UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                    FORM 10-Q
                                   (Mark One)

           [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                  For the quarterly period ended June 30, 2007
                                       OR
          [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

             For the transition period from..........to.............
                         COMMISSION FILE NUMBER: 0-10345

                                   CACHE, INC.

             (Exact name of registrant as specified in its Charter)

        FLORIDA                                           59-1588181
-------------------------------              --------------------------------
(State or other jurisdiction of              (IRS Employer Identification No.)
incorporation or organization)

               1440 BROADWAY, NEW YORK, NEW YORK       10018
               ---------------------------------       -----
           (Address of principal executive offices)  (zip code)

                                  212-575-3200
              (Registrant's telephone number, including area code)

--------------------------------------------------------------------------------
   (Former name, address and former fiscal year, if changed since last report)

     Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
filing requirements for the past 90 days. Yes [X] No [_]

     Indicate by check mark whether the registrant is a large accelerated filer,
an accelerated filer or a non-accelerated filer. See definition of "Accelerated
Filer" and "Large Accelerated Filer" in Rule 12b-2 of the Exchange Act.

        Large Accelerated Filer  Accelerated Filer   Non-Accelerated Filer
        [ ]                      [X]                 [ ]

     Indicate by check mark whether the registrant is a shell company (as
defined in Rule 12b-2 of the Exchange Act). Yes |_| No |X|

     As of July 31, 2007, 16,296,733 common shares were outstanding.


<PAGE>


                          CACHE, INC. AND SUBSIDIARIES

                                      INDEX


  PART I. FINANCIAL INFORMATION

   Item 1.      Condensed Consolidated Financial Statements (unaudited)
                Condensed Consolidated Balance Sheets as of June 30,
                2007, December 30, 2006 and July 1, 2006                     3
                Condensed Consolidated Statements of Income for
                the twenty-six and thirteen weeks ended June 30,
                2007 and July 1, 2006                                        4
                Condensed Consolidated Statements of Cash Flows
                for the twenty-six weeks ended June 30, 2007 and
                July 1, 2006                                                 6
                Notes to the Condensed Consolidated Financial
                Statements                                                   7
   Item 2.      Management's Discussion and Analysis of Financial
                Condition and Results of Operations                         11
   Item 3.      Quantitative and Qualitative Disclosures About
                Market Risk                                                 16
   Item 4.      Controls and Procedures                                     17


  PART II. OTHER INFORMATION


   Item 6.      Exhibits                                                    17

  SIGNATURES                                                                18

                                       2
<PAGE>


PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS (UNAUDITED)

<TABLE>
<CAPTION>

                                                           CACHE INC. AND SUBSIDIARIES
                                                      CONDENSED CONSOLIDATED BALANCE SHEETS

<S>                                                             <C>                      <C>                     <C>

                                                                      June 30,                December 30,             July 1,
ASSETS                                                                  2007                      2006                  2006
                                                                --------------------     -------------------     -------------------
                                                                     (Unaudited)                                     (Unaudited)
Current assets:
    Cash and equivalents                                        $        16,466,000      $       19,363,000      $     35,578,000
    Marketable securities                                                49,546,000              42,094,000            20,426,000
    Receivables, net                                                      2,944,000               4,794,000             3,176,000
    Inventories                                                          32,215,000              34,829,000            30,147,000
    Prepaid expenses and other current assets                             6,734,000               7,217,000             6,570,000
                                                                -------------------      ------------------      ----------------
                          Total current assets                          107,905,000             108,297,000            95,897,000


Equipment and leasehold improvements, net                                49,544,000              50,450,000            50,781,000

Other assets                                                                457,000                 439,000               434,000
                                                                -------------------      ------------------      ----------------

                          Total assets                          $       157,906,000      $      159,186,000      $    147,112,000
                                                                ===================      ==================      ================



LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
    Accounts payable                                            $        10,844,000      $       11,702,000      $     11,569,000
    Accrued compensation                                                  1,710,000               1,689,000             1,542,000
    Accrued liabilities                                                   9,120,000              11,515,000            13,420,000
                                                                -------------------      ------------------      ----------------
                          Total current liabilities                      21,674,000              24,906,000            26,531,000


Other liabilities                                                        15,681,000              15,749,000            15,450,000
Deferred income taxes, net                                                1,779,000               2,068,000             1,926,000

Commitments and contingencies


STOCKHOLDERS' EQUITY

    Common stock, par value $.01; authorized, 20,000,000
      shares; issued and outstanding 16,296,733, 16,275,708
      and 15,791,003                                                        163,000                 163,000               158,000
    Additional paid-in capital                                           45,526,000              44,646,000            36,278,000
    Retained earnings                                                    73,083,000              71,654,000            66,769,000
                                                                -------------------      ------------------      ----------------
                          Total stockholders' equity                    118,772,000             116,463,000           103,205,000
                                                                -------------------      ------------------      ----------------

                          Total liabilities and stockholders'
                          equity                                $       157,906,000      $      159,186,000      $    147,112,000
                                                                ===================      ==================      ================


The accompanying Notes to Condensed Consolidated Financial Statements are an integral part of these statements.
</TABLE>

                                       3
<PAGE>

<TABLE>
<CAPTION>

                                                 CACHE, INC. AND SUBSIDIARIES
                                        CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                                               FOR THE TWENTY-SIX WEEKS ENDED
                                                         (UNAUDITED)

<S>                                                                   <C>                      <C>
                                                                              June 30,                 July 1,
                                                                               2007                     2006
                                                                       -----------------         ---------------

Net sales                                                              $     135,381,000         $   135,503,000

Cost of sales, including buying and occupancy                                 72,456,000              71,024,000
                                                                       -----------------         ---------------

Gross profit                                                                  62,925,000              64,479,000
                                                                       -----------------         ---------------

Expenses
    Store operating expenses                                                  49,631,000              44,725,000
    General and administrative expenses                                       12,493,000               9,734,000
    Lillie Rubin exit costs                                                            0               5,662,000
                                                                       -----------------         ---------------
      Total expenses                                                          62,124,000              60,121,000
                                                                       -----------------         ---------------

Operating income                                                                 801,000               4,358,000


Other income:
    Interest income                                                            1,484,000               1,193,000
                                                                       -----------------         ---------------

Income before income taxes                                                     2,285,000               5,551,000

Income tax provision                                                             857,000               2,165,000
                                                                       -----------------         ---------------


Net income                                                             $       1,428,000         $     3,386,000
                                                                       =================         ===============



Basic earnings per share                                                           $0.09                   $0.21
                                                                       =================         ===============


Diluted earnings per share                                                         $0.09                   $0.21
                                                                       =================         ===============



Basic weighted average shares outstanding                                     16,289,000              15,781,000
                                                                       =================         ===============

Diluted weighted average shares outstanding                                   16,719,000              16,151,000
                                                                       =================         ===============




The accompanying Notes to Condensed Consolidated Financial Statements are an integral part of these statements.

</TABLE>

                                       4
<PAGE>


<TABLE>
<CAPTION>

                                                 CACHE, INC. AND SUBSIDIARIES
                                        CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                                               FOR THE THIRTEEN WEEKS ENDED
                                                         (Unaudited)

<S>                                                                   <C>                      <C>
                                                                              June 30,                 July 1,
                                                                               2007                     2006
                                                                       -----------------         ---------------

Net sales                                                              $      71,027,000         $    71,682,000

Cost of sales, including occupancy and buying costs                           37,092,000              36,385,000
                                                                       -----------------         ---------------

Gross profit                                                                  33,935,000              35,297,000
                                                                       -----------------         ---------------

Costs and expenses
    Store operating expenses                                                  25,616,000              22,671,000
    General and administrative expenses                                        7,028,000               4,910,000
    Lillie Rubin exit costs                                                            0               5,662,000
                                                                       -----------------         ---------------
                                                                              32,644,000              33,243,000
                                                                       -----------------         ---------------


Operating income                                                               1,291,000               2,054,000


Other income:
    Interest income                                                              758,000                 664,000
                                                                       -----------------         ---------------

Income before income taxes                                                     2,049,000               2,718,000

Income tax provision                                                             765,000               1,060,000
                                                                       -----------------         ---------------


Net income                                                             $       1,284,000         $     1,658,000
                                                                       =================         ===============


Basic earnings per share                                                           $0.08                   $0.11
                                                                       =================         ===============

Diluted earnings per share                                                         $0.08                   $0.10
                                                                       =================         ===============


Basic weighted average shares outstanding                                     16,296,000              15,785,000
                                                                       =================         ===============

Diluted weighted average shares outstanding                                   16,672,000              16,168,000
                                                                       =================         ===============


The accompanying Notes to Condensed Consolidated Financial Statements are an integral part of these statements.
</TABLE>

                                       5
<PAGE>


<TABLE>
<CAPTION>

                                            CACHE, INC. AND SUBSIDIARIES
                                        CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                               FOR THE TWENTY-SIX WEEKS ENDED
                                                         (Unaudited)

<S>                                                                   <C>                      <C>
                                                                              June 30,                 July 1,
                                                                               2007                     2006
                                                                       -----------------         --------------

CASH FLOWS FROM OPERATING ACTIVITIES:

Net income                                                             $       1,428,000         $     3,386,000
Adjustments to reconcile net income to net cash
  provided by operating activities:
    Depreciation and amortization                                              5,569,000               5,408,000
    Non-cash compensation expense                                                601,000                 602,000
    Decrease in deferred income tax liabilities                                 (289,000)               (208,000)
    Gift card breakage                                                          (164,000)                   ---
    Amortization of deferred rent                                               (816,000)               (634,000)
    Non-cash Lillie Rubin exit costs                                              ---                  3,653,000
    Excess tax benefits from stock based compensation                             ---                    (29,000)
    Other, net                                                                   (18,000)                (24,000)
Change in assets and liabilities:
Decrease in receivables                                                        1,850,000               2,558,000
Decrease in inventories                                                        2,614,000               2,363,000
Decrease (increase) in prepaid expenses and other current assets                 483,000              (1,073,000)
Decrease in accounts payable                                                    (858,000)             (6,835,000)
Increase in accrued liabilities and accrued compensation                           7,000                 149,000
                                                                        -----------------        ---------------

Net cash provided by operating activities                                     10,407,000               9,316,000
                                                                        -----------------        ---------------

CASH FLOWS FROM INVESTING ACTIVITIES:
-------------------------------------

Purchase of marketable securities                                            (56,832,000)            (32,004,000)
Maturities of marketable securities, net                                      49,380,000              48,098,000
Payments for equipment and leasehold improvements                             (6,131,000)             (6,835,000)
                                                                        -----------------        ---------------

Net cash provided by (used in) investing activities                          (13,583,000)              9,259,000
                                                                        -----------------        ---------------

CASH FLOWS FROM FINANCING ACTIVITIES:
-------------------------------------

Proceeds from the issuance of common stock                                       279,000                 221,000
Excess tax benefit from stock-based compensation                                   ---                    29,000
                                                                        -----------------        ---------------

Net cash provided by financing activities                                        279,000                 250,000
                                                                        -----------------        ---------------

Net increase (decrease) in cash and equivalents                               (2,897,000)             18,825,000
Cash and equivalents, at beginning of period                                  19,363,000              16,753,000
                                                                        -----------------        ---------------
Cash and equivalents, at end of period                                 $      16,466,000         $    35,578,000
                                                                        =================        ===============
Supplemental disclosure of cash flow information:
Income taxes paid                                                      $         873,000         $     3,839,000
Accrued equipment and leasehold improvements                           $         532,000         $     1,869,000

The accompanying Notes to Condensed Consolidated Financial Statements are an integral part of these statements.

</TABLE>

                                       6
<PAGE>



                           CACHE, INC.
       NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


1. BASIS OF PRESENTATION

References to the "Company,"  "we," "us," or "our" means Cache,  Inc.,  together
with its wholly-owned subsidiaries,  except as expressly indicated or unless the
context otherwise  requires.  We currently operate two chains of women's apparel
specialty  stores, of which 279 stores are operated under the trade name "Cache"
and 15 stores are operated under the trade name "Cache Luxe".

The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance  with Rule 10-01 of Regulation S-X and do not include all
of the information  and footnotes  required by accounting  principles  generally
accepted in the United States.  However,  in the opinion of our management,  all
known  adjustments  necessary  for a fair  presentation  of the  results  of the
interim periods have been made. These  adjustments  consist  primarily of normal
recurring  accruals and estimates  that impact the carrying  value of assets and
liabilities. Actual results may materially differ from these estimates.

These condensed  consolidated financial statements should be read in conjunction
with the Company's audited consolidated  financial statements for the year ended
December 30, 2006,  which are included in the  Company's  Annual  Report on Form
10-K  with  respect  to such  period  filed  with the  Securities  and  Exchange
Commission.  All significant  intercompany  accounts and transactions  have been
eliminated.  The December 30, 2006 condensed  consolidated balance sheet amounts
are derived from the Company's audited consolidated financial statements.

The  Company's  Fiscal Year ("Fiscal  Year" or "Fiscal")  refers to the 52 or 53
weeks,  as  applicable,  ending the  Saturday  nearest to December 31. The years
ended December 29, 2007 ("Fiscal  2007"),  December 30, 2006 ("Fiscal 2006") and
December 31, 2005 ("Fiscal 2005") are each 52-week years.


2. STOCK BASED COMPENSATION

Effective  January 1, 2006,  the Company began  recording  compensation  expense
associated  with  stock  options  in  accordance  with  Statement  of  Financial
Accounting  Standards ("SFAS") No. 123R,  Share-Based Payment, as interpreted by
SEC Staff  Accounting  Bulletin No. 107.  During the 26-week and 13-week periods
ended June 30, 2007, the Company  recognized  approximately  $601,000  ($375,000
after tax or $0.02 per diluted share) and $291,000  ($182,000 after tax or $0.01
per diluted share), respectively.  During the 26-week and 13- week periods ended
July 1, 2006, the Company  recognized  $602,000 ($367,000 after tax or $0.02 per
diluted  share) and  $272,000  ($166,000  after tax or $0.01 per diluted  share)
share-based  compensation expense.  There were 55,000 options granted during the
13-week  period ended June 30, 2007,  and no options  granted during the 13-week
period ended July 1, 2006.  For the 26-week and 13-week  periods  ended June 30,
2007,  there were no excess tax  benefits  realized  from the  exercise of stock
options.  For the  26-week  and 13-week  periods  ended July 1, 2006,  there was
$29,000 of excess tax benefits realized from the exercise of stock options.

The  weighted-average  fair value of options  granted  during  the  26-week  and
13-week  periods  ended June 30,  2007 was  $5.86.  The grant date fair value is
calculated  using  the  Black-Scholes  option  valuation  model.  The  following
assumptions were used during fiscal 2007:

                  Expected dividend rate             $0.00
                  Expected volatility                45.0%
                  Risk free interest rate            4.66%
                  Expected lives (years)             4.00

                                       7
<PAGE>


3. BASIC AND DILUTED EARNINGS PER SHARE

In accordance with SFAS No. 128, "Earnings Per Share",  basic earnings per share
has been  computed  based  upon the  weighted  average  number of common  shares
outstanding.  Diluted  earnings  per share  gives  effect to  outstanding  stock
options.



Earnings per common share has been computed as follows:

<TABLE>
<CAPTION>

<S>                                      <C>                                    <C>

                                                   26-Weeks Ended                         13-Weeks Ended
                                         --------------------------------       --------------------------------
                                          June 30,             July 1,            June 30,              July 1,
                                           2007                 2006               2007                  2006
                                         ----------          ----------         ----------            ----------

Net income                               $1,428,000          $3,386,000         $1,284,000            $1,658,000
Basic weighted number of average
 shares outstanding                      16,289,000          15,781,000         16,296,000            15,785,000
Incremental shares from assumed
issuances of stock options                  430,000             370,000            376,000               383,000

Diluted weighted average number of
shares outstanding                       16,719,000          16,151,000         16,672,000            16,168,000

Net income per share - Basic                  $0.09               $0.21              $0.08                 $0.11
                     - Diluted                $0.09               $0.21              $0.08                 $0.10
</TABLE>

Options to purchase  10,000 common  shares with an exercise  price of $18.30 per
share were excluded from the  computation of diluted  earnings per share for the
13-week and 26-week  periods ended July 1, 2006,  because the exercise price was
greater than the market price.


4. RECENT DEVELOPMENTS

ADRIENNE  VICTORIA
On July 3, 2007, the Company, through a wholly-owned subsidiary that was created
in connection with the acquisition, acquired certain assets of Adrienne Victoria
Designs,  Inc. ("AVD"), our largest supplier.  Under the terms of the agreement,
the Company made cash payments totaling  approximately  $5.8 million,  including
transaction  costs.  The agreement also calls for the payment of $7.0 million in
guaranteed  installment  payments to be paid over 5 years, as well as contingent
payments,  not to exceed $5.5 million, based upon earn-out provisions to be paid
also over 5 years,  if certain  conditions  are met.  The Company  acquired  the
assets  of AVD,  a design,  sourcing  and  manufacturing  company,  to  increase
operating  efficiencies and increase  shareholder value. The acquisition will be
accounted for in the third quarter of fiscal 2007,  using the purchase method in
accordance with SFAS No. 141, "BUSINESS COMBINATIONS".  Accordingly,  the assets
acquired will be recorded at their  estimated fair values and operating  results
will be included in our financial  statements from the date of acquisition.  The
purchase  price will be  allocated  on a  preliminary  basis  using  information
currently  available.   The  Company  performed  a  review  in  accordance  with
Regulation S-X to determine if the acquisition of AVD meets the  requirements of
a Significant  Subsidiary.  Based on the review performed,  the acquisition does
not qualify as a  Significant  Subsidiary.  The Company  has not  finalized  the
valuation of assets nor determined anticipated goodwill.

The Company also has entered into employment agreements with Adrienne Kantor and
Robert  Kantor,  the principal  officers of AVD. These  agreements  will cover a
period of 5 years, providing compensation and employee benefits.

                                       8
<PAGE>


REPURCHASE PROGRAM
On July 30, 2007, the Company's Board of Directors authorized a share repurchase
program  pursuant to which the Company may repurchase up to 1,000,000  shares of
Company common stock, either through the open market or in privately  negotiated
transactions  in accordance  with SEC  requirements.  The program is expected to
begin in August 2007 at the prevailing  market rate. There is no expiration date
governing the period over which the Company can repurchase shares.


5. RECENT ACCOUNTING PRONOUNCEMENTS

On July 13, 2006, FASB issued Interpretation No. 48 ("FIN 48"),  "ACCOUNTING FOR
UNCERTAINTY IN INCOME TAXES," which  clarifies the accounting for uncertainty in
income taxes recognized in the financial  statements in accordance with FASB No.
109,  "ACCOUNTING  FOR INCOME TAXES." FIN 48 provides  guidance on the financial
statement  recognition and measurement of a tax position taken or expected to be
taken  in a  tax  return.  FIN  48  also  provides  guidance  on  derecognition,
classification,   interest  and  penalties,   accounting  in  interim   periods,
disclosures  and  transition.  The  Company  adopted the  provisions  of FIN 48,
effective  December  31,  2006.  The  adoption of FIN 48 did not have a material
impact on the  consolidated  financial  statements.  The Company  classifies any
interest  and  penalty  payments or accruals  within  operating  expenses on our
financial statements. There were no accruals of interest and penalties, nor were
there any  unrecognized  tax  benefits  at the date of  adoption  of FIN 48. The
Internal  Revenue Service has reviewed the Company's  income tax returns through
the period  ended  January 1, 2005 and  proposed  no changes to the tax  returns
filed by the Company.

In  February,  2007,  FASB  issued  SFAS No.  159,  "THE FAIR  VALUE  OPTION FOR
FINANCIAL ASSETS AND FINANCIAL  LIABILITIES," ("SFAS No. 159"), which amends the
accounting for assets and liabilities in financial statements in accordance with
SFAS  No.  115,   "ACCOUNTING  FOR  CERTAIN   INVESTMENTS  IN  DEBT  AND  EQUITY
SECURITIES".  SFAS No. 159 permits  entities to choose to measure many financial
instruments  and  certain  other  items at fair  value  that  are not  currently
required  to be  measured  at fair  value.  This  statement  does not affect any
existing  accounting  literature that requires certain assets and liabilities to
be carried at fair value.  SFAS No. 159 is  effective  for the first fiscal year
beginning after November 15, 2007. The Company does not expect this statement to
have a material impact on the consolidated financial statements.

Effective  December  31,  2006,  the Company  adopted  EITF No. 06-03 "HOW TAXES
COLLECTED  FROM  CUSTOMERS AND REMITTED TO  GOVERNMENTAL  AUTHORITIES  SHOULD BE
PRESENTED  IN  THE  INCOME  STATEMENT."  The  Company  records  revenues  net of
applicable sales tax in our consolidated statements of income.


6. EQUIPMENT AND LEASEHOLD IMPROVEMENTS
<TABLE>
<CAPTION>
<S>                                        <C>                     <C>                     <C>

                                                June 30,               December 30,               July 1,
                                                 2007                     2006                     2006
                                           -------------------     -------------------      -----------------


 Leasehold improvements                    $       53,926,000      $       51,320,000      $      54,650,000
 Furniture, fixtures and equipment                 47,120,000              45,687,000             55,009,000
                                           ------------------      ------------------      -----------------
                                                  101,046,000              97,007,000            109,659,000
 Less: accumulated depreciation
    and amortization                              (51,502,000)            (46,557,000)           (58,878,000)
                                           ------------------      ------------------      -----------------

                                           $       49,544,000      $       50,450,000      $      50,781,000
                                           ------------------      ------------------      -----------------


</TABLE>


                                       9

<PAGE>


<TABLE>
<CAPTION>

<S>                                        <C>                     <C>                     <C>
7. ACCRUED LIABILITIES
                                                June 30,               December 30,               July 1,
                                                 2007                     2006                     2006
                                           -------------------     -------------------      -----------------


 Operating expenses                        $        3,588,000      $        2,978,000      $       4,408,000
 Other taxes                                        1,269,000               2,190,000              1,714,000
 Group insurance                                      759,000                 737,000                654,000
 Sales return reserve                                 478,000                 845,000                415,000
 Leasehold additions                                  532,000               2,000,000              1,869,000
 Other customer deposits and credits                2,494,000               2,765,000              4,360,000
                                           ------------------      ------------------      -----------------

                                           $        9,120,000      $       11,515,000      $      13,420,000
                                           ------------------      ------------------      -----------------
</TABLE>


Leasehold additions generally represent a liability to general contractors for a
final 10% payable on construction contracts for store construction or
renovations.


8. BANK DEBT

During  November 2005,  the Company  reached an agreement with its bank to amend
the amount available under the Amended  Revolving  Credit Facility.  Pursuant to
the Amended Revolving Credit Facility, $17,500,000 is available until expiration
at November 30, 2008.  The amounts  outstanding  under the credit  facility bear
interest at a maximum per annum rate equal to the bank's  prime rate,  currently
8.25% at June 30, 2007, less 0.25%. The agreement  contains  selected  financial
and other covenants.  Effective upon the occurrence of an Event of Default under
the Amended Revolving Credit Facility, the Company grants to the bank a security
interest in the Company's inventory and certain receivables.  The Company has at
all times been in compliance with all loan covenants.

There have been no  borrowings  against the line of credit during the first half
of fiscal 2007 and fiscal 2006. There were outstanding letters of credit of $0.9
million, $1.1 million and $2.6 million, pursuant to the Amended Revolving Credit
Facility, at June 30, 2007, December 30, 2006 and July 1, 2006, respectively.


9. LILLIE RUBIN EXIT COSTS

During fiscal 2006,  the Company  recorded a pre-tax  charge of $5.7 million for
asset  impairment  and  store  closing  costs for the exit of the  Lillie  Rubin
business. The Company closed the last three Lillie Rubin stores during the first
fiscal quarter of fiscal 2007. The Company did not incur significant  additional
exit costs upon the closing of these remaining properties.

The  following  is a summary of the  activity  in the reserve for exit costs for
fiscal 2007:
<TABLE>
<CAPTION>

<S>                              <C>             <C>            <C>           <C>

------------------------------   -------------   -------------  -----------   -----------------
                                    BALANCE
                                  BEGINNING OF      CHARGES        CASH         BALANCE END OF
                                     YEAR                        PAYMENTS          PERIOD
------------------------------   -------------   -------------  -----------   -----------------

Contractual termination costs       $385,000         $---       $307,000          $78,000
------------------------------   -------------   -------------  -----------   -----------------
Severance                            $43,000          ---        $43,000              ---
------------------------------   -------------   -------------  -----------   -----------------
</TABLE>


                                       10
<PAGE>


10. CONTINGENCIES

The Company is exposed to a number of asserted and unasserted  potential claims.
Management  does not believe that the resolution of these matters will result in
a material loss. We have not provided any third party financial guarantees as of
and for the 26 and 13-week periods ended June 30, 2007 and July 1, 2006.


ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

Except for the historical  information and current statements  contained in this
Form 10-Q,  certain matters discussed  herein,  including,  without  limitation,
"Management's  Discussion  and  Analysis of Financial  Condition  and Results of
Operations" are forward-looking statements that involve risks and uncertainties,
including,  without limitation, the effect of economic and market conditions and
competition,  the  ability to open new stores and expand into new  markets,  and
risks relating to foreign importing operations, which could cause actual results
to differ materially.


RESULTS OF OPERATIONS

The  following  table sets forth our results of  operations  for the 26-week and
13-week periods ended June 30, 2007 and July 1, 2006,  expressed as a percentage
of net sales.  Amounts include the combined  results of our Cache and Cache Luxe
stores.

<TABLE>
<CAPTION>

<S>                                  <C>                                 <C>

                                              13 Weeks Ended                      26 Weeks Ended
                                      ---------------------------        ----------------------------
                                        June 30,        July 1,            June 30,         July 1,
                                         2007            2006               2007             2006
                                      ----------      -----------        -----------       ----------

Sales                                   100.0%          100.0%             100.0%            100.0%
Cost of sales                            52.2            50.8               53.5              52.4
Gross profit                             47.8            49.2               46.5              47.6
Store operating expenses                 36.1            31.6               36.7              33.0
General and administrative expenses       9.9             6.8                9.2               7.2
Lillie Rubin exit costs                   --              7.9                --                4.2
Operating income                          1.8             2.9                0.6               3.2
Interest income                           1.1             0.9                1.1               0.9
Income before income taxes                2.9             3.8                1.7               4.1
Income taxes                              1.1             1.5                0.6               1.6
Net income                                1.8%            2.3%               1.1%              2.5%
</TABLE>

We  use a  number  of  key  indicators  of  financial  condition  and  operating
performance to evaluate the  performance of our business,  some of which are set
forth in the following table:

<TABLE>
<CAPTION>
<S>                                   <C>                                <C>

                                              13 Weeks Ended                      26 Weeks Ended
                                      ---------------------------        ----------------------------
                                        June 30,        July 1,            June 30,         July 1,
                                         2007            2006               2007             2006
                                      ----------      -----------        -----------       ----------

Total store count at end of period        294             309                294              309
Net sales growth (decrease)                (1%)             7%                 0%               4%
Comparable store sales growth               1%              6%                 1%               4%
Average sales per transaction growth
(decrease)                                 (6%)             1%                (7%)              4%
Average number of transactions growth
(decrease)                                  7%              5%                 9%              (1%)
Net sales per average square foot        $115            $117               $219             $224
Total square footage (in thousands)       598             611                598              611

</TABLE>
                                       11
<PAGE>

NET SALES

Net sales  remained  substantially  unchanged,  as compared to the same  26-week
period last year  decreasing to $135.4 million from $135.5  million.  Comparable
store  sales at Cache  stores  (sales for stores open at least one year or more)
increased  $1.8 million or 1% during the 26-week  period.  Non-comparable  sales
decreased $1.9 million during the current  period,  as a result of the reduction
of $9.5 million in net sales for Lillie Rubin stores open in the 26-week  period
of fiscal 2006,  which was partially  offset by sales at new store  locations of
approximately $7.6 million,  during the current 26-week period. Net sales in the
fiscal  2007  period  at  Cache  stores  reflected  an 8.6%  increase  in  sales
transactions,  which was partially  offset by a 7.0% decrease in average dollars
per transaction, primarily due to the increase in markdown sales.

Net sales decreased to $71.0 million from $71.7 million, a decrease of $655,000,
or 0.9%,  as  compared  to the same  13-week  period  last year.  This  reflects
$372,000 of  additional  net sales as a result of a 1%  increase  in  comparable
store sales at Cache stores.  Non-comparable sales decreased $1.0 million during
the current  period,  as a result of the  reduction of $4.6 million in net sales
for Lillie Rubin stores open in the 13-week period in of fiscal 2006,  which was
partially offset by sales at new store locations of approximately  $3.6 million,
during the  current  13-week  period.  Net sales in fiscal  2007 period at Cache
stores  reflected an 6.7%  increase in sales  transactions,  which was partially
offset by an 6.0% decrease in average dollars per transaction,  primarily due to
the increase in markdown sales.

GROSS PROFIT

Gross profit  decreased to $62.9 million from $64.5 million,  a decrease of $1.6
million,  or 2.4%,  as  compared  to the same  26-week  period  last year.  This
decrease  was  primarily  due to  greater  markdowns  taken  in  our  sportswear
assortment in the current period,  which was partially  offset by higher initial
gross margins from increased direct sourcing of merchandise, as compared to last
year. In addition,  buying and occupancy expenses declined as a percent of sales
in the current period,  primarily due to  the closure of the Lillie Rubin stores
in the second half of 2006. As a percentage of net sales, gross profit decreased
to 46.5% from 47.6%, last year.

Gross profit  decreased to $33.9 million from $35.3 million,  a decrease of $1.4
million,  or 3.9%,  as  compared  to the same  13-week  period  last year.  This
decrease  was  primarily  due to  greater  markdowns  taken  in  our  sportswear
assortment in the current period,  which was partially  offset by higher initial
gross margins from increased direct sourcing of merchandise, as compared to last
year. In addition,  buying and occupancy expenses declined as a percent of sales
in the  current  period,  primarily  due to the closure of Lillie  Rubin  stores
during the 2006 period. As a percentage of net sales,  gross profit decreased to
47.8% from 49.2% last year.

STORE OPERATING EXPENSES

Store  operating  expenses  increased to $49.6  million from $44.7  million,  an
increase of $4.9 million,  or 11.0%,  over the prior year 26-week  period.  As a
percentage of net sales,  store operating expenses increased to 36.7% from 33.0%
for the 26-week  period last year.  This  increase  reflects the impact of newer
stores,  which have not  achieved a mature sales volume level as compared to the
existing store base. The increase in store  operating  expenses was  principally
due to higher marketing expenses ($4.0 million) and payroll expense  ($317,000),
which were partially offset by lower charges in other expense categories.

Store  operating  expenses  increased to $25.6  million from $22.7  million,  an
increase of $2.9  million,  or 13%,  over the prior year  13-week  period.  As a
percentage of net sales,  store operating expenses increased to 36.1% from 31.6%
for the 13-week  period last year.  This  increase  reflects the impact of newer
stores,  which have not  achieved a mature sales volume level as compared to the
existing store base. The increase in store  operating  expenses was  principally
due to  higher  marketing  expenses  ($2.3  million)  and  depreciation  expense
($178,000),  which  were  partially  offset by lower  charges  in other  expense
categories.


                                       12
<PAGE>


GENERAL AND ADMINISTRATIVE EXPENSES

General  and  administrative  expenses  increased  to $12.5  million  from  $9.7
million,  an increase of $2.8 million,  or 28.3%,  over the same 26-week  period
last year. As a percentage  of net sales,  general and  administrative  expenses
increased to 9.2% from 7.2%,  principally due to higher  professional fees ($2.5
million) and a legal settlement  related to exempt employees in California ($1.0
million), as compared to last year.

General and administrative expenses increased to $7.0 million from $4.9 million,
an increase of $2.1 million,  or 43.1%,  over the same 13-week period last year.
As a percentage of net sales,  general and administrative  expenses increased to
9.9% from 6.8%, principally due to higher professional fees ($1.8 million) and a
legal settlement  related to exempt  employees in California ($1.0 million),  as
compared to last year.

LILLIE RUBIN EXIT COSTS

During the quarter ended July 1, 2006 the Company  recorded a pre-tax  charge of
$5.7 million for the exit of the Lillie Rubin business. The charge was comprised
of leasehold improvements,  a furniture and fixtures write down of $4.1 million,
a write-down of intangibles  of $455,000,  a write-down of supplies of $275,000,
severance  charges  of  $384,000,  as well as an  accrual  of $1.6  million  for
contractual termination costs negotiated prior to July 1, 2006. These costs were
partially offset by the reversal of $1.2 million of deferred rent accruals. As a
percent of sales,  Lillie  Rubin exit costs were 7.9% and 4.2%,  for the 13-week
and 26-week periods in fiscal 2006.

INTEREST INCOME

Interest income  increased to $1.5 million from $1.2 million in the same 26-week
period last year, primarily due to higher average cash and marketable securities
balances.  Interest  income  increased  to  $758,000  from  $664,000 in the same
13-week  period last year,  primarily due to higher  average cash and marketable
securities balances.

INCOME TAXES

Income taxes decreased to $857,000 from $2.2 million, as compared to the 26-week
period last year.  The  decrease was  primarily  attributable  to lower  taxable
income in fiscal 2007. Income taxes decreased to $765,000 from $1.1 million,  as
compared  to  the  13-week   period  last  year.   The  decrease  was  primarily
attributable to lower taxable income in fiscal 2007. The estimated effective tax
rate for both  26-week and  13-week  periods in fiscal 2007 and fiscal 2006 were
37.5% and 39.0% respectively.

NET INCOME

As a result of the factors discussed above, net income decreased to $1.4 million
from $3.4 million for the prior year 26-week period.  As a result of the factors
discussed  above, net income decreased to $1.3 million from $1.7 million for the
prior year 13-week period.


LIQUIDITY AND CAPITAL RESOURCES

Our cash requirements are primarily for working capital, the construction of new
stores,  the  remodeling  of  existing  stores and to improve  and  enhance  our
information  technology systems.  During the 26-week period ended June 30, 2007,
we  generated  $10.4  million of cash flow from  operations  as compared to $9.3
million  generated in the same period in fiscal  2006.  We expect to continue to
meet our operating cash requirements primarily through cash flows from operating
activities,  existing cash and cash equivalents,  and short-term investments. In
addition,  we have  available a $17.5  million  revolving  credit  facility (the
"credit facility") with Bank of America Retail Finance,  under which we have not
had  outstanding  borrowings for several years. At June 30, 2007, we had working
capital of $86.2 million, cash and marketable securities of $66.0 million and no
third party debt outstanding.


                                       13
<PAGE>

The following table sets forth our cash flows for the period indicated:

<TABLE>
<CAPTION>
<S>                                                                       <C>
                                                                           --------------------------------
                                                                                    26-Weeks ended
                                                                           --------------------------------
                                                                              June 30,           July 1,
                                                                                2007               2006
                                                                           ---------------    --------------
Net cash provided by operating activities............................         $10,407,000        $9,316,000
Net cash provided by (used in) investing activities..................         (13,583,000)        9,259,000
Net cash provided by financing activities............................             279,000           250,000
                                                                           ---------------    --------------

Net increase (decrease) in cash and equivalents.....................          ($2,897,000)      $18,825,000
                                                                           ===============    ==============
</TABLE>

During  the  26-week  period  ended  June 30,  2007,  cash and cash  equivalents
decreased  by  $2.9  million,  primarily  due to  net  purchases  of  marketable
securities  ($7.5  million),  offset by operating  cash flows from  depreciation
expense ($5.6  million),  seasonal  decreases in receivables  ($1.9 million) and
inventory  ($2.6  million).  Decreases  in cash  flows for the  current  period,
included  a  seasonal  decrease  in  accounts  payable  ($858,000)  and  capital
expenditures  for our new store expansion and remodeling  program  totaling $6.1
million.

We plan to open  approximately  10 new stores  during  fiscal 2007.  The Company
opened five new Cache  stores in the first half of fiscal  2007.  We renovated 9
existing  stores in the first half of fiscal 2007. We spent  approximately  $6.1
million  through  June 30, 2007 and expect to spend an  additional  $3-4 million
during  the  balance  of fiscal  2007,  for both new store  and  existing  store
construction and remodeling, as well as the upgrade of the existing POS computer
system.

There have been no borrowings  against the line of credit during fiscal 2007 and
fiscal 2006.  There were  outstanding  letters of credit of $0.9  million,  $1.1
million and $2.6  million,  pursuant to the credit  facility,  at June 30, 2007,
December 30, 2006 and July 1, 2006, respectively.

INFLATION

We do not  believe  that our  sales  revenue  or  operating  results  have  been
materially  impacted by inflation during the past two fiscal years. There can be
no assurance,  however,  that our sales revenue or operating results will not be
impacted by inflation in the future.

OFF-BALANCE SHEET ARRANGEMENTS

We  do  not  have  any  off-balance  sheet  arrangements  or  transactions  with
unconsolidated,  limited purpose entities. In the normal course of our business,
we enter into operating leases for store locations and utilize letters of credit
principally for the  importation of merchandise.  We do not have any undisclosed
material transactions or commitments involving related persons or entities.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Our  accounting  policies  are  more  fully  described  in  Note 1 of  Notes  to
Consolidated  Financial Statements in our fiscal 2006 10-K. As disclosed in Note
1 of Notes to Consolidated  Financial  Statements,  the preparation of financial
statements in conformity with accounting  principles  generally  accepted in the
United States of America  ("GAAP")  requires  management  to make  estimates and
assumptions  about  future  events  that  affect  the  amounts  reported  in the
consolidated  financial  statements and accompanying  notes. Since future events
and their effects cannot be determined with absolute  certainty,  actual results
will differ from those estimates.  We evaluate our estimates and judgments on an
ongoing  basis  and  predicate  those  estimates  and  judgments  on  historical
experience and on various other factors that are believed to be reasonable under
the  circumstances.  Actual  results  will  differ  from these  under  different
assumptions or conditions.

                                       14
<PAGE>

Our  management  believes the  following  critical  accounting  policies,  among
others,  affect its more significant judgments and estimates used in preparation
of the Consolidated Financial Statements.

INVENTORIES.  Our  inventories  are valued at lower of cost or market  using the
retail  inventory  method.  Under  the  retail  inventory  method  ("RIM"),  the
valuation of inventories at cost and the resulting  gross margins are calculated
by  applying  a  calculated  cost  to  retail  ratio  to  the  retail  value  of
inventories.  RIM is an averaging method that has been widely used in the retail
industry due to its practicality. Additionally, it is recognized that the use of
RIM will  result  in  valuing  inventories  at the  lower of cost or  market  if
markdowns are currently taken as a reduction of the retail value of inventories.
Inherent in the RIM calculation  are certain  significant  management  judgments
including,  among others,  merchandise mark-on,  mark-ups, and markdowns,  which
significantly  impact  the  ending  inventory  valuation  at cost as well as the
resulting gross margins.  We take markdowns due to changes in fashion and style,
based on the following factors:  (i) supply on hand, (ii) historical  experience
and  (iii)  our  expectations  as to  future  sales.  We do not  anticipate  any
significant  change in our  markdown  strategy  that would cause a change in our
earnings. We believe that our RIM provides an inventory valuation, which results
in a carrying value at the lower of cost or market.

FINITE-LONG  LIVED  ASSETS.  The Company's  judgment  regarding the existence of
impairment indicators is based on market and operational performance.  We assess
the impairment of long-lived assets,  primarily fixed assets, whenever events or
changes  in   circumstances   indicate  that  the  carrying  value  may  not  be
recoverable.  Factors we consider  important  which could  trigger an impairment
review include the following:

    o significant changes  in the manner  of our use of assets  or the strategy
      for our overall business;

    o significant negative industry or economic trends;

    o store closings; or

    o underperforming business trends.

In the  evaluation  of the fair value and future  benefits of finite  long-lived
assets, we perform an analysis by store of the anticipated  undiscounted  future
net cash flows of the related finite long-lived assets. If the carrying value of
the related asset exceeds the  undiscounted  cash flows,  the carrying  value is
reduced to its fair value.  Various  factors  including  future sales growth and
profit  margins  are  included  in this  analysis.  To the extent  these  future
projections or strategies change, the conclusion regarding impairment may differ
from the current  estimates.  No impairment charges were incurred in fiscal 2004
and 2005,  respectively.  In fiscal  2006,  the Company  recorded an  impairment
charge of $101,000, related to one store, that the Company closed in early 2007.
No impairment charges were recorded during fiscal 2007.

SELF INSURANCE. We are self-insured for losses and liabilities related primarily
to  employee  health  and  welfare  claims.  Losses are  accrued  based upon our
estimates of the aggregate liability for claims incurred using certain actuarial
assumptions  followed in the insurance industry and based on Company experience.
Adjustments to earnings  resulting  from changes in historical  loss trends have
been insignificant for fiscal 2004, 2005 and 2006. Further, we do not anticipate
any  significant  change in loss trends,  settlements  or other costs that would
cause a significant  change in our  earnings.  We maintain  stop-loss  insurance
coverage,  which covers us for  benefits  paid in excess of limits as defined in
the plan.

GIFT CARDS, GIFT CERTIFICATES AND CREDITS. The Company sells gift cards and gift
certificates ("Gift Cards") and issues credits to its customers when merchandise
is returned. The Company recognizes sales from Gift Cards when they are redeemed
by the customer and income when the  likelihood of the Gift Card being  redeemed
by the customer is remote (Gift Card breakage)  since the Company has determined
that it does not have a legal  obligation to remit the value of unredeemed  Gift
Cards to the relevant jurisdiction as abandoned property. The Company determines
Gift Card breakage income based upon historical  redemption  patterns.  Breakage
income  represents the balance of Gift Cards, for which the Company believes the
likelihood of redemption  by the customer is remote.  At that time,  the Company
will recognize breakage income for those Gift Cards.

                                       15
<PAGE>


During the third quarter of fiscal 2006,  the Company formed a new subsidiary to
handle all Gift Card sales and maintain the liability  related to Gift Cards. As
a  result  of  transferring  all  existing   obligations  to  the  newly  formed
subsidiary,  the Company recognized $2.4 million of breakage income,  within net
sales,  in the  third  quarter  related  to Gift  Cards  sold/issued  since  the
inception of the Gift Card program.  The Company recognized $164,000 of breakage
income  during the 26- week period  ended June 30,  2007.  There was no breakage
income recognized for the same period in the prior year.

REVENUE  RECOGNITION.  Sales are recognized at the "point of sale," which occurs
when merchandise is sold in an "over-the-counter" transaction or upon receipt by
a customer.  Sales of merchandise via our website are recognized at the expected
time of  delivery  to the  customer.  Our  customers  have the  right to  return
merchandise. Sales are reported net of actual and estimated returns. We maintain
a reserve for potential  product returns and record,  as a reduction to sales, a
provision for estimated product returns, which is determined based on historical
experience. Charges or credits to earnings resulting from revisions to estimates
on our sales  return  provision  for fiscal 2004,  2005 and 2006,  have not been
material.  Amounts  billed to  customers  for  shipping  and  handling  fees are
included in net sales at the time of shipment.  Costs  incurred for shipping and
handling are included in cost of sales.

INCOME TAXES.  The Company accounts for income taxes in accordance with SFAS No.
109,  "ACCOUNTING  FOR INCOME  TAXES."  This  statement  requires the Company to
recognize  deferred  tax  liabilities  and  assets for the  expected  future tax
consequences  of events that have been  recognized  in the  Company's  financial
statements  or tax returns.  Under this method,  deferred  tax  liabilities  and
assets are determined  based on the difference  between the financial  statement
carrying amounts and tax bases of assets and  liabilities,  using applicable tax
rates for the years in which the differences  are expected to reverse.  When tax
contingencies  become  probable,  a  liability  for  the  contingent  amount  is
estimated  based upon the Company's best  estimation of the potential  exposures
associated  with the  timing and amount of  deductions,  as well as various  tax
filing  positions.  As of June  30,  2007,  the  Company  did not  have  any tax
contingencies.  The Company adopted the provisions of FIN 48, effective December
31,  2006.  The  adoption  did not have a  material  impact on the  consolidated
financial statements.

SEASONALITY.  We experience seasonal and quarterly fluctuations in net sales and
operating income. Quarterly results of operations may fluctuate significantly as
a result of a variety of factors,  including  the timing of new store  openings,
fashion trends and shifts in timing of certain holidays. Our business is subject
to seasonal influences, characterized by highest sales during the fourth quarter
(October,  November and  December)  and lowest  sales  during the third  quarter
(July, August and September).


ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are  exposed  to the  following  types  of  market  risk-fluctuations  in the
purchase price of merchandise, as well as other goods and services: the value of
foreign  currencies  in  relation  to the U.S.  dollar;  and changes in interest
rates. Due to our inventory turn rate and our historical ability to pass through
the impact of any generalized changes in our cost of goods sold to our customers
through pricing adjustments,  commodity and other product risks are not expected
to be material. We purchase substantially all merchandise in U.S. dollars.

Our exposure to market risk for changes in interest rates relates to cash,  cash
equivalents  and  marketable  securities.  As of June 30, 2007,  our cash,  cash
equivalents and marketable  securities  consisted primarily of funds invested in
money market accounts,  which bear interest at a variable rate and U.S. treasury
instruments, as well as municipal bonds which bear interest at a fixed rate. Due
to the average maturity and the conservative nature of our investment portfolio,
we believe a sudden change in interest rates would not have a material effect on
the value of our  investment  portfolio.  As the  interest  rates on a  material
portion of our cash, cash equivalents and marketable  securities are variable, a
change  in  interest  rates  earned on our  investment  portfolio  would  impact
interest income along with cash flows, but would not materially  impact the fair
market value of the related underlying instruments.

                                       16


<PAGE>


ITEM 4. CONTROLS AND PROCEDURES

The Company  maintains  disclosure  controls and procedures that are designed to
ensure that information required to be disclosed in the reports that the Company
files or submits under the Securities  and Exchange Act is recorded,  processed,
summarized,  and reported  within the time periods  specified in the SEC's rules
and forms,  and that such  information is accumulated  and  communicated  to the
Company's management,  including its Chief Executive Officer and Chief Financial
Officer,   as  appropriate,   to  allow  timely  decisions   regarding  required
disclosures.

As of June 30, 2007, we carried out an  evaluation,  under the  supervision  and
with the participation of our management,  including the Chief Executive Officer
and Chief Financial Officer, of the effectiveness of the design and operation of
our disclosure  controls and procedures  pursuant to the Securities and Exchange
Act Rule  13(a)-15(b).  Our Chief Executive  Officer and Chief Financial Officer
concluded that our disclosure  controls and procedures  were not effective as of
June  30,  2007  due to the  material  weakness  in our  internal  control  over
financial  reporting,  identified  during the  Company's  assessment of internal
control  over  financial  reporting  as of December 30, 2006 and reported in our
fiscal 2006 Annual  Report on Form 10-K.  We continue  our efforts to  remediate
this  material   weakness   through   ongoing  process   improvements   and  the
implementation of enhanced policies and hiring  additional  personnel,  engaging
third-party tax, financial and financial systems consultants,  improving quality
control  standards,  and  providing  additional  training  and  education to our
financial  reporting  and  accounting  personnel.   Accordingly,  this  material
weakness is not yet fully remediated.  No material weaknesses will be considered
remediated  until the  remedial  procedures  have  operated  for an  appropriate
period,  have been tested,  and management has concluded that they are operating
effectively.

To  compensate  for this material  weakness,  the Company  performed  additional
analysis  and other  procedures  in order to  prepare  the  unaudited  quarterly
consolidated   financial   statements  in  accordance  with  generally  accepted
accounting principles in the United States of America.  Accordingly,  management
believes that the consolidated  financial  statements included in this Quarterly
Report on Form 10-Q fairly  present,  in all material  respects,  our  financial
condition, results of operations and cash flows for the periods presented.

There were no changes during the quarter that have materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting.


PART II - OTHER INFORMATION

ITEM 6.  EXHIBITS

         10.1  Employment  Agreement  dated as of  July 3, 2007  by and  between
               Cache, Inc. and Robert Kantor.
         10.2  Employment  Agreement  dated as of  July 3, 2007  by and  between
               Cache, Inc. and Adrienne Kantor.
         31.1  Certification  Pursuant to  Section 302 of the Sarbanes-Oxley Act
               of 2002.
         31.2  Certification  Pursuant to  Section 302 of the Sarbanes-Oxley Act
               of 2002.
         32.1  Certification  Pursuant to  Section 906 of the Sarbanes-Oxley Act
               of 2002.





                                       17
<PAGE>


Signatures


           Pursuant to the requirement of Section 13 or 15 (d) of the Securities
and  Exchange  Act of  1934, the  Registrant has  duly  caused this report to be
signed on its behalf by the undersigned thereunto duly authorized.



                                           Dated:   August 9, 2007

                                           CACHE, INC.



                                           BY:  /s/ Brian Woolf
                                                -----------------
                                                Brian Woolf
                                                Chairman and Chief
                                                Executive Officer
                                                (Principal Executive
                                                Officer)


                                           BY:  /s/ Margaret Feeney
                                                -------------------
                                                Margaret Feeney
                                                Executive Vice President and
                                                Chief Financial Officer
                                                (Principal Financial and
                                                Accounting Officer)


                                       18