V F CORP /PA/
S-4, EX-99.4, 2000-11-30
MEN'S & BOYS' FURNISHGS, WORK CLOTHG, & ALLIED GARMENTS
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                                                                    Exhibit 99.4

                                V.F. CORPORATION


                              OFFER TO EXCHANGE ITS
                       8.10% NEW NOTES DUE OCTOBER 1, 2005
                   AND ITS 8.50% NEW NOTES DUE OCTOBER 1, 2010
                       FOR ANY AND ALL OF ITS OUTSTANDING
                         8.10% NOTES DUE OCTOBER 1, 2005
               AND ITS OUTSTANDING 8.50% NOTES DUE OCTOBER 1, 2010



                    To Registered Holders and The Depository
                           Trust Company Participants:


         Enclosed are the materials listed below relating to the offer by V.F.
Corporation, a Pennsylvania corporation (the "Company"), to exchange its 8.10%
New Notes due October 1, 2005 and its 8.50% New Notes due October 1, 2010
(collectively, the "New NOTES"), pursuant to an offering registered under the
Securities Act of 1933, as amended (the "Securities Act"), for a like principal
amount of its issued and outstanding 8.10% Notes due October 1, 2005 and 8.50%
Notes due October 1, 2010 (collectively, the "Old NOTES") upon the terms and
subject to the conditions set forth in the Company's Prospectus, dated   , 2000,
and the related Letter of Transmittal (which together constitute the "Exchange
Offer").

         Enclosed herewith are copies of the following documents:

         1.   Prospectus dated      , 2000;

         2.   Letter of Transmittal;

         3.   Notice of Guaranteed Delivery;

         4.   Instruction to Registered Holder and/or Book-Entry Transfer
              Participant from Owner; and

         5.   Letter which may be sent to your clients for whose account you
              hold Old Notes in your name or in the name of your nominee, to
              accompany the
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              instruction form referred to above, for obtaining such client's
              instruction with regard to the Exchange Offer.

         WE URGE YOU TO CONTACT YOUR CLIENTS PROMPTLY. PLEASE NOTE THAT THE
EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON  , 2001 UNLESS
EXTENDED.

         The Exchange Offer is not conditioned upon any minimum number of Old
Notes being tendered.

         Pursuant to the Letter of Transmittal, each holder of Old Notes will
represent to the Company that (i) the holder is not an "affiliate" of the
Company, (ii) any New Notes to be received by it are being acquired in the
ordinary course of its business, and (iii) the holder has no arrangement or
understanding with any person to participate in a distribution (within the
meaning of the Securities Act) of such New Notes. If the tendering holder is a
broker-dealer that will receive New Notes for its own account in exchange for
Old Notes, you will represent on behalf of such broker-dealer that the Old Notes
to be exchanged for the New Notes were acquired by it as a result of market-
making activities or other trading activities, and acknowledge on behalf of such
broker- dealer that it will deliver a prospectus meeting the requirements of the
Securities Act in connection with any resale of such New Notes. By acknowledging
that it will deliver and by delivering a prospectus meeting the requirements of
the Securities Act in connection with any resale of such New Notes, such
broker-dealer is not deemed to admit that it is an "underwriter" within the
meaning of the Securities Act.

         The enclosed Instruction to Registered Holder and/or Book-Entry
Transfer Participant from Owner contains an authorization by the beneficial
owners of the Old Notes for you to make the foregoing representations.

         The Company will not pay any fee or commission to any broker or dealer
or to any other persons (other than the Exchange Agent) in connection with the
solicitation of tenders of Old Notes pursuant to the Exchange Offer. The Company
will pay or cause to be paid any transfer taxes payable on the transfer of Old
Notes to it, except as otherwise provided in Instruction 8 of the enclosed
Letter of Transmittal.

         Additional copies of the enclosed material may be obtained from the
undersigned.

                                    Very truly yours,

                                    U.S. BANK TRUST
                                    NATIONAL ASSOCIATION


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NOTHING CONTAINED HEREIN OR IN THE ENCLOSED DOCUMENTS SHALL MAKE YOU THE AGENT
OF V.F. CORPORATION OR U.S. BANK TRUST NATIONAL ASSOCIATION, OR AUTHORIZE YOU TO
USE ANY DOCUMENT OR MAKE ANY STATEMENT ON THEIR BEHALF IN CONNECTION WITH THE
EXCHANGE OFFER OTHER THAN THE DOCUMENTS ENCLOSED HEREWITH AND THE STATEMENTS
CONTAINED THEREIN.




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