FOR IMMEDIATE RELEASE Exhibit 99.1

CONTACT:	Julie Lorigan Senior Vice President, Investor and Media Relations (781) 741-7775
	Stacy Berns/Melissa Jaffin – Investor/Media Relations Berns Communications Group (212) 994-4660

TALBOTS REPORTS STRONG THIRD QUARTER 2009 RESULTS

-Profitable Third Quarter Exceeds Expectations

-Significantly Increased Merchandise Margin

-Continued Cost Savings

-Comprehensive Financing Solution Launched To Delever Balance Sheet

and Accelerate Growth -

Hingham, MA, December 8, 2009 -- The Talbots, Inc. (NYSE:TLB) today reported adjusted third quarter net income from continuing operations, which ended October 31, 2009, of  $17.2 million or $0.31 per diluted share, excluding restructuring and impairment charges, compared to last year’s net loss of $12.4 million or $0.23 per share on a comparable basis.

On a reported (GAAP) basis, third quarter net income from continuing operations was $15.5 million or $0.28 per diluted share, including restructuring and impairment charges of $1.7 million or $0.03 per share, compared to last year’s net loss from continuing operations of $14.8 million or $0.28 per share for the thirteen week-period ended November 1, 2008, including restructuring and impairment charges of $2.4 million or $0.05 per share.

Trudy F. Sullivan, Talbots President and Chief Executive Officer, commented, “Our third quarter results demonstrate tremendous operational discipline and solid execution of our strategic initiatives to drive improved performance of the business and restore profitability.  The efforts over the past several quarters – particularly in the areas of strengthening our merchandise offering and tightly managing inventory and expense – have created a much stronger, leaner and profitable organization.”

Third Quarter Highlights

·   Adjusted net income from continuing operations increased to $17.2 million, a $30 million improvement over the same period last year. Adjusted earnings per share from continuing operations of $0.31, well ahead of Company’s previously announced guidance;

·   Adjusted operating profit of $24.1 million, excluding restructuring and impairment, reflects an approximately $39 million increase over the same period last year. On a reported (GAAP) basis operating profit of $22.4 million, including restructuring and impairment, increased approximately $41 million over the same period last year;

·   Total sales decreased 13.5%, slightly better than Company expectations. As anticipated, total sales were negatively impacted by significantly lower levels of markdown merchandise, resulting in an approximate 38% decline in markdown sales versus prior year;

·   Full-price sales declined approximately 2% in the quarter, with strong sequential monthly improvement during the quarter. October full-price sales increased 10% versus prior year;

·   Direct sales were essentially even with  last year, driven by strength of  two key catalogs – September and October, both of which outperformed prior year;

·   Pure merchandise margin increased 980 basis points over prior year, due to strong IMU and  improved full-price selling;

·   SG&A expenses decreased 350 basis points, reflecting a $28 million or 22% decline in expenses over prior year;

·   Total cost savings through third quarter are approximately $94 million. By the end of 2009, the Company anticipates it will be close to achieving its 2010 goal of $150 million in annualized cost savings;

·   Total ending inventory decreased $60 million over prior year, a 29% decline on a per square foot basis.

Total sales from continuing operations for the thirteen weeks ended October 31, 2009 were slightly better than Company expectations and were $308.9 million compared to last year’s sales of $357.3 million. Retail store sales for the thirteen weeks were $255.4 million compared to $303.5 million last year. Comparable store sales declined 15.9% for the thirteen week period.

Direct marketing sales for the thirteen-week period were $53.5 million, including catalog and Internet, compared to $53.8 million last year.

Comprehensive Financing Solution Launched

In a separate press release issued today, the Company also said it is undertaking a comprehensive financing solution to delever its balance sheet and accelerate growth.  It consists of three related transactions: an Agreement and Plan of Merger between Talbots and BPW Acquisition Corp. pursuant to which Talbots will acquire BPW in exchange for Talbots common stock; the retirement of all equity currently held by Talbots majority stockholder, Aeon (U.S.A.), Inc., and the repayment of all of the Company’s existing debt and a commitment for a new $200 million senior secured revolving credit facility from GE Capital.

Results for the Thirty-Nine Week Period

For the thirty-nine week period, net loss from continuing operations on an adjusted basis, excluding restructuring and impairment charges, was $12.8 million or $0.24 per share, compared to last year’s net loss on a comparable basis of $103 thousand or breakeven.

Net loss from continuing operations on a reported (GAAP) basis was $23.8 million or $0.44 per share, including restructuring and impairment charges of $11.0 million or $0.20 per share, compared to last year’s net loss from continuing operations of $8.2 million or $0.15 per share for the nine-month period ended November 1, 2008, including restructuring and impairment charges of $8.1 million or $0.15 per share.

Total sales from continuing operations were $919.7 million for the nine-month period, compared to last year’s sales of $1,167.3 million.  Retail store sales were $766.7 million compared to $982.9 million last year. Comparable store sales declined 22.8% for the nine-month period. Direct marketing sales for the nine-month period were $153.0 million, including catalog and Internet, compared to $184.4 million last year.

Outlook

For the fourth fiscal quarter of 2009, the Company currently anticipates a loss from continuing operations in the range of $0.06 to $0.14 per share, excluding restructuring and impairment charges and other special items. This anticipated result is based on a top-line sales decline planned to be in the range of approximately 6% to 8%. Talbots expects fourth quarter top line sales to be impacted by reduced levels of markdown merchandise. The Company’s goal for the fourth quarter is to continue to operate on leaner and fresher inventory to drive improved profitability.

The above outlook is based on the Company’s current internal assumptions and estimates, is subject to its accompanying forward-looking statement and is not a guarantee of future performance.

Ms. Sullivan concluded, “We remain focused on executing our strategic plan to drive long-term sustainable growth and profitability of the business. As we move further into the holiday season, we are encouraged by the positive customer response to our merchandise assortment, evidenced by the continuation of improved full-price selling trends. Looking forward, we believe the steps we have and continue to take will help further solidify our operational results and deliver increased shareholder value.”

Other Disclosures

The Company has outstanding short-term bank indebtedness of $221 million under credit facilities which terminate between late December and April 2010 which have not been extended or refinanced.  All of the Company’s outstanding bank indebtedness is guaranteed to the lenders by Aeon Co., Ltd.

In April of 2009, Aeon provided the Company with its financial support commitment under which Aeon agreed to provide short-term financing to the Company, up to mid April 2010, to the extent needed to satisfy these bank credit facilities which expire on or before April 16, 2010, if the lenders did not refinance them.  The Company will rely on this financial support commitment from Aeon, in combination with using the Company’s existing $150 million Aeon secured revolving credit facility, which has not been drawn on to date and which matures in April 2010, for the repayment of this short-term bank indebtedness.  The Company is in discussions with Aeon concerning the terms of this additional financing to satisfy this short-term indebtedness.

Conference Call Details

As previously announced, Talbots will host a conference call today, December 8, 2009, at 10:00 a.m. local time to discuss third quarter 2009 results. To listen to the live call, please dial 866-336-2423, passcode “TLB”or log on to www.thetalbotsinc.com/ir/ir.asp. At the time of the call, a short presentation providing a transaction overview may also be accessed at www.thetalbotsinc.com. The call will be archived on its web site www.thetalbotsinc.com for a period of twelve months.  In addition, an audio replay of the call will be available shortly after its conclusion and archived through December 10, 2009.  This archived call may be accessed by dialing (800) 642-1687; passcode 44540924.

The Talbots, Inc. is a leading specialty retailer and direct marketer of women’s apparel, shoes and accessories. At the end of third quarter 2009, the Company operated 589 Talbots brand stores in 46 states, the District of Columbia, and Canada. Talbots brand on-line shopping site is located at www.talbots.com.

Cautionary Statement and Certain Risk Factors to Consider

       In addition to the information set forth in this press release, you should carefully consider the risk factors and risks and uncertainties included in the Company’s Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, as well as in this press release below.

This press release contains forward-looking information within the meaning of The Private Securities Litigation Reform Act of 1995. These statements may be identified by such forward-looking terminology as “expect,” “achieve,” “plan,” “look,” “believe,” “anticipate,” “outlook,” “will,” “would,” “should,” “potential” or similar statements or variations of such terms. All of the information concerning our outlook, future liquidity, future financial performance and results, future credit facilities and availability, future cash flows and cash needs, and other future financial performance or financial position, as well as our assumptions underlying such information, constitute forward-looking information. Our forward looking statements are based on a series of expectations, assumptions, estimates and projections about the Company, are not guarantees of future results or performance, and involve substantial risks and uncertainty, including assumptions and projections concerning our liquidity, internal plan, regular-price and markdown selling, operating cash flows, and credit availability for all forward periods. Our business and our forward-looking statements involve substantial known and unknown risks and uncertainties, including the following risks and uncertainties:

·   our ability to satisfy the conditions to consummation of the transactions;

·   BPW’s ability to obtain the necessary support of its stockholders to approve the transactions, including the risk that the exercise of conversion rights by BPW’s stockholders, together with transaction costs incurred by BPW, may cause the balance of the BPW trust account to fall below the level necessary to consummate the transaction;

·   BPW’s and our ability to obtain the necessary participation of BPW warrant holders in the exchange of BPW warrants for Talbots stock or warrants;

·   our ability to satisfy the conditions to the $200 million credit commitment provided by GE or, failing that, to obtain sufficient alternative financing on a timely basis;

·   the availability of proceeds of the BPW trust account following any exercise by stockholder of their conversion rights and the incurrence of transaction expenses;

·   the continuing material impact of the deterioration in the U.S. economic environment over the past two years on our business, continuing operations, liquidity, financing plans, and financial results, including substantial negative impact on consumer discretionary spending and consumer confidence, substantial loss of household wealth and savings, the disruption and significant tightening in the U.S. credit and lending markets, and potential long-term unemployment levels;

·   our level of indebtedness and our ability to refinance or otherwise address our short-term debt maturities, including all Aeon short-term indebtedness, on the terms or in amounts needed to satisfy these maturities and to address our longer-term maturities, as well as our working capital, strategic initiatives and other cash requirements;

·   any lack of sufficiency of available cash flows and other internal cash resources to satisfy all future operating needs and other Company cash requirements;

·   finalization of all arrangements and satisfaction of all conditions to Aeon commitment to finance near term indebtedness, including negotiation and preparation of loan documentation, any confirmatory due diligence, perfection of all liens, sufficiency of collateral, and satisfaction of all other borrowing conditions;

·   satisfaction of all borrowing conditions under all Aeon credit facilities including no events of default, accuracy of all representations and warranties, solvency conditions, absence of material adverse effect or change, and all other borrowing conditions;

·   risk of any default under our credit facilities;

·   our ability to achieve our 2009 financial plan for operating results, working capital, liquidity and cash flows;

·   risks associated with the appointment of and transition to a new exclusive global merchandise buying agent and that the anticipated benefits and cost savings from this arrangement may not be realized or may take longer to realize than expected, and risk that upon any cessation of the relationship for any reason we would be able to successfully transition to an internal or other external sourcing function;

·   our ability to continue to purchase merchandise on open account purchase terms at existing or future expected levels and with extended payment of accounts payable and risk that suppliers could require earlier or immediate payment or other security due to any payment concern or timing;

·   risks and uncertainties in connection with any need to source merchandise from alternate vendors;

·   any disruption in our supply of merchandise;

·   our ability to successfully execute, fund, and achieve our supply chain initiatives, anticipated lower inventory levels, cost reductions, and our other initiatives;

·   the risk that anticipated benefits from the sale of the J. Jill brand business may not be realized or may take longer to realize than expected and the risk that estimated or anticipated costs, charges and liabilities to settle and complete the transition and exit from and disposal of the J. Jill brand business, including both retained obligations and contingent risk for assigned obligations, may materially differ from or be materially greater than anticipated;

·   our ability to accurately estimate and forecast future regular-price and markdown selling, operating cash flows and other future financial results and financial position;

·   the success and customer acceptance of our merchandise offerings;

·   future store closings and success of and necessary funding for closing underperforming stores;

·   risk of impairment of goodwill and other intangible and long-lived assets; and

·   the risk of continued compliance with NYSE continued listing conditions.

All of our forward-looking statements are as of the date of this press release only. In each case, actual results may differ materially from such forward-looking information. The Company can give no assurance that such expectations or forward-looking statements will prove to be correct. An occurrence of or any material adverse change in one or more of the risk factors or risks and uncertainties referred to in this press release or included in our periodic reports filed with the Securities and Exchange Commission could materially and adversely affect our continuing operations and our future financial results, cash flows, prospects, and liquidity. Except as required by law, the Company does not undertake or plan to update or revise any such forward-looking statements to reflect actual results, changes in plans, assumptions, estimates or projections, or other circumstances affecting such forward-looking statements occurring after the date of this release, even if such results, changes or circumstances make it clear that any forward-looking information will not be realized. Any public statements or disclosures by us following this release which modify or impact any of the forward-looking statements contained in this release will be deemed to modify or supersede such statements in this release.

Additional Information and Where to Find It

Talbots intends to file with the Securities and Exchange Commission (the “SEC”) a registration statement on Form S-4, and Talbots and BPW expect to file with the SEC and mail to BPW’s security holders a proxy statement/prospectus, containing information about the transaction.  Investors and security holders of BPW and Talbots are urged to read the proxy statement/prospectus and other relevant materials when they become available because they will contain important information about BPW, Talbots and the proposed transaction.  BPW and Talbots file annual, quarterly and current reports, proxy statements and other information with the SEC.  Investors and security holders may obtain a free copy of the proxy statement/prospectus and other relevant documents (when they become available) and any other documents filed with the SEC at its website at www.sec.gov.  These documents may also be obtained free of charge from Talbots by requesting them in writing to Investor Relations Department,  One Talbots Drive, Hingham, MA 02043 or by telephone at (781) 741-4500.  The documents filed by BPW may also be obtained by requesting them in writing to Arjay (Richard) Jensen, SVP at BPW Acquisition Corp., 767 Fifth Avenue, 5th Floor, NY, NY 10153 or by telephone at (212) 287-3310.

###

(tables to follow)

THE TALBOTS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
Amounts in thousands except per share data
	Thirteen Weeks Ended						Thirty-Nine Weeks Ended
	October 31,			November 1,			October 31,			November 1,
	2009			2008			2009			2008
Net Sales	$	308,891		$	357,275		$	919,707		$	1,167,258
Costs and Expenses
Cost of sales, buying and occupancy		185,591			244,504			616,986			769,717
Selling, general and administrative		99,216			127,318			304,919			382,444
Restructuring charges		389			1,505			9,660			10,148
Impairment of store assets		1,320			2,223			1,351			2,576
Operating Income (Loss) from Continuing Operations		22,375			(18,275	)		(13,209	)		2,373
Interest
Interest expense		7,236			4,965			21,836			15,506
Interest income		34			61			253			246
Interest Expense - net		7,202			4,904			21,583			15,260
Income (Loss) Before Taxes from Continuing Operations		15,173			(23,179	)		(34,792	)		(12,887	)
Income Tax Benefit		(291	)		(8,416	)		(10,957	)		(4,679	)
Income (Loss) from Continuing Operations		15,464			(14,763	)		(23,835	)		(8,208	)
Loss from Discontinued Operations, net of taxes		(911	)		(155,996	)		(9,666	)		(185,918	)
Net Income (Loss)	$	14,553		$	(170,759	)	$	(33,501	)	$	(194,126	)
Basic Net Income (Loss) per share:
Continuing Operations	$	0.29		$	(0.28	)	$	(0.44	)	$	(0.15	)
Discontinued Operations		(0.02	)		(2.91	)		(0.18	)		(3.48	)
Net Income (Loss)	$	0.27		$	(3.19	)	$	(0.62	)	$	(3.62	)
Diluted Net Income (Loss) per share:
Continuing Operations	$	0.28		$	(0.28	)	$	(0.44	)	$	(0.15	)
Discontinued Operations		(0.02	)		(2.91	)		(0.18	)		(3.48	)
Net Income (Loss)	$	0.26		$	(3.19	)	$	(0.62	)	$	(3.62	)
Weighted Average Number of Shares of
Common Stock Outstanding:
Basic		53,856			53,489			53,768			53,411
Diluted		55,081			53,489			53,768			53,411
Cash Dividends Paid Per Share	$	-		$	0.13		$	-		$	0.39
See notes to condensed consolidated financial statements.

THE TALBOTS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
Amounts in thousands
	October 31,			November 1,
	2009			2008
Cash and cash equivalents	$	72,005		$	21,841
Customer accounts receivable - net		182,725			206,772
Merchandise inventories		165,892			226,343
Other current assets		59,119			112,020
Assets held for sale - current		-			256,150
Total current assets		479,741			823,126
Property and equipment - net		233,653			288,783
Goodwill		35,513			35,513
Trademarks		75,884			75,884
Other assets		14,912			76,375
TOTAL ASSETS	$	839,703		$	1,299,681
Accounts payable	$	103,407		$	144,222
Accrued liabilities		151,916			132,445
Notes payable to banks		141,100			106,500
Current portion of long-term debt		80,000			116,542
Current portion of related party debt		8,506			-
Liabilities held for sale - current		-			95,070
Total current liabilities		484,929			594,779
Long-term debt less current portion		20,000			212,000
Related party debt		241,494			-
Deferred rent under lease commitments		122,884			118,838
Deferred income taxes		28,456			-
Other liabilities		132,501			136,891
Stockholders' (deficit) equity		(190,561	)		237,173
TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY	$	839,703		$	1,299,681

THE TALBOTS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Amounts in thousands
	Thirty-Nine Weeks Ended
	Oct 31,			Nov 1,
	2009			2008
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(33,501	)	$	(194,126	)
Loss from discontinued operations, net of tax		(9,666	)		(185,918	)
Net loss from continuing operations		(23,835	)		(8,208	)
Depreciation and amortization		57,087			63,464
Impairment of store assets		1,351			2,576
Deferred and other items		(11,531	)		(4,071	)
Changes in:
Customer accounts receivable		(13,176	)		3,733
Merchandise inventories		41,137			21,393
Accounts payable		(17,719	)		(971	)
Accrued liabilities		(16,179	)		(24,943	)
All other working capital		3,673			(23,760	)
		20,808			29,213
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to property and equipment		(17,106	)		(32,258	)
Proceeds from disposal of property and equipment		61			2,555
		(17,045	)		(29,703	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from working capital notes payable, net		-			106,500
Gross proceeds from working capital notes payable		8,000			-
Gross payments on working capital notes payable		(15,400	)		-
Proceeds from long-term borrowings		230,000			-
Payments on long-term borrowings		(208,351	)		(60,374	)
Payment of debt issuance costs		(1,833	)		(827	)
Purchase of treasury stock		(397	)		(1,467	)
Proceeds from options exercised		-			887
Excess tax benefit from options exercised		-			122
Cash dividends		-			(21,562	)
		12,019			23,279
EFFECT OF EXCHANGE RATE CHANGES ON CASH		537			(249	)
CASH FLOWS FROM DISCONTINUED OPERATIONS:
Operating activities		(26,103	)		(7,578	)
Investing activities		63,827			(18,541	)
Effect of exchange rate changes on cash		29			(61	)
		37,753			(26,180	)
NET INCREASE IN CASH AND CASH EQUIVALENTS		54,072			(3,640	)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD		16,551			24,280
DECREASE IN CASH AND CASH EQUIVALENTS OF
DISCONTINUED OPERATIONS		1,382			1,201
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	72,005		$	21,841

SEC Regulation G
THE TALBOTS, INC. AND SUBSIDIARIES
Reconciliation of GAAP presentation net income (loss) to non-GAAP net income (loss) from continuing operations (unaudited)
Amounts in thousands except per share amounts
	For the 13 weeks ended October 31, 2009						For the 13 weeks ended November 1, 2008
Income (loss) from continuing operations after taxes	$	15,464		$	0.28		$	(14,763	)	$	(0.28	)
Impact of restructuring charges, net of taxes in 2008		389			0.01			959			0.02
Impact of asset impairments, net of taxes in 2008		1,320			0.02			1,416			0.03
Income (loss) from continuing operations before restructuring
and impairment charges after taxes	$	17,173		$	0.31		$	(12,388	)	$	(0.23	)
	For the 39 weeks ended October 31, 2009						For the 39 weeks ended November 1, 2008
Loss from continuing operations after taxes	$	(23,835	)	$	(0.44	)	$	(8,208	)	$	(0.15	)
Impact of restructuring charges, net of taxes in 2008		9,660			0.18			6,464			0.12
Impact of asset impairments, net of taxes in 2008		1,351			0.02			1,641			0.03
Loss from continuing operations before restructuring
and impairment charges after taxes	$	(12,824	)	$	(0.24	)	$	(103	)	$	-
	For the 13 weeks ended October 31, 2009						For the 13 weeks ended November 1, 2008
Operating income (loss) from continuing operations	$	22,375					$	(18,275	)
Impact of restructuring charges		389						1,505
Impact of asset impairments		1,320						2,223
Operating profit (loss) from continuing operations, excluding
restructuring and impairment charges	$	24,084					$	(14,547	)