CARTERS INC — Director's Dealing 2013

May 3, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CARTERS INC (CRI)
CIK: 0001060822
Period of Report: 2013-05-01

Reporting Person: WHIDDON THOMAS E (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-05-01	Common Stock	M	9840	$6.98	Acquired	78325	Direct
2013-05-01	Common Stock	S	1070	$65.19	Disposed	77255	Direct
2013-05-02	Common Stock	S	8770	$65.10	Disposed	68485	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-05-01	Employee Stock Option (Right to Purchase)	$6.98	M	9840	Acquired	2013-09-17	Common Stock (9840)	Direct

Footnotes

F1: This is a weighted average price. The shares were sold in multiple trade executions at prices ranging from $65.10 to $65.26, inclusive. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.

F2: This is a weighted average price. The shares were sold in multiple trade executions at prices ranging from $65.00 to $65.20, inclusive. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.

F3: All these options were exercisable as of the trade date.