UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
20549
SCHEDULE 14A
(Rule
14a-101)
INFORMATION
REQUIRED IN PROXY STATEMENT
SCHEDULE
14A INFORMATION
Proxy
Statement Pursuant to Section 14(a) of the Securities Exchange Act of
1934
(Amendment
No. )
Filed by
the Registrant ¨
Filed by
a Party other than the Registrant x
Check the
appropriate box:
¨ Preliminary
Proxy Statement
¨ Confidential,
for Use of the Commission Only (as permitted by Rule14a-6(e)(2))
¨ Definitive
Proxy Statement
x Definitive
Additional Materials
o Soliciting
Material Under Rule 14a-12
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CHARMING
SHOPPES, INC.
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(Name
of Registrant as Specified in Its Charter)
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CRESCENDO
PARTNERS II, L.P., SERIES Q
CRESCENDO
INVESTMENTS II, LLC
CRESCENDO
PARTNERS III, L.P.
CRESCENDO
INVESTMENTS III, LLC
ERIC
S. ROSENFELD
MYCA
PARTNERS INC.
MYCA
MASTER FUND, LTD.
ROBERT
FRANKFURT
ARNAUD
AJDLER
MICHAEL
APPEL
CHARMING
SHOPPES FULL VALUE COMMITTEE
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(Name
of Persons(s) Filing Proxy Statement, if Other Than the
Registrant)
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Payment
of Filing Fee (Check the appropriate box):
x No
fee required.
¨ Fee
computed on table below per Exchange Act Rules 14a-6(i)(1) and
0-11.
(1) Title
of each class of securities to which transaction applies:
(2) Aggregate
number of securities to which transaction applies:
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(3)
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Per
unit price or other underlying value of transaction computed pursuant to
Exchange Act Rule 0-11 (set forth the amount on which the filing fee is
calculated and state how it was
determined):
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(5) Total
fee paid:
¨ Fee
paid previously with preliminary materials:
¨ Check
box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2)
and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement
number, or the form or schedule and the date of its filing.
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previously paid:
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Party:
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Filed:
The
Charming Shoppes Full Value Committee (the “Committee”), together with the other
participants named herein (as defined below), has filed a definitive proxy
statement and accompanying WHITE proxy card with the Securities and Exchange
Commission (“SEC”) to be used to solicit votes for the election of three
nominees as directors at the 2008 annual meeting of stockholders (the “Annual
Meeting”) of Charming Shoppes, Inc. (“Charming
Shoppes”).
Item 1:
On April 15, 2008, The Charming Shoppes Full Value Committee delivered the
following presentation to Institutional Shareholders Services:
