NOTICE OF FULL OPTIONAL REDEMPTION
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J. Crew Operating Corp.
10 3/8% Senior Subordinated Notes Due 2007
NOTICE IS HEREBY GIVEN pursuant to Section 3.07 of the Indenture dated as of October 17, 1997, between J. Crew Operating Corp., as Issuer, certain subsidiaries thereof, as Guarantors, and U.S. Bank N.A., as Trustee or Agent, that the bonds listed below have been selected for Full Redemption on December 23, 2004 (the Redemption Date) at a price of 101.729% of the principal amount (the Redemption Price) together with interest accrued to the Redemption Date.
*CUSIP | | Maturity | | Rate | | Amount | | Price | |
46612GAA5 | | 10/15/2007 | | 10.375% | | $250,000 | | 101.729% | |
46612GAB3 | | 10/15/2007 | | 10.375% | | $149,750,000 | | 101.729% | |
Payment of the Redemption Price on the Bonds called for redemption will be paid only upon presentation and surrender thereof in the following manner:
If by Mail:(REGISTERED BONDS) | | If by Mail:(BEARER BONDS) | | If by Hand or Overnight Mail: | |
U.S. Bank | | U.S. Bank | | U.S. Bank | |
Corporate Trust Services | | Corporate Trust Services | | Corporate Trust Services | |
P.O. Box 64111 | | P.O. Box 64452 | | 60 Livingston Avenue | |
St. Paul, MN 55164-0111 | | St. Paul, MN 55164-0452 | | 1st Fl - Bond Drop Window | |
| | | | St. Paul, MN 55107 | |
1-800-934-6802
Bondholders presenting their bonds in person for same day payment must surrender their bond(s) by 1:00 P.M. on the Redemption Date and a check will be available for pick up after 2:00 P.M. Checks not picked up by 4:30 P.M. will be mailed out to the bondholder via first class mail. If payment of the Redemption Price is to be made to the registered owner of the Bond, you are not required to endorse the Bond to collect the Redemption Price.
Interest on the principal amount designated to be redeemed shall cease to accrue on and after the Redemption Date.
REQUIREMENT INFORMATION
For a list of redemption requirements please visit our website at www.usbank.com/corporatetrust and click on the “Bondholder Information” link.
IMPORTANT NOTICE
Under the Jobs and Growth Tax Relief Reconciliation Act of 2003 (the “Act”), 28% will be withheld if tax identification number is not properly certified.
* The Trustee shall not be held responsible for the selection or use of the CUSIP number, nor is any representation made as to its correctness indicated in the Redemption Notice. It is included solely for the convenience of the Holders.
By: U.S. Bank National Association
as Trustee or Agent
Dated: November 23, 2004