Edgar Filing: PIER 1 IMPORTS INC/DE

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Filed by the Registrant x

Filed by a Party other than the Registrant o

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o	Definitive Proxy Statement
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Pier 1 Imports, Inc.
(Name of Registrant as Specified In Its Charter)


(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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PIER 1 IMPORTS, INC.

VOTING REMINDER

IF YOU HAVE PREVIOUSLY VOTED YOUR PROXY, PLEASE DISREGARD THIS NOTICE.

IF YOU HAVE NOT VOTED, PLEASE VOTE YOUR SHARES BEFORE JULY 1, 2009

June 19, 2009

Dear Pier 1 Imports, Inc. Shareholder,

We hope you will take part in the voting for our Annual Meeting of Shareholders to be held on Wednesday, July 1, 2009, at Pier 1 Imports’ corporate office, Mezzanine Level, Conference Center Room C, 100 Pier 1 Place, Fort Worth, Texas 76102. We previously sent you a formal notice of the annual meeting of shareholders, proxy statement and proxy card. Here are the proposals to be voted on as detailed in the proxy statement.

ITEM 1 — To elect as directors the eight nominees named in the proxy statement to hold office until the next annual meeting of shareholders and until their successors are elected and qualified.

The board of directors unanimously recommends a vote “FOR” the election of each of the nominees as a director.

ITEM 2 — To vote on a proposal to approve an amendment of the Certificate of Incorporation of Pier 1 Imports, Inc. to effect a reverse stock split of Pier 1 Imports’ common stock having a split ratio between, and including, 1-for-2 and 1-for-20, as will be selected by the board of directors prior to the time of filing such Certificate of Amendment with the Delaware Secretary of State.

The board of directors unanimously recommends a vote “FOR” this item.

ITEM 3 — To vote on a proposal to approve an amendment of the Certificate of Incorporation of Pier 1 Imports, Inc. to reduce the par value of Pier 1 Imports’ common stock from $1.00 per share to $0.001 per share.

The board of directors unanimously recommends a vote “FOR” this item.

ITEM 4 — To vote on a proposal to approve an amendment of the Certificate of Incorporation of Pier 1 Imports, Inc. to increase the authorized number of Pier 1 Imports’ shares of preferred stock from 5,000,000 shares to 20,000,000 shares, to shorten the description of the authority of the board of directors to issue such shares, and to eliminate the terms and provisions of the Formula Rate Preferred Stock currently set forth in the Certificate of Incorporation.

The board of directors unanimously recommends a vote “FOR” this item.

ITEM 5 — To vote on a proposal to ratify the audit committee’s approval to engage Ernst & Young LLP as Pier 1 Imports’ independent registered public accounting firm for fiscal 2010.

The board of directors unanimously recommends a vote “FOR” this item.

ITEM 6 — To vote on a shareholder proposal, if properly presented at the meeting.

The board of directors unanimously recommends a vote “AGAINST” this item.

Plus, any other business that may properly come before the annual meeting or any adjournment or postponement of the meeting will be considered.

YOUR VOTE IS IMPORTANT!

Please submit your vote promptly by calling toll-free 1-866-540-5760, or go to http://www.proxyvoting.com/pir, or sign and promptly return the enclosed proxy card in the envelope provided. If you vote by telephone or internet, you will need your control number, which is located on the enclosed proxy card.

Sincerely,

Michael A. Carter

Senior Vice President and General Counsel,

Secretary

PIER 1 IMPORTS, INC.

VOTING REMINDER

IF YOU HAVE PREVIOUSLY VOTED YOUR PROXY, PLEASE DISREGARD THIS NOTICE.

IF YOU HAVE NOT VOTED, PLEASE VOTE YOUR SHARES BEFORE JULY 1, 2009

June 19, 2009

Dear Pier 1 Imports, Inc. Shareholder,

We hope you will take part in the voting for our Annual Meeting of Shareholders to be held on Wednesday, July 1, 2009, at Pier 1 Imports’ corporate office, Mezzanine Level, Conference Center Room C, 100 Pier 1 Place, Fort Worth, Texas 76102. You were previously sent a formal notice of the annual meeting of shareholders, proxy statement and voter instruction form. Here are the proposals to be voted on as detailed in the proxy statement.