SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* JAFFE ELLIOT S (Last) (First) (Middle) C/O THE DRESS BARN, INC. 30 DUNNIGAN DRIVE (Street) SUFFERN NY 10901 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol DRESS BARN INC [ DBRN ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner X Officer (give title below) Other (specify below) Chairman
	3. Date of Earliest Transaction (Month/Day/Year) 12/07/2006
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common	12/07/2006		M		60,000	A	$6.76	408,344(1)	D
Common	12/07/2006		S		29,700	D	$24.5	378,644(1)	D
Common	12/07/2006		S		9,837	D	$24.53	368,807(1)	D
Common	12/07/2006		S		463	D	$24.55	368,344(1)	D
Common								235,256(2)	I	See Footnote (2)
Common								14,621,320(3)	I	See Footnote (3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Option To Buy(4)	$11.84							10/12/2006(5)	10/12/2015	Common	240,000		240,000	D
Option To Buy(6)	$6.76	12/07/2006		M			60,000	12/09/2003(5)	12/09/2012	Common	60,000	$0	120,000	D

Explanation of Responses:

1. Includes shares of restricted stock granted on March 7, 2005 pursuant to the Company's Stock Incentive Plan.

2. Shares are held by Roslyn Jaffe, Mr. Jaffe's wife, Mr. Jaffe disclaims beneficial ownership of these shares

3. Shares are held by The Jaffe FLP Voting Trust (the "Trust") of which Mr. Jaffe is trustee. The filing of this Form 4 shall not be construed as an admission that Mr. Jaffe is for the purposes of Section 16 of the Securities Act of 1934, the beneficial owner of the equity securities owned by the Trust.

4. Granted under the Company's 2001 Stock Incentive Plan.

5. Exerciasable in five equal annual installments with the first installment on the date indicated

6. Granted under the Company's 1995 Stock Option Plan.

Remarks:

	Mary Beth Riley, by power of attorney	12/08/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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