EXHIBIT 10.1

EMPLOYMENT AGREEMENT

AGREEMENT dated as of May 11, 2004 between MAIDENFORM, INC., a New York corporation with a principal place of business at 154 Avenue E, Bayonne, NJ 07002 (the “Employer”), Thomas Ward residing at [* * *] (the “Employee”), and solely for purposes of Sections 3(c), 3(d), 4, 10(e), 10(f) and 19, MF Acquisition Corporation.

W I T N E S S E T H :

WHEREAS, the Employer wishes to continue to employ the Employee for the period provided in this Agreement, and the Employee is willing to continue to serve in the employ of the Employer for such period, upon the terms and conditions hereinafter provided;

WHEREAS, as part of the negotiations in respect of this Agreement, the Employer, MF Acquisition Corporation and the Employee have agreed to the terms of the Rollover Stock Option Agreements (the “Rollover Option Agreements”) between MF Acquisition Corporation and Employee dated May 11, 2004 in respect of options to purchase shares of MF Acquisition Corporation common stock and MF Acquisition Corporation preferred stock granted on the date hereof in substitution for Maidenform, Inc. stock options (the “Rollover Stock Options”);

NOW, THEREFORE, in consideration of the mutual covenants herein contained, the parties agree as follows:

1.                                       Employment.  The Employer hereby employs the Employee and the Employee hereby accepts employment upon the terms and conditions hereinafter set forth.

2.                                       Term of Employment.  (a)  The term of the Employee’s employment under this Agreement shall commence on, and this Agreement shall be contingent upon, the Closing of the Merger

pursuant to the Agreement and Plan of Merger dated as of March 16, 2004, among Maidenform, Inc., MF Acquisition Corporation, MF Merger Corporation and Ares Corporate Opportunities Fund, L.P., and as amended by Amendment No.1 dated as of May 3, 2004 (the “Merger Agreement”), and it shall continue for a period of four years thereafter (the “Initial Term”), unless this Agreement shall be renewed for an additional term or terms in accordance with paragraph (b) of this Section 2, or unless earlier terminated as provided herein (such period of time, collectively the “Term of Employment”).

(b)                                 This Agreement shall automatically be renewed upon the expiration of the Initial Term for successive periods of one year each (each an “Additional Term”), unless either party notifies the other party in writing at least one year prior to the expiration of the Initial Term or any such Additional Term.

3.                                       Compensation.  (a)  Base.  During the Term of Employment, the Employer shall pay the Employee a base salary at not less than an annual rate of Five Hundred Thousand ($500,000.00) Dollars, in accordance with the Employer’s normal payroll practices (as increased in accordance with this Section 3(a), the “Base Salary”).  Such Base Salary shall be reviewed at least annually by the Board of Directors of MF Acquisition Corporation (the “Board”) and the Board may at any time increase (but not decrease) the Employee’s Base Salary hereunder as the Board may in its sole and absolute discretion deem reasonable and appropriate.

(b)                                 Incentive Compensation.  The Employee shall be a participant in the Maidenform, Inc. 2004 Incentive Plan for Designated Key Employees for calendar year 2004 with the operating targets, compensation percentage and other terms with respect to the Employee as in effect on the date hereof.  For calendar years following 2004 during the Term of Employment, the Employee’s incentive compensation shall be based upon a Personal Goals Bonus, an EBITDA Target Level Bonus and an Extraordinary

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EBITDA Target Level Bonus, each on the terms and subject to the conditions set forth below.  The Personal Goals Bonus shall be up to 20% of the Base Salary in effect for the year for which the bonus is paid and shall be based upon personal goals set by the Compensation Committee of the Board (the “Compensation Committee”) after consultation with the Employee, with the level of such achievement determined by the Compensation Committee, in its discretion.  The EBITDA Target Level Bonus shall be up to 80% of the Base Salary as in effect for the year for which the bonus is paid, and it shall be based on achievement (as determined by the Compensation Committee) of a EBITDA target set and structured by mutual agreement on an annual basis by the Compensation Committee and the Employee.  The Extraordinary EBITDA Target Level Bonus shall be up to 40% of the Base Salary as in effect for the year for which the bonus is paid, and it shall be based on achievement (as determined by the Compensation Committee) of a higher EBITDA target set and structured by mutual agreement on an annual basis by the Compensation Committee and the Employee.  It is understood that the Plan Year for the annual incentive compensation plans will be the calendar year.

(c)                                  Stock Options.  (i) The Employee shall receive a non-qualified stock option to purchase shares of the common stock of MF Acquisition Corporation (the “Parent”) representing 2.25% of the common stock of the Parent, determined on a fully diluted basis as of the closing of the Merger (as defined in the Merger Agreement) (the “Closing”), pursuant to the Parent’s Stock Option Plan.  The exercise price per share for such options shall be $1.82, which is the price per share assigned to the common stock of the Parent to finance the Merger and related transactions (the “Going-In Common Equity Value Per Share”).  The Employee will also receive a nonqualified option to purchase shares of common stock of the Parent representing an additional 2.25% of the common stock of the Parent, determined on a fully diluted basis as of the Closing, pursuant to the Parent’s Stock Option Plan.  The exercise price per share for such options shall be $3.64, (two times the Going-In Common Equity Value Per Share).  Each of the

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stock options granted pursuant to this Section 2(c) will vest and become exercisable in equal quarterly installments over a four year period (provided the Employee is continuously employed by the Employer through the applicable vesting date), beginning at the end of the first full calendar quarter after the date of grant, subject to 100% acceleration of vesting upon a Change in Control (as defined below).  Notwithstanding anything contained in the Parent’s Stock Option Plan or this Agreement to the contrary, vesting of all such options shall accelerate upon termination of the Employee’s employment due to the death or Disability (as defined below) of Employee.  The provisions of this Section 3(c) shall supersede any conflicting provision of the Parent’s Stock Option Plan or the applicable stock option agreements between the Parent and the Employee.

(ii)                                  If the Employee’s employment is terminated by the Employer without Cause (as defined below) or by the Employee as a resignation for Good Reason (as defined below), the stock options shall become vested with respect to the number of shares that would have vested if the Employee’s employment would have continued for an additional twenty-four month period.  Following any such termination described in this Section 3(c)(ii) or termination due to the Employee’s Disability or death, the stock options shall remain exercisable until the earlier of (1) the original expiration date of the option, or (2) one year following the date Parent shares to which the Employee is entitled under the options described in this Section 3(c) are registered with the Securities and Exchange Commission.  In the event the Employee’s employment terminates for reasons other than death, Disability of the Employee, termination by the Employer without Cause or termination by the Employee as a Resignation for Good Reason, then vested options shall remain exercisable for ninety days following such termination (but not beyond the full original term of the option).

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For purposes of this Agreement, “Change in Control” shall mean consummation of (i) a sale of all or substantially all of the consolidated assets of the Parent and its subsidiaries to a person who is not either a member of, or an affiliate of a member of, the Initial Investor Group (as defined below); or (ii) a sale by the Parent, one or more members of the Initial Investor Group or any of their respective affiliates resulting in more than 50% of the capital stock of the Parent that ordinarily votes for directors (“Voting Stock”) being held by a person or group (as such terms are used in the Securities Exchange Act of 1934, as amended) that does not include any member of the Initial Investor Group or any of their respective affiliates; or (iii) a merger or consolidation of the Parent into another person as a result of which a person or group acquires more than 50% of the Voting Stock of the Parent that does not include any member of, or an affiliate of a member of, the Initial Investor Group; provided, however, that a Change in Control shall occur if and only if after any such event listed in (i)-(iii) above the Initial Investor Group is unable to elect a majority of the Board of the entity that purchased the assets in the case of an event described in (i) above, the Parent in the case of an event described in (ii) above, or the resulting entity in the case of an event described in (iii) above, as the case may be.  The “Initial Investor Group” shall mean Ares Corporate Opportunity Fund, L.P. and any other fund under the management of Ares Management, L.P. or its affiliates (collectively, “Ares”) and OCM Opportunities Fund II, L.P. and any other fund under the management of Oaktree Capital Management or its affiliates (collectively, “Oaktree”).

(d)                                 Parent and Employee shall enter into the Rollover Option Agreements on the date hereof.

4.                                       Duties.  During the Term of Employment, (i) the Employee shall be engaged as the Chairman of the Board and Chief Executive Officer of Maidenform, Inc. and its subsidiary companies (hereinafter individually and collectively along with the Parent called the “Employer’s Group”) and (ii) so

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long as service as both Chairman of the Board of Directors of Parent and Chief Executive Officer of Maidenform, Inc. is permissible under applicable law, regulations and the corporate governance requirements of any stock exchange or market quotation system on which the shares of Parent are listed or quoted, the Employee shall also serve as Chairman of the Board of Directors of Parent.  If, for the reasons set forth in the immediately preceding sentence, the Employee cannot serve as both Chairman of the Board of Directors of Parent and Chief Executive Officer of Maidenform, Inc., so long as service as both Chief Executive Officer of Maidenform, Inc. and on the Board of Directors of Parent is permissible under applicable law, regulations and the corporate governance requirements of any stock exchange or market quotation system on which the shares of Parent are listed or quoted, the Employee shall serve as Chief Executive Officer of Maidenform, Inc. and as a member of the Board of Directors of Parent.  The Employee shall have the full responsibility and authority to manage and direct the business of the Employer, subject to the supervision of the Board of Directors.  In addition, the Employee shall have such other or more specific responsibilities or duties with respect to the business of the Employer consistent with the Employee’s position as Chief Executive Officer as may be determined and assigned to the Employee from time to time by or upon the authority of the Board of Directors of the Employer or the Parent.  The Employee shall report to the Boards of Directors of the Employer and the Parent.  The Employee shall also serve as a Director of the Parent and as an Officer or Director of any member of the Employer’s Group as requested by the Employer without any additional compensation therefore other than as specified in this Agreement.  The Company has Director’s and Officer’s Liability Insurance in effect and will maintain Director’s and Officer’s Liability Insurance Coverage uninterruptedly in effect during the Term of this Agreement.

5.                                       Extent of Service.  The Employee agrees to devote his best efforts, energies and skills to the faithful discharge of the duties and responsibilities attributable to his offices, and to this end

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will devote his full working time and attention to the business and affairs of the Employer’s Group.  Employee shall be based at the Employer’s Bayonne, New Jersey office and its New York City office, but shall perform services hereunder at other locations as shall be reasonably appropriate.  Notwithstanding the foregoing, it is understood that the Employee may devote reasonable time and attention consistent with the practice of other senior executives similarly situated, to civic or community affairs and to service on the Board of Directors or Advisory Board of other non-competing corporations, provided that (i) in addition to any service on the Board of Directors of Samsonite Corporation (which service shall not be required under this Agreement) and any service on other Boards of Directors at the request of Ares (which service shall not be required under this Agreement), the Employee shall serve on no more than two such Corporate Boards or Advisory Boards at any time; (ii) the Compensation Committee of the Board shall have approved such Board memberships, which approval shall not be unreasonably withheld; and (iii) it does not interfere in any material way with the performance of his responsibilities to the Employer under this Agreement.  In the event the Employee serves on the Board of Directors of Samsonite Corporation or any other Board of Directors at the request of Ares (other than Parent and its subsidiaries), he will receive the compensation, if any, paid to nonemployee directors of those companies.

6.                                       Expenses.  The Employee is authorized to incur reasonable, ordinary and necessary expenses in the performance of his duties hereunder consistent with the Employer’s existing expense reimbursement policy, as it may be amended from time to time, and the Employer shall reimburse the Employee for all such expenses upon the presentation by the Employee, from time to time, of an account of such expenditures.  The Employer shall pay or reimburse the Employee for his reasonable attorneys’ fees in connection with the negotiation of this Employment Agreement, upon presentation of documentation, including time records.

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7.                                       Vacation.  The Employee shall be entitled to twenty (20) days of paid vacation during each of the successive twelve (12) month periods comprising the Term of Employment, or a pro rata portion thereof for any such successive period which is less than twelve (12) months.  Vacation hereunder shall be taken at times which are mutually determined by the Employer and the Employee not to interfere, in any material respect, with the Employee’s performance of his duties hereunder.

8.                                       Employee Benefits.  The Employee shall be entitled during the Term of Employment to participate in any employee benefit program or arrangement maintained by the Employer which is generally available to other senior employees of the Employer, including any qualified or non-qualified retirement or deferred compensation arrangements or 401(k) savings plan, life insurance, medical, long-term disability plans, severance arrangements, or other allowances.  Such participation shall be in accordance with all applicable terms and conditions of such plans or programs, including, without limitation, provisions respecting the satisfaction of any applicable eligibility periods for plan participation and the modification or termination of such plans; provided, however, that the Employee’s service with Employer prior to the Closing of the Merger under the Merger Agreement shall count towards satisfaction of any eligibility or vesting requirements under such plans or programs.  In addition, during the Term of Employment, the Employer shall lease an automobile of the Employee’s choice for the Employee’s use, provided that, before any capital cost reduction payments, the lease payments for a three-year lease shall not exceed $1,200 per month, and the Employer shall also reimburse the Employee for the cost of a monthly garage space to park the leased automobile and for the monthly cost of insurance for the leased automobile during the Term of Employment; provided, however, that the total of such reimbursed lease, garage and insurance costs shall not exceed $2,500 per month.  As an alternative to such reimbursement of lease, garage and insurance costs (and not in addition thereto), during the Term of Employment the

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Employer shall provide the Employee with the use of an automobile and driver, with a monthly cost not to exceed $2,500.

9.                                       Termination of Employment.  Notwithstanding any other provision of this Agreement, the Employee’s employment under this Agreement may be terminated at any time by the Employer in the event of:

(A)                              (i) The Employee’s conviction for or entry of a plea of guilty or nolo contendere with respect to a felony or any crime that constitutes a misdemeanor involving moral turpitude under federal law or the law of any state, (ii) the Employee’s willful misappropriation of funds or property of the Employer or other acts of fraud, dishonesty self-dealing, any significant violation of any statutory or common law duty of loyalty to the Employer, (iii) the Employee’s perpetration of an illegal act which causes material economic injury to the Employer, or (iv) a material breach of this Agreement or the Employee’s failure to perform his employment duties in any material respect, provided that as to (iv), the Employee shall be given notice and an opportunity, not to exceed ten (10) days, to effectuate a cure, provided that such breach or failure is susceptible to cure, as determined by the Board of Directors, in its sole discretion in good faith (hereinafter “Cause”).

(B)                                The Employee’s death; or

(C)                                The Employee’s inability due to any physical or mental condition of the Employee, to perform his duties hereunder for a period of ninety (90) consecutive days or one hundred twenty (120) days within any twelve (12) month period (hereinafter “Disability”);

by written notice to the Employee (except that notice of termination shall not be required in the case of the Employee’s death) specifying the event relied upon for such termination and the effective date of such

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termination (the effective date of any termination of employment hereunder is referred to as the “Termination Date”).

10.                                 Payments Upon Termination of Employment.  (a)  In the event the Employee’s employment under this Agreement is terminated for any reason specified in Section 9 above, this Agreement shall terminate and be deemed cancelled and th