Exhibit
4.26


 





	 


2004
STOCK OPTION PLAN OF INTER PARFFUMS, INC.


 


Addendum
to the Plan


 


FRANCE

 






  


		1	GENERAL



 


This
Addendum to the Plan sets out the terms of the 2004 Stock Option of Inter Parfums, Inc. (the "Plan"), in relation to
France. 


 


This
Addendum should be read in conjunction with the Plan and is subject to the terms and conditions of the Plan except to the extent
that the terms and conditions of the Plan differ from or conflict with the terms set out in this Addendum in which event the terms
set out in this Addendum shall prevail.


 


The
terms of this Addendum are the terms set out in the rules of the Plan modified as follows:


 


		2	APPLICATION



 


This
Addendum will apply to any Optionee who is or may become subject to French tax (i.e. income tax and/or social security tax) on
options granted under the Plan.


 


		3	ELIGIBILITY



 


The
Committee may not grant an option under this Addendum to an individual:


 


		Ø	unless
                                                                                                                                         he
                                                                                                                                         is
                                                                                                                                         employed
                                                                                                                                         by
                                                                                                                                         the
                                                                                                                                         Company
                                                                                                                                         or
                                                                                                                                         by
                                                                                                                                         a
                                                                                                                                         company
                                                                                                                                         with
                                                                                                                                         sufficiently
                                                                                                                                         close
                                                                                                                                         capital
                                                                                                                                         links
                                                                                                                                         to
                                                                                                                                         the
                                                                                                                                         Company
                                                                                                                                         as
                                                                                                                                         defined
                                                                                                                                         in
                                                                                                                                         Article
                                                                                                                                         L225-180
                                                                                                                                         of
                                                                                                                                         the
                                                                                                                                         French
                                                                                                                                         "Code
                                                                                                                                         de
                                                                                                                                         Commerce"
                                                                                                                                         in
                                                                                                                                         France;
                                                                                                                                         OR
                                                                                                                                         



 


		Ø	unless
                                                                                                                                         he
                                                                                                                                         is
                                                                                                                                         a
                                                                                                                                         director
                                                                                                                                         with
                                                                                                                                         a
                                                                                                                                         management
                                                                                                                                         function
                                                                                                                                         as
                                                                                                                                         defined
                                                                                                                                         in
                                                                                                                                         Article
                                                                                                                                         L225-185
                                                                                                                                         of
                                                                                                                                         the
                                                                                                                                         French
                                                                                                                                         "Code
                                                                                                                                         de
                                                                                                                                         Commerce"
                                                                                                                                         in
                                                                                                                                         France
                                                                                                                                         of
                                                                                                                                         the
                                                                                                                                         Company
                                                                                                                                         or
                                                                                                                                         of
                                                                                                                                         a
                                                                                                                                         company
                                                                                                                                         with
                                                                                                                                         sufficiently
                                                                                                                                         close
                                                                                                                                         capital
                                                                                                                                         links
                                                                                                                                         to
                                                                                                                                         the
                                                                                                                                         Company
                                                                                                                                         as
                                                                                                                                         defined
                                                                                                                                         in
                                                                                                                                         Article
                                                                                                                                         L225-180
                                                                                                                                         of
                                                                                                                                         the
                                                                                                                                         French
                                                                                                                                         "Code
                                                                                                                                         de
                                                                                                                                         Commerce"
                                                                                                                                         ;
                                                                                                                                         OR



 


 





	February
    2008	2004
    Stock Option plan of Inter Parfums, Inc.	Page
    1 of 5











    	 



    	 



    
 


 


		Ø	who
                                                                                                                                         owns
                                                                                                                                         more
                                                                                                                                         than
                                                                                                                                         10%
                                                                                                                                         of
                                                                                                                                         the
                                                                                                                                         share
                                                                                                                                         capital
                                                                                                                                         of
                                                                                                                                         the
                                                                                                                                         Company
                                                                                                                                         and
                                                                                                                                         who
                                                                                                                                         may
                                                                                                                                         not
                                                                                                                                         therefore
                                                                                                                                         be
                                                                                                                                         granted
                                                                                                                                         an
                                                                                                                                         option
                                                                                                                                         to
                                                                                                                                         satisfy
                                                                                                                                         the
                                                                                                                                         requirements
                                                                                                                                         of
                                                                                                                                         sub-paragraph
                                                                                                                                         2
                                                                                                                                         of
                                                                                                                                         Article
                                                                                                                                         L225-182
                                                                                                                                         of
                                                                                                                                         the
                                                                                                                                         French
                                                                                                                                         "Code
                                                                                                                                         de
                                                                                                                                         Commerce";
                                                                                                                                         OR



 


		Ø	who
                                                                                                                                         is
                                                                                                                                         a
                                                                                                                                         member
                                                                                                                                         of
                                                                                                                                         the
                                                                                                                                         Committee.



 


		4	EXERCISE
                                                           PRICE



 


The
exercise price for an option shall be determined on the date on which the Committee resolves to grant the option.


 


The
exercise price in the case of options to subscribe for unissued shares may not be:


 


		Ø	lower
                                                                                                                 than 95% of the
                                                                                                                 average stock
                                                                                                                 exchange price
                                                                                                                 during the 20
                                                                                                                 dealing (trading)
                                                                                                                 days preceding
                                                                                                                 the grant



 


In
the case of options to purchase existing shares (also known as treasury shares), the exercise price may not be:


 


		Ø	lower
                                                                                                                                         than
                                                                                                                                         95%
                                                                                                                                         of
                                                                                                                                         the
                                                                                                                                         average
                                                                                                                                         stock
                                                                                                                                         exchange
                                                                                                                                         price
                                                                                                                                         during
                                                                                                                                         the
                                                                                                                                         20
                                                                                                                                         dealing
                                                                                                                                         (trading)
                                                                                                                                         days
                                                                                                                                         preceding
                                                                                                                                         the
                                                                                                                                         grant



 


		Ø	in
                                                                                                                                         addition,
                                                                                                                                         lower
                                                                                                                                         than
                                                                                                                                         95%
                                                                                                                                         of
                                                                                                                                         the
                                                                                                                                         average
                                                                                                                                         actual
                                                                                                                                         repurchase
                                                                                                                                         price
                                                                                                                                         of
                                                                                                                                         the
                                                                                                                                         shares
                                                                                                                                         by
                                                                                                                                         the
                                                                                                                                         Company
                                                                                                                                         of
                                                                                                                                         its
                                                                                                                                         own
                                                                                                                                         shares
                                                                                                                                         to
                                                                                                                                         be
                                                                                                                                         allocated
                                                                                                                                         to
                                                                                                                                         the
                                                                                                                                         Optionee,
                                                                                                                                         provided
                                                                                                                                         the
                                                                                                                                         shares
                                                                                                                                         are
                                                                                                                                         repurchased
                                                                                                                                         prior
                                                                                                                                         to
                                                                                                                                         the
                                                                                                                                         date
                                                                                                                                         of
                                                                                                                                         grant
                                                                                                                                         of
                                                                                                                                         the
                                                                                                                                         options.



 


		5	GRANT OF
                                                           OPTIONS



 


An
option may not be granted in the period of 20 dealing days immediately following a distribution of dividends or a capital increase.


 


Furthermore,
options cannot be granted under this Addendum


 


		Ø	within
                                                                                                                                         the
                                                                                                                                         10
                                                                                                                                         dealing
                                                                                                                                         days
                                                                                                                                         before
                                                                                                                                         or
                                                                                                                                         after
                                                                                                                                         the
                                                                                                                                         publication
                                                                                                                                         of
                                                                                                                                         the
                                                                                                                                         annual
                                                                                                                                         consolidated
                                                                                                                                         accounts,
                                                                                                                                         where
                                                                                                                                         required,
                                                                                                                                         or
                                                                                                                                         of
                                                                                                                                         the
                                                                                                                                         Company’s
                                                                                                                                         annual
                                                                                                                                         accounts;



 


		Ø	within
                                                                                                                                         a
                                                                                                                                         period
                                                                                                                                         beginning
                                                                                                                                         with
                                                                                                                                         the
                                                                                                                                         date
                                                                                                                                         at
                                                                                                                                         which
                                                                                                                                         the
                                                                                                                                         Company's
                                                                                                                                         board
                                                                                                                                         of
                                                                                                                                         directors
                                                                                                                                         become
                                                                                                                                         aware
                                                                                                                                         of
                                                                                                                                         any
                                                                                                                                         information
                                                                                                                                         which,
                                                                                                                                         were
                                                                                                                                         it
                                                                                                                                         to
                                                                                                                                         be
                                                                                                                                         public
                                                                                                                                         knowledge,
                                                                                                                                         could
                                                                                                                                         have
                                                                                                                                         a
                                                                                                                                         material
                                                                                                                                         impact
                                                                                                                                         on
                                                                                                                                         the
                                                                                                                                         Company's
                                                                                                                                         share
                                                                                                                                         price
                                                                                                                                         and
                                                                                                                                         ending
                                                                                                                                         10
                                                                                                                                         dealing
                                                                                                                                         days
                                                                                                                                         after
                                                                                                                                         the
                                                                                                                                         information
                                                                                                                                         becomes
                                                                                                                                         public
                                                                                                                                         knowledge.



 


If
the option is an option to buy existing (treasury) shares of common stock, the repurchase of the shares by the Company can take
place either within a twelve month period preceding the date of grant of the option, or prior to the date on which the options
become exercisable if exercisability conditions exist.


 


 


	February
    2008	2004
    Stock Option plan of Inter Parfums, Inc.	Page
    2      of 5







    	 



    	 



    
 


 


		6	VESTING
                                                           AND EXERCISE



 


		6.1	Options
                                                                   granted under this Addendum shall vest and become exercisable
                                                                   on the day following the fourth anniversary of the date of
                                                                   grant, subject to paragraph 9 of this Addendum.



  


		7	SALES RESTRICTIONS



  


The
shares acquired upon exercise of the options issued under this Addendum will be freely transferable in France, subject to the
following conditions:


 


		7.1	The
                                                                   above mentioned shares may not be sold or otherwise disposed
                                                                   of before the day following the fourth anniversary of the date
                                                                   of grant;



 


 


		7.2	The
                                                                   sales restrictions provided by sub-paragraph 7.1 above shall
                                                                   not apply in the case of death or of 2nd or 3rd category disability
                                                                   of the Optionee as defined under Article L341-4 of the French
                                                                   Social Security Code;



 


 


		7.3	The
                                                                   sales restrictions provided by sub-paragraph 7.1 above shall
                                                                   not apply in the case of:



 


 


		a)	dismissal
                                                              of the Optionee by the Company or any subsidiary of the Company
                                                              provided that the Optionee exercised his options at least 3 months
                                                              prior to receipt of notice of dismissal;



  


		b)	the Optionee’s
                                                              retirement (as defined in the 3rd paragraph of Article
                                                              L. 122-14-13 of the French Labor Code) provided that the Optionee
                                                              exercised his options at least 3 months prior to the date of termination
                                                              of his/her employment contract;



  


		7.4	If
                                                                   the Committee so decides in its absolute discretion, after
                                                                   due regard to the Optionee's personal circumstances, the sales
                                                                   restrictions provided by sub-paragraph 7.1 may be lifted;



  


		7.5	The
                                                                   sales restrictions provided by sub-paragraph 7.1 will only
                                                                   apply to the extent that they would not impose a restriction
                                                                   on resale of the shares for a period of more than three years
                                                                   from the date of exercise of the option, in accordance with
                                                                   Article L225-177 of the French "Code de Commerce".



  


		7.6	With regard to transfer
restrictions in the United States of the shares acquired on exercise options granted under this Addendum, the provisions of Article
11 of the Plan apply.



  


		8	NON-TRANSFERABILITY
                                                          OF OPTIONS



 


No
option granted under this Addendum may be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated, except
in the case of death of the Optionee. All options granted under this Addendum shall be exercisable during the Optionee's lifetime,
only by the Optionee.


 


 


	February
    2008	2004
    Stock Option plan of Inter Parfums, Inc.	Page
     3 of 5








    	 



    	 



    
 





		9	DEATH OF
                                                          AN OPTIONEE; EARLY TERMINATION OF OPTION



  


9.1
If the Optionee dies, his options must be exercised by his heirs (if at all) within six months after his death after which the
option will expire. 


 


9.2
Notwithstanding Section 9(b) of the Plan that provides for termination of a nonqualified stock option simultaneously with the
termination of association of an Optionee with the Company and its Subsidiaries, the Committee shall have the authority, in its
sole discretion, to determine whether and under what conditions options granted under
this Addendum will terminate upon the Optionee leaving the Company and to waive any such
condition.


 





		10	ALTERATION
                                                            OF PLAN



  


Any
alteration or addition, which would affect the subsisting rights of an Optionee, will, in all cases, require the consent of the
Optionee.


 





		11	PLAN LIMITS



  


Options
may not be granted under the Plan:


		Ø	over
                                                                                                                                        more
                                                                                                                                        than
                                                                                                                                        one
                                                                                                                                        third
                                                                                                                                        of
                                                                                                                                        the
                                                                                                                                        Company’s
                                                                                                                                        share
                                                                                                                                        capital
                                                                                                                                        in
                                                                                                                                        the
                                                                                                                                        case
                                                                                                                                        of
                                                                                                                                        options
                                                                                                                                        to
                                                                                                                                        subscribe
                                                                                                                                        for
                                                                                                                                        unissued
                                                                                                                                        shares;
                                                                                                                                        or



		Ø	over
                                                                                                                                        more
                                                                                                                                        than
                                                                                                                                        10%
                                                                                                                                        of
                                                                                                                                        the
                                                                                                                                        total
                                                                                                                                        number
                                                                                                                                        of
                                                                                                                                        such
                                                                                                                                        shares
                                                                                                                                        in
                                                                                                                                        issue
                                                                                                                                        in
                                                                                                                                        the
                                                                                                                                        case
                                                                                                                                        of
                                                                                                                                        options
                                                                                                                                        to
                                                                                                                                        purchase
                                                                                                                                        existing
                                                                                                                                        shares.






 


		12	ADJUSTMENTS



 


The
exercise price of an option may not be changed during the term of the option.


 


However,
the Company is required to ensure the protection of the Optionees’ rights under the conditions provided in Article L 228-99
of the French Code de Commerce in the event of the following specific operations:


 


		·	Capital
                                                                                                                                    amortization
                                                                                                                                    or
                                                                                                                                    capital
                                                                                                                                    reduction;



		·	Change
                                                                                                                                    in
                                                                                                                                    the
                                                                                                                                    allocation
                                                                                                                                    of
                                                                                                                                    earnings;



		·	Grant
                                                                                                                                    of
                                                                                                                                    free
                                                                                                                                    shares;



		·	Capitalization
                                                                                                                                    of
                                                                                                                                    reserves,
                                                                                                                                    issue
                                                                                                                                    premiums
                                                                                                                                    or
                                                                                                                                    earnings;



		·	Distribution
                                                                                                                                    of
                                                                                                                                    reserves;



		·	Any
                                                                                                                                    issuance
                                                                                                                                    of
                                                                                                                                    equity
                                                                                                                                    securities
                                                                                                                                    or
                                                                                                                                    any
                                                                                                                                    rights
                                                                                                                                    giving
                                                                                                                                    access
                                                                                                                                    to
                                                                                                                                    equity
                                                                                                                                    securities
                                                                                                                                    including
                                                                                                                                    a
                                                                                                                                    preferential
                                                                                                                                    subscription
                                                                                                                                    right
                                                                                                                                    to
                                                                                                                                    the
                                                                                                                                    benefit
                                                                                                                                    of
                                                                                                                                    the
                                                                                                                                    shareholders.



 


No
adjustment may be made to the option which is inconsistent with French law and, in particular, with Sections 174.8 to 174.16 of
the Decree no. 67-236 of 23 March 1967.


 


 


	February
    2008	2004
    Stock Option plan of Inter Parfums, Inc.	Page
     4 of 5







    	 



    	 



    
 


 





		13	CHANGES



  


The
Committee may not change the Plan in a way which affects this Addendum, or options granted under this Addendum, if the change
is inconsistent with French law and in particular with French legislation on stock options as defined in Articles L225-177 to
L225-185 of French "Code de Commerce".


 




 


	February
    2008	2004
    Stock Option plan of Inter Parfums, Inc.	Page
      5 of 5