10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________________

FORM 10-K

(Mark One)

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE

ACT OF 1934

For the fiscal year ended December 31, 2013

[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE

ACT OF 1934

For the transition period from ______to ______

Commission file number 1-10746

THE JONES GROUP INC. (Exact name of registrant as specified in its charter)
Pennsylvania (State or other jurisdiction of incorporation or organization)	06-0935166 (I.R.S. Employer Identification No.)
1411 Broadway New York, New York (Address of principal executive offices)	10018 (Zip Code)
(212) 642-3860 (Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Common Stock, $0.01 par value	Name of each exchange on which registered New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act:  None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

[X] Yes    [  ] No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

[  ] Yes    [X] No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   [X] Yes    [  ] No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).   [X] Yes    [  ] No

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [X]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer  [X]Accelerated filer  [  ]Non-accelerated filer  [  ]Smaller reporting company  [  ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).     [  ] Yes  [X] No

The aggregate market value of the voting and non-voting common equity held by non-affiliates as of the last business day of the registrant's most recently completed second fiscal quarter, based on the closing price of the registrant's common stock as reported on the New York Stock Exchange composite tape on July 6, 2013, was approximately $1,071,255,912.

As of February 17, 2014, 78,912,669 shares of the registrant's common stock were outstanding.

TABLE OF CONTENTS

Index		Page
PART I
Item 1	Business	5
Item 1A	Risk Factors	24
Item 1B	Unresolved Staff Comments	31
Item 2	Properties	31
Item 3	Legal Proceedings	32
Item 4	Mine Safety Disclosures	33
Executive Officers of the Registrant		33
PART II
Item 5	Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	34
Item 6	Selected Financial Data	36
Item 7	Management's Discussion and Analysis of Financial Condition and Results of Operations	37
Item 7A	Quantitative and Qualitative Disclosures About Market Risk	53
Management's Report on Internal Control Over Financial Reporting		55
Item 8	Financial Statements and Supplementary Data	57
Item 9	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	103
Item 9A	Controls and Procedures	103
PART III
Item 10	Directors, Executive Officers and Corporate Governance	104
Item 11	Executive Compensation	105
Item 12	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	105
Item 13	Certain Relationships and Related Transactions, and Director Independence	105
Item 14	Principal Accounting Fees and Services	105
PART IV
Item 15	Exhibits, Financial Statement Schedules	106
Signatures		107
Index to Financial Statement Schedules		108
Exhibit Index		108

DOCUMENTS INCORPORATED BY REFERENCE

The documents incorporated by reference into this Form 10-K and the Parts hereof into which such documents are incorporated are listed below:

Document	Part
Those portions of the registrant's proxy statement for the registrant's 2014 Annual Meeting of Stockholders (the "Proxy Statement") that are specifically identified herein as incorporated by reference into this Form 10-K.	III

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DEFINITIONS

As used in this Report, unless the context requires otherwise, "Jones," "our," "us" and "we" means The Jones Group Inc. and consolidated subsidiaries, "SWH" means Stuart Weitzman Holdings, LLC, "GRI" means GRI Group Limited, "Kurt Geiger" means KG Group Holdings Limited, "Brian Atwood" means the Brian Atwood-related intellectual property interests, equity interests, assets acquired and liabilities assumed on July 2, 2012, "FASB" means the Financial Accounting Standards Board, "ASC" means the "FASB Accounting Standards Codification^®", "ASU" means "Accounting Standards Update" and "SEC" means the United States Securities and Exchange Commission.

STATEMENT REGARDING FORWARD-LOOKING DISCLOSURE

This Report includes, and incorporates by reference, "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995.  All statements regarding our expected financial position, business and financing plans are forward-looking statements.  The words "believes," "expects," "plans," "intends," "anticipates" and similar expressions identify forward-looking statements.  Forward-looking statements also include representations of our expectations or beliefs concerning future events that involve risks and uncertainties, including:

· uncertainties and expenses associated with the proposed acquisition of Jones by Sycamore Partners, including any conditions imposed on the parties in connection with the consummation of the transaction and approval of the transaction by our shareholders (or the failure to obtain such approval);

· the effect that uncertainties related to the proposed acquisition of Jones by Sycamore Partners could have on our business, including our ability to maintain relationships with customers, employees or suppliers;

· risks and uncertainties related to the ability of third parties to fulfill their obligations related to the proposed acquisition, including providing financing under current financial market conditions;

· risks and uncertainties related to the ability of the parties to satisfy the conditions to closing the proposed acquisition and the risk that the proposed acquisition and the other transactions contemplated by the merger agreement may not be completed in the time frame expected by the parties or at all;

· risks and uncertainties associated with the effect of national, regional and international economic conditions;

· lowered levels of consumer spending resulting from a general economic downturn or lower levels of consumer confidence;

· the tightening of the credit markets and our ability to obtain capital on satisfactory terms;

· given the uncertain economic environment, the possible unwillingness of committed lenders to meet their obligations to lend to borrowers, in general;

· the performance of our products within the prevailing retail environment;

· customer acceptance of both new designs and newly-introduced product lines;

· our reliance on a few department store groups for large portions of our business;

· our ability to identify acquisition candidates and, in a competitive environment for such acquisitions, acquire such businesses on reasonable financial and other terms;

· the integration of the organizations and operations of any acquired business into our existing organization and operations;

· consolidation of our retail customers;

· financial difficulties encountered by our customers;

· the effects of vigorous competition in the markets in which we operate;

· our ability to attract and retain qualified executives and other key personnel;

· our reliance on independent foreign manufacturers, including political instability in countries where contractors and suppliers are located;

· changes in the costs of raw materials, labor, advertising and transportation, including the impact such changes may have on the pricing of our products and the resulting impact on consumer acceptance of our products at higher price points;

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· our ability to successfully implement new operational and financial information systems;

· our ability to secure and protect trademarks and other intellectual property rights;

· the effects of extreme or unseasonable weather conditions; and

· our ability to implement our strategic initiatives to enhance profitability.

All statements other than statements of historical facts included in this Report, including, without limitation, the statements under "Management's Discussion and Analysis of Financial Condition and Results of Operations," are forward-looking statements.  Although we believe that the expectations reflected in such forward-looking statements are reasonable, such expectations may prove to be incorrect.  Important factors that could cause actual results to differ materially from our expectations ("Cautionary Statements") are disclosed in this Report in conjunction with the forward-looking statements.  All subsequent written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the Cautionary Statements.  We do not undertake to publicly update or revise our forward-looking statements as a result of new information, future events or otherwise.

WEBSITE ACCESS TO COMPANY REPORTS

Copies of our filings under the Securities Exchange Act of 1934 (including annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and all amendments to these reports) are available free of charge on our investor relations website at www.jonesgroupinc.com on the same day they are electronically filed with the SEC.

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PART I

ITEM 1.  BUSINESS

General

We are a leading global designer, marketer and wholesaler of over 35 brands with product expertise in apparel, footwear, jeanswear, jewelry and handbags.  We have a reputation for innovation, excellence in product quality and value, operational execution and talent.  We also market directly to consumers through branded specialty retail and outlet stores, through concessions at upscale department stores and through our e-commerce sites.

Our internationally recognized brands and licensing agreements (L) include: Nine West, Jones New York, Anne Klein, Kurt Geiger, Rachel Roy (L), Robert Rodriguez, Robbi & Nikki, Stuart Weitzman, Brian Atwood (L), Easy Spirit, Carvela, Gloria Vanderbilt, l.e.i., Bandolino, Enzo Angiolini, Nine & Co., Joan & David, Miss KG, Kasper, Energie, Evan-Picone, Le Suit, Mootsies Tootsies, Erika, Napier, Jessica Simpson (L), Givenchy (L), Judith Jack, Albert Nipon, Pappagallo and Rafe (L).

Agreement to be Acquired by Sycamore Partnersss

On December 19, 2013, we entered into an Agreement and Plan of Merger (the "Merger Agreement") providing for the acquisition of Jones by an affiliate of Sycamore Partners, L.P. and Sycamore Partners A, L.P. ("Sycamore").  Under the terms of the Merger Agreement, which was unanimously approved by our Board of Directors, Sycamore will acquire all of the outstanding shares of our common stock for $15.00 per share in cash.  The transaction, which is structured as a one-step merger with Jones as the surviving corporation (the "Merger"), is subject to customary closing conditions, including approval of the holders of a majority of our shares that vote on the proposal to adopt the Merger.  In connection with the transactions contemplated by the Merger Agreement, we have also agreed to suspend payment of our regular quarterly dividend.  Concurrently with the signing of the Merger Agreement, Sycamore entered into separate purchase agreements with certain of its controlled affiliates which provide for the transfer of ownership of certain of our lines of business to such affiliates upon completion of the Merger.

We currently plan to complete the proposed Merger in the second fiscal quarter of 2014.  However, we cannot assure you that the Merger will be completed nor can we predict the exact timing of the completion of the Merger, because it is subject to the satisfaction of various conditions, many of which are beyond our control.  If the Merger is approved by our shareholders and is consummated, our shares of common stock will cease to be traded on The New York Stock Exchange and we will no longer be a publicly-traded company.

Sycamore has informed us that, in connection with the financing of the Merger and the other transactions contemplated by the Merger Agreement, it currently intends (i) to optionally redeem and discharge in full as of the effective time of the Merger our 5.125% Senior Notes due 2014; (ii) to conduct and consummate as of the effective time of the Merger the required change of control offer for our 6.875% Senior Notes due 2019 at the required offer price of 101% under the indenture governing these notes and (iii) for all our 6.125% Senior Notes due 2034 to remain outstanding obligations of Jones following the effective time of the Merger.  For more information and a copy of the Merger Agreement, see our Current Report on Form 8-K filed with the SEC on December 23, 2013.

Operating Segments

Our operations are comprised of six reportable segments: domestic wholesale sportswear, domestic wholesale jeanswear, domestic wholesale footwear and accessories, domestic retail, international wholesale and international retail.  We identify operating segments based on, among other things, the way our management organizes the components of our business for purposes of allocating resources and assessing performance.  Segment revenues are generated from the sale of apparel, footwear and accessories through wholesale channels, our own retail locations, international concession arrangements and several e-commerce web sites that we operate and, for licensing, as a percentage of revenues for

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items sold by our licensees under our trademarks.  See "Business Segment and Geographic Area Information" in the Notes to Consolidated Financial Statements.

Domestic Wholesale Sportswear

Our brands cover a broad array of categories for the women's markets.  Within those brands, various product classifications include career and casual sportswear, jeanswear, dresses, suits, and a combination of all components termed lifestyle collection.  Career and casual sportswear are marketed as individual items or groups of skirts, pants, shorts, jackets, blouses, sweaters and related accessories which, while sold as separates, are coordinated as to styles, color schemes and fabrics, and are designed to be worn together.  New collections are introduced in the four principal selling seasons - Spring, Summer, Fall and Holiday.  Each season is comprised of a series of individual items or groups which have systematically spaced shipment dates to ensure a fresh flow of goods to the retail floor.  In addition, certain brands offer key item styles, which are less seasonal in nature, on a replenishment basis.

The following table summarizes selected aspects of the products sold under both our brands and licensed brands.

Group	Category	Products	Brand	Product Classification
Jones New York	Better	Skirts, blouses, pants, jackets, sweaters, suits, dresses, casual tops, outerwear, shorts, jeanswear	Jones New York Jones New York Signature Jones New York Sport Jones New York Dress Jones Studio	Career Lifestyle Lifestyle Dresses Dresses, Suits
Nine West	Better	Skirts, blouses, pants, jackets, suits, dresses	Nine West Dress Nine West Suits Nine & Co. Nine West	Dresses Suits Dresses, Suits Lifestyle
Anne Klein	Better	Skirts, blouses, pants, jackets, sweaters, vests, dresses, casual tops	Anne Klein AK Sport Anne Klein Dress Anne Klein Suit	Lifestyle, Dresses Lifestyle Dresses Suits
Rachel Roy	Contemporary	Skirts, blouses, pants, jackets, sweaters, dresses, outerwear	Rachel Roy	Contemporary
Rachel Roy	Better	Skirts, blouses, pants, jackets, sweaters, dresses, accessories	Rachel Rachel Roy	Lifestyle
Robert Rodriguez	Contemporary	Skirts, shorts, pants, casual tops, blouses, jackets, sweaters, dresses	Robert Rodriguez	Lifestyle
Robert Rodriguez	Better	Skirts, shorts, casual tops, blouses, jackets, sweaters, dresses	Robbi & Nikki	Lifestyle
Other	Bridge	Suits	Albert Nipon	Suits
Other	Better	Skirts, blouses, pants, jackets, sweaters, suits, dresses	Kasper Evan-Picone Le Suit	Suits, Dresses, Sportswear Suits, Dresses, Sportswear Suits

In addition to the products sold under these brands, we provide design and manufacturing resources to certain retailers to develop better-priced product lines to be sold under private labels.

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Domestic Wholesale Jeanswear

Our brands cover a broad array of categories for the women's, juniors and girls markets.  Within those brands, our product classifications include jeanswear, casual sportswear, activewear and lifestyle, with a focus on fit, fabric and finish.  Jeanswear and casual sportswear are designed and marketed as individual items of jeans, skirts, pants, shorts, jackets, casual tops, dresses, sweaters, active, athletic leisure ("athleisure") and related accessories which, while sold as separates, can be combined with each other and with certain of our wholesale better products into groups termed "lifestyle collection" that are designed to be worn together.  New collections are introduced in the four principal selling seasons - Spring, Summer, Fall and Holiday.  Each season is comprised of a series of individual items or groups which have scheduled shipment dates to ensure a fresh flow of goods to the retail floor.  In addition, certain brands offer key item styles, which are less seasonal in nature, on a replenishment basis.

The following table summarizes selected aspects of the products sold under our brands.

Group	Products	Brand	Product Classification
Gloria Vanderbilt	Skirts, blouses, shorts, jackets, sweaters, jeanswear, capris, casual tops, athleisure	Gloria Vanderbilt	Jeanswear Casual Sportswear
Jessica Simpson	Jeanswear, pants, capris, shorts, skirts, t-shirts, casual tops, blouses, sweaters, dresses, denim jackets, casual jackets	Jessica Simpson Jessica Simpson Jeanswear Jessica Simpson Sportswear Jessica Simpson Girls Jessica Simpson Active	Lifestyle Lifestyle Lifestyle Lifestyle Activewear
Nine West	Skirts, blouses, pants, jackets, sweaters, casual tops, dresses, jeanswear	Nine West Denim Nine West Vintage America Collection	Lifestyle Lifestyle
l.e.i.	Skirts, shorts, jeanswear, capris, casual tops, sweaters, dresses	l.e.i.	Jeanswear Casual Sportswear
Energie	Skirts, shorts, jackets, sweaters, casual tops, dresses	Energie	Casual Sportswear
Other	Skirts, blouses, pants, jackets, sweaters, jeanswear, dresses, casual tops and bottoms	Bandolino Blu Code Bleu Erika Rachel Rachel Roy	Lifestyle Jeanswear Casual Sportswear Jeanswear

In addition to the products sold under these brands, we provide design and manufacturing resources to certain retailers to develop moderately-priced product lines to be sold under private labels.

Domestic Wholesale Footwear and Accessories

Our wholesale footwear and accessories operations include the sale of both brand name and private label footwear, handbags, small leather goods and costume, semi-precious, sterling silver, and marcasite jewelry.  The following table summarizes selected aspects of the products sold under both our brands and licensed brands.

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Footwear
Category	Brand	Product Classification
Designer	Stuart Weitzman Brian Atwood B Brian Atwood Kurt Geiger	Accessible Contemporary and Modern LuxuryAccessible Contemporary and Modern Luxury Contemporary Modern Luxury
Bridge	KG Carvela	Contemporary Contemporary
Better	Nine West Enzo Angiolini Anne Klein Circa Joan & David	Contemporary Contemporary Modern Classics Traditional Classics
Upper Moderate	Bandolino Easy Spirit	Modern Classics Comfort/Fit, Active, Sport/Casuals
Moderate	Nine & Co. Mootsies Tootsies Gloria Vanderbilt Cloud 9 Westies	Contemporary Modern Classics Contemporary Contemporary Contemporary

Accessories
Category	Brand	Product Classification
Designer	Stuart Weitzman Rafe/Rafe New York	Handbags Handbags
Bridge	Judith Jack	Marcasite and Sterling Silver Jewelry
Better	Anne Klein Nine West Jones New York Givenchy Rachel Rachel Roy Nine West Vintage America Collection	Handbags and Costume Jewelry Handbags, Small Leather Goods and Costume Jewelry Costume Jewelry Costume and Fashion Jewelry Costume Jewelry Costume Jewelry
Moderate	Napier	Costume Jewelry

International Wholesale

Our international wholesale operations include the sale of brand-name footwear, handbags, small leather goods, jewelry and apparel to distributors and retailers outside the United States.  Our products are distributed in over 100 countries and are available at both retail locations and e-commerce web sites operated by our international licensees.  The following table summarizes selected aspects of the products sold under our brands.

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Apparel
Group	Category	Products	Brand	Product Classification
Jones New York	Better	Skirts, blouses, pants, jackets, sweaters, jeanswear, suits, dresses, casual tops, outerwear, shorts	Jones New York Jones New York Signature Jones New York Sport Jones New York Dress Jones Studio	Career Lifestyle Lifestyle/Casual Dresses Career/Casual
Nine West	Better	Skirts, blouses, pants, jackets, sweaters, suits, dresses, outerwear, shorts, casual tops, jeanswear	Nine West Dress 9&Co. Dress 9&Co. Suit Separates	Dresses Dresses Suits
Anne Klein	Bridge	Skirts, blouses, pants, jackets, sweaters, dresses	Anne Klein New York	Lifestyle
Anne Klein	Better	Skirts, blouses, pants, jackets, sweaters, vests, dresses, casual tops	AK Anne Klein Anne Klein Dress	Lifestyle Dresses
Rachel Roy	Better	Skirts, blouses, pants, jackets, sweaters, dresses	Rachel Rachel Roy	Lifestyle
Other	Better	Skirts, blouses, pants, jackets, sweaters, suits, dresses	Kasper	Suits

Footwear
Category	Brand	Product Classification
Designer	Stuart Weitzman Brian Atwood Kurt Geiger	Accessible Contemporary and Modern Luxury Accessible Contemporary and Modern Luxury Modern Luxury
Bridge	Joan & David KG Carvela	Sophisticated Classics Contemporary Contemporary
Better	Nine West Nine West Vintage America Collection Enzo Angiolini Anne Klein Circa Joan & David Miss KG	Contemporary Contemporary Contemporary Modern Classics Traditional Classics Contemporary
Upper Moderate	Easy Spirit Bandolino	Comfort/Fit, Active, Sport/Casuals Modern Classics
Moderate	Nine & Co. Mootsies Tootsies	Contemporary Modern Classics

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Accessories
Category	Brand	Product Classification
Designer	Stuart Weitzman Rafe/Rafe New York Kurt Geiger	Handbags Handbags Handbags, Purses, Hats, Gloves, Jewelry, Belts and Travel Accessories
Bridge	KG Carvela	Handbags and Purses Handbags and Purses
Better	AK Anne Klein Nine West Miss KG	Handbags Handbags and Small Leather Goods Handbags and Purses
Moderate	Nine & Co.	Handbags

Domestic Retail

We market apparel, footwear and accessories directly to consumers through our specialty retail stores operating in malls and urban retail centers, our various value-based ("outlet") stores located in major retail locations, and on several e-commerce web sites that we operate.  We constantly evaluate both the opportunities for new locations and the results of underperforming locations for possible modifications or closures.

We began 2013 with 594 retail locations and had a net decrease of 91 locations during the year to end the year with 503 locations, which includes 139 specialty retail stores and 364 outlet stores.  We continue to review our retail operations for underperforming locations.  As a result of this review, we have decided to continue to close retail locations that no longer provide strategic benefits.  During 2013, we closed 113 locations and anticipate closing additional locations in 2014.

Specialty Retail Stores.  At December 31, 2013, we operated a total of 139 specialty retail stores.  These stores sell either footwear and accessories or apparel (or a combination of these products) primarily under their respective brand names.  Our Nine West, Easy Spirit and Kurt Geiger retail stores also offer selections of certain exclusive styles not marketed to our wholesale customers.  Specialty retail stores may also sell products licensed by us, including belts, legwear, outerwear, watches and sunglasses.

The following table summarizes selected aspects of our specialty retail stores at December 31, 2013.

Store Type	Number of locations	Brands offered	Type of locations	Average store size (sq. ft.)
Nine West	76	Primarily Nine West	Upscale and regional malls and urban retail centers	1,646
Easy Spirit	16	Primarily Easy Spirit	Upscale and regional malls and urban retail centers	1,393
Stuart Weitzman	43	Stuart Weitzman	Upscale and regional malls and urban retail centers	1,724
Kurt Geiger	3	Primarily Kurt Geiger, Carvela and KG	Upscale and regional malls and urban retail locations	2,178
Brian Atwood	1	Brian Atwood	Urban retail  locations	2,562

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Outlet Stores.  At December 31, 2013, we operated a total of 364 outlet stores.  Our shoe stores focus on breadth of product line, as well as value pricing, and offer a distribution channel for our residual inventories.  The majority of the shoe stores' merchandise consists of new production of current and proven prior season's styles, with the remainder of the merchandise consisting of discontinued styles from our specialty retail footwear stores and wholesale divisions.  The apparel stores focus on breadth of product line and value pricing.  In addition to our brand name merchandise, these stores also sell merchandise produced by our licensees.

The following table summarizes selected aspects of our outlet stores at December 31, 2013.

Store type	Number of locations	Brands offered	Type of locations	Average store size (sq. ft.)
Nine West	142	Primarily Nine West	Manufacturer outlet centers	2,788
Jones New York	99	Primarily Jones New York	Manufacturer outlet centers	3,831
Easy Spirit	70	Primarily Easy Spirit	Manufacturer outlet centers	3,393
Kasper	52	Primarily Kasper and Le Suit	Manufacturer outlet centers	2,623
Stuart Weitzman	1	Stuart Weitzman	Manufacturer outlet centers	1,602

Internet.  At December 31, 2013, we operated e-commerce web sites at www.jny.com, www.ninewest.com, www.easyspirit.com, www.stuartweitzman.com, www.anneklein.com, www.rachelroy.com, www.brianatwood.com and www.us.kurtgeiger.com.  Through these web sites, we market either footwear and accessories, apparel or a combination of these products, primarily under their respective brand names.  The selection of products is substantially consistent with the product offerings in our applicable corresponding retail store concepts.  Our e-commerce systems allow us to fulfill customer orders from inventory at our retail store locations if the items are not available at our distribution center.  Certain of our products are also sold directly to consumers through the e-commerce web sites of select wholesale customers.

International Retail

We market apparel, footwear and accessories directly to consumers through our specialty retail stores operating in malls and urban retail centers, through our various value-based ("outlet") stores located in major retail locations, through concessions located in department stores and a number of airports and through e-commerce websites accessible to international consumers.  We regularly evaluate both the opportunities for new locations and the results of underperforming locations for possible modifications or closures.

We began 2013 with 333 retail locations and opened a net 23 additional locations during the year to end the year with 356 locations.

Retail Stores.  At December 31, 2013, we operated a total of 60 specialty retail stores and 45 outlet stores.  These stores sell either footwear and accessories or apparel (or a combination of these products) primarily under their respective brand names.

The following table summarizes selected aspects of our retail stores at December 31, 2013.

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Store Type	Number of locations	Brands offered	Countries of Operation	Average store size (sq. ft.)
Kurt Geiger	47	Primarily Kurt Geiger, KG and Carvela	United Kingdom, Ireland and Italy	1,809
Stuart Weitzman	7	Stuart Weitzman	France, Italy, Monaco, Spain	1,222
Kurt Geiger Outlet	8	Primarily Carvela, KG and Miss KG	United Kingdom	1,679
Nine West	4	Primarily Nine West	United Kingdom	1,303
Vince Camuto	1	Primarily Vince Camuto	United Kingdom	1,392
Specialty Apparel	1	Various	Canada	7,643
Outlet Apparel	37	Various	Canada	3,938

Concessions.  At December 31, 2013, we operated a total of 251 concession locations, which are typically located within department stores in Europe.  The concession locations focus on breadth of product line.  In addition to our brand name merchandise, certain stores also sell merchandise produced by other manufacturers.

The following table summarizes selected aspects of our concession locations at December 31, 2013.

Concession type	Number of locations	Products offered	Countries of Operation	Average size (sq. ft.)
Kurt Geiger	178	Multi-branded footwear and accessories	United Kingdom, Ireland, Italy, Germany	1,779
Jones New York, Anne Klein, and Rachel Roy	72	Apparel and costume jewelry	Spain	884
Stuart Weitzman	1	Footwear and accessories	France	290

Other.  We also have Nine West, Enzo Angiolini, AK Anne Klein, Anne Klein, Easy Spirit, Stuart Weitzman and Kurt Geiger retail locations operated by licensees throughout the world.  For more information, see "Licensing of Company Brands."

Internet.  At December 31, 2013, we operated e-commerce web sites accessible to international customers at www.kurtgeiger.com, www.ninewest.co.uk and the value-based "outlet" site www.shoeaholics.com.  In addition, international consumers can purchase our products through our www.stuartweitzman.com web site, which redirects consumers to the appropriate site for their country.  Through these web sites, we market either footwear and accessories, apparel or a combination of these products, primarily under their respective brand names.  The selection of products is substantially consistent with the product offerings in our applicable corresponding retail store concepts.  Our e-commerce systems allow us to fulfill customer orders from inventory at our retail store locations if the items are not available at our distribution center.  International consumers can also purchase our products through third-party websites and websites operated by concessions and licensees.

Licensed Brands

We have an exclusive license to produce, market and distribute costume jewelry in the United States, Canada, Mexico and Japan under the Givenchy trademark pursuant to an agreement with Givenchy which expires on December 31, 2015.  The agreement requires us to pay a percentage of net sales against guaranteed minimum royalty and advertising payments as set forth in the agreement.

We have an exclusive, worldwide license with Rachel Roy IP Company, LLC, a limited liability company in which we own a 50% interest, to design, develop, produce and distribute women's apparel, footwear, handbags, small leather goods and costume jewelry under the Rachel Roy and RR & Design

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trademarks and variations and derivatives thereof including Rachel Rachel Roy.  The agreement, which remains in force as long as we remain in business and continue to utilize the rights granted to us thereunder, requires us to pay a percentage of net sales as royalty payments as set forth in the agreement.

We have exclusive, worldwide licenses with Brian Atwood IP Company, LLC, a limited liability company in which we own an 80% interest, to design, develop, produce and distribute women's footwear, handbags, small leather goods and jewelry under the Brian Atwood and B Brian Atwood trademarks and variations and derivatives thereof.  The agreements remain in force through December 31, 2016 and December 31, 2017, respectively, with automatic five-year renewal periods thereafter under certain conditions.  The agreements require us to pay a percentage of net sales against guaranteed minimum royalties, and to incur a creative fee with respect to B Brian Atwood designs and certain minimum marketing and advertising expenditures as set forth in the agreements.

We have a sub-license agreement with VCJS, LLC ("VCJS") to design, develop, produce and distribute in the United States, Mexico and Canada Jessica Simpson jeanswear, activewear and sportswear under the Jessica Simpson (signature) trademark which VCJS licenses from With You, Inc. ("WYI").  The agreement, which expires on December 31, 2014 (October 15, 2014 if the master license between WYI and VCJS is not renewed), requires us to pay a percentage of net sales against guaranteed minimum royalty and pooled marketing fee payments as set forth in the agreement.  The agreement contains renewal options under certain conditions through December 31, 2023.

We also have a distribution and retail license agreement with VCJS to distribute products bearing the trademarks Vince Camuto, Vince Camuto Signature and Jessica Simpson in various European territories.  The agreement, which ends on December 31, 2018 (unless terminated earlier or renewed), requires us to pay a percentage of net sales against guaranteed minimum royalty and pooled marketing fee payments as set forth in the agreement.  The agreement contains renewal options under certain conditions through December 31, 2024.

We have an exclusive licensing and distribution agreement with Rafe IP Holdings LLC ("Rafe"), a company affiliated with one of our employees, to design, develop, produce and distribute women's footwear, handbags, small leather goods and jewelry in the United States, Australia, Canada, Japan, the Philippines, Singapore and Korea under the Rafe and Rafe New York trademarks.  The agreement, which expires on December 31, 2016, requires us to pay a percentage of net sales as set forth in the agreement.  The agreement contains renewal options under certain conditions through December 31, 2026.

We have an exclusive license to design, develop, produce and distribute footwear worldwide under the Lipsy trademark pursuant to an agreement with Lipsy Limited ("Lipsy"), which expires on March 18, 2015.  The agreement requires us to pay a percentage of net sales against guaranteed minimum royalty payments as set forth in the agreement.

Design

Our apparel product lines have design teams that are responsible for the creation, development and coordination of the product group offerings within each line.  We believe our design staff is recognized for its distinctive styling of garments and its ability to update fashion classics with contemporary trends.  Our apparel designers travel throughout the world for fabrics and colors, and stay continuously abreast of the latest fashion trends.  In addition, we actively monitor the retail sales of our products to determine and react to changes in consumer trends.

For most sportswear lines, we will develop several groups in a season.  A group typically consists of an assortment of skirts, jeanswear, pants, shorts, jackets, blouses, sweaters, t-shirts and various accessories.  Since different styles within a group often use the same fabric, we can redistribute styles and, in some cases, colors, to fit current market demand.  We also have a key item replenishment program for certain lines which consists of core products that reflect little variation from season to season.

Our footwear and accessories product lines are developed by a combination of our own design teams and third-party designers, which independently interpret global lifestyle, clothing, footwear and

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accessories trends.  To research and confirm such trends, the teams travel extensively in Asia, Europe and major American markets, conduct extensive market research on retailer and consumer preferences, and subscribe to fashion and color information services.  Each team presents styles that maintain each brand's distinct personality.  Samples are refined and then produced.  After the samples are evaluated, lines are modified further for presentation at each season's shoe shows and accessory markets.

Our jewelry brands are developed by separate design teams.  Each team presents styles that maintain each brand's distinct personality.  A prototype is developed for each new product where appropriate.  Most prototypes are produced by our contractors based on technical drawings that we supply.  These prototypes are reviewed by our product development team, who negotiate costs with the contractors.  After samples are evaluated and cost estimates are received, the lines are modified as needed for presentation for each selling season.

In accordance with standard industry practices for licensed products, we have the right to approve the concepts and designs of all products produced and distributed by our licensees.  VCJS and Lipsy have the right to approve the concepts and designs of all products produced and distributed for the Jessica Simpson and Lipsy product lines, respectively.  Similarly, Givenchy and Rafe also provide design services to us for our licensed products and have the right to approve our designs for the Givenchy and Rafe product lines, respectively.

Purchasing, Manufacturing and Quality Control

Apparel

Apparel sold by us is produced in accordance with our design, specification and production schedules through an extensive network of independent factories located throughout the world, primarily in Asia, with additional production located in the Middle East and Africa.  Nearly all our apparel products were manufactured outside North America during 2013.  Our apparel products are manufactured according to plans prepared each year which reflect prior years' experience, current fashion trends, economic conditions and management estimates of a line's performance.

We believe that outsourcing our products allows us to maximize production flexibility, while avoiding significant capital expenditures, work-in-process inventory build-ups and costs of managing a larger production work force.  Our fashion designers, production staff and quality control personnel closely examine garments manufactured by contractors to ensure that they meet our high standards.

Our comprehensive quality control program is designed to ensure that raw materials and finished goods meet our exacting standards.  Fabrics and trims for garments manufactured are inspected by either independent inspection services or by our contractors upon receipt in their warehouses, and most production is inspected by our quality control personnel during the manufacturing process.  Our quality control program includes inspection of both prototypes of each garment prior to cutting by the contractors and a sampling of production garments upon receipt at our warehouse facilities or third-party distribution centers to ensure compliance with our specifications.

Our foreign manufacturers' operations are primarily monitored by our personnel located in Hong Kong, mainland China and the Middle East, buying agents located in other countries and independent contractors and inspection services.  Finished goods are generally shipped to our warehouses or third-party warehouses for final inspection and distribution.

In addition, our apparel products are tested to ensure compliance with applicable consumer product safety laws and regulations.

For our sportswear and jeanswear businesses, we occasionally supply the raw materials to our manufacturers.  Otherwise, the raw materials are purchased directly by the manufacturer in accordance with our specifications.  Raw materials, which are in most instances made and/or colored especially for us, consist principally of piece goods and yarn and are purchased by the factories from a number of domestic and foreign textile mills and converters.

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Our primary raw material in our jeanswear business is denim, which is primarily purchased from leading mills located in the Pacific Rim and sub-continent.  Denim purchase commitments and prices are negotiated on a regular basis.  We perform our own extensive testing of denim, cotton twill and other fabrics to ensure consistency and durability.

We do not have long-term arrangements with any of our suppliers.  We have experienced little difficulty in satisfying our raw material requirements and consider our sources of supply adequate.  Our products have historically been purchased from foreign manufacturers in pre-set United States Dollar prices.  To date, we generally have not been materially adversely affected by fluctuations in exchange rates.  However, volatility of the United States Dollar against major world currencies, coupled with higher labor and raw material costs being experienced by some of our foreign manufacturers, primarily in China, could cause our manufacturing costs to fluctuate significantly.

We believe our extensive experience in logistics and production management underlies our success in coordinating with contractors who manufacture different garments included within the same product group.  We also contract for the production of a portion of our products through a network of foreign agents.  We have had long-term mutually satisfactory business relationships with many of our contractors and agents but do not have long-term written agreements with any of them.

We believe that the quality and cost of products manufactured by our apparel suppliers provide us with the ability to remain competitive.  We have historically experienced little difficulty in satisfying finished goods requirements, and we consider our source of supplies adequate.

Footwear and Accessories

To provide a steady source of inventory, we rely on long-standing relationships with manufacturers in Asia and Europe.  We work primarily through our newly-established China sourcing office for footwear, independent buying agents for both footwear and jewelry and through our own offices for handbags and small leather goods.  We do not have formal purchase agreements with any of our manufacturers.  Allocation of production among our manufacturing resources is determined based upon a number of factors, including manufacturing capabilities, delivery requirements and pricing.

During 2013, nearly all our footwear products (excluding Stuart Weitzman, Kurt Geiger and Brian Atwood) were manufactured by independent footwear manufacturers located in Asia (primarily China).  Stuart Weitzman products and Kurt Geiger and Brian Atwood footwear products are primarily manufactured in both independent and related factories in Europe, primarily in Spain and Italy.  The majority of other Kurt Geiger footwear products (Carvela, KG and Miss KG), purchased from third-party manufacturers, are manufactured in Asia or South America (primarily Brazil).  Our handbags and small leather goods are sourced through our own buying office in China, which utilizes independent third party manufacturers also located primarily in China, and through independent factories in Europe.  Our products have historically been purchased in pre-set United States Dollar prices, although Stuart Weitzman and Brian Atwood products are primarily purchased in Euros, and Kurt Geiger products are purchased in a combination of Pounds and U.S. Dollars, in addition to Euros.  To date, we generally have not been materially adversely affected by fluctuations in exchange rates.  However, volatility in the exchange rates between the United States Dollar and these currencies could cause our manufacturing costs to fluctuate significantly.

For footwear and jewelry, quality control reviews are done on-site in the factories by our China sourcing office and our third-party buying agents, primarily to ensure that material and component qualities and fit of the product are in accordance with our specifications.  For handbags and small leather goods, quality control reviews are done on-site in the factories by our own locally-based inspection technicians.  Our quality control program includes approval of prototypes, as well as approval of final production samples to ensure they meet our high standards.  In addition, our footwear and accessories products are tested for compliance with applicable consumer product safety laws and regulations, including California Proposition 65.

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We believe that our relationships with our Chinese, European and South American manufacturers provide us with a responsive and adequate source of supply of our products.  We also believe that purchasing a significant percentage of our products through independent third-party manufacturers allows us to maximize production flexibility while limiting our capital expenditures, work-in-process inventory and costs of managing a larger production work force.  Because of the footwear manufacturing techniques used by our manufacturers, individual production lines can be quickly changed from one style to another.

We place our projected orders for each season's styles with our manufacturers prior to the time we have received all of our customers' orders.  Because of our close working relationships with our third party manufacturers (which allow for flexible production schedules and production of large quantities of footwear within a short period of time), many of our orders are finalized only after we have received orders from a majority of our customers.  As a result, we are better able to meet sudden demands for particular designs, more quickly exploit market trends as they occur, reduce inventory risk and more efficiently fill reorders booked during a particular season.

Our jewelry products are manufactured by independently-owned jewelry manufacturers in Asia.  Sourcing our products from third-party manufacturers enables us to better control costs and avoid significant capital expenditures, work in process inventory, and costs of managing a larger production workforce.  Our products have historically been purchased from Asian manufacturers in pre-set United States Dollar prices.  To date, we generally have not been materially adversely affected by fluctuations in exchange rates.  However, volatility in the exchange rates between the United States Dollar against major world currencies, coupled with higher labor and raw material costs being experienced by some of our foreign manufacturers, primarily in China, could cause our manufacturing costs to fluctuate significantly.

Forecasts for basic jewelry products are produced on a rolling 12-week basis and are adjusted based on point of sale information from retailers.  Manufacturing of fashion jewelry products is based on marketing forecasts and sales plans; actual orders are received after such forecasts are produced.

We believe that the quality and cost of products manufactured by our footwear and accessories suppliers provide us with the ability to remain competitive.  We have historically experienced little difficulty in satisfying finished goods requirements, and we consider our source of supplies adequate.  We have had long-term mutually satisfactory business relationships with many of our contractors and agents but do not have long-term written agreements with any of them.

Imports and Import Restrictions

Our transactions with our foreign manufacturers and suppliers are subject to the risks of doing business abroad.  Imports into the United States are affected by, among other things, the cost of transportation and the imposition of import duties and restrictions.  The United States, China and other countries in which our products are manufactured may, from time to time, impose new quotas, duties, tariffs or other restrictions, or adjust presently prevailing quotas, duty or tariff levels, which could affect our operations and our ability to import products at current or increased levels.  We cannot predict the likelihood or frequency of any such events occurring.

We monitor duty, tariff and quota-related developments and continually seek to minimize our potential exposure in these areas through, among other measures, geographical diversification of our manufacturing sources, the maintenance of overseas offices and shifts of production among countries and manufacturers.

Because our foreign manufacturers are located at significant geographic distances from us, we are generally required to allow greater lead time for foreign orders, which reduces our manufacturing flexibility.  Foreign imports are also affected by the high cost of transportation into the United States and the effects of fluctuations in the value of the U.S. Dollar against foreign currencies in certain countries.

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In addition to the factors outlined above, our future import operations may be adversely affected by political instability resulting in the disruption of trade from exporting countries and restrictions on the transfer of funds.

Marketing

Our ten largest customer groups, principally department stores, accounted for approximately 49% of gross revenues in 2013.  Macy's, Inc. ("Macy's"), our largest customer in 2013, accounted for 15% of our 2013 gross revenues.

We believe that several significant trends are occurring in the apparel, footwear and accessories industry.  We believe a trend exists among our major customers to expand the differentiation of their offerings and to achieve strategic advantages over competitors by devoting more resources to the development of exclusive products—whether products that the retailer designs (private labels) or exclusive brands produced for the retailer by national brand manufacturers.  Retailers are placing more emphasis on developing their brand images and building strong images for their private label merchandise.  Exclusive brands, as the term implies, are only available from a specific retailer, and thus customers loyal to these brands can only find them in the stores of that retailer.  We have responded to this trend by leveraging our design, production and marketing capabilities to develop and provide private label products for certain customers and products under certain of our brands to select customers, such as providing l.e.i. products exclusively to Wal-Mart Stores Inc. ("Walmart") and Rachel Rachel Roy products exclusively to Macy's in the U.S.  While the private label lines compete directly with our product lines and may receive more prominent positioning on the retail floor by department stores, creating more competition, we believe that national brands are often preferred by the consumer.

Furthermore, we believe a trend exists among our major customers to concentrate purchasing among a narrowing group of vendors.  In the future, retailers may have financial problems or continue to consolidate, undergo restructurings or reorganizations, or realign their affiliations, any of which could increase the concentration of our customers.  We attempt to minimize our credit risk from our concentration of customers by closely monitoring accounts receivable balances and credit limits and the ongoing financial performance and credit status of our customers.

We also believe that consumers will continue to increase their purchasing of apparel, footwear and accessories through e-commerce web sites.  Through our e-commerce web sites, we market either footwear and accessories, apparel or a combination of these products, primarily under their respective brand names.  The selection of products is substantially consistent with the product offerings in our corresponding retail store concepts.  Our e-commerce systems allow us to fulfill customer orders from inventory at our retail store locations if the items are not available at our distribution center.

We believe retail demand for our products is enhanced by our ability to provide our retail accounts and consumers with knowledgeable sales support.  In this regard, we have an established program to place retail sales specialists in many major department stores for many of our brands, including Jones New York, Jones New York Sport, Jones New York Signature, Kasper, Anne Klein, Stuart Weitzman and Jessica Simpson.  These individuals have been trained by us to support the sale of our products by educating other store personnel and consumers about our products and by coordinating our marketing activities with those of the stores.  In addition, the retail sales specialists provide us with firsthand information concerning consumer reactions to our products.  In addition, we have a program of designated sales personnel in which a store agrees to designate certain sales personnel who will devote a substantial portion of their time to selling our products in return for certain benefits.

Sportswear products are marketed to department stores and specialty retailing customers during "market weeks," which are generally four to six months in advance of the corresponding industry selling seasons.  While we typically will allocate a six-week period to market a sportswear line, most major orders are written within the first three weeks of any market period.

We introduce new collections of footwear several times per year and showcase our footwear collections at industry-wide shoe shows held in New York City and Las Vegas.  We introduce new

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handbag and small leather goods collections at market shows held in New York City.  Jewelry products are marketed in New York City showrooms through individual customer appointments and at industry-wide market shows each year.  Retailers visit our showrooms at these times to view various product lines and merchandise.

We market our footwear, handbag and small leather goods businesses with certain department stores and specialty retail stores by bringing our retail and sales planning expertise to those retailers.  Under this program, members of branded division management who have extensive retail backgrounds work with the retailer to create a "focus area" or "concept shop" within the store that displays the full collection of a single brand in one area.  These individuals assist the department and specialty retail stores by: providing advice about appropriate product assortment and product flow; making recommendations about when a product should be re-ordered; providing sales guidance, including the training of store personnel; and developing advertising programs with the retailer to promote sales of our products.  In addition, our sales force and field merchandising associates for footwear, handbags and small leather goods recommend how to display our products, assist with merchandising displays and educate store personnel about us and our products.  The goal of this approach is to promote high retail sell-throughs of our products.  With this approach, customers are encouraged to devote greater selling space to our products, and we are better able to assess consumer preferences, the future ordering needs of our customers, and inventory requirements.

We work closely with our wholesale jewelry customers to assist them in choosing among our diverse product lines and implementing sales programs at the store level.  A team of sales representatives and sales managers monitors product performance against plan and is responsible for inventory management, using point-of-sale information to respond to shifts in consumer preferences.  Management uses this information to adjust product mix and inventory requirements.  In addition, field merchandising associates recommend how to display our products, assist with merchandising displays and educate store personnel about us and our products.  Retailers are also provided with customized displays and store-level merchandising designed to maximize sales and inventory turnover.  By providing retailers with in-store product management, we establish close relationships with retailers, allowing us to maximize product sales and increase floor space allocated to our product lines.  We have also placed retail sales specialists in major department stores to support the sale of our jewelry products.

Advertising and Promotion

We employ a cooperative advertising program for our branded products, in which we share the cost of certain wholesale customers' advertising and promotional expenses in newspapers, magazines, digital and other media up to either a preset maximum percentage of the customer's purchases or an agreed-upon rate of contribution.  An important part of the marketing program includes prominent displays of our products in wholesale customers' fashion catalogs as well as in-store shop displays.

We have multi-dimensional advertising campaigns (comprised of print, outdoor, digital, social, video and event-based strategies) for Jones New York, Nine West, l.e.i., Anne Klein, Rachel Roy, Rachel Rachel Roy, B Brian Atwood, Stuart Weitzman and Kurt Geiger.  The advertising campaigns and marketing programs for our brands in 2013 involved the launch of several new brand campaigns in multiple channels, the expansion of innovative uses of digital and social media to engage customers and attract new fans through original video content, the use of influencer programs featuring fashion bloggers, programs focused on philanthropic initiatives involving our brands, and the debuts of new product collections, design collaborations, websites and retail store concepts.

Backlog

We had unfilled customer orders of approximately $944.7 million and $996.7 million at December 31, 2013 and 2012, respectively.  These amounts include both confirmed and unconfirmed orders which we believe, based on industry practice and past experience, will be largely confirmed.  The amount of unfilled orders at a particular time is affected by a number of factors, including the mix of product, the timing of the receipt and processing of customer orders and scheduling of the manufacture and shipping of the product, which in some instances is dependent on the desires of the customer.  Backlog is also

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affected by a continuing trend among customers to reduce the lead time on their orders.  Due to these factors, a comparison of unfilled orders from period to period is not necessarily meaningful and may not be indicative of eventual actual shipments.

Licensing of Company Brands

We have entered into various license agreements under which independent licensees either manufacture, market and sell certain products under our trademarks in accordance with designs furnished or approved by us or distribute our products in certain countries where we do not do business.  These licenses, the terms of which (not including renewals) expire at various dates through 2018, typically provide for the payment to us of a percentage of the licensee's net sales of the licensed products against guaranteed minimum royalty payments, which typically increase over the term of the agreement.

The following table sets forth information with respect to select aspects of our licensing business:

Brand	Category
Jones New York	Men's Neckwear, Jewelry, Belts, Small Leather Goods (Canada) Men's Dress Shirts (Canada) Men's Tailored Clothing (Suits, Suit Separates, Sport Coats, Dress Slacks, Rainwear, Dress Overcoats and Outerwear) (Canada) Men's Tailored Clothing, Formal Wear (U.S., Mexico, Philippines) Men's Neckwear (U.S.) Men's Umbrellas, Rain Accessories (U.S., Canada) Men's and Women's Optical Eyewear (U.S., Canada, Argentina, Aruba, Australia, Bahamas, Barbados, Belize, Benelux, Bermuda, Bolivia, Chile, Colombia, Costa Rica, Curacao, Cyprus, Denmark, Dominican Republic, Ecuador, El Salvador, Finland, France, French Guiana, Germany, Guatemala, Honduras, Indonesia, Ireland, Israel, Jamaica, Korea, Kuwait, Lebanon, Mexico, New Zealand, Nicaragua, Norway, Panama, Paraguay, Peru, Philippines, Qatar, Russia, Saudi Arabia, South Africa, St. Maarten, Suriname, Sweden, Thailand, Trinidad &Tobago, Turkey, United Arab Emirates, United Kingdom, Uruguay, Venezuela) Women's Costume Jewelry (Canada) Women's Swimwear (U.S., Canada, Bermuda, Mexico, Spain) Women's Legwear (U.S., Canada) Women's Outerwear, Leather Outerwear, Rainwear (U.S., Canada, Mexico, Spain) Women's Wool Coats (U.S.,  Canada, Mexico, Spain) Women's Scarves, Wraps  (U.S., Canada, Bermuda, Mexico, Spain) Women's Sleepwear, Loungewear, Daywear, Foundations (U.S., Bermuda, Canada, El Salvador, Guatemala, Jamaica, Lebanon, Mexico, Panama, Philippines, Saudi Arabia, Sri Lanka, Spain, Venezuela) Women's Sunglasses (U.S., Canada, Bermuda, Mexico, Spain) Women's Umbrellas, Rain Accessories (U.S., Canada) Retail Rights for Women's Apparel (Saudi Arabia)
Albert Nipon	Men's Tailored Clothing (U.S.)
Evan-Picone	Men's Tailored Clothing (U.S.)
Mootsies Tootsies	Children's Footwear (U.S.)
Joan & David	Manufacturing and Retail Distribution Rights for Apparel, Footwear, Handbags (China, Hong Kong, Indonesia, Japan, Korea, Macau, Malaysia, Philippines, Singapore, Taiwan, Thailand)
Easy Spirit	Slippers (U.S.)
l.e.i.	Juniors' and Girls' Intimate Apparel (U.S., Canada) Juniors' and Girls' Footwear (U.S., Canada) Juniors' Optical Eyewear (U.S., Canada, Mexico)
Stuart Weitzman	Children's Footwear (U.S., Canada, Mexico, France, Germany, Switzerland, Hong Kong, Indonesia)
Napier	Wholesale Distribution for Women's Costume Jewelry (Canada)

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Brand	Category
Nine West	Belts (U.S., Canada, Bermuda, Mexico, Spain) Legwear (U.S) Gloves, Cold Weather Accessories (U.S., Canada, Bermuda, Mexico, Spain) Scarves (U.S., Bermuda) Hats (U.S., Canada, Bermuda, Spain) Leather, Wool, Casual Outerwear, Rainwear (U.S., Canada, Bermuda) Optical Eyewear, Sunglasses and Prescription Half-Eye Readers (Worldwide rights, exercised in U.S., Canada, Mexico, Australia, India, Indonesia, Philippines, South Africa, Namibia, New Zealand, Botswana, Swaziland, Angola, Zimbabwe, Zambia, United Kingdom, Thailand) Sunglasses, Non-Prescription Readers (U.S., Canada, Spain, Mexico, Bermuda) Wholesale Distribution for Costume Jewelry (Canada) Fragrance (Worldwide rights, exercised in U.S., Argentina, Chile, Uruguay, Australia, Azerbaijan, Bahrain, Belarus, Canada, China, Georgia, Greece/Cyprus, Hong Kong, India, Indonesia, Israel, Jordan, Korea, Kuwait, Lebanon, Malaysia, Mexico, Oman, Panama, Columbia, Central America, Paraguay, Peru, Philippines, Poland, Qatar, Russia, Saudi Arabia, Singapore, South Africa, Spain, Portugal, Taiwan, Thailand, Turkey, Duty Free - Caribbean, Ukraine, Venezuela, Vietnam) Watches (Worldwide rights, exercised in U.S., Bermuda, Canada, Central America, Greece/S. Cyprus,  Mexico, Philippines, Spain, Turkey/N. Cyprus, United Kingdom) Children's Footwear (U.S., Australia, Canada,  New Zealand) Luggage (U.S., Canada, Mexico) Manufacturing and Wholesale and Retail Distribution Rights for Apparel, Non-exclusive retail rights for Footwear, Belts, Cold Weather Accessories, Handbags, Hats, Luggage, Sunglasses, Watches, Jewelry, Coats, Legwear, Scarves, Sleepwear, Swimwear, Fragrances and Cosmetics if such items are made available in the Territory (China, Hong Kong,  Indonesia, Japan, Macau, Malaysia, Singapore, Taiwan, Thailand)
Nine & Co.	Sunglasses (U.S.) Watches (U.S.)
Anne Klein	Belts (U.S., Canada, Mexico, Bermuda, Panama) Home Sewing Patterns (Worldwide Rights) Hosiery, Casual Legwear (U.S., Canada) Outerwear, Wool Coats, Leather Outerwear, Rainwear (U.S., Canada, Mexico) Scarves, Woven Handkerchiefs, Cold Weather Accessories (U.S., Canada, Bermuda, Ecuador, non-exclusive license for China) Sleepwear, Loungewear (U.S., Canada) Luggage (U.S., Canada, Bermuda, Mexico, United Kingdom) Sunglasses, Optical Eyewear, Readers (Worldwide rights, exercised in U.S., Canada, Mexico, Australia, New Zealand) Wholesale Distribution for Costume Jewelry (Canada) Watches (Worldwide rights, exercised in U.S., Algeria, Aruba, Bahamas, Bahrain, Baltic Islands, Barbados,  Belgium, Bermuda, Bonaire, British Virgin Islands, Brunei, Canada, Canary Islands, Cayman Islands, Chile,  Central America, Colombia, Costa Rica, Curacao, Denmark, Dominican Republic, Dubai, Ecuador, El Salvador, Egypt, Estonia, Gibraltar,  Greece/ S.Cyprus, Guatemala, Guam, Honduras, Hong Kong, India, Ireland, Israel, Jamaica, Korea, Lebanon, Luxembourg, Malaysia, Mexico, Morocco, Netherlands, Nicaragua, Oman, Panama,  Paraguay, Peru, Philippines, Poland, Qatar, Romania, Russia, Saudi Arabia, Singapore, South America, South Africa,  Spain, St. Croix, St. John, St. Kitts,  St. Thomas, St. Lucia, St. Maarten, Suriname, Thailand, Trinidad, Turkey/N. Cyprus, U.A.E., United Kingdom, Venezuela, Duty Free Worldwide) Manufacturing and Wholesale and Retail Distribution Rights for Apparel, Handbags and Small Leather Goods, non-exclusive retail rights for Footwear, Belts, Scarves, Jewelry, Watches, Sunglasses (Korea) Manufacturing and Wholesale Distribution rights for Scarves, Handkerchiefs, Cold Weather Accessories and Umbrellas (Korea) Retail and Wholesale Distribution Rights for Apparel, Retail Rights for Handbags, Small Leather Goods, Footwear, Belts, Sunglasses, Watches, Jewelry, Coats, Sleepwear, Socks, Scarves, Swimwear, Fragrances and Cosmetics if such items are made available in the Territory (Central America, South America, Caribbean, Dominican Republic) Retail Rights for Apparel, Non-exclusive rights to Footwear, Handbags, Small Leather Goods, Jewelry, Sunglasses, Belts, Watches, Scarves, Sleepwear, Hosiery, Umbrellas, Swimwear, and

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Brand	Category
	Fragrances, if applicable (Saudi Arabia) Retail and Wholesale Distribution Rights for Apparel, Non-exclusive rights for Footwear, Handbags, Jewelry, Belts, Sunglasses, Watches, Coats, Socks, Scarves, Swimwear, Sleepwear, Fragrances and Cosmetics if such items are made available in the Territory (China, Hong Kong, Indonesia, Macau, Malaysia, Singapore, Taiwan and Thailand) Retail and Wholesale Distribution Rights for Apparel, Belts, Scarves, Sleepwear and Socks.  Non-exclusive rights for Footwear, Handbags, Small Leather Goods, Watches, Sunglasses, Jewelry and Fragrances, if applicable (Philippines)
Anne Klein Coat	Outerwear, Wool Coats, Leather Outerwear, Rainwear (U.S., Canada, Mexico)
Anne Klein New York	Watches (U.S., Mexico) Hosiery, Casual Legwear (U.S., Canada)
Anne AK Klein	Watches (U.S.) Hosiery, Casual Legwear (U.S., Canada) Outerwear, Wool Coats, Leather Outerwear, Rainwear (U.S.) Sleepwear, Loungewear (U.S., Canada)
Rachel Roy and Rachel Rachel Roy	Women's Outerwear (U.S., Spain, Canada) Women's Daywear and Foundations (U.S.) Wholesale Distribution for Women's Costume Jewelry (Canada)
International footwear and accessories retail/ wholesale distribution	Nine West and Enzo Angiolini retail locations (Bahrain, Jordan, Kuwait, Oman, Pakistan, Qatar, the United Arab Emirates) and AK Anne Klein retail locations and wholesale distribution rights for AK Anne Klein footwear and accessories (Bahrain, Kuwait, Oman, Qatar, the United Arab Emirates) Nine West and AK Anne Klein retail locations (Egypt, Lebanon,  Saudi Arabia) Nine West retail locations and wholesale distribution rights for Nine West, AK Anne Klein, Enzo Angiolini, Bandolino and Easy Spirit footwear and accessories and Circa Joan & David and Mootsies Tootsies footwear (Belize, Costa Rica, El Salvador, Guatemala, Honduras, Nicaragua, Panama) Nine West retail locations and wholesale distribution rights for Nine West, AK Anne Klein, Enzo Angiolini, Bandolino and Easy Spirit footwear and accessories and Circa Joan & David and Mootsies Tootsies footwear (Colombia, the Dominican Republic, Ecuador, French Guiana, Guyana, Suriname, Venezuela, the Caribbean Islands) Nine West and AK Anne Klein retail locations and wholesale distribution rights for Nine West and AK Anne Klein footwear and accessories (Bulgaria, Cyprus, Greece, Malta) Nine West retail locations and wholesale distribution rights for Nine West footwear and accessories (Chile, Peru, Uruguay), wholesale distribution rights for Enzo Angiolini footwear and accessories (Chile) and wholesale distribution rights for Studio 9 footwear and accessories (Peru) Nine West, Enzo Angiolini, NW Nine West and Easy Spirit retail locations and wholesale distribution rights for Nine West, Enzo Angiolini, NW Nine West and Easy Spirit footwear and accessories (Cambodia, Hong Kong, Indonesia, Japan, Korea, Macau, Malaysia, the People's Republic of China, the Philippines, Singapore, Taiwan, Thailand, Vietnam) Nine West retail locations and wholesale distribution rights for Nine West footwear and accessories (South Africa) Nine West, Enzo Angiolini and Westies retail locations, wholesale distribution rights for Nine West footwear and accessories and Nine West Vintage America, Nine & Co, Enzo Angiolini, Westies, AK Anne Klein, Studio 9 and Boutique 9 footwear, and manufacturing rights for Westies footwear (Mexico) Nine West retail locations and wholesale distribution rights for Nine West footwear and accessories (Turkey, Kazakhstan, Azerbaijan, Georgia) and AK Anne Klein and Enzo Angiolini retail locations(Turkey) Nine West, AK Anne Klein and Easy Spirit retail locations and wholesale distribution rights for Nine West, AK Anne Klein and Easy Spirit footwear and accessories (Israel) Nine West retail locations, wholesale distribution rights for Nine West, Enzo Angiolini, Easy Spirit, Bandolino, Nine & Co. and Westies footwear and accessories and AK Anne Klein, Circa Joan & David, Joan & David, B Brian Atwood and Mootsies Tootsies footwear (Canada) Nine West retail locations (France) Nine West and Enzo Angiolini retail locations and wholesale distribution rights for Nine West and Enzo Angiolini footwear and accessories (Australia, New Zealand)

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Brand

Category

Nine West retail locations and wholesale distribution rights for Nine West footwear and accessories (Bosnia-Herzegovina, Croatia, Czech Republic, Hungary, Macedonia, Montenegro, Serbia, Slovakia, Slovenia) Nine West retail locations (India) Stuart Weitzman retail locations and wholesale distribution rights for Stuart Weitzman footwear and accessories (Sydney, Melbourne and Brisbane, Australia) Stuart Weitzman retail locations and wholesale distribution rights for Stuart Weitzman footwear and accessories (Canada) Stuart Weitzman retail locations and wholesale distribution rights for Stuart Weitzman footwear and accessories (Qatar) Stuart Weitzman retail location and wholesale distribution rights for Stuart Weitzman footwear and accessories (Germany) Stuart Weitzman retail locations and wholesale distribution rights for Stuart Weitzman footwear and accessories (Greece) Stuart Weitzman retail locations and wholesale distribution rights for Stuart Weitzman footwear and accessories (Indonesia) Stuart Weitzman retail locations and wholesale distribution rights for Stuart Weitzman footwear and accessories (Tel Aviv, Israel) Stuart Weitzman retail location and wholesale distribution rights for Stuart Weitzman footwear and accessories (Forte dei Marmi, Italy) Stuart Weitzman retail location and wholesale distribution rights for Stuart Weitzman footwear and accessories (Serravalle, Italy) Stuart Weitzman retail location and wholesale distribution rights for Stuart Weitzman footwear and accessories (Torino, Italy) Stuart Weitzman retail locations and wholesale distribution rights for Stuart Weitzman footwear and accessories (Malaysia) Stuart Weitzman retail locations and wholesale distribution rights for Stuart Weitzman footwear and accessories (Mexico) Stuart Weitzman retail locations and wholesale distribution rights for Stuart Weitzman footwear and accessories (Moscow, Russia) Stuart Weitzman retail location and wholesale distribution rights for Stuart Weitzman footwear and accessories (St. Barth) Stuart Weitzman retail location and wholesale distribution rights for Stuart Weitzman footwear and accessories (Zurich, Switzerland) Stuart Weitzman retail location and wholesale distribution rights for Stuart Weitzman footwear and accessories (Korea) Stuart Weitzman retail locations and wholesale distribution rights for Stuart Weitzman footwear and accessories (India) Stuart Weitzman retail locations and wholesale distribution rights for Stuart Weitzman footwear and accessories (UAE, Kuwait and Bahrain) Stuart Weitzman retail locations and wholesale distribution rights for Stuart Weitzman footwear and accessories (Beijing, Nanjing and Zhengzhou, China) Stuart Weitzman retail locations and wholesale distribution rights for Stuart Weitzman footwear and accessories (Hong Kong and China) Stuart Weitzman retail locations and wholesale distribution rights for Stuart Weitzman footwear and accessories (Singapore) Stuart Weitzman retail locations and wholesale distribution rights for Stuart Weitzman footwear and accessories (Taiwan and Macau) Stuart Weitzman retail location and wholesale distribution rights for Stuart Weitzman footwear and accessories (Philippines) Kurt Geiger retail locations (The United Arab Emirates, Qatar, Bahrain, Kuwait) Kurt Geiger, KG and Carvela retail and wholesale distribution rights (The United Arab Emirates, Qatar, Bahrain, Kuwait) Miss KG wholesale distribution rights (The United Arab Emirates, Qatar, Bahrain, Kuwait) Kurt Geiger retail locations (Turkey) Kurt Geiger, KG and Carvela retail and wholesale distribution rights (Turkey) Miss KG wholesale distribution rights (Turkey) Kurt Geiger, KG Carvela and Miss KG wholesale distribution rights (Lebanon) Kurt Geiger and KG wholesale distribution rights (Azerbaijan)

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Investment in GRI

We own a 34.25% equity interest in GRI, an international accessories and apparel brand management and retail-distribution network.  GRI, which (including its franchisees and websites) operated 1,023 points of sale in 12 Asian countries and France as of December 31, 2013, is the exclusive licensee of several of our brands in Asia, including Nine West, Anne Klein, AK Anne Klein, Easy Spirit, Enzo Angiolini and Joan & David.  GRI also distributes other women's apparel, shoes and accessory brands.

Trademarks

We utilize a variety of trademarks which we own, including Nine West, Jones New York, Jones New York Signature, Jones New York Sport, Jones New York Jeans, Jones Wear, Evan-Picone, Erika, Energie, Easy Spirit, Enzo Angiolini, Bandolino, Nine & Co., Westies, Pappagallo, Joan & David, Mootsies Tootsies, Napier, Judith Jack, Gloria Vanderbilt, l.e.i., Anne Klein, Anne Klein New York, AK Anne Klein, Kasper, Le Suit, Code Bleu, Stuart Weitzman, Kurt Geiger, KG, Miss KG, Carvela, Robert Rodriguez and Robbi & Nikki.  We have registered or applied for registration for these and other trademarks for use on a variety of items of apparel, footwear, accessories and/or related products and, in some cases, for retail store services, in the United States and certain other countries.  The expiration dates of the United States trademark registrations for our material registered trademarks are as follows, with our other registered foreign and domestic trademarks expiring at various dates through 2030.  Certain brands such as Jones New York are sold under several related trademarks; in these instances, the range of expiration dates is provided.  All marks are subject to renewal in the ordinary course of business if no third party successfully challenges such registrations and, in the case of domestic and certain foreign registrations, applicable use and related filing requirements for the goods and services covered by such registrations have been met.

Trademark	Expiration Dates	Trademark	Expiration Dates	Trademark	Expiration Dates
Jones New York	2014-2023	Nine & Co.	2022-2023	Kasper	2021
Jones New York Sport	2023	Napier	2019	Le Suit	2018
Evan-Picone	2018-2023	Judith Jack	2022	Joan & David	2015-2019
Nine West	2014-2023	Energie	2015-2019	Mootsies Tootsies	2020
Easy Spirit	2017-2020	Gloria Vanderbilt	2014-2022	Stuart Weitzman	2016-2023
Enzo Angiolini	2015	l.e.i.	2016-2023	Robert Rodriguez	2018
Bandolino	2014-2021	Anne Klein	2015-2022

We carefully monitor trademark expiration dates to provide uninterrupted registration of our material trademarks.  We also license the Givenchy, Rachel Roy, Rachel Rachel Roy, Jessica Simpson, Brian Atwood, B Brian Atwood, Rafe, Rafe New York and Lipsy trademarks (see "Licensed Brands" above).

We also hold numerous patents expiring at various dates through 2031 (subject to payment of annuities and/or periodic maintenance fees) and have additional patent applications pending in the United States Patent and Trademark Office.  We regard our trademarks and other proprietary rights as valuable assets which are critical in the marketing of our products.  We vigorously monitor and protect our trademarks and patents against infringement and dilution where legally feasible and appropriate.

Employees

At December 31, 2013, we had approximately 5,970 full-time employees, consisting of approximately 4,530 in the U.S. and approximately 1,440 in foreign countries.  This total includes approximately 2,250 in quality control, production, design and distribution positions, approximately 1,595 in administrative, sales, clerical and office positions and approximately 2,125 in our retail stores.  We also employ approximately 4,820 part-time employees, of which approximately 4,750 work in our retail stores.

Approximately 62 of our employees located in Vaughan, Ontario are members of the Teamsters Local Union 847, which has a collective bargaining agreement with us expiring on March 31, 2015.  Approximately 23 of our employees located in New York, New York are members of Workers United

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Locals 89-22-1 and 10, which have a collective bargaining agreement that expires on May 31, 2016.  We consider our relations with our employees to be satisfactory.

ITEM 1A.  RISK FACTORS

There are certain risks and uncertainties that could cause actual results and events to differ materially from those anticipated.  Risks and uncertainties that could adversely affect us include, without limitation, the following factors.

A number of risks and uncertainties are associated with the proposed Merger.

On December 19, 2013, we entered into the Merger Agreement providing for the acquisition of Jones by Sycamore.  The transaction is structured as a one-step merger with Jones as the surviving corporation.  A number of risks and uncertainties are associated with the Merger.  For example, there can be no assurance that certain customary conditions to closing of the Merger will be satisfied or, to the extent permitted, waived, including the adoption of the Merger Agreement by our shareholders, the absence of any legal prohibitions, the accuracy of the representations and warranties of the parties, compliance by the parties with their respective obligations under the Merger Agreement and the absence of a Jones material adverse effect.  Other events may also intervene to delay or result in the termination of the Merger, including litigation relating to the Merger, and the Merger may not be consummated in the time frame or manner currently anticipated or at all.  If the Merger is not completed, the price of our common stock may decrease to the extent that the current market price of such stock reflects an assumption that the Merger will be consummated.

The Merger Agreement contains "no shop" provisions that, subject to certain exceptions, limit our ability to discuss, facilitate or commit to third-party acquisition proposals to acquire all or a significant part of Jones.  Pending the closing of the Merger, the Merger Agreement also restricts us from engaging in certain actions without Sycamore's consent, which could prevent us from carrying out previously announced restructuring initiatives or from likewise pursuing opportunities that may arise prior to the closing of the Merger.  In addition, if the Merger Agreement is terminated under certain circumstances, we could be required to pay a termination fee of $36 million to Sycamore or to reimburse Sycamore for certain of its expenses incurred in connection with the contemplated transaction in an amount of up to $12 million.  The obligation to make the termination fee payment also could discourage a third party from pursuing an alternative acquisition proposal.

If the proposed Merger is completed, we will no longer exist as a public company and our shareholders will forego any increase in our value that might have otherwise resulted from our possible future growth.

Our business could be adversely impacted as a result of uncertainty related to the proposed Merger or by the failure to consummate the Merger.

The proposed Merger could cause disruptions to our business or our business relationships, which could have an adverse impact on our results of operations.  For example, our employees may experience uncertainty about their future roles with us, which may adversely affect our ability to hire and retain key personnel, and parties with which we have business relationships may experience uncertainty as to the future of such relationships and seek alternative relationships with third parties or seek to alter their present business relationships with us.  In addition, our management team and other employees are devoting significant time and effort to activities related to the proposed Merger.

We have incurred and will continue to incur significant costs, expenses and fees for professional services and other transaction costs in connection with the proposed Merger, and many of these fees and costs are payable regardless of whether or not the Merger is consummated.  In the event the Merger is not consummated for any reason, or the timing of its consummation is delayed, our operating results may be adversely affected as a result of the incurring of these significant additional expenses and the diversion of management attention.

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Our executive officers and directors may have interests that are different from, or in addition to, those of our shareholders generally.

Our executive officers and directors may have interests in the proposed Merger that are different from, or are in addition to, those of our shareholders generally.  These interests include the acceleration and "cash-out" of restricted shares and share units; certain severance benefits that may be payable upon termination following a change in control; and the right to continued indemnification and insurance coverage by the acquirer, the surviving corporation and Sycamore after the Merger.  The interests of our directors and executive officers in the proposed Merger are described in more detail in the proxy statement regarding the Merger that we filed with the SEC.

We are subject to litigation initiated in connection with the proposed Merger, which could be time consuming and divert our resources and the attention of our management.

As described in Part I, Item 3 of this Annual Report on Form 10-K, we and the individual members of our board of directors have been named as defendants in certain lawsuits relating to the Merger Agreement and the proposed Merger.  The lawsuits generally allege that our directors breached their fiduciary duties by authorizing the Merger for an inadequate price following an inadequate process.  The lawsuits also allege that Jones, Sycamore and certain of its affiliates aided and abetted the alleged breaches of fiduciary duties by the directors.  Plaintiffs seek an injunction preventing consummation of the Merger, rescission in the event the Merger is consummated, damages and attorneys' fees and costs.

The success of our business depends on our ability to retain the heritage of and evolve our brands and to develop product offerings that resonate with our existing customers and attract new customers.

Our success depends, in large part, on our ability to consistently anticipate, gauge and respond to customers' demands and tastes and fashion trends in the design, pricing, style and production of our products.  Any failure on our part to anticipate, identify and respond effectively to those demands, tastes and trends could adversely affect acceptance of our products.  If that occurs, we may need to employ increased levels of markdowns or promotional sales to dispose of excess, slow-moving inventory or we may miss opportunities to increase sales, either of which would harm our business and profitability.  Our success also depends on our ability to effectively define, protect, evolve and promote our brands to expand our customer base while continuing to appeal to our existing customers.  Merchandise missteps could negatively impact the image of our brands with our customers and result in diminished loyalty to our brands, which would adversely impact our business.

The apparel, footwear and accessories industries are heavily influenced by general economic cycles that affect consumer spending.  A prolonged period of depressed consumer spending would have a material adverse effect on us.

The apparel, footwear and accessories industries have historically been subject to cyclical variations, recessions in the general economy and uncertainties regarding future economic prospects that affect consumer spending habits, which could negatively impact our business.  The success of our operations depends on a number of factors impacting discretionary consumer spending, including general economic conditions, consumer confidence, wages and unemployment, housing prices, consumer debt, interest rates, fuel and energy costs, taxation and political conditions.  To the extent there is a downturn in the economy, it may affect consumer purchases of our products and adversely impact our growth and profitability.

We may not be able to respond to changing fashion and retail trends in a timely manner, which could have a material adverse effect on us.

The apparel, footwear and accessories industries have historically been subject to rapidly changing fashion trends and consumer preferences.  We believe that our success is largely dependent on our ability to anticipate and respond promptly to changing consumer preferences and fashion trends in the design, styling and production of our products and in the merchandising and pricing of products in our retail

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stores.  If we do not identify consumer preferences and fashion trends and respond appropriately with speed that fulfills customer needs, we may miss opportunities, and consumers may not purchase our products.  This would result in reduced sales and profitability and in excess inventories, which would have a material adverse effect on us.

We believe that consumers in the United States are shopping less in department stores (our traditional distribution channel) and more in other channels, such as specialty shops, mid-tier locations and e-commerce websites where value is perceived to be higher.  In response, our strategy involves adding new distribution channels, increasing investment in our core brands by focusing on design, quality and value and implementing new and enhanced retail systems.  Despite our efforts to respond to these trends, there can be no assurance that these trends will not have a material adverse effect on us.

The loss of or a significant reduction of business with any of our largest customers would have a material adverse effect on us.

Our ten largest customer groups, principally department stores, accounted for approximately 49% of revenues in 2013.  Macy's, Inc. accounted for approximately 15% of our 2013 gross revenues.

We believe that purchasing decisions are generally made independently by department store units within a customer group.  There has been a trend, however, toward more centralized purchasing decisions.  As such decisions become more centralized, the risk to us of such concentration increases.  A decision by the controlling owner of a customer group of department stores to modify those customers' relationships with us (for example, decreasing the amount of product purchased from us, modifying floor space allocated to apparel in general or our products specifically, or focusing on promotion of private label products rather than our products) could have a material adverse effect on us.  Furthermore, we believe a trend exists among our major customers to concentrate purchasing among a narrowing group of vendors.  To the extent any of our key customers reduces the number of vendors and consequently does not purchase from us, this would have a material adverse effect on us.

In the future, retailers may have financial problems or consolidate, undergo restructurings or reorganizations, or realign their affiliations, any of which could further increase the concentration of our customers.  The loss of any of our largest customers, or the bankruptcy or material financial difficulty of any large customer, would have a material adverse effect on us.  We do not have long-term contracts with any of our customers, and sales to customers generally occur on an order-by-order basis.  As a result, customers can terminate their relationships with us at any time or under certain circumstances cancel or delay orders.

The apparel, footwear and accessories industries are highly competitive.  Any increased competition could result in reduced sales or prices, or both, which could have a material adverse effect on us.

Apparel, footwear and accessories companies face competition on many fronts, including the following:

· establishing and maintaining favorable brand recognition;

· developing products that appeal to consumers;

· pricing products appropriately; and

· obtaining access to retail outlets and sufficient floor space.

There is intense competition in the sectors of the apparel, footwear and accessories industries in which we participate.  We compete with many other manufacturers and retailers, some of which are larger and have greater resources than we do.  Any increased competition could result in reduced sales or prices, or both, which could have a material adverse effect on us.

We compete primarily on the basis of fashion, price and quality.  We believe our competitive advantages include our ability to anticipate and respond quickly to changing consumer demands, our brand names and range of products and our ability to operate within the industries' production and

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delivery constraints.  Furthermore, our established brand names and relationships with retailers have resulted in a loyal following of customers.

We believe that, during the past few years, major department stores and specialty retailers have been increasingly sourcing products from suppliers who are well capitalized or have established reputations for delivering quality merchandise in a timely manner.  However, there can be no assurance that significant new competitors will not develop in the future.

We also provide design and manufacturing resources to several of our wholesale customers to develop product lines to be sold under their own private labels.  These and other private label lines compete directly with our product lines and may receive more prominent positioning on the retail floor by department stores.  While this creates more competition, we believe that national brands are often preferred by the consumer.

We depend on our ability to attract and retain key personnel.

Our executive officers and other members of senior management have substantial experience and expertise in our business.  Our success depends to a significant extent both upon the continued services of these individuals as well as our ability to attract, hire, motivate and retain additional talented and highly qualified management, as well as key personnel in our design, merchandising, marketing and other functions to execute management's strategic initiatives, in the future.  Competition for key executives in the apparel, footwear and accessories industries is intense, and our operations and the execution of our business strategies could be adversely affected if we cannot attract and retain qualified executives and other key personnel.

Our reliance on independent manufacturers could cause delay and damage our reputation and customer relationships.

We rely upon independent third parties for the manufacture of our products.  A manufacturer's failure to ship products to us in a timely manner or to meet the required quality standards could cause us to miss the delivery date requirements of our customers for those items.  The failure to make timely deliveries may drive customers to cancel orders, refuse to accept deliveries or demand reduced prices, any of which could have a material adverse effect on us.  This could damage our reputation.  We do not have long-term written agreements with any of our third party manufacturers.  As a result, any of these manufacturers may unilaterally terminate their relationships with us at any time.

Although we have an active program to train our independent manufacturers in, and monitor their compliance with, our labor and other factory standards, any failure by those manufacturers to comply with our standards or any other divergence in their labor or other practices from those generally considered ethical in the United States and the potential negative publicity relating to any of these events could materially harm us and our reputation.

The extent of our foreign sourcing and contract manufacturing may adversely affect our business.

Nearly all of our products are manufactured outside of North America.  The following may adversely affect foreign operations:

· political instability in countries where contractors and suppliers are located;

· imposition of regulations and quotas relating to imports;

· imposition of duties, taxes and other charges on imports;

· significant fluctuation of the value of the U.S. Dollar, Euro and Pound against other foreign currencies;

· labor shortages in countries where contractors and suppliers are located; and

· restrictions on the transfer of funds to or from foreign countries.

As a result of our foreign sourcing, our domestic business is subject to the following risks:

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· a reduction in available manufacturing capacity, resulting from the closing of foreign factories that have experienced substantial declines in orders;

· uncertainties of sourcing associated with an environment in which general quota has been eliminated on apparel products pursuant to the World Trade Organization Agreement;

· reduced manufacturing flexibility because of geographic distance between us and our foreign manufacturers, increasing the risk that we may have to mark down unsold inventory as a result of misjudging the market for a foreign-made product;

· increases in manufacturing costs in the event of a decline in the value of the U.S. Dollar or Euro against major world currencies, particularly the Chinese Yuan, and higher labor and commodity costs being experienced by our foreign manufacturers in China; and

· violations by foreign contractors of labor and wage standards and resulting adverse publicity.

Fluctuations in the price, availability and quality of raw materials could cause delay and increase costs.

Fluctuations in the price, availability and quality of the fabrics or other raw materials used by us in our manufactured apparel and in the price of materials used to manufacture our footwear and accessories could have a material adverse effect on our cost of sales or our ability to meet our customers' demands.  The prices for such fabrics and materials depend largely on the market prices for the raw materials used to produce them, particularly cotton, leather and synthetics.  The price and availability of such raw materials may fluctuate significantly, depending on many factors, including crop yields and weather patterns.  In the future, we may not be able to pass all or a portion of such higher raw materials prices on to our customers.

The loss or infringement of our trademarks and other proprietary rights could have a material adverse effect on us.

We believe that our trademarks and other proprietary rights are important to our success and competitive position.  Accordingly, we devote substantial resources to the establishment and protection of our trademarks on a worldwide basis.  There can be no assurances that such actions taken to establish and protect our trademarks and other proprietary rights will be adequate to prevent imitation of our products by others or to prevent others from seeking to block sales of our products as violative of their trademarks and proprietary rights.  Moreover, there can be no assurances that others will not assert rights in, or ownership of, our trademarks and other proprietary rights or that we will be able to successfully resolve such conflicts.  In addition, the laws of certain foreign countries may not protect proprietary rights to the same extent as do the laws of the United States.  The loss of such trademarks and other proprietary rights, or the loss of the exclusive use of such trademarks and other proprietary rights, could have a material adverse effect on us.  Any litigation regarding our trademarks could be time-consuming and costly.

        Any inability to identify acquisition candidates (or to integrate acquired businesses successfully) could have a material effect on our future growth.

        A significant part of our historical growth has depended on our ability to identify acquisition candidates and, in a competitive environment for such acquisitions, acquire such businesses on reasonable financial and other terms.  Difficulties in integrating the organizations and operations of any acquired businesses into our existing organization and operations could have a material adverse effect on us and could damage our reputation.

The current state of the economy and the tightening of commercial credit markets may impair our ability to obtain capital on favorable terms.

We rely on our revolving credit facilities for backing the issuance of trade letters of credit and other supply chain purposes, and also from time to time for cash borrowings for working capital and general corporate purposes.  Our current $650 million revolving credit facility matures on April 28, 2016.  The loss of the use of this facility or the inability to replace this facility when it expires could materially impair our ability to purchase product from our network of independent foreign manufacturers.  In addition,

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considering the uncertainties of the present economic environment, it is possible, in general, that one or more committed lenders would not meet its obligations to lend to borrowers, and there is no assurance we would be able to replace any such lender.

We rely on our licensing partners to preserve the value of our brands.

During 2013, $43.2 million of our revenues were derived from licensing royalties.  Although we generally have significant control over our licensees' products and advertising, we rely on our licensees for, among other things, operational and financial controls over their businesses.  Failure of our licensees to successfully market licensed products or our inability to replace existing licensees, if necessary, could adversely affect our revenues, both directly from reduced royalties received and indirectly from reduced sales of our other products.  Risks are also associated with a licensee's ability to:

· obtain capital;

· manage its labor relations;

· maintain relationships with its suppliers;

· manage its credit risk effectively; and

· maintain relationships with its customers.

In addition, we rely on our licensees to help preserve the value of our brands.  Although we make every attempt to protect our brands through, among other things, approval rights over design, production processes and quality, packaging, merchandising, distribution, advertising and promotion of our licensed products, we cannot completely control the use of our brands by our licensees.  The misuse of a brand by a licensee could have a material adverse effect on that brand and on us.

We have entered into license agreements to use the trademarks of others.  Loss of a license could have an adverse effect on us.

Our business strategy is based on offering our products in a variety of brands, channels and price points.  This strategy is designed to provide stability should market trends shift.  As part of this strategy we license the names and brands of recognized designers and celebrities, including Givenchy, Rachel Roy, Jessica Simpson, Rafe and Lipsy.  In entering into these license agreements, we target our products towards certain market segments based on consumer demographics, design, suggested pricing and channel of distribution in order to minimize competition with our own brands and maximize profitability.  If any of our licensors determines to introduce similar products under similar brand names or otherwise change the parameters of design, pricing, distribution or target market, we could experience a significant downturn in that brand's business, adversely affecting our sales and profitability.  In addition, as products may be personally associated with these designers and celebrities, our sales of those products could be materially and adversely affected if any of those individual's images, reputations or popularity were to be negatively impacted.

A security or privacy breach could adversely affect us.

We are dependent on information technology networks and systems, including the Internet, to process, transmit and store electronic information.  In the normal course of our business, we collect, process and retain sensitive and confidential information pertaining to our customers, our employees and other third parties.  We, and our third-party service providers, have systems and processes in place that are designed to protect information and protect against security and data breaches.  Despite these safeguards, our systems and processes may be vulnerable to security breaches, acts of vandalism, computer viruses, lost data, inadvertent data disclosure or other similar events.  Any failure to protect the confidential data of our customers, employees or third parties could damage our reputation and customer relationships, expose us to the costs and risks of litigation and possible liability, disrupt our operations and adversely impact our business.

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Extreme or unseasonable weather conditions could adversely affect our business.

Extreme weather events and changes in weather patterns can influence customer trends and shopping habits.  Extended periods of unseasonably warm temperatures during the winter season or cool weather during the summer season may diminish demand for our seasonal merchandise.  Heavy snowfall, hurricanes or other severe weather events in the areas in which our retail stores and the retail stores of our wholesale customers are located may decrease customer traffic in those stores and reduce our sales and profitability.  If severe weather events were to force closure of or disrupt operations at the distribution centers we use for our merchandise, we could incur higher costs and experience longer lead times to distribute our products to our retail stores, wholesale customers or e-commerce customers.  If prolonged, such extreme or unseasonable weather conditions could adversely affect our business, financial condition and results of operations.

Our business and performance will be affected by our ability to implement our strategic initiatives to enhance profitability.

One of our key business objectives is enhancing profitability.  To support that goal, we have identified the following long-term strategic plans: revitalizing our core brands; investing in emerging brands; expanding our international footprint; improving direct-to-consumer performance; and achieving excellence in our operations.  Our ability to execute these strategies successfully and achieve our projected results is subject to various risks and uncertainties affecting our business generally, which are described elsewhere under this "Risk Factors" section, and the inherent challenges in managing and carrying out the change necessary to implement long-term strategic plans.  The risks and uncertainties in successfully implementing these strategies include, but are not limited to, those listed below.  Accordingly, there can be no assurance that our long-term strategic plans will be successful or will result in enhanced profitability.

· Revitalizing our core brands involves retaining the heritage of and evolving those brands to increase demand for our products.  In part, we are pursuing this goal by transitioning from product category management to brand management to achieve harmonized design across product categories and build stronger emotional brand connections with our customers.  Implementing this strategy also depends upon our ongoing ability to develop product offerings that resonate with our existing customers and attract new customers, and to effectively communicate distinctive brand identities through merchandising and innovative marketing.

· Investing in emerging brands depends on our ability to identify appropriate brands with good prospects for growth, acquire those brands or invest in associated businesses on reasonable financial and other terms, successfully nurture the growth of such brands into expanded product categories and/or additional markets, and efficiently integrate the organization and operations of such businesses into our existing organization and operations.

· Expanding our international footprint depends on our ability to accurately assess the demographics, consumer fashion preference and demand, and retail environment in new geographic markets, to develop successful distribution strategies, structures and alliances in appropriate markets, and to secure suitable retail locations on reasonable financial and other terms.  Our success in expanding internationally also depends on general economic conditions affecting the countries into which we expand and the competition we may face from wholesalers and retailers with more operating experience in those locations.

· Improving direct-to-consumer performance depends on our ability to create compelling retail environments in our stores and on e-commerce websites through changes in layout and merchandise assortments, to apply appropriate pricing strategies and to manage inventory levels.  If any increased capital investments in our stores, websites, distribution facilities and information technology systems necessary to execute this strategy do not result in increased sales or improved gross margins, our results of operations could be unfavorably affected.

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· Achieving excellence in our operations depends on our ongoing ability to improve operating flexibility and efficiency and reduce costs by, among other things, leveraging our supply chain and strategic relationships with manufacturers, third-party logistics providers and retail vendors to optimize our cost structure and enhance speed to market, developing and implementing better buying and planning processes, and maintaining and enhancing our information and other support systems and controls to improve product development cycle times and control inventory.

ITEM 1B.  UNRESOLVED STAFF COMMENTS

Not applicable.

ITEM 2.  PROPERTIES

The general location, use and approximate size of our principal properties are set forth below:

Location	Owned/ Leased	Use	Approximate Area in Square Feet (1)(2)
Bristol, Pennsylvania	leased	Administrative and computer services	172,600
New York, New York	leased	Administrative, executive and sales offices	742,000
Vaughan, Canada	leased	Administrative offices and distribution warehouse	125,000
Lawrenceburg, Tennessee	owned	Distribution warehouses	1,119,100
South Hill, Virginia	leased	Distribution warehouses	300,000
White Plains, New York	leased	Administrative offices	100,000
West Deptford, New Jersey	leased	Distribution warehouses	868,100
London, United Kingdom	leased	Administrative offices	51,300
Alicante, Spain	leased	Administrative offices	7,500
Los Angeles, California	leased	Administrative offices and showrooms	22,500
Fort Lauderdale, Florida	leased	Administrative offices	7,700

____________

(1) Including mezzanine where applicable.

(2) Excludes subleased square footage.

We sublease approximately 266,000 square feet between two office buildings in White Plains, New York to an independent third party.  Our lease of the buildings runs until February 1, 2022.

We also sublease certain office space totaling 26,000 square feet in New York, New York to several independent third parties.

We lease approximately 455,000 square feet of warehouse facilities in Goose Creek, South Carolina which are currently subleased to independent third parties.  We also have 150,000 square feet of warehouse facilities in the same location which is not currently in use and is being marketed for a subtenant.

Our retail stores are leased pursuant to long-term leases, typically five to ten years for outlet stores and seven to ten years for specialty stores.  Certain leases allow us to terminate our obligations after a predetermined period (generally one to three years) in the event that a particular location does not achieve specified sales volume, and some leases have options to renew.  Many leases include clauses that provide for contingent payments based on sales volumes, and many leases contain escalation clauses for increases in operating costs and real estate taxes.

We believe that our existing facilities are well maintained, in good operating condition and that our existing and planned facilities will be adequate for our operations for the foreseeable future.

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ITEM 3.  LEGAL PROCEEDINGS

We have been named as a defendant in various actions and proceedings arising from our ordinary business activities.  Although the amount of any liability that could arise with respect to these actions cannot be accurately predicted, in our opinion, any such liability will not have a material adverse financial effect on us.

In addition, we are involved in the following legal matters arising from the proposed sale of Jones to affiliates of Sycamore.

Since the announcement of the proposed Merger, we and our board of directors (the "Board") have been named as defendants in five shareholder actions brought by purported Jones shareholders (the "Actions") in the Supreme Court of the State of New York, County of New York.

On January 7, 2014, a law firm representing a purported Jones shareholder sent a letter to the Board alleging breaches of fiduciary duty related to the Merger and requesting that the Board take certain actions (the "Ettedgui Letter").  The letter indicated that that law firm's client may take legal action.

On January 13, 2014, two shareholder actions, both of which are purportedly brought directly and on behalf of a class of Jones shareholders and are unrelated to the aforementioned letter, were filed by purported Jones shareholders in the Supreme Court of the State of New York, County of New York, and are captioned Gus Voyiatgis, on behalf of himself and those similarly situated v. The Jones Group, Inc., et al., Index No. 650096/2014 (the "Voyiatgis Complaint"), and James R. Smith, Individually and On Behalf of Himself and All Others Similarly Situated v. Wesley R. Card et al., Index No. 650100/2014 (the "Smith Complaint").

On January 14, 2014, a third shareholder action was filed by a purported Jones shareholder in the Supreme Court of the State of New York, County of New York, captioned Jacky Ettedgui, On Behalf of Himself and All Others Similarly Situated v. The Jones Group, Inc., Index No. 650110/2014 (the "Ettedgui Complaint").  The plaintiff in the Ettedgui Complaint, the purported Jones shareholder referred to in the Ettedgui Letter, purportedly brings the action directly and on behalf of a class of Jones shareholders and derivatively on behalf of Jones.

On January 14, 2014, the Board formed a special litigation committee to review and investigate, with independent counsel, the alleged breaches of fiduciary duties set forth in the Ettedgui Letter and any subsequently received purported demand letters or derivative litigation brought with respect to or following any such purported demand letters, and to determine our response thereto.

On January 23, 2014, a fourth shareholder action, which purportedly is brought directly and on behalf of a class of Jones shareholders, was filed by a purported Jones shareholder in the Supreme Court of the State of New York, County of New York, and is captioned Aash Mehta, individually and on behalf of all others similarly situated v. The Jones Group, Inc. et al., Index No. 650232/2014 (the "Mehta Complaint").  On January 24, 2014, a fifth shareholder action, which purportedly is brought directly and on behalf of a class of Jones shareholders, was filed by a purported Jones shareholder in the Supreme Court of the State of New York, County of New York, and is captioned Joseph Iannuzzo, Individually and on Behalf of All Others Similarly Situated v. The Jones Group Inc. et al., Index No. 650241/2014 (the "Iannuzzo Complaint").

Each Action alleges, among other things, that the members of the Board breached their fiduciary duties to our shareholders by authorizing the Merger for inadequate consideration and pursuant to an inadequate process.  The Smith Complaint also makes fiduciary duty claims against us.  Each action also alleges, among other things, that Sycamore and/or its affiliates aided and abetted the Board's alleged breaches of fiduciary duty, and the Voyiatgis, Mehta and Iannuzzo Complaints also make aiding and abetting claims against us.  The Iannuzzo Complaint also alleges, among other things, that there were material omissions and misrepresentations in our Preliminary Proxy Statement, filed January 17, 2014 (the "Preliminary Proxy").

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On January 27, 2014, the plaintiffs in the Ettedgui action and the Smith action filed amended complaints, adding new class action claims alleging, among other things, that there were material omissions and misrepresentations in our Preliminary Proxy.  The plaintiff in the Smith action also added claims purportedly brought derivatively on behalf of Jones, alleging, among other things, that members of the Board breached their fiduciary duties, and that affiliates of Sycamore aided and abetted those breaches of fiduciary duty.

The plaintiffs in each of the Actions seek equitable relief, including an injunction preventing consummation of the Merger, rescission in the event the Merger is consummated, damages, and an award of attorneys' and other fees and costs.

On January 30, 2014, a purported Jones shareholder sent a letter to the Board making a demand for inspection of certain of our books and records related to the Merger.  On January 31, 2014, a law firm representing the same purported Jones shareholder sent a letter to the Board alleging breaches of fiduciary duty related to the Merger and material omissions and misrepresentations in our Preliminary Proxy.  On the same day, a law firm representing a different purported Jones shareholder also sent a letter to the Board alleging breaches of fiduciary duty related to the Merger.  Both letters requested that the Board take certain actions.  Both letters also indicated that the law firms' clients may take legal action.  We forwarded each letter to the special litigation committee.

On February 4, 2014, we denied the demand for inspection of certain of our books and records in light of, among other things, the ongoing special litigation committee investigation.

ITEM 4.  MINE SAFETY DISCLOSURES

Not applicable.

EXECUTIVE OFFICERS OF THE REGISTRANT

Our executive officers are as follows:

Name	Age	Office
Wesley R. Card	66	Chief Executive Officer
Richard Dickson	45	President and Chief Executive Officer - Branded Businesses
Ira M. Dansky	68	Executive Vice President, General Counsel and Secretary
John T. McClain	52	Chief Financial Officer
Christopher R. Cade	46	Executive Vice President, Chief Accounting Officer and Controller

Mr. Card was named Chief Executive Officer on July 12, 2007.  Mr. Card was also our President from July 12, 2007 to February 7, 2010.  Prior to July 12, 2007, Mr. Card had been our Chief Operating Officer since March 2002.  He had also been appointed Chief Financial Officer in March 2007, a position he previously held from 1990 to March 2006.

Mr. Dickson was named President and Chief Executive Officer - Branded Businesses on February 8, 2010.  Prior to joining us, Mr. Dickson served as General Manager and Senior Vice President, Barbie at Mattel, Inc. from September 2008 to February 2010, as Senior Vice President, Marketing, Media & Entertainment Worldwide, Mattel Brands from August 2005 to September 2008 and as Senior Vice President, Mattel Brands Consumer Products from May 2003 to August 2005.

Mr. Dansky has been our General Counsel since 1996 and our Secretary since January 2001.  He was elected an Executive Vice President in March 2002.

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Mr. McClain became our Chief Financial Officer on July 16, 2007.  Prior to joining us, Mr. McClain served as Chief Accounting Officer of Avis Budget Group, Inc. (formerly Cendant Corporation), a position he assumed in July 2006.  From 1999 to July 2006, Mr. McClain served as Senior Vice President, Finance and Corporate Controller for Cendant Corporation.

Mr. Cade was named Executive Vice President, Chief Accounting Officer and Controller on December 17, 2007.  Prior to joining us, Mr. Cade served as Senior Vice President, Chief Accounting Officer and Controller of Realogy Corporation (formerly Cendant Corporation), a position he assumed in August 2006.  From June 2004 through July 2006, Mr. Cade served as Vice President, Corporate Finance, of Cendant Corporation.

PART II

ITEM 5.  MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

			First Quarter	Second Quarter	Third Quarter	Fourth Quarter
Price range of common stock:
	2013
		High	$12.945	$15.25	$17.78	$16.24
		Low	$10.62	$12.60	$14.08	$12.79
	2012
		High	$12.63	$13.12	$13.98	$13.97
		Low	$8.13	$8.85	$9.48	$10.42
Dividends paid per share of common stock:
	2013		$0.05	$0.05	$0.05	$0.05
	2012		$0.05	$0.05	$0.05	$0.05

We have paid a quarterly $0.05 cash dividend to our shareholders since January 1, 2009, with varying dividends before such date.  However, the terms of the Merger Agreement provide that, from December 19, 2013 (the date of the Merger Agreement) until the effective time of the Merger (or the earlier termination of the Merger Agreement), we may not declare, set aside or pay any dividends on our common stock or restricted shares.

Our common stock is traded on the New York Stock Exchange under the symbol "JNY."  The above figures set forth, for the periods indicated, the high and low sale prices per share of our common stock as reported on the New York Stock Exchange Composite Tape.  The last reported sale price per share of our common stock on February 14, 2014 was $14.92, and on that date there were 632 holders of record of our common stock.  However, many shares are held in "street name;" therefore, the number of holders of record may not represent the actual number of shareholders.

Annual CEO Certification

The Annual CEO Certification required by Section 303A.12(a) of the New York Stock Exchange Listed Company Manual was submitted to the New York Stock Exchange on June 17, 2013.

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Issuer Purchases of Equity Securities

We did not repurchase any shares on the open market during the fiscal quarter ended December 31, 2013.

Comparative Performance

The SEC requires us to present a chart comparing the cumulative total stockholder return on our common stock with the cumulative total stockholder return of (i) a broad equity market index and (ii) a published industry index or peer group.  The following chart compares the performance of our common stock with that of the S&P 500 Composite Index and the S&P 500 Apparel, Accessories & Luxury Goods Index, assuming an investment of $100 on December 31, 2008 in each of our common stock, the stocks comprising the S&P 500 Composite Index and the stocks comprising the S&P 500 Apparel, Accessories & Luxury Goods Index and the reinvestment of dividends.

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ITEM 6.  SELECTED FINANCIAL DATA

The following financial information is qualified by reference to, and should be read in conjunction with, our Consolidated Financial Statements and Notes thereto and "Management's Discussion and Analysis of Financial Condition and Results of Operations" contained elsewhere in this Report.  The selected consolidated financial information presented below is derived from our audited Consolidated Financial Statements for each of the five years in the period ended December 31, 2013.

(All amounts in millions except per share data)

Year Ended December 31,	2013			2012			2011		2010			2009
Income Statement Data
Net sales	$	3,720.3		$	3,750.6		$	3,734.0	$	3,593.5		$	3,279.7
Licensing income		43.2			46.2			50.2		48.3			46.8
Other revenues		1.4			1.3			1.1		0.9			0.9
Total revenues		3,764.9			3,798.1			3,785.3		3,642.7			3,327.4
Cost of goods sold		2,435.5			2,427.4			2,440.1		2,387.2			2,181.5
Gross profit		1,329.4			1,370.7			1,345.2		1,255.5			1,145.9
Selling, general and administrative expenses		1,225.9			1,226.9			1,173.2		1,073.0			1,008.7
Trademark impairments		7.2			21.5			31.5		37.6			28.7
Goodwill impairment		49.9			47.6			-		-			120.6
Operating income (loss)		46.4			74.7			140.5		144.9			(12.1	)
Interest income		0.2			0.6			0.9		1.5			2.8
Interest expense and financing costs		60.5			145.7			74.2		60.4			55.6
Loss and costs associated with repurchase of 4.250% Senior Notes		-			-			-		-			1.5
Equity in earnings (loss) of unconsolidated affiliates		0.6			2.5			3.9		(0.9	)		(3.7	)
(Loss) income from operations before (benefit) provision for income taxes		(13.3	)		(67.9	)		71.1		85.1			(70.1	)
Provision (benefit) for income taxes		6.4			(12.9	)		19.6		30.7			16.2
Net (loss) income		(19.7	)		(55.0	)		51.5		54.4			(86.3	)
Less: income attributable to noncontrolling interest		0.1			1.1			0.8		0.6			0.3
(Loss) income attributable to Jones	$	(19.8	)	$	(56.1	)	$	50.7	$	53.8		$	(86.6	)
Per Share Data
(Loss) earnings per share
Basic	$	(0.26	)	$	(0.72	)	$	0.62	$	0.63		$	(1.02	)
Diluted		(0.26	)		(0.72	)		0.61		0.62			(1.02	)
Dividends declared per share	$	0.20		$	0.20		$	0.20	$	0.20		$	0.20
Weighted average common shares outstanding
Basic		73.0			74.9			79.6		82.1			81.7
Diluted		73.0			74.9			81.3		82.6			81.7

December 31,	2013		2012		2011		2010		2009
Balance Sheet Data
Working capital	$	435.1	$	644.5	$	575.5	$	719.4	$	741.1
Total assets		2,511.9		2,595.5		2,715.3		2,332.4		2,025.0
Short-term debt and current portion of long-term debt and capital lease obligations		256.6		2.2		2.0		1.8		2.6
Long-term debt, including capital lease obligations		692.5		955.7		854.7		535.1		526.4
Total equity (1)		983.3		1,005.7		1,089.4		1,138.3		1,092.5

(1) The decreases between 2010 and 2013 are primarily the result of the impairments of goodwill and indefinite-lived trademarks.

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ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion provides information and analysis of our results of operations from 2011 through 2013, and our liquidity and capital resources.  The following discussion and analysis should be read in conjunction with our Consolidated Financial Statements included elsewhere herein.

Executive Overview

We design, contract for the manufacture of and market a broad range of women's collection sportswear, suits and dresses, casual sportswear and jeanswear for women and children and women's and men's footwear and accessories.  We sell our products through a broad array of distribution channels, including better specialty stores, department stores, mass merchandisers and international concession arrangements, primarily in the United States, Canada and Europe.  We also operate our own network of retail and factory outlet stores and several e-commerce web sites.  In addition, we license the use of several of our brand names to select manufacturers and distributors of women's and men's apparel and accessories worldwide.

Significant highlights from the discussion and analysis of our results of operations for 2013 are as follows:

· total revenues were $3.76 billion, a decrease of $33.2 million from a year ago;

· gross profit, as a percent of sales, decreased to 35.3% from 36.1% a year ago;

· operating income was $46.4 million, a decrease of $28.3 million from a year ago;

· we recorded goodwill and trademark impairments of $57.1 million, compared with $69.1 million a year ago; and

· diluted loss per share was $0.26, compared with loss per share of $0.72 from a year ago.

Agreement to be Acquired by Sycamore Partners

On December 19, 2013, we entered into an Agreement and Plan of Merger (the "Merger Agreement") providing for the acquisition of Jones by an affiliate of Sycamore Partners, L.P. and Sycamore Partners A, L.P. ("Sycamore").  Under the terms of the Merger Agreement, which was unanimously approved by our Board of Directors, Sycamore will acquire all of the outstanding shares of our common stock for $15.00 per share in cash.  The transaction, which is structured as a one-step merger with Jones as the surviving corporation (the "Merger"), is subject to customary closing conditions, including approval of the holders of a majority of our shares that vote on the proposal to adopt the Merger.  In connection with the transactions contemplated by the Merger Agreement, we have also agreed to suspend payment of our regular quarterly dividend.  Concurrently with the signing of the Merger Agreement, Sycamore entered into separate purchase agreements with certain of its controlled affiliates which provide for the transfer of ownership of certain of our lines of business to such affiliates upon completion of the Merger.

We currently plan to complete the proposed Merger in the second fiscal quarter of 2014.  However, we cannot assure you that the Merger will be completed nor can we predict the exact timing of the completion of the Merger, because it is subject to the satisfaction of various conditions, many of which are beyond our control.  If the Merger is approved by our shareholders and is consummated, our shares of common stock will cease to be traded on The New York Stock Exchange and we will no longer be a publicly-traded company.

Sycamore has informed us that, in connection with the financing of the Merger and the other transactions contemplated by the Merger Agreement, it currently intends (i) to optionally redeem and discharge in full as of the effective time of the Merger our 5.125% Senior Notes due 2014; (ii) to conduct and consummate as of the effective time of the Merger the required change of control offer for our 6.875% Senior Notes due 2019 at the required offer price of 101% under the indenture governing these notes and (iii) for all our 6.125% Senior Notes due 2034 to remain outstanding obligations of Jones following the effective time of the Merger.  For more information and a copy of the Merger Agreement, see our Current Report on Form 8-K filed with the SEC on December 23, 2013.

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Trends

The uncertain economic and political environments have resulted in fluctuating consumer confidence.  Fluctuating energy, gasoline and other prices are impacting consumers' discretionary income.  This may lead to reduced consumer spending, which could affect our net sales and our future profitability.  We also believe that several significant trends are occurring in the apparel, footwear and accessories industry.  We believe that commodity, labor and transportation costs may increase in the future.  We may be limited in our ability to increase our selling prices to offset these increases.  Should the consumer not accept higher retail prices for our products, our margins could be adversely affected.

  We believe a trend exists among our major customers to expand the differentiation of their offerings and to achieve strategic advantages over competitors by devoting more resources to the development of exclusive products—whether products that the retailer designs under brands that it owns (private labels) or products produced exclusively for the retailer by national brand manufacturers.  Retailers are placing more emphasis on developing their brand images and building strong images for their private label merchandise.  Exclusive brands, as the term implies, are only available from a specific retailer, and thus customers loyal to these brands can only find them in the stores of that retailer.  We have responded to this trend by leveraging our design, production and marketing capabilities to develop and provide private label products for certain customers and to provide products under certain of our brands exclusively to select customers, such as providing l.e.i. products exclusively to Walmart and Rachel Rachel Roy products exclusively to Macy's in the U.S.  While the private label lines compete directly with our product lines and may receive more prominent positioning on the retail floor by department stores, creating more competition, we believe that national brands are often preferred by the consumer.

Furthermore, we believe a trend exists among our major customers to concentrate purchasing among a narrowing group of vendors.  In the future, retailers may have financial problems or continue to consolidate, undergo restructurings or reorganizations, or realign their affiliations, any of which could increase the concentration of our customers.  We attempt to minimize our credit risk from our concentration of customers by closely monitoring accounts receivable balances and credit lines and the ongoing financial performance and credit status of our customers.

Consumers are increasing their purchasing of apparel, footwear and accessories through e-commerce web sites.  Through our web sites, we market either footwear and accessories, apparel or a combination of these products, primarily under their respective brand names.  The selection of products is substantially consistent with the product offerings in our corresponding retail store concepts.  Our e-commerce systems allow us to fulfill customer orders from inventory at our retail store locations if the items are not available at our distribution center.

Actions to Improve Profitability

On April 24, 2013, we announced certain actions designed to improve profitability.  These identified actions included: (a) closing underperforming domestic retail stores (see "Retail Store Closings" below); (b) continuing our critical assessment of individual store profitability on an ongoing basis, including our consideration of converting certain stores to brands that offer the greatest opportunity for revenue growth and profitability; (c) optimizing our wholesale channel, with a focus on the sportswear division, through a more streamlined structure to support a brand-focused organization, including the consolidation of certain production, design and selling divisions, and consolidation of distribution and supply chain facilities; and (d) reducing domestic retail and corporate, support and supply chain staff.  The Merger Agreement places certain restrictions on us in regards to these actions until the effective time of the Merger (or the earlier termination of the Merger Agreement).

Retail Store Closings

As a result of our review of our retail operations for underperforming locations, we have decided to continue to close domestic retail locations that no longer provide strategic benefits.  During 2011, 2012 and 2013, we closed 96, 103 and 108 locations, respectively, and anticipate closing additional locations in 2014.  We recorded $1.6 million, $1.7 million and $3.0 million of termination benefits and associated

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employee costs during 2011, 2012 and 2013, respectively.  We also incurred $0.5 million, $0.4 million and $3.7 million during 2011, 2012 and 2013, respectively, for costs to terminate leases.  In connection with our decision to close these stores, we reviewed the associated long-term assets for impairments.  As a result of these reviews, we recorded $8.0 million, $0.8 million and $6.3 million of impairment losses 2011, 2012 and 2013, respectively, on leasehold improvements and furniture and fixtures located in the stores to be closed.  These costs are reported as selling, general and administrative ("SG&A") expenses in the domestic retail segment.  The Merger Agreement places certain restrictions on us in regards to retail store closings until the effective time of the Merger (or the earlier termination of the Merger Agreement).

Critical Accounting Policies

Several of our accounting policies involve significant or complex judgments and uncertainties and require us to make certain critical accounting estimates.  We consider an accounting estimate to be critical if it requires us to make assumptions that are subjective in nature or are about matters that were highly uncertain at the time the estimate was made.  The estimates with the greatest potential effect on our results of operations and financial position include the collectibility of accounts receivable, the recovery value of obsolete or overstocked inventory and the fair values of goodwill, intangible assets with indefinite lives and acquisition consideration liabilities.  Estimates related to accounts receivable and inventory affect all of our segments.  Estimates related to goodwill affect our domestic wholesale sportswear, international wholesale and international retail segments.  Estimates related to intangible assets with indefinite lives affect our domestic footwear and accessories, international wholesale, international retail and licensing and other segments.

For accounts receivable, we estimate the net collectibility, considering both historical and anticipated trends of trade discounts and co-op advertising deductions taken by our customers, allowances we provide to our retail customers to flow goods through the retail channels, and the possibility of non-collection due to the financial position of our customers.  For inventory, we estimate the amount of goods that we will not be able to sell in the normal course of business and write down the value of these goods to the recovery value expected to be realized through off-price channels.  Historically, actual results in these areas have not been materially different than our estimates, and we do not anticipate that our estimates and assumptions are likely to materially change in the future.  However, if we incorrectly anticipate trends or unexpected events occur, our results of operations could be materially affected.

Goodwill represents the excess of the purchase price and related costs over the value assigned to net tangible and identifiable intangible assets of businesses acquired.  Accounting rules generally require that we test at least annually for possible goodwill impairment.  We test our goodwill and our intangible assets with indefinite lives for impairment on an annual basis (during our fourth fiscal quarter) and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of an asset below its carrying value.  We test goodwill at the segment level where acquired businesses have been fully integrated into our existing structure and at one level below the segment level where acquired businesses have not been fully integrated.  As a result of the 2013 and 2012 impairment analysis, we recorded $49.9 million and $47.6 million in goodwill impairment, respectively.  In 2013, we determined that the goodwill balance existing in our domestic wholesale sportswear segment and the goodwill in our wholesale footwear and accessories segment related to our Brian Atwood business were impaired as a result of decreases in projected revenues and profitability.  In 2012, we determined that the goodwill balance existing in our international retail segment related to Kurt Geiger was impaired as a result of decreases in projected revenues, profitability and cash flows for the business.  There were no impairment charges as a result of the 2011 impairment analyses.

We perform our annual impairment test for indefinite-lived intangible assets during the fourth fiscal quarter of the year.  As a result of the 2013, 2012 and 2011 impairment analyses, we recorded trademark impairment charges of $7.2 million, $21.5 million and $31.5 million, respectively, as a result of decreases in projected revenues and cash flows for certain brands.  All trademark impairment charges are reported as SG&A expenses in the licensing and other segment.  In 2012, we also determined that an acquired customer relationship intangible asset from the acquisition of KG Group Holdings Limited ("Kurt Geiger") was impaired due to decreases in projected wholesale revenues, and we recorded a $5.6 million impairment charge.  This impairment charge is reported as an SG&A expense in the international

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wholesale segment.  For more information, see "Goodwill and Other Intangible Assets" in Notes to Consolidated Financial Statements.

We test both our goodwill and our trademarks for impairment by utilizing discounted cash flow models to estimate their fair values.  These cash flow models involve several assumptions.  Changes in our assumptions could materially impact our fair value estimates.  Assumptions critical to our fair value estimates are: (i) discount rates used to derive the present value factors used in determining the fair value of the reporting units and trademarks; (ii) royalty rates used in our trademark valuations; (iii) projected average revenue growth rates used in the reporting unit and trademark models; and (iv) projected long-term growth rates used in the derivation of terminal year values.  These and other assumptions are impacted by economic and market conditions as well as expectations of management and may change in the future based on period-specific facts and circumstances.  Based on our latest annual testing, the following table shows the assumptions we used to derive our fair value estimates and the hypothetical additional impairment charge for goodwill and trademarks resulting from a one percentage point unfavorable change in the discount rate assumption and a 10% unfavorable change in each of our other fair value assumptions (dollar amounts in millions).

	Assumptions						Effect of unfavorable change
	Goodwill			Trademarks			Goodwill		Trademarks
Discount rates		12.0	%		12.0	%	$	-	$	0.8
Royalty rates		--			1.0% - 8.0	%	$	-	$	1.0
Weighted-average revenue growth rates		4.7	%		6.5	%	$	-	$	0.3
Long-term growth rates		3.0	%		0% - 3.0	%	$	-	$	-

At December 31, 2013, we had $166.4 million of goodwill, of which $46.6 million has been assigned to the domestic wholesale footwear and accessories segment, $114.5 million has been assigned to the international wholesale segment and $5.3 million has been assigned to the international retail segment.  The fair value of each operating segment other than our domestic wholesale sportswear segment significantly exceeded the segment's carrying value at December 31, 2013.  We also have $704.8 million of indefinite-lived trademarks.  Should economic conditions and trends (such as reduced consumer spending or the failure to achieve projected results) deteriorate throughout 2014 and beyond, especially in the United Kingdom and the U.S., the carrying values of trademarks and goodwill could become further impaired.

At December 31, 2013, we had a total of $6.6 million accrued for the remaining contingent consideration payments relating to the acquisitions of Moda Nicola International, LLC ("Moda") and Stuart Weitzman Holdings, LLC ("SWH").  The $5.6 million liability for Moda represents the present value, discounted at our weighted-average cost of capital, of the projected payments based on revenues and gross margins for 2013 and projected revenues and probability-weighted gross margins for 2014.  These and other assumptions are impacted by economic conditions and expectations of management and may change in the future based on period-specific facts and circumstances.  The remaining liability for SWH is $1.0 million, which is being deferred until certain conditions are met.

Other than the assumptions used in the impairment testing of our goodwill and trademarks, we have not made any material changes to any of our critical accounting estimates in the last three years.  Our senior management has discussed the development and selection of our critical accounting estimates with the Audit Committee of our Board of Directors.  In addition, there are other items within our financial statements that require estimation, but are not deemed critical as defined above.  Changes in estimates used in these and other items could have a material impact on our financial statements.

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Results of Operations

Statements of Operations Stated in Dollars and as a Percentage of Total Revenues

(In millions)	2013					2012					2011
Net sales	$	3,720.3		98.8	%	$	3,750.6		98.7	%	$	3,734.0	98.6	%
Licensing income		43.2		1.1			46.2		1.2			50.2	1.3
Other revenues		1.4		0.0			1.3		0.0			1.1	0.0
Total revenues		3,764.9		100.0			3,798.1		100.0			3,785.3	100.0
Cost of goods sold		2,435.5		64.7			2,427.4		63.9			2,440.1	64.5
Gross profit		1,329.4		35.3			1,370.7		36.1			1,345.2	35.5
Selling, general and administrative expenses		1,225.9		32.6			1,226.9		32.3			1,173.2	31.0
Trademark impairments		7.2		0.2			21.5		0.6			31.5	0.8
Goodwill impairment		49.9		1.3			47.6		1.3			-	-
Operating income		46.4		1.2			74.7		2.0			140.5	3.7
Interest income		0.2		0.0			0.6		0.0			0.9	0.0
Interest expense and financing costs		60.5		1.6			145.7		3.8			74.2	2.0
Equity in income of unconsolidated affiliate		0.6		0.0			2.5		0.1			3.9	0.1
(Loss) income before provision (benefit) for income taxes		(13.3	)	(0.4	)		(67.9	)	(1.8	)		71.1	1.9
Provision (benefit) for income taxes		6.4		0.2			(12.9	)	(0.3	)		19.6	0.5
Net (loss) income		(19.7	)	(0.5	)		(55.0	)	(1.4	)		51.5	1.4
Less: income attributable to noncontrolling interest		0.1		0.0			1.1		0.0			0.8	0.0
(Loss) income attributable to Jones	$	(19.8	)	(0.5	)%	$	(56.1	)	(1.5	)%	$	50.7	1.3	%

Percentage totals may not add due to rounding.

2013 Compared with 2012

Revenues.  Total revenues for 2013 were $3.76 billion, compared with $3.80 billion for 2012, a decrease of 0.9%.  Revenues by segment were as follows:

(In millions)	2013		2012		Increase (Decrease		)	Percent Change
Domestic wholesale sportswear	$	671.1		782.0		(110.9	)		(14.2	%)
Domestic wholesale jeanswear		822.9		746.7		76.2			10.2
Domestic wholesale footwear and accessories		916.5		919.7		(3.2	)		(0.3	)
Domestic retail		564.4		584.6		(20.2	)		(3.5	)
International wholesale		329.3		330.0		(0.7	)		(0.2	)
International retail		417.5		388.9		28.6			7.4
Licensing		43.2		46.2		(3.0	)		(6.5	)
Total revenues	$	3,764.9	$	3,798.1	$	(33.2	)		(0.9	)%

Domestic wholesale sportswear revenues decreased $110.9 million, primarily due to decreased revenues in our Jones New York and Anne Klein product lines resulting from reduced shipments of both brands to lower-performing retail doors and poor product performance.  Revenues also decreased from the discontinuation of our Joneswear product lines resulting from a change in J.C. Penney's retail strategy.  Revenues in our Evan-Picone product lines decreased due to reduced shipments of suits and moderate sportswear to lower-performing retail doors.  Revenues in our Kasper suitsproduct line decreased due to the decision of Burlington Coat Factory to exit the product line in 2013.  These decreases were slightly offset by increased shipments of our private label suit line and Robert Rodriguez product lines resulting from positive product performance at the retail level.

Domestic wholesale jeanswear revenues increased $76.2 million, primarily due to increased shipments of our Gloria Vanderbilt, l.e.i., Nine West Jeans, Bandolino and private label product lines resulting from positive product performance of both replenishment and fashion product at the retail level across our key customers.  This was slightly offset by decreased shipments of our Energie product line due to poor retail performance.

Domestic wholesale footwear and accessories revenues decreased $3.2 million.  Footwear revenues decreased $17.2 million, primarily due to decreased shipments of the following footwear lines: Enzo Angiolini, B Brian Atwood and Circa Joan & David resulting from poor product performance; Boutique 9, Joan & David, Jones New York, Rachel Rachel Roy and Gloria Vanderbilt resulting from our decision to exit the

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footwear category of these brands; Stuart Weitzman due to our decision to refine our distribution channel; Bandolino due to the exit of a program with a customer in the value channel; Mootsies Tootsies due to the decision of a retail customer to exit the brand in 2012 and Sam & Libby due to the sale of the trademark in August 2012.  These decreases were partially offset by increased value channel sales of our Nine West and Anne Klein footwear lines and an increase in sales to internet retailers of our Nine West footwear line.  Additionally, there were increased sales of our Easy Spirit and Nine & Co footwear lines due to strong performance at retail, shipments of our Cloud 9 footwear lines, which launched in Fall 2012, increased shipments of product for our private label businesses and the wholesale launch of Kurt Geiger footwear in the United States in Fall 2013.  Accessories revenues increased $14.0 million, primarily due to strong product performance of our Anne Klein and Nine West handbag lines, the launch of our B Brian Atwood handbags and our Nine West, Napier, Givenchy and Anne Klein jewelry lines resulting from positive product performance at the retail level.  These increases were partially offset by a decrease in shipments of Nine & Co and Rachel Rachel Roy handbags resulting from our decision to exit this category for those brands.

Domestic retail revenues decreased $20.2 million.  Revenue decreases were primarily the result of a net $29.6 million reduction related to our program to close underperforming locations, partially offset by a 1.1% increase in comparable store sales ($5.5 million) and $3.9 million in sales for new retail stores opened under the Kurt Geiger and Brian Atwood brands.  We began the current period with 594 retail locations and had a net decrease of 91 locations to end the year with 503 locations.  Our comparable e-commerce business sales increased 19.9% ($14.1 million) while our apparel store sales decreased 6.0% ($6.3 million) and our comparable footwear store sales decreased 0.7% ($2.3 million).  Comparable stores are locations (including e-commerce sites) that have been open for a full year, are not scheduled to close in the current period and are not scheduled for a footprint expansion or downsize by more than 25% or relocation to a different street or mall.

International wholesale revenues decreased $0.7 million.  A $22.5 million decrease in our Nine West international business (primarily from decreased shipments to our licensees in Asia, Canada, United Arab Emirates, Central and South America and South Africa and the exit of our licensee in Russia and Poland) was partially offset by an $9.1 million increase inshipments of our sportswear and jewelry product lines (primarily to Mexico), a $5.8 million increase in our Canadian wholesale business (resulting from positive product performance at retail), a $3.3 million increase in shipments of our Stuart Weitzman footwear product line, a $2.1 million increase in our Spanish business due to the initial shipments of Nine West products, $1.6 million of sales of the acquired Brian Atwood product line for a full year and $0.1 million of other decreases.

International retail revenues increased $28.6 million.  Sales in our Kurt Geiger locations increased $26.0 million due to a 7.0% increase in comparable store sales ($20.3 million) and new locations.  Sales in our Stuart Weitzman European retail stores increased $3.4 million, primarily due to a 23.8% increase in comparable store sales ($1.9 million).  Sales in our Spanish concession locations increased $2.1 million, primarily due to new locations.  Sales in our Canadian retail locations decreased $2.9 million due to decreases in comparable store sales of 6.8%.  Total comparable store sales for our international retail locations increased 5.5% ($19.4 million).  We began the current period with 333 locations and had a net increase of 23 locations to end the period with 356 locations.

Licensing revenues decreased $3.0 million, primarily due to decreased sales volume of our licensees for Jones New York, termination of our licenses with licensees in Poland and Russia and the repurchase of a footwear license from one our licensees in the fourth quarter of 2013.

Gross Profit.  The gross profit margins were 35.3% and 36.1% in 2013 and 2012, respectively.

Domestic wholesale sportswear gross profit margins were 29.1% and 33.1% for 2013 and 2012, respectively.  The decrease was primarily due to lower recovery on sales to off-price retailers and a strategic change to lower selling prices of our Jones New York products to be more competitive with our peers.

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Domestic wholesale jeanswear gross profit margins were 24.4% and 24.0% for 2013 and 2012, respectively.  The increase was primarily due to the mix of products sold as well as improved margins for certain brands due to lower production costs and/or increased wholesale prices for certain brands.

Domestic wholesale footwear and accessories gross profit margins were 29.5% and 29.9% for 2013 and 2012, respectively.  The decrease was primarily due to increased production costs due to unfavorable movements in the Euro, pricing pressures and lower recovery on sales to off-price retailers, partially offset by an increase in full price sales as a percentage of total sales.

Domestic retail gross profit margins were 51.4% and 50.9% for 2013 and 2012, respectively.  The increase was primarily due to lower levels of promotional activity and the mix of products sold, partially offset by higher production costs for our Stuart Weitzman brand due to unfavorable movements in the Euro.

International wholesale gross profit margins were 31.2% and 30.3% for 2013 and 2012, respectively.  The increase was primarily due to lower sourcing and agent costs resulting from the mix of licensees in our Nine West international business, favorable effects of our hedges between the Canadian dollar and U.S. Dollar and the mix of products sold, partially offset by higher production costs due to the effect of the Euro.

International retail gross profit margins were 54.3% and 55.2% for 2013 and 2012, respectively.  The decrease was primarily due to promotional activity in both our Spanish business and our Kurt Geiger European retail locations as well as cold weather in these locations during spring, which dampened the sales of the full-priced spring season products, and increased costs for our Stuart Weitzman brand due to unfavorable movements in the Euro, partially offset by lower promotional activity for our Canadian stores and the favorable exchange rates between the Canadian dollar and U.S. Dollar.

Selling, General and Administrative Expenses.  SG&A expenses were $1.23 billion in both 2013 and 2012.

Domestic wholesale sportswear SG&A expenses decreased $20.1 million, primarily due to a $9.1 million reduction in compensation expenses due to a lower headcount, a $4.2 million reduction in advertising and marketing expenses, a $3.8 million decrease in severance expense, a $2.6 million net decrease in distribution expenses due to a decrease in units shipped, a $2.3 million decrease in administrative expenses, a $0.8 million decrease in samples expense, a $0.7 million decrease in depreciation expense due to the disposal of certain assets in the prior year and $1.3 million of other net decreases.  These decreases were partially offset by a $0.8 million increase in the acquisition consideration payable related to the acquisition of Moda in the current period, compared with a $3.9 million reduction in the prior period, due to higher projected sales of Moda.

Domestic wholesale jeanswear SG&A expenses decreased $1.7 million, primarily due to a $4.0 million decrease in marketing and advertising expenses, a $1.3 million decrease in outside services due to lower fabric testing costs and a $0.4 million decrease in administrative expenses.  These decreases were partially offset by a $2.5 million increase in compensation expense due to higher headcount to support revenue growth, a $0.7 million increase in distribution expenses driven by increased sales volume, a $0.6 million increase in royalties associated with the growth of the Jessica Simpson brand and $0.2 million of other net cost increases.

Domestic wholesale footwear and accessories SG&A expenses decreased $16.8 million, primarily due to a net $16.6 million decrease in losses recorded related to future costs of leases on buildings we do not currently use, a $5.3 million reduction in compensation expenses (due to headcount reductions, the transfer of certain positions to our domestic retail and licensing and other segments, as well as reduced pension expense), a $2.2 million net decrease in occupancy and depreciation expenses, a $2.1 million decrease in severance expense, a $1.2 million decrease in samples and $1.9 million of other net cost decreases.  These decreases were partially offset by an $8.0 million increase in administrative expenses and $4.5 million decrease in support costs charged to other business units.

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Domestic retail SG&A expenses increased $3.1 million, primarily due to a $9.5 million increase in operating costs for new retail stores opened under the Kurt Geiger, Stuart Weitzman and Brian Atwood brands, a $6.7 million increase in store-related asset impairment charges compared with the prior period, a $3.3 million increase in lease termination fees, a $2.8 million increase in costs related to our e-commerce internet sites and $2.6 million due to the settlement of a legal matter.  These increases were partially offset by a net $13.4 million decrease in employee compensation and occupancy costs, a $4.2 million decrease in costs due to lower costs for services provided by other business units, a $3.0 million decrease in distribution costs from operating fewer stores in the current period and a $1.2 million loss on disposal of fixed assets in the prior year related to store closings.

International wholesale SG&A expenses increased $1.9 million, primarily due to a $1.8 million increase in costs related to our Mexican business (primarily higher costs for services provided by other business units), a $1.6 million write-off of assets due to the closing of a Stuart Weitzman showroom, a $1.2 million increase in cost support for our Stuart Weitzman licensees, $1.0 million increase in costs for our Spanish business (primarily for distribution and warehouse costs for the new Nine West business), a $0.8 million effect of unfavorable exchange rates between the Euro and the U.S. Dollar, $0.7 million of expenses added as a result of operating the Brian Atwood business for a full year and a $0.6 million increase in foreign commissions.  These increases were offset by a $5.8 million decrease in our Kurt Geiger business primarily due to an intangible asset impairment recognized in the prior year.

International retail SG&A expenses increased $13.9 million, primarily due to a $12.4 million increase in costs for our Kurt Geiger locations (primarily due to higher employee compensation and concession fees) and a $1.5 million increase in costs for our Stuart Weitzman locations (primarily due to operating costs for new store locations).

SG&A expenses for the licensing and other segment increased $18.7 million, primarily due to a $9.4 million increase in professional fees primarily due to costs associated with the Merger, a $4.8 million effect of unfavorable exchange rate differences between the U.S. Dollar and the British Pound and Canadian Dollar (primarily related to intercompany balances), a $3.1 million gain on sale of a trademark in the prior year, a $1.0 million increase in restricted stock amortization and $0.4 million in other net increases.

Trademark and Goodwill Impairment Losses.As a result of our annual trademark impairment analyses, we recorded trademark impairment charges of $7.2 million and $21.5 million in 2013 and 2012, respectively, as a result of decreases in projected revenues for certain brands.  As a result of our annual goodwill impairment analysis, we recorded goodwill impairment charges of $49.9 million and $47.6 million in 2013 and 2012, respectively.  For more information, see "Goodwill and Other Intangible Assets" in Notes to Consolidated Financial Statements.

Operating Income.  The resulting operating income for 2013 was $46.4 million, compared with $74.7 million for 2012, due to the factors described above.

Net Interest Expense. Net interest expense decreased $84.8 million, primarily due to an $88.7 million decrease in interest expense related to the SWH acquisition consideration liability, a net $2.3 million decrease in interest expense related to our interest rate swaps and cap and $0.1 million in other net decreases in the current period.  These decreases were partially offset by a $5.1 million increase resulting from the issuance of the additional $100.0 million of our of 2019 Notes in September 2012, a $0.8 million increase from borrowings under our revolving credit facility and a $0.4 million reduction of interest income due to lower cash balances in the current period.

Income Taxes.  The effective income tax rate was (48.5%) and 19.0% for 2013 and 2012, respectively.  The change is primarily due to a greater impact of nondeductible goodwill impairments on a reduced level of pre-tax loss in 2013 and a valuation allowance against a foreign net operating loss, partially offset by the effects of adjustments to deferred tax balances resulting from additional tax rate reductions in the United Kingdom and the recognition of a general business tax credit in 2013.
 

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Net Loss and Loss Per Share.  Net loss was $19.7 million in 2013, compared with $55.0 million in 2012.  Diluted loss per share for 2013 was $0.26, compared with $0.72 for 2012, with 2.5% fewer diluted shares outstanding.

2012 Compared with 2011

Revenues.  Total revenues for 2012 were $3.80 billion, compared with $3.79 billion for 2011, an increase of 0.3%.  Revenues by segment were as follows:

(In millions)	2012		2011		Increase (Decrease		)	Percent Change
Domestic wholesale sportswear	$	782.0	$	892.3	$	(110.3	)		(12.4	%)
Domestic wholesale jeanswear		746.7		773.7		(27.0	)		(3.5	)
Domestic wholesale footwear and accessories		919.7		848.0		71.7			8.5
Domestic retail		584.6		631.2		(46.6	)		(7.4	)
International wholesale		330.0		329.5		0.5			0.2
International retail		388.9		260.4		128.5			49.3
Licensing and other		46.2		50.2		(4.0	)		(8.0	)
Total revenues	$	3,798.1	$	3,785.3	$	12.8			0.3	%

Domestic wholesale sportswear revenues decreased $110.3 million, primarily due to decreased revenues in both our Jones New York- and Anne Klein-related sportswear and dress product lines (resulting from reduced shipments of both brands to lower-performing retail doors and the discontinuation of the j Jones New York and Anne Klein New York brands), our Joneswear product lines (resulting from the discontinuation of this business due to a change in retail strategy at J.C. Penney ("Penney's")), our Evan-Picone product lines (resulting from reduced shipments of suits and moderate sportswear to lower-performing retail doors) and our Le Suit product line (resulting from poor product performance at the retail level).  These decreases were partially offset by increased revenues in our Kasper suit separates and sportswear lines and our Rachel Roy product line (resulting from positive product performance at the retail level and shipments to additional doors) and increased revenues in our special marketproduct lines from expanded programs in the club business.

Domestic wholesale jeanswear revenues decreased $27.0 million, primarily due to reduced shipments of our l.e.i. product line in the first half of 2012 (resulting from a challenging retail environment), our Gloria Vanderbilt and Erika product lines (resulting from the change in Penney's retail strategy), our Grane product line (resulting from poor product performance at the retail level), our Bandolino product line (resulting from a change in retail strategy at Macy's, Inc.) and our Energie product line (resulting from a continued challenging retail climate in the moderate junior zone and product assortment issues). These decreases were partially offset by increased shipments of our Nine West denim product line (resulting from additional club and special markets business) and our Jessica Simpson product line (resulting from positive product performance at the retail level and new product extensions).

Domestic wholesale footwear and accessories revenues increased $71.7 million, primarily due to increased shipments of our Nine West and AK Anne Klein handbag and jewelry product lines (resulting from positive performance at the retail level and increase in our jewelry market share as a result of a competitor's exit), the launch of our B Brian Atwood and Rachel Roy footwear product lines in fall 2011 and 2012, respectively, and increased shipments of our Easy Spirit, Nine West, Bandolino, Enzo Angiolini, Anne Klein, Stuart Weitzman and private label footwear product lines (all resulting from positive performance at the retail level).  These increases were partially offset by reduced shipments of our Mootsies Tootsies and Boutique 9 footwear product lines (resulting from poor performance at the retail level) and by the conversion of our children's footwear wholesale business to a licensed business, where we now receive royalties.

Domestic retail revenues decreased $46.6 million.  Revenue decreases were the result of a net $31.1 million reduction in revenues primarily related to operating fewer stores in 2012 and a 2.8% decrease in comparable store sales ($15.5 million), resulting primarily from poor product performance in our ready-to-wear stores.  We began 2012 with 672 retail locations and had a net decrease of 78 locations to end the

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period with 594 locations.  Our comparable apparel store sales decreased 8.3% ($10.8 million), our comparable footwear store sales decreased 0.9% ($3.1 million) and our comparable e-commerce business sales decreased 2.2% ($1.6 million).

International wholesale revenues increased $0.5 million, primarily due to a $4.0 million increase related to the inclusion of the acquired Kurt Geiger business for a full year, a $3.7 million increase in revenues from the acquired Brian Atwood business, a $2.6 million increase in our Nine West international business (attributable to increased sales in the Middle East, Turkey, and Canada, partially offset by preacquisition sales to Kurt Geiger in 2011, which are recorded as intercompany sales post-acquisition) and $0.7 million of initial shipments of international jewelry products.  These increases were partially offset by a $6.2 million decrease in our Stuart Weitzman European business (primarily in Italy, Western Europe and the United Kingdom due to economic conditions), a $3.2 million reduction in our Jones New York Mexican revenues (resulting from poor performance at the retail level) and a $1.1 million decrease in our Canadian business (primarily resulting from reduced sales of our Jones New York products and a $0.7 million unfavorable effect of exchange rates between the U.S. and Canadian Dollars, partially offset by the launch of our K Kasper product line).

International retail revenues increased $128.5 million, primarily due to a $122.4 million increase in revenues resulting from the inclusion of the acquired Kurt Geiger business for a full year, a $1.8 million increase in revenues in our Canadian business (primarily from higher realized average selling prices), a $3.4 million increase in revenues of our Jones New York products in our Spanish retail locations (which began operations in March 2011) and a $0.9 million increase in our Stuart Weitzman international business.  We began 2012 with 313 locations and had a net increase of 20 locations (primarily Kurt Geiger and Spanish locations) to end the period with 333 locations.

Licensing and other revenues decreased $4.0 million, due to decreased sales volume of our licensees in certain segments of our licensed business and the effect of the discontinuance of the Anne Klein New York label on our international licensees.

Gross Profit.  The gross profit margins were 36.1% and 35.5% for 2012 and 2011, respectively.

Domestic wholesale sportswear gross profit margins were 33.1% and 33.7% for 2012 and 2011, respectively.  The decrease was due to the mix of products sold and higher levels of markdown assistance given to our customers.

Domestic wholesale jeanswear gross profit margins were 24.0% and 22.7% for 2012 and 2011, respectively.  The increase was primarily due to the mix of products sold and improved inventory control.

Domestic wholesale footwear and accessories gross profit margins were 29.9% and 29.5% for 2012 and 2011, respectively.  The increase was primarily due to lower production costs due to favorable movements in exchange rates for product lines manufactured in Europe and a higher amount of full-price sales in our jewelry business, partially offset by higher levels of markdown assistance in our jewelry product lines.

Domestic retail gross profit margins were 50.9% and 50.8% for 2012 and 2011, respectively.  The increase was primarily due to the mix of products sold resulting from the launch of the Kurt Geiger and Brian Atwood retail stores and lower freight costs, partially offset by higher levels of promotional activity.

International wholesale gross profit margins were 30.3% and 29.8% for 2012 and 2011, respectively.  The increase was primarily due to the mix of products sold resulting from the acquisitions of Kurt Geiger and Brian Atwood.

International retail gross profit margins were 55.2% and 57.1% for 2012 and 2011, respectively.  The decrease was primarily due to higher promotional activity driven by the weak European economy and competitive retail environment in Europe for our Kurt Geiger retail locations.

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Selling, General and Administrative Expenses.  SG&A expenses were $1.23 billion and $1.17 billion in 2012 and 2011, respectively.

Domestic wholesale sportswear SG&A expenses decreased $5.3 million, primarily due to a $5.7 million decrease in compensation expense resulting from a reduced headcount, a $5.5 million reduction in advertising and marketing expenses, a $1.8 million decrease in samples expense, a $1.5 million decrease in administrative expenses, a $1.1 million decrease in depreciation expense due to leasehold improvements becoming fully depreciated, a $0.7 million decrease in professional fees, a $0.6 million decrease in postage expenses and $0.2 million in other net decreases.  These decreases were partially offset by a $3.9 million decrease in the acquisition consideration payable related to the acquisition of Moda compared with an $8.1 million decrease in the prior period, a $3.8 million increase in severance expense, a $2.6 million increase in reimbursements for services provided to other supporting business units, a $0.6 million gain on the British Pound in the prior period and a $0.6 million increase in distribution costs.

Domestic wholesale jeanswear SG&A expenses increased $0.2 million, primarily due to a $5.2 million increase in advertising and marketing expenses and a $2.4 million increase in samples expense.  These increases were partially offset by a $4.6 million decrease in distribution expense resulting from a decrease in the number of units sold, a $1.7 million reduction in compensation expense resulting from a reduced headcount, a $0.8 million decrease in administrative expenses and $0.3 million in other net decreases.

Domestic wholesale footwear and accessories SG&A expenses increased $7.8 million, primarily due to a $7.4 million increase in lease liabilities on buildings we do not occupy, a $7.3 million increase in marketing and advertising expenses, a $1.2 million increase in showroom and rent expenses for the Stuart Weitzman business and $0.4 million of other net cost increases.  These increases were partially offset by a $6.5 million decrease in compensation and benefit expenses (resulting from both a reduced headcount and a reduction in pension-related expenses) and a $2.0 million decrease in depreciation expense resulting from assets becoming fully depreciated.

Domestic retail SG&A expenses decreased $9.4 million, primarily due to an $11.6 million reduction in occupancy and depreciation expenses and a $7.2 million reduction in salaries and benefits (both primarily due to operating fewer stores in 2012), a $9.1 million decrease in store-related impairment losses compared with the prior period, a $2.1 million reduction in credit and debit card fees (resulting from lower sales and a reduction in rates charged by our banks) and a $1.1 million reduction in advertising expenses.  These decreases were partially offset by a $7.1 million increase in operating costs related to our Stuart Weitzman domestic stores (primarily related to opening of new locations), a $4.8 million increase in costs for services provided by other supporting business units,  $4.3 million in operating costs related to the opening of the new Kurt Geiger and Brian Atwood retail locations, a $2.7 million lease liability adjustment in the prior period,  a $1.9 million write-off of settled merchandise credits in the prior period and $0.9 million of other net increases.

International wholesale SG&A expenses increased $3.6 million, primarily due to a $5.6 million impairment of an acquired Kurt Geiger customer relationship intangible asset, $4.6 million in operating costs added as a result of the acquisition of Brian Atwood (including $1.1 million in amortization of acquired intangible assets), a $2.2 million increase in advertising expenses (primarily for our Stuart Weitzman business) and $0.4 million in operating costs from our initial shipments of jewelry products into Spain.  These increases were partially offset by a $3.2 million decrease in costs for services provided by other supporting business units, a $2.4 million decrease in employee severance expense, a $1.3 million reduction in sales commissions, a $1.1 million change in foreign currency gains and losses (mainly for the Euro) and $1.2 million of other net decreases.

International retail SG&A expenses increased $67.2 million, primarily due to a $65.8 million increase resulting from the inclusion of the acquired Kurt Geiger business for a full year and a net $2.1 million increase in expenses in our Canadian business (resulting from higher costs for services provided by other supporting business units and higher administrative costs), partially offset by $0.7 million of net cost decreases.

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SG&A expenses for the licensing and other segment decreased $10.4 million, primarily due to a $10.8 million change in foreign currency gains and losses between the U.S. Dollar and the British Pound and Canadian Dollar, a $4.2 million net reduction in acquisition expenses, a $3.1 million gain on sale of a trademark and a $1.6 million decrease in other professional fees.  These decreases were partially offset by a $5.0 million increase in compensation expense, primarily related to higher amortization of stock-based compensation, a $2.8 million reduction in advertising contribution payments from our licensees in 2012, $0.6 million related to two licensees who have filed for bankruptcy, a $0.4 million increase in severance expense and $0.5 million in other net increases.

Trademark and Goodwill Impairment Losses.As a result of our annual trademark impairment analyses, we recorded trademark impairment charges of $21.5 million and $31.5 million in 2012 and 2011, respectively, as a result of decreases in projected revenues for certain brands.  As a result of our annual goodwill impairment analysis, we recorded a goodwill impairment charge of $47.6 million in 2012.  For more information, see "Goodwill and Other Intangible Assets" in Notes to Consolidated Financial Statements.

Operating Income.  The resulting operating income for 2012 was $74.7 million, compared with $140.5 million for 2011, due to the factors described above.

Net Interest Expense. Net interest expense increased $71.8 million, resulting from a $68.3 million increase in interest relating to the SWH acquisition consideration liability (primarily resulting from increases in the estimated payments to be made under the acquisition agreement based on the performance of the business during the period), a $5.6 million increase resulting from the issuance of our 2019 Notes in March 2011 and September 2012 and $0.2 million of lower interest income in 2012, partially offset by a $2.2 million decrease in expenses related to our secured revolving credit agreement and a net $0.1 million decrease in interest expense from the effects of our interest rate swaps and cap.

(Benefit) Provision for Income Taxes.  The effective income tax rate was 19.0% and 27.5% for 2012 and 2011, respectively.  The difference in tax rates is primarily due to the nondeductible goodwill impairment in 2012, a greater impact of the foreign income tax differential and the effects of adjustments to deferred tax balances resulting from the effects of lower enacted tax rates in the United Kingdom on lower pre-tax income in 2012 compared with 2011.

Net (Loss) Income and Earnings Per Share.  Net loss was $55.0 million in 2012, compared with net income of $51.5 million in 2011.  Diluted loss per share for 2012 was $0.72, compared with diluted earnings per share of $0.61 for 2011, with 7.9% fewer diluted shares outstanding.

Liquidity and Capital Resources

Our principal capital requirements have been for working capital needs, capital expenditures, dividend payments, acquisition funding and repurchases of our common stock on the open market.  We have historically relied on internally generated funds, trade credit, bank borrowings and the issuance of notes to finance our operations and expansion.  As of December 31, 2013, total cash and cash equivalents were $116.4 million, a decrease of $33.2 million from the $149.6 million reported as of December 31, 2012.

We currently fund our operations primarily through cash generated by operating activities, and rely on our revolving credit facility for the issuance of letters of credit for the purchases of inventory and other business needs as well as for cash borrowings for general corporate purposes as needed.

Cash flows from operating activities provided $92.4 million, $112.7 million and $271.7 million in 2013, 2012 and 2011, respectively.

Net cash provided by operating activities decreased $20.3 million from 2012 to 2013, primarily due to lower operating income in the current period.  Accounts receivable decreased in 2013 compared with an increase in 2012 primarily due to lower levels of wholesale shipments.  Inventories increased in 2013 compared with a decrease in 2012 due to the timing of inventory receipts, higher levels of replenishment inventory and higher levels of Kurt Geiger and Stuart Weitzman footwear inventory to meet projected sales

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for 2014.  Accounts payable decreased in 2013 compared with an increase in 2012 primarily due to the timing of payments.  Acquisition consideration liabilities also decreased less in 2013 due to higher payments to SWH in 2012.  We also received $12.2 million from a lessor in 2012 to be used towards leasehold improvements to certain leased showrooms and offices.

Net cash provided by operating activities decreased $159.0 million from 2011 to 2012, primarily due to $94.6 million in payments of acquisition consideration liabilities related to the acquisition of SWH, compared with $5.3 million in 2011, as well as changes in net income, working capital and long-term liabilities.  Accounts receivable increased in 2012 compared with 2011, primarily due to increased sales near the end of 2012.  Inventories decreased less in 2012 compared with 2011, primarily due to projected revenue increases for early 2013 in some of our businesses.  Accounts payable increased in 2012 compared with a decrease in 2011, primarily due to the timing of payments for inventory.  We also paid $24.4 million of accrued Kurt Geiger interest subsequent to the acquisition in 2011 and received $12.2 million from lessors in 2012 to be used toward leasehold improvements to certain leased showrooms and offices.

Cash flows from investing activities used $81.4 million, $79.5 million and $243.5 million in 2013, 2012 and 2011, respectively.

Net cash used in investing activities in 2013 and 2012 funded the purchases of property and equipment for both periods and the acquisition of the additional equity interest in GRI in the current period.  In 2012, we also received $5.0 million from the sale of a trademark and funded the acquisition of Brian Atwood.  Net cash used in investing activities in 2011 funded the acquisition of Kurt Geiger, as well as the purchases of property and equipment.  Capital expenditures, which amounted to $58.7 million in 2013, are expected to be approximately $50.0 million to $60.0 million for 2014, primarily for computer systems and retail store and showroom construction and remodeling.  Although many of the anticipated expenditures for 2014 are discretionary, we believe they are necessary to maintain consistent operating levels.  We expect to fund the expenditures from cash generated by operations.

Cash flows from financing activities used $42.8 million in 2013, primarily for repurchases of our common stock, the payment of dividends and payments of acquisition consideration liabilities.

Cash flows from financing activities used $123.5 million in 2012, primarily for payments of acquisition consideration liabilities resulting from the acquisitions of SWH and Moda and repurchases of our common stock.  These payments were partially offset by the issuance of additional 2019 Notes.

Cash flows from financing activities provided $10.4 million in 2011, primarily as the result of the initial issuance of the 2019 Notes.  Uses of cash during this period were primarily for the repayment of acquired Kurt Geiger debt, the repurchase of our common stock, the payment of dividends and payments related to the acquisition consideration payable from the SWH acquisition.

In March 2011, we issued the 2019 Notes.  Net proceeds were $293.4 million, of which $45.0 million was used to repay amounts then outstanding under our secured revolving credit agreement.  In September 2012, we issued an additional $100.0 million of the 2019 Notes.  Net proceeds (including a premium of $3.5 million) were $100.9 million, which will be used for general corporate purposes.  These additional notes are being treated as a single series with, and have the same terms as and are fungible with, the previously-issued 2019 Notes.

We repurchased 1.2 million shares of our common stock for $14.5 million in 2013, 4.2 million shares of our common stock for $44.0 million in 2012 and 7.2 million shares of our common stock for $78.0 million in 2011.  As of December 31, 2013, $156.9 million of Board authorized repurchases was still available.  However, under the Merger Agreement, we are prohibited from repurchasing any additional common stock until the effective time of the Merger (or the termination of the Merger Agreement).

We have a secured revolving credit agreement expiring on April 28, 2016 (the "Credit Facility") with several lending institutions to borrow an aggregate principal amount of up to $650 million.  The terms and conditions of our Credit Facility provide for, among other things: (1) a $350 million U.S. commitment

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which may be drawn by the U.S. borrowers as revolving loans in U.S. Dollars or letters of credit in Canadian Dollars, U.S. Dollars, or an "LC Alternative Currency" (namely Euros, sterling, or any other currency acceptable to the lenders); and (2) a $300 million international commitment which may be drawn by the U.S. borrowers or by any Canadian or European borrowers as revolving loans or letters of credit in Canadian Dollars, U.S. Dollars, or an LC Alternative Currency.  Up to the entire amount of the Credit Facility is available for cash borrowings, with up to $350 million available for all letters of credit, and additional sublimits on letters of credit including (but not limited to) $50 million for standby letters of credit, $350 million for trade letters of credit, and $150 million for letters of credit under the U.S. commitment denominated in an LC Alternative Currency.

        Borrowings under the Credit Facility may be used to refinance existing indebtedness, to make certain investments (including acquisitions, although these are subject to restrictions under the Merger Agreement until the effective time of the Merger or the termination of the Merger Agreement), and for general corporate purposes in the ordinary course of business.  Such borrowings bear interest either based on the alternate base rate, as defined in the Credit Facility, or based on Eurocurrency rates, each with a margin that depends on the availability remaining under the Credit Facility.  The Credit Facility contains customary events of default.

        Availability under the Credit Facility is determined with reference to a borrowing base consisting of a percentage of eligible inventory, accounts receivable, credit card receivables and licensee receivables, minus reserves determined by the joint collateral agents.  At December 31, 2013, we had no cash borrowings and $19.6 million of letters of credit outstanding, and our remaining availability was $387.2 million.  If availability under the Credit Facility falls below a stated level, we will be required to comply with a minimum fixed charge coverage ratio.  The Credit Facility also contains affirmative and negative covenants that, among other things, will limit or restrict our ability to (1) incur indebtedness, (2) create liens, (3) merge, consolidate, liquidate or dissolve, (4) make investments (including acquisitions), loans or advances, (5) sell assets, (6) enter into sale and leaseback transactions, (7) enter into swap agreements, (8) make certain restricted payments (including dividends and other payments in respect of capital stock), (9) enter into transactions with affiliates, (10) enter into restrictive agreements, and (11) amend material documents.  The Credit Facility is secured by a first priority lien on substantially all of our personal property.

Sycamore has informed us that, in connection with the financing of the Merger and the other transactions contemplated by the Merger Agreement, it currently intends: (i) to optionally redeem and discharge in full as of the effective time of the Merger our 5.125% Senior Notes due 2014; (ii) to conduct and consummate as of the effective time of the Merger the required change of control offer for our 6.875% Senior Notes due 2019 at the required offer price of 101% under the indenture governing such notes; and (iii) for all our 6.125% Senior Notes due 2034 to remain outstanding obligations of Jones following the effective time of the Merger.

On June 18, 2013, Moody's Investors Service lowered our Corporate Family Rating to Ba3 from Ba2 and the ratings assigned to our senior unsecured notes to B1 from Ba3.

We recorded a net pension gain of $10.8 million in 2013 to other comprehensive income resulting primarily from investment gains and increasing the discount rate used to determine projected pension benefits and investment losses.  We recorded net pension expenses of $0.8 million and $10.9 million in 2012 and 2011, respectively, to other comprehensive income resulting primarily from the lowering of the discount rate used to determine projected pension benefits and investment losses.  Our pension and postretirement plans are currently underfunded by a total of $9.0 million.  As the benefits under our defined benefit pension plans are frozen with respect to service credits, the effects on future pension expense are not anticipated to be material to our results of operations or to our liquidity.  We contributed $4.8 million, $4.4 million and $5.2 million to our defined benefit plans in 2013, 2012 and 2011, respectively.  We expect to contribute $4.8 million to our defined benefit plans in 2014.

We have paid a quarterly $0.05 cash dividend to our shareholders since January 1, 2009, with varying dividends before such date.  However, the terms of the Merger Agreement provide that, from December 19, 2013 (the date of the Merger Agreement) until the effective time of the Merger (or the earlier

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termination of the Merger Agreement), we may not declare, set aside or pay any dividends on our common stock.

Economic Outlook

The uncertain economic and political environments have resulted in fluctuating consumer confidence.  Fluctuating energy, gasoline and other prices are impacting consumers' discretionary income.  This may lead to reduced consumer spending, which could affect our net sales and our future profitability.  Our recent acquisitions have increased our presence within the European Union, where the current highly uncertain economic and political conditions may lead to reduced consumer spending in those countries as well.

Reduced consumer spending, combined with rising costs related to changes in foreign exchange rates, increasing labor costs (primarily in Asia), commodity prices and increasing transportation costs, may reduce our gross profit margins from present levels.  We may be limited in our ability to compensate for a loss of revenues or increase our selling prices to offset rising costs.  Should the consumer not accept higher retail prices for our products, these rising costs would have a material adverse effect on our business.

Our products are manufactured in many foreign countries, including China, Brazil, Spain and Italy.  Due to the current and expected future economic relationship between the United States and China, we may experience increased risk related to changes in foreign currency exchange rates should China allow the Yuan to continue to rise in value against the Dollar.  We may also experience increased risk related to changes in foreign currency rates between the Euro, British Pound and the Dollar due to economic conditions in Europe.  Should unfavorable movements in foreign exchange rates occur, increased production costs for our goods manufactured in China, Brazil, Spain and Italy could result.

When adverse economic conditions exist in the United States or abroad, we may experience increased risk related to the collectibility of our accounts receivable, and we may increase our provision for doubtful accounts in the future should any of our wholesale customers, international distributors or licensees experience significant financial difficulties.  If such conditions lead to defaults that are individually or cumulatively significant, we could experience a material adverse impact on our financial condition, results of operations and/or liquidity.  A significant portion of our international wholesale business involves sales to a small number of distributors and licensees, which increases our accounts receivable risk in these areas.

The economic turmoil in the credit markets over the past several years and the negative effects of the economic environment on our business may negatively impact our ability to borrow funds in the future.  However, we believe that available cash and cash equivalents, funds generated by operations and the Credit Facility will provide the financial resources sufficient to meet our foreseeable working capital and capital expenditure requirements and fund our contractual obligations and our acquisition liabilities and commitments.  Although there can be no assurances, we believe that the participating banks will be willing and able to loan funds to us in accordance with their legal obligations under the Credit Facility.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements within the meaning of SEC Regulation S-K Item 303(a)(4).

Contractual Obligations and Contingent Liabilities and Commitments

The following is a summary of our significant contractual obligations for the periods indicated that existed as of December 31, 2013, and, except for purchase obligations, employment contracts and other long-term liabilities, is based on information appearing in the Notes to Consolidated Financial Statements (amounts in millions).

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	Total		Less than 1 year		1 - 3 years		3 - 5 years		More than 5 years
Long-term debt	$	910.3	$	250.0	$	10.3	$	-	$	650.0
Interest on long-term debt		475.2		54.5		86.3		85.6		248.8
Capital lease obligations		28.4		3.7		7.4		6.9		10.4
Operating lease obligations (1)		909.3		130.4		251.9		159.0		368.0
Purchase obligations (2)		604.4		603.8		0.6		-		-
Minimum royalty payments (3)		6.6		4.4		1.6		0.6		-
Employment contracts		103.3		51.6		50.0		1.5		0.2
Capital expenditure commitments		14.0		14.0		-		-		-
Deferred compensation		9.1		9.1		-		-		-
Acquisition consideration payable (4)		7.2		2.7		3.5		-		1.0
Other long-term liabilities (5)		92.8		0.9		36.4		8.4		47.1
Total contractual obligations (6)	$	3,160.6	$	1,125.1	$	448.0	$	262.0	$	1,325.5

(1) Future rental commitments for leases have not been reduced by minimum non-cancelable sublease income aggregating $25.0 million.

(2) Includes outstanding trade letters of credit of $2.4 million, which primarily represent inventory purchase commitments which typically mature in two to six months and excludes $17.2 million of standby letters of credit, which are not intended to be drawn upon and for which we cannot make reasonably reliable estimates of the timing and amounts (if any) to be paid.

(3) Under exclusive licenses to manufacture certain items under trademarks not owned by us pursuant to various license agreements, we are obligated to pay the licensors a percentage of our net sales of these licensed products, subject to minimum scheduled royalty and advertising payments.

(4) Represents estimated cash payments.  Of these amounts, $1.0 million is payable at a future date when certain conditions have been met and is reported in the more than five years column, as we cannot make a reasonably reliable estimate of the timing of the payment.  Amounts reported as liabilities in the consolidated balance sheets primarily represent the present value of these payments.

(5) Consists primarily of deferred rent and pension and postretirement liabilities.  Long-term pension and postretirement liabilities, which total $8.7 million, are reported under the more than five years column, as we cannot make reasonably reliable estimates of the timing and amounts to be paid.  We plan to contribute $4.8 million to our defined benefit plans in 2014.

(6) Excludes $0.8 million of uncertain tax positions, for which we cannot make reasonably reliable estimates of the timing and amounts to be paid.

New Accounting Standards

In March 2013, the FASB issued ASU 2013-05, "Foreign Currency Matters (Topic 830): Parent's Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity."  ASU 2013-05 requires an entity to release any related cumulative translation adjustment into net income when it ceases to have a controlling financial interest in a subsidiary or group of assets that is a nonprofit activity or a business within a foreign entity if the sale or transfer results in the complete or substantially complete liquidation of the foreign entity in which the subsidiary or group of assets had resided.  For an equity method investment that is a foreign entity, a pro rata portion of the cumulative translation adjustment should be released into net income upon a partial sale of such an equity method investment.  Additionally, the amendments clarify that the sale of an investment in a foreign entity includes both (1) events that result in the loss of a controlling financial interest in a foreign entity (that is, irrespective of any retained investment) and (2) events that result in an acquirer obtaining control of an acquiree in which it held an equity interest immediately before the acquisition date (sometimes also referred to as a step acquisition).  Accordingly, the cumulative translation adjustment should be released into net income upon the occurrence of those events.  For public entities, the amendments are effective prospectively for fiscal years (and interim reporting periods within those years) beginning after December 15, 2013.  Early adoption is permitted.  If an entity elects to early adopt the amendments, it should apply them as of the beginning of the entity's fiscal year of adoption.  The adoption of ASU 2013-05 will not have a material impact on our results of operations or our financial position.

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In July 2013, the FASB issued ASU 2013-11, "Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists."  ASU 2013-11 requires an entity to present an unrecognized tax benefit, or a portion of an unrecognized tax benefit, in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, except as follows.  To the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets.  The amendments in this Update are effective for fiscal years (and interim periods within those years) beginning after December 15, 2013.  The adoption of ASU 2013-11 will not have a material impact on our results of operations or our financial position.

ITEM 7A.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Market Risk Sensitive Instruments

We are exposed to the impact of interest rate changes, foreign currency fluctuations, and changes in the market value of our fixed rate long-term debt.  We manage this exposure through regular operating and financing activities and, when deemed appropriate, through the use of derivative financial instruments.  Our policy allows the use of derivative financial instruments for identifiable market risk exposures, including interest rate and foreign currency fluctuations.  We do not enter into derivative financial contracts for trading or other speculative purposes.  The following quantitative disclosures were derived using quoted market prices, yields and theoretical pricing models obtained through independent pricing sources for the same or similar types of financial instruments, taking into consideration the underlying terms, such as the coupon rate, term to maturity and embedded call options.  Certain items such as normal course lease contracts, insurance contracts, and obligations for pension and other post-retirement benefits were not included in the analysis.  For further information see "Derivatives" and "Financial Instruments" in the Notes to Consolidated Financial Statements.

Interest Rates

Our primary interest rate exposures relate to the fair value of our fixed rate long-term debt and interest expense related to our revolving credit facility.

At December 31, 2013, the fair value of our fixed rate debt was $914.3 million.  On that date, the potential decrease in fair value of our fixed rate long-term debt instruments resulting from a hypothetical 10% adverse change in interest rates was approximately $83.1 million.

Our primary interest rate exposures on variable rate credit facilities are with respect to United States and Canadian short-term rates.  Cash borrowings under these facilities bear interest at rates that vary with changes in prevailing market rates.  At December 31, 2013, we had $650.0 million in variable rate credit facilities, under which no cash borrowings and $19.6 million of letters of credit were outstanding.

We have outstanding interest rate swaps to convert a portion of our 2019 Notes to variable-rate debt.  Under the terms of the swap contracts related to the 2019 Notes, we are required to make semiannual variable-rate payments to the counterparties calculated based on six-month LIBOR rates (which are reset in arrears on each payment date) plus a spread ranging from 4.2425% to 4.75%, and the counterparties are obligated to make semiannual fixed-rate payments to us of 6.875%.  The swap transactions have a termination date of March 15, 2019, the date on which the 2019 Notes mature.  At December 31, 2013, the fair value of the interest rate swaps was a net liability of $0.5 million.

At December 31, 2013, we had an outstanding interest rate cap that was used in conjunction with interest rate swaps on our $250 million 5.125% Senior Notes due 2014 (the "Notes") to limit our floating

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rate exposure.  The cap limits our three-month LIBOR rate exposure to 5.0%.  The cap has a termination date of November 15, 2014.  At December 31, 2013, the cap had fair value of less than $0.1 million.  A hypothetical 10% change in interest rates would have no effect on our results of operations.

Foreign Currency Exchange Rates

We are exposed to market risk related to changes in foreign currency exchange rates.  Our products are primarily purchased from foreign manufacturers in pre-set United States Dollar prices, although we also purchase certain products in Euros and Pounds.  We also have assets, liabilities and intercompany accounts denominated in certain foreign currencies that generate exchange gains and losses as exchange rates change.  To date, we generally have not been materially adversely affected by fluctuations in exchange rates.

At December 31, 2013, we had outstanding foreign exchange contracts to exchange Canadian Dollars for a total notional value of US$4.7 million at a weighted-average exchange rate of 1.063 maturing through February 2014.  The fair value of these contracts at December 31, 2013 was a net unrealized gain of approximately zero.  We believe that these financial instruments should not subject us to undue risk due to foreign exchange movements, because gains and losses on these contracts should offset losses and gains on the assets, liabilities, and transactions being hedged.  We are exposed to credit-related losses if the counterparty to a financial instrument fails to perform its obligation.  However, we do not expect the counterparty, which presently has a high credit rating, to fail to meet its obligations.

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MANAGEMENT'S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

February 18, 2014

To the Stockholders of The Jones Group Inc.

The management of The Jones Group Inc. is responsible for establishing and maintaining adequate internal controls over financial reporting.  Our management is also responsible for the preparation, integrity, objectivity and fair presentation of the financial statements and other financial information presented in this report.  The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America and reflect the effects of certain judgments and estimates made by management.

In order to ensure that our internal control over financial reporting is effective, management regularly assesses such controls and did so most recently for our financial reporting as of December 31, 2013.  This assessment was based on criteria for effective internal control over financial reporting described in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission, referred to as COSO.  Our assessment included the documentation and understanding of our internal control over financial reporting.  We have evaluated the design effectiveness and tested the operating effectiveness of internal controls to form our conclusion.

Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.  Our internal control over financial reporting includes those policies and procedures that pertain to maintaining records that, in reasonable detail, accurately and fairly reflect transactions and dispositions of assets, providing reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, assuring that receipts and expenditures are being made in accordance with authorizations of our management and directors and providing reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of assets that could have a material effect on our financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.  Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Based on this assessment, the undersigned officers concluded that our internal controls and procedures are effective in timely alerting them to material information required to be included in our periodic SEC filings and that information required to be disclosed by us in these periodic filings is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and that our internal controls are effective to provide reasonable assurance that our financial statements are fairly presented in conformity with generally accepted accounting principles.

The Audit Committee of our Board of Directors, which consists of independent, non-executive directors, meets regularly with management, the internal auditors and the independent accountants to review accounting, reporting, auditing and internal control matters.  The committee has direct and private access to both internal and external auditors.

BDO USA, LLP, the independent registered public accounting firm who audits our financial statements, has audited our internal control over financial reporting as of December 31, 2013 and has expressed an unqualified opinion thereon.

  Wesley R. Card Chief Executive Officer John T. McClain Chief Financial Officer

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Tel: 212-885-8000 Fax: 212-697-1299 www.bdo.com 100 Park Ave New York, NY 10017  

Report of Independent Registered Public Accounting Firm

Board of Directors and Stockholders

The Jones Group Inc.

New York, New York

We have audited The Jones Group Inc.'s internal control over financial reporting as of December 31, 2013, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (the COSO criteria).  The Jones Group Inc.'s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Report on Internal Control over Financial Reporting.  Our responsibility is to express an opinion on the Company's internal control over financial reporting based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.  Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk.  Our audit also included performing such other procedures as we considered necessary in the circumstances.  We believe that our audit provides a reasonable basis for our opinion.

A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.  A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.  Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In our opinion, The Jones Group Inc. maintained, in all material respects, effective internal control over financial reporting as of December 31, 2013, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of The Jones Group Inc. as of December 31, 2013 and 2012, and the related consolidated statements of operations, statements of comprehensive (loss) income, changes in equity, and cash flows for each of the three years in the period ended December 31, 2013 and our report dated February 18, 2014 expressed an unqualified opinion thereon.

New York, New York

February 18, 2014

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ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Tel: 212-885-8000 Fax: 212-697-1299 www.bdo.com 100 Park Ave New York, NY 10017  

Report of Independent Registered Public Accounting Firm

Board of Directors and Stockholders

The Jones Group Inc.

New York, New York

We have audited the accompanying consolidated balance sheets of The Jones Group Inc. as of December 31, 2013 and 2012 and the related consolidated statements of operations, statements of comprehensive (loss) income, changes in equity, and cash flows for each of the three years in the period ended December 31, 2013.  These financial statements are the responsibility of the Company's management.  Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of The Jones Group Inc. at December 31, 2013 and 2012, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2013, in conformity with accounting principles generally accepted in the United States.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), The Jones Group Inc.'s internal control over financial reporting as of December 31, 2013, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) and our report dated February 18, 2014 expressed an unqualified opinion thereon.

New York, New York

February 18, 2014

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THE JONES GROUP INC.

CONSOLIDATED BALANCE SHEETS

(ALL AMOUNTS IN MILLIONS, EXCEPT PER SHARE DATA)

December 31,	2013			2012
ASSETS
Current assets:
Cash and cash equivalents	$	116.4		$	149.6
Accounts receivable		347.0			381.0
Inventories, primarily finished goods		543.8			486.7
Prepaid and refundable income taxes		11.9			5.5
Deferred taxes		32.0			33.2
Prepaid expenses and other current assets		50.6			40.7
Total current assets		1,101.7			1,096.7
Property, plant and equipment, at cost, less accumulated depreciation and amortization		249.0			278.1
Goodwill		166.4			215.3
Other intangibles, less accumulated amortization		852.4			869.7
Investment in unconsolidated affiliate		56.2			38.9
Other assets		86.2			96.8
Total assets	$	2,511.9		$	2,595.5
LIABILITIES AND EQUITY
Current liabilities:
Current portion of long-term debt and capital lease obligations	$	256.6		$	2.2
Current portion of acquisition consideration payable		2.6			30.3
Accounts payable		253.3			257.5
Income taxes payable		-			1.4
Accrued employee compensation and benefits		44.0			50.0
Accrued expenses and other current liabilities		110.1			110.8
Total current liabilities		666.6			452.2
Long-term debt		673.4			934.4
Obligations under capital leases		19.1			21.3
Income taxes payable		0.6			0.5
Deferred taxes		70.4			56.7
Acquisition consideration payable		4.0			6.0
Other		94.3			118.1
Total liabilities		1,528.4			1,589.2
Commitments and contingencies		-			-
Redeemable noncontrolling interest		0.2			0.6
Equity:
Preferred stock, $.01 par value - shares authorized 1.0; none issued		-			-
Common stock, $.01 par value - shares authorized 200.0; issued 79.7 and 79.2		0.8			0.8
Additional paid-in capital		530.8			520.8
Retained earnings		457.4			501.1
Accumulated other comprehensive loss		(6.1	)		(17.9	)
Total Jones stockholders' equity		982.9			1,004.8
Noncontrolling interests		0.4			0.9
Total equity		983.3			1,005.7
Total liabilities and equity	$	2,511.9		$	2,595.5

See accompanying notes to consolidated financial statements

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THE JONES GROUP INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(ALL AMOUNTS IN MILLIONS, EXCEPT PER SHARE DATA)

Year Ended December 31,	2013			2012			2011
Net sales	$	3,720.3		$	3,750.6		$	3,734.0
Licensing income		43.2			46.2			50.2
Other revenues		1.4			1.3			1.1
Total revenues		3,764.9			3,798.1			3,785.3
Cost of goods sold		2,435.5			2,427.4			2,440.1
Gross profit		1,329.4			1,370.7			1,345.2
Selling, general and administrative expenses		1,225.9			1,226.9			1,173.2
Trademark impairments		7.2			21.5			31.5
Goodwill impairment		49.9			47.6			-
Operating income		46.4			74.7			140.5
Interest income		0.2			0.6			0.9
Interest expense and financing costs		60.5			145.7			74.2
Equity in income of unconsolidated affiliate		0.6			2.5			3.9
(Loss) income before provision (benefit) for income taxes		(13.3	)		(67.9	)		71.1
Provision (benefit) for income taxes		6.4			(12.9	)		19.6
Net (loss) income		(19.7	)		(55.0	)		51.5
Less: income attributable to noncontrolling interests		0.1			1.1			0.8
(Loss) income attributable to Jones	$	(19.8	)	$	(56.1	)	$	50.7
(Loss) earnings per share
Basic	$	(0.26	)	$	(0.72	)	$	0.62
Diluted		(0.26	)		(0.72	)		0.61
Weighted average common shares outstanding
Basic		73.0			74.9			79.6
Diluted		73.0			74.9			81.3
Dividends declared per share	$	0.20		$	0.20		$	0.20

See accompanying notes to consolidated financial statements

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THE JONES GROUP INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME

(ALL AMOUNTS IN MILLIONS)

Year Ended December 31,	2013			2012			2011
Net (loss) income	$	(19.7	)	$	(55.0	)	$	51.5
Other comprehensive income (loss):
Pension and postretirement liability adjustments, net of $(4.3), $0.9 and $3.9 tax (provision) benefit		6.7			(0.1	)		(7.1	)
Change in fair value of cash flow hedges, net of $(0.2), $0.0 and $0.1 tax (provision) benefit		0.5			-			(0.2	)
Reclassification adjustment for hedge gains and losses included in net (loss) income, net of $(0.2), $0.0 and $0.3 tax (provision) benefit		(0.6	)		0.1			0.5
Foreign currency translation adjustments		5.2			11.7			(14.4	)
Total other comprehensive income (loss)		11.8			11.7			(21.2	)
Comprehensive (loss) income	$	(7.9	)	$	(43.3	)	$	30.3

See accompanying notes to consolidated financial statements

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THE JONES GROUP INC.

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(ALL AMOUNTS IN MILLIONS, EXCEPT PER SHARE DATA)

	Number of common shares outstanding			Total equity			Common stock			Additional paid-in capital			Retained earnings			Accumu-lated other compre-hensive income (loss)			Non-controlling interests			Redeemable non-controlling interest
Balance, January 1, 2011		86.4		$	1,138.3		$	0.9		$	541.9		$	603.8		$	(8.4	)	$	0.1		$	-
Year ended December 31, 2011:
Comprehensive income (loss)		-			30.3			-			-			50.7			(21.2	)		0.8			-
Issuance of restricted stock to employees, net of forfeitures		1.8			-			-			-			-			-			-			-
Amortization expense in connection with restricted stock		-			16.7			-			16.7			-			-			-			-
Distributions to noncontrolling interests		-			(0.7	)		-			-			-			-			(0.7	)		-
Tax effects from vesting of restricted stock		-			1.1			-			1.1			-			-			-			-
Tax effects of expired employee stock options		-			(1.4	)		-			(1.4	)		-			-			-			-
Dividends on common stock ($0.20 per share)		-			(17.0	)		-			-			(17.0	)		-			-			-
Repurchase of common shares		(7.2	)		(78.0	)		(0.1	)		(36.5	)		(41.4	)		-			-			-
Other		-			0.1			-			-			0.1			-			-			-
Balance, December 31, 2011		81.0			1,089.4			0.8			521.8			596.2			(29.6	)		0.2			-
Year ended December 31, 2012:
Comprehensive (loss) income		-			(43.3	)		-			-			(56.1	)		11.7			1.1			-
Issuance of restricted stock to employees, net of forfeitures		2.4			-			-			-			-			-			-			-
Shares withheld for taxes upon vesting of restricted stock		-			(0.3	)		-			(0.1	)		(0.2	)		-			-			-
Acquisition of Brian Atwood		-			0.6			-			-			-			-			0.6			0.6
Amortization expense in connection with restricted stock		-			19.7			-			19.7			-			-			-			-
Distributions to noncontrolling interests		-			(1.0	)		-			-			-			-			(1.0	)		-
Tax effects from vesting of restricted stock		-			1.7			-			1.7			-			-			-			-
Tax effects of expired employee stock options		-			(1.5	)		-			(1.5	)		-			-			-			-
Dividends on common stock ($0.20 per share)		-			(15.8	)		-			-			(15.8	)		-			-			-
Repurchase of common shares		(4.2	)		(44.0	)		-			(20.8	)		(23.2	)		-			-			-
Other		-			0.2			-			-			0.2			-			-			-
Balance, December 31, 2012		79.2			1,005.7			0.8			520.8			501.1			(17.9	)		0.9			0.6
Year ended December 31, 2013:
Comprehensive (loss) income		-			(7.4	)		-			-			(19.8	)		11.8			0.6			(0.5	)
Issuance of restricted stock to employees, net of forfeitures		1.9			-			-			-			-			-			-			-
Shares withheld for taxes upon vesting of restricted stock		(0.2	)		(2.7	)		-			(1.4	)		(1.3	)		-			-			-
Amortization expense in connection with restricted stock		-			23.3			-			23.3			-			-			-			-
Distributions to noncontrolling interests		-			(1.1	)		-			-			-			-			(1.1	)		-
Tax effects from vesting of restricted stock		-			(0.3	)		-			(0.3	)		-			-			-			-
Tax effects of forfeited restricted shares		-			(4.0	)		-			(4.0	)		-			-			-			-
Dividends on common stock ($0.20 per share)		-			(15.6	)		-			-			(15.6	)		-			-			-
Repurchase of common shares		(1.2	)		(14.5	)		-			(7.5	)		(7.0	)		-			-			-
Adjust redeemable noncontrolling interest to redemption value		-			(0.1	)		-			(0.1	)		-			-			-			0.1
Balance, December 31, 2013		79.7		$	983.3		$	0.8		$	530.8		$	457.4		$	(6.1	)	$	0.4		$	0.2

See accompanying notes to consolidated financial statements

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THE JONES GROUP INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(ALL AMOUNTS IN MILLIONS)

Year Ended December 31,	2013			2012			2011
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss) income	$	(19.7	)	$	(55.0	)	$	51.5
Adjustments to reconcile net (loss) income to net cash provided by operating activities, net of acquisitions:
Amortization of restricted stock		23.3			19.7			16.7
Depreciation and other amortization		87.6			90.1			88.1
Goodwill impairment		49.9			47.6			-
Trademark impairments		7.2			21.5			31.5
Other impairment losses		8.6			6.7			10.6
Adjustments to acquisition consideration payable		0.2			84.4			11.9
Equity in income of unconsolidated affiliate		(0.6	)		(2.5	)		(3.9	)
Provision for losses on accounts receivable		0.6			0.3			1.3
Deferred taxes		5.3			(26.4	)		17.9
Fair value adjustments related to interest rate swaps and cap		1.1			1.3			2.1
Write-off of deferred financing fees		-			-			1.9
Gain on sale of trademark		-			(3.1	)		-
Other items, net		2.1			(0.4	)		6.1
Changes in operating assets and liabilities:
Accounts receivable		34.8			(29.4	)		22.3
Inventories		(55.1	)		7.6			25.7
Prepaid expenses and other current assets		(8.7	)		(4.9	)		1.3
Accounts payable		(5.2	)		18.2			(5.7	)
Income taxes payable/prepaid income taxes		(8.5	)		(0.4	)		7.2
Accrued expenses and other current liabilities		(4.4	)		7.9			(21.2	)
Acquisition consideration payable		(20.5	)		(94.6	)		(5.3	)
Other assets and liabilities		(5.6	)		24.1			11.7
Total adjustments		112.1			167.7			220.2
Net cash provided by operating activities		92.4			112.7			271.7
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of KG Group Holdings, net of cash acquired		-			-			(143.1	)
Acquisition of Moda Nicola International		-			-			(2.5	)
Acquisition of Brian Atwood, net of cash acquired		(0.5	)		(4.4	)		-
Contingent consideration paid related to investment in GRI Group Limited		-			(3.5	)		-
Acquisition of additional equity interest in GRI Group Limited		(14.7	)		-			-
Capital expenditures		(58.7	)		(76.5	)		(98.0	)
Notes receivable issued		(7.6	)		-			-
Proceeds from sale of trademark		-			5.0			-
Other items, net		0.1			(0.1	)		0.1
Net cash used in investing activities		(81.4	)		(79.5	)		(243.5	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of 6.875% Senior Notes due 2019		-			103.5			300.0
Debt issuance costs		-			(2.6	)		(6.6	)
Costs related to secured revolving credit agreement		(0.3	)		(0.3	)		(3.3	)
Repayment of acquired debt of KG Group Holdings		-			-			(174.1	)
Repayments of long-term debt		(0.1	)		(0.1	)		(0.1	)
Distributions to noncontrolling interests		(1.1	)		(1.0	)		(0.7	)
Payments of acquisition consideration payable		(9.4	)		(163.9	)		(10.1	)
Repurchases of common stock		(14.5	)		(44.0	)		(78.0	)
Dividends paid		(15.4	)		(15.5	)		(16.6	)
Principal payments on capital leases		(2.1	)		(1.9	)		(1.7	)
Excess tax benefits from share-based payment arrangements		0.1			2.3			1.6
Net cash (used in) provided by financing activities		(42.8	)		(123.5	)		10.4
EFFECT OF EXCHANGE RATES ON CASH		(1.4	)		1.1			(0.6	)
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS		(33.2	)		(89.2	)		38.0
CASH AND CASH EQUIVALENTS, BEGINNING		149.6			238.8			200.8
CASH AND CASH EQUIVALENTS, ENDING	$	116.4		$	149.6		$	238.8

See accompanying notes to consolidated financial statements

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THE JONES GROUP INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SUMMARY OF ACCOUNTING POLICIES

Basis of Presentation

The consolidated financial statements include the accounts of The Jones Group Inc. and our subsidiaries.  All intercompany balances and transactions have been eliminated.  The results of operations of acquired companies are included in our operating results from the respective dates of acquisition.  We also have a 34.25% interest in GRI, which is accounted for under the equity method of accounting.

We design, contract for the manufacture of and market a broad range of women's collection sportswear, suits and dresses, casual sportswear and jeanswear for women and children and women's and men's footwear and accessories.  We sell our products through a broad array of distribution channels, including better specialty and department stores and mass merchandisers, primarily in the United States, Canada and Europe.  We also operate our own network of retail and factory outlet stores, concession locations and e-commerce web sites.  In addition, we license the use of several of our brand names to select manufacturers and distributors of women's and men's apparel and accessories worldwide.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from these estimates.

Credit Risk

Financial instruments which potentially subject us to concentration of credit risk consist principally of cash investments and accounts receivable.  We place our cash and cash equivalents in investment-grade, highly-liquid U.S. government agency and corporate money market accounts.  We perform ongoing credit evaluations of our customers' financial condition and, generally, require no collateral from our customers.  The allowance for non-collection of accounts receivable is based upon the expected collectibility of all accounts receivable.

Derivative Financial Instruments

Our primary objectives for holding derivative financial instruments are to manage foreign currency and interest rate risks.  We do not use financial instruments for trading or other speculative purposes.  We have historically used derivative financial instruments to hedge both the fair value of recognized assets or liabilities (a "fair value" hedge) and the variability of anticipated cash flows of a forecasted transaction (a "cash flow" hedge).  Our strategies related to derivative financial instruments have been:

· the use of foreign currency forward contracts to hedge a portion of anticipated future short-term inventory purchases to offset the effects of changes in foreign currency exchange rates (primarily between the U.S. Dollar and the Canadian Dollar);

· the use of foreign currency forward contracts to hedge a portion of anticipated repayments of intercompany debt (primarily between the U.S. Dollar and the British Pound); and

· the use of interest rate swaps and caps to effectively convert a portion of our outstanding fixed-rate debt to variable-rate debt to take advantage of lower interest rates.

Our foreign currency forward contracts relating to inventory purchases are highly effective hedges because all the critical terms of the derivative instruments match those of the hedged item, and our interest rate swaps overall have been highly effective based on regression analyses (our interest rate cap agreement and foreign currency forward contracts relating to intercompany repayments have not been designated as hedges).  On the date a qualifying derivative contract is entered into, we designate the derivative as either a fair value hedge or a cash flow hedge.  Changes in derivative fair values that are designated as fair value hedges are recognized in earnings as offsets to the changes in fair value of the

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related hedged assets and liabilities.  Changes in derivative fair values that are designated as cash flow hedges are deferred and recorded as a component of accumulated other comprehensive income until the associated hedged transactions impact the income statement, at which time the deferred gains and losses are reclassified to either cost of sales for inventory purchases or to selling, general and administrative ("SG&A") expenses for all other items.  Changes in derivative fair values that have not been designated as hedges are recorded as SG&A expenses.  Any ineffective portion of a hedging derivative's change in fair value will be immediately recognized in cost of sales for foreign currency forward contracts and interest expense for interest rate swap contracts.  Differentials to be paid or received under interest rate swap contracts and changes in the fair value of interest rate cap contracts are recorded as adjustments to interest expense.  Gains or losses generated from the early termination of interest rate swap contracts are amortized over the remaining terms of the contracts as adjustments to interest expense.  The fair values of the derivatives, which are based on observable inputs such as yield curves or foreign exchange spot rates, are reported as other current assets, other assets, accrued expenses and other current liabilities or other noncurrent liabilities, as appropriate.

Accounts Receivable

Accounts receivable are reported at amounts we expect to be collected, net of trade discounts and deductions for co-op advertising arrangements with our customers, allowances we provide to our retail customers to effectively flow goods through the retail channels, an allowance for potential non-collection due to the financial position of our customers and credit card accounts, and an allowance for estimated sales returns.

Inventories and Cost of Sales

Inventories are valued at the lower of cost or market.  Inventory values are determined using the FIFO (first in, first out) and weighted average cost methods.  We reduce the carrying cost of inventories for obsolete or slow moving items as necessary to properly reflect inventory value.  The cost elements included in inventory consist of all direct costs of merchandise (net of purchase discounts and vendor allowances), overhead (primarily design and production costs), inbound freight and merchandise acquisition costs such as commissions and import fees.

Cost of sales includes the inventory cost elements listed above as well as warehouse outbound freight, merchandise freight between our distribution centers and retail locations and realized gains or losses on foreign currency forward contracts associated with inventory purchases.  Our cost of sales may not be comparable to those of other entities, since some entities include all of the costs associated with their distribution functions in cost of sales while we include these costs in SG&A expenses.  Distribution costs included in SG&A expenses for 2013, 2012 and 2011 were $93.0 million, $94.1 million and $93.3 million, respectively.

Property, Plant, Equipment and Depreciation and Amortization

Property, plant and equipment are recorded at cost.  Depreciation and amortization are computed by the straight-line method over the estimated useful lives of the assets.  Leasehold improvements recorded at the inception of a lease are amortized using the straight-line method over the life of the lease or the useful life of the improvement, whichever is shorter; for improvements made during the lease term, the amortization period is the shorter of the useful life or the remaining lease term (including any renewal periods that are deemed to be reasonably assured).  Property under capital leases is amortized over the lives of the respective leases or the estimated useful lives of the assets, whichever is shorter.

Operating Leases

 Total rent payments under operating leases that include scheduled payment increases and rent holidays are amortized on a straight-line basis over the term of the lease.  Rent expense on our buildings and retail stores is classified as an SG&A expense and, for certain stores, includes contingent rents that are based on a percentage of retail sales over stated levels.  Landlord allowances are amortized by the straight-line method over the term of the lease as a reduction of rent expense.

Goodwill and Other Intangibles

Goodwill represents the excess of purchase price over the fair value of net assets acquired in business combinations accounted for under the purchase method of accounting.  We test at least annually our

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goodwill and other intangibles without determinable lives (primarily tradenames and trademarks) for impairment through the use of discounted cash flow models.  Other intangibles with determinable lives, including license agreements, are amortized over the estimated useful lives of the assets (currently ranging from 17 months to 23 years).

Foreign Currency Translation

The financial statements of foreign subsidiaries are translated into U.S. Dollars in accordance with ASC Section 830, "Foreign Currency Matters."  Where the functional currency of a foreign subsidiary is its local currency, balance sheet accounts are translated at the current exchange rate and income statement items are translated at the average exchange rate for the period.  Gains and losses resulting from translation are accumulated in a separate component of stockholders' equity.  Gains and losses on transactions denominated and settled in a foreign currency are reflected in the consolidated statements of operations.  Net foreign currency gains (losses) included in operations were $2.9 million, $7.0 million and $(5.7) million in 2013, 2012 and 2011, respectively.

Defined Benefit Plans

Our funding policy is to contribute at least the minimum amount to meet the funding ratio requirements of the Pension Protection Act.

Treasury Stock

Treasury stock is recorded at acquisition cost.  Gains and losses on disposition are recorded as increases or decreases to additional paid-in capital with losses in excess of previously recorded gains charged directly to retained earnings.  When treasury shares are retired and returned to authorized but unissued status, the carrying value in excess of par is allocated to additional paid-in capital and retained earnings on a pro rata basis.

Revenue Recognition

Wholesale apparel and footwear and accessories sales are recognized either when products are shipped or, in certain situations, upon acceptance by the customer.  Retail sales are recorded at the time of register receipt.  Allowances for estimated returns are provided when sales are recorded primarily by reducing revenues for the total revenues related to estimated returns, with an offsetting reduction to cost of sales for the cost of the estimated returns.  Sales taxes collected from retail customers are excluded from reported revenues.  Licensing income is recognized based on the higher of contractual minimums or sales of licensed products realized by our licensees.

Shipping and Handling Costs

Shipping and handling costs billed to customers are recorded as revenue.  Freight costs associated with shipping goods to customers are recorded as a cost of sales.

Advertising Expense

We record national advertising campaign costs as an expense when the advertising first takes place and we expense advertising production costs as incurred, net of reimbursements for cooperative advertising.  Net advertising expense was $75.9 million, $83.1 million and $68.9 million in 2013, 2012 and 2011, respectively, net of co-operative advertising reimbursements of $8.8 million, $8.9 million and $11.7 million, respectively.

Income Taxes

We use the asset and liability method of accounting for income taxes.  Current tax assets and liabilities are recognized for the estimated Federal, foreign, state and local income taxes payable or refundable on the tax returns for the current year.  Deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse.  Deferred income tax provisions are based on the changes to the respective assets and liabilities from period to period.  Valuation allowances are recorded to reduce deferred tax assets when uncertainty regarding their realizability exists.

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Earnings per Share

We have outstanding restricted stock grants that contain nonforfeitable rights to dividends (whether paid or unpaid) which qualify these shares as participating securities, requiring them to be included in the computation of earnings per share pursuant to the two-class method.  Under the two-class method, all earnings (distributed and undistributed) are allocated to common shares and participating securities based on their respective rights to receive dividends.  Basic earnings per common share is calculated by dividing earnings allocated to common shareholders by the weighted-average number of common shares outstanding during the period.  Diluted earnings per share reflect, in periods in which they have a dilutive effect, the effect of unvested restricted stock not classified as participating securities and common shares issuable upon exercise of stock options.  The difference between reported basic and diluted weighted-average common shares results from the assumption that all dilutive stock options outstanding were exercised and all outstanding restricted shares have vested.

The following options to purchase shares of common stock were outstanding during a portion of 2011 but were not included in the computation of diluted earnings per share because the exercise prices of the options were greater than the average market price of the common shares and, therefore, would be antidilutive.  For 2012 and 2013, any stock options and shares of nonparticipating restricted stock outstanding were not included in the computation of diluted earnings per share due to the net loss for the year.

For the year ended December 31,	2013			2012			2011
Number of options (in millions)		N/	A		N/	A		4.4
Weighted average exercise price							$	34.74

Restricted Stock

Compensation cost for restricted stock that vests based upon the passage of time or on the achievement of a performance condition is measured as the excess, if any, of the quoted market price of our stock at the date the common stock is granted over the amount the employee must pay to acquire the stock (which is generally zero).  Compensation cost for restricted stock that vests upon the achievement of a performance condition is also based upon the probability that the performance condition will be satisfied.  Compensation cost for restricted stock that vests based upon the achievement of a market condition is determined based on a Monte Carlo valuation model and is recognized regardless of whether or not the market condition is satisfied.

Compensation cost, net of projected forfeitures, is recognized over the period between the issue date and the date any restrictions lapse, with compensation cost for grants with a graded vesting schedule recognized on a straight-line basis over the requisite service period for the total award.

Long-Lived Assets

We review certain long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.  In that regard, we assess the recoverability of such assets based upon estimated non-discounted cash flow forecasts.  If an asset impairment is identified, the asset is written down to fair value based on discounted cash flow or other fair value measures.

Cash Equivalents

We consider all highly liquid short-term investments to be cash equivalents.

Noncontrolling Interests

For our consolidated subsidiaries that are not wholly-owned, we allocate earnings and losses to the noncontrolling interests based on their ownership percentage.  For redeemable noncontrolling interests, the amounts reported on the balance sheet represent the higher of the carrying amount or the redemption value.

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New Accounting Standards

In March 2013, the FASB issued ASU 2013-05, "Foreign Currency Matters (Topic 830): Parent's Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity."  ASU 2013-05 requires an entity to release any related cumulative translation adjustment into net income when it ceases to have a controlling financial interest in a subsidiary or group of assets that is a nonprofit activity or a business within a foreign entity if the sale or transfer results in the complete or substantially complete liquidation of the foreign entity in which the subsidiary or group of assets had resided.  For an equity method investment that is a foreign entity, a pro rata portion of the cumulative translation adjustment should be released into net income upon a partial sale of such an equity method investment.  Additionally, the amendments clarify that the sale of an investment in a foreign entity includes both (1) events that result in the loss of a controlling financial interest in a foreign entity (that is, irrespective of any retained investment) and (2) events that result in an acquirer obtaining control of an acquiree in which it held an equity interest immediately before the acquisition date (sometimes also referred to as a step acquisition).  Accordingly, the cumulative translation adjustment should be released into net income upon the occurrence of those events.  For public entities, the amendments are effective prospectively for fiscal years (and interim reporting periods within those years) beginning after December 15, 2013.  Early adoption is permitted.  If an entity elects to early adopt the amendments, it should apply them as of the beginning of the entity's fiscal year of adoption.  The adoption of ASU 2013-05 will not have a material impact on our results of operations or our financial position.

In July 2013, the FASB issued ASU 2013-11, "Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists."  ASU 2013-11 requires an entity to present an unrecognized tax benefit, or a portion of an unrecognized tax benefit, in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, except as follows.  To the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets.  The amendments in this Update are effective for fiscal years (and interim periods within those years) beginning after December 15, 2013.  The adoption of ASU 2013-11 will not have a material impact on our results of operations or our financial position.

AGREEMENT TO BE ACQUIRED BY SYCAMORE PARTNERS

On December 19, 2013, we entered into an Agreement and Plan of Merger (the "Merger Agreement") providing for the acquisition of Jones by an affiliate of Sycamore Partners, L.P. and Sycamore Partners A, L.P. ("Sycamore").  Under the terms of the Merger Agreement, which was unanimously approved by our Board of Directors, Sycamore will acquire all of the outstanding shares of our common stock for $15.00 per share in cash.  The transaction, which is structured as a one-step merger with Jones as the surviving corporation (the "Merger"), is subject to customary closing conditions, including approval of the holders of a majority of our shares that vote on the proposal to adopt the Merger.  In connection with the transactions contemplated by the Merger Agreement, we have also agreed to suspend payment of our regular quarterly dividend.  Concurrently with the signing of the Merger Agreement, Sycamore entered into separate purchase agreements with certain of its controlled affiliates which provide for the transfer of ownership of certain of our lines of business to such affiliates upon completion of the Merger.

We currently plan to complete the proposed Merger in the second fiscal quarter of 2014.  However, we cannot assure you that the Merger will be completed nor can we predict the exact timing of the completion of the Merger, because it is subject to the satisfaction of various conditions, many of which are beyond our control.  If the Merger is approved by our shareholders and is consummated, our shares of common stock will cease to be traded on The New York Stock Exchange and we will no longer be a publicly-traded company.

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Sycamore has informed us that, in connection with the financing of the Merger and the other transactions contemplated by the Merger Agreement, it currently intends (i) to optionally redeem and discharge in full as of the effective time of the Merger our 5.125% Senior Notes due 2014; (ii) to conduct and consummate as of the effective time of the Merger the required change of control offer for our 6.875% Senior Notes due 2019 at the required offer price of 101% under the indenture governing these notes and (iii) for all our 6.125% Senior Notes due 2034 to remain outstanding obligations of Jones following the effective time of the Merger.

(LOSS) EARNINGS PER SHARE

The computation of basic and diluted (loss) earnings per share is as follows:

Year Ended December 31,	2013			2012			2011
(In millions except per share amounts)
Net (loss) income	$	(19.7	)	$	(55.0	)	$	51.5
Less: income attributable to noncontrolling interests		0.1			1.1			0.8
(Loss) income attributable to Jones		(19.8	)		(56.1	)		50.7
Less: (loss) income allocated to participating securities		(0.7	)		(1.8	)		1.5
(Loss) income available to common stockholders of Jones	$	(19.1	)	$	(54.3	)	$	49.2
Weighted-average common shares outstanding - basic		73.0			74.9			79.6
Effect of dilutive employee stock options and restricted stock		-			-			1.7
Weighted-average common shares and share equivalents outstanding - diluted		73.0			74.9			81.3
(Loss) earnings per share
Basic	$	(0.26	)	$	(0.72	)	$	0.62
Diluted		(0.26	)		(0.72	)		0.61

ACQUISITIONS

KG Group Holdings Limited

On June 2, 2011, we acquired 100% of the equity interests in KG Group Holdings Limited ("Kurt Geiger"), a privately-held wholesaler and retailer of luxury footwear and accessories, for $150.0 million in cash and the assumption of $174.1 million of debt, which was immediately repaid following the transaction.  Kurt Geiger markets products under four of its own brands - Kurt Geiger, KG, Carvela and Miss KG - and over 100 other luxury brands in more than 200 retail locations, including concessions in Europe's leading department stores, including Harrods, Selfridges, Liberty, House of Fraser, Fenwick John Lewis and Brown Thomas, as well as company-operated stores.

Approximately £6.2 million ($10.2 million) of the purchase price payable to certain selling shareholders who are senior managers of Kurt Geiger has been rolled over into 5% Loan Notes (the "Loan Notes"), which are payable on or before April 16, 2016 and are subject to forfeiture in the event of termination of employment under certain circumstances.  This amount is recorded as compensation expense over the term of the Loan Notes and is not reported as a component of the cost of the acquisition.

We pursued the acquisition of Kurt Geiger to increase our international presence and further extend our reach into the designer footwear business.  Kurt Geiger's wholesale footwear business is reported in our international wholesale segment and its retail business is reported in our international retail segment.

The following table summarizes the fair values of the assets acquired and liabilities assumed from Kurt Geiger on June 2, 2011.

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(In millions)	Weighted-average amortization life (in months)		Fair Value
Cash			$	6.9
Accounts receivable				19.7
Inventories				55.1
Other current assets				9.5
Property, plant and equipment				27.0
Intangible assets:
Trademarks - nonamortized				95.1
Trademarks - amortized		120		0.1
Goodwill				99.3
Customer relationships		232		125.7
Order backlog		9		2.8
Favorable lease agreements		99		6.8
Total assets acquired				448.0
Accounts payable				30.6
Other current  liabilities				28.5
Long-term debt				174.1
Unfavorable lease agreements		100		0.2
Deferred taxes				64.6
Total liabilities assumed				298.0
Total purchase price			$	150.0

The gross contractual accounts receivable acquired from Kurt Geiger was $19.8 million.

The fair values of the acquired intangibles were determined using discounted cash flow models using a discount factor based on an estimated risk-adjusted weighted average cost of capital.  The customer relationships and order backlog were valued using multi-period excess earnings models, the trademarks using a relief-from-royalty model and the lease agreements using an incremental cash flow income approach model.

The acquisition resulted in the recognition of $99.3 million of goodwill, which will not be deductible for tax purposes.  Goodwill largely consists of expected synergies resulting from the leveraging of the combined networks of partners, infrastructure and strong department store relationships to expand product distribution worldwide, as well as the acquired assembled workforce, which does not qualify as an amortizable intangible asset, and the potential for product extensions, such as apparel.

Brian Atwood

On July 2, 2012, we acquired an 80% interest in Brian Atwood-related intellectual property (the "intellectual property") from BA Holding Group, Inc., BKA International, Inc. and Brian Atwood, we acquired 100% of the equity interests in Atwood Italia S.r.l., and we acquired certain assets and assumed certain liabilities of Brian Atwood, Ltd. (collectively, "Brian Atwood").  The purchase price was $5.5 million, of which $5.0 million was paid in 2012 and $0.5 million was paid in 2013.

The remaining 20% interest in the intellectual property was recorded as a noncontrolling interest, with the fair value based on projected cash flows related to that property.  Brian Atwood has the right, under certain conditions, to require us to repurchase a portion of his noncontrolling ownership interest at a predetermined multiple of the previous year's distributable cash flows generated by the intellectual property.

We pursued the acquisition of Brian Atwood to increase our international presence and further extend our reach into the designer footwear business.  Brian Atwood's luxury wholesale footwear business is reported in our international wholesale segment.

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The following table summarizes the fair values of the assets acquired and liabilities assumed from Brian Atwood on July 2, 2012.

(In millions)	Weighted-average amortization life (in months)		Fair Value
Cash			$	0.6
Accounts receivable				0.5
Other current assets				0.4
Property, plant and equipment				0.1
Intangible assets:
Trademarks		240		7.5
Goodwill				3.2
Customer relationships		6		0.4
Order backlog		3		0.7
Total assets acquired				13.4
Accounts payable				1.7
Notes payable				2.8
Other current  liabilities				1.8
Deferred taxes				0.3
Other long-term liabilities				0.1
Total liabilities assumed				6.7
Fair value of noncontrolling interest				1.2
Total purchase price			$	5.5

The gross contractual accounts receivable acquired from Brian Atwood was $0.5 million.

The fair values of the acquired intangibles were determined using discounted cash flow models using a discount factor based on an estimated risk-adjusted weighted average cost of capital.  The customer relationships were valued using a "with and without" model, the trademarks using a relief-from-royalty model and the order backlog using multi-period excess earnings model.

The acquisition resulted in the recognition of $3.2 million of goodwill, which will not be deductible for tax purposes.  Goodwill largely consists of expected synergies resulting from the leveraging of the combined networks of partners, infrastructure and customer relationships to expand product distribution worldwide, as well as the acquired assembled workforce, which does not qualify as an amortizable intangible asset, and the potential for both product extensions, such as apparel, and the introduction of Brian Atwood retail locations.  The goodwill has been assigned to our domestic wholesale footwear and accessories segment, as we pursued the acquisition to acquire majority ownership interest in the Brian Atwood-related trademarks, under which our existing B Brian Atwood domestic footwear business is licensed.

The following table provides total revenues and results of operations from the acquired Brian Atwood business included in our results for 2012 subsequent to the acquisition.

(In millions)
Total revenues	$	4.3
Loss before provision for income taxes		(5.6	)

Pro Forma Information

Pro forma total revenues and results of operations reflecting the acquisition of Brian Atwood are not presented, as the acquisition is not material to our financial position or our results of operations.

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Acquisition Expenses

During 2011, pretax charges totaling $4.9 million were recorded for legal expenses and other transactions related to the Kurt Geiger acquisition.  During 2012, pretax charges totaling $0.7 million were recorded for legal expenses and other transactions related to the Brian Atwood acquisition.  These charges, which were expensed in accordance with the accounting guidance for business combinations, were recorded as SG&A costs in our licensing and other segment.

EQUITY METHOD INVESTMENTS

On June 20, 2008, we acquired a 10% equity interest in GRI Group Limited ("GRI"), an international accessories and apparel brand management and retail-distribution network, for $20.2 million.  On June 24, 2009, we increased our equity interest to 25% for an additional $15.2 million.  The selling shareholders of GRI were entitled to receive an additional cash payment equaling 60% of the amount of GRI's fiscal year 2011 net income that exceeded a certain threshold, and on June 21, 2012, we made a cash payment to them of $3.5 million in satisfaction of the obligation.  On August 30, 2013, we increased our equity interest to 34.25% for an additional $14.7 million.  GRI is the exclusive licensee of several of our brands in Asia, including Nine West, Anne Klein, AK Anne Klein, Easy Spirit, Enzo Angiolini and Joan & David.  GRI also distributes other women's apparel, shoes and accessory brands not owned by us.  See "Accounts Receivable and Significant Customers" for additional information regarding GRI.

ACCOUNTS RECEIVABLE AND SIGNIFICANT CUSTOMERS

Accounts receivable consist of the following:

December 31,	2013			2012
(In millions)
Trade accounts receivable	$	378.6		$	408.4
Allowances for doubtful accounts, returns, discounts and co-op advertising		(31.6	)		(27.4	)
	$	347.0		$	381.0

A significant portion of our sales are to retailers throughout the United States and Canada.  We have one significant customer in our domestic wholesale sportswear, domestic wholesale jeanswear and domestic wholesale footwear and accessories operating segments.  Macy's, Inc. accounted for approximately 15%, 18% and 19% of consolidated gross revenues for 2013, 2012 and 2011, respectively, and accounted for approximately 13% and 17% of accounts receivable at December 31, 2013 and 2012, respectively.

Due to our 34.25% ownership interest in GRI, GRI is deemed to be a related party.  Included in accounts receivable are amounts due from GRI in the amount of $17.7 million and $15.6 million at December 31, 2013 and 2012, respectively.  Net revenues from GRI amounted to $56.4 million, $66.3 million and $65.9 million for 2013, 2012 and 2011, respectively.

ACCRUED RESTRUCTURING COSTS

Jewelry

During 2009, we decided to discontinue the domestic manufacturing, product development and sourcing activities of our jewelry business, and during 2010 we announced the closing of our jewelry distribution center.  We accrued $1.0 million of termination benefits and associated employee costs during 2010 related to both decisions.  During 2011, 2012 and 2013, we recorded $0.1 million, $0.4 million and $0.1 million, respectively, of lease obligation costs relating to closed facilities.  These costs are reported as SG&A expenses in the domestic wholesale footwear and accessories segment.

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The details of the jewelry restructuring accruals are as follows:

(In millions)	One-time termination benefits			Lease obligations			Total jewelry restructuring
Balance, December 31, 2010	$	1.3		$	2.3		$	3.6
Additions		-			0.1			0.1
Payments and reductions		(1.3	)		(0.9	)		(2.2	)
Balance, December 31, 2011		-			1.5			1.5
Additions		-			0.4			0.4
Payments and reductions		-			(0.5	)		(0.5	)
Balance, December 31, 2012		-			1.4			1.4
Additions		-			0.1			0.1
Payments and reductions		-			(0.5	)		(0.5	)
Balance, December 31, 2013	$	-		$	1.0		$	1.0

The net accrual of $1.4 million at December 31, 2012 is reported as $0.4 million of accrued expenses and other current liabilities and $1.0 million of other noncurrent liabilities.  The net accrual of $1.0 million at December 31, 2013 is reported as $0.4 million of accrued expenses and other current liabilities and $0.6 million of other noncurrent liabilities.

Texas Warehouse

On December 1, 2009, we announced the closing of warehouse facilities in Socorro, Texas.  We accrued $3.4 million of termination benefits and associated employee costs for 220 employees.  During 2011, we recorded $0.5 million of lease obligation costs relating to the warehouse.  These costs are reported as SG&A expenses in the domestic wholesale jeanswear segment.  The closing was substantially completed by the end of April 2010.

The details of the Texas warehouse restructuring accruals are as follows:

(In millions)	Lease obligations
Balance, December 31, 2010	$	4.1
Additions		0.5
Payments and reductions		(3.7	)
Balance, December 31, 2011		0.9
Payments and reductions		(0.1	)
Balance, December 31, 2012		0.8
Payments and reductions		-
Balance, December 31, 2013	$	0.8

The net accruals of $0.8 million at both December 31, 2013 and 2012 are reported as accrued expenses and other current liabilities.

Retail Stores

We continue to review our retail operations for underperforming locations.  As a result of these reviews, we have decided to close domestic retail locations that no longer provide strategic benefits.  During 2011, 2012 and 2013, we closed 96, 103 and 108 locations, respectively, and anticipate closing additional locations in 2014.  We expect to operate a smaller and more productive chain of domestic locations, with outlet stores comprising a significantly higher percentage of the overall retail portfolio.  We will continue to critically assess individual store profitability, including consideration of converting certain locations to brands that offer the greatest opportunity for revenue growth.

Total termination benefits and associated employee costs for all locations closed since 2009 and identified to be closed are expected to be $13.9 million for approximately 2,950 employees, including both store employees and administrative support personnel.  We accrued $1.6 million, $1.7 million and $3.0 million of termination benefits and associated employee costs during 2011, 2012 and 2013, respectively. 

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We also incurred $0.5 million, $0.4 million and $3.7 million during 2011, 2012 and 2013, respectively, for costs to terminate leases.  In connection with our decision to close these stores, we reviewed the associated long-term assets for impairments.  As a result of these reviews, we recorded $8.0 million, $0.8 million and $6.3 million of impairment losses in 2011, 2012 and 2013, respectively, on leasehold improvements and furniture and fixtures located in the stores to be closed.  These costs are reported as SG&A expenses in the domestic retail segment.

The details of the restructuring accruals are as follows:

(In millions)	One-time termination benefits
Balance, December 31, 2010	$	2.2
Additions		1.6
Payments and reductions		(2.5	)
Balance, December 31, 2011		1.3
Additions		1.7
Payments and reductions		(2.1	)
Balance, December 31, 2012		0.9
Additions		3.0
Payments and reductions		(1.5	)
Balance, December 31, 2013	$	2.4

The net accruals of $0.9 million and $2.4 million at December 31, 2012 and 2013, respectively, are reported as accrued expenses and other current liabilities.

PROPERTY, PLANT AND EQUIPMENT

Major classes of property, plant and equipment are as follows:

December 31,	2013		2012		Useful lives (years		)
(In millions)
Land and buildings	$	77.9	$	78.1		10 – 20
Leasehold improvements		238.4		255.3		1 – 20
Machinery, equipment and software		399.7		385.3		3 – 20
Furniture and fixtures		110.6		104.6		1 – 8
Construction in progress		17.9		20.1		-
		844.5		843.4
Less: accumulated depreciation and amortization		595.5		565.3
	$	249.0	$	278.1

Depreciation and amortization expense relating to property, plant and equipment (including capitalized leases) reflected in results from operations was $71.0 million, $69.6 million and $67.5 million in 2013, 2012 and 2011, respectively.  At December 31, 2013, we had outstanding commitments of approximately $14.0 million relating primarily to the construction or remodeling of retail store locations and office facilities.

Included in property, plant and equipment are the following capitalized leases:

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December 31,	2013		2012		Useful lives (years		)
(In millions)
Buildings	$	37.8	$	37.8		10 - 20
Machinery and equipment		0.2		0.2		3 - 5
		38.0		38.0
Less: accumulated amortization		23.2		21.2
	$	14.8	$	16.8

GOODWILL AND OTHER INTANGIBLE ASSETS

Goodwill represents the excess of the purchase price and related costs over the value assigned to net tangible and identifiable intangible assets of businesses acquired and accounted for under the purchase method.  Accounting rules require that we test at least annually for possible goodwill impairment.  We perform our test in the fourth fiscal quarter of each year using a discounted cash flow analysis that requires that certain assumptions and estimates be made regarding industry economic factors and future profitability and cash flows.  We test goodwill at the segment level where acquired businesses have been fully integrated into our existing structure and at one level below the segment level where acquired businesses have not been fully integrated.  As a result of the 2012 impairment analysis, we determined that the goodwill balance existing in our international retail segment was impaired as a result of decreases in projected revenues and profitability for our Kurt Geiger retail business resulting from economic conditions in Europe.  Accordingly, we recorded an impairment charge of $47.6 million.  As a result of the 2013 impairment analysis, we determined that the goodwill balance existing in our domestic wholesale sportswear segment and the goodwill in our domestic wholesale footwear and accessories segment related to our Brian Atwood business were impaired as a result of decreases in projected revenues and profitability.  Accordingly, we recorded an impairment charge of $49.9 million.

The following table presents, by segment and in total, changes in the carrying amount of goodwill for 2012 and 2013.

(In millions)	Domestic Wholesale Sportswear			Domestic Wholesale Jeanswear			Domestic Wholesale Footwear & Accessories			Domestic Retail			International Wholesale		International Retail			Total
Balance, January 1, 2012
Goodwill	$	46.7		$	519.2		$	859.8		$	120.6		$	111.6	$	50.4		$	1,708.3
Accumulated impairment losses		-			(519.2	)		(813.2	)		(120.6	)		-		-			(1,453.0	)
Net goodwill		46.7			-			46.6			-			111.6		50.4			255.3
Acquisition of Brian Atwood		-			-			3.2			-			-		-			3.2
Impairment		-			-			-			-			-		(47.6	)		(47.6	)
Foreign currency translation effects		-			-			-			-			1.9		2.5			4.4
Balance, December 31, 2012
Goodwill		46.7			519.2			863.0			120.6			113.5		52.7			1,715.7
Accumulated impairment losses		-			(519.2	)		(813.2	)		(120.6	)		-		(47.4	)		(1,500.4	)
Net goodwill		46.7			-			49.8			-			113.5		5.3			215.3
Impairment		(46.7	)		-			(3.2	)		-			-		-			(49.9	)
Foreign currency translation effects		-			-			-			-			1.0		-			1.0
Balance, December 31, 2013
Goodwill		46.7			519.2			863.0			120.6			114.5		53.7			1,717.7
Accumulated impairment losses		(46.7	)		(519.2	)		(816.4	)		(120.6	)		-		(48.4	)		(1,551.3	)
Net goodwill	$	-		$	-		$	46.6		$	-		$	114.5	$	5.3		$	166.4

We also perform our annual impairment test for indefinite-lived trademarks during the fourth fiscal quarter of the year.  As a result of these analyses, we recorded trademark impairment charges of $7.2 million, $21.5 million and $31.5 million for 2013, 2012 and 2011, respectively, as a result of decreases in projected revenues for certain brands.  All trademark impairment charges for 2013 and 2011 are reported as SG&A expenses in the licensing and other segment.  The charge for 2012 was recorded as a $21.4 million SG&A expense in the licensing and other segment and a $0.1 million SG&A expense in the

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international retail segment.  In 2012, we also determined that the acquired customer relationship intangible asset from the acquisition of Kurt Geiger was impaired due to decreases in projected wholesale revenues, and we recorded a $5.6 million impairment charge.  This impairment charge is reported as an SG&A expense in the international wholesale segment.

The components of other intangible assets are as follows:

December 31,	2013				2012
(In millions)	Gross Carrying Amount		Accumulated Amortization		Gross Carrying Amount		Accumulated Amortization
Amortized intangible assets
Customer relationships	$	154.2	$	34.8	$	151.6	$	24.4
License agreements		61.7		56.0		61.4		54.5
Trademarks		24.5		11.4		24.5		4.9
Acquired favorable leases		13.4		4.9		13.1		3.5
Covenants not to compete		3.8		2.9		3.8		2.1
		257.6		110.0		254.4		89.4
Indefinite-life trademarks		704.8		-		704.7		-
	$	962.4	$	110.0	$	959.1	$	89.4

Amortization expense for intangible assets subject to amortization was $14.4 million, $16.8 million and $14.8 million for 2013, 2012 and 2011, respectively.  Amortization expense for intangible assets subject to amortization for each of the years in the five-year period ending December 31, 2018 is estimated to be $14.9 million in 2014, $13.5 million in 2015, $13.2 million in 2016, $12.9 million in 2017 and $11.2 million in 2018.

The cash flow models we use to estimate the fair values of our goodwill and trademarks involve several assumptions.  Changes in these assumptions could materially impact our fair value estimates.  Assumptions critical to our fair value estimates are: (i) discount rates used to derive the present value factors used in determining the fair value of the reporting units and trademarks; (ii) royalty rates used in our trademark valuations; (iii) projected revenue growth rates; and (iv) projected long-term growth rates used in the derivation of terminal year values.  These and other assumptions are impacted by economic conditions and expectations of management and may change in the future based on period-specific facts and circumstances.  The following table shows the assumptions we used to derive our fair value estimates as part of our annual impairment testing for 2013 and 2012.

	2013		2012
	Goodwill	Trademarks	Goodwill	Trademarks
Discount rates	12.0%	12.0%	12.0%	12.0%
Royalty rates	--	1.0% - 8.0%	--	1.0% - 8.0%
Weighted-average revenue growth rates	4.7%	6.5%	5.4%	6.2%
Long-term growth rates	3.0%	0% - 3.0%	3.0%	0% - 3.0%

While the fair value of each operating segment at December 31, 2013 significantly exceeded the segment's carrying value, should economic conditions and trends (such as reduced consumer spending or the failure to achieve projected results) deteriorate throughout 2014 and beyond, especially in the United Kingdom and Europe, the carrying values of trademarks and goodwill could become further impaired.

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FAIR VALUES

ASC Subtopic 820-10 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.  ASC Subtopic 820-10 outlines a valuation framework, creates a fair value hierarchy in order to increase the consistency and comparability of fair value measurements, and details the disclosures that are required for items measured at fair value.  We currently do not have non-financial assets and non-financial liabilities that are required to be measured at fair value on a recurring basis.  We are permitted to choose to measure many financial instruments and certain other items at fair value, although we did not elect the fair value measurement option for any of our financial assets or liabilities.

Our financial assets and liabilities are to be measured using inputs from the three levels of the fair value hierarchy, which are as follows:

· Level 1 - inputs are unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access at the measurement date;

· Level 2 - inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs); and

· Level 3 - unobservable inputs that reflect our assumptions about the assumptions that market participants would use in pricing assets or liabilities based on the best information available.

Assets and Liabilities Measured at Fair Value on a Recurring Basis

We have certain financial assets and liabilities that are required to be measured at fair value.  These include:

· the assets and liabilities of The Jones Group Inc. Deferred Compensation Plan (the "Rabbi Trust"), which represent deferred employee compensation invested in mutual funds and which fall within Level 1 of the fair value hierarchy;

· deferred director fees, which represent phantom units of our common stock that have a fair value based on the market price of our common stock and which fall within Level 1 of the fair value hierarchy;

· foreign currency forward contracts, which have fair values calculated by comparing foreign exchange forward rates to the contract rates discounted at our incremental borrowing rate,   which fall within Level 2 of the fair value hierarchy;

· interest rate swap and cap contracts, which have fair values calculated by comparing current yield curves and LIBOR rates to the stated contract rates adjusted for estimated risk of counterparty nonperformance,  which fall within Level 2 of the fair value hierarchy;

· long-term debt that is hedged by interest rate swaps as a fair-value hedge, calculated by comparing current yield curves and LIBOR rates to the stated contract rates of the associated interest rate swaps, which falls within Level 2 of the fair value hierarchy; and

· consideration liabilities recorded as a result of the acquisition of Moda Nicola International, LLC ("Moda") and Stuart Weitzman Holdings, LLC ("SWH"), which have fair values based on our projections of financial results and cash flows for the acquired business and a discount factor based on our weighted average cost of capital, and which fall within Level 3 of the fair value hierarchy.

In accordance with the fair value hierarchy described above, the following table shows the fair value of our financial assets and liabilities that are required to be measured at fair value on a recurring basis at December 31, 2012 and 2013.

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(In millions) Description	Classification	Total Value		Quoted prices in active markets for identical assets (Level 1		)	Significant other observable inputs (Level 2		)	Significant unobserv-able inputs (Level 3		)
December 31, 2012:
Rabbi Trust assets	Prepaid expenses and other current assets	$	8.4	$	8.4		$	-		$	-
Interest rate cap	Other long-term assets		-		-			-			-
British Pound – U.S. Dollar forward contract	Prepaid expenses and other current assets		-		-			-			-
Canadian Dollar – U.S. Dollar forward contracts	Prepaid expenses and other current assets		0.2		-			0.2			-
Total assets		$	8.6	$	8.4		$	0.2		$	-
Rabbi Trust liabilities	Accrued employee compensation and benefits	$	8.4	$	8.4		$	-		$	-
Deferred director fees	Accrued expenses and other current liabilities		0.2		0.2			-			-
Acquisition consideration	Current portion of acquisition consideration payable		30.3		-			-			30.3
Acquisition consideration	Acquisition consideration payable, net of current portion		6.0		-			-			6.0
Total liabilities		$	44.9	$	8.6		$	-		$	36.3
December 31, 2013:
Rabbi Trust assets	Prepaid expenses and other current assets	$	9.1	$	9.1		$	-		$	-
Interest rate swaps	Other long-term assets		1.1		-			1.1			-
Interest rate cap	Other long-term assets		-		-			-			-
Canadian Dollar – U.S. Dollar forward contracts	Prepaid expenses and other current assets		-		-			-			-
Total assets		$	10.2	$	9.1		$	1.1		$	-
Rabbi Trust liabilities	Accrued employee compensation and benefits	$	9.1	$	9.1		$	-		$	-
Interest rate swaps	Other long-term liabilities		1.6		-			1.6			-
Deferred director fees	Accrued expenses and other current liabilities		0.3		0.3			-			-
Hedged portion of 6.875% Senior Notes due 2019	Long-term debt		336.0		-			336.0			-
Acquisition consideration	Current portion of acquisition consideration payable		2.6		-			-			2.6
Acquisition consideration	Acquisition consideration payable, net of current portion		4.0		-			-			4.0
Total liabilities		$	353.6	$	9.4		$	337.6		$	6.6

The following table presents the changes in Level 3 acquisition consideration liabilities for 2012 and 2013.

(In millions)	Acquisition of Moda			Acquisition of SWH			Total acquisition consideration payable
Balance, January 1, 2012	$	14.8		$	195.6		$	210.4
Payments		(3.5	)		(255.0	)		(258.5	)
Total adjustments included in earnings		(3.9	)		88.3			84.4
Balance, December 31, 2012		7.4			28.9			36.3
Payments		(2.5	)		(27.4	)		(29.9	)
Total adjustments included in earnings		0.7			(0.5	)		0.2
Balance, December 31, 2013	$	5.6		$	1.0		$	6.6

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The following table represents quantitative information about the Level 3 contingent consideration liability measurements at December 31, 2013.

(In millions)	Fair Value at December 31, 2013		Valuation technique	Unobservable inputs	Range (Weighted Average)
Acquisition of Moda	$	5.6	Discounted projection of financial results	Net sales growth Gross margin multiplier Discount rate	9.9% - 47.3% (32.1%) 1.31 - 1.50  (1.39) 12.0%

The valuation processes for the contingent consideration liability for the acquisition of Moda is based on the associated acquisition agreement.  Our inputs include probability-weighted projections of financial results for the acquired business and a discount rate based on our weighted average cost of capital.  We internally calculate the estimated liability using projected financial information provided by the operating divisions.

The significant unobservable inputs used in the fair value measurement of the Moda contingent consideration liability are net sales growth, a gross margin multiplier (as defined in the acquisition agreement) and a discount factor.  An increase in the net sales or gross margin multiplier inputs would increase the fair value of the liability, while an increase in the discount rate would decrease the fair value of the liability.  There is no interrelationship between the unobservable inputs.  Changes in the fair value of the Moda contingent consideration liability are reported as adjustments to SG&A expenses in the domestic wholesale sportswear segment.

The remaining contingent consideration liability related to the acquisition of SWH is $1.0 million.  Changes in the fair value of the contingent consideration liability for SWH are reported as adjustments to interest expense.  Payment of the remaining liability will be deferred until certain conditions are met.

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis

In accordance with the fair value hierarchy described above, the following table shows the fair value of our non-financial assets and liabilities that were measured at fair value on a nonrecurring basis during the years ended December 31, 2011, 2012 and 2013, and the total losses recorded as a result of the remeasurement process.

(In millions)			Fair Value Measurements Using
Description	Fair Value		Quoted prices in active markets for identical assets (Level 1)		Significant other observable inputs (Level 2)		Significant unobserv-able inputs (Level 3)		Total losses recorded during year
For the year ended December 31, 2011:
Property and equipment	$	1.2	$	-	$	-	$	1.2	$	10.2
Transportation equipment		0.6		0.6		-		-		0.4
Trademarks		75.7		-		-		75.7		31.5
For the year ended December 31, 2012:
Property and equipment		0.1		-		-		0.1		1.1
Trademarks		43.6		-		-		43.6		21.5
Customer relationships		8.9		-		-		8.9		5.6
Goodwill		5.2		-		-		5.2		47.6
For the year ended December 31, 2013:
Property and equipment		0.8		-		-		0.8		8.6
Trademarks		8.4		-		-		8.4		7.2
Goodwill		-		-		-		-		49.9

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During 2011, 2012 and 2013, property and equipment utilized in our retail operations with carrying amounts of $11.4 million, $1.2 million and $9.4 million, respectively, were written down to fair values of $1.2 million, $0.1 million and $0.8 million, respectively, primarily as a result of our decision to close underperforming retail locations.  These losses were recorded as SG&A expenses in the domestic retail segment.  We consider long-term assets utilized in a retail location to be impaired when a pattern of operating losses at the location indicate that future operating losses are probable and that the resulting cash flows will not be sufficient to recover the carrying value of the associated long-term assets.

During 2011, trademarks with a carrying amount of $107.2 million were written down to a fair value of $75.7 million.  These losses were recorded as SG&A expenses in the licensing and other segment.

During 2011, we determined that certain transportation equipment with a carrying value of $1.0 million had a fair value of $0.6 million based on quoted market prices.  The loss of $0.4 million was recorded as SG&A expenses in the licensing and other segment.

During 2012, certain acquired customer relationships from the acquisition of Kurt Geiger with a carrying amount of $14.5 million were written down to a fair value of $8.9 million due to decreases in projected wholesale revenues resulting from economic conditions in Europe.  The loss of $5.6 million was recorded as an SG&A expense in the international wholesale segment.

During 2012, trademarks with a carrying amount of $65.1 million were written down to a fair value of $43.6 million.  The loss of $21.5 million was recorded as a $21.4 million SG&A expense in the licensing and other segment and a $0.1 million SG&A expense in the international retail segment.

During 2012, goodwill in our international retail segment with a carrying amount of $52.8 million was written down to a fair value of $5.2 million as a result of decreases in projected revenues and profitability for our Kurt Geiger retail business resulting from economic conditions in Europe.

During 2013, trademarks with a carrying amount of $15.6 million were written down to a fair value of $8.4 million.  The loss of $7.2 million was recorded as in the licensing and other segment.

During 2013, goodwill in our domestic wholesale sportswear segment with a carrying amount of $46.7 million and in our domestic footwear and accessories segment related to our Brian Atwood business with a carrying value of $3.2 million were written down to fair values of zero as a result of decreases in projected revenues and profitability for this segment.

For further information regarding the losses recorded for trademarks and goodwill, see "Goodwill and Other Intangible Assets."

Financial Instruments

As a result of our global operating and financing activities, we are exposed to changes in interest rates and foreign currency exchange rates which may adversely affect results of operations and financial condition.  In seeking to minimize the risks and/or costs associated with such activities, we manage exposure to changes in interest rates and foreign currency exchange rates through our regular operating and financing activities and, when deemed appropriate, through the use of derivative financial instruments.  The instruments eligible for utilization include forward, option, swap and cap agreements.  We do not use financial instruments for trading or other speculative purposes.  At December 31, 2013, we had the following derivative financial instruments outstanding:

· foreign exchange contracts to exchange Canadian Dollars for a total notional value of US $4.7 million at a weighted average exchange rate of 1.063 maturing through February 2014 and

· an interest rate cap (to limit our exposure to increases in the variable rates of our previously-used interest rate swaps) maturing in November 2014.

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At December 31, 2013 and 2012, the fair values of cash and cash equivalents, receivables and accounts payable approximated their carrying values due to the short-term nature of these instruments.  The estimated fair values of other financial instruments subject to fair value disclosures were valued using market comparable inputs.  These inputs include broker quotes, quoted market prices, interest rates and exchange rates for the same or similar instruments.  The fair value and related carrying amounts for items not disclosed elsewhere are as follows.

December 31,			2013				2012
(In millions)	Fair Value Level		Carrying Amount		Fair Value		Carrying Amount		Fair Value
Senior Notes, including hedged items recorded at fair value		1	$	917.5	$	904.8	$	924.3	$	884.5
Other long-term debt, including current portion		2		10.3		9.5		10.2		9.3
Notes receivable		2		7.5		6.8		-		-

Financial instruments expose us to counterparty credit risk for nonperformance and to market risk for changes in interest and currency rates.  We manage exposure to counterparty credit risk through specific minimum credit standards and procedures to monitor the amount of credit exposure.  Our financial instrument counterparties are substantial investment or commercial banks with significant experience with such instruments.

CREDIT FACILITIES

        We have a secured revolving credit agreement expiring on April 28, 2016 (the "Credit Facility") with several lending institutions to borrow an aggregate principal amount of up to $650 million.  The terms and conditions of our Credit Facility provide for, among other things: (1) a $350 million U.S. commitment which may be drawn by the U.S. borrowers as revolving loans in U.S. Dollars or letters of credit in Canadian Dollars, U.S. Dollars, or an "LC Alternative Currency" (namely Euros, sterling, or any other currency acceptable to the lenders); and (2) a $300 million international commitment which may be drawn by the U.S. borrowers or by any Canadian or European borrowers as revolving loans or letters of credit in Canadian Dollars, U.S. Dollars, or an LC Alternative Currency.  Up to the entire amount of the Credit Facility is available for cash borrowings, with an overall sublimit of up to $350 million for all letters of credit.  All of the overall $350 million sublimit may be used for trade letters of credit; and within that overall sublimit, there are additional sublimits, including (but not limited to) $50 million for standby letters of credit and $150 million for letters of credit under the U.S. commitment denominated in an LC Alternative Currency.

        Borrowings under the Credit Facility may be used to refinance certain existing indebtedness, to make certain investments (including acquisitions), and for general corporate purposes in the ordinary course of business.  Such borrowings bear interest either based on the alternate base rate, as defined in the Credit Facility, or based on Eurocurrency rates, each with a margin that depends on the availability remaining under the Credit Facility.  The Credit Facility contains customary events of default.

        Availability under the Credit Facility is determined with reference to a borrowing base consisting of a percentage of eligible inventory, accounts receivable, credit card receivables and licensee receivables, minus reserves determined by the joint collateral agents.  At December 31, 2013, we had no cash borrowings and $19.6 million of letters of credit outstanding, and our remaining availability was $387.2 million.  If availability under the Credit Facility falls below a stated level, we will be required to comply with a minimum fixed charge coverage ratio.  The Credit Facility also contains affirmative and negative covenants that, among other things, will limit or restrict our ability to (1) incur indebtedness, (2) create liens, (3) merge, consolidate, liquidate or dissolve, (4) make investments (including acquisitions), loans or advances, (5) sell assets, (6) enter into sale and leaseback transactions, (7) enter into swap agreements, (8) make certain restricted payments (including dividends and other payments in respect of capital stock), (9) enter into transactions with affiliates, (10) enter into restrictive agreements, and (11) amend material

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documents.  The Credit Facility is secured by a first priority lien on substantially all of our personal property.

The weighted-average interest rate for our credit facilities, based primarily on 30-day LIBOR borrowing rates, was 2.25% and 2.0% at December 31, 2013 and 2012, respectively.

LONG-TERM DEBT

Long-term debt consists of the following:

December 31,	2013		2012
(In millions)
Note Payable, due 2014	$	-	$	0.1
5.0% Loan Notes, due 2016		10.3		10.1
5.125% Senior Notes due 2014, net of unamortized discount of $0.0 and $0.1 and including fair value adjustments of $4.3 and $9.4		254.3		259.3
6.875% Senior Notes due 2019, net of unamortized premium of $2.8 and $3.4 and including fair value adjustments of $10.7 and $11.9		413.5		415.3
6.125% Senior Notes due 2034, net of unamortized discount of $0.3 and $0.3		249.7		249.7
		927.8		934.5
Less current portion		254.4		0.1
	$	673.4	$	934.4

Long-term debt maturities during the next five years amount to $250.0 million in 2014 and $10.3 million in 2016.  All of our notes contain certain covenants, including, among others, restrictions on liens, sale-leaseback transactions and additional secured debt, and pay interest semiannually.  The weighted-average interest rate of our long-term debt, excluding the effects of our interest rate swaps, was 6.2% at both December 31, 2013 and 2012.

In September 2012, we issued an additional $100.0 million of 6.875% Senior Notes due 2019 (the "2019 Notes").  Net proceeds (including a premium of $3.5 million) were $100.9 million, which will be used for general corporate purposes.  These additional notes are being treated as a single series with, and have the same terms as, the previously issued 2019 Notes and are fungible with the previously-issued 2019 Notes.

In connection with the purchase of Kurt Geiger, approximately £6.2 million of the purchase price payable to certain selling shareholders who are senior managers of Kurt Geiger has been rolled over into 5% Loan Notes, which are payable on or before April 16, 2016 and are subject to forfeiture in the event of termination of employment under certain circumstances.  For more information, see "Acquisitions."

DERIVATIVES

We recognize all derivatives as either assets or liabilities on the balance sheet and measure those instruments at fair value.  Additionally, the fair value adjustments will affect either equity or net income, depending on whether the derivative instrument qualifies as a hedge for accounting purposes and, if so, the nature of the hedging activity.

Interest Rate Swaps and Caps

On December 14, 2010, we entered into three interest rate swap transactions to effectively convert the entire amount of our $250 million fixed-rate 5.125% Senior Notes due 2014 (the "2014 Notes") to variable-rate debt.  Under the terms of the transactions, we were required to make semiannual variable-rate payments to the counterparties calculated based on three-month LIBOR rates (which were reset on the 15^th day of each calendar quarter) plus 3.46%, and the counterparties were obligated to make semiannual fixed-rate payments to us of 5.125%.  The swap transactions had an effective date of December 17, 2010 and a termination date of November 15, 2014, the date the 2014 Notes mature.  On June 8, 2012, we de-designated the hedging relationship between the swaps and the 2014 Notes and received $5.7 million

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upon termination of the swaps.  The related fair market valuation adjustment to the 2014 Notes is being amortized as a reduction of interest expense over the remaining life of the 2014 Notes.

On March 3, 2011, we entered into three interest rate swap transactions to effectively convert $150 million of our 2019 Notes to variable-rate debt.  Under the terms of the transactions, we were required to make semiannual variable-rate payments to the counterparties calculated based on three-month LIBOR rates (which were reset on the 15^th day of each calendar quarter) plus 3.73%, and the counterparties were obligated to make semiannual fixed-rate payments to us of 6.875%.  The swap transactions had an effective date of March 7, 2011 and a termination date of March 15, 2019, the date the 2019 Notes mature.  On August 3, 2011 we de-designated the hedging relationship between the swaps and the 2019 Notes and received $8.1 million upon termination of the swaps.  The related fair market valuation adjustment to the 2019 Notes is being amortized as a reduction of interest expense over the remaining life of the 2019 Notes.

On March 19, 2012, we entered into three interest rate swap transactions to effectively convert $150 million of our 2019 Notes to variable-rate debt.  Under the terms of the transactions, we were required to make semiannual variable-rate payments to the counterparties calculated based on one-month LIBOR rates (which were reset on the 15^th day of each calendar quarter) plus 5.195%, and the counterparties were obligated to make semiannual fixed-rate payments to us of 6.875%.  The swap transactions had an effective date of March 21, 2012 and a termination date of March 15, 2019, the date the 2019 Notes mature.  On May 31, 2012, we de-designated the hedging relationship between the swaps and the 2019 Notes and received $3.5 million upon termination of the swaps.  The related fair market valuation adjustment to the 2019 Notes is being amortized as a reduction of interest expense over the remaining life of the 2019 Notes.

During 2013, we entered into various interest rate swap transactions to effectively convert a portion of our 2019 Notes to variable-rate debt.  Under the terms of the transactions, we are required to make semiannual variable-rate payments to the counterparties (which are reset in arrears on each payment date) as shown in the table below, and the counterparties are obligated to make semiannual fixed-rate payments to us of 6.875%.  The swap transactions all have a termination date of March 15, 2019, the date the 2019 Notes mature.

Date of transaction	Effective date	Number of swaps		Amount of 2019 Notes hedged (in millions)		Variable rate payments
July 17, 2013	July 19, 2013		3	$	90.0	Six-month LIBOR + 4.75%
August 13, 2013	August 15, 2013		3		90.0	Six-month LIBOR + 4.5925%
August 19, 2013	August 21, 2013		3		75.0	Six-month LIBOR + 4.4275%
September 5, 2013	September 9, 2013		3		70.0	Six-month LIBOR + 4.2425%

We have an outstanding interest rate cap that was used in conjunction with previous interest rate swaps on our 2014 Notes to limit our floating rate exposure.  The cap has a termination date of November 15, 2014.

The swap transactions were designated as hedges of the fair value of the related notes.  The fair values of the swaps were recorded either as an asset or a liability, with changes in their fair values recorded through interest expense.  The changes in fair value of the notes related to the hedged portion of the notes were also recorded through interest expense.  As these changes in fair value did not exactly offset each other, the net effect on earnings represented the ineffectiveness of the hedging instruments.  We evaluate effectiveness under the "long haul" method of accounting.  The interest rate cap has not been designated as a hedging instrument; as a result, all changes in the fair value of the cap are recorded through interest expense.

We recorded net increases in interest expense related to the ineffectiveness of the swaps and the changes in the fair value of the cap as follows.

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Year Ended December 31,	2013		2012		2011
(In millions)
Interest rate swaps	$	1.1	$	1.3	$	1.0
Interest rate cap		-		0.2		1.1
Net increase in interest expense	$	1.1	$	1.5	$	2.1

Foreign Currency Forward Contracts

We use foreign currency forward contracts for the specific purpose of hedging the exposure to variability in forecasted cash flows associated primarily with inventory purchases.  Fair values of foreign currency forward contracts are calculated by comparing each agreement's contractual exchange rate with the currency exchange forward and spot rates at the reporting date.

We have outstanding forward contracts to exchange Canadian Dollars for U.S. Dollars.  These contracts are designated as cash flow hedges, as the principal terms of the contracts are the same as the underlying forecasted foreign currency cash flows.  Therefore, changes in the fair value of these forward contracts are highly effective in offsetting changes in the expected foreign currency cash flows.  Changes in the fair value of these contracts are recorded in accumulated other comprehensive income, net of related tax effects, with the corresponding asset or liability recorded in the balance sheet.  Amounts recorded in accumulated other comprehensive income are reflected in current-period earnings when the hedged transaction affects earnings.

Since the foreign currency derivatives we use in our risk management strategies are highly effective hedges because all the critical terms of the derivative instruments match those of the hedged item, we record no ineffectiveness related to our cash flow hedges.  If foreign currency exchange rates do not change from their December 31, 2013 amounts, we estimate that any reclassifications from other comprehensive income to earnings within the next 12 months will not be material.

We also currently have outstanding forward contracts to exchange British Pounds for U.S. Dollars.  These contracts have not been designated as hedges.  Therefore, changes in the fair value of these contracts are recorded in SG&A expenses, with the corresponding asset or liability recorded in the balance sheet.

The notional amounts of our foreign exchange contracts outstanding at December 31, 2013, 2012 and 2011 are as follows.  For additional information, see "Fair Values."

(In millions)	Notional Amounts
December 31,	2013		2012		2011
Canadian Dollar – U.S. Dollar forward exchange contracts	US$4.7		US$16.1		US$5.3
British Pound – U.S. Dollar forward exchange contract		-	£	6.0		-

Fair Values of Derivative Instruments

(In millions)	December 31, 2013			December 31, 2012
	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Derivatives designated as hedging instruments
Interest rate swap contracts	Other long-term assets	$	1.1		$	-
Foreign exchange contracts	Prepaid expenses and other current assets		-	Prepaid expenses and other current assets		0.2
Total derivative assets		$	1.1		$	0.2
Interest rate swap contracts	Other long-term liabilities	$	1.6		$	-
Total derivative liabilities		$	1.6		$	-
Derivatives not designated as hedging instruments
Interest rate cap contract	Other long-term assets	$	-	Other long-term assets	$	-
Total derivative assets		$	-		$	-

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Effect of Derivatives on the Statement of Operations - Derivatives Designated as Hedging Instruments

(In millions)		Amount of Pretax Gain (Loss) due to Ineffectiveness Recognized in Income
Derivative type	Location of Pretax Gain (Loss) due to Ineffectiveness Recognized in Income	2013				2012				2011
Interest rate swap contracts	Interest expense		$	(1.1	)		$	(1.3	)		$	(1.0	)

(In millions)	Amount of Pretax Gain (Loss) Recognized in Other Comprehensive Income							Location of Pretax Loss Reclassified from Other Comprehensive Income into Income	Amount of Pretax Gain (Loss) Reclassified from Other Comprehensive Income into Income
Derivative type	2013		2012		2011				2013		2012			2011
Foreign exchange contracts	$	0.7	$	0.1	$	(0.3	)	Cost of sales	$	0.8	$	(0.1	)	$	(0.8	)

Effect of Derivatives on the Statement of Operations - Derivatives Not Designated as Hedging Instruments

(In millions)		Amount of Pretax Gain (Loss) Recognized in Income
Derivative type	Location of Pretax Gain (Loss) Recognized in Income	2013				2012				2011
Interest rate cap contract	Interest expense		$	-			$	(0.2	)		$	(1.1	)
British Pound – U.S. Dollar forward contract	Selling, general and administrative expenses			(0.2	)			-				-

ACCUMULATED OTHER COMPREHENSIVE LOSS

Changes in Accumulated Other Comprehensive (Loss) Income by Component

(In millions)	Gains (Losses) on Cash Flow Hedges			Defined Benefit Pension Items			Foreign Currency Translation			Total
Balance, January 1, 2011	$	(0.3	)	$	(16.4	)	$	8.3		$	(8.4	)
For the year ended December 31, 2011:
Other comprehensive (loss) income before reclassifications		(0.2	)		(9.3	)		(14.4	)		(23.9	)
Amounts reclassified from accumulated other comprehensive (loss) income		0.5			2.2			-			2.7
Net comprehensive (loss) income		0.3			(7.1	)		(14.4	)		(21.2	)
Balance, December 31, 2011		-			(23.5	)		(6.1	)		(29.6	)
For the year ended December 31, 2012:
Other comprehensive (loss) income before reclassifications		-			(0.2	)		11.7			11.5
Amounts reclassified from accumulated other comprehensive (loss) income		0.1			0.1			-			0.2
Net comprehensive (loss) income		0.1			(0.1	)		11.7			11.7
Balance, December 31, 2012		0.1			(23.6	)		5.6			(17.9	)
For the year ended December 31, 2013:
Other comprehensive (loss) income before reclassifications		0.5			6.0			5.2			11.7
Amounts reclassified from accumulated other comprehensive (loss) income		(0.6	)		0.7			-			0.1
Net comprehensive income		(0.1	)		6.7			5.2			11.8
Balance, December 31, 2013	$	-		$	(16.9	)	$	10.8		$	(6.1	)

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Reclassifications Out of Accumulated Other Comprehensive Loss

	Amount Reclassified from Accumulated Other Comprehensive Loss (a)
For the year ended December 31,	2013			2012			2011			Line Item in the Statement of Operations
Gains (losses) on foreign exchange contracts	$	0.8		$	(0.1	)	$	(0.8	)	Cost of goods sold
		(0.2	)		-			0.3		Provision for income taxes
		0.6			(0.1	)		(0.5	)	Net of tax
Amortization of defined benefit pension actuarial losses		(1.1	)		(2.2	)		(3.4	)	Selling, general and administrative expenses
		0.4			2.1			1.2		Provision for income taxes
		(0.7	)		(0.1	)		(2.2	)	Net of tax
Total reclassifications	$	(0.1	)	$	(0.2	)	$	(2.7	)

(a) - Amounts in parenthesis indicate debits to profit/loss.

OBLIGATIONS UNDER CAPITAL LEASES

Obligations under capital leases consist of the following:

December 31,	2013		2012
(In millions)
Warehouses, office facilities and equipment	$	21.3	$	23.4
Less: current portion		2.2		2.1
Obligations under capital leases - noncurrent	$	19.1	$	21.3

We lease an office facility in Bristol, Pennsylvania under a 20-year net lease that runs until July 2018 and requires minimum annual rent payments of approximately $1.2 million.  The building was capitalized at $12.2 million, which approximated the present value of the minimum lease payments.

In 2003, we entered into a sale-leaseback agreement for our Virginia warehouse facility.  This transaction resulted in a net gain of $7.5 million that has been deferred and is being amortized over the lease term, which runs until March 2023 and requires minimum annual rent payments of $2.4 million.  The building was capitalized at $25.6 million, which approximated the present value of the minimum lease payments.

The following is a schedule by year of future minimum lease payments under capital leases, together with the present value of the net minimum lease payments as of December 31, 2013:

Year Ending December 31,
(In millions)
2014	$	3.7
2015		3.7
2016		3.7
2017		3.7
2018		3.2
Later years		10.4
Total minimum lease payments		28.4
Less: amount representing interest		7.1
Present value of net minimum lease payments	$	21.3

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COMMON STOCK

The Board of Directors has authorized several programs to repurchase our common stock from time to time in open market transactions.  We repurchased 1.2 million shares of our common stock during 2013 for $14.5 million, 4.2 million shares of our common stock during 2012 for $44.0 million and 7.2 million shares of our common stock during 2011 for $78.0 million.  As of December 31, 2013, $156.9 million of Board authorized repurchases was still available.  However, under the Merger Agreement, we are prohibited from repurchasing any additional common stock until the effective time of the Merger (or the termination of the Merger Agreement).

COMMITMENTS AND CONTINGENCIES

(a) CONTINGENT LIABILITIES.  We have been named as a defendant in various actions and proceedings, including actions brought by certain employees whose employment has been terminated arising from our ordinary business activities.  We and the individual members of our board of directors have been named as defendants in certain lawsuits relating to the Merger Agreement and the proposed Merger.  The lawsuits generally allege that our directors breached their fiduciary duties by authorizing the Merger for an inadequate price following an inadequate process.  The lawsuits also allege that Jones, Sycamore and certain of its affiliates aided and abetted the alleged breaches of fiduciary duties by the directors.  Plaintiffs seek an injunction preventing consummation of the Merger, rescission in the event the Merger is consummated, damages and attorneys' fees and costs.  Although the amount of any liability that could arise with respect to these actions cannot be accurately predicted, in our opinion, any such liability will not have a material adverse effect on our financial position or results of operations.

(b) ROYALTIES.  We have an exclusive license to produce, market and distribute costume jewelry in the United States, Canada, Mexico and Japan under the Givenchy trademark pursuant to an agreement with Givenchy, which expires on December 31, 2015.  The agreement requires us to pay a percentage of net sales against guaranteed minimum royalty and advertising payments as set forth in the agreement.

We have a sub-license agreement with VCJS LLC ("VCJS") to design, develop, produce and distribute in the United States, Mexico and Canada Jessica Simpson jeanswear, activewear and sportswear under the Jessica Simpson (signature) trademark which VCJS licenses from With You, Inc. ("WYI").  The agreement, which expires on December 31, 2014 (October 15, 2014 if the master license between WYI and VCJS is not renewed), requires us to pay a percentage of net sales against guaranteed minimum royalty and pooled marketing fee payments as set forth in the agreement.

We also have a distribution and retail license agreement with VCJS to distribute products bearing the trademarks Vince Camuto, Vince Camuto Signature and Jessica Simpson in various European territories.  The agreement, which ends on December 31, 2018 (unless terminated earlier or renewed) requires us to pay a percentage of net sales against guaranteed minimum royalty and pooled marketing fee payments as set forth in the agreement.  The agreement contains renewal options under certain conditions through December 31, 2024.

We have an exclusive licensing and distribution agreement with Rafe IP Holdings LLC, a company affiliated with one of our employees, to design, develop, produce and distribute women's footwear, handbags, small leather goods and jewelry in the United States, Australia, Canada, Japan, the Philippines, Singapore and Korea under the Rafe and Rafe New York trademarks.  The agreement, which expires on December 31, 2016, requires us to pay a percentage of net sales as set forth in the agreement.  The agreement contains renewal options under certain conditions through December 31, 2026.

We have an exclusive license to design, develop, produce and distribute footwear worldwide under the Lipsy trademark pursuant to an agreement with Lipsy Limited, which expires on March 18, 2015.  The agreement requires us to pay a percentage of net sales against guaranteed minimum royalty payments as set forth in the agreement.

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Minimum payments under these license agreements are as follows.

Year Ending December 31,	2014		2015		2016		2017		2018
(In millions)
Givenchy	$	0.8	$	0.9	$	-	$	-	$	-
Jessica Simpson/Vince Camuto		3.5		0.3		0.3		0.3		0.3
Lipsy		0.1		0.1		-		-		-
	$	4.4	$	1.3	$	0.3	$	0.3	$	0.3

(c) LEASES.  Total rent expense charged to operations for 2013, 2012 and 2011 was as follows.

Year Ended December 31,	2013			2012			2011
(In millions)
Minimum rent	$	123.7		$	127.1		$	119.4
Contingent rent		2.4			2.5			3.5
Less: sublease rent		(1.4	)		(2.3	)		(4.5	)
	$	124.7		$	127.3		$	118.4

The following is a schedule by year of minimum rental payments required under operating leases:

Year Ending December 31,
(In millions)
2014	$	130.4
2015		146.7
2016		105.2
2017		81.7
2018		77.3
Later years		368.0
	$	909.3

Certain of the leases provide for renewal options and the payment of real estate taxes and other occupancy costs.  Future rental commitments for leases have not been reduced by minimum non-cancelable sublease income aggregating $25.0 million.

STATEMENT OF CASH FLOWS

Year Ended December 31,	2013		2012		2011
(In millions)
Supplemental disclosures of cash flow information:
Cash paid (received) during the year for:
Interest	$	82.3	$	147.1	$	45.9
Net income tax payments (refunds)		9.4		5.8		(9.6	)
Supplemental disclosures of non-cash investing and financing activities:
Fair value of restricted stock issued to employees		29.8		24.6		21.4
Shares withheld for taxes upon vesting of restricted stock		2.7		0.3		-
Note payable and deferred compensation recorded related to acquisition of Kurt Geiger		-		-		10.2

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INCOME TAXES

The following summarizes the provision (benefit) for income taxes:

Year Ended December 31,	2013			2012			2011
(In millions)
Current:
Federal	$	(3.1	)	$	2.1		$	(4.9	)
State and local		2.1			1.5			0.6
Foreign		2.1			9.9			6.0
		1.1			13.5			1.7
Deferred:
Federal		14.1			(11.6	)		26.7
State and local		0.5			(2.6	)		0.6
Foreign		(9.3	)		(12.2	)		(9.4	)
		5.3			(26.4	)		17.9
Provision (benefit) for income taxes	$	6.4		$	(12.9	)	$	19.6

The domestic and foreign components of (loss) income before provision (benefit) for income taxes are as follows:

Year Ended December 31,	2013			2012			2011
(In millions)
(Loss) income before (benefit) provision for income taxes
United States	$	8.8		$	(2.4	)	$	72.7
Foreign		(22.1	)		(65.5	)		(1.6	)
	$	(13.3	)	$	(67.9	)	$	71.1

The provision (benefit) provision for income taxes on adjusted historical income differs from the amounts computed by applying the applicable Federal statutory rates due to the following:

Year Ended December 31,	2013			2012			2011
(In millions)
(Benefit) provision for Federal income taxes at the statutory rate	$	(4.6	)	$	(23.8	)	$	24.9
State and local income taxes, net of federal benefit		1.4			0.5			1.7
Foreign income tax difference		(8.4	)		(6.8	)		(8.9	)
Goodwill impairments		13.2			16.7			-
Research & development tax credit		(1.7	)		-			-
Foreign valuation allowance		2.8			-			-
Amortization of contingent liability		0.9			0.9			0.5
Officers' compensation		0.5			0.7			0.7
Acquisition costs		0.4			0.1			0.8
Life insurance / disability		0.3			0.3			0.2
Meals & entertainment		0.3			0.3			0.3
Expiration of charitable contribution carryover		0.7			-			-
Change in net reserves - uncertain tax positions		0.5			(1.1	)		(0.9	)
Other items, net		0.1			(0.7	)		0.3
Provision (benefit) for income taxes	$	6.4		$	(12.9	)	$	19.6

We have not provided for deferred U.S. income taxes or foreign withholding taxes on $51.2 million of foreign subsidiary undistributed earnings as of December 31, 2013.  The unrecorded U.S. tax liability associated with these undistributed earnings is approximately $16.5 million at December 31, 2013.  Such earnings are intended to be reinvested indefinitely and, therefore, no U.S. tax liability is required.

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The following is a summary of the significant components of our deferred tax assets and liabilities:

December 31,	2013			2012
(In millions)
Deferred tax assets (liabilities):
Nondeductible accruals and allowances	$	64.7		$	65.4
Depreciation		(3.4	)		2.8
Intangible asset valuation and amortization		(154.7	)		(154.3	)
Loss and credit carryforwards		52.0			43.4
Amortization of stock-based compensation		15.4			15.2
Deferred compensation		3.2			2.9
Inventory valuation		(5.3	)		(6.8	)
Pension		5.2			11.0
Gain on sale-leaseback transaction		1.5			1.7
Prepaid expenses		(2.7	)		(2.1	)
Display costs		(2.9	)		(3.8	)
Adjustments to acquisition consideration payable		(2.5	)		7.8
Partnership differences		1.2			-
Unrealized translation loss		(0.3	)		0.6
Fair value adjustment on interest rate swaps		1.7			1.3
Inventory overhead		0.6			0.1
Valuation allowances		(12.2	)		(8.8	)
Other (net)		0.1			0.1
Net deferred tax liability	$	(38.4	)	$	(23.5	)
Included in:
Current assets		32.0			33.2
Noncurrent liabilities		(70.4	)		(56.7	)
Net deferred tax liability	$	(38.4	)	$	(23.5	)

As of December 31, 2013, we had net operating loss carryforwards of $515.7 million (consisting of $6.9 million of federal, $442.7 million of state and $66.1 million of foreign carryforwards) which expire through 2033, foreign and general business tax credit carryforwards of $4.3 million, which expire through 2033, and state tax credit carryforwards of $7.8 million, which expire through 2021.

Uncertain tax positions

Our total unrecognized tax benefits as of December 31, 2013 and 2012 were $0.8 million and $0.3 million, respectively (net of federal tax benefit), which included $0.2 million and $0.0 million of interest and penalties, respectively (net of federal tax benefit).

(In millions)	2013			2012
Uncertain tax positions, beginning of year	$	0.3		$	4.7
Decreases for tax positions related to prior years		0.5			(1.1	)
Settlements with tax authorities during the year		(0.0	)		(3.3	)
Uncertain tax positions, end of year	$	0.8		$	0.3

If recognized as of December 31, 2013 and 2012, $0.8 million and $0.3 million, respectively (net of federal tax benefit) of our unrecognized tax benefit would reduce income tax expense and the effective tax rate.

We file a consolidated U.S. federal income tax return as well as separate, unitary and combined income tax returns in multiple state jurisdictions.  In addition, we file income tax returns in various foreign jurisdictions.

The Internal Revenue Service has completed examination of our federal returns for taxable years prior to 2011.  Our state income tax examinations, with limited exceptions, have been completed for the periods prior to 2009.  We reasonably expect to settle all ongoing audits by December 31, 2014.

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STOCK OPTIONS AND RESTRICTED STOCK

Under The Jones Group Inc. 2009 Long Term Incentive Plan, we may grant stock options and other awards from time to time to key employees, officers, directors, advisors and independent consultants to us or to any of our subsidiaries.  Shares available for future option and restricted stock grants at December 31, 2013 and 2012 totaled 4.1 million and 2.7 million, respectively.  Under the Merger Agreement, we are subject to restrictions on our ability to grant awards.

Compensation cost recorded for stock-based employee compensation awards (including awards to non-employee directors and consultants) reflected as an SG&A expense was $23.3 million, $19.7 million and $16.7 million for 2013, 2012 and 2011, respectively.  The total tax benefit recognized for the compensation cost recorded for stock-based employee compensation awards for 2013, 2012 and 2011 totaled $7.1 million, $6.3 million and $5.1 million, respectively.  Total compensation cost related to unvested awards not yet recognized at December 31, 2013 was $21.1 million, which is expected to be amortized over a weighted-average period of approximately 23 months.

Stock Options

In general, options become exercisable over either a three-year or five-year period from the grant date and expire seven years after the date of grant.  In certain cases for non-employee directors, options become exercisable six months after the grant date.  Our policy is to issue new shares upon the exercise of options and, when possible, to offset these new shares by repurchasing shares in the open market.  We currently do not have any outstanding stock options.

The following tables summarize information about stock option transactions and related information (options in millions):

	2012					2011
	Options			Weighted Average Exercise Price		Options			Weighted Average Exercise Price
Outstanding, January 1,		1.9		$	36.50		4.4		$	34.74
Exercised		-			-		-			-
Cancelled		-			-		(0.1	)		32.87
Expired		(1.9	)		36.50		(2.4	)		33.43
Outstanding, December 31,		-		$	-		1.9		$	36.50
Exercisable, December 31,		-		$	-		1.9		$	36.50

	2012		2011
Weighted-average contractual term (in years) of:
Options outstanding at end of year		-		0.2
Options exercisable at end of year		-		0.2
Intrinsic value (in millions) of:
Options outstanding at end of year	$	-	$	-
Options exercisable at end of year	$	-	$	-
Options exercised during the year	$	-	$	-
Fair value (in millions) of options vested during the year	$	-	$	-

Restricted Stock

Compensation cost for restricted stock that vests based upon the passage of time or on the achievement of a performance condition is measured as the excess, if any, of the quoted market price of our stock at the date the common stock is granted over the amount the employee must pay to acquire the

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stock (which is generally zero).  Compensation cost for restricted stock that vests upon the achievement of a performance condition is also based upon the probability that the performance condition will be satisfied.  Compensation cost for restricted stock that vests based upon the achievement of a market condition is determined based on a Monte Carlo valuation model and is recognized regardless of whether or not the market condition is satisfied.

Compensation cost, net of projected forfeitures, is recognized over the period between the issue date and the date any restrictions lapse, with compensation cost for grants with a graded vesting schedule recognized on a straight-line basis over the requisite service period for the total award.  Restricted share awards generally vest over a period of approximately three years.  The restrictions do not affect voting and dividend rights except for certain grants with performance and market conditions where dividends are paid only to the extent the shares vest.

Time-Based Vesting

The following tables summarize information about unvested restricted stock transactions and related information for shares subject to time-based vesting (shares in millions):

	2013					2012					2011
	Shares			Weighted Average Fair Value		Shares			Weighted Average Fair Value		Shares			Weighted Average Fair Value
Nonvested, January 1,		2.2		$	11.64		1.9		$	11.66		2.0		$	10.24
Granted		1.1			12.49		1.2			9.76		0.9			12.56
Vested		(0.5	)		13.86		(0.7	)		8.24		(0.8	)		9.27
Forfeited		(0.2	)		11.86		(0.2	)		12.43		(0.2	)		11.34
Nonvested, December 31,		2.6		$	11.85		2.2		$	11.64		1.9		$	11.66

	2013		2012		2011
Fair value (in millions) of shares vested during the year	$	7.4	$	5.7	$	7.7

Performance Conditions

Restricted stock grants that vest subject to performance conditions will vest subject to achievement of a cumulative operating cash flow target for a specified three-year period, as follows, with interpolation for intermediate points.

Performance Against Budget	Vesting
100% or Better	100%
90%	75%
80%	50%
Below 80%	0%

The following tables summarize information about unvested restricted stock transactions and related information for shares with performance conditions (shares in millions):

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	2013					2012					2011
	Shares			Weighted Average Fair Value		Shares			Weighted Average Fair Value		Shares			Weighted Average Fair Value
Nonvested, January 1,		1.8		$	11.48		1.5		$	10.79		1.3		$	11.21
Granted		0.8			12.00		1.0			9.34		0.6			12.61
Vested		(0.4	)		14.90		(0.6	)		6.19		(0.3	)		14.46
Forfeited		(0.1	)		10.78		(0.1	)		10.30		(0.1	)		15.28
Nonvested, December 31,		2.1		$	11.22		1.8		$	11.48		1.5		$	10.79

	2013		2012		2011
Fair value (in millions) of shares vested during the year	$	5.9	$	3.6	$	4.8

Market Conditions

Restricted stock grants that vest subject to market conditions will vest if our total shareholder return (which is the stock price appreciation, assuming dividends are reinvested in our common stock when paid) for a specified three-year period is equal to or greater than the median total shareholder return of a peer group of apparel, footwear, and department store companies, as follows, with interpolation for intermediate points.

Performance Relative to Peers	Vesting
Median or Better	100%
40th Percentile	75%
30th Percentile	50%
Below 30th Percentile	0%

The following tables summarize information about unvested restricted stock transactions and related information for shares with market conditions (shares in millions):

	2013					2012					2011
	Shares			Weighted Average Fair Value		Shares			Weighted Average Fair Value		Shares			Weighted Average Fair Value
Nonvested, January 1,		1.8		$	5.94		1.5		$	6.80		1.3		$	11.21
Granted		0.8			7.25		1.0			3.66		0.6			3.15
Vested		-			-		(0.2	)		6.60		(0.3	)		14.46
Forfeited		(0.5	)		12.56		(0.5	)		3.33		(0.1	)		15.28
Nonvested, December 31,		2.1		$	4.87		1.8		$	5.94		1.5		$	6.80

	2013		2012		2011
Fair value (in millions) of shares vested during the year		-	$	1.6	$	4.8

EMPLOYEE BENEFIT PLANS

Defined Contribution Plans

We maintain several defined contribution plans under Section 401(k) of the Internal Revenue Code (the "Code"), of which the primary plan is The Jones Group Inc. Retirement Plan (the "Jones Plan").  Employees not covered by a collective bargaining agreement and meeting certain other requirements are eligible to participate in the Jones Plan.  Under the Jones Plan, participants may elect to have up to 50% of their salary (subject to limitations imposed by the Code) deferred and deposited with a qualified trustee,

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who in turn invests the money in a variety of investment vehicles as selected by each participant.  All employee contributions into the Jones Plan are 100% vested.

We have elected to make the Jones Plan a "Safe Harbor Plan" under Section 401(k)(12) of the Code.  As a result of this election, we make a fully-vested safe harbor matching contribution for all eligible participants amounting to 100% of the first 3% of the participant's salary deferred and 50% of the next 2% of salary deferred, subject to maximums set by the Department of the Treasury.  We may, at our sole discretion, contribute additional amounts to all employees on a pro rata basis.

We contributed approximately $8.3 million, $8.0 million and $7.9 million to our defined contribution plans during 2013, 2012 and 2011, respectively.

Defined Benefit Plans

We maintain the Pension Plan for Associates of Nine West Group Inc. (the "Cash Balance Plan").  The Cash Balance Plan expresses retirement benefits as an account balance which increases each year through interest credits, with service credits frozen as of either December 31, 1995 or February 15, 1999, depending on the participant.

Our funding policy is to contribute at least the minimum amount to meet the funding ratio requirements of the Pension Protection Act.  We plan to contribute $4.8 million to the Cash Balance Plan in 2014.  The measurement date for all plans is December 31.

Obligations and Funded Status

Year Ended December 31,	2013			2012
(In millions)
Change in benefit obligation
Benefit obligation, beginning of year	$	62.2		$	56.8
Interest cost		2.4			2.5
Actuarial loss (gain) - effect of assumption changes		(8.0	)		5.6
Benefits paid		(4.0	)		(2.7	)
Benefit obligation, end of year		52.6			62.2
Change in plan assets
Fair value of plan assets, beginning of year		42.0			35.0
Actual return on plan assets		4.8			5.3
Employer contribution		4.8			4.4
Benefits paid		(4.0	)		(2.7	)
Fair value of plan assets, end of year		47.6			42.0
Underfunded status at end of year	$	5.0		$	20.2

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Amounts Recognized on the Balance Sheet

December 31,	2013		2012
(In millions)
Noncurrent liabilities	$	5.0	$	20.2

Amounts Recognized in Accumulated Other Comprehensive Loss

December 31,	2013		2012
(In millions)
Net loss	$	27.4	$	38.2

Information for Pension Plans with an Accumulated Benefit Obligation in Excess of Plan Assets

December 31,	2013		2012
(In millions)
Projected benefit obligation	$	52.6	$	62.2
Accumulated benefit obligation		52.6		62.2
Fair value of plan assets		47.6		42.0

Components of Net Periodic Benefit Cost and Other Amounts Recognized in Other Comprehensive Income or Loss

Year Ended December 31,	2013			2012
(In millions)
Net Periodic Benefit Cost:
Interest cost	$	2.4		$	2.5
Expected return on plan assets		(3.1	)		(2.6	)
Amortization of net loss		1.1			2.1
Total net periodic benefit cost		0.4			2.0
Other Changes in Plan Assets and Benefit Obligations
Recognized in Other Comprehensive Loss:
Net (gain) loss		(9.7	)		2.9
Amortization of net loss		(1.1	)		(2.1	)
Total recognized in other comprehensive loss		(10.8	)		0.8
Total recognized in net periodic benefit cost and other comprehensive loss	$	(10.4	)	$	2.8

The estimated net loss that will be amortized from accumulated other comprehensive income into net periodic benefit cost in 2014 is $0.8 million.

Assumptions

	2013	2012
Weighted-average assumptions used to determine:
Benefit obligations at December 31
Discount rate	4.8%	3.9%
Net periodic benefit cost for year ended December 31
Discount rate	3.9%	4.6%
Expected long-term return on plan assets	7.0%	7.0%

Significant assumptions related to the calculation of our obligations include the discount rate used to calculate the present value of benefit obligations to be paid in the future and the expected long-term rate of return on assets.  We review these assumptions annually based upon currently available information, including information provided by our actuaries.  Based on these reviews, we increased the discount rate for benefit obligations at December 31, 2013 to 4.8%, as compared with 3.9% in the prior year, based on the Citigroup Above Median AA Spot Rates as of December 31, 2013.  At December 31, 2013, an unfavorable quarter-point (0.25%) change in the discount rate would increase our benefit obligation liability by $2.0 million and would increase our 2014 expense less than $0.1 million, while a quarter-point change in the expected long-term return on plan asset assumption would increase our 2014 expense by $0.1 million.

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Estimated Future Benefit Payments

Year Ending December 31,
(In millions)
2014	$	2.3
2015		2.4
2016		2.5
2017		2.5
2018		2.7
2019 through 2023		16.3
	$	28.7

Plan Assets

Our overall investment strategy is to diversify investments across types of investments and investment managers.  The primary objectives are to achieve a rate of return sufficient to meet current and future plan cash requirements and to emphasize long-term growth of principal while avoiding excessive risk and maintaining fund liquidity.  Permitted investment vehicles include investment-grade fixed income securities, domestic and foreign equity securities, mutual funds, guaranteed insurance contracts and real estate, while speculative and derivative investment vehicles, short selling and margin transactions are generally prohibited.  The investment managers have full discretion to manage their portion of the investments subject to the objectives and policies of the respective plans.  The performance of the investment managers is reviewed on a regular basis.  At December 31, 2013, the target allocation percentages for fund investments were 36.0% fixed income securities, 34.5% domestic equity securities, 19.0% international equity securities, 5.5% real estate and 5.0% cash and cash equivalents.

To determine the overall expected long-term rate-of-return-on-assets assumption, we add an expected inflation rate to the expected long-term real returns of our various asset classes, taking into account expected volatility and correlation between the returns of the asset classes as follows: for equities and real estate, a historical average arithmetic real return; for government fixed-income securities, current yields on inflation-indexed bonds; and for corporate fixed-income securities, the yield on government fixed-income securities plus a blend of current and historical credit spreads.

The fair values of our pension plan assets at December 31, 2013 and 2012 by asset class are presented in the following table.  All fair values are either based on quoted prices in active markets for identical assets (Level 1 in the fair value hierarchy) or derived from cash flows and interest rates (Level 2).

(In millions)	2013						2012
	Level 1		Level 2		Total		Level 1		Level 2		Total
Asset Class
Cash and equivalents	$	1.7	$	-	$	1.7	$	3.5	$	-	$	3.5
Equity securities:
U.S. companies (a)		21.2		-		21.2		16.4		-		16.4
International companies (b)		5.7		-		5.7		5.6		-		5.6
Real Estate (c)		2.5		-		2.5		2.3		-		2.3
Fixed income (d)		5.1		11.4		16.5		5.0		9.2		14.2
Total	$	36.2	$	11.4	$	47.6	$	32.8	$	9.2	$	42.0

(a) This class consists of both index and actively managed mutual funds that invest in large and mid-cap U.S. common stocks.

(b) This class consists of both index and actively managed mutual funds that invest in large and emerging market international common stocks.

(c) This class consists of actively managed mutual funds that invest in real estate investment trusts.

(d) This class consists of managed mutual funds that invest in high-grade corporate, government and mortgage backed securities.

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Other Plans

We also maintain the Nine West Group Inc. Supplemental Executive Retirement Plan, the Nine West Group Inc. Postretirement Executive Life Plan, the Nine West Group, Inc. Postretirement Medical Plan and the Nine West Group Inc. Long Term Disabled Postemployment Benefit Plan, all of which are frozen and none of which have a material effect on our results of operations or on our financial position.  These plans, which are unfunded, were underfunded by $4.0 million at December 31, 2013.  Of this amount, $0.3 million is reported under accrued expenses and other current liabilities and $3.7 million is reported under other noncurrent liabilities.

We also maintain The Jones Group Inc. Deferred Compensation Plan, a non-qualified defined contribution plan for certain management and other highly compensated employees (the "Rabbi Trust").  Under the plan, participants may elect to have up to 90% of their salary and annual bonus deferred and deposited with a qualified trustee, who in turn invests the money in a variety of investment vehicles as selected by each participant.  The assets of the Rabbi Trust, consisting of primarily debt and equity securities, are recorded at current market prices (Level 1 in the fair value hierarchy).  The trust assets are available to satisfy claims of our general creditors in the event of bankruptcy.  The trust's assets, included in prepaid expenses and other current assets, and the corresponding deferred compensation liability, included in accrued employee compensation and benefits, were $9.1 million and $8.4 million at December 31, 2013 and 2012, respectively.  This plan has no effect on our results of operations.

Multiemployer Pension Plans

We participate in several multiemployer defined benefit plans under terms of collective-bargaining agreements that cover certain union-represented employees, none of which are significant.  We contributed $0.3 million, $0.2 million and $0.2 million to our multiemployer plans in 2013, 2012 and 2011, respectively.  The risks of participating in these multiemployer plans differ from our other defined benefit plans in the following respects:

· assets contributed to the multiemployer plan by one employer may be used to provide benefits to employees of other participating employers;

· if a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers; and

· if we choose to stop participating in a multiemployer plan, we may be required to contribute an amount to that plan based on the underfunded status of the plan (referred to as a withdrawal liability).

In 2013, we voluntarily withdrew from a multiemployer plan and have recorded a withdrawal liability of $0.2 million.

BUSINESS SEGMENT AND GEOGRAPHIC AREA INFORMATION

We identify operating segments based on, among other things, differences in products sold and the way our management organizes the components of our business for purposes of allocating resources and assessing performance.  Our operations are comprised of six reportable segments: domestic wholesale sportswear, domestic wholesale jeanswear, domestic wholesale footwear and accessories, domestic retail, international wholesale and international retail.  Segment revenues are generated from the sale of apparel, footwear and accessories through wholesale channels and our own retail locations.  The wholesale segments include wholesale operations with third party department and other retail stores, the retail segments include operations by our own stores, concession locations and e-commerce web sites, and income and expenses related to trademarks, licenses and general corporate functions are reported under "licensing and other."  "Eliminations" represent intercompany transactions and reclassifications between segments which do not necessarily occur in every period.

We define segment income as operating income before net interest expense, goodwill impairment charges, gains or losses on sales of subsidiaries, equity in earnings of unconsolidated affiliates and income taxes.  Sales and transfers between segments generally are recorded at cost and treated as

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transfers of inventory, which are not reviewed when evaluating segment performance.  The wholesale segments allocate to the retail segments a portion of their SG&A costs related to the services utilized by those divisions where the retail operations benefit from those costs.

Summarized below are our revenues, income, depreciation and amortization, expenditures for long-lived assets and total assets by reportable segment for 2013, 2012 and 2011.  We are an integrated enterprise, characterized by substantial intersegment cooperation, cost allocations, and sharing of assets.  Therefore, we do not represent that these segments, if operated independently, would report the operating profit and other financial information shown below.

(In millions)	Domestic Wholesale Sportswear			Domestic Wholesale Jeanswear		Domestic Wholesale Footwear & Accessories		Domestic Retail			International Wholesale		International Retail		Licensing & Other			Eliminations			Cons-olidated
For the year ended December 31, 2013
Revenues	$	671.1		$	822.9	$	916.5	$	564.4		$	329.3	$	417.5	$	43.2		$	-		$	3,764.9
Segment (loss) income	$	(5.5	)	$	76.3	$	69.9	$	(62.0	)	$	34.8	$	3.8	$	(21.0	)	$	-		$	96.3
Net interest expense																						(60.3	)
Equity in income of unconsolidated affiliate																						0.6
Goodwill impairment																						(49.9	)
Loss before provision for income taxes																					$	(13.3	)
Depreciation and amortization	$	4.1		$	1.2	$	6.6	$	13.7		$	1.9	$	25.6	$	57.8		$	-		$	110.9
Expenditures for long-lived assets		7.8			3.4		9.8		17.5			0.7		13.8		19.5			-			72.5
For the year ended December 31, 2012
Revenues	$	782.0		$	746.7	$	919.7	$	584.6		$	330.0	$	388.9	$	46.2		$	-		$	3,798.1
Segment income (loss)	$	38.0		$	53.0	$	57.4	$	(51.7	)	$	33.8	$	5.5	$	(13.5	)	$	(0.2	)	$	122.3
Net interest expense																						(145.1	)
Equity in income of unconsolidated affiliate																						2.5
Goodwill impairment																						(47.6	)
Loss before benefit for income taxes																					$	(67.9	)
Depreciation and amortization	$	5.8		$	1.1	$	8.7	$	13.3		$	3.0	$	23.8	$	54.1		$	-		$	109.8
Expenditures for long-lived assets		10.3			4.0		12.6		20.5			0.9		27.3		25.1			-			100.7
For the year ended December 31, 2011
Revenues	$	892.3		$	773.7	$	848.0	$	631.2		$	329.5	$	260.4	$	50.2		$	-		$	3,785.3
Segment income (loss)	$	74.0		$	49.6	$	40.9	$	(37.9	)	$	35.5	$	6.9	$	(30.0	)	$	1.5		$	140.5
Net interest expense																						(73.3	)
Equity in income of unconsolidated affiliate																						3.9
Income before provision for income taxes																					$	71.1
Depreciation and amortization	$	9.0		$	1.2	$	10.4	$	17.2		$	4.3	$	12.9	$	49.8		$	-		$	104.8
Expenditures for long-lived assets		34.6			4.3		6.6		14.5			4.1		19.6		28.8			-			112.5
Total Assets (a)
December 31, 2013	$	920.3		$	692.8	$	1,096.2	$	257.7		$	238.2	$	402.2	$	1,902.7		$	(2,998.2	)	$	2,511.9
December 31, 2012		1,061.8			683.7		1,111.9		288.0			254.9		377.1		2,062.3			(3,244.2	)		2,595.5
December 31, 2011		1,034.7			638.6		1,001.0		254.6			238.7		396.4		1,747.0			(2,595.7	)	$	2,715.3

(a) – total assets for licensing and other includes investment in equity-method investees of $56.2 million, $38.9 million and $35.6 million for 2013, 2012 and 2011, respectively.

The total assets eliminations consist of the following:

December 31,	2013			2012			2011
(In millions)
Elimination of intersegment balances	$	(1,368.0	)	$	(1,450.9	)	$	(1,404.0	)
Reclassification of deferred tax assets		(137.5	)		(154.5	)		(134.9	)
Elimination of investments in subsidiaries		(1,492.7	)		(1,638.8	)		(1,056.8	)
	$	(2,998.2	)	$	(3,244.2	)	$	(2,595.7	)

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Revenues from external customers and long-lived assets excluding deferred taxes related to operations in the United States and foreign countries and revenues by product category are as follows:

On or for the Year Ended December 31,	2013		2012		2011
(In millions)
Revenues from external customers:
United States	$	3,004.4	$	3,018.0	$	3,119.2
United Kingdom		356.1		343.7		216.1
Canada		132.9		146.1		152.2
Other foreign countries		271.5		290.3		297.8
	$	3,764.9	$	3,798.1	$	3,785.3
Long-lived assets:
United States	$	1,037.0	$	1,072.0	$	1,100.2
United Kingdom		279.4		290.4		335.4
Other foreign countries		93.8		136.4		124.2
	$	1,410.2	$	1,498.8	$	1,559.8
Revenues by product category:
Sportswear	$	916.6	$	1,036.5	$	1,158.9
Jeanswear		827.8		746.7		773.8
Footwear and accessories		1,977.5		1,968.8		1,802.5
Other		43.0		46.1		50.1
	$	3,764.9	$	3,798.1	$	3,785.3

SUPPLEMENTAL CONDENSED FINANCIAL INFORMATION

The Jones Group Inc. (the "parent company" or "Jones") and certain of its 100%-owned subsidiaries, including Jones Apparel Group, USA, Inc. ("Jones USA"), Jones Apparel Group Holdings, Inc. ("Jones Holdings") and JAG Footwear, Accessories and Retail Corporation ("JAG Footwear"), function as co-issuers and co-obligors (on a full and unconditional, joint and several basis) of our 5.125% Senior Notes due 2014, our 6.875% Senior Notes due 2019 and our 6.125% Senior Notes due 2034 (collectively, the "Notes").

The following condensed consolidating balance sheets, statements of operations, statements of comprehensive income and statements of cash flows for the parent company (Jones), the "Co-Issuers" (consisting of Jones USA, Jones Holdings and JAG Footwear, which are all our subsidiaries that act as co-issuers and co-obligors of the Notes) and the "Others" (consisting of all of our other subsidiaries, none of which guarantee any of the Notes), have been prepared using the equity method of accounting in accordance with the requirements for presentation of such information.  There are no contractual restrictions on distributions from Jones USA, Jones Holdings or JAG Footwear to Jones.

- 98 -

Condensed Consolidating Balance Sheets

(In millions)	December 31, 2013														December 31, 2012
	Jones			Co-Issuers			Others		Elim-inations			Cons-olidated			Jones			Co-Issuers			Others		Elim-inations			Cons-olidated
ASSETS
Current assets:
Cash and cash equivalents	$	-		$	88.3		$	28.1	$	-		$	116.4		$	-		$	82.6		$	67.0	$	-		$	149.6
Accounts receivable		-			163.3			183.7		-			347.0			-			191.0			190.0		-			381.0
Inventories, primarily finished goods		-			258.2			286.5		(0.9	)		543.8			-			261.7			226.2		(1.2	)		486.7
Prepaid and refundable income taxes		-			16.8			0.4		(5.3	)		11.9			-			18.6			0.3		(13.4	)		5.5
Deferred taxes		-			17.5			14.5		-			32.0			-			17.9			15.3		-			33.2
Prepaid expenses and other current assets		-			29.8			21.3		(0.5	)		50.6			-			23.6			18.2		(1.1	)		40.7
Total current assets		-			573.9			534.5		(6.7	)		1,101.7			-			595.4			517.0		(15.7	)		1,096.7
Property, plant and equipment		-			58.3			190.7		-			249.0			-			64.6			213.5		-			278.1
Due from affiliates		-			329.8			497.9		(827.7	)		-			-			497.7			319.0		(816.7	)		-
Goodwill		-			-			166.4		-			166.4			-			49.9			165.4		-			215.3
Other intangibles		-			5.2			847.2		-			852.4			-			6.0			863.7		-			869.7
Deferred taxes		-			93.1			-		(93.1	)		-			-			93.0			-		(93.0	)		-
Investments in subsidiaries		1,809.8			1,921.0			56.2		(3,730.8	)		56.2			1,811.5			1,745.4			38.9		(3,556.9	)		38.9
Other assets		-			62.6			23.6		-			86.2			-			67.7			29.1		-			96.8
Total assets	$	1,809.8		$	3,043.9		$	2,316.5	$	(4,658.3	)	$	2,511.9		$	1,811.5		$	3,119.7		$	2,146.6	$	(4,482.3	)	$	2,595.5
LIABILITIES AND EQUITY
Current liabilities:
Current portion of long-term debt and capital lease obligations	$	-		$	254.4		$	2.2	$	-		$	256.6		$	-		$	-		$	2.2	$	-		$	2.2
Current portion of acquisition consideration payable		-			2.6			-		-			2.6			-			30.3			-		-			30.3
Accounts payable		0.1			140.0			113.2		-			253.3			-			156.2			101.3		-			257.5
Income taxes payable		-			19.8			5.8		(25.6	)		-			-			22.1			12.9		(33.6	)		1.4
Accrued expenses and other current liabilities		11.1			70.6			72.9		(0.5	)		154.1			8.5			70.6			82.8		(1.1	)		160.8
Total current liabilities		11.2			487.4			194.1		(26.1	)		666.6			8.5			279.2			199.2		(34.7	)		452.2
Long-term debt		-			673.4			-		-			673.4			-			934.4			-		-			934.4
Obligations under capital leases		-			-			19.1		-			19.1			-			-			21.3		-			21.3
Income taxes payable		-			0.6			-		-			0.6			-			0.5			-		-			0.5
Deferred taxes		-			-			163.0		(92.6	)		70.4			-			-			155.7		(99.0	)		56.7
Acquisition consideration payable		-			4.0			-		-			4.0			-			6.0			-		-			6.0
Due to affiliates		827.7			-			-		(827.7	)		-			816.7			-			-		(816.7	)		-
Other noncurrent liabilities		5.1			68.7			20.5		-			94.3			5.0			88.1			25.0		-			118.1
Total liabilities		844.0			1,234.1			396.7		(946.4	)		1,528.4			830.2			1,308.2			401.2		(950.4	)		1,589.2
Redeemable noncontrolling interest		-			-			0.2		-			0.2			-			-			0.6		-			0.6
Equity:
Common stock and additional paid-in capital		531.7			1,294.3			1,647.5		(2,941.9	)		531.6			521.6			1,294.3			948.0		(2,242.3	)		521.6
Retained earnings		440.2			521.6			260.9		(765.3	)		457.4			477.6			535.1			793.1		(1,304.7	)		501.1
Accumulated other comprehensive (loss) income		(6.1	)		(6.1	)		10.8		(4.7	)		(6.1	)		(17.9	)		(17.9	)		2.8		15.1			(17.9	)
Total Jones stockholders' equity		965.8			1,809.8			1,919.2		(3,711.9	)		982.9			981.3			1,811.5			1,743.9		(3,531.9	)		1,004.8
Noncontrolling interests		-			-			0.4		-			0.4			-			-			0.9		-			0.9
Total equity		965.8			1,809.8			1,919.6		(3,711.9	)		983.3			981.3			1,811.5			1,744.8		(3,531.9	)		1,005.7
Total liabilities and equity	$	1,809.8		$	3,043.9		$	2,316.5	$	(4,658.3	)	$	2,511.9		$	1,811.5		$	3,119.7		$	2,146.6	$	(4,482.3	)	$	2,595.5

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Condensed Consolidating Statements of Operations

(In millions)	Year Ended December 31, 2013														Year Ended December 31, 2012														Year Ended December 31, 2011
	Jones			Co- Issuers			Others		Elim- inations			Cons- olidated			Jones			Co- Issuers			Others		Elim- inations			Cons- olidated			Jones		Co- Issuers			Others			Elim- inations			Cons- olidated
Net sales	$	-		$	2,164.8		$	1,582.2	$	(26.7	)	$	3,720.3		$	-		$	2,258.4		$	1,520.4	$	(28.2	)	$	3,750.6		$	-	$	2,370.0		$	1,387.0		$	(23.0	)	$	3,734.0
Licensing income		-			0.6			42.6		-			43.2			-			0.2			46.0		-			46.2			-		0.1			50.1			-			50.2
Other revenues		-			1.4			-		-			1.4			-			1.3			-		-			1.3			-		1.1			-			-			1.1
Total revenues		-			2,166.8			1,624.8		(26.7	)		3,764.9			-			2,259.9			1,566.4		(28.2	)		3,798.1			-		2,371.2			1,437.1			(23.0	)		3,785.3
Cost of goods sold		-			1,468.5			985.1		(18.1	)		2,435.5			-			1,517.7			928.1		(18.4	)		2,427.4			-		1,568.3			882.7			(10.9	)		2,440.1
Gross profit		-			698.3			639.7		(8.6	)		1,329.4			-			742.2			638.3		(9.8	)		1,370.7			-		802.9			554.4			(12.1	)		1,345.2
Selling, general and administrative expenses		-			839.0			395.7		(8.8	)		1,225.9			-			854.8			381.0		(8.9	)		1,226.9			-		893.5			291.5			(11.8	)		1,173.2
Trademark impairments		-			-			7.2		-			7.2			-			-			21.5		-			21.5			-		-			31.5			-			31.5
Goodwill impairment		-			49.9			-		-			49.9			-			-			47.6		-			47.6			-		-			-			-			-
Operating (loss) income		-			(190.6	)		236.8		0.2			46.4			-			(112.6	)		188.2		(0.9	)		74.7			-		(90.6	)		231.4			(0.3	)		140.5
Net interest expense (income) and financing costs		-			55.1			5.2		-			60.3			-			143.1			2.0		-			145.1			-		76.7			(3.4	)		-			73.3
Equity in income of unconsolidated affiliate		-			-			0.6		-			0.6			-			-			2.5		-			2.5			-		-			3.9			-			3.9
(Loss) income before (benefit) provision for income taxes		-			(245.7	)		232.2		0.2			(13.3	)		-			(255.7	)		188.7		(0.9	)		(67.9	)		-		(167.3	)		238.7			(0.3	)		71.1
(Benefit) provision for income taxes		-			(73.3	)		73.3		6.4			6.4			-			(77.5	)		65.1		(0.5	)		(12.9	)		-		(36.1	)		74.2			(18.5	)		19.6
(Loss) income before earnings of subsidiaries		-			(172.4	)		158.9		(6.2	)		(19.7	)		-			(178.2	)		123.6		(0.4	)		(55.0	)		-		(131.2	)		164.5			18.2			51.5
Equity in (loss) earnings of subsidiaries		(13.4	)		159.0			-		(145.6	)		-			(55.3	)		122.9			-		(67.6	)		-			32.5		163.7			-			(196.2	)		-
Net (loss) income		(13.4	)		(13.4	)		158.9		(151.8	)		(19.7	)		(55.3	)		(55.3	)		123.6		(68.0	)		(55.0	)		32.5		32.5			164.5			(178.0	)		51.5
Less: income attributable to noncontrolling interests		-			-			0.1		-			0.1			-			-			1.1		-			1.1			-		-			0.8			-			0.8
(Loss) income attributable to Jones	$	(13.4	)	$	(13.4	)	$	158.8	$	(151.8	)	$	(19.8	)	$	(55.3	)	$	(55.3	)	$	122.5	$	(68.0	)	$	(56.1	)	$	32.5	$	32.5		$	163.7		$	(178.0	)	$	50.7

Condensed Consolidating Statements of Comprehensive (Loss) Income

(In millions)	Year Ended December 31, 2013															Year Ended December 31, 2012														Year Ended December 31, 2011
	Jones			Co- Issuers			Others			Elim- inations			Cons- olidated			Jones			Co- Issuers			Others		Elim- inations			Cons- olidated			Jones			Co- Issuers			Others			Elim- inations			Cons- olidated
Net (loss) income	$	(13.4	)	$	(13.4	)	$	158.9		$	(151.8	)	$	(19.7	)	$	(55.3	)	$	(55.3	)	$	123.6	$	(68.0	)	$	(55.0	)	$	32.5		$	32.5		$	164.5		$	(178.0	)	$	51.5
Other comprehensive income (loss):
Pension and postretirement liability adjustments, net of tax		6.7			6.7			-			(6.7	)		6.7			(0.1	)		(0.1	)		-		0.1			(0.1	)		(7.1	)		(7.1	)		(1.2	)		8.3			(7.1	)
Change in fair value of cash flow hedges, net of tax		0.5			0.5			0.5			(1.0	)		0.5			-			-			-		-			-			(0.2	)		(0.2	)		(0.2	)		0.4			(0.2	)
Reclassification adjustment for hedge gains and losses included in net (loss) income, net of tax		(0.6	)		(0.6	)		(0.6	)		1.2			(0.6	)		0.1			0.1			0.1		(0.2	)		0.1			0.5			0.5			0.5			(1.0	)		0.5
Foreign currency translation adjustments		5.2			5.2			5.2			(10.4	)		5.2			11.7			11.7			11.4		(23.1	)		11.7			(14.4	)		(14.4	)		(14.4	)		28.8			(14.4	)
Total other comprehensive income (loss)		11.8			11.8			5.1			(16.9	)		11.8			11.7			11.7			11.5		(23.2	)		11.7			(21.2	)		(21.2	)		(15.3	)		36.5			(21.2	)
Comprehensive income (loss)		(1.6	)		(1.6	)		164.0			(168.7	)		(7.9	)		(43.6	)	$	(43.6	)	$	135.1	$	(91.2	)	$	(43.3	)	$	11.3		$	11.3		$	149.2		$	(141.5	)	$	30.3

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Condensed Consolidating Statements of Cash Flows

(In millions)	Year Ended December 31, 2013															Year Ended December 31, 2012															Year Ended December 31, 2011
	Jones			Co- Issuers			Others			Elim- inations			Cons- olidated			Jones			Co- Issuers			Others			Elim- inations			Cons- olidated			Jones			Co- Issuers			Others			Elim- inations			Cons- olidated
Net cash provided by operating activities	$	15.4		$	60.7		$	38.3		$	(22.0	)	$	92.4		$	15.5		$	19.2		$	109.2		$	(31.2	)	$	112.7		$	16.6		$	192.7		$	97.8		$	(35.4	)	$	271.7
Cash flows from investing activities:
Acquisition of KG Group Holdings, net of cash acquired		-			-			-			-			-			-			-			-			-			-			-			(143.1	)		-			-			(143.1	)
Acquisition of Moda Nicola International		-			-			-			-			-			-			-			-			-			-			-			(2.5	)		-			-			(2.5	)
Acquisition of Brian Atwood, net of cash acquired		-			(0.5	)		-			-			(0.5	)		-			(5.0	)		0.6			-			(4.4	)		-			-			-			-			-
Contingent consideration paid related to investment in GRI Group Limited		-			-			-			-			-			-			-			(3.5	)		-			(3.5	)		-			-			-			-			-
Acquisition of additional equity interest in GRI Group Limited		-			-			(14.7	)		-			(14.7	)		-			-			-			-			-			-			-			-			-			-
Capital expenditures		-			(15.9	)		(42.8	)					(58.7	)		-			(19.8	)		(56.7	)					(76.5	)		-			(37.3	)		(60.7	)		-			(98.0	)
Notes receivable issued					(6.1	)		(1.5	)		-			(7.6	)		-			-			-			-			-			-			-			-			-			-
Proceeds from sale of trademark		-			-			-			-			-			-			-			5.0			-			5.0			-			-			-			-			-
Other items, net		-			-			0.1			-			0.1			-			-			(0.1	)		-			(0.1	)		-			-			0.1			-			0.1
Net cash used in investing activities		-			(22.5	)		(58.9	)					(81.4	)		-			(24.8	)		(54.7	)		-			(79.5	)		-			(182.9	)		(60.6	)		-			(243.5	)
Cash flows from financing activities:
Issuance of 6.875% Senior Notes due 2019		-			-			-			-			-			-			103.5			-			-			103.5			-			300.0			-			-			300.0
Debt issuance costs		-			-			-			-			-			-			(2.6	)		-			-			(2.6	)		-			(6.6	)		-			-			(6.6	)
Costs related to secured revolving credit agreement		-			(0.3	)		-			-			(0.3	)		-			(0.3	)		-			-			(0.3	)		-			(3.3	)		-			-			(3.3	)
Repayment of acquired debt of KG Group Holdings		-			-			-			-			-			-			-			-			-			-			-			(174.1	)		-			-			(174.1	)
Repayment of long-term debt		-			-			(0.1	)		-			(0.1	)		-			-			(0.1	)		-			(0.1	)		-			-			(0.1	)		-			(0.1	)
Distributions to noncontrolling interests		-			-			(1.1	)		-			(1.1	)		-			-			(1.0	)		-			(1.0	)		-			-			(0.7	)		-			(0.7	)
Payments of acquisition consideration payable		-			(2.4	)		(7.0	)		-			(9.4	)		-			(151.0	)		(12.9	)		-			(163.9	)		-			-			(10.1	)		-			(10.1	)
Repurchases of common stock		-			(14.5	)		-			-			(14.5	)		-			(44.0	)		-			-			(44.0	)		-			(78.0	)		-			-			(78.0	)
Dividends paid		(15.4	)		(15.4	)		(6.6	)		22.0			(15.4	)		(15.5	)		(15.5	)		(15.7	)		31.2			(15.5	)		(16.6	)		(16.6	)		(18.8	)		35.4			(16.6	)
Principal payments on capital leases		-			-			(2.1	)		-			(2.1	)		-			-			(1.9	)		-			(1.9	)		-			-			(1.7	)		-			(1.7	)
Excess tax benefits from share-based payment arrangements		-			0.1			-			-			0.1			-			2.3			-			-			2.3			-			1.6			-			-			1.6
Net cash (used in) provided by financing activities		(15.4	)		(32.5	)		(16.9	)		22.0			(42.8	)		(15.5	)		(107.6	)		(31.6	)		31.2			(123.5	)		(16.6	)		23.0			(31.4	)		35.4			10.4
Effect of exchange rates on cash		-			-			(1.4	)		-			(1.4	)		-			-			1.1			-			1.1			-			-			(0.6	)		-			(0.6	)
Net increase (decrease) in cash and cash equivalents		-			5.7			(38.9	)					(33.2	)		-			(113.2	)		24.0						(89.2	)		-			32.8			5.2			-			38.0
Cash and cash equivalents, beginning		-			82.6			67.0			-			149.6			-			195.8			43.0			-			238.8			-			163.0			37.8			-			200.8
Cash and cash equivalents, ending	$	-		$	88.3		$	28.1		$			$	116.4		$	-		$	82.6		$	67.0		$	-		$	149.6			-		$	195.8		$	43.0		$	-		$	238.8

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UNAUDITED CONSOLIDATED FINANCIAL INFORMATION

Unaudited interim consolidated financial information for the two years ended December 31, 2013 is summarized as follows:

(In millions except per share data)	First Quarter			Second Quarter			Third Quarter		Fourth Quarter
2013
Net sales	$	997.6		$	835.2		$	1,011.0	$	876.5
Total revenues		1,008.7			845.6			1,021.7		888.9
Gross profit		348.4			300.7			359.3		321.1
Operating income (loss)(1)		16.9			10.8			62.8		(44.1	)
Net (loss) income		0.9			(3.2	)		29.7		(47.1	)
Basic earnings (loss) per share	$	0.01		$	(0.05	)	$	0.39	$	(0.61	)
Diluted earnings (loss) per share		0.01			(0.05	)		0.38		(0.61	)
Dividends declared per share	$	0.05		$	0.05		$	0.05	$	0.05
2012
Net sales	$	923.4		$	844.3		$	1,024.6	$	958.3
Total revenues		936.0			854.8			1,035.4		971.9
Gross profit		343.5			326.2			364.6		336.5
Operating income (loss)(2)		40.2			21.7			62.7		(49.9	)
Net (loss) income		(1.0	)		8.4			17.8		(80.1	)
Basic (loss) earnings per share	$	(0.01	)	$	0.11		$	0.23	$	(1.06	)
Diluted (loss) earnings per share		(0.01	)		0.10			0.22		(1.06	)
Dividends declared per share	$	0.05		$	0.05		$	0.05	$	0.05

Quarterly figures may not add to full year due to rounding.

(1) Includes trademark impairments of $7.2 million and goodwill impairment of $49.9 million in the fourth fiscal quarter of 2013.

(2) Includes trademark impairments of $21.5 million and goodwill impairment of $47.6 million in the fourth fiscal quarter of 2012.

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ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

Not Applicable.

ITEM 9A.  CONTROLS AND PROCEDURES

As required by Exchange Act Rule 13a-15(b), we carried out an evaluation, under the supervision and with the participation of our Chief Executive Officer and our Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report.

The purpose of disclosure controls is to ensure that information required to be disclosed in our reports filed with or submitted to the SEC under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms. Disclosure controls are also designed to ensure that such information is accumulated and communicated to our management, including our Chief Executive Officer and our Chief Financial Officer, to allow timely decisions regarding required disclosure.  The purpose of internal controls is to provide reasonable assurance that our transactions are properly authorized, our assets are safeguarded against unauthorized or improper use and our transactions are properly recorded and reported to permit the preparation of our financial statements in conformity with generally accepted accounting principles.

Our management does not expect that our disclosure controls or our internal controls will prevent all error and all fraud.  A control system, no matter how well conceived and operated, can provide only reasonable rather than absolute assurance that the objectives of the control system are met.  The design of a control system must also reflect the fact that there are resource constraints, with the benefits of controls considered relative to their costs.  Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud (if any) within the company have been detected.  These inherent limitations include the realities that judgments in decision-making can be faulty and that simple errors or mistakes can occur.  Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the control.  The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate.  Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

Our internal controls are evaluated on an ongoing basis by our Internal Audit department, by other personnel in our organization and by our independent auditors in connection with their audit and review activities.  The overall goals of these various evaluation activities are to monitor our disclosure and internal controls and to make modifications as necessary, as disclosure and internal controls are intended to be dynamic systems that change (including improvements and corrections) as conditions warrant.  Part of this evaluation is to determine whether there were any significant deficiencies or material weaknesses in our internal controls, or whether we had identified any acts of fraud involving personnel who have a significant role in our internal controls.  Significant deficiencies are control issues that could have a significant adverse effect on the ability to record, process, summarize and report financial data in the financial statements; material weaknesses are particularly serious conditions where the internal control does not reduce to a relatively low level the risk that misstatements caused by error or fraud may occur in amounts that would be material in relation to the financial statements and not be detected within a timely period by employees in the normal course of performing their assigned functions.

Based upon this evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that both our disclosure controls and procedures and our internal controls and procedures are designed to provide and are effective in providing reasonable assurance in timely alerting them to material

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information required to be included in our periodic SEC filings and ensuring that information required to be disclosed by us in these periodic filings is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and that our internal controls are effective in ensuring that our financial statements are fairly presented in conformity with generally accepted accounting principles.

We have made changes to our internal controls and procedures over financial reporting to address the implementation of SAP, an enterprise resource planning ("ERP") system.  We began the process of implementing SAP throughout The Jones Group Inc. and our consolidated subsidiaries in 2006.  SAP will integrate our operational and financial systems and expand the functionality of our financial reporting processes.  During the fourth fiscal quarter of 2013, no additional businesses were converted to this system.  We have adequately controlled the transition to the new processes and controls, with no negative impact to our internal control environment.  We expect to continue the implementation of this system to all locations over a multi-year period.  As the phased roll out occurs, we will experience changes in internal control over financial reporting each quarter.  We expect this ERP system to further advance our control environment by automating manual processes, improving management visibility and standardizing processes as its full capabilities are utilized.

Management's Annual Report on Internal Control Over Financial Reporting

Management's report on Internal Control Over Financial reporting appears on page 55.  Our independent registered public accounting firm, BDO USA, LLP, has issued an audit report on our internal control over financial reporting, which appears on page 56.

PART III

ITEM 10.  DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

The information about our directors (i) is incorporated by reference to the information appearing in the Proxy Statement under the caption "Election of Directors" or (ii) alternatively, will be provided in an amendment to this Annual Report on Form 10-K.

We have adopted a Code of Business Conduct and Ethics and a Code of Ethics for Senior Executive and Financial Officers, which applies to our Chief Executive Officer, Chief Financial Officer, Controller and other personnel performing similar functions.  Both codes are posted on our website, www.jonesgroupinc.com under the "Our Company - Corporate Governance" caption.  We intend to make all required disclosures regarding any amendment to, or a waiver of, a provision of the Code of Ethics for Senior Executive and Financial Officers by posting such information on our website.

The information relating to the members of the Audit Committee and the Audit Committee financial expert (i) is incorporated by reference to the information appearing in the Proxy Statement under the captions "Corporate Governance - Board Structure and Committee Composition" and "Corporate Governance - Board Structure and Committee Composition - Audit Committee" and the information under the caption "Section 16(a) Beneficial Ownership Reporting Compliance" of the Proxy Statement or (ii) alternatively, will be provided in an amendment to this Annual Report on Form 10-K.

The balance of the information required by this item is contained in the discussion entitled "Executive Officers of the Registrant" in Part I of this Form 10-K.

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ITEM 11.  EXECUTIVE COMPENSATION

The information about executive compensation (i) is incorporated by reference to the information appearing in the Proxy Statement under the captions "Executive Compensation," "Corporate Governance - Compensation Committee Interlocks and Insider Participation" and the information appearing in the Proxy Statement relating to the compensation of directors under the caption "Corporate Governance - Director Compensation and Stock Ownership Guidelines" or (ii) alternatively, will be provided in an amendment to this Annual Report on Form 10-K.

ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The information about security ownership (i) is incorporated by reference to the information appearing in the Proxy Statement under the caption "Security Ownership of Certain Beneficial Owners" or (ii) alternatively, will be provided in an amendment to this Annual Report on Form 10-K.

Equity Compensation Plan Information

The following table gives information about our common stock that may be issued upon the exercise of options, warrants and rights under all of our existing equity compensation plans as of December 31, 2013.  For further information, see "Stock Options and Restricted Stock" in Notes to Consolidated Financial Statements.

Plan Category	Number of securities to be issued upon exercise of outstanding options, warrants and rights	Weighted-average exercise price of outstanding options, warrants and rights	Number of securities remaining available for future issuance under equity compensation plans
Equity compensation plans approved by security holders	—	—	4,059,876
Equity compensation plans not approved by security holders	—	—	—
Total	—	—	4,059,876

ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

The information about relationships, related transactions and director independence (i) is incorporated by reference to the information appearing in the Proxy Statement under the captions "Corporate Governance - Independence of Directors," "Corporate Governance - Board Structure and Committee Composition" and "Corporate Governance - Policy with Respect to Related Person Transactions" or (ii) alternatively, will be provided in an amendment to this Annual Report on Form 10-K.

ITEM 14.  PRINCIPAL ACCOUNTING FEES AND SERVICES

Information about principal accounting fees and services (i) is incorporated by reference to the information appearing in the Proxy Statement under the caption "Fees Paid to Independent Registered Public Accountants" or (ii) alternatively, will be provided in an amendment to this Annual Report on Form 10-K.

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PART IV

ITEM 15.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES

(a)The following documents are filed as part of this report:

1. Financial Statements.

The following financial statements are included in Item 8 of this report:

Report of Independent Registered Public Accounting Firm

Consolidated Balance Sheets - December 31, 2013 and 2012

Consolidated Statements of Operations - Years ended December 31, 2013, 2012 and 2011

Consolidated Statements of Comprehensive Income (Loss) - Years ended December 31, 2013, 2012 and 2011

Consolidated Statements of Changes in Equity - Years ended December 31, 2013, 2012 and 2011

Consolidated Statements of Cash Flows - Years ended December 31, 2013, 2012 and 2011

Notes to Consolidated Financial Statements (includes certain supplemental financial information required by Item 8 of Form 10-K)

2. The schedule and report of independent registered public accounting firm thereon, listed in the Index to Financial Statement Schedules attached hereto.

3.The exhibits listed in the Exhibit Index attached hereto.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

February 18, 2014 THE JONES GROUP INC. (Registrant)   By:/s/ Wesley R. Card       Wesley R. Card       Chief Executive Officer

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears on this page to this Annual Report on Form 10-K for the year ended December 31, 2013 (the "Form 10-K") constitutes and appoints Wesley R. Card, John T. McClain and Ira M. Dansky, and each of them, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities, to sign any and all amendments to the Form 10-K, and file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, and grants unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as he might and could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or any of them, or their substitutes, may lawfully do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

Signature	Title	Date
/s/ Wesley R. Card Wesley R. Card	Chief Executive Officer and Director (Principal Executive Officer)	February 18, 2014
/s/ John T. McClain John T. McClain	Chief Financial Officer (Principal Financial Officer)	February 18, 2014
/s/ Christopher R. Cade Christopher R. Cade	Executive Vice President, Chief Accounting Officer and Controller (Principal Accounting Officer)	February 18, 2014
/s/ Sidney Kimmel Sidney Kimmel	Director	February 18, 2014
/s/ Matthew H. Kamens Matthew H. Kamens	Director	February 18, 2014
/s/ Gerald C. Crotty Gerald C. Crotty	Director	February 18, 2014
/s/ Lowell W. Robinson Lowell W. Robinson	Director	February 18, 2014
/s/Margaret H. Georgiadis Margaret H. Georgiadis	Director	February 18, 2014
/s/ Robert L. Mettler Robert L. Mettler	Director	February 18, 2014
/s/ John D. Demsey John D. Demsey	Director	February 18, 2014
/s/ Jeffrey D. Nuechterlein Jeffrey D. Nuechterlein	Director	February 18, 2014
/s/ Ann Marie C. Wilkins Ann Marie C. Wilkins	Director	February 18, 2014
/s/ James A. Mitarotonda James A. Mitarotonda	Director	February 18, 2014

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INDEX TO FINANCIAL STATEMENT SCHEDULES

Report of Independent Registered Public Accounting Firm on Schedule II.

  Schedule II.   Valuation and qualifying accounts  

Schedules other than those listed above have been omitted since the information is not applicable, not required or is included in the respective financial statements or notes thereto.

EXHIBIT INDEX

Exhibit No.	Description of Exhibit1
2.1	Master Purchase Agreement, dated as of May 5, 2010, by and among, STEPAHEAD, LLC, JAG Footwear, Accessories and Retail Corporation, Jones Apparel Group, Inc., Stuart Weitzman Holdings, LLC, and Mr. Stuart Weitzman (incorporated by reference to Exhibit 2.1 of our Current Report on Form 8-K dated May 5, 2010).
2.2	Common Unit Purchase Agreement, dated as of May 5, 2010, by and among, IPC/SW, LLC, JAG Footwear, Accessories and Retail Corporation and Jones Apparel Group, Inc. (incorporated by reference to Exhibit 2.2 of our Current Report on Form 8-K dated May 5, 2010).
2.3	Share Sale and Purchase Agreement dated June 2, 2011 among Jones Apparel Group Holdings, Inc., Graphite Capital Management LLP, Carta Capital Investments II S. àr.l., Harrods (UK) Limited and certain selling shareholders named therein (incorporated by reference to Exhibit 2.1 of our Current Report on Form 8-K dated June 2, 2011).
2.4	Management Loan Note Instrument of Jones Apparel Group Holdings, Inc. dated June 2, 2011 (incorporated by reference to Exhibit 2.2 of our Current Report on Form 8-K dated June 2, 2011).
2.5	Agreement and Plan of Merger, dated as of December 19, 2013, among The Jones Group Inc., Jasper Parent LLC and Jasper Merger Sub, Inc. (incorporated by reference to Exhibit 2.1 of our Current Report on Form 8-K dated December 19, 2013).
3.1	Amended and Restated Articles of Incorporation (incorporated by reference to Exhibit 3.1 of our Quarterly Report on Form 10-Q for the nine months ended October 2, 2010).
3.2	Amended and Restated By-Laws (incorporated by reference to Exhibit 3.1 of our Quarterly Report on Form 10-Q for the three months ended March 31, 2012.
4.1	Form of Certificate evidencing shares of common stock of The Jones Group Inc. (incorporated by reference to Exhibit 4.1 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2010).
4.2	Exchange and Note Registration Rights Agreement dated June 15, 1999, among Jones Apparel Group, Inc., Bear, Stearns & Co. Inc., Chase Securities Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Salomon Smith Barney Inc., BancBoston Robertson Stephens Inc., Banc of America Securities LLC, ING Baring Furman Selz LLC, Lazard Freres & Co. LLC, Tucker Anthony Cleary Gull, Brean Murray & Co., Inc. and The Buckingham Research Group Incorporated (incorporated by reference to Exhibit 4.5 of our Quarterly Report on Form 10-Q for the six months ended July 4, 1999).
4.3	Indenture dated as of November 22, 2004, among Jones Apparel Group, Inc., Jones Apparel Group Holdings, Inc., Jones Apparel Group USA, Inc., Nine West Footwear Corporation and Jones Retail Corporation, as Issuers and SunTrust Bank, as Trustee, including Form of 4.250% Senior Notes due 2009, Form of 5.125% Senior Notes due 2014 and Form of 6.125% Senior Notes due 2034 (incorporated by reference to Exhibit 4.14 of our Annual Report on Form 10-K/A for the fiscal year ended December 31, 2004).

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EXHIBIT INDEX

Exhibit No.	Description of Exhibit1
4.4	Form of Exchange and Note Registration Rights Agreement dated November 22, 2004 among Jones Apparel Group, Inc., Jones Apparel Group Holdings, Inc., Jones Apparel Group USA, Inc., Nine West Footwear Corporation and Jones Retail Corporation, and Citigroup Global Markets Inc. and J.P. Morgan Securities Inc., as Representatives of the Several Initial Purchasers listed in Schedule I thereto, with respect to 4.250% Senior Notes due 2009, 5.125% Senior Notes due 2014 and 6.125% Senior Notes due 2034 (incorporated by reference to Exhibit 4.15 of our Annual Report on Form 10-K/A for the fiscal year ended December 31, 2004).
4.5	First Supplemental Indenture dated as of December 31, 2006, by and among Jones Apparel Group, Inc., Jones Apparel Group Holdings, Inc., Jones Apparel Group USA, Inc., Nine West Footwear Corporation, Jones Retail Corporation, Kasper, Ltd., as Issuers, and U.S. Bank National Association (as successor in interest to SunTrust Bank), as Trustee, relating to the 4.250% Senior Notes Due 2009, 5.125% Senior Notes due 2014 and 6.125% Senior Notes due 2034 (incorporated by reference to Exhibit 4.7 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2006).
4.6	Second Supplemental Indenture dated as of April 15, 2009 between Jones Apparel Group, Inc., Jones Apparel Group Holdings, Inc., Jones Apparel Group USA, Inc., Nine West Footwear Corporation and Jones Retail Corporation, as Issuers, and U.S. Bank National Association, as Trustee (incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K dated April 15, 2009).
4.7	Indenture dated as of March 7, 2011, among The Jones Group Inc., Jones Apparel Group Holdings, Inc., Jones Apparel Group USA, Inc., JAG Footwear, Accessories and Retail Corporation and U.S. Bank National Association, as trustee, relating to the Issuers' 6.875% Senior Notes due 2019 (incorporated by reference to Exhibit 4.1 of our Current Report on Form 8-K dated March 7, 2011).
4.8	Underwriting Agreement dated as of September 20, 2012, among The Jones Group Inc., Jones Apparel Group Holdings, Inc., Jones Apparel Group USA, Inc. and JAG Footwear, Accessories and Retail Corporation (collectively, the "Issuers") and Citigroup Global Markets Inc. and J.P. Morgan Securities LLC, as representatives for the several underwriters (incorporated by reference to Exhibit 1.1 of our Current Report on Form 8-K dated September 25, 2012).
10.1	Amended and Restated Employment Agreement dated March 11, 2002, between Jones Apparel Group, Inc. and Wesley R. Card (incorporated by reference to Exhibit 10.1 of our Quarterly Report on Form 10-Q for the three months ended April 6, 2002).†
10.2	Amended and Restated Employment Agreement dated April 4, 2002, between Jones Apparel Group, Inc. and Ira M. Dansky (incorporated by reference to Exhibit 10.2 of our Quarterly Report on Form 10-Q for the three months ended April 6, 2002).†
10.3	Buying Agency Agreement dated August 31, 2001, between Nine West Group Inc. and Bentley HSTE Far East Services Limited (incorporated by reference to Exhibit 10.2 of our Quarterly Report on Form 10-Q for the nine months ended October 6, 2001).
10.4	Buying Agency Agreement dated November 30, 2001, between Nine West Group Inc. and Bentley HSTE Far East Services, Limited (incorporated by reference to Exhibit 10.22 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2001).
10.5	Amendment dated February 28, 2003 to the Amended and Restated Employment Agreement between Jones Apparel Group, Inc. and Wesley R. Card (incorporated by reference to Exhibit 10.22 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2002).†
10.6	Amendment dated February 28, 2003 to the Amended and Restated Employment Agreement between Jones Apparel Group, Inc. and Ira M. Dansky (incorporated by reference to Exhibit 10.24 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2002).†
10.7	Amendment No. 2 dated March 8, 2006 to Amended and Restated Employment Agreement between Jones Apparel Group, Inc. and Wesley R. Card (incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K dated March 8, 2006).†

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EXHIBIT INDEX

Exhibit No.	Description of Exhibit1
10.8	The Jones Group Inc. Deferred Compensation Plan for Outside Directors, as amended and restated effective as of January 1, 2005 (amended to reflect corporate name change only) (incorporated by reference to Exhibit 10.14 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2010).†
10.9	The Jones Group Inc. Deferred Compensation Plan, as amended and restated effective January 1, 2010 (amended to reflect corporate name change only) (incorporated by reference to Exhibit 10.16 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2010).†
10.10	Amendment No. 3 dated April 17, 2007 to Amended and Restated Employment Agreement between Jones Apparel Group, Inc. and Wesley R. Card (incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K dated April 17, 2007).†
10.11	Summary Sheet of Compensation of Non-Management Directors of The Jones Group Inc. (incorporated by reference to Exhibit 10.15 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2012).†
10.12	The Jones Group Inc. 2007 Executive Annual Cash Incentive Plan, as amended (amended to reflect corporate name change only) (incorporated by reference to Exhibit 10.20 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2010).†
10.13	Amendment No. 4 dated July 12, 2007 to Amended and Restated Employment Agreement between Jones Apparel Group, Inc. and Wesley R. Card  (incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K dated July 11, 2007).†
10.14	Employment Agreement dated as of July 11, 2007 between Jones Apparel Group, Inc. and John T. McClain  (incorporated by reference to Exhibit 10.2 of our Current Report on Form 8-K dated July 11, 2007).†
10.15	Amendment No. 2 dated December 10, 2007 to Amended and Restated Employment Agreement between Jones Apparel Group, Inc. and Ira M. Dansky (incorporated by reference to Exhibit 10.39 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2007).†
10.16	Amendment No. 1, dated as of June 2, 2009, to Buying Agency Agreement between Nine West Footwear Corporation and Bentley HSTE Far East Services Limited (incorporated by reference to Exhibit 10.1 of our Quarterly Report on Form 10-Q for the fiscal quarter ended July 4, 2009).
10.17	The Jones Group Inc. 2009 Long Term Incentive Plan, as amended (incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K dated June 14, 2013).†
10.18	Form of Section 409A Amendment to Employment Agreement (incorporated by reference to Exhibit 10.43 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2009).†
10.19	Amendment No. 2 dated December 8, 2009 to Employment Agreement between Jones Apparel Group, Inc. and John T. McClain dated as of July 11, 2007 (incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K dated December 8, 2009).†
10.20	Form of Agreement Evidencing Restricted Stock Awards Under the 2009 Long Term Incentive Plan (incorporated by reference to Exhibit 10.35 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2010).†
10.21	Form of Agreement Evidencing Restricted Stock Awards for Outside Directors Under the 2009 Long Term Incentive Plan (incorporated by reference to Exhibit 10.36 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2010).†
10.22	Employment Agreement dated as of January 31, 2010, between Jones Apparel Group, Inc. and Richard Dickson (incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K dated January 31, 2010). †

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EXHIBIT INDEX

Exhibit No.	Description of Exhibit1
10.23	Amendment No. 6 dated as of February 9, 2010 to the Amended and Restated Employment Agreement between Jones Apparel Group, Inc. and Wesley R. Card (incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K dated February 9, 2010).†
10.24	Amendment No. 4 dated as of February 9, 2010 to the Amended and Restated Employment Agreement between Jones Apparel Group, Inc. and Ira M. Dansky (incorporated by reference to Exhibit 10.2 of our Current Report on Form 8-K dated February 9, 2010).†
10.25	Amendment No. 1 to Employment Agreement dated as of February 8, 2011 between The Jones Group Inc. and Richard Dickson (incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K dated February 8, 2011).†
10.26	Amendment No. 2 dated March 28, 2011 to Buying Agency Agreement between JAG Footwear, Accessories and Retail Corporation (as successor in interest to Nine West Footwear Corporation) and Bentley HSTE Far East Services Limited (incorporated by reference to Exhibit 10.1 of our Current Report on Form 10-Q for the fiscal quarter ended April 2, 2011).
10.27	Amended and Restated Credit Agreement and Other Loan Documents, dated as of April 28, 2011, by and among The Jones Group Inc., Jones Apparel Group Holdings, Inc., Jones Apparel Group USA, Inc., JAG Footwear, Accessories and Retail Corporation, Jones Jewelry Group, Inc., Jones Investment Co. Inc., Jones Jeanswear Group, Inc. and Nine West Development Corporation, as U.S. Borrowers, Jones Apparel Group Canada, LP, as Canadian Borrower, the other Loan Parties party thereto, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent, JPMorgan Chase Bank, N.A., Toronto Branch, as Canadian administrative agent, J.P. Morgan Europe Limited as European administrative agent and European collateral agent, JPMorgan Chase Bank, N.A. as U.S. collateral agent, Citibank, N.A., as syndication agent, and Bank of America, N.A., Wells Fargo Bank, National Association and SunTrust Bank, as documentation agents (incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K dated April 28, 2011).
10.28	Amendment No. 3 dated as of July 8, 2011 to the Buying Agency Agreement between JAG Footwear, Accessories and Retail Corporation and Bentley HSTE Far East Services Limited (incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K dated July 8, 2011).
10.29	Amendment No. 1 to Amended and Restated Credit Agreement, dated as of July 12, 2011, by and among The Jones Group Inc., Jones Apparel Group Holdings, Inc., Jones Apparel Group USA, Inc., JAG Footwear, Accessories and Retail Corporation, Jones Investment Co. Inc., Jones Jeanswear Group, Inc., Nine West Development Corporation and Jones Jewelry Group, Inc., as U.S. Borrowers, Jones Apparel Group Canada, LP, as Canadian Borrower, the other Loan Parties party thereto, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent for the lenders, JPMorgan Chase Bank, N.A., Toronto Branch, as administrative agent for the international lenders, and J.P. Morgan Europe Limited as administrative agent for the international lenders (incorporated by reference to Exhibit 10.1 of our Current Report on Form 10-Q for the fiscal quarter ended July 2, 2011).
10.30	Amendment No. 2 to Amended and Restated Credit Agreement, dated as of December 1, 2011, by and among The Jones Group Inc., Jones Apparel Group Holdings, Inc., Jones Apparel Group USA, Inc., JAG Footwear, Accessories and Retail Corporation, Jones Investment Co. Inc., Jones Jeanswear Group, Inc., Nine West Development Corporation and Jones Jewelry Group, Inc., as U.S. Borrowers, Jones Apparel Group Canada, LP, as Canadian Borrower, the other Loan Parties party thereto, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent for the lenders, JPMorgan Chase Bank, N.A., Toronto Branch, as administrative agent for the international lenders, and J.P. Morgan Europe Limited as administrative agent for the international lenders (incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K dated December 1, 2011).
10.31	Employment Agreement dated December 5, 2007 between Jones Apparel Group, Inc. and Christopher R. Cade (incorporated by reference to Exhibit 10.43 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2011).†
10.32	Amendment No. 1 dated July 18, 2008 to Employment Agreement between Jones Apparel Group, Inc. and Christopher R. Cade (incorporated by reference to Exhibit 10.44 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2011).†

- 111 -

EXHIBIT INDEX

Exhibit No.	Description of Exhibit1
10.33	Amendment No. 2 dated October 4, 2010 to Employment Agreement between Jones Apparel Group, Inc. and Christopher R. Cade (incorporated by reference to Exhibit 10.45 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2011).†
10.34	Amendment No. 3 dated May 17, 2012 to Employment Agreement between The Jones Group Inc. and John T. McClain dated as of July 11, 2007 (incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K dated May 17, 2012).†
10.35	Amendment No. 2 to Employment Agreement dated as of February 21, 2013 between The Jones Group Inc. and Richard Dickson (incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K dated February 21, 2013).†
10.36	Agreement by and among the Company and the Barington Group, dated May 3, 2013 (incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K dated May 3, 2013).
10.37	Amendment No. 3 dated May 8, 2013 to Employment Agreement between The Jones Group Inc. and Christopher Cade dated as of December 5, 2007 (incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K dated May 8, 2013).†
10.38	The Jones Group Inc. Severance Plan, as amended, and Summary Plan Description (incorporated by reference to Exhibit 10.1 of our Quarterly Report on Form 10-Q for the fiscal quarter ended July 6, 2013).†
10.39	Support Agreement, dated as of December 19, 2013, among Jasper Parent LLC, Jasper Merger Sub, Inc. and Wesley R. Card (incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K dated December 19, 2013).
10.40	Support Agreement, dated as of December 19, 2013, among Jasper Parent LLC, Jasper Merger Sub, Inc. and Richard Dickson (incorporated by reference to Exhibit 10.2 of our Current Report on Form 8-K dated December 19, 2013).
10.41*	Amendment No. 7 dated December 20, 2013 to Amended and Restated Employment Agreement between The Jones Group Inc. and Wesley R. Card.†
10.42*	Amendment No. 5 dated December 20, 2013 to Amended and Restated Employment Agreement between The Jones Group Inc. and Ira M. Dansky.†
10.43*	Amendment No. 3 dated December 20, 2013 to Employment Agreement between The Jones Group Inc. and Richard Dickson.†
10.44*	Amendment No. 4 dated December 20, 2013 to Employment Agreement between The Jones Group Inc. and Christopher Cade.†
10.45*	Amended and Restated Amendment No. 4 dated as of December 20, 2013 to Employment Agreement between The Jones Group Inc. and John T. McClain.†
12*	Computation of Ratio of Earnings to Fixed Charges.
21*	List of Subsidiaries.
23*	Consent of BDO USA, LLP.
31*	Certifications of Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32♦	Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS**	XBRL Instance Document
101.SCH**	XBRL Taxonomy Extension Schema

- 112 -

EXHIBIT INDEX

Exhibit No.	Description of Exhibit1
101.CAL**	XBRL Taxonomy Extension Calculation Linkbase
101.DEF**	XBRL Taxonomy Extension Definition Linkbase
101.LAB**	XBRL Taxonomy Extension Label Linkbase
101.PRE**	XBRL Taxonomy Extension Presentation Linkbase

____________________

1	Exhibits filed with Forms 10-K, 10-Q, 8-K or Schedule 14A of The Jones Group Inc. were filed under SEC File No. 001-10746.
*	Filed herewith.
♦	Furnished herewith.
†	Management contract or compensatory plan or arrangement.
**	Pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933 or Section 18 of the Securities Exchange Act of 1934 and otherwise are not subject to liability under those sections.

- 113 -

  Tel: 212-885-8000Fax: 212-697-1299 www.bdo.com 100 Park Ave New York, NY 10017

Report of Independent Registered Public Accounting Firm

Board of Directors and StockholdersThe Jones Group Inc. New York, New York

The audits referred to in our report dated February 18, 2014 relating to the consolidated financial statements of The Jones Group Inc., which is contained in Item 8 of this Form 10-K also included the audit of the financial statement schedule listed in the accompanying index. This financial statement schedule is the responsibility of the Company's management. Our responsibility is to express an opinion on this financial statement schedule based on our audits.

In our opinion such financial statement schedule, when considered in relation to the basic consolidated financial statements taken as a whole, present fairly, in all material respects, the information set forth therein.

New York, New York February 18, 2014

- 114 -

SCHEDULE II

THE JONES GROUP INC.VALUATION AND QUALIFYING ACCOUNTS YEARS ENDED DECEMBER 31, 2011, 2012 AND 2013

(In Millions)

Column A				Column B		Column C						Column D			Column E
						Additions
				Balance at beginning of period		Charged against revenues or to costs and expenses		Charged to other accounts				Deductions			Balance at end of period
Accounts receivable allowances
	Allowance for doubtful accounts
		For the year ended December 31:
			2011	$	1.8	$	1.3	$	-			$	0.2	(1)	$	2.9
			2012		2.9		0.3		-				0.4	(1)		2.8
			2013		2.8		0.6		-				0.4	(1)		3.0
	Allowance for sales returns
		For the year ended December 31:
			2011		7.9		38.4		-				36.4	(3)		9.9
			2012		9.9		40.1		-				41.2	(3)		8.8
			2013		8.8		70.2		(0.1	)	(2)		66.3	(3)		12.6
	Allowance for sales discounts
		For the year ended December 31:
			2011		7.1		69.3		-				69.9	(3)		6.5
			2012		6.5		59.0		-				59.5	(3)		6.0
			2013		6.0		49.5		-				50.8	(3)		4.7
	Allowance for co-op advertising
		For the year ended December 31:
			2011		11.7		22.3		-				25.0	(3)		9.0
			2012		9.0		28.7		-				27.9	(3)		9.8
			2013		9.8		22.9		(0.1	)	(2)		21.3	(3)		11.3
Deferred tax valuation allowance
		For the year ended December 31:
			2011		5.8		2.3		-				-			8.1
			2012		8.1		0.7		-				-			8.8
			2013		8.8		3.4		-				-			12.2

_________________________

(1)Doubtful accounts written off against accounts receivable.(2)Represents effects of foreign currency translation.(3)Deductions taken by customers written off against accounts receivable.

- 115 -

EX-10

EXHIBIT 10.41

THE JONES GROUP INC.

December 20, 2013

Wesley R. Card

The Jones Group Inc.

1411 Broadway

New York, New York 10018

Re:Amendment No. 7 to Employment Agreement

Dear Wes:

Reference is made to the Amended and Restated Employment Agreement between you and The Jones Group Inc. (the "Company") dated as of March 11, 2002, as amended (the "Employment Agreement"). All capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Employment Agreement. This will confirm our agreement that, notwithstanding any provision of the Employment Agreement to the contrary:

1. The Company's payments of severance to you following termination of your employment without Cause, due to death or disability or upon your resignation for Good Reason (other than payments under Section 6(c)(i)(ii), in each case prior to the expiration of the term of the Employment Agreement, shall be made in a lump sum at a date determined by the Company in its sole discretion no later than 30 days following the effective date of your termination or resignation regardless of whether such termination or resignation occurs prior to or following a Change in Control.

  2.   Notwithstanding the foregoing, the Company's payment to you under Section 6(c)(i)(ii) shall be paid in accordance with the terms of the Employment Agreement in effect immediately prior to this amendment.

  3.   For the avoidance of doubt, in lieu of the Company's obligation in respect of your participation in benefit plans and practices during your Severance Period under Section 6(c)(i)(iv), the Company shall make a lump sum payment to you equal to the cost of continuing such benefits in the same manner and at the same time as provided in Section 6(d)(v) .

  4.   For purposes of Section 6(g) of the Employment Agreement, termination of employment shall mean "separation from service" (within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended (the "Code")).  In addition, payments of any excess amounts under Section 6(g)(ii) shall be made at a date during the applicable period determined by the Company in its sole discretion.

1411 BROADWAY, NEW YORK, NEW YORK 10018

Wesley R. Card

December 20, 2013

Page 2

  5.   If, at the time of your "separation from service" (within the meaning of Section 409A of the Code), (i) you are a specified employee (within the meaning of Section 409A of the Code and using the identification methodology selected by the Company from time to time) and (ii) the Company shall make a good faith determination that an amount payable to you constitutes deferred compensation (within the meaning of Section 409A of the Code) the payment of which is required to be delayed pursuant to the six-month delay rule set forth in Section 409A of the Code in order to avoid taxes or penalties, then the Company shall not pay such amount on the otherwise scheduled payment date but shall instead accumulate such amount and pay it, without interest, on the first day of the seventh month following such separation from service.  Your right to any series of payments under the Employment Agreement shall be treated as the right to separate payments (as defined under Treas. Reg. Section 1.409A-2(b)(2)).  With respect to any obligation of the Company to provide a reimbursement or in-kind benefit: (i) such obligation shall not be subject to alienation, sale, transfer, assignment, encumbrance, attachment or garnishment by your creditors or liquidation or exchange for another benefit; (ii) any payments must relate to expenses incurred during your lifetime (or during a shorter period of time specified in the Employment Agreement); (iii) payments with respect to a calendar year may not affect the payments in any other calendar year; and (iv) payments will be made no later than the last day of the calendar year following the year in which the expense is incurred.

  6.   The foregoing shall not amend, impair or in any way limit your Noncompetition and Nonsolicitation obligations (including with respect to the duration of such obligations following the effective date of your termination or resignation) as such obligations existed prior to giving effect to this amendment.

Except as otherwise set forth herein, the Employment Agreement is ratified and confirmed in all respects and remains in full force and effect.

Please acknowledge your agreement with the foregoing by signing the enclosed copy of this Amendment and returning it to the Company in the manner directed by the Company.

THE JONES GROUP INC.

By:  /s/ Ira M. Dansky, Executive Vice President,

Secretary and General Counsel

Agreed in all respects:

EMPLOYEE:

/s/ Wesley R. Card

EX-10

EXHIBIT 10.42

THE JONES GROUP INC.

December 20, 2013

Ira M. Dansky

The Jones Group Inc.

1411 Broadway

New York, New York 10018

Re:Amendment No. 5 to Employment Agreement

Dear Ira:

Reference is made to the Amended and Restated Employment Agreement between you and The Jones Group Inc. (the "Company") dated as of April 4, 2002, as amended (the "Employment Agreement"). All capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Employment Agreement. This will confirm our agreement that, notwithstanding any provision of the Employment Agreement to the contrary:

1. The Company's payments of severance to you following termination of your employment without Cause, due to death or disability or upon your resignation for Good Reason (other than payments under Section 6(c)(i)(ii), in each case prior to the expiration of the term of the Employment Agreement, shall be made in a lump sum at a date determined by the Company in its sole discretion no later than 30 days following the effective date of your termination or resignation regardless of whether such termination or resignation occurs prior to or following a Change in Control.

2. Notwithstanding the foregoing, the Company's payment to you under Section 6(c)(i)(ii) shall be paid in accordance with the terms of the Employment Agreement in effect immediately prior to this amendment.

3. For the avoidance of doubt, in lieu of the Company's obligation in respect of your participation in benefit plans and practices during your Severance Period under Section 6(c)(i)(iv), the Company shall make a lump sum payment to you equal to the cost of continuing such benefits in the same manner and at the same time as provided in Section 6(d)(v).

4. For purposes of Section 6(g) of the Employment Agreement, termination of employment shall mean "separation from service" (within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended (the "Code")).  In addition, payments of any excess amounts under Section 6(g)(ii) shall be made at a date during the applicable period determined by the Company in its sole discretion.

1411 BROADWAY, NEW YORK, NEW YORK 10018

December 20, 2013

Page 2

5. If, at the time of your "separation from service" (within the meaning of Section 409A of the Code), (i) you are a specified employee (within the meaning of Section 409A of the Code and using the identification methodology selected by the Company from time to time) and (ii) the Company shall make a good faith determination that an amount payable to you constitutes deferred compensation (within the meaning of Section 409A of the Code) the payment of which is required to be delayed pursuant to the six-month delay rule set forth in Section 409A of the Code in order to avoid taxes or penalties, then the Company shall not pay such amount on the otherwise scheduled payment date but shall instead accumulate such amount and pay it, without interest, on the first day of the seventh month following such separation from service.  Your right to any series of payments under the Employment Agreement shall be treated as the right to separate payments (as defined under Treas. Reg. Section 1.409A-2(b)(2)).  With respect to any obligation of the Company to provide a reimbursement or in-kind benefit: (i) such obligation shall not be subject to alienation, sale, transfer, assignment, encumbrance, attachment or garnishment by your creditors or liquidation or exchange for another benefit; (ii) any payments must relate to expenses incurred during your lifetime (or during a shorter period of time specified in the Employment Agreement); (iii) payments with respect to a calendar year may not affect the payments in any other calendar year; and (iv) payments will be made no later than the last day of the calendar year following the year in which the expense is incurred.

6. The foregoing shall not amend, impair or in any way limit your Noncompetition and Nonsolicitation obligations (including with respect to the duration of such obligations following the effective date of your termination or resignation) as such obligations existed prior to giving effect to this amendment.

Except as otherwise set forth herein, the Employment Agreement is ratified and confirmed in all respects and remains in full force and effect.

Please acknowledge your agreement with the foregoing by signing the enclosed copy of this Amendment and returning it to the Company in the manner directed by the Company.

THE JONES GROUP INC.

By:  /s/ Wesley R. Card, Chief Executive Officer

Agreed in all respects:

EMPLOYEE:

/s/ Ira M. Dansky

EX-10

EXHIBIT 10.43

THE JONES GROUP INC.

December 20, 2013

Richard Dickson

The Jones Group Inc.

1411 Broadway

New York, New York 10018

Re:Amendment No. 3 to Employment Agreement

Dear Richard:

Reference is made to the Employment Agreement between you and The Jones Group Inc. (the "Company") dated as of January 31, 2010, as amended (the "Employment Agreement"). All capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Employment Agreement. This will confirm our agreement that, notwithstanding any provision of the Employment Agreement to the contrary:

1. The Company's payments of severance to you following termination of your employment without Cause, due to death or disability or upon your resignation for Good Reason (other than payments under Section 9(c)(i)(ii)), in each case prior to the expiration of the term of the Employment Agreement, shall be made in a lump sum at a date determined by the Company in its sole discretion no later than 30 days following the effective date of your termination or resignation regardless of whether such termination or resignation occurs prior to or following a Change in Control.

2. Notwithstanding the foregoing, the Company's payment to you under Section 9(c)(i)(ii) shall be paid in accordance with the terms of the Employment Agreement in effect immediately prior to this amendment.

3. For the avoidance of doubt, in lieu of the Company's obligation in respect of your participation in benefit plans and practices during your Severance Period under Section 9(c)(i)(iv), the Company shall make a lump sum payment to you equal to the cost of continuing such benefits in the same manner and at the same time as provided in Section 9(d)(i)(v).

4. If, at the time of your "separation from service" (within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended (the "Code")), (i) you are a specified employee (within the meaning of Section 409A of the Code and using the identification methodology selected by the Company

1411 BROADWAY, NEW YORK, NEW YORK 10018

December 20, 2013

Page 2

from time to time) and (ii) the Company shall make a good faith determination that an amount payable to you constitutes deferred compensation (within the meaning of Section 409A of the Code) the payment of which is required to be delayed pursuant to the six-month delay rule set forth in Section 409A of the Code in order to avoid taxes or penalties, then the Company shall not pay such amount on the otherwise scheduled payment date but shall instead accumulate such amount and pay it, without interest, on the first day of the seventh month following such separation from service.  Your right to any series of payments under the Employment Agreement shall be treated as the right to separate payments (as defined under Treas. Reg. Section 1.409A-2(b)(2)).  With respect to any obligation of the Company to provide a reimbursement or in-kind benefit: (i) such obligation shall not be subject to alienation, sale, transfer, assignment, encumbrance, attachment or garnishment by your creditors or liquidation or exchange for another benefit; (ii) any payments must relate to expenses incurred during your lifetime (or during a shorter period of time specified in the Employment Agreement); (iii) payments with respect to a calendar year may not affect the payments in any other calendar year; and (iv) payments will be made no later than the last day of the calendar year following the year in which the expense is incurred.

5. The foregoing shall not amend, impair or in any way limit your Noncompetition and Nonsolicitation obligations (including with respect to the duration of such obligations following the effective date of your termination or resignation) as such obligations existed prior to giving effect to this amendment.

Except as otherwise set forth herein, the Employment Agreement is ratified and confirmed in all respects and remains in full force and effect.

Please acknowledge your agreement with the foregoing by signing the enclosed copy of this Amendment and returning it to the Company in the manner directed by the Company.

THE JONES GROUP INC.

By:  /s/ Ira M. Dansky, Executive Vice President,

Secretary and General Counsel

Agreed in all respects:

EMPLOYEE:

/s/ Richard Dickson

EX-10

EXHIBIT 10.44

THE JONES GROUP INC.

December 20, 2013

VIA EMAIL:

Christopher Cade

1825 Jenkins Drive

Easton, Pennsylvania 18040

Re:Amendment No. 4 to Employment Agreement

Dear Chris:

Reference is made to the Employment Agreement between you and The Jones Group Inc. (the "Company") dated December 5, 2007, as amended (the "Employment Agreement"). All capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Employment Agreement. This will confirm our agreement that, notwithstanding any provision of the Employment Agreement to the contrary:

1.The Company's payment of your salary as severance following termination of your employment without Cause, due to death or disability or upon your resignation for Good Reason, in each case prior to the expiration of the term of the Employment Agreement, shall, subject to Section 15, as amended, be made in a lump sum at a date determined by the Company in its sole discretion no later than 30 days following the effective date of your termination or resignation regardless of whether such termination or resignation occurs prior to or following a Change in Control.

2.With respect to any obligation of the Company to provide a reimbursement or in-kind benefit: (i) such obligation shall not be subject to alienation, sale, transfer, assignment, encumbrance, attachment or garnishment by your creditors or liquidation or exchange for another benefit; (ii) any payments must relate to expenses incurred during your lifetime (or during a shorter period of time specified in the Employment Agreement); (iii) payments with respect to a calendar year may not affect the payments in any other calendar year; and (iv) payments will be made no later than the last day of the calendar year following the year in which the expense is incurred.

3.The foregoing shall not amend, impair or in any way limit your Noncompetition and Nonsolicitation obligations (including with respect to the

1411 BROADWAY, NEW YORK, NEW YORK 10018

Christopher R,. Cade

December 20, 2013

Page 2

duration of such obligations following the effective date of your termination or resignation) as such obligations existed prior to giving effect to this amendment.

Except as otherwise set forth herein, the Employment Agreement is ratified and confirmed in all respects and remains in full force and effect.

Please acknowledge your agreement with the foregoing by signing the enclosed copy of this Amendment and returning it to the Company in the manner directed by the Company.

THE JONES GROUP INC.

By:  /s/ Ira M. Dansky, Executive Vice President,

Secretary and General Counsel

Agreed in all respects:

EMPLOYEE:

/s/ Christopher Cade

EX-10

EXHIBIT 10.45

THE JONES GROUP INC.

As of December 20, 2013

Mr. John T. McClain

The Jones Group Inc.

1411 Broadway

New York, New York 10018

Re:Amended and Restated Amendment No. 4 to Employment Agreement

Dear John:

Reference is made to the Employment Agreement between you and The Jones Group Inc. (the "Company") dated as of July 11, 2007, as amended (the "Employment Agreement").  This supersedes the prior version of Amendment No. 4 to Employment Agreement dated December 20, 2013.  All capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Employment Agreement. This will confirm our agreement that, notwithstanding any provision of the Employment Agreement to the contrary:

1. The Company's payments of severance to you following termination of your employment without Cause, due to death or disability or upon your resignation for Good Reason, in each case prior to the expiration of the term of the Employment Agreement, shall be made in a lump sum at a date determined by the Company in its sole discretion no later than 30 days following the effective date of your termination or resignation regardless of whether such termination or resignation occurs prior to or following a Change in Control.

2. For the avoidance of doubt, in lieu of the Company's obligation in respect of your participation in benefit plans and practices during your Severance Period under Section 6(c)(i)(iv), the Company shall make a lump sum payment to you equal to the cost of continuing such benefits in the same manner and at the same time as provided in Section 6(d)(v).

3. If, at the time of your "separation from service" (within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended (the "Code")), (i) you are a specified employee (within the meaning of Section 409A of the Code and using the identification methodology selected by the Company from time to time) and (ii) the Company shall make a good faith determination that an amount payable to you constitutes deferred compensation (within the meaning of Section 409A of the Code) the payment of which is required to be delayed pursuant to the six-month delay rule set forth in Section 409A of the

1411 BROADWAY, NEW YORK, NEW YORK 10018

As of December 20, 2013

Page 2

Code in order to avoid taxes or penalties, then the Company shall not pay such amount on the otherwise scheduled payment date but shall instead accumulate such amount and pay it, without interest, on the first day of the seventh month following such separation from service.  Your right to any series of payments under the Employment Agreement shall be treated as the right to separate payments (as defined under Treas. Reg. Section 1.409A-2(b)(2)).  With respect to any obligation of the Company to provide a reimbursement or in-kind benefit: (i) such obligation shall not be subject to alienation, sale, transfer, assignment, encumbrance, attachment or garnishment by your creditors or liquidation or exchange for another benefit; (ii) any payments must relate to expenses incurred during your lifetime (or during a shorter period of time specified in the Employment Agreement); (iii) payments with respect to a calendar year may not affect the payments in any other calendar year; and (iv) payments will be made no later than the last day of the calendar year following the year in which the expense is incurred.

4. The foregoing shall not amend, impair or in any way limit your Noncompetition and Nonsolicitation obligations (including with respect to the duration of such obligations following the effective date of your termination or resignation) as such obligations existed prior to giving effect to this amendment.

Except as otherwise set forth herein, the Employment Agreement is ratified and confirmed in all respects and remains in full force and effect.

Please acknowledge your agreement with the foregoing by signing the enclosed copy of this Amendment and returning it to the Company in the manner directed by the Company.

THE JONES GROUP INC.

By: /s/ Ira M. Dansky, Executive Vice President,

Secretary and General Counsel

Agreed in all respects:

EMPLOYEE:

/s/ John T. McClain

EX-12

EXHIBIT 12

THE JONES GROUP INC.
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
(In millions)

		Year Ended December 31,
			2013			2012			2011		2010		2009
(Loss) income before provision (benefit) for income taxes		$	(13.3	)	$	(67.9	)	$	71.1	$	85.1	$	(70.1	)
Fixed charges:
	Interest expense and amortization of financing costs.		60.5			145.7			74.2		60.4		55.6
	Portion of rent expense representing interest		41.6			42.4			39.5		35.3		39.5
	Total fixed charges		102.1			188.1			113.7		95.7		95.1
Income from continuing operations before income taxes and fixed charges		$	88.8		$	120.2		$	184.8	$	180.8	$	25.0
Ratio of earnings to fixed charges (1)			0.9	(2)		0.6	(2)		1.6		1.9		0.3	(2)

(1)	For purposes of the computation, the ratio of earnings to fixed charges has been calculated by dividing (a) income from continuing operations before income taxes and fixed charges by (b) fixed charges. Fixed charges are equal to interest expense plus the portion of the rent expense estimated to represent interest.
(2)	Earnings were insufficient to cover fixed charges for the years 2013, 2012 and 2009 by $13.3 million, $67.9 million and $70.1 million, respectively.

EX-23

EXHIBIT 23

Tel: 212-885-8000
Fax: 212-697-1299
www.bdo.com 100 Park Ave
New York, NY 10017
 

Consent of Independent Registered Public Accounting Firm

The Jones Group Inc.
New York, New York

We hereby consent to the incorporation by reference in the Registration Statements on Form S-3 No. 333-166566 filed on May 6, 2010 and Form S-8  filed on May 25, 2009 of The Jones Group Inc. of our reports dated February 18, 2014, relating to the consolidated financial statements and financial statement schedule, and the effectiveness of The Jones Group Inc.'s internal control over financial reporting, which appear in this Form 10-K.

New York, New York

February 18, 2014

EX-21

EXHIBIT 21

SUBSIDIARIES OF THE JONES GROUP INC.

Name	State or Country of Incorporation	Other Names Under Which Subsidiary Does Business
Atwood Italia S.r.L.	Italy	N/A
B.B., S.a.s.	France	N/A
Brian Atwood IP Company LLC	Delaware	N/A
Carvela Limited	England	N/A
Creaciones S.W., S.A.	Spain	N/A
Dongguan Jones Commerce and Trading Co., Ltd.	China	N/A
Hope Diamon, S.L.	Spain	N/A
JAG Footwear, Accessories and Retail Corporation	New Jersey	Anne Klein Brian Atwood Easy Spirit Easy Spirit Outlet Jones New York Kasper Kurt Geiger Nine West Nine West Outlet Rachel Roy
Jones Apparel Group Canada ULC	Canada	N/A
Jones Apparel Group Canada, LP	Canada	Jones Factory Store Jones New York Jones New York Factory Store Jones New York Factory Finale Jones Jeanswear Canada Tique
Jones Apparel Group Holdings, Inc.	Delaware	N/A
Jones Apparel Group USA, Inc.	Delaware	Jones Apparel Group USA (DE), Inc. (New York only)
Jones Canada, Inc.	Canada	N/A
Jones Distribution Corporation	Delaware	N/A
Jones Holdings (Canada) Limited	Canada	N/A
Jones Holding Inc.	Delaware	N/A
Jones International Limited	Hong Kong	N/A
Jones Investment Co. Inc.	Delaware	N/A
Jones Jeanswear Group, Inc.	New York	N/A
Jones Jeanswear Group - Egypt LLC	Egypt	N/A
Jones Management Service Company	Delaware	Apparel Management Service Company (New Hampshire only) JAG Management Service Company (Rhode Island and Maine only)
KG Group Holdings Limited	England	N/A
Kurt Geiger Shoes Limited	England	N/A
Kurt Geiger Ireland Limited	Ireland	N/A
Kurt Geiger Italy S.r.l.	Italy	N/A
Kurt Geiger France SAS	France	N/A
Kurt Geiger Germany GmBH	Germany	N/A
Lizzy Mae, Inc.	Delaware	N/A
Mocaroni, S.L.	Spain	N/A
Nine West Development Corporation	Delaware	N/A
Rachel Roy IP Company LLC	Delaware	N/A
Shoeaholics Limited	England	N/A
Shoes by Stuart, S.L.	Spain	N/A
Shoe Heaven S.L.	Spain	N/A
Stuart Weitzman Holdings, LLC	Delaware	N/A
Stuart Weitzman, LLC	Delaware	N/A
Stuart Weitzman (France) S.A.R.L.	France	N/A
Stuart Weitzman IP, LLC	Delaware	N/A
Stuart Weitzman Italia S.r.l.	Italy	N/A
Stuart Weitzman Monaco S.A.R.L.	Monaco	N/A
Stuart Weitzman Retail Stores, LLC	Delaware	N/A
Sunburst S.L.	Spain	N/A
The Jones Group Spain, S.L.	Spain	N/A

Certain non-significant subsidiaries were omitted pursuant to Item 601(b)(21)(ii) of Regulation S-K under the Securities Exchange Act of 1934, as amended.

EX-31

EXHIBIT 31

CERTIFICATION

I, Wesley R. Card, certify that:

1.	I have reviewed this Annual Report on Form 10-K of The Jones Group Inc.;
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
		(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
		(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
		(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
		(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.	The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
		(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
		(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: February 18, 2014

/s/ Wesley R. Card
Wesley R. Card
Chief Executive Officer

I, John T. McClain, certify that:

1.	I have reviewed this Annual Report on Form 10-K of The Jones Group Inc.;
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
		(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
		(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
		(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
		(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.	The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
		(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
		(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: February 18, 2014
 

/s/ John T. McClain
John T. McClain
Chief Financial Officer

EX-32

EXHIBIT 32

CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

        I, Wesley R. Card, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the Annual Report of The Jones Group, Inc. on Form 10-K for the fiscal year ended December 31, 2013 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that information contained in such Annual Report on Form 10-K fairly presents, in all material respects, the financial condition and results of operations of The Jones Group Inc.

By: /s/ Wesley R. Card

Name: Wesley R. Card
Title: Chief Executive Officer

A signed original of this written statement required by Section 906 has been provided to The Jones Group Inc. and will be retained by The Jones Group Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

        I, John T. McClain, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the Annual Report of The Jones Group Inc. on Form 10-K for the fiscal year ended December 31, 2013 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that information contained in such Annual Report on Form 10-K fairly presents, in all material respects, the financial condition and results of operations of The Jones Group Inc.

By: /s/ John T. McClain

Name: John T. McClain
Title: Chief Financial Officer

A signed original of this written statement required by Section 906 has been provided to The Jones Group Inc. and will be retained by The Jones Group Inc. and furnished to the Securities and Exchange Commission or its staff upon request..

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ACQUISITIONS (Tables)

12 Months Ended

Dec. 31, 2013

Kurt Geiger [Member]

Business Acquisition [Line Items]

Business Acquisitions, by Acquisition

The following table summarizes the fair values of the assets acquired and liabilities assumed from Kurt Geiger on June 2, 2011.

(In millions)	Weighted-average amortization life (in months)		FairValue
Cash			$	6.9
Accounts receivable				19.7
Inventories				55.1
Other current assets				9.5
Property, plant and equipment				27.0
Intangible assets:
Trademarks - nonamortized				95.1
Trademarks - amortized		120		0.1
Goodwill				99.3
Customer relationships		232		125.7
Order backlog		9		2.8
Favorable lease agreements		99		6.8
Total assets acquired				448.0
Accounts payable				30.6
Other current  liabilities				28.5
Long-term debt				174.1
Unfavorable lease agreements		100		0.2
Deferred taxes				64.6
Total liabilities assumed				298.0
Total purchase price			$	150.0

Brian Atwood [Member]

Business Acquisition [Line Items]

Business Acquisitions, by Acquisition

The following table summarizes the fair values of the assets acquired and liabilities assumed from Brian Atwood on July 2, 2012.

(In millions)	Weighted-average amortization life (in months)		FairValue
Cash			$	0.6
Accounts receivable				0.5
Other current assets				0.4
Property, plant and equipment				0.1
Intangible assets:
Trademarks		240		7.5
Goodwill				3.2
Customer relationships		6		0.4
Order backlog		3		0.7
Total assets acquired				13.4
Accounts payable				1.7
Notes payable				2.8
Other current  liabilities				1.8
Deferred taxes				0.3
Other long-term liabilities				0.1
Total liabilities assumed				6.7
Fair value of noncontrolling interest				1.2
Total purchase price			$	5.5

Total Revenues and Results of Operations Subsequent to Acquisition

The following table provides total revenues and results of operations from the acquired Brian Atwood business included in our results for 2012 subsequent to the acquisition.

(In millions)
Total revenues	$	4.3
Loss before provision for income taxes		(5.6	)

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BUSINESS SEGMENT AND GEOGRAPHIC AREA INFORMATION (Tables)

12 Months Ended

Dec. 31, 2013

BUSINESS SEGMENT AND GEOGRAPHIC AREA INFORMATION [Abstract]

Summarized Financial Information by Reportable Segment

Summarized below are our revenues, income, depreciation and amortization, expenditures for long-lived assets and total assets by reportable segment for 2013, 2012 and 2011.  We are an integrated enterprise, characterized by substantial intersegment cooperation, cost allocations, and sharing of assets.  Therefore, we do not represent that these segments, if operated independently, would report the operating profit and other financial information shown below.

(In millions)	Domestic Wholesale Sportswear			Domestic Wholesale Jeanswear		Domestic Wholesale Footwear & Accessories		Domestic Retail			International Wholesale		International Retail		Licensing & Other			Eliminations			Cons-olidated
For the year ended December 31, 2013
Revenues	$	671.1		$	822.9	$	916.5	$	564.4		$	329.3	$	417.5	$	43.2		$	-		$	3,764.9
Segment (loss) income	$	(5.5	)	$	76.3	$	69.9	$	(62.0	)	$	34.8	$	3.8	$	(21.0	)	$	-		$	96.3
Net interest expense																						(60.3	)
Equity in income of unconsolidated affiliate																						0.6
Goodwill impairment																						(49.9	)
Loss before provision for income taxes																					$	(13.3	)
Depreciation and amortization	$	4.1		$	1.2	$	6.6	$	13.7		$	1.9	$	25.6	$	57.8		$	-		$	110.9
Expenditures for long-lived assets		7.8			3.4		9.8		17.5			0.7		13.8		19.5			-			72.5
For the year ended December 31, 2012
Revenues	$	782.0		$	746.7	$	919.7	$	584.6		$	330.0	$	388.9	$	46.2		$	-		$	3,798.1
Segment income (loss)	$	38.0		$	53.0	$	57.4	$	(51.7	)	$	33.8	$	5.5	$	(13.5	)	$	(0.2	)	$	122.3
Net interest expense																						(145.1	)
Equity in income of unconsolidated affiliate																						2.5
Goodwill impairment																						(47.6	)
Loss before benefit for income taxes																					$	(67.9	)
Depreciation and amortization	$	5.8		$	1.1	$	8.7	$	13.3		$	3.0	$	23.8	$	54.1		$	-		$	109.8
Expenditures for long-lived assets		10.3			4.0		12.6		20.5			0.9		27.3		25.1			-			100.7
For the year ended December 31, 2011
Revenues	$	892.3		$	773.7	$	848.0	$	631.2		$	329.5	$	260.4	$	50.2		$	-		$	3,785.3
Segment income (loss)	$	74.0		$	49.6	$	40.9	$	(37.9	)	$	35.5	$	6.9	$	(30.0	)	$	1.5		$	140.5
Net interest expense																						(73.3	)
Equity in income of unconsolidated affiliate																						3.9
Income before provision for income taxes																					$	71.1
Depreciation and amortization	$	9.0		$	1.2	$	10.4	$	17.2		$	4.3	$	12.9	$	49.8		$	-		$	104.8
Expenditures for long-lived assets		34.6			4.3		6.6		14.5			4.1		19.6		28.8			-			112.5
Total Assets (a)
December 31, 2013	$	920.3		$	692.8	$	1,096.2	$	257.7		$	238.2	$	402.2	$	1,902.7		$	(2,998.2	)	$	2,511.9
December 31, 2012		1,061.8			683.7		1,111.9		288.0			254.9		377.1		2,062.3			(3,244.2	)		2,595.5
December 31, 2011		1,034.7			638.6		1,001.0		254.6			238.7		396.4		1,747.0			(2,595.7	)	$	2,715.3

(a) – total assets for licensing and other includes investment in equity-method investees of $56.2 million, $38.9 million and $35.6 million for 2013, 2012 and 2011, respectively.

Total Assets Eliminations

The total assets eliminations consist of the following:

December 31,	2013			2012			2011
(In millions)
Elimination of intersegment balances	$	(1,368.0	)	$	(1,450.9	)	$	(1,404.0	)
Reclassification of deferred tax assets		(137.5	)		(154.5	)		(134.9	)
Elimination of investments in subsidiaries		(1,492.7	)		(1,638.8	)		(1,056.8	)
	$	(2,998.2	)	$	(3,244.2	)	$	(2,595.7	)

Revenues and Long-Lived Assets by Geographical Area and Revenues by Product Category

Revenues from external customers and long-lived assets excluding deferred taxes related to operations in the United States and foreign countries and revenues by product category are as follows:

On or for the Year Ended December 31,	2013		2012		2011
(In millions)
Revenues from external customers:
United States	$	3,004.4	$	3,018.0	$	3,119.2
United Kingdom		356.1		343.7		216.1
Canada		132.9		146.1		152.2
Other foreign countries		271.5		290.3		297.8
	$	3,764.9	$	3,798.1	$	3,785.3
Long-lived assets:
United States	$	1,037.0	$	1,072.0	$	1,100.2
United Kingdom		279.4		290.4		335.4
Other foreign countries		93.8		136.4		124.2
	$	1,410.2	$	1,498.8	$	1,559.8
Revenues by product category:
Sportswear	$	916.6	$	1,036.5	$	1,158.9
Jeanswear		827.8		746.7		773.8
Footwear and accessories		1,977.5		1,968.8		1,802.5
Other		43.0		46.1		50.1
	$	3,764.9	$	3,798.1	$	3,785.3

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OBLIGATIONS UNDER CAPITAL LEASES (Tables)

12 Months Ended

Dec. 31, 2013

OBLIGATIONS UNDER CAPITAL LEASES [Abstract]

Obligations under Capital Leases

Obligations under capital leases consist of the following:

December 31,	2013		2012
(In millions)
Warehouses, office facilities and equipment	$	21.3	$	23.4
Less: current portion		2.2		2.1
Obligations under capital leases - noncurrent	$	19.1	$	21.3

Future Minimum Lease Payments under Capital Leases

The following is a schedule by year of future minimum lease payments under capital leases, together with the present value of the net minimum lease payments as of December 31, 2013:

Year Ending December 31,
(In millions)
2014	$	3.7
2015		3.7
2016		3.7
2017		3.7
2018		3.2
Later years		10.4
Total minimum lease payments		28.4
Less: amount representing interest		7.1
Present value of net minimum lease payments	$	21.3

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CREDIT FACILITIES (Details) (USD $) In Millions, unless otherwise specified	Dec. 31, 2013	Dec. 31, 2012
Credit Facility [Member]
Line of Credit Facility [Line Items]
Maximum aggregate principal amount	$ 650
Amount outstanding under credit facility	0
Remaining availability for borrowings	387.2
Weighted-average interest rate (in hundredths)	2.25%	2.00%
Letter of Credit [Member]
Line of Credit Facility [Line Items]
Amount outstanding under credit facility	19.6
Maximum subfacility available under the credit facility	350
Standby Letters of Credit [Member]
Line of Credit Facility [Line Items]
Maximum subfacility available under the credit facility	50
Trade Letters of Credit [Member]
Line of Credit Facility [Line Items]
Maximum subfacility available under the credit facility	350
Domestic Line of Credit [Member]
Line of Credit Facility [Line Items]
U.S. commitment drawable by U.S. borrowers as revolving loans or letters of credit	350
Line Of Credit Facility Maximum Availability For Letters Of Credit Under US Commitment Denominated In Alternative Currency	150
Foreign Line of Credit [Member]
Line of Credit Facility [Line Items]
International commitment drawable by U.S., Canadian, or European borrowers as revolving loans or letters of credit	$ 300

XML

SUPPLEMENTAL PRO FORMA CONDENSED FINANCIAL INFORMATION (Tables)

12 Months Ended

Dec. 31, 2013

SUPPLEMENTAL CONDENSED FINANCIAL INFORMATION [Abstract]

Condensed Consolidating Balance Sheets

The following condensed consolidating balance sheets, statements of operations, statements of comprehensive income and statements of cash flows for the parent company (Jones), the "Co-Issuers" (consisting of Jones USA, Jones Holdings and JAG Footwear, which are all our subsidiaries that act as co-issuers and co-obligors of the Notes) and the "Others" (consisting of all of our other subsidiaries, none of which guarantee any of the Notes), have been prepared using the equity method of accounting in accordance with the requirements for presentation of such information.  There are no contractual restrictions on distributions from Jones USA, Jones Holdings or JAG Footwear to Jones.

Condensed Consolidating Balance Sheets

(In millions)	December 31, 2013														December 31, 2012
	Jones			Co-Issuers			Others		Elim-inations			Cons-olidated			Jones			Co-Issuers			Others		Elim-inations			Cons-olidated
ASSETS
Current assets:
Cash and cash equivalents	$	-		$	88.3		$	28.1	$	-		$	116.4		$	-		$	82.6		$	67.0	$	-		$	149.6
Accounts receivable		-			163.3			183.7		-			347.0			-			191.0			190.0		-			381.0
Inventories, primarily finished goods		-			258.2			286.5		(0.9	)		543.8			-			261.7			226.2		(1.2	)		486.7
Prepaid and refundable income taxes		-			16.8			0.4		(5.3	)		11.9			-			18.6			0.3		(13.4	)		5.5
Deferred taxes		-			17.5			14.5		-			32.0			-			17.9			15.3		-			33.2
Prepaid expenses and other current assets		-			29.8			21.3		(0.5	)		50.6			-			23.6			18.2		(1.1	)		40.7
Total current assets		-			573.9			534.5		(6.7	)		1,101.7			-			595.4			517.0		(15.7	)		1,096.7
Property, plant and equipment		-			58.3			190.7		-			249.0			-			64.6			213.5		-			278.1
Due from affiliates		-			329.8			497.9		(827.7	)		-			-			497.7			319.0		(816.7	)		-
Goodwill		-			-			166.4		-			166.4			-			49.9			165.4		-			215.3
Other intangibles		-			5.2			847.2		-			852.4			-			6.0			863.7		-			869.7
Deferred taxes		-			93.1			-		(93.1	)		-			-			93.0			-		(93.0	)		-
Investments in subsidiaries		1,809.8			1,921.0			56.2		(3,730.8	)		56.2			1,811.5			1,745.4			38.9		(3,556.9	)		38.9
Other assets		-			62.6			23.6		-			86.2			-			67.7			29.1		-			96.8
Total assets	$	1,809.8		$	3,043.9		$	2,316.5	$	(4,658.3	)	$	2,511.9		$	1,811.5		$	3,119.7		$	2,146.6	$	(4,482.3	)	$	2,595.5
LIABILITIES AND EQUITY
Current liabilities:
Current portion of long-term debt and capital lease obligations	$	-		$	254.4		$	2.2	$	-		$	256.6		$	-		$	-		$	2.2	$	-		$	2.2
Current portion of acquisition consideration payable		-			2.6			-		-			2.6			-			30.3			-		-			30.3
Accounts payable		0.1			140.0			113.2		-			253.3			-			156.2			101.3		-			257.5
Income taxes payable		-			19.8			5.8		(25.6	)		-			-			22.1			12.9		(33.6	)		1.4
Accrued expenses and other current liabilities		11.1			70.6			72.9		(0.5	)		154.1			8.5			70.6			82.8		(1.1	)		160.8
Total current liabilities		11.2			487.4			194.1		(26.1	)		666.6			8.5			279.2			199.2		(34.7	)		452.2
Long-term debt		-			673.4			-		-			673.4			-			934.4			-		-			934.4
Obligations under capital leases		-			-			19.1		-			19.1			-			-			21.3		-			21.3
Income taxes payable		-			0.6			-		-			0.6			-			0.5			-		-			0.5
Deferred taxes		-			-			163.0		(92.6	)		70.4			-			-			155.7		(99.0	)		56.7
Acquisition consideration payable		-			4.0			-		-			4.0			-			6.0			-		-			6.0
Due to affiliates		827.7			-			-		(827.7	)		-			816.7			-			-		(816.7	)		-
Other noncurrent liabilities		5.1			68.7			20.5		-			94.3			5.0			88.1			25.0		-			118.1
Total liabilities		844.0			1,234.1			396.7		(946.4	)		1,528.4			830.2			1,308.2			401.2		(950.4	)		1,589.2
Redeemable noncontrolling interest		-			-			0.2		-			0.2			-			-			0.6		-			0.6
Equity:
Common stock and additional paid-in capital		531.7			1,294.3			1,647.5		(2,941.9	)		531.6			521.6			1,294.3			948.0		(2,242.3	)		521.6
Retained earnings		440.2			521.6			260.9		(765.3	)		457.4			477.6			535.1			793.1		(1,304.7	)		501.1
Accumulated other comprehensive (loss) income		(6.1	)		(6.1	)		10.8		(4.7	)		(6.1	)		(17.9	)		(17.9	)		2.8		15.1			(17.9	)
Total Jones stockholders' equity		965.8			1,809.8			1,919.2		(3,711.9	)		982.9			981.3			1,811.5			1,743.9		(3,531.9	)		1,004.8
Noncontrolling interests		-			-			0.4		-			0.4			-			-			0.9		-			0.9
Total equity		965.8			1,809.8			1,919.6		(3,711.9	)		983.3			981.3			1,811.5			1,744.8		(3,531.9	)		1,005.7
Total liabilities and equity	$	1,809.8		$	3,043.9		$	2,316.5	$	(4,658.3	)	$	2,511.9		$	1,811.5		$	3,119.7		$	2,146.6	$	(4,482.3	)	$	2,595.5

Condensed Consolidating Statements of Operations

Condensed Consolidating Statements of Operations

(In millions)	Year Ended December 31, 2013														Year Ended December 31, 2012														Year Ended December 31, 2011
	Jones			Co- Issuers			Others		Elim- inations			Cons- olidated			Jones			Co- Issuers			Others		Elim- inations			Cons- olidated			Jones		Co- Issuers			Others			Elim- inations			Cons- olidated
Net sales	$	-		$	2,164.8		$	1,582.2	$	(26.7	)	$	3,720.3		$	-		$	2,258.4		$	1,520.4	$	(28.2	)	$	3,750.6		$	-	$	2,370.0		$	1,387.0		$	(23.0	)	$	3,734.0
Licensing income		-			0.6			42.6		-			43.2			-			0.2			46.0		-			46.2			-		0.1			50.1			-			50.2
Other revenues		-			1.4			-		-			1.4			-			1.3			-		-			1.3			-		1.1			-			-			1.1
Total revenues		-			2,166.8			1,624.8		(26.7	)		3,764.9			-			2,259.9			1,566.4		(28.2	)		3,798.1			-		2,371.2			1,437.1			(23.0	)		3,785.3
Cost of goods sold		-			1,468.5			985.1		(18.1	)		2,435.5			-			1,517.7			928.1		(18.4	)		2,427.4			-		1,568.3			882.7			(10.9	)		2,440.1
Gross profit		-			698.3			639.7		(8.6	)		1,329.4			-			742.2			638.3		(9.8	)		1,370.7			-		802.9			554.4			(12.1	)		1,345.2
Selling, general and administrative expenses		-			839.0			395.7		(8.8	)		1,225.9			-			854.8			381.0		(8.9	)		1,226.9			-		893.5			291.5			(11.8	)		1,173.2
Trademark impairments		-			-			7.2		-			7.2			-			-			21.5		-			21.5			-		-			31.5			-			31.5
Goodwill impairment		-			49.9			-		-			49.9			-			-			47.6		-			47.6			-		-			-			-			-
Operating (loss) income		-			(190.6	)		236.8		0.2			46.4			-			(112.6	)		188.2		(0.9	)		74.7			-		(90.6	)		231.4			(0.3	)		140.5
Net interest expense (income) and financing costs		-			55.1			5.2		-			60.3			-			143.1			2.0		-			145.1			-		76.7			(3.4	)		-			73.3
Equity in income of unconsolidated affiliate		-			-			0.6		-			0.6			-			-			2.5		-			2.5			-		-			3.9			-			3.9
(Loss) income before (benefit) provision for income taxes		-			(245.7	)		232.2		0.2			(13.3	)		-			(255.7	)		188.7		(0.9	)		(67.9	)		-		(167.3	)		238.7			(0.3	)		71.1
(Benefit) provision for income taxes		-			(73.3	)		73.3		6.4			6.4			-			(77.5	)		65.1		(0.5	)		(12.9	)		-		(36.1	)		74.2			(18.5	)		19.6
(Loss) income before earnings of subsidiaries		-			(172.4	)		158.9		(6.2	)		(19.7	)		-			(178.2	)		123.6		(0.4	)		(55.0	)		-		(131.2	)		164.5			18.2			51.5
Equity in (loss) earnings of subsidiaries		(13.4	)		159.0			-		(145.6	)		-			(55.3	)		122.9			-		(67.6	)		-			32.5		163.7			-			(196.2	)		-
Net (loss) income		(13.4	)		(13.4	)		158.9		(151.8	)		(19.7	)		(55.3	)		(55.3	)		123.6		(68.0	)		(55.0	)		32.5		32.5			164.5			(178.0	)		51.5
Less: income attributable to noncontrolling interests		-			-			0.1		-			0.1			-			-			1.1		-			1.1			-		-			0.8			-			0.8
(Loss) income attributable to Jones	$	(13.4	)	$	(13.4	)	$	158.8	$	(151.8	)	$	(19.8	)	$	(55.3	)	$	(55.3	)	$	122.5	$	(68.0	)	$	(56.1	)	$	32.5	$	32.5		$	163.7		$	(178.0	)	$	50.7

Condensed Consolidating Statements of Comprehensive (Loss) Income

Condensed Consolidating Statements of Comprehensive (Loss) Income

(In millions)	Year Ended December 31, 2013															Year Ended December 31, 2012														Year Ended December 31, 2011
	Jones			Co- Issuers			Others			Elim- inations			Cons- olidated			Jones			Co- Issuers			Others		Elim- inations			Cons- olidated			Jones			Co- Issuers			Others			Elim- inations			Cons- olidated
Net (loss) income	$	(13.4	)	$	(13.4	)	$	158.9		$	(151.8	)	$	(19.7	)	$	(55.3	)	$	(55.3	)	$	123.6	$	(68.0	)	$	(55.0	)	$	32.5		$	32.5		$	164.5		$	(178.0	)	$	51.5
Other comprehensive income (loss):
Pension and postretirement liability adjustments, net of tax		6.7			6.7			-			(6.7	)		6.7			(0.1	)		(0.1	)		-		0.1			(0.1	)		(7.1	)		(7.1	)		(1.2	)		8.3			(7.1	)
Change in fair value of cash flow hedges, net of tax		0.5			0.5			0.5			(1.0	)		0.5			-			-			-		-			-			(0.2	)		(0.2	)		(0.2	)		0.4			(0.2	)
Reclassification adjustment for hedge gains and losses included in net (loss) income, net of tax		(0.6	)		(0.6	)		(0.6	)		1.2			(0.6	)		0.1			0.1			0.1		(0.2	)		0.1			0.5			0.5			0.5			(1.0	)		0.5
Foreign currency translation adjustments		5.2			5.2			5.2			(10.4	)		5.2			11.7			11.7			11.4		(23.1	)		11.7			(14.4	)		(14.4	)		(14.4	)		28.8			(14.4	)
Total other comprehensive income (loss)		11.8			11.8			5.1			(16.9	)		11.8			11.7			11.7			11.5		(23.2	)		11.7			(21.2	)		(21.2	)		(15.3	)		36.5			(21.2	)
Comprehensive income (loss)		(1.6	)		(1.6	)		164.0			(168.7	)		(7.9	)		(43.6	)	$	(43.6	)	$	135.1	$	(91.2	)	$	(43.3	)	$	11.3		$	11.3		$	149.2		$	(141.5	)	$	30.3

Condensed Consolidating Statements of Cash Flows

Condensed Consolidating Statements of Cash Flows

(In millions)	Year Ended December 31, 2013															Year Ended December 31, 2012															Year Ended December 31, 2011
	Jones			Co- Issuers			Others			Elim- inations			Cons- olidated			Jones			Co- Issuers			Others			Elim- inations			Cons- olidated			Jones			Co- Issuers			Others			Elim- inations			Cons- olidated
Net cash provided by operating activities	$	15.4		$	60.7		$	38.3		$	(22.0	)	$	92.4		$	15.5		$	19.2		$	109.2		$	(31.2	)	$	112.7		$	16.6		$	192.7		$	97.8		$	(35.4	)	$	271.7
Cash flows from investing activities:
Acquisition of KG Group Holdings, net of cash acquired		-			-			-			-			-			-			-			-			-			-			-			(143.1	)		-			-			(143.1	)
Acquisition of Moda Nicola International		-			-			-			-			-			-			-			-			-			-			-			(2.5	)		-			-			(2.5	)
Acquisition of Brian Atwood, net of cash acquired		-			(0.5	)		-			-			(0.5	)		-			(5.0	)		0.6			-			(4.4	)		-			-			-			-			-
Contingent consideration paid related to investment in GRI Group Limited		-			-			-			-			-			-			-			(3.5	)		-			(3.5	)		-			-			-			-			-
Acquisition of additional equity interest in GRI Group Limited		-			-			(14.7	)		-			(14.7	)		-			-			-			-			-			-			-			-			-			-
Capital expenditures		-			(15.9	)		(42.8	)					(58.7	)		-			(19.8	)		(56.7	)					(76.5	)		-			(37.3	)		(60.7	)		-			(98.0	)
Notes receivable issued					(6.1	)		(1.5	)		-			(7.6	)		-			-			-			-			-			-			-			-			-			-
Proceeds from sale of trademark		-			-			-			-			-			-			-			5.0			-			5.0			-			-			-			-			-
Other items, net		-			-			0.1			-			0.1			-			-			(0.1	)		-			(0.1	)		-			-			0.1			-			0.1
Net cash used in investing activities		-			(22.5	)		(58.9	)					(81.4	)		-			(24.8	)		(54.7	)		-			(79.5	)		-			(182.9	)		(60.6	)		-			(243.5	)
Cash flows from financing activities:
Issuance of 6.875% Senior Notes due 2019		-			-			-			-			-			-			103.5			-			-			103.5			-			300.0			-			-			300.0
Debt issuance costs		-			-			-			-			-			-			(2.6	)		-			-			(2.6	)		-			(6.6	)		-			-			(6.6	)
Costs related to secured revolving credit agreement		-			(0.3	)		-			-			(0.3	)		-			(0.3	)		-			-			(0.3	)		-			(3.3	)		-			-			(3.3	)
Repayment of acquired debt of KG Group Holdings		-			-			-			-			-			-			-			-			-			-			-			(174.1	)		-			-			(174.1	)
Repayment of long-term debt		-			-			(0.1	)		-			(0.1	)		-			-			(0.1	)		-			(0.1	)		-			-			(0.1	)		-			(0.1	)
Distributions to noncontrolling interests		-			-			(1.1	)		-			(1.1	)		-			-			(1.0	)		-			(1.0	)		-			-			(0.7	)		-			(0.7	)
Payments of acquisition consideration payable		-			(2.4	)		(7.0	)		-			(9.4	)		-			(151.0	)		(12.9	)		-			(163.9	)		-			-			(10.1	)		-			(10.1	)
Repurchases of common stock		-			(14.5	)		-			-			(14.5	)		-			(44.0	)		-			-			(44.0	)		-			(78.0	)		-			-			(78.0	)
Dividends paid		(15.4	)		(15.4	)		(6.6	)		22.0			(15.4	)		(15.5	)		(15.5	)		(15.7	)		31.2			(15.5	)		(16.6	)		(16.6	)		(18.8	)		35.4			(16.6	)
Principal payments on capital leases		-			-			(2.1	)		-			(2.1	)		-			-			(1.9	)		-			(1.9	)		-			-			(1.7	)		-			(1.7	)
Excess tax benefits from share-based payment arrangements		-			0.1			-			-			0.1			-			2.3			-			-			2.3			-			1.6			-			-			1.6
Net cash (used in) provided by financing activities		(15.4	)		(32.5	)		(16.9	)		22.0			(42.8	)		(15.5	)		(107.6	)		(31.6	)		31.2			(123.5	)		(16.6	)		23.0			(31.4	)		35.4			10.4
Effect of exchange rates on cash		-			-			(1.4	)		-			(1.4	)		-			-			1.1			-			1.1			-			-			(0.6	)		-			(0.6	)
Net increase (decrease) in cash and cash equivalents		-			5.7			(38.9	)					(33.2	)		-			(113.2	)		24.0						(89.2	)		-			32.8			5.2			-			38.0
Cash and cash equivalents, beginning		-			82.6			67.0			-			149.6			-			195.8			43.0			-			238.8			-			163.0			37.8			-			200.8
Cash and cash equivalents, ending	$	-		$	88.3		$	28.1		$			$	116.4		$	-		$	82.6		$	67.0		$	-		$	149.6			-		$	195.8		$	43.0		$	-		$	238.8

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COMMITMENTS AND CONTINGENCIES (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Contractual Obligation, Fiscal Year Maturity [Abstract]
Minimum payments under license agreements - 2014	$ 4.4
Minimum payments under license agreements - 2015	1.3
Minimum payments under license agreements - 2016	0.3
Minimum payments under license agreements - 2017	0.3
Minimum payments under license agreements - 2018	0.3
Rent expense charged [Abstract]
Minimum rent	123.7	127.1	119.4
Contingent rent	2.4	2.5	3.5
Less: sublease rent	(1.4)	(2.3)	(4.5)
Total	124.7	127.3	118.4
Minimum rental payments under operating leases [Abstract]
2014	130.4
2015	146.7
2016	105.2
2017	81.7
2018	77.3
Later years	368.0
Total	909.3
Future minimum non-cancelable sublease rentals	25.0
Givenchy [Member]
Contractual Obligation, Fiscal Year Maturity [Abstract]
Minimum payments under license agreements - 2014	0.8
Minimum payments under license agreements - 2015	0.9
Jessica Simpson [Member]
Contractual Obligation, Fiscal Year Maturity [Abstract]
Minimum payments under license agreements - 2014	3.5
Minimum payments under license agreements - 2015	0.3
Minimum payments under license agreements - 2016	0.3
Minimum payments under license agreements - 2017	0.3
Minimum payments under license agreements - 2018	0.3
Lipsy [Member]
Contractual Obligation, Fiscal Year Maturity [Abstract]
Minimum payments under license agreements - 2014	0.1
Minimum payments under license agreements - 2015	$ 0.1

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DERIVATIVES (Tables)

12 Months Ended

Dec. 31, 2013

DERIVATIVES [Abstract]

Interest Rate Swap Transactions

During 2013, we entered into various interest rate swap transactions to effectively convert a portion of our 2019 Notes to variable-rate debt.  Under the terms of the transactions, we are required to make semiannual variable-rate payments to the counterparties (which are reset in arrears on each payment date) as shown in the table below, and the counterparties are obligated to make semiannual fixed-rate payments to us of 6.875%.  The swap transactions all have a termination date of March 15, 2019, the date the 2019 Notes mature.

Date of transaction	Effective date	Number of swaps		Amount of 2019 Notes hedged (in millions)		Variable rate payments
July 17, 2013	July 19, 2013		3	$	90.0	Six-month LIBOR + 4.75%
August 13, 2013	August 15, 2013		3		90.0	Six-month LIBOR + 4.5925%
August 19, 2013	August 21, 2013		3		75.0	Six-month LIBOR + 4.4275%
September 5, 2013	September 9, 2013		3		70.0	Six-month LIBOR + 4.2425%

Increases in Interest Expense Related to Ineffectiveness of Swaps and Changes in Fair Value of Cap

We recorded net increases in interest expense related to the ineffectiveness of the swaps and the changes in the fair value of the cap as follows.

Year Ended December 31,	2013		2012		2011
(In millions)
Interest rate swaps	$	1.1	$	1.3	$	1.0
Interest rate cap		-		0.2		1.1
Net increase in interest expense	$	1.1	$	1.5	$	2.1

Notional Amounts of Foreign Exchange Contracts

The notional amounts of our foreign exchange contracts outstanding at December 31, 2013, 2012 and 2011 are as follows.  For additional information, see "Fair Values."

(In millions)	Notional Amounts
December 31,	2013		2012		2011
Canadian Dollar – U.S. Dollar forward exchange contracts	US$4.7		US$16.1		US$5.3
British Pound – U.S. Dollar forward exchange contract		-	£	6.0		-

Fair Values of Derivative Instruments

Fair Values of Derivative Instruments

(In millions)	December 31, 2013			December 31, 2012
	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Derivatives designated as hedging instruments
Interest rate swap contracts	Other long-term assets	$	1.1		$	-
Foreign exchange contracts	Prepaid expenses and other current assets		-	Prepaid expenses and other current assets		0.2
Total derivative assets		$	1.1		$	0.2
Interest rate swap contracts	Other long-term liabilities	$	1.6		$	-
Total derivative liabilities		$	1.6		$	-
Derivatives not designated as hedging instruments
Interest rate cap contract	Other long-term assets	$	-	Other long-term assets	$	-
Total derivative assets		$	-		$	-

Designated as Hedging Instrument [Member]

Derivative Instruments, Gain (Loss) [Line Items]

Effect of Derivatives on the Statement of Operations

Effect of Derivatives on the Statement of Operations - Derivatives Designated as Hedging Instruments

(In millions)		Amount of Pretax Gain (Loss) due to Ineffectiveness Recognized in Income
Derivative type	Location of Pretax Gain (Loss) due to Ineffectiveness Recognized in Income	2013				2012				2011
Interest rate swap contracts	Interest expense		$	(1.1	)		$	(1.3	)		$	(1.0	)

(In millions)	Amount of Pretax Gain (Loss) Recognized in Other Comprehensive Income							Location of Pretax Loss Reclassified from Other Comprehensive Income into Income	Amount of Pretax Gain (Loss) Reclassified from Other Comprehensive Income into Income
Derivative type	2013		2012		2011				2013		2012			2011
Foreign exchange contracts	$	0.7	$	0.1	$	(0.3	)	Cost of sales	$	0.8	$	(0.1	)	$	(0.8	)

Not Designated as Hedging Instrument [Member]

Derivative Instruments, Gain (Loss) [Line Items]

Effect of Derivatives on the Statement of Operations

Effect of Derivatives on the Statement of Operations - Derivatives Not Designated as Hedging Instruments

(In millions)		Amount of Pretax Gain (Loss) Recognized in Income
Derivative type	Location of Pretax Gain (Loss) Recognized in Income	2013				2012				2011
Interest rate cap contract	Interest expense		$	-			$	(0.2	)		$	(1.1	)
British Pound – U.S. Dollar forward contract	Selling, general and administrative expenses			(0.2	)			-				-

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SUPPLEMENTAL PRO FORMA CONDENSED FINANCIAL INFORMATION

12 Months Ended

Dec. 31, 2013

SUPPLEMENTAL CONDENSED FINANCIAL INFORMATION [Abstract]

SUPPLEMENTAL CONDENSED FINANCIAL INFORMATION

SUPPLEMENTAL CONDENSED FINANCIAL INFORMATION

The Jones Group Inc. (the "parent company" or "Jones") and certain of its 100%-owned subsidiaries, including Jones Apparel Group, USA, Inc. ("Jones USA"), Jones Apparel Group Holdings, Inc. ("Jones Holdings") and JAG Footwear, Accessories and Retail Corporation ("JAG Footwear"), function as co-issuers and co-obligors (on a full and unconditional, joint and several basis) of our 5.125% Senior Notes due 2014, our 6.875% Senior Notes due 2019 and our 6.125% Senior Notes due 2034 (collectively, the "Notes").

The following condensed consolidating balance sheets, statements of operations, statements of comprehensive income and statements of cash flows for the parent company (Jones), the "Co-Issuers" (consisting of Jones USA, Jones Holdings and JAG Footwear, which are all our subsidiaries that act as co-issuers and co-obligors of the Notes) and the "Others" (consisting of all of our other subsidiaries, none of which guarantee any of the Notes), have been prepared using the equity method of accounting in accordance with the requirements for presentation of such information.  There are no contractual restrictions on distributions from Jones USA, Jones Holdings or JAG Footwear to Jones.

Condensed Consolidating Balance Sheets

(In millions)	December 31, 2013														December 31, 2012
	Jones			Co-Issuers			Others		Elim-inations			Cons-olidated			Jones			Co-Issuers			Others		Elim-inations			Cons-olidated
ASSETS
Current assets:
Cash and cash equivalents	$	-		$	88.3		$	28.1	$	-		$	116.4		$	-		$	82.6		$	67.0	$	-		$	149.6
Accounts receivable		-			163.3			183.7		-			347.0			-			191.0			190.0		-			381.0
Inventories, primarily finished goods		-			258.2			286.5		(0.9	)		543.8			-			261.7			226.2		(1.2	)		486.7
Prepaid and refundable income taxes		-			16.8			0.4		(5.3	)		11.9			-			18.6			0.3		(13.4	)		5.5
Deferred taxes		-			17.5			14.5		-			32.0			-			17.9			15.3		-			33.2
Prepaid expenses and other current assets		-			29.8			21.3		(0.5	)		50.6			-			23.6			18.2		(1.1	)		40.7
Total current assets		-			573.9			534.5		(6.7	)		1,101.7			-			595.4			517.0		(15.7	)		1,096.7
Property, plant and equipment		-			58.3			190.7		-			249.0			-			64.6			213.5		-			278.1
Due from affiliates		-			329.8			497.9		(827.7	)		-			-			497.7			319.0		(816.7	)		-
Goodwill		-			-			166.4		-			166.4			-			49.9			165.4		-			215.3
Other intangibles		-			5.2			847.2		-			852.4			-			6.0			863.7		-			869.7
Deferred taxes		-			93.1			-		(93.1	)		-			-			93.0			-		(93.0	)		-
Investments in subsidiaries		1,809.8			1,921.0			56.2		(3,730.8	)		56.2			1,811.5			1,745.4			38.9		(3,556.9	)		38.9
Other assets		-			62.6			23.6		-			86.2			-			67.7			29.1		-			96.8
Total assets	$	1,809.8		$	3,043.9		$	2,316.5	$	(4,658.3	)	$	2,511.9		$	1,811.5		$	3,119.7		$	2,146.6	$	(4,482.3	)	$	2,595.5
LIABILITIES AND EQUITY
Current liabilities:
Current portion of long-term debt and capital lease obligations	$	-		$	254.4		$	2.2	$	-		$	256.6		$	-		$	-		$	2.2	$	-		$	2.2
Current portion of acquisition consideration payable		-			2.6			-		-			2.6			-			30.3			-		-			30.3
Accounts payable		0.1			140.0			113.2		-			253.3			-			156.2			101.3		-			257.5
Income taxes payable		-			19.8			5.8		(25.6	)		-			-			22.1			12.9		(33.6	)		1.4
Accrued expenses and other current liabilities		11.1			70.6			72.9		(0.5	)		154.1			8.5			70.6			82.8		(1.1	)		160.8
Total current liabilities		11.2			487.4			194.1		(26.1	)		666.6			8.5			279.2			199.2		(34.7	)		452.2
Long-term debt		-			673.4			-		-			673.4			-			934.4			-		-			934.4
Obligations under capital leases		-			-			19.1		-			19.1			-			-			21.3		-			21.3
Income taxes payable		-			0.6			-		-			0.6			-			0.5			-		-			0.5
Deferred taxes		-			-			163.0		(92.6	)		70.4			-			-			155.7		(99.0	)		56.7
Acquisition consideration payable		-			4.0			-		-			4.0			-			6.0			-		-			6.0
Due to affiliates		827.7			-			-		(827.7	)		-			816.7			-			-		(816.7	)		-
Other noncurrent liabilities		5.1			68.7			20.5		-			94.3			5.0			88.1			25.0		-			118.1
Total liabilities		844.0			1,234.1			396.7		(946.4	)		1,528.4			830.2			1,308.2			401.2		(950.4	)		1,589.2
Redeemable noncontrolling interest		-			-			0.2		-			0.2			-			-			0.6		-			0.6
Equity:
Common stock and additional paid-in capital		531.7			1,294.3			1,647.5		(2,941.9	)		531.6			521.6			1,294.3			948.0		(2,242.3	)		521.6
Retained earnings		440.2			521.6			260.9		(765.3	)		457.4			477.6			535.1			793.1		(1,304.7	)		501.1
Accumulated other comprehensive (loss) income		(6.1	)		(6.1	)		10.8		(4.7	)		(6.1	)		(17.9	)		(17.9	)		2.8		15.1			(17.9	)
Total Jones stockholders' equity		965.8			1,809.8			1,919.2		(3,711.9	)		982.9			981.3			1,811.5			1,743.9		(3,531.9	)		1,004.8
Noncontrolling interests		-			-			0.4		-			0.4			-			-			0.9		-			0.9
Total equity		965.8			1,809.8			1,919.6		(3,711.9	)		983.3			981.3			1,811.5			1,744.8		(3,531.9	)		1,005.7
Total liabilities and equity	$	1,809.8		$	3,043.9		$	2,316.5	$	(4,658.3	)	$	2,511.9		$	1,811.5		$	3,119.7		$	2,146.6	$	(4,482.3	)	$	2,595.5

Condensed Consolidating Statements of Operations

(In millions)	Year Ended December 31, 2013														Year Ended December 31, 2012														Year Ended December 31, 2011
	Jones			Co- Issuers			Others		Elim- inations			Cons- olidated			Jones			Co- Issuers			Others		Elim- inations			Cons- olidated			Jones		Co- Issuers			Others			Elim- inations			Cons- olidated
Net sales	$	-		$	2,164.8		$	1,582.2	$	(26.7	)	$	3,720.3		$	-		$	2,258.4		$	1,520.4	$	(28.2	)	$	3,750.6		$	-	$	2,370.0		$	1,387.0		$	(23.0	)	$	3,734.0
Licensing income		-			0.6			42.6		-			43.2			-			0.2			46.0		-			46.2			-		0.1			50.1			-			50.2
Other revenues		-			1.4			-		-			1.4			-			1.3			-		-			1.3			-		1.1			-			-			1.1
Total revenues		-			2,166.8			1,624.8		(26.7	)		3,764.9			-			2,259.9			1,566.4		(28.2	)		3,798.1			-		2,371.2			1,437.1			(23.0	)		3,785.3
Cost of goods sold		-			1,468.5			985.1		(18.1	)		2,435.5			-			1,517.7			928.1		(18.4	)		2,427.4			-		1,568.3			882.7			(10.9	)		2,440.1
Gross profit		-			698.3			639.7		(8.6	)		1,329.4			-			742.2			638.3		(9.8	)		1,370.7			-		802.9			554.4			(12.1	)		1,345.2
Selling, general and administrative expenses		-			839.0			395.7		(8.8	)		1,225.9			-			854.8			381.0		(8.9	)		1,226.9			-		893.5			291.5			(11.8	)		1,173.2
Trademark impairments		-			-			7.2		-			7.2			-			-			21.5		-			21.5			-		-			31.5			-			31.5
Goodwill impairment		-			49.9			-		-			49.9			-			-			47.6		-			47.6			-		-			-			-			-
Operating (loss) income		-			(190.6	)		236.8		0.2			46.4			-			(112.6	)		188.2		(0.9	)		74.7			-		(90.6	)		231.4			(0.3	)		140.5
Net interest expense (income) and financing costs		-			55.1			5.2		-			60.3			-			143.1			2.0		-			145.1			-		76.7			(3.4	)		-			73.3
Equity in income of unconsolidated affiliate		-			-			0.6		-			0.6			-			-			2.5		-			2.5			-		-			3.9			-			3.9
(Loss) income before (benefit) provision for income taxes		-			(245.7	)		232.2		0.2			(13.3	)		-			(255.7	)		188.7		(0.9	)		(67.9	)		-		(167.3	)		238.7			(0.3	)		71.1
(Benefit) provision for income taxes		-			(73.3	)		73.3		6.4			6.4			-			(77.5	)		65.1		(0.5	)		(12.9	)		-		(36.1	)		74.2			(18.5	)		19.6
(Loss) income before earnings of subsidiaries		-			(172.4	)		158.9		(6.2	)		(19.7	)		-			(178.2	)		123.6		(0.4	)		(55.0	)		-		(131.2	)		164.5			18.2			51.5
Equity in (loss) earnings of subsidiaries		(13.4	)		159.0			-		(145.6	)		-			(55.3	)		122.9			-		(67.6	)		-			32.5		163.7			-			(196.2	)		-
Net (loss) income		(13.4	)		(13.4	)		158.9		(151.8	)		(19.7	)		(55.3	)		(55.3	)		123.6		(68.0	)		(55.0	)		32.5		32.5			164.5			(178.0	)		51.5
Less: income attributable to noncontrolling interests		-			-			0.1		-			0.1			-			-			1.1		-			1.1			-		-			0.8			-			0.8
(Loss) income attributable to Jones	$	(13.4	)	$	(13.4	)	$	158.8	$	(151.8	)	$	(19.8	)	$	(55.3	)	$	(55.3	)	$	122.5	$	(68.0	)	$	(56.1	)	$	32.5	$	32.5		$	163.7		$	(178.0	)	$	50.7

Condensed Consolidating Statements of Comprehensive (Loss) Income

(In millions)	Year Ended December 31, 2013															Year Ended December 31, 2012														Year Ended December 31, 2011
	Jones			Co- Issuers			Others			Elim- inations			Cons- olidated			Jones			Co- Issuers			Others		Elim- inations			Cons- olidated			Jones			Co- Issuers			Others			Elim- inations			Cons- olidated
Net (loss) income	$	(13.4	)	$	(13.4	)	$	158.9		$	(151.8	)	$	(19.7	)	$	(55.3	)	$	(55.3	)	$	123.6	$	(68.0	)	$	(55.0	)	$	32.5		$	32.5		$	164.5		$	(178.0	)	$	51.5
Other comprehensive income (loss):
Pension and postretirement liability adjustments, net of tax		6.7			6.7			-			(6.7	)		6.7			(0.1	)		(0.1	)		-		0.1			(0.1	)		(7.1	)		(7.1	)		(1.2	)		8.3			(7.1	)
Change in fair value of cash flow hedges, net of tax		0.5			0.5			0.5			(1.0	)		0.5			-			-			-		-			-			(0.2	)		(0.2	)		(0.2	)		0.4			(0.2	)
Reclassification adjustment for hedge gains and losses included in net (loss) income, net of tax		(0.6	)		(0.6	)		(0.6	)		1.2			(0.6	)		0.1			0.1			0.1		(0.2	)		0.1			0.5			0.5			0.5			(1.0	)		0.5
Foreign currency translation adjustments		5.2			5.2			5.2			(10.4	)		5.2			11.7			11.7			11.4		(23.1	)		11.7			(14.4	)		(14.4	)		(14.4	)		28.8			(14.4	)
Total other comprehensive income (loss)		11.8			11.8			5.1			(16.9	)		11.8			11.7			11.7			11.5		(23.2	)		11.7			(21.2	)		(21.2	)		(15.3	)		36.5			(21.2	)
Comprehensive income (loss)		(1.6	)		(1.6	)		164.0			(168.7	)		(7.9	)		(43.6	)	$	(43.6	)	$	135.1	$	(91.2	)	$	(43.3	)	$	11.3		$	11.3		$	149.2		$	(141.5	)	$	30.3

Condensed Consolidating Statements of Cash Flows

(In millions)	Year Ended December 31, 2013															Year Ended December 31, 2012															Year Ended December 31, 2011
	Jones			Co- Issuers			Others			Elim- inations			Cons- olidated			Jones			Co- Issuers			Others			Elim- inations			Cons- olidated			Jones			Co- Issuers			Others			Elim- inations			Cons- olidated
Net cash provided by operating activities	$	15.4		$	60.7		$	38.3		$	(22.0	)	$	92.4		$	15.5		$	19.2		$	109.2		$	(31.2	)	$	112.7		$	16.6		$	192.7		$	97.8		$	(35.4	)	$	271.7
Cash flows from investing activities:
Acquisition of KG Group Holdings, net of cash acquired		-			-			-			-			-			-			-			-			-			-			-			(143.1	)		-			-			(143.1	)
Acquisition of Moda Nicola International		-			-			-			-			-			-			-			-			-			-			-			(2.5	)		-			-			(2.5	)
Acquisition of Brian Atwood, net of cash acquired		-			(0.5	)		-			-			(0.5	)		-			(5.0	)		0.6			-			(4.4	)		-			-			-			-			-
Contingent consideration paid related to investment in GRI Group Limited		-			-			-			-			-			-			-			(3.5	)		-			(3.5	)		-			-			-			-			-
Acquisition of additional equity interest in GRI Group Limited		-			-			(14.7	)		-			(14.7	)		-			-			-			-			-			-			-			-			-			-
Capital expenditures		-			(15.9	)		(42.8	)					(58.7	)		-			(19.8	)		(56.7	)					(76.5	)		-			(37.3	)		(60.7	)		-			(98.0	)
Notes receivable issued					(6.1	)		(1.5	)		-			(7.6	)		-			-			-			-			-			-			-			-			-			-
Proceeds from sale of trademark		-			-			-			-			-			-			-			5.0			-			5.0			-			-			-			-			-
Other items, net		-			-			0.1			-			0.1			-			-			(0.1	)		-			(0.1	)		-			-			0.1			-			0.1
Net cash used in investing activities		-			(22.5	)		(58.9	)					(81.4	)		-			(24.8	)		(54.7	)		-			(79.5	)		-			(182.9	)		(60.6	)		-			(243.5	)
Cash flows from financing activities:
Issuance of 6.875% Senior Notes due 2019		-			-			-			-			-			-			103.5			-			-			103.5			-			300.0			-			-			300.0
Debt issuance costs		-			-			-			-			-			-			(2.6	)		-			-			(2.6	)		-			(6.6	)		-			-			(6.6	)
Costs related to secured revolving credit agreement		-			(0.3	)		-			-			(0.3	)		-			(0.3	)		-			-			(0.3	)		-			(3.3	)		-			-			(3.3	)
Repayment of acquired debt of KG Group Holdings		-			-			-			-			-			-			-			-			-			-			-			(174.1	)		-			-			(174.1	)
Repayment of long-term debt		-			-			(0.1	)		-			(0.1	)		-			-			(0.1	)		-			(0.1	)		-			-			(0.1	)		-			(0.1	)
Distributions to noncontrolling interests		-			-			(1.1	)		-			(1.1	)		-			-			(1.0	)		-			(1.0	)		-			-			(0.7	)		-			(0.7	)
Payments of acquisition consideration payable		-			(2.4	)		(7.0	)		-			(9.4	)		-			(151.0	)		(12.9	)		-			(163.9	)		-			-			(10.1	)		-			(10.1	)
Repurchases of common stock		-			(14.5	)		-			-			(14.5	)		-			(44.0	)		-			-			(44.0	)		-			(78.0	)		-			-			(78.0	)
Dividends paid		(15.4	)		(15.4	)		(6.6	)		22.0			(15.4	)		(15.5	)		(15.5	)		(15.7	)		31.2			(15.5	)		(16.6	)		(16.6	)		(18.8	)		35.4			(16.6	)
Principal payments on capital leases		-			-			(2.1	)		-			(2.1	)		-			-			(1.9	)		-			(1.9	)		-			-			(1.7	)		-			(1.7	)
Excess tax benefits from share-based payment arrangements		-			0.1			-			-			0.1			-			2.3			-			-			2.3			-			1.6			-			-			1.6
Net cash (used in) provided by financing activities		(15.4	)		(32.5	)		(16.9	)		22.0			(42.8	)		(15.5	)		(107.6	)		(31.6	)		31.2			(123.5	)		(16.6	)		23.0			(31.4	)		35.4			10.4
Effect of exchange rates on cash		-			-			(1.4	)		-			(1.4	)		-			-			1.1			-			1.1			-			-			(0.6	)		-			(0.6	)
Net increase (decrease) in cash and cash equivalents		-			5.7			(38.9	)					(33.2	)		-			(113.2	)		24.0						(89.2	)		-			32.8			5.2			-			38.0
Cash and cash equivalents, beginning		-			82.6			67.0			-			149.6			-			195.8			43.0			-			238.8			-			163.0			37.8			-			200.8
Cash and cash equivalents, ending	$	-		$	88.3		$	28.1		$			$	116.4		$	-		$	82.6		$	67.0		$	-		$	149.6			-		$	195.8		$	43.0		$	-		$	238.8

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STATEMENT OF CASH FLOWS (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Cash paid (received) during the year for [Abstract]
Interest	$ 82.3	$ 147.1	$ 45.9
Net income tax (refunds) payments	9.4	5.8	(9.6)
Supplemental disclosures of non-cash investing and financing activities for continuing operations [Abstract]
Fair value of restricted stock issued to employees	29.8	24.6	21.4
Shares withheld for taxes upon vesting of restricted stock	2.7	0.3
Note payable and deferred compensation recorded related to acquisition			$ 10.2

XML

DERIVATIVES, Part II (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Designated as Hedging Instrument [Member] | Interest Rate Swap Contracts [Member] | Interest Expense [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Pretax (Loss) due to Ineffectiveness Recognized in Income	$ (1.1)	$ (1.3)	$ (1.0)
Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Pretax Gain (Loss) Recognized in Other Comprehensive Income	0.7	0.1	(0.3)
Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Cost of Sales [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Pretax (Loss) Reclassified from Other Comprehensive Income into Income	0.8	(0.1)	(0.8)
Not Designated as Hedging Instrument [Member] | Interest Rate Cap Contract [Member] | Interest Expense [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Pretax Gain (Loss) Recognized in Income	0	(0.2)	(1.1)
Not Designated as Hedging Instrument [Member] | British Pound US Dollar Forward Contracts [Member] | Selling, General and Administrative Expenses [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Pretax Gain (Loss) Recognized in Income	$ (0.2)	$ 0	$ 0

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SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013		Dec. 31, 2012		Dec. 31, 2011
Allowance for Doubtful Accounts [Member]
Valuation and Qualifying Accounts Disclosure [Line Items]
Valuation Allowances and Reserves, Balance, Beginning Balance	$ 2.8		$ 2.9		$ 1.8
Charged against revenues or to costs and expenses	0.6		0.3		1.3
Charged to other accounts
Deductions	0.4	[1]	0.4	[1]	0.2	[1]
Valuation Allowances and Reserves, Balance, Ending Balance	3.0		2.8		2.9
Allowance for Sales Returns [Member]
Valuation and Qualifying Accounts Disclosure [Line Items]
Valuation Allowances and Reserves, Balance, Beginning Balance	8.8		9.9		7.9
Charged against revenues or to costs and expenses	70.2		40.1		38.4
Charged to other accounts	(0.1)	[2]
Deductions	66.3	[3]	41.2	[3]	36.4	[3]
Valuation Allowances and Reserves, Balance, Ending Balance	12.6		8.8		9.9
Allowance for Sales Discounts [Member]
Valuation and Qualifying Accounts Disclosure [Line Items]
Valuation Allowances and Reserves, Balance, Beginning Balance	6.0		6.5		7.1
Charged against revenues or to costs and expenses	49.5		59.0		69.3
Charged to other accounts
Deductions	50.8	[3]	59.5	[3]	69.9	[3]
Valuation Allowances and Reserves, Balance, Ending Balance	4.7		6.0		6.5
Allowance for Co-Op Advertising [Member]
Valuation and Qualifying Accounts Disclosure [Line Items]
Valuation Allowances and Reserves, Balance, Beginning Balance	9.8		9.0		11.7
Charged against revenues or to costs and expenses	22.9		28.7		22.3
Charged to other accounts	(0.1)	[2]
Deductions	21.3	[3]	27.9	[3]	25.0	[3]
Valuation Allowances and Reserves, Balance, Ending Balance	11.3		9.8		9.0
Deferred Tax Valuation Allowance [Member]
Valuation and Qualifying Accounts Disclosure [Line Items]
Valuation Allowances and Reserves, Balance, Beginning Balance	8.8		8.1		5.8
Charged against revenues or to costs and expenses	3.4		0.7		2.3
Charged to other accounts
Deductions
Valuation Allowances and Reserves, Balance, Ending Balance	$ 12.2		$ 8.8		$ 8.1

[1] Doubtful accounts written off against accounts receivable.

[2] Represents effects of foreign currency translation.

[3] Deductions taken by customers written off against accounts receivable

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SUMMARY OF ACCOUNTING POLICIES (Details) (USD $) In Millions, except Per Share data, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Summary of Accounting Policies [Line Items]
Distribution costs included in SG&A expenses	$ 93.0	$ 94.1	$ 93.3
Net foreign currency gains (losses)	2.9	7.0	(5.7)
Net advertising expense	75.9	83.1	68.9
Co-operative advertising reimbursements	$ 8.8	$ 8.9	$ 11.7
Antidilutive shares [Abstract]
Number of options (in shares)			4.4
Weighted average exercise price			$ 34.74
Minimum [Member]
Summary of Accounting Policies [Line Items]
Other intangibles with determinable lives, including license agreements, estimated useful lives of the assets (in years)	17 months
Maximum [Member]
Summary of Accounting Policies [Line Items]
Other intangibles with determinable lives, including license agreements, estimated useful lives of the assets (in years)	23 years
GRI [Member]
Summary of Accounting Policies [Line Items]
Ownership interest in GRI (in hundredths)	34.25%

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OBLIGATIONS UNDER CAPITAL LEASES (Details) (USD $) In Millions, unless otherwise specified			12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2013 Virginia Warehouse Facility [Member]	Dec. 31, 2013 Building and Building Improvements [Member] Bristol, Pennsylvania Facility [Member]
OBLIGATIONS UNDER CAPITAL LEASES [Abstract]
Warehouses, office facilities and equipment	$ 21.3	$ 23.4
Less: current portion	2.2	2.1
Obligations under capital leases - noncurrent	19.1	21.3
Capital Leased Assets [Line Items]
Term of leased office facility (in years)				20 years
Minimum annual rent payments			2.4	1.2
Capitalized amount of leased building			25.6	12.2
Deferred gain on sale-leaseback agreement			7.5
Future minimum lease payment [Abstract]
2014	3.7
2015	3.7
2016	3.7
2017	3.7
2018	3.2
Later years	10.4
Total minimum lease payments	28.4
Less: amount representing interest	7.1
Present value of net minimum lease payments	$ 21.3

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SUPPLEMENTAL PRO FORMA CONDENSED FINANCIAL INFORMATION (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Current assets:
Cash and cash equivalents	$ 116.4	$ 149.6	$ 238.8	$ 200.8
Accounts receivable	347.0	381.0
Inventories, primarily finished goods	543.8	486.7
Prepaid and refundable income taxes	11.9	5.5
Deferred taxes	32.0	33.2
Prepaid expenses and other current assets	50.6	40.7
Total current assets	1,101.7	1,096.7
Property, plant and equipment	249.0	278.1
Goodwill	166.4	215.3	255.3
Other intangibles	852.4	869.7
Investments in subsidiaries	56.2	38.9
Other assets	86.2	96.8
Total assets	2,511.9	2,595.5	2,715.3
Current liabilities:
Current portion of long-term debt and capital lease obligations	256.6	2.2
Current portion of acquisition consideration payable	2.6	30.3
Accounts payable	253.3	257.5
Income taxes payable	0	1.4
Accrued expenses and other current liabilities	154.1	160.8
Total current liabilities	666.6	452.2
Long-term debt	673.4	934.4
Obligations under capital leases	19.1	21.3
Income taxes payable	0.6	0.5
Deferred taxes	70.4	56.7
Acquisition consideration payable	4.0	6.0
Other noncurrent liabilities	94.3	118.1
Total liabilities	1,528.4	1,589.2
Redeemable noncontrolling interest	0.2	0.6
Equity:
Common stock and additional paid-in capital	531.6	521.6
Retained earnings	457.4	501.1
Accumulated other comprehensive (loss) income	(6.1)	(17.9)	(29.6)	(8.4)
Total Jones stockholders' equity	982.9	1,004.8
Noncontrolling interests	0.4	0.9
Total equity	983.3	1,005.7	1,089.4	1,138.3
Total liabilities and equity	2,511.9	2,595.5
Jones [Member]
Current assets:
Investments in subsidiaries	1,809.8	1,811.5
Total assets	1,809.8	1,811.5
Current liabilities:
Accounts payable	0.1
Accrued expenses and other current liabilities	11.1	8.5
Total current liabilities	11.2	8.5
Due to affiliates	827.7	816.7
Other noncurrent liabilities	5.1	5.0
Total liabilities	844.0	830.2
Equity:
Common stock and additional paid-in capital	531.7	521.6
Retained earnings	440.2	477.6
Accumulated other comprehensive (loss) income	(6.1)	(17.9)
Total Jones stockholders' equity	965.8	981.3
Total equity	965.8	981.3
Total liabilities and equity	1,809.8	1,811.5
Consolidation, Eliminations [Member]
Current assets:
Inventories, primarily finished goods	(0.9)	(1.2)
Prepaid and refundable income taxes	(5.3)	(13.4)
Prepaid expenses and other current assets	(0.5)	(1.1)
Total current assets	(6.7)	(15.7)
Due from affiliates	(827.7)	(816.7)
Deferred taxes	(93.1)	(93.0)
Investments in subsidiaries	(3,730.8)	(3,556.9)
Other assets	0	0
Total assets	(4,658.3)	(4,482.3)
Current liabilities:
Income taxes payable	(25.6)	(33.6)
Accrued expenses and other current liabilities	(0.5)	(1.1)
Total current liabilities	(26.1)	(34.7)
Deferred taxes	(92.6)	(99.0)
Due to affiliates	(827.7)	(816.7)
Total liabilities	(946.4)	(950.4)
Equity:
Common stock and additional paid-in capital	(2,941.9)	(2,242.3)
Retained earnings	(765.3)	(1,304.7)
Accumulated other comprehensive (loss) income	(4.7)	15.1
Total Jones stockholders' equity	(3,711.9)	(3,531.9)
Total equity	(3,711.9)	(3,531.9)
Total liabilities and equity	(4,658.3)	(4,482.3)
Co-Issuers [Member]
Condensed Financial Statements, Captions [Line Items]
Subsidiaries functioning as co-issuers and co-obligors of outstanding debt of parent, percentage owned	100.00%	100.00%
Current assets:
Cash and cash equivalents	88.3	82.6	195.8	163.0
Accounts receivable	163.3	191.0
Inventories, primarily finished goods	258.2	261.7
Prepaid and refundable income taxes	16.8	18.6
Deferred taxes	17.5	17.9
Prepaid expenses and other current assets	29.8	23.6
Total current assets	573.9	595.4
Property, plant and equipment	58.3	64.6
Due from affiliates	329.8	497.7
Goodwill		49.9
Other intangibles	5.2	6.0
Deferred taxes	93.1	93.0
Investments in subsidiaries	1,921.0	1,745.4
Other assets	62.6	67.7
Total assets	3,043.9	3,119.7
Current liabilities:
Current portion of long-term debt and capital lease obligations	254.4
Current portion of acquisition consideration payable	2.6	30.3
Accounts payable	140.0	156.2
Income taxes payable	19.8	22.1
Accrued expenses and other current liabilities	70.6	70.6
Total current liabilities	487.4	279.2
Long-term debt	673.4	934.4
Obligations under capital leases	0	0
Income taxes payable	0.6	0.5
Deferred taxes	0	0
Acquisition consideration payable	4.0	6.0
Due to affiliates	0	0
Other noncurrent liabilities	68.7	88.1
Total liabilities	1,234.1	1,308.2
Equity:
Common stock and additional paid-in capital	1,294.3	1,294.3
Retained earnings	521.6	535.1
Accumulated other comprehensive (loss) income	(6.1)	(17.9)
Total Jones stockholders' equity	1,809.8	1,811.5
Noncontrolling interests	0	0
Total equity	1,809.8	1,811.5
Total liabilities and equity	3,043.9	3,119.7
Others [Member]
Current assets:
Cash and cash equivalents	28.1	67.0	43.0	37.8
Accounts receivable	183.7	190.0
Inventories, primarily finished goods	286.5	226.2
Prepaid and refundable income taxes	0.4	0.3
Deferred taxes	14.5	15.3
Prepaid expenses and other current assets	21.3	18.2
Total current assets	534.5	517.0
Property, plant and equipment	190.7	213.5
Due from affiliates	497.9	319.0
Goodwill	166.4	165.4
Other intangibles	847.2	863.7
Deferred taxes	0	0
Investments in subsidiaries	56.2	38.9
Other assets	23.6	29.1
Total assets	2,316.5	2,146.6
Current liabilities:
Current portion of long-term debt and capital lease obligations	2.2	2.2
Current portion of acquisition consideration payable	0	0
Accounts payable	113.2	101.3
Income taxes payable	5.8	12.9
Accrued expenses and other current liabilities	72.9	82.8
Total current liabilities	194.1	199.2
Long-term debt	0	0
Obligations under capital leases	19.1	21.3
Income taxes payable	0	0
Deferred taxes	163.0	155.7
Acquisition consideration payable	0	0
Due to affiliates	0	0
Other noncurrent liabilities	20.5	25.0
Total liabilities	396.7	401.2
Redeemable noncontrolling interest	0.2	0.6
Equity:
Common stock and additional paid-in capital	1,647.5	948.0
Retained earnings	260.9	793.1
Accumulated other comprehensive (loss) income	10.8	2.8
Total Jones stockholders' equity	1,919.2	1,743.9
Noncontrolling interests	0.4	0.9
Total equity	1,919.6	1,744.8
Total liabilities and equity	$ 2,316.5	$ 2,146.6
5.125% Senior Notes, due 2014 [Member]
Condensed Financial Statements, Captions [Line Items]
Interest rate on notes (in hundredths)	5.125%	5.125%
5.125% Senior Notes, due 2014 [Member] | Co-Issuers [Member]
Condensed Financial Statements, Captions [Line Items]
Interest rate on notes (in hundredths)	5.125%	5.125%
6.875% Senior Notes, due 2019 [Member]
Condensed Financial Statements, Captions [Line Items]
Interest rate on notes (in hundredths)	6.875%	6.875%	6.875%
6.875% Senior Notes, due 2019 [Member] | Co-Issuers [Member]
Condensed Financial Statements, Captions [Line Items]
Interest rate on notes (in hundredths)	6.875%	6.875%
6.125% Senior Notes, due 2034 [Member]
Condensed Financial Statements, Captions [Line Items]
Interest rate on notes (in hundredths)	6.125%	6.125%
6.125% Senior Notes, due 2034 [Member] | Co-Issuers [Member]
Condensed Financial Statements, Captions [Line Items]
Interest rate on notes (in hundredths)	6.125%	6.125%

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STOCK OPTIONS AND RESTRICTED STOCK (Details) (USD $) In Millions, except Per Share data, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Long-term incentive plan [Abstract]
Shares available for future option and restricted stock grants	4.1	2.7
Compensation cost recorded for stock-based employee compensation awards	$ 23.3	$ 19.7	$ 16.7
Total tax benefit recognized for compensation cost	7.1	6.3	5.1
Total compensation cost related to unvested awards not yet recognized	21.1
Weighted-average period to amortize compensation cost not yet recognized (in months)	23 months
Options [Roll Forward]
Outstanding, beginning of period (in shares)		1.9	4.4
Cancelled (in shares)			(0.1)
Expired (in shares)		(1.9)	(2.4)
Outstanding, end of period (in shares)			1.9
Exercisable, end of period (in shares)			1.9
Weighted Average Exercise Price [Abstract]
Outstanding, beginning of period (in dollars per share)		$ 36.50	$ 34.74
Cancelled (in dollars per share)			$ 32.87
Expired (in dollars per share)		$ 36.50	$ 33.43
Outstanding, end of period (in dollars per share)			$ 36.50
Exercisable, end of period (in dollars per share)			$ 36.50
Weighted-average contractual term (in years) of: [Abstract]
Options outstanding at end of year (in years)			0 years 2 months 12 days
Options exercisable at end of year (in years)			0 years 2 months 12 days
Intrinsic value (in millions) of: [Abstract]
Options outstanding at end of year			0
Options exercisable at end of year			0
Options exercised during the year			0
Fair value (in millions) of options vested during the year			0
Time Based Vesting [Member]
Shares [Roll Forward]
Nonvested, beginning of period (in shares)	2.2	1.9	2.0
Granted (in shares)	1.1	1.2	0.9
Vested (in shares)	(0.5)	(0.7)	(0.8)
Forfeited (in shares)	(0.2)	(0.2)	(0.2)
Nonvested, end of period (in shares)	2.6	2.2	1.9
Weighted Average Fair Value [Abstract]
Nonvested, beginning of period (in dollars per share)	$ 11.64	$ 11.66	$ 10.24
Granted (in dollars per share)	$ 12.49	$ 9.76	$ 12.56
Vested (in dollars per share)	$ 13.86	$ 8.24	$ 9.27
Forfeited (in dollars per share)	$ 11.86	$ 12.43	$ 11.34
Nonvested, end of period (in dollars per share)	$ 11.85	$ 11.64	$ 11.66
Fair value (in millions) of shares vested during the year	7.4	5.7	7.7
Performance Based Vesting [Member]
Shares [Roll Forward]
Nonvested, beginning of period (in shares)	1.8	1.5	1.3
Granted (in shares)	0.8	1.0	0.6
Vested (in shares)	(0.4)	(0.6)	(0.3)
Forfeited (in shares)	(0.1)	(0.1)	(0.1)
Nonvested, end of period (in shares)	2.1	1.8	1.5
Weighted Average Fair Value [Abstract]
Nonvested, beginning of period (in dollars per share)	$ 11.48	$ 10.79	$ 11.21
Granted (in dollars per share)	$ 12.00	$ 9.34	$ 12.61
Vested (in dollars per share)	$ 14.90	$ 6.19	$ 14.46
Forfeited (in dollars per share)	$ 10.78	$ 10.30	$ 15.28
Nonvested, end of period (in dollars per share)	$ 11.22	$ 11.48	$ 10.79
Fair value (in millions) of shares vested during the year	5.9	3.6	4.8
Performance Based Vesting [Member] | 100% or Better [Member]
Unvested Restricted Stock Vesting Rights [Abstract]
Unvested restricted stock vesting rights (in hundredths)	100.00%
Performance Based Vesting [Member] | 90% [Member]
Unvested Restricted Stock Vesting Rights [Abstract]
Unvested restricted stock vesting rights (in hundredths)	75.00%
Performance Based Vesting [Member] | 80% [Member]
Unvested Restricted Stock Vesting Rights [Abstract]
Unvested restricted stock vesting rights (in hundredths)	50.00%
Performance Based Vesting [Member] | Below 80% [Member]
Unvested Restricted Stock Vesting Rights [Abstract]
Unvested restricted stock vesting rights (in hundredths)	0.00%
Market Condition Based Vesting [Member]
Shares [Roll Forward]
Nonvested, beginning of period (in shares)	1.8	1.5	1.3
Granted (in shares)	0.8	1.0	0.6
Vested (in shares)		(0.2)	(0.3)
Forfeited (in shares)	(0.5)	(0.5)	(0.1)
Nonvested, end of period (in shares)	2.1	1.8	1.5
Weighted Average Fair Value [Abstract]
Nonvested, beginning of period (in dollars per share)	$ 5.94	$ 6.80	$ 11.21
Granted (in dollars per share)	$ 7.25	$ 3.66	$ 3.15
Vested (in dollars per share)		$ 6.60	$ 14.46
Forfeited (in dollars per share)	$ 12.56	$ 3.33	$ 15.28
Nonvested, end of period (in dollars per share)	$ 4.87	$ 5.94	$ 6.80
Fair value (in millions) of shares vested during the year	$ 0	$ 1.6	$ 4.8
Market Condition Based Vesting [Member] | Median or Better [Member]
Unvested Restricted Stock Vesting Rights [Abstract]
Unvested restricted stock vesting rights (in hundredths)	100.00%
Market Condition Based Vesting [Member] | 40th Percentile [Member]
Unvested Restricted Stock Vesting Rights [Abstract]
Unvested restricted stock vesting rights (in hundredths)	75.00%
Market Condition Based Vesting [Member] | 30th Percentile [Member]
Unvested Restricted Stock Vesting Rights [Abstract]
Unvested restricted stock vesting rights (in hundredths)	50.00%
Market Condition Based Vesting [Member] | Below 30th Percentile [Member]
Unvested Restricted Stock Vesting Rights [Abstract]
Unvested restricted stock vesting rights (in hundredths)	0.00%
Stock Options [Member]
Stock Options [Abstract]
Expiry Period	7 years
Stock Options [Member] | Director [Member]
Stock Options [Abstract]
Vesting period	6 months
Stock Options [Member] | Minimum [Member]
Stock Options [Abstract]
Vesting period	3 years
Stock Options [Member] | Maximum [Member]
Stock Options [Abstract]
Vesting period	5 years
Restricted Stock [Member]
Stock Options [Abstract]
Vesting period	3 years

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SUPPLEMENTAL PRO FORMA CONDENSED FINANCIAL INFORMATION, Part II (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended																12 Months Ended
	Dec. 31, 2013		Oct. 05, 2013		Jul. 06, 2013		Apr. 06, 2013		Dec. 31, 2012		Sep. 29, 2012		Jun. 30, 2012		Mar. 31, 2012		Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Condensed Consolidating Statements of Operations [Abstract]
Net sales	$ 876.5		$ 1,011.0		$ 835.2		$ 997.6		$ 958.3		$ 1,024.6		$ 844.3		$ 923.4		$ 3,720.3	$ 3,750.6	$ 3,734.0
Licensing income																	43.2	46.2	50.2
Other revenues																	1.4	1.3	1.1
Total revenues	888.9		1,021.7		845.6		1,008.7		971.9		1,035.4		854.8		936.0		3,764.9	3,798.1	3,785.3
Cost of goods sold																	2,435.5	2,427.4	2,440.1
Gross profit	321.1		359.3		300.7		348.4		336.5		364.6		326.2		343.5		1,329.4	1,370.7	1,345.2
Selling, general and administrative expenses																	1,225.9	1,226.9	1,173.2
Trademark impairments	7.2								21.5								7.2	21.5	31.5
Goodwill impairment	49.9								47.6								49.9	47.6
Operating (loss) income	(44.1)	[1]	62.8	[1]	10.8	[1]	16.9	[1]	(49.9)	[2]	62.7	[2]	21.7	[2]	40.2	[2]	46.4	74.7	140.5
Net interest expense (income) and financing costs																	60.3	145.1	73.3
Equity in income of unconsolidated affiliate																	0.6	2.5	3.9
(Loss) income before (benefit) provision for income taxes																	(13.3)	(67.9)	71.1
(Benefit) provision for income taxes																	6.4	(12.9)	19.6
(Loss) income before earnings of subsidiaries																	(19.7)	(55.0)	51.5
Net (loss) income	(47.1)		29.7		(3.2)		0.9		(80.1)		17.8		8.4		(1.0)		(19.7)	(55.0)	51.5
Less: income attributable to noncontrolling interests																	0.1	1.1	0.8
(Loss) income attributable to Jones																	(19.8)	(56.1)	50.7
Condensed Statement of Comprehensive (Loss) Income [Abstract]
Net (loss) income	(47.1)		29.7		(3.2)		0.9		(80.1)		17.8		8.4		(1.0)		(19.7)	(55.0)	51.5
Other comprehensive income (loss):
Pension and postretirement liability adjustments, net of tax																	6.7	(0.1)	(7.1)
Change in fair value of cash flow hedges, net of tax																	0.5	0	(0.2)
Reclassification adjustment for hedge gains and losses included in net (loss) income, net of tax																	(0.6)	0.1	0.5
Foreign currency translation adjustments																	5.2	11.7	(14.4)
Total other comprehensive income (loss)																	11.8	11.7	(21.2)
Comprehensive income (loss)																	(7.9)	(43.3)	30.3
Condensed Consolidating Statement of Cash Flows [Abstract]
Net cash provided by operating activities																	92.4	112.7	271.7
Cash flows from investing activities:
Acquisition of KG Group Holdings, net of cash acquired																			(143.1)
Acquisition of Moda Nicola International																			(2.5)
Acquisition of Brian Atwood, net of cash acquired																	(0.5)	(4.4)
Contingent consideration paid related to investment in GRI Group Limited																		(3.5)
Acquisition of additional equity interest in GRI Group Limited																	(14.7)
Capital expenditures																	(58.7)	(76.5)	(98.0)
Notes receivable issued																	(7.6)
Proceeds from sale of trademark																		5.0
Other items, net																	0.1	(0.1)	0.1
Net cash used in investing activities																	(81.4)	(79.5)	(243.5)
Cash flows from financing activities:
Issuance of 6.875% Senior Notes																		103.5	300.0
Debt issuance costs																		(2.6)	(6.6)
Costs related to secured revolving credit agreement																	(0.3)	(0.3)	(3.3)
Repayment of acquired debt of KG Group Holdings																			(174.1)
Repayment of long-term debt																	(0.1)	(0.1)	(0.1)
Distributions to noncontrolling interests																	(1.1)	(1.0)	(0.7)
Payments of acquisition consideration payable																	(9.4)	(163.9)	(10.1)
Repurchases of common stock																	(14.5)	(44.0)	(78.0)
Dividends paid																	(15.4)	(15.5)	(16.6)
Principal payments on capital leases																	(2.1)	(1.9)	(1.7)
Excess tax benefits from share-based payments																	0.1	2.3	1.6
Net cash (used in) provided by financing activities																	(42.8)	(123.5)	10.4
Effect of exchange rates on cash																	(1.4)	1.1	(0.6)
Net increase (decrease) in cash and cash equivalents																	(33.2)	(89.2)	38.0
CASH AND CASH EQUIVALENTS, BEGINNING							149.6								238.8		149.6	238.8	200.8
CASH AND CASH EQUIVALENTS, ENDING	116.4								149.6								116.4	149.6	238.8
Jones [Member]
Condensed Consolidating Statements of Operations [Abstract]
Equity in earnings (loss) of subsidiaries																	(13.4)	(55.3)	32.5
Net (loss) income																	(13.4)	(55.3)	32.5
(Loss) income attributable to Jones																	(13.4)	(55.3)	32.5
Condensed Statement of Comprehensive (Loss) Income [Abstract]
Net (loss) income																	(13.4)	(55.3)	32.5
Other comprehensive income (loss):
Pension and postretirement liability adjustments, net of tax																	6.7	(0.1)	(7.1)
Change in fair value of cash flow hedges, net of tax																	0.5	0	(0.2)
Reclassification adjustment for hedge gains and losses included in net (loss) income, net of tax																	(0.6)	0.1	0.5
Foreign currency translation adjustments																	5.2	11.7	(14.4)
Total other comprehensive income (loss)																	11.8	11.7	(21.2)
Comprehensive income (loss)																	(1.6)	(43.6)	11.3
Condensed Consolidating Statement of Cash Flows [Abstract]
Net cash provided by operating activities																	15.4	15.5	16.6
Cash flows from financing activities:
Dividends paid																	(15.4)	(15.5)	(16.6)
Net cash (used in) provided by financing activities																	(15.4)	(15.5)	(16.6)
Consolidation, Eliminations [Member]
Condensed Consolidating Statements of Operations [Abstract]
Net sales																	(26.7)	(28.2)	(23.0)
Total revenues																	(26.7)	(28.2)	(23.0)
Cost of goods sold																	(18.1)	(18.4)	(10.9)
Gross profit																	(8.6)	(9.8)	(12.1)
Selling, general and administrative expenses																	(8.8)	(8.9)	(11.8)
Operating (loss) income																	0.2	(0.9)	(0.3)
(Loss) income before (benefit) provision for income taxes																	0.2	(0.9)	(0.3)
(Benefit) provision for income taxes																	6.4	(0.5)	(18.5)
(Loss) income before earnings of subsidiaries																	(6.2)	(0.4)	18.2
Equity in earnings (loss) of subsidiaries																	(145.6)	(67.6)	(196.2)
Net (loss) income																	(151.8)	(68.0)	(178.0)
(Loss) income attributable to Jones																	(151.8)	(68.0)	(178.0)
Condensed Statement of Comprehensive (Loss) Income [Abstract]
Net (loss) income																	(151.8)	(68.0)	(178.0)
Other comprehensive income (loss):
Pension and postretirement liability adjustments, net of tax																	(6.7)	0.1	8.3
Change in fair value of cash flow hedges, net of tax																	(1.0)	0	0.4
Reclassification adjustment for hedge gains and losses included in net (loss) income, net of tax																	1.2	(0.2)	(1.0)
Foreign currency translation adjustments																	(10.4)	(23.1)	28.8
Total other comprehensive income (loss)																	(16.9)	(23.2)	36.5
Comprehensive income (loss)																	(168.7)	(91.2)	(141.5)
Condensed Consolidating Statement of Cash Flows [Abstract]
Net cash provided by operating activities																	(22.0)	(31.2)	(35.4)
Cash flows from financing activities:
Dividends paid																	22.0	31.2	35.4
Net cash (used in) provided by financing activities																	22.0	31.2	35.4
Co-Issuers [Member]
Condensed Consolidating Statements of Operations [Abstract]
Net sales																	2,164.8	2,258.4	2,370.0
Licensing income																	0.6	0.2	0.1
Other revenues																	1.4	1.3	1.1
Total revenues																	2,166.8	2,259.9	2,371.2
Cost of goods sold																	1,468.5	1,517.7	1,568.3
Gross profit																	698.3	742.2	802.9
Selling, general and administrative expenses																	839.0	854.8	893.5
Goodwill impairment																	49.9
Operating (loss) income																	(190.6)	(112.6)	(90.6)
Net interest expense (income) and financing costs																	55.1	143.1	76.7
(Loss) income before (benefit) provision for income taxes																	(245.7)	(255.7)	(167.3)
(Benefit) provision for income taxes																	(73.3)	(77.5)	(36.1)
(Loss) income before earnings of subsidiaries																	(172.4)	(178.2)	(131.2)
Equity in earnings (loss) of subsidiaries																	159.0	122.9	163.7
Net (loss) income																	(13.4)	(55.3)	32.5
(Loss) income attributable to Jones																	(13.4)	(55.3)	32.5
Condensed Statement of Comprehensive (Loss) Income [Abstract]
Net (loss) income																	(13.4)	(55.3)	32.5
Other comprehensive income (loss):
Pension and postretirement liability adjustments, net of tax																	6.7	(0.1)	(7.1)
Change in fair value of cash flow hedges, net of tax																	0.5	0	(0.2)
Reclassification adjustment for hedge gains and losses included in net (loss) income, net of tax																	(0.6)	0.1	0.5
Foreign currency translation adjustments																	5.2	11.7	(14.4)
Total other comprehensive income (loss)																	11.8	11.7	(21.2)
Comprehensive income (loss)																	(1.6)	(43.6)	11.3
Condensed Consolidating Statement of Cash Flows [Abstract]
Net cash provided by operating activities																	60.7	19.2	192.7
Cash flows from investing activities:
Acquisition of KG Group Holdings, net of cash acquired																			(143.1)
Acquisition of Moda Nicola International																			(2.5)
Acquisition of Brian Atwood, net of cash acquired																	(0.5)	(5.0)
Capital expenditures																	(15.9)	(19.8)	(37.3)
Notes receivable issued																	(6.1)
Net cash used in investing activities																	(22.5)	(24.8)	(182.9)
Cash flows from financing activities:
Issuance of 6.875% Senior Notes																		103.5	300.0
Debt issuance costs																		(2.6)	(6.6)
Costs related to secured revolving credit agreement																	(0.3)	(0.3)	(3.3)
Repayment of acquired debt of KG Group Holdings																			(174.1)
Payments of acquisition consideration payable																	(2.4)	(151.0)
Repurchases of common stock																	(14.5)	(44.0)	(78.0)
Dividends paid																	(15.4)	(15.5)	(16.6)
Excess tax benefits from share-based payments																	0.1	2.3	1.6
Net cash (used in) provided by financing activities																	(32.5)	(107.6)	23.0
Effect of exchange rates on cash																	0	0
Net increase (decrease) in cash and cash equivalents																	5.7	(113.2)	32.8
CASH AND CASH EQUIVALENTS, BEGINNING							82.6								195.8		82.6	195.8	163.0
CASH AND CASH EQUIVALENTS, ENDING	88.3								82.6								88.3	82.6	195.8
Others [Member]
Condensed Consolidating Statements of Operations [Abstract]
Net sales																	1,582.2	1,520.4	1,387.0
Licensing income																	42.6	46.0	50.1
Total revenues																	1,624.8	1,566.4	1,437.1
Cost of goods sold																	985.1	928.1	882.7
Gross profit																	639.7	638.3	554.4
Selling, general and administrative expenses																	395.7	381.0	291.5
Trademark impairments																	7.2	21.5	31.5
Goodwill impairment																	0	47.6
Operating (loss) income																	236.8	188.2	231.4
Net interest expense (income) and financing costs																	5.2	2.0	(3.4)
Equity in income of unconsolidated affiliate																	0.6	2.5	3.9
(Loss) income before (benefit) provision for income taxes																	232.2	188.7	238.7
(Benefit) provision for income taxes																	73.3	65.1	74.2
(Loss) income before earnings of subsidiaries																	158.9	123.6	164.5
Net (loss) income																	158.9	123.6	164.5
Less: income attributable to noncontrolling interests																	0.1	1.1	0.8
(Loss) income attributable to Jones																	158.8	122.5	163.7
Condensed Statement of Comprehensive (Loss) Income [Abstract]
Net (loss) income																	158.9	123.6	164.5
Other comprehensive income (loss):
Pension and postretirement liability adjustments, net of tax																	0	0	(1.2)
Change in fair value of cash flow hedges, net of tax																	0.5	0	(0.2)
Reclassification adjustment for hedge gains and losses included in net (loss) income, net of tax																	(0.6)	0.1	0.5
Foreign currency translation adjustments																	5.2	11.4	(14.4)
Total other comprehensive income (loss)																	5.1	11.5	(15.3)
Comprehensive income (loss)																	164.0	135.1	149.2
Condensed Consolidating Statement of Cash Flows [Abstract]
Net cash provided by operating activities																	38.3	109.2	97.8
Cash flows from investing activities:
Acquisition of Brian Atwood, net of cash acquired																		0.6
Contingent consideration paid related to investment in GRI Group Limited																		(3.5)
Acquisition of additional equity interest in GRI Group Limited																	(14.7)
Capital expenditures																	(42.8)	(56.7)	(60.7)
Notes receivable issued																	(1.5)
Proceeds from sale of trademark																		5.0
Other items, net																	0.1	(0.1)	0.1
Net cash used in investing activities																	(58.9)	(54.7)	(60.6)
Cash flows from financing activities:
Repayment of long-term debt																	(0.1)	(0.1)	(0.1)
Distributions to noncontrolling interests																	(1.1)	(1.0)	(0.7)
Payments of acquisition consideration payable																	(7.0)	(12.9)	(10.1)
Dividends paid																	(6.6)	(15.7)	(18.8)
Principal payments on capital leases																	(2.1)	(1.9)	(1.7)
Net cash (used in) provided by financing activities																	(16.9)	(31.6)	(31.4)
Effect of exchange rates on cash																	(1.4)	1.1	(0.6)
Net increase (decrease) in cash and cash equivalents																	(38.9)	24.0	5.2
CASH AND CASH EQUIVALENTS, BEGINNING							67.0								43.0		67.0	43.0	37.8
CASH AND CASH EQUIVALENTS, ENDING	$ 28.1								$ 67.0								$ 28.1	$ 67.0	$ 43.0

[1] Includes trademark impairments of $7.2 million and goodwill impairment of $49.9 million in the fourth fiscal quarter of 2013.

[2] Includes trademark impairments of $21.5 million and goodwill impairment of $47.6 million in the fourth fiscal quarter of 2012.

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COMMON STOCK (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Treasury stock transactions [Abstract]
Number of shares of common stock repurchased (in shares)	1.2	4.2	7.2
Repurchase of common shares	$ 14.5	$ 44.0	$ 78.0
Value of authorized repurchases still available	$ 156.9

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LONG-TERM DEBT (Details) In Millions, unless otherwise specified							12 Months Ended							0 Months Ended		12 Months Ended
	Dec. 31, 2013 USD ($)	Dec. 31, 2012 USD ($)	Dec. 31, 2013 Notes Payable, due 2014 [Member] USD ($)	Dec. 31, 2012 Notes Payable, due 2014 [Member] USD ($)	Dec. 31, 2013 5.125% Senior Notes, due 2014 [Member] USD ($)	Dec. 31, 2012 5.125% Senior Notes, due 2014 [Member] USD ($)	Dec. 31, 2012 6.875% Senior Notes, due 2019 [Member] USD ($)	Dec. 31, 2013 6.875% Senior Notes, due 2019 [Member] USD ($)	Dec. 31, 2011 6.875% Senior Notes, due 2019 [Member]	Dec. 31, 2013 6.125% Senior Notes, due 2034 [Member] USD ($)	Dec. 31, 2012 6.125% Senior Notes, due 2034 [Member] USD ($)	Dec. 31, 2013 5.0% Loan Notes due 2016 [Member] USD ($)	Dec. 31, 2012 5.0% Loan Notes due 2016 [Member] USD ($)	Jun. 02, 2011 Kurt Geiger [Member] USD ($)	Jun. 02, 2011 Kurt Geiger [Member] GBP (£)	Dec. 31, 2013 Kurt Geiger [Member] GBP (£)
Debt Instrument [Line Items]
Total long-term debt	$ 927.8	$ 934.5	$ 0	$ 0.1	$ 254.3	$ 259.3	$ 415.3	$ 413.5		$ 249.7	$ 249.7	$ 10.3	$ 10.1
Less current portion	254.4	0.1
Long-term debt, excluding current maturities	673.4	934.4
Interest rate on notes (in hundredths)					5.125%	5.125%	6.875%	6.875%	6.875%	6.125%	6.125%	5.00%	5.00%	5.00%	5.00%
Unamortized (discount) premium					0	(0.1)	3.4	2.8		(0.3)	(0.3)
Fair value adjustments					4.3	9.4	11.9	10.7
Future maturities of long-term debt [Abstract]
2014	250.0
2016	10.3
Weighted-average interest rate of long-term debt (in hundredths)	6.20%	6.20%
Face amount of debt							100.0
Premium on long-term debt							3.5
Proceeds from issuance of Long-Term Debt							100.9
Amount of purchase price payable rolled over into Loan Note to senior managers														$ 10.2	£ 6.2	£ 6.2
Maturity date														Apr. 16, 2016	Apr. 16, 2016	Apr. 16, 2016

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OBLIGATIONS UNDER CAPITAL LEASES

12 Months Ended

Dec. 31, 2013

OBLIGATIONS UNDER CAPITAL LEASES [Abstract]

OBLIGATIONS UNDER CAPITAL LEASES

OBLIGATIONS UNDER CAPITAL LEASES

Obligations under capital leases consist of the following:

December 31,	2013		2012
(In millions)
Warehouses, office facilities and equipment	$	21.3	$	23.4
Less: current portion		2.2		2.1
Obligations under capital leases - noncurrent	$	19.1	$	21.3

We lease an office facility in Bristol, Pennsylvania under a 20-year net lease that runs until July 2018 and requires minimum annual rent payments of approximately $1.2 million.  The building was capitalized at $12.2 million, which approximated the present value of the minimum lease payments.

In 2003, we entered into a sale-leaseback agreement for our Virginia warehouse facility.  This transaction resulted in a net gain of $7.5 million that has been deferred and is being amortized over the lease term, which runs until March 2023 and requires minimum annual rent payments of $2.4 million.  The building was capitalized at $25.6 million, which approximated the present value of the minimum lease payments.

The following is a schedule by year of future minimum lease payments under capital leases, together with the present value of the net minimum lease payments as of December 31, 2013:

Year Ending December 31,
(In millions)
2014	$	3.7
2015		3.7
2016		3.7
2017		3.7
2018		3.2
Later years		10.4
Total minimum lease payments		28.4
Less: amount representing interest		7.1
Present value of net minimum lease payments	$	21.3

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STATEMENT OF CASH FLOWS (Tables)

12 Months Ended

Dec. 31, 2013

STATEMENT OF CASH FLOWS [Abstract]

Supplemental Cash Flow Information

Year Ended December 31,	2013		2012		2011
(In millions)
Supplemental disclosures of cash flow information:
Cash paid (received) during the year for:
Interest	$	82.3	$	147.1	$	45.9
Net income tax payments (refunds)		9.4		5.8		(9.6	)
Supplemental disclosures of non-cash investing and financing activities:
Fair value of restricted stock issued to employees		29.8		24.6		21.4
Shares withheld for taxes upon vesting of restricted stock		2.7		0.3		-
Note payable and deferred compensation recorded related to acquisition of Kurt Geiger		-		-		10.2

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PROPERTY, PLANT AND EQUIPMENT (Tables)

12 Months Ended

Dec. 31, 2013

PROPERTY, PLANT AND EQUIPMENT [Abstract]

Property Plant and Equipment

Major classes of property, plant and equipment are as follows:

December 31,	2013		2012		Useful lives (years		)
(In millions)
Land and buildings	$	77.9	$	78.1		10 – 20
Leasehold improvements		238.4		255.3		1 – 20
Machinery, equipment and software		399.7		385.3		3 – 20
Furniture and fixtures		110.6		104.6		1 – 8
Construction in progress		17.9		20.1		-
		844.5		843.4
Less: accumulated depreciation and amortization		595.5		565.3
	$	249.0	$	278.1

Obligations under Capital Leases

Obligations under capital leases consist of the following:

December 31,	2013		2012
(In millions)
Warehouses, office facilities and equipment	$	21.3	$	23.4
Less: current portion		2.2		2.1
Obligations under capital leases - noncurrent	$	19.1	$	21.3

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ACCUMULATED OTHER COMPREHENSIVE LOSS, Reclassification Table (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended								12 Months Ended
	Dec. 31, 2013	Oct. 05, 2013	Jul. 06, 2013	Apr. 06, 2013	Dec. 31, 2012	Sep. 29, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2013		Dec. 31, 2012		Dec. 31, 2011
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Cost of goods sold									$ (2,435.5)		$ (2,427.4)		$ (2,440.1)
Selling, general and administrative expenses									(1,225.9)		(1,226.9)		(1,173.2)
Provision for income taxes									(6.4)		12.9		(19.6)
Net of tax	(47.1)	29.7	(3.2)	0.9	(80.1)	17.8	8.4	(1.0)	(19.7)		(55.0)		51.5
Total reclassifications									0.1		0.2		2.7
Reclassification out of Accumulated Other Comprehensive Loss [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Total reclassifications									(0.1)	[1]	(0.2)	[1]	(2.7)	[1]
Gains (Losses) on Foreign Exchange Contracts [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Total reclassifications									(0.6)		0.1		0.5
Gains (Losses) on Foreign Exchange Contracts [Member] | Reclassification out of Accumulated Other Comprehensive Loss [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Cost of goods sold									0.8	[1]	(0.1)	[1]	(0.8)	[1]
Provision for income taxes									(0.2)	[1]	0	[1]	0.3	[1]
Net of tax									0.6	[1]	(0.1)	[1]	(0.5)	[1]
Defined Benefit Pension Items [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Total reclassifications									0.7		0.1		2.2
Defined Benefit Pension Items [Member] | Reclassification out of Accumulated Other Comprehensive Loss [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Selling, general and administrative expenses									(1.1)	[1]	(2.2)	[1]	(3.4)	[1]
Provision for income taxes									0.4	[1]	2.1	[1]	1.2	[1]
Net of tax									$ (0.7)	[1]	$ (0.1)	[1]	$ (2.2)	[1]

[1] Amounts in parenthesis indicate debits to profit/loss.

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SUMMARY OF ACCOUNTING POLICIES (Tables)

12 Months Ended

Dec. 31, 2013

SUMMARY OF ACCOUNTING POLICIES [Abstract]

Antidilutive Securities Excluded from Computation of Earnings Per Share

The following options to purchase shares of common stock were outstanding during a portion of 2011 but were not included in the computation of diluted earnings per share because the exercise prices of the options were greater than the average market price of the common shares and, therefore, would be antidilutive.  For 2012 and 2013, any stock options and shares of nonparticipating restricted stock outstanding were not included in the computation of diluted earnings per share due to the net loss for the year.

For the year ended December 31,	2013			2012			2011
Number of options (in millions)		N/	A		N/	A		4.4
Weighted average exercise price							$	34.74

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STOCK OPTIONS AND RESTRICTED STOCK (Tables)

12 Months Ended

Dec. 31, 2013

STOCK OPTIONS AND RESTRICTED STOCK [Abstract]

Stock Option Transactions

The following tables summarize information about stock option transactions and related information (options in millions):

	2012					2011
	Options			Weighted Average Exercise Price		Options			Weighted Average Exercise Price
Outstanding, January 1,		1.9		$	36.50		4.4		$	34.74
Exercised		-			-		-			-
Cancelled		-			-		(0.1	)		32.87
Expired		(1.9	)		36.50		(2.4	)		33.43
Outstanding, December 31,		-		$	-		1.9		$	36.50
Exercisable, December 31,		-		$	-		1.9		$	36.50

	2012		2011
Weighted-average contractual term (in years) of:
Options outstanding at end of year		-		0.2
Options exercisable at end of year		-		0.2
Intrinsic value (in millions) of:
Options outstanding at end of year	$	-	$	-
Options exercisable at end of year	$	-	$	-
Options exercised during the year	$	-	$	-
Fair value (in millions) of options vested during the year	$	-	$	-

Time Based Vesting [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Unvested Restricted Stock Transactions

The following tables summarize information about unvested restricted stock transactions and related information for shares subject to time-based vesting (shares in millions):

	2013					2012					2011
	Shares			Weighted Average Fair Value		Shares			Weighted Average Fair Value		Shares			Weighted Average Fair Value
Nonvested, January 1,		2.2		$	11.64		1.9		$	11.66		2.0		$	10.24
Granted		1.1			12.49		1.2			9.76		0.9			12.56
Vested		(0.5	)		13.86		(0.7	)		8.24		(0.8	)		9.27
Forfeited		(0.2	)		11.86		(0.2	)		12.43		(0.2	)		11.34
Nonvested, December 31,		2.6		$	11.85		2.2		$	11.64		1.9		$	11.66

	2013		2012		2011
Fair value (in millions) of shares vested during the year	$	7.4	$	5.7	$	7.7

Performance Based Vesting [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Unvested Restricted Stock Transactions

The following tables summarize information about unvested restricted stock transactions and related information for shares with performance conditions (shares in millions):

	2013					2012					2011
	Shares			Weighted Average Fair Value		Shares			Weighted Average Fair Value		Shares			Weighted Average Fair Value
Nonvested, January 1,		1.8		$	11.48		1.5		$	10.79		1.3		$	11.21
Granted		0.8			12.00		1.0			9.34		0.6			12.61
Vested		(0.4	)		14.90		(0.6	)		6.19		(0.3	)		14.46
Forfeited		(0.1	)		10.78		(0.1	)		10.30		(0.1	)		15.28
Nonvested, December 31,		2.1		$	11.22		1.8		$	11.48		1.5		$	10.79

	2013		2012		2011
Fair value (in millions) of shares vested during the year	$	5.9	$	3.6	$	4.8

Vesting Conditions

Restricted stock grants that vest subject to performance conditions will vest subject to achievement of a cumulative operating cash flow target for a specified three-year period, as follows, with interpolation for intermediate points.

Performance Against Budget	Vesting
100% or Better	100%
90%	75%
80%	50%
Below 80%	0%

Market Condition Based Vesting [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Unvested Restricted Stock Transactions

The following tables summarize information about unvested restricted stock transactions and related information for shares with market conditions (shares in millions):

	2013					2012					2011
	Shares			Weighted Average Fair Value		Shares			Weighted Average Fair Value		Shares			Weighted Average Fair Value
Nonvested, January 1,		1.8		$	5.94		1.5		$	6.80		1.3		$	11.21
Granted		0.8			7.25		1.0			3.66		0.6			3.15
Vested		-			-		(0.2	)		6.60		(0.3	)		14.46
Forfeited		(0.5	)		12.56		(0.5	)		3.33		(0.1	)		15.28
Nonvested, December 31,		2.1		$	4.87		1.8		$	5.94		1.5		$	6.80

	2013		2012		2011
Fair value (in millions) of shares vested during the year		-	$	1.6	$	4.8

Vesting Conditions

Restricted stock grants that vest subject to market conditions will vest if our total shareholder return (which is the stock price appreciation, assuming dividends are reinvested in our common stock when paid) for a specified three-year period is equal to or greater than the median total shareholder return of a peer group of apparel, footwear, and department store companies, as follows, with interpolation for intermediate points.

Performance Relative to Peers	Vesting
Median or Better	100%
40th Percentile	75%
30th Percentile	50%
Below 30th Percentile	0%

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FAIR VALUES Part I (Details) (Measured on a recurring basis [Member], USD $) In Millions, unless otherwise specified	Dec. 31, 2013	Dec. 31, 2012
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total assets	$ 10.2	$ 8.6
Total liabilities	353.6	44.9
Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total assets	9.1	8.4
Total liabilities	9.4	8.6
Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total assets	1.1	0.2
Total liabilities	337.6
Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total liabilities	6.6	36.3
Prepaid Expenses and Other Current Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Rabbi Trust assets	9.1	8.4
Prepaid Expenses and Other Current Assets [Member] | Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Rabbi Trust assets	9.1	8.4
Accrued Employee Compensation and Benefits [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Rabbi Trust liabilities	9.1	8.4
Accrued Employee Compensation and Benefits [Member] | Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Rabbi Trust liabilities	9.1	8.4
Current Portion of Acquisition Consideration Payable [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Acquisition consideration	2.6	30.3
Current Portion of Acquisition Consideration Payable [Member] | Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Acquisition consideration	2.6	30.3
Accrued Expenses and Other Current Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Deferred director fees	0.3	0.2
Accrued Expenses and Other Current Liabilities [Member] | Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Deferred director fees	0.3	0.2
Acquisition Consideration Payable, Net of Current Portion [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Acquisition consideration	4.0	6.0
Acquisition Consideration Payable, Net of Current Portion [Member] | Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Acquisition consideration	4.0	6.0
Interest Rate Swaps [Member] | Other Long-Term Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Derivative Asset	1.1
Interest Rate Swaps [Member] | Other Long-Term Assets [Member] | Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Derivative Asset	1.1
Interest Rate Swaps [Member] | Other Long-Term Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Derivative Liability	1.6
Interest Rate Swaps [Member] | Other Long-Term Liabilities [Member] | Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Derivative Liability	1.6
Interest Rate Cap [Member] | Other Long-Term Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Derivative Asset	0	0
Interest Rate Cap [Member] | Other Long-Term Assets [Member] | Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Derivative Asset	0	0
Hedged Portion of 6.875% Senior Notes Due 2019 [Member] | Long-term Debt [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Hedged portion of 6.875% Senior Notes due 2019	336.0
Hedged Portion of 6.875% Senior Notes Due 2019 [Member] | Long-term Debt [Member] | Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Hedged portion of 6.875% Senior Notes due 2019	336.0
Canadian Dollar - U.S. Dollar Forward Contracts [Member] | Prepaid Expenses and Other Current Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Derivative Asset	0	0.2
Canadian Dollar - U.S. Dollar Forward Contracts [Member] | Prepaid Expenses and Other Current Assets [Member] | Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Derivative Asset	$ 0	$ 0.2

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EQUITY METHOD INVESTMENTS (Details) (GRI [Member], USD $) In Millions, unless otherwise specified	Aug. 30, 2013	Jun. 21, 2012	Jun. 24, 2009	Jun. 20, 2008
GRI [Member]
Equity method investments [Abstract]
Equity method investment, ownership percentage (in hundredths)	34.25%		25.00%	10.00%
Equity method investment, additional investment cost	$ 14.7	$ 3.5	$ 15.2	$ 20.2
Contingent additional cash payment percentage of net income over threshold (in hundredths)			60.00%

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ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables)

12 Months Ended

Dec. 31, 2013

ACCUMULATED OTHER COMPREHENSIVE LOSS [Abstract]

Accumulated Other Comprehensive Loss

Changes in Accumulated Other Comprehensive (Loss) Income by Component

(In millions)	Gains (Losses) on Cash Flow Hedges			Defined Benefit Pension Items			Foreign Currency Translation			Total
Balance, January 1, 2011	$	(0.3	)	$	(16.4	)	$	8.3		$	(8.4	)
For the year ended December 31, 2011:
Other comprehensive (loss) income before reclassifications		(0.2	)		(9.3	)		(14.4	)		(23.9	)
Amounts reclassified from accumulated other comprehensive (loss) income		0.5			2.2			-			2.7
Net comprehensive (loss) income		0.3			(7.1	)		(14.4	)		(21.2	)
Balance, December 31, 2011		-			(23.5	)		(6.1	)		(29.6	)
For the year ended December 31, 2012:
Other comprehensive (loss) income before reclassifications		-			(0.2	)		11.7			11.5
Amounts reclassified from accumulated other comprehensive (loss) income		0.1			0.1			-			0.2
Net comprehensive (loss) income		0.1			(0.1	)		11.7			11.7
Balance, December 31, 2012		0.1			(23.6	)		5.6			(17.9	)
For the year ended December 31, 2013:
Other comprehensive (loss) income before reclassifications		0.5			6.0			5.2			11.7
Amounts reclassified from accumulated other comprehensive (loss) income		(0.6	)		0.7			-			0.1
Net comprehensive income		(0.1	)		6.7			5.2			11.8
Balance, December 31, 2013	$	-		$	(16.9	)	$	10.8		$	(6.1	)

Reclassification Out of Accumulated Other Comprehensive Loss

Reclassifications Out of Accumulated Other Comprehensive Loss

	Amount Reclassified from Accumulated Other Comprehensive Loss (a)
For the year ended December 31,	2013			2012			2011			Line Item in the Statement of Operations
Gains (losses) on foreign exchange contracts	$	0.8		$	(0.1	)	$	(0.8	)	Cost of goods sold
		(0.2	)		-			0.3		Provision for income taxes
		0.6			(0.1	)		(0.5	)	Net of tax
Amortization of defined benefit pension actuarial losses		(1.1	)		(2.2	)		(3.4	)	Selling, general and administrative expenses
		0.4			2.1			1.2		Provision for income taxes
		(0.7	)		(0.1	)		(2.2	)	Net of tax
Total reclassifications	$	(0.1	)	$	(0.2	)	$	(2.7	)

(a) - Amounts in parenthesis indicate debits to profit/loss.

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CONSOLIDATED STATEMENT OF CASH FLOWS (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss) income	$ (19.7)	$ (55.0)	$ 51.5
Adjustments to reconcile net (loss) income to net cash provided by operating activities, net of acquisitions:
Amortization of restricted stock	23.3	19.7	16.7
Depreciation and other amortization	87.6	90.1	88.1
Goodwill impairment	49.9	47.6
Trademark impairments	7.2	21.5	31.5
Other impairment losses	8.6	6.7	10.6
Adjustments to acquisition consideration payable	0.2	84.4	11.9
Equity in income of unconsolidated affiliate	(0.6)	(2.5)	(3.9)
Provision for losses on accounts receivable	0.6	0.3	1.3
Deferred taxes	5.3	(26.4)	17.9
Fair value adjustments related to interest rate swaps and cap	1.1	1.3	2.1
Write-off of deferred financing fees			1.9
Gain on sale of trademark		(3.1)
Other items, net	2.1	(0.4)	6.1
Changes in operating assets and liabilities:
Accounts receivable	34.8	(29.4)	22.3
Inventories	(55.1)	7.6	25.7
Prepaid expenses and other current assets	(8.7)	(4.9)	1.3
Accounts payable	(5.2)	18.2	(5.7)
Income taxes payable/prepaid income taxes	(8.5)	(0.4)	7.2
Accrued expenses and other current liabilities	(4.4)	7.9	(21.2)
Acquisition consideration payable	(20.5)	(94.6)	(5.3)
Other assets and liabilities	(5.6)	24.1	11.7
Total adjustments	112.1	167.7	220.2
Net cash provided by operating activities	92.4	112.7	271.7
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of KG Group Holdings, net of cash acquired			(143.1)
Acquisition of Moda Nicola International			(2.5)
Acquisition of Brian Atwood, net of cash acquired	(0.5)	(4.4)
Contingent consideration paid related to investment in GRI Group Limited		(3.5)
Acquisition of additional equity interest in GRI Group Limited	(14.7)
Capital expenditures	(58.7)	(76.5)	(98.0)
Notes receivable issued	(7.6)
Proceeds from sale of trademark		5.0
Other items, net	0.1	(0.1)	0.1
Net cash used in investing activities	(81.4)	(79.5)	(243.5)
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of 6.875% Senior Notes due 2019		103.5	300.0
Debt issuance costs		(2.6)	(6.6)
Costs related to secured revolving credit agreement	(0.3)	(0.3)	(3.3)
Repayment of acquired debt of KG Group Holdings			(174.1)
Repayment of long-term debt	(0.1)	(0.1)	(0.1)
Distributions to noncontrolling interests	(1.1)	(1.0)	(0.7)
Payments of acquisition consideration payable	(9.4)	(163.9)	(10.1)
Repurchases of common stock	(14.5)	(44.0)	(78.0)
Dividends paid	(15.4)	(15.5)	(16.6)
Principal payments on capital leases	(2.1)	(1.9)	(1.7)
Excess tax benefits from share-based payment arrangements	0.1	2.3	1.6
Net cash (used in) provided by financing activities	(42.8)	(123.5)	10.4
EFFECT OF EXCHANGE RATES ON CASH	(1.4)	1.1	(0.6)
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS	(33.2)	(89.2)	38.0
CASH AND CASH EQUIVALENTS, BEGINNING	149.6	238.8	200.8
CASH AND CASH EQUIVALENTS, ENDING	$ 116.4	$ 149.6	$ 238.8

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ACCOUNTS RECEIVABLE AND SIGNIFICANT CUSTOMERS (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Accounts receivable, net [Abstract]
Trade accounts receivable	$ 378.6	$ 408.4
Allowances for doubtful accounts, returns, discounts and co-op advertising	(31.6)	(27.4)
Net accounts receivable	347.0	381.0
Related Party Transaction [Line Items]
Accounts receivable amounts due from GRI	17.7	15.6
Net revenues from GRI	$ 56.4	$ 66.3	$ 65.9
GRI [Member]
Related Party Transaction [Line Items]
Ownership interest in GRI (in hundredths)	34.25%
Revenue [Member] | Macy's Inc. [Member]
Concentration Risk [Line Items]
Risk percentage (in hundredths)	15.00%	18.00%	19.00%
Receivables [Member] | Macy's Inc. [Member]
Concentration Risk [Line Items]
Risk percentage (in hundredths)	13.00%	17.00%

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GOODWILL AND OTHER INTANGIBLE ASSETS (Tables)

12 Months Ended

Dec. 31, 2013

GOODWILL AND OTHER INTANGIBLE ASSETS [Abstract]

Carrying Amount of Goodwill

The following table presents, by segment and in total, changes in the carrying amount of goodwill for 2012 and 2013.

(In millions)	Domestic Wholesale Sportswear			Domestic Wholesale Jeanswear			Domestic Wholesale Footwear & Accessories			Domestic Retail			International Wholesale		International Retail			Total
Balance, January 1, 2012
Goodwill	$	46.7		$	519.2		$	859.8		$	120.6		$	111.6	$	50.4		$	1,708.3
Accumulated impairment losses		-			(519.2	)		(813.2	)		(120.6	)		-		-			(1,453.0	)
Net goodwill		46.7			-			46.6			-			111.6		50.4			255.3
Acquisition of Brian Atwood		-			-			3.2			-			-		-			3.2
Impairment		-			-			-			-			-		(47.6	)		(47.6	)
Foreign currency translation effects		-			-			-			-			1.9		2.5			4.4
Balance, December 31, 2012
Goodwill		46.7			519.2			863.0			120.6			113.5		52.7			1,715.7
Accumulated impairment losses		-			(519.2	)		(813.2	)		(120.6	)		-		(47.4	)		(1,500.4	)
Net goodwill		46.7			-			49.8			-			113.5		5.3			215.3
Impairment		(46.7	)		-			(3.2	)		-			-		-			(49.9	)
Foreign currency translation effects		-			-			-			-			1.0		-			1.0
Balance, December 31, 2013
Goodwill		46.7			519.2			863.0			120.6			114.5		53.7			1,717.7
Accumulated impairment losses		(46.7	)		(519.2	)		(816.4	)		(120.6	)		-		(48.4	)		(1,551.3	)
Net goodwill	$	-		$	-		$	46.6		$	-		$	114.5	$	5.3		$	166.4

Components of Other Intangible Assets

The components of other intangible assets are as follows:

December 31,	2013				2012
(In millions)	Gross Carrying Amount		Accumulated Amortization		Gross Carrying Amount		Accumulated Amortization
Amortized intangible assets
Customer relationships	$	154.2	$	34.8	$	151.6	$	24.4
License agreements		61.7		56.0		61.4		54.5
Trademarks		24.5		11.4		24.5		4.9
Acquired favorable leases		13.4		4.9		13.1		3.5
Covenants not to compete		3.8		2.9		3.8		2.1
		257.6		110.0		254.4		89.4
Indefinite-life trademarks		704.8		-		704.7		-
	$	962.4	$	110.0	$	959.1	$	89.4

Assumptions Used to Derive Fair Value Estimates for Goodwill and Trademarks as Part of Annual Impairment Testing

The cash flow models we use to estimate the fair values of our goodwill and trademarks involve several assumptions.  Changes in these assumptions could materially impact our fair value estimates.  Assumptions critical to our fair value estimates are: (i) discount rates used to derive the present value factors used in determining the fair value of the reporting units and trademarks; (ii) royalty rates used in our trademark valuations; (iii) projected revenue growth rates; and (iv) projected long-term growth rates used in the derivation of terminal year values.  These and other assumptions are impacted by economic conditions and expectations of management and may change in the future based on period-specific facts and circumstances.  The following table shows the assumptions we used to derive our fair value estimates as part of our annual impairment testing for 2013 and 2012.

	2013		2012
	Goodwill	Trademarks	Goodwill	Trademarks
Discount rates	12.0%	12.0%	12.0%	12.0%
Royalty rates	--	1.0% - 8.0%	--	1.0% - 8.0%
Weighted-average revenue growth rates	4.7%	6.5%	5.4%	6.2%
Long-term growth rates	3.0%	0% - 3.0%	3.0%	0% - 3.0%

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INCOME TAXES

12 Months Ended

Dec. 31, 2013

INCOME TAXES [Abstract]

INCOME TAXES

INCOME TAXES

The following summarizes the provision (benefit) for income taxes:

Year Ended December 31,	2013			2012			2011
(In millions)
Current:
Federal	$	(3.1	)	$	2.1		$	(4.9	)
State and local		2.1			1.5			0.6
Foreign		2.1			9.9			6.0
		1.1			13.5			1.7
Deferred:
Federal		14.1			(11.6	)		26.7
State and local		0.5			(2.6	)		0.6
Foreign		(9.3	)		(12.2	)		(9.4	)
		5.3			(26.4	)		17.9
Provision (benefit) for income taxes	$	6.4		$	(12.9	)	$	19.6

The domestic and foreign components of (loss) income before provision (benefit) for income taxes are as follows:

Year Ended December 31,	2013			2012			2011
(In millions)
(Loss) income before (benefit) provision for income taxes
United States	$	8.8		$	(2.4	)	$	72.7
Foreign		(22.1	)		(65.5	)		(1.6	)
	$	(13.3	)	$	(67.9	)	$	71.1

The provision (benefit) provision for income taxes on adjusted historical income differs from the amounts computed by applying the applicable Federal statutory rates due to the following:

Year Ended December 31,	2013			2012			2011
(In millions)
(Benefit) provision for Federal income taxes at the statutory rate	$	(4.6	)	$	(23.8	)	$	24.9
State and local income taxes, net of federal benefit		1.4			0.5			1.7
Foreign income tax difference		(8.4	)		(6.8	)		(8.9	)
Goodwill impairments		13.2			16.7			-
Research & development tax credit		(1.7	)		-			-
Foreign valuation allowance		2.8			-			-
Amortization of contingent liability		0.9			0.9			0.5
Officers' compensation		0.5			0.7			0.7
Acquisition costs		0.4			0.1			0.8
Life insurance / disability		0.3			0.3			0.2
Meals & entertainment		0.3			0.3			0.3
Expiration of charitable contribution carryover		0.7			-			-
Change in net reserves - uncertain tax positions		0.5			(1.1	)		(0.9	)
Other items, net		0.1			(0.7	)		0.3
Provision (benefit) for income taxes	$	6.4		$	(12.9	)	$	19.6

We have not provided for deferred U.S. income taxes or foreign withholding taxes on $51.2 million of foreign subsidiary undistributed earnings as of December 31, 2013.  The unrecorded U.S. tax liability associated with these undistributed earnings is approximately $16.5 million at December 31, 2013.  Such earnings are intended to be reinvested indefinitely and, therefore, no U.S. tax liability is required.

The following is a summary of the significant components of our deferred tax assets and liabilities:

December 31,	2013			2012
(In millions)
Deferred tax assets (liabilities):
Nondeductible accruals and allowances	$	64.7		$	65.4
Depreciation		(3.4	)		2.8
Intangible asset valuation and amortization		(154.7	)		(154.3	)
Loss and credit carryforwards		52.0			43.4
Amortization of stock-based compensation		15.4			15.2
Deferred compensation		3.2			2.9
Inventory valuation		(5.3	)		(6.8	)
Pension		5.2			11.0
Gain on sale-leaseback transaction		1.5			1.7
Prepaid expenses		(2.7	)		(2.1	)
Display costs		(2.9	)		(3.8	)
Adjustments to acquisition consideration payable		(2.5	)		7.8
Partnership differences		1.2			-
Unrealized translation loss		(0.3	)		0.6
Fair value adjustment on interest rate swaps		1.7			1.3
Inventory overhead		0.6			0.1
Valuation allowances		(12.2	)		(8.8	)
Other (net)		0.1			0.1
Net deferred tax liability	$	(38.4	)	$	(23.5	)
Included in:
Current assets		32.0			33.2
Noncurrent liabilities		(70.4	)		(56.7	)
Net deferred tax liability	$	(38.4	)	$	(23.5	)

As of December 31, 2013, we had net operating loss carryforwards of $515.7 million (consisting of $6.9 million of federal, $442.7 million of state and $66.1 million of foreign carryforwards) which expire through 2033, foreign and general business tax credit carryforwards of $4.3 million, which expire through 2033, and state tax credit carryforwards of $7.8 million, which expire through 2021.

Uncertain tax positions

Our total unrecognized tax benefits as of December 31, 2013 and 2012 were $0.8 million and $0.3 million, respectively (net of federal tax benefit), which included $0.2 million and $0.0 million of interest and penalties, respectively (net of federal tax benefit).

(In millions)	2013			2012
Uncertain tax positions, beginning of year	$	0.3		$	4.7
Decreases for tax positions related to prior years		0.5			(1.1	)
Settlements with tax authorities during the year		(0.0	)		(3.3	)
Uncertain tax positions, end of year	$	0.8		$	0.3

If recognized as of December 31, 2013 and 2012, $0.8 million and $0.3 million, respectively (net of federal tax benefit) of our unrecognized tax benefit would reduce income tax expense and the effective tax rate.

We file a consolidated U.S. federal income tax return as well as separate, unitary and combined income tax returns in multiple state jurisdictions.  In addition, we file income tax returns in various foreign jurisdictions.

The Internal Revenue Service has completed examination of our federal returns for taxable years prior to 2011.  Our state income tax examinations, with limited exceptions, have been completed for the periods prior to 2009.  We reasonably expect to settle all ongoing audits by December 31, 2014.

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STATEMENT OF CASH FLOWS

12 Months Ended

Dec. 31, 2013

STATEMENT OF CASH FLOWS [Abstract]

STATEMENT OF CASH FLOWS

STATEMENT OF CASH FLOWS

Year Ended December 31,	2013		2012		2011
(In millions)
Supplemental disclosures of cash flow information:
Cash paid (received) during the year for:
Interest	$	82.3	$	147.1	$	45.9
Net income tax payments (refunds)		9.4		5.8		(9.6	)
Supplemental disclosures of non-cash investing and financing activities:
Fair value of restricted stock issued to employees		29.8		24.6		21.4
Shares withheld for taxes upon vesting of restricted stock		2.7		0.3		-
Note payable and deferred compensation recorded related to acquisition of Kurt Geiger		-		-		10.2

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UNAUDITED CONSOLIDATED FINANCIAL INFORMATION (Tables)

12 Months Ended

Dec. 31, 2013

UNAUDITED CONSOLIDATED FINANCIAL INFORMATION [Abstract]

Unaudited Interim Consolidated Financial Information

Unaudited interim consolidated financial information for the two years ended December 31, 2013 is summarized as follows:

(In millions except per share data)	First Quarter			Second Quarter			Third Quarter		Fourth Quarter
2013
Net sales	$	997.6		$	835.2		$	1,011.0	$	876.5
Total revenues		1,008.7			845.6			1,021.7		888.9
Gross profit		348.4			300.7			359.3		321.1
Operating income (loss)(1)		16.9			10.8			62.8		(44.1	)
Net (loss) income		0.9			(3.2	)		29.7		(47.1	)
Basic earnings (loss) per share	$	0.01		$	(0.05	)	$	0.39	$	(0.61	)
Diluted earnings (loss) per share		0.01			(0.05	)		0.38		(0.61	)
Dividends declared per share	$	0.05		$	0.05		$	0.05	$	0.05
2012
Net sales	$	923.4		$	844.3		$	1,024.6	$	958.3
Total revenues		936.0			854.8			1,035.4		971.9
Gross profit		343.5			326.2			364.6		336.5
Operating income (loss)(2)		40.2			21.7			62.7		(49.9	)
Net (loss) income		(1.0	)		8.4			17.8		(80.1	)
Basic (loss) earnings per share	$	(0.01	)	$	0.11		$	0.23	$	(1.06	)
Diluted (loss) earnings per share		(0.01	)		0.10			0.22		(1.06	)
Dividends declared per share	$	0.05		$	0.05		$	0.05	$	0.05

Quarterly figures may not add to full year due to rounding.

(1) Includes trademark impairments of $7.2 million and goodwill impairment of $49.9 million in the fourth fiscal quarter of 2013.

(2) Includes trademark impairments of $21.5 million and goodwill impairment of $47.6 million in the fourth fiscal quarter of 2012.

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FAIR VALUES (Tables)

12 Months Ended

Dec. 31, 2013

FAIR VALUES [Abstract]

Fair Value of Assets and Liabilities Measured on Recurring Basis

In accordance with the fair value hierarchy described above, the following table shows the fair value of our financial assets and liabilities that are required to be measured at fair value on a recurring basis at December 31, 2012 and 2013.

(In millions) Description	Classification	Total Value		Quoted prices in active markets for identical assets (Level 1		)	Significant other observable inputs (Level 2		)	Significant unobserv-able inputs (Level 3		)
December 31, 2012:
Rabbi Trust assets	Prepaid expenses and other current assets	$	8.4	$	8.4		$	-		$	-
Interest rate cap	Other long-term assets		-		-			-			-
British Pound – U.S. Dollar forward contract	Prepaid expenses and other current assets		-		-			-			-
Canadian Dollar – U.S. Dollar forward contracts	Prepaid expenses and other current assets		0.2		-			0.2			-
Total assets		$	8.6	$	8.4		$	0.2		$	-
Rabbi Trust liabilities	Accrued employee compensation and benefits	$	8.4	$	8.4		$	-		$	-
Deferred director fees	Accrued expenses and other current liabilities		0.2		0.2			-			-
Acquisition consideration	Current portion of acquisition consideration payable		30.3		-			-			30.3
Acquisition consideration	Acquisition consideration payable, net of current portion		6.0		-			-			6.0
Total liabilities		$	44.9	$	8.6		$	-		$	36.3
December 31, 2013:
Rabbi Trust assets	Prepaid expenses and other current assets	$	9.1	$	9.1		$	-		$	-
Interest rate swaps	Other long-term assets		1.1		-			1.1			-
Interest rate cap	Other long-term assets		-		-			-			-
Canadian Dollar – U.S. Dollar forward contracts	Prepaid expenses and other current assets		-		-			-			-
Total assets		$	10.2	$	9.1		$	1.1		$	-
Rabbi Trust liabilities	Accrued employee compensation and benefits	$	9.1	$	9.1		$	-		$	-
Interest rate swaps	Other long-term liabilities		1.6		-			1.6			-
Deferred director fees	Accrued expenses and other current liabilities		0.3		0.3			-			-
Hedged portion of 6.875% Senior Notes due 2019	Long-term debt		336.0		-			336.0			-
Acquisition consideration	Current portion of acquisition consideration payable		2.6		-			-			2.6
Acquisition consideration	Acquisition consideration payable, net of current portion		4.0		-			-			4.0
Total liabilities		$	353.6	$	9.4		$	337.6		$	6.6

Changes in Level 3 Contingent Consideration Liability

The following table presents the changes in Level 3 acquisition consideration liabilities for 2012 and 2013.

(In millions)	Acquisition of Moda			Acquisition of SWH			Total acquisition consideration payable
Balance, January 1, 2012	$	14.8		$	195.6		$	210.4
Payments		(3.5	)		(255.0	)		(258.5	)
Total adjustments included in earnings		(3.9	)		88.3			84.4
Balance, December 31, 2012		7.4			28.9			36.3
Payments		(2.5	)		(27.4	)		(29.9	)
Total adjustments included in earnings		0.7			(0.5	)		0.2
Balance, December 31, 2013	$	5.6		$	1.0		$	6.6

Quantitative Information

The following table represents quantitative information about the Level 3 contingent consideration liability measurements at December 31, 2013.

(In millions)	Fair Value at December 31, 2013		Valuation technique	Unobservable inputs	Range (Weighted Average)
Acquisition of Moda	$	5.6	Discounted projection of financial results	Net sales growth Gross margin multiplier Discount rate	9.9% - 47.3% (32.1%) 1.31 - 1.50  (1.39) 12.0%

Fair Value of Assets and Liabilities Measured on Nonrecurring Basis

In accordance with the fair value hierarchy described above, the following table shows the fair value of our non-financial assets and liabilities that were measured at fair value on a nonrecurring basis during the years ended December 31, 2011, 2012 and 2013, and the total losses recorded as a result of the remeasurement process.

(In millions)			Fair Value Measurements Using
Description	Fair Value		Quoted prices in active markets for identical assets (Level 1)		Significant other observable inputs (Level 2)		Significant unobserv-able inputs (Level 3)		Total losses recorded during year
For the year ended December 31, 2011:
Property and equipment	$	1.2	$	-	$	-	$	1.2	$	10.2
Transportation equipment		0.6		0.6		-		-		0.4
Trademarks		75.7		-		-		75.7		31.5
For the year ended December 31, 2012:
Property and equipment		0.1		-		-		0.1		1.1
Trademarks		43.6		-		-		43.6		21.5
Customer relationships		8.9		-		-		8.9		5.6
Goodwill		5.2		-		-		5.2		47.6
For the year ended December 31, 2013:
Property and equipment		0.8		-		-		0.8		8.6
Trademarks		8.4		-		-		8.4		7.2
Goodwill		-		-		-		-		49.9

Fair Value and Related Carrying Amounts of Other Financial Instruments

At December 31, 2013 and 2012, the fair values of cash and cash equivalents, receivables and accounts payable approximated their carrying values due to the short-term nature of these instruments.  The estimated fair values of other financial instruments subject to fair value disclosures were valued using market comparable inputs.  These inputs include broker quotes, quoted market prices, interest rates and exchange rates for the same or similar instruments.  The fair value and related carrying amounts for items not disclosed elsewhere are as follows.

December 31,			2013				2012
(In millions)	Fair Value Level		Carrying Amount		Fair Value		Carrying Amount		Fair Value
Senior Notes, including hedged items recorded at fair value		1	$	917.5	$	904.8	$	924.3	$	884.5
Other long-term debt, including current portion		2		10.3		9.5		10.2		9.3
Notes receivable		2		7.5		6.8		-		-

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STOCK OPTIONS AND RESTRICTED STOCK

12 Months Ended

Dec. 31, 2013

STOCK OPTIONS AND RESTRICTED STOCK [Abstract]

STOCK OPTIONS AND RESTRICTED STOCK

STOCK OPTIONS AND RESTRICTED STOCK

Under The Jones Group Inc. 2009 Long Term Incentive Plan, we may grant stock options and other awards from time to time to key employees, officers, directors, advisors and independent consultants to us or to any of our subsidiaries.  Shares available for future option and restricted stock grants at December 31, 2013 and 2012 totaled 4.1 million and 2.7 million, respectively.  Under the Merger Agreement, we are subject to restrictions on our ability to grant awards.

Compensation cost recorded for stock-based employee compensation awards (including awards to non-employee directors and consultants) reflected as an SG&A expense was $23.3 million, $19.7 million and $16.7 million for 2013, 2012 and 2011, respectively.  The total tax benefit recognized for the compensation cost recorded for stock-based employee compensation awards for 2013, 2012 and 2011 totaled $7.1 million, $6.3 million and $5.1 million, respectively.  Total compensation cost related to unvested awards not yet recognized at December 31, 2013 was $21.1 million, which is expected to be amortized over a weighted-average period of approximately 23 months.

Stock Options

In general, options become exercisable over either a three-year or five-year period from the grant date and expire seven years after the date of grant.  In certain cases for non-employee directors, options become exercisable six months after the grant date.  Our policy is to issue new shares upon the exercise of options and, when possible, to offset these new shares by repurchasing shares in the open market.  We currently do not have any outstanding stock options.

The following tables summarize information about stock option transactions and related information (options in millions):

	2012					2011
	Options			Weighted Average Exercise Price		Options			Weighted Average Exercise Price
Outstanding, January 1,		1.9		$	36.50		4.4		$	34.74
Exercised		-			-		-			-
Cancelled		-			-		(0.1	)		32.87
Expired		(1.9	)		36.50		(2.4	)		33.43
Outstanding, December 31,		-		$	-		1.9		$	36.50
Exercisable, December 31,		-		$	-		1.9		$	36.50

	2012		2011
Weighted-average contractual term (in years) of:
Options outstanding at end of year		-		0.2
Options exercisable at end of year		-		0.2
Intrinsic value (in millions) of:
Options outstanding at end of year	$	-	$	-
Options exercisable at end of year	$	-	$	-
Options exercised during the year	$	-	$	-
Fair value (in millions) of options vested during the year	$	-	$	-

Restricted Stock

Compensation cost for restricted stock that vests based upon the passage of time or on the achievement of a performance condition is measured as the excess, if any, of the quoted market price of our stock at the date the common stock is granted over the amount the employee must pay to acquire the stock (which is generally zero).  Compensation cost for restricted stock that vests upon the achievement of a performance condition is also based upon the probability that the performance condition will be satisfied.  Compensation cost for restricted stock that vests based upon the achievement of a market condition is determined based on a Monte Carlo valuation model and is recognized regardless of whether or not the market condition is satisfied.

Compensation cost, net of projected forfeitures, is recognized over the period between the issue date and the date any restrictions lapse, with compensation cost for grants with a graded vesting schedule recognized on a straight-line basis over the requisite service period for the total award.  Restricted share awards generally vest over a period of approximately three years.  The restrictions do not affect voting and dividend rights except for certain grants with performance and market conditions where dividends are paid only to the extent the shares vest.

Time-Based Vesting

The following tables summarize information about unvested restricted stock transactions and related information for shares subject to time-based vesting (shares in millions):

	2013					2012					2011
	Shares			Weighted Average Fair Value		Shares			Weighted Average Fair Value		Shares			Weighted Average Fair Value
Nonvested, January 1,		2.2		$	11.64		1.9		$	11.66		2.0		$	10.24
Granted		1.1			12.49		1.2			9.76		0.9			12.56
Vested		(0.5	)		13.86		(0.7	)		8.24		(0.8	)		9.27
Forfeited		(0.2	)		11.86		(0.2	)		12.43		(0.2	)		11.34
Nonvested, December 31,		2.6		$	11.85		2.2		$	11.64		1.9		$	11.66

	2013		2012		2011
Fair value (in millions) of shares vested during the year	$	7.4	$	5.7	$	7.7

Performance Conditions

Restricted stock grants that vest subject to performance conditions will vest subject to achievement of a cumulative operating cash flow target for a specified three-year period, as follows, with interpolation for intermediate points.

Performance Against Budget	Vesting
100% or Better	100%
90%	75%
80%	50%
Below 80%	0%

The following tables summarize information about unvested restricted stock transactions and related information for shares with performance conditions (shares in millions):

	2013					2012					2011
	Shares			Weighted Average Fair Value		Shares			Weighted Average Fair Value		Shares			Weighted Average Fair Value
Nonvested, January 1,		1.8		$	11.48		1.5		$	10.79		1.3		$	11.21
Granted		0.8			12.00		1.0			9.34		0.6			12.61
Vested		(0.4	)		14.90		(0.6	)		6.19		(0.3	)		14.46
Forfeited		(0.1	)		10.78		(0.1	)		10.30		(0.1	)		15.28
Nonvested, December 31,		2.1		$	11.22		1.8		$	11.48		1.5		$	10.79

	2013		2012		2011
Fair value (in millions) of shares vested during the year	$	5.9	$	3.6	$	4.8

Market Conditions

Restricted stock grants that vest subject to market conditions will vest if our total shareholder return (which is the stock price appreciation, assuming dividends are reinvested in our common stock when paid) for a specified three-year period is equal to or greater than the median total shareholder return of a peer group of apparel, footwear, and department store companies, as follows, with interpolation for intermediate points.

Performance Relative to Peers	Vesting
Median or Better	100%
40th Percentile	75%
30th Percentile	50%
Below 30th Percentile	0%

The following tables summarize information about unvested restricted stock transactions and related information for shares with market conditions (shares in millions):

	2013					2012					2011
	Shares			Weighted Average Fair Value		Shares			Weighted Average Fair Value		Shares			Weighted Average Fair Value
Nonvested, January 1,		1.8		$	5.94		1.5		$	6.80		1.3		$	11.21
Granted		0.8			7.25		1.0			3.66		0.6			3.15
Vested		-			-		(0.2	)		6.60		(0.3	)		14.46
Forfeited		(0.5	)		12.56		(0.5	)		3.33		(0.1	)		15.28
Nonvested, December 31,		2.1		$	4.87		1.8		$	5.94		1.5		$	6.80

	2013		2012		2011
Fair value (in millions) of shares vested during the year		-	$	1.6	$	4.8

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EMPLOYEE BENEFIT PLANS

12 Months Ended

Dec. 31, 2013

EMPLOYEE BENEFIT PLANS [Abstract]

EMPLOYEE BENEFIT PLANS

EMPLOYEE BENEFIT PLANS

Defined Contribution Plans

We maintain several defined contribution plans under Section 401(k) of the Internal Revenue Code (the "Code"), of which the primary plan is The Jones Group Inc. Retirement Plan (the "Jones Plan").  Employees not covered by a collective bargaining agreement and meeting certain other requirements are eligible to participate in the Jones Plan.  Under the Jones Plan, participants may elect to have up to 50% of their salary (subject to limitations imposed by the Code) deferred and deposited with a qualified trustee, who in turn invests the money in a variety of investment vehicles as selected by each participant.  All employee contributions into the Jones Plan are 100% vested.

We have elected to make the Jones Plan a "Safe Harbor Plan" under Section 401(k)(12) of the Code.  As a result of this election, we make a fully-vested safe harbor matching contribution for all eligible participants amounting to 100% of the first 3% of the participant's salary deferred and 50% of the next 2% of salary deferred, subject to maximums set by the Department of the Treasury.  We may, at our sole discretion, contribute additional amounts to all employees on a pro rata basis.

We contributed approximately $8.3 million, $8.0 million and $7.9 million to our defined contribution plans during 2013, 2012 and 2011, respectively.

Defined Benefit Plans

We maintain the Pension Plan for Associates of Nine West Group Inc. (the "Cash Balance Plan").  The Cash Balance Plan expresses retirement benefits as an account balance which increases each year through interest credits, with service credits frozen as of either December 31, 1995 or February 15, 1999, depending on the participant.

Our funding policy is to contribute at least the minimum amount to meet the funding ratio requirements of the Pension Protection Act.  We plan to contribute $4.8 million to the Cash Balance Plan in 2014.  The measurement date for all plans is December 31.

Obligations and Funded Status

Year Ended December 31,	2013			2012
(In millions)
Change in benefit obligation
Benefit obligation, beginning of year	$	62.2		$	56.8
Interest cost		2.4			2.5
Actuarial loss (gain) - effect of assumption changes		(8.0	)		5.6
Benefits paid		(4.0	)		(2.7	)
Benefit obligation, end of year		52.6			62.2
Change in plan assets
Fair value of plan assets, beginning of year		42.0			35.0
Actual return on plan assets		4.8			5.3
Employer contribution		4.8			4.4
Benefits paid		(4.0	)		(2.7	)
Fair value of plan assets, end of year		47.6			42.0
Underfunded status at end of year	$	5.0		$	20.2

Amounts Recognized on the Balance Sheet

December 31,	2013		2012
(In millions)
Noncurrent liabilities	$	5.0	$	20.2

Amounts Recognized in Accumulated Other Comprehensive Loss

December 31,	2013		2012
(In millions)
Net loss	$	27.4	$	38.2

Information for Pension Plans with an Accumulated Benefit Obligation in Excess of Plan Assets

December 31,	2013		2012
(In millions)
Projected benefit obligation	$	52.6	$	62.2
Accumulated benefit obligation		52.6		62.2
Fair value of plan assets		47.6		42.0

Components of Net Periodic Benefit Cost and Other Amounts Recognized in Other Comprehensive Income or Loss

Year Ended December 31,	2013			2012
(In millions)
Net Periodic Benefit Cost:
Interest cost	$	2.4		$	2.5
Expected return on plan assets		(3.1	)		(2.6	)
Amortization of net loss		1.1			2.1
Total net periodic benefit cost		0.4			2.0
Other Changes in Plan Assets and Benefit Obligations
Recognized in Other Comprehensive Loss:
Net (gain) loss		(9.7	)		2.9
Amortization of net loss		(1.1	)		(2.1	)
Total recognized in other comprehensive loss		(10.8	)		0.8
Total recognized in net periodic benefit cost and other comprehensive loss	$	(10.4	)	$	2.8

The estimated net loss that will be amortized from accumulated other comprehensive income into net periodic benefit cost in 2014 is $0.8 million.

Assumptions

	2013	2012
Weighted-average assumptions used to determine:
Benefit obligations at December 31
Discount rate	4.8%	3.9%
Net periodic benefit cost for year ended December 31
Discount rate	3.9%	4.6%
Expected long-term return on plan assets	7.0%	7.0%

Significant assumptions related to the calculation of our obligations include the discount rate used to calculate the present value of benefit obligations to be paid in the future and the expected long-term rate of return on assets.  We review these assumptions annually based upon currently available information, including information provided by our actuaries.  Based on these reviews, we increased the discount rate for benefit obligations at December 31, 2013 to 4.8%, as compared with 3.9% in the prior year, based on the Citigroup Above Median AA Spot Rates as of December 31, 2013.  At December 31, 2013, an unfavorable quarter-point (0.25%) change in the discount rate would increase our benefit obligation liability by $2.0 million and would increase our 2014 expense less than $0.1 million, while a quarter-point change in the expected long-term return on plan asset assumption would increase our 2014 expense by $0.1 million.

Estimated Future Benefit Payments

Year Ending December 31,
(In millions)
2014	$	2.3
2015		2.4
2016		2.5
2017		2.5
2018		2.7
2019 through 2023		16.3
	$	28.7

Plan Assets

Our overall investment strategy is to diversify investments across types of investments and investment managers.  The primary objectives are to achieve a rate of return sufficient to meet current and future plan cash requirements and to emphasize long-term growth of principal while avoiding excessive risk and maintaining fund liquidity.  Permitted investment vehicles include investment-grade fixed income securities, domestic and foreign equity securities, mutual funds, guaranteed insurance contracts and real estate, while speculative and derivative investment vehicles, short selling and margin transactions are generally prohibited.  The investment managers have full discretion to manage their portion of the investments subject to the objectives and policies of the respective plans.  The performance of the investment managers is reviewed on a regular basis.  At December 31, 2013, the target allocation percentages for fund investments were 36.0% fixed income securities, 34.5% domestic equity securities, 19.0% international equity securities, 5.5% real estate and 5.0% cash and cash equivalents.

To determine the overall expected long-term rate-of-return-on-assets assumption, we add an expected inflation rate to the expected long-term real returns of our various asset classes, taking into account expected volatility and correlation between the returns of the asset classes as follows: for equities and real estate, a historical average arithmetic real return; for government fixed-income securities, current yields on inflation-indexed bonds; and for corporate fixed-income securities, the yield on government fixed-income securities plus a blend of current and historical credit spreads.

The fair values of our pension plan assets at December 31, 2013 and 2012 by asset class are presented in the following table.  All fair values are either based on quoted prices in active markets for identical assets (Level 1 in the fair value hierarchy) or derived from cash flows and interest rates (Level 2).

(In millions)	2013						2012
	Level 1		Level 2		Total		Level 1		Level 2		Total
Asset Class
Cash and equivalents	$	1.7	$	-	$	1.7	$	3.5	$	-	$	3.5
Equity securities:
U.S. companies (a)		21.2		-		21.2		16.4		-		16.4
International companies (b)		5.7		-		5.7		5.6		-		5.6
Real Estate (c)		2.5		-		2.5		2.3		-		2.3
Fixed income (d)		5.1		11.4		16.5		5.0		9.2		14.2
Total	$	36.2	$	11.4	$	47.6	$	32.8	$	9.2	$	42.0

(a) This class consists of both index and actively managed mutual funds that invest in large and mid-cap U.S. common stocks.

(b) This class consists of both index and actively managed mutual funds that invest in large and emerging market international common stocks.

(c) This class consists of actively managed mutual funds that invest in real estate investment trusts.

(d) This class consists of managed mutual funds that invest in high-grade corporate, government and mortgage backed securities.

Other Plans

We also maintain the Nine West Group Inc. Supplemental Executive Retirement Plan, the Nine West Group Inc. Postretirement Executive Life Plan, the Nine West Group, Inc. Postretirement Medical Plan and the Nine West Group Inc. Long Term Disabled Postemployment Benefit Plan, all of which are frozen and none of which have a material effect on our results of operations or on our financial position.  These plans, which are unfunded, were underfunded by $4.0 million at December 31, 2013.  Of this amount, $0.3 million is reported under accrued expenses and other current liabilities and $3.7 million is reported under other noncurrent liabilities.

We also maintain The Jones Group Inc. Deferred Compensation Plan, a non-qualified defined contribution plan for certain management and other highly compensated employees (the "Rabbi Trust").  Under the plan, participants may elect to have up to 90% of their salary and annual bonus deferred and deposited with a qualified trustee, who in turn invests the money in a variety of investment vehicles as selected by each participant.  The assets of the Rabbi Trust, consisting of primarily debt and equity securities, are recorded at current market prices (Level 1 in the fair value hierarchy).  The trust assets are available to satisfy claims of our general creditors in the event of bankruptcy.  The trust's assets, included in prepaid expenses and other current assets, and the corresponding deferred compensation liability, included in accrued employee compensation and benefits, were $9.1 million and $8.4 million at December 31, 2013 and 2012, respectively.  This plan has no effect on our results of operations.

Multiemployer Pension Plans

We participate in several multiemployer defined benefit plans under terms of collective-bargaining agreements that cover certain union-represented employees, none of which are significant.  We contributed $0.3 million, $0.2 million and $0.2 million to our multiemployer plans in 2013, 2012 and 2011, respectively.  The risks of participating in these multiemployer plans differ from our other defined benefit plans in the following respects:

· assets contributed to the multiemployer plan by one employer may be used to provide benefits to employees of other participating employers;

· if a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers; and

· if we choose to stop participating in a multiemployer plan, we may be required to contribute an amount to that plan based on the underfunded status of the plan (referred to as a withdrawal liability).

In 2013, we voluntarily withdrew from a multiemployer plan and have recorded a withdrawal liability of $0.2 million.

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CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Parenthetical) (USD $)	3 Months Ended								12 Months Ended
	Dec. 31, 2013	Oct. 05, 2013	Jul. 06, 2013	Apr. 06, 2013	Dec. 31, 2012	Sep. 29, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Comprehensive loss:
Dividends on common stock (in dollars per share)	$ 0.05	$ 0.05	$ 0.05	$ 0.05	$ 0.05	$ 0.05	$ 0.05	$ 0.05	$ 0.20	$ 0.20	$ 0.20

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BUSINESS SEGMENT AND GEOGRAPHIC AREA INFORMATION

12 Months Ended

Dec. 31, 2013

BUSINESS SEGMENT AND GEOGRAPHIC AREA INFORMATION [Abstract]

BUSINESS SEGMENT AND GEOGRAPHIC AREA INFORMATION

BUSINESS SEGMENT AND GEOGRAPHIC AREA INFORMATION

We identify operating segments based on, among other things, differences in products sold and the way our management organizes the components of our business for purposes of allocating resources and assessing performance.  Our operations are comprised of six reportable segments: domestic wholesale sportswear, domestic wholesale jeanswear, domestic wholesale footwear and accessories, domestic retail, international wholesale and international retail.  Segment revenues are generated from the sale of apparel, footwear and accessories through wholesale channels and our own retail locations.  The wholesale segments include wholesale operations with third party department and other retail stores, the retail segments include operations by our own stores, concession locations and e-commerce web sites, and income and expenses related to trademarks, licenses and general corporate functions are reported under "licensing and other."  "Eliminations" represent intercompany transactions and reclassifications between segments which do not necessarily occur in every period.

We define segment income as operating income before net interest expense, goodwill impairment charges, gains or losses on sales of subsidiaries, equity in earnings of unconsolidated affiliates and income taxes.  Sales and transfers between segments generally are recorded at cost and treated as transfers of inventory, which are not reviewed when evaluating segment performance.  The wholesale segments allocate to the retail segments a portion of their SG&A costs related to the services utilized by those divisions where the retail operations benefit from those costs.

Summarized below are our revenues, income, depreciation and amortization, expenditures for long-lived assets and total assets by reportable segment for 2013, 2012 and 2011.  We are an integrated enterprise, characterized by substantial intersegment cooperation, cost allocations, and sharing of assets.  Therefore, we do not represent that these segments, if operated independently, would report the operating profit and other financial information shown below.

(In millions)	Domestic Wholesale Sportswear			Domestic Wholesale Jeanswear		Domestic Wholesale Footwear & Accessories		Domestic Retail			International Wholesale		International Retail		Licensing & Other			Eliminations			Cons-olidated
For the year ended December 31, 2013
Revenues	$	671.1		$	822.9	$	916.5	$	564.4		$	329.3	$	417.5	$	43.2		$	-		$	3,764.9
Segment (loss) income	$	(5.5	)	$	76.3	$	69.9	$	(62.0	)	$	34.8	$	3.8	$	(21.0	)	$	-		$	96.3
Net interest expense																						(60.3	)
Equity in income of unconsolidated affiliate																						0.6
Goodwill impairment																						(49.9	)
Loss before provision for income taxes																					$	(13.3	)
Depreciation and amortization	$	4.1		$	1.2	$	6.6	$	13.7		$	1.9	$	25.6	$	57.8		$	-		$	110.9
Expenditures for long-lived assets		7.8			3.4		9.8		17.5			0.7		13.8		19.5			-			72.5
For the year ended December 31, 2012
Revenues	$	782.0		$	746.7	$	919.7	$	584.6		$	330.0	$	388.9	$	46.2		$	-		$	3,798.1
Segment income (loss)	$	38.0		$	53.0	$	57.4	$	(51.7	)	$	33.8	$	5.5	$	(13.5	)	$	(0.2	)	$	122.3
Net interest expense																						(145.1	)
Equity in income of unconsolidated affiliate																						2.5
Goodwill impairment																						(47.6	)
Loss before benefit for income taxes																					$	(67.9	)
Depreciation and amortization	$	5.8		$	1.1	$	8.7	$	13.3		$	3.0	$	23.8	$	54.1		$	-		$	109.8
Expenditures for long-lived assets		10.3			4.0		12.6		20.5			0.9		27.3		25.1			-			100.7
For the year ended December 31, 2011
Revenues	$	892.3		$	773.7	$	848.0	$	631.2		$	329.5	$	260.4	$	50.2		$	-		$	3,785.3
Segment income (loss)	$	74.0		$	49.6	$	40.9	$	(37.9	)	$	35.5	$	6.9	$	(30.0	)	$	1.5		$	140.5
Net interest expense																						(73.3	)
Equity in income of unconsolidated affiliate																						3.9
Income before provision for income taxes																					$	71.1
Depreciation and amortization	$	9.0		$	1.2	$	10.4	$	17.2		$	4.3	$	12.9	$	49.8		$	-		$	104.8
Expenditures for long-lived assets		34.6			4.3		6.6		14.5			4.1		19.6		28.8			-			112.5
Total Assets (a)
December 31, 2013	$	920.3		$	692.8	$	1,096.2	$	257.7		$	238.2	$	402.2	$	1,902.7		$	(2,998.2	)	$	2,511.9
December 31, 2012		1,061.8			683.7		1,111.9		288.0			254.9		377.1		2,062.3			(3,244.2	)		2,595.5
December 31, 2011		1,034.7			638.6		1,001.0		254.6			238.7		396.4		1,747.0			(2,595.7	)	$	2,715.3

(a) – total assets for licensing and other includes investment in equity-method investees of $56.2 million, $38.9 million and $35.6 million for 2013, 2012 and 2011, respectively.

The total assets eliminations consist of the following:

December 31,	2013			2012			2011
(In millions)
Elimination of intersegment balances	$	(1,368.0	)	$	(1,450.9	)	$	(1,404.0	)
Reclassification of deferred tax assets		(137.5	)		(154.5	)		(134.9	)
Elimination of investments in subsidiaries		(1,492.7	)		(1,638.8	)		(1,056.8	)
	$	(2,998.2	)	$	(3,244.2	)	$	(2,595.7	)

Revenues from external customers and long-lived assets excluding deferred taxes related to operations in the United States and foreign countries and revenues by product category are as follows:

On or for the Year Ended December 31,	2013		2012		2011
(In millions)
Revenues from external customers:
United States	$	3,004.4	$	3,018.0	$	3,119.2
United Kingdom		356.1		343.7		216.1
Canada		132.9		146.1		152.2
Other foreign countries		271.5		290.3		297.8
	$	3,764.9	$	3,798.1	$	3,785.3
Long-lived assets:
United States	$	1,037.0	$	1,072.0	$	1,100.2
United Kingdom		279.4		290.4		335.4
Other foreign countries		93.8		136.4		124.2
	$	1,410.2	$	1,498.8	$	1,559.8
Revenues by product category:
Sportswear	$	916.6	$	1,036.5	$	1,158.9
Jeanswear		827.8		746.7		773.8
Footwear and accessories		1,977.5		1,968.8		1,802.5
Other		43.0		46.1		50.1
	$	3,764.9	$	3,798.1	$	3,785.3

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BUSINESS SEGMENT AND GEOGRAPHIC AREA INFORMATION (Details)	12 Months Ended
	Dec. 31, 2013 Segment
BUSINESS SEGMENT AND GEOGRAPHIC AREA INFORMATION [Abstract]
Number of reportable segments	6

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ACCOUNTS RECEIVABLE AND SIGNIFICANT CUSTOMERS (Tables)

12 Months Ended

Dec. 31, 2013

ACCOUNTS RECEIVABLE AND SIGNIFICANT CUSTOMERS [Abstract]

Accounts Receivable and Significant Customers

Accounts receivable consist of the following:

December 31,	2013			2012
(In millions)
Trade accounts receivable	$	378.6		$	408.4
Allowances for doubtful accounts, returns, discounts and co-op advertising		(31.6	)		(27.4	)
	$	347.0		$	381.0

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EMPLOYEE BENEFIT PLANS (Tables)

12 Months Ended

Dec. 31, 2013

EMPLOYEE BENEFIT PLANS [Abstract]

Obligations and Funded Status

Obligations and Funded Status

Year Ended December 31,	2013			2012
(In millions)
Change in benefit obligation
Benefit obligation, beginning of year	$	62.2		$	56.8
Interest cost		2.4			2.5
Actuarial loss (gain) - effect of assumption changes		(8.0	)		5.6
Benefits paid		(4.0	)		(2.7	)
Benefit obligation, end of year		52.6			62.2
Change in plan assets
Fair value of plan assets, beginning of year		42.0			35.0
Actual return on plan assets		4.8			5.3
Employer contribution		4.8			4.4
Benefits paid		(4.0	)		(2.7	)
Fair value of plan assets, end of year		47.6			42.0
Underfunded status at end of year	$	5.0		$	20.2

Amounts Recognized On the Balance Sheet

Amounts Recognized on the Balance Sheet

December 31,	2013		2012
(In millions)
Noncurrent liabilities	$	5.0	$	20.2

Amounts Recognized in Accumulated Other Comprehensive Loss

Amounts Recognized in Accumulated Other Comprehensive Loss

December 31,	2013		2012
(In millions)
Net loss	$	27.4	$	38.2

Information for Pension Plans with an Accumulated Benefit Obligation in Excess of Plan Assets

Information for Pension Plans with an Accumulated Benefit Obligation in Excess of Plan Assets

December 31,	2013		2012
(In millions)
Projected benefit obligation	$	52.6	$	62.2
Accumulated benefit obligation		52.6		62.2
Fair value of plan assets		47.6		42.0

Components of Net Periodic Benefit Cost and Other Amounts Recognized in Other Comprehensive Income or Loss

Components of Net Periodic Benefit Cost and Other Amounts Recognized in Other Comprehensive Income or Loss

Year Ended December 31,	2013			2012
(In millions)
Net Periodic Benefit Cost:
Interest cost	$	2.4		$	2.5
Expected return on plan assets		(3.1	)		(2.6	)
Amortization of net loss		1.1			2.1
Total net periodic benefit cost		0.4			2.0
Other Changes in Plan Assets and Benefit Obligations
Recognized in Other Comprehensive Loss:
Net (gain) loss		(9.7	)		2.9
Amortization of net loss		(1.1	)		(2.1	)
Total recognized in other comprehensive loss		(10.8	)		0.8
Total recognized in net periodic benefit cost and other comprehensive loss	$	(10.4	)	$	2.8

Assumptions

Assumptions

	2013	2012
Weighted-average assumptions used to determine:
Benefit obligations at December 31
Discount rate	4.8%	3.9%
Net periodic benefit cost for year ended December 31
Discount rate	3.9%	4.6%
Expected long-term return on plan assets	7.0%	7.0%

Estimated Future Benefit Payments

Estimated Future Benefit Payments

Year Ending December 31,
(In millions)
2014	$	2.3
2015		2.4
2016		2.5
2017		2.5
2018		2.7
2019 through 2023		16.3
	$	28.7

Fair Values of Pension Plan Assets

The fair values of our pension plan assets at December 31, 2013 and 2012 by asset class are presented in the following table.  All fair values are either based on quoted prices in active markets for identical assets (Level 1 in the fair value hierarchy) or derived from cash flows and interest rates (Level 2).

(In millions)	2013						2012
	Level 1		Level 2		Total		Level 1		Level 2		Total
Asset Class
Cash and equivalents	$	1.7	$	-	$	1.7	$	3.5	$	-	$	3.5
Equity securities:
U.S. companies (a)		21.2		-		21.2		16.4		-		16.4
International companies (b)		5.7		-		5.7		5.6		-		5.6
Real Estate (c)		2.5		-		2.5		2.3		-		2.3
Fixed income (d)		5.1		11.4		16.5		5.0		9.2		14.2
Total	$	36.2	$	11.4	$	47.6	$	32.8	$	9.2	$	42.0

(a) This class consists of both index and actively managed mutual funds that invest in large and mid-cap U.S. common stocks.

(b) This class consists of both index and actively managed mutual funds that invest in large and emerging market international common stocks.

(c) This class consists of actively managed mutual funds that invest in real estate investment trusts.

(d) This class consists of managed mutual funds that invest in high-grade corporate, government and mortgage backed securities.

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DERIVATIVES Part I (Details) In Millions, unless otherwise specified	12 Months Ended																			12 Months Ended						18 Months Ended		3 Months Ended	4 Months Ended		5 Months Ended		6 Months Ended
	Dec. 31, 2013 USD ($)	Dec. 31, 2012 USD ($)	Dec. 31, 2011 USD ($)	Dec. 31, 2013 Designated as Hedging Instrument [Member] USD ($)	Dec. 31, 2012 Designated as Hedging Instrument [Member] USD ($)	Dec. 31, 2013 Not Designated as Hedging Instrument [Member] USD ($)	Dec. 31, 2012 Not Designated as Hedging Instrument [Member] USD ($)	Dec. 31, 2012 Interest Rate Swaps [Member] Prepaid Expenses and Other Current Assets [Member] Designated as Hedging Instrument [Member] USD ($)	Dec. 31, 2013 Interest Rate Swaps [Member] Other Long-term Assets [Member] Designated as Hedging Instrument [Member] USD ($)	Dec. 31, 2013 Interest Rate Swaps [Member] Other Long-term Liabilities [Member] Designated as Hedging Instrument [Member] USD ($)	Dec. 31, 2012 Interest Rate Swaps [Member] Other Long-term Liabilities [Member] Designated as Hedging Instrument [Member] USD ($)	Dec. 31, 2013 Foreign Exchange Contract [Member] Prepaid Expenses and Other Current Assets [Member] Designated as Hedging Instrument [Member] USD ($)	Dec. 31, 2012 Foreign Exchange Contract [Member] Prepaid Expenses and Other Current Assets [Member] Designated as Hedging Instrument [Member] USD ($)	Dec. 31, 2013 Interest Rate Cap [Member] Other Long-term Assets [Member] Not Designated as Hedging Instrument [Member] USD ($)	Dec. 31, 2012 Interest Rate Cap [Member] Other Long-term Assets [Member] Not Designated as Hedging Instrument [Member] USD ($)	Dec. 31, 2013 Canadian Dollar U.S. Dollar Forward Contracts [Member] USD ($)	Dec. 31, 2012 Canadian Dollar U.S. Dollar Forward Contracts [Member] USD ($)	Dec. 31, 2011 Canadian Dollar U.S. Dollar Forward Contracts [Member] USD ($)	Dec. 31, 2012 British Pound - U.S. Dollar Forward Exchange Contracts [Member] GBP (£)	Dec. 31, 2013 Interest Rate Swap [Member] USD ($)	Dec. 31, 2012 Interest Rate Swap [Member] USD ($)	Dec. 31, 2011 Interest Rate Swap [Member] USD ($)	Dec. 31, 2013 Interest Rate Cap [Member] USD ($)	Dec. 31, 2012 Interest Rate Cap [Member] USD ($)	Dec. 31, 2011 Interest Rate Cap [Member] USD ($)	Jun. 08, 2012 Interest Rate Swaps on 2014 Notes [Member] USD ($)	Dec. 17, 2010 Interest Rate Swaps on 2014 Notes [Member] USD ($) Transaction	May 31, 2012 Interest Rate Swaps on 2019 Notes [Member] USD ($)	Dec. 31, 2013 Interest Rate Swaps on 2019 Notes [Member]	Dec. 31, 2013 Interest Rate Swaps on 2019 Notes [Member]	Dec. 31, 2013 Interest Rate Swaps on 2019 Notes [Member]	Aug. 03, 2011 Interest Rate Swaps on 2019 Notes [Member] USD ($)	Dec. 31, 2013 Interest Rate Swaps on 2019 Notes [Member]	Sep. 09, 2013 Interest Rate Swaps on 2019 Notes [Member] USD ($) Transaction	Aug. 21, 2013 Interest Rate Swaps on 2019 Notes [Member] USD ($) Transaction	Aug. 15, 2013 Interest Rate Swaps on 2019 Notes [Member] USD ($) Transaction	Jul. 19, 2013 Interest Rate Swaps on 2019 Notes [Member] USD ($) Transaction	Mar. 21, 2012 Interest Rate Swaps on 2019 Notes [Member] USD ($) Transaction	Mar. 07, 2011 Interest Rate Swaps on 2019 Notes [Member] USD ($) Transaction
Derivative [Line Items]
Number of interest rate swap transactions																											3							3	3	3	3	3	3
Amount of hedged item related to derivative																											$ 250.0							$ 70.0	$ 75.0	$ 90.0	$ 90.0	$ 150.0	$ 150.0
Fixed interest rate related to derivative (in hundredths)																											5.125%							6.875%	6.875%	6.875%	6.875%	6.875%	6.875%
Variable interest rate related to derivative																										three-month LIBOR		one-month LIBOR	Six-month LIBOR	Six-month LIBOR	Six-month LIBOR	three-month LIBOR	Six-month LIBOR
Percentage point added to the reference rate (in hundredths)																										3.46%		5.195%	4.2425%	4.4275%	4.5925%	3.73%	4.75%
Notional amounts of foreign exchange contracts outstanding																4.7	16.1	5.3	6.0
Amount received upon termination of swaps																										5.7		3.5				8.1
Increase in interest expense related to ineffectiveness of swap	1.1	1.5	2.1																	1.1	1.3	1.0	0	0.2	1.1
Derivatives, Fair Value [Line Items]
Derivative assets				1.1	0.2	0	0		1.1			0	0.2	0	0
Derivative Liabilities				$ 1.6						$ 1.6

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CONSOLIDATED BALANCE SHEETS (USD $) In Millions, unless otherwise specified	Dec. 31, 2013	Dec. 31, 2012
Current assets:
Cash and cash equivalents	$ 116.4	$ 149.6
Accounts receivable	347.0	381.0
Inventories, primarily finished goods	543.8	486.7
Prepaid and refundable income taxes	11.9	5.5
Deferred taxes	32.0	33.2
Prepaid expenses and other current assets	50.6	40.7
Total current assets	1,101.7	1,096.7
Property, plant and equipment, at cost, less accumulated depreciation and amortization	249.0	278.1
Goodwill	166.4	215.3
Other intangibles, less accumulated amortization	852.4	869.7
Investment in unconsolidated affiliate	56.2	38.9
Other assets	86.2	96.8
Total assets	2,511.9	2,595.5
Current liabilities:
Current portion of long-term debt and capital lease obligations	256.6	2.2
Current portion of acquisition consideration payable	2.6	30.3
Accounts payable	253.3	257.5
Income taxes payable		1.4
Accrued employee compensation and benefits	44.0	50.0
Accrued expenses and other current liabilities	110.1	110.8
Total current liabilities	666.6	452.2
Long-term debt	673.4	934.4
Obligations under capital leases	19.1	21.3
Income taxes payable	0.6	0.5
Deferred taxes	70.4	56.7
Acquisition consideration payable	4.0	6.0
Other	94.3	118.1
Total liabilities	1,528.4	1,589.2
Commitments and contingencies
Redeemable noncontrolling interest	0.2	0.6
EQUITY:
Preferred stock, $.01 par value - shares authorized 1.0; none issued
Common stock, $.01 par value - shares authorized 200.0; issued 79.7 and 79.2	0.8	0.8
Additional paid-in capital	530.8	520.8
Retained earnings	457.4	501.1
Accumulated other comprehensive loss	(6.1)	(17.9)
Total Jones stockholders' equity	982.9	1,004.8
Noncontrolling interests	0.4	0.9
Total equity	983.3	1,005.7
Total liabilities and equity	$ 2,511.9	$ 2,595.5

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LONG-TERM DEBT (Tables)

12 Months Ended

Dec. 31, 2013

LONG-TERM DEBT [Abstract]

Long-Term Debt

Long-term debt consists of the following:

December 31,	2013		2012
(In millions)
Note Payable, due 2014	$	-	$	0.1
5.0% Loan Notes, due 2016		10.3		10.1
5.125% Senior Notes due 2014, net of unamortized discount of $0.0 and $0.1 and including fair value adjustments of $4.3 and $9.4		254.3		259.3
6.875% Senior Notes due 2019, net of unamortized premium of $2.8 and $3.4 and including fair value adjustments of $10.7 and $11.9		413.5		415.3
6.125% Senior Notes due 2034, net of unamortized discount of $0.3 and $0.3		249.7		249.7
		927.8		934.5
Less current portion		254.4		0.1
	$	673.4	$	934.4

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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Other comprehensive income (loss):
Tax (provision) benefit, Pension and postretirement liability adjustments	$ (4.3)	$ 0.9	$ 3.9
Tax (provision) benefit, Change in fair value of cash flow hedges	(0.2)	0	0.1
Tax (provision) benefit, Reclassification adjustment for hedge gains and losses included in net income (loss)	$ (0.2)	$ 0	$ 0.3

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(LOSS) EARNINGS PER SHARE (Details) (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended								12 Months Ended
	Dec. 31, 2013	Oct. 05, 2013	Jul. 06, 2013	Apr. 06, 2013	Dec. 31, 2012	Sep. 29, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
(LOSS) EARNINGS PER SHARE [Abstract]
Net (loss) income	$ (47.1)	$ 29.7	$ (3.2)	$ 0.9	$ (80.1)	$ 17.8	$ 8.4	$ (1.0)	$ (19.7)	$ (55.0)	$ 51.5
Less: income attributable to noncontrolling interests									0.1	1.1	0.8
(Loss) income attributable to Jones									(19.8)	(56.1)	50.7
Less: (loss) income allocated to participating securities									(0.7)	(1.8)	1.5
(Loss) income available to common stockholders of Jones									$ (19.1)	$ (54.3)	$ 49.2
Weighted-average common shares outstanding - basic									73.0	74.9	79.6
Effect of dilutive employee stock options and restricted stock											1.7
Weighted-average common shares and share equivalents outstanding - diluted									73.0	74.9	81.3
(Loss) earnings per share [Abstract]
Basic (in dollars per share)	$ (0.61)	$ 0.39	$ (0.05)	$ 0.01	$ (1.06)	$ 0.23	$ 0.11	$ (0.01)	$ (0.26)	$ (0.72)	$ 0.62
Diluted (in dollars per share)	$ (0.61)	$ 0.38	$ (0.05)	$ 0.01	$ (1.06)	$ 0.22	$ 0.10	$ (0.01)	$ (0.26)	$ (0.72)	$ 0.61

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SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS

12 Months Ended

Dec. 31, 2013

SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS [Abstract]

SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS [Text Block]

THE JONES GROUP INC.VALUATION AND QUALIFYING ACCOUNTSYEARS ENDED DECEMBER 31, 2011, 2012 AND 2013

(In Millions)

Column A				Column B		Column C						Column D			Column E
						Additions
				Balance at beginning of period		Charged against revenues or to costs and expenses		Charged to other accounts				Deductions			Balance at end of period
Accounts receivable allowances
	Allowance for doubtful accounts
		For the year ended December 31:
			2011	$	1.8	$	1.3	$	-			$	0.2	(1)	$	2.9
			2012		2.9		0.3		-				0.4	(1)		2.8
			2013		2.8		0.6		-				0.4	(1)		3.0
	Allowance for sales returns
		For the year ended December 31:
			2011		7.9		38.4		-				36.4	(3)		9.9
			2012		9.9		40.1		-				41.2	(3)		8.8
			2013		8.8		70.2		(0.1	)	(2)		66.3	(3)		12.6
	Allowance for sales discounts
		For the year ended December 31:
			2011		7.1		69.3		-				69.9	(3)		6.5
			2012		6.5		59.0		-				59.5	(3)		6.0
			2013		6.0		49.5		-				50.8	(3)		4.7
	Allowance for co-op advertising
		For the year ended December 31:
			2011		11.7		22.3		-				25.0	(3)		9.0
			2012		9.0		28.7		-				27.9	(3)		9.8
			2013		9.8		22.9		(0.1	)	(2)		21.3	(3)		11.3
Deferred tax valuation allowance
		For the year ended December 31:
			2011		5.8		2.3		-				-			8.1
			2012		8.1		0.7		-				-			8.8
			2013		8.8		3.4		-				-			12.2

_________________________

(1)Doubtful accounts written off against accounts receivable.(2)Represents effects of foreign currency translation.(3)Deductions taken by customers written off against accounts receivable.

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GOODWILL AND OTHER INTANGIBLE ASSETS Part I (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Goodwill [Line Items]
Goodwill, gross			$ 1,715.7	$ 1,708.3
Accumulated impairment losses			(1,500.4)	(1,453.0)
Net goodwill, beginning of period			215.3	255.3
Acquisition of Brian Atwood				3.2
Impairment	(49.9)	(47.6)	(49.9)	(47.6)
Foreign currency translation effects			1.0	4.4
Goodwill gross, end of period	1,717.7	1,715.7	1,717.7	1,715.7	1,708.3
Accumulated impairment losses, end of period	(1,551.3)	(1,500.4)	(1,551.3)	(1,500.4)	(1,453.0)
Net goodwill, end of period	166.4	215.3	166.4	215.3	255.3
Domestic Wholesale Sportswear [Member]
Goodwill [Line Items]
Goodwill, gross			46.7
Net goodwill, beginning of period			46.7
Impairment			(46.7)
Goodwill gross, end of period	46.7		46.7		46.7
Accumulated impairment losses, end of period	(46.7)		(46.7)
Net goodwill, end of period					46.7
Domestic Wholesale Jeanswear [Member]
Goodwill [Line Items]
Goodwill gross, end of period	519.2	519.2	519.2	519.2	519.2
Accumulated impairment losses, end of period	(519.2)	(519.2)	(519.2)	(519.2)	(519.2)
Domestic Wholesale Footwear & Accessories [Member]
Goodwill [Line Items]
Goodwill, gross			863.0	859.8
Accumulated impairment losses			(813.2)	(813.2)
Net goodwill, beginning of period			49.8	46.6
Acquisition of Brian Atwood				3.2
Impairment			(3.2)
Goodwill gross, end of period	863.0	863.0	863.0	863.0
Accumulated impairment losses, end of period	(816.4)	(813.2)	(816.4)	(813.2)
Net goodwill, end of period	46.6	49.8	46.6	49.8
Domestic Retail [Member]
Goodwill [Line Items]
Goodwill gross, end of period	120.6	120.6	120.6	120.6	120.6
Accumulated impairment losses, end of period	(120.6)	(120.6)	(120.6)	(120.6)	(120.6)
International Retail [Member]
Goodwill [Line Items]
Goodwill, gross			52.7	50.4
Accumulated impairment losses			(47.4)
Net goodwill, beginning of period			5.3	50.4
Impairment				(47.6)
Foreign currency translation effects			0	2.5
Goodwill gross, end of period	53.7	52.7	53.7	52.7
Accumulated impairment losses, end of period	(48.4)	(47.4)	(48.4)	(47.4)
Net goodwill, end of period	5.3	5.3	5.3	5.3
International Wholesale [Member]
Goodwill [Line Items]
Goodwill, gross			113.5	111.6
Net goodwill, beginning of period			113.5	111.6
Foreign currency translation effects			1.0	1.9
Goodwill gross, end of period	114.5	113.5	114.5	113.5
Net goodwill, end of period	$ 114.5	$ 113.5	$ 114.5	$ 113.5

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LONG-TERM DEBT

12 Months Ended

Dec. 31, 2013

LONG-TERM DEBT [Abstract]

LONG-TERM DEBT

LONG-TERM DEBT

Long-term debt consists of the following:

December 31,	2013		2012
(In millions)
Note Payable, due 2014	$	-	$	0.1
5.0% Loan Notes, due 2016		10.3		10.1
5.125% Senior Notes due 2014, net of unamortized discount of $0.0 and $0.1 and including fair value adjustments of $4.3 and $9.4		254.3		259.3
6.875% Senior Notes due 2019, net of unamortized premium of $2.8 and $3.4 and including fair value adjustments of $10.7 and $11.9		413.5		415.3
6.125% Senior Notes due 2034, net of unamortized discount of $0.3 and $0.3		249.7		249.7
		927.8		934.5
Less current portion		254.4		0.1
	$	673.4	$	934.4

Long-term debt maturities during the next five years amount to $250.0 million in 2014 and $10.3 million in 2016.  All of our notes contain certain covenants, including, among others, restrictions on liens, sale-leaseback transactions and additional secured debt, and pay interest semiannually.  The weighted-average interest rate of our long-term debt, excluding the effects of our interest rate swaps, was 6.2% at both December 31, 2013 and 2012.

In September 2012, we issued an additional $100.0 million of 6.875% Senior Notes due 2019 (the "2019 Notes").  Net proceeds (including a premium of $3.5 million) were $100.9 million, which will be used for general corporate purposes.  These additional notes are being treated as a single series with, and have the same terms as, the previously issued 2019 Notes and are fungible with the previously-issued 2019 Notes.

In connection with the purchase of Kurt Geiger, approximately £6.2 million of the purchase price payable to certain selling shareholders who are senior managers of Kurt Geiger has been rolled over into 5% Loan Notes, which are payable on or before April 16, 2016 and are subject to forfeiture in the event of termination of employment under certain circumstances.  For more information, see "Acquisitions."

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SUMMARY OF ACCOUNTING POLICIES (Policies)

12 Months Ended

Dec. 31, 2013

SUMMARY OF ACCOUNTING POLICIES [Abstract]

Basis of Presentation

Basis of Presentation

The consolidated financial statements include the accounts of The Jones Group Inc. and our subsidiaries.  All intercompany balances and transactions have been eliminated.  The results of operations of acquired companies are included in our operating results from the respective dates of acquisition.  We also have a 34.25% interest in GRI, which is accounted for under the equity method of accounting.

We design, contract for the manufacture of and market a broad range of women's collection sportswear, suits and dresses, casual sportswear and jeanswear for women and children and women's and men's footwear and accessories.  We sell our products through a broad array of distribution channels, including better specialty and department stores and mass merchandisers, primarily in the United States, Canada and Europe.  We also operate our own network of retail and factory outlet stores, concession locations and e-commerce web sites.  In addition, we license the use of several of our brand names to select manufacturers and distributors of women's and men's apparel and accessories worldwide.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from these estimates.

Credit Risk

Credit Risk

Financial instruments which potentially subject us to concentration of credit risk consist principally of cash investments and accounts receivable.  We place our cash and cash equivalents in investment-grade, highly-liquid U.S. government agency and corporate money market accounts.  We perform ongoing credit evaluations of our customers' financial condition and, generally, require no collateral from our customers.  The allowance for non-collection of accounts receivable is based upon the expected collectibility of all accounts receivable.

Derivative Financial Instruments

Derivative Financial Instruments

Our primary objectives for holding derivative financial instruments are to manage foreign currency and interest rate risks.  We do not use financial instruments for trading or other speculative purposes.  We have historically used derivative financial instruments to hedge both the fair value of recognized assets or liabilities (a "fair value" hedge) and the variability of anticipated cash flows of a forecasted transaction (a "cash flow" hedge).  Our strategies related to derivative financial instruments have been:

· the use of foreign currency forward contracts to hedge a portion of anticipated future short-term inventory purchases to offset the effects of changes in foreign currency exchange rates (primarily between the U.S. Dollar and the Canadian Dollar);

· the use of foreign currency forward contracts to hedge a portion of anticipated repayments of intercompany debt (primarily between the U.S. Dollar and the British Pound); and

· the use of interest rate swaps and caps to effectively convert a portion of our outstanding fixed-rate debt to variable-rate debt to take advantage of lower interest rates.

Our foreign currency forward contracts relating to inventory purchases are highly effective hedges because all the critical terms of the derivative instruments match those of the hedged item, and our interest rate swaps overall have been highly effective based on regression analyses (our interest rate cap agreement and foreign currency forward contracts relating to intercompany repayments have not been designated as hedges).  On the date a qualifying derivative contract is entered into, we designate the derivative as either a fair value hedge or a cash flow hedge.  Changes in derivative fair values that are designated as fair value hedges are recognized in earnings as offsets to the changes in fair value of the related hedged assets and liabilities.  Changes in derivative fair values that are designated as cash flow hedges are deferred and recorded as a component of accumulated other comprehensive income until the associated hedged transactions impact the income statement, at which time the deferred gains and losses are reclassified to either cost of sales for inventory purchases or to selling, general and administrative ("SG&A") expenses for all other items.  Changes in derivative fair values that have not been designated as hedges are recorded as SG&A expenses.  Any ineffective portion of a hedging derivative's change in fair value will be immediately recognized in cost of sales for foreign currency forward contracts and interest expense for interest rate swap contracts.  Differentials to be paid or received under interest rate swap contracts and changes in the fair value of interest rate cap contracts are recorded as adjustments to interest expense.  Gains or losses generated from the early termination of interest rate swap contracts are amortized over the remaining terms of the contracts as adjustments to interest expense.  The fair values of the derivatives, which are based on observable inputs such as yield curves or foreign exchange spot rates, are reported as other current assets, other assets, accrued expenses and other current liabilities or other noncurrent liabilities, as appropriate.

Accounts Receivable

Accounts Receivable

Accounts receivable are reported at amounts we expect to be collected, net of trade discounts and deductions for co-op advertising arrangements with our customers, allowances we provide to our retail customers to effectively flow goods through the retail channels, an allowance for potential non-collection due to the financial position of our customers and credit card accounts, and an allowance for estimated sales returns.

Inventories and Cost of Sales

Inventories and Cost of Sales

Inventories are valued at the lower of cost or market.  Inventory values are determined using the FIFO (first in, first out) and weighted average cost methods.  We reduce the carrying cost of inventories for obsolete or slow moving items as necessary to properly reflect inventory value.  The cost elements included in inventory consist of all direct costs of merchandise (net of purchase discounts and vendor allowances), overhead (primarily design and production costs), inbound freight and merchandise acquisition costs such as commissions and import fees.

Cost of sales includes the inventory cost elements listed above as well as warehouse outbound freight, merchandise freight between our distribution centers and retail locations and realized gains or losses on foreign currency forward contracts associated with inventory purchases.  Our cost of sales may not be comparable to those of other entities, since some entities include all of the costs associated with their distribution functions in cost of sales while we include these costs in SG&A expenses.  Distribution costs included in SG&A expenses for 2013, 2012 and 2011 were $93.0 million, $94.1 million and $93.3 million, respectively.

Property, Plant, Equipment and Depreciation and Amortization

Property, Plant, Equipment and Depreciation and Amortization

Property, plant and equipment are recorded at cost.  Depreciation and amortization are computed by the straight-line method over the estimated useful lives of the assets.  Leasehold improvements recorded at the inception of a lease are amortized using the straight-line method over the life of the lease or the useful life of the improvement, whichever is shorter; for improvements made during the lease term, the amortization period is the shorter of the useful life or the remaining lease term (including any renewal periods that are deemed to be reasonably assured).  Property under capital leases is amortized over the lives of the respective leases or the estimated useful lives of the assets, whichever is shorter.

Operating Leases

Operating Leases

 Total rent payments under operating leases that include scheduled payment increases and rent holidays are amortized on a straight-line basis over the term of the lease.  Rent expense on our buildings and retail stores is classified as an SG&A expense and, for certain stores, includes contingent rents that are based on a percentage of retail sales over stated levels.  Landlord allowances are amortized by the straight-line method over the term of the lease as a reduction of rent expense.

Goodwill and Other Intangibles

Goodwill and Other Intangibles

Goodwill represents the excess of purchase price over the fair value of net assets acquired in business combinations accounted for under the purchase method of accounting.  We test at least annually our goodwill and other intangibles without determinable lives (primarily tradenames and trademarks) for impairment through the use of discounted cash flow models.  Other intangibles with determinable lives, including license agreements, are amortized over the estimated useful lives of the assets (currently ranging from 17 months to 23 years).

Foreign Currency Translation

Foreign Currency Translation

The financial statements of foreign subsidiaries are translated into U.S. Dollars in accordance with ASC Section 830, "Foreign Currency Matters."  Where the functional currency of a foreign subsidiary is its local currency, balance sheet accounts are translated at the current exchange rate and income statement items are translated at the average exchange rate for the period.  Gains and losses resulting from translation are accumulated in a separate component of stockholders' equity.  Gains and losses on transactions denominated and settled in a foreign currency are reflected in the consolidated statements of operations.  Net foreign currency gains (losses) included in operations were $2.9 million, $7.0 million and $(5.7) million in 2013, 2012 and 2011, respectively.

Defined Benefit Plans

Defined Benefit Plans

Our funding policy is to contribute at least the minimum amount to meet the funding ratio requirements of the Pension Protection Act.

Treasury Stock

Treasury Stock

Treasury stock is recorded at acquisition cost.  Gains and losses on disposition are recorded as increases or decreases to additional paid-in capital with losses in excess of previously recorded gains charged directly to retained earnings.  When treasury shares are retired and returned to authorized but unissued status, the carrying value in excess of par is allocated to additional paid-in capital and retained earnings on a pro rata basis.

Revenue Recognition

Revenue Recognition

Wholesale apparel and footwear and accessories sales are recognized either when products are shipped or, in certain situations, upon acceptance by the customer.  Retail sales are recorded at the time of register receipt.  Allowances for estimated returns are provided when sales are recorded primarily by reducing revenues for the total revenues related to estimated returns, with an offsetting reduction to cost of sales for the cost of the estimated returns.  Sales taxes collected from retail customers are excluded from reported revenues.  Licensing income is recognized based on the higher of contractual minimums or sales of licensed products realized by our licensees.

Shipping and Handling Costs

Shipping and Handling Costs

Shipping and handling costs billed to customers are recorded as revenue.  Freight costs associated with shipping goods to customers are recorded as a cost of sales.

Advertising Expense

Advertising Expense

We record national advertising campaign costs as an expense when the advertising first takes place and we expense advertising production costs as incurred, net of reimbursements for cooperative advertising.  Net advertising expense was $75.9 million, $83.1 million and $68.9 million in 2013, 2012 and 2011, respectively, net of co-operative advertising reimbursements of $8.8 million, $8.9 million and $11.7 million, respectively.

Income Taxes

Income Taxes

We use the asset and liability method of accounting for income taxes.  Current tax assets and liabilities are recognized for the estimated Federal, foreign, state and local income taxes payable or refundable on the tax returns for the current year.  Deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse.  Deferred income tax provisions are based on the changes to the respective assets and liabilities from period to period.  Valuation allowances are recorded to reduce deferred tax assets when uncertainty regarding their realizability exists.

Earnings per Share

Earnings per Share

We have outstanding restricted stock grants that contain nonforfeitable rights to dividends (whether paid or unpaid) which qualify these shares as participating securities, requiring them to be included in the computation of earnings per share pursuant to the two-class method.  Under the two-class method, all earnings (distributed and undistributed) are allocated to common shares and participating securities based on their respective rights to receive dividends.  Basic earnings per common share is calculated by dividing earnings allocated to common shareholders by the weighted-average number of common shares outstanding during the period.  Diluted earnings per share reflect, in periods in which they have a dilutive effect, the effect of unvested restricted stock not classified as participating securities and common shares issuable upon exercise of stock options.  The difference between reported basic and diluted weighted-average common shares results from the assumption that all dilutive stock options outstanding were exercised and all outstanding restricted shares have vested.

The following options to purchase shares of common stock were outstanding during a portion of 2011 but were not included in the computation of diluted earnings per share because the exercise prices of the options were greater than the average market price of the common shares and, therefore, would be antidilutive.  For 2012 and 2013, any stock options and shares of nonparticipating restricted stock outstanding were not included in the computation of diluted earnings per share due to the net loss for the year.

For the year ended December 31,	2013			2012			2011
Number of options (in millions)		N/	A		N/	A		4.4
Weighted average exercise price							$	34.74

Restricted Stock

Restricted Stock

Compensation cost for restricted stock that vests based upon the passage of time or on the achievement of a performance condition is measured as the excess, if any, of the quoted market price of our stock at the date the common stock is granted over the amount the employee must pay to acquire the stock (which is generally zero).  Compensation cost for restricted stock that vests upon the achievement of a performance condition is also based upon the probability that the performance condition will be satisfied.  Compensation cost for restricted stock that vests based upon the achievement of a market condition is determined based on a Monte Carlo valuation model and is recognized regardless of whether or not the market condition is satisfied.

Compensation cost, net of projected forfeitures, is recognized over the period between the issue date and the date any restrictions lapse, with compensation cost for grants with a graded vesting schedule recognized on a straight-line basis over the requisite service period for the total award.

Long-Lived Assets

Long-Lived Assets

We review certain long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.  In that regard, we assess the recoverability of such assets based upon estimated non-discounted cash flow forecasts.  If an asset impairment is identified, the asset is written down to fair value based on discounted cash flow or other fair value measures.

Cash Equivalents

Cash Equivalents

We consider all highly liquid short-term investments to be cash equivalents.

Noncontrolling Interests

Noncontrolling Interests

For our consolidated subsidiaries that are not wholly-owned, we allocate earnings and losses to the noncontrolling interests based on their ownership percentage.  For redeemable noncontrolling interests, the amounts reported on the balance sheet represent the higher of the carrying amount or the redemption value.

New Accounting Standards

New Accounting Standards

In March 2013, the FASB issued ASU 2013-05, "Foreign Currency Matters (Topic 830): Parent's Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity."  ASU 2013-05 requires an entity to release any related cumulative translation adjustment into net income when it ceases to have a controlling financial interest in a subsidiary or group of assets that is a nonprofit activity or a business within a foreign entity if the sale or transfer results in the complete or substantially complete liquidation of the foreign entity in which the subsidiary or group of assets had resided.  For an equity method investment that is a foreign entity, a pro rata portion of the cumulative translation adjustment should be released into net income upon a partial sale of such an equity method investment.  Additionally, the amendments clarify that the sale of an investment in a foreign entity includes both (1) events that result in the loss of a controlling financial interest in a foreign entity (that is, irrespective of any retained investment) and (2) events that result in an acquirer obtaining control of an acquiree in which it held an equity interest immediately before the acquisition date (sometimes also referred to as a step acquisition).  Accordingly, the cumulative translation adjustment should be released into net income upon the occurrence of those events.  For public entities, the amendments are effective prospectively for fiscal years (and interim reporting periods within those years) beginning after December 15, 2013.  Early adoption is permitted.  If an entity elects to early adopt the amendments, it should apply them as of the beginning of the entity's fiscal year of adoption.  The adoption of ASU 2013-05 will not have a material impact on our results of operations or our financial position.

In July 2013, the FASB issued ASU 2013-11, "Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists."  ASU 2013-11 requires an entity to present an unrecognized tax benefit, or a portion of an unrecognized tax benefit, in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, except as follows.  To the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets.  The amendments in this Update are effective for fiscal years (and interim periods within those years) beginning after December 15, 2013.  The adoption of ASU 2013-11 will not have a material impact on our results of operations or our financial position.

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ACCUMULATED OTHER COMPREHENSIVE LOSS

12 Months Ended

Dec. 31, 2013

ACCUMULATED OTHER COMPREHENSIVE LOSS [Abstract]

ACCUMULATED OTHER COMPREHENSIVE LOSS

ACCUMULATED OTHER COMPREHENSIVE LOSS

Changes in Accumulated Other Comprehensive (Loss) Income by Component

(In millions)	Gains (Losses) on Cash Flow Hedges			Defined Benefit Pension Items			Foreign Currency Translation			Total
Balance, January 1, 2011	$	(0.3	)	$	(16.4	)	$	8.3		$	(8.4	)
For the year ended December 31, 2011:
Other comprehensive (loss) income before reclassifications		(0.2	)		(9.3	)		(14.4	)		(23.9	)
Amounts reclassified from accumulated other comprehensive (loss) income		0.5			2.2			-			2.7
Net comprehensive (loss) income		0.3			(7.1	)		(14.4	)		(21.2	)
Balance, December 31, 2011		-			(23.5	)		(6.1	)		(29.6	)
For the year ended December 31, 2012:
Other comprehensive (loss) income before reclassifications		-			(0.2	)		11.7			11.5
Amounts reclassified from accumulated other comprehensive (loss) income		0.1			0.1			-			0.2
Net comprehensive (loss) income		0.1			(0.1	)		11.7			11.7
Balance, December 31, 2012		0.1			(23.6	)		5.6			(17.9	)
For the year ended December 31, 2013:
Other comprehensive (loss) income before reclassifications		0.5			6.0			5.2			11.7
Amounts reclassified from accumulated other comprehensive (loss) income		(0.6	)		0.7			-			0.1
Net comprehensive income		(0.1	)		6.7			5.2			11.8
Balance, December 31, 2013	$	-		$	(16.9	)	$	10.8		$	(6.1	)

Reclassifications Out of Accumulated Other Comprehensive Loss

	Amount Reclassified from Accumulated Other Comprehensive Loss (a)
For the year ended December 31,	2013			2012			2011			Line Item in the Statement of Operations
Gains (losses) on foreign exchange contracts	$	0.8		$	(0.1	)	$	(0.8	)	Cost of goods sold
		(0.2	)		-			0.3		Provision for income taxes
		0.6			(0.1	)		(0.5	)	Net of tax
Amortization of defined benefit pension actuarial losses		(1.1	)		(2.2	)		(3.4	)	Selling, general and administrative expenses
		0.4			2.1			1.2		Provision for income taxes
		(0.7	)		(0.1	)		(2.2	)	Net of tax
Total reclassifications	$	(0.1	)	$	(0.2	)	$	(2.7	)

(a) - Amounts in parenthesis indicate debits to profit/loss.

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FAIR VALUES, Part II (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012
Contingent consideration, at fair value [Roll Forward]
Contingent consideration, at fair value	$ 36.3	$ 210.4
Payments	(29.9)	(258.5)
Total adjustments included in earnings	0.2	84.4
Contingent consideration, at fair value	6.6	36.3
Moda Nicola International, LLC [Member]
Contingent consideration, at fair value [Roll Forward]
Contingent consideration, at fair value	7.4	14.8
Payments	(2.5)	(3.5)
Total adjustments included in earnings	0.7	(3.9)
Contingent consideration, at fair value	5.6	7.4
Moda Nicola International, LLC [Member] | Discounted Projection of Financial Results [Member]
Quantitative Information About Level 3 Measurements [Abstract]
Discount rate (in hundredths)	12.00%
Moda Nicola International, LLC [Member] | Discounted Projection of Financial Results [Member] | Minimum [Member]
Quantitative Information About Level 3 Measurements [Abstract]
Net sales growth (in hundredths)	9.90%
Gross margin multiplier	1.31
Moda Nicola International, LLC [Member] | Discounted Projection of Financial Results [Member] | Maximum [Member]
Quantitative Information About Level 3 Measurements [Abstract]
Net sales growth (in hundredths)	47.30%
Gross margin multiplier	1.50
Moda Nicola International, LLC [Member] | Discounted Projection of Financial Results [Member] | Weighted Average [Member]
Quantitative Information About Level 3 Measurements [Abstract]
Net sales growth (in hundredths)	32.10%
Gross margin multiplier	1.39
Stuart Weitzman Holdings, LLC [Member]
Contingent consideration, at fair value [Roll Forward]
Contingent consideration, at fair value	28.9	195.6
Payments	(27.4)	(255.0)
Total adjustments included in earnings	(0.5)	88.3
Contingent consideration, at fair value	$ 1.0	$ 28.9

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CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (USD $) In Millions	Total USD ($)	Common Stock [Member] USD ($)	Number of common shares outstanding [Member]	Additional Paid-in Capital [Member] USD ($)	Retained Earnings [Member] USD ($)	Accumulated Other Comprehensive Loss [Member] USD ($)	Noncontrolling Interest [Member] USD ($)	Redeemable Noncontrolling Interest [Member] USD ($)
Balance at Dec. 31, 2010	$ 1,138.3	$ 0.9		$ 541.9	$ 603.8	$ (8.4)	$ 0.1
Balance (in shares) at Dec. 31, 2010			86.4
Comprehensive (loss) income	30.3				50.7	(21.2)	0.8
Comprehensive income (loss) attributable to noncontrolling interests
Issuance of restricted stock to employees, net of forfeitures (in shares)			1.8
Amortization expense in connection with restricted stock	16.7			16.7
Distributions to noncontrolling interests	(0.7)						(0.7)
Tax effects from vesting of restricted stock	1.1			1.1
Tax effects of expired employee stock options and forfeited restricted stock	(1.4)			(1.4)
Dividends on common stock ($0.20 per share)	(17.0)				(17.0)
Repurchase of common shares (in shares)	(7.2)		(7.2)
Repurchase of common shares	(78.0)	(0.1)		(36.5)	(41.4)
Other	0.1				0.1
Balance at Dec. 31, 2011	1,089.4	0.8		521.8	596.2	(29.6)	0.2
Balance (in shares) at Dec. 31, 2011			81.0
Comprehensive (loss) income	(43.3)				(56.1)	11.7	1.1
Comprehensive income (loss) attributable to noncontrolling interests
Issuance of restricted stock to employees, net of forfeitures (in shares)			2.4
Shares withheld for taxes upon vesting of restricted stock (in shares)			0
Shares withheld for taxes upon vesting of restricted stock	(0.3)			(0.1)	(0.2)
Acquisition of Brian Atwood	0.6						0.6	0.6
Amortization expense in connection with restricted stock	19.7			19.7
Distributions to noncontrolling interests	(1.0)						(1.0)
Tax effects from vesting of restricted stock	1.7			1.7
Tax effects of expired employee stock options and forfeited restricted stock	(1.5)			(1.5)
Dividends on common stock ($0.20 per share)	(15.8)				(15.8)
Repurchase of common shares (in shares)	(4.2)		(4.2)
Repurchase of common shares	(44.0)	0		(20.8)	(23.2)
Other	0.2				0.2
Balance at Dec. 31, 2012	1,005.7	0.8		520.8	501.1	(17.9)	0.9	0.6
Balance (in shares) at Dec. 31, 2012			79.2
Comprehensive (loss) income	(7.4)				(19.8)	11.8	0.6
Comprehensive income (loss) attributable to noncontrolling interests								(0.5)
Issuance of restricted stock to employees, net of forfeitures (in shares)			1.9
Shares withheld for taxes upon vesting of restricted stock (in shares)			(0.2)
Shares withheld for taxes upon vesting of restricted stock	(2.7)			(1.4)	(1.3)
Amortization expense in connection with restricted stock	23.3			23.3
Distributions to noncontrolling interests	(1.1)						(1.1)
Tax effects from vesting of restricted stock	(0.3)			(0.3)
Tax effects of expired employee stock options and forfeited restricted stock	(4.0)			(4.0)
Dividends on common stock ($0.20 per share)	(15.6)				(15.6)
Repurchase of common shares (in shares)	(1.2)		(1.2)
Repurchase of common shares	(14.5)	0		(7.5)	(7.0)
Adjust redeemable noncontrolling interest to redemption value	(0.1)			(0.1)	0			0.1
Balance at Dec. 31, 2013	$ 983.3	$ 0.8		$ 530.8	$ 457.4	$ (6.1)	$ 0.4	$ 0.2
Balance (in shares) at Dec. 31, 2013			79.7

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CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) In Millions, except Per Share data, unless otherwise specified	Dec. 31, 2013	Dec. 31, 2012
EQUITY:
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)	1.0	1.0
Preferred stock, shares issued (in shares)
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	200.0	200.0
Common stock, shares issued (in shares)	79.7	79.2

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ACCRUED RESTRUCTURING COSTS

12 Months Ended

Dec. 31, 2013

ACCRUED RESTRUCTURING COSTS [Abstract]

ACCRUED RESTRUCTURING COSTS

ACCRUED RESTRUCTURING COSTS

Jewelry

During 2009, we decided to discontinue the domestic manufacturing, product development and sourcing activities of our jewelry business, and during 2010 we announced the closing of our jewelry distribution center.  We accrued $1.0 million of termination benefits and associated employee costs during 2010 related to both decisions.  During 2011, 2012 and 2013, we recorded $0.1 million, $0.4 million and $0.1 million, respectively, of lease obligation costs relating to closed facilities.  These costs are reported as SG&A expenses in the domestic wholesale footwear and accessories segment.

The details of the jewelry restructuring accruals are as follows:

(In millions)	One-time termination benefits			Lease obligations			Total jewelry restructuring
Balance, December 31, 2010	$	1.3		$	2.3		$	3.6
Additions		-			0.1			0.1
Payments and reductions		(1.3	)		(0.9	)		(2.2	)
Balance, December 31, 2011		-			1.5			1.5
Additions		-			0.4			0.4
Payments and reductions		-			(0.5	)		(0.5	)
Balance, December 31, 2012		-			1.4			1.4
Additions		-			0.1			0.1
Payments and reductions		-			(0.5	)		(0.5	)
Balance, December 31, 2013	$	-		$	1.0		$	1.0

The net accrual of $1.4 million at December 31, 2012 is reported as $0.4 million of accrued expenses and other current liabilities and $1.0 million of other noncurrent liabilities.  The net accrual of $1.0 million at December 31, 2013 is reported as $0.4 million of accrued expenses and other current liabilities and $0.6 million of other noncurrent liabilities.

Texas Warehouse

On December 1, 2009, we announced the closing of warehouse facilities in Socorro, Texas.  We accrued $3.4 million of termination benefits and associated employee costs for 220 employees.  During 2011, we recorded $0.5 million of lease obligation costs relating to the warehouse.  These costs are reported as SG&A expenses in the domestic wholesale jeanswear segment.  The closing was substantially completed by the end of April 2010.

The details of the Texas warehouse restructuring accruals are as follows:

(In millions)	Lease obligations
Balance, December 31, 2010	$	4.1
Additions		0.5
Payments and reductions		(3.7	)
Balance, December 31, 2011		0.9
Payments and reductions		(0.1	)
Balance, December 31, 2012		0.8
Payments and reductions		-
Balance, December 31, 2013	$	0.8

The net accruals of $0.8 million at both December 31, 2013 and 2012 are reported as accrued expenses and other current liabilities.

Retail Stores

We continue to review our retail operations for underperforming locations.  As a result of these reviews, we have decided to close domestic retail locations that no longer provide strategic benefits.  During 2011, 2012 and 2013, we closed 96, 103 and 108 locations, respectively, and anticipate closing additional locations in 2014.  We expect to operate a smaller and more productive chain of domestic locations, with outlet stores comprising a significantly higher percentage of the overall retail portfolio.  We will continue to critically assess individual store profitability, including consideration of converting certain locations to brands that offer the greatest opportunity for revenue growth.

Total termination benefits and associated employee costs for all locations closed since 2009 and identified to be closed are expected to be $13.9 million for approximately 2,950 employees, including both store employees and administrative support personnel.  We accrued $1.6 million, $1.7 million and $3.0 million of termination benefits and associated employee costs during 2011, 2012 and 2013, respectively.  We also incurred $0.5 million, $0.4 million and $3.7 million during 2011, 2012 and 2013, respectively, for costs to terminate leases.  In connection with our decision to close these stores, we reviewed the associated long-term assets for impairments.  As a result of these reviews, we recorded $8.0 million, $0.8 million and $6.3 million of impairment losses in 2011, 2012 and 2013, respectively, on leasehold improvements and furniture and fixtures located in the stores to be closed.  These costs are reported as SG&A expenses in the domestic retail segment.

The details of the restructuring accruals are as follows:

(In millions)	One-time termination benefits
Balance, December 31, 2010	$	2.2
Additions		1.6
Payments and reductions		(2.5	)
Balance, December 31, 2011		1.3
Additions		1.7
Payments and reductions		(2.1	)
Balance, December 31, 2012		0.9
Additions		3.0
Payments and reductions		(1.5	)
Balance, December 31, 2013	$	2.4

The net accruals of $0.9 million and $2.4 million at December 31, 2012 and 2013, respectively, are reported as accrued expenses and other current liabilities.

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Document and Entity Information (USD $)	12 Months Ended
	Dec. 31, 2013	Feb. 14, 2014	Jul. 06, 2013
Document and Entity Information [Abstract]
Entity Registrant Name	JONES GROUP INC
Entity Central Index Key	0000874016
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Public Float			$ 1,071,255,912
Entity Common Stock, Shares Outstanding		78,912,669
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	FY
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2013

XML

PROPERTY, PLANT AND EQUIPMENT

12 Months Ended

Dec. 31, 2013

PROPERTY, PLANT AND EQUIPMENT [Abstract]

PROPERTY, PLANT AND EQUIPMENT

PROPERTY, PLANT AND EQUIPMENT

Major classes of property, plant and equipment are as follows:

December 31,	2013		2012		Useful lives (years		)
(In millions)
Land and buildings	$	77.9	$	78.1		10 – 20
Leasehold improvements		238.4		255.3		1 – 20
Machinery, equipment and software		399.7		385.3		3 – 20
Furniture and fixtures		110.6		104.6		1 – 8
Construction in progress		17.9		20.1		-
		844.5		843.4
Less: accumulated depreciation and amortization		595.5		565.3
	$	249.0	$	278.1

Depreciation and amortization expense relating to property, plant and equipment (including capitalized leases) reflected in results from operations was $71.0 million, $69.6 million and $67.5 million in 2013, 2012 and 2011, respectively.  At December 31, 2013, we had outstanding commitments of approximately $14.0 million relating primarily to the construction or remodeling of retail store locations and office facilities.

Included in property, plant and equipment are the following capitalized leases:

December 31,	2013		2012		Useful lives (years		)
(In millions)
Buildings	$	37.8	$	37.8		10 - 20
Machinery and equipment		0.2		0.2		3 - 5
		38.0		38.0
Less: accumulated amortization		23.2		21.2
	$	14.8	$	16.8

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INCOME TAXES (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Current: [Abstract]
Federal	$ (3.1)	$ 2.1	$ (4.9)
State and local	2.1	1.5	0.6
Foreign	2.1	9.9	6.0
Total current	1.1	13.5	1.7
Deferred: [Abstract]
Federal	14.1	(11.6)	26.7
State and local	0.5	(2.6)	0.6
Foreign	(9.3)	(12.2)	(9.4)
Total deferred	5.3	(26.4)	17.9
(Loss) income before (benefit) provision for income taxes [Abstract]
United States	8.8	(2.4)	72.7
Foreign	(22.1)	(65.5)	(1.6)
(Loss) income before provision (benefit) for income taxes	(13.3)	(67.9)	71.1
(Benefit) provision for Federal income taxes at the statutory rate	(4.6)	(23.8)	24.9
State and local income taxes, net of federal benefit	1.4	0.5	1.7
Foreign income tax difference	(8.4)	(6.8)	(8.9)
Goodwill impairments	13.2	16.7
Research and development tax credit	(1.7)
Foreign valuation allowance	2.8
Amortization of contingent liability	0.9	0.9	0.5
Officers' Compensation	0.5	0.7	0.7
Acquisition costs	0.4	0.1	0.8
Life insurance / disability	0.3	0.3	0.2
Meals and entertainment	0.3	0.3	0.3
Expiration of charitable contribution carryover	0.7
Change in net reserves - uncertain tax positions	0.5	(1.1)	(0.9)
Other items, net	0.1	(0.7)	0.3
Provision for income taxes	6.4	(12.9)	19.6
Foreign subsidiary undistributed earnings	51.2
Unrecognized tax benefit that would impact effective tax rate	16.5
Deferred tax assets (liabilities):
Nondeductible accruals and allowances	64.7	65.4
Depreciation	(3.4)	2.8
Intangible asset valuation and amortization	(154.7)	(154.3)
Loss and credit carryforwards	52.0	43.4
Amortization of stock-based compensation	15.4	15.2
Deferred compensation	3.2	2.9
Inventory valuation	(5.3)	(6.8)
Pension	5.2	11.0
Gain on sale-leaseback transaction	1.5	1.7
Prepaid expenses	(2.7)	(2.1)
Display costs	(2.9)	(3.8)
Adjustments to acquisition consideration payable	(2.5)	7.8
Partnership differences	1.2	0
Unrealized translation loss	(0.3)	0.6
Fair value adjustment on interest rate swaps	1.7	1.3
Inventory overhead	0.6	0.1
Valuation allowances	(12.2)	(8.8)
Other (net)	0.1	0.1
Net deferred tax liability	(38.4)	(23.5)
Included in [Abstract]
Current assets	32.0	33.2
Noncurrent liabilities	(70.4)	(56.7)
Net deferred tax liability	(38.4)	(23.5)
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	515.7
Uncertain tax positions [Abstract]
Unrecognized tax benefit interest and penalties	0.2	0
Uncertain tax positions [Roll Forward]
Uncertain tax positions, Balance	0.3	4.7
Decreases for tax positions related to prior years	0.5	(1.1)
Settlements with tax authorities during the year	0	(3.3)
Uncertain tax positions, end of year	0.8	0.3	4.7
Federal [Member]
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	6.9
Foreign [Member]
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	66.1
Tax credit carryforwards	4.3
State [Member]
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	442.7
Tax credit carryforwards	$ 7.8

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CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) In Millions, except Per Share data, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract]
Net sales	$ 3,720.3	$ 3,750.6	$ 3,734.0
Licensing income	43.2	46.2	50.2
Other revenues	1.4	1.3	1.1
Total revenues	3,764.9	3,798.1	3,785.3
Cost of goods sold	2,435.5	2,427.4	2,440.1
Gross profit	1,329.4	1,370.7	1,345.2
Selling, general and administrative expenses	1,225.9	1,226.9	1,173.2
Trademark impairments	7.2	21.5	31.5
Goodwill impairment	49.9	47.6
Operating income	46.4	74.7	140.5
Interest income	0.2	0.6	0.9
Interest expense and financing costs	60.5	145.7	74.2
Equity in income of unconsolidated affiliate	0.6	2.5	3.9
(Loss) income before provision (benefit) for income taxes	(13.3)	(67.9)	71.1
Provision (benefit) for income taxes	6.4	(12.9)	19.6
Net (loss) income	(19.7)	(55.0)	51.5
Less: income attributable to noncontrolling interests	0.1	1.1	0.8
(Loss) income attributable to Jones	$ (19.8)	$ (56.1)	$ 50.7
(Loss) earnings per share
Basic (in dollars per share)	$ (0.26)	$ (0.72)	$ 0.62
Diluted (in dollars per share)	$ (0.26)	$ (0.72)	$ 0.61
Weighted average common shares outstanding
Basic (in shares)	73.0	74.9	79.6
Diluted (in shares)	73.0	74.9	81.3
Dividends declared per share (in dollars per share)	$ 0.20	$ 0.20	$ 0.20

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AGREEMENT TO BE ACQUIRED BY SYCAMORE PARTNERS

12 Months Ended

Dec. 31, 2013

AGREEMENT TO BE ACQUIRED BY SYCAMORE PARTNERS [Abstract]

AGREEMENT TO BE ACQUIRED BY SYCAMORE PARTNERS

AGREEMENT TO BE ACQUIRED BY SYCAMORE PARTNERS

On December 19, 2013, we entered into an Agreement and Plan of Merger (the "Merger Agreement") providing for the acquisition of Jones by an affiliate of Sycamore Partners, L.P. and Sycamore Partners A, L.P. ("Sycamore").  Under the terms of the Merger Agreement, which was unanimously approved by our Board of Directors, Sycamore will acquire all of the outstanding shares of our common stock for $15.00 per share in cash.  The transaction, which is structured as a one-step merger with Jones as the surviving corporation (the "Merger"), is subject to customary closing conditions, including approval of the holders of a majority of our shares that vote on the proposal to adopt the Merger.  In connection with the transactions contemplated by the Merger Agreement, we have also agreed to suspend payment of our regular quarterly dividend.  Concurrently with the signing of the Merger Agreement, Sycamore entered into separate purchase agreements with certain of its controlled affiliates which provide for the transfer of ownership of certain of our lines of business to such affiliates upon completion of the Merger.

We currently plan to complete the proposed Merger in the second fiscal quarter of 2014.  However, we cannot assure you that the Merger will be completed nor can we predict the exact timing of the completion of the Merger, because it is subject to the satisfaction of various conditions, many of which are beyond our control.  If the Merger is approved by our shareholders and is consummated, our shares of common stock will cease to be traded on The New York Stock Exchange and we will no longer be a publicly-traded company.

Sycamore has informed us that, in connection with the financing of the Merger and the other transactions contemplated by the Merger Agreement, it currently intends (i) to optionally redeem and discharge in full as of the effective time of the Merger our 5.125% Senior Notes due 2014; (ii) to conduct and consummate as of the effective time of the Merger the required change of control offer for our 6.875% Senior Notes due 2019 at the required offer price of 101% under the indenture governing these notes and (iii) for all our 6.125% Senior Notes due 2034 to remain outstanding obligations of Jones following the effective time of the Merger.

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SUMMARY OF ACCOUNTING POLICIES

12 Months Ended

Dec. 31, 2013

SUMMARY OF ACCOUNTING POLICIES [Abstract]

SUMMARY OF ACCOUNTING POLICIES

SUMMARY OF ACCOUNTING POLICIES

Basis of Presentation

The consolidated financial statements include the accounts of The Jones Group Inc. and our subsidiaries.  All intercompany balances and transactions have been eliminated.  The results of operations of acquired companies are included in our operating results from the respective dates of acquisition.  We also have a 34.25% interest in GRI, which is accounted for under the equity method of accounting.

We design, contract for the manufacture of and market a broad range of women's collection sportswear, suits and dresses, casual sportswear and jeanswear for women and children and women's and men's footwear and accessories.  We sell our products through a broad array of distribution channels, including better specialty and department stores and mass merchandisers, primarily in the United States, Canada and Europe.  We also operate our own network of retail and factory outlet stores, concession locations and e-commerce web sites.  In addition, we license the use of several of our brand names to select manufacturers and distributors of women's and men's apparel and accessories worldwide.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from these estimates.

Credit Risk

Financial instruments which potentially subject us to concentration of credit risk consist principally of cash investments and accounts receivable.  We place our cash and cash equivalents in investment-grade, highly-liquid U.S. government agency and corporate money market accounts.  We perform ongoing credit evaluations of our customers' financial condition and, generally, require no collateral from our customers.  The allowance for non-collection of accounts receivable is based upon the expected collectibility of all accounts receivable.

Derivative Financial Instruments

Our primary objectives for holding derivative financial instruments are to manage foreign currency and interest rate risks.  We do not use financial instruments for trading or other speculative purposes.  We have historically used derivative financial instruments to hedge both the fair value of recognized assets or liabilities (a "fair value" hedge) and the variability of anticipated cash flows of a forecasted transaction (a "cash flow" hedge).  Our strategies related to derivative financial instruments have been:

· the use of foreign currency forward contracts to hedge a portion of anticipated future short-term inventory purchases to offset the effects of changes in foreign currency exchange rates (primarily between the U.S. Dollar and the Canadian Dollar);

· the use of foreign currency forward contracts to hedge a portion of anticipated repayments of intercompany debt (primarily between the U.S. Dollar and the British Pound); and

· the use of interest rate swaps and caps to effectively convert a portion of our outstanding fixed-rate debt to variable-rate debt to take advantage of lower interest rates.

Our foreign currency forward contracts relating to inventory purchases are highly effective hedges because all the critical terms of the derivative instruments match those of the hedged item, and our interest rate swaps overall have been highly effective based on regression analyses (our interest rate cap agreement and foreign currency forward contracts relating to intercompany repayments have not been designated as hedges).  On the date a qualifying derivative contract is entered into, we designate the derivative as either a fair value hedge or a cash flow hedge.  Changes in derivative fair values that are designated as fair value hedges are recognized in earnings as offsets to the changes in fair value of the related hedged assets and liabilities.  Changes in derivative fair values that are designated as cash flow hedges are deferred and recorded as a component of accumulated other comprehensive income until the associated hedged transactions impact the income statement, at which time the deferred gains and losses are reclassified to either cost of sales for inventory purchases or to selling, general and administrative ("SG&A") expenses for all other items.  Changes in derivative fair values that have not been designated as hedges are recorded as SG&A expenses.  Any ineffective portion of a hedging derivative's change in fair value will be immediately recognized in cost of sales for foreign currency forward contracts and interest expense for interest rate swap contracts.  Differentials to be paid or received under interest rate swap contracts and changes in the fair value of interest rate cap contracts are recorded as adjustments to interest expense.  Gains or losses generated from the early termination of interest rate swap contracts are amortized over the remaining terms of the contracts as adjustments to interest expense.  The fair values of the derivatives, which are based on observable inputs such as yield curves or foreign exchange spot rates, are reported as other current assets, other assets, accrued expenses and other current liabilities or other noncurrent liabilities, as appropriate.

Accounts Receivable

Accounts receivable are reported at amounts we expect to be collected, net of trade discounts and deductions for co-op advertising arrangements with our customers, allowances we provide to our retail customers to effectively flow goods through the retail channels, an allowance for potential non-collection due to the financial position of our customers and credit card accounts, and an allowance for estimated sales returns.

Inventories and Cost of Sales

Inventories are valued at the lower of cost or market.  Inventory values are determined using the FIFO (first in, first out) and weighted average cost methods.  We reduce the carrying cost of inventories for obsolete or slow moving items as necessary to properly reflect inventory value.  The cost elements included in inventory consist of all direct costs of merchandise (net of purchase discounts and vendor allowances), overhead (primarily design and production costs), inbound freight and merchandise acquisition costs such as commissions and import fees.

Cost of sales includes the inventory cost elements listed above as well as warehouse outbound freight, merchandise freight between our distribution centers and retail locations and realized gains or losses on foreign currency forward contracts associated with inventory purchases.  Our cost of sales may not be comparable to those of other entities, since some entities include all of the costs associated with their distribution functions in cost of sales while we include these costs in SG&A expenses.  Distribution costs included in SG&A expenses for 2013, 2012 and 2011 were $93.0 million, $94.1 million and $93.3 million, respectively.

Property, Plant, Equipment and Depreciation and Amortization

Property, plant and equipment are recorded at cost.  Depreciation and amortization are computed by the straight-line method over the estimated useful lives of the assets.  Leasehold improvements recorded at the inception of a lease are amortized using the straight-line method over the life of the lease or the useful life of the improvement, whichever is shorter; for improvements made during the lease term, the amortization period is the shorter of the useful life or the remaining lease term (including any renewal periods that are deemed to be reasonably assured).  Property under capital leases is amortized over the lives of the respective leases or the estimated useful lives of the assets, whichever is shorter.

Operating Leases

 Total rent payments under operating leases that include scheduled payment increases and rent holidays are amortized on a straight-line basis over the term of the lease.  Rent expense on our buildings and retail stores is classified as an SG&A expense and, for certain stores, includes contingent rents that are based on a percentage of retail sales over stated levels.  Landlord allowances are amortized by the straight-line method over the term of the lease as a reduction of rent expense.

Goodwill and Other Intangibles

Goodwill represents the excess of purchase price over the fair value of net assets acquired in business combinations accounted for under the purchase method of accounting.  We test at least annually our goodwill and other intangibles without determinable lives (primarily tradenames and trademarks) for impairment through the use of discounted cash flow models.  Other intangibles with determinable lives, including license agreements, are amortized over the estimated useful lives of the assets (currently ranging from 17 months to 23 years).

Foreign Currency Translation

The financial statements of foreign subsidiaries are translated into U.S. Dollars in accordance with ASC Section 830, "Foreign Currency Matters."  Where the functional currency of a foreign subsidiary is its local currency, balance sheet accounts are translated at the current exchange rate and income statement items are translated at the average exchange rate for the period.  Gains and losses resulting from translation are accumulated in a separate component of stockholders' equity.  Gains and losses on transactions denominated and settled in a foreign currency are reflected in the consolidated statements of operations.  Net foreign currency gains (losses) included in operations were $2.9 million, $7.0 million and $(5.7) million in 2013, 2012 and 2011, respectively.

Defined Benefit Plans

Our funding policy is to contribute at least the minimum amount to meet the funding ratio requirements of the Pension Protection Act.

Treasury Stock

Treasury stock is recorded at acquisition cost.  Gains and losses on disposition are recorded as increases or decreases to additional paid-in capital with losses in excess of previously recorded gains charged directly to retained earnings.  When treasury shares are retired and returned to authorized but unissued status, the carrying value in excess of par is allocated to additional paid-in capital and retained earnings on a pro rata basis.

Revenue Recognition

Wholesale apparel and footwear and accessories sales are recognized either when products are shipped or, in certain situations, upon acceptance by the customer.  Retail sales are recorded at the time of register receipt.  Allowances for estimated returns are provided when sales are recorded primarily by reducing revenues for the total revenues related to estimated returns, with an offsetting reduction to cost of sales for the cost of the estimated returns.  Sales taxes collected from retail customers are excluded from reported revenues.  Licensing income is recognized based on the higher of contractual minimums or sales of licensed products realized by our licensees.

Shipping and Handling Costs

Shipping and handling costs billed to customers are recorded as revenue.  Freight costs associated with shipping goods to customers are recorded as a cost of sales.

Advertising Expense

We record national advertising campaign costs as an expense when the advertising first takes place and we expense advertising production costs as incurred, net of reimbursements for cooperative advertising.  Net advertising expense was $75.9 million, $83.1 million and $68.9 million in 2013, 2012 and 2011, respectively, net of co-operative advertising reimbursements of $8.8 million, $8.9 million and $11.7 million, respectively.

Income Taxes

We use the asset and liability method of accounting for income taxes.  Current tax assets and liabilities are recognized for the estimated Federal, foreign, state and local income taxes payable or refundable on the tax returns for the current year.  Deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse.  Deferred income tax provisions are based on the changes to the respective assets and liabilities from period to period.  Valuation allowances are recorded to reduce deferred tax assets when uncertainty regarding their realizability exists.

Earnings per Share

We have outstanding restricted stock grants that contain nonforfeitable rights to dividends (whether paid or unpaid) which qualify these shares as participating securities, requiring them to be included in the computation of earnings per share pursuant to the two-class method.  Under the two-class method, all earnings (distributed and undistributed) are allocated to common shares and participating securities based on their respective rights to receive dividends.  Basic earnings per common share is calculated by dividing earnings allocated to common shareholders by the weighted-average number of common shares outstanding during the period.  Diluted earnings per share reflect, in periods in which they have a dilutive effect, the effect of unvested restricted stock not classified as participating securities and common shares issuable upon exercise of stock options.  The difference between reported basic and diluted weighted-average common shares results from the assumption that all dilutive stock options outstanding were exercised and all outstanding restricted shares have vested.

The following options to purchase shares of common stock were outstanding during a portion of 2011 but were not included in the computation of diluted earnings per share because the exercise prices of the options were greater than the average market price of the common shares and, therefore, would be antidilutive.  For 2012 and 2013, any stock options and shares of nonparticipating restricted stock outstanding were not included in the computation of diluted earnings per share due to the net loss for the year.

For the year ended December 31,	2013			2012			2011
Number of options (in millions)		N/	A		N/	A		4.4
Weighted average exercise price							$	34.74

Restricted Stock

Compensation cost for restricted stock that vests based upon the passage of time or on the achievement of a performance condition is measured as the excess, if any, of the quoted market price of our stock at the date the common stock is granted over the amount the employee must pay to acquire the stock (which is generally zero).  Compensation cost for restricted stock that vests upon the achievement of a performance condition is also based upon the probability that the performance condition will be satisfied.  Compensation cost for restricted stock that vests based upon the achievement of a market condition is determined based on a Monte Carlo valuation model and is recognized regardless of whether or not the market condition is satisfied.

Compensation cost, net of projected forfeitures, is recognized over the period between the issue date and the date any restrictions lapse, with compensation cost for grants with a graded vesting schedule recognized on a straight-line basis over the requisite service period for the total award.

Long-Lived Assets

We review certain long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.  In that regard, we assess the recoverability of such assets based upon estimated non-discounted cash flow forecasts.  If an asset impairment is identified, the asset is written down to fair value based on discounted cash flow or other fair value measures.

Cash Equivalents

We consider all highly liquid short-term investments to be cash equivalents.

Noncontrolling Interests

For our consolidated subsidiaries that are not wholly-owned, we allocate earnings and losses to the noncontrolling interests based on their ownership percentage.  For redeemable noncontrolling interests, the amounts reported on the balance sheet represent the higher of the carrying amount or the redemption value.

New Accounting Standards

In March 2013, the FASB issued ASU 2013-05, "Foreign Currency Matters (Topic 830): Parent's Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity."  ASU 2013-05 requires an entity to release any related cumulative translation adjustment into net income when it ceases to have a controlling financial interest in a subsidiary or group of assets that is a nonprofit activity or a business within a foreign entity if the sale or transfer results in the complete or substantially complete liquidation of the foreign entity in which the subsidiary or group of assets had resided.  For an equity method investment that is a foreign entity, a pro rata portion of the cumulative translation adjustment should be released into net income upon a partial sale of such an equity method investment.  Additionally, the amendments clarify that the sale of an investment in a foreign entity includes both (1) events that result in the loss of a controlling financial interest in a foreign entity (that is, irrespective of any retained investment) and (2) events that result in an acquirer obtaining control of an acquiree in which it held an equity interest immediately before the acquisition date (sometimes also referred to as a step acquisition).  Accordingly, the cumulative translation adjustment should be released into net income upon the occurrence of those events.  For public entities, the amendments are effective prospectively for fiscal years (and interim reporting periods within those years) beginning after December 15, 2013.  Early adoption is permitted.  If an entity elects to early adopt the amendments, it should apply them as of the beginning of the entity's fiscal year of adoption.  The adoption of ASU 2013-05 will not have a material impact on our results of operations or our financial position.

In July 2013, the FASB issued ASU 2013-11, "Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists."  ASU 2013-11 requires an entity to present an unrecognized tax benefit, or a portion of an unrecognized tax benefit, in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, except as follows.  To the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets.  The amendments in this Update are effective for fiscal years (and interim periods within those years) beginning after December 15, 2013.  The adoption of ASU 2013-11 will not have a material impact on our results of operations or our financial position.

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DERIVATIVES

12 Months Ended

Dec. 31, 2013

DERIVATIVES [Abstract]

DERIVATIVES

DERIVATIVES

We recognize all derivatives as either assets or liabilities on the balance sheet and measure those instruments at fair value.  Additionally, the fair value adjustments will affect either equity or net income, depending on whether the derivative instrument qualifies as a hedge for accounting purposes and, if so, the nature of the hedging activity.

Interest Rate Swaps and Caps

On December 14, 2010, we entered into three interest rate swap transactions to effectively convert the entire amount of our $250 million fixed-rate 5.125% Senior Notes due 2014 (the "2014 Notes") to variable-rate debt.  Under the terms of the transactions, we were required to make semiannual variable-rate payments to the counterparties calculated based on three-month LIBOR rates (which were reset on the 15^th day of each calendar quarter) plus 3.46%, and the counterparties were obligated to make semiannual fixed-rate payments to us of 5.125%.  The swap transactions had an effective date of December 17, 2010 and a termination date of November 15, 2014, the date the 2014 Notes mature.  On June 8, 2012, we de-designated the hedging relationship between the swaps and the 2014 Notes and received $5.7 million upon termination of the swaps.  The related fair market valuation adjustment to the 2014 Notes is being amortized as a reduction of interest expense over the remaining life of the 2014 Notes.

On March 3, 2011, we entered into three interest rate swap transactions to effectively convert $150 million of our 2019 Notes to variable-rate debt.  Under the terms of the transactions, we were required to make semiannual variable-rate payments to the counterparties calculated based on three-month LIBOR rates (which were reset on the 15^th day of each calendar quarter) plus 3.73%, and the counterparties were obligated to make semiannual fixed-rate payments to us of 6.875%.  The swap transactions had an effective date of March 7, 2011 and a termination date of March 15, 2019, the date the 2019 Notes mature.  On August 3, 2011 we de-designated the hedging relationship between the swaps and the 2019 Notes and received $8.1 million upon termination of the swaps.  The related fair market valuation adjustment to the 2019 Notes is being amortized as a reduction of interest expense over the remaining life of the 2019 Notes.

On March 19, 2012, we entered into three interest rate swap transactions to effectively convert $150 million of our 2019 Notes to variable-rate debt.  Under the terms of the transactions, we were required to make semiannual variable-rate payments to the counterparties calculated based on one-month LIBOR rates (which were reset on the 15^th day of each calendar quarter) plus 5.195%, and the counterparties were obligated to make semiannual fixed-rate payments to us of 6.875%.  The swap transactions had an effective date of March 21, 2012 and a termination date of March 15, 2019, the date the 2019 Notes mature.  On May 31, 2012, we de-designated the hedging relationship between the swaps and the 2019 Notes and received $3.5 million upon termination of the swaps.  The related fair market valuation adjustment to the 2019 Notes is being amortized as a reduction of interest expense over the remaining life of the 2019 Notes.

During 2013, we entered into various interest rate swap transactions to effectively convert a portion of our 2019 Notes to variable-rate debt.  Under the terms of the transactions, we are required to make semiannual variable-rate payments to the counterparties (which are reset in arrears on each payment date) as shown in the table below, and the counterparties are obligated to make semiannual fixed-rate payments to us of 6.875%.  The swap transactions all have a termination date of March 15, 2019, the date the 2019 Notes mature.

Date of transaction	Effective date	Number of swaps		Amount of 2019 Notes hedged (in millions)		Variable rate payments
July 17, 2013	July 19, 2013		3	$	90.0	Six-month LIBOR + 4.75%
August 13, 2013	August 15, 2013		3		90.0	Six-month LIBOR + 4.5925%
August 19, 2013	August 21, 2013		3		75.0	Six-month LIBOR + 4.4275%
September 5, 2013	September 9, 2013		3		70.0	Six-month LIBOR + 4.2425%

We have an outstanding interest rate cap that was used in conjunction with previous interest rate swaps on our 2014 Notes to limit our floating rate exposure.  The cap has a termination date of November 15, 2014.

The swap transactions were designated as hedges of the fair value of the related notes.  The fair values of the swaps were recorded either as an asset or a liability, with changes in their fair values recorded through interest expense.  The changes in fair value of the notes related to the hedged portion of the notes were also recorded through interest expense.  As these changes in fair value did not exactly offset each other, the net effect on earnings represented the ineffectiveness of the hedging instruments.  We evaluate effectiveness under the "long haul" method of accounting.  The interest rate cap has not been designated as a hedging instrument; as a result, all changes in the fair value of the cap are recorded through interest expense.

We recorded net increases in interest expense related to the ineffectiveness of the swaps and the changes in the fair value of the cap as follows.

Year Ended December 31,	2013		2012		2011
(In millions)
Interest rate swaps	$	1.1	$	1.3	$	1.0
Interest rate cap		-		0.2		1.1
Net increase in interest expense	$	1.1	$	1.5	$	2.1

Foreign Currency Forward Contracts

We use foreign currency forward contracts for the specific purpose of hedging the exposure to variability in forecasted cash flows associated primarily with inventory purchases.  Fair values of foreign currency forward contracts are calculated by comparing each agreement's contractual exchange rate with the currency exchange forward and spot rates at the reporting date.

We have outstanding forward contracts to exchange Canadian Dollars for U.S. Dollars.  These contracts are designated as cash flow hedges, as the principal terms of the contracts are the same as the underlying forecasted foreign currency cash flows.  Therefore, changes in the fair value of these forward contracts are highly effective in offsetting changes in the expected foreign currency cash flows.  Changes in the fair value of these contracts are recorded in accumulated other comprehensive income, net of related tax effects, with the corresponding asset or liability recorded in the balance sheet.  Amounts recorded in accumulated other comprehensive income are reflected in current-period earnings when the hedged transaction affects earnings.

Since the foreign currency derivatives we use in our risk management strategies are highly effective hedges because all the critical terms of the derivative instruments match those of the hedged item, we record no ineffectiveness related to our cash flow hedges.  If foreign currency exchange rates do not change from their December 31, 2013 amounts, we estimate that any reclassifications from other comprehensive income to earnings within the next 12 months will not be material.

We also currently have outstanding forward contracts to exchange British Pounds for U.S. Dollars.  These contracts have not been designated as hedges.  Therefore, changes in the fair value of these contracts are recorded in SG&A expenses, with the corresponding asset or liability recorded in the balance sheet.

The notional amounts of our foreign exchange contracts outstanding at December 31, 2013, 2012 and 2011 are as follows.  For additional information, see "Fair Values."

(In millions)	Notional Amounts
December 31,	2013		2012		2011
Canadian Dollar – U.S. Dollar forward exchange contracts	US$4.7		US$16.1		US$5.3
British Pound – U.S. Dollar forward exchange contract		-	£	6.0		-

Fair Values of Derivative Instruments

(In millions)	December 31, 2013			December 31, 2012
	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Derivatives designated as hedging instruments
Interest rate swap contracts	Other long-term assets	$	1.1		$	-
Foreign exchange contracts	Prepaid expenses and other current assets		-	Prepaid expenses and other current assets		0.2
Total derivative assets		$	1.1		$	0.2
Interest rate swap contracts	Other long-term liabilities	$	1.6		$	-
Total derivative liabilities		$	1.6		$	-
Derivatives not designated as hedging instruments
Interest rate cap contract	Other long-term assets	$	-	Other long-term assets	$	-
Total derivative assets		$	-		$	-

Effect of Derivatives on the Statement of Operations - Derivatives Designated as Hedging Instruments

(In millions)		Amount of Pretax Gain (Loss) due to Ineffectiveness Recognized in Income
Derivative type	Location of Pretax Gain (Loss) due to Ineffectiveness Recognized in Income	2013				2012				2011
Interest rate swap contracts	Interest expense		$	(1.1	)		$	(1.3	)		$	(1.0	)

(In millions)	Amount of Pretax Gain (Loss) Recognized in Other Comprehensive Income							Location of Pretax Loss Reclassified from Other Comprehensive Income into Income	Amount of Pretax Gain (Loss) Reclassified from Other Comprehensive Income into Income
Derivative type	2013		2012		2011				2013		2012			2011
Foreign exchange contracts	$	0.7	$	0.1	$	(0.3	)	Cost of sales	$	0.8	$	(0.1	)	$	(0.8	)

Effect of Derivatives on the Statement of Operations - Derivatives Not Designated as Hedging Instruments

(In millions)		Amount of Pretax Gain (Loss) Recognized in Income
Derivative type	Location of Pretax Gain (Loss) Recognized in Income	2013				2012				2011
Interest rate cap contract	Interest expense		$	-			$	(0.2	)		$	(1.1	)
British Pound – U.S. Dollar forward contract	Selling, general and administrative expenses			(0.2	)			-				-

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GOODWILL AND OTHER INTANGIBLE ASSETS

12 Months Ended

Dec. 31, 2013

GOODWILL AND OTHER INTANGIBLE ASSETS [Abstract]

GOODWILL AND OTHER INTANGIBLE ASSETS

GOODWILL AND OTHER INTANGIBLE ASSETS

Goodwill represents the excess of the purchase price and related costs over the value assigned to net tangible and identifiable intangible assets of businesses acquired and accounted for under the purchase method.  Accounting rules require that we test at least annually for possible goodwill impairment.  We perform our test in the fourth fiscal quarter of each year using a discounted cash flow analysis that requires that certain assumptions and estimates be made regarding industry economic factors and future profitability and cash flows.  We test goodwill at the segment level where acquired businesses have been fully integrated into our existing structure and at one level below the segment level where acquired businesses have not been fully integrated.  As a result of the 2012 impairment analysis, we determined that the goodwill balance existing in our international retail segment was impaired as a result of decreases in projected revenues and profitability for our Kurt Geiger retail business resulting from economic conditions in Europe.  Accordingly, we recorded an impairment charge of $47.6 million.  As a result of the 2013 impairment analysis, we determined that the goodwill balance existing in our domestic wholesale sportswear segment and the goodwill in our domestic wholesale footwear and accessories segment related to our Brian Atwood business were impaired as a result of decreases in projected revenues and profitability.  Accordingly, we recorded an impairment charge of $49.9 million.

The following table presents, by segment and in total, changes in the carrying amount of goodwill for 2012 and 2013.

(In millions)	Domestic Wholesale Sportswear			Domestic Wholesale Jeanswear			Domestic Wholesale Footwear & Accessories			Domestic Retail			International Wholesale		International Retail			Total
Balance, January 1, 2012
Goodwill	$	46.7		$	519.2		$	859.8		$	120.6		$	111.6	$	50.4		$	1,708.3
Accumulated impairment losses		-			(519.2	)		(813.2	)		(120.6	)		-		-			(1,453.0	)
Net goodwill		46.7			-			46.6			-			111.6		50.4			255.3
Acquisition of Brian Atwood		-			-			3.2			-			-		-			3.2
Impairment		-			-			-			-			-		(47.6	)		(47.6	)
Foreign currency translation effects		-			-			-			-			1.9		2.5			4.4
Balance, December 31, 2012
Goodwill		46.7			519.2			863.0			120.6			113.5		52.7			1,715.7
Accumulated impairment losses		-			(519.2	)		(813.2	)		(120.6	)		-		(47.4	)		(1,500.4	)
Net goodwill		46.7			-			49.8			-			113.5		5.3			215.3
Impairment		(46.7	)		-			(3.2	)		-			-		-			(49.9	)
Foreign currency translation effects		-			-			-			-			1.0		-			1.0
Balance, December 31, 2013
Goodwill		46.7			519.2			863.0			120.6			114.5		53.7			1,717.7
Accumulated impairment losses		(46.7	)		(519.2	)		(816.4	)		(120.6	)		-		(48.4	)		(1,551.3	)
Net goodwill	$	-		$	-		$	46.6		$	-		$	114.5	$	5.3		$	166.4

We also perform our annual impairment test for indefinite-lived trademarks during the fourth fiscal quarter of the year.  As a result of these analyses, we recorded trademark impairment charges of $7.2 million, $21.5 million and $31.5 million for 2013, 2012 and 2011, respectively, as a result of decreases in projected revenues for certain brands.  All trademark impairment charges for 2013 and 2011 are reported as SG&A expenses in the licensing and other segment.  The charge for 2012 was recorded as a $21.4 million SG&A expense in the licensing and other segment and a $0.1 million SG&A expense in the international retail segment.  In 2012, we also determined that the acquired customer relationship intangible asset from the acquisition of Kurt Geiger was impaired due to decreases in projected wholesale revenues, and we recorded a $5.6 million impairment charge.  This impairment charge is reported as an SG&A expense in the international wholesale segment.

The components of other intangible assets are as follows:

December 31,	2013				2012
(In millions)	Gross Carrying Amount		Accumulated Amortization		Gross Carrying Amount		Accumulated Amortization
Amortized intangible assets
Customer relationships	$	154.2	$	34.8	$	151.6	$	24.4
License agreements		61.7		56.0		61.4		54.5
Trademarks		24.5		11.4		24.5		4.9
Acquired favorable leases		13.4		4.9		13.1		3.5
Covenants not to compete		3.8		2.9		3.8		2.1
		257.6		110.0		254.4		89.4
Indefinite-life trademarks		704.8		-		704.7		-
	$	962.4	$	110.0	$	959.1	$	89.4

Amortization expense for intangible assets subject to amortization was $14.4 million, $16.8 million and $14.8 million for 2013, 2012 and 2011, respectively.  Amortization expense for intangible assets subject to amortization for each of the years in the five-year period ending December 31, 2018 is estimated to be $14.9 million in 2014, $13.5 million in 2015, $13.2 million in 2016, $12.9 million in 2017 and $11.2 million in 2018.

The cash flow models we use to estimate the fair values of our goodwill and trademarks involve several assumptions.  Changes in these assumptions could materially impact our fair value estimates.  Assumptions critical to our fair value estimates are: (i) discount rates used to derive the present value factors used in determining the fair value of the reporting units and trademarks; (ii) royalty rates used in our trademark valuations; (iii) projected revenue growth rates; and (iv) projected long-term growth rates used in the derivation of terminal year values.  These and other assumptions are impacted by economic conditions and expectations of management and may change in the future based on period-specific facts and circumstances.  The following table shows the assumptions we used to derive our fair value estimates as part of our annual impairment testing for 2013 and 2012.

	2013		2012
	Goodwill	Trademarks	Goodwill	Trademarks
Discount rates	12.0%	12.0%	12.0%	12.0%
Royalty rates	--	1.0% - 8.0%	--	1.0% - 8.0%
Weighted-average revenue growth rates	4.7%	6.5%	5.4%	6.2%
Long-term growth rates	3.0%	0% - 3.0%	3.0%	0% - 3.0%

While the fair value of each operating segment at December 31, 2013 significantly exceeded the segment's carrying value, should economic conditions and trends (such as reduced consumer spending or the failure to achieve projected results) deteriorate throughout 2014 and beyond, especially in the United Kingdom and Europe, the carrying values of trademarks and goodwill could become further impaired.

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BUSINESS SEGMENT AND GEOGRAPHIC AREA INFORMATION Part I (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended										12 Months Ended
	Dec. 31, 2013		Oct. 05, 2013	Jul. 06, 2013	Apr. 06, 2013	Dec. 31, 2012		Sep. 29, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2013		Dec. 31, 2012		Dec. 31, 2011
Segment Reporting Information [Line Items]
Revenues	$ 888.9		$ 1,021.7	$ 845.6	$ 1,008.7	$ 971.9		$ 1,035.4	$ 854.8	$ 936.0	$ 3,764.9		$ 3,798.1		$ 3,785.3
Segment income (loss)											96.3		122.3		140.5
Net interest expense											(60.3)		(145.1)		(73.3)
Equity in income of unconsolidated affiliate											0.6		2.5		3.9
Goodwill impairment	(49.9)					(47.6)					(49.9)		(47.6)
Net (loss) income											(13.3)		(67.9)		71.1
Depreciation and amortization											110.9		109.8		104.8
Expenditures for long-lived assets											72.5		100.7		112.5
Total Assets	2,511.9					2,595.5					2,511.9		2,595.5		2,715.3
Domestic Wholesale Sportswear [Member]
Segment Reporting Information [Line Items]
Revenues											671.1		782.0		892.3
Segment income (loss)											(5.5)		38.0		74.0
Goodwill impairment											(46.7)
Depreciation and amortization											4.1		5.8		9.0
Expenditures for long-lived assets											7.8		10.3		34.6
Total Assets	920.3	[1]				1,061.8	[1]				920.3	[1]	1,061.8	[1]	1,034.7	[1]
Domestic Wholesale Jeanswear [Member]
Segment Reporting Information [Line Items]
Revenues											822.9		746.7		773.7
Segment income (loss)											76.3		53.0		49.6
Depreciation and amortization											1.2		1.1		1.2
Expenditures for long-lived assets											3.4		4.0		4.3
Total Assets	692.8	[1]				683.7	[1]				692.8	[1]	683.7	[1]	638.6	[1]
Domestic Wholesale Footwear & Accessories [Member]
Segment Reporting Information [Line Items]
Revenues											916.5		919.7		848.0
Segment income (loss)											69.9		57.4		40.9
Goodwill impairment											(3.2)
Depreciation and amortization											6.6		8.7		10.4
Expenditures for long-lived assets											9.8		12.6		6.6
Total Assets	1,096.2	[1]				1,111.9	[1]				1,096.2	[1]	1,111.9	[1]	1,001.0	[1]
Domestic Retail [Member]
Segment Reporting Information [Line Items]
Revenues											564.4		584.6		631.2
Segment income (loss)											(62.0)		(51.7)		(37.9)
Depreciation and amortization											13.7		13.3		17.2
Expenditures for long-lived assets											17.5		20.5		14.5
Total Assets	257.7	[1]				288.0	[1]				257.7	[1]	288.0	[1]	254.6	[1]
International Wholesale Member [Member]
Segment Reporting Information [Line Items]
Revenues											329.3		330.0		329.5
Segment income (loss)											34.8		33.8		35.5
Depreciation and amortization											1.9		3.0		4.3
Expenditures for long-lived assets											0.7		0.9		4.1
Total Assets	238.2	[1]				254.9	[1]				238.2	[1]	254.9	[1]	238.7	[1]
International Retail Member [Member]
Segment Reporting Information [Line Items]
Revenues											417.5		388.9		260.4
Segment income (loss)											3.8		5.5		6.9
Goodwill impairment													(47.6)
Depreciation and amortization											25.6		23.8		12.9
Expenditures for long-lived assets											13.8		27.3		19.6
Total Assets	402.2	[1]				377.1	[1]				402.2	[1]	377.1	[1]	396.4	[1]
Licensing and Other [Member]
Segment Reporting Information [Line Items]
Revenues											43.2		46.2		50.2
Segment income (loss)											(21.0)		(13.5)		(30.0)
Depreciation and amortization											57.8		54.1		49.8
Expenditures for long-lived assets											19.5		25.1		28.8
Total Assets	1,902.7	[1]				2,062.3	[1]				1,902.7	[1]	2,062.3	[1]	1,747.0	[1]
Licensing and Other [Member] | Equity Method Investees [Member]
Segment Reporting Information [Line Items]
Total Assets	56.2					38.9					56.2		38.9		35.6
Eliminations [Member]
Segment Reporting Information [Line Items]
Segment income (loss)											0		(0.2)		1.5
Total Assets	(2,998.2)	[1]				(3,244.2)	[1]				(2,998.2)	[1]	(3,244.2)	[1]	(2,595.7)	[1]
Eliminations [Member] | Elimination of Intersegment Balance [Member]
Segment Reporting Information [Line Items]
Total Assets	(1,368.0)					(1,450.9)					(1,368.0)		(1,450.9)		(1,404.0)
Eliminations [Member] | Reclassification of Deferred Tax Assets [Member]
Segment Reporting Information [Line Items]
Total Assets	(137.5)					(154.5)					(137.5)		(154.5)		(134.9)
Eliminations [Member] | Elimination of Investments in Subsidiaries [Member]
Segment Reporting Information [Line Items]
Total Assets	$ (1,492.7)					$ (1,638.8)					$ (1,492.7)		$ (1,638.8)		$ (1,056.8)

[1] total assets for licensing and other includes investment in equity-method investees of $56.2 million, $38.9 million and $35.6 million for 2013, 2012 and 2011, respectively.

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EQUITY METHOD INVESTMENTS

12 Months Ended

Dec. 31, 2013

EQUITY METHOD INVESTMENTS [Abstract]

EQUITY METHOD INVESTMENTS

EQUITY METHOD INVESTMENTS

On June 20, 2008, we acquired a 10% equity interest in GRI Group Limited ("GRI"), an international accessories and apparel brand management and retail-distribution network, for $20.2 million.  On June 24, 2009, we increased our equity interest to 25% for an additional $15.2 million.  The selling shareholders of GRI were entitled to receive an additional cash payment equaling 60% of the amount of GRI's fiscal year 2011 net income that exceeded a certain threshold, and on June 21, 2012, we made a cash payment to them of $3.5 million in satisfaction of the obligation.  On August 30, 2013, we increased our equity interest to 34.25% for an additional $14.7 million.  GRI is the exclusive licensee of several of our brands in Asia, including Nine West, Anne Klein, AK Anne Klein, Easy Spirit, Enzo Angiolini and Joan & David.  GRI also distributes other women's apparel, shoes and accessory brands not owned by us.  See "Accounts Receivable and Significant Customers" for additional information regarding GRI.

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ACQUISITIONS (Details) In Millions, unless otherwise specified				0 Months Ended		12 Months Ended		0 Months Ended							0 Months Ended	12 Months Ended		0 Months Ended
	Dec. 31, 2013 USD ($)	Dec. 31, 2012 USD ($)	Dec. 31, 2011 USD ($)	Jun. 02, 2011 Kurt Geiger [Member] USD ($)	Jun. 02, 2011 Kurt Geiger [Member] GBP (£)	Dec. 31, 2013 Kurt Geiger [Member] GBP (£)	Dec. 31, 2011 Kurt Geiger [Member] USD ($)	Jun. 02, 2011 Kurt Geiger [Member] Customer Relationships [Member] USD ($)	Jun. 02, 2011 Kurt Geiger [Member] Trademarks [Member] USD ($)	Jun. 02, 2011 Kurt Geiger [Member] Acquired Order Backlog [Member] USD ($)	Jun. 02, 2011 Kurt Geiger [Member] Acquired Favorable Leases [Member] USD ($)	Jun. 02, 2011 Kurt Geiger [Member] Unfavorable Lease Agreements [Member] USD ($)	Jul. 02, 2012 Brian Atwood Related Intellectual Property [Member]	Jul. 02, 2012 Atwood Italia S.r.l. [Member]	Jul. 02, 2012 Brian Atwood [Member] USD ($)	Dec. 31, 2013 Brian Atwood [Member] USD ($)	Dec. 31, 2012 Brian Atwood [Member] USD ($)	Jul. 02, 2012 Brian Atwood [Member] Customer Relationships [Member] USD ($)	Jul. 02, 2012 Brian Atwood [Member] Trademarks [Member] USD ($)	Jul. 02, 2012 Brian Atwood [Member] Acquired Order Backlog [Member] USD ($)
Business Acquisition [Line Items]
Date of acquisition				Jun. 02, 2011	Jun. 02, 2011										Jul. 02, 2012
Maturity date of note				Apr. 16, 2016	Apr. 16, 2016	Apr. 16, 2016
Percentage of equity interests acquired (in hundredths)				100.00%	100.00%								80.00%	100.00%
Noncontrolling interest, ownership percentage by noncontrolling owners													20.00%
Business Acquisition, Description of Acquired Entity				Kurt Geiger markets products under four of its own brands - Kurt Geiger, KG, Carvela and Miss KG - and over 100 other luxury brands in more than 200 retail locations, including concessions in Europe’s leading department stores, including Harrods, Selfridges, Liberty, House of Fraser, Fenwick John Lewis and Brown Thomas, as well as company-operated stores.	Kurt Geiger markets products under four of its own brands - Kurt Geiger, KG, Carvela and Miss KG - and over 100 other luxury brands in more than 200 retail locations, including concessions in Europe’s leading department stores, including Harrods, Selfridges, Liberty, House of Fraser, Fenwick John Lewis and Brown Thomas, as well as company-operated stores.
Business acquisition, cost of acquired entity, cash paid																$ 0.5	$ 5.0
Purchase price payable rolled over into Loan Notes				10.2	6.2	6.2
Interest rate on Loan Note to senior managers (in hundredths)				5.00%	5.00%
Gross contractual accounts receivable acquired				19.8											0.5
Total revenues																	4.3
Loss before provision for taxes																	(5.6)
Legal expenses and other transactions related to acquisition							4.9										0.7
Business Acquisition Fair Value of Assets and Liabilities assumed [Line Items]
Cash				6.9											0.6
Accounts receivable				19.7											0.5
Inventories				55.1
Other current assets				9.5											0.4
Property, plant and equipment				27.0											0.1
Intangible assets:
Indefinite-lived intangible assets									95.1
Finite lived intangible assets								125.7	0.1	2.8	6.8							0.4	7.5	0.7
Goodwill	166.4	215.3	255.3	99.3											3.2
Weighted-average amortization life								232 months	120 months	9 months	99 months							6 months	240 months	3 months
Unfavorable lease agreements, amortization life (in months)												100 months
Total assets acquired				448.0											13.4
Accounts payable				30.6											1.7
Notes payable															2.8
Other current liabilities				28.5											1.8
Long-term debt				174.1
Deferred taxes				64.6											0.3
Other long-term liabilities												0.2			0.1
Total liabilities assumed				298.0											6.7
Fair value of noncontrolling interest															1.2
Total purchase price				150.0
Total purchase price															$ 5.5

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(LOSS) EARNINGS PER SHARE

12 Months Ended

Dec. 31, 2013

(LOSS) EARNINGS PER SHARE [Abstract]

(LOSS) EARNINGS PER SHARE

(LOSS) EARNINGS PER SHARE

The computation of basic and diluted (loss) earnings per share is as follows:

Year Ended December 31,	2013			2012			2011
(In millions except per share amounts)
Net (loss) income	$	(19.7	)	$	(55.0	)	$	51.5
Less: income attributable to noncontrolling interests		0.1			1.1			0.8
(Loss) income attributable to Jones		(19.8	)		(56.1	)		50.7
Less: (loss) income allocated to participating securities		(0.7	)		(1.8	)		1.5
(Loss) income available to common stockholders of Jones	$	(19.1	)	$	(54.3	)	$	49.2
Weighted-average common shares outstanding - basic		73.0			74.9			79.6
Effect of dilutive employee stock options and restricted stock		-			-			1.7
Weighted-average common shares and share equivalents outstanding - diluted		73.0			74.9			81.3
(Loss) earnings per share
Basic	$	(0.26	)	$	(0.72	)	$	0.62
Diluted		(0.26	)		(0.72	)		0.61

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ACQUISITIONS

12 Months Ended

Dec. 31, 2013

ACQUISITIONS [Abstract]

ACQUISITIONS

ACQUISITIONS

KG Group Holdings Limited

On June 2, 2011, we acquired 100% of the equity interests in KG Group Holdings Limited ("Kurt Geiger"), a privately-held wholesaler and retailer of luxury footwear and accessories, for $150.0 million in cash and the assumption of $174.1 million of debt, which was immediately repaid following the transaction.  Kurt Geiger markets products under four of its own brands - Kurt Geiger, KG, Carvela and Miss KG - and over 100 other luxury brands in more than 200 retail locations, including concessions in Europe's leading department stores, including Harrods, Selfridges, Liberty, House of Fraser, Fenwick John Lewis and Brown Thomas, as well as company-operated stores.

Approximately £6.2 million ($10.2 million) of the purchase price payable to certain selling shareholders who are senior managers of Kurt Geiger has been rolled over into 5% Loan Notes (the "Loan Notes"), which are payable on or before April 16, 2016 and are subject to forfeiture in the event of termination of employment under certain circumstances.  This amount is recorded as compensation expense over the term of the Loan Notes and is not reported as a component of the cost of the acquisition.

We pursued the acquisition of Kurt Geiger to increase our international presence and further extend our reach into the designer footwear business.  Kurt Geiger's wholesale footwear business is reported in our international wholesale segment and its retail business is reported in our international retail segment.

The following table summarizes the fair values of the assets acquired and liabilities assumed from Kurt Geiger on June 2, 2011.

(In millions)	Weighted-average amortization life (in months)		FairValue
Cash			$	6.9
Accounts receivable				19.7
Inventories				55.1
Other current assets				9.5
Property, plant and equipment				27.0
Intangible assets:
Trademarks - nonamortized				95.1
Trademarks - amortized		120		0.1
Goodwill				99.3
Customer relationships		232		125.7
Order backlog		9		2.8
Favorable lease agreements		99		6.8
Total assets acquired				448.0
Accounts payable				30.6
Other current  liabilities				28.5
Long-term debt				174.1
Unfavorable lease agreements		100		0.2
Deferred taxes				64.6
Total liabilities assumed				298.0
Total purchase price			$	150.0

The gross contractual accounts receivable acquired from Kurt Geiger was $19.8 million.

The fair values of the acquired intangibles were determined using discounted cash flow models using a discount factor based on an estimated risk-adjusted weighted average cost of capital.  The customer relationships and order backlog were valued using multi-period excess earnings models, the trademarks using a relief-from-royalty model and the lease agreements using an incremental cash flow income approach model.

The acquisition resulted in the recognition of $99.3 million of goodwill, which will not be deductible for tax purposes.  Goodwill largely consists of expected synergies resulting from the leveraging of the combined networks of partners, infrastructure and strong department store relationships to expand product distribution worldwide, as well as the acquired assembled workforce, which does not qualify as an amortizable intangible asset, and the potential for product extensions, such as apparel.

Brian Atwood

On July 2, 2012, we acquired an 80% interest in Brian Atwood-related intellectual property (the "intellectual property") from BA Holding Group, Inc., BKA International, Inc. and Brian Atwood, we acquired 100% of the equity interests in Atwood Italia S.r.l., and we acquired certain assets and assumed certain liabilities of Brian Atwood, Ltd. (collectively, "Brian Atwood").  The purchase price was $5.5 million, of which $5.0 million was paid in 2012 and $0.5 million was paid in 2013.

The remaining 20% interest in the intellectual property was recorded as a noncontrolling interest, with the fair value based on projected cash flows related to that property.  Brian Atwood has the right, under certain conditions, to require us to repurchase a portion of his noncontrolling ownership interest at a predetermined multiple of the previous year's distributable cash flows generated by the intellectual property.

We pursued the acquisition of Brian Atwood to increase our international presence and further extend our reach into the designer footwear business.  Brian Atwood's luxury wholesale footwear business is reported in our international wholesale segment.

The following table summarizes the fair values of the assets acquired and liabilities assumed from Brian Atwood on July 2, 2012.

(In millions)	Weighted-average amortization life (in months)		FairValue
Cash			$	0.6
Accounts receivable				0.5
Other current assets				0.4
Property, plant and equipment				0.1
Intangible assets:
Trademarks		240		7.5
Goodwill				3.2
Customer relationships		6		0.4
Order backlog		3		0.7
Total assets acquired				13.4
Accounts payable				1.7
Notes payable				2.8
Other current  liabilities				1.8
Deferred taxes				0.3
Other long-term liabilities				0.1
Total liabilities assumed				6.7
Fair value of noncontrolling interest				1.2
Total purchase price			$	5.5

The gross contractual accounts receivable acquired from Brian Atwood was $0.5 million.

The fair values of the acquired intangibles were determined using discounted cash flow models using a discount factor based on an estimated risk-adjusted weighted average cost of capital.  The customer relationships were valued using a "with and without" model, the trademarks using a relief-from-royalty model and the order backlog using multi-period excess earnings model.

The acquisition resulted in the recognition of $3.2 million of goodwill, which will not be deductible for tax purposes.  Goodwill largely consists of expected synergies resulting from the leveraging of the combined networks of partners, infrastructure and customer relationships to expand product distribution worldwide, as well as the acquired assembled workforce, which does not qualify as an amortizable intangible asset, and the potential for both product extensions, such as apparel, and the introduction of Brian Atwood retail locations.  The goodwill has been assigned to our domestic wholesale footwear and accessories segment, as we pursued the acquisition to acquire majority ownership interest in the Brian Atwood-related trademarks, under which our existing B Brian Atwood domestic footwear business is licensed.

The following table provides total revenues and results of operations from the acquired Brian Atwood business included in our results for 2012 subsequent to the acquisition.

(In millions)
Total revenues	$	4.3
Loss before provision for income taxes		(5.6	)

Pro Forma Information

Pro forma total revenues and results of operations reflecting the acquisition of Brian Atwood are not presented, as the acquisition is not material to our financial position or our results of operations.

Acquisition Expenses

During 2011, pretax charges totaling $4.9 million were recorded for legal expenses and other transactions related to the Kurt Geiger acquisition.  During 2012, pretax charges totaling $0.7 million were recorded for legal expenses and other transactions related to the Brian Atwood acquisition.  These charges, which were expensed in accordance with the accounting guidance for business combinations, were recorded as SG&A costs in our licensing and other segment.

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ACCOUNTS RECEIVABLE AND SIGNIFICANT CUSTOMERS

12 Months Ended

Dec. 31, 2013

ACCOUNTS RECEIVABLE AND SIGNIFICANT CUSTOMERS [Abstract]

ACCOUNTS RECEIVABLE AND SIGNIFICANT CUSTOMERS

ACCOUNTS RECEIVABLE AND SIGNIFICANT CUSTOMERS

Accounts receivable consist of the following:

December 31,	2013			2012
(In millions)
Trade accounts receivable	$	378.6		$	408.4
Allowances for doubtful accounts, returns, discounts and co-op advertising		(31.6	)		(27.4	)
	$	347.0		$	381.0

A significant portion of our sales are to retailers throughout the United States and Canada.  We have one significant customer in our domestic wholesale sportswear, domestic wholesale jeanswear and domestic wholesale footwear and accessories operating segments.  Macy's, Inc. accounted for approximately 15%, 18% and 19% of consolidated gross revenues for 2013, 2012 and 2011, respectively, and accounted for approximately 13% and 17% of accounts receivable at December 31, 2013 and 2012, respectively.

Due to our 34.25% ownership interest in GRI, GRI is deemed to be a related party.  Included in accounts receivable are amounts due from GRI in the amount of $17.7 million and $15.6 million at December 31, 2013 and 2012, respectively.  Net revenues from GRI amounted to $56.4 million, $66.3 million and $65.9 million for 2013, 2012 and 2011, respectively.

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PROPERTY, PLANT AND EQUIPMENT (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Property, plant and equipment by type [Abstract]
Property, plant and equipment, gross	$ 844.5	$ 843.4
Less: accumulated depreciation and amortization	595.5	565.3
Property, plant and equipment - net	249.0	278.1
Property, plant and equipment, additional disclosures [Abstract]
Depreciation and amortization expense relating to property, plant and equipment	71.0	69.6	67.5
Outstanding commitments	14.0
Land and Building [Member]
Property, plant and equipment by type [Abstract]
Property, plant and equipment, gross	77.9	78.1
Land and Building [Member] | Minimum [Member]
Property, plant and equipment by type [Abstract]
Useful lives, (in years)	10 years
Land and Building [Member] | Maximum [Member]
Property, plant and equipment by type [Abstract]
Useful lives, (in years)	20 years
Leasehold Improvements [Member]
Property, plant and equipment by type [Abstract]
Property, plant and equipment, gross	238.4	255.3
Leasehold Improvements [Member] | Minimum [Member]
Property, plant and equipment by type [Abstract]
Useful lives, (in years)	1 year
Leasehold Improvements [Member] | Maximum [Member]
Property, plant and equipment by type [Abstract]
Useful lives, (in years)	20 years
Machinery, Equipment and Software [Member]
Property, plant and equipment by type [Abstract]
Property, plant and equipment, gross	399.7	385.3
Machinery, Equipment and Software [Member] | Minimum [Member]
Property, plant and equipment by type [Abstract]
Useful lives, (in years)	3 years
Machinery, Equipment and Software [Member] | Maximum [Member]
Property, plant and equipment by type [Abstract]
Useful lives, (in years)	20 years
Furniture and Fixtures [Member]
Property, plant and equipment by type [Abstract]
Property, plant and equipment, gross	110.6	104.6
Furniture and Fixtures [Member] | Minimum [Member]
Property, plant and equipment by type [Abstract]
Useful lives, (in years)	1 year
Furniture and Fixtures [Member] | Maximum [Member]
Property, plant and equipment by type [Abstract]
Useful lives, (in years)	8 years
Construction in Progress [Member]
Property, plant and equipment by type [Abstract]
Property, plant and equipment, gross	17.9	20.1
Building [Member]
Capital leases included in property, plant and equipment [Abstract]
Gross leased property, plant and equipment	37.8	37.8
Building [Member] | Minimum [Member]
Property, plant and equipment by type [Abstract]
Useful lives, (in years)	10 years
Building [Member] | Maximum [Member]
Property, plant and equipment by type [Abstract]
Useful lives, (in years)	20 years
Assets Held under Capital Leases [Member]
Capital leases included in property, plant and equipment [Abstract]
Gross leased property, plant and equipment	38.0	38.0
Accumulated amortization	23.2	21.2
Net leased property, plant and equipment	14.8	16.8
Machinery and Equipment [Member]
Capital leases included in property, plant and equipment [Abstract]
Gross leased property, plant and equipment	$ 0.2	$ 0.2
Machinery and Equipment [Member] | Minimum [Member]
Property, plant and equipment by type [Abstract]
Useful lives, (in years)	3 years
Machinery and Equipment [Member] | Maximum [Member]
Property, plant and equipment by type [Abstract]
Useful lives, (in years)	5 years

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BUSINESS SEGMENT AND GEOGRAPHIC AREA INFORMATION Part II (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended								12 Months Ended
	Dec. 31, 2013	Oct. 05, 2013	Jul. 06, 2013	Apr. 06, 2013	Dec. 31, 2012	Sep. 29, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	$ 888.9	$ 1,021.7	$ 845.6	$ 1,008.7	$ 971.9	$ 1,035.4	$ 854.8	$ 936.0	$ 3,764.9	$ 3,798.1	$ 3,785.3
Long-lived assets	1,410.2				1,498.8				1,410.2	1,498.8	1,559.8
Sportswear [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues									916.6	1,036.5	1,158.9
Jeanswear [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues									827.8	746.7	773.8
Footwear & Accessories [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues									1,977.5	1,968.8	1,802.5
Other [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues									43.0	46.1	50.1
United States [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues									3,004.4	3,018.0	3,119.2
Long-lived assets	1,037.0				1,072.0				1,037.0	1,072.0	1,100.2
United Kingdom [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues									356.1	343.7	216.1
Long-lived assets	279.4				290.4				279.4	290.4	335.4
Canada [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues									132.9	146.1	152.2
Other Foreign Countries [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues									271.5	290.3	297.8
Long-lived assets	$ 93.8				$ 136.4				$ 93.8	$ 136.4	$ 124.2

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GOODWILL AND OTHER INTANGIBLE ASSETS, Part II (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Finite and Indefinite Lived Intangible Assets [Line Items]
Amortized intangible assets, gross carrying amount	$ 257.6	$ 254.4
Indefinite-life trademarks	704.8	704.7
Intangible assets, gross carrying amount	962.4	959.1
Amortized intangible assets, accumulated amortization	110.0	89.4
Amortization expense for intangible assets	14.4	16.8	14.8
Estimated future amortization expense for intangible assets subject to amortization
2014	14.9
2015	13.5
2016	13.2
2017	12.9
2018	11.2
Goodwill [Member]
Goodwill and Other Intangible Assets, Fair Value Assumptions Used for Impairment Testing [Line Items]
Discount rates (in hundredths)	12.00%	12.00%
Weighted-average revenue growth rates (in hundredths)	4.70%	5.40%
Long-term growth rates (in hundredths)	3.00%	3.00%
Indefinite-Lived Trademarks [Member]
Goodwill and Other Intangible Assets, Fair Value Assumptions Used for Impairment Testing [Line Items]
Discount rates (in hundredths)	12.00%	12.00%
Weighted-average revenue growth rates (in hundredths)	6.50%	6.20%
Indefinite-Lived Trademarks [Member] | Minimum [Member]
Goodwill and Other Intangible Assets, Fair Value Assumptions Used for Impairment Testing [Line Items]
Royalty rates, minimum (in hundredths)	1.00%	1.00%
Long-term growth rates, minimum (in hundredths)	0.00%	0.00%
Indefinite-Lived Trademarks [Member] | Maximum [Member]
Goodwill and Other Intangible Assets, Fair Value Assumptions Used for Impairment Testing [Line Items]
Royalty rates, maximum (in hundredths)	8.00%	8.00%
Long-term growth rates, maximum (in hundredths)	3.00%	3.00%
Trademarks [Member]
Finite and Indefinite Lived Intangible Assets [Line Items]
Impairment of Intangible Assets, Finite-lived	7.2	21.5	31.5
Amortized intangible assets, gross carrying amount	24.5	24.5
Amortized intangible assets, accumulated amortization	11.4	4.9
Licensing Agreements [Member]
Finite and Indefinite Lived Intangible Assets [Line Items]
Amortized intangible assets, gross carrying amount	61.7	61.4
Amortized intangible assets, accumulated amortization	56.0	54.5
Customer Relationships [Member]
Finite and Indefinite Lived Intangible Assets [Line Items]
Impairment of Intangible Assets, Finite-lived		5.6
Amortized intangible assets, gross carrying amount	154.2	151.6
Amortized intangible assets, accumulated amortization	34.8	24.4
Acquired Favorable Leases [Member]
Finite and Indefinite Lived Intangible Assets [Line Items]
Amortized intangible assets, gross carrying amount	13.4	13.1
Amortized intangible assets, accumulated amortization	4.9	3.5
Noncompete Agreements [Member]
Finite and Indefinite Lived Intangible Assets [Line Items]
Amortized intangible assets, gross carrying amount	3.8	3.8
Amortized intangible assets, accumulated amortization	2.9	2.1
Licensing, Other and Eliminations [Member]
Finite and Indefinite Lived Intangible Assets [Line Items]
Impairment of Intangible Assets, Finite-lived		21.4
International Retail [Member]
Finite and Indefinite Lived Intangible Assets [Line Items]
Impairment of Intangible Assets, Finite-lived		$ 0.1

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ACCRUED RESTRUCTURING COSTS (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended											12 Months Ended
	Dec. 31, 2013 Jewelry [Member]	Dec. 31, 2012 Jewelry [Member]	Dec. 31, 2011 Jewelry [Member]	Dec. 31, 2010 Jewelry [Member]	Dec. 31, 2011 Jewelry [Member] One-time Termination Benefits [Member]	Dec. 31, 2013 Jewelry [Member] Lease Obligations [Member]	Dec. 31, 2012 Jewelry [Member] Lease Obligations [Member]	Dec. 31, 2011 Jewelry [Member] Lease Obligations [Member]	Dec. 31, 2009 Texas Warehouse [Member] Employee	Dec. 31, 2013 Texas Warehouse [Member]	Dec. 31, 2012 Texas Warehouse [Member]	Dec. 31, 2009 Texas Warehouse [Member] One-time Termination Benefits [Member]	Dec. 31, 2013 Texas Warehouse [Member] Lease Obligations [Member]	Dec. 31, 2012 Texas Warehouse [Member] Lease Obligations [Member]	Dec. 31, 2011 Texas Warehouse [Member] Lease Obligations [Member]	Dec. 31, 2013 Retail Stores [Member] Employee Store	Dec. 31, 2012 Retail Stores [Member] Store	Dec. 31, 2011 Retail Stores [Member] Store	Dec. 31, 2013 Retail Stores [Member] One-time Termination Benefits [Member]	Dec. 31, 2012 Retail Stores [Member] One-time Termination Benefits [Member]	Dec. 31, 2011 Retail Stores [Member] One-time Termination Benefits [Member]	Dec. 31, 2013 Retail Stores [Member] Lease Obligations [Member]	Dec. 31, 2012 Retail Stores [Member] Lease Obligations [Member]	Dec. 31, 2011 Retail Stores [Member] Lease Obligations [Member]
Restructuring Reserve [Roll Forward]
Balance	$ 1.4	$ 1.5	$ 3.6		$ 1.3	$ 1.4	$ 1.5	$ 2.3					$ 0.8	$ 0.9	$ 4.1				$ 0.9	$ 1.3	$ 2.2
Additions	0.1	0.4	0.1	1.0	0	0.1	0.4	0.1				3.4			0.5				3.0	1.7	1.6
Payments and reductions	(0.5)	(0.5)	(2.2)		(1.3)	(0.5)	(0.5)	(0.9)					0	(0.1)	(3.7)				(1.5)	(2.1)	(2.5)
Balance	1.0	1.4	1.5	3.6		1.0	1.4	1.5					0.8	0.8	0.9				2.4	0.9	1.3
Expected total termination benefits and associated employee costs																13.9
Expected number of terminated employees receiving benefits									220							2,950
Lease termination costs																						3.7	0.4	0.5
Net accrual reported as accrued expenses and other current liabilities	0.4	0.4								0.8	0.8					2.4	0.9
Net accrual reported as other noncurrent liabilities	0.6	1.0
Impairment losses recorded																$ 6.3	$ 0.8	$ 8.0
Number of Retail Stores Closed																108	103	96

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UNAUDITED CONSOLIDATED FINANCIAL INFORMATION

12 Months Ended

Dec. 31, 2013

UNAUDITED CONSOLIDATED FINANCIAL INFORMATION [Abstract]

UNAUDITED CONSOLIDATED FINANCIAL INFORMATION

UNAUDITED CONSOLIDATED FINANCIAL INFORMATION

Unaudited interim consolidated financial information for the two years ended December 31, 2013 is summarized as follows:

(In millions except per share data)	First Quarter			Second Quarter			Third Quarter		Fourth Quarter
2013
Net sales	$	997.6		$	835.2		$	1,011.0	$	876.5
Total revenues		1,008.7			845.6			1,021.7		888.9
Gross profit		348.4			300.7			359.3		321.1
Operating income (loss)(1)		16.9			10.8			62.8		(44.1	)
Net (loss) income		0.9			(3.2	)		29.7		(47.1	)
Basic earnings (loss) per share	$	0.01		$	(0.05	)	$	0.39	$	(0.61	)
Diluted earnings (loss) per share		0.01			(0.05	)		0.38		(0.61	)
Dividends declared per share	$	0.05		$	0.05		$	0.05	$	0.05
2012
Net sales	$	923.4		$	844.3		$	1,024.6	$	958.3
Total revenues		936.0			854.8			1,035.4		971.9
Gross profit		343.5			326.2			364.6		336.5
Operating income (loss)(2)		40.2			21.7			62.7		(49.9	)
Net (loss) income		(1.0	)		8.4			17.8		(80.1	)
Basic (loss) earnings per share	$	(0.01	)	$	0.11		$	0.23	$	(1.06	)
Diluted (loss) earnings per share		(0.01	)		0.10			0.22		(1.06	)
Dividends declared per share	$	0.05		$	0.05		$	0.05	$	0.05

Quarterly figures may not add to full year due to rounding.

(1) Includes trademark impairments of $7.2 million and goodwill impairment of $49.9 million in the fourth fiscal quarter of 2013.

(2) Includes trademark impairments of $21.5 million and goodwill impairment of $47.6 million in the fourth fiscal quarter of 2012.

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INCOME TAXES (Tables)

12 Months Ended

Dec. 31, 2013

INCOME TAXES [Abstract]

Provision (Benefit) for Income Taxes

The following summarizes the provision (benefit) for income taxes:

Year Ended December 31,	2013			2012			2011
(In millions)
Current:
Federal	$	(3.1	)	$	2.1		$	(4.9	)
State and local		2.1			1.5			0.6
Foreign		2.1			9.9			6.0
		1.1			13.5			1.7
Deferred:
Federal		14.1			(11.6	)		26.7
State and local		0.5			(2.6	)		0.6
Foreign		(9.3	)		(12.2	)		(9.4	)
		5.3			(26.4	)		17.9
Provision (benefit) for income taxes	$	6.4		$	(12.9	)	$	19.6

Domestic and Foreign Components of (Loss) Income Before (Benefit) Provision for Income Taxes

The domestic and foreign components of (loss) income before provision (benefit) for income taxes are as follows:

Year Ended December 31,	2013			2012			2011
(In millions)
(Loss) income before (benefit) provision for income taxes
United States	$	8.8		$	(2.4	)	$	72.7
Foreign		(22.1	)		(65.5	)		(1.6	)
	$	(13.3	)	$	(67.9	)	$	71.1

Reconciliation of Provision (Benefit) for Income Taxes

The provision (benefit) provision for income taxes on adjusted historical income differs from the amounts computed by applying the applicable Federal statutory rates due to the following:

Year Ended December 31,	2013			2012			2011
(In millions)
(Benefit) provision for Federal income taxes at the statutory rate	$	(4.6	)	$	(23.8	)	$	24.9
State and local income taxes, net of federal benefit		1.4			0.5			1.7
Foreign income tax difference		(8.4	)		(6.8	)		(8.9	)
Goodwill impairments		13.2			16.7			-
Research & development tax credit		(1.7	)		-			-
Foreign valuation allowance		2.8			-			-
Amortization of contingent liability		0.9			0.9			0.5
Officers' compensation		0.5			0.7			0.7
Acquisition costs		0.4			0.1			0.8
Life insurance / disability		0.3			0.3			0.2
Meals & entertainment		0.3			0.3			0.3
Expiration of charitable contribution carryover		0.7			-			-
Change in net reserves - uncertain tax positions		0.5			(1.1	)		(0.9	)
Other items, net		0.1			(0.7	)		0.3
Provision (benefit) for income taxes	$	6.4		$	(12.9	)	$	19.6

Deferred Tax Assets and Liabilities

The following is a summary of the significant components of our deferred tax assets and liabilities:

December 31,	2013			2012
(In millions)
Deferred tax assets (liabilities):
Nondeductible accruals and allowances	$	64.7		$	65.4
Depreciation		(3.4	)		2.8
Intangible asset valuation and amortization		(154.7	)		(154.3	)
Loss and credit carryforwards		52.0			43.4
Amortization of stock-based compensation		15.4			15.2
Deferred compensation		3.2			2.9
Inventory valuation		(5.3	)		(6.8	)
Pension		5.2			11.0
Gain on sale-leaseback transaction		1.5			1.7
Prepaid expenses		(2.7	)		(2.1	)
Display costs		(2.9	)		(3.8	)
Adjustments to acquisition consideration payable		(2.5	)		7.8
Partnership differences		1.2			-
Unrealized translation loss		(0.3	)		0.6
Fair value adjustment on interest rate swaps		1.7			1.3
Inventory overhead		0.6			0.1
Valuation allowances		(12.2	)		(8.8	)
Other (net)		0.1			0.1
Net deferred tax liability	$	(38.4	)	$	(23.5	)
Included in:
Current assets		32.0			33.2
Noncurrent liabilities		(70.4	)		(56.7	)
Net deferred tax liability	$	(38.4	)	$	(23.5	)

Uncertain Tax Positions

Our total unrecognized tax benefits as of December 31, 2013 and 2012 were $0.8 million and $0.3 million, respectively (net of federal tax benefit), which included $0.2 million and $0.0 million of interest and penalties, respectively (net of federal tax benefit).

(In millions)	2013			2012
Uncertain tax positions, beginning of year	$	0.3		$	4.7
Decreases for tax positions related to prior years		0.5			(1.1	)
Settlements with tax authorities during the year		(0.0	)		(3.3	)
Uncertain tax positions, end of year	$	0.8		$	0.3

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CREDIT FACILITIES

12 Months Ended

Dec. 31, 2013

CREDIT FACILITIES [Abstract]

CREDIT FACILITIES

CREDIT FACILITIES

        We have a secured revolving credit agreement expiring on April 28, 2016 (the "Credit Facility") with several lending institutions to borrow an aggregate principal amount of up to $650 million.  The terms and conditions of our Credit Facility provide for, among other things: (1) a $350 million U.S. commitment which may be drawn by the U.S. borrowers as revolving loans in U.S. Dollars or letters of credit in Canadian Dollars, U.S. Dollars, or an "LC Alternative Currency" (namely Euros, sterling, or any other currency acceptable to the lenders); and (2) a $300 million international commitment which may be drawn by the U.S. borrowers or by any Canadian or European borrowers as revolving loans or letters of credit in Canadian Dollars, U.S. Dollars, or an LC Alternative Currency.  Up to the entire amount of the Credit Facility is available for cash borrowings, with an overall sublimit of up to $350 million for all letters of credit.  All of the overall $350 million sublimit may be used for trade letters of credit; and within that overall sublimit, there are additional sublimits, including (but not limited to) $50 million for standby letters of credit and $150 million for letters of credit under the U.S. commitment denominated in an LC Alternative Currency.

        Borrowings under the Credit Facility may be used to refinance certain existing indebtedness, to make certain investments (including acquisitions), and for general corporate purposes in the ordinary course of business.  Such borrowings bear interest either based on the alternate base rate, as defined in the Credit Facility, or based on Eurocurrency rates, each with a margin that depends on the availability remaining under the Credit Facility.  The Credit Facility contains customary events of default.

        Availability under the Credit Facility is determined with reference to a borrowing base consisting of a percentage of eligible inventory, accounts receivable, credit card receivables and licensee receivables, minus reserves determined by the joint collateral agents.  At December 31, 2013, we had no cash borrowings and $19.6 million of letters of credit outstanding, and our remaining availability was $387.2 million.  If availability under the Credit Facility falls below a stated level, we will be required to comply with a minimum fixed charge coverage ratio.  The Credit Facility also contains affirmative and negative covenants that, among other things, will limit or restrict our ability to (1) incur indebtedness, (2) create liens, (3) merge, consolidate, liquidate or dissolve, (4) make investments (including acquisitions), loans or advances, (5) sell assets, (6) enter into sale and leaseback transactions, (7) enter into swap agreements, (8) make certain restricted payments (including dividends and other payments in respect of capital stock), (9) enter into transactions with affiliates, (10) enter into restrictive agreements, and (11) amend material documents.  The Credit Facility is secured by a first priority lien on substantially all of our personal property.

The weighted-average interest rate for our credit facilities, based primarily on 30-day LIBOR borrowing rates, was 2.25% and 2.0% at December 31, 2013 and 2012, respectively.

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COMMON STOCK

12 Months Ended

Dec. 31, 2013

COMMON STOCK [Abstract]

COMMON STOCK

COMMON STOCK

The Board of Directors has authorized several programs to repurchase our common stock from time to time in open market transactions.  We repurchased 1.2 million shares of our common stock during 2013 for $14.5 million, 4.2 million shares of our common stock during 2012 for $44.0 million and 7.2 million shares of our common stock during 2011 for $78.0 million.  As of December 31, 2013, $156.9 million of Board authorized repurchases was still available.  However, under the Merger Agreement, we are prohibited from repurchasing any additional common stock until the effective time of the Merger (or the termination of the Merger Agreement).

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COMMITMENTS AND CONTINGENCIES (Tables)

12 Months Ended

Dec. 31, 2013

COMMITMENTS AND CONTINGENCIES [Abstract]

Minimum Payments under License Agreements

Minimum payments under these license agreements are as follows.

Year Ending December 31,	2014		2015		2016		2017		2018
(In millions)
Givenchy	$	0.8	$	0.9	$	-	$	-	$	-
Jessica Simpson/Vince Camuto		3.5		0.3		0.3		0.3		0.3
Lipsy		0.1		0.1		-		-		-
	$	4.4	$	1.3	$	0.3	$	0.3	$	0.3

Total Rent Expense

(c) LEASES.  Total rent expense charged to operations for 2013, 2012 and 2011 was as follows.

Year Ended December 31,	2013			2012			2011
(In millions)
Minimum rent	$	123.7		$	127.1		$	119.4
Contingent rent		2.4			2.5			3.5
Less: sublease rent		(1.4	)		(2.3	)		(4.5	)
	$	124.7		$	127.3		$	118.4

Minimum Rental Payments under Operating Leases

The following is a schedule by year of minimum rental payments required under operating leases:

Year Ending December 31,
(In millions)
2014	$	130.4
2015		146.7
2016		105.2
2017		81.7
2018		77.3
Later years		368.0
	$	909.3

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ACCRUED RESTRUCTURING COSTS (Tables)

12 Months Ended

Dec. 31, 2013

Jewelry [Member]

Restructuring Cost and Reserve [Line Items]

Restructuring Accruals

The details of the jewelry restructuring accruals are as follows:

(In millions)	One-time termination benefits			Lease obligations			Total jewelry restructuring
Balance, December 31, 2010	$	1.3		$	2.3		$	3.6
Additions		-			0.1			0.1
Payments and reductions		(1.3	)		(0.9	)		(2.2	)
Balance, December 31, 2011		-			1.5			1.5
Additions		-			0.4			0.4
Payments and reductions		-			(0.5	)		(0.5	)
Balance, December 31, 2012		-			1.4			1.4
Additions		-			0.1			0.1
Payments and reductions		-			(0.5	)		(0.5	)
Balance, December 31, 2013	$	-		$	1.0		$	1.0

Texas Warehouse [Member]

Restructuring Cost and Reserve [Line Items]

Restructuring Accruals

The details of the Texas warehouse restructuring accruals are as follows:

(In millions)	Lease obligations
Balance, December 31, 2010	$	4.1
Additions		0.5
Payments and reductions		(3.7	)
Balance, December 31, 2011		0.9
Payments and reductions		(0.1	)
Balance, December 31, 2012		0.8
Payments and reductions		-
Balance, December 31, 2013	$	0.8

Retail Stores [Member]

Restructuring Cost and Reserve [Line Items]

Restructuring Accruals

The details of the restructuring accruals are as follows:

(In millions)	One-time termination benefits
Balance, December 31, 2010	$	2.2
Additions		1.6
Payments and reductions		(2.5	)
Balance, December 31, 2011		1.3
Additions		1.7
Payments and reductions		(2.1	)
Balance, December 31, 2012		0.9
Additions		3.0
Payments and reductions		(1.5	)
Balance, December 31, 2013	$	2.4

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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) In Millions, unless otherwise specified	3 Months Ended								12 Months Ended
	Dec. 31, 2013	Oct. 05, 2013	Jul. 06, 2013	Apr. 06, 2013	Dec. 31, 2012	Sep. 29, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME [Abstract]
Net (loss) income	$ (47.1)	$ 29.7	$ (3.2)	$ 0.9	$ (80.1)	$ 17.8	$ 8.4	$ (1.0)	$ (19.7)	$ (55.0)	$ 51.5
Other comprehensive income (loss):
Pension and postretirement liability adjustments, net of $(4.3), $0.9 and $3.9 tax (provision) benefit									6.7	(0.1)	(7.1)
Change in fair value of cash flow hedges, net of $(0.2), $0.0 and $0.1 tax (provision) benefit									0.5	0	(0.2)
Reclassification adjustment for hedge gains and losses included in net (loss) income, net of $(0.2), $0.0 and $0.3 tax (provision) benefit									(0.6)	0.1	0.5
Foreign currency translation adjustments									5.2	11.7	(14.4)
Total other comprehensive income (loss)									11.8	11.7	(21.2)
Comprehensive (loss) income									$ (7.9)	$ (43.3)	$ 30.3

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UNAUDITED CONSOLIDATED FINANCIAL INFORMATION (Details) (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended																12 Months Ended
	Dec. 31, 2013		Oct. 05, 2013		Jul. 06, 2013		Apr. 06, 2013		Dec. 31, 2012		Sep. 29, 2012		Jun. 30, 2012		Mar. 31, 2012		Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
UNAUDITED CONSOLIDATED FINANCIAL INFORMATION [Abstract]
Net sales	$ 876.5		$ 1,011.0		$ 835.2		$ 997.6		$ 958.3		$ 1,024.6		$ 844.3		$ 923.4		$ 3,720.3	$ 3,750.6	$ 3,734.0
Total revenues	888.9		1,021.7		845.6		1,008.7		971.9		1,035.4		854.8		936.0		3,764.9	3,798.1	3,785.3
Gross profit	321.1		359.3		300.7		348.4		336.5		364.6		326.2		343.5		1,329.4	1,370.7	1,345.2
Operating income (loss)	(44.1)	[1]	62.8	[1]	10.8	[1]	16.9	[1]	(49.9)	[2]	62.7	[2]	21.7	[2]	40.2	[2]	46.4	74.7	140.5
Net (loss) income	(47.1)		29.7		(3.2)		0.9		(80.1)		17.8		8.4		(1.0)		(19.7)	(55.0)	51.5
Basic earnings (loss) per share	$ (0.61)		$ 0.39		$ (0.05)		$ 0.01		$ (1.06)		$ 0.23		$ 0.11		$ (0.01)		$ (0.26)	$ (0.72)	$ 0.62
Diluted earnings (loss) per share	$ (0.61)		$ 0.38		$ (0.05)		$ 0.01		$ (1.06)		$ 0.22		$ 0.10		$ (0.01)		$ (0.26)	$ (0.72)	$ 0.61
Dividends declared per share	$ 0.05		$ 0.05		$ 0.05		$ 0.05		$ 0.05		$ 0.05		$ 0.05		$ 0.05		$ 0.20	$ 0.20	$ 0.20
Trademark impairments	7.2								21.5								7.2	21.5	31.5
Goodwill impairment	$ 49.9								$ 47.6								$ 49.9	$ 47.6

[1] Includes trademark impairments of $7.2 million and goodwill impairment of $49.9 million in the fourth fiscal quarter of 2013.

[2] Includes trademark impairments of $21.5 million and goodwill impairment of $47.6 million in the fourth fiscal quarter of 2012.

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CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) (6.875% Senior Notes, due 2019 [Member])	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
6.875% Senior Notes, due 2019 [Member]
Interest rate on notes (in hundredths)	6.875%	6.875%	6.875%
Debt Instrument, Maturity Date	2019	2019	2019

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AGREEMENT TO BE ACQUIRED BY SYCAMORE PARTNERS (Details) (USD $)				12 Months Ended
	Dec. 19, 2013	Dec. 31, 2013 5.125% Senior Notes, due 2014 [Member]	Dec. 31, 2012 5.125% Senior Notes, due 2014 [Member]	Dec. 31, 2013 6.875% Senior Notes, due 2019 [Member]	Dec. 31, 2012 6.875% Senior Notes, due 2019 [Member]	Dec. 31, 2011 6.875% Senior Notes, due 2019 [Member]	Dec. 31, 2013 6.125% Senior Notes, due 2034 [Member]	Dec. 31, 2012 6.125% Senior Notes, due 2034 [Member]
AGREEMENT TO BE ACQUIRED BY SYCAMORE PARTNERS [Abstract]
Share price of acquired stock (in dollars per share)	$ 15.00
Debt Instrument [Line Items]
Interest rate on notes (in hundredths)		5.125%	5.125%	6.875%	6.875%	6.875%	6.125%	6.125%
Required offer price of notes (in hundredths)				101.00%

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EMPLOYEE BENEFIT PLANS (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013		Dec. 31, 2012		Dec. 31, 2011
Defined Contribution Plan [Abstract]
Description of contribution plan	We maintain several defined contribution plans under Section 401(k) of the Internal Revenue Code (the “Code”), of which the primary plan is The Jones Group Inc. Retirement Plan (the “Jones Plan”). Employees not covered by a collective bargaining agreement and meeting certain other requirements are eligible to participate in the Jones Plan. Under the Jones Plan, participants may elect to have up to 50% of their salary (subject to limitations imposed by the Code) deferred and deposited with a qualified trustee, who in turn invests the money in a variety of investment vehicles as selected by each participant. All employee contributions into the Jones Plan are 100% vested. We have elected to make the Jones Plan a “Safe Harbor Plan” under Section 401(k)(12) of the Code. As a result of this election, we make a fully-vested safe harbor matching contribution for all eligible participants amounting to 100% of the first 3% of the participant’s salary deferred and 50% of the next 2% of salary deferred, subject to maximums set by the Department of the Treasury. We may, at our sole discretion, contribute additional amounts to all employees on a pro rata basis.
Contribution to defined contribution plan	$ 8.3		$ 8.0		$ 7.9
Change in benefit obligation [Roll Forward]
Benefit obligation, beginning of year	62.2		56.8
Interest cost	2.4		2.5
Actuarial loss - effect of assumption changes	(8.0)		5.6
Benefits paid	(4.0)		(2.7)
Benefit obligation, end of year	52.6		62.2		56.8
Change in plan assets [Roll Forward]
Fair value of plan assets, beginning of year	42.0		35.0
Actual return on plan assets	4.8		5.3
Employer contribution	4.8		4.4
Benefits paid	(4.0)		(2.7)
Fair value of plan assets, end of year	47.6		42.0		35.0
Underfunded status at end of year	5.0		20.2
Contributions to Defined Benefit Plan	4.8		4.4
Amounts Recognized on the Balance Sheet [Abstract]
Noncurrent liabilities	5.0		20.2
Amount Recognized in Accumulated Other Comprehensive Income (Loss) [Abstract]
Net loss	27.4		38.2
Information for Pension Plans with an Accumulated Benefit Obligation in Excess of Plan Assets [Abstract]
Projected benefit obligation	52.6		62.2
Accumulated benefit obligation	52.6		62.2
Net Periodic Benefit Cost [Abstract]
Interest cost	2.4		2.5
Expected return on plan assets	(3.1)		(2.6)
Amortization of net loss	1.1		2.1
Total net periodic benefit cost	0.4		2.0
Recognized in Other Comprehensive Income or Loss [Abstract]
Net (gain) loss	(9.7)		2.9
Amortization of net loss	(1.1)		(2.1)
Total recognized in other comprehensive loss	(10.8)		0.8
Total recognized in net periodic benefit cost and other comprehensive loss	(10.4)		2.8
Weighted-average assumptions used to determine benefit obligations [Abstract]
Discount rate (in hundredths)	4.80%		3.90%
Weighted-average assumptions used to determine net periodic benefit cost [Abstract]
Discount rate (in hundredths)	3.90%		4.60%
Expected long-term return on plan assets (in hundredths)	7.00%		7.00%
Estimated Future Benefit Payments [Abstract]
2014	2.3
2015	2.4
2016	2.5
2017	2.5
2018	2.7
2019 through 2023	16.3
Total	28.7
Defined Benefit Plan, Assets, Target Allocations [Abstract]
Fixed income securities (in hundredths)	36.00%
Domestic equity securities (in hundredths)	34.50%
International equity securities (in hundredths)	19.00%
Real estate (in hundredths)	5.50%
Cash and cash equivalents (in hundredths)	5.00%
Contribution to multi-employer defined benefit plan	0.3		0.2		0.2
Partial withdrawal liability payment in a multi-employer defined benefit plan	0.2
Level 1 [Member]
Change in plan assets [Roll Forward]
Fair value of plan assets, end of year	36.2		32.8
Level 2 [Member]
Change in plan assets [Roll Forward]
Fair value of plan assets, end of year	11.4		9.2
Cash and Cash Equivalents [Member]
Change in plan assets [Roll Forward]
Fair value of plan assets, end of year	1.7		3.5
Cash and Cash Equivalents [Member] | Level 1 [Member]
Change in plan assets [Roll Forward]
Fair value of plan assets, end of year	1.7		3.5
US Companies Equity Securities [Member]
Change in plan assets [Roll Forward]
Fair value of plan assets, end of year	21.2	[1]	16.4	[1]
US Companies Equity Securities [Member] | Level 1 [Member]
Change in plan assets [Roll Forward]
Fair value of plan assets, end of year	21.2	[1]	16.4	[1]
International Equity Securities [Member]
Change in plan assets [Roll Forward]
Fair value of plan assets, end of year	5.7	[2]	5.6	[2]
International Equity Securities [Member] | Level 1 [Member]
Change in plan assets [Roll Forward]
Fair value of plan assets, end of year	5.7	[2]	5.6	[2]
Real Estate Equity Securities [Member]
Change in plan assets [Roll Forward]
Fair value of plan assets, end of year	2.5	[3]	2.3	[3]
Real Estate Equity Securities [Member] | Level 1 [Member]
Change in plan assets [Roll Forward]
Fair value of plan assets, end of year	2.5	[3]	2.3	[3]
Fixed Income [Member]
Change in plan assets [Roll Forward]
Fair value of plan assets, end of year	16.5	[4]	14.2	[4]
Fixed Income [Member] | Level 1 [Member]
Change in plan assets [Roll Forward]
Fair value of plan assets, end of year	5.1	[4]	5.0	[4]
Fixed Income [Member] | Level 2 [Member]
Change in plan assets [Roll Forward]
Fair value of plan assets, end of year	11.4	[4]	9.2	[4]
Pension Plans, Defined Benefit [Member]
Amounts Recognized on the Balance Sheet [Abstract]
Anticipated employer contributions in next fiscal year	4.8
Recognized in Other Comprehensive Income or Loss [Abstract]
Estimated net loss to be amortized from accumulated other comprehensive income in next fiscal year	0.8
Weighted-average assumptions used to determine net periodic benefit cost [Abstract]
Change in discount rate assumptions (in hundredths)	(0.25%)
Change in benefit obligation liability	2.0
Change in expense due to change in discount rate	0.1
Change in expense due to change in expected return on long-term assets	0.1
Deferred Compensation Plan for certain management, Defined Contribution [Member]
Change in plan assets [Roll Forward]
Deferred compensation liability included in accrued employee compensation and benefits	9.1		8.4
Maximum elected percentage of deferred salary and bonus contributable to plan	90.00%
Other [Member]
Change in plan assets [Roll Forward]
Underfunded plan recorded in accrued expenses	4.0
Other [Member] | Accrued Expenses and Other Current Liabilities [Member]
Change in plan assets [Roll Forward]
Underfunded plan recorded in accrued expenses	0.3
Other [Member] | Other Long-Term Liabilities [Member]
Change in plan assets [Roll Forward]
Underfunded plan recorded in accrued expenses	$ 3.7

[1] This class consists of both index and actively managed mutual funds that invest in large and mid-cap U.S. common stocks.

[2] This class consists of both index and actively managed mutual funds that invest in large and emerging market international common stocks.

[3] This class consists of actively managed mutual funds that invest in real estate investment trusts.

[4] This class consists of managed mutual funds that invest in high-grade corporate, government and mortgage backed securities.

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FAIR VALUES, Part III (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Goodwill, Impairment Loss	$ 49.9	$ 47.6	$ 49.9	$ 47.6
Domestic Wholesale Footwear & Accessories [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Goodwill, Impairment Loss			3.2
Licensing, Other and Eliminations [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Impairment of Intangible Assets, Finite-lived				21.4
Domestic Wholesale Sportswear [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Goodwill, Impairment Loss			46.7
International Retail [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Impairment of Intangible Assets, Finite-lived				0.1
Goodwill, Impairment Loss				47.6
Measured on a nonrecurring basis [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Fair value loss on property and equipment utilized in retail operations			8.6	1.1	10.2
Impairment losses on transportation equipment					0.4
Goodwill, Impairment Loss			49.9	47.6
Canadian Dollar - U.S. Dollar Forward Contracts [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Notional amounts of foreign exchange contracts outstanding	4.7		4.7
Weighted-average exchange rate on foreign currency forward contracts	1.063		1.063
Level 1 [Member] | Measured on a nonrecurring basis [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Transportation equipment, fair value disclosure					0.6
Level 3 [Member] | Measured on a nonrecurring basis [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Property and equipment, fair value disclosure	0.8	0.1	0.8	0.1	1.2
Goodwill, Fair Value Disclosure		5.2		5.2
Carrying Value [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Senior Notes, including hedged items recorded at fair value	917.5	924.3	917.5	924.3
Other long-term debt, including current portion	10.3	10.2	10.3	10.2
Notes receivable	7.5		7.5
Carrying Value [Member] | Measured on a nonrecurring basis [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Transportation equipment, fair value disclosure					1.0
Carrying Value [Member] | Measured on a nonrecurring basis [Member] | Domestic Retail [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Property and equipment, fair value disclosure	9.4	1.2	9.4	1.2	11.4
Carrying Value [Member] | Measured on a nonrecurring basis [Member] | Domestic Wholesale Footwear & Accessories [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Goodwill, Fair Value Disclosure	3.2		3.2
Carrying Value [Member] | Measured on a nonrecurring basis [Member] | Domestic Wholesale Sportswear [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Goodwill, Fair Value Disclosure	46.7		46.7
Carrying Value [Member] | Measured on a nonrecurring basis [Member] | International Retail [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Goodwill, Fair Value Disclosure		52.8		52.8
Fair Value [Member] | Measured on a nonrecurring basis [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Property and equipment, fair value disclosure	0.8	0.1	0.8	0.1	1.2
Transportation equipment, fair value disclosure					0.6
Goodwill, Fair Value Disclosure		5.2		5.2
Fair Value [Member] | Level 1 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Senior Notes, including hedged items recorded at fair value	904.8	884.5	904.8	884.5
Fair Value [Member] | Level 2 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other long-term debt, including current portion	9.5	9.3	9.5	9.3
Notes receivable	6.8		6.8
Trademarks [Member] | Measured on a nonrecurring basis [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Impairment of Intangible Assets, Finite-lived			7.2	21.5	31.5
Trademarks [Member] | Measured on a nonrecurring basis [Member] | Licensing, Other and Eliminations [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Impairment of Intangible Assets, Finite-lived				21.4
Trademarks [Member] | Measured on a nonrecurring basis [Member] | International Retail [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Impairment of Intangible Assets, Finite-lived				0.1
Trademarks [Member] | Level 3 [Member] | Measured on a nonrecurring basis [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Finite-lived Intangible Assets, Fair Value Disclosure	8.4	43.6	8.4	43.6	75.7
Goodwill, Fair Value Disclosure	0		0
Trademarks [Member] | Carrying Value [Member] | Measured on a nonrecurring basis [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Finite-lived Intangible Assets, Fair Value Disclosure	15.6	65.1	15.6	65.1	107.2
Trademarks [Member] | Fair Value [Member] | Measured on a nonrecurring basis [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Finite-lived Intangible Assets, Fair Value Disclosure	8.4	43.6	8.4	43.6	75.7
Goodwill, Fair Value Disclosure	0		0
Customer Relationships [Member] | Measured on a nonrecurring basis [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Impairment of Intangible Assets, Finite-lived				5.6
Customer Relationships [Member] | Level 3 [Member] | Measured on a nonrecurring basis [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Finite-lived Intangible Assets, Fair Value Disclosure		8.9		8.9
Customer Relationships [Member] | Carrying Value [Member] | Measured on a nonrecurring basis [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Finite-lived Intangible Assets, Fair Value Disclosure		14.5		14.5
Customer Relationships [Member] | Fair Value [Member] | Measured on a nonrecurring basis [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Finite-lived Intangible Assets, Fair Value Disclosure		$ 8.9		$ 8.9

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COMMITMENTS AND CONTINGENCIES

12 Months Ended

Dec. 31, 2013

COMMITMENTS AND CONTINGENCIES [Abstract]

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES

(a) CONTINGENT LIABILITIES.  We have been named as a defendant in various actions and proceedings, including actions brought by certain employees whose employment has been terminated arising from our ordinary business activities.  We and the individual members of our board of directors have been named as defendants in certain lawsuits relating to the Merger Agreement and the proposed Merger.  The lawsuits generally allege that our directors breached their fiduciary duties by authorizing the Merger for an inadequate price following an inadequate process.  The lawsuits also allege that Jones, Sycamore and certain of its affiliates aided and abetted the alleged breaches of fiduciary duties by the directors.  Plaintiffs seek an injunction preventing consummation of the Merger, rescission in the event the Merger is consummated, damages and attorneys' fees and costs.  Although the amount of any liability that could arise with respect to these actions cannot be accurately predicted, in our opinion, any such liability will not have a material adverse effect on our financial position or results of operations.

(b) ROYALTIES.  We have an exclusive license to produce, market and distribute costume jewelry in the United States, Canada, Mexico and Japan under the Givenchy trademark pursuant to an agreement with Givenchy, which expires on December 31, 2015.  The agreement requires us to pay a percentage of net sales against guaranteed minimum royalty and advertising payments as set forth in the agreement.

We have a sub-license agreement with VCJS LLC ("VCJS") to design, develop, produce and distribute in the United States, Mexico and Canada Jessica Simpson jeanswear, activewear and sportswear under the Jessica Simpson (signature) trademark which VCJS licenses from With You, Inc. ("WYI").  The agreement, which expires on December 31, 2014 (October 15, 2014 if the master license between WYI and VCJS is not renewed), requires us to pay a percentage of net sales against guaranteed minimum royalty and pooled marketing fee payments as set forth in the agreement.

We also have a distribution and retail license agreement with VCJS to distribute products bearing the trademarks Vince Camuto, Vince Camuto Signature and Jessica Simpson in various European territories.  The agreement, which ends on December 31, 2018 (unless terminated earlier or renewed) requires us to pay a percentage of net sales against guaranteed minimum royalty and pooled marketing fee payments as set forth in the agreement.  The agreement contains renewal options under certain conditions through December 31, 2024.

We have an exclusive licensing and distribution agreement with Rafe IP Holdings LLC, a company affiliated with one of our employees, to design, develop, produce and distribute women's footwear, handbags, small leather goods and jewelry in the United States, Australia, Canada, Japan, the Philippines, Singapore and Korea under the Rafe and Rafe New York trademarks.  The agreement, which expires on December 31, 2016, requires us to pay a percentage of net sales as set forth in the agreement.  The agreement contains renewal options under certain conditions through December 31, 2026.

We have an exclusive license to design, develop, produce and distribute footwear worldwide under the Lipsy trademark pursuant to an agreement with Lipsy Limited, which expires on March 18, 2015.  The agreement requires us to pay a percentage of net sales against guaranteed minimum royalty payments as set forth in the agreement.

Minimum payments under these license agreements are as follows.

Year Ending December 31,	2014		2015		2016		2017		2018
(In millions)
Givenchy	$	0.8	$	0.9	$	-	$	-	$	-
Jessica Simpson/Vince Camuto		3.5		0.3		0.3		0.3		0.3
Lipsy		0.1		0.1		-		-		-
	$	4.4	$	1.3	$	0.3	$	0.3	$	0.3

(c) LEASES.  Total rent expense charged to operations for 2013, 2012 and 2011 was as follows.

Year Ended December 31,	2013			2012			2011
(In millions)
Minimum rent	$	123.7		$	127.1		$	119.4
Contingent rent		2.4			2.5			3.5
Less: sublease rent		(1.4	)		(2.3	)		(4.5	)
	$	124.7		$	127.3		$	118.4

The following is a schedule by year of minimum rental payments required under operating leases:

Year Ending December 31,
(In millions)
2014	$	130.4
2015		146.7
2016		105.2
2017		81.7
2018		77.3
Later years		368.0
	$	909.3

Certain of the leases provide for renewal options and the payment of real estate taxes and other occupancy costs.  Future rental commitments for leases have not been reduced by minimum non-cancelable sublease income aggregating $25.0 million.

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ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Accumulated Other Comprehensive Income [Line Items]
Accumulated other comprehensive (loss) income, beginning	$ (17.9)	$ (29.6)	$ (8.4)
Other Comprehensive Income (Loss), before Reclassifications	11.7	11.5	(23.9)
Amounts reclassified from accumulated other comprehensive (loss) income	0.1	0.2	2.7
Net comprehensive (Loss) income	11.8	11.7	(21.2)
Accumulated other comprehensive (loss) income, ending	(6.1)	(17.9)	(29.6)
Gains (Losses) on Cash Flow Hedges [Member]
Accumulated Other Comprehensive Income [Line Items]
Accumulated other comprehensive (loss) income, beginning	0.1	0	(0.3)
Other Comprehensive Income (Loss), before Reclassifications	0.5	0	(0.2)
Amounts reclassified from accumulated other comprehensive (loss) income	(0.6)	0.1	0.5
Net comprehensive (Loss) income	(0.1)	0.1	0.3
Accumulated other comprehensive (loss) income, ending	0	0.1	0
Defined Benefit Pension Items [Member]
Accumulated Other Comprehensive Income [Line Items]
Accumulated other comprehensive (loss) income, beginning	(23.6)	(23.5)	(16.4)
Other Comprehensive Income (Loss), before Reclassifications	6.0	(0.2)	(9.3)
Amounts reclassified from accumulated other comprehensive (loss) income	0.7	0.1	2.2
Net comprehensive (Loss) income	6.7	(0.1)	(7.1)
Accumulated other comprehensive (loss) income, ending	(16.9)	(23.6)	(23.5)
Foreign Currency Translation Adjustment [Member]
Accumulated Other Comprehensive Income [Line Items]
Accumulated other comprehensive (loss) income, beginning	5.6	(6.1)	8.3
Other Comprehensive Income (Loss), before Reclassifications	5.2	11.7	(14.4)
Net comprehensive (Loss) income	5.2	11.7	(14.4)
Accumulated other comprehensive (loss) income, ending	$ 10.8	$ 5.6	$ (6.1)

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(LOSS) EARNINGS PER SHARE (Tables)

12 Months Ended

Dec. 31, 2013

(LOSS) EARNINGS PER SHARE [Abstract]

(Loss) Earnings per Share

The computation of basic and diluted (loss) earnings per share is as follows:

Year Ended December 31,	2013			2012			2011
(In millions except per share amounts)
Net (loss) income	$	(19.7	)	$	(55.0	)	$	51.5
Less: income attributable to noncontrolling interests		0.1			1.1			0.8
(Loss) income attributable to Jones		(19.8	)		(56.1	)		50.7
Less: (loss) income allocated to participating securities		(0.7	)		(1.8	)		1.5
(Loss) income available to common stockholders of Jones	$	(19.1	)	$	(54.3	)	$	49.2
Weighted-average common shares outstanding - basic		73.0			74.9			79.6
Effect of dilutive employee stock options and restricted stock		-			-			1.7
Weighted-average common shares and share equivalents outstanding - diluted		73.0			74.9			81.3
(Loss) earnings per share
Basic	$	(0.26	)	$	(0.72	)	$	0.62
Diluted		(0.26	)		(0.72	)		0.61

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FAIR VALUES

12 Months Ended

Dec. 31, 2013

FAIR VALUES [Abstract]

FAIR VALUES

FAIR VALUES

ASC Subtopic 820-10 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.  ASC Subtopic 820-10 outlines a valuation framework, creates a fair value hierarchy in order to increase the consistency and comparability of fair value measurements, and details the disclosures that are required for items measured at fair value.  We currently do not have non-financial assets and non-financial liabilities that are required to be measured at fair value on a recurring basis.  We are permitted to choose to measure many financial instruments and certain other items at fair value, although we did not elect the fair value measurement option for any of our financial assets or liabilities.

Our financial assets and liabilities are to be measured using inputs from the three levels of the fair value hierarchy, which are as follows:

· Level 1 - inputs are unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access at the measurement date;

· Level 2 - inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs); and

· Level 3 - unobservable inputs that reflect our assumptions about the assumptions that market participants would use in pricing assets or liabilities based on the best information available.

Assets and Liabilities Measured at Fair Value on a Recurring Basis

We have certain financial assets and liabilities that are required to be measured at fair value.  These include:

· the assets and liabilities of The Jones Group Inc. Deferred Compensation Plan (the "Rabbi Trust"), which represent deferred employee compensation invested in mutual funds and which fall within Level 1 of the fair value hierarchy;

· deferred director fees, which represent phantom units of our common stock that have a fair value based on the market price of our common stock and which fall within Level 1 of the fair value hierarchy;

· foreign currency forward contracts, which have fair values calculated by comparing foreign exchange forward rates to the contract rates discounted at our incremental borrowing rate,   which fall within Level 2 of the fair value hierarchy;

· interest rate swap and cap contracts, which have fair values calculated by comparing current yield curves and LIBOR rates to the stated contract rates adjusted for estimated risk of counterparty nonperformance,  which fall within Level 2 of the fair value hierarchy;

· long-term debt that is hedged by interest rate swaps as a fair-value hedge, calculated by comparing current yield curves and LIBOR rates to the stated contract rates of the associated interest rate swaps, which falls within Level 2 of the fair value hierarchy; and

· consideration liabilities recorded as a result of the acquisition of Moda Nicola International, LLC ("Moda") and Stuart Weitzman Holdings, LLC ("SWH"), which have fair values based on our projections of financial results and cash flows for the acquired business and a discount factor based on our weighted average cost of capital, and which fall within Level 3 of the fair value hierarchy.

In accordance with the fair value hierarchy described above, the following table shows the fair value of our financial assets and liabilities that are required to be measured at fair value on a recurring basis at December 31, 2012 and 2013.

(In millions) Description	Classification	Total Value		Quoted prices in active markets for identical assets (Level 1		)	Significant other observable inputs (Level 2		)	Significant unobserv-able inputs (Level 3		)
December 31, 2012:
Rabbi Trust assets	Prepaid expenses and other current assets	$	8.4	$	8.4		$	-		$	-
Interest rate cap	Other long-term assets		-		-			-			-
British Pound – U.S. Dollar forward contract	Prepaid expenses and other current assets		-		-			-			-
Canadian Dollar – U.S. Dollar forward contracts	Prepaid expenses and other current assets		0.2		-			0.2			-
Total assets		$	8.6	$	8.4		$	0.2		$	-
Rabbi Trust liabilities	Accrued employee compensation and benefits	$	8.4	$	8.4		$	-		$	-
Deferred director fees	Accrued expenses and other current liabilities		0.2		0.2			-			-
Acquisition consideration	Current portion of acquisition consideration payable		30.3		-			-			30.3
Acquisition consideration	Acquisition consideration payable, net of current portion		6.0		-			-			6.0
Total liabilities		$	44.9	$	8.6		$	-		$	36.3
December 31, 2013:
Rabbi Trust assets	Prepaid expenses and other current assets	$	9.1	$	9.1		$	-		$	-
Interest rate swaps	Other long-term assets		1.1		-			1.1			-
Interest rate cap	Other long-term assets		-		-			-			-
Canadian Dollar – U.S. Dollar forward contracts	Prepaid expenses and other current assets		-		-			-			-
Total assets		$	10.2	$	9.1		$	1.1		$	-
Rabbi Trust liabilities	Accrued employee compensation and benefits	$	9.1	$	9.1		$	-		$	-
Interest rate swaps	Other long-term liabilities		1.6		-			1.6			-
Deferred director fees	Accrued expenses and other current liabilities		0.3		0.3			-			-
Hedged portion of 6.875% Senior Notes due 2019	Long-term debt		336.0		-			336.0			-
Acquisition consideration	Current portion of acquisition consideration payable		2.6		-			-			2.6
Acquisition consideration	Acquisition consideration payable, net of current portion		4.0		-			-			4.0
Total liabilities		$	353.6	$	9.4		$	337.6		$	6.6

The following table presents the changes in Level 3 acquisition consideration liabilities for 2012 and 2013.

(In millions)	Acquisition of Moda			Acquisition of SWH			Total acquisition consideration payable
Balance, January 1, 2012	$	14.8		$	195.6		$	210.4
Payments		(3.5	)		(255.0	)		(258.5	)
Total adjustments included in earnings		(3.9	)		88.3			84.4
Balance, December 31, 2012		7.4			28.9			36.3
Payments		(2.5	)		(27.4	)		(29.9	)
Total adjustments included in earnings		0.7			(0.5	)		0.2
Balance, December 31, 2013	$	5.6		$	1.0		$	6.6

The following table represents quantitative information about the Level 3 contingent consideration liability measurements at December 31, 2013.

(In millions)	Fair Value at December 31, 2013		Valuation technique	Unobservable inputs	Range (Weighted Average)
Acquisition of Moda	$	5.6	Discounted projection of financial results	Net sales growth Gross margin multiplier Discount rate	9.9% - 47.3% (32.1%) 1.31 - 1.50  (1.39) 12.0%

The valuation processes for the contingent consideration liability for the acquisition of Moda is based on the associated acquisition agreement.  Our inputs include probability-weighted projections of financial results for the acquired business and a discount rate based on our weighted average cost of capital.  We internally calculate the estimated liability using projected financial information provided by the operating divisions.

The significant unobservable inputs used in the fair value measurement of the Moda contingent consideration liability are net sales growth, a gross margin multiplier (as defined in the acquisition agreement) and a discount factor.  An increase in the net sales or gross margin multiplier inputs would increase the fair value of the liability, while an increase in the discount rate would decrease the fair value of the liability.  There is no interrelationship between the unobservable inputs.  Changes in the fair value of the Moda contingent consideration liability are reported as adjustments to SG&A expenses in the domestic wholesale sportswear segment.

The remaining contingent consideration liability related to the acquisition of SWH is $1.0 million.  Changes in the fair value of the contingent consideration liability for SWH are reported as adjustments to interest expense.  Payment of the remaining liability will be deferred until certain conditions are met.

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis

In accordance with the fair value hierarchy described above, the following table shows the fair value of our non-financial assets and liabilities that were measured at fair value on a nonrecurring basis during the years ended December 31, 2011, 2012 and 2013, and the total losses recorded as a result of the remeasurement process.

(In millions)			Fair Value Measurements Using
Description	Fair Value		Quoted prices in active markets for identical assets (Level 1)		Significant other observable inputs (Level 2)		Significant unobserv-able inputs (Level 3)		Total losses recorded during year
For the year ended December 31, 2011:
Property and equipment	$	1.2	$	-	$	-	$	1.2	$	10.2
Transportation equipment		0.6		0.6		-		-		0.4
Trademarks		75.7		-		-		75.7		31.5
For the year ended December 31, 2012:
Property and equipment		0.1		-		-		0.1		1.1
Trademarks		43.6		-		-		43.6		21.5
Customer relationships		8.9		-		-		8.9		5.6
Goodwill		5.2		-		-		5.2		47.6
For the year ended December 31, 2013:
Property and equipment		0.8		-		-		0.8		8.6
Trademarks		8.4		-		-		8.4		7.2
Goodwill		-		-		-		-		49.9

During 2011, 2012 and 2013, property and equipment utilized in our retail operations with carrying amounts of $11.4 million, $1.2 million and $9.4 million, respectively, were written down to fair values of $1.2 million, $0.1 million and $0.8 million, respectively, primarily as a result of our decision to close underperforming retail locations.  These losses were recorded as SG&A expenses in the domestic retail segment.  We consider long-term assets utilized in a retail location to be impaired when a pattern of operating losses at the location indicate that future operating losses are probable and that the resulting cash flows will not be sufficient to recover the carrying value of the associated long-term assets.

During 2011, trademarks with a carrying amount of $107.2 million were written down to a fair value of $75.7 million.  These losses were recorded as SG&A expenses in the licensing and other segment.

During 2011, we determined that certain transportation equipment with a carrying value of $1.0 million had a fair value of $0.6 million based on quoted market prices.  The loss of $0.4 million was recorded as SG&A expenses in the licensing and other segment.

During 2012, certain acquired customer relationships from the acquisition of Kurt Geiger with a carrying amount of $14.5 million were written down to a fair value of $8.9 million due to decreases in projected wholesale revenues resulting from economic conditions in Europe.  The loss of $5.6 million was recorded as an SG&A expense in the international wholesale segment.

During 2012, trademarks with a carrying amount of $65.1 million were written down to a fair value of $43.6 million.  The loss of $21.5 million was recorded as a $21.4 million SG&A expense in the licensing and other segment and a $0.1 million SG&A expense in the international retail segment.

During 2012, goodwill in our international retail segment with a carrying amount of $52.8 million was written down to a fair value of $5.2 million as a result of decreases in projected revenues and profitability for our Kurt Geiger retail business resulting from economic conditions in Europe.

During 2013, trademarks with a carrying amount of $15.6 million were written down to a fair value of $8.4 million.  The loss of $7.2 million was recorded as in the licensing and other segment.

During 2013, goodwill in our domestic wholesale sportswear segment with a carrying amount of $46.7 million and in our domestic footwear and accessories segment related to our Brian Atwood business with a carrying value of $3.2 million were written down to fair values of zero as a result of decreases in projected revenues and profitability for this segment.

For further information regarding the losses recorded for trademarks and goodwill, see "Goodwill and Other Intangible Assets."

Financial Instruments

As a result of our global operating and financing activities, we are exposed to changes in interest rates and foreign currency exchange rates which may adversely affect results of operations and financial condition.  In seeking to minimize the risks and/or costs associated with such activities, we manage exposure to changes in interest rates and foreign currency exchange rates through our regular operating and financing activities and, when deemed appropriate, through the use of derivative financial instruments.  The instruments eligible for utilization include forward, option, swap and cap agreements.  We do not use financial instruments for trading or other speculative purposes.  At December 31, 2013, we had the following derivative financial instruments outstanding:

· foreign exchange contracts to exchange Canadian Dollars for a total notional value of US $4.7 million at a weighted average exchange rate of 1.063 maturing through February 2014 and

· an interest rate cap (to limit our exposure to increases in the variable rates of our previously-used interest rate swaps) maturing in November 2014.

At December 31, 2013 and 2012, the fair values of cash and cash equivalents, receivables and accounts payable approximated their carrying values due to the short-term nature of these instruments.  The estimated fair values of other financial instruments subject to fair value disclosures were valued using market comparable inputs.  These inputs include broker quotes, quoted market prices, interest rates and exchange rates for the same or similar instruments.  The fair value and related carrying amounts for items not disclosed elsewhere are as follows.

December 31,			2013				2012
(In millions)	Fair Value Level		Carrying Amount		Fair Value		Carrying Amount		Fair Value
Senior Notes, including hedged items recorded at fair value		1	$	917.5	$	904.8	$	924.3	$	884.5
Other long-term debt, including current portion		2		10.3		9.5		10.2		9.3
Notes receivable		2		7.5		6.8		-		-

Financial instruments expose us to counterparty credit risk for nonperformance and to market risk for changes in interest and currency rates.  We manage exposure to counterparty credit risk through specific minimum credit standards and procedures to monitor the amount of credit exposure.  Our financial instrument counterparties are substantial investment or commercial banks with significant experience with such instruments.