Exhibit 10.27

                              AMENDMENT NUMBER 2 TO
                               MOVADO GROUP, INC.
                           1996 STOCK INCENTIVE PLAN

The Board of Directors (the "Board") of Movado Group, Inc., a New York
corporation (the "Company") hereby adopts this Amendment Number 2 to the
Company's 1996 Stock Incentive Plan, as previously amended (the "Plan")
effective this 16th day of March 2001 pursuant to Section 9(a) of the Plan,
under which the Board may adopt this Amendment Number 2 without receiving
shareholder approval.

1.   Section 5, Stock Options, is hereby amended to add a new Section 5.8, Stock
     Option Reload Feature, which will read in its entirety as follows:

     "5.8 Stock Option Reload Feature

          Unless specifically determined by the Committee with respect to any or
          all Options at the time of grant, and explicitly so indicated on the
          applicable Award Agreement, the terms and conditions applicable to
          Options shall not include the stock option reload feature provided for
          in this Section 5.8 (the "Stock Option Reload Feature"). Only Non-ISOs
          may be granted with a Stock Option Reload Feature. Under the Stock
          Option Reload Feature, if a participant exercises an Option or portion
          thereof using shares of Stock in payment of the Option Price, as
          provided in Section 5.6(b)(iii), the participant shall, without
          further action by the Committee, be granted a new Option (a "Reload
          Option") to purchase shares of Stock equal to the number of shares of
          Stock used in payment of the exercise price and the number of shares
          withheld for tax in respect of the exercise. The grant of the Reload
          Option shall occur simultaneously with the exercise of the Option in
          accordance with the conditions thereof, and shall have an Option Price
          equal to the Fair Market Value of the Stock on the date of grant of
          the Reload Option.

          Additionally, a Reload Option (1) may, if determined by the Committee
          at the time of grant of the original Option to which it relates,
          contain a Stock Option Reload Feature, (2) shall have a Termination
          Date no later than the Termination Date of the original Option with
          respect to which the first Reload Option related thereto was granted,
          (3) shall first become exercisable six months after the date of its
          grant, (4) shall have as a condition to its grant, that the Fair
          Market Value of the Stock on the date of exercise of the Option with
          respect to which the Reload Option will be granted is at least the
          greater of (a) $5 more than the exercise price of the Option or (b)
          110% of the exercise  price of the Option, and (5) shall comply with
          all the other provisions of this Plan. In addition, shares of Stock
          that are issued upon the exercise of a Reload Option shall not be
          sold, pledged, transferred or otherwise encumbered by the Optionee
          (except for gift or testamentary transfers without consideration or
          intestate transfers under the law governing decedents' estates) until
          after the



     expiration of two years from the date of such exercise; provided that the
     foregoing limitation shall not apply to sales of Stock issued upon the
     exercise of a Reload Option to the extent necessary to allow the grantee to
     satisfy his tax liability incurred on account of the exercise of the Reload
     Option, after takin into account any shares of Stock withheld from such
     exercise pursuant to clause (ii) of Section 12(b), and assuming the highest
     applicable federal state and local tax rates apply.

     The Committee shall, in addition to all other powers granted to the
     Committee under the Plan, have the power to amend or modify any term or
     condition of, or suspend or eliminate, the Stock Option Reload Feature".

2. Section 5.6(b), Manner of Payment, is hereby amended to restate subparagraph
   (iii), which will read in its entirety as follows:

   "(iii)  if and to the extent provided in the applicable Award Agreement, by
           delivery or attestation as to ownership of unrestricted shares of
           Stock, or of shares of the Company's class A common stock convertible
           into an equivalent number of shares of Stock, either (a) owned by the
           grantee for at least six months (or such other period as the
           Committee may prescribe) or (b) having such other characteristics as
           the Committee may prescribe, in each case having a Fair Market Value
           (determined as of the Option Exercise Date) equal to the portion of
           the Option Price being paid thereby".

3. Section 12(b), Withholding Taxes, is hereby amended to restate subparagraph
   (i), which will read in its entirety as follows:

   "(i)  a grantee may elect to satisfy all or part of the foregoing withholding
         requirements by delivery of unrestricted shares of Stock either (a)
         owned by the grantee for at least six months (or such other period as
         the Committee may prescribe) or (b) having such other characteristics
         as the Committee may prescribe, in each case having a Fair Market Value
         (determined as of the date of such delivery by the grantee) equal to
         all or part of the amount to be so withheld, and"

Upon the effectiveness of the foregoing amendments to the Plan, all references
to the Plan shall be deemed to mean the Plan as amended hereby.