Exhibit 10.1

                              EMPLOYMENT AGREEMENT

     Agreement,  dated as of February 14, 2005,  by and between  Candie's,  Inc.
(the "Company") and Warren Clamen ("Employee") (the "Parties").

     WHEREAS,  the  Company  wishes to hire the  Employee,  for the  position of
Executive Vice  President,  and the Employee has agreed to undertake and perform
the obligations set forth in this Agreement, subject to the terms hereof.

     NOW, THEREFORE, in consideration of the promises,  covenants and agreements
set forth in this Agreement, the parties agree as follows:

     1.  Engagement of Employee;  Duties.  The Company hereby agrees to hire the
Employee,  on an exclusive  basis, as Chief Financial  Officer of the Company to
perform the services  mutually agreed to by the Parties and customary of a chief
financial officer of a public company. Employee shall be an executive officer of
the Company and shall report to the Chief Executive Officer of the Company.

     2. Time.  Employee shall devote  substantially all of his professional time
and best efforts to the business affairs of the Company.

     3. Term. The  Employee's  engagement  shall commence  effective on March 9,
2005,  (the "Start Date") and shall  continue for two years (the  "Term").unless
terminated  for cause for any reason by either Party upon 30 days written notice
of the basis  for the  proposed  termination  and a  reasonable  chance to cure.
Employee  may  terminate  this  Agreement  in the  event  his  title,  reporting
relationship or job  responsibilities  are materially or adversely affected.  In
the event the Company  elects to terminate  this  Agreement for any reason other
than that  specified  herein,  Employee shall be entitled to receive his current
salary  through  the  remainder  of the  term,  but no less  than one  times the
executive's annualized compensation at the time of termination.

     4.  Compensation.   As  compensation  to  the  Employee  for  his  services
hereunder,  the Company shall pay to the Employee $225,000 for the first year of
the Term and no less than  $240,000 for the second year,  payable in  accordance
with the Company's payroll practices and procedures in effect. The Company shall
pay  executive  a car  allowance  of  $1,500  per  month  for  the  term of this
Agreement.  The executive  shall be eligible for a bonus as defined in paragraph
6.

     5. Fringe  Benefits.  Employee  shall  receive the benefits  given to other
executive officers of the Company including,  but not limited to, major medical,
dental,  life  insurance,  pension  including any 401(K) or other profit sharing
plan.  Employee  shall also be added as an insured under the Company's  officers
and  directors  insurance and all other polices which pertain to officers of the
Company. The Company shall pay for all expenses related to COBRA until such time
as the executive is fully covered under Company's Plan.

     6. Bonus.  The Employee  shall be eligible to  participate in the executive
bonus program then in effect.  He shall be eligible for a bonus of up to 100% of
his salary to be superseded by the maximum amount  available under the Company's
executive bonus plan, if established.

     7.  Options.  The  Employee  shall be granted  options to purchase  200,000
shares  of the  Company's  stock at the price of the stock on or about the Start
Date,  which shall vest as follows 100,000 on the Start Date and 100,000 on June
1, 2005.

     8.  Vacation.  The Employee shall be entitled to four weeks of vacation per
year of employment.  The Employee shall use his vacation in the calendar year in
which it is accrued.

     9. Change of Control.  In the event that there comes a time during the Term
hereof that Neil Cole is not either (i) employed as an executive  officer of the
Company or; (ii) a member of the Company's  Board of Directors,  or (iii) a sale
or  merger  of the  Company  with a  non-affiliate,  upon  termination  then the
Employee  shall be  entitled to receive  his  current  compensation  through the
remainder  of the Term but no less  than one times  the  executive's  annualized
compensation at the time of termination.

     10.  Confidentiality.  The  Employee  shall not  divulge to anyone,  either
during or at any time  after  the Term,  any  information  constituting  a trade
secret or other confidential  information acquired by it concerning the Company,
any subsidiary or other  affiliate of the Company,  except in the performance of
his duties  hereunder,  including  but not limited to its  licensees,  revenues,
business  systems  and  processes  ("Confidential  Information").  The  Employee
acknowledges that any Confidential Information is of great value to the Company,
and upon the  termination of its engagement the Employee shall  redeliver to the
Company all Confidential Information and other data in his possession.

     12. Entire  Agreement.  This Agreement  represents and expresses the entire
understanding  and  agreement  between the parties  with  respect to the subject
matter  hereof and may not be modified or  terminated  except by an agreement in
writing signed by both of the parties hereto.

     13.  Governing Law;  Submissions to  Jurisdiction.  This Agreement shall be
deemed to be a contract made under the laws of the State of New York and for all
purposes  shall be  construed  in  accordance  with those laws.  The Company and
Employee  unconditionally consent to submit to the exclusive jurisdiction of the
New York State Supreme Court,  County of New York or the United States  District
Court for Southern  District of New York for any actions,  suits or  proceedings
arising  out of or relating  to this  letter and the  transactions  contemplated
hereby  (and agree not to  commence  any  action,  suit or  proceeding  relating
thereto  except in such courts),  and further agree that service of any process,
summons,  notice or document by  registered  mail to the address set forth above
shall be effective service of process for any action, suit or proceeding brought
against the Company or the Employee, as the case may be, in any such court.


<PAGE>



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


                                                     CANDIE'S,INC.
                                                 By: /s/Neil Cole
                                                     ---------------------------
                                               Name: Neil Cole
                                              Title: President and CEO


                                                     /s/Warren Clamen
                                                     ---------------------------
                                                     Warren Clamen, Employee