UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


FORM 11-K

 


(Mark One)

x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

For the fiscal year ended December 31, 2006

OR

 

¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

For the transition period from              to             .

Commission File No. 33-55629

 


 

A. Full title of the plan and the address of the plan, if different from that of the issuer named below:

ANNTAYLOR, INC. SAVINGS PLAN

 

B. Name of the issuer of the securities held pursuant to the plan and the address of its principal executive office:

ANNTAYLOR STORES CORPORATION

(Exact name of registrant as specified in its charter)

 

7 Times Square, New York, NY   10036
(Address of principal executive offices)   (Zip Code)

(212) 541-3300

(Registrant’s telephone number, including area code)

 



ANNTAYLOR, INC. SAVINGS PLAN

TABLE OF CONTENTS

 

     Page

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

   1

FINANCIAL STATEMENTS:

  

Statements of Net Assets Available for Benefits as of December 31, 2006 and 2005

   2

Statements of Changes in Net Assets Available for Benefits for the Years Ended December 31, 2006 and 2005.

   3

Notes to Financial Statements as of and for the Years Ended December 31, 2006 and 2005

   4

SUPPLEMENTAL SCHEDULE:

  

Form 5500, Schedule H, Part IV, Line 4i - Schedule of Assets (Held at End of Year) as of December 31, 2006

   12

SIGNATURES

   13

EXHIBIT INDEX

   14

All other schedules required by Section 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable.


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Trustees and Participants of

The AnnTaylor, Inc. Savings Plan

New York, NY

We have audited the accompanying statements of net assets available for benefits of AnnTaylor, Inc. Savings Plan (the “Plan”) as of December 31, 2006 and 2005, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2006 and 2005, and the changes in net assets available for benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America.

Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of assets (held at end of year) as of December 31, 2006 is presented for the purpose of additional analysis and is not a required part of the basic financial statements, but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This schedule is the responsibility of the Plan’s management. Such schedule has been subjected to the auditing procedures applied in our audit of the basic 2006 financial statements and, in our opinion, is fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole.

/s/ DELOITTE & TOUCHE LLP

New York, NY

June 26, 2007


ANNTAYLOR, INC. SAVINGS PLAN

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS

AS OF DECEMBER 31, 2006 AND 2005


 

     2006    2005  

Participant Directed Investments:

     

Investments at fair value:

     

AnnTaylor Stores Corporation Common Stock Fund

   $ 3,190,719    $ 3,432,858  

Mutual Funds

     31,041,246      25,658,272  

Interest in Common/Collective

     

Trusts (Pooled) Funds

     20,561,348      16,396,931  

Loans to Participants

     912,427      1,012,930  
               

Total investments

     55,705,740      46,500,991  
               

Receivables:

     

Employer contributions

     56,296      57,243  

Employee contributions

     257,820      258,496  

Loan repayments

     27,720      26,207  
               

Total receivables

     341,836      341,946  
               

Cash

     3,496      901  
               

Total assets

     56,051,072      46,843,838  
               

Liabilities:

     

Contributions refundable

     —        32,422  
               

Total liabilities

     —        32,422  
               

Net assets available for benefits (at fair value)

     56,051,072      46,811,416  

Adjustments from fair value to contract value for fully benefit responsive investment contracts

     66,781      (34,921 )
               

Net assets available for benefits

   $ 56,117,853    $ 46,776,495  
               

See notes to financial statements.

 

2


ANNTAYLOR, INC. SAVINGS PLAN

STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS

FOR THE YEARS ENDED DECEMBER 31, 2006 AND 2005


 

     2006    2005

ADDITIONS

     

Investment income:

     

Interest and dividend income

   $ 1,895,101    $ 2,926,974

Net appreciation in fair value of investments

     3,160,373      21,715
             

Net investment income

     5,055,474      2,948,689
             

Contributions:

     

Employer contributions

     1,553,148      1,277,697

Employee contributions

     7,106,119      7,001,567

Rollover contributions

     1,287,357      1,861,547
             

Total contributions

     9,946,624      10,140,811
             

Total additions

     15,002,098      13,089,500
             

DEDUCTIONS

     

Benefits paid to participants

     5,660,740      5,100,601
             

Total deductions

     5,660,740      5,100,601
             

NET INCREASE IN NET ASSETS AVAILABLE FOR BENEFITS

     9,341,358      7,988,899

NET ASSETS AVAILABLE FOR BENEFITS:

     

Beginning of year

     46,776,495      38,787,596
             

End of year

   $ 56,117,853    $ 46,776,495
             

See notes to financial statements.

 

3


ANNTAYLOR, INC. SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS


 

1. PLAN DESCRIPTION

The following description of the AnnTaylor, Inc. Savings Plan (the “Plan”) provides only general information. Participants should refer to the Plan Document, which is available from the Plan administrator, for a more complete description of the Plan’s provisions.

General

The Plan is a defined contribution plan established by AnnTaylor, Inc. (the “Company”), a subsidiary of AnnTaylor Stores Corporation, as of July 1, 1989. All full-time employees of the Company who have completed thirty consecutive days of employment (consisting of at least 30 hours of service per week) and all part-time employees that have attained a 1,000 hour and one year service requirement with the Company or its subsidiaries and affiliates are eligible to make pre-tax and after-tax salary reduction contributions. Employees must complete one year of service and attain 1,000 hours to be eligible for Company matching contributions. The Administrative Committee of the Company controls and manages the operation and administration of the Plan. Ameriprise Trust Company (the “Plan Trustee”) serves as the trustee of the Plan. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”).

Contributions

Historically, the Company has contributed to the Plan 50% of the participant’s pre-tax contributions, or after-tax contributions, or both, subject to an overall maximum Company matching contribution of 3% of the participant’s eligible compensation.

Prior to July 1, 2002, participants (excluding “highly compensated employees” as defined by the Internal Revenue Service) could generally contribute up to 20% of their compensation in pre-tax and after-tax contributions. Beginning July 1, 2002, participants (excluding “highly compensated employees”) have been allowed to contribute up to 50% of their eligible compensation in pre-tax and / or after-tax contributions, so long as the sum of the amount of pre-tax and after-tax contributions does not exceed 50% of the participant’s eligible compensation. “Highly compensated employees” can defer no more than 5% of their eligible compensation as pre-tax contributions and can defer no more than 1% of their eligible compensation as after-tax contributions. A participant’s aggregate pre-tax contributions may not exceed $15,000 in 2006 and $14,000 in 2005, except that participants who have attained age 50 or will attain age 50 during the Plan year are eligible to make certain “catch up” contributions permitted by federal pension laws. Total employee contributions are subject to limitations imposed by the Internal Revenue Service. All employee contributions are remitted to the trustee and invested together with Company contributions.

Investments

Plan participants are able to direct the investment of their Plan holdings (employer and employee) into various investment options offered under the Plan on a daily basis. The investment options consist of 14 funds comprised of mutual funds and common/collective trusts (pooled) funds, as well as AnnTaylor Stores Corporation Common Stock Fund, which had a fair market value of $35.94 and $37.72 at December 31, 2006 and 2005, respectively.

Participant Accounts

Each participant’s account is credited with (a) the participant’s contributions, (b) the Company’s matching contributions, and (c) earnings allocable to investments credited to each participant’s account. Participants are entitled to the vested balance in their account.

 

4


ANNTAYLOR, INC. SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS (CONTINUED)


 

1. PLAN DESCRIPTION (CONTINUED)

 

Loans to Participants

Participants may borrow from their fund accounts a minimum of $1,000 and up to a maximum of $50,000 or 50% of their vested account balance, whichever is less. Loan terms range from one to five years. The loans are secured by 50% of the balance in the participant’s account and bear interest at a rate as determined by the Plan Trustee and authorized by the Plan’s Administrative Committee based on the prevailing Prime Rate at the time of the loan plus 1%.

Vesting

The Plan provides that participants have no vested interest in Company contributions or Plan earnings thereon credited to their accounts until they have two years of service, at which time they are 25% vested. Vesting increases by 25% per year up to 100% after five years of service. The Plan provides 100% vesting of a participant’s account balance upon their retirement on or after age 65, death or total disability.

Participants are fully vested at all times with respect to employee contributions and earnings thereon.

Contributions Refundable

The Plan is required to return contributions received during the plan year in excess of the Internal Revenue Code (“IRC”) limits.

Payment of Benefits

Participants or their beneficiaries are entitled to receive their entire account balance, in accordance with the vesting provisions of the Plan, upon retirement on or after age 65, death, total disability or employment termination. All distributions are lump sum payments. Prior to March 28, 2005, participants whose account balances were in excess of $5,000 may have elected deferred payment. On or after March 28, 2005, participants whose account balances are in excess of $1,000 may elect deferred payment.

Forfeitures

Forfeited nonvested contributions are used to reduce Company matching contributions. At December 31, 2006 and 2005, forfeited nonvested accounts totaled $27,595 and $87,876, respectively. During the years ended December 31, 2006 and 2005, forfeitures of $155,382 and $99,345, respectively, were utilized to reduce Company contributions.

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The significant accounting policies followed by the Plan are detailed below:

Basis of Accounting

The accompanying financial statements of the Plan have been prepared in accordance with accounting principles generally accepted in the United States of America.

 

5


ANNTAYLOR, INC. SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS (CONTINUED)


 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

Investment Valuation and Income Recognition

The Plan’s investments in mutual funds and AnnTaylor Stores Corporation Common Stock are valued based on quoted market prices. The fair value of the investments in common/collective trusts (pooled) funds is determined by each fund’s trustee based on the fair value of the underlying securities within the fund. The financial statements reflect the retroactive adoption of Financial Accounting Standards Board Staff Position (“FSP”) Nos. AAG INV-1 and Statement of Position (“SOP”) 94-4-1 “Reporting of Fully Benefit-Responsive Investment Contracts Held by Certain Investment Companies Subject to the AICPA Investment Company Guide and Defined-Contribution Health and Welfare and Pension Plans” (“FSP Nos. AAG INV-1 and SOP 94-1-1”). As required by FSP Nos. AAG INV-1 and SOP 94-1-1, an adjustment from fair value to contract value for RVST Income Fund II, a common/collective trust that invests in benefit responsive investment contracts, among other investments, has been made for the year ended December 31, 2006 and retroactively applied to the year ended December 31, 2005. The statements of changes in net assets available for benefits are presented at contract basis and were not affected by the adoption of FSP Nos. AAG INV-1 and SOP 94-1-1. The RVST Income Fund II is reported at fair value with an adjustment to contract value (which represents contributions made under the contract, plus earnings, less participant withdrawals and administrative expenses) for the fund’s investments in insurance contracts and fair value for the fund’s investments in externally managed affiliated collective investment funds and other investments (primarily debt obligations). Participant loans are valued at cost less principal repayments, which approximates fair value. Interest on investments is recorded on an accrual basis as earned. Dividend income is recorded on ex-dividend date. Security transactions are recorded as of the trade date.

Payment of Benefits

Benefits paid to participants are recorded upon distribution. Amounts allocated to accounts of persons who have elected to withdraw from the Plan but have not yet been paid were $41,362 and $40,764 at December 31, 2006 and 2005, respectively.

Administrative Costs

Professional and administrative fees and other expenses of the Plan are paid by the Company. Personnel and facilities of the Company are used by the Plan for its accounting and other activities at no charge to the Plan. The Company, at any time, may elect to have all such expenses paid by the Plan.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires Plan management to make estimates and assumptions that affect the reported amounts of net assets available for benefits and changes therein. Actual results could differ from those estimates. 

Risks and Uncertainties

The Plan makes available various investment options for participant directed investments, including mutual funds, common/collective trusts and AnnTaylor Stores Corporation Common Stock. Investment securities, in general, are exposed to various risks, such as interest rate, credit, and overall market volatility. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the financial statements.

 

6


ANNTAYLOR, INC. SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS (CONTINUED)


 

3. INVESTMENTS

The Plan Trustee invests all employee and Company contributions, as well as earnings thereon, in accordance with participant direction and the terms of the Plan. The Plan Trustee has custody of all assets in the funds. Investments at fair value at December 31 were as follows:

 

     2006     2005  

Mutual funds:

    

RVS Large Cap Equity Fund Class R4

   $ 14,594,866  *   $ —    

RVS New Dimensions Fund (1)

     —         12,889,445  *

Templeton Foreign Fund

     4,139,662  *     3,030,815  *

AIM Constellation Fund

     3,462,181  *     3,244,145  *

Royce Low-Priced Stock Fund

     3,069,007  *     1,774,473  

RS Emerging Growth Fund (1)

     1,582,757       1,684,314  

PIMCO Total Return Fund

     1,414,262       1,160,677  

Artisan Small Cap Fund

     1,099,198       468,914  

RVS Balanced Fund (Class Y) (1)

     840,049       811,832  

GMO U.S. Value Fund (Class M)

     839,264       593,657  

Interests in Common/Collective Trusts (Pooled) Funds:

    

RVST Income Fund II (1) (2)

     10,223,406  *     8,725,561  *

RVST Equity Index Fund II (1)

     4,220,746  *     3,121,374  *

RVST Long-Term Horizon Fund (65:35) (1)

     3,999,070  *     2,997,654  *

RVST Medium-Term Horizon Fund (50:50) (1)

     1,633,371       1,101,400  

RVST Short-Term Horizon Fund (25:75) (1)

     484,755       450,942  

Employer Securities:

    

AnnTaylor Stores Corporation Common Stock (1)

     3,190,719  *     3,432,858  *

(1) Party-in-interest
(2) Contract value was $10,290,187 and $8,690,640 at December 31, 2006 and 2005, respectively.
* Represents 5% or more of the Plan’s net assets.

For 2006 and 2005 the Plan’s investments, including investments bought and sold, as well as held during each year, appreciated/(depreciated) in fair value as follows:

 

     2006     2005  

RVS Large Cap Equity Fund Class R4

   $ 980,269     $ —    

AnnTaylor Stores Corporation Common Stock Fund

     (127,343 )     1,315,629  

RVST Income Fund II

     403,607       284,775  

AIM Constellation Fund

     191,985       250,511  

RVST Long-Term Horizon Fund (65:35)

     393,992       196,333  

RVST Equity Index Fund II

     537,343       138,734  

Templeton Foreign Fund

     252,146       84,807  

RVST Medium-Term Horizon Fund (50:50)

     132,830       57,585  

Royce Low-Priced Stock Fund

     135,251       32,701  

RVST Short-Term Horizon Fund (25:75)

     34,584       17,728  

GMO U.S. Value Fund (Class M)

     58,880       8,350  

RVS Balanced Fund (Class Y)

     94,023       7,990  

Artisan Small Cap Fund

     23,466       7,112  

RS Emerging Growth Fund

     146,442       (3,017 )

PIMCO Total Return Fund

     (12,774 )     (18,891 )

RVS New Dimensions Fund

     (84,328 )     (2,358,632 )
                

Net appreciation in fair value of investments

   $ 3,160,373     $ 21,715  
                

 

7


ANNTAYLOR, INC. SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS (CONTINUED)


 

4. PRIORITIES UPON TERMINATION OF THE PLAN

The Company intends to continue the Plan indefinitely, but reserves the right under the Plan to discontinue its contributions at any time and to amend or terminate the Plan subject to the provisions set forth in ERISA. In the event of termination, participants will become 100% vested in their accounts.

 

5. INCOME TAX STATUS

The Internal Revenue Service has determined and informed the Company, by letter dated September 18, 2002, that the Plan and related trust were designed in accordance with applicable regulations of the IRC. The Plan has been amended since receiving the determination letter; however, the Plan Administrator and the Plan’s benefits counsel believe that no amendment adversely impacted the Plan’s compliance with the applicable requirements of the IRC and the Plan and related trust continue to be tax exempt. Therefore, no provision for income taxes has been included in the Plan’s financial statements.

 

6. PARTY-IN-INTEREST TRANSACTIONS

During the years ended December 31, 2006 and 2005, there were transactions involving the investment of Plan assets in investment funds maintained by Ameriprise Trust Company, the Plan Trustee, a party-in-interest as defined in section 3(14) of ERISA. These transactions qualify as exempt party-in-interest transactions.

The Plan invests in the AnnTaylor Stores Corporation Common Stock Fund. At December 31, 2006 and 2005, the Fund held 94,206 and 96,595 shares, respectively, of common stock of AnnTaylor Stores Corporation, the parent company of AnnTaylor, Inc., with a cost basis of $2,641,242 and $2,665,239, respectively.

 

7. OTHER

In 2006, Wachovia Bank, N.A. acquired the Ameriprise Trust Company 401(k) recordkeeping business. The transaction closed on June 1, 2006 with the transition of all recordkeeping and administrative services for the retirement plan from Ameriprise Retirement Services to Wachovia Retirement Services occurring on April 2, 2007.

 

8


ANNTAYLOR, INC. SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS (CONTINUED)


 

8. RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500

The following is a reconciliation of total investments per the financial statements for the years ended December 31, 2006 and 2005 to Form 5500:

 

     2006     2005  

Total investments per the financial statements

   $ 55,705,740     $ 46,500,991  

Adjustment from fair value to contract value

     —         (34,921 )

Due to participants

     32,982       33,341  

Deemed distributed loans

     (15,641 )     (26,898 )
                

Total investments per Form 5500

   $ 55,723,081     $ 46,472,513  
                

The following is a reconciliation of receivables per the financial statements for the years ended December 31, 2006 and 2005 to Form 5500:

 

     2006    2005

Total receivables per the financial statements

   $ 341,836    $ 341,946

Interest on pooled accounts

     360      —  
             

Total receivables per Form 5500

   $ 342,196    $ 341,946
             

The following is a reconciliation of liabilities per the financial statements for the years ended December 31, 2006 and 2005 to Form 5500:

 

     2006    2005

Total liabilities per the financial statements:

   $ —      $ 32,422

Benefits payable

     41,362      40,764
             

Total liabilities per Form 5500:

   $ 41,362    $ 73,186
             

 

9


ANNTAYLOR, INC. SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS (CONTINUED)


 

8. RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500 (CONTINUED)

 

The following is a reconciliation of adjustment from fair value to contract value per the financial statements for the years ended December 31, 2006 and 2005 to Form 5500:

 

     2006     2005  

Adjustment from fair value to contract value per financial statements

   $ 66,781     $ (34,921 )

Adjustments from fair value to contract value

     (66,781 )     34,921  
                

Adjustments from fair value to contract value per Form 5500

   $ —       $ —    
                

The following is a reconciliation of total additions per the financial statements for the year ended December 31, 2006 to total income per Form 5500:

 

     2006  

Total additions per the financial statements

   $ 15,002,098  

Adjustment from fair value to contract value

     (66,781 )

Interest income on deemed distributed loans

     55  
        

Total income per Form 5500

   $ 14,935,372  
        

The following is a reconciliation of benefits paid to participants per the financial statements for the year ended December 31, 2006 to Form 5500:

 

     2006  

Benefits paid per the financial statements

   $ 5,660,740  

Deemed distributed loans offset by total distributions (principal)

     (12,798 )

Corrective distributions

     —    

Benefits payable, current year

     41,362  

Benefits payable, prior year

     (40,764 )
        

Benefits paid per Form 5500

   $ 5,648,540  
        

 

10


ANNTAYLOR, INC. SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS (CONTINUED)


 

8. RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500 (CONTINUED)

 

The following is a reconciliation of certain deemed distributions of participant loans per the financial statements for the year ended December 31, 2006 to Form 5500:

 

     2006

Certain deemed distributions of participant loans per the financial statements

   $ —  

Deemed distributed loans

     1,595
      

Certain deemed distributions of participant loans per Form 5500

   $ 1,595
      

 

11


ANNTAYLOR, INC. SAVINGS PLAN

FORM 5500, SCHEDULE H, PART IV, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)

DECEMBER 31, 2006


 

(a)

Party-in- Interest

  

(b)

Identity of Issue, Borrower, Lessor, or

Similar Party

  

(c)

Description of Investment

  

(d)

Cost

 

(e)

Current Value

Yes

   AnnTaylor Stores Corporation    Common Stock Fund, employer securities    **   $ 3,190,719

Yes

   Ameriprise Trust Company    RVST Income Fund II, collective fund    **     10,223,406

No

   Artisan Partners LLP    Artisan Small Cap Fund, mutual fund    **     1,099,198

Yes

   Ameriprise Trust Company    RVS Balanced Fund (Class R4), mutual fund    **     840,049

No

   AIM Investments    AIM Constellation Fund, mutual fund    **     3,462,181

Yes

   Ameriprise Trust Company    RVS Large Cap Equity Fund (Class R4), mutual fund    **     14,594,866

No

   Grantham Mayo Van Otterloo & Co LLC    GMO U.S. Value Fund (Class M), mutual fund    **     839,264

No

   Royce & Associates    Royce Low-Priced Stock Fund, mutual fund    **     3,069,007

No

   Franklin Templeton Investments    Templeton Foreign Fund, mutual fund    **     4,139,662

Yes

   Ameriprise Trust Company    RS Emerging Growth Fund, mutual fund    **     1,582,757

Yes

   Ameriprise Trust Company    RVST Equity Index Fund II, collective fund    **     4,220,746

No

   PIMCO    PIMCO Total Return Fund, mutual fund    **     1,414,262

Yes

   Ameriprise Trust Company    RVST Short-Term Horizon Fund (25:75), collective fund    **     484,755

Yes

   Ameriprise Trust Company    RVST Medium-Term Horizon Fund (50:50), collective fund    **     1,633,371

Yes

   Ameriprise Trust Company    RVST Long-Term Horizon Fund (65:35), collective fund    **     3,999,070

Yes

   Loans to Participants    197 loans bearing interest at rates between 5.00% and 9.25% and maturing between 2007 and 2012        912,427
              
           $ 55,705,740
              

Employer Identification Number: 51-0297083

Plan Number: 001

** Cost information has been omitted for participant-directed investments

 

12


SIGNATURES

The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the Administrative Committee has duly caused this Annual Report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    AnnTaylor, Inc. Savings Plan
June 27, 2007   By:  

/s/ James M. Smith

    James M. Smith
    Executive Vice President, Chief Financial Officer and Treasurer, AnnTaylor, Inc.

 

13


EXHIBIT INDEX

 

Exhibit No.

    

23

   Consent of Deloitte & Touche LLP

 

14