May 25,
2010
Via EDGAR Filing
Mr. John Reynolds
Assistant Director
Division of Corporation Finance
United States Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Mr. John Reynolds
Assistant Director
Division of Corporation Finance
United States Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
| Re: | Ross Stores, Inc. |
| Form 10-K for the fiscal year ended January 30, 2010 | |
| Filed March 30, 2010 | |
| File No. 0-14678 |
Dear Mr. Reynolds:
We have received your
further comment letter dated May 11, 2010 in regard to our Form 10-K for the
fiscal year ended January 30, 2010 filed March 30, 2010 and our response filed
April 28, 2010 to your initial comment letter dated April 15, 2010. To
facilitate your review, we repeat the captions and numbered paragraphs from your
latest comment letter, and are providing the following responses to the
comment:
Exhibits
| 1. |
We note your response to comment two
from our letter dated April 15, 2010. Please provide a more detailed
analysis as to why you believe the agreement is in the ordinary course of
business.
|
||
|
We wish to inform
the Staff that, notwithstanding our view that our revolving credit
facility is not a contract that must be filed pursuant to Item 601(b)(10)
of Regulation S-K (“Item 601(b)(10)”), we have determined to voluntarily
file the agreement as an exhibit to our next Quarterly Report on Form
10-Q.
In response to the Staff’s comment, we
continue to believe that our revolving credit facility is a contract made
in the ordinary course of our business, and also that it is not material
to our operations.
|
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May 25, 2010
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Ross Stores, Inc. acknowledges that:
- the company is responsible for the
adequacy and accuracy of the disclosure in the referenced filing;
- Staff comments or changes to
disclosure in response to Staff comments do not foreclose the Commission from
taking any action with respect to the filing; and
- the company may not assert Staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
Please call me at (925)
965-4570 if you have any additional comments or questions regarding our
response.
| Sincerely yours, |
| /s/ M. LeHocky |
| Mark LeHocky |
| Senior Vice President, General Counsel & Corporate Secretary |
| Ross Stores, Inc |
| cc: Deloitte & Touche LLP |
| Bradley J. Rock, DLA Piper LLP (US) |
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