8-K

UNITED STATES

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): November 11, 2016

ABERCROMBIE & FITCH CO.

(Exact name of registrant as specified in its charter)

Delaware	1-12107	31-1469076
(State or other jurisdiction	(Commission File Number)	(IRS Employer
of incorporation)		Identification No.)

6301 Fitch Path, New Albany, Ohio 43054

(Address of principal executive offices) (Zip Code)

(614) 283-6500

(Registrant's telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition.

On November 18, 2016, Abercrombie & Fitch Co. (the “Company”) issued a news release (the “Release”) reporting the Company's unaudited financial results for the third quarter ended October 29, 2016. A copy of the Release is included as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

In conjunction with the Release, the Company also made available additional unaudited quarterly financial information along with additional financial information for the fiscal years ended January 30, 2016, January 31, 2015, February 1, 2014 and February 2, 2013. The additional financial information is furnished as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference.

In conjunction with the Release, the Company also made available an investor presentation of results for the third quarter ended October 29, 2016. The presentation, which is available under the “Investor Presentations” tab in the “Investors” section of the Company's website, located at www.abercrombie.com, is furnished as Exhibit 99.3 to this Current Report on Form 8-K and is incorporated herein by reference.

The Company's management conducted a conference call on November 18, 2016 to review the Company's financial results for the third quarter ended October 29, 2016. A copy of the transcript of the conference call is furnished as Exhibit 99.4 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 2.05. Costs Associated with Exit or Disposal Activities.

On November 11, 2016, the Company exercised a lease kick-out option for its A&F flagship store in Hong Kong. The Company expects the closure of this store to be substantially complete by the end of the second quarter of fiscal 2017. As a result of this decision, the Company expects to incur a lease termination charge of approximately $16 million during the fourth quarter of fiscal 2016. In addition, the Company estimates the net cash outflow associated with this lease termination to be approximately $16 million, consisting of two payments of approximately $8 million each, with the first payment expected to be paid in the fourth quarter of fiscal 2016 and the second payment expected to be paid in the second quarter of fiscal 2017. This action is part of the Company's ongoing strategic review and is expected to drive economic benefit over time.

Item 8.01. Other Events.

On November 17, 2016, Abercrombie & Fitch Co. (the "Company") issued a news release reporting that the Board of Directors of the Company had declared a quarterly cash dividend of $0.20 per share in respect of the Company’s Class A Common Stock. The dividend was declared on November 16, 2016 and is payable on December 12, 2016 to stockholders of record at the close of business on December 2, 2016. A copy of the news release is included with this Current Report on Form 8-K as Exhibit 99.5 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(a) through (c) Not applicable

(d) Exhibits:

The following exhibits are included with this Current Report on Form 8-K:

Exhibit No.	Description
99.1	News release issued by Abercrombie & Fitch Co. on November 18, 2016
99.2	Additional unaudited quarterly and fiscal year financial information
99.3	Investor presentation of results for third quarter ended October 29, 2016
99.4	Transcript of conference call held by management of Abercrombie & Fitch Co. on November 18, 2016
99.5	News release issued by Abercrombie & Fitch Co. on November 17, 2016 reporting declaration of quarterly cash dividend

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.

	ABERCROMBIE & FITCH CO.
Dated: November 18, 2016	By:	/s/ Joanne C. Crevoiserat
		Joanne C. Crevoiserat
		Executive Vice President and Chief Financial Officer

INDEX TO EXHIBITS

Exhibit No.	Description
99.1	News release issued by Abercrombie & Fitch Co. on November 18, 2016
99.2	Additional unaudited quarterly and fiscal year financial information
99.3	Investor presentation of results for third quarter ended October 29, 2016
99.4	Transcript of conference call held by management of Abercrombie & Fitch Co. on November 18, 2016
99.5	News release issued by Abercrombie & Fitch Co. on November 17, 2016 reporting declaration of quarterly cash dividend

EX-99.1

ABERCROMBIE & FITCH CO. REPORTS THIRD QUARTER RESULTS

New Albany, Ohio, November 18, 2016: Abercrombie & Fitch Co. (NYSE: ANF) today reported GAAP net income per diluted share of $0.12 for the third quarter ended October 29, 2016, compared to GAAP net income per diluted share of $0.60 for the third quarter last year. Excluding certain items, the company reported adjusted non-GAAP net income per diluted share of $0.02 for the third quarter, compared to adjusted non-GAAP net income per diluted share of $0.48 last year. The adverse impact from year-over-year changes in foreign currency exchange rates for the quarter was approximately $0.09 per diluted share.

A description of the use of non-GAAP financial measures and a schedule reconciling GAAP financial measures to adjusted non-GAAP financial measures accompanies this release.

Arthur Martinez, Executive Chairman, said:

"As expected, our third quarter was challenging. While Hollister improved sequentially, it was more than offset by disappointing performance in A&F. On a total company basis, conversion trends remained positive across both channels and the direct-to-consumer business grew domestically and internationally. In addition, we remained disciplined as expense and inventory were well controlled.

We were pleased with the progress in Hollister where the comparable sales trend improved throughout the quarter. There continued to be positive response to Hollister's product innovations, emerging categories and overall customer experience and we expect the comparable sales trend to further improve in the fourth quarter.

For A&F, flagship and tourist locations continued to be a major headwind. In addition, chain store traffic patterns remained negative. Weakness in A&F was compounded by underperformance of seasonal categories, which ultimately led to pressure on gross margin. While we anticipate the A&F business will remain challenging through the balance of the fiscal year, we continue to move aggressively to evolve the brand across all channels through significant changes in product, customer experience and marketing. A comprehensive set of strategic and operational actions is being taken by an experienced team under new leadership, and we expect to see benefits as our efforts gain traction."

Third Quarter Sales Results

Net sales for the third quarter of $821.7 million were down6% over last year, with comparable sales for the third quarter down6%.

Fiscal 2016 Comparable Sales Summary (1)
Brand					Geography
	First Quarter	Second Quarter	Third Quarter	Year-to-Date		First Quarter	Second Quarter	Third Quarter	Year-to-Date
Abercrombie(2)	(8)%	(7)%	(14)%	(10)%	United States	(2)%	(4)%	(5)%	(4)%
Hollister	0%	(2)%	0%	(1)%	International	(7)%	(4)%	(10)%	(7)%
Total Company	(4)%	(4)%	(6)%	(5)%	Total Company	(4)%	(4)%	(6)%	(5)%

⁽¹⁾ Comparable sales are calculated on a constant currency basis.

⁽²⁾ Abercrombie includes the Abercrombie & Fitch and abercrombie kids brands.

By brand, net sales for the third quarter decreased13% to $358.3 million for Abercrombie and decreased1% to $463.5 million for Hollister over last year.

By geography, net sales for the third quarter decreased7% to $531.4 million in the U.S. and decreased5% to $290.3 million in international markets over last year.

Direct-to-consumer and omnichannel sales grew to approximately 23% of total company net sales for the third quarter, compared to approximately 21% of total company net sales last year.

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Additional Third Quarter Results Commentary

The gross profit rate for the third quarter was 62.2%. Excluding certain items last year, the gross profit rate decreased60 basis points on a constant currency basis, primarily due to lower average unit retail, partially offset by lower average unit cost.

Stores and distribution expense for the third quarter was $386.6 million, down from $392.9 million last year. Excluding certain items last year, stores and distribution expense decreased$5.8 million, primarily due to the realization of savings on lower sales and expense reduction efforts, partially offset by higher direct-to-consumer expense.

Marketing, general and administrative expense for the third quarter was $105.3 million, down from $117.7 million last year. Excluding certain items, adjusted non-GAAP marketing, general and administrative expense decreased$6.4 million, primarily due to expense reduction efforts, partially offset by higher marketing expenses.

Net other operating income for the third quarter was $0.8 million, compared to net other operating income of $3.9 million last year.

Operating income for the third quarter was $19.6 million, compared to operating income of $41.0 million last year. Excluding certain items, adjusted non-GAAP operating income for the third quarter decreased$37.4 million.

The effective tax rate for the third quarter was 45%, reflecting a catch-up adjustment related to a change in the estimated full year effective tax rate.

Net income attributable to Abercrombie & Fitch Co. for the third quarter was $7.9 million, compared to net income attributable to Abercrombie & Fitch Co. of $41.9 million last year. Excluding certain items, adjusted non-GAAP net income attributable to Abercrombie & Fitch Co. for the third quarter was $1.4 million, compared to adjusted non-GAAP net income attributable to Abercrombie & Fitch Co. of $32.9 million last year.

The company ended the quarter with $469.7 million in cash and cash equivalents, and gross borrowings under the company's term loan agreement of $293.3 million, compared to $405.6 million in cash and cash equivalents and $297.0 million in borrowings last year.

The company ended the quarter with $516.1 million in inventory, a decrease of 14% versus last year.

Other Developments

As previously announced, on November 16, 2016 the Board of Directors declared a quarterly cash dividend of $0.20 per share on the Class A Common Stock of Abercrombie & Fitch Co., payable on December 12, 2016 to stockholders of record at the close of business on December 2, 2016.

The company will be closing its A&F flagship store in Seoul in January 2017. In addition, subsequent to the end of the third quarter, the company exercised a lease kick-out option for its A&F flagship store in Hong Kong. As a result of this decision, the company expects to incur a lease termination charge of approximately $16 million during the fourth quarter. These actions are part of the company's ongoing strategic review and are expected to drive economic benefit over time.

Outlook

For the fourth quarter of fiscal 2016, the company expects:

• Comparable sales to be challenging, but modestly improved from the third quarter

• Continued adverse impact from foreign currency on sales and operating income

• A gross margin rate down slightly to last year's adjusted non-GAAP rate of 60.7%, driven by lower average unit retail, partially offset by lower average unit cost

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• Operating expense, including a lease termination charge of approximately $16 million, to be up about 1% from last year's adjusted non-GAAP operating expense of $554 million, with the lease termination charge partially offset by savings from lower sales and expense reduction efforts

• Net income attributable to noncontrolling interests of approximately $1 million

• A weighted average diluted share count of approximately 68 million shares, excluding the effect of potential share buybacks

On a full year basis, the company expects the effective tax rate to be in the mid to upper 20s, but to remain sensitive at lower levels of pre-tax earnings.

The company now expects capital expenditures to be approximately $140 million for the full year.

In addition to the 13 stores opened year to date, including five outlet stores, the company expects to open seven new stores in the fourth quarter, including five in China and two in the U.S. The company also anticipates closing approximately 35 stores in the U.S. in the fourth quarter through natural lease expirations, in addition to the 15 stores closed year to date.

Excluded from the company's outlook are the effects of certain potential items, such as asset impairment charges, litigation charges and insurance recoveries.

An investor presentation of third quarter results will be available in the "Investors" section of the company's website at www.abercrombie.com at approximately 8:00 AM, Eastern Standard Time, today.

SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

A&F cautions that any forward-looking statements (as such term is defined in the Private Securities Litigation Reform Act of 1995) contained in this Press Release or made by management or spokespeople of A&F involve risks and uncertainties and are subject to change based on various important factors, many of which may be beyond the company's control. Words such as "estimate," "project," "plan," "believe," "expect," "anticipate," "intend," and similar expressions may identify forward-looking statements. Except as may be required by applicable law, we assume no obligation to publicly update or revise our forward-looking statements. The following factors, in addition to those included in the disclosure under the heading "FORWARD-LOOKING STATEMENTS AND RISK FACTORS" in "ITEM 1A. RISK FACTORS" of A&F's Annual Report on Form 10-K for the fiscal year ended January 30, 2016, in some cases have affected, and in the future could affect, the company's financial performance and could cause actual results for Fiscal 2016 and beyond to differ materially from those expressed or implied in any of the forward-looking statements included in this Press Release or otherwise made by management: changes in global economic and financial conditions, and the resulting impact on consumer confidence and consumer spending, as well as other changes in consumer discretionary spending habits, could have a material adverse effect on our business, results of operations and liquidity; our inability to anticipate customer demand and changing fashion trends and to manage our inventory commensurately could adversely impact our sales levels and profitability; a significant component of our growth strategy is international expansion, which requires significant capital investment, the success of which is dependent on a number of factors that could affect the profitability of our international operations; direct-to-consumer sales channels are a significant component of our growth strategy, and the failure to successfully develop our position in these channels could have an adverse impact on our results of operations; our market share may be negatively impacted by increasing competition and pricing pressures from companies with brands or merchandise competitive with ours; we have currently suspended our search for a new Chief Executive Officer and the continuance of our interim governance structure may create uncertainty; our inability to successfully implement our strategic plans could have a negative impact on our growth and profitability; our failure to protect our reputation could have a material adverse effect on our brands; our business could suffer if our information technology systems are disrupted or cease to operate effectively; we may be exposed to risks and costs associated with cyber-attacks, credit card fraud and identity theft that would cause us to incur unexpected expenses and reputation loss; fluctuations in foreign currency exchange rates could adversely impact our financial condition and results of operations; fluctuations in the cost, availability and quality of raw materials, labor and transportation, could cause manufacturing delays and increase our costs; we depend upon independent third parties for the manufacture and delivery of all our merchandise, and a disruption of the manufacture or delivery of our merchandise could result in lost sales and could increase our costs; our ability to attract customers to our stores depends, in part, on the success of the shopping malls or area attractions that our stores are located in or around; we rely on the experience and skills of our senior executive officers, the loss of whom could have a material adverse effect on our business; our reliance on two distribution centers domestically and third-party distribution centers internationally makes us susceptible to disruptions or adverse conditions affecting our distribution centers; our litigation exposure could have a material adverse effect on our financial condition and results of operations; our inability or failure to adequately protect our trademarks could have a negative impact on our brand image and limit our ability to penetrate new markets; fluctuations in our tax obligations and effective tax rate may result in volatility in our operating results; extreme weather conditions and the seasonal nature of our business may cause net sales to fluctuate and negatively impact our results of operations; our facilities, systems and stores, as well as the facilities and systems of our vendors and manufacturers, are vulnerable to natural disasters, pandemic disease and other unexpected events, any of which could result in an interruption to our business and adversely affect our operating results; the impact of war or acts of terrorism could have a material adverse effect on our operating results and financial condition; changes in the regulatory or compliance landscape could adversely affect our business and results of operations; our Asset-Based Revolving Credit Agreement and our Term Loan Agreement include restrictive covenants that limit our flexibility in operating our business; and, compliance with changing regulations and standards for accounting, corporate governance and public disclosure could adversely affect our business, results of operations and reported financial results.

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About Abercrombie & Fitch Co.

Abercrombie & Fitch Co. (NYSE: ANF) is a leading, global specialty retailer of apparel and accessories for Men, Women and Kids through three renowned brands.  The iconic Abercrombie & Fitch brand embodies American casual luxury.  With an updated attitude that reflects the character, charisma and confidence of today’s 20+ consumer, Abercrombie & Fitch remains true to its 125-year heritage of creating expertly crafted products with an effortless, American style.   The Hollister brand epitomizes the liberating and carefree spirit of the endless California summer for the teen market.  abercrombie kids creates smart, playful apparel for children ages 3-14, celebrating the wide-eyed wonder of childhood. The brands share a commitment to offering products of enduring quality and exceptional comfort that allow consumers around the world to express their own individuality and style.

The Company operates over 900 stores under these brands across North America, Europe, Asia and the Middle East, as well as the e-commerce sites www.abercrombie.com and www.hollisterco.com.

Today at 8:30 AM, Eastern Standard Time, the company will conduct a conference call. Management will discuss the company's performance and its plans for the future and will accept questions from participants. To listen to the conference call, dial (888) 428-9496 and ask for the Abercrombie & Fitch Quarterly Call or go to www.abercrombie.com. The international call-in number is (719) 325-2201. This call will be recorded and made available by dialing the replay number (888) 203-1112 or the international number (719) 457-0820 followed by the conference ID number 7343043 or through www.abercrombie.com.

Investor Contact:	Media Contact:
Brian Logan	Michael Scheiner
Abercrombie & Fitch	Abercrombie & Fitch
(614) 283-6877	(614) 283-6192
Investor_Relations@abercrombie.com	Public_Relations@abercrombie.com

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Abercrombie & Fitch Co.
Condensed Consolidated Statements of Operations
(in thousands, except per share data)
(Unaudited)
	Thirteen Weeks Ended					Thirteen Weeks Ended
	October 29, 2016			% of Net Sales		October 31, 2015			% of Net Sales
Net sales	$	821,734		100.0	%	$	878,572		100.0	%
Cost of sales, exclusive of depreciation and amortization	310,995			37.8	%	318,785			36.3	%
Gross profit	510,739			62.2	%	559,787			63.7	%
Stores and distribution expense	386,609			47.0	%	392,942			44.7	%
Marketing, general and administrative expense	105,307			12.8	%	117,698			13.4	%
Asset impairment	—			—	%	12,076			1.4	%
Other operating income, net	(822		)	(0.1	)%	(3,919		)	(0.4	)%
Operating income	19,645			2.4	%	40,990			4.7	%
Interest expense, net	4,609			0.6	%	4,586			0.5	%
Income before taxes	15,036			1.8	%	36,404			4.1	%
Tax expense (benefit)	6,762			0.8	%	(5,881		)	(0.7	)%
Net income	8,274			1.0	%	42,285			4.8	%
Less: Net income attributable to noncontrolling interests	393			—	%	394			—	%
Net income attributable to Abercrombie & Fitch Co.	$	7,881		1.0	%	$	41,891		4.8	%
Net income per share attributable to Abercrombie & Fitch Co.:
Basic	$	0.12				$	0.61
Diluted	$	0.12				$	0.60
Weighted-average shares outstanding:
Basic	67,975					68,866
Diluted	68,277					69,265

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Abercrombie & Fitch Co.
Condensed Consolidated Statements of Operations
(in thousands, except per share data)
(Unaudited)
	Thirty-nine Weeks Ended					Thirty-nine Weeks Ended
	October 29, 2016			% of Net Sales		October 31, 2015			% of Net Sales
Net sales	$	2,290,377		100.0	%	$	2,405,750		100.0	%
Cost of sales, exclusive of depreciation and amortization	876,810			38.3	%	924,552			38.4	%
Gross profit	1,413,567			61.7	%	1,481,198			61.6	%
Stores and distribution expense	1,138,644			49.7	%	1,173,773			48.8	%
Marketing, general and administrative expense	331,473			14.5	%	345,077			14.3	%
Restructuring benefit	—			—	%	(1,598		)	(0.1	)%
Asset impairment	6,356			0.3	%	18,209			0.8	%
Other operating income, net	(16,835		)	(0.7	)%	(7,018		)	(0.3	)%
Operating loss	(46,071		)	(2.0	)%	(47,245		)	(2.0	)%
Interest expense, net	13,856			0.6	%	13,792			0.6	%
Loss before taxes	(59,927		)	(2.6	)%	(61,037		)	(2.5	)%
Tax benefit	(17,540		)	(0.8	)%	(40,688		)	(1.7	)%
Net loss	(42,387		)	(1.9	)%	(20,349		)	(0.8	)%
Less: Net income attributable to noncontrolling interests	2,448			0.1	%	1,816			0.1	%
Net loss attributable to Abercrombie & Fitch Co.	$	(44,835	)	(2.0	)%	$	(22,165	)	(0.9	)%
Net loss per share attributable to Abercrombie & Fitch Co.:
Basic	$	(0.66	)			$	(0.32	)
Diluted	$	(0.66	)			$	(0.32	)
Weighted-average shares outstanding:
Basic	67,848					69,363
Diluted	67,848					69,363

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Abercrombie & Fitch Co.
Condensed Consolidated Balance Sheets
(in thousands)
(Unaudited)
	October 29, 2016		January 30, 2016		October 31, 2015
ASSETS
Current assets:
Cash and equivalents	$	469,720	$	588,578	$	405,611
Receivables	71,235		56,868		62,132
Inventories, net	516,146		436,701		601,541
Deferred income taxes, net	—		—		34,344
Other current assets	93,170		96,833		109,527
Total current assets	1,150,271		1,178,980		1,213,155
Property and equipment, net	827,996		894,178		918,926
Other assets	358,201		359,881		380,663
TOTAL ASSETS	$	2,336,468	$	2,433,039	$	2,512,744
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	228,880	$	184,175	$	303,992
Accrued expenses	266,761		321,237		309,209
Short-term portion of deferred lease credits	20,623		23,303		25,031
Income taxes payable	7,654		5,988		4,665
Short-term portion of borrowings, net	2,204		—		1,513
Total current liabilities	526,122		534,703		644,410
Long-term liabilities:
Long-term portion of deferred lease credits	$	77,800	$	89,256	$	96,993
Long-term portion of borrowings, net	285,029		286,235		288,091
Leasehold financing obligations	48,810		47,440		48,370
Other liabilities	179,085		179,683		166,002
Total long-term liabilities	590,724		602,614		599,456
Total Abercrombie & Fitch Co. stockholders' equity	1,211,667		1,291,063		1,265,164
Noncontrolling interests	7,955		4,659		3,714
Total stockholders' equity	1,219,622		1,295,722		1,268,878
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	2,336,468	$	2,433,039	$	2,512,744

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REPORTING AND USE OF GAAP AND NON-GAAP MEASURES

The company believes that each of the non-GAAP financial measures presented in this news release are useful to investors as they supplement investors' understanding of comparability across periods and provide the ability to measure the company’s operating performance excluding the effect of certain items that the company believes do not reflect its future operating outlook. Management used these non-GAAP financial measures during the periods presented to assess the company's performance, to make decisions about how to allocate resources and to develop expectations for future operating performance. In addition, the company provides certain financial information on a constant currency basis to enhance investors' understanding of underlying business trends and operating performance. The effect from foreign currency, calculated on a constant currency basis, is determined by applying current period exchange rates to prior year results and is net of the year-over-year impact from hedging. Non-GAAP financial measures should be used supplemental to, not as an alternative to, the company's GAAP financial results, and may not be the same as similar measures presented by other companies.

Abercrombie & Fitch Co.
Schedule of Non-GAAP Financial Measures
Thirteen Weeks Ended October 29, 2016
(in thousands, except per share data)
(Unaudited)
	GAAP (1)		Excluded Items			Adjusted Non-GAAP
Marketing, general and administrative expense (2)	$	105,307	$	(6,000	)	$	111,307
Operating income	19,645		(6,000		)	13,645
Income before taxes	15,036		(6,000		)	9,036
Tax expense (3)	6,762		479			7,241
Net income attributable to Abercrombie & Fitch Co.	$	7,881	$	(6,479	)	$	1,402
Net income per diluted share attributable to Abercrombie & Fitch Co.	$	0.12	$	(0.09	)	$	0.02
Diluted weighted-average shares outstanding:	68,277					68,277

⁽¹⁾ "GAAP" refers to accounting principles generally accepted in the United States of America.

⁽²⁾ Excluded Items consist of benefits of $6.0 million related to an indemnification recovery of certain legal settlements recognized in the second quarter of Fiscal 2015.

⁽³⁾ The tax effect of excluded items is computed as the difference between the effective tax rate calculated with and without the non-GAAP adjustments on income (loss) before taxes and provision for income taxes.

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Abercrombie & Fitch Co.
Schedule of Non-GAAP Financial Measures
Thirteen Weeks Ended October 31, 2015
(in thousands, except per share data)
(Unaudited)
	GAAP (1)			Excluded Items			Adjusted Non-GAAP
Gross profit (2)	$	559,787		$	(2,573	)	$	557,214
Stores and distribution expense (3)	392,942			583			392,359
Asset impairment (4)	12,076			12,076			—
Operating income	40,990			10,086			51,076
Income before taxes	36,404			10,086			46,490
Tax (benefit) expense (5)	(5,881		)	19,060			13,179
Net income attributable to Abercrombie & Fitch Co.	$	41,891		$	(8,974	)	$	32,917
Net income per diluted share attributable to Abercrombie & Fitch Co.	$	0.60		$	(0.12	)	$	0.48
Diluted weighted-average shares outstanding:	69,265						69,265

⁽¹⁾ "GAAP" refers to accounting principles generally accepted in the United States of America.

⁽²⁾ Excluded Items consist of benefits of $2.6 million related to recovery on inventory previously written down.

⁽³⁾ Excluded Items consist of charges of $0.6 million related to accelerated depreciation and disposal costs associated with a decision to discontinue the use of certain store fixtures.

⁽⁴⁾ Excluded Items consist of charges of $12.1 million related to stores whose asset carrying value exceeded fair value.

⁽⁵⁾ The tax effect of excluded items is computed as the difference between the effective tax rate calculated with and without the non-GAAP adjustments on income (loss) before taxes and provision for income taxes.

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Abercrombie & Fitch Co.
Schedule of Non-GAAP Financial Measures
Thirty-nine Weeks Ended October 29, 2016
(in thousands, except per share data)
(Unaudited)
	GAAP (1)			Excluded Items			Adjusted Non-GAAP
Marketing, general and administrative expense (2)	$	331,473		$	(6,000	)	$	337,473
Asset impairment (3)	6,356			6,356			—
Other operating income, net (4)	(16,835		)	(12,282		)	(4,553		)
Operating loss	(46,071		)	(11,926		)	(57,997		)
Loss before taxes	(59,927		)	(11,926		)	(71,853		)
Tax benefit (5)	(17,540		)	(1,768		)	(19,308		)
Net loss attributable to Abercrombie & Fitch Co.	$	(44,835	)	$	(10,158	)	$	(54,993	)
Net loss per diluted share attributable to Abercrombie & Fitch Co.	$	(0.66	)	$	(0.15	)	$	(0.81	)
Diluted weighted-average shares outstanding:	67,848						67,848

⁽¹⁾ "GAAP" refers to accounting principles generally accepted in the United States of America.

⁽²⁾ Excluded Items consist of benefits of $6.0 million related to an indemnification recovery of certain legal settlements recognized in the second quarter of Fiscal 2015.

⁽³⁾ Excluded Items consist of charges of $6.4 million related to a store whose asset carrying value exceeded fair value.

⁽⁴⁾ Excluded Items consist of benefits of $12.3 million related to the settlement of certain economic loss claims.

⁽⁵⁾ The tax effect of excluded items is computed as the difference between the effective tax rate calculated with and without the non-GAAP adjustments on income (loss) before taxes and provision for income taxes.

10

Abercrombie & Fitch Co.
Schedule of Non-GAAP Financial Measures
Thirty-nine Weeks Ended October 31, 2015
(in thousands, except per share data)
(Unaudited)
	GAAP (1)			Excluded Items			Adjusted Non-GAAP
Gross profit (2)	$	1,481,198		$	21,667		$	1,502,865
Stores and distribution expense (3)	1,173,773			6,665			1,167,108
Marketing, general and administrative expense (4)	345,077			17,523			327,554
Restructuring benefit (5)	(1,598		)	(1,598		)	—
Asset impairment (6)	18,209			18,209			—
Operating (loss) income	(47,245		)	62,466			15,221
(Loss) income before taxes	(61,037		)	62,466			1,429
Tax benefit (7)	(40,688		)	35,961			(4,727		)
Net (loss) income attributable to Abercrombie & Fitch Co.	$	(22,165	)	$	26,505		$	4,340
Net (loss) income per diluted share attributable to Abercrombie & Fitch Co.	$	(0.32	)	$	0.38		$	0.06
Diluted weighted-average shares outstanding:	69,363						69,808

⁽¹⁾ "GAAP" refers to accounting principles generally accepted in the United States of America.

⁽²⁾ Excluded Items consist of charges of $21.7 million related to an inventory write-down, net of recoveries.

⁽³⁾ Excluded Items consist of charges of $4.2 million related to accelerated depreciation and disposal costs associated with a decision to discontinue the use of certain store fixtures, $1.8 million related to lease termination and store closure costs, and $0.7 million related to the company's continuous profit improvement program.

⁽⁴⁾ Excluded Items consist of charges of $15.8 million related to legal settlement charges and $1.8 million related to the company's profit improvement initiative.

⁽⁵⁾ Excluded Items consist of benefits of $1.6 million related to favorable terms associated with Gilly Hicks brand restructuring charges previously recognized.

⁽⁶⁾ Excluded Items consist of charges of $12.1 million related to stores whose asset carrying value exceeded fair value, $4.5 million related to the discontinued use of certain store fixtures and $1.6 million related to the company-owned aircraft which was sold in the second quarter of Fiscal 2015.

⁽⁷⁾ The tax effect of excluded items is computed as the difference between the effective tax rate calculated with and without the non-GAAP adjustments on income (loss) before taxes and provision for income taxes.

11

Abercrombie & Fitch Co.

Store Count Activity

Thirteen Weeks Ended October 29, 2016
	Abercrombie (1)(2)			Hollister (3)			Total
	United States		International	United States		International	United States		International
July 30, 2016	333		39	411		143	744		182
New	1		2	2		1	3		3
Closed	(1	)	—	(1	)	—	(2	)	—
October 29, 2016	333		41	412		144	745		185

Thirty-nine Weeks Ended October 29, 2016
	Abercrombie (1)(2)			Hollister (3)			Total
	United States		International	United States		International	United States		International
January 30, 2016	340		39	414		139	754		178
New	3		2	3		5	6		7
Closed	(10	)	—	(5	)	—	(15	)	—
October 29, 2016	333		41	412		144	745		185

⁽¹⁾ Includes Abercrombie & Fitch and abercrombie kids brands.

⁽²⁾ Excludes one international franchise store as of October 29, 2016, July 30, 2016 and January 30, 2016.

⁽³⁾ Excludes three international franchise stores as of October 29, 2016, and excludes two international franchise stores as of July 30, 2016 and January 30, 2016.

12

EX-99.2

Abercrombie & Fitch Co.
Financial Information
(Unaudited)
(in thousands, except per share data and store data)
										Fiscal 2015														Fiscal 2016
	2012			2013			2014			Q1			Q2			Q3			Q4		2015			Q1			Q2			Q3			YTD
Net sales	$	4,510,805		$	4,116,897		$	3,744,030		$	709,422		$	817,756		$	878,572		$	1,112,930	$	3,518,680		$	685,483		$	783,160		$	821,734		$	2,290,377
Cost of sales, exclusive of depreciation and amortization	1,694,096			1,541,462			1,430,460			297,873			307,894			318,785			436,585		1,361,137			259,762			306,053			310,995			876,810
Gross profit	2,816,709			2,575,435			2,313,570			411,549			509,862			559,787			676,345		2,157,543			425,721			477,107			510,739			1,413,567
Stores and distribution expense	1,980,519			1,907,687			1,703,051			391,638			389,193			392,942			430,441		1,604,214			369,118			382,917			386,609			1,138,644
Marketing, general and administrative expense	473,883			481,784			458,820			107,533			119,846			117,698			125,244		470,321			114,447			111,719			105,307			331,473
Restructuring charge (benefit)	—			81,500			8,431			(1,598		)	—			—			—		(1,598		)	—			—			—			—
Asset impairment	7,407			46,715			44,988			6,133			—			12,076			—		18,209			—			6,356			—			6,356
Other operating (income) expense, net	(19,333		)	(23,074		)	(15,239		)	(1,960		)	(1,139		)	(3,919		)	577		(6,441		)	(2,933		)	(13,080		)	(822		)	(16,835		)
Operating income (loss)	374,233			80,823			113,519			(90,197		)	1,962			40,990			120,083		72,838			(54,911		)	(10,805		)	19,645			(46,071		)
Interest expense, net	7,288			7,546			14,365			4,639			4,567			4,586			4,456		18,248			4,506			4,741			4,609			13,856
Income (loss) before taxes	366,945			73,277			99,154			(94,836		)	(2,605		)	36,404			115,627		54,590			(59,417		)	(15,546		)	15,036			(59,927		)
Tax expense (benefit)	129,934			18,649			47,333			(31,590		)	(3,217		)	(5,881		)	56,719		16,031			(20,787		)	(3,515		)	6,762			(17,540		)
Net income (loss)	237,011			54,628			51,821			(63,246		)	612			42,285			58,908		38,559			(38,630		)	(12,031		)	8,274			(42,387		)
Less: Net income attributable to noncontrolling interests	—			—			—			—			1,422			394			1,167		2,983			957			1,098			393			2,448
Net income (loss) attributable to Abercrombie & Fitch Co.	$	237,011		$	54,628		$	51,821		$	(63,246	)	$	(810	)	$	41,891		$	57,741	$	35,576		$	(39,587	)	$	(13,129	)	$	7,881		$	(44,835	)

1

										Fiscal 2015															Fiscal 2016
	2012			2013			2014			Q1			Q2			Q3			Q4			2015			Q1			Q2			Q3			YTD
Net income (loss) per share attributable to Abercrombie & Fitch Co.:
Basic	$	2.89		$	0.71		$	0.72		$	(0.91	)	$	(0.01	)	$	0.61		$	0.86		$	0.52		$	(0.59	)	$	(0.19	)	$	0.12		$	(0.66	)
Diluted	$	2.85		$	0.69		$	0.71		$	(0.91	)	$	(0.01	)	$	0.60		$	0.85		$	0.51		$	(0.59	)	$	(0.19	)	$	0.12		$	(0.66	)
Weighted-average shares outstanding:
Basic	81,940			77,157			71,785			69,510			69,713			68,866			67,432			68,880			67,625			67,944			67,975			67,848
Diluted	83,175			78,666			72,937			69,510			69,713			69,265			68,243			69,417			67,625			67,944			68,277			67,848
Abercrombie comparable sales (1)							(5		)%	(9		)%	(7		)%	(5		)%	(2		)%	(6		)%	(8		)%	(7		)%	(14		)%	(10		)%
Hollister comparable sales	(1		)%	(14		)%	(10		)%	(6		)%	(1		)%	3		%	4		%	—		%	—		%	(2		)%	—		%	(1		)%
Comparable sales (2)	(1		)%	(11		)%	(8		)%	(8		)%	(4		)%	(1		)%	1		%	(3		)%	(4		)%	(4		)%	(6		)%	(5		)%
Shares outstanding	78,445			76,402			69,352			69,557			69,600			67,153			67,348			67,348			67,605			67,666			67,683			67,683
Number of stores - end of period (3)	1,041			1,006			969			962			954			965			932			932			925			926			930			930
Gross square feet - end of period	7,958			7,736			7,517			7,456			7,434			7,477			7,292			7,292			7,209			7,209			7,219			7,219
(1) Abercrombie includes the Company's Abercrombie & Fitch and abercrombie kids brands.
(2) Comparable sales are calculated on a constant currency basis and exclude Gilly Hicks beginning in Q4 of fiscal 2014.
(3)Prior period store counts have been restated to count multi-brand outlet stores as a single store.

2

EX-99.3

INVESTOR PRESENTATION 2016 THIRD QUARTER

2 SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 A&F cautions that any forward-looking statements (as such term is defined in the Private Securities Litigation Reform Act of 1995) contained in this presentation or made by management or spokespeople of A&F involve risks and uncertainties and are subject to change based on various important factors, many of which may be beyond the company's control. Words such as "estimate," "project," "plan," "believe," "expect," "anticipate," "intend," and similar expressions may identify forward-looking statements. Except as may be required by applicable law, we assume no obligation to publicly update or revise our forward-looking statements. The factors included in the disclosure under the heading "FORWARD-LOOKING STATEMENTS AND RISK FACTORS" in "ITEM 1A. RISK FACTORS" of A&F's Annual Report on Form 10-K for the fiscal year ended January 30, 2016 in some cases have affected, and in the future could affect, the company's financial performance and could cause actual results for the 2016 fiscal year and beyond to differ materially from those expressed or implied in any of the forward-looking statements included in this presentation or otherwise made by management. OTHER INFORMATION The following presentation includes certain adjusted non-GAAP financial measures. Additional details about non-GAAP financial measures and a reconciliation of GAAP financial measures to non-GAAP financial measures is included in the news release issued by the company on November 18, 2016, which is available in the "Investors" section of the company's website, located at www.abercrombie.com. As used in the presentation, "GAAP" refers to accounting principles generally accepted in the United States of America. All dollar and share amounts are in 000’s unless otherwise stated. Sub-totals and totals may not foot due to rounding. Net income and net income per share financial measures included herein are attributable to Abercrombie & Fitch Co., excluding net income attributable to noncontrolling interests.

3 Q3 ADJUSTED P&L SUMMARY* * The Q3 Adjusted P&L Summary for the current and prior periods is presented on an adjusted non-GAAP basis, and excludes the effect of certain items set out on page 4. 2016 % OF NET SALES 2015 % OF NET SALES NET SALES $821,734 100.0% $878,572 100.0% GROSS PROFIT 510,739 62.2% 557,214 63.4% OPERATING EXPENSE 497,916 60.6% 510,057 58.1% OTHER OPERATING INCOME, NET (822) -0.1% (3,919) -0.4% OPERATING INCOME 13,645 1.7% 51,076 5.8% INTEREST EXPENSE, NET 4,609 0.6% 4,586 0.5% INCOME BEFORE TAXES 9,036 1.1% 46,490 5.3% TAX EXPENSE 7,241 0.9% 13,179 1.5% NET INCOME $1,402 0.2% $32,917 3.7% NET INCOME PER SHARE BASIC $0.02 $0.48 DILUTED $0.02 $0.48 WEIGHTED-AVERAGE SHARES OUTSTANDING BASIC 67,975 68,866 DILUTED 68,277 69,265

4 EXCLUDED ITEMS (PRE-TAX) 2016 Q1 Q2 Q3 YEAR TO DATE CLAIMS SETTLEMENT BENEFITS $— $(12,282) $— $(12,282) ASSET IMPAIRMENT — 6,356 — 6,356 INDEMNIFICATION RECOVERY — — (6,000) (6,000) TOTAL $— $(5,926) $(6,000) $(11,926) 2015 Q1 Q2 Q3 YEAR TO DATE INVENTORY WRITE-DOWN (RECOVERY) $26,861 $(2,621) $(2,573) $21,667 LEGAL SETTLEMENT CHARGES — 15,753 — 15,753 ASSET IMPAIRMENT, STORE FIXTURES, LEASE TERMINATION AND STORE CLOSURE COSTS 10,112 1,394 12,659 24,165 PROFIT IMPROVEMENT INITIATIVE 2,479 — — 2,479 GILLY HICKS RESTRUCTURING BENEFIT (1,598) — — (1,598) TOTAL $37,854 $14,526 $10,086 $62,466

5 * Comparable sales are calculated on a constant currency basis. Sales include store and DTC sales. (1) Abercrombie includes the company's Abercrombie & Fitch and abercrombie kids brands. Q3 2016 COMPARABLE SALES* Q1 Q2 Q3 YTD TOTAL COMPANY (4)% (4)% (6)% (5)% BRAND: ABERCROMBIE (1) (8)% (7)% (14)% (10)% HOLLISTER 0% (2)% 0% (1)% GEOGRAPHY: UNITED STATES (2)% (4)% (5)% (4)% INTERNATIONAL (7)% (4)% (10)% (7)%

6 * Abercrombie includes the company's Abercrombie & Fitch and abercrombie kids brands. Q3 2016 SALES MIX* INTERNATIONAL 35.3% UNITED STATES 64.7% INTERNATIONAL 37.3% UNITED STATES 62.7% HOLLISTER 56.4% ABERCROMBIE 43.6% HOLLISTER 54.4% ABERCROMBIE 45.6% Q3 YTD BRAN D GEOGRAPH Y

7 Q3 ADJUSTED OPERATING EXPENSE* * Q3 Adjusted Operating Expense for the current and prior periods is presented on an adjusted non-GAAP basis, and excludes the effect of certain items set out of page 4. (1) Includes rent, other landlord charges, utilities, depreciation and other occupancy expense. (2) Includes selling payroll, store management and support, other store expense, direct-to-consumer expense, and distribution center costs. (3) Rounded based on reported percentages. 2016 % OF NET SALES 2015 % OF NET SALES Δ bps (3) STORE OCCUPANCY (1) $172,982 21.1% $180,804 20.6% 50 ALL OTHER (2) 213,627 26.0% 211,555 24.1% 190 STORES AND DISTRIBUTION 386,609 47.0% 392,359 44.7% 230 MARKETING, GENERAL & ADMINISTRATIVE 111,307 13.5% 117,698 13.4% 10 OTHER OPERATING INCOME, NET (822) (0.1)% (3,919) (0.4)% 30 TOTAL $497,094 60.5% $506,138 57.6% 290

8 SHARE REPURCHASES FY 2016 FY 2015 SHARES REPURCHASED COST AVERAGE COST SHARES REPURCHASED COST AVERAGE COST Q1 — — — — — — Q2 — — — — — — Q3 — — — 2,460.5 $50,029 $20.33 Q4 — — — FULL YEAR — — — 2,460.5 $50,029 $20.33

9 Q3 STORE OPENINGS BRAND CENTER CITY DATE DOMESTI C Hollister International Market Place Honolulu, HI 9/16/16 Hollister Queens Center Queens, NY 10/28/16 INTERN ATIONA L A&F Deji Plaza Nanjing, China 8/27/16 OUTLE T Hollister Florentia Village Tianjin, China 9/15/16 A&F Opry Mills Nashville, TN 9/30/16 A&F Park Shiga Ryuo Kyoto, Japan 10/21/16

10 Q3 STORE COUNT ACTIVITY (1) Abercrombie includes the company's Abercrombie & Fitch and abercrombie kids brands. Locations with abercrombie kids carveouts within Abercrombie & Fitch stores are represented as a single store count. Excludes one international franchise store as of October 29, 2016 and July 30, 2016. (2) Excludes three international franchise stores as of October 29, 2016 and excludes two international franchise stores as of July 30, 2016. (3) Includes 42 stores in Asia and 8 stores in the Middle East. ALL BRANDS TOTAL U.S. CANADA EUROPE REST OF WORLD (3) START OF Q3 2016 926 744 18 117 47 OPENINGS 6 3 — — 3 CLOSINGS (2) (2) — — — END OF Q3 2016 930 745 18 117 50 ABERCROMBIE (1) START OF Q3 2016 372 333 7 17 15 OPENINGS 3 1 — — 2 CLOSINGS (1) (1) — — — END OF Q3 2016 374 333 7 17 17 HOLLISTER (2) START OF Q3 2016 554 411 11 100 32 OPENINGS 3 2 — — 1 CLOSINGS (1) (1) — — — END OF Q3 2016 556 412 11 100 33

11 OUTLOOK* FOR THE FOURTH QUARTER OF FISCAL 2016, THE COMPANY EXPECTS: • COMPARABLE SALES TO BE CHALLENGING, BUT MODESTLY IMPROVED FROM THE THIRD QUARTER • CONTINUED ADVERSE IMPACT FROM FOREIGN CURRENCY ON SALES AND OPERATING INCOME • A GROSS MARGIN RATE DOWN SLIGHTLY TO LAST YEAR'S ADJUSTED NON-GAAP RATE OF 60.7%, DRIVEN BY LOWER AVERAGE UNIT RETAIL, PARTIALLY OFFSET BY LOWER AVERAGE UNIT COST • OPERATING EXPENSE, INCLUDING A LEASE TERMINATION CHARGE OF APPROXIMATELY $16 MILLION, TO BE UP ABOUT 1% FROM LAST YEAR'S ADJUSTED NON-GAAP OPERATING EXPENSE OF $554 MILLION, WITH THE LEASE TERMINATION CHARGE PARTIALLY OFFSET BY SAVINGS FROM LOWER SALES AND EXPENSE REDUCTION EFFORTS • NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS OF APPROXIMATELY $1 MILLION • A WEIGHTED AVERAGE DILUTED SHARE COUNT OF APPROXIMATELY 68 MILLION SHARES, EXCLUDING THE EFFECT OF POTENTIAL SHARE BUYBACKS FULL YEAR EFFECTIVE TAX RATE TO BE IN THE MID TO UPPER 20s, BUT TO REMAIN SENSITIVE AT LOWER LEVELS OF PRE-TAX EARNINGS FULL YEAR CAPITAL EXPENDITURES TO BE APPROXIMATELY $140 MILLION * Excluded from the company's outlook are the effects of certain potential items, such as asset impairment charges, litigation charges and insurance recoveries.

EX-99.4

THOMSON REUTERS STREETEVENTS EDITED TRANSCRIPT ANF - Q3 2016 Abercrombie & Fitch Co Earnings Call EVENT DATE/TIME: NOVEMBER 18, 2016 / 1:30PM GMT OVERVIEW: Co. reported 3Q16 net sales of $822m and adjusted diluted EPS of $0.02. THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us ©2016 Thomson Reuters. All rights reserved. Republication or redistribution of Thomson Reuters content, including by framing or similar means, is prohibited without the prior written consent of Thomson Reuters. 'Thomson Reuters' and the Thomson Reuters logo are registered trademarks of Thomson Reuters and its affiliated companies.

C O R P O R A T E P A R T I C I P A N T S Brian Logan Abercrombie & Fitch Co. - VP, IR Arthur Martinez Abercrombie & Fitch Co. - Executive Chairman Fran Horowitz Abercrombie & Fitch Co. - President & CMO Joanne Crevoiserat Abercrombie & Fitch Co. - EVP & CFO C O N F E R E N C E C A L L P A R T I C I P A N T S Mathew Boss JPMorgan Chase - Analyst Marni Shapiro Retail Tracker - Analyst Tiffany Kanaga Deutsche Bank - Analyst Adrienne Yih Wolfe Research - Analyst Neely Tamminga Piper Jaffray - Analyst Stephen Albert Bank of America Merrill Lynch - Analyst Kimberly Greenberger Morgan Stanley - Analyst Brian Tunick RBC Capital Markets - Analyst Oliver Chen Cowen and Company - Analyst Betty Chen Mizuho Securities - Analyst Paul Lejuez Citi - Analyst Janet Kloppenburg JJK Research - Analyst Susan Anderson Friedman, Billings, Ramsey - Analyst Dana Telsey Telsey Advisory Group - Analyst Richard Jaffe Stifel Nicolaus - Analyst Mark Altschwager Robert W. Baird - Analyst P R E S E N T A T I O N Operator Good day, everyone. Welcome to the Abercrombie & Fitch third-quarter fiscal year 2016 earnings call. Today's conference is being recorded. (Operator Instructions). Now, at this time, I would like to turn the conference over to Mr. Brian Logan. Mr. Logan, please go ahead. Brian Logan - Abercrombie & Fitch Co. - VP, IR Thank you. Good morning and welcome to our third-quarter earnings call. Earlier this morning, we released our third-quarter sales and earnings, income statement, balance sheet, store opening and closing summary and an updated financial history. Please feel free to reference these materials, which are available on our website. Also available on our website is an investor presentation, which we will be referring to in our comments during this call. Today's earnings call is being recorded and the replay may be accessed through the Internet at Abercrombie.com under the Investors section. 2 THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us ©2016 Thomson Reuters. All rights reserved. Republication or redistribution of Thomson Reuters content, including by framing or similar means, is prohibited without the prior written consent of Thomson Reuters. 'Thomson Reuters' and the Thomson Reuters logo are registered trademarks of Thomson Reuters and its affiliated companies. NOVEMBER 18, 2016 / 1:30PM, ANF - Q3 2016 Abercrombie & Fitch Co Earnings Call

Joining me today are Arthur Martinez, Executive Chairman; Fran Horowitz, President and Chief Merchandising Officer; and Joanne Crevoiserat, Chief Financial Officer. After our prepared remarks, we will be available to take your questions for as long as time permits. We ask you to please limit yourself to one question so we can speak to as many callers as possible. Before we begin, I remind you that any forward-looking statements we may make today are subject to the Safe Harbor statement found in our SEC filings. In addition, we will be referring to certain adjusted non-GAAP financial measures during the call. Additional details and a reconciliation of GAAP to non-GAAP financial measures are included in the release issued earlier this morning. With that, I hand the call over to Arthur for some opening remarks. Arthur Martinez - Abercrombie & Fitch Co. - Executive Chairman Thank you, Brian and good morning, everyone and thank you as always for being with us today. As we said we expected on our last earnings call, the third quarter was challenging. While our results for the quarter reflect sequential comp sales improvement in Hollister, this was more than offset by disappointing performance in A&F. That said, on a total Company basis, our direct-to-consumer business continued to grow both domestically and internationally and conversion remained positive across both channels. We also continued our strong disciplines and tight rein on both expense and inventory. The Hollister brand continues to make progress as comp trend improvement throughout the quarter resulted in positive comp sales in the US. There continues to be positive response to Hollister's product innovations, emerging categories and overall customer experience. For the A&F brand, flagship and tourist locations continued to be a major headwind. In addition, traffic in chain stores remained negative. Gross margin was pressured as an A&F assortment weighted towards seasonal categories underperformed resulting in greater-than-planned promotional activity. We are moving aggressively to evolve the A&F brand across all channels through comprehensive changes in product, customer experience and marketing. As you know, late in the quarter, we began to more clearly articulate a redefined identity for the A&F brand matched by a significant advertising campaign. Under new leadership, the team is hard at work implementing the evolved brand identity across all of our customer touch points. We recognize that full implementation will take time, but remain convinced and energized about the potential of the repositioned A&F brand and look forward to reporting to you on our progress. While we anticipate top-line headwinds through the balance of the year, we do expect to deliver modest overall comp sales trend improvement in the fourth quarter as we intensify what is working in our assortments and store experience to improve performance. Now Fran will provide more color around brand performance and our strategic initiatives. Fran Horowitz - Abercrombie & Fitch Co. - President & CMO Thank you, Arthur and good morning, everyone. We continue to make significant strategic and operational progress in both brands. While that progress is more evident today in Hollister's results, we are confident that, as we apply our learnings to the A&F brand, it will become more apparent in its results over future quarters. I will recap the performance and strategic progress for each brand and then provide an update on our cross-branded initiatives. Starting with Hollister, comp sales trends improved throughout the quarter across both genders and geographies. The team successfully addressed fashion issues in our girls tops assortment, which resulted in a return to positive comps in the US during the quarter. 3 THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us ©2016 Thomson Reuters. All rights reserved. Republication or redistribution of Thomson Reuters content, including by framing or similar means, is prohibited without the prior written consent of Thomson Reuters. 'Thomson Reuters' and the Thomson Reuters logo are registered trademarks of Thomson Reuters and its affiliated companies. NOVEMBER 18, 2016 / 1:30PM, ANF - Q3 2016 Abercrombie & Fitch Co Earnings Call

We also saw continued strength across a number of categories in the guys assortment as the customer continued to respond positively to the product innovations and stretch we've added to the polos, shirting and jeans assortment. In addition, the emerging intimates and accessories categories performed well, offsetting overall weakness in heavier weight fleece, sweater and outerwear categories, which we primarily attribute to unseasonably warm weather. We continue to focus on creating an emotionally engaging brand experience across every touch point putting the customer at the center of everything we do. Through extensive research and increased customer interactions, we know a lot more about our customers and what they want than we did when we began this journey and we are putting all we have learned to work. Based on the success of our previous Hollister store remodel's, we completed eight additional remodels during the quarter with an additional 12 scheduled to open by next week. This brings the total number of remodeled Hollister stores to 64 this year. Further, the Hollister Club Cali loyalty program, which was rolled out in the US last quarter, has been met with a lot of enthusiasm from our customers and already has nearly 4 million active members. In addition to driving higher sales, the program has been successful in increasing customer engagement, identification and retention. Turning to A&F, softness in flagship and tourist stores particularly in international markets was the predominant driver of the brand's comp sales decline in the quarter. As Arthur noted, the decline in A&F was compounded by an assortment that was distorted towards outerwear and other heavier-weight categories. Our efforts to clear through underperforming early fall receipts put pressure on the gross margin rate in the A&F brand. The A&F team has worked quickly to adjust our assortments and enhance our position as we move into holiday. This includes investing in categories where we have seen traction, such as cozy fabrications and sweaters for women and pants, tees and essentials for men, as well as the emerging active category. We have learned a lot about enhancing the shopping experience, creating loyalty and talking to our customers through social media from our successes with Hollister and we are applying that to the A&F brand. We are on track to test a new A&F prototype store, which is scheduled to open in early 2017 and are now in the process of developing a loyalty program for the A&F brand, which will also debut in early 2017. In addition, after seeing positive customer reaction to ratings reviews on Hollister's website, we recently added that feature to the A&F website. Initial response has been strong and along with our post-purchase survey is providing us valuable customer insights and feedback. We have also now made it possible for customers to seamlessly cross-navigate and transact both the Abercrombie adults and kids brands through a single website. As a result of this change that was made in September, we are seeing higher average order sizes on mixed basket transactions and lower shipping and handling costs. During the quarter, we also begin to communicate through a major advertising campaign, the evolved identity for A&F as the accessible American casual luxury brand for today's twenty-something consumer. The campaign was accompanied by a totally redesigned website, a complete reboot of our social media presence with all new digital advertising across all platforms, as well as marketing that reaches the consumer while they are outside their homes. Using new creative featuring fresh and candid imagery, the marketing reflects a more diverse and inclusive portrayal of style and beauty and aligns with and supports the updated customer experience and evolved assortment. While we are just getting our communications, we are pleased with the reach of this campaign, which has generated more than 800 million impressions to date. We are also applying our learnings to our other cross-branded initiatives. We know our customers stay connected through technology, so we continue to communicate with them through the innovative work we are doing with key social media partners. Our brands were among a select group to be part of Instagram's test of a new e-commerce feature beginning last week. The new feature allows us to tag products in photos, supply product information and redirect consumers to our website with shop now buttons. 4 THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us ©2016 Thomson Reuters. All rights reserved. Republication or redistribution of Thomson Reuters content, including by framing or similar means, is prohibited without the prior written consent of Thomson Reuters. 'Thomson Reuters' and the Thomson Reuters logo are registered trademarks of Thomson Reuters and its affiliated companies. NOVEMBER 18, 2016 / 1:30PM, ANF - Q3 2016 Abercrombie & Fitch Co Earnings Call

We also know that our customers want a seamless shopping experience across all channels. On the digital side, we are delivering that through our investments in mobile. Direct-to-consumer continued to grow during the quarter, which included a nearly 50% increase in sales from orders placed on mobile phones with double-digit increases in traffic and conversion. In addition, we continue to expand our omnichannel capabilities. After a successful rollout of purchase online pickup in store first in the UK and then in the US last quarter, we rolled this feature out to Canada this quarter. Purchase online pick up in store continues to be a popular feature accounting for over 5% of online orders in these markets. This feature is also driving high in-store attachment rates upon pickup. We recognize today customers value speed and service. We recently augmented our fulfillment capabilities to the West Coast with a third-party facility to better service customers in that region of the country. We continue to make progress, but we recognize that the A&F brand represents a more complex challenge. The progress may not be evident at the same pace as it has been with Hollister. We also know it will take time to fully realize the benefit of all our work, but we are confident that as we apply our learnings to the A&F brand, progress will become evident. For the total Company in the fourth quarter, we expect modest comps sales improvement from last quarter with a more seasonably appropriate assortment. And we anticipate continued progress under the exceptional leadership of our new brand presidents, Stacia Andersen and Kristin Scott. Stacia and Kristin have quickly onboarded with the team and are focusing on the product, customer experience and evolution of our brand position. Before I turn the call over to Joanne, I would like to thank our teams around the world and on our campus for their continued commitment and support in driving our business forward. With that, I will hand it over to Joanne. Joanne Crevoiserat - Abercrombie & Fitch Co. - EVP & CFO Thanks, Fran and good morning, everyone. As Fran covered, while results for the quarter were mixed by brand, we are making meaningful progress on our strategic initiatives to position the Company for future growth. We remain focused on tightly managing the business in a difficult environment while continuing to support those initiatives. I will be recapping the third-quarter results and also provide our outlook for the fourth quarter. Starting with the third quarter, net sales were $822 million, down 6% from last year. Foreign currency adversely impacted sales by approximately $8 million. Comp sales for the quarter were down 6% as improvement from last quarter in Hollister was more than offset by a decline in Abercrombie. Year-over-year trends in conversion remained positive, but continued to be more than offset by weak traffic. As shown on page 5 of the investor presentation, by geography, comps sales for the quarter were down 5% in the US and down 10% in international markets. By brand, comp sales for the quarter were down 14% for Abercrombie and flat for Hollister. Comp sales improvement from last quarter in the Hollister brand was driven by the US, which returned to positive comps in the quarter. This progress was offset by a sales decline in the Abercrombie brand in both geographies, but particularly international markets where the flagship business is concentrated. As Fran mentioned, we continue to see a return on the investments we've made in mobile, omnichannel and fulfillment capabilities with our overall DTC business delivering another quarter of growth in both the US and international markets. For the quarter, the direct-to-consumer business grew to 23% of total sales compared to 21% of total sales last year. I will be recapping the rest of our results for the quarter compared to last year on an adjusted non-GAAP basis. Excluded from our results for the quarter was a pretax benefit of $6 million compared to net pretax charges of $10 million last year, which are detailed on page 4 of the investor presentation. For the third quarter, the $6 million benefit related to an indemnification recovery of previously recognized legal settlements. Gross margin for the quarter was 62.2%, 60 basis points lower than last year on a constant currency basis. A reduction in average unit costs was more than offset by lower average unit retail related to promotional actions required to move through early fall deliveries. While we made some progress in reducing the frequency of promotional activity, those efforts were more than offset by increased depth of promotions required to maintain healthy inventory levels. 5 THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us ©2016 Thomson Reuters. 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Longer term, we remain focused on reducing the overall level of promotional intensity through continued strong inventory management and improved product acceptance. This remains an important part of our strategy and focus to improve brand health. Moving to operating expense, we continue to deliver expense reductions to more than offset strategic investments. This quarter we offset incidental investments in marketing to support the rollout of the redefined brand positions and continued incremental investments in direct-to-consumer and omnichannel capabilities, which continue to drive growth. Stores and distribution expense decreased $6 million from last year due to lower variable expenses on lower sales and expense reduction efforts, partially offset by incremental investments in direct-to-consumer related to digital marketing, omnichannel and fulfillment capabilities. Marketing, general and administrative expense decreased $6 million from last year, as expense savings identified through expense reduction efforts were partially offset by the investments in marketing expense mentioned earlier. Adjusted operating income for the quarter was $14 million compared to adjusted operating income of $51 million last year and included the adverse affect from FX of approximately $9 million. The adjusted effective tax rate for the quarter was 80% reflecting a catch-up adjustment related to a change in the estimated full-year adjusted effective tax rate. Adjusted net income per diluted share was $0.02 compared to adjusted net income per diluted share of $0.48 last year and included the adverse effect from FX of approximately $0.09 net of hedging. Turning to the balance sheet, we ended the quarter with $470 million in cash and $293 million in gross borrowings outstanding compared to $406 million in cash and $297 million in borrowings a year ago. Yesterday, we announced that our Board of Directors approved the $0.20 quarterly dividend. We have a strong balance sheet and are confident in our ability to generate the cash necessary to maintain the dividend, which is an important element in our capital allocation strategy. Additionally, we continue to tightly manage inventory ending the quarter with total inventory down 14% compared to last year's third quarter. Overall, inventory levels and content are well-balanced and positioned to drive fourth-quarter business. Details of our store openings and closings for the quarter are included on page 9 and 10 of the investor presentation. At the end of the quarter, we operated 745 stores in the US and 185 stores across Canada, Europe, Asia and the Middle East. As we work to improve overall store productivity, we continue to optimize our store fleet through a variety of actions, including closure, downsizing and relocation. For the year, we expect to close approximately 50 stores in the US through natural lease expirations. We continue to have significant lease flexibility and evaluate our options based on the economics of each store. While flagship stores play an important role as a gateway to the brand and remain profitable in the aggregate, we are taking actions to address and improve their performance. In January, we will close the A&F flagship store in Korea and earlier this year, we successfully negotiated a meaningful reduction in the rent at our A&F flagship store in Tokyo. In addition, we recently exercised a lease kick-out option for our A&F flagship store in Hong Kong. As a result of this decision, we expect to incur approximately $16 million in lease termination charges during the fourth quarter. These actions are part of our ongoing review of the performance of our fleet as we continue to drive improvement in product, experience and profitability. Moving to our outlook for the balance of the year, for the fourth quarter, we expect comparable sales to be challenging, but modestly improved from the third quarter; continued adverse impact from foreign currency on sales and operating income; a gross margin rate down slightly from last year's adjusted non-GAAP rate of 60.7% driven by lower average unit retail, partially offset by lower average unit costs. We expect operating expense, including a lease termination charge of approximately $16 million, to be up about 1% from last year's adjusted non-GAAP operating expense of $554 million with the lease termination charge partially offset by savings from lower sales and expense reduction efforts. A weighted average diluted share count of approximately 68 million shares, excluding the effect of potential share buybacks. 6 THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us ©2016 Thomson Reuters. All rights reserved. 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On a full-year basis, we expect the effective tax rate to be in the mid to upper 20%s, but to remain sensitive at lower levels of pretax earnings. Excluded from our outlook are the effects of certain potential items such as asset impairment charges, litigation charges and insurance recoveries. We expect capital expenditures to be approximately $140 million for the full year, which includes approximately $70 million for new stores and store updates and investments of approximately $50 million in direct-to-consumer, omnichannel and IT to support growth and profit improvement initiatives. And as Fran noted, by next week, we will have completed the 64 Hollister store interior remodels we planned for this year. In addition to the 13 stores opened through the third quarter, including five outlet stores, we expect to open seven new stores in the fourth quarter, including five in China and two in the US. And as Fran mentioned, we continue to make progress on our strategic and operational initiatives. Although progress is more evident in the Hollister brand, we are aggressively applying our learnings to the A&F brand and remain confident in the long-term potential of both brands. As we did in the third quarter, we will continue to tightly manage the business while we execute against the longer-term strategies necessary to realize the full potential of our brands. Now I will turn the call back to Arthur. Arthur Martinez - Abercrombie & Fitch Co. - Executive Chairman Thanks, Joanne. Before we take your questions, I'd like to say that we certainly are not satisfied with our current performance. However, we've already come a long way in our efforts to redefine our brands through evolved product, customer experience and marketing, all of which will help position us for enhanced performance and future success. Regardless of the near-term environment, which remains difficult at the moment, we believe that the results of these efforts will become more evident moving into 2017 and beyond. I will now turn the call back to Brian. Brian Logan - Abercrombie & Fitch Co. - VP, IR Thanks, Arthur. That concludes our compared comments. At this time, we will be happy to take your questions. As a reminder, please limit yourself to one question so we can speak to as many of you as possible. Thank you. Q U E S T I O N S A N D A N S W E R S Operator (Operator Instructions). Matthew Boss, JPMorgan. Mathew Boss - JPMorgan Chase - Analyst Good morning. So just to dive into the store base a little bit more, you've obviously done a lot of work rationalizing the store base and closing stores pretty aggressively. I guess larger picture, can you just give us an update on the overall health of the store fleet; how you are evaluating it; your flexibility if you wanted to close stores at a faster pace? And then just more particularly on Europe, just an update on the health of that store base; any need or expectations to start closing some stores there as well? 7 THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us ©2016 Thomson Reuters. All rights reserved. Republication or redistribution of Thomson Reuters content, including by framing or similar means, is prohibited without the prior written consent of Thomson Reuters. 'Thomson Reuters' and the Thomson Reuters logo are registered trademarks of Thomson Reuters and its affiliated companies. NOVEMBER 18, 2016 / 1:30PM, ANF - Q3 2016 Abercrombie & Fitch Co Earnings Call

Joanne Crevoiserat - Abercrombie & Fitch Co. - EVP & CFO Thanks, Matt. As you called out, we have been aggressive in terms of closing underperforming stores for some time. We've closed over 350 stores over the last six years and continue to retain a lot of flexibility in our lease terms to be able to make those decisions. As we look at those decisions, we make them on a case-by-case basis evaluating the economics of each store. The closures that we have done -- most of the closures that we have done to date have been at the natural lease expirations. The overall health of the stores and the profitability of the stores doesn't make it appropriate for us to take any action before the natural lease expiration. The economics wouldn't indicate that. As we evaluate our fleet, we continue to prioritize maintaining flexibility in the fleet. We have a number of lease terminations and a lot of flexibility in both the US market, but also in the European market in our international stores with lease kick-out opportunities. However, the international store base continues to be very profitable. We would not expect to close many stores in Europe. Our footprint in that market is much more modest in terms of overall share and footprint and those stores continue to be very profitable. Operator Marni Shapiro, Retail Tracker. Marni Shapiro - Retail Tracker - Analyst I just want to dive in a little bit to the Abercrombie trends. You talked about some of the weather and the outerwear that you had in the stores and assuming that that was where a lot of the pressure was on the merchandise, can you just talk a little bit more? Did you see improved or at least holding sales in things like polo shirts, denim and non-seasonal wovens? Fran Horowitz - Abercrombie & Fitch Co. - President & CMO So, yes, the two major issues contributing to the Abercrombie challenge for the third quarter, first, the headwinds from traffic in our flag, as well as our tourist stores remains a headwind and the seasonal issue was earlier in the quarter. We believe that the teams have been able to take some of the opportunities that actually were working in our third-quarter business in order to get us better prepared for the fourth-quarter business. So, for example, we had a strong sweater business in women's for the third quarter and based on our supply chain and our ability to get back into some of those best-selling items, we were able to aggressively reorder them and get into position. We also launched a new fabric that we are incredibly excited about, a cozy fabric, in women's in our loungewear. This is something that's a great gift-giving item for holiday. We [chased] back into that as well and we feel we are well-positioned for the fourth quarter. So our seasonal categories do get more important to us as we head into the fourth quarter. And as far as some of the specific category that you asked about, we do feel that our shirting business is showing improvement. The khakis that we launched earlier in the year continue to be strong in the men's business. Operator Tiffany Kanaga, Deutsche Bank. 8 THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us ©2016 Thomson Reuters. All rights reserved. Republication or redistribution of Thomson Reuters content, including by framing or similar means, is prohibited without the prior written consent of Thomson Reuters. 'Thomson Reuters' and the Thomson Reuters logo are registered trademarks of Thomson Reuters and its affiliated companies. NOVEMBER 18, 2016 / 1:30PM, ANF - Q3 2016 Abercrombie & Fitch Co Earnings Call

Tiffany Kanaga - Deutsche Bank - Analyst Thanks for taking my questions. Have you seen any improvement in tourism trends since the second quarter as you look on a monthly basis, or to put it another way, are things getting less bad yet? And when do you think you might see improvement? Joanne Crevoiserat - Abercrombie & Fitch Co. - EVP & CFO Since the second quarter, Tiffany, we did see improvement in the Hollister brand as we moved through the quarter as the teams worked to deliver changes to the assortment. We saw growing product acceptance by our customers in the Hollister brand. As it relates to the third quarter, as Fran just mentioned, the headwinds that we saw in the third quarter in A&F were primarily in the tourist and flagship stores and those traffic headwinds continued and persisted throughout the third quarter. And we also had -- it was compounded by an assortment that was heavier-weighted and not seasonally appropriate. We didn't have enough wear-now product in a quarter that had some unseasonably warm temperatures. Operator Adrienne Yih, Wolfe Research. Adrienne Yih - Wolfe Research - Analyst Good morning. My question, Joanne, can you talk about the inventory position being so conservative and so down, double digits obviously? How does that affect your ability to comp? I know that you are looking for modest improvement, but doesn't that create this cycle of not being able to comp and then keeping the inventory tight? So when would you start to be less negative on that inventory? Fran, can you talk about the A&F brand positioning? Maybe describe it to us in three keywords that embody this new imagery and the direction just so we have some idea of what the new target positioning should be? Thank you very much. Joanne Crevoiserat - Abercrombie & Fitch Co. - EVP & CFO Thanks, Adrienne. On the inventory question, we continue to expect to have improvement in inventory productivity. We continue to believe we have opportunity there. The inventory position, the teams -- we've managed inventory very well. The teams have responded very quickly. As they see changes in the business environment, we moved quickly to work our way through early fall receipts that were not meeting sellthrough expectations and we've done that and we feel like we are in a good position. As we enter the fourth quarter, we have inventory positioned appropriately behind the right categories, a more seasonally appropriate product mix. Importantly, we also feel that we've positioned inventory well by channel with our growing digital channel, as well as within the store channel and by geography. Maintaining lean inventories actually helps us improve the comp faster. We are not sitting on lumps of product that we need to work through and it helps us actually be more agile. So the inventory position we feel very good about. It helps with speed and our ability to get behind the things that are working and we feel that it's positioned well both in overall levels and content as we move into the fourth quarter. 9 THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us ©2016 Thomson Reuters. All rights reserved. Republication or redistribution of Thomson Reuters content, including by framing or similar means, is prohibited without the prior written consent of Thomson Reuters. 'Thomson Reuters' and the Thomson Reuters logo are registered trademarks of Thomson Reuters and its affiliated companies. NOVEMBER 18, 2016 / 1:30PM, ANF - Q3 2016 Abercrombie & Fitch Co Earnings Call

Fran Horowitz - Abercrombie & Fitch Co. - President & CMO So in answer to your question, our new A&F positioning, it's an evolved position from where we have been in the past. In the past, we had been much more exclusive and we are looking to be considerably more inclusive. We consider the brand to be an accessible American casual luxury brand for the twenty-something consumer. Some of the keywords to think about are inclusive, character, charisma, self-confidence, inner-confidence. The consumer today, based on where we were in the past, has really moved from having a feeling of inner-confidence as opposed to feeling that they have to put clothes on to have self-confidence. So, through our new imagery, if you were to look at that compared to things that we've done in the past, through the styling and the way that we are putting the outfits together, we believe that we are achieving this opportunity. We are really excited that we were able to launch our new marketing towards the end of the quarter. We just recently actually flipped it from what we call the teaser phase to the reveal phase and we believe that that marketing will continue to increase as we move forward. As we mentioned, we have hit our current expectations of about $800 million impressions. Operator Neely Tamminga, Piper Jaffray. Neely Tamminga - Piper Jaffray - Analyst Great. I just had a little bit of a question here on the trends, some more color, if you could. Is some of the progression that you've been seeing continued as you entered into November? We are just trying to get a sense of where the confidence for being modest improvement from Q3 is coming from. That it's not going to be worse, that it could possibly be better. Thank you. Joanne Crevoiserat - Abercrombie & Fitch Co. - EVP & CFO Our historic practice is not to comment on the cadence within the quarter or the current quarter results. Our confidence in moving into Q4, beginning with Hollister, where we did see nice improvement as we moved through the third quarter. We are well-positioned in Q4 categories, those categories that are most important in the Q4 business. We've seen an increase in customer acceptance of the assortment as we move through Q3 and we also have growing customer engagement as we've rolled out that Club Cali loyalty program and we have now over 4 million active users or active members of our Club Cali program. Those are all elements that we expect to help continue further the trend into Q4. In A&F, there were some greenshoots in the business during Q3 that the teams have worked quickly to get behind. As Fran mentioned, businesses like women's sweaters that performed well in Q3 are bigger businesses in Q4. As I mentioned earlier, we have a more seasonally appropriate assortment as we head into the fourth quarter and the marketing investments that we are making throughout the quarter we expect to continue to gain traction. And I also want to add that we've delivered consistently strong growth in our DTC business. We have invested in increased fulfillment capabilities and introduced new omnichannel capabilities to support that channel and we do have inventory well-positioned by channel to capture the business wherever the customer chooses to shop in the fourth quarter. Operator Stephen Albert, Bank of America Merrill Lynch. 10 THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us ©2016 Thomson Reuters. All rights reserved. Republication or redistribution of Thomson Reuters content, including by framing or similar means, is prohibited without the prior written consent of Thomson Reuters. 'Thomson Reuters' and the Thomson Reuters logo are registered trademarks of Thomson Reuters and its affiliated companies. NOVEMBER 18, 2016 / 1:30PM, ANF - Q3 2016 Abercrombie & Fitch Co Earnings Call

Stephen Albert - Bank of America Merrill Lynch - Analyst Good morning. So MG&A was well-controlled during the quarter despite some ramped up ad spending. Could you maybe go through some of the specific levers that you were able to pull back on and how should we think about that line going forward? Overall, how do you view the opportunity to pull back on fixed costs going forward? I realize, over the past few years, some of the low-hanging fruit may be gone, but how should we think about the cost control? Joanne Crevoiserat - Abercrombie & Fitch Co. - EVP & CFO Yes, the offsets in MG&A were varied. Certainly, we are looking to, and it is our priority to offset the investments we are making both in marketing, as well as in the DTC world, offsetting those with our expense reduction efforts. We have been successful over time in pulling back on costs. One of the biggest levers we can pull going forward is in the productivity of our store fleet. We've been aggressive at closing unproductive stores and announced this quarter more actions that we are taking to drive productivity in our brick-and-mortar fleet, including addressing underperforming flagship stores, as well as renegotiating lease terms as evident in the Tokyo A&F flagship stores. So we continue to focus on pulling back on costs. I think there are continued opportunities across the business and a strong focus on optimizing our store fleet and driving more productivity through brick-and-mortar stores. Operator Kimberly Greenberger, Morgan Stanley. Kimberly Greenberger - Morgan Stanley - Analyst Great. Thank you. Joanne, I'm wondering if you can talk about what measures you are taking to preserve cash given the deteriorating free cash flow picture and the balance sheet that carries fairly high lease-adjusted leverage. Are you able to further cut back on CapEx? Can you shut down your new store pipeline? Are there additional opportunities maybe to cut SG&A, or any thoughts around trimming the dividend? What are the things that you are looking at to fortify your free cash flow? Thanks. Joanne Crevoiserat - Abercrombie & Fitch Co. - EVP & CFO Thanks, Kimberly. We have a strong balance sheet and have consistently generated positive free cash flow and expect that to continue. Our outlook and our expectation as it relates to CapEx is to continue to invest in the business in those areas where we see the greatest risk-adjusted returns. Our expected spending this year, as I mentioned earlier, is about $140 million in capital spend and those are focused on the projects that deliver returns, including our new stores and our remodels that we've talked about. Important to improving the brand experience and driving growth and productivity in our store fleet. In terms of our capital allocation philosophy, we continue to invest in the business and return cash to shareholders through the dividend. We expect to generate cash to be able to maintain the dividend and we continue to focus on returning cash through share repurchases based on valuation and liquidity. But our current status on our cash generation is positive and we expect it to remain so. Operator Brian Tunick, RBC. 11 THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us ©2016 Thomson Reuters. All rights reserved. Republication or redistribution of Thomson Reuters content, including by framing or similar means, is prohibited without the prior written consent of Thomson Reuters. 'Thomson Reuters' and the Thomson Reuters logo are registered trademarks of Thomson Reuters and its affiliated companies. NOVEMBER 18, 2016 / 1:30PM, ANF - Q3 2016 Abercrombie & Fitch Co Earnings Call

Brian Tunick - RBC Capital Markets - Analyst Thanks. Good morning. Was curious, Joanne, maybe first if you can just reconcile your comments for gross margin AUR pressure for the fourth quarter. Your inventories, I think, are down 14%. You are up against last year's obviously tough sweater and outerwear environment. So I guess we were first just curious there. What's causing your comments there? Is it domestic or is it international AUR pressure you are anticipating? And then maybe broader picture on international, what do you think is driving that traffic deceleration as we moved through the last quarter or two and any color by country or geography would be helpful to us. Thanks very much. Joanne Crevoiserat - Abercrombie & Fitch Co. - EVP & CFO In terms of gross margin, the AUR pressure, we expect FX to be a headwind. That's the majority of the AUR pressure that we expect in the fourth quarter, slightly worse than we expected at the beginning of the -- as we came into the third quarter, really with the weakening of the pound contributing to that. And I also think we have a realistic expectation for AUR as we move through what will likely be a very competitive fourth quarter. In terms of the traffic deceleration, we continue to see headwinds in the tourist traffic and that is predominately in international markets, but also in the US. We saw a continuation in the US and a slight worsening on the tourist traffic in international markets. Additionally, during the third quarter, some of the traffic impact was likely due to weather. The performance of our seasonal product in our seasonal categories would indicate that we didn't have enough wear-now in our assortments and that likely impacted the traffic numbers also. Operator Oliver Chen, Cowen. Oliver Chen - Cowen and Company - Analyst Thank you. On the Abercrombie & Fitch brand, you mentioned that the progress would take a little bit longer. Could you contextualize the dimensions that are driving that and will the speed initiatives be in a position to help you positive comp there? By what timing? And just a quick modeling question, as we look at our models, when do the tourism traffic compares start to ease? Is that a positive catalyst? Thank you. Fran Horowitz - Abercrombie & Fitch Co. - President & CMO Regarding the A&F brand progress, really the issue in Q3 was predominately driven by the traffic headwinds that we experienced both in our tourist, as well as our flagship locations. The assortment issues, we do feel we have addressed. We took markdowns on them and moved through them and have set a compelling assortment for the fourth quarter. The teams were able to respond to the opportunities that they saw within the third quarter and as we move into the fourth quarter, our seasonal categories do become much more important to the total. Regarding the tourism traffic demands, I think I will turn that one over to Joanne. Joanne Crevoiserat - Abercrombie & Fitch Co. - EVP & CFO Yes, just to jump in on the tourism traffic headwinds, we have been in this cycle for a while. We don't expect the tourism issues and the traffic trends to abate. As we move through the fourth quarter, we expect traffic to remain challenging in those locations. The disruption we've seen in tourism 12 THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us ©2016 Thomson Reuters. All rights reserved. Republication or redistribution of Thomson Reuters content, including by framing or similar means, is prohibited without the prior written consent of Thomson Reuters. 'Thomson Reuters' and the Thomson Reuters logo are registered trademarks of Thomson Reuters and its affiliated companies. NOVEMBER 18, 2016 / 1:30PM, ANF - Q3 2016 Abercrombie & Fitch Co Earnings Call

is likely caused by safety and security concerns, as well as currency devaluation. And again, we expect that to continue as we move through the fourth quarter. Fran Horowitz - Abercrombie & Fitch Co. - President & CMO Oliver, I'm sorry, I skipped over the second question. Regarding the speed in our business, we are reacting to our business on a weekly basis. We believe, for example, in the Abercrombie brand where I mentioned earlier that we had this terrific fabric that we shipped in third quarter, this new cozy fabric, that is a large part of our holiday gift-giving opportunity in our loungewear. The teams were able to respond to what was happening and chase into it. In addition, coming out of the second quarter in Hollister where we feel we had a miss in some of the fashion in our second-quarter opportunity going into third quarter, we were also able to adjust that based on our supply chain and our speed to some of those initiatives. So, as we continue to see those opportunities, the teams will continue to react quickly. Oliver Chen - Cowen and Company - Analyst Thank you. Happy holidays as well. Operator Betty Chen, Mizuho Securities. Betty Chen - Mizuho Securities - Analyst Hi, Joanne. I think you mentioned earlier that, clearly, you guys have been very good about closing stores through natural lease expirations and then we will take a look at that going forward. Can you remind us the number of stores or leases up for renewal in the next year or two and how that may differ between the chain stores, as well as the flagships and perhaps the number of flagships that you are evaluating where you may take advantage of either rent reductions or perhaps terminations? My follow-up question is, I'm not sure if you've already addressed this, but in terms of the inventory position being down 14%, is there any difference between Hollister versus Abercrombie & Fitch inventory positions? Thanks. Joanne Crevoiserat - Abercrombie & Fitch Co. - EVP & CFO Hi, Betty. I will pick up the store closings. We continue to have significant flexibility in our store fleet. We have about 50% of our US leases up for renewal over the next 18 months. In Europe and in international markets, the lease structures are a little bit different, but we have kick-out clauses in those leases that also provide a tremendous amount of flexibility. As it relates to the flagship stores, those leases are different and each individual store has its own set of facts and circumstances. I will remind you though that, in aggregate, our flagship stores are still profitable and we would take action on underperforming stores as we see the need as evidenced by the announcements we made today. Those include renegotiating rents where possible as we've done in the Ginza store in Tokyo and also announcing the kick-outs of the flagships in Korea and in Hong Kong. But in aggregate, our flagship store business is profitable and they remain an important part of our store fleet and an important gateway to the brand. 13 THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us ©2016 Thomson Reuters. All rights reserved. Republication or redistribution of Thomson Reuters content, including by framing or similar means, is prohibited without the prior written consent of Thomson Reuters. 'Thomson Reuters' and the Thomson Reuters logo are registered trademarks of Thomson Reuters and its affiliated companies. NOVEMBER 18, 2016 / 1:30PM, ANF - Q3 2016 Abercrombie & Fitch Co Earnings Call

Fran Horowitz - Abercrombie & Fitch Co. - President & CMO And regarding your question on inventory, the answer is yes, the inventory is down comparably in A&F and Hollister. Both brands going into the fourth quarter do benefit from our seasonal categories becoming more important and we feel that the inventory is well-positioned; it's well-positioned both from a category perspective, as well as a channel perspective. We did have a strong continued DTC business in the third quarter and we feel we are prepared heading into the fourth quarter. Betty Chen - Mizuho Securities - Analyst All right. Thank you so much. Best of luck for the holidays. Operator Paul Lejuez, Citi. Paul Lejuez - Citi - Analyst Thanks, guys. Can you talk about the wholesale business, maybe run through where you stand today on each of those relationships? How big are those businesses and what's the outlook for them to grow from here? Maybe also talk about any opportunities to form new wholesale partnerships. Thanks. Joanne Crevoiserat - Abercrombie & Fitch Co. - EVP & CFO Yes, I think, last year, we talked about our wholesale business being about $10 million and we have continued to grow our wholesale partnerships and relationships. Both the ones that we have had with ASOS and Next from last year continue to grow this year and we've added Zalando this year. We recently launched on Zalando and have been very pleased with the response from customers in those markets. The way we think about our wholesale business is an opportunity to reach new customers and expand our brand reach and we've been able to do that through these partnerships. In fact, our DTC and digital business in the regions where we have wholesale relationships has actually improved, which indicates that we are reaching new customers through these relationships. We expect the wholesale business to continue to grow into next year and we will announce any new partnerships as they are available, but we do expect the wholesale business to continue to grow. Paul Lejuez - Citi - Analyst So that $10 million you talked about last year, what does that look like this year in total? Joanne Crevoiserat - Abercrombie & Fitch Co. - EVP & CFO We haven't disclosed the details of that, but we have seen growth, both with the partners that we had last year, plus the growth with the new partner, Zalando. Paul Lejuez - Citi - Analyst Okay, great. Thanks, guys. Good luck. 14 THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us ©2016 Thomson Reuters. All rights reserved. Republication or redistribution of Thomson Reuters content, including by framing or similar means, is prohibited without the prior written consent of Thomson Reuters. 'Thomson Reuters' and the Thomson Reuters logo are registered trademarks of Thomson Reuters and its affiliated companies. NOVEMBER 18, 2016 / 1:30PM, ANF - Q3 2016 Abercrombie & Fitch Co Earnings Call

Operator Janet Kloppenburg, JJK Research. Janet Kloppenburg - JJK Research - Analyst Hi, everybody. Fran, I was interested in the conversation about the assortments improving at the A&F brand. I'm just wondering have you had enough time to adjust those assortments given the learnings that you've had in the summer and the fall and if you feel confident that we should see, in the non-tourist stores, an improved comp progression or if we will really need to wait until the spring season for that to evolve. Maybe just a little bit of discussion around the timing there and I know it's hard given the environment, so nothing is lost in stone. And, Joanne, I was just wondering on that lease expiration that you talked about for the fourth quarter, are we going to flow that through as ordinary or will that come through as an extraordinary item? Thanks so much. Fran Horowitz - Abercrombie & Fitch Co. - President & CMO The improvements in A&F are clearly an evolution. We are working very diligently with the teams every week reviewing our selling and seizing the opportunities that we can. We believe that the greenshoots that we saw in the third quarter on some of our key categories such as sweaters, the cozy fabric I mentioned earlier, some of the men's businesses, we do feel that we have positioned ourselves appropriately for the fourth quarter in addition to the seasonally appropriate categories becoming of greater importance to us. So it's an evolution and we do see that heading into the fourth quarter. (multiple speakers). Joanne Crevoiserat - Abercrombie & Fitch Co. - EVP & CFO On the lease termination charge, we expect to have that as part of our GAAP earnings and we would not expect to exclude that charge. Janet Kloppenburg - JJK Research - Analyst So it won't come through as a non-GAAP adjustment? Joanne Crevoiserat - Abercrombie & Fitch Co. - EVP & CFO Yes, that is where we think it will land today subject to more discussion with accountants. Janet Kloppenburg - JJK Research - Analyst Okay. Thanks and good luck for holiday. Operator Susan Anderson, FBR. 15 THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us ©2016 Thomson Reuters. All rights reserved. Republication or redistribution of Thomson Reuters content, including by framing or similar means, is prohibited without the prior written consent of Thomson Reuters. 'Thomson Reuters' and the Thomson Reuters logo are registered trademarks of Thomson Reuters and its affiliated companies. NOVEMBER 18, 2016 / 1:30PM, ANF - Q3 2016 Abercrombie & Fitch Co Earnings Call

Susan Anderson - Friedman, Billings, Ramsey - Analyst Good morning. Thanks for taking my question. I was wondering if you could give a little bit more color on the performance of the formats internationally versus the US, so Hollister internationally and in the US, are you seeing better performance there both abroad and domestically? And then also maybe if you could talk about what you are seeing in terms of sales retention rate from the stores that you are closing. Joanne Crevoiserat - Abercrombie & Fitch Co. - EVP & CFO Susan, in terms of the formats internationally versus US, I assume you are referring to the remodeled stores? We are seeing consistent improvement and lift in sales and traffic from our remodeled stores in Hollister internationally versus the US. So the Hollister performance in the US, as we mentioned, during the third quarter shifted to a positive comp, returned to positive comps, which was nice to see. We did see traction as we moved through the quarter. The retention rate for stores that we are closing has been fairly limited. We do see some retained sales in terms of transfer to the online business and it really depends on how close we have a neighboring store, but the overall sales retention for closed stores is fairly low, less than 20% in total. Susan Anderson - Friedman, Billings, Ramsey - Analyst Okay, that's helpful. And so for Hollister, both in the US and internationally, you saw it move to flattish positive comp I guess? Joanne Crevoiserat - Abercrombie & Fitch Co. - EVP & CFO The international business was not as strong as the US business. The unseasonably warm weather -- our seasonal categories did not perform as well in international markets, which indicates to us that weather was more of a factor in international markets than in the US. Susan Anderson - Friedman, Billings, Ramsey - Analyst Got it. And then A&F had similar more underperformance internationally also? Joanne Crevoiserat - Abercrombie & Fitch Co. - EVP & CFO Yes, the A&F business is positioned differently in international markets. The Hollister business is more of a mall-based business internationally and has a more local customer. The A&F business in our international markets is predominantly flagship and tourist locations and those headwinds continued, as well as -- and were compounded by some of the assortment opportunities that we noted. But as we said, we are taking actions. The teams are working very quickly to get behind the product and assortments that are working. We are taking steps in our flagship stores to improve their performance through store experience, as well as product changes and we are addressing underperforming stores as well. Susan Anderson - Friedman, Billings, Ramsey - Analyst Great. Very helpful. Good luck next quarter. Operator Dana Telsey, Telsey Advisory Group. 16 THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us ©2016 Thomson Reuters. All rights reserved. Republication or redistribution of Thomson Reuters content, including by framing or similar means, is prohibited without the prior written consent of Thomson Reuters. 'Thomson Reuters' and the Thomson Reuters logo are registered trademarks of Thomson Reuters and its affiliated companies. NOVEMBER 18, 2016 / 1:30PM, ANF - Q3 2016 Abercrombie & Fitch Co Earnings Call

Dana Telsey - Telsey Advisory Group - Analyst Good morning, everyone. As you think about the Abercrombie concept on the demographic of it, attracting the 20-plus customer versus a teen, what are you seeing in the customer demographic and how is it changing given the brand evolution that's going on? And then just on the comp, as you look at the levers of comp, what's happening with particularly on the merchandise margin side? What are you seeing there and how does it differ by brand in terms of levers? Thank you. Fran Horowitz - Abercrombie & Fitch Co. - President & CMO So the Abercrombie brand has a tremendous amount of equity. We learned that as we went through all of our quantitative and qualitative research as we formed our position. Our position is truthfully -- it's an evolution from where we were and the twenty-something consumer today does constitute the majority of our customers, so we believe that this brand positioning is correct and we are excited that we were just really able to start communicating that to our consumer at the back half of third quarter and believe that that will gain traction as we head into the fourth quarter. Joanne Crevoiserat - Abercrombie & Fitch Co. - EVP & CFO Dana, terms of the merchandise margin differing by brand, the challenges in the third-quarter receipts with the underperformance of our seasonal product in Abercrombie weighed more heavily on that brand and the AUR impact of the actions we took to clear through those inventories impacted the A&F brand more. The levers in margin continue to be AUC. We continue to focus on AUC as an opportunity and expect AUC in the fourth quarter to be lower year-over-year. That's being offset by some AUR pressure, which is mainly FX-related, but also a recognition of what we expect to be a very competitive environment in Q4. Dana Telsey - Telsey Advisory Group - Analyst Thank you. Operator Richard Jaffe, Stifel. Richard Jaffe - Stifel Nicolaus - Analyst Thanks very much. Just a follow-on question. The additional ad spend, could you quantify that, the expense we should look for in the next season, or a sense of the change fourth quarter this year versus last year? Joanne Crevoiserat - Abercrombie & Fitch Co. - EVP & CFO Yes, Richard, we didn't provide those details, but what we have said is we expect to offset the increase in marketing in the fourth quarter with other expense reduction efforts and expense savings opportunities. So we are funding those increases both in the marketing spend and in the DTC business with other expense savings opportunities that we found. 17 THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us ©2016 Thomson Reuters. All rights reserved. Republication or redistribution of Thomson Reuters content, including by framing or similar means, is prohibited without the prior written consent of Thomson Reuters. 'Thomson Reuters' and the Thomson Reuters logo are registered trademarks of Thomson Reuters and its affiliated companies. NOVEMBER 18, 2016 / 1:30PM, ANF - Q3 2016 Abercrombie & Fitch Co Earnings Call

Richard Jaffe - Stifel Nicolaus - Analyst And then just a broad question. There's been a lot of conversation in the past quarters about logo and the elimination of logo and then the more discreet logo. Just wondering, in reference particularly to the Abercrombie & Fitch brand, where you guys stand on that topic today? Fran Horowitz - Abercrombie & Fitch Co. - President & CMO Logo is and has been an important part of our brand. It varies between geography, but logo is something that we will carry in the brand both domestically and internationally potentially at different levels on the customers' preference, but it is something that will be a part of the brand as we move forward. Richard Jaffe - Stifel Nicolaus - Analyst Okay, thank you. Operator Mark Altschwager, Robert W. Baird. Mark Altschwager - Robert W. Baird - Analyst Good morning. Thanks for taking the question. I just wanted to follow up on two items. First, back to the free cash flow discussion. It looks like CapEx guidance is a bit lower than previous forecasts and that's following last quarter where you pushed that to the low end of the range. So just trying to get a sense if there's any timing at play there that's been pushed into 2017 or if not, what particular projects have you pulled back on there? And then separately on wholesale, was just hoping you could touch on how you are thinking about that regarding the US market and especially, as you close stores here in the US, could a larger wholesale presence makes sense in order to maintain your brand reach? Thank you. Joanne Crevoiserat - Abercrombie & Fitch Co. - EVP & CFO Hi, Mark. Related to CapEx guidance, you are right, the expectation for the year is lower than the low end of our range mainly because a couple of projects shifted. Some of it is timing and some of it is savings that we've had as we've implemented projects where they didn't cost as much. Most of it though is related to timing, both of when projects complete, as well as when we actually are invoiced and pay since this is a cash flow measure. So as we move to the end of the year, we have a better line of sight as to how that's all coming in. I would say that we have accomplished most of the important strategic initiatives that we wanted to have done this year, including having 64 Hollister stores remodeled. We talked about a number of stores that we are opening, that will be opening here in the fourth quarter and also our DTC and omnichannel initiatives that we've been able to roll out and have us positioned well for the fourth quarter and as we move into 2017. So there are no projects of strategic importance that haven't been addressed in our plans and there's been a few timing shifts and expectations for payments coming in a little bit differently as we move to the end of the year. Operator Unfortunately, that's all the time we have for questions today, so that does conclude today's conference call. We thank everyone for their participation. 18 THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us ©2016 Thomson Reuters. All rights reserved. Republication or redistribution of Thomson Reuters content, including by framing or similar means, is prohibited without the prior written consent of Thomson Reuters. 'Thomson Reuters' and the Thomson Reuters logo are registered trademarks of Thomson Reuters and its affiliated companies. NOVEMBER 18, 2016 / 1:30PM, ANF - Q3 2016 Abercrombie & Fitch Co Earnings Call

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EX-99.5

Exhibit 99.5

ABERCROMBIE & FITCH CO. REPORTS DECLARATION OF QUARTERLY CASH DIVIDEND OF $0.20 PER SHARE

New Albany, Ohio, November 17, 2016: Abercrombie & Fitch Co. (NYSE: ANF) today reported that on November 16, 2016, the Board of Directors declared a quarterly cash dividend of $0.20 per share on the Class A Common Stock of Abercrombie & Fitch Co., payable on December 12, 2016 to stockholders of record at the close of business on December 2, 2016.

About Abercrombie & Fitch Co.

Abercrombie & Fitch Co. (NYSE: ANF) is a leading, global specialty retailer of apparel and accessories for Men, Women and Kids through three renowned brands.  The iconic Abercrombie & Fitch brand embodies American casual luxury.  With an updated attitude that reflects the character, charisma and confidence of today’s 20+ consumer, Abercrombie & Fitch remains true to its 125-year heritage of creating expertly crafted products with an effortless, American style.   The Hollister brand epitomizes the liberating and carefree spirit of the endless California summer for the teen market.  abercrombie kids creates smart, playful apparel for children ages 3-14, celebrating the wide-eyed wonder of childhood. The brands share a commitment to offering products of enduring quality and exceptional comfort that allow consumers around the world to express their own individuality and style.

The Company operates over 900 stores under these brands across North America, Europe, Asia and the Middle East, as well as the e-commerce sites www.abercrombie.com and www.hollisterco.com.

Media Contact:

Michael Scheiner

Public Relations

Abercrombie & Fitch

(614) 283-6192

Public_Relations@abercrombie.com

Investor Contact:

Brian Logan

Abercrombie & Fitch

(614) 283-6877

Investor_Relations@abercrombie.com