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, INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-11980 51-0297083
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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 April 1996, in the
purported class action lawsuit against the Registrant, its parent
company AnnTaylor Stores Corporation ("ATSC"), certain present
and former directors and officers of the Registrant and ATSC,
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 Registrant and the other defendants engaged in a
fraudulent scheme and course of business that operated a fraud or
deceit on purchasers of ATSC's common stock during the period
commencing February 3, 1994 through May 4, 1995 due to false and
misleading statements about the Registrant and ATSC. 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, ATSC adopted certain amendments (the
"Amendment") to the AnnTaylor Stores Corporation Amended and
Restated 1992 Stock Option and Restricted Stock and Unit Award
Plan, in which employees of the Registrant are entitled to
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participate. A copy of the Amendment is incorporated by
reference to Exhibit 10 to the Current Report on Form 8-K of
AnnTaylor Stores Corporation filed on March 12, 1998.
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. Incorporated by reference to
Exhibit 10 to the Current Report on Form 8-K
of AnnTaylor Stores Corporation filed on
March 12, 1998.
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
