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                                                                 EXHIBIT 10.4.4


                                                      Date:   5/21/98



Mossimo, Inc.
9 Pasteur
Irvine, CA 92618

Gentlemen:

Reference is made to the Factoring Agreement between us dated January 2, 
1990, as supplemented and amended (herein the  Agreement ).

Pursuant to mutual understanding, effective April 1, 1998, the Agreement is 
amended to provide as follows:

1.   Paragraph 13 of the Agreement is deleted in its entirety and the following
is  inserted in lieu thereof:

      "13.  Interest is charged as of the last day of each month based on the 
daily debit balances  in your Funds In Use account for that month, at a rate 
equal to one-half of one percent (.50%) plus the Chase Prime Rate (defined 
below) per annum.  The Chase Prime Rate is the per annum rate of interest 
publicly announced by The Chase Manhattan Bank (or its successor) in New 
York, New York from time to time as its prime rate, and is not intended to be 
the lowest rate of interest charged by The Chase Manhattan Bank to its 
borrowers. Any change in the rate of interest hereunder due to a change in 
the Chase Prime Rate will take effect as of the first of the month following 
such change in the Chase Prime Rate.  Interest will be credited as of the 
last day of each month based on the daily credit balances in your Funds In 
Use account for that month, at a rate three  percent (3%) per annum below the 
Chase Prime Rate being used to calculate interest for the period.  All 
interest is calculated on a 360 day year. In no event will interest charged 
hereunder exceed the highest lawful rate.  In the event, however, that we do 
receive interest in excess of the highest lawful rate, you agree that your 
sole remedy would be to seek repayment of such excess, and you irrevocably 
waive any and all other rights and remedies which may be available to you 
under law or in equity."

2.   Paragraph 14 of the Agreement is deleted in its entirety.

3.   The commission rate as set forth in paragraph 15 of the Agreement shall be
increased from six-tenths of one percent (.60%) to seven-tenths of one percent
(.70%) on the gross face amount of all Accounts factored with us during each
month, less trade and cash discounts.

4.   The fourth sentence of Paragraph 17 of the Agreement is deleted in its
entirety, and  the following is inserted in lieu thereof:

"As used herein, the term "Anniversary Date" shall mean June 1, 2000 and the
same date in every year thereafter." 

     Except as herein specifically provided, no other change in the terms or 
provisions of the Agreement is intended or implied.  If the foregoing is in 
accordance with your understanding of our agreement kindly so indicate by 
signing and returning to us the enclosed copy of this letter.


                                   Very truly yours,
                                   THE CIT GROUP/
                                   COMMERCIAL SERVICES, INC.


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                                   By: /s/ James Ezemoli
                                      ------------------------------
                                      James Ezemoli, Vice President:

Read and Agreed To:

MOSSIMO, INC.


By: /s/ John Brincko
   -------------------------------
Name: John Brincko
Title: