8-K

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

Form 8-K

Current Report Pursuant to Section 13 or 15(d) ofThe Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  March 7, 2011

Hot Topic, Inc.(Exact name of registrant as specified in charter)

California	0-28784	77-0198182
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
18305 E. San Jose Avenue,
City of Industry, California		91748
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (626) 839-4681

Not Applicable.
(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02       Results of Operations and Financial Condition.

Attached hereto as Exhibit 99.1 is a copy of a press release that Hot Topic, Inc. issued on March 7, 2011 containing certain financial information for the fourth quarter and fiscal year ended January 29, 2011.

The information in this Item 2.02 and the corresponding exhibit are being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.


Item 9.01       Financial Statements and Exhibits.

(d)       Exhibits:  

Exhibit No.	Description
99.1	Press Release of Hot Topic, Inc. dated March 7, 2011.

[Remainder of page intentionally left blank; signature on following page.]

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	HOT TOPIC, INC.
	By:	/s/ JAMES MCGINTY
		James McGinty
		Chief Financial Officer
Date: March 7, 2011

INDEX TO EXHIBITS

Exhibit No.	Description
99.1	Press Release issued by Hot Topic, Inc. on March 7, 2011.

EX-99.1

Exhibit 99.1

Hot Topic, Inc. Reports 4th Quarter Financial Results

CITY of INDUSTRY, Calif.--(BUSINESS WIRE)--March 7, 2011--Hot Topic, Inc. (Nasdaq Global Select Market: HOTT) reported results for its fiscal fourth quarter and fiscal year of 2010 (13 weeks and 52 weeks, respectively, ended January 29, 2011).

The company reported a net loss in the fourth quarter of $0.6 million, or $0.01 per share, compared to net income of $8.0 million, or $0.18 per diluted share, for the comparable period last year. The fourth quarter results include $9.8 million of expenses, or $0.13 per diluted share, for the implementation of the previously announced cost reduction plan.

For the fiscal year of 2010, the company reported a net loss of $8.2 million, or $0.18 per share, compared to net income of $11.9 million, or $0.27 per diluted share, for last year. The fiscal year of 2010 results include $12.8 million of expenses, or $0.17 per diluted share, for the implementation of the cost reduction plan and the non-cash impairment of ShockHound assets.

Total sales for the fourth quarter of fiscal 2010 decreased 0.8% to $212.4 million compared to $214.2 million for the fourth quarter last year. Total company comparable store sales declined 2.1% for the fourth quarter of fiscal 2010. A summary of the sales results by division was included in the January sales release.

At the end of the fourth quarter of fiscal 2010, the company operated 657 Hot Topic stores and 153 Torrid stores compared to 680 Hot Topic stores and 156 Torrid stores at the end of the fourth quarter of fiscal 2009. During the fourth quarter of fiscal 2010, the company closed 23 Hot Topic stores, opened one Torrid store and closed three Torrid stores. The company also remodeled four Hot Topic stores during the quarter, bringing the total number of remodeled or relocated stores during fiscal 2010 to 24.

During the fourth quarter of fiscal 2010, the company engaged an outside consulting and financial advisory firm to review the company’s business and operations and make recommendations regarding potential future improvements. The conclusions from this review will be presented to the company’s board of directors at an upcoming meeting scheduled for March 15-16, 2011. Accordingly, the company is deferring its first quarter financial guidance, and postponing its conference call to discuss fourth quarter and fiscal year results and business trends, until the board has had an opportunity to evaluate the recommendations and approve any related initiatives or changes. The company intends to reschedule its conference call for a date shortly following the upcoming board meeting, and will provide first quarter financial guidance at that time, along with a discussion of fourth quarter and fiscal year results and trends and any initiatives or changes approved. The company does not anticipate any changes to its reported financial results.

Hot Topic, Inc. is a mall and web based specialty retailer operating the Hot Topic and Torrid concepts, as well as the e-space music concept, ShockHound. Hot Topic offers music/pop culture-licensed and music/pop culture-influenced apparel, accessories, music and gift items for young men and women principally between the ages of 12 and 22. Torrid offers apparel, lingerie, shoes and accessories designed for various lifestyles for plus-size females principally between the ages of 15 and 29. ShockHound (www.shockhound.com) is a genre-spanning music website where people of all ages can purchase MP3s and music merchandise, share their music interests, read the latest music news and view exclusive editorial content. As of February 26, 2011, the company operated 653 Hot Topic stores in all 50 states, Puerto Rico and Canada, 151 Torrid stores, and Internet stores www.hottopic.com, www.torrid.com and www.shockhound.com.

This news release contains forward-looking statements, which may include statements relating to financial results, guidance, store and online operations (including closures, remodels and relocations), projections and other financial performance including cost reductions. These statements involve risks and uncertainties, including risks and uncertainties associated with meeting expected financial results, fluctuations in sales and comparable store sales results, our online music site, music, license and fashion trends, competition from other retailers, uncertainties generally associated with specialty retailing, technology and other risks associated with Internet sales, the effect of negative conditions in the economic environment (including global capital and credit markets), the effect of severe weather or natural disasters, political and/or social changes or events that could negatively impact shopping patterns and/or mall traffic, relationships with mall developers and operators, relationships with our vendors, litigation proceedings and contingent liabilities, as well as other risks detailed in the company’s SEC reports including its Annual Report on Form 10-K for the year ended January 30, 2010 and its Quarterly Reports on Form 10-Q. Historical results achieved are not necessarily indicative of the future prospects of the company, and actual results or circumstances could differ materially from the forward-looking statements.

HOT TOPIC, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share amounts) (Unaudited)
	Fourth Quarter Ended
	Jan. 29, 2011			Jan. 30, 2010
Net sales	$	212,371		$	214,224
Cost of goods sold, including buying, distribution and occupancy costs		144,079			137,649
Gross margin		68,292			76,575
Selling, general & administrative expenses		69,023			63,388
(Loss) income from operations		(731	)		13,187
Other income and interest, net		90			73
(Loss) income before (benefit) provision for income taxes		(641	)		13,260
(Benefit) provision for income taxes		(63	)		5,277
Net (loss) income	$	(578	)	$	7,983
(Loss) earnings per share:
Basic	$	(0.01	)	$	0.18
Diluted	$	(0.01	)	$	0.18
Weighted average shares outstanding
Basic		44,638			44,331
Diluted		44,638			44,395
	Year Ended
	Jan. 29, 2011			Jan. 30, 2010
Net sales	$	708,244		$	736,710
Cost of goods sold, including buying, distribution and occupancy costs		474,917			480,453
Gross margin		233,327			256,257
Selling, general & administrative expenses		247,089			237,010
(Loss)income from operations		(13,762	)		19,247
Other income and interest, net		336			519
(Loss)income before (benefit) provision for income taxes		(13,426	)		19,766
(Benefit) provision for income taxes		(5,191	)		7,886
Net (loss) income	$	(8,235	)	$	11,880
(Loss) earnings per share:
Basic	$	(0.18	)	$	0.27
Diluted	$	(0.18	)	$	0.27
Weighted average shares outstanding
Basic		44,554			44,134
Diluted		44,554			44,409

HOT TOPIC, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands) (Unaudited)
	Jan. 29, 2011		Jan. 30, 2010
Current Assets:
Cash, cash equivalents and short-term investments	$	76,556	$	123,065
Inventory		70,267		76,483
Prepaid expenses and other		21,714		14,395
Deferred tax assets		6,050		6,192
Total current assets		174,587		220,135
Property and equipment, net		123,219		140,252
Deposits and other		4,550		3,304
Long-term investments		2,983		8,192
Deferred tax assets		5,268		4,511
Total assets	$	310,607	$	376,394
Current Liabilities:
Accounts payable	$	22,024	$	20,235
Accrued liabilities		37,963		40,824
Income taxes payable		668		545
Total current liabilities		60,655		61,604
Deferred rent and other		26,255		32,376
Deferred compensation liability		4,289		2,987
Income taxes payable		1,911		2,380
Total liabilities		93,110		99,347
Total shareholders’ equity		217,497		277,047
Total liabilities and shareholders’ equity	$	310,607	$	376,394

OTHER DATA (Dollars in thousands) (Unaudited)
	Year Ended
	Jan. 29, 2011		Jan. 30, 2010
Depreciation and amortization	$	40,926	$	38,317
Capital expenditures	$	31,031	$	24,332
Number of stores open at end of period:
Hot Topic		657		680
Torrid		153		156
Stores square footage		1,542,400		1,585,500

CONTACT:
Hot Topic, Inc., City of Industry, CA
Jim McGinty, CFO, 626-839-4681 x2675