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):

May 11, 2012

CACHE, INC.

____________________________________________

(Exact name of registrant as specified in its charter)

Florida	0 -10345	59 -1588181
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

1440 Broadway, New York, New York 10018

(Address of principal executive offices)

Registrant's telephone number, including area code: (212) 575-3200

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 2.02                      RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On May 11, 2012, Cache, Inc. (the "Company") issued a press release (the "Press Release") announcing its results for the thirteen-week period ended March 31, 2012.  The Press Release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

ITEM 9.01                      EXHIBITS

(d) Exhibits

The following exhibit is furnished herewith:

99.1 Press release regarding results for the thirteen-week period ended March 31, 2012.

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated:                 May 11, 2012	CACHE, INC.
	By: /s/  Margaret Feeney
	Margaret Feeney
	Executive Vice President and Chief Financial Office

EX-99.1

Company Contact:               Maggie Feeney

Executive Vice President and

Chief Financial Officer

Cache Inc.

(212) 575-3206

Final

Investor Relations:              Allison Malkin/Rachel Schacter

ICR, Inc.

(203) 682-8225/(646) 277-1243

CACHE REPORTS FIRST QUARTER FISCAL 2012 RESULTS

First Quarter Comparable Store Sales Increase 9.4%

First Quarter Loss Per Share of $0.09, In Line with Guidance

New York, New York – May 11, 2012 – Cache, Inc., (NASDAQ: CACH), a specialty chain of women’s apparel stores, reported results for the thirteen week period (“first quarter”) ended March 31, 2012.

For the 13-week period ended March 31, 2012:

·   Net sales increased 7.5% to $56.0 million from $52.1 million in the first quarter of fiscal 2011. Comparable store sales increased 9.4%, which compares to an increase of 7.7% in the first quarter of fiscal 2011;

·   Gross profit increased 1.3% to $22.2 million, or 39.6% of net sales from $21.9 million, or 42.1% of net sales, in the first quarter of fiscal 2011;

·   Operating loss totaled $2.0 million, as compared to $1.3 million in the first quarter of fiscal 2011 primarily driven by higher marketing and e-commerce costs; and

·   Net loss totaled $1.2 million, or $0.09 per share, as compared to a net loss of $772,000 or $0.06 per share, in the first quarter of fiscal 2011.

Thomas Reinckens, Chairman and Chief Executive Officer, commented: “Our positive momentum from 2011 continued into the first quarter as reflected by our 9.4% increase in first quarter comparable store sales. However, increased expenses related to our brand building and ecommerce growth initiatives contributed to the increase in our operating loss as compared to the prior year.”

“We have seen a slow start to the second quarter with April comparable store sales increasing 3%, which has caused us to moderate our first half outlook,” Mr. Reinckens continued.  “That said we remain optimistic about our business given the very strong response to our dress assortments, which increase in percentage of our overall business in the quarter.  We were also delighted to announce the hire of Jane Inman as Senior Vice President of Stores, who joined us in April and has already made considerable contributions to our Company.  We remain confident in our strategies, which we expect to position us for profitability in the first half of fiscal 2012 and result in a sustained platform for growth longer term.”

First Quarter Operating Results

Gross profit for the first quarter of fiscal 2012 was $22.2 million, or 39.6% of net sales, compared to $21.9 million, or 42.1% of net sales, in the first quarter of fiscal 2011. The 243 basis point decrease in gross profit margin was primarily driven by an increase in markdowns as a percentage of sales, due to an earlier transition to spring merchandise, which was partially offset by an increase in our initial mark-up as compared to the prior year.

In total, operating expenses were $24.2 million, or 43.3% of net sales, as compared to $23.2 million, or 44.5% of net sales, in the first quarter of fiscal 2011. The increase in operating expenses was primarily due to increases in advertising, e-commerce related expenses and payroll expenses, which were partially offset by a decrease in depreciation expense.

At March 31, 2012, cash and marketable securities totaled $20.7 million, as compared to $21.2 million in cash and marketable securities at April 2, 2011. Total inventory at cost increased 19.0%. The growth in inventory reflects an increase to accommodate sales growth and merchandise to support the establishment of the Company’s new e-commerce fulfillment center, as well as the timing of inventory receipts given the earlier product development schedule.

A table summarizing financial results follows:

	Thirteen Weeks Ended
	March 31,	April 2,
	2012	2011
	($ thousands, except for per share data)
Net sales	$  55,995	$  52,099
Operating loss	$  (2,023)	$  (1,260)
Net loss	$  (1,208)	$    (772)
Diluted loss per share	$   (0.09)	$    (0.06)
Basic and diluted weighted average	12,873,000	12,817,000
shares outstanding
Number of stores open at end of period	268	280

Store Opening Plans

During the first quarter, the Company opened one new store and closed 12 locations, ending the quarter with 268 stores in operation.  To date during fiscal 2012, the Company closed 14 stores and expects to close approximately three more stores, while opening one new store, ending the year with approximately 264 stores and approximately 530,000 square feet in operation. The closed stores had negative profitability in fiscal 2011 and their closure is expected to have a positive impact on fiscal 2012 earnings.

Second Quarter 2012 Outlook

For the second quarter of fiscal 2012, the Company expects comparable store sales to increase in the low- to mid-single digit range following a 6.0% increase in the second quarter of fiscal 2011. The Company currently expects second quarter fiscal 2012 net income of $0.19 to $0.22 per diluted share.  This compares to net income of $0.22 per diluted share in the second quarter of fiscal 2011.

Conference Call Information

The Company announced that it will conduct a conference call to discuss its first quarter fiscal 2012 results today, May 11, 2012 at 9:00 a.m. Eastern Time. Investors and analysts interested in participating in the call are invited to dial (877) 705-6003 approximately ten minutes prior to the start of the call. The conference call will also be web-cast live at www.cache.com. A replay of this call will be available at 12:00 p.m. ET on May 11, 2012 and remain active until 11:59 p.m. ET on May 18, 2012.  The replay can be accessed by dialing (877) 870-5176 and entering replay pin number 393890.

About Cache, Inc.

Cache is a nationwide, mall-based specialty retailer of sophisticated sportswear and social occasion dresses targeting style-conscious women who have a youthful attitude and are self-confident. The Company currently operates 266 stores, primarily situated in central locations in high traffic, upscale malls in 43 states, the Virgin Islands and Puerto Rico.

Certain matters discussed within this press release may constitute forward-looking statements within the meaning of the federal securities laws. Although Cache, Inc. believes the statements are based on reasonable assumptions, there can be no assurance that these expectations will be attained. Actual results and timing of certain events could differ materially from those projected in or contemplated by the forward-looking statements due to a number of factors, including, without limitation, industry trends, merchandise and fashion trends, competition, seasonality, changes in general economic conditions and consumer spending patterns, the ability to successfully open new stores, reliance on foreign manufacturers and dependence on management and vendors and distributors, as well as other risks outlined from time to time in the filings of Cache, Inc. with the Securities and Exchange Commission.

EX-99.1

CACHE, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

		March 31,		December 31,		April 2,
ASSETS		2012		2011		2011
Current assets:
Cash and equivalents	$	10,710,000	$	22,509,000	$	1,896,000
Marketable securities		7,014,000		4,008,000		16,850,000
Certificate of deposits - restricted		3,000,000		3,000,000		2,500,000
Receivables, net		3,346,000		3,403,000		3,345,000
Income tax receivable		131,000		162,000		50,000
Inventories, net		27,326,000		22,075,000		22,961,000
Prepaid expenses and other current assets		2,347,000		1,572,000		5,328,000
Total current assets		53,874,000		56,729,000		52,930,000
Equipment and leasehold improvements, net		19,367,000		18,937,000		23,260,000
Intangible assets, net		102,000		102,000		102,000
Other assets		9,726,000		8,877,000		9,833,000
Total assets	$	83,069,000	$	84,645,000	$	86,125,000
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	10,502,000	$	9,565,000	$	12,269,000
Note payable		-		-		1,282,000
Accrued compensation		1,372,000		2,579,000		1,328,000
Accrued liabilities		10,188,000		10,217,000		10,020,000
Total current liabilities		22,062,000		22,361,000		24,899,000
Note payable		-		-		160,000
Other liabilities		11,267,000		11,487,000		13,361,000
Commitments and contingencies
STOCKHOLDERS' EQUITY
Common stock		166,000		165,000		165,000
Additional paid-in capital		48,569,000		48,419,000		48,180,000
Retained earnings		40,800,000		42,008,000		39,155,000
Treasury stock, at cost		(39,795,000)		(39,795,000)		(39,795,000)
Total stockholders' equity		49,740,000		50,797,000		47,705,000
Total liabilities and stockholders' equity	$	83,069,000	$	84,645,000	$	86,125,000

CACHE, INC. AND SUBSIDIARIES

 CONSOLIDATED STATEMENTS OF OPERATIONS

		13 Weeks Ended		13 Weeks Ended
		March 31,		April 2,
		2012		2011
Net sales	$	55,995,000	$	52,099,000
Cost of sales, including buying and occupancy		33,798,000		30,178,000
Gross profit		22,197,000		21,921,000
Expenses
Store operating expenses		19,342,000		18,137,000
General and administrative expenses		4,878,000		5,044,000
Total expenses		24,220,000		23,181,000
Operating loss		(2,023,000)		(1,260,000)
Other income (expense):
Interest expense		-		(18,000)
Interest income		18,000		21,000
Loss before income taxes		(2,005,000)		(1,257,000)
Income tax benefit		(797,000)		(485,000)
Net loss	$	(1,208,000)	$	(772,000)
Basic loss per share	$	(0.09)	$	(0.06)
Diluted loss per share	$	(0.09)	$	(0.06)
Basic weighted average shares outstanding		12,873,000		12,817,000
Diluted weighted average shares outstanding		12,873,000		12,817,000