Except as otherwise indicated in the information included in this Exhibit 99.2, or as the context may otherwise require, references to (i) the terms “we,” “us,” “G-III,” and “our” refer to G-III Apparel Group, Ltd. and its subsidiaries; (ii) the term “AM Apparel” refers to AM Apparel Holdings, Inc. and its subsidiaries; and (iii) the term “Acquisition” refers to our acquisition of the stock of AM Apparel Holdings, Inc.

The following unaudited pro forma condensed consolidated financial data as of and for the year ended January 31, 2008 give effect to the Acquisition as if it had occurred on the dates indicated below and after giving effect to the pro forma adjustments. The unaudited pro forma condensed consolidated statement of income for the fiscal year ended January 31, 2008 has been derived from G-III’s audited consolidated statement of income for its fiscal year ended January 31, 2008 and AM Apparel’s audited consolidated statement of operations for its year ended December 31, 2007 and gives effect to the consummation of the Acquisition as if it had occurred on February 1, 2007. The unaudited pro forma condensed consolidated balance sheet as of January 31, 2008 has been derived from G-III’s audited consolidated balance sheet as of January 31, 2008 and AM Apparel’s audited consolidated balance sheet as of December 31, 2007, as adjusted to give effect to the Acquisition as if it occurred on January 31, 2008.

The pro forma adjustments are based upon available information and certain assumptions that we consider reasonable. The pro forma results of operations are not necessarily indicative of the results of operations that we would have achieved had the Acquisition reflected therein been consummated on the date indicated or that we will achieve in the future. The unaudited pro forma condensed consolidated financial data are based on preliminary estimates and assumptions set forth in the accompanying notes. Pro forma adjustments are necessary to reflect the estimated purchase price and to adjust amounts related to the assets and liabilities of AM Apparel to a preliminary estimate of their fair values. Pro forma adjustments are also necessary to reflect the changes in depreciation and amortization expense resulting from fair value adjustments to assets, interest income due to the use of cash to acquire AM Apparel, and the taxation of G-III’s and AM Apparel’s combined income as a result of the Acquisition, as well as the effects related to such pro forma adjustments.

The pro forma adjustments and allocation of purchase price are preliminary and are based on our estimates of the fair value of the assets acquired and liabilities assumed. The final purchase price allocation will be completed after asset and liability valuations are finalized. This final valuation will be based on the actual assets and liabilities of AM Apparel that existed as of the date of the completion of the Acquisition. Any final adjustments may materially change the allocation of the purchase price, which could affect the fair value assigned to the assets and liabilities and could result in a significant change to the unaudited pro forma condensed consolidated financial data.

	Historical G-III		(a) Historical Andrew Marc		Pro Forma Adjustments			G-III Pro Forma Condensed Consolidated
Current Assets
Cash and cash equivalents	$	38,341	$	169	$	(38,341	) (b)	$	169
Receivables, net of allowances		66,944		13,923		—			80,867
Inventories, net		59,934		5,915		—			65,849
Prepaid expenses and other current assets		8,500		1,535		—			10,035
Deferred income taxes		10,046		4,385		—			14,431
Total current assets		183,765		25,927		(38,341	)		171,351
Property, plant and equipment, net		5,261		2,538		—			7,799
Intangible assets, net		42,889		22,900		15,608	(c) (e)		81,397
Deferred income taxes		3,944		—		—			3,944
Other assets		1,839		770		—			2,609
	$	237,698	$	52,135	$	(22,733	)	$	267,100
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities
Notes payable	$	13,060	$	—	$	4,659	(b)	$	17,719
Due to factor		—		6,333		—			6,333
Accounts payable		24,290		2,246		—			26,536
Contingent purchase price payable		4,894		—		—			4,894
Current maturities, long-term debt		—		28,060		(28,060	)(d)		—
Income taxes payable		4,348		—		—			4,348
Accrued expenses		15,461		3,780		—			35,736
Deferred income taxes		1,298		—		9,708	(e)		11,006
Total current liabilities		63,351		40,419		(13,693	)		90,077
Other non-current liabilities		473		100		—			573
Total Stockholders’ equity		173,874		11,616		(9,040	)(f)		176,450
	$	237,698	$	52,135	$	(22,733	)	$	267,100

The purchase price ($42.5 million) and related acquisition fees and expenses ($0.5 million) were paid from cash on hand and borrowings from our credit facility.

	Historical G-III		(a) Historical Andrew Marc			Pro Forma Adjustments			G-III Pro Forma Condensed Consolidated
Net sales	$	518,868	$	79,482		$	—		$	598,350
Cost of goods sold		379,417		49,501			—			428,918

Gross profit		139,451		29,981			—			169,432

Selling, general and administrative expenses		101,669		27,527			—			129,196
Depreciation and amortization		5,427		1,520			822	(b)		7,769
Goodwill impairment		—		8,000			(8,000	)(c)		—
Operating Income (Loss)		32,355		(7,066	)		7,178			32,467
Interest and financing charges, net		3,158		6,384			3,397	(d)		12,939
Income (Loss) before income taxes		29,197		(13,450	)		3,781			19,528
Income tax provision (benefit)		11,707		(2,183	)		1,516	(e)		11,040
Net Income (Loss)	$	17,490	$	(11,267	)	$	2,265		$	8,488
Income per Common Share:
Basic
Net income per share									$	0.53
Historical and pro forma weighted average number of shares outstanding										16,119
Diluted
Net income per share									$	0.51
Historical and pro forma weighted average number of shares outstanding										16,670

The historical Andrew Marc statement of income is for the twelve month period ended December 31, 2007.

There is no amortization related to the acquired Andrew Marc and Marc New York tradenames which have been assigned an indefinite life.

Reversal of goodwill impairment charge recorded by Andrew Marc for the year ended December 31, 2007.

Income taxes have been provided at G-III’s effective tax rate of 40.1% for the year ended January 31, 2008

Estimated Tradename		$	18,480
Estimated license agreements			2,500

Estimated customer list		3,229
Estimated goodwill		4,591
	$	28,800

Deferred tax liability recorded on intangible assets other than goodwill at G-III’s effective tax rate Intangibles other than goodwill	$	24,209
G-III’s effective tax rate for the year ended January 31, 2008		40.1	%
	$	9,708

Amortization of acquired intangible assets:
Amortization of licenses using an estimated life of 5 years	$	500
Amortization of customer lists using an estimated life of 5 to10 years		322
	$	822

Interest expense calculated on the purchase price and related cost and expenses of the Andrew Marc acquisition: Purchase price and related costs and expenses of acquisition	$	43,000
G-III’s weighted average interest rate for the year ended January 31, 2008		7.90	%
Interest	$	3,397