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 2, 2005

AMERICAN EAGLE OUTFITTERS, INC.

(Exact name of registrant as specified in its charter)

Delaware	0-23760	13-2721761
(State of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

150 Thorn Hill Drive Warrendale, Pennsylvania	15086-7528
(Address of principal executive offices)	(Zip Code)

(724) 776-4857

(Registrant's telephone number, including area code)

N/A

(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):

[   ] 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
	On November 2, 2005, American Eagle Outfitters, Inc. (the "Company") issued a press release announcing, among other things, the Company's October 2005 sales.  A copy of the press release is attached hereto as Exhibit 99.1. The Company's Management issued a recorded sales commentary on November 2, 2005 to review the Company's sales results for the month ended October 29, 2005. Additionally, Management revised its third quarter 2005 earnings expectation in the commentary.  A copy of the sales commentary transcript is attached hereto as Exhibit 99.2.
ITEM 9.01.	Financial Statements and Exhibits
(c) Exhibits
Exhibit No.	Description
99.1	Press Release dated November 2, 2005 announcing October sales
99.2	October Sales Commentary Transcript dated November 2, 2005

SIGNATURE

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.

	AMERICAN EAGLE OUTFITTERS, INC.
	(Registrant)
Date: November 4, 2005	By:	/s/ Dale E. Clifton
		Dale E. Clifton
		Senior Vice President, Controller and Chief Accounting Officer

EXHIBIT INDEX

Exhibit Number	Description
99.1*	Press Release dated November 2, 2005 announcing October sales
99.2*	October Sales Commentary Transcript dated November 2, 2005
* Such press release is being "furnished" (not filed) pursuant to Item 7.01 of the Current Report on Form 8-K.

EX-99

EXHIBIT 99.1

NEWS RELEASE

AMERICAN EAGLEOUTFITTERS

Reports Record October Sales of $157.0 Million, an Increase of 22.7%

Same Store Sales Increased 17.3%

Revises Third Quarter Earnings Expectation

Warrendale, PA, November 2, 2005 -- American Eagle Outfitters, Inc. (NASDAQ: AEOS) today announced that total sales for the month ended October 29, 2005 increased 22.7% to a record $157.0 million, compared to $127.9 million for the month ended October 30, 2004. Comparable store sales increased 17.3% for the October period.

Total sales for the year-to-date thirty-nine week period ended October 29, 2005 increased 28.0% to $1.545 billion, compared to $1.207 billion for the thirty-nine week period ended October 30, 2004. Comparable store sales increased 19.8% for the year-to-date period.

Based on strengthened sales trends in October, and a lower effective tax rate, the company is revising its third quarter earnings expectation to $0.45 to $0.46 per share, compared to $0.39 from continuing operations last year. The company's previous third quarter guidance was $0.43 to $0.44.

To access our recorded monthly sales commentary, please call 800-642-1687, conference code #3282124.

The company will report third quarter financial results on Tuesday, November 15, 2005. To listen to the 9:00 a.m. EST conference call, please dial 877-601-0864, or go to the company's website, www.ae.com.

American Eagle Outfitters (NASDAQ: AEOS) is a leading lifestyle retailer that designs, markets, and sells its own brand of relaxed, casual clothing for 15 to 25 year olds, providing high-quality merchandise at affordable prices. AE's collection includes modern basics like jeans, cargo pants, and graphic Ts as well as a stylish assortment of cool accessories, outerwear and footwear. American Eagle Outfitters currently operates 793 AE stores in 50 states, the District of Columbia and Puerto Rico, and 71 AE stores in Canada. AE also operates via its Web business, www.ae.com, which offers additional sizes and styles of favorite AE merchandise. The company plans to open MARTIN + OSA, a new sportswear concept targeting 25 to 40 year old women and men, in the fall of 2006. For additional information and updates visit www.martinandosa.com.

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: This release contains forward-looking statements, which represent our expectations or beliefs concerning future events, specifically regarding third quarter earnings. All forward-looking statements made by the Company involve material risks and uncertainties and are subject to change based on factors beyond the Company's control. Such factors include, but are not limited to the risk that in connection with closing our books and preparation of our financial statements for the third quarter, earnings expectations may not be achieved, and those other risks described in the "Management's Discussion and Analysis of Financial Condition and Results of Operations" section of the Company's filings with the Securities and Exchange Commission. Accordingly, the Company's future performance and financial results may differ materially from those expressed or implied in any such forward-looking statements. The Com pany does not undertake to publicly update or revise its forward-looking statements even if future changes make it clear that projected results expressed or implied will not be realized.

Company Contact:    

Judy Meehan
724-776-4857

EX-99

EXHIBIT 99.2

American Eagle Outfitters, Inc.
October 2005
Recorded Sales Commentary Transcript dated November 2, 2005

Welcome to the American Eagle Outfitters October 2005 Sales Commentary. This is Judy Meehan, Director of Investor Relations. During this call, I will make certain forward-looking statements, which represent the company's current expectations or beliefs. The results actually realized may differ materially from those expectations or beliefs based on risk factors included in the Management's Discussion and Analysis sections of our quarterly and annual reports filed with the SEC.

Total sales for the month ended October 29th, 2005 increased 22.7% to a record $157.0 million, compared to $127.9 million for the month ended October 30th, 2004. For the month, same store sales increased 17.3%, which compares to a 31.7% comp increase last year.

October sales strengthened and our Fall Clearance event was successful. Importantly, we ended the third quarter with our back-to-school and fall clearance inventory approximately flat to last year. And, we were pleased by the initial performance of our Holiday I floor-set -- which was in stores during week four of October.

Both men's and women's divisions performed quite well in the month. Women's comped in the positive low double-digits on top of a mid-thirty comp increase last year. And, men's produced a positive mid-twenty comp on top of a high-twenty comp last year. Momentum continued to drive key categories such as knit tops, sweaters and denim, which performed well. Women's blazers and men's and women's woven shirts underperformed in October.

For the month, our average unit retail price declined in the high single-digits, reflecting a typical planned promotional October cadence in preparation for our holiday floor-set. This was compared to last October when we experienced unusually strong full-priced business.

This October, store traffic strengthened, and the number of sales transactions per store increased in the mid-twenties and the number of units sold per store rose in the low-thirties.

By Region:

The Mid-west and West rose in the high single-digits. The Northeast rose in the mid-teens. The Mid-Atlantic region was up in the high teens, the Southwest rose in the mid-twenties and the Southeast comped in the positive high-twenties. Our Canadian stores comped in the positive mid-twenties.

Comps by week were as follows:

Week one increased in the mid-teens, compared to a mid-twenty increase last year;

Week two rose in the low double-digits, compared to a mid-thirty increase;

Week three increased in the high-teens, compared to a high-thirty comp increase;

And, week four comped in the positive mid-twenties, compared to a high-twenty comp last year.

Our initial holiday floor-set, which arrived in stores on October 23^rd, was similarly timed to last year and features our new holiday collection centered around our "get together, give together" marketing campaign. The Holiday two update will arrive the weekend before Thanksgiving, which is one week earlier than last year, and will feature more new styles compared to last year.

Based on strengthened sales trends in October, and a lower effective tax rate, we are revising our third quarter earnings expectation to $0.45 to $0.46 per share, compared to $0.39 from continuing operations last year. Our prior third quarter guidance was $0.43 to $0.44 per share. We will provide a fourth quarter outlook when we announce our third quarter earnings on Tuesday, November 15^th. To listen to our conference call, please dial 877-601-0864 ten minutes before 9:00 a.m. Eastern Time, or go to our web-site, ae.com.

Thank you for your continued interest in American Eagle Outfitters.