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

November 15, 2012

Date of Report (date of earliest event reported)

 THE BUCKLE, INC.

(Exact name of Registrant as specified in its charter)

Nebraska	001-12951	47-0366193
(State or other jurisdiction of	(Commission	(I.R.S. Employer
incorporation or organization)	File Number)	Identification No.)

2407 West 24th Street, Kearney, Nebraska	68845-4915
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code:  (308) 236-8491

___________________________________________________________

(Former name, former address and former fiscal year 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)

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))

TABLE OF CONTENTS

ITEM 2.02 Results of Operations and Financial Condition

ITEM 9.01(d) Exhibits

SIGNATURES

EXHIBIT INDEX

EXHIBIT 99.1

ITEM 2.02.  Results of Operations and Financial Condition

On November 15, 2012, The Buckle, Inc. announced financial results for the fiscal quarter ended October 27, 2012.  The full text of the press release is furnished as Exhibit 99.1 to this report.

The information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act"), as amended, and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as set forth by specific reference in such filing.

ITEM 9.01(d).  Exhibits

Exhibit 99.1            Press Release Dated November 15, 2012

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.

		The Buckle, Inc.
Date:  November 15, 2012	By:  /s/	KAREN B. RHOADS
		Name:  Karen B. Rhoads
		Title:  Vice President of Finance
		and Chief Financial Officer

EXHIBIT INDEX

Exhibit 99.1              Press Release Dated November 15, 2012

EX-99.1

Exhibit 99.1

	The Buckle, Inc.
	2407 W. 24th St. Kearney, NE  68845
	P.O. Box 1480 Kearney, NE  68848-1480
	phone:  308-236-8491
	fax:  308-236-4493
For Immediate Release:   November 15, 2012	web:  www.buckle.com

Contact: Karen B. Rhoads, Chief Financial Officer The Buckle, Inc. 308/236-8491

THE BUCKLE, INC. REPORTS THIRD QUARTER NET INCOME

KEARNEY, NE -- The Buckle, Inc. (NYSE: BKE) announced today that net income for the fiscal quarter ended October 27, 2012 was $41.9 million, or $0.89 per share ($0.88 per share on a diluted basis).

Net sales for the 13-week fiscal quarter ended October 27, 2012 increased 3.9 percent to $284.1 million from net sales of $273.4 million for the prior year 13-week fiscal quarter ended October 29, 2011.  Comparable store net sales for the 13-week period ended October 27, 2012 increased 2.4 percent from comparable store net sales for the prior year 13-week period ended October 29, 2011.  Online sales (which are not included in comparable store sales) increased 3.8 percent to $19.6 million for the 13-week period ended October 27, 2012, compared to net sales of $18.9 million for the 13-week period ended October 29, 2011.

Net sales for the 39-week fiscal period ended October 27, 2012 increased 5.2 percent to $763.4 million from net sales of $725.9 million for the prior year 39-week fiscal period ended October 29, 2011.  Comparable store net sales year-to-date for the 39-week period ended October 27, 2012 increased 3.2 percent from comparable store net sales for the 39-week period ended October 29, 2011.  Online sales (which are not included in comparable store sales) increased 10.0 percent to $55.4 million for the 39-week period ended October 27, 2012, compared to net sales of $50.3 million for the 39-week period ended October 29, 2011.

Net income for the third quarter of fiscal 2012 was $41.9 million, or $0.89 per share ($0.88 per share on a diluted basis), compared with $38.3 million, or $0.82 per share ($0.81 per share on a diluted basis) for the third quarter of fiscal 2011.

Net income for the 39-week fiscal period ended October 27, 2012 was $102.9 million, or $2.18 per share ($2.16 per share on a diluted basis), compared with $95.4 million, or $2.04 per share ($2.02 per share on a diluted basis) for the 39-week fiscal period ended October 29, 2011.

Management will hold a conference call at 10:00 a.m. EST today to discuss results for the quarter.  To participate in the call, please call (800) 762-7308 and reference the conference code 270010.  A replay of the call will be available for a two–week period beginning November 15, 2012 at 12:00 p.m. EST by calling (800) 475–6701 and entering the conference code 270010.

About Buckle

Offering a unique mix of high-quality, on-trend apparel, accessories, and footwear, Buckle caters to fashion-conscious young men and women.  Known as a denim destination, each store carries a wide selection of fits, styles, and finishes from leading denim brands, including the Company’s exclusive brand, BKE.  Headquartered in Kearney, Nebraska, Buckle currently operates 441 retail stores in 43 states.   As of the end of the fiscal quarter, it operated 440 stores in 43 states compared with 429 stores in 43 states at the end of the third quarter of fiscal 2011.

SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995;  All forward-looking statements made by the Company involve material risks and uncertainties and are subject to change based on factors which may be beyond the Company's control.  Accordingly, the Company's future performance and financial results may differ materially from those expressed or implied in any such forward-looking statements.  Such factors include, but are not limited to, those described in the Company's filings with the Securities and Exchange Commission.   The Company does not undertake to publicly update or revise any forward-looking statements even if experience or future changes make it clear that any projected results expressed or implied therein will not be realized.

Note:  News releases and other information on The Buckle, Inc. can be accessed at www.buckle.com on the Internet.

Financial Tables to Follow

THE BUCKLE, INC.
CONSOLIDATED STATEMENTS OF INCOME
(Amounts in Thousands Except Per Share Amounts)
(Unaudited)
	Thirteen Weeks Ended				Thirty-nine Weeks Ended
	October 27,		October 29,		October 27,		October 29,
	2012		2011		2012		2011
SALES, Net of returns and allowances	$	284,147	$	273,400	$	763,392	$	725,870
COST OF SALES (Including buying,
distribution, and occupancy costs)		158,732		154,735		437,279		417,116
Gross profit		125,415		118,665		326,113		308,754
OPERATING EXPENSES:
Selling		49,257		50,144		137,018		135,303
General and administrative		9,995		8,146		28,520		24,947
		59,252		58,290		165,538		160,250
INCOME FROM OPERATIONS		66,163		60,375		160,575		148,504
OTHER INCOME, Net		172		313		2,345		2,431
INCOME BEFORE INCOME TAXES		66,335		60,688		162,920		150,935
PROVISION FOR INCOME TAXES		24,418		22,339		59,971		55,559
NET INCOME	$	41,917	$	38,349	$	102,949	$	95,376
EARNINGS PER SHARE:
Basic	$	0.89	$	0.82	$	2.18	$	2.04
Diluted	$	0.88	$	0.81	$	2.16	$	2.02
Basic weighted average shares		47,358		46,831		47,307		46,801
Diluted weighted average shares		47,689		47,342		47,650		47,306

THE BUCKLE, INC.
CONSOLIDATED BALANCE SHEETS
(Amounts in Thousands Except Share and Per Share Amounts)
(Unaudited)
	October 27,			January 28,			October 29,
ASSETS	2012			2012 (1)			2011
CURRENT ASSETS:
Cash and cash equivalents	$	213,036		$	166,511		$	47,956
Short-term investments		31,705			29,998			30,411
Receivables		7,906			4,584			8,469
Inventory		134,507			104,209			140,781
Prepaid expenses and other assets		18,079			14,825			15,633
Total current assets		405,233			320,127			243,250
PROPERTY AND EQUIPMENT:		376,527			358,866			359,612
Less accumulated depreciation and amortization		(205,965	)		(189,832	)		(184,996	)
		170,562			169,034			174,616
LONG-TERM INVESTMENTS		33,847			39,985			49,135
OTHER ASSETS		2,254			2,393			2,363
	$	611,896		$	531,539		$	469,364
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Accounts payable	$	38,249		$	27,416		$	41,219
Accrued employee compensation		28,126			42,854			29,857
Accrued store operating expenses		11,625			11,125			11,493
Gift certificates redeemable		13,381			20,286			11,232
Income taxes payable		12,521			8,150			9,662
Total current liabilities		103,902			109,831			103,463
DEFERRED COMPENSATION		10,065			8,581			8,330
DEFERRED RENT LIABILITY		37,093			36,503			37,352
OTHER LIABILITIES		12,351			13,477			6,904
Total liabilities		163,411			168,392			156,049
COMMITMENTS
STOCKHOLDERS’ EQUITY:
Common stock, authorized 100,000,000 shares of $.01 par value;
issued and outstanding; 47,941,952 shares at October 27, 2012, 47,432,089
shares at January 28, 2012, and 47,403,165 shares at October 29, 2011		479			474			474
Additional paid-in capital		111,398			100,333			96,953
Retained earnings		337,232			263,039			216,445
Accumulated other comprehensive loss		(624	)		(699	)		(557	)
Total stockholders’ equity		448,485			363,147			313,315
	$	611,896		$	531,539		$	469,364
(1) Derived from audited financial statements.