(e) On January 29, 2009, Casual Male Retail Group, Inc. (the "Company"), pursuant to Board approval, repurchased certain stock options with exercise prices significantly in excess of market price from certain directors and executive officers, including David A. Levin, its President and Chief Executive Officer, and Dennis R. Hernreich, its Executive Vice President, Chief Financial Officer, Chief Operating Officer and Treasurer. Such repurchases were made pursuant to separate Option Repurchase Agreements with each of the individuals. The Company repurchased and cancelled the eligible options in exchange for cash payments equal to the fair value of the applicable options on the date of repurchase, as determined using Black-Scholes. The Black-Scholes value of each option repurchased was calculated based upon the closing stock price of the Company's common stock on January 29, 2009.

The Company repurchased options with underlying shares totaling 2,291,512 for an aggregate purchase price of $7,191.73. These options had exercise prices ranging from $4.54 to $12.35 per share. Of the 2,291,512 shares underlying the repurchased and cancelled options, options covering 1,206,854 shares issued under the Company's 2006 Incentive Compensation Plan (the "2006 Plan") were repurchased and, pursuant to the terms of the 2006 Plan, will become available for future issuance under the 2006 Plan. In connection with the repurchase and cancellation of these options, the Company will recognize additional stock compensation expense of approximately $1.5 million in the fourth quarter of fiscal 2008 relating to the acceleration of vesting associated with the options.

The Company believes that this action enhances long-term stockholder value by improving the Company's ability to incentivize and retain its employees, as well as reducing the Company's equity award "overhang" (that is, the number of shares subject to outstanding equity awards relative to the total number of shares of common stock outstanding) through the cancellation of outstanding options that currently provide no meaningful retention or incentive value to the Company's employees.

The following table lists the aggregate number of options repurchased and the respective cash payment made to certain directors and Messrs. Levin and Hernreich pursuant to the Option Repurchase Agreements:

                                                             Aggregate Number of
                                                              Shares Underlying
                                                                Stock Options           Total Cash
                                                             Repurchased by the         Payment for
                                                                 Company and          Cancelled Stock
Name                                 Title                        Cancelled             Options(1)
Seymour Holtzman        Chairman of the Board                            296,427     $          616.43
Alan S. Bernikow        Director                                          65,000     $          175.00
Jesse H. Choper         Director                                          65,000     $          175.00
Ward K. Mooney          Director                                          65,000     $          130.00
George T. Porter        Director                                          65,000     $          175.00
Mitchell S. Presser     Director                                          40,000     $           80.00
David A. Levin          President and Chief Executive
                        Officer                                        1,145,533     $        4,145.53
Dennis R. Hernreich     Executive Vice President, Chief
                        Financial Officer, Chief
                        Operating Officer and Treasurer                  549,552     $        1,694.77

(1) Repurchase cost equals to the Black-Scholes value of the repurchased and cancelled option based upon the closing stock price of the Company's common stock on January 29, 2009.

A copy of the form of Option Repurchase Agreement is attached as Exhibit 10.1 hereto and is incorporated herein by reference.

In connection with the Company's repurchase and cancellation of these stock options and pursuant to the terms of the 2006 Plan, approximately 1,206,854 shares of common stock will become available for future issuance under the 2006 Plan.

1,084,658 shares of common stock underlying the remaining repurchased options will be cancelled and will not be available for future issuance because such options were issued under the Company's retired 1992 Stock Incentive Plan, as amended.

(d) Exhibits.

Number Description
10.1 Form of Option Repurchase Agreement