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)

June 5, 2008

AMERICAN EAGLE OUTFITTERS, INC.

(Exact name of registrant as specified in its charter)

Delaware	1-33338	13-2721761
(State of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

77 Hot Metal Street Pittsburgh, Pennsylvania	15203-2329
(Address of principal executive offices)	(Zip Code)

(412) 432-3300

(Registrant's telephone number, including area code)

N/A

(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 (see General Instruction A.2. below):

[   ] Written communications 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 communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02.	Results of Operations and Financial Condition
	The information in this Item 2.02 of Form 8-K, including the accompanying exhibits, shall not be deemed to be "filed" for the purposes of Section 18 of the Securities and Exchange Act of 1934 (the "Exchange Act"), or otherwise subject to the liability of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of the general incorporation language of such filing, except as shall be expressly set forth by specific reference in such filing. On June 5, 2008, the Company issued a press release announcing, among other things, the Company's May 2008 sales.  A copy of the press release is attached hereto as Exhibit 99.1. The Company's Management issued a recorded sales commentary on June 5, 2008 to review the Company's sales results for the month ended May 31, 2008.  Additionally, Management reiterated its second quarter 2008 earnings guidance in both the press release and the commentary.  A copy of the sales commentary transcript is attached hereto as Exhibit 99.2.
ITEM 9.01.	Financial Statements and Exhibits
(c) Exhibits
Exhibit No.	Description
99.1*	Press release dated June 5, 2008 announcing May sales
99.2*	May sales commentary transcript dated June 5, 2008
* Such Exhibit is being "furnished" (not filed) pursuant to Item 2.02 of the Current Report on Form 8-K.

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.

	AMERICAN EAGLE OUTFITTERS, INC.
	(Registrant)
Date: June 5, 2008	By:	/s/ Joan Holstein Hilson
		Joan Holstein Hilson
		Executive Vice President and Chief Financial Officer, AE Brand

EXHIBIT INDEX

Exhibit Number	Description
99.1*	Press release dated June 5, 2008 announcing May sales
99.2*	May sales commentary transcript dated June 5, 2008
* Such Exhibit is being "furnished" (not filed) pursuant to Item 2.02 of the Current Report on Form 8-K.

EX-99

Exhibit 99.1

American Eagle Outfitters Reports May Sales Of $200.0 Million;

Same Store Sales Decrease 9%

Reiterates Second Quarter EPS Guidance

Pittsburgh, PA - June 5, 2008 -- American Eagle Outfitters, Inc. (NYSE: AEO) today announced that total sales for the four weeks ended May 31, 2008 increased slightly to $200.0 million, compared to $199.2 million for the four weeks ended June 2, 2007. Comparable store sales decreased 9% for the month, compared to a 5% increase for the same period last year.

May sales results are consistent with the company's recent expectations, with similar trends across AE guy's and girl's categories continuing in the month.

Total sales for the 17 weeks ended May 31, 2008 increased 4% to $840.4 million, compared to $811.6 million for the 17 weeks ended June 2, 2007. Comparable stores sales decreased 6% for the year-to-date period compared to the same 17 week period last year.

The company maintained its second quarter earnings guidance of $0.28 to $0.30 per share, compared to $0.37 per share last year.

To access the company's recorded monthly sales commentary, please dial (866) 514-0390, or internationally dial (585) 267-8021.

American Eagle Outfitters designs, markets and sells its own brand of laidback, current clothing targeting 15 to 25 year-olds, providing high-quality merchandise at affordable prices. The original collection includes standards like jeans and graphic Ts as well as essentials like accessories, outerwear, footwear, basics and swimwear. American Eagle currently operates 869 stores in 50 states, the District of Columbia and Puerto Rico, and 76 AE stores in Canada. American Eagle also operates ae.com, which offers additional sizes and styles of favorite AE merchandise and ships to more than forty countries around the world. The American Eagle brand also includes a Dormwear collection, aerie, which is available in 63 standalone stores, American Eagle stores and at aerie.com. The collection includes bras, undies, camis, hoodies, robes, boxers, sweats and leggings for the AE girl. Designed to be sweetly sexy, comfortable and cozy, the aerie brand offers AE customers a new way to express their personal style everyday, from the dormroom to the coffee shop to the classroom.  77E, a new multi-channel entertainment platform, features original and user-generated content on ae.com, in AE stores, on television, and on Web sites such as Youtube, MySpace and Facebook. For more information, visit www.ae.com.

MARTIN + OSA, a concept targeting 28 to 40 year-old women and men, offers refined casual clothing and accessories, designed to be valuable, irresistible, inspiring, authentic and adventurous.  MARTIN + OSA currently operates 22 stores. For additional information and updates, visit www.martinandosa.com

The company plans to launch a children's apparel brand, 77kids by american eagle, offering on-trend, high-quality clothing and accessories for kids age two to 10. 77kids will debut online at www.77kids.com during Fiscal 2008, with brick-and-mortar stores in the U.S. planned for 2010.

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: This release contains forward-looking statements, which represent our expectations or beliefs concerning future events, specifically regarding second quarter earnings. All forward-looking statements made by the company involve material risks and uncertainties and are subject to change based on factors beyond the company's control. Such factors include, but are not limited to the risk that the Company's second quarter earnings expectations may not be achieved and the risks described in the Risk Factor Section of the company's Form 10-K and Form 10-Q filed with the Securities and Exchange Commission. Accordingly, the company's future performance and financial results may differ materially from those expressed or implied in any such forward-looking statements. The company does not undertake to publicly update or revise its forward-looking statements even if future changes make it clear that projected results expressed or implied will not be realized.

Contact:

American Eagle Outfitters, Inc.

Judy Meehan, 412-432-3300

EX-99

Exhibit 99.2

American Eagle Outfitters, Inc.
May 2008

Recorded Sales Commentary Transcript dated June 5, 2008

Good morning and welcome to the American Eagle Outfitters May 2008 Sales Commentary. This is Judy Meehan, Vice President of Investor Relations. During this call, I will make certain forward-looking statements based on current expectations. Actual results may be materially different based on our risk factors included in our quarterly and annual reports filed with the SEC.

Total sales for the four weeks ended May 31, 2008 increased slightly to $200.0 million, compared to $199.2 million for the four weeks ended June 2, 2007. Comparable store sales decreased 9%, compared to a 5% increase for the same period last year.

May sales results are consistent with our recent expectations. As we anticipated, similar trends across AE guy's and girl's categories continued throughout the month. Guys increased in the low single-digits, and the girl's comp declined in the mid-teens.

In May, the average unit retail price decreased in the high single-digits, driven by higher markdowns, which was in-line with our plan. Transactions per store decreased in the high single-digits, due to a decline in traffic and conversion.

Comps across all regions declined in May.

Sales related to our direct business increased 24%, driven by increased traffic and higher conversion.

We are maintaining our second quarter EPS guidance of $0.28 to $0.30 cents per share. This compares to $0.37 cents per share last year.

Thank you for your continued interest in American Eagle Outfitters.