Bebe stores (BEBE)

Dear Shareholder:

You are invited to attend the Annual Meeting of Shareholders of bebe stores, inc., a California corporation (the “Company”), which will be held on November 18, 2005, at 9:30 a.m. local time, at the Company’s corporate offices located at 400 Valley Drive, Brisbane, California 94005 for the following purposes:

1.                 To elect seven directors of the Company to hold office for a one year term and until their respective successors are elected and qualified.

2.                 To approve an increase in the maximum number of shares that may be issued under the Company’s 1997 Stock Plan, as amended, by 500,000 shares from 19,113,750 shares to a total of 19,613,750 shares.

3.                 To ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending July 1, 2006.

4.                 To transact such other business as may come properly before the meeting.

Shareholders of record at the close of business on October 13, 2005, are entitled to notice of, and to vote at, this meeting and any adjournments thereof.

Brisbane, California
October 17, 2005