UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

 

WASHINGTON, DC 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):             November 18, 2005

 

THE J. JILL GROUP, INC.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware

 

0-22480

 

04-2973769

(State or Other Jurisdiction
of Incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification No.)

 

 

 

 

 

4 Batterymarch Park, Quincy, MA

 

02169-7468

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code:          (617) 376-4300

 

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:

 

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 November 18, 2005, The J. Jill Group, Inc. (the “Company”) issued a press release announcing a request by the Company’s Board of Directors to the shareholders of the Company to take no immediate action in response to an acquisition proposal announced by Liz Claiborne, Inc. on the same day. On December 5, 2005, the Company issued a second press release announcing that the Company’s Board of Directors had decided to explore strategic alternatives, including a possible sale of the Company.  Copies of the press releases are attached as Exhibits 99.1 and 99.2, respectively, to this Current Report on Form 8-K.

 

Item 9.01               Financial Statements and Exhibits.

 

(d)           Exhibits

 

99.1            November 18, 2005 Press Release

99.2            December 5, 2005 Press Release

 

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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.

 

 

THE J. JILL GROUP, INC.

 

 

 

 

Date: December 9, 2005

By:

/s/ Olga L. Conley

 

 

Olga L. Conley

 

Executive Vice President /

 

Chief Financial Officer and Chief

 

Administrative Officer

 

(Principal Financial Officer)

 

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