April 16, 2001

PERSONAL & CONFIDENTIAL

David M. Maddocks
924 North 77th Street
Seattle, WA  98103

David:

      I am pleased to confirm our offer of employment as Chief Executive Officer
at Converse Inc. ("the Company"). In this position you will report to the CEO,
Jack Boys. Your start date will be May 1, 2001.

COMPENSATION:

      If you decide to join us, you will receive an annual salary of $158,000.00
which will be paid commensurate with the normal payroll cycle of the company.
The following benefits will be provided by Converse, Inc.

                                BENEFITS PACKAGE

EMPLOYEE BENEFITS:

      You will be eligible for medical and dental benefits based upon the
Company's Employee Benefit Program.

PAID TIME OFF:

      You will be eligible for twenty days of Paid Time Off (PTO) on an annual
basis to be used for vacation, illness or personal business. Additionally,
floating holidays will be determined on a Company-wide basis annually.

MANAGEMENT INCENTIVE PLAN:

      You will be participating in the Executive Management Incentive Plan,
which provides for bonus compensation based upon both the Company's and your
individual performance. This Plan is subject to Board of Directors approval.

STOCK INCENTIVE PLAN:

      You will participate in the Executive Management Stock Incentive Plan.
This Plan is subject to Board of Directors approval.


<PAGE>

SEPARATION:

      If the employee is terminated for any reason other than material
misconduct or criminal action, the Company will pay six months of salary based
on employees existing level of annual compensation.

RELOCATION:

      Reasonable relocation costs to be mutually agreed upon and up to six
months of temporary living expenses will be provided by the Company.

      To indicate your acceptance of the Company's offer, please sign and date
this letter in the space provided below and return it to me within one week from
the date of this letter. This letter, along with any agreements relating to
confidential information between you and Converse Inc., set forth the terms of
your employment with Converse, Inc. and supersedes any prior representations or
agreements, whether written or oral. This letter may not be modified or amended
except by a written agreement, signed by Converse Inc. and by you.

      Please contact me if you have any questions regarding this employment
offer or any points covered in this letter. We look forward to receiving your
positive response and look forward to working with you as you join, the Converse
team.

      I hereby agree and/or accept employment with Converse, Inc. and the terms
set forth above. I understand and agree to keep the contents of this letter
confidential.

Signature and Date:


/s/ Marsden Cason
--------------------------------
Marsden Cason, President
Footwear Acquisitions, Inc.


Signature and Date:


/s/ David Maddocks
--------------------------------
David M. Maddocks

Source: OneCLE Business Contracts.