<SEC-DOCUMENT>0001181431-12-056196.txt : 20121101
<SEC-HEADER>0001181431-12-056196.hdr.sgml : 20121101
<ACCEPTANCE-DATETIME>20121101205241
ACCESSION NUMBER:		0001181431-12-056196
CONFORMED SUBMISSION TYPE:	3
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20121101
FILED AS OF DATE:		20121101
DATE AS OF CHANGE:		20121101

REPORTING-OWNER:	

	OWNER DATA:	
		COMPANY CONFORMED NAME:			Chu James Michael
		CENTRAL INDEX KEY:			0001544498

	FILING VALUES:
		FORM TYPE:		3
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-35720
		FILM NUMBER:		121174914

	MAIL ADDRESS:	
		STREET 1:		599 WEST PUTNAM AVENUE
		CITY:			GREENWICH
		STATE:			CT
		ZIP:			06830

ISSUER:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			Restoration Hardware Holdings Inc
		CENTRAL INDEX KEY:			0001528849
		STANDARD INDUSTRIAL CLASSIFICATION:	RETAIL-FURNITURE STORES [5712]
		IRS NUMBER:				453052669
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			0131

	BUSINESS ADDRESS:	
		STREET 1:		15 KOCH ROAD
		STREET 2:		SUITE J
		CITY:			CORTE MADERA
		STATE:			CA
		ZIP:			94925
		BUSINESS PHONE:		415-924-1005

	MAIL ADDRESS:	
		STREET 1:		15 KOCH ROAD
		STREET 2:		SUITE J
		CITY:			CORTE MADERA
		STATE:			CA
		ZIP:			94925
</SEC-HEADER>
<DOCUMENT>
<TYPE>3
<SEQUENCE>1
<FILENAME>rrd359068.xml
<DESCRIPTION>FORM 3
<TEXT>
<XML>
<?xml version="1.0"?>
<ownershipDocument>

    <schemaVersion>X0206</schemaVersion>

    <documentType>3</documentType>

    <periodOfReport>2012-11-01</periodOfReport>

    <noSecuritiesOwned>0</noSecuritiesOwned>

    <issuer>
        <issuerCik>0001528849</issuerCik>
        <issuerName>Restoration Hardware Holdings Inc</issuerName>
        <issuerTradingSymbol>RH</issuerTradingSymbol>
    </issuer>

    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0001544498</rptOwnerCik>
            <rptOwnerName>Chu James Michael</rptOwnerName>
        </reportingOwnerId>
        <reportingOwnerAddress>
            <rptOwnerStreet1>C/O CATTERTON MANAGING PARTNER VI, L.L.C</rptOwnerStreet1>
            <rptOwnerStreet2>599 WEST PUTNAM AVENUE</rptOwnerStreet2>
            <rptOwnerCity>GREENWICH</rptOwnerCity>
            <rptOwnerState>CT</rptOwnerState>
            <rptOwnerZipCode>06830</rptOwnerZipCode>
            <rptOwnerStateDescription></rptOwnerStateDescription>
        </reportingOwnerAddress>
        <reportingOwnerRelationship>
            <isDirector>1</isDirector>
            <isOfficer>0</isOfficer>
            <isTenPercentOwner>1</isTenPercentOwner>
            <isOther>0</isOther>
        </reportingOwnerRelationship>
    </reportingOwner>

    <nonDerivativeTable>
        <nonDerivativeHolding>
            <securityTitle>
                <value>Common Stock</value>
            </securityTitle>
            <postTransactionAmounts>
                <sharesOwnedFollowingTransaction>
                    <value>11781079</value>
                </sharesOwnedFollowingTransaction>
            </postTransactionAmounts>
            <ownershipNature>
                <directOrIndirectOwnership>
                    <value>I</value>
                </directOrIndirectOwnership>
                <natureOfOwnership>
                    <value>See footnote</value>
                    <footnoteId id="F1"/>
                </natureOfOwnership>
            </ownershipNature>
        </nonDerivativeHolding>
    </nonDerivativeTable>

    <footnotes>
        <footnote id="F1">Represents shares of the Issuer held indirectly, through Home Holdings, LLC, by CP Home Holdings, LLC.  Catterton Managing Partner VI, L.L.C. (&quot;Catterton Managing Partner&quot;) is the general partner of CP Home Holdings, LLC. Mr. Chu is a member of the Managing Board of CP6 Management, L.L.C., which is the managing partner of Catterton Managing Partner. By virtue of these relationships, Mr. Chu may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by CP Home Holdings, LLC. Mr. Chu expressly disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein.</footnote>
    </footnotes>

    <remarks>Exhibit List: Exhibit 24 - Power of Attorney</remarks>

    <ownerSignature>
        <signatureName>/s/ J. Michael Chu</signatureName>
        <signatureDate>2012-11-01</signatureDate>
    </ownerSignature>
</ownershipDocument>
</XML>
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-24.
<SEQUENCE>2
<FILENAME>rrd322230_364281.htm
<DESCRIPTION>POWER OF ATTORNEY
<TEXT>
<HTML>
<HEAD>
<TITLE>
rrd322230_364281.html
</TITLE>
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<PRE>
Exhibit 24                           Power of Attorney

    Know all by these presents, that the undersigned hereby constitutes and
appoints each of Scott Dahnke, Marc Magliacano and Dave McPherson signing
singly, the undersigned's true and lawful attorney- in-fact to:

        1.  execute for and on behalf of the undersigned, in the undersigned's
            capacity as an officer and/or director of Restoration Hardware
            Holdings, Inc., a Form ID and Forms 3, 4 and 5 in accordance with
            Section 16(a) of the Securities Exchange Act of 1934 and the rules;
            and
        2.  do and perform any and all acts for and on behalf of the undersigned
            which may be necessary or desirable to complete and execute any such
            Form ID and Form 3, 4 or 5, complete and execute any amendment or
            amendments thereto, and timely file such form with the United States
            Securities and Exchange Commission and any stock exchange or similar
            authority.

    The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is of Restoration Hardware Holdings, Inc. assuming, any of the undersigned's
responsibilities to comply with Section 16 of the Securities Exchange Act of
1934.

    This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by Restoration
Hardware Holdings, Inc., a Delaware corporation, unless earlier revoked by the
undersigned in a signed writing delivered to the foregoing attorneys- in-fact.

    IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of November 1, 2012.

                                        /s/ J. Michael Chu
                                        ---------------------------------------
                                        J. Michael Chu
</PRE>
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</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
