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United States securities and exchange commission logo





                            August 1, 2023

       Jay L. Schottenstein
       Chief Executive Officer, Chairman of the Board and Director
       American Eagle Outfitters, Inc.
       77 Hot Metal Street
       Pittsburgh, PA 15203

                                                        Re: American Eagle
Outfitters, Inc.
                                                            Form 10-K for
Fiscal Year Ended January 28, 2023
                                                            Filed March 13,
2023
                                                            Form 10-Q for
Fiscal Quarter Ended April 29, 2023
                                                            Filed May 25, 2023
                                                            Item 2.02 Form 8-K
filed May 24, 2023
                                                            File No. 001-33338

       Dear Jay L. Schottenstein:

              We have reviewed your filings and have the following comments. In
some of our
       comments, we may ask you to provide us with information so we may better
understand your
       disclosure.

              Please respond to these comments within ten business days by
providing the requested
       information or advise us as soon as possible when you will respond. If
you do not believe our
       comments apply to your facts and circumstances, please tell us why in
your response.

                                                        After reviewing your
response to these comments, we may have additional comments.

       Form 10-K for Fiscal Year Ended January 28, 2023

       Management's Discussion and Analysis of Financial Condition and Results
of Operations
       Results of Operations
       Non-GAAP Information, page 36

   1.                                                   For your
reconciliations of adjusted net income and adjusted earnings per diluted share,
                                                        please present the
income tax impact attributable to your non-GAAP adjustments as a
                                                        separate adjustment and
disclose how it was computed. Refer to Question 102.11 of the
                                                        Non-GAAP Financial
Measures Compliance and Disclosure Interpretations. Please also
                                                        address this comment
and the ones below in your Forms 10-Q and 8-K, if applicable.
 Jay L. Schottenstein
FirstName   LastNameJay   L.Inc.
                             Schottenstein
American Eagle   Outfitters,
Comapany
August      NameAmerican Eagle Outfitters, Inc.
        1, 2023
August
Page 2 1, 2023 Page 2
FirstName LastName
Comparison of Fiscal 2022 to Fiscal 2021, page 36

2.       You appear to have only limited discussion of your segment revenues.
Please disclose the
         business reasons for the changes between periods in the operating
results of each of your
         segments discussed in Note 16 of your financial statements, as well as
the amounts shown
         in the Corporate and Other column. In circumstances where there is
more than one
         business reason for a change in a line item between periods in your
consolidated results or
         your segment results, please also quantify the incremental impact of
each individual
         business reason discussed on the overall change in the line item.
Refer to Item 303 of
         Regulation S-K.
Consolidated Financial Statements
Consolidated Statements of Cash Flows, page 49

3.       Please present changes in accounts receivable separately in the
changes in assets and
         liabilities section of your cash flows from operating activities.
Refer to ASC 230-10-45-
         29.
Note 16. Segment Reporting, page 71

4.       Please disclose in greater detail with quantification for each period
presented the types of
         amounts included in the Corporate and Other column. Refer to
paragraphs 50-15, 50-
         29(b), 50-30(b) and 50-31 of ASC 280-10-50.
Item 2.02 Form 8-K filed May 24, 2023

Exhibit 99.1, page 1

5.       Please present the comparable GAAP measure with equal or greater
prominence to
         adjusted operating profit in your headline earnings. Refer to Question
102.10(a) of the
         Non-GAAP Financial Measures Compliance and Disclosure Interpretations.
Also,
         disclose in greater detail for each period presented the specific
long-lived assets impaired
         and the facts and circumstances leading to the impairment. Similarly,
disclose in greater
         detail the nature of the employee related costs and other commercial
related charges and
         explain why they are being removed in arriving at your non-GAAP
measures. Refer to
         Item 10(e) of Regulation S-K. Please also address the second part of
this comment in
         your Forms 10-K and 10-Q.

        We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.
 Jay L. Schottenstein
American Eagle Outfitters, Inc.
August 1, 2023
Page 3

       You may contact Blaise Rhodes at (202) 551-3774 or Rufus Decker at (202)
551-3769 if
you have any questions.



FirstName LastNameJay L. Schottenstein                   Sincerely,
Comapany NameAmerican Eagle Outfitters, Inc.
                                                         Division of
Corporation Finance
August 1, 2023 Page 3                                    Office of Trade &
Services
FirstName LastName
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