Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On October 21, 2008, Gottschalks Inc. (the "Company") announced that it received a communication from the New York Stock Exchange (the "NYSE") that the Company is in non-compliance with Section 802.01B of the NYSE Listed Company Manual, because over a consecutive 30-day trading period, the Company's average global market capitalization was less than $25 million. As a result, the NYSE plans to suspend trading of Gottschalks' stock prior to the market opening on Monday, October 27, 2008. The Company has informed the exchange it plans to appeal the ruling. Based on the outcome of the appeal process the Company's stock could then be delisted from the exchange. During the appeal process, the Company will take all necessary actions to have its common stock quoted on the OTC Bulletin Board and will consider all available alternatives.

On October 21, 2008, the Company issued a press release describing the foregoing, a copy of which is being furnished as Exhibit 99.1 to this Form 8-K and which is incorporated herein by reference in its entirety.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No. Description
99.1 Press release issued on October 21, 2008 by Gottschalks Inc.

---