Item 1.01. Entry into a Material Definitive Agreement.

On October 25, 2012, Movado Group, Inc. (the "Company") and Swissam Products Limited, a wholly owned subsidiary of the Company (together with the Company, "Licensees"), entered into an amendment dated as of September 30, 2012 (the "Second Amendment") to the Amended and Restated License Agreement, dated September 16, 2009 (as previously amended, the "License") with Tommy Hilfiger Licensing, LLC ("Licensor") pursuant to which Licensor agreed to license certain intellectual property, including the trademark TOMMY HILFIGER and related marks to Licensees. The Second Amendment modifies the Minimum Sales Level applicable to the Licensed Products (including Jewelry Products), as defined in the License Agreement, each year for the duration of the initial Term (ending March 31, 2014) and for the Extension Term (ending March 31, 2019); modifies the Guaranteed Minimum Royalty payable each year in respect of sales of the Licensed Products (including Jewelry Products) for the duration of the initial Term and for the Extension Term; replaces the Supplier Code of Conduct, previously comprising Exhibit E to the License, with the PVH Corp. Code of Conduct and Statement of Corporate Responsibility and amends certain provisions concerning the audit and approval of third party contract manufacturers engaged by Licensees.

The Company intends to file the Second Amendment as an exhibit to its next periodic report and will seek confidential treatment of certain terms of the Second Amendment at such time.

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