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RALPH LAUREN CORP Director's Dealing 2010

Mar 4, 2010

30313_dirs_2010-03-04_5baeaa62-7019-4ca1-b069-9d6bdc10e96b.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: POLO RALPH LAUREN CORP (RL)
CIK: 0001037038
Period of Report: 2010-03-02

Reporting Person: RL HOLDING GROUP INC (10% Owner)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2010-03-02 Class B Common Stock $ J 10310514 Disposed Class A Common Stock (10310514) Indirect
2010-03-02 Class B Common Stock $ J 103105 Acquired Class A Common Stock (103105) Direct
2010-03-03 Class B Common Stock $ J 133834 Disposed Class A Common Stock (133834) Direct

Footnotes

F1: Each share of Class B Common Stock is immediately convertible on a one-for-one basis into a share of Class A Common Stock.

F2: On March 2, 2010, RL Holding, L.P. distributed the shares of Class B Common Stock it held on a pro rata basis to Mr. Ralph Lauren, the reporting person and RL Family, L.P.

F3: The distributions reported in this Form 4 were effected in connection with Mr. Ralph Lauren's individual long-term estate planning strategy and to simplify his holding structures of Class B Common Stock.

F4: On March 3, 2010, the reporting person distributed the shares of Class B Common Stock it held to Mr. Ralph Lauren.