<PAGE>

                                                                   Exhibit 10.2


                         SECOND AMENDMENT TO SECOND AMENDED
                            AND RESTATED LOAN AGREEMENT





          This Second Amendment to Second Amended and Restated Loan Agreement 
dated as of September 4, 1998, by and between Citizens Bank of Massachusetts 
(herein "BANK"), and DM Management Company, a Delaware corporation (herein 
"BORROWER").

                                    WITNESSETH:
                                          

          WHEREAS, BANK and BORROWER are parties to that certain Loan 
Agreement made as of June 5, 1997 by and between BANK and BORROWER, as the 
same has been amended and restated in a certain Amended and Restated Loan 
Agreement dated as of October 31, 1997, and in a certain Second Amended and 
Restated Loan Agreement dated March 5, 1998, and as amended by a certain 
First Amendment to Second Amended and Restated Loan Agreement dated as of 
June 30, 1998 (as so restated and amended, the "Loan Agreement");

          WHEREAS, BORROWER and the BANK wish to amend the Loan Agreement as 
more particularly hereafter set forth.  Capitalized terms used herein without 
definition shall have the meanings ascribed to them in the Loan Agreement.

          NOW, THEREFORE, in consideration of the covenants and agreements 
herein contained, the parties hereby agree that the Loan Agreement is hereby 
amended as follows:
          
          1.   Section 1.01 of the Loan Agreement is hereby amended by (a) 
          deleting the definition of CONTROL AGREEMENT appearing under said 
          Section; (b) deleting the term CONTROL AGREEMENT from the definition 
          of FINANCING AGREEMENTS appearing under said Section; and (c) deleting
          the definition of INVESTMENT PROPERTY appearing in said Section and 
          replacing it by inserting a new definition of INVESTMENT PROPERTY in 
          said Section as follows:
          
               "INVESTMENT PROPERTY" shall mean all of BORROWER'S securities,
               securities entitlements and securities accounts, and all other
               INVESTMENT PROPERTY within the meaning of such term under the 
               UCC; exclusive of the FLEET INVESTMENT PROPERTY.


<PAGE>

          2.   Section 8.04 of the Loan Agreement is hereby deleted.

          3.   Section 9.08 of the Loan Agreement is hereby amended to delete 
          the phrase "and except for the FLEET INVESTMENT PROPERTY".

          4.   Section 10.01(d) is hereby deleted and the following inserted in 
          lieu thereof:

               Monthly, within fifteen (l5) days of the end of each month, a
               certificate signed by BORROWER'S President, Chief Financial 
               Officer, Vice President of Finance or Controller certifying that 
               the CREDIT BALANCE does not exceed the lesser of AVAILABILITY or 
               the REVOLVING CREDIT COMMITMENT AMOUNT.
          
          This Amendment shall take effect as of the date first above written.

          Except as hereby amended, the Loan Agreement is hereby ratified, 
confirmed and republished.

          BANK hereby confirms that it has released its security interest in 
the FLEET INVESTMENT PROPERTY and that the Security Agreement dated June 5, 
1997, as amended, and Exhibit A thereto shall be deemed to have been amended 
accordingly.

          IN WITNESS WHEREOF, the parties hereto have set their hands and 
seals as of the date first above written.

Witness:                           DM MANAGEMENT COMPANY

/s/ David R. Pierson               
------------------------------     By:    /s/ Olga L. Conley
                                       -----------------------------------
                                       Olga L. Conley, Chief Financial Officer

                                   CITIZENS BANK OF MASSACHUSETTS

                                   By:   /s/ Lori B. Leeth, SVP
                                       -----------------------------------
                                       Lori B. Leeth, Senior Vice President