UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 10, 2009 BLUEFLY, INC. ------------- (Exact name of registrant as specified in its charter) Delaware 001-14498 13-3612110 ------------------------------ ---------------------- ---------------------- (State or other jurisdiction (Commission file (I.R.S. Employer of incorporation) number) Identification No.) 42 West 39th Street, New York, New York 10018 --------------------------------------------- ------------------------------ (Address of principal executive offices) (Zip Code) Registrant's Telephone Number, Including Area Code: (212) 354-4900 -------------- N/A -------------------------------------------------------------------------------- (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. On February 17, 2009, the Company entered into an amendment (the "Amendment") to its Loan and Security Agreement with Wells Fargo Retail Finance, LLC ("Wells") pursuant to which the definition of a "Cash Dominion Event, " as well as provisions relating to certain fees and interest rates, were amended. Attached as Exhibit 10.1 is a copy of the Amendment. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. (d) Exhibits Exhibit No. Description ------------ ------------------------------------------------------------------ 10.1 Sixth Amendment, dated as of February 17, 2009, to Loan and Security Agreement, dated as of July 25, 2006, by and between the Company and Wells Fargo Retail Finance, LLC. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. BLUEFLY, INC. (Registrant) Date: February 19, 2009 By: /s/ Kara B. Jenny ------------------------- Name: Kara B. Jenny Title: Chief Financial Officer