DELIAS INC
10-Q, EX-10.35, 2000-06-13
CATALOG & MAIL-ORDER HOUSES
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                                                                 Exhibit 10.35

                                  DELIA*S INC.
                                435 HUDSON STREET
                               NEW YORK, NY 11238

June 9, 2000

Mr. Stephen I. Kahn
dELiA*s
435 Hudson Street
New York, NY 10014

Re:      First Amendment to Employment Agreement
         ---------------------------------------

Dear Mr. Kahn:

         This letter, when countersigned by you, shall constitute the First
Amendment to the Employment Agreement between you and dELiA*s Inc., dated as of
December 18, 1996.

         Section 2 of the Employment Agreement is hereby deleted and replaced in
its entirety by the following paragraph:

               Subject to Section 4, the Executive shall continue to be employed
               by the Company under this agreement until the close of business
               on the sixth anniversary of this agreement.

         Section 5(e) of the Employment Agreement is hereby deleted and replaced
in its entirety by the following paragraph:

               The Company shall provide the Executive with an annual allowance
               of $20,000 to be applied, in the Executive's discretion, in any
               combination to one or more of the following: tax return
               preparation, financial consulting, estate planning and/or
               life/disability insurance premiums and similar professional
               services.

         In all other respects, the Employment Agreement shall continue in full
force and effect without modification. Upon execution by you, this letter
agreement shall have effect as of December 18, 1999.

         If you are in agreement with the foregoing, please countersign below in
the space indicated.

                                             Sincerely,

                                             dELiA*s Inc.


                                             By /s/ TIMOTHY B. SCHMIDT
                                                -------------------------
                                                Timothy B. Schmidt
                                                Senior Vice President

ACKNOWLEDGED AND AGREED:


/s/ STEPHEN I. KAHN
-------------------
Stephen I. Kahn


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