UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 15
CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION
UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934
OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number: 333-121641
AMERICAN EAGLE OUTFITTERS, INC.
PROFIT SHARING AND 401(K) PLAN
(Exact Name of Registrant as specified in its charter)
150 Thorn Hill Drive
Warrendale, Pennsylvania 15086-7528
(724) 776-4857
(Address, including zip code, and telephone number
including area code of Registrant's
principal executive offices)
Interests of Participants in the American Eagle Outfitters, Inc. Profit Sharing and 401(k) Plan
(Title of each class of securities covered by this form)
None
(Titles of all other classes of securities for which a duty
to file reports under section 13(a) or 15(d) remains)
Please place an X in the box(es) to designate the appropriate rule provision(s) relied upon to terminate or suspend the duty to file reports:
| Rule 12g-4(a)(1)(i) | [ ] |
Rule 12h-3(b)(1)(ii) |
[ ] | |||
| Rule 12g-4(a)(1)(ii) | [ ] | Rule 12h-3(b)(2)(i) | [ ] | |||
| Rule 12g-4(a)(2)(i) | [ ] | Rule 12h-3(b)(2)(ii) | [ ] | |||
| Rule 12g-4(a)(2)(ii) | [ ] | Rule 15d-6 | [ ] | |||
| Rule 12h-3(b)(1)(i) | [X] |
Approximate number of holders of record as of the certification or notice date: none
Pursuant to the requirements of the Securities Exchange Act of 1934, the American Eagle Outfitters, Inc. Profit Sharing and 401(k) Plan has caused this certification/notice to be signed on its behalf by the undersigned duly authorized person.
AMERICAN EAGLE OUTFITTERS, INC.
PROFIT SHARING AND 401(K) PLAN
Date: December 6, 2006
By: /s/ Neil Bulman, Jr.
Neil Bulman, Jr., Esq.
Vice President and General Counsel