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): January 10, 2006

THE DRESS BARN, INC.

(Exact name of registrant as specified in its charter)

Connecticut

(State or other Jurisdiction of Incorporation)

0-11736	06-0812960
Commission File	(I.R.S. Employer
Number)	Identification No.)

30 Dunnigan Drive, Suffern, New York	10901
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code (845) 369-4500

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 (ss General Instruction A.2. below):

□ Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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

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

□ Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 204.13e-4(c))

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On January 10, 2006, The Dress Barn, Inc. issued a press release updating its earnings per diluted share guidance for its fiscal year ending July 29, 2006. A copy of this press release is attached hereto as Exhibit No. 99.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 2.02.

The information in this Item 2.02 of Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such filing.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(c) Exhibits

Exhibit Number	Description
99.1	Press Release of The Dress Barn, Inc. dated January 10, 2006.

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 thereunto duly authorized.

THE DRESS BARN, INC.

(Registrant)

Date: January 10, 2006

BY: /S/ ARMAND CORREIA

Armand Correia

Senior Vice President

(Principal Financial and Accounting Officer)

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release of The Dress Barn, Inc. dated January 10, 2006.

EX-99.1

Exhibit 99.1

NEWS RELEASE

DRESS BARN, INC. RAISES EARNINGS GUIDANCE FOR

FISCAL YEAR ENDING JULY, 2006

SUFFERN, NY - JANUARY 10, 2006 - Dress Barn, Inc. (NASDAQ - DBRN),a leading national specialty apparel retailer offering quality career and casual fashion apparel through its dressbarn and maurices brands, today announced it is raising earnings guidance for its fiscal year ending July 29, 2006.

As a result of better than expected December sales and margin performance, the Company has raised its earnings guidance per diluted share for the full fiscal year ending July 29, 2006 to the range of $2.00 to $2.05 from its previous earnings guidance of $1.90 to $1.95 per diluted share.

This projection assumes total consolidated sales in the range of $1.265 billion to $1.270 billion and a consolidated comparable store sales increase in the 4% range for the remainder of the fiscal year. In addition, this projection includes an estimated dilution of $0.08 per share for the expensing of stock options; and an additional estimated dilution of $0.15 per share due to the net share settlement feature of the Company’s outstanding 2.50% Convertible Notes.

ABOUT DRESS BARN, INC.

Dress Barn, Inc. (NASDAQ - DBRN), is a leading national specialty apparel retailer offering quality career and casual fashion apparel through its dressbarn and maurices brands. As of December 31, 2005, the Company operated 786 dressbarn stores in 45 states and 510 maurices stores in 39 states. For more information, please visit www.dressbarn.com and www.maurices.com.

FORWARD-LOOKING STATEMENTS

Certain statements made in this press release are not historical in nature and are “forward-looking statements”, within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially. The Company does not undertake to publicly update or review its forward-looking statements even if experience or future changes make it clear that our projected results expressed or implied will not be achieved. Detailed information concerning a number of factors as they relate to dressbarn’s operations that could cause actual results to differ materially from the information is readily available on our most recent report on Form 10-K for the year ending July 30, 2005 and Form 10-Q for the quarter ended October 29, 2005. Such factors as they relate to maurices include risks applicable to the retail apparel business in general and risks which may be applicable to maurices’ business. In addition, there are risks associated with the integration of two businesses.

CONTACT: Dress Barn, Inc. Investor Relations (845) 369-4600