UNITED STATES
                                 SECURITIES AND EXCHANGE COMMISSION
                                              WASHINGTON, D.C. 20549


     DIVISION OF
CORPORATION FINANCE




                                                               August 13, 2018

  Via E-mail

  Kelley D. Parker, Esq.
  Paul, Weiss, Rifkind, Wharton & Garrison LLP
  1285 Avenue of the Americas
  New York, NY 10019

          Re:     Perry Ellis International, Inc.
                  Amended Schedule 13E-3
                  Filed August 3, 2018 by Perry Ellis International Inc. et al.
                  File No. 005-48707

                  Revised Preliminary Proxy on Schedule 14A
                  Filed August 3, 2018
                  File No. 000-21764

  Dear Ms. Parker:

          We have reviewed the above-referenced filings and have the following
comments.

  Amended Schedule 13E-3

  1.      We note that you have requested confidential treatment for Exhibits
(c)(8) and (c)(9). We
          will provide comments on your requests separately.

  Revised Preliminary Proxy Statement

  Background of the Merger, page 18

  2.      We note your response to prior comment 5 and the revised disclosures
on page 22. Please
          revise your disclosures on page 22 to satisfy the requirements of
Item 1015(b)(6) of
          Regulation M-A concerning:

            (i) AlixPartners' findings/recommendations;

            (ii) AlixPartners' basis for and methods for arriving at those
findings/recommendation
                 and

            (iii) any instructions or limitations on the investigation issued
by the Special Committee
 Kelley D. Parker, Esq.
Paul, Weiss, Rifkind, Wharton & Garrison LLP
August 13, 2018
Page 2

            to AlixPartners concerning its work.

       In addition, reconcile your disclosure that the Special Committee
engaged AlixPartners
       "on a non-reliance basis" with your disclosure in the same paragraph
that the Special
       Committee's determination was "based on the analysis performed by
AlixPartners."
       Clarify whether the Special Committee's based its determination
concerning use of the
       projections on any factors other than the analysis performed by
AlixPartners. File all
       AlixPartners' reports as exhibits. Refer to Item 1016(c) of Regulation
M-A.

3.     With reference to prior comment 1, please further revise your disclosure
on page 37 to
       identify AlixPartners as the provider of a report, opinion, or appraisal
materially related
       to the transaction. In this regard, your disclosure on page 22 indicates
that AlixPartners'
       analysis impacted the Special Committee's determination to use
managements' forecasts,
       which in turn impacted PJ Solomon's fairness opinion concerning the
transaction.

Recommendation of the Special Committee and Our Board of Directors, page 45

4.     We refer to prior comment 9 and note your revised disclosure on page 47
stating that the
       Special Committee expressly adopted the fairness advisor's opinion and
presentation.
       Please revise to clarify whether the Board of Directors also expressly
adopted these same
       reports.

5.     We reissue prior comment 10, in which we asked for revisions to your
disclosure. While
       PJS may have addressed a broader set of security holders, the filing
persons are required
       to address a narrower set of security holders. The affiliates included
within the security
       holders considered by PJS have different interests than those required
to be addressed by
       Schedule 13E-3 and thus the filing persons must explain, given their
adoption of the PJS
       analyses and conclusion, how their fairness determination as to the
narrower set of
       security holders can be properly supported by reliance on an opinion
that does not
       address the same security holders.

6.     We reissue prior comment 12. Please revise this section to describe
what, if any,
       consideration the special committee and board of directors gave to the
referenced results
       in their evaluation of the PJS analyses and opinion.

Projected Financial Information, page 69

7.     We reissue prior comment 20. We are unable to locate a discussion of the
assumptions
       made in preparing, and limiting factors applied to, the financial
projections. Your
       revisions in response to our prior comment are generic.
 Kelley D. Parker, Esq.
Paul, Weiss, Rifkind, Wharton & Garrison LLP
August 13, 2018
Page 3

       Please contact Joseph McCann at (202) 551-6262 or me at (202) 551-3619
if you have
any questions regarding our comments.


                                                        Sincerely,

                                                        /s/ Daniel F. Duchovny
                                                        Daniel F. Duchovny
                                                        Special Counsel
                                                        Office of Mergers &
Acquisitions