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                                                                    Exhibit 10.3

                            REAFFIRMATION OF GUARANTY
                            -------------------------

                                October 31, 2000

General Electric Capital Corporation, as Agent
10 South LaSalle Street
Suite 2800
Chicago, Illinois 60603

Attn:  Wilsons Leather Account Manager

     Please refer to (1) the Second Amended and Restated Credit Agreement dated
the date hereof (the "Amended Credit Agreement"), amending and restating that
certain Amended and Restated Credit Agreement dated as of May 24, 1999, amending
and restating that certain Credit Agreement dated as of May 25, 1996 among
Wilsons Leather Holdings Inc. ("Borrower"), and the Loan Parties, General
Electric Capital Corporation, individually and as agent ("Agent") and the other
lenders signatory thereto; (2) the Parent Guaranty dated as of May 25, 1996 (as
amended, the "Parent Guaranty"), by certain of the undersigned in favor of Agent
on behalf of the Lenders under the Credit Agreement (3) the Store Guarantors'
Guaranty (as amended, the "Store Guarantors' Guaranty") dated as of May 25, 1996
by certain of the undersigned in favor of Agent on behalf of the Lenders under
the Credit Agreement, (4) the Joinder Agreement dated July 31, 1997 between
Wilsons International, Inc. and Agent, (5) the Joinder Agreement dated May 24,
1999 between certain of the undersigned and Agent, (6) the Joinder Agreement
dated October 10, 2000 between certain of the undersigned and Agent and (7) the
Joinder Agreement of even date herewith between certain of the undersigned and
Agent. Pursuant to the Amended Credit Agreement, Lenders have agreed to make
Loans and to incur Letter of Credit Obligations and Eligible Trade L/C
Obligations on behalf of Borrower. All capitalized terms used but not otherwise
defined herein have the meaning given to them in the Credit Agreement or in
SCHEDULE A thereto.
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     We hereby (i) acknowledge receipt of the Amended Credit Agreement, (ii)
acknowledge and reaffirm all of our obligations and undertakings under the
Parent Guaranty and the Store Guarantors' Guaranty (as applicable)
(collectively, the "Guaranties"), and (iii) acknowledge and agree that
subsequent to, and taking into account such Amended Credit Agreement, the
Guaranties are and shall remain in full force and effect in accordance with the
terms thereof.

                                       Parents:

                                       Wilsons The Leather Experts Inc.
                                       Wilsons Center, Inc.
                                       Rosedale Wilsons, Inc.
                                       River Hills Wilsons, Inc.

                                       By: /s/ DANIEL R. THORSON
                                           -------------------------------------
                                       Title: TREASURER
                                              ----------------------------------
                                              The authorized officer of each of
                                              the foregoing corporations

                                       Store Guarantors:

                                       Bermans The Leather Experts Inc.
                                       El Portal Group, Inc.
                                       Travelsupplies.com LLC
                                       Wilsons Leather Direct Inc.
                                       Wilsons International Inc.
                                       Wilsons Leather of Airports Inc.
                                       Wilsons Leather of Alabama Inc.
                                       Wilsons Leather of Arkansas Inc.
                                       Wilsons Leather of Canada Ltd.
                                       Wilsons Leather of Connecticut Inc.
                                       Wilsons Leather of Delaware Inc.
                                       Wilsons Leather of Florida Inc.
                                       Wilsons Leather of Georgia Inc.
                                       Wilsons Leather of Indiana Inc.
                                       Wilsons Leather of Iowa Inc.
                                       Wilsons Leather of Louisiana Inc.
                                       Wilsons Leather of Maryland Inc.
                                       Wilsons Leather of Massachusetts Inc.
                                       Wilsons Leather of Michigan Inc.
                                       Wilsons Leather of Mississippi Inc.
                                       Wilsons Leather of Missouri Inc.
                                       Wilsons Leather of New Jersey Inc.
                                       Wilsons Leather of New York Inc.
                                       Wilsons Leather of North Carolina Inc.


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                                       Wilsons Leather of Ohio Inc.
                                       Wilsons Leather of Pennsylvania Inc.
                                       Wilsons Leather of Rhode Island Inc.
                                       Wilsons Leather of South Carolina Inc.
                                       Wilsons Leather of Tennessee Inc.
                                       Wilsons Leather of Texas Inc.
                                       Wilsons Leather of Vermont Inc.
                                       Wilsons Leather of Virginia Inc.
                                       Wilsons Leather of West Virginia Inc.
                                       Wilsons Leather of Wisconsin Inc.
                                       WWT, Inc.

                                       By: /s/ DANIEL R. THORSON
                                           -------------------------------------
                                       Name: DANIEL R. THORSON
                                             -----------------------------------
                                             The authorized officer of each of
                                             the foregoing corporations



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