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)

June 4, 2009

AMERICAN EAGLE OUTFITTERS, INC.

(Exact name of registrant as specified in its charter)

Delaware	1-33338	13-2721761
(State of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

77 Hot Metal Street Pittsburgh, Pennsylvania	15203-2329
(Address of principal executive offices)	(Zip Code)

(412) 432-3300

(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 2.02.	Results of Operations and Financial Condition
	The information in this Item 2.02 of Form 8-K, including the accompanying exhibits, shall not be deemed to be "filed" for the purposes of Section 18 of the Securities and Exchange Act of 1934 (the "Exchange Act"), or otherwise subject to the liability of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of the general incorporation language of such filing, except as shall be expressly set forth by specific reference in such filing. On June 4, 2009, the Company issued a press release announcing, among other things, the Company's May 2009 sales.  A copy of the press release is attached hereto as Exhibit 99.1. The Company's Management issued a recorded sales commentary on June 4, 2009 to review the Company's sales results for the month ended May 30, 2009.  Additionally, Management reiterated its second quarter 2009 earnings guidance in both the press release and 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 June 4, 2009 announcing May sales
99.2*	May sales commentary transcript dated June 4, 2009
* Such Exhibit is being "furnished" (not filed) pursuant to Item 2.02 of the Current Report on Form 8-K.

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: June 4, 2009	By:	/s/Joan Holstein Hilson
		Joan Holstein Hilson
		Executive Vice President and Chief Financial Officer

EXHIBIT INDEX

Exhibit Number	Description
99.1*	Press release dated June 4, 2009 announcing May sales
99.2*	May sales commentary transcript dated June 4, 2009
* Such Exhibit is being "furnished" (not filed) pursuant to Item 2.02 of the Current Report on Form 8-K.

EX-99

Exhibit 99.1

American Eagle Outfitters Reports May Sales Of $195.5 Million

Same Store Sales Decrease 7%

Reiterates Second quarter EPS guidance

Pittsburgh - June 4, 2009 -- American Eagle Outfitters, Inc. (NYSE: AEO) today announced that total sales for the four weeks ended May 30, 2009 decreased 2% to $195.5 million, compared to $200.0 million for the four weeks ended May 31, 2008.  Comparable store sales decreased 7% for the month, compared to a 9% decrease for the same period last year.

May sales were consistent with the company's range of expectations and reflect an improved trend in store traffic and transactions relative to the previous two quarters.

Total sales for the 17 week year-to-date period ended May 30, 2009 decreased 4% to $807.5 million, compared to $840.4 million for the 17 weeks ended May 31, 2008. Comparable store sales decreased 9% for the year-to-date period compared to a 6% decline for the same period last year.

The company is reiterating its second quarter earnings guidance of $0.12 to $0.15 per diluted share, compared to earnings of $0.29 per diluted share last year. This guidance excludes the possibility of additional impairments or losses related to investment securities.

To access the company's recorded monthly sales commentary, please dial (866) 514-0390, or internationally dial (585) 267-8021.

American Eagle Outfitters, Inc., through its subsidiaries, ("AEO, Inc.") offers high-quality, on-trend clothing, accessories and personal care products at affordable prices.  The American Eagle Outfitters brand targets 15 to 25 year old girls and guys, with 953 stores in the U.S. and Canada and online at www.ae.com.  aerie by american eagle offers Dormwear and intimates collections for the AE girl, with 131 standalone stores in the U.S. and Canada and online at www.aerie.com.  MARTIN + OSA provides Refined Casual fashions for 28 to 40 year old men and women at its 28 stores and online at www.martinandosa.com.  The latest brand, 77kids by american eagle, is available online only at www.77kids.com. 77kids offers "kid cool," durable clothing and accessories for kids ages two to 10.  AE.COM, the online home of the brands of AEO, Inc. ships to more than 60 countries worldwide.

"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 second 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 the Company's second quarter earnings expectations may not be achieved and the risks described in the Risk Factor Section of the company's Form 10-K and Form 10-Q filed 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 company 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.

CONTACT:  American Eagle Outfitters, Inc.

Judy Meehan, 412-432-3300       

EX-99

EXHIBIT 99.2

American Eagle Outfitters, Inc.
May 2009

Recorded Sales Commentary dated June 4, 2009

Good morning and welcome to the American Eagle Outfitters May 2009 Sales Commentary. This is Judy Meehan, Vice President of Investor Relations. During this call, I will make certain forward-looking statements based on our current expectations. Actual results may be materially different based on risk factors included in our quarterly and annual reports filed with the SEC.

Total sales for the four weeks ended May 30, 2009 decreased 2% to $195.5 million, compared to $200.0 million for the four weeks ended May 31, 2008. Consolidated comparable store sales decreased 7%, compared to a 9% decrease for the same period last year.

May sales were consistent with our expectations. We were pleased to see overall trends in store traffic and transactions show improvement. Customers are responding well to our latest merchandise update and new promotional events. The AE women's business strengthened to a negative mid single-digit comp, from negative low double-digits in the first quarter. The improvement was driven by new fashion items in our summer collection. We continue to make progress in a number of important categories, including AE jeans and fashion tops. AE Men's declined in the low double digits, primarily due to shorts.

Geographically, we experienced particular weakness in the West, Southwest and Southeast, which declined in the low double digits. This was primarily due to traffic declines. The best regions included Canada which comped positively and the Northeastern U.S. which declined slightly.

AEO direct increased 7% in May, driven by increased traffic.

We are reiterating our second quarter earnings guidance of $0.12 to $0.15 per share. This guidance excludes the possibility of additional impairments or losses related to investment securities. This compares to EPS of $0.29 last year.

Thank you for your continued interest in American Eagle Outfitters.