HANESBRANDS INC. NON-EMPLOYEE DIRECTOR DEFERRED COMPENSATION PLAN

(a)

Balance Calculation Date means the date a Non-Employee Director’s Deferral Account is valued for purposes of making a distribution from such Non-Employee Director’s Deferral Account . For a distribution payable on a Distribution Date , the Balance Calculation Date is the last business day of the month preceding the Distribution Date; except that, for distributions payable due to a Non-Employee Director’s earlier Separation from Service or pursuant to sections 10 and 17, the Balance Calculation Date is the last business day of the month in which the applicable distribution event occurs.

(b)

Board means the Board of Directors of the Corporation .

(c)

Cash Retainer means the annual cash retainer fee payable by the Corporation to a Non-Employee Director for services as a director of the Corporation , as such amount may be changed from time to time. The Cash Retainer shall include Committee Fees except as otherwise provided herein.

(d)

Change in Control means “Change in Control” as defined under the terms of the Stock Plan.

(e)

Code means the Internal Revenue Code of 1986, as amended.

(f)

Committee means the Compensation Committee of the Board .

(g)

Committee Fees means the annual fees payable by the Corporation to a Non-Employee Director for services as a member or chair of a Board committee, as such amounts may be changed from time to time.

(h)

Corporation means Hanesbrands Inc. and any successor thereto.

(i)

Deferral means an amount deferred pursuant to a Deferral Election and any automatic deferral of restricted stock units as described in section 5 below .

(j)

Deferral Account means a bookkeeping account in the name of a Non-Employee Director to hold the Non-Employee Director’s Deferrals .

(k)

Deferral Crediting Date means the last business day of each calendar quarter.

(l)

Deferral Elections means irrevocable elections to defer receipt of a Cash Retainer or an Equity Retainer .

(m)

Distribution Date means the specified date on which a Deferral will be paid or begin to be paid, pursuant to either a Deferral Election or the applicable provisions of the Plan or the award agreement.

(n)

Equity Retainer means any annual equity retainer fee payable by the Corporation to a Non-Employee Director for services as a director of the Corporation , as such amount may be determined from time to time, that is not required to be deferred by its terms as described in section 5.

(o)

Fair Market Value means the average of the high and low quotes of Stock on the applicable day on the New York Stock Exchange Composite Transaction Tape; provided, however, that effective as of January 1, 2008, the Fair Market Value of Stock shall be the closing price on the applicable day on the New York Stock Exchange Composite Transaction Tape.

(p)

Interest Account means the default alternative from among the two investment alternatives (the other being a Stock Equivalent Account ) in which a Non-Employee Director may elect to invest a Deferral as described in sections 7 and 8 below .

(q)

Non-Employee Director means a director of the Corporation who is not an employee of the Corporation or any subsidiary of the Corporation .

(r)

Plan means this Hanesbrands Inc. Non-Employee Director Deferred Compensation Plan.

(s)

Plan Year means the calendar year.

(t)

Re-Deferral Election means a Non-Employee Director’s irrevocable election to extend a Distribution Date .

(u)

Separation from Service means the date of a Non-Employee Director’s termination of service on the Board , which date shall be determined in a manner that is consistent with the requirements of Treasury regulations section 1.409A-1(h).

(v)

Stock means a share of the common stock of the Corporation that, by its terms, may be voted on all matters submitted to stockholders of the Corporation generally.

(w)

Stock Equivalent Account means one of two investment alternatives (the other being an Interest Account ) in which a Non-Employee Director may elect to invest a Deferral as described in sections 7 and 8 below .

(x)

Stock Plan means the Hanesbrands Inc. Omnibus Incentive Plan of 2006 or any successor thereto that provides for the issuance of Stock to Non-Employee Directors.

(a)

A Non-Employee Director shall be eligible to make a Deferral Election only if he is an active member of the Board , or has been elected to the Board on the date such election is made.

(b)

For the 2007 Plan Year, a Non-Employee Director may defer all or any portion not less than 25 percent of his Cash Retainer, and may make a separate election to defer all or any portion not less than 25 percent of his Committee Fees. Effective January 1, 2008, a Non-Employee Director may elect to defer not less than 100% percent of his Cash Retainer, his Equity Retainer, or both.

(c)

All Deferral Elections must be made pursuant to such rules as the Committee may prescribe and must be received by the Committee no later than the date specified by the Committee . In no event will the date specified by the Committee with respect to a Deferral Election be later than the end of the Plan Year preceding the Plan Year in which the Cash Retainer or Equity Retainer would otherwise be paid. In the case of the first year in which the Non-Employee Director becomes eligible to participate, such election may be made with respect to services to be performed subsequent to the election within 30 days after the date the Non-Employee Director becomes eligible to participate.

(d)

As part of each Deferral Election for the 2007 Plan Year , the Non-Employee Director must specify the Distribution Date on which the Deferral will be paid or commence. For 2008 and subsequent Plan Years , the Distribution Date with respect to a Deferral shall be the earlier of the fifth anniversary of the applicable Deferral Crediting Date or the Non-Employee Director’s Separation from Service. A Non-Employee Director may make a different Deferral Election for each separate Deferral under the Plan. Except a