* Matthew Moberg, Jonathan Siskin, Barry Stern, and Ru Wu (University of Michigan Business School, MBA Class of 1999) prepared this case under the supervision of Professor Allan Afuah as the basis for class discussion rather than to illustrate either effective or ineffective handling of an administrative situation.

Sara Lee: Wonderbra*

"Fashions have changed and Wonderbra is no longer the ultimate sexy fashion item it was."

-- Susanna Hailstone of Leagas Shafron Davis

Donald J. Franceschini, Vice Chairman at Sara Lee Corporation, sat in his Chicago office and looked out his window onto the Chicago River. On his desk sat an old Investor's Business Daily with the headline, "Executive Update, Sara Lee Tries to Extend the Wonderbra Franchise." He reflected on the days when the Wonderbra was arguably the most talked about product in the fashion world. A major topic in every major city's newspaper upon its launch, the Wonderbra increased the company's intimate apparel division sales by 14% in 1994. In the 1990's, Sara Lee significantly increased its presence in the intimate apparel market beginning in 1991 with the acquisition of Playtex to complement its strong share in related products. Sara Lee's sales for fiscal year ended June 28, 1997 indicated strong overall growth, but only 1% growth in the sales of personal products. Exhibits 1-2 highlight key financial information for Sara Lee. According to Value Line's most recent projections, growth is expected for all of Sara Lee's divisions, including baked goods and household products, but the personal product's division sales, which constitute 38% of Sara Lee's sales and 40% of profits, are to remain flat. Don Franceschini sat there for ideas to rejuvenate the Wonderbra product line and restore the growth attained back in 1994.

The Amazing Wonderbra

Introduced to the American public in May 1994, the Wonderbra, with a suggested retail price of $26, began selling at a rate of one every 15 seconds, and stores could not keep the bras on their racks. First year sales for the Wonderbra were approximated at $120 million, making it one of Sara Lee's top 30 selling products. Women lined up outside store doors in order to buy the coveted bra, and by year's end, the Wonderbra had grown from a mere lingerie item into a "vital fashion accessory and cultural icon." The Council of Fashion Designers of America (CFDA) honored Wonderbra "for creating a phenomenon never before experienced in the industry." Ethel Klein, president of EDK Associates, a New York-based marketing firm specializing in women's fashion, stated, "Wonderbra has become sort of like Kleenex, in that it's the product name that defines the category. It's the brand name associated with the product." John Dixey, the British managing director of Playtex (division of Sara Lee and marketer of the Wonderbra), commented, "the Wonderbra has made it into the Collin's Dictionary. It has become an icon which is just as powerful as Levi's jeans." By the end of 1994, the Wonderbra was named one of Fortune's products of the year and was recognized by several other magazines including Advertising Age and U.S. News and World Report.

"Her"story of the Bra

The first bra was created in 1914 by a New York debutante preparing for a dance. With the help of a maid, she strung two handkerchiefs together with pink ribbon and fitted herself with the first bra. Since then, the bra has evolved as women and their self-perceptions have changed.

During the late 1940's and early 1950's, women in the U.S. primarily stayed at home to focus on raising the children. Well-rounded figures were popular, and fashion focused on the traditional hourglass female shape personified by Marilyn Monroe and Jane Mansfield. Frederick's of Hollywood, a specialty retail operating chain of women's intimate apparel throughout the U.S., introduced the first push-up bra, the Rising Sun, in 1948. Push-up bras use wire and fabric filling to support and lift up women's breasts. At this time, "torpedo" bras, such as Maidenform's Bullet Bra, made each breast look like a projectile about to be launched.

During the next decade, the thinner "waif" look became popular as illustrated in the ascent of the model Twiggy. As the feminist movement developed, women were proclaiming their freedom from traditional roles and constraints set by a male-dominated society. Many young women sought a more comfortable bra or choose not to wear a bra at all. Bra burning was seen as a way of demonstrating this new freedom. In response, manufacturers made bras as unobtrusive and discreet as possible, such as Warner's 1969 Invisible Bra.

Women infiltrated the workforce in mass numbers during the late 1970's, and by the early 1980's, women were beginning to climb the corporate ladder. During these decades, male-influenced clothing (e.g., shoulder pads and pinstriped suits) were seen throughout the office, while femininity and sensuality kept a low profile in the fashion industry.

Towards the latter 1980's and into the 1990's, women were comfortable for the first time with not only their professional success, but their sexuality as well. This brought on changes in fashion. There was a return to sensual and feminine clothing, and awareness for lingerie became heightened. Cultural icons such as pop-star Madonna were largely credited with the popularity of structured lingerie. High-powered designers, such as Jean Paul-Gaultier, incorporated such themes into their newest designs. Full-figured models and images of cleavage began to dominate fashion magazines, newspaper advertisements, movies, and television. "There is definitely a breast fixation going on in fashion today," says David Wolfe, creative director of The Doneger Group. Spurred by the increasing fear over the dangers of silicon breast implants, push-up bras experienced a revival and grew to multi-million sales figures. The movement to sensuality was highlighted in 1994 with "one of the most heralded episodes in underwear history: the invasion of the Wonderbra."


Wonderbra – Invention Through the "Bra Wars"

The Wonderbra was created in 1964 by Louise Poirier for Canadelle, a Canadian lingerie company. Since its creation, the basic design and construction of the Wonderbra – and its intended effect – have remained the same. The Wonderbra has 54 design elements that succeed in lifting and supporting the bustline while creating a deep plunge and push-together effect. The unique bra helps even the slightest of figures take on a fuller form. The Wonderbra uses less padding than other bras, yet through precision engineering, it lifts and supports the bustline and gives a more natural projection while not compressing the breasts. Exhibit 3 describes the design elements of the Wonderbra.

Canadelle granted the British firm, Courtland Textiles, a license to produce the Wonderbra in Europe soon after its invention. The Wonderbra was placed under Courtland Textile's Gossard division, and became a steady, yet quite an unspectacular brand sold primarily in Europe. This began to change in the early 1990's as demand suddenly intensified for the Wonderbra. While it estimated only 11 million Wonderbras had been sold up to 1991, Gossard claimed to sell 22,000 units a week during 1992, and consequently experienced difficulties keeping up with demand for the product.

Now at a time of record sales, Gossard found itself in a very difficult situation. Its license to produce the Wonderbra was set to expire on January 1, 1994. Its competitor, Sara Lee Corporation, which had acquired Canadelle back in 1991, now owned the rights to the Wonderbra design and announced intentions in 1993 to re-introduce the Wonderbra with an extravagant marketing campaign the following year. Similarly, Gossard announced it would introduce its own modified version of the Wonderbra, the Ultrabra, at the same time. Armed with multi-million dollar advertising budgets and racy advertising campaigns, the "bra wars" were initiated in the U.K. on January 1, 1994. Sales of cleavage enhancing bras quickly grew from 10% to 25-30% of the U.K. bra market in 1994.

Gossard was the first to move into the U.S. as it attempted to preempt its rival by introducing its Super-Uplift bra at Saks Fifth Avenue in New York City on March 15, 1994. Priced at $46, the introduction created an immediate phenomenon and sales soared. Commenting on the $100,000 in bra sales in just one week, Saks' spokeswoman Jill Eisenstadt said, "that's the biggest dollar figure we've ever incurred in the intimate apparel category." By May, Gossard had already sold $8 million worth of bras and expected to reach $20 million by year's end – almost 10 times its original estimate. However, Gossard would soon be overshadowed as Sara Lee was preparing for the U.S. invasion of the Wonderbra.


U.S. Rollout – "Look Me in the Eyes & Tell Me That You Love Me"

On May 9, 1994, Sara Lee introduced the Wonderbra in the U.S. with a marketing and publicity blitz unprecedented in the intimate apparel industry. Supermodel Eva Herzigova appeared on the spectacular 2,800 square foot billboard in New York's Times Square. The U.S. advertising, at times controversial, was actually toned down from the U.K. campaign. Created by TBWA, the advertisements showed models wearing only the Wonderbra. Underneath read slogans such as "who cares if it's a bad hair day" and "look me in the eyes and tell me that you love me." The first Wonderbras were packaged with a yellow card reading "The One and Only Wonderbra" urging consumers to "accept no substitutes." The Wonderbras were delivered via a caravan of armored vehicles and limousines carrying models, bodyguards, and security guards. Three New York City department stores, Macy's, A&S, and Lord and Taylor, carried the exclusive supply. In mid-August, the Wonderbra was introduced in ten other cities in similarly unique ways – cable cars in San Francisco, pink Cadillacs in Miami, and a motorcycle escort in St. Louis. The full national rollout occurred later in fall 1994.

"We got $50 million worth of free publicity for a $25 million line. On one day, the Wonderbra got more space in the New York Times than the Federal Reserve," bragged John Bryan, Chairman of Sara Lee. Exhibit 4 includes sample headlines and quotes. Stories of women lining up outside of department stores and of intimate apparel sections plundered by crazed shoppers only added to the frenzy accentuated by the media. Even supermodel Kate Moss, the quintessential waif, raved about the Wonderbra in Vanity Fair, noting "I swear even I get cleavage with them".

However not all the publicity was positive. Many feminist groups angered by the message of the advertising campaign – that women should focus on their breasts to get the attention of men – voiced their opposition. They claimed that the product manipulated women into believing they had to fake something they did not have. Opponents added that demand for the product was a step back in the social progress made in the last few decades. Sara Lee, countering these criticisms with the argument that the advertising campaign was created by women and therefore could not possibly exploit women, claimed the Wonderbra did not hinder but actually contributed to the social progress of women. Proponents countered that the Wonderbra proved that female empowerment came to women who were comfortable expressing their sexuality. The heated discussion between the two sides only helped to add more fuel to the public relations machine that was making Wonderbra a household name.


Industry Busting Out

From the beginning, sales were beyond expectations and Sara Lee could not meet production demand. "This phenomenon caught our people by surprise. They pooh-poohed it early on," said John Bryan. He added, "we've been shorting orders so long [that] we had no idea how big the business really is." Spurred by the phenomenon, customers wanted any cleavage-enhancing bra they could find. One shopper said, "I really wanted the Wonderbra but they don't have it yet, so I'm trying these others. I'm impressed. I'll probably buy one. But I'm coming back later for a Wonderbra. I've heard it's the ultimate."

The initial inability of Sara Lee to meet the demand left the door open to competitors. Major bra manufacturers quickly focused efforts on promoting their existing versions of cleavage-enhancing bras and introducing new versions. All noticed increases in sales. Products such as the Miracle Bra by Victoria's Secret, It Must Be Magic Bra by Vanity Fair, Rendezvous by Maidenform, Push-Up Bra by Wacoal, and Sensuous Solution by Olga appeared all over the country. Susan Malinowski, Vice President of Marketing at Maidenform, stated, "Wonderbra helped to create demand that [it] can't possibly fill, so women are absolutely looking at every single push-up and plunge bra out there. The rest of us are enjoying a phenomenal free ride." In addition, competitors were eager to incorporate the Wonderbra concept outside of the intimate apparel category. For example, Jantzen, a unit of Vanity Fair, introduced a line of cleavage-enhancing swimwear.

By the end of 1994, it was apparent that the huge demand for the Wonderbra and the related media attention benefited the entire intimate apparel industry and department stores across the country. Sales of all push-up bras in department stores were up 43% over the year.


The A B C's (and D's) of the Industry

While total sales of women's clothing apparel increased 6% from 1994 to 1996, intimate apparel jumped 14% over the same period. In 1997, the worldwide intimate apparel industry, which includes all undergarments, panties, bras and other bedroom wear, such as teddies and pajamas, totaled $9.8 billion in sales. In 1989, worldwide bra sales totaled $2.2 billion, but rose close to $3.0 billion in 1995 and approximately $3.8 billion in 1997.

A major trend in the 1990's has been the consolidation of the intimate apparel industry. Acquisitions and mergers have made business difficult for smaller, privately held companies. The result is the bra business is no longer a noncompetitive cottage industry, as smaller firms with revenues between $5 and $20 million have been squeezed out by larger corporations. The "Big Four" in the industry, which includes Sara Lee Intimates, Vanity Fair (VF) Mills, Warnaco Group, and Maidenform, account for 70-75% of the bra market worldwide.



Adelle Kirk, a manager at Kurt Salmon Associates, a management consulting firm that specializes in the apparel and retail businesses, stated:

Bras are one of the most complex pieces of apparel. There are lots of different styles, and each style has a dozen different sizes, and within that there are a lot of colors. Furthermore, there is a lot of product engineering. You've got hooks, you've got straps, there are usually two parts to every cup, and each requires a heavy amount of sewing. It is very component intensive.

 Bottlenecks, inconsistent workflow, and shortages of certain components can cause bra orders to be unfulfilled for days and can potentially cause factories to lie idle, only to be later overwhelmed and unable to keep up with workflow. Analysts attribute manufacturing problems as one of the primary reasons for Maidenform's recent Chapter 11 bankruptcy. A result of the complex manufacturing process is slower reaction times for bra manufacturers to develop new innovations and styles.

Recently, two major trends have occurred in the manufacturing of intimate apparel. First, the industry has witnessed an increase in outsource manufacturing as well as a movement towards foreign production, such as in Mexico, with a relatively cheap labor supply. Second, manufacturers have made strides to increase production efficiency through more organized manufacturing and process innovations. Learning from the bankruptcy of Maidenform and sensing increased competition, all manufacturers have made strides in improving the logistics of bra manufacturing. For example, plants have been enlarged or newly created to ensure economies of scale. In addition, more recent innovations have made bra manufacturing simpler. For example, a process called "hot melt" that fuses "control panels" has eliminated the amount of sewing. Karen Bromley, spokeswomen for the Intimate Apparel Council, states, "the revolution is in how these shapewear garments are constructed." Even with increased production efficiencies, bras remain practically the only innovation in the apparel industry that can not be copied with short lead-times.



Distribution channels in the intimate apparel industry have shifted dramatically in the 1990's. In addition to maintaining strong ties with department stores, intimate apparel manufacturers have experimented with success in distributing products through catalogues, specialty retail stores, and mass merchandisers. The growth in market share for mass merchandisers and specialty stores, which equaled 28% and 15% respectively in 1996, came at the expense of department stores and chain stores, which had growth rates of 18% and 22% respectively.

The strong growth in mass merchandisers has clearly impacted intimate apparel manufacturers. As large retailers consolidate, an increase in supplier power of the "Big Four" is needed to satisfy the economies of scale in distribution. Paul Mischinski, President and CEO of Sara Lee Foundations in 1995, stated, "very powerful brands are needed to support the retailers." While maintaining supplier power over large retail stores, manufacturers have also increased the types of distribution channels in which to sell their garments.

Furthermore, as consolidation in retail continues, large manufacturers struggle to control promotions on their brands. Lee Chaden, Vice President of Sara Lee and CEO of Sara Lee Intimates, stated:

This struggle for control in promotions has led many manufacturers to open private label stores. Victoria's Secret has experienced tremendous growth through its own specialty stores and catalogues. Also, Sara Lee opened its own private label intimate apparel specialty stores called Bali Studio's. The stores "create a full price retailing environment to strengthen brand identity of its foundations [intimate apparel], to test the expansion of its labels into new areas such as sleepwear and robes, and to obtain information that will help other Sara Lee operations."


Sizing Up Industry Players

Sara Lee Corporation

Sara Lee Corporation is a global manufacturer and marketer of high-quality, brand name products for consumers around the world. Exhibit 5 highlights the history of Sara Lee. With headquarters in Chicago, Sara Lee Corporation has operations in more than 40 countries and markets branded products in more than 140 nations. Nearly half of its sales come from intimate wear (Playtex, Wonderbra), hosiery (L'eggs), accessories (Coach, Isotoner), knit products (Hanes), and household and personal care products (Brylcreem, Endust, Kiwi). The rest come from the famed Sara Lee baked products, packaged meats, coffee, and tea products. Sara Lee reported 1997 total sales of $19.7 billion. In the U.S., Sara Lee maintained its number-one, 29% market share of the $3.8 billion bra market in fiscal year ending 1997, up from 27% in 1992.

Traditionally, Sara Lee has built branded leadership positions in key consumer product categories. Sara Lee markets more than 100 major brands around the world, 31 of which have sales over $100 million. The company has demonstrated the ability to build leading branded positions in categories that were traditionally unbranded or characterized by numerous, fragmented competitive positions. Acquisitions and internal investments have allowed Sara Lee to build a large number of successful operating companies. In addition, finding new and innovate ways to reach consumers has been another area in which Sara Lee has excelled. The company has relied on multiple channels of distribution to make sure its products are sold to consumers everywhere.

Intimate Brands Inc.

Intimate Brands is a leading specialty retailer of women's intimate apparel and personal care products. The company operates more than 800 Victoria's Secret lingerie stores and distributes the Victoria's Secret Catalogue. In fiscal year 1997, Victoria's Secret accounted for 75% of Intimate Brand's total sales of $3 billion. Bras comprised almost 20% of Victoria's Secret's sales in 1997 and were a major factor in repeat purchases.

Through the years, Victoria's Secret has been a leader in the introduction of new lingerie ideas. In early 1994, Victoria's Secret introduced the Miracle Bra in response to the growing market for push-up bras. Year after year, Victoria's Secret has rolled out successful products including the Perfect Silhouette in 1996 and Angels in 1997. At least one major new bra launch is planned for every year.

The Limited, Inc., Victoria's Secret ultimate parent company, has a very strong influence on mall developers because of its size and the number of retail chains it operates. Therefore, Victoria's Secret has a distinct advantage in the struggle for mall space over other apparel retailers including Fredrick's of Hollywood. Also, many have credited Victoria's Secret with expanding the intimate apparel market to include male customers.

Victoria's Secret's Catalogue provides the company with access to another distribution channel for its intimate apparel. In 1996, 20% of Victoria's Secret's total sales were accounted for by Catalogue purchases. The Catalogue, with a circulation of over 360 million, plays an essential role in imaging the Victoria Secret's brand. The company continues its worldwide expansion with new store investments and an extended Catalogue circulation base.

Maidenform Worldwide Inc.

Maidenform Worldwide Inc., headquartered in New York City, is the largest privately-owned manufacturer of women's intimate apparel in the U.S. and one of the largest in the world. The company is credited with inventing the modern bra in 1922. Maidenform manufactures and markets women's intimate apparel in 58 countries under the brand names of Maidenform, Lilyette, Flexees, Subtract, Oscar de la Renta and Self Expressions. It also has a large private label business for merchandise sold through national chains, specialty stores, and mass merchandisers.

Maidenform's total sales in 1996 were $420 million up 2.44% from 1995. It holds about a 10% market share of the $9.8 billion intimate apparel industry. Maidenform, which like other companies in its field looked for growth through acquisitions, did not carefully manage the integration of operations when it bought a 92% stake in NCC Industries Inc., another intimate apparel company in 1995. The company is currently operating in Chapter 11 bankruptcy. It has consolidated several divisions to try to cut costs and get more performance from those divisions. Analysts say that because of its strong product lines and brand name, Maidenform may very well emerge from Chapter 11 as a viable player, but only if it turns its focus on production issues.


The Warnaco Group, Inc., a Fortune 500 company headquartered in New York City, designs, manufacturers and markets moderate to premium priced intimate apparel for women. The company boasts a portfolio of brand names that include Calvin Klein, Olga, Valentino Intimo, and Warner's. Its Intimate Apparel Division is the leading marketer of women's bras to department and specialty stores in the U.S., accounting for over 32% of such women's bra sales in 1996. Warnaco's growth strategy is to continue to capitalize on its highly recognized brand names worldwide while broadening its channels of distribution and improving manufacturing efficiencies and cost controls.

VF Corporation

VF Corporation, through its operating subsidiaries, designs, manufactures and markets branded jeanswear, knitwear, intimate apparel, children's playwear and other apparel. VF Corporation is the number two U.S. apparel maker overall after Levi Strauss. VF, which reported 1996 sales of $5.1 billion, owns Vanity Fair, a leading intimate apparel brand in U.S. department stores, and Vassarette, one of the fastest-growing brands in discount stores. VF also markets well-known intimate apparel brands including Bestform, Exquisite Form and Lily of France.

Historically, VF Corporation has relied on acquisitions of major apparel manufacturers to increase its market share in the intimate apparel industry. In March 1997, VF and Maidenform Worldwide, Inc. announced they signed a letter of intent for VF to acquire Maidenform. "Maidenform is clearly one of the premier names in intimate apparel, and could be an excellent strategic fit with our existing intimate apparel brands," said Mackey J. McDonald, CEO of VF Corporation. Elizabeth Coleman, Maidenform Chairwoman and CEO, said, "This proposed transaction would ensure that the historic and world-class Maidenform brands thrive over the long-term. VF Corporation, with its proven leadership in the industry, is ideally suited to grow and develop the Maidenform business." However, several weeks later, the two companies mutually agreed to terminate the proposed purchase.

The Wonder Years

Wonderbra sales continued strong as the 1990's progressed. However, the initial cachet that followed the Wonderbra has gradually faded. Many women considered the product a staple in their intimate apparel wardrobe, but the fanfare and excitement has quieted after several years. Some industry analysts thought Sara Lee could continue to expect significant revenues from the Wonderbra. Others felt differently. Victoria Young, an independent design and fashion consultant, commented:

Wonderbra has had its day. Everything it stands for is so firmly entrenched in the mid-Nineties. The only hope Wonderbra has in its present form is as a niche item because the unique physical and emotional benefits that it once offered are no longer unique.

Sara Lee has been eager to leverage the success of the Wonderbra into related products and new product lines. The company has already reacted to several market opportunities. For example, in March 1996, Wonderbra launched a new line sized for women in Asia, who are undergoing a sexual liberation and demanding provocative intimates.

Sara Lee's other divisions are taking advantage of the growing U.S. demand for shapewear – intimate apparel designed to slim and shape. Playtex Secrets brand of control panties have become Sara Lee's number three selling brand. Smooth Illusion pantyhose, which promises to trim five pounds off the look of any wearer's bottom, have become so popular that the lower priced version, called Slim Silhouette, is being produced under its L'eggs label.

Donald J. Franceschini flipped through the various sketches the design team had left on his desk. The drawings were of potential products including a Wonderbra bra slip and Wonderbra strapless bra. Franceschini remained uneasy. He was unsure what plans would continue to build on the success of the Wonderbra.

Exhibit 1: Sara Lee Corporation - Consolidated Balance Sheets, 1995-1997 ($ millions)
June 28, 1997 June 29,1996 July 1, 1995
Current assets
Cash and equivalents $272 $243 $202
Trade accounts receivable, net 1,841 1,728 1,653
Inventory 2,973 2,807 2,830
Other current assets 305 303 243
Total current assets 5,391 5,081 4,928
Trademarks 536 636 615
Property, net 3,079 3,007 2,964
Intangible assets, net 3,947 3,878 3,924
Total assets $12,953 $12,602 $12,431
Liabilities and Stockholder's Equity
Current liabilities
Notes payable $476 $319 $559
Accounts payable 1,703 1,592 1,436
Accrued liabilities 2,582 2,596 2,628
Current maturities of long-term debt 255 135 221
Total current liabilities 5,016 4,642 4,844
Long-term debt 1,933 1,842 1,817
Deferred income taxes 416 333 273
Other liabilities 543 604 705
Minority interest in subsidiaries 523 523 519
Stockholder's equity
Preferred stock 242 338 334
Common stock 640 646 640
Capital surplus 141 67
Retained earnings 4,274 3,783 3,252
Translation adjustments (618) (227) 3
Unearned restricted stock issued (16) (23) (23)
Total liabilities and stockholder's equity $12,953 $12,602 $12,431
Source: Sara Lee Corporation 1997 Annual Report



 hibit 2 Sara Lee Personal Products** Five-Year Statistics ($ in millions)

1997 1996 1995 1994 1993 1992
Sales $7,482 $7,370 $7,151 $6,449 $6,098 $5,398
Operating income 761 729 658 559 602 582
Capital expenditures 246 271 262 408 485 271
Depreciation and amortization 326 312 294 289 265 232
Return on investment 27.2% 25.8% 25.4% 20.8% 26.4% 27.8%
** includes Sara Lee Intimates (Wonderbra, Playtex, Bali, etc) and Sara Lee Knit Products (Champion, Hanes, Just My Size, etc.)


Source: Sara Lee Corporation 1997 Annual Report

 Exhibit 3 Wonderbra Design

 The Wonderbra has five design elements, which make it superior to traditional push-up bras and imitators:

Precision angled back and underwire cups: This is the key to Wonderbra's unique, deep dramatic cleavage "Plunge-and-Push effect".

Removable, contoured pads: The pads, called "cookies" provide maximum lift and volume. They are contoured, and can be removed to even out the shape of the bustline.

Back support: The back of the Wonderbra gives maximum uplift and control; its original gateback and full power netting keeps the bra cups in place and helps achieve maximum cleavage.

Adjustable non-stretch straps: Keeps garments in place; convertible straps allow bra to be changed to halter top or low-back styling.

Source: Marina Maher Communications Press Release 5/6/94

Exhibit 4 Headlines and Quotes Featuring the Wonderbra

"Waggish headlines have dubbed it a 'Tempest in a D-Cup,' an 'Uplifting Competition,' and 'Frontal Assault.' But what ever the cheeky nickname, its war."

Chicago Tribune, U.S. Next Beachhead in "Bra Wars" Padded Pushup Rivals Pushy Lingerie, 5/1/94.


"It will leave men gawking and arouse feminist wrath."


"The thing about the Wonderbra is that it works. It really makes you wonder. They should call it the Ponderbra, or the Marvelbra, or the Think-about-stuff-you-don't-normally-think-about bra."


"I never realized how truly out of it I am until it hit me: I almost missed the Wonderbra."


"Will Wonderbra Save the World?"


"Remember lift and separate? This is about lift and unite. And there's nothing to be ashamed of. We can all talk about this calmly. This doesn't call for subterfuge or embarrassment."


Exhibit 5 Sara Lee Corporation History

Sara Lee Corporation has numerous leading brands and wide global reach. It was founded in 1939 when Canadian entrepreneur Nathan Cummings purchased the C. D. Kenny Company, a small distributor of wholesale sugar, coffee and tea in Baltimore, Maryland. A remarkably innovative marketer, Cummings steadily expanded the corporation through the application of novel management techniques.

In 1942, Cummings acquired national packaged goods distributor Sprague, Warner & Company. He renamed the corporation Sprague Warner–Kenny Corporation, moved the headquarters to Chicago, and began an aggressive expansion plan that set the tone for the next half-century. Cummings subsequently made many key acquisitions, including Reid, Murdoch and Company and its nationally known Monarch brand. The second name change came in 1945 to Consolidated Grocers Corporation to reflect the new growth initiative.

By 1953, sales had surpassed over $200 million. The corporation was substantially diversified among food processing, packaging and distribution companies, and to emphasize this trend, a third name change took place. The company became Consolidated Foods Corporation, a name that would serve remain for the next 32 years.

In 1956, Consolidated Foods Corporation acquired Chicago-based Kitchens of Sara Lee to secure a strong position in frozen baked goods. This was followed by its first foreign investments, Dutch canned goods producer Jonker Fris, a Venezuelan sauce and vinegar company. In 1966, its first acquisition of a non-foods company brought Oxford Chemical Corporation, a manufacturer of cleaning products, under the Consolidated Food's banner.

Through the early 1970s, the company continued to diversify. Additional food companies were acquired, including Bryan Foods, Hillshire Farm and Rudy's Farm. Consolidated Foods also entered the direct sales, apparel and personal care industries through acquisitions.

John H. Bryan was elected President and a Director of Consolidated Foods in 1974. Chairman of the Board since 1976 and Chief Executive Officer since 1975, Mr. Bryan has overseen both the globalization of the corporation and the development of early diversification initiatives into four distinct lines of business: Packaged Meats and Bakery; Coffee and Grocery; Household and Body Care; and Personal Products.

Mr. Bryan also oversaw the fourth corporate name change in 1985 to Sara Lee Corporation. Over the past dozen years, Sara Lee Corporation has continued to aggressively develop each line of business, build brands, and expand into new markets. Today, Sara Lee Corporation is a global food and consumer products company with more than $19.7 billion in sales with approximately 141,000 employees in more than 40 countries.


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