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): July 11, 2006

Chico’s FAS, Inc.

(Exact Name of Registrant as Specified in its Charter)

Florida
(State or Other Jurisdiction of Incorporation)

0-21258		59-2389435
(Commission File Number)		(IRS Employer Identification No.)

11215 Metro Parkway, Fort Myers, Florida		33966
(Address of Principal Executive Offices)		(Zip code)

(239) 277-6200
(Registrant’s Telephone Number, Including Area Code)
(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):

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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

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

o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 8.01. Other Events

     On May 16, 2006, Chico’s FAS, Inc. (the “Company”) issued a press release announcing that it had completed its previously announced $100 million stock repurchase program and that its Board of Directors has approved the repurchase of an additional $100 million of the Company’s outstanding common stock.

     On July 11, 2006, the Company completed the additional $100 million stock repurchase program which was approved by the Company’s Board of Directors on May 16, 2006.

     The following table sets forth information concerning the purchases of the Company’s common stock made by the Company under the additional $100 million stock repurchase program announced on May 16, 2006 (dollar amounts in thousands, except per share amounts):

														Approximate Dollar
														Value of Shares
										Total Number of				that May Yet Be
										Shares Purchased as				Purchased Under the
		Total Number of				Average Price Paid				Part of Publicly				Publicly Announced
Period		Shares Purchased				per Share				Announced Plan				Plan
April 30, 2006 to May 27, 2006			—			$	—				—			$	—
May 28, 2006 to July 1, 2006			2,191,500	(1)		$	29.62				2,191,500	(1)		$	35,144
July 2, 2006 through July 11, 2006			1,401,446			$	25.08				1,401,446			$	—
Total			3,592,946			$	27.85				3,592,946			$	—

     Additionally, because the Company adopted and effectuated these two $100 million stock repurchase programs back-to-back, the Company thought it would be useful to present a separate comprehensive table setting forth information concerning the aggregate of all purchases of the Company’s common stock made by the Company since the beginning of its 2006 fiscal year, under the $100 million stock repurchase program announced on March 13, 2006 and the $100 million stock repurchase program announced on May 16, 2006, (dollar amounts in thousands, except per share amounts):

														Approximate Dollar
														Value of Shares
										Total Number of				that May Yet Be
										Shares Purchased as				Purchased Under the
		Total Number of				Average Price Paid				Part of Publicly				Publicly Announced
Period		Shares Purchased				per Share				Announced Plans				Plans
January 29, 2006 to February 25, 2006			—			$	—				—			$	—
February 26, 2006 to April 1, 2006			50,000			$	39.15				50,000			$	98,043
April 2, 2006 to April 29, 2006			783,310			$	38.00				783,310			$	68,279
April 30, 2006 to May 27, 2006			2,246,200			$	30.38				2,246,200			$	100,048
May 28, 2006 to July 1, 2006			2,191,500			$	29.62				2,191,500			$	35,144
July 2, 2006 through July 11, 2006			1,401,446			$	25.08				1,401,446			$	—
Total			6,672,456			$	29.97				6,672,456			$	—

SIGNATURES

     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.