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SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, DC 20549
 FORM 11-K
 Annual Report Pursuant to Section 15(d)
of the Securities Exchange Act of 1934
For the fiscal year ended December 31, 2010
 Commission File Number 000-19517
  THE BON-TON STORES, INC.
RETIREMENT CONTRIBUTION PLAN
 Issuer of the securities held pursuant to the Plan
THE BON-TON STORES, INC.
2801 East Market Street
York, Pennsylvania 17402




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##### 



The Bon-Ton Stores, Inc. Retirement Contribution Plan
 Table of Contents  December 31, 2010 and 2009
 Page No.Report of Independent Registered Public Accounting Firm
    
    
    1Financial Statements:Statements of Net Assets Available for Benefits
    
    
    2Statements of Changes in Net Assets Available for Benefits
    
    
    3Notes to Financial Statements
    
    
    4Supplementary Schedule:Schedule of Assets (Held at End of Year)
    
    
    17Exhibit 23.1




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Report of Independent Registered Public Accounting Firm




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The Bon-Ton Stores, Inc. Retirement Contribution Plan
 
 Statements of Net Assets Available for Benefits
December 31, 2010 and 2009
 2010
    
    
    2009AssetsReceivables:Employer contributions
    
    $
    4,433,779
    
    
    $
    3,999,714Notes receivable from participants
    
    
    6,816,011
    
    
    
    6,899,48611,249,790
    
    
    
    10,899,200Participant-directed investments at fair value
    
    
    236,978,120
    
    
    
    211,909,008Total Assets
    
    
    248,227,910
    
    
    
    222,808,208LiabilitiesAccrued expenses
    
    
    28,800
    
    
    
    58,988Total Liabilities
    
    
    28,800
    
    
    
    58,988Net Assets Available for Benefits at Fair Value
    
    
    248,199,110
    
    
    
    222,749,220Adjustment from fair value to contract
value for fully benefit-responsive
investment contracts
    
    
    (1,012,760
    )
    
    
    (678,113
    )Net Assets Available for Benefits
    
    $
    247,186,350
    
    
    $
    222,071,107
   2




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The Bon-Ton Stores, Inc. Retirement Contribution Plan
 
 Statements of Changes in Net Assets Available for Benefits
Years Ended December 31, 2010 and 2009
 2010
    
    
    
    2009ContributionsEmployer
    
    $
    4,433,779
    
    
    $
    3,999,714Participant
    
    
    17,664,261
    
    
    
    19,098,583Rollovers
    
    
    988,421
    
    
    
    428,010Total Contributions
    
    
    23,086,461
    
    
    
    23,526,307Investment IncomeNet appreciation in fair value of participant-directed investments
    
    
    23,775,150
    
    
    
    43,049,423Interest and dividends
    
    
    2,619,064
    
    
    
    2,774,792Net Investment Income
    
    
    26,394,214
    
    
    
    45,824,215Benefit Payments and Withdrawals
    
    
    (24,255,906
    )
    
    
    (23,261,414
    )Administrative Expenses
    
    
    (109,526
    )
    
    
    (159,282
    )Net Increase
    
    
    25,115,243
    
    
    
    45,929,826Net Assets Available for Benefits  Beginning of Year
    
    
    222,071,107
    
    
    
    176,141,281Net Assets Available for Benefits  End of Year
    
    $
    247,186,350
    
    
    $
    222,071,107
   3




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##### Table of Contents



The Bon-Ton Stores, Inc. Retirement Contribution Plan
 
 Notes to Financial Statements
December 31, 2010 and 2009
 Note 1  Description of Plan
  General
   a.
    
    The formula for determining employer contributions to
the Plan was revised such that the discretionary base employer matching
contribution will be made on the basis of two or more rate groups based on
years of service with the Company. Within each rate group, the employer
may contribute a uniform percentage of each participants eligible pre-tax
salary deferrals, the exact percentage, if any, to be determined each year
by the Company. The Company may also make an additional employer matching
contribution on behalf of each eligible participant equal to a uniform
percentage, if any, to be determined each year by the Company.
 b.
    
    Effective December 9, 2010, the Plan was amended to
comply with changes in the provisions of the Heroes Earnings Assistance and
Relief Tax Act (HEART Act) and the final regulations under Section
401(a)(35) of the Internal Revenue Code (IRC) regarding divestment of
employer securities.
  a.
    
    Effective May 19, 2009, the Plan was amended to comply
with the final regulations under Section 415 of the IRC.
 b.
    
    Effective December 21, 2009, the Plan was amended to
change the calculation of the Actual Contribution Percentage Test to use
current year data (from the previously employed method using prior year
data).
 c.
    
    Effective December 21, 2009, the Plan was amended to
comply with changes in laws related to employee benefit plans,
specifically, requirements of the Pension Protection Act and the HEART Act.
  4




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The Bon-Ton Stores, Inc. Retirement Contribution Plan
 Notes to Financial Statements
December 31, 2010 and 2009
 Participation
   Service Rules
  Employee Contributions
  Employer Contributions
   5




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The Bon-Ton Stores, Inc. Retirement Contribution Plan
 Notes to Financial Statements
December 31, 2010 and 2009
   Participant Accounts
  Participant-Directed Investments
   6




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The Bon-Ton Stores, Inc. Retirement Contribution Plan
 Notes to Financial Statements
December 31, 2010 and 2009
 Vesting
  Notes Receivable from Participants
  Benefit Payments
     7




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The Bon-Ton Stores, Inc. Retirement Contribution Plan
 Notes to Financial Statements
December 31, 2010 and 2009
 Note 2  Summary of Significant Accounting Policies
  Basis of Accounting
  Change in Accounting Principle
 Reporting Loans to Participants by Defined Contribution Pension Plans
  Fully Benefit-Responsive Investment Contracts
 Financial Services  Investment Companies
   8




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The Bon-Ton Stores, Inc. Retirement Contribution Plan
 Notes to Financial Statements
December 31, 2010 and 2009
   Estimates
  Reclassifications
  Participant-Directed Investments
     9




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The Bon-Ton Stores, Inc. Retirement Contribution Plan
 Notes to Financial Statements
December 31, 2010 and 2009
      Administrative Expenses
  Payment of Benefits
   10




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The Bon-Ton Stores, Inc. Retirement Contribution Plan
 Notes to Financial Statements
December 31, 2010 and 2009
 Recently Issued Accounting Standards
 Fair Value Measurements and
Disclosures (Topic 820): Improving Disclosures about Fair Value Measurements
  Note 3  Fair Value Measurements
 Fair Value Measurements and Disclosures
   
    
    Mutual funds  Valued at the net asset value, based on quoted prices, of shares
held by the Plan at year-end.
 
    
    Common/collective funds  Valued at the net value of participation units held
by the Plan at year-end. The value of these units is determined by the trustee of
the Plan based on the current market values of the underlying assets of the
common/collective fund as based on information reported by the investment advisor
using the audited financial statements of the respective common/collective fund at
year-end. (Further information regarding the common/collective funds may be
obtained from their audited financial statements.)
  11




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The Bon-Ton Stores, Inc. Retirement Contribution Plan
 Notes to Financial Statements
December 31, 2010 and 2009
 
    
    Common stock fund  Refer to Note 5 for a description of the valuation
methodology.
 
    
    Common stocks  Valued at the closing price reported on the active market on
which the security is traded.
 
    
    Self-directed brokerage accounts  Fair value is based on the underlying
investments, principally common stocks and mutual funds of the participants
choosing.
    Participant-Directed Investments at Fair Valueas of December 31, 2010Level 1
    
    
    Level 2
    
    
    Level 3
    
    
    TotalMutual funds:Balanced fund
    
    $
    12,917,702
    
    
    $
    
    
    
    $
    
    
    
    $
    12,917,702Blend fund
    
    
    17,571,138
    
    
    
    
    
    
    
    
    
    
    
    17,571,138Fixed income fund
    
    
    17,388,533
    
    
    
    
    
    
    
    
    
    
    
    17,388,533Growth funds
    
    
    34,818,574
    
    
    
    
    
    
    
    
    
    
    
    34,818,574Value funds
    
    
    22,419,495
    
    
    
    
    
    
    
    
    
    
    
    22,419,495Common/collective funds:Index fund
    
    
    
    
    
    
    14,697,503
    
    
    
    
    
    
    
    14,697,503Lifecycle funds
    
    
    
    
    
    
    63,855,124
    
    
    
    
    
    
    
    63,855,124Stable value funds
    
    
    
    
    
    
    40,242,758
    
    
    
    
    
    
    
    40,242,758Common stock fund
    
    
    11,758,238
    
    
    
    
    
    
    
    
    
    
    
    11,758,238Self-directed brokerage accounts
    
    
    1,309,055
    
    
    
    
    
    
    
    
    
    
    
    1,309,055Total participant-directed
investments at fair value
    
    $
    118,182,735
    
    
    $
    118,795,385
    
    
    $
    
    
    
    $
    236,978,120
  12




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The Bon-Ton Stores, Inc. Retirement Contribution Plan
 Notes to Financial Statements
December 31, 2010 and 2009
  Participant-Directed Investments at Fair Valueas of December 31, 2009Level 1
    
    
    Level 2
    
    
    Level 3
    
    
    TotalMutual funds:Balanced fund
    
    $
    11,401,020
    
    
    $
    
    
    
    $
    
    
    
    $
    11,401,020Blend fund
    
    
    16,118,621
    
    
    
    
    
    
    
    
    
    
    
    16,118,621Fixed income fund
    
    
    14,797,245
    
    
    
    
    
    
    
    
    
    
    
    14,797,245Growth funds
    
    
    30,096,873
    
    
    
    
    
    
    
    
    
    
    
    30,096,873Value funds
    
    
    18,430,848
    
    
    
    
    
    
    
    
    
    
    
    18,430,848Common/collective funds:Index fund
    
    
    
    
    
    
    11,835,839
    
    
    
    
    
    
    
    11,835,839Lifecycle funds
    
    
    
    
    
    
    51,965,020
    
    
    
    
    
    
    
    51,965,020Stable value fund
    
    
    
    
    
    
    40,620,624
    
    
    
    
    
    
    
    40,620,624Common stock fund
    
    
    10,367,831
    
    
    
    
    
    
    
    
    
    
    
    10,367,831Self-directed brokerage accounts
    
    
    6,275,087
    
    
    
    
    
    
    
    
    
    
    
    6,275,087Total participant-directed
investments at fair value
    
    $
    107,487,525
    
    
    $
    104,421,483
    
    
    $
    
    
    
    $
    211,909,008
  13




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The Bon-Ton Stores, Inc. Retirement Contribution Plan
 Notes to Financial Statements
December 31, 2010 and 2009
 Note 4  Participant-Directed Investments
  2010
    
    
    2009Charles Schwab Stable Value Fund:At Fair Value
    
    $
    40,240,739
    
    
    $
    At Contract Value
    
    
    39,227,979
    
    
    
    SSgA Stable Value Fund:At Fair Value
    
    
    2,019
    *
    
    
    40,620,624At Contract Value
    
    
    2,019
    *
    
    
    39,942,511SSgA Target Maturity Fund 2020
    
    
    20,997,689
    
    
    
    16,810,441SSgA Target Maturity Fund 2030
    
    
    18,232,400
    
    
    
    14,693,384American Funds Balanced Fund R4
    
    
    12,917,702
    
    
    
    11,401,020SSgA S&P 500 Index Fund
    
    
    14,697,503
    
    
    
    11,835,839American Funds Growth Fund of America R4
    
    
    20,116,670
    
    
    
    18,323,258PIMCO Total Return Admin Fund
    
    
    17,388,533
    
    
    
    14,797,245Allianz NFJ Dividend Value
    
    
    13,488,357
    
    
    
    12,178,128American Funds EuroPacific
    
    
    17,571,138
    
    
    
    16,118,621
 *
    
    Not 5% or more of the Plans net assets available for benefits as of December 31, 2010.
Presented for comparative purposes only.  14




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##### Table of Contents



The Bon-Ton Stores, Inc. Retirement Contribution Plan
 Notes to Financial Statements
December 31, 2010 and 2009
  2010
    
    
    2009Mutual funds
    
    $
    9,937,168
    
    
    $
    15,501,582Common/collective funds
    
    
    11,314,930
    
    
    
    11,785,131Common stock fund
    
    
    3,486,635
    
    
    
    12,287,108Self-directed brokerage accounts
    
    
    (963,583
    )
    
    
    3,475,602Net appreciation in fair value of
participant-directed investments
    
    $
    23,775,150
    
    
    $
    43,049,423
 Note 5 Related Party Transactions
      15




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The Bon-Ton Stores, Inc. Retirement Contribution Plan
 Notes to Financial Statements
December 31, 2010 and 2009
    Note 6  Plan Termination
  Note 7  Income Tax Status
   Note 8  Reconciliation of Financial Statements
  2010
    
    
    2009Total assets on the financial statements
    
    $
    248,227,910
    
    
    $
    222,808,208Adjustment from fair value to contract value
    
    
    (1,012,760
    )
    
    
    (678,113
    )Total assets on the Form 5500
    
    $
    247,215,150
    
    
    $
    222,130,095
  16




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##### Table of Contents



(c) Description of investment including(b) Identity of issue, borrower, lessor, or similar
    
    maturity date, rate of interest, collateral,
    
    (d) Cost
    
    (e) Current(a)
    
    party
    
    par or maturity value
    
    ($)
    
    Value ($)Amazon.Com Inc.
    
    Common Stock
    
    N/A
    
    
    2,520Apple Inc.
    
    Common Stock
    
    N/A
    
    
    2,580Cisco Systems Inc.
    
    Common Stock
    
    N/A
    
    
    42,160Direxion Shs ETF Tr Daily
    
    Common Stock
    
    N/A
    
    
    66Exxon Mobile Corp.
    
    Common Stock
    
    N/A
    
    
    5,118Freeport McMoran Copper & Gold Inc.
    
    Common Stock
    
    N/A
    
    
    10,899General Electric Co.
    
    Common Stock
    
    N/A
    
    
    5,213Philip Morris International Inc.
    
    Common Stock
    
    N/A
    
    
    11,987UQM Technologies Inc
    
    Common Stock
    
    N/A
    
    
    1,237*
    
    Bon-Ton Stores, Inc. Common Stock Fund
    
    Common Stock Fund  Common Stock
    
    N/A
    
    
    11,402,902*
    
    Bon-Ton Stores, Inc. Common Stock Fund   Cash Portion
    
    Common Stock Fund  Money Market
    
    N/A
    
    
    355,336Charles Schwab Stable Value Fund  Contract Value
    
    Common/Collective Fund
    
    N/A
    
    
    39,227,979
    **SSgA S&P 500 Index Fund
    
    Common/Collective Fund
    
    N/A
    
    
    14,697,503SSgA Stable Value Fund
    
    Common/Collective Fund
    
    N/A
    
    
    2,019SSgA Target Maturity Fund 2010
    
    Common/Collective Fund
    
    N/A
    
    
    10,440,903SSgA Target Maturity Fund 2020
    
    Common/Collective Fund
    
    N/A
    
    
    20,997,689SSgA Target Maturity Fund 2030
    
    Common/Collective Fund
    
    N/A
    
    
    18,232,400SSgA Target Maturity Fund 2040
    
    Common/Collective Fund
    
    N/A
    
    
    11,874,335SSgA Target Maturity Fund 2050
    
    Common/Collective Fund
    
    N/A
    
    
    1,080,381Target Maturity Fund Lifetime Income
    
    Common/Collective Fund
    
    N/A
    
    
    1,229,416*
    
    Participant Loans
    
    Interest Rates Ranging from 4.25% to 9.25%
    
    0
    
    
    6,816,011SSgA Money Market Fund
    
    Money Market
    
    N/A
    
    
    231,306Allianz NFJ Dividend Value
    
    Mutual Fund
    
    N/A
    
    
    13,488,357American Century Inflation Adj. Treas
    
    Mutual Fund
    
    N/A
    
    
    3,155American Century Small Cap Value
    
    Mutual Fund
    
    N/A
    
    
    4,510,416American Funds Balanced Fund R4
    
    Mutual Fund
    
    N/A
    
    
    12,917,702American Funds EuroPacific
    
    Mutual Fund
    
    N/A
    
    
    17,571,138American Funds Growth Fund of America R4
    
    Mutual Fund
    
    N/A
    
    
    20,116,670Artio Global High Income Fund Cl A
    
    Mutual Fund
    
    N/A
    
    
    2,999Aston/Montag & Caldwell Growth Cl N
    
    Mutual Fund
    
    N/A
    
    
    1,833Aston/Optimum Mid Cap Cl N
    
    Mutual Fund
    
    N/A
    
    
    3,282Baron Growth Fund
    
    Mutual Fund
    
    N/A
    
    
    7,187,452Buffalo Mid Cap Fund
    
    Mutual Fund
    
    N/A
    
    
    3,316Columbia Mid Cap
    
    Mutual Fund
    
    N/A
    
    
    4,420,721Dodge & Cox Internatl Stock Fund
    
    Mutual Fund
    
    N/A
    
    
    10,073Dreyfus Opport Small Cap Fund
    
    Mutual Fund
    
    N/A
    
    
    2,703Fairholme Fund
    
    Mutual Fund
    
    N/A
    
    
    4,414Fidelity Select Health Care
    
    Mutual Fund
    
    N/A
    
    
    5,133FMI Large Cap Fund
    
    Mutual Fund
    
    N/A
    
    
    5,473Harding Loevner Intl Equity Portfolio
    
    Mutual Fund
    
    N/A
    
    
    102,053
  17




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(c) Description of investment including(b) Identity of issue, borrower, lessor, or similar
    
    maturity date, rate of interest, collateral,
    
    (d) Cost
    
    (e) Current(a)
    
    party
    
    par or maturity value
    
    ($)
    
    Value ($)Heartland Value Plus
    
    Mutual Fund
    
    N/A
    
    
    2,646Icon Energy
    
    Mutual Fund
    
    N/A
    
    
    12,574Janus Contrarian Fund Class T
    
    Mutual Fund
    
    N/A
    
    
    2,015Janus Global Select Cl T
    
    Mutual Fund
    
    N/A
    
    
    105,959Janus Overseas Fund Class T
    
    Mutual Fund
    
    N/A
    
    
    3,198Janus Research Core Fund Class T
    
    Mutual Fund
    
    N/A
    
    
    5,079Janus Triton Fund Class T Shares
    
    Mutual Fund
    
    N/A
    
    
    2,785Lazard Emerging Mkts Open Class
    
    Mutual Fund
    
    N/A
    
    
    41,497Manning & Napier World Oppt Ser Cl A
    
    Mutual Fund
    
    N/A
    
    
    3,089Marshall Small Cap Growth Cl Y
    
    Mutual Fund
    
    N/A
    
    
    54,240Marsico 21st Century Fund
    
    Mutual Fund
    
    N/A
    
    
    3,904Muhlenkamp Fund
    
    Mutual Fund
    
    N/A
    
    
    3,963Munder Mid Cap
    
    Mutual Fund
    
    N/A
    
    
    7,514,453Neuberger Berman Real Estate Trust Cl
    
    Mutual Fund
    
    N/A
    
    
    34,885Oakmark International
    
    Mutual Fund
    
    N/A
    
    
    14,198Parnassus Workplace
    
    Mutual Fund
    
    N/A
    
    
    83,310Perkins Mid Cap Value Fund Class T
    
    Mutual Fund
    
    N/A
    
    
    3,182PIMCO Total Return Admin Fund
    
    Mutual Fund
    
    N/A
    
    
    17,388,533PIMCO Total Return Class D
    
    Mutual Fund
    
    N/A
    
    
    2,637Primecap Odyssey Growth Fund
    
    Mutual Fund
    
    N/A
    
    
    2,019Royce Opportunity Fd Svcs Cl
    
    Mutual Fund
    
    N/A
    
    
    42,260Selected American Shares Cl S
    
    Mutual Fund
    
    N/A
    
    
    1,054SIT US Govt Secs
    
    Mutual Fund
    
    N/A
    
    
    153,878T Rowe Price Cap Appreciation
    
    Mutual Fund
    
    N/A
    
    
    6,409T Rowe Price Growth Stock
    
    Mutual Fund
    
    N/A
    
    
    5,759TCW Core Fix Ed Inc Class I
    
    Mutual Fund
    
    N/A
    
    
    60,521TCW Total Return Bond Class N
    
    Mutual Fund
    
    N/A
    
    
    2,710The Delafield Fund
    
    Mutual Fund
    
    N/A
    
    
    98,639Thomas White International
    
    Mutual Fund
    
    N/A
    
    
    3,146Tocqueville Fund
    
    Mutual Fund
    
    N/A
    
    
    3,197Valley Forge Instl
    
    Mutual Fund
    
    N/A
    
    
    2,543Vanguard 500 Index Fd Investor Shs
    
    Mutual Fund
    
    N/A
    
    
    5,364Vanguard Star
    
    Mutual Fund
    
    N/A
    
    
    3,614Wells Fargo Growth Fund Investor Class
    
    Mutual Fund
    
    N/A
    
    
    4,637Yacktman Focused FD
    
    Mutual Fund
    
    N/A
    
    
    76,624Total Investments
    
    
    
    
    242,781,371
 *
    
    Represents a party-in-interest investment.**
    
    Charles Schwab Stable Value Fund fair value is $40,240,739.N/A
    
    Historical cost has not been presented, as this investment is participant directed under
an individual account plan.  18




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##### Table of Contents



SIGNATURES
  The Bon-Ton Stores, Inc. Retirement Contribution PlanBy:
    
    The Bon-Ton Department Stores, Inc.Plan AdministratorBy:
    
    /s/ Paul CortesePaul CorteseSenior Vice President  Compensation-Benefits-HRIS
   19




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##### Table of Contents



EXHIBIT INDEX
 Exhibit
    
    Description23.1
    
    
    Consent of KPMG LLP
  20