THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Dress Barn, Inc. (The) (DBRN)

10/31/2005 Proxy Information

Klaus Eppler is a pensioned partner in the law firm of Proskauer Rose LLP, General Counsel for the Company. He was an equity partner of Proskauer Rose LLP from 1965 to 2001.

Roslyn S. Jaffe is the spouse of Elliot S. Jaffe, and they are the parents of David R. Jaffe, a Director and executive officer of the Company, and Elise Jaffe, an executive officer of the Company.

The Company leases two of its store locations from Elliot S. Jaffe, Chairman of the Board, or members of his family or related trusts (“affiliated landlords”). The following table describes the terms of these leases: (Table on page 29 of proxy)

These store rentals approximate the range of minimum rentals paid by the Company on its other store leases. The store leases also contain provisions for payment of a percentage of sales as additional rent when sales reach specified levels. The effective rent (total rent as a percentage of sales with respect to particular stores) for these stores is approximately eight percent. During fiscal 2005, the Company exercised the renewal option in the lease for its Danbury, Connecticut store, extending the expiration date of the lease to June 30, 2010 and extending the renewal options contained in the lease until June 30, 2020. In connection with the extension, the minimum annual rent was increased from $13.00 per square foot to $21.15 per square foot, and the affiliated landlord agreed to a $25,000 rent credit upon the remodeling of the store. The Company believes that these leases are on terms that are comparable to terms it could obtain in arms-length negotiations with unrelated third parties for store locations in similar geographic areas. During fiscal 2005, the Company paid a total of approximately $335,000 in rent on these properties.

10/26/2004 Proxy Information

Roslyn S. Jaffe is the spouse of Elliot S. Jaffe, and they are the parents of David R. Jaffe, a director and executive officer of the Company, and Elise Jaffe, an executive officer of the Company.

Klaus Eppler is a pensioned partner in the law firm of Proskauer Rose LLP, General Counsel for the Company.

The Company leases two of its store locations from Elliot S. Jaffe, Chairman of the Board, or members of his family or related trusts ("affiliatedlandlords").

Such store rentals approximate the range of minimum rentals paid by the Company on its other store leases. The store leases also contain provisions for payment of a percentage of sales as additional rent when sales reach specified levels. The effective rent (total rent as a percentage of sales with respect to particular stores) for such stores is approximately eight percent. The Company believes that the leases with such affiliated parties are on terms that are comparable to terms the Company could obtain in arms-length negotiations with unrelated third parties for store locations in similar geographic areas. During fiscal 2004, the Company paid a total of approximately $308,158 in rent to affiliated landlords.

The Company had "split dollar" insurance arrangements with a trust established by David R. Jaffe and his wife and with trusts established by Burt Steinberg, Executive Director and former Chief Operating Officer. Under these agreements the Company contracted to advance a portion of the premiums under certain life insurance policies. In view of the enactment of the Sarbanes-Oxley Act of 2002, the Company suspended making premium payments under these "split-dollar" arrangements during fiscal 2003. In fiscal 2004, the Company transferred these policies to Mr. Jaffe and Mr. Steinberg, with the executives now responsible for payment of the insurance premiums. To compensate Mr. Jaffe for his lost insurance benefit, the Company has agreed to give Mr. Jaffe an insurance allowance of $40,000 per year.

During fiscal 2004, the Company also terminated the separate "split dollar" insurance program it had for all officers other than Elliot S. Jaffe and certain other executives, including all of the other executive officers named in the foregoing tables. In fiscal 2003, the Company had suspended making payments under this program due to the provisions of the Sarbanes-Oxley Act of 2002. To replace this insurance benefit, the Company in fiscal 2004 established an Executive Life Insurance Plan, which provides for guaranteed levels of basic life insurance payable to each individual's designee, based on the individual's position within the Company, at no cost to the individual for the duration of the individual's term of employment. Pursuant to this plan, each executive officer named in the foregoing tables except Elliot S. Jaffe is entitled to $1 million of basic life insurance at no additional cost to them.

10/22/2003 Proxy Information

Klaus Eppler is a pensioned partner in the law firm of Proskauer Rose LLP, General Counsel for the Company.

Roslyn S. Jaffe is the spouse of Elliot S. Jaffe, Chairman of the Board, and they are the parents of David R. Jaffe and Elise Jaffe, executive officers of the Company