SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* PRENDEL, LLC (Last) (First) (Middle) C/O PRENTICE CAPITAL MANAGEMENT, LP 33 BENEDICT PLACE, 2ND FLOOR (Street) GREENWICH CT 06830 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol dELiAs, Inc. [ DLIA ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 12/05/2014
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	12/05/2014		C		2,500,000	A	(3)	8,534,680	D(1)
Common Stock	12/09/2014		S		1,394,843	D	$0.0172	7,139,837	D(1)
Common Stock	12/10/2014		S		625,792	D	$0.0174	6,514,045	D(1)
Common Stock	12/11/2014		S		442,616	D	$0.0123	6,071,429	D(1)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series B Convertible Preferred Stock	$0.8	12/05/2014		C			20,000	(2)	(2)	Common Stock	2,500,000	(3)	0	D(1)

1. Name and Address of Reporting Person* PRENDEL, LLC (Last) (First) (Middle) C/O PRENTICE CAPITAL MANAGEMENT, LP 33 BENEDICT PLACE, 2ND FLOOR (Street) GREENWICH CT 06830 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Prentice Capital Management, LP (Last) (First) (Middle) 33 BENEDICT PLACE 2ND FLOOR (Street) GREENWICH CT 06830 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Zimmerman Michael (Last) (First) (Middle) 33 BENEDICT PLACE 2ND FLOOR (Street) GREENWICH CT 06830 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. The securities of dELiA*s, Inc. (the "Issuer") reported herein were held by Prendel LLC ("Prendel"). Prentice Capital Management, LP ("Prentice Capital") is the investment manager of Prendel, and Michael Zimmerman controls, and is responsible for the supervision and conduct of all investment activities of, Prentice Capital. Prentice Capital and Michael Zimmerman are filing this Form 4 jointly with Prendel. Mr. Zimmerman and Prentice Capital disclaim beneficial ownership of the securities reported in this Form 4, except to the extent of their pecuniary interest therein.

2. The Series B Convertible Preferred Stock of the Issuer has no expiration date. The Series B Convertible Preferred Stock of the Issuer is convertible at any time at the holder's election.

3. Each share of Series B Convertible Preferred Stock has a stated value of $100. Each share of Series B Convertible Preferred Stock is convertible into a number of shares of common stock determined by dividing the stated value of a share of Series B Convertible Preferred Stock (i.e. $100) by the conversion price of the Series B Convertible Preferred Stock.

Remarks:

Michael Zimmerman, one of the Reporting Persons, is a director of dELiAs, Inc.

	/s/ Michael Zimmerman, individually and as CEO of Prentice Capital Management, LP, for itself and as Investment Manager of Prendel LLC	12/12/2014
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.