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) January 16, 1998
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ANNTAYLOR STORES CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 1-10738 13-3499319
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(State of other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification Number)
142 West 57th Street, New York, NY 10019
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(Address of principal executive offices) (Zip Code)
(212) 541-3300
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(Registrant's telephone number, including area code)
N/A
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(Former name or former address, if changed since last report)
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ITEM 5. Other Events
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Dismissal of Novak v. Kasaks et al.
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On March 10, 1998, the U.S. District Court for the Southern
District of New York issued an Opinion granting the defendants'
motions to dismiss the complaint, filed in or around April 1996,
in the purported class action lawsuit against the Registrant, its
wholly owned subsidiary AnnTaylor, Inc. ("Ann Taylor"), present
and former directors and officers of the Company and Ann Taylor,
Merrill Lynch & Co. ("Merrill") and certain affiliates of Merrill
(Novak v. Kasaks, et. al., No. 96 CIV 3073 (S.D.N.Y. 1996)). The
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complaint alleged causes of action under Section 10(b) and
Section 20(a) of the Securities Exchange Act of 1934, as amended,
and Rule 10b-5 promulgated thereunder, by alleging, among other
things, that the Company and the other defendants engaged in a
fraudulent scheme and course of business that operated a fraud or
deceit on purchasers of the Company's common stock during the
period commencing February 3, 1994 through May 4, 1995 due to
false and misleading statements about the Company and Ann Taylor.
The Court found that the complaint failed to state a claim upon
which relief may be granted, and failed to plead fraud with
particularity and an inability to do so. The Court's Opinion
grants the plaintiffs leave to amend and re-file the complaint
within thirty days of the date of the Opinion. The plaintiffs
may also appeal the Court's ruling.
Amendment of Stock Option Plan
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On January 16, 1998, the Board of Directors of AnnTaylor
Stores Corporation (the "Company") adopted certain amendments
(the "Amendment") to the Company's amended and restated 1992
Stock Option and Restricted Stock and Unit Award Plan. A copy of
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the Amendment is filed herewith as Exhibit 10 and is incorporated
herein by this reference.
ITEM 7. Financial Statements and Exhibits
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Exhibit No. Title
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10 January 16, 1998 Amendment to the AnnTaylor
Stores Corporation Amended and Restated 1992
Stock Option and Restricted Stock and Unit
Award Plan
SIGNATURES
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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.
AnnTaylor Stores Corporation
Date: March 12, 1998 By: /s/ Walter J. Parks
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Walter J. Parks
Senior Vice President -
Chief Financial Officer