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, 2011
	Limited Brands, Inc.
	(Exact Name of Registrant as Specified in Its Charter)
	Delaware
	(State or Other Jurisdiction of Incorporation)
1-8344		31-1029810
(Commission File Number)		(IRS Employer Identification No.)
Three Limited Parkway Columbus, OH		43,230
(Address of Principal Executive Offices)		(Zip Code)
	(614) 415-7000
(Registrant's Telephone Number, Including Area Code)
	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):

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 2.02. Results of Operations and Financial Condition

and

Item 7.01. Regulation FD Disclosure.

The following information is being furnished pursuant to Item 2.02, "Results of Operations and Financial Condition" and Item 7.01, “Regulation FD Disclosure”, and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

On November 3, 2011, Limited Brands, Inc. issued a press release reporting net sales and comparable store sales for the four weeks, thirteen weeks and thirty-nine weeks ended October 29, 2011. In addition, the press release contains updated guidance with respect to third quarter 2011 earnings. A copy of the press release is attached hereto as Exhibit 99.1 and is hereby incorporated by reference.

Item 9.01 Financial Statements and Exhibits.

Exhibit 99.1        October Sales Release dated November 3, 2011

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.            

		Limited Brands, Inc.
Date: November 4, 2011	By:	/s/ STUART B. BURGDOERFER
		Stuart B. Burgdoerfer
		Executive Vice President and Chief Financial Officer

EX-99.1

Exhibit 99.1

LIMITED BRANDS REPORTS OCTOBER 2011 SALES AND

INCREASES THIRD QUARTER EARNINGS GUIDANCE

Columbus, Ohio, Nov. 3, 2011 - Limited Brands, Inc. (NYSE: LTD) reported a comparable store sales increase of 6 percent for the four weeks ended Oct. 29, 2011, compared to the four weeks ended Oct. 30, 2010. The company reported net sales of $652.4 million for the four weeks ended Oct. 29, 2011, compared to net sales of $617.3 million last year.

The company reported a comparable store sales increase of 9 percent for the third quarter ended Oct. 29, 2011, compared to the third quarter ended Oct. 30, 2010. The company reported net sales of $2.173 billion for the third quarter ended Oct. 29, 2011, compared to sales of $1.983 billion last year.

The company reported a comparable store sales increase of 11 percent for the 39 weeks ended Oct. 29, 2011, compared to the 39 weeks ended Oct. 30, 2010. The company reported net sales of $6.849 billion for the 39 weeks ended Oct. 29, 2011, compared to sales of $6.157 billion last year.

The company expects to report third quarter earnings per share of $0.22 to $0.24, versus its previous guidance of $0.17 to $0.22. The company will report third quarter earnings on Nov. 16 after the close of the market and will conduct its third quarter earnings call at 9 a.m. Eastern on Nov. 17.

To hear further commentary provided on Limited Brands' prerecorded October sales message, call 1-866-639-7583 (1-866-NEWS-LTD), or log onto www.Limitedbrands.com for an audio replay.

ABOUT LIMITED BRANDS:

Limited Brands, through Victoria's Secret, Pink, Bath & Body Works, La Senza and Henri Bendel, is an international company. The company operates 2,628 specialty stores in the United States and its brands are sold in more than 800 company-operated and franchised additional locations world-wide. The company's products are also available online at www.VictoriasSecret.com, www.BathandBodyWorks.com, www.HenriBendel.com and www.LaSenza.com.

Limited Brands b-roll footage of stores is available through ouronline newsroom.

Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995

Limited Brands, Inc. 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 the October sales call involve risks and uncertainties and are subject to change based on various factors, many of which are beyond our control. Accordingly, our future performance and financial results may differ materially from those expressed or implied in any such forward-looking statements. Words such as “estimate,” “project,” “plan,” “believe,” “expect,” “anticipate,” “intend,” “planned,” “potential” and similar expressions may identify forward-looking statements. Risks associated with the following factors, among others, in some cases have affected and in the future could affect our financial performance and actual results and could cause actual results to differ materially from those expressed or implied in any forward-looking statements included in this press release or the October sales call:

• general economic conditions, consumer confidence, consumer spending patterns and market disruptions including severe weather conditions, natural disasters, health hazards, terrorist activities, financial crises, political crises or other major events, or the prospect of these events;

• the seasonality of our business;

• the dependence on a high volume of mall traffic and the possible lack of availability of suitable store locations on appropriate terms;

• our ability to grow through new store openings and existing store remodels and expansions;

• our ability to successfully expand into international markets and related risks;

• our independent licensees and franchisees;

• our direct channel business;

• our failure to protect our reputation and our brand images;

• our failure to protect our trade names, trademarks and patents;

• the highly competitive nature of the retail industry generally and the segments in which we operate particularly;

• consumer acceptance of our products and our ability to keep up with fashion trends, develop new merchandise and launch new product lines successfully;

• our reliance on foreign sources of production, including risks related to:

◦ political instability;

◦ duties, taxes and other charges on imports;

◦ legal and regulatory matters;

◦ volatility in currency exchange rates;

◦ local business practices and political issues;

◦ potential delays or disruptions in shipping and related pricing impacts;

◦ the disruption of imports by labor disputes; and

◦ changing expectations regarding product safety due to new legislation;

•     stock price volatility;

•     our failure to maintain our credit rating;

•     our ability to service our debt;

•     our ability to retain key personnel;

•     our ability to attract, develop and retain qualified employees and manage labor costs;

•     the inability of our manufacturers to deliver products in a timely manner and meet quality standards;

•     fluctuations in product input costs;

•     fluctuations in energy costs;

•     increases in the costs of mailing, paper and printing;

•     claims arising from our self-insurance;

•     our ability to implement and maintain information technology systems;

•     our failure to comply with regulatory requirements;

•     tax matters; and

•     legal and compliance matters.

We are not under any obligation and do not intend to make publicly available any update or other revisions to any of the forward-looking statements contained in this press release or the October sales call to reflect circumstances existing after the date of this press release or to reflect the occurrence of future events even if experience or future events make it clear that any expected results expressed or implied by those forward-looking statements will not be realized. Additional information regarding these and other factors can be found in “Item 1A. Risk Factors” in our 2010 Annual Report on Form 10-K.

Adjusted information which provides non-GAAP financial estimates is presented in order to improve investor's understanding of expected results and improve comparability of expected financial information from period to period.

For further information, please contact:    

Limited Brands:

Investor Relations                                Media Relations

Amie Preston                                    Tammy Roberts Myers

(614) 415-6704                                    (614) 415-7072

apreston@limitedbrands.comextcomm@limitedbrands.com

LIMITED BRANDS

OCTOBER 2011

Comparable Store Sales Increase (Decrease):

	October 2011	October 2010	Third Quarter 2011	Third Quarter 2010	Year-to-Date 2011	Year-to-Date 2010
Victoria's Secret Stores	9%	14%	13%	14%	15%	13%
La Senza	(5%)	(2%)	(4%)	1%	(2%)	1%
Bath & Body Works	6%	5%	9%	6%	8%	4%
Limited Brands	6%	9%	9%	10%	11%	9%

Total Sales (Millions):

	Third Quarter 2011		Third Quarter 2010		Year-to-date  2011		Year-to-date 2010
Victoria's Secret Stores	$	941.6	$	842.0	$	2,991.7	$	2,625.4
Victoria's Secret Direct	276.9		257.3		1,038.8		998.5
La Senza	92.9		89.8		295.4		277.0
Total Victoria's Secret	$	1,311.4	$	1,189.1	$	4,325.9	$	3,900.9
Bath & Body Works	$	503.7	$	467.5	$	1,546.4	$	1,434.3
Total Other	$	358.3	$	326.8	$	976.3	$	822.2
Limited Brands	$	2,173.4	$	1,983.4	$	6,848.6	$	6,157.4

Total Stores:

	Stores	Year-to-date			Stores
	Operating				Operating
	at 1/29/11	Opened	Closed		at 10/29/11
Victoria's Secret Stores	1,028	2	(13	)	1,017
Bath & Body Works	1,606	3	(14	)	1,595
Henri Bendel	11	5	—		16
Total United States	2,645	10	(27	)	2,628
La Senza Canada	252	—	(3	)	249
Bath & Body Works Canada	59	6	—		65
Victoria's Secret Canada	12	6	(1	)	17
Total Limited Brands	2,968	22	(31	)	2,959