------------------------------------------
------------------------------------------------------------
                    Please Type or Print
Title:
------------------------------------------------------------
Dated: -----------, 2001
</Table>

NOTE: DO NOT SEND OUTSTANDING NOTES WITH THIS NOTICE OF GUARANTEED DELIVERY.
ACTUAL SURRENDER OF OUTSTANDING NOTES MUST BE MADE PURSUANT TO, AND BE
ACCOMPANIED BY, A PROPERLY COMPLETED AND DULY EXECUTED LETTER OF TRANSMITTAL AND
ANY OTHER REQUIRED DOCUMENTS.

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