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            REQUIRED IN PROXY STATEMENT PURSUANT TO SECTION 14(A) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

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        6(e)(2))

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{   }   Soliciting Material Pursuant to  Section  240.14a-11(c) or Section  240.
        14a-12


                                  DESIGNS, INC.
                (NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

                            JEWELCOR MANAGEMENT, INC.
     (NAME OF PERSON(S) FILING DEFINITVE ADDITIONAL MATERIAL, IF OTHER THAN
                                   REGISTRANT)

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FOR IMMEDIATE RELEASE
January 22, 1999
Contact:  Jacqueline Quigley (561) 447-4713

     Jewelcor Management, Inc. Makes a Proposal to Purchase All Outstanding
                     Shares of Common Stock of Designs, Inc.

Wilkes-Barre,  Pennsylvania...Jewelcor  Management,  Inc. (JMI)  announced today
that it has made a proposal to purchase all of the outstanding  shares of Common
Stock of Designs, Inc. (NASDAQ-DESI) at a price of $3.00 per share.

In a  letter  to Joel  Reichman,  President  and CEO of  Designs,  Inc.  Seymour
Holtzman,  President of JMI, stated,  "We have great concerns as to how the sale
of the company is  proceeding.  It is well over a month since the process began,
and there does not appear to be any significant activity in that regard."

The proposal which was sent to Designs, Inc. was made without the receipt of any
non-public  information  or the benefit of  conducting  financial  and legal due
diligence on non-public  information.  If such due diligence were to demonstrate
additional value beyond that demonstrated by JMI's review of publicly  available
documents,  it would be  prepared  to  consider  increasing  the $3.00 per share
proposal.

JMI expects to use third party  financing,  and thus its  proposal is subject to
obtaining such financing.

Notwithstanding  recent  circumstances  regarding  JMI's  consent  solicitation,
Holtzman  stated that the company should  welcome this  proposal.  "I hope to be
able to work with the  company  expeditiously  to further  this  process for the
benefit of all shareholders."