Retail Ventures audit committee of its board of directors approved management’s recommendation that the company’s consolidated financial statements and related disclosures for the fiscal year ended January 28, 2006, and for the periods ended April 29, 2006, October 29, 2005 and July 30, 2005 be restated in response to comments from the Staff of the Securities and Exchange Commission.

This is primarily related to the fair value of the warrants and that such previously filed financial statements and the associated report of teh company’s independent registered public accounting firm should no longer be relied upon. The Company will revise its accounting related to the fair value of warrants by eliminating the application of a block sale discount.

This matter was discussed by management with the Company’s independent registered public accounting firm. These non-cash adjustments have no effect on the financial statements of the Company’s consolidated subsidiary, DSW, Inc., Company’s historical or future net cash flows, timing of payments under any debt agreements and income tax returns filed by the Company.