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Charming Shoppes Announces New Equity Grants Under Nasdaq Marketplace Rule 4350

From: ASAP

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Charming Shoppes, Inc. (Nasdaq: CHRS), a leading retail apparel chain specializing in women's plus- size apparel, announced that, in accordance with Nasdaq Marketplace Rule 4350(i), it has granted restricted stock units and performance shares to certain individuals employed by recently-acquired Crosstown Traders, Inc. The restricted stock units and/or performance shares were granted as an inducement to such individuals' entering into an employment agreement with Charming Shoppes or continuing their employment following Charming Shoppes' acquisition of Crosstown Traders. Each restricted stock unit represents the right to receive one share of Charming Shoppes' common stock at the end of a vesting period. Each of the restricted stock units and performance shares were granted without shareholder approval pursuant to Nasdaq Marketplace Rule 4350(i)(1)(A)(iv).

Steven A. Lightman, President of Crosstown Traders, received 45,000 restricted stock units (which vest, subject to forfeiture, one-third for each of the first three years of service) and 30,000 performance shares of Charming Shoppes' common stock (which vest upon Charming Shoppes' attainment of specified performance targets over a three-year performance period ending fiscal year 2008). In addition, an aggregate of 105,500 restricted stock units (which vest, subject to forfeiture, one-third on the third, fourth and fifth anniversaries of the grant date) were awarded to the following individuals in the amounts specified:

Name Restricted Stock Units Covered by Award Gina Abbott 3,000 Paul Bona 6,000 Jon Borendame 3,000 Terry Compton 12,500 Bill Crist 3,000 Debbie Cross 3,000 Carol Dowell 3,000 Dale Espersen 3,000 Donna Hankins 3,000 Steve Hoffman 3,000 Patrick Kennedy 13,000 Judith Knight 3,000 Jim Krueger 6,500 Leslie Lenhart 3,000 Kin Leung 4,000 Mike Lindquist 5,000 John Marques 4,000 Nancy McDonald 3,000 Austin Patterson 3,000 Mark Smerlinski 3,000 Doug Spangler 3,000 Michael Vikesland 3,000 Joan Weinman 3,000 Kathleen Wells 6,500

On June 2, 2005, Charming Shoppes announced the completion of the purchase of Crosstown Traders, Inc. from JPMorgan Partners, the private equity arm of J.P. Morgan Chase & Co.

Crosstown Traders is a direct marketer of women's apparel, footwear, accessories and specialty gifts headquartered in Tucson, AZ, with additional facilities in Phoenix, AZ, Greenwich, CT, Carlsbad, CA, Wilmington, NC, and central Wisconsin. The company markets high-quality women's apparel through its Old Pueblo Traders, Bedford Fair Lifestyles, Bedford Fair Shoestyles, Willow Ridge, Lew Magram, Brownstone Studio, Regalia, Intimate Appeal, Monterey Bay Clothing Company, and Coward Shoe catalog titles. An additional catalog title, Figi's, is headquartered in Marshfield, WI, which markets food and specialty gift products.

Charming Shoppes, Inc. operates 2,235 stores in 48 states under the names LANE BRYANT(R), FASHION BUG(R), FASHION BUG PLUS(R), and CATHERINES PLUS SIZES(R). Please visit http://www.charmingshoppes.com for additional information about Charming Shoppes, Inc.

Posted June 2005

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