UNITED
  STATES
  
 
 
  
  
SECURITIES
  AND EXCHANGE COMMISSION
  
 
 
  
  
Washington, D.C.  20549
  
 
 
  
  
 
  
 
 
  
  
FORM 8-K
  
 
 
  
  
 
  
 
 
  
  
CURRENT REPORT
  
 
 
  
  
 
  
 
 
  
  
Pursuant to Section 13 or 15(d) of the
  
 
 
  
  
Securities Exchange Act of 1934
  
 
 
  
  
 
  
 
 
  
  
 
  
 
 
  
  
Date of Report:  May 12, 2010
  
 
 
  
  
 
  
 
 
  
  
 
  
 
 
  
  

	MACY'S, INC.
  
 
 
  
  
 
  
 
 
  
  
7 West Seventh Street, Cincinnati, Ohio 45202

  (513) 579-7000
  
 
 
  
  
 
  
 
 
  
  
-and-
  
 
 
  
  
 
  
 
 
  
  
151 West 34th Street, New York, New York 10001

  (212) 494-1602
  
 
 
  
  
 
  
 
 
  
  
 
  
 
 
  
  
Delaware
  
  
  
1-13536
  
  
  
13-3324058
  
 
 
  
  
(State of Incorporation)
  
  
  
(Commission File Number)
  
  
  
(IRS Employer Identification No.)
  
 
 
  
  
 
  
 
 
  
  
 
  
 
 
  
  
Check the
  appropriate box below if the Form 8-K is intended to simultaneously satisfy
  the filing obligation of the registrant under any of the following
  provisions:
  
 
 
  
  
 
  
 
 
  
  
[   ]  Written communications pursuant to Rule 425 under the
  Securities Act (17 CFR 230.425)
  
 
 
  
  
 
  
 
 
  
  
[   ]  Soliciting material pursuant to Rule 14a-12 under the
  Exchange Act (17 CFR 240.14a-12)
  
 
 
  
  
 
  
 
 
  
  
[   ]  Pre-commencement communications pursuant to Rule 14d-2(b)
  under the Exchange Act (17 CFR 240.14d-2(b))
  
 
 
  
  
 
  
 
 
  
  
[   ]  Pre-commencement communications pursuant to Rule 13e-4(c)
  under the Exchange Act (17 CFR 240.13e-4(c))
  
 
 
  
  
 
  
 


 





 


 
  
  
Item 2.02.
  
  
  
Results of
  Operations and Financial Condition.
  
 
 
  
  
 
  
  
  
 
  
 
 
  
  
 
  
  
  
On May 12,
  2010, Macy's, Inc. ("Macy's") issued a press release announcing
  Macy's financial condition and results of operations for the 13 weeks ended
  May 1, 2010.  The full text of the press release is attached hereto as
  Exhibit 99.1 and is incorporated herein by reference.
  
 
  
The press
  release referred to above contains certain non-GAAP financial measures of
  diluted loss per share, operating income and operating income as a percent of
  sales, excluding division consolidation costs.  Management believes that
  diluted loss per share, operating income and operating income as a percent of
  sales, excluding division consolidation costs, are useful measures in
  evaluating Macy's ability to generate earnings from operations and that
  providing such measures will allow investors to more readily compare the
  earnings referred to in the press release to the earnings provided by Macy's
  in past and future periods.  Management believes that excluding division
  consolidation costs from these calculations is particularly useful where the
  amounts of such items are not consistent in the periods presented. 
  However, the reader is cautioned that any non-GAAP financial measures
  provided by Macy's are provided in addition to, and not as alternatives for,
  Macy's reported results prepared in accordance with GAAP.  Certain items
  that may have a significant impact on Macy's financial position, results of
  operations and cash flows must be considered when assessing Macy's actual
  financial condition and performance regardless of whether these items are
  included in these non-GAAP financial measures.  Additionally, the
  methods used by Macy's to calculate its non-GAAP financial measures may
  differ significantly from methods used by other companies to compute similar
  measures.  As a result, any non-GAAP financial measures provided by
  Macy's may not be comparable to similar measures provided by other companies.
  
 
  
 
 
  
  
 
  
  
  
 
  
 
 
  
  
Item 9.01.
  
  
  
Financial
  Statements and Exhibits.
  
 
 
  
  
 
  
  
  
 
  
 
 
  
  
 
  
  
  
(d)
  
  
  
Exhibits
  
 
 
  
  
 
  
 
 
  
  
 
  
  
  
 
  
  
  
99.1
  
  
  
Press Release
  of Macy's dated May 12, 2010.
  
 
 
  
  
 
  
  
  
 
  
  
  
 
  
  
  
 
  
 
 
  
  
 
  
 
 
  
  
  
  
  
 


 





 


 
  
  
 
  
 
 
  
  
MACY'S, INC.

  

  
  
 
 
  
  
 
  
 
 
  
  
SIGNATURE

  

  
  
 
 
  
  
 
  
 
 
  
  
Pursuant to the
  requirements of the Securities Exchange Act of 1934, the registrant has duly
  caused this report to be signed on its behalf by the undersigned hereunto
  duly authorized.

  

  
  
 
 
  
  
 
  
 
 
  
  
 
  
  
  
MACY'S, INC.

  

  
  
 
 
  
  
 
  
  
  
 
  
 
 
  
  
Dated:  May
  12, 2010
  
  
  
By:     /s/
  Dennis J. Broderick                          
  
 
 
  
  
 
  
  
  
Name:  Dennis
  J. Broderick
  
 
 
  
  
 
  
  
  
Title:  Executive
  Vice President, General Counsel and Secretary
  
 


 





 


 
  
  
Index to Exhibits
  
 
 
  
  
 
  
 
 
  
  
Index Number
  
  
  
 
  
  
  
 
  
  
 
 
 
  
  
 
  
  
  
 
  
  
  
 
  
  
 
 
 
  
  
99.1
  
  
  
 
  
  
  
Press Release
  of Macy's dated May 12, 2010.