Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On August 14, 2009, the Board of Directors (the "Board") of Destination Maternity Corporation (the "Company") increased the number of directors on the Board from nine to ten, and appointed Melissa Payner-Gregor, the Chief Executive Officer of Bluefly, Inc., to fill the resultant vacancy. The term of Ms. Payner-Gregor will expire at the Annual Meeting of Stockholders to be held following fiscal year 2009.

In connection with her appointment as a non-employee director of the Company, the Board authorized a grant to Ms. Payner-Gregor of 888 shares of restricted stock pursuant to the Company's 2005 Equity Incentive Plan (the "Plan"). The number of shares of restricted stock granted to Ms. Payner-Gregor represents a prorated portion of the annual 2,000 share grant of restricted stock that is issued to each non-employee director at the conclusion of the Company's Annual Meeting of Stockholders in accordance with the Company's non-employee director compensation policies. Consistent with other grants of restricted stock to non-employee directors, the shares granted to Ms. Payner-Gregor will vest one year from the date of grant, subject to acceleration in the event of her death or disability or upon a change in control of the Company, and are subject to the terms and conditions of the Plan and the Company's standard Restricted Stock Award Agreement for Directors as previously filed with the Securities and Exchange Commission.