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): April 8, 2010

ABERCROMBIE & FITCH CO.
(Exact name of registrant as specified in its charter)

Delaware	1-12107	31-1469076
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

6301 Fitch Path, New Albany, Ohio	43054
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (614) 283-6500

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:

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

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

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

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

Item 7.01. Regulation FD Disclosure.

On April 8, 2010, Abercrombie & Fitch Co. (the “Registrant”) issued a press release reporting net sales and comparable store sales for the five-week period ended April 3, 2010 and for the fiscal year-to-date. A copy of the April 8, 2010 press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

In connection with the April 8, 2010 press release, the Registrant made available by telephone a pre-recorded message addressing the Registrant’s net sales and comparable store sales for the five-week period ended April 3, 2010. To listen to this pre-recorded sales message, dial (800) 395-0662, or internationally, dial (402) 220-1262. A copy of the pre-recorded sales message transcript is furnished as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(a) through (c) Not applicable.

(d) Exhibits:

The following exhibits are furnished with this Current Report on Form 8-K:

Exhibit No.	Description
99.1	Press release issued by Abercrombie & Fitch Co. on April 8, 2010
99.2	Transcript of pre-recorded message of Abercrombie & Fitch Co. addressing net sales and comparable store sales for five-week period ended April 3, 2010

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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.

ABERCROMBIE & FITCH CO.

Dated: April 8, 2010

By: /s/ Jonathan E. Ramsden                                    
Jonathan E. Ramsden
Executive Vice President and Chief Financial Officer

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INDEX TO EXHIBITS

Current Report on Form 8-K
Dated April 8, 2010
Abercrombie & Fitch Co.

Exhibit No.	Description
99.1	Press release issued by Abercrombie & Fitch Co. on April 8, 2010
99.2	Transcript of pre-recorded message of Abercrombie & Fitch Co. addressing net sales and comparable store sales for five-week period ended April 3, 2010

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EX-99.1

Exhibit 99.1

ABERCROMBIE & FITCH REPORTS

MARCH SALES RESULTS

New Albany, Ohio, April 8, 2010: Abercrombie & Fitch (NYSE: ANF) today reported net sales of $275.4 million for the five-week period ended April 3, 2010, a 19% increase from net sales of $231.3 million for the five-week period ended April 4, 2009. March comparable store sales increased 5%. Total Company direct-to-consumer net merchandise sales increased 45% to $27.9 million. Total Company international net sales, including direct-to-consumer net sales, increased 112% to $45.8 million.

Year-to-date, the Company reported a net sales increase of 18% to $473.4 million from $402.6 million last year. Comparable store sales increased 5% for the year-to-date period. Year-to-date, total Company direct-to-consumer net merchandise sales increased 38% to $45.6 million. Year-to-date, total Company international net sales, including direct-to-consumer net sales, increased 107% to $79.1 million.

Additional information regarding sales for fiscal March can be found in a pre-recorded message accessible by dialing (800) 395-0662, or, internationally, by dialing (402) 220-1262.

March 2010 Highlights

• Total Company net sales, including direct-to-consumer net sales, increased 19%

• Total Company domestic net sales, including direct-to-consumer net sales, increased 10%

• Total Company international net sales, including direct-to-consumer net sales, increased 112%

• Total Company comparable store sales increased 5%

• Total Company direct-to-consumer net merchandise sales increased 45%

• Abercrombie & Fitch comparable store sales increased 10%

• abercrombie kids comparable store sales increased 12%

• Hollister Co. comparable store sales decreased 1%

Other Developments

The Company will release its April sales results on Thursday, May 6, 2010 and first quarter earnings on Tuesday, May 18, 2010.

At month end, the Company operated a total of 1,098 stores. The Company operated 341 Abercrombie & Fitch stores, 204 abercrombie kids stores, 508 Hollister Co. stores and 16 Gilly Hicks stores in the United States. The Company also operated six Abercrombie & Fitch stores, four abercrombie kids stores and 19 Hollister Co. stores internationally. The Company also operates e-commerce websites at www.abercrombie.com, www.abercrombiekids.com, www.hollisterco.com and www.gillyhicks.com.

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For further information, call:	Eric Cerny
	Manager, Investor Relations
	(614) 283-6385

SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

A&F cautions that any forward-looking statements (as such term is defined in the Private Securities Litigation Reform Act of 1995) contained in this Press Release or made by management of A&F involve risks and uncertainties and are subject to change based on various important factors, many of which may be beyond the Company’s control. Words such as “estimate,” “project,” “plan,” “believe,” “expect,” “anticipate,” “intend,” and similar expressions may identify forward-looking statements. The following factors, in addition to those included in the disclosure under the heading “ FORWARD-LOOKING STATEMENTS AND RISK FACTORS” in “ITEM 1A. RISK FACTORS” of A&F’s Annual Report on Form 10-K for the fiscal year ended January 31, 2010, in some cases have affected and in the future could affect the Company’s financial performance and could cause actual results for the 2010 fiscal year and beyond to differ materially from those expressed or implied in any of the forward-looking statements included in this Press Release or otherwise made by management: current general and financial economic conditions; changes in consumer spending patterns and consumer preferences; the effects of political and economic events and conditions domestically and in foreign jurisdictions in which the Company operates, including, but not limited to, acts of terrorism or war; the impact of competition and pricing; changes in weather patterns; availability and market prices of key raw materials; ability to source product from its global supplier base; political stability; currency and exchange risks and changes in existing or potential duties, tariffs or quotas; availability of suitable store locations at appropriate terms; ability to develop new merchandise; ability to hire, train and retain associates; estimates of expenses which the Company may incur in connection with the closure of the Ruehl stores and related direct-to-consumer operations; and the outcome of pending litigation or other adversarial proceedings. Future economic and industry trends that could potentially impact revenue and profitability are difficult to predict. Therefore, there can be no assurance that the forward-looking statements included in this Press Release will prove to be accurate. In light of the significant uncertainties in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by the Company, or any other person, that the objectives of the Company will be achieved. The forward-looking statements herein are based on information presently available to the management of the Company. Except as may be required by applicable law, the Company assumes no obligation to publicly update or revise its forward-looking statements even if experience or future changes make it clear that any projected results expressed or implied therein will not be realized.

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EX-99.2

Exhibit 99.2

Abercrombie & Fitch
March 2010 Sales Release
Call Script

This is Eric Cerny, Manager of Investor Relations for Abercrombie & Fitch. The following is a summary of our sales results for the fiscal month ended April 3, 2010. Before I begin, I remind you that any forward-looking statements I may make are subject to the Safe Harbor Statement found in our SEC filings.

Net sales for the five-week period ended April 3, 2010, were $275.4 million, a 19% increase from net sales of $231.3 million for the five-week period ended April 4, 2009. March comparable store sales increased 5%. Total Company direct-to-consumer net merchandise sales increased 45% to $27.9 million. Total Company international net sales, including direct-to-consumer net sales, increased 112% to $45.8 million.

Abercrombie & Fitch comparable store sales increased 10% for the month. Men’s comps were up by a mid-teen; women’s comps were up by a mid single digit.

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Abercrombie & Fitch
March 2010 Sales Release
Call Script

For abercrombie kids, comparable store sales increased 12% for the month. Guys comps were up by a mid-teen; Girls comps were up by a high single digit.

Hollister comparable store sales decreased 1% for the month. Dudes comps were up by a mid single digit; Bettys comps were down by a mid single digit.

Across all brands, average unit retail decreased 14%. Adjusted for product selling mix, the like for like reduction in AUR was somewhat greater. Net sales for the month reflect a reduction of approximately $11 million for the face value of complimentary gift cards issued but not yet redeemed or expired. Within the month, same store sales were significantly stronger in week five, reflecting the Easter shift, which is expected to have an adverse effect on April same store sales.

From a merchandise classification standpoint across all brands, knit tops, woven shirts and graphics were stronger categories for men’s. For women’s, dresses, graphics and woven shirts were stronger categories while sweaters and knit tops were weaker categories.

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Abercrombie & Fitch
March 2010 Sales Release
Call Script

On a regional basis, the UK was the strongest performing region while Canada and the Midwest US regions were the weakest. Within the US, flagship and tourist stores significantly outperformed the non-tourist stores.

The Company will release its April sales results on Thursday, May 6, 2010 and first quarter earnings on Tuesday, May 18, 2010.

Thank You.

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