8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

Current Report Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 10, 2010

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 10, 2010 containing certain financial information for the fourth quarter and fiscal year ended January 30, 2010.

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 10, 2010.

[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 10, 2010

INDEX TO EXHIBITS

Exhibit No.	Description
99.1	Press Release issued by Hot Topic, Inc. on March 10, 2010.

EX-99.1

Exhibit 99.1

** NEWS RELEASE **

HOT TOPIC, INC. REPORTS 4th QUARTER EPS OF $0.18

Provides guidance for the 1^st quarter of 2010

CITY of INDUSTRY, CA, March 10, 2010 — Hot Topic, Inc. (Nasdaq Global Select Market: HOTT), reported results for its fiscal fourth quarter and fiscal year of 2009 (13 weeks and 52 weeks, respectively, ended January 30, 2010).

The company reported net income in the fourth quarter of $8.0 million, or $0.18 per diluted share, compared to $14.2 million, or $0.32 per diluted share, for the comparable period last year. For the fiscal year of 2009, the company reported net income of $11.9 million, or $0.27 per diluted share, compared to $19.7 million, or $0.45 per diluted share, for last year. These results include expenses related to ShockHound (www.shockhound.com) of approximately $0.02 per share and $0.07 per share in the fourth quarter and fiscal year 2009, respectively.

As previously reported, a summary of the sales results by division (including internet) is as follows:

	Net Sales			Comparable Store Sales % Change
	$ Millions	% Change To Last Year		This Year		Last Year
FOURTH QUARTER:
Hot Topic	174.2	-12.4	%	-13.5	%	6.5	%
Torrid	40.0	1.7	%	0.0	%	-2.7	%
Total Co.	214.2	-10.0	%	-11.5	%	5.2	%
FISCAL YEAR:
Hot Topic	579.8	-4.5	%	-5.6	%	1.8	%
Torrid	156.9	1.6	%	-2.9	%	-2.4	%
Total Co.	736.7	-3.2	%	-5.1	%	1.0	%

At the end of the fourth quarter of fiscal 2009, the company operated 680 Hot Topic stores and 156 Torrid stores compared to 681 Hot Topic stores and 159 Torrid stores at the end of the fourth quarter of fiscal 2008. During the fourth quarter of fiscal 2009, the company opened one Hot Topic and closed one Hot Topic store. The company also remodeled two Hot Topic stores during the quarter, bringing the total number of remodeled or relocated stores during fiscal 2009 to 16.

The company issued first quarter guidance (13 weeks ending May 1, 2010) of a loss per share in the range of $0.02 to $0.05, as compared to earnings per share of $0.03 last year. This guidance is based upon a comp store sales decline in the high-single-digit percentage range. Included in the guidance is approximately $0.02 per share of expense related to ShockHound (www.shockhound.com), the company’s online music site.

A conference call to discuss fourth quarter and fiscal year results, business trends, guidance and other matters is scheduled for March 10, 2010 at 4:30 PM (ET). The conference call number is 866-314-5050, pass code “Hot Topic”, and will be accessible to all interested parties. It will also be webcast on the company’s Investor Relations website located at http://investorrelations.hottopic.com. A replay of the conference call will be available at 888-286-8010, pass code 73430006, for approximately two weeks. In addition, a webcast replay of the conference call will be available on the company’s Investor Relations website for approximately two weeks.

In our February sales commentary, we reported Hot Topic Division comparable store sales for music, license, fashion apparel and fashion accessories categories. To provide investors with a historical perspective, we will post a 2-year history of the category comparable store sales results on the company’s investor relations website.

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 one-stop, genre-spanning music website where people of all ages can purchase MP3s and music merchandise, share their music interests, and read music news and editorial content. As of January 30, 2010, the company operated 680 Hot Topic stores in all 50 states and Puerto Rico, 156 Torrid stores, and Internet stores www.hottopic.com, www.torrid.com and www.shockhound.com.

In addition to historical information, this news release and the aforementioned conference call contain forward-looking statements, which may include statements relating to financial results, guidance, store operations, closures, remodels and relocations, projections and other financial performance. 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, licensing 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 31, 2009 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.

Contact:

Hot Topic, Inc., City of Industry, CA

        Jim McGinty, CFO 626-839-4681 x2675

HOT TOPIC, INC.

CONSOLIDATED STATEMENTS OF INCOME

(In thousands, except per share amounts)

(Unaudited)

	Fourth Quarter Ended
	Jan. 30, 2010		Jan. 31, 2009
Net sales	$	214,224	$	237,973
Cost of goods sold, including buying, distribution and occupancy costs		137,649		146,042
Gross margin		76,575		91,931
Selling, general & administrative expenses		63,388		69,027
Income from operations		13,187		22,904
Interest income, net		73		372
Income before income taxes		13,260		23,276
Provision for income taxes		5,277		9,116
Net income	$	7,983	$	14,160
Earnings per share:
Basic	$	0.18	$	0.32
Diluted	$	0.18	$	0.32
Weighted average shares outstanding
Basic		44,331		43,873
Diluted		44,395		44,209

	Year Ended
	Jan. 30, 2010		Jan. 31, 2009
Net sales	$	736,710	$	761,074
Cost of goods sold, including buying, distribution and occupancy costs		480,453		487,769
Gross margin		256,257		273,305
Selling, general & administrative expenses		237,010		242,483
Income from operations		19,247		30,822
Interest income, net		519		1,670
Income before income taxes		19,766		32,492
Provision for income taxes		7,886		12,750
Net income	$	11,880	$	19,742
Earnings per share:
Basic	$	0.27	$	0.45
Diluted	$	0.27	$	0.45
Weighted average shares outstanding
Basic		44,134		43,789
Diluted		44,409		44,913

HOT TOPIC, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

(Unaudited)

	Jan. 30, 2010		Jan. 31, 2009
Current Assets:
Cash, cash equivalents and short-term investments	$	123,065	$	97,510
Inventory		76,483		79,923
Prepaid expenses and other		14,395		13,897
Deferred tax assets		6,192		6,365
Total current assets		220,135		197,695
Property and equipment, net		140,252		155,290
Deposits and other		3,304		1,607
Long-term investments		8,192		8,402
Deferred tax assets		4,511		7,577
Total assets	$	376,394	$	370,571
Current Liabilities:
Accounts payable	$	20,235	$	19,457
Accrued liabilities		40,824		45,055
Income taxes payable		545		7,601
Total current liabilities		61,604		72,113
Deferred rent and other		32,376		36,909
Deferred compensation liability		2,987		1,273
Income taxes payable		2,380		1,850
Total liabilities		99,347		112,145
Total shareholders’ equity		277,047		258,426
Total liabilities and shareholders’ equity	$	376,394	$	370,571

OTHER DATA

(Dollars in thousands)

(Unaudited)

	Year Ended
	Jan. 30, 2010		Jan. 31, 2009
Depreciation and amortization	$	38,317	$	38,328
Capital expenditures	$	24,332	$	23,257
Number of stores open at end of period:
Hot Topic		680		681
Torrid		156		159
Stores square footage		1,585,500		1,593,300