X0303 4 2011-02-23 0 0000109156 ZALE CORP ZLC 0001376259 Breeden Capital Management LLC 100 NORTHFIELD STREET GREENWICH CT 06830 0 0 1 0 0001368419 Breeden Partners L.P. 100 NORTHFIELD STREET GREENWICH CT 06830 0 0 1 0 0001370407 BREEDEN PARTNERS (CALIFORNIA) L.P. 100 NORTHFIELD STREET GREENWICH CT 06830 0 0 1 0 0001433080 BREEDEN PARTNERS (CALIFORNIA) II LP 100 NORTHFIELD STREET GREENWICH CT 06830 0 0 1 0 0001448125 BREEDEN PARTNERS (NEW YORK) I L.P. 100 NORTHFIELD STREET GREENWICH CT 06830 0 0 1 0 0001423998 Breeden Partners Holdco Ltd. 100 NORTHFIELD STREET GREENWICH CT 06830 0 0 1 0 0001423997 Breeden Capital Partners LLC 100 NORTHFIELD STREET GREENWICH CT 06830 0 0 1 0 0001423996 Breeden Partners (Cayman) Ltd. 100 NORTHFIELD STREET GREENWICH CT 06830 0 0 1 0 Common Stock 2011-02-23 4 S 0 197183 4.7459 D 7794964 I See footnote Common Stock 2011-02-24 4 S 0 10200 4.6098 D 7784764 I See footnote The sale transactions reported here include sales prices ranging from $4.7126 to $4.8441. The reporting persons will provide upon request by the Securities Exchange Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price. The shares of Common Stock beneficially owned by the Reporting Owners directly following the reported transactions are as follows: 295,958 shares by Breeden Partners L.P. (after selling 205,435 shares in the reported transactions), 4,882,668 shares by Breeden Partners (California) L.P., 743,657 shares by Breeden Partners (California) II L.P., 256,343 shares by Breeden Partners (New York) I L.P. and 1,606,138 shares by Breeden Partners Holdco Ltd. (after selling 1,948 shares in the reported transactions). The shares of Common Stock beneficially owned by the Reporting Owners indirectly following the reported transactions are as follows: 1,606,138 shares by Breeden Partners (Cayman) Ltd. (after indirectly selling 1,948 shares in the reported transactions), 6,178,626 shares by Breeden Capital Partners LLC (after indirectly selling 205,435 shares in the reported transactions), 7,784,764 shares by Richard C. Breeden (after indirectly selling 207,383 shares in the reported transactions) and 7,784,764 shares by Breeden Capital Management LLC (after indirectly selling 207,383 shares in the reported transactions); however, each such Reporting Owner disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein. Richard C. Breeden is the managing member of Breeden Capital Partners, LLC, managing member and Chairman and Chief Executive of Breeden Capital Management LLC and the Key Principal of Breeden Partners (Cayman) Ltd., and, as such, may be deemed to be the indirect beneficial owner of the shares of Common Stock owned by Breeden Partners L.P., Breeden Partners (California) L.P., Breeden Partners (California) II L.P., Breeden Partners (New York) I L.P., Breeden Partners Holdco Ltd. and Breeden Partners (Cayman) Ltd.; however, he disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. Breeden Capital Management LLC is principally involved in the business of providing investment advisory and investment management services to Breeden Partners L.P., Breeden Partners (California) L.P., Breeden Partners(California) II L.P., Breeden Partners (New York) I L.P., Breeden Partners Holdco Ltd. and Breeden Partners (Cayman) Ltd. (together, the "Fund") and, among other things, exercises all voting and other powers and privileges attributable to any securities held for the account of the Fund and, as such, may be deemed to be the indirect beneficial owner of the shares of Common Stock owned by the Fund; however, it disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein. Breeden Capital Partners LLC is the general partner of Breeden Partners L.P., Breeden Partners (California) L.P., Breeden Partners (California) II L.P. and Breeden Partners (New York) I L.P., and, as such, may be deemed to beneficially own the shares of common stock owned by Breeden Partners L.P., Breeden Partners (California) L.P., Breeden Partners (California) II L.P. and Breeden Partners (New York) I L.P.; however it disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein. Breeden Partners (Cayman) Ltd., a Cayman Islands exempt limited company, is the feeder fund for Breeden Partners Holdco Ltd. and, as such, may be deemed to beneficially own the shares of common stock owned by Breeden Partners Holdco Ltd.; however, it disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein. /s/ Richard C. Breeden - See signatures included in Exhibit 99.1 2011-02-25