Bed Bath & Beyond (BBBY)

Expansion Program

The Company is engaged in an ongoing expansion program involving the opening of new stores in both new and existing markets, the expansion or relocation of existing stores and the continuous review of strategic acquisitions. In the 17 year period from the beginning of fiscal 1992 to the end of fiscal 2008, the Company has grown from 34 stores to 1,037 stores. The Company’s 1,037 stores operate in 49 states, the District of Columbia, Puerto Rico and Canada, including: 930 BBB stores operating in 49 states, the District of Columbia, Puerto Rico and Canada; 52 CTS stores operating in 13 states; 40 Harmon stores operating in three states; and 15 buybuy BABY stores operating in eight states. Total square footage grew from approximately 0.9 million square feet at the beginning of fiscal 1992 to approximately 32.1 million square feet at the end of fiscal 2008. During fiscal 2008, the Company opened a total of 67 new stores, including 49 BBB stores throughout the United States and Canada, 11 CTS stores, one Harmon store and six buybuy BABY stores, and closed one Harmon store, all of which resulted in the aggregate addition of approximately 1.9 million square feet of store space.

The Company intends to continue its expansion program and believes that the continued growth of the Company is dependent, in large part, on the success of this program. As part of its expansion program, the Company expects to open new stores and expand existing stores as opportunities arise. The Company opened its first international store in Canada in December 2007 and opened three additional Bed Bath & Beyond stores in Canada in fiscal 2008. Since May 2008, the Company, through a joint venture, operates two stores in Mexico under the name “Home & More.”  In addition, the Company continues to explore other international opportunities.

In determining where to open new stores, the Company evaluates a number of factors, including the availability of real estate, demographic information (such as data relating to income and education levels, age and occupation) and distribution. The Company has built its management structure with a view toward its expansion and believes that, as a result, it has the management depth necessary to support its anticipated expansion program.

Expansion Program

The Company’s growth depends, in part, on our ability to open new stores and operate profitably. Our ability to open additional stores successfully will depend on a number of factors, including our identification and availability of suitable store locations; our success in negotiating leases on acceptable terms; our hiring and training of skilled store operating personnel, especially management; and our timely development of new stores, including the availability of construction materials and labor and the absence of significant construction and other delays in store openings based on weather or other events. In addition, as our business continues to grow, we are subject to more complex regulations and may be the target of private actions alleging violations of such regulations. This increases the cost of doing business and the risk that our business practices could result in liabilities that may adversely affect the Company’s performance, despite the exercise of reasonable care.

Expansion Program

The Company is engaged in an ongoing expansion program involving the opening of new stores in both new and existing markets, the expansion or relocation of existing stores and the continuous review of strategic acquisitions. In the 17 year period from the beginning of fiscal 1992 to the end of fiscal 2008, the Company has grown from 34 stores to 1,037 stores. The Company’s 1,037 stores operate in 49 states, the District of Columbia, Puerto Rico and Canada, including: 930 BBB stores operating in 49 states, the District of Columbia, Puerto Rico and Canada; 52 CTS stores operating in 13 states; 40 Harmon stores operating in three states; and 15 buybuy BABY stores operating in eight states. Total square footage grew from approximately 0.9 million square feet at the beginning of fiscal 1992 to approximately 32.1 million square feet at the end of fiscal 2008. During fiscal 2008, the Company opened a total of 67 new stores, including 49 BBB stores throughout the United States and Canada, 11 CTS stores, one Harmon store and six buybuy BABY stores, and closed one Harmon store, all of which resulted in the aggregate addition of approximately 1.9 million square feet of store space.

The Company intends to continue its expansion program and believes that the continued growth of the Company is dependent, in large part, on the success of this program. As part of its expansion program, the Company expects to open new stores and expand existing stores as opportunities arise. The Company opened its first international store in Canada in December 2007 and opened three additional Bed Bath & Beyond stores in Canada in fiscal 2008. Since May 2008, the Company, through a joint venture, operates two stores in Mexico under the name “Home & More.”  In addition, the Company continues to explore other international opportunities.

In determining where to open new stores, the Company evaluates a number of factors, including the availability of real estate, demographic information (such as data relating to income and education levels, age and occupation) and distribution. The Company has built its management structure with a view toward its expansion and believes that, as a result, it has the management depth necessary to support its anticipated expansion program.

Expansion Program

The Company’s growth depends, in part, on our ability to open new stores and operate profitably. Our ability to open additional stores successfully will depend on a number of factors, including our identification and availability of suitable store locations; our success in negotiating leases on acceptable terms; our hiring and training of skilled store operating personnel, especially management; and our timely development of new stores, including the availability of construction materials and labor and the absence of significant construction and other delays in store openings based on weather or other events. In addition, as our business continues to grow, we are subject to more complex regulations and may be the target of private actions alleging violations of such regulations. This increases the cost of doing business and the risk that our business practices could result in liabilities that may adversely affect the Company’s performance, despite the exercise of reasonable care.

Expansion Program

The Company is engaged in an ongoing expansion program involving the opening of new stores in both new and existing markets and the expansion or relocation of existing stores. As a result of this program, the Company operated 921 BBB stores, 48 CTS stores, 41 Harmon stores and 11 buybuy BABY stores at the end of the fiscal third quarter of 2008, compared with 859 BBB stores, 39 CTS stores, 40 Harmon stores and 8 buybuy BABY stores at the end of the corresponding quarter last year. At November 29, 2008, Company-wide total store square footage was approximately 31.6 million square feet.

During the fiscal third quarter of 2008, the Company opened 18 BBB stores, including its third store in Canada, 7 CTS stores, 1 Harmon store and 1 buybuy BABY store. Including the 40 BBB stores opened in the fiscal nine months, the Company plans to open approximately 49 new BBB stores throughout the United States and Canada in fiscal 2008. For all of fiscal 2008, the Company also expects to open approximately 11 new CTS stores, about 7 new buybuy BABY stores and 1 new Harmon store. The continued growth of the Company is dependent, in large part, upon the Company’s ability to execute its expansion program successfully.

In May 2008, the Company entered into a joint venture with Home & More, S.A. de C.V., a privately-held home products retailer operating two stores in Mexico.

Expansion Program

The Company is engaged in an ongoing expansion program involving the opening of new stores in both new and existing markets and the expansion or relocation of existing stores. As a result of this program, the Company operated 903 BBB stores, 41 CTS stores, 40 Harmon stores and 10 buybuy BABY stores at the end of the fiscal second quarter of 2008, compared with 831 BBB stores, 36 CTS stores, 39 Harmon stores and 8 buybuy BABY stores at the end of the corresponding quarter last year. At August 30, 2008, Company-wide total store square footage was approximately 30.8 million square feet.

During the fiscal second quarter of 2008, the Company opened 13 BBB stores, including its second store in Canada. Including the 22 BBB stores opened in the fiscal first half, the Company plans to open approximately 50 new BBB stores throughout the United States and Canada in fiscal 2008. For all of fiscal 2008, the Company also expects to open approximately 12 new CTS stores, several new buybuy BABY stores and one new Harmon Face Values store. The continued growth of the Company is dependent, in large part, upon the Company’s ability to execute its expansion program successfully.

In May 2008, the Company announced the formation of a joint venture with Home & More, S.A. de C.V., a privately-held home products retailer operating two stores in Mexico.

Expansion Program

The Company is engaged in an ongoing expansion program involving the opening of new stores in both new and existing markets and the expansion or relocation of existing stores. As a result of this program, the Company operated 890 BBB stores, 41 CTS stores, 40 Harmon stores and 10 buybuy BABY stores at the end of the fiscal first quarter of 2008, compared with 821 BBB stores, 35 CTS stores, 39 Harmon stores and 8 buybuy BABY stores at the end of the corresponding quarter last year. At May 31, 2008, Company-wide total store square footage was approximately 30.4 million square feet.

During the fiscal first quarter of 2008, the Company announced the formation of a joint venture with Home & More, S.A. de C.V., a privately-held home products retailer operating two stores in Mexico.

The Company opened 9 BBB stores and 1 buybuy BABY store during the first quarter of fiscal 2008. Including the stores opened during the first quarter, the Company plans to open approximately 50 to 55 new BBB stores throughout the United States and Canada in fiscal 2008. The Company also expects to open approximately 12 new CTS stores and several new buybuy BABY stores as well as continue to open new Harmon stores. The continued growth of the Company is dependent, in large part, upon the Company’s ability to execute its expansion program successfully.

Expansion Program

The Company’s growth depends, in part, on our ability to open new stores and operate profitably. Our ability to open additional stores successfully will depend on a number of factors, including our identification and availability of suitable store locations; our success in negotiating leases on acceptable terms; our hiring and training of skilled store operating personnel, especially management; and our timely development of new stores, including the availability of construction materials and labor and the absence of significant construction and other delays in store openings based on weather or other events. In addition, as our business continues to grow, we are subject to more complex state and federal regulations and may be the target of private actions alleging violations of such regulations. This increases the cost of doing business and the risk that our business practices could result in liabilities that may adversely affect the Company’s performance, despite the exercise of reasonable care.

Expansion Program

The Company is engaged in an ongoing expansion program involving the opening of new stores in both new and existing markets and the expansion or relocation of existing stores. As a result of this program, the Company operated 859 BBB stores, 39 CTS stores, 40 Harmon stores and 8 buybuy BABY stores (acquired as of March 22, 2007) at the end of the fiscal third quarter of 2007, compared with 795 BBB stores, 35 CTS stores and 38 Harmon stores at the end of the corresponding quarter last year. At December 1, 2007, Company-wide total store square footage was approximately 29.5 million square feet.

The Company opened 28 BBB stores, 3 CTS stores and 1 Harmon store during the third quarter of fiscal 2007. Including the 44 BBB stores opened in the fiscal nine months, the Company plans to open approximately 70 BBB stores (including its first store in Canada, which opened on December 6, 2007) in fiscal 2007; however, it is possible that approximately 3 to 5 of these openings may occur subsequent to year-end in March 2008. Additionally, including the 5 CTS stores opened in the fiscal nine months, the Company plans to open 6 to 7 CTS stores and 1 buybuy BABY store in fiscal 2007. The continued growth of the Company is dependent, in large part, upon the Company’s ability to execute its expansion program successfully.

Expansion Program

The Company is engaged in an ongoing expansion program involving the opening of new stores in both new and existing markets and the expansion or relocation of existing stores. As a result of this program, the Company operated 831 BBB stores, 36 CTS stores, 39 Harmon stores and 8 buybuy BABY stores (acquired as of March 22, 2007) at the end of the fiscal second quarter of 2007, compared with 762 BBB stores, 31 CTS stores and 38 Harmon stores at the end of the corresponding quarter last year. At September 1, 2007, Company-wide total store square footage was approximately 28.6 million square feet.

The Company opened 10 BBB stores and 1 CTS store during the second quarter of fiscal 2007. Including the 16 BBB stores opened in the fiscal first half, the Company plans to open approximately 70 BBB stores (including its first store in Canada) in fiscal 2007; however, it is possible a few of these openings may occur subsequent to year-end in March 2008. Additionally, including the 2 CTS stores opened in the fiscal first half, the Company plans to open 6 CTS stores, 1 Harmon store and 2 buybuy BABY stores in fiscal 2007. The continued growth of the Company is dependent, in large part, upon the Company’s ability to execute its expansion program successfully.

Expansion Program

The Company is engaged in an ongoing expansion program involving the opening of new stores in both new and existing markets and the expansion or relocation of existing stores. As a result of this program, the Company operated 821 BBB stores, 35 CTS stores and  39 Harmon stores at the end of the fiscal first quarter of 2007, compared with 751 BBB

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stores, 30 CTS stores and 38 Harmon stores at the end of the corresponding quarter last year.  Additionally, the Company acquired 8 buybuy BABY stores as of March 22, 2007.  At June 2, 2007, Company-wide total store square footage was approximately 28.3 million square feet.

The Company opened 6 BBB stores and 1 CTS store during the first quarter of fiscal 2007.  Including the stores opened during the first quarter, the Company plans to open approximately 70 BBB stores and 5 CTS stores in fiscal 2007.  The Company also plans to continue to improve and grow its Harmon and buybuy BABY concepts in fiscal 2007.  The continued growth of the Company is dependent, in large part, upon the Company’s ability to execute its expansion program successfully.

Expansion Program

The Company’s growth depends, in part, on our ability to open new stores and operate profitably.  Our ability to open additional stores successfully will depend on a number of factors, including our identification and availability of suitable store locations; our success in negotiating leases on acceptable terms; our hiring and training of skilled store operating personnel, especially management; and our timely development of new stores, including the availability of construction materials and labor and the absence of significant construction and other delays in store openings based on weather or other events. In addition, as our business continues to grow, we are subject to more complex state and federal regulations and may be the target of private actions alleging violations of such regulations.  This increases the cost of doing business and the risk that our business practices could result in liabilities that may adversely affect the Company’s performance, despite the exercise of reasonable care.

Expansion Program

The Company is engaged in an ongoing expansion program involving the opening of new stores in both new and existing markets and the expansion or relocation of existing stores. As a result of this program, the Company operated 795 BBB stores, 35 CTS stores and 38 Harmon stores at the end of the fiscal third quarter of 2006, compared with 726 BBB stores, 29 CTS stores and 38 Harmon stores at the end of the corresponding quarter last year.  At November 25, 2006, Company-wide total store square footage was approximately 27.3 million square feet.

The Company opened 33 BBB stores and four CTS stores during the third quarter of fiscal 2006.  Including the 54 stores opened in the fiscal nine months of 2006, the Company expects to open approximately 72 BBB stores in fiscal 2006; however, it is possible a few of these openings may occur subsequent to year-end in March 2007. Also during 2006, the Company continued the expansion and integration of its CTS and Harmon concepts, including the opening of six CTS stores for the year.

Expansion Program

The Company is engaged in an ongoing expansion program involving the opening of new stores in both new and existing markets and the expansion or relocation of existing stores. As a result of this program, the Company operated 762 BBB stores, 31 CTS stores and 38 Harmon stores at the end of the fiscal second quarter of 2006, compared with 686 BBB stores, 27 CTS stores and 36 Harmon stores at the end of the corresponding quarter last year.  At August 26, 2006, Company-wide total store square footage was approximately 26.2 million square feet.

The Company opened 11 BBB stores and one CTS store during the second quarter of fiscal 2006.  Including the 21 stores opened in the fiscal first half of 2006, the Company expects to open approximately 75 BBB stores in fiscal 2006; however, it is possible a few of these openings may occur subsequent to year-end in March 2007. Also during 2006, the Company intends to continue the expansion and integration of its CTS and Harmon concepts, including the opening of six CTS stores for the year.

Expansion Program

The Company is engaged in an ongoing expansion program involving the opening of new stores in both new and existing markets and the expansion or relocation of existing stores. As a result of this program, the Company operated 751 BBB stores, 30 CTS stores and 38 Harmon stores at the end of the fiscal first quarter of 2006, compared with 671 BBB stores, 26 CTS stores and 35 Harmon stores at the end of the corresponding quarter last year. At May 27, 2006, Company-wide total store square footage was approximately 25.8 million square feet.

The Company opened 10 BBB stores and one CTS store during the first quarter of fiscal 2006. The Company expects to open approximately 75 to 80 BBB stores, in both new and existing markets, in fiscal 2006. Also during 2006, the Company intends to continue the expansion and integration of its CTS and Harmon concepts, including the opening of six CTS stores.

Expansion Program

The Company’s growth depends, in part, on our ability to open new stores and operate profitably. Our ability to open additional stores successfully will depend on a number of factors, including our identification and availability of suitable store locations; our success in negotiating leases on acceptable terms; our hiring and training of skilled store operating personnel, especially management; and our timely development of new stores, including the

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Expansion Program

The Company is engaged in an ongoing expansion program involving the opening of new stores in both new and existing markets and the expansion or relocation of existing stores. As a result of this program, the Company operated 726 BBB stores, 29 CTS stores and 38 Harmon stores at the end of the fiscal third quarter of 2005, compared with 640 BBB stores, 26 CTS stores and 32 Harmon stores at the end of the corresponding quarter last year.  At November 26, 2005, Company-wide total store square footage was approximately 25.0 million square feet.

The Company opened 40 BBB stores during the third quarter of fiscal 2005 which brought the total to 66 BBB stores opened in the first three quarters of fiscal 2005.  The Company expects the number

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Expansion Program

The Company is engaged in an ongoing expansion program involving the opening of new stores in both new and existing markets and the expansion or relocation of existing stores. As a result of this program, the Company operated 686 BBB stores, 27 CTS stores and 36 Harmon stores at the end of the fiscal second quarter of 2005, compared with 606 BBB stores, 24 CTS stores and 31 Harmon stores at the end of the corresponding quarter last year.  At August 27, 2005, Company-wide total square footage was approximately 23.7 million square feet.

The Company opened 15 BBB stores during the second quarter of fiscal 2005 which brought the total to 26 BBB stores opened in the first half of 2005.  The Company expects the number of new BBB stores for all of fiscal 2005 to be in the low eighties, including the 26 stores opened in the fiscal

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Expansion Program

The Company is engaged in an ongoing expansion program involving the opening of new stores in both new and existing markets and the expansion or relocation of existing stores. As a result of this program, the Company operated 671 BBB stores, 26 CTS stores and 35 Harmon stores at the end of the fiscal first quarter of 2005, compared with 592 BBB stores, 24 CTS stores and 31 Harmon stores at the end of the corresponding quarter last year.  At May 28, 2005, Company-wide total square footage was approximately 23.2 million square feet.

The Company opened 11 BBB stores during the first quarter of fiscal 2005.  The Company plans to open approximately 74 additional BBB stores, in both new and existing markets, and several CTS and Harmon stores by the end of the fiscal year.

Expansion Program

The Company is engaged in an ongoing expansion program involving the opening of new stores in both new and existing markets and the expansion or relocation of existing stores. As a result of this program, the Company operated 640 BBB stores, 26 CTS stores and 32 Harmon stores at the end of the fiscal third quarter of 2004, compared with 569 BBB stores, 24 CTS stores and 30 Harmon stores

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Expansion Program

The Company is engaged in an ongoing expansion program involving the opening of new stores in both new and existing markets and the expansion or relocation of existing stores. As a result of this program, the Company operated 640 BBB stores, 26 CTS stores and 32 Harmon stores at the end of the fiscal third quarter of 2004, compared with 569 BBB stores, 24 CTS stores and 30 Harmon stores

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