X0202 4 2006-10-09 0 0001211351 New York & Company, Inc. NWY 0001299915 Ristau Ronald W 450 W. 33RD STREET 5TH FLOOR NEW YORK NY 10001 1 1 0 0 COO and CFO Common Stock 2006-10-09 4 M 0 30000 0.11 A 606299 D Common Stock 2006-10-09 4 S 0 30000 13.615 D 576299 D Common Stock 80726 I RWR Grantor Retained Annuity Trust Options to Purchase Common Stock 0.11 2006-10-09 4 M 0 30000 0.11 D 2012-11-27 Common Stock 30000 918168 D Options to Purchase Common Stock 3.23 2014-05-14 Common Stock 126134 126134 D Options to Purchase Common Stock 15.76 2016-03-15 Common Stock 25000 25000 D This exercise of options to purchase Common Stock and the sale of Common Stock are pursuant to the reporting person's 10b5-1 Plan which commenced on August 22, 2006 under Rule 10b5-1 under the Securities Exchange Act of 1934, as amended. Includes 568,799 shares of Common Stock. Also, includes 7,500 shares of restricted stock which may become exercisable pursuant to a vesting schedule ending on August 16, 2010 depending on company performance and continued employment through August 16, 2010. If certain company performance objectives are met throughout the 4-year vesting period, the restricted stock will vest over the next four years as follows: 938 on February 3, 2007; 1,875 on February 2, 2008; 1,875 on January 31, 2009; 1,875 on January 30, 2010; and 937 on August 16, 2010. If on August 16, 2010, the company's cumulative 4-year performance meets the cumulative 4-year performance objectives, then any unvested shares will vest. Represents Common Stock indirectly beneficially owned through the 2004 RWR Grantor Retained Annuity Trust. The options to purchase Common Stock are currently exercisable. The options become exercisable in five annual installments on the following dates: 3,750 shares on March 15, 2007; 3,750 shares on March 15, 2008; 5,000 shares on March 15, 2009; 6,250 shares on March 15, 2010; and 6,250 shares on March 15, 2011. Except as outlined above, the filing of this Form shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. /s/ Ronald W. Ristau 2006-10-10