Undertaking to Furnish Debt Instruments to SEC by Abercrombie & Fitch Co.

Summary

Abercrombie & Fitch Co. has informed the SEC that, aside from those already filed, it has no long-term debt agreements exceeding 10% of its total assets. The company agrees to provide the SEC with copies of any long-term debt instruments not filed with its annual report, if requested. This letter is signed by the company's Chief Financial Officer and serves as a formal undertaking in compliance with SEC regulations.

EX-4.1 2 exhibit41q42016.htm EXHIBIT 4.1 Exhibit

Exhibit 4.1

Abercrombie & Fitch Co.

6301 Fitch Path

New Albany, Ohio 43054

(614) 283-6500

March 27, 2017

United States Securities and Exchange Commission

100 F Street, NE

Washington, D.C. 20549

Re: Abercrombie & Fitch Co.

Commission File Number: 001-12107

Annual Report on Form 10-K for the Fiscal Year Ended January 28, 2017

Ladies and Gentlemen:

Abercrombie & Fitch Co., a Delaware corporation (“A&F”), is today filing with the Securities and Exchange Commission (the “SEC”) the Annual Report on Form 10-K of A&F for the fiscal year ended January 28, 2017 (“A&F’s Fiscal 2016 Form 10-K”).

Neither (i) A&F nor (ii) any of A&F’s consolidated subsidiaries has outstanding any instrument or agreement with respect to its long-term debt, other than those filed or incorporated by reference as an exhibit to A&F’s Fiscal 2016 Form 10-K, under which the total amount of long-term debt authorized exceeds 10% of the total assets of A&F and A&F’s subsidiaries on a consolidated basis. In accordance with the provisions of Item 601(b)(4)(iii) of SEC Regulation S-K, A&F hereby agrees to furnish to the SEC, upon request, a copy of each instrument or agreement defining (i) the rights of holders of long-term debt of A&F or (ii) the rights of holders of long-term debt of a consolidated subsidiary of A&F, in each case which is not being filed or incorporated by reference as an exhibit to A&F’s Fiscal 2016 Form 10-K.



		Very truly yours,


		ABERCROMBIE & FITCH CO.

		/s/ JOANNE C. CREVOISERAT
		Joanne C. Crevoiserat Executive Vice President, Chief Operating Officer and Chief Financial Officer (Principal Financial Officer and Authorized Officer)