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): November 3, 2010

GORDMANS STORES, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-34842	26-3171987
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)

12100 West Center Road

Omaha, Nebraska 68144

(Address of principal executive offices, zip code)

(402) 691-4000

(Registrant’s telephone number, including area code)

(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:

¨ 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

The Board of Directors of Gordmans Stores, Inc. (the “Company”) appointed each of James A. Shea and Stewart M. Kasen as a Class I director of the Company on November 3, 2010. Mr. Kasen was also appointed to the Audit Committee of the Board of Directors of the Company (the “Audit Committee”) to fill the vacancy on the committee resulting from the resignation of Brian J. Urbanek from the Audit Committee.

There are no arrangements or understandings between either of Mr. Shea or Mr. Kasen and any other person pursuant to which Mr. Shea and Mr. Kasen were selected to serve on the Board of Directors, and there are no relationships between either of Mr. Shea or Mr. Kasen and the Company that would require disclosure under Item 404(a) of Regulation S-K.

Mr. Shea and Mr. Kasen will be entitled to the Company’s standard non-employee director compensation arrangements as described in the letter agreement between the Company and each of Mr. Shea and Mr. Kasen, copies of which are attached hereto as Exhibits 10.1 and 10.2 to this Current Report on Form 8-K and are incorporated by reference herein.

A copy of the Company’s press release announcing the appointment of each of Mr. Shea and Mr. Kasen to the Board of Directors is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

10.1     James A. Shea Letter Agreement, dated as of November 4, 2010.

10.2     Stewart M. Kasen Letter Agreement, dated as of October 8, 2010.

99.1     Press Release of Gordmans Stores, Inc. dated November 4, 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.

	GORDMANS STORES, INC.
Date: November 5, 2010	By:	/s/ Michael D. James
		Name:	Michael D. James
		Title:	Vice President, Chief Financial Officer and Treasurer

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EXHIBIT INDEX

10.1     James A. Shea Letter Agreement, dated as of November 4, 2010.

10.2     Stewart M. Kasen Letter Agreement, dated as of October 8, 2010.

99.1     Press Release of Gordmans Stores, Inc. dated November 4, 2010.

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EX-10.1

Exhibit 10.1

Gordmans Stores, Inc.

12100 West Center Road

Omaha, NE 68114-3998

November 4, 2010

James A. Shea

Dear James:

On behalf of Gordmans Stores, Inc. (the “Company”), I am pleased to invite you to become a member of the Company’s Board of Directors (the “Board”). You will be designated as a Class I director. Your term of service on the Board will commence on November 1, 2010 and expire at the annual meeting of stockholders in 2011.

As a member of the Board, you will receive annual compensation of $50,000. You will be reimbursed for all reasonable out-of-pocket expenses incurred by you in connection with your service to the Company. In addition, you will be covered by the Company’s D&O insurance.

Our expectation is that the Board will meet at least quarterly and that you will participate in those meetings in person to the extent possible. We also ask that you make yourself available to participate in various telephonic meetings from time to time.

Your service on the Board will be in accordance with, and subject to, the Company’s Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws, as the same may be further amended from time to time. In accepting this offer, you are representing to us that you do not know of any conflict that would restrict you from becoming a director of the Company.

To accept this offer, please sign below and return the fully executed letter to us. You should keep one copy of this letter for your records. This letter sets forth the terms of your service with the Company and supersedes any prior representations or agreements, whether written or oral. This letter may not be modified or amended except by a written agreement, signed by a duly authorized representative of the Company and by you.

James A. Shea

November 4, 2010

Page 2 of 2

We look forward to working with you. If you have any questions, please call me at 561-948-7510.

Sincerely

Gordmans Stores, Inc.

/s/ Thomas V. Taylor

Thomas V. Taylor

Chairman of the Board

ACCEPTED AND AGREED:

I hereby accept, and consent to be designated as a director of Gordmans Stores, Inc., and agree to so serve.

/s/ James A. Shea

James A. Shea

James A. Shea

Print Name

November 5, 2010

Date

EX-10.2

Exhibit 10.2

Gordmans Stores, Inc.

12100 West Center Road

Omaha, NE 68114-3998

October 8, 2010

Stewart M. Kasen

Dear Stewart:

On behalf of Gordmans Stores, Inc. (the “Company”), I am pleased to invite you to become a member of the Company’s Board of Directors (the “Board”) and a member of the Audit Committee of the Board. You will be designated as a Class I director. Your term of service on the Board will commence on November 1, 2010 and expire at the annual meeting of stockholders in 2011.

As a member of the Board, you will receive annual compensation of $50,000. You will be reimbursed for all reasonable out-of-pocket expenses incurred by you in connection with your service to the Company. In addition, you will be covered by the Company’s D&O insurance.

Our expectation is that the Board will meet at least quarterly. The Audit Committee will also meet on a schedule to be determined. It is our expectation that you will participate in those meetings in person to the extent possible. We also ask that you make yourself available to participate in various telephonic meetings from time to time.

Your service on the Board will be in accordance with, and subject to, the Company’s Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws, as the same may be further amended from time to time. In accepting this offer, you are representing to us that you do not know of any conflict that would restrict you from becoming a director of the Company.

To accept this offer, please sign below and return the fully executed letter to us. You should keep one copy of this letter for your records. This letter sets forth the terms of your service with the Company and supersedes any prior representations or agreements, whether written or oral. This letter may not be modified or amended except by a written agreement, signed by a duly authorized representative of the Company and by you.

Stewart M. Kasen

October 8, 2010

Page 2 of 2

We look forward to working with you. If you have any questions, please call me at 561-948-7510.

Sincerely

Gordmans Stores, Inc.

/s/ Thomas V. Taylor

Thomas V. Taylor

Chairman of the Board

ACCEPTED AND AGREED:

I hereby accept, and consent to be designated as a director of Gordmans Stores, Inc., and agree to so serve.

/s/ Stewart M. Kasen

Stewart M. Kasen

Stewart M. Kasen

Print Name

October 29, 2010

Date

EX-99.1

Exhibit 99.1

Gordmans Stores, Inc. Appoints Two Independent Board Members

Omaha, Nebraska (November 4, 2010) – Gordmans Stores, Inc. (Nasdaq: GMAN), an Omaha-based apparel and home décor retailer, today announced that Stewart M. Kasen and James A. Shea have been appointed to the Company’s Board of Directors, effective November 03, 2010. Kasen will also join the Company’s audit committee.

Stewart Kasen was president and CEO of S&K Famous Brands, Inc., a chain of menswear retail stores, from 2002 through his retirement in 2007. Prior to joining S&K, he served as CEO of several retail organizations including department stores Thalhimers and Emporium-Capwell; Best Products Co. Inc., a catalog showroom; Factory Card Outlet, a chain of greeting cards and party goods; and Schwarzschilds, a fine Jewelry chain. In addition, he currently serves on two public company boards—Markel Corp., a property and casualty insurance company; and Retail Holdings NV, a retailer of consumer durables in Southeast Asia. In the past, he has also served on a number of public boards including Lenox Group Inc., Elder-Beerman, O’Sullivan Industries and K2.

Jim Shea recently retired from AutoZone, where he was executive vice president of merchandising, marketing and supply chain. Prior to joining AutoZone, Shea co-founded Portero, an Internet retailer of luxury goods. Between 1999 and 2003, he was CEO and a director of Party City. Shea has also held management positions with various retail and consumer companies, including Lechters Housewares, May Department Stores, Target Corporation, Eddie Bauer and General Mills.

Jeff Gordman, President and CEO, stated, “We are very pleased to welcome Stewart and Jim to Gordmans’ board of directors. Stewart’s distinguished retail career has been highlighted by his appointment as chief executive officer of several companies, both public and private. Similarly, Jim has held key senior management positions with a number of companies in the industry. We are confident that their leadership capabilities and broad range of experience will be invaluable as we continue to expand our national footprint.”

About Gordmans Stores, Inc.

Gordmans (NASDAQ: GMAN) features a large selection of the latest name brands, fashions and styles at up to 60 percent off department and specialty store prices every day. The wide range of merchandise includes apparel for all ages, accessories, footwear, home decor, gifts, designer fragrances, fashion jewelry, bedding and bath, accent furniture and toys. Founded in 1915, Gordmans operates 68 stores in 16 Midwestern and surrounding states. For more information about Gordmans, visit gordmans.com.

Company Contact:

Mike James

Chief Financial Officer

(402) 691-4126

Investor Relations:

ICR, Inc.

Brendon Frey / James Palczynski

(203) 682-8200

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