CARTERS INC — Director's Dealing 2010

Feb 18, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CARTERS INC (CRI)
CIK: 0001060822
Period of Report: 2010-02-16

Reporting Person: Westenberger Richard F. (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-02-16	Common Stock	A	4000	—	Acquired	13044	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-02-16	Employee Stock Option (Right to Purchase)	$28.04	A	13000	Acquired	2020-02-16	Common Stock (13000)	Direct

Footnotes

F1: These shares were granted pursuant to the Issuer's Amended and Restated 2003 Equity Incentive Plan as part of Mr. Westenberger's annual director compensation.

F2: Granted at no cost to the reporting person.

F3: These options are time-vesting options exercisable in four equal annual installments beginning on February 16, 2011.