Exhibit 10.48



                                    SYMS CORP

                                AMENDMENT TO THE
                              AMENDED AND RESTATED
                  INCENTIVE STOCK OPTION AND APPRECIATION PLAN

     The  first  sentences  of  each of  Sections  3 and 15 of the  Amended  and
Restated  Incentive Stock Option and Appreciation Plan, as amended (the "Plan"),
of Syms  Corp,  a New Jersey  corporation  (the  "Corporation"),  adopted by the
Board, in March 1986, and approved by the stockholders,  in May 1986, as further
amended  by the Board in  November  1987,  as  further  amended in May 1993 upon
approval of both the Board and the stockholders, as further amended in July 2000
upon approval of both the Board and the stockholders, as further amended in July
2003 upon approval of both the Board and the stockholders,  is hereby deleted in
its entirety and the following substituted in lieu thereof:

     3.   TERMS OF THE PLAN.

Subject  to the  provisions  of  Sections  15 and 17,  the Plan  shall  commence
effective as of July 29, 1983,  and options  and/or  stock  appreciation  rights
granted under the Plan must be granted no later than July 28, 2013.


     15.  TERMINATION AND AMENDMENT OF THE PLAN.

     Unless  sooner  terminated,   as  hereinafter  provided,  this  Plan  shall
terminate on July 28, 2013, and no options or stock appreciation rights shall be
granted hereunder after that date.