Exhibit 10.6

                                 CANDIE'S, INC.
                           AGREEMENT TO EXTEND OPTIONS

     AGREEMENT, dated as of September 21, 2001, by and between CANDIE'S, INC., a
Delaware  corporation  (the  "Company"),  and John  McPhee,,  an employee of the
Company, who resides at 19 St. Nicholas Road, Darien, CT 06820.

     WHEREAS, on or about November 11, 1996, the Company granted to Mr. McPhee a
total of 100,000 options at a price of $2.1250,  which options are due to expire
on or about November 11, 2001 (the "Option Agreement"), and

     WHEREAS,  the Company has agreed to extend these  options for an additional
five years.

     NOW  THEREFORE,  in  consideration  of their mutual  premises,  the Parties
hereby amend the Option Agreement as follows:


1. The  Option  Agreement  is  hereby  amended  so that the  expiration  date is
November 11, 2006.

2. All other  terms of the  Option  Agreement  shall  remain  in full  force and
effect.


                                                     CANDIE'S,  INC.


                                                     By:/s/Richard Danderline
                                                        Richard Danderline

Accepted as of the date first set above.
/s/ John McPhee
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Signature required with return of document to company to formalize issuance of
agreement.