RESTRICTED STOCK AWARDGRANTED PURSUANT TO THE 2003 I NCENTIVE STOCK PLAN

EXHIBIT 10-A-3

HARTMARX CORPORATION

RESTRICTED STOCK AWARD

GRANTED PURSUANT TO THE

2003 INCENTIVE STOCK PLAN

Section 1. Award Date. This Restricted Stock Award (the “Award”) is granted                  (the “Award Date”), pursuant and subject to all of the terms and conditions of the 2003 Incentive Stock Plan (the “Plan”) of Hartmarx Corporation (the “Company”).

Section 2. Award Grant. The Company hereby grants to Name of Grantee (the “Grantee”) a total of Number of Shares (Number) shares (the “Awarded Shares”) of Company Common Stock (the “Common Stock”) upon the terms and conditions and subject to forfeiture and other restrictions as hereinafter provided. This Award does not confer on Grantee any rights as a Company stockholder except as to unforfeited Awarded Shares issued pursuant hereto.

Section 3. Vesting; Restrictions. None of the Awarded Shares shall be vested or transferable unless and until Grantee’s unbroken period in the employ of the Company or a subsidiary (the “Employment Period”) continues to and including the first to occur of the following events (the “Vesting Date”):

(a)                 ; or

(b) the closing price of a share of Common Stock on the New York Stock Exchange — Composite Transactions, or other principal market quotation, exceeds [Vesting Condition] for thirty consecutive calendar days; or

(c) Grantee’s retirement from employment with the Company or a subsidiary at or after attaining age 65; or

(d) with the consent of the Committee.

At that time, all Awarded Shares shall become vested in and transferable by Grantee free and clear of all restrictions and risks of forfeiture. In the event of termination of Grantee’s Employment Period prior to the Vesting Date, except as otherwise provided in Section 5 below, Awarded Shares not then vested in and transferable by Grantee shall be forfeited. Absence on approved leave shall not be considered a termination or break in service of Grantee’s Employment Period.

Notwithstanding the foregoing, unrestricted ownership rights in all Awarded Shares hereunder shall be vested in Grantee free and clear of all restrictions and risks of forfeiture whatsoever upon a Change in Control during Grantee’s Employment Period.

Section 4. Definitions. (a) A “Change in Control” shall be deemed to have occurred if:

(i) any Person is or becomes the Beneficial Owner, directly or indirectly, of securities of the Company representing 25% or more of the combined voting power of the Company’s then outstanding securities, excluding any Person who becomes such a Beneficial Owner in connection with a merger or consolidation which would result in the record holders of the voting securities of the Company outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or any parent thereof) in substantially the same proportions as their ownership immediately prior to such merger or consolidation at least 75% of the combined voting power of the voting securities of the Company or such surviving entity or any parent thereof outstanding immediately after such merger or consolidation; provided that this exclusion shall only apply to the percentage obtained by merger or consolidation and shall cease to apply in the event additional securities are purchased in another transaction; or

(ii) during any period of two consecutive years (not including any period prior to the date of the Agreement), individuals who at the beginning of such period constitute the Board of Directors of the Company (the “Board”) (together with any new directors whose election by the Board or whose nomination for election by the shareholders of the Company w