8-K

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) April 16, 2002

THE TALBOTS, INC.
________________________________________________________________________________
(Exact Name of Registrant as Specified in Charter)

Delaware 1-12552 41-1111318

(State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification Number)

One Talbots Drive, Hingham, Massachusetts 02043

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telphone number, including area code (781) 749-7600

INFORMATION TO BE INCLUDED IN THE REPORT

Item 5.  Other Events.

        On April 16, 2002, The Norinchukin Bank approved an extension of its Revolving Credit Agreement dated as of January 25, 1994, First Amendment dated as of November 21, 1995, Second Amendment dated as of April 18, 1996, Third Amendment dated as of April 17, 1998 and Fourth Amendment dated as of April 16, 1999, between The Talbots, Inc. (“Talbots”) and The Norinchukin Bank.

        On April 17, 2002, Mizuho Corporate Bank, Ltd. (as successor to The Dai-Ichi Kangyo Bank, Limited) approved an extension of its Revolving Credit Agreement dated as of April 14, 1998, between Talbots and Mizuho Corporate Bank, Ltd.

        On April 17, 2002, The Bank of Tokyo-Mitsubishi, Ltd. approved and accepted an extension of its Credit Agreement dated as of April 17, 1998, First Amendment to Credit Agreement dated as of April 17, 1999, between Talbots and The Bank of Tokyo-Mitsubishi, Ltd.

Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.

(c) Exhibits.

Exhibit 99.1 Acceptance of Extension dated April 16, 2002 from The Norinchukin Bank to Talbots.

Exhibit 99.2 Confirmation of Extension dated April 17, 2002 from Mizuho Corporate Bank, Ltd. to Talbots.

Exhibit 99.3 Acceptance of Extension dated April 17, 2002 from The Bank of Tokyo-Mitsubishi, Ltd. to Talbots.

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.

Dated:  May 20, 2002 THE TALBOTS, INC.


By:      /s/ Carol Gordon Stone
——————————————
     Carol Gordon Stone
     Vice President, Corporate Controller

EXHIBIT INDEX

Exhibit 99.1 Acceptance of Extension dated April 16, 2002 from The Norinchukin Bank to Talbots.

Exhibit 99.2 Confirmation of Extension dated April 17, 2002 from Mizuho Corporate Bank, Ltd. to Talbots.

Exhibit 99.3 Acceptance of Extension dated April 17, 2002 from The Bank of Tokyo-Mitsubishi, Ltd. to Talbots.

EX-99.1

The Norinchukin Bank
(LETTERHEAD)

Acceptance of Extension

April 16, 2002

To:  The Talbots, Inc.

Re:  Revolving Credit Agreement dated as of January 25, 1994; First Amendment, dated as of November 21, 1995; Second Amendment, dated as of April 18, 1996; Third Amendment, dated as of April 17, 1998; and Fourth Amendment Agreement, dated as of April 16, 1999, between The Talbots, Inc. as borrower, and The Norinchukin Bank (the “Agreement”)

Dear Sirs:

Pursuant to Section 14(j)(ii) of the Agreement, we hereby irrevocably accept your one year extension of the Revolving Credit Period (as defined in the Agreement) so that the Revolving Credit Period would expire on April 17, 2004.

Very truly yours,

The Norinchukin Bank,
New York Branch

By:  /s/ Fumiaki Ono
——————————————
        Fumiaki Ono
        General Manager

EX-99.2

Mizuho Corporate Bank, Ltd.
(LETTERHEAD)

THE TALBOTS, INC.
175 Beal Street
Hingham, MA 02043

April 17, 2002

CONFIRMATION OF EXTENSION

Re: Revolving Credit Agreement made as of April 13, 1998, between The Talbots, Inc. as borrower, and The Dai-Ichi Kangyo Bank, Limited (the “Agreement”)

Dear Sirs:

We are pleased to confirm with you the one year extension of the Revolving Credit according to Section 14(j)(i) of the Agreement. The new expiry dated April 17, 2004.

Very truly yours,


Mizuho Corporate Bank, Ltd.
Americas Corporate Banking Division
Japanese Corporates No. 1


By:  /s/ Takashi Horde
——————————————
Takashi Horde
Senior Vice President &
Department Head

C.C.  Mr. Katsuhiko Natori,
          AEON (U.S.A.), Inc.

EX-99.3

The Bank of Tokyo-Mitsubishi, Ltd.
(LETTERHEAD)

April 17, 2002

Mr. Edward L. Larsen
Senior Vice President, Finance
Chief Financial Officer
The Talbots, Inc.
175 Beal Street
Hingham, MA 02043

Re:   Revolving Credit Agreement dated as of April 17, 1998, and First Amendment to Credit Agreement dated as of April 17, 1999, between The Talbots, Inc. as borrower, and The Bank of Tokyo-Mitsubishi, Ltd., New York Branch (the “Agreement”)

Dear Sir:

Pursuant to Section 1(h) of the Agreement, we hereby accept your request for one year extension of the Credit Facility Termination Date (as defined in the Agreement) so that the Credit Facility Termination Date would expire on April 17, 2004.

Sincerely,


The Bank of Tokyo-Mitsubishi, Ltd. New York Branch


/s/ Kanetsugu Mike
___________________________________________________
Kanetsugu Mike
Deputy General Manager

CC:  Mr. K. Natori, Jusco (USA), Inc.