EXHIBIT 99.2


                                                                ANNTAYLOR

                                142 WEST 57TH STREET NEW YORK, N.Y. 10019



FOR IMMEDIATE RELEASE

      New York, New York, June 15, 1999 - AnnTaylor Stores Corporation
(NYSE: ANN) announced today that it has established the terms of the
discounted convertible subordinated debentures due 2019 ("Debentures") that
it disclosed on Friday, June 11, 1999 it was offering for sale through a
private placement. The Debentures will be sold for an issue price of
$552.56 per $1,000 principal amount of Debenture, and will pay cash
interest on the principal amount at the rate of 0.55% per annum, resulting
in a yield to maturity of 3.75%. The Debentures will be convertible at the
option of the holders thereof into 12.078 shares of the Company's common
stock per $1,000 face amount of Debenture (equivalent to $45.75 per share
of Common Stock). The Company expects to issue Debentures having an
aggregate issue price of $100,000,000, or $180,975,000 aggregate principal
amount (subject to increase to up to $110,000,000 issue price, or
$199,072,500 aggregate principal amount).

      As previously announced, the Company intends to use the proceeds of
the Debentures to refinance the 8 3/4% Subordinated Notes due 2000 issued
by the Company's wholly owned subsidiary AnnTaylor, Inc. Consummation of
the sale of the Debentures is subject to customary closing conditions, and
there can be no assurance that the offering of the Debentures will be
consummated.

      The securities will not be registered or required to be registered
under the Securities Act of 1933 (the "Securities Act") and will be sold in
the United States in a private placement under Rule 144A under the
Securities Act, and may not be offered or sold in the United States absent
registration or an applicable exemption from registration requirements.

      Ann Taylor is one of the country's leading women's specialty
retailers, operating 383 stores in 42 states and the District of Columbia.

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Contacts:  Investor Relations:               Media Relations:
           Barry Erdos                       Jill Golden
           EVP - Chief Financial Officer     Vice President - Communications
           (212) 541-3318                    (212) 541-3269