2009 R.G. BARRY
MANAGEMENT BONUS PLAN
OBJECTIVES
 
    
    Consistently achieve company and individual objectives.
    
    Enhance ability to attract, recruit, and retain a top-notch professional management team.
    
    Provide motivation through win-sharing.
 PLAN SPECIFICATIONS
 1.
    
    Participation Levels
 Selected exempt associates participate in the plan. The levels listed below are based on a positions impact on profits.
 Level
    
    Position LevelA
    
    President and CEOB
    
    Corporate ExecutivesC
    
    Senior ExecutivesD
    
    Department Heads/Key Contributors
 The base salary as of the beginning of the plan year (June 29) is used for the purposes of calculating bonus payments.
 2.
    
    Bonus Award Opportunity
 Threshold, target and maximum bonus award levels as a percentage of base salary are established by level. Target award opportunities correspond to market competitive bonus opportunities.
 Level
    
    Threshold
    
    Target
    
    MaximumA
    
    
    27.50
    %
    
    Determined
    
    
    82
    %B*
    
    
    13.75
    %
    
    annually by
    
    
    41
    %C
    
    
    11
    %
    
    Board of
    
    
    32.80
    %D
    
    
    6.88
    %
    
    Directors
    
    
    20.50
    %
 
 *
    
    CFO bonus level is level B plus 5%. 3.
    
    Performance MeasurementAward payouts will be determined based on the following determinants of performance.
 
    
    Company Objectives Performance
    
    Individual Objectives Performance
 Poor individual performance (individual rating that does not meet minimum expectations) will
eliminate all payouts to that individual regardless of Associate level.Corporate Financial Objectives Performance below the threshold level will eliminate payout for
all plan participants.4.
    
    Performance Weighting by Group
 Company
    
    IndividualObjectives
    
    ObjectiveLevels
    
    Results
    
    ResultsA
    
    
    100
    %
    
    
    N/AB
    
    
    100
    %
    
    
    N/AC/D
    
    
    50
    %
    
    
    50
    %
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5.
    
    Determining Goal Attainment
 
    
    Corporate Objectivesare established annually. Objectives will be a combination of
financial and strategic initiatives. Measures are set by senior management. Measures are
approved, and degree of attainment is approved by the Compensation Committee.
    
    Individual/Department Objectivesare established annually by participants, and degree of
attainment is reviewed by Corporate Executive and approved by President/CEO, or by the
Compensation Committee in the case of the President/CEO and his direct reports.
 6.
    
    Criteria for Participation
 
    
    Associates must be actively employed by R.G. Barry at the
close of the plan year (June 27, 2009).
    
    New hires employed before December 31st will participate on a pro-rated
basis. Persons hired after this date will participate in the following year. Exceptions
may be made by the President/CEO. For Associates hired after December
31st, participation levels and eligibility must be included in any offer
of employment letter, along with a start date of employment. The start date of employment
is the entry date of the new Associate into the Management Bonus Plan.
    
    Regarding pro-ration: Associates hired or promoted into a Management Bonus Plan
eligible position from the first to the fifteenth of the month shall be considered to be
hired or promoted as of the first of the month. Associates hired or promoted from the
sixteenth to the end of the month shall be considered to be hired or promoted as of the
first of the following month.
    
    Review and approval of Management Bonus Plan levels will be the responsibility of the
President/CEO.
    
    Communication of Management Bonus Plan levels and the Plan to individual participants
will be the responsibility of each Corporate Executive.
    
    Associates who are on Short-Term Disability or a Leave of
Absence on June 27, 2009 of the plan
year (not actively at work) will receive a pro-rated Management Bonus Plan payment upon
their return to active full time work. Associates who do not return to active full
time work will not receive a Management Bonus Plan payment without approval of the
Compensation Committee.
    
    In the event of a newly hired, promoted or transferred Associate, the Corporate
Executive must complete a Participation Worksheet, sign it and have it approved by the
President/CEO in order to finalize participation.
    
    Associates who are promoted from one position to another may be eligible to have their
Management Bonus opportunity increased. A Participation Worksheet must be completed to
effect a change in categories. For purposes of calculating the payout, the higher
percentage will be given to the Associate for the entire plan year.
    
    Associates who are employed by R.G. Barry at the close of the plan year under the terms
of the severance agreement will not be eligible to receive a payout unless
expressly stated in the terms of the agreement, and approved by the President/CEO.
    
    Associates who separate from R.G. Barry during a plan year for reasons of death or Long
Term Disability will not be eligible to receive a Management Bonus Plan payment,
unless approved by the Compensation Committee.
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