GUARANTEE

TO:  THE CHASE MANHATTAN BANK (the "Agent"), as agent for and on behalf of the
     lenders named in that certain credit agreement dated as of April 1, 1997
     made among The Chase Manhattan Bank, in its own capacity as lender and in
     its capacity as agent, the lenders named therein, in their capacity as
     lenders and SLM International Inc., Maska U.S., Inc. and #1 Apparel, Inc.,
     as borrowers (that credit agreement as it may be amended, supplemented,
     extended or restated from time to time being referred to below as the
     "Credit Agreement")

     IN CONSIDERATION of the Agent and the lenders named in the Credit Agreement
(hereinafter collectively referred to as the "Lenders") extending credit to or
otherwise dealing with SLM International, Inc., Maska U.S., Inc. and #1 Apparel,
Inc. (hereinafter collectively referred to as the "Borrowers") and other good
and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged by the undersigned, SPORT MASKA INC. (hereinafter referred to as
the "Guarantor"), hereby unconditionally guarantees, as primary obligor and not
merely as surety, the due and punctual payment of the principal of and interest
on each of the Notes, when and as due, whether at maturity, by acceleration, by
notice of prepayment or otherwise and the due and punctual performance of all
other Obligations, together with all expenses (including legal fees on a
solicitor and client basis) incurred by the Agent and each of the Lenders, its
receiver or agent in the preparation, perfection and enforcement of this
Guarantee and related security or other agreements held by the Agent or any of
the Lenders in respect of the Credit Agreement and all other Obligations
(collectively, the "Indebtedness").

     THE OBLIGATIONS OF THE GUARANTOR hereunder in respect of the Indebtedness
shall be for an unlimited amount.

     AND IT IS FURTHER AGREED, SUBJECT TO THE FOREGOING, THAT:

(1)  No change in the name, objects, capital stock or constitution of any of the
     Borrowers shall in any way affect the liability of the Guarantor hereunder,
     either with respect to transactions occurring before or after any such
     change, and the Agent and the Lenders shall not be concerned to see or
     inquire into the powers of the Borrowers or any of their directors or other
     agents acting or purporting to act on their behalf, and moneys, advances,
     renewals or credits in fact borrowed or obtained from the Agent and the
     Lenders in connection with the Credit Agreement in professed exercise of
     such powers shall be deemed to form part of the Indebtedness
     notwithstanding that such borrowing or obtaining of moneys, advances,
     renewals or credits shall be in excess of the powers of the Borrowers or of
     their directors or other agents aforesaid, or be in any way irregular,
     defective or informal.

(2)  All monies received by the Agent and the Lenders in respect of the
     Indebtedness may be applied on such part or parts of the Indebtedness as
     the Agent and the Lenders may see fit, subject to and in accordance with
     the relevant provisions, if any, of any written agreement between the Agent
     and the Guarantor and the Agent and the Lenders shall at all times and from
     time to time have the right to change any appropriation of any moneys
     received by them and to reapply the same on any other part or parts of the
     Indebtedness as the Agent and the Lenders may see fit, notwithstanding any
     previous application by whomsoever made.

(3)  All dividends, compositions and moneys received by the Agent and the
     Lenders from the Borrowers or from any other person or estate capable of
     being applied by the Agent and the Lenders in reduction of the Indebtedness
     shall be regarded for all purposes as payments in gross, and the Agent and
     the Lenders shall be entitled to prove against the estate of the Borrowers
     upon any insolvency or winding-up in respect of the whole of the
     Indebtedness, and upon payment by the Guarantor of any sums on account of
     the Indebtedness, all rights of the Guarantor against the Borrowers arising
     as a result thereof by way of right of subrogation or otherwise shall in
     all respects be subordinated and junior in right of payment to the prior
     indefeasible payment in full of all of the Indebtedness to the Agent and
     the Lenders.

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(4)  This Guarantee will not be diminished or affected on account of any act or
     failure to act on the part of the Agent or the Lenders which would prevent
     subrogation from operating in favour of the Guarantor. Without limiting the
     generality of the foregoing and for greater certainty, the obligations of
     the Guarantor hereunder shall not be subject to any reduction, limitation,
     impairment or termination for any reason (other than the indefeasible
     payment of the Indebtedness in full), including, without limitation, any
     claim of waiver, release, surrender, alteration or compromise and shall not
     be subject to any defense or set-off, compensation, counterclaim,
     recoupment or termination whatsoever by reason of the invalidity,
     illegality or unenforceability of the Indebtedness or otherwise. To the
     fullest extent permitted by applicable law, the Guarantor waives
     presentment to, demand of payment from and protest to the Borrowers or the
     Guarantor or both of any of the Indebtedness and also waives notice of
     acceptance of this Guarantee and notice of protest for nonpayment. The
     obligations of the Guarantor hereunder shall not be discharged or impaired
     or otherwise affected by (a) the failure of the Agent or any of the Lenders
     to assert any claim or demand or to enforce any right or remedy against any
     of the Borrowers or the Guarantor under the provisions of this Guarantee,
     the Credit Agreement, the Notes, any of the other Loan Documents or any
     other agreement or otherwise or against any other guarantor of all or any
     part of the Indebtedness; b) any rescission, waiver, amendment or
     modification of any of the terms or provisions of this Guarantee, the
     Credit Agreement, the Notes, any other Loan Documents or any other
     agreement or otherwise; (c) the release or termination of any security or
     any Loan Document held by the Agent or any of the Lenders with respect to
     the Indebtedness or any part thereof; (d) the failure by the Agent or the
     Lenders to exercise any right or remedy against any co-guarantor of the
     Indebtedness or by any default, failure or delay, willful or otherwise in
     the performance of the Obligations or other Indebtedness; or (e) any other
     act or omission which may or might in any manner or to any extent vary the
     risk of the Guarantor or otherwise operate as a discharge of the Guarantor
     or any co-guarantor as a matter of law or equity unless the Indebtedness
     has been indefeasibly paid in full and the Commitments have been
     terminated.

(5)  The Agent and the Lenders, without exonerating in whole or in part the
     Guarantor, may grant time, renewals, extensions, indulgences, releases and
     discharges to, may take securities from and give the same and any or all
     existing securities up to, may abstain from taking securities from or from
     perfecting, registering, renewing or realizing upon securities of, may
     accept compositions from, and may otherwise deal with any of the Borrowers
     and all other persons (including the Guarantor and any co-guarantor) and
     securities as the Agent and the Lenders may see fit, without notice to or
     further assent from the Guarantor, except as otherwise may be specifically
     required by the Loan Documents.

(6)  This Guarantee constitutes a guarantee of payment when due and not of
     collection, and the Guarantor waives any right to require that any resort
     be had by the Agent or any of the Lenders to any covenant or security
     (including, without limitation, any Collateral) held for payment of the
     Indebtedness or to any balance of any deposit account or credit on the
     books of the Agent or any of the Lenders in favour of any of the Borrowers
     or any other person.

(7)  No invalidity, irregularity or unenforceability (by reason of any
     bankruptcy or similar law, any law or order of any government or agency
     thereof purporting to reduce, amend or otherwise affect the Indebtedness of
     the Borrowers, or otherwise) of the Indebtedness of any of the Borrowers or
     of any security therefor shall affect, impair or be a defence to this
     Guarantee. If one or more of the provisions contained herein shall be
     invalid, illegal or unenforceable in any respect, the validity, legality
     and enforceability of the remaining provisions contained herein shall not
     in any way be affected or impaired thereby.

(8)  The Guarantor hereby renounces the benefits of discussion and division. Any
     request by the Guarantor to the Agent or any Lender for useful information
     respecting the content or terms and conditions of the Indebtedness hereby
     guaranteed or the progress made in their performance shall be made in
     writing to the Agent. The Guarantor shall at all times and from time to
     time do, execute, acknowledge and deliver or cause to be done, executed,
     acknowledged and delivered all and singular every such further act, deed,
     transfer, assignment, assurance, document and instrument as the Agent and
     the Lenders may reasonably require for the better accomplishing and
     effectuating of this

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     Guarantee and the provisions contained herein, and every officer of the
     Agent and the Lenders and each of them are irrevocably appointed attorneys
     or attorney to execute in the name and on behalf of the Guarantor any
     document or instrument for the said purpose if the Guarantor fails to
     perform its further assurance obligations set out in this paragraph 8
     promptly upon the Agent's request therefor.

(9)  The obligations and undertakings of the Guarantor hereunder together with
     the obligations and undertakings owing by the Borrowers towards the Agent
     or any of the Lenders in respect of the Indebtedness shall be joint and
     several (or for purposes of enforcement of this Guarantee in the courts of
     Quebec such obligations and undertakings shall be solidary). The
     obligations and undertakings of the Guarantor hereunder and the obligations
     and undertakings of any other present or future guarantor of all or any
     part of the Indebtedness shall be joint and several (or for purposes of
     enforcement of this Guarantee in the courts of Quebec such obligations and
     undertakings shall be solidary).

(10) This Guarantee shall be a continuing guarantee and shall cover and secure
     any ultimate balance of the Indebtedness owing to the Agent and the Lenders
     notwithstanding that any other security for the repayment of the
     Indebtedness of the Borrowers to the Agent and the Lenders may no longer be
     enforceable, and the Agent and the Lenders shall not be obliged to seek or
     exhaust any recourse against any of the Borrowers or co-guarantors or other
     persons or the securities they may hold before being entitled to payment
     from the Guarantor of all of the Indebtedness.

(11) This Guarantee shall continue to be effective or be reinstated, as the case
     may be, if at any time, payment, or any part thereof, of principal or
     interest on any Indebtedness of the Borrowers to the Agent or the Lenders
     is rescinded or must otherwise be returned by the Agent or any Lender upon
     the insolvency, bankruptcy or reorganization of any of the Borrowers or
     otherwise, all as though such payment to the Agent and the Lenders had not
     been made.

(12) The Agent and the Lenders may, without the consent of the Guarantor,
     assign, transfer and deliver to any transferee of the Indebtedness or any
     part thereof, the liability of the Guarantor under this Guarantee and any
     security, documents or instruments held by the Agent or the Lenders in
     respect of the Guarantee provided that no such assignment, transfer or
     delivery shall release the Guarantor from said liability and such assignees
     or transferees shall have the full benefit of this Guarantee and all
     security, documents or instruments held in connection therewith and such
     assignees or transferees shall be vested with all powers and rights of the
     Lender hereunder and under such security, documents or instruments to the
     full extent of such assignment or transfer; and thereafter the Agent or the
     Lenders shall be fully discharged from all responsibility with respect to
     and to the extent of that portion of the Indebtedness and this Guarantee
     and security, documents and instruments so assigned, transferred and/or
     delivered but the Agent and the Lenders shall retain all rights and powers
     with respect to any such security, documents or instruments not so
     assigned, transferred or delivered.

(13) The Guarantor shall pay the reasonable expenses (including reasonable legal
     fees on a solicitor and client basis) incurred by the Agent and the Lenders
     in endeavouring to collect the Indebtedness, or any part thereof, and in
     enforcing this Guarantee.

(14) The records of the Agent and the Lenders as to the balance of the
     Indebtedness at any time and from time to time shall be prima facie proof
     thereof, absent manifest error, without further or other proof. No
     provision of this Guarantee may be amended, modified or waived without the
     prior written consent of the Agent and the Lenders.

(15) This Guarantee shall be binding upon the Guarantor and its respective
     trustees, executors, administrators, successors and assigns including any
     successor by reason of amalgamation of or any other change in the Guarantor
     and shall enure to the benefit of the Agent and the Lenders and their
     successors and assigns.

(16) Without limiting the generality of Article VI of the Credit Agreement, the
     Guarantor hereby agrees with and confirms to the Agent and the Lenders that
     the financial reporting provisions set out in section 6.05 of the Credit
     Agreement (the "Financial Reporting Requirements"), with all changes and
     modifications as the context requires,

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     are incorporated by reference herein and that the Guarantor shall strictly
     comply with and be bound by such provisions, where applicable.

(17) The Guarantor hereby represents and warrants to the Agent and the Lenders
     that the representations and warranties set out in Article IV of the Credit
     Agreement, as they relate to the Guarantor are true and correct as of the
     date hereof.

(18) With respect to any portion of the Indebtedness which is payable in a
     currency other than Canadian currency (the "Foreign Currency Obligation"),
     the following provisions shall apply:

     (a)  Payment hereunder with respect to the Foreign Currency Obligation
          shall be made in immediately available funds in lawful money of the
          currency of which the Foreign Currency Obligation is payable (the
          "Foreign Currency") in such form as shall be customary at the time of
          payment for settlement of international payments in New York, New York
          without set-off, compensation or counterclaim.

     (b)  The Borrowers and the Guarantor shall indemnify and hold the Agent and
          the Lenders harmless from any loss or deficiency incurred by the Agent
          or the Lenders arising from any change in the value of Canadian
          currency in relation to the Foreign Currency between the date the
          Foreign Currency Obligation becomes due and the date of payment
          thereof.

     (c)  In the event of a judgment or order being rendered by any court or
          tribunal for the payment of any amounts owing to the Agent or the
          Lenders under any obligation hereunder or for the payment of damages
          in respect of any breach of any obligation hereunder or under or in
          respect of a judgment or order of another court or tribunal for the
          payment of such amounts or damages, such judgment or order being
          expressed in a currency which is other than the currency in which such
          amount is payable pursuant to such obligation (the "Agreed Currency"),
          the Guarantor shall indemnify and hold the Agent and the Lenders
          harmless from any loss or deficiency in terms of the Agreed Currency
          in the amounts received by the Agent and the Lenders arising or
          resulting from any variation as between (i) the rate of exchange at
          which the Agreed Currency is converted into such other currency for
          the purposes of such judgment or order, and (ii) the noon spot rate of
          the Agent at its Domestic Lending Office at which it will purchase the
          Agreed Currency on the date of receipt of such other currency with the
          amount of the currency actually received by the Agent in respect of
          such judgment or order.

     (d)  The indemnities contained in paragraphs (b) and (c) above shall
          constitute separate and independent obligations of the Guarantor from
          its other obligations hereunder and shall apply irrespective of any
          indulgence granted by the Agent or the Lenders or any of them and no
          proof or evidence of any actual loss shall be required by the
          Guarantor, but the Agent or the Lender claiming such indemnity shall,
          as soon as reasonably possible (but not as a condition precedent to
          payment of the amount claimed), provide the Guarantor with a statement
          as to the reason for and as to the amount and calculation of the claim
          for indemnity. Absent manifest error, such statement shall be binding
          and conclusive.

(19) The Guarantor hereby postpones all debts and liabilities of any of the
     Borrowers to the Guarantor, both present and future, to the Indebtedness,
     and all moneys received by the Guarantor thereon shall upon either: (a)
     notice by the Agent to the Guarantor addressed to the Guarantor at the
     address and in the manner provided for in paragraph 27 below; or, (b) the
     occurrence and continuance of an Event of Default under the Credit
     Agreement be received in trust for the Agent and the Lenders and shall be
     paid over to the Agent and the Lenders.

(20) The Guarantor hereby grants to the Agent and the Lenders the right to set
     off, upon the occurrence and continuance of an Event of Default, or
     compensate against any and all accounts, credits or balances maintained by
     it with the Agent or the Lenders, the

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                                                                              5.


     aggregate amount of any and all liabilities of the Guarantor hereunder if
     and when the same shall become due and payable.

(21) The Guarantor acknowledges that this Guarantee has been delivered free of
     any conditions, except pursuant to the Credit Agreement, and that no
     representations have been made to the Guarantor affecting the liability of
     the Guarantor under this Guarantee save as may be specifically embodied
     herein and agrees that this Guarantee is in addition to and not in
     substitution for any other guarantee held or which may hereafter be held by
     the Agent or the Lenders. The rights, remedies and benefits herein are
     cumulative and not in substitution for or exclusive of any rights, remedies
     or benefits which the Agent or the Lenders may otherwise have.

(22) All payments made hereunder shall be made to the Agent and the Lenders
     without set-off, compensation or counterclaim and free and clear of and
     without deduction for any and all present and future taxes, levies,
     imposts, deductions or withholdings of any nature whatsoever now or
     hereafter imposed (collectively, the "Taxes") (except only such as are
     levied on the net income of the Agent and the Lenders or franchise or
     capital taxes imposed upon them). Should any such payment be subject to any
     such Taxes, the Guarantor shall pay to the Agent and the Lenders such
     additional amounts as may be necessary to cause the Lenders to receive a
     net amount equal to the amount they would have received had such payment
     not been subject to such Taxes, provided that the Agent and each of the
     Lenders shall return to the Guarantor an amount equal to any such Taxes
     which are subsequently refunded to the Agent or such Lender (subject to the
     right of the Agent and such Lender to reclaim from the Guarantor an amount
     equal to any amount which the Agent or such Lender is required to repay,
     together with any penalties, interest or other charges).

(23) This Guarantee shall be construed in accordance with and be governed by the
     laws of the Province of New Brunswick and the federal laws of Canada
     applicable therein, and for the purpose of legal proceedings this Guarantee
     shall be deemed to have been made in the said Province of New Brunswick and
     to be performed there, and the Courts of New Brunswick shall have
     jurisdiction over all disputes which may arise under this Guarantee and the
     Guarantor hereby irrevocably and unconditionally submits to the
     non-exclusive jurisdiction of such Courts, provided always that nothing
     herein contained shall prevent the Lenders from proceeding at their
     election against the Guarantor in the Courts of any other province, state,
     country or jurisdiction.

(24) In this Guarantee, unless otherwise defined herein, all words and phrases
     used beginning with initially capitalized letters shall have the same
     meanings herein as in the Credit Agreement.

(25) In this Guarantee, words importing the singular include the plural and vice
     versa, and words importing gender shall include all genders.

(26) Subject to paragraph 11 above, this Guarantee shall terminate upon the full
     and final payment in full of the Indebtedness and when the Lenders have no
     further commitment to make any Loans under the Credit Agreement.

(27) All communications and notices hereunder shall be in writing and given as
     provided in the Credit Agreement. All communications and notices hereunder
     to the Guarantor shall be given to it at 7405 Trans Canada Highway, Suite
     200, St. Laurent, Quebec, H4T 1Z2, Canada (Telecopy No. 514-331-7061)
     Attention: Russell J. David, Vice President, Finance, with a copy to
     Morgan, Lewis & Bockius, LLP, 101 Park Avenue, New York, New York,
     10178-0060, Attention: David W. Pollak, Esq. (Telecopy No. 212-309-6273).

(28) The Guarantor hereby acknowledges having received and read an executed copy
     of the Credit Agreement.

(29) It is the express wish of the parties that this Guarantee and any related
     documents be drawn up and executed in English. Il est la volonte expresse
     des parties que cette convention et tous les documents s'y rattachant
     soient rediges et signes en anglais.

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                                                                              6.


IN WITNESS WHEREOF the undersigned has executed this Guarantee as of this 1st
day of April, 1997.

                                   SPORT MASKA INC.                        
                                                                           
                                                                           
                                   Per:     /s/ D. Bruce Randall  c.s.     
                                            -------------------------------
                                            Name:    D. Bruce Randall
                                            Title:   Secretary