CARTERS INC — Director's Dealing 2010

Mar 1, 2010

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: CARTERS INC (CRI)
CIK: 0001060822
Period of Report: 2010-02-18

Reporting Person: Lynch Brian (EVP Brand Leader)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1368	Direct
Common Stock	406	Direct
Common Stock	2060	Direct
Common Stock	3000	Direct
Common Stock	4000	Direct
Common Stock	10000	Direct
Common Stock	4000	Direct
Common Stock	700	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (Right to Purchase)	$22.63	2015-05-12	Common Stock (20000)		Direct
Employee Stock Option (Right to Purchase)	$34.32	2016-02-16	Common Stock (2800)		Direct
Employee Stock Option (Right to Purchase)	$22.19	2017-02-15	Common Stock (6000)		Direct
Employee Stock Option (Right to Purchase)	$22.79	2017-12-03	Common Stock (8000)		Direct
Employee Stock Option (Right to Purchase)	$14.48	2018-05-08	Common Stock (8000)		Direct
Employee Stock Option (Right to Purchase)	$18.14	2019-03-12	Common Stock (20000)		Direct
Employee Stock Option (Right to Purchase)	$28.04	2020-02-16	Common Stock (13000)		Direct

Footnotes

F1: These restricted shares, granted at no cost to the reporting person, are subject to restrictions that lapse in four equal annual installments beginning February 15, 2008.

F2: These restricted shares, granted at no cost to the reporting person, are subject to restrictions that lapse in four equal annual installments beginning December 3, 2008.

F3: These restricted shares, granted at no cost to the reporting person, are subject to restrictions that lapse in four equal annual installments beginning May 8, 2009.

F4: These restricted shares, granted at no cost to the reporting person, are subject to restrictions that lapse in four equal annual installments beginning March 12, 2010.

F5: These restricted shares, granted at no cost to the reporting person, are subject to restrictions that lapse in four equal annual installments beginning February 16, 2011.

F6: These options are all exercisable.

F7: These time-vesting options are exercisable in four equal annual installments beginning one year from February 15, 2007.

F8: These time-vesting options are exercisable in four equal annual installments beginning one year from December 3, 2007.

F9: These time-vesting options are exercisable in four equal annual installments beginning one year from May 8, 2008.

F10: These time-vesting options are exercisable in four equal annual installments beginning one year from March 12, 2009.

F11: These time-vesting options are exercisable in four equal annual installments beginning one year from February 16, 2010.