TALBOTS INC
8-K, 1999-05-26
WOMEN'S CLOTHING STORES
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                       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)       April 28, 1999
                                                       --------------




                                THE TALBOTS, INC.
- --------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)



         Delaware                        1-12552           41-1111318
- --------------------------------------------------------------------------------
(State or Other Jurisdiction             (Commission      (I.R.S. Employer
  of Incorporation)                      File Number)      Identification No.)




175 Beal Street, Hingham, Massachusetts                         02043
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices)                      (Zip Code)




Registrant's telephone number, including area code     (781) 749-7600
                                                        ------------------------


<PAGE>


                    INFORMATION TO BE INCLUDED IN THE REPORT

Item 5.    Other Events.


         On April 28, 1999,  The Sakura Bank,  Limited  approved an extension of
its Revolving  Credit  Agreement dated as of January 25, 1994, and as amended on
November 21, 1995 and on April 18, 1996, among The Talbots,  Inc. ("Talbots") as
borrower,  and The Sakura Bank, Limited (the "Revolving Credit Agreement").  The
expiration date of such Revolving Credit Agreement is extended until January 28,
2001.




Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.

         (c)      Exhibits.


         Exhibit 99.1     Confirmation of Extension dated April
                          28, 1999 from The Sakura  Bank,  Limited to
                          Talbots,  relating to the Revolving  Credit
                          Agreement.


<PAGE>



                                    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.


                                            THE TALBOTS, INC.


                                            CAROL GORDON STONE
Dated:   May 25, 1999             By:  _______________________________
                                            Carol Gordon Stone
                                            Vice President, Corporate Controller


<PAGE>


                                  EXHIBIT INDEX


         Exhibit 99.1      Confirmation of Extension dated April
                           28, 1999 from The Sakura  Bank,  Limited to
                           Talbots,  relating to the Revolving  Credit
                           Agreement.



                    [LETTERHEAD OF THE SAKURA BANK, LIMITED]





April 28, 1999



Mr. Edward L. Larsen
Senior Vice President
THE TALBOTS, INC.
175 Beal Street
Hingham, MA 02043


Re:      Revolving Credit Agreement dated as of January 25, 1994, and as amended
         on November 21, 1995 and on April 18, 1996, among The Talbots,  Inc. as
         borrower, and The Sakura Bank, Limited (the "Agreement").

         Pursuant to Section  14(j),  we hereby  inform you that we extended the
Revolving  Credit Facility (as defined in the  Agreement),  which will expire on
February 10, 2000 so that it would expire on January 28, 2001.

                                    Very truly yours,

                                    The Sakura Bank, Limited
                                    New York Branch



                                    /s/  Yoichi Sawabe
                                    -------------------
                                    Yoichi Sawabe
                                    Vice President

cc: Mr. Natsuki Kaida
    Vice President & Treasurer
    Jusco (U.S.A.), Inc.



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