Abercrombie & Fitch 2009 Annual Report Download - page 94

(3) Exhibits:
The documents listed below are filed with this Annual Report on Form 10-K as exhibits or incorporated
into this Annual Report on Form 10-K by reference as noted:
3.1 Amended and Restated Certificate of Incorporation of A&F as filed with the Delaware Secretary of
State on August 27, 1996, incorporated herein by reference to Exhibit 3.1 to A&F’s Quarterly
Report on Form 10-Q for the quarterly period ended November 2, 1996 (File No. 001-12107).
3.2 Certificate of Designation of Series A Participating Cumulative Preferred Stock of A&F as filed with
the Delaware Secretary of State on July 21, 1998, incorporated herein by reference to Exhibit 3.2 to
A&F’s Annual Report on Form 10-K for the fiscal year ended January 30, 1999 (File No. 001-12107).
3.3 Certificate of Decrease of Shares Designated as Class B Common Stock as filed with the Delaware
Secretary of State on July 30, 1999, incorporated herein by reference to Exhibit 3.3 to A&F’s
Quarterly Report on Form 10-Q for the quarterly period ended July 31, 1999 (File No. 001-12107).
3.4 Certificate regarding Approval of Amendment to Section 2.03 of Amended and Restated Bylaws of
Abercrombie & Fitch Co. by stockholders of Abercrombie & Fitch Co. at Annual Meeting of
Stockholders held on June 10, 2009, incorporated herein by reference to Exhibit 3.1 to A&F’s
Current Report on Form 8-K dated and filed June 16, 2009 (File No. 001-12107).
3.5 Certificate regarding Approval of Addition of New Article IX of Amended and Restated Bylaws of
Abercrombie & Fitch Co. by Board of Directors of Abercrombie & Fitch Co. on June 10, 2009,
incorporated herein by reference to Exhibit 3.2 to A&F’s Current Report on Form 8-K dated and
filed June 16, 2009 (File No. 001-12107).
3.6 Amended and Restated Bylaws of A&F (reflecting amendments through June 10, 2009),
incorporated herein by reference to Exhibit 3.6 to A&F’s Quarterly Report on Form 10-Q for
the quarterly period ended August 1, 2009 (File No. 001-12107).
4.1 Rights Agreement, dated as of July 16, 1998, between A&F and First Chicago Trust Company of
New York, incorporated herein by reference to Exhibit 1 to A&F’s Registration Statement on
Form 8-A dated and filed July 21, 1998 (File No. 001-12107).
4.2 Amendment No. 1 to Rights Agreement, dated as of April 21, 1999, between A&F and First Chicago
Trust Company of New York, incorporated herein by reference to Exhibit 2 to A&F’s Form 8-A
(Amendment No. 1), dated April 23, 1999 and filed April 26, 1999 (File No. 001-12107).
4.3 Certificate of adjustment of number of Rights associated with each share of Class A Common Stock,
dated May 27, 1999, incorporated herein by reference to Exhibit 4.6 to A&F’s Quarterly Report on
Form 10-Q for the quarterly period ended July 31, 1999 (File No. 001-12107).
4.4 Appointment and Acceptance of Successor Rights Agent, effective as of the opening of business on
October 8, 2001, between A&F and National City Bank, incorporated herein by reference to Exhibit
4.6 to A&F’s Quarterly Report on Form 10-Q for the quarterly period ended August 4, 2001
(File No. 001-12107).
4.5 Amendment No. 2, dated as of June 11, 2008, to the Rights Agreement, dated as of July 16, 1998,
between A&F and National City Bank (as successor to First Chicago Trust Company of New York),
as Rights Agent, incorporated herein by reference to Exhibit 4.01 to A&F’s Form 8-A/A
(Amendment No. 2), dated and filed June 12, 2008 (File No. 001-12107).
4.6 Appointment and Acceptance of Successor Rights Agent, effective as of the opening of business on
November 2, 2009, between A&F and American Stock Transfer & Trust Company, LLC (as
successor to National City Bank), as Rights Agent, incorporated herein by reference to Exhibit 4.6 to
A&F’s Form 8-A/A (Amendment No. 5), dated and filed November 3, 2009 (File No. 001-12107).
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