EXHIBIT 10.21
	 

	 
		Description of Director and Named
		Executive Officer Compensation*
	 

	 
		Directors
	 

	 
		Directors who are also employees of either
		the Holding Company or Finlay Jewelry receive no additional compensation for
		serving as members of the Board.
	 

	 
		For serving as a director of the Holding
		Company and Finlay Jewelry during 2006, each non-employee director with the
		exception of Mr. Cornstein, received aggregate compensation at the rate of
		$25,000 per year plus $1,000 for each Board meeting and each committee meeting
		attended in person, and $500 for each such meeting attended by conference
		telephone call, with the chairman of the Audit Committee receiving an
		additional annual fee of $6,000 and the Compensation Committee chairman and
		Nominating and Corporate Governance Committee chairman each receiving an
		additional annual fee of $3,000. 
	 

	 
		Prior to 2007, in lieu of receiving
		compensation for service on the Holding Company and Finlay Jewelry’s
		Boards, Mr. Cornstein was provided free use of an office in the Holding
		Company’s headquarters building. The Holding Company incurred no aggregate
		incremental cost to provide this office to Mr. Cornstein. Beginning in
		2007, Mr. Cornstein receives compensation under the same arrangement as
		the Company’s other non-employee directors and is paying rent to the
		Holding Company of $25,000 per year for the use of the office.
	 

	 
		Non-employee directors of the Holding
		Company and Finlay Jewelry will receive compensation for Board service under
		the same arrangements for 2007, except that beginning in 2007,
		Mr. Matthews, as Lead Independent Director, will receive an additional
		annual fee of $25,000.           

	 

	 
		Each non-employee director has the option,
		under the Holding Company’s Director Deferred Compensation and Stock
		Purchase Plan (the “Director Deferred Compensation Plan”), to defer
		100% of his or her annual retainer and committee chairperson fees that would
		otherwise be paid in cash and receive restricted stock units
		(“RSUs”). The participant RSUs are awarded and credited to the
		director participant’s account quarterly in an amount based on a formula
		which divides the cash amount deferred by the fair market value of a share of
		Common Stock on the award date, and are immediately vested. The Holding Company
		also credits the participant’s account with one matching RSU, which vests
		on the one-year anniversary date of the award date, for each participant RSU
		purchased by the director.
		
	 

	 
		Named Executive Officers
	 

	 
		The following table sets forth the annual
		base salaries of the Chief Executive Officer and the four other most highly
		compensated executive officers of the Holding Company for the fiscal year
		ending February 2, 2008, and the target bonus for each such executive officer.
		
	 

	 
		 
	 

	 
		 
	 



	 
	 

	 

	 
		 
	 

	 
			
				
				   
				

			 	
				
				  Base Salary
				

			 	
				
				  Target Bonus %
				

			 
	
				
				  Arthur E. Reiner
				

				
				  Chairman, President and Chief
				  Executive Officer of the Holding Company and Chairman and Chief Executive
				  Officer of Finlay Jewelry
				

			 	

				
				  $1,005,000
				

			 	

				
				  100%
				

			 
	
				
				   
				

			 	

				
				   
				

			 	

				
				   
				

			 
	
				
				  Bruce E. Zurlnick
				

				
				  Senior Vice President, Treasurer
				  and Chief Financial Officer of the Holding Company and Finlay
				  Jewelry
				

			 	

				
				  $310,000
				

			 	

				
				  60%
				

			 
	
				
				   
				

			 	

				
				   
				

			 	

				
				   
				

			 
	
				
				  Joseph M. Melvin
				

				
				  Executive Vice President, and
				  Chief Operating Officer of the Holding Company and President and Chief
				  Operating Officer of Finlay Jewelry
				

			 	

				
				  $452,056
				

			 	

				
				  60%
				

			 
	
				
				   
				

			 	

				
				   
				

			 	

				
				   
				

			 
	
				
				  Leslie A. Philip
				

				
				  Executive Vice President, and
				  Chief Merchandising Officer of the Holding Company and Finlay
				  Jewelry
				

			 	

				
				  $471,690
				

			 	

				
				  60%
				

			 
	
				
				   
				

			 	

				
				   
				

			 	

				
				   
				

			 
	
				
				  Edward J. Stein
				

				
				  Senior Vice President and
				  Director of Stores of Finlay Jewelry
				

			 	

				
				  $390,056
				

			 	

				
				  60%
				

			 

 

	 
		Pursuant to the terms of his employment
		agreement, Mr. Reiner is also entitled to certain stock
		compensation.
	 

	 
		The executive officers named above are also
		eligible to receive those benefits available to all of Finlay Jewelry’s
		senior officers, including performance-based cash bonuses, the ability to
		participate in the Holding Company’s Executive Deferred Compensation and
		Stock Purchase Plan, supplemental executive medical benefits, company-paid
		group life insurance (other than for Mr. Reiner who is entitled to key man
		life insurance under the terms of his employment agreement), as well as various
		other benefits available to all full-time employees of Finlay Jewelry
		including, but not limited to, paid vacation time, participation in the Holding
		Company’s 401(k) plan and short-term disability benefits. 
	 

	 
		*References herein to Holding Company are
		intended to refer to Finlay Enterprises, Inc. and references herein to Finlay
		Jewelry are intended to refer to Finlay Fine Jewelry Corporation.