Employment Offer Letter to Thomas M. Schultz, Ph.D. for Senior Vice President, R&D at Playtex Products, Inc.

Benefit Programs and Coverages: At employment you will be eligible for medical, including an executive physical, dental, vision, life insurance, disability coverage, child and health care reimbursement accounts, travel accident insurance and tuition reimbursement under the Playtex Products, Inc. benefit program. Information is enclosed outlining the benefit options.

Effective January 1, 2006, you will become eligible to participate in the profit sharing contribution component of the Playtex Profit-Sharing Retirement Plan, in which the Company provides a profit-sharing contribution equal to 10% of an employee’s eligible compensation at the end of each calendar year.

After the completion of 60 days of employment, you will become eligible for the second component of the Playtex Profit-Sharing Retirement Plan which enables you to contribute to our 401(k) Plan on a pre-tax basis. You will be automatically enrolled at a 3% contribution rate unless you elect otherwise within the first 60 days of employment. Playtex will match 50% of your pre-tax contribution, up to a maximum deferral rate of 4%. If you have already contributed on a pre-tax basis to another qualified retirement plan (401(k) plan), please contact Corporate Benefits with the year-to-date amount you have contributed, so that you will not exceed the annual pre-tax limit of $14,000 ($18,000 for those over age 50).

Vehicle: You will be eligible for a vehicle per company policy.

Vacation: You will be eligible for four weeks (20 days) of vacation. Vacation is accrued on the 1^st of each month at a rate of 2.0 days per month up to a maximum of 20 days per year.

As consideration for the payments and benefits described in this letter, you agree to the non-disclosure, non-competition, and non-solicitation covenants described as follows. During your employment and for one year thereafter, you are restricted on a worldwide basis from engaging in activities that are competitive with Company business, soliciting or hiring Company employees, soliciting Company customers, suppliers, licensees, or other business relations to cease doing business with the Company, and interfering in Company relationships with its customers, suppliers, licensees, or other business relations. Additionally, you are bound by standard obligations not to disclose Company confidential information.

Severance Payments and Benefits: If your employment is terminated by the Company without cause you will be entitled to receive severance equivalent to 6 months salary and one half of your bonus payment (as described below) in a lump sum upon termination, and severance equivalent to 6 months salary and the balance of your bonus payment on regularly scheduled pay periods (bi-weekly) beginning in the seventh month following your termination; continued medical and dental coverage for 12 months after termination or until you become eligible for benefits from any other source.

The "Average Bonus" shall mean: (i) with respect to a termination that occurs in Fiscal Year 2005, zero; (ii) with respect to a termination that occurs in Fiscal Year 2006, the Bonus that the Executive would have been entitled to receive with respect to Fiscal Year 2006 if the Executive had remained employed through the Bonus Payment Date, based on the Company attaining 100% of Target; (iii) with respect to a termination that occurs in Fiscal Year 2007, the Bonus actually paid to the Executive with respect to Fiscal Year 2006; and (iv) with respect to a termination during a Fiscal Year subsequent to Fiscal Year 2007, the average of the Bonuses actually paid to the Executive in the two Fiscal Years preceding the termination.

You agree to contact the Company when you obtain new employment, at which time your severance based on base salary and bonus payments will be reduced by base salary received from your new employer.