<PAGE>
                                       
                           SECOND AMENDMENT TO LEASE

     THIS SECOND AMENDMENT TO LEASE (this "Second Amendment") is made as of 
this ____ day of September 1997 by and between ANGEL AND JEAN ECHEVARRIA 
(together, "Landlord"), and PILLOWTEX CORPORATION, a Texas corporation 
("Tenant").


                                   RECITALS

     A.  Landlord and Tenant entered into that certain Industrial Lease 
dated November 23, 1992 (the "Original Lease"), pursuant to which Landlord 
leased to Tenant, and Tenant leased from Landlord, certain premises commonly 
known as 3820 Union Pacific Avenue, Los Angeles, California, consisting of 
certain real property, an approximately 320,000 square foot building and 
other improvements located on the real property and certain parking areas, as 
more particularly described in the Original Lease (the "Premises").

     B.  Landlord and Tenant amended the Original Lease pursuant to that 
certain Broker's Ammendment [sic] executed as of November 11, 1992 (the 
"First Amendment"). True and correct copies of the Original Lease and the 
First Amendment are attached hereto as EXHIBIT A and incorporated by this 
reference. The Original Lease, as amended by the First Amendment, shall be 
referred to herein as the "Lease."

     C.  Landlord and Tenant desire to enter into this Second Amendment to 
modify the rent payable by Tenant pursuant to the Lease, to extend the term 
of the Lease, and to make certain other changes to the Lease, all in 
accordance with the terms and conditions set forth below.


                        AGREEMENT TERMS AND CONDITIONS

     NOW THEREFORE, for good and valuable consideration, the receipt and 
sufficiency of which are hereby acknowledged, Landlord and Tenant hereby 
agree as follows:

     1.  CONDITION PRECEDENT.  On October 29, 1997, Landlord commenced a 
bankruptcy case by filing a voluntary chapter 11 petition under the United 
States Bankruptcy Code, 11 U.S.C. Section 101 et seq., Case No. LA 96-45771-TD
with the United States Bankruptcy Court for the Central District of California
(the "Bankruptcy Court"). This Second Amendment shall not be effective unless
and until the Bankruptcy Court has entered an order approving this Second 
Amendment upon the terms set forth herein (the "Order"). Immediately upon full
execution of this Second Amendment by Landlord and Tenant, Landlord shall seek
the Order from the Bankruptcy Court.  Upon entry of the Order, this Second 
Amendment shall immediately become effective, without further action on the 
part of either Landlord or Tenant.

<PAGE>

     2.  TERM.  Notwithstanding anything to the contrary set forth in the 
Lease, including without limitation Section 3.1 thereof, the term of the 
Lease is hereby extended through and including December 31, 2004.

     3.  RENT.  The first two (2) sentences of Article 4 of the Lease, 
entitled "Rent," are hereby deleted in their entirety and replaced with the 
following:

     "Tenant shall pay Landlord rent for the Premises ("Rent") in accordance 
with the following schedule:

          a.  From October 1, 1997 through December 31, 1998, Tenant shall 
pay to Landlord Rent at the annual rate of Six Hundred Eighteen Thousand Two 
Hundred Forty and 00/100 Dollars ($618,240.00), provided, however, the rent 
payable for the period from October 1, 1997 through and including December 
31, 1997 shall be that portion of the aforesaid annual Rent equal to the 
product of (i) such annual Rent multiplied by (ii) one-fourth (1/4);

          b.  From January 1, 1999 through December 31, 2000, Tenant shall 
pay to Landlord Rent at the annual rate of Six Hundred Thirty-Six Thousand 
Seven Hundred Eighty-Seven and 00/100 Dollars ($636,787.00);

          c.  From January 1, 2001 through December 31, 2001, Tenant shall 
pay to Landlord Rent at the annual rate of Six Hundred Forty-Two Thousand 
Nine Hundred Sixty-Nine and 00/100 ($642,969.00); and

          d.  From January 1, 2002 through December 31, 2002, Tenant shall 
pay to Landlord Rent at the annual rate of Six Hundred Forty-Nine Thousand 
One Hundred Fifty-Two and 00/100 ($649,152.00); and

          e.  From January 1, 2003 through December 31, 2004, Tenant shall 
pay to Landlord Rent at the annual rate of Six Hundred Sixty-One Thousand 
Five Hundred Seventeen and 00/100 ($661,517.00); and

     Rent shall be due and payable by Tenant in advance in consecutive equal 
monthly installments on or before the first day of each month."

     4.  NO OPTION FOR EXTENSION OF TERM, OPTION ON ADDITIONAL SPACE OR RIGHT 
OF FIRST REFUSAL.  Upon the execution hereof, the options and rights granted 
to Tenant under Section 39 of the Lease shall be of no further force and 
effect.

     5.  NO OTHER CHANGES.  Except as set forth in this Second Amendment, all 
other provisions of the Lease shall remain in full force and effect and are 
hereby ratified. In the event of a conflict between the terms of the Lease 
and this Second Amendment, this

                                      -2-

<PAGE>

Second Amendment shall prevail. All references in the Lease and in this Second 
Amendment to the "Lease" shall be deemed to be the Lease, as amended by this 
Second Amendment.

     6.   NO BROKER.  Tenant represents and warrants that it has dealt with no 
broker, agent or other person in connection with this Second Amendment and 
that no broker, agent or other person brought about this transaction. Tenant 
hereby agrees to indemnify, defend, protect and hold Landlord harmless from 
and against any claims, losses, liabilities, demands, costs, expenses or causes 
of action by any broker, agent or other person (including, without limitation, 
Cushman & Wakefield) claiming any commission or other form of compensation 
arising directly or indirectly with regard to this Second Amendment.

     7.   BINDING EFFECT.  This Second Amendment shall be binding upon and 
inure to the benefit of Landlord, its successors and assigns and Tenant and 
its permitted successors and permitted assigns.

     8.   ATTORNEYS' FEES.  Should any party initiate a legal proceeding 
against any other party, including an arbitration, then the prevailing party 
shall be entitled to recover its reasonable attorneys' fees and costs incurred 
in connection with such legal proceeding.

     9.   AUTHORITY.  Tenant has full power and authority to enter into this 
Second Amendment, and the person signing on behalf of Tenant has been fully 
authorized to do so by all necessary corporate action, or any other action, on 
the part of Tenant.

     10.  CAPTIONS.  The captions contained in this Second Amendment are for 
convenience only are not intended to limit or define the scope or effect of any 
provision of this Second Amendment.

     11.  CAPITALIZED TERMS.  All terms capitalized but not defined in this 
Second Amendment shall have the meanings given them in the Lease.

     12.  SEVERABILITY.  The invalidity, illegality or unenforceability of any 
provision of this Second Amendment shall not affect the enforceability of any 
other provision of this Second Amendment, all of which shall remain in full 
force and effect.

     13.  FACSIMILE.  The parties hereto and their respective successors and 
assigns are hereby authorized to rely upon the signatures of each person and 
entity on this Second Amendment which are delivered by facsimile as 
constituting a duly authorized, irrevocable, actual, current delivery of this 
Second Amendment with original ink signatures of each person and entity.

     14.  ESTOPPEL. Tenant certifies to Landlord that, to Tenant's knowledge, 
as of the date of this Second Amendment, except as described in paragraph 16 
below, (a) Landlord is not in default under the Lease and (b) Tenant does not 
have any defenses or offsets

                                     -3-
<PAGE>

to payment of rent and performance of its obligations under the Lease as and 
when the same becomes due.

     15.  COUNTERPARTS.  This Second Amendment may be executed in any number 
of counterparts and each such counterpart shall be deemed to be an original, 
but all of which, when taken together, shall constitute one Second Amendment.

     16.  NO WAIVER OF ALLOWED CLAIM.  Tenant has filed a timely proof of 
claim, in the amount of Fifty Thousand Dollars ($50,000), in Landlord's 
pending chapter 11 bankruptcy proceeding (In re Angel M. Echevarria, Case No. 
LA 96-45771-TD) currently pending before the United States Bankruptcy Court for 
the Central District of California. Tenant's proof of claim in Landlord's 
bankruptcy case shall be allowed for the entire amount filed and nothing 
herein shall be deemed to affect the payment on account of such claim through 
appropriate means, including Landlord's plan of reorganization or directly 
from the Landlord if the bankruptcy proceeding is dismissed.

     IN WITNESS WHEREOF, the parties have executed this Second Amendment as of 
the date first written above.


                                        LANDLORD:

                                        /s/ ANGEL ECHEVARRIA
                                        ---------------------------------
                                        ANGEL ECHEVARRIA

                                        /s/ JEAN ECHEVARRIA
                                        ---------------------------------
                                        JEAN ECHEVARRIA


                                        TENANT:


                                        PILLOWTEX CORPORATION,
                                        a Texas corporation


                                        By: /s/ John H. Karnes
                                           --------------------------------
                                           Name: John H. Karnes
                                                ---------------------------
                                           Title: Vice President
                                                 --------------------------

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