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): December 23, 2010

Jo-Ann Stores, Inc.

(Exact Name of Registrant as Specified in Charter)

Ohio	001-06695	34-0720629
(State or Other Jurisdiction	(Commission	(IRS Employer
of Incorporation)	File Number)	Identification No.)

5555 Darrow Rd., Hudson, Ohio	44236
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (330) 656-2600

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)

þ   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))

TABLE OF CONTENTS

	Item 8.01 Other Events.
	Item 9.01 Financial Statements and Exhibits.
SIGNATURES
EXHIBIT INDEX
EX-99.1
EX-99.2
EX-99.3
EX-99.4
EX-99.5
EX-99.6

Item 8.01 Other Events.

Beginning December 23, 2010, Jo-Ann Stores, Inc. (the “Company”) distributed the following materials, each of which is attached hereto and is incorporated herein by reference:

• Email to Distribution Centers

• Email to Field

• Email to Vendors, Landlords and Union President

• Email to Store Support Centers

• Team Member FAQ

• Town Hall Meeting Presentation

Cautionary Statement Regarding Forward-Looking Statements

     This release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to the Company, the proposed Merger and its business. These forward-looking statements can be identified by the use of terminology such as “subject to,” “believe,” “expects,” “plan,” “project,” “estimate,” “intend,” “may,” “will,” “should,” “can,” or “anticipates,” or the negative thereof, or variations thereon, or comparable terminology, or by discussions of strategy. Although all of these forward looking statements are believed to be reasonable, they are inherently uncertain. Factors which may materially affect such forward-looking statements include, but are not limited to general economic conditions, risks in implementing new marketing initiatives, natural disasters and geo-political events, changes in customer demand, changes in trends in the fabric and craft industry, changes in the competitive pricing for products, the impact of competitors’ store openings and closings, our dependence on suppliers, seasonality, disruptions to the transportation system or increases in transportation costs, energy costs, our ability to recruit and retain highly qualified personnel, our ability to manage our inventory, our ability to effectively manage our distribution network, disruptions to our information systems, failure to maintain the security of our electronic and other confidential information, failure to comply with various laws and regulations, failure to successfully implement the store growth strategy, changes in accounting standards and effective tax rates, inadequacy of our insurance coverage, cash and cash equivalents held at financial institutions in excess of federally insured limits, volatility of our stock price, damage to our reputation, and other factors, and uncertainties associated with the proposed sale of the Company to a company controlled by Leonard Green & Partners L.P., including uncertainties relating to the anticipated timing of filings and approvals relating to the transaction, the expected timing of completion of the transaction and the ability to complete the transaction. Other important factors that may cause actual results to differ materially from those expressed in the forward looking statements are discussed in the Company’s Securities and Exchange Commission filings.

     Readers are cautioned not to place undue reliance on forward-looking statements. The Company cannot guarantee future results, trends, events, levels of activity, performance or achievements. The Company does not undertake and specifically declines any obligation to update, republish or revise forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrences of unanticipated events. Consequently, such forward-looking statements should be regarded solely as the Company’s current plans, estimates and beliefs.

Additional Information and Where to Find It

     In connection with the Merger, the Company will prepare a proxy statement to be filed with the SEC. When completed, a definitive proxy statement and a form of proxy will be mailed to the shareholders of the company. BEFORE MAKING ANY VOTING DECISION, THE COMPANY’S SHAREHOLDERS ARE URGED TO READ THE PROXY STATEMENT REGARDING THE MERGER CAREFULLY AND IN ITS ENTIRETY BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. The Company’s shareholders will be able to obtain, without charge, a copy of the proxy statement (when available) and other relevant documents filed with the SEC from the SEC’s website at http://www.sec.gov. The Company’s shareholders will also be able to obtain, without charge, a copy of the proxy statement and other relevant documents (when available) by directing a request by mail or telephone to Jo-Ann Stores Inc., Attn: Corporate Communications, 5555 Darrow Road, Hudson, Ohio 44236, telephone: (330) 463-6865, or from the investor relations section of the company’s website, http://www.joann.com.

Participants in Solicitation

     The Company and its directors and officers may be deemed to be participants in the solicitation of proxies from the Company’s shareholders with respect to the special meeting of shareholders that will be held to consider the Merger. Information about the Company’s directors and executive officers and their ownership of the company’s common stock is set forth in the proxy statement for the Company’s 2010 Annual Meeting of Shareholders, which was filed with the SEC on April 26, 2010. Shareholders may obtain additional information regarding the interests of the Company and its directors and executive officers in the Merger, which may be different than those of the Company’s shareholders generally, by reading the proxy statement and other relevant documents regarding the Merger, when filed with the SEC.

Item 9.01 Financial Statements and Exhibits.

     (d) Exhibits.

Exhibit	Description
99.1	Email to Distribution Centers
99.2	Email to Field
99.3	Email to Vendors, Landlords and Union President
99.4	Email to Store Support Centers
99.5	Team Member FAQ
99.6	Town Hall Meeting Presentation

SIGNATURES

     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.

Jo-Ann Stores, Inc.
By:	/s/ David Goldston
	David Goldston
	Senior Vice President, General Counsel and Secretary

Date: December 23, 2010

EXHIBIT INDEX

Exhibit No.	Description
99.1	Email to Distribution Centers
99.2	Email to Field
99.3	Email to Vendors, Landlords and Union President
99.4	Email to Store Support Centers
99.5	Team Member FAQ
99.6	Town Hall Meeting Presentation

EX-99.1

Exhibit 99.1

(Internal Communications email to DCs to be sent 12/23/10 @ 8am)

We just issued the attached press release announcing that Jo-Ann has entered into a definitive agreement to be acquired by the private equity firm Leonard Green & Partners, L.P.

Leonard Green & Partners, L.P. (www.leonardgreen.com) is a private equity firm with significant experience in Specialty Retail with approximately $9 billion in total equity capital under management. Their investment philosophy is to partner with industry leading companies with strong financial positions and attractive growth opportunities. Companies they have invested in include: Whole Foods Market, PETCO Animal Supplies, Leslie’s Poolmart, Sports Authority, The Container Store, Tourneau, David’s Bridal, Neiman Marcus, Jetro Cash & Carry and Tire Rack, and they recently announced a transaction to purchase J. Crew together with another private equity firm.

Leonard Green & Partners views Jo-Ann as an attractive investment opportunity because of our solid business strategy, our strong results and our talented Team Members. They are confident in our team and in our ability to drive continued growth. Simply put, we do not expect this transaction to have an impact on our Team Members, suppliers, customers or communities.

We need to remain focused on continuing to run the business successfully by providing great products, inspiration and service to our customers. The transaction process could take several months, which will require a commitment by all of us to avoid being distracted from our responsibilities.

This news may generate attention from the media, so please direct any inquiries to Lisa Greb, Director of Corporate Communications, at 330-463-3442.

Attached you will find a copy of this morning’s press release and a list of FAQs containing information that was shared at this morning’s SSC Town Hall meeting. If you have any additional questions, please send them to going.private@joann.com. If we have the information necessary to respond to your questions and there are no legal restraints keeping us from answering your questions, we will post answers on the Jo-Ann intranet home page.

Regards,

Tony Dissinger

Cautionary Statement Regarding Forward-Looking Statements

     This release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to Jo-Ann, the proposed merger and its business. These forward-looking statements can be identified by the use of terminology such as “subject to,” “believe,” “expects,” “plan,” “project,” “estimate,” “intend,” “may,” “will,” “should,” “can,” or “anticipates,” or the negative thereof, or variations thereon, or comparable terminology, or by discussions of strategy. Although all of these forward looking statements are believed to be reasonable, they are inherently uncertain. Factors which may materially affect such forward-looking statements include, but are not limited to general economic conditions, risks in implementing new marketing initiatives, natural disasters and geo-political events, changes in customer demand, changes in trends in the fabric and craft industry, changes in the competitive pricing for products, the impact of competitors’ store openings and closings, our dependence on suppliers, seasonality, disruptions to the transportation system or increases in transportation costs, energy costs, our ability to recruit and retain highly qualified personnel, our ability to manage our inventory, our ability to effectively manage our distribution network, disruptions to our information systems, failure to maintain the security of our electronic and other confidential information, failure to comply with various laws and regulations, failure to successfully implement the store growth strategy, changes in accounting standards and effective tax rates, inadequacy of our insurance coverage, cash and cash equivalents held at financial institutions in excess of federally insured limits, volatility of our stock price, damage to our reputation, and other factors, and uncertainties associated with the proposed sale of Jo-Ann to an affiliate of Leonard Green & Partners, L.P., including uncertainties relating to the anticipated timing of filings and approvals relating to the transaction, the expected timing of completion of the transaction and the ability to complete the transaction. Other important factors that may cause actual results to differ materially from those expressed in the forward looking statements are discussed in Jo-Ann’s Securities and Exchange Commission filings.

     Readers are cautioned not to place undue reliance on forward-looking statements. Jo-Ann cannot guarantee future results, trends, events, levels of activity, performance or achievements. Jo-Ann does not undertake and specifically declines any obligation to update, republish or revise forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrences of unanticipated events. Consequently, such forward-looking statements should be regarded solely as Jo-Ann’s current plans, estimates and beliefs.

Additional Information and Where to Find It

     In connection with the Merger, Jo-Ann will prepare a proxy statement to be filed with the SEC. When completed, a definitive proxy statement and a form of proxy will be mailed to the shareholders of the company. BEFORE MAKING ANY VOTING DECISION, JO-ANN’S SHAREHOLDERS ARE URGED TO READ THE PROXY

STATEMENT REGARDING THE MERGER CAREFULLY AND IN ITS ENTIRETY BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. Jo-Ann’s shareholders will be able to obtain, without charge, a copy of the proxy statement (when available) and other relevant documents filed with the SEC from the SEC’s website at http://www.sec.gov. Jo-Ann’s shareholders will also be able to obtain, without charge, a copy of the proxy statement and other relevant documents (when available) by directing a request by mail or telephone to Jo-Ann Stores Inc., Attn: Corporate Communications, 5555 Darrow Road, Hudson, Ohio 44236, telephone: (330) 463-6865, or from the investor relations section of the company’s website, http://www.joann.com.

Participants in Solicitation

     Jo-Ann and its directors and officers may be deemed to be participants in the solicitation of proxies from Jo-Ann’s shareholders with respect to the special meeting of shareholders that will be held to consider the Merger. Information about Jo-Ann’s directors and executive officers and their ownership of the company’s common stock is set forth in the proxy statement for Jo-Ann’s 2010 Annual Meeting of Shareholders, which was filed with the SEC on April 26, 2010. Shareholders may obtain additional information regarding the interests of Jo-Ann and its directors and executive officers in the Merger, which may be different than those of Jo-Ann’s shareholders generally, by reading the proxy statement and other relevant documents regarding the Merger, when filed with the SEC.

EX-99.2

Exhibit 99.2

(Internal Communications email to Field to be sent 12/23/10 @ 8am)

We just distributed a press release announcing that Jo-Ann has entered into a definitive agreement to be acquired by private equity firm Leonard Green & Partners, L.P.

Leonard Green & Partners, L.P. (www.leonardgreen.com) is a private equity firm with significant experience in Specialty Retail with approximately $9 billion in total equity capital under management. Their investment philosophy is to partner with industry leading companies with strong financial positions and attractive growth opportunities. Companies they have invested in include: Whole Foods Market, PETCO Animal Supplies, Leslie’s Poolmart, Sports Authority, The Container Store, Tourneau, David’s Bridal, Neiman Marcus, Jetro Cash & Carry and Tire Rack, and they recently announced a transaction to purchase J. Crew together with another private equity firm.

Leonard Green & Partners views Jo-Ann as an attractive investment opportunity because of our solid business strategy, our strong results and our talented Team Members. They are confident in our team and in our ability to drive continued growth. Simply put, we do not expect this transaction to have an impact on our Team Members, suppliers, customers or communities.

We need to remain focused on continuing to run the business successfully by providing great products, inspiration and service to our customers. The transaction process could take several months, which will require a commitment by all of us to avoid being distracted from our responsibilities.

This news may generate attention from the media, so please direct any inquiries to Lisa Greb, Director of Corporate Communications, at 330-463-3442.

Attached you will find a copy of this morning’s press and a list of FAQs containing information that was shared at this morning’s SSC Town Hall meeting. If you have any additional questions, please send them to going.private@joann.com. If we have the information necessary to respond to your questions and there are no legal restraints keeping us from answering your questions, we will post answers on the Jo-Ann intranet home page.

Regards,

Ken Haverkost

Cautionary Statement Regarding Forward-Looking Statements

     This release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to Jo-Ann, the proposed merger and its business. These forward-looking statements can be identified by the use of terminology such as “subject to,” “believe,” “expects,” “plan,” “project,” “estimate,” “intend,” “may,” “will,” “should,” “can,” or “anticipates,” or the negative thereof, or variations thereon, or comparable terminology, or by discussions of strategy. Although all of these forward looking statements are believed to be reasonable, they are inherently uncertain. Factors which may materially affect such forward-looking statements include, but are not limited to general economic conditions, risks in implementing new marketing initiatives, natural disasters and geo-political events, changes in customer demand, changes in trends in the fabric and craft industry, changes in the competitive pricing for products, the impact of competitors’ store openings and closings, our dependence on suppliers, seasonality, disruptions to the transportation system or increases in transportation costs, energy costs, our ability to recruit and retain highly qualified personnel, our ability to manage our inventory, our ability to effectively manage our distribution network, disruptions to our information systems, failure to maintain the security of our electronic and other confidential information, failure to comply with various laws and regulations, failure to successfully implement the store growth strategy, changes in accounting standards and effective tax rates, inadequacy of our insurance coverage, cash and cash equivalents held at financial institutions in excess of federally insured limits, volatility of our stock price, damage to our reputation, and other factors, and uncertainties associated with the proposed sale of Jo-Ann to an affiliate of Leonard Green & Partners, L.P., including uncertainties relating to the anticipated timing of filings and approvals relating to the transaction, the expected timing of completion of the transaction and the ability to complete the transaction. Other important factors that may cause actual results to differ materially from those expressed in the forward looking statements are discussed in Jo-Ann’s Securities and Exchange Commission filings.

     Readers are cautioned not to place undue reliance on forward-looking statements. Jo-Ann cannot guarantee future results, trends, events, levels of activity, performance or achievements. Jo-Ann does not undertake and specifically declines any obligation to update, republish or revise forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrences of unanticipated events. Consequently, such forward-looking statements should be regarded solely as Jo-Ann’s current plans, estimates and beliefs.

Additional Information and Where to Find It

     In connection with the Merger, Jo-Ann will prepare a proxy statement to be filed with the SEC. When completed, a definitive proxy statement and a form of proxy will be mailed to the shareholders of the company. BEFORE MAKING ANY VOTING

DECISION, JO-ANN’S SHAREHOLDERS ARE URGED TO READ THE PROXY STATEMENT REGARDING THE MERGER CAREFULLY AND IN ITS ENTIRETY BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. Jo-Ann’s shareholders will be able to obtain, without charge, a copy of the proxy statement (when available) and other relevant documents filed with the SEC from the SEC’s website at http://www.sec.gov. Jo-Ann’s shareholders will also be able to obtain, without charge, a copy of the proxy statement and other relevant documents (when available) by directing a request by mail or telephone to Jo-Ann Stores Inc., Attn: Corporate Communications, 5555 Darrow Road, Hudson, Ohio 44236, telephone: (330) 463-6865, or from the investor relations section of the company’s website, http://www.joann.com.

Participants in Solicitation

     Jo-Ann and its directors and officers may be deemed to be participants in the solicitation of proxies from Jo-Ann’s shareholders with respect to the special meeting of shareholders that will be held to consider the Merger. Information about Jo-Ann’s directors and executive officers and their ownership of the company’s common stock is set forth in the proxy statement for Jo-Ann’s 2010 Annual Meeting of Shareholders, which was filed with the SEC on April 26, 2010. Shareholders may obtain additional information regarding the interests of Jo-Ann and its directors and executive officers in the Merger, which may be different than those of Jo-Ann’s shareholders generally, by reading the proxy statement and other relevant documents regarding the Merger, when filed with the SEC.

EX-99.3

Exhibit 99.3

(Email to Vendors, Landlords, Union President — to be sent 12/23/10 at 8am from Lisa Greb’s email)

Dear Jo-Ann Partners,

This morning we announced that Jo-Ann has entered into a definitive agreement to be acquired by the private equity firm Leonard Green & Partners, L.P.

The board of directors of Jo-Ann Stores, on the recommendation of a special committee comprised entirely of independent directors, approved the merger agreement and recommends that the company’s shareholders adopt the agreement.

Leonard Green & Partners, L.P. (www.leonardgreen.com) is a private equity firm with significant experience in Specialty Retail and approximately $9 billion in total equity capital under management. They were founded in 1989 and have invested in 53 companies with aggregate value of over $44 billion. Their investment philosophy is to target market leading companies that have growth potential. They also rely on the existing management group to execute the operational and strategic business plans for the companies they invest in. Companies they have invested in include: Whole Foods Market, PETCO Animal Supplies, Leslie’s Poolmart, Sports Authority, The Container Store, Tourneau, David’s Bridal, Neiman Marcus, Jetro Cash & Carry and Tire Rack, and they recently announced a transaction to purchase J. Crew together with another private equity firm.

As a private company, we will be able to eliminate some costs associated with being publicly-traded. In addition, a good bit of management time focused on public company reporting requirements will now be fully focused on the strategic needs of the business. We also will be in a better position to manage our business with a longer term perspective.

We do not expect the proposed transaction to have any material impact on our strategy or business operations, nor do we anticipate this transaction to have impact on our partnerships in any way. Jo-Ann Stores, Inc. and its current subsidiaries will be the continuing legal entities and all contracts and payables will be honored as usual.

Thank you for helping us to achieve our superior results in recent years. Our management team looks forward to a continued partnership going forward.

Due to the legal restraints associated with these types of transactions, we will be unable to provide any additional information not found in the attached press release.

Regards and best wishes for a happy holiday season,
Jo-Ann Stores, Inc.

Cautionary Statement Regarding Forward-Looking Statements

     This release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to Jo-Ann, the proposed merger and its business. These forward-looking statements can be identified by the use of terminology such as “subject to,” “believe,” “expects,” “plan,” “project,” “estimate,” “intend,” “may,” “will,” “should,” “can,” or “anticipates,” or the negative thereof, or variations thereon, or comparable terminology, or by discussions of strategy. Although all of these forward looking statements are believed to be reasonable, they are inherently uncertain. Factors which may materially affect such forward-looking statements include, but are not limited to general economic conditions, risks in implementing new marketing initiatives, natural disasters and geo-political events, changes in customer demand, changes in trends in the fabric and craft industry, changes in the competitive pricing for products, the impact of competitors’ store openings and closings, our dependence on suppliers, seasonality, disruptions to the transportation system or increases in transportation costs, energy costs, our ability to recruit and retain highly qualified personnel, our ability to manage our inventory, our ability to effectively manage our distribution network, disruptions to our information systems, failure to maintain the security of our electronic and other confidential information, failure to comply with various laws and regulations, failure to successfully implement the store growth strategy, changes in accounting standards and effective tax rates, inadequacy of our insurance coverage, cash and cash equivalents held at financial institutions in excess of federally insured limits, volatility of our stock price, damage to our reputation, and other factors, and uncertainties associated with the proposed sale of Jo-Ann to an affiliate of Leonard Green & Partners, L.P., including uncertainties relating to the anticipated timing of filings and approvals relating to the transaction, the expected timing of completion of the transaction and the ability to complete the transaction. Other important factors that may cause actual results to differ materially from those expressed in the forward looking statements are discussed in Jo-Ann’s Securities and Exchange Commission filings.

     Readers are cautioned not to place undue reliance on forward-looking statements. Jo-Ann cannot guarantee future results, trends, events, levels of activity, performance or achievements. Jo-Ann does not undertake and specifically declines any obligation to update, republish or revise forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrences of unanticipated events. Consequently, such forward-looking statements should be regarded solely as Jo-Ann’s current plans, estimates and beliefs.

Additional Information and Where to Find It

     In connection with the Merger, Jo-Ann will prepare a proxy statement to be filed with the SEC. When completed, a definitive proxy statement and a form of proxy will be

mailed to the shareholders of the company. BEFORE MAKING ANY VOTING DECISION, JO-ANN’S SHAREHOLDERS ARE URGED TO READ THE PROXY STATEMENT REGARDING THE MERGER CAREFULLY AND IN ITS ENTIRETY BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. Jo-Ann’s shareholders will be able to obtain, without charge, a copy of the proxy statement (when available) and other relevant documents filed with the SEC from the SEC’s website at http://www.sec.gov. Jo-Ann’s shareholders will also be able to obtain, without charge, a copy of the proxy statement and other relevant documents (when available) by directing a request by mail or telephone to Jo-Ann Stores Inc., Attn: Corporate Communications, 5555 Darrow Road, Hudson, Ohio 44236, telephone: (330) 463-6865, or from the investor relations section of the company’s website, http://www.joann.com.

Participants in Solicitation

     Jo-Ann and its directors and officers may be deemed to be participants in the solicitation of proxies from Jo-Ann’s shareholders with respect to the special meeting of shareholders that will be held to consider the Merger. Information about Jo-Ann’s directors and executive officers and their ownership of the company’s common stock is set forth in the proxy statement for Jo-Ann’s 2010 Annual Meeting of Shareholders, which was filed with the SEC on April 26, 2010. Shareholders may obtain additional information regarding the interests of Jo-Ann and its directors and executive officers in the Merger, which may be different than those of Jo-Ann’s shareholders generally, by reading the proxy statement and other relevant documents regarding the Merger, when filed with the SEC.

EX-99.4

Exhibit 99.4

(Internal Communications email to SSC to be sent 12/23/10 @ 8am)

We just distributed a press release announcing that Jo-Ann has entered into a definitive agreement to be acquired by the private equity firm Leonard Green & Partners, L.P.

Leonard Green & Partners, L.P. (www.leonardgreen.com) is a private equity firm with significant experience in Specialty Retail with approximately $9 billion in total equity capital under management. Their investment philosophy is to partner with industry leading companies with strong financial positions and attractive growth opportunities. Companies they have invested in include: Whole Foods Market, PETCO Animal Supplies, Leslie’s Poolmart, Sports Authority, The Container Store, Tourneau, David’s Bridal, Neiman Marcus, Jetro Cash & Carry and Tire Rack, and they recently announced a transaction to purchase J. Crew together with another private equity firm.

Leonard Green & Partners views Jo-Ann as an attractive investment opportunity because of our solid business strategy, strong results and our talented Team Members. They are confident in our team and in our ability to drive continued growth. Simply put, we do not expect this transaction to have an impact on our Team Members, suppliers, customers or communities.

We need to remain focused on continuing to run the business successfully by providing great products, inspiration and service to our customers. The transaction process could take several months, which will require a commitment by all of us to avoid being distracted from our responsibilities.

This news may generate attention from the media, so please direct any inquiries to Lisa Greb, Director of Corporate Communications, at 330-463-3442.

Attached you will find a copy of this morning’s press release and a list of FAQs as a follow-up to this morning’s Town Hall meeting. If you have any additional questions, please send them to going.private@joann.com. If we have the information necessary to respond to your questions and there are no legal restraints keeping us from answering your questions, we will post answers on the Jo-Ann intranet home page.

Regards,

Darrell

Cautionary Statement Regarding Forward-Looking Statements

     This release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to Jo-Ann, the proposed merger and its business. These forward-looking statements can be identified by the use of terminology such as “subject to,” “believe,” “expects,” “plan,” “project,” “estimate,” “intend,” “may,” “will,” “should,” “can,” or “anticipates,” or the negative thereof, or variations thereon, or comparable terminology, or by discussions of strategy. Although all of these forward looking statements are believed to be reasonable, they are inherently uncertain. Factors which may materially affect such forward-looking statements include, but are not limited to general economic conditions, risks in implementing new marketing initiatives, natural disasters and geo-political events, changes in customer demand, changes in trends in the fabric and craft industry, changes in the competitive pricing for products, the impact of competitors’ store openings and closings, our dependence on suppliers, seasonality, disruptions to the transportation system or increases in transportation costs, energy costs, our ability to recruit and retain highly qualified personnel, our ability to manage our inventory, our ability to effectively manage our distribution network, disruptions to our information systems, failure to maintain the security of our electronic and other confidential information, failure to comply with various laws and regulations, failure to successfully implement the store growth strategy, changes in accounting standards and effective tax rates, inadequacy of our insurance coverage, cash and cash equivalents held at financial institutions in excess of federally insured limits, volatility of our stock price, damage to our reputation, and other factors, and uncertainties associated with the proposed sale of Jo-Ann to an affiliate of Leonard Green & Partners, L.P., including uncertainties relating to the anticipated timing of filings and approvals relating to the transaction, the expected timing of completion of the transaction and the ability to complete the transaction. Other important factors that may cause actual results to differ materially from those expressed in the forward looking statements are discussed in Jo-Ann’s Securities and Exchange Commission filings.

     Readers are cautioned not to place undue reliance on forward-looking statements. Jo-Ann cannot guarantee future results, trends, events, levels of activity, performance or achievements. Jo-Ann does not undertake and specifically declines any obligation to update, republish or revise forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrences of unanticipated events. Consequently, such forward-looking statements should be regarded solely as Jo-Ann’s current plans, estimates and beliefs.

Additional Information and Where to Find It

     In connection with the Merger, Jo-Ann will prepare a proxy statement to be filed with the SEC. When completed, a definitive proxy statement and a form of proxy will be mailed to the shareholders of the company. BEFORE MAKING ANY VOTING DECISION, JO-ANN’S SHAREHOLDERS ARE URGED TO READ THE PROXY

STATEMENT REGARDING THE MERGER CAREFULLY AND IN ITS ENTIRETY BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. Jo-Ann’s shareholders will be able to obtain, without charge, a copy of the proxy statement (when available) and other relevant documents filed with the SEC from the SEC’s website at http://www.sec.gov. Jo-Ann’s shareholders will also be able to obtain, without charge, a copy of the proxy statement and other relevant documents (when available) by directing a request by mail or telephone to Jo-Ann Stores Inc., Attn: Corporate Communications, 5555 Darrow Road, Hudson, Ohio 44236, telephone: (330) 463-6865, or from the investor relations section of the company’s website, http://www.joann.com.

Participants in Solicitation

     Jo-Ann and its directors and officers may be deemed to be participants in the solicitation of proxies from Jo-Ann’s shareholders with respect to the special meeting of shareholders that will be held to consider the Merger. Information about Jo-Ann’s directors and executive officers and their ownership of the company’s common stock is set forth in the proxy statement for Jo-Ann’s 2010 Annual Meeting of Shareholders, which was filed with the SEC on April 26, 2010. Shareholders may obtain additional information regarding the interests of Jo-Ann and its directors and executive officers in the Merger, which may be different than those of Jo-Ann’s shareholders generally, by reading the proxy statement and other relevant documents regarding the Merger, when filed with the SEC.

EX-99.5

Exhibit 99.5

Team Member FAQs

1.	What does it mean to “go private”?
	As a public company, Jo-Ann is owned by public shareholders (institutional and individual investors) and our stock trades on the New York Stock Exchange. If the company “goes private”, Jo-Ann’s stock will then be owned by a private equity firm and therefore is no longer traded on the public market.
2.	Who made this decision?
	A major part of the responsibilities of the Jo-Ann board of directors is to evaluate business and strategic opportunities available to Jo-Ann. When the board received this offer to acquire the company, they formed a special committee comprised of independent directors to evaluate the offer. The special committee, guided by financial and legal advisors, negotiated this transaction and recommended it to the full board of directors. This proposed transaction provides shareholders with a significant premium delivering immediate value and it enhances our ability to execute on our strategic growth plan benefitting our Team Members, suppliers, customers and communities.
3.	What is a private equity firm?
	A private equity firm raises private capital (money) from corporate and public pension funds, endowments, foundations and other investors and invests that capital in both public and private companies.
4.	What firm made the offer? Who is Leonard Green & Partners?
	The offer is from Leonard Green & Partners, L.P. They are a well-known and highly regarded private equity firm with significant experience in Specialty Retail. They have a long and successful history of investing in industry leaders.
	About Leonard Green & Partners, L.P.
	Leonard Green & Partners, L.P. is a private equity firm with over $9 billion in equity commitments under management. Based in Los Angeles, Leonard Green & Partners invests in market-leading companies across a range of industries but with significant current retail investments including Whole Foods Market, PETCO, Leslie’s Poolmart, Sports Authority, The Container Store, Tourneau, David’s Bridal, Neiman Marcus Group, Jetro Cash & Carry, Tire Rack and Rite Aid.
	Leonard Green & Partners is also one of the firms that recently announced plans to purchase J. Crew.
5.	Will anyone else offer a bid for the company?
	The board of directors will be permitted to solicit alternative proposals through February 14, 2011, to ensure the transaction is the best available for shareholders. After February 14, 2011, third parties can submit competing offers (subject to certain specified limitations) until our shareholders vote on and approve the transaction.
6.	What happens if another offer is made for the company?
	Should another offer be made, the Special Committee, with the assistance of its advisors, will evaluate the offer to determine whether it is superior to the one made by Leonard Green & Partners. The special committee will not disclose developments related to the solicitation process unless, and until, the Special Committee and the board have made a decision.

7.	What does this mean to me? Will I lose my job?
	Our plan is to continue doing what we do, the way we do it, and with the people that do it. This proposed transaction would change nothing about your responsibilities or our business. All of us will continue to work hard and remain focused on executing our strategy. We will continue to adjust and shift our resources based upon the demands of our business, as we always have.
8.	Will this impact my salary or benefits?
	Compensation and benefit programs have not yet been finalized. We recognize the need to offer competitive compensation and benefits and will continue to do so in order to motivate and reward our Team Members.
9.	When will this be final?
	If no superior offer is made, the transaction is expected to close in the first half of 2011 (FY12).
10.	What should we do until the transaction closes?
	This announcement has no impact on the day-to-day operations of our business, so everyone should continue doing exactly what they have always done. We recognize news like this can be distracting, but we need everyone to stay focused on executing against our goals and delivering a strong FY11. Given that we are at the peak of the holiday season, this focus is even more critical.
11.	What should we tell customers or vendors?
	Please direct any questions on this transaction to the investor relations link at www.joann.com where we will post our press release and any other relevant information pertaining to the announcement. You should otherwise not comment on the proposed transaction.
12.	Will we be given updates on the status of the transaction? If so, when?
	We commit to keeping you as informed as we can. Obviously, there are legal restraints in these types of transactions that prevent us from communicating with you in our usual way.
13.	What should I do if I am contacted by the media?
	As with all media inquiries, please direct them to Lisa Greb in Corporate Communications (330-463-3442).
14.	What if I have more questions?
	Should you have any additional questions, we have established a Gmail mailbox called “Going Private” where questions can be sent. If we have the information necessary to respond to your questions and there are no legal restraints keeping us from answering your questions, we will post answers on the Jo-Ann intranet home page. We will make every effort to respond to all appropriate questions we receive, while working within legal constraints.

Cautionary Statement Regarding Forward-Looking Statements

     This release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to Jo-Ann, the proposed merger and its business. These forward-looking statements can be identified by the use of terminology such as “subject to,” “believe,” “expects,” “plan,” “project,” “estimate,” “intend,” “may,” “will,” “should,” “can,” or “anticipates,” or the negative thereof, or variations thereon, or comparable terminology, or by discussions of strategy. Although all of these forward looking statements are believed to be reasonable, they are inherently uncertain. Factors which may materially affect such forward-looking

statements include, but are not limited to general economic conditions, risks in implementing new marketing initiatives, natural disasters and geo-political events, changes in customer demand, changes in trends in the fabric and craft industry, changes in the competitive pricing for products, the impact of competitors’ store openings and closings, our dependence on suppliers, seasonality, disruptions to the transportation system or increases in transportation costs, energy costs, our ability to recruit and retain highly qualified personnel, our ability to manage our inventory, our ability to effectively manage our distribution network, disruptions to our information systems, failure to maintain the security of our electronic and other confidential information, failure to comply with various laws and regulations, failure to successfully implement the store growth strategy, changes in accounting standards and effective tax rates, inadequacy of our insurance coverage, cash and cash equivalents held at financial institutions in excess of federally insured limits, volatility of our stock price, damage to our reputation, and other factors, and uncertainties associated with the proposed sale of Jo-Ann to an affiliate of Leonard Green & Partners, L.P., including uncertainties relating to the anticipated timing of filings and approvals relating to the transaction, the expected timing of completion of the transaction and the ability to complete the transaction. Other important factors that may cause actual results to differ materially from those expressed in the forward looking statements are discussed in Jo-Ann’s Securities and Exchange Commission filings.

     Readers are cautioned not to place undue reliance on forward-looking statements. Jo-Ann cannot guarantee future results, trends, events, levels of activity, performance or achievements. Jo-Ann does not undertake and specifically declines any obligation to update, republish or revise forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrences of unanticipated events. Consequently, such forward-looking statements should be regarded solely as Jo-Ann’s current plans, estimates and beliefs.

Additional Information and Where to Find It

     In connection with the Merger, Jo-Ann will prepare a proxy statement to be filed with the SEC. When completed, a definitive proxy statement and a form of proxy will be mailed to the shareholders of the company. BEFORE MAKING ANY VOTING DECISION, JO-ANN’S SHAREHOLDERS ARE URGED TO READ THE PROXY STATEMENT REGARDING THE MERGER CAREFULLY AND IN ITS ENTIRETY BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. Jo-Ann’s shareholders will be able to obtain, without charge, a copy of the proxy statement (when available) and other relevant documents filed with the SEC from the SEC’s website at http://www.sec.gov. Jo-Ann’s shareholders will also be able to obtain, without charge, a copy of the proxy statement and other relevant documents (when available) by directing a request by mail or telephone to Jo-Ann Stores Inc., Attn: Corporate Communications, 5555 Darrow Road, Hudson, Ohio 44236, telephone: (330) 463-6865, or from the investor relations section of the company’s website, http://www.joann.com.

Participants in Solicitation

     Jo-Ann and its directors and officers may be deemed to be participants in the solicitation of proxies from Jo-Ann’s shareholders with respect to the special meeting of shareholders that will be held to consider the Merger. Information about Jo-Ann’s directors and executive officers and their ownership of the company’s common stock is set forth in the proxy statement for Jo-Ann’s 2010 Annual Meeting of Shareholders, which was filed with the SEC on April 26, 2010. Shareholders may obtain additional information regarding the interests of Jo-Ann and its directors and executive officers in the Merger, which may be different than those of Jo-Ann’s shareholders generally, by reading the proxy statement and other relevant documents regarding the Merger, when filed with the SEC.

EX-99.6

Exhibit 99.6

Welcome Town Hall Meeting December 23, 2010

Cautionary Statement Regarding Forward-Looking Statements This press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to Jo-Ann, the proposed merger and its business. These forward-looking statements can be identified by the use of terminology such as "subject to," "believe," "expects," "plan," "project," "estimate," "intend," "may," "will," "should," "can," or "anticipates," or the negative thereof, or variations thereon, or comparable terminology, or by discussions of strategy. Although all of these forward looking statements are believed to be reasonable, they are inherently uncertain. Factors which may materially affect such forward-looking statements include, but are not limited to general economic conditions, risks in implementing new marketing initiatives, natural disasters and geo-political events, changes in customer demand, changes in trends in the fabric and craft industry, changes in the competitive pricing for products, the impact of competitors' store openings and closings, our dependence on suppliers, seasonality, disruptions to the transportation system or increases in transportation costs, energy costs, our ability to recruit and retain highly qualified personnel, our ability to manage our inventory, our ability to effectively manage our distribution network, disruptions to our information systems, failure to maintain the security of our electronic and other confidential information, failure to comply with various laws and regulations, failure to successfully implement the store growth strategy, changes in accounting standards and effective tax rates, inadequacy of our insurance coverage, cash and cash equivalents held at financial institutions in excess of federally insured limits, volatility of our stock price, damage to our reputation, and other factors, and uncertainties associated with the proposed sale of Jo-Ann to an affiliate of Leonard Green & Partners, L.P., including uncertainties relating to the anticipated timing of filings and approvals relating to the transaction, the expected timing of completion of the transaction and the ability to complete the transaction. Other important factors that may cause actual results to differ materially from those expressed in the forward looking statements are discussed in Jo-Ann's Securities and Exchange Commission filings. Readers are cautioned not to place undue reliance on forward-looking statements. Jo-Ann cannot guarantee future results, trends, events, levels of activity, performance or achievements. Jo-Ann does not undertake and specifically declines any obligation to update, republish or revise forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrences of unanticipated events. Consequently, such forward-looking statements should be regarded solely as Jo-Ann's current plans, estimates and beliefs. Additional Information and Where to Find It In connection with the Merger, Jo-Ann will prepare a proxy statement to be filed with the SEC. When completed, a definitive proxy statement and a form of proxy will be mailed to the shareholders of the company. BEFORE MAKING ANY VOTING DECISION, JO-ANN'S SHAREHOLDERS ARE URGED TO READ THE PROXY STATEMENT REGARDING THE MERGER CAREFULLY AND IN ITS ENTIRETY BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. Jo-Ann's shareholders will be able to obtain, without charge, a copy of the proxy statement (when available) and other relevant documents filed with the SEC from the SEC's website at http://www.sec.gov. Jo-Ann's shareholders will also be able to obtain, without charge, a copy of the proxy statement and other relevant documents (when available) by directing a request by mail or telephone to Jo-Ann Stores Inc., Attn: Corporate Communications, 5555 Darrow Road, Hudson, Ohio 44236, telephone: (330) 463-6865, or from the investor relations section of the company's website, http://www.joann.com. Participants in Solicitation Jo-Ann and its directors and officers may be deemed to be participants in the solicitation of proxies from Jo-Ann's shareholders with respect to the special meeting of shareholders that will be held to consider the Merger. Information about Jo-Ann's directors and executive officers and their ownership of the company's common stock is set forth in the proxy statement for Jo-Ann's 2010 Annual Meeting of Shareholders, which was filed with the SEC on April 26, 2010. Shareholders may obtain additional information regarding the interests of Jo-Ann and its directors and executive officers in the Merger, which may be different than those of Jo-Ann's shareholders generally, by reading the proxy statement and other relevant documents regarding the Merger, when filed with the SEC.

Why "go private"? "Going private" simply means that our stock will not be traded on the public market since it will be held completely by a private investment firm Board of Directors has responsibility to consider strategic alternatives Premium delivers a significant and immediate value Going private enhances our ability to execute strategic growth plans

Why "go private"? Serving all of our constituents Suppliers Employees Customers Shareholders Community

Leonard Green & Partners, L.P. Private equity firm with approximately $9 billion in equity capital under management. They were founded in 1989 and have invested in 53 companies with aggregate value of over $44 billion. Located in Los Angeles, California, they invest in established companies that are leaders in their markets. Who Are They? Current Retail Investments (Pending)

Who Are They? Their INVESTMENT PHILOSOPHY (from www.leonardgreen.com) MARKET LEADERS We have a long and successful history of investing in industry leaders. STRONG MANAGEMENT We rely heavily on our management partners to execute the operational and strategic business plan for the companies that we invest in. Therefore, it is critical that we team with the best managements in the industry. GROWTH COMPANIES Our investment philosophy is to target cash flow positive businesses that have growth potential. LONG-TERM INVESTOR We are patient investors and have held positions in some of our portfolio companies more than ten years.

How will this impact Jo-Ann? Continue to do what we do, the way we do it, and with the people that do it As a privately held company, Jo-Ann will be better able to navigate unpredictable market cycles and pressures of the public market with a longer-term investment perspective

Travis Smith President & C.O.O.

What happens next? We continue to execute our plans We deliver strong Q4 results Today 90+ days

What does all of this mean to me? Continue to do what we do, the way we do it, and with the people that do it Adjust and shift resources based on demands of the business, as we always have Deal changes nothing about your responsibilities or our business No anticipated impact to vendor relationships

Inquiries Internal email mailbox for TM questions - going.private@joann.com - available Monday, Dec. 27 - - Internal Communications email with FAQs If questioned, refer people to the investor relations link on Joann.com If contacted by media, refer calls to Lisa Greb at x3442

Q & A

Thank You