8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): September 20, 2004

PACIFIC SUNWEAR OF CALIFORNIA, INC.

(Exact Name of Registrant as Specified in Charter)

California
(State or Other Jurisdiction of
Incorporation)  
0-21296
(Commission File Number) 95-3759463
(IRS Employer
Identification No.)

3450 East Miraloma Avenue
Anaheim, CA
(Address of principal executive offices) 92806-2101
(Zip Code)

(714) 414-4000
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):

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))

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TABLE OF CONTENTS

	Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
	Item 9.01 Financial Statements and Exhibits.
SIGNATURES
EXHIBIT INDEX
EXHIBIT 99.1

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

(d) Effective September 20, 2004, the Board of Directors of Pacific Sunwear of California, Inc. (the “Company”) elected Michael Goldstein as a new member of the Company’s Board of Directors. Mr. Goldstein is expected to be named as a member of the Company’s Audit Committee in January 2005.

Mr. Goldstein is currently Chairman of the Toys “R” Us Children’s Fund, Inc., a charitable foundation. Mr. Goldstein served at Toys “R” Us, Inc. from 1983 to June 2001, where he held various positions including Chairman of the Board and Vice Chairman of the Board and (from 1994 to 1998) Chief Executive Officer. Prior to 1983, Mr. Goldstein served at Lerner’s Stores Corporation in various positions including Senior Executive Vice President of Operations and Finance, and preceding that was a Partner at Ernst & Young. Mr. Goldstein serves as a director of 4Kids Entertainment, Inc., Martha Stewart Living Omnimedia, Inc., Medco Health Solutions, Inc., Finlay Enterprises, Inc. and United Retail Group, Inc. Mr. Goldstein is a graduate of Queens College of New York.

Item 9.01 Financial Statements and Exhibits.

     (c) Exhibits.

99.1 Press Release issued by the Company on September 20, 2004

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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.

Dated: September 20, 2004	Pacific Sunwear of California, Inc.
	/s/ CARL W. WOMACK
	Carl W. Womack
	Senior Vice President, Chief Executive Officer

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EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release issued by the Company on September 20, 2004

EX-99.1

Contact:
Carl Womack, Chief Financial Officer (714) 414-4003

FOR IMMEDIATE RELEASE

PACSUN (PACIFIC SUNWEAR)
ANNOUNCES ADDITION OF MICHAEL GOLDSTEIN
TO BOARD OF DIRECTORS

     ANAHEIM, CA/September 21, 2004 — Pacific Sunwear of California, Inc. (NASDAQ:PSUN) today announced that Michael Goldstein has joined its Board of Directors.

     “I am very pleased to have Mr. Goldstein join the Board of Pacific Sunwear,” stated Greg Weaver, Chairman of the Board and CEO. “His strong and successful background in retail will bring additional expertise, experience and depth to our current Board of Directors.”

     Mr. Goldstein is currently Chairman of the Toys “R” Us Children’s Fund, Inc., a charitable foundation. Mr. Goldstein also serves as a director for several retail companies. Mr. Goldstein served at Toys “R” Us, Inc. from 1983 to June 2001, where he held various positions including Chairman of the Board and Vice Chairman of the Board and Chief Executive Officer. Prior to 1983, Mr. Goldstein served at Lerner’s Stores Corporation in various positions including Senior Executive Vice President of Operations and Finance and preceding that was a Partner at Ernst and Young. Mr. Goldstein is a graduate of Queens College of New York.

     Pacific Sunwear is a leading specialty retailer of everyday casual apparel, accessories and footwear designed to meet the needs of active teens and young adults. As of September 21, 2004, the Company operated 722 PacSun stores, 84 PacSun outlet stores and 154 d.e.m.o. stores for a total of 960 stores in 50 states and Puerto Rico. PacSun’s website address is www.pacsun.com.

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3450 East Miraloma Avenue • Anaheim, CA 92806 • (714) 414-4000