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 5, 2006

ANNTAYLOR STORES CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	1-10738	13-3499319
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

7 Times Square

New York, New York 10036

(Address, including Zip Code, of Registrant’s Principal Executive Offices)

(212) 541-3300

(Registrant’s Telephone Number, Including Area Code)

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 7.01. REGULATION FD DISCLOSURE.

AnnTaylor Stores Corporation issued a Press Release, dated January 5, 2006. A copy of the Press Release is appended to this report as Exhibit 99.1 and is incorporated herein by reference.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(c) Exhibits.

99.1 Press Release issued by AnnTaylor Stores Corporation on January 5, 2006.

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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.

	ANNTAYLOR STORES CORPORATION
	By:	/s/ Barbara K. Eisenberg
		Barbara K. Eisenberg
Date: January 5, 2006		Executive Vice President,
		General Counsel and Secretary

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EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release issued by AnnTaylor Stores Corporation on January 5, 2006.

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EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

ANN TAYLOR ANNOUNCES DECEMBER 2005 SALES RESULTS

Comparable Store Sales Increase 1.5%

Ann Taylor Division Comparable Store Sales Increase 2.3%

LOFT Division Comparable Store Sales Increase 1.6%

New York, New York, January 5, 2006 – AnnTaylor Stores Corporation (NYSE:ANN) announced today that total net sales for the five-week period ended December 31, 2005 increased 11.6 percent to $267,695,000 over total net sales of $239,924,000 for the five-week period ended January 1, 2005. By division, net sales were $114,463,000 for Ann Taylor compared to $110,165,000 last year, and $128,811,000 for Ann Taylor LOFT compared to $107,436,000 last year.

Comparable store sales for the period increased 1.5 percent compared to a comparable store sales decrease of 1.5 percent for the same five-week period last year. By division, comparable store sales for fiscal December 2005 were up 2.3 percent for Ann Taylor compared to a 7.4 percent decrease last year, and up 1.6 percent for Ann Taylor LOFT compared to a 6.3 percent increase last year.

Kay Krill, President & Chief Executive Officer of Ann Taylor, stated, “During December, both divisions experienced positive comparable store sales in all regions despite mid to high single-digit declines in traffic. At Ann Taylor, given the strong momentum we experienced in November, sales were somewhat lower than expected. However, two categories that were particularly well received were sweaters and special occasion. LOFT performed in line with our expectations for the month, highlighted by strength in sweaters, separates, dresses and special occasion offerings. Based on our December and year-to-date results, we remain comfortable with our previous guidance of earnings per diluted share of $1.17, though we continue to carefully monitor the highly promotional retail environment.”

The Company continued to carefully manage inventory, with total inventory levels at the end of December down approximately 19 percent on a per square foot basis compared to the same period last year. Inventory levels on a per square foot basis were down approximately 15 percent for both divisions.

ANNTAYLOR

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During the month, the Company opened one Ann Taylor LOFT store and one Ann Taylor Factory store. The total store count at month end was 831, comprised of 364 Ann Taylor stores, 416 Ann Taylor LOFT stores, and 51 Ann Taylor Factory stores. Total square footage at the end of fiscal December 2005 increased 14.5 percent over the same period last year.

Ann Taylor is one of the country’s leading women’s specialty retailers, operating 831 stores in 46 states, the District of Columbia and Puerto Rico, and also Online Stores at www.anntaylor.com and www.anntaylorLOFT.com as of December 31, 2005.

FORWARD-LOOKING STATEMENTS

Certain statements in this press release are forward-looking statements, made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The forward-looking statements may use the words “expect”, “anticipate”, “plan”, “intend”, “project”, “may”, “believe” and similar expressions. These forward-looking statements reflect the Company’s current expectations concerning future events, and actual results may differ materially from current expectations or historical results. Any such forward-looking statements are subject to various risks and uncertainties, including failure by the Company to predict accurately client fashion preferences; decline in the demand for merchandise offered by the Company; competitive influences; changes in levels of store traffic or consumer spending habits; effectiveness of the Company’s brand awareness and marketing programs; the inability of the Company to secure and protect trademarks and other intellectual property rights in the United States and/or foreign countries; general economic conditions, including the impact of higher energy prices, or a downturn in the retail industry; the inability of the Company to locate new store sites or negotiate favorable lease terms for additional stores or for the expansion of existing stores; lack of sufficient consumer interest in the Company’s Online Stores; a significant change in the regulatory environment applicable to the Company’s business; risks associated with the possible inability of the Company, particularly through its sourcing and logistics functions, to operate within production and delivery constraints; the impact of quotas, and the elimination thereof; an increase in the rate of import duties or export quotas with respect to the Company’s merchandise; financial or political instability in any of the countries in which the Company’s goods are manufactured; the potential impact of natural disasters and health concerns relating to severe infectious diseases, particularly on manufacturing operations of the Company’s vendors; acts of war or terrorism in the United States or worldwide; work stoppages, slowdowns or strikes; the inability of the Company to hire, retain and train key personnel, and other factors set forth in the Company’s filings with the SEC. The Company does not assume any obligation to publicly update or revise any forward-looking statements at any time for any reason.

Contact:
Eileen O’Connor	Jim Smith
Vice President, Investor Relations	Chief Financial Officer
(212) 541-3484	(212) 541-3547