American Eagle Outfitters 2006 Annual Report Download - page 48

Exhibit 31.1
CERTIFICATIONS
I, James V. O’Donnell, certify that:
1. I have reviewed this Annual Report on Form 10-K of American Eagle Outfitters, Inc.;
2. Based on my knowledge, this report does not containanyuntrue statement of amaterial fact or omit to
state amaterial fact necessary to make the statements made, in light of the circumstancesunder which
such statements were made, not misleading with respect totheperiod covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this
report, fairly present in allmaterial respects the financial condition, results of operations and cash
flows of the registrant as of, and for, the periods presented in this report;
4. The registrant’s other certifying officer(s) and Iare responsible for establishing and maintaining
disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and
internal controlover financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for
the registrant and have:
a) Designed such disclosure controls andprocedures, or caused such disclosure controls and procedures
to be designed under our supervision, to ensure that material information relating to the registrant,
including its consolidated subsidiaries, is made known to us by others within thoseentities, particularly
during the period in which this report is being prepared;
b) Designedsuch internal control over financial reporting, or caused such internal control over
financial reporting to be designed under our supervision, to provide reasonable assurance regarding the
reliability of financial reporting and thepreparation of financial statements for external purposes in
accordance with generally accepted accounting principles;
c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures andpresented in
this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the
end of the period covered by this report based on such evaluation; and
d) Disclosed in this report any change in the registrant’s internal controlover financial reporting that
occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the
case of an annual report) that has materially affected, or is reasonably likely to materially affect, the
registrant’s internal controlover financial reporting; and
5. The registrant’s other certifying officer(s) and Ihave disclosed, based on our most recent evaluation of
internal controlover financial reporting, to the registrant’s auditors andthe audit committee of the
registrant’s board of directors (or persons performing the equivalent functions):
a) All significant deficiencies and material weaknesses in the design or operation of internal control
over financial reporting which are reasonably likely to adverselyaffect the registrant’s ability to record,
process, summarize and report financial information; and
b) Any fraud, whether or not material,that involves management or other employees who have a
significant role in the registrant’s internal controlover financial reporting.
April 4, 2007
/s/ James V. O’Donnell
James V. O’Donnell
Chief Executive Officer
(Principal Executive Officer)
Exhibit 31.2
CERTIFICATIONS
I, JoanHolstein Hilson,certify that:
1. I have reviewed this Annual Report on Form 10-K of American Eagle Outfitters, Inc.;
2. Based on my knowledge, this report does not containanyuntrue statement of amaterial fact or omit to
state amaterial fact necessary to make the statements made, in light of the circumstancesunder which
such statements were made, not misleading with respect totheperiod covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this
report, fairly present in allmaterial respects the financial condition, results of operations and cash
flows of the registrant as of, and for, the periods presented in this report;
4. The registrant’s other certifying officer(s) and Iare responsible for establishing and maintaining
disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and
internal controlover financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for
the registrant and have:
a) Designed such disclosure controls andprocedures, or caused such disclosure controls and procedures
to be designed under our supervision, to ensure that material information relating to the registrant,
including its consolidated subsidiaries, is made known to us by others within thoseentities, particularly
during the period in which this report is being prepared;
b) Designedsuch internal control over financial reporting, or caused such internal control over
financial reporting to be designed under our supervision, to provide reasonable assurance regarding the
reliability of financial reporting and thepreparation of financial statements for external purposes in
accordance with generally accepted accounting principles;
c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures andpresented in
this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the
end of the period covered by this report based on such evaluation; and
d) Disclosed in this report any change in the registrant’s internal controlover financial reporting that
occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the
case of an annual report) that has materially affected, or is reasonably likely to materially affect, the
registrant’s internal controlover financial reporting; and
5. The registrant’s other certifying officer(s) and Ihave disclosed, based on our most recent evaluation of
internal controlover financial reporting, to the registrant’s auditors andthe audit committee of the
registrant’s board of directors (or persons performing the equivalent functions):
a) All significant deficiencies and material weaknesses in the design or operation of internal control
over financial reporting which are reasonably likely to adverselyaffect the registrant’s ability to record,
process, summarize and report financial information; and
b) Any fraud, whether or not material,that involves management or other employees who have a
significant role in the registrant’s internal controlover financial reporting.
April 4, 2007
/s/ Joan Holstein Hilson
Joan Holstein Hilson
Executive Vice President and Chief Financial Officer, AE Brand
(Principal Financial Officer and Principal Accounting Officer)