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)     January 20, 2006
                                                       -------------------------

                         A.C. Moore Arts & Crafts, Inc.
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             (Exact name of registrant as specified in its charter)



   Pennsylvania                           000-23157              22-3527763
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(State or other jurisdiction       (Commission File Number)    (IRS Employer
of incorporation)                                            Identification No.)

             130 A.C. Moore Drive, Berlin, NJ                      08009
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         (Address of principal executive offices)               (Zip Code)

Registrant's telephone number, including area code  (856) 768-4930
                                                    --------------

                                 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.

         On January 20, 2006, the Registrant issued a press release. A copy of
the press release is furnished as Exhibit 99.1 to this Current Report.

         The press release includes (1) projected earnings per share which
excludes the effect of accounting for stock based compensation and (2) a net
income growth ratio which excludes the effect of accounting for stock based
compensation, which are each non-GAAP financial measures. For purposes of SEC
Regulation G, a non-GAAP financial measure is a numerical measure of a
registrant's historical or future financial performance, financial position or
cash flows that excludes amounts, or is subject to adjustments that have the
effect of excluding amounts, that are included in the most directly comparable
financial measure calculated and presented in accordance with GAAP in the
statement of operations, balance sheet or statement of cash flows (or equivalent
statements) of the registrant; or includes amounts, or is subject to adjustments
that have the effect of including amounts, that are excluded from the most
directly comparable financial measure so calculated and presented. In this
regard, GAAP refers to generally accepted accounting principles in the United
States of America.

         Management uses (1) projected earnings per share without the effect of
accounting for stock based compensation and (2) a net income growth ratio which
excludes the effect of accounting for stock based compensation, as financial
measures to assess the performance of the Registrant's business. Management also
believes that providing this information to investors assists investors in
analyzing and benchmarking the performance and value of the Registrant's
business.

ITEM 9.01         FINANCIAL STATEMENTS AND EXHIBITS.

(a)      Financial statements of businesses acquired.

         Not applicable.

(b)      Pro forma financial information.

         Not applicable.

(c)      Exhibits.

         The following exhibit is filed herewith:

         Exhibit No.                Description
         -----------                -----------

         99.1                       Press release dated January 20, 2006.






                                    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.



                                        A.C. MOORE ARTS & CRAFTS, INC.



Date: January 20, 2006                  By:  /s/ Leslie H. Gordon
                                             -----------------------------------
                                             Name:  Leslie H. Gordon
                                             Title: Executive Vice President and
                                                    Chief Financial Officer











                                  EXHIBIT INDEX
                                  -------------

Exhibit No.                Description
- -----------                -----------

99.1                       Press release dated January 20, 2006.

EX-99

                                                                    Exhibit 99.1
                                                                    ------------


[GRAPHIC OMITTED]
A.C. MOORE                                  General Office o Distribution Center
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                                        130 A.C. Moore Drive o Berlin, NJ 08009
                                     PHONE: (856) 768-4930 o FAX: (856) 753-4723


FOR:                                            FROM:
A.C. Moore Arts & Crafts, Inc.                  Gregory FCA Communications, Inc.
Leslie Gordon                                   For More Information Contact:
Chief Financial Officer                         Joe Crivelli
(856) 768-4930                                  (610) 642-8253


FOR IMMEDIATE RELEASE
- ---------------------

                  A.C. MOORE UPDATES 2005 EARNINGS EXPECTATION
                           PROVIDES FORECAST FOR 2006

BERLIN, NEW JERSEY, JANUARY 20, 2006- A.C. Moore Arts & Crafts, Inc. (Nasdaq:
ACMR) today announced updated expectations for the Company's 2005 net income. On
January 5, 2006, the Company announced sales for the fourth quarter of 2005 of
$188.0 million, a 6.1% increase over the comparable period in 2004. Sales for
the year ended December 31, 2005 totaled $539.4 million, an increase of 8.4%
when compared to the full year 2004. Same store sales decreased by 4.0% in the
fourth quarter of 2005 compared with the fourth quarter of 2004 and decreased by
2.6% for the full year 2005 compared with 2004.

Based on the Company's comp store sales performance, along with operating costs
which were not reduced in proportion to the sales reduction and lower
merchandise margins, the Company is expecting its earnings for the full year of
2005 to be in the range of $0.48 to $0.51 per share. The Company is still in the
closing process and will report final results on February 23, 2006.

Based on current expectations, A.C. Moore is presently forecasting the following
for 2006:

- -    13-16 new store openings, of which four will open in the first quarter.

- -    Effective July 1, 2006, the Company will operate and manage its own custom
     framing department to replace the current leased operation.

- -    Year over year sales growth in the range of 16% to 17%.

- -    Comparable store sales growth in the low single digits. The Company expects
     flat comp store sales in the first quarter with higher levels in the
     remainder of the year.

- -    Earnings per fully-diluted share are expected to be within the range of
     $0.71 to $0.76 for the year. This would represent an increase in net income
     of 43% to 54% over 2005. The forecasted net income includes the effect of
     accounting for stock based compensation, the impact of which is estimated
     to be $0.08 per share. This new accounting requires companies to expense
     the fair value of employee stock options and other forms of stock-based
     compensation effective January 1, 2006. Excluding this cost, 2006 expected
     earnings per fully-diluted share would be in the range of $0.79 to $0.84,
     an increase of 60% to 70% compared to 2005.








On November 28, 2005, the Company announced that Jack Parker would retire, and
that the Board of Directors had engaged the firm of Korn/Ferry International to
conduct a search for a successor. That search is in the initial stage of the
process.

A. C. Moore will host a conference call today, Friday, January 20, 2006 at 11
a.m. EST to discuss the full year 2005 sales results and our 2006 forecast.

To participate in the call, please call 973-409-9254. If you are unable to
access the live call, please dial 973-341-3080 and enter pin number 6887009 to
access the taped digital replay. The replay will be available at approximately
1:00 p.m. on January 20th and will remain available until Thursday, February
23rd at 11:59 p.m.

A simultaneous webcast of the conference call may be accessed at
http://www.acmoore.com. Go to "Investor Relations" and click on "Corporate
Profile." To listen to the live call, please go to the web site at least fifteen
minutes early to register, download and install any necessary audio software. An
archive of the conference call will be available approximately two hours after
the conference call ends and will remain available on the company's website
until January 20, 2007.

A. C. Moore operates arts and crafts stores that offer a vast assortment of
traditional and contemporary arts and crafts merchandise for a wide range of
customers. The Company operates 109 stores in the Eastern United States. For
more information about the Company, visit our website at www.acmoore.com.

                                      # # #

This press release contains statements that are forward-looking within the
meaning of applicable federal securities laws and are based on A.C. Moore's
current expectations and assumptions as of this date. The Company undertakes no
obligation to update or revise any forward-looking statement whether the result
of new developments or otherwise. These statements are subject to a number of
risks and uncertainties that could cause actual results to differ materially
from those anticipated. Factors that could cause actual results to differ from
those anticipated include, but are not limited to, customer demand and trends in
the arts and crafts industry, related inventory risks due to shifts in customer
demand, the effect of economic conditions, the impact of adverse weather
conditions, the impact of competitors' locations or pricing, the availability of
acceptable real estate locations for new stores, difficulties with respect to
new system technologies, supply constraints or difficulties, the effectiveness
of advertising strategies, the impact of the threat of terrorist attacks and
war, the impact of accounting for stock based compensation, our ability to
maintain an effective system of internal control over financial reporting, and
other risks detailed in the Company's Securities and Exchange Commission
filings.