Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Finnegan Kevin
  2. Issuer Name and Ticker or Trading Symbol
New York & Company, Inc. [NWY]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, Global Sales & Operations
(Last)
(First)
(Middle)
450 W. 33RD STREET, 5TH FLOOR
3. Date of Earliest Transaction (Month/Day/Year)
04/15/2011
(Street)

NEW YORK, NY 10001
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 04/15/2011   A   7,500 (1) A $ 0 213,800 (2) D  
Common Stock (3)               4,372 (3) I KLF 2004 Grantor Retained Annuity Trust

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Appreciation Rights $ 6.89 04/15/2011   A   40,000     (4) 04/15/2021 Common Stock 40,000 $ 0 40,000 D  
Stock Appreciation Rights $ 4.79               (5) 04/01/2020 Common Stock 50,000   50,000 D  
Options to Purchase Common Stock $ 2.86               (6) 03/18/2019 Common Stock 30,000   30,000 D  
Options to Purchase Common Stock $ 4.74               (7) 03/19/2018 Common Stock 20,000   20,000 D  
Options to Purchase Common Stock $ 3.28               (8) 03/21/2017 Common Stock 8,919   8,919 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Finnegan Kevin
450 W. 33RD STREET
5TH FLOOR
NEW YORK, NY 10001
      EVP, Global Sales & Operations  

Signatures

 /s/ Kevin Finnegan   04/18/2011
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) On April 15, 2011, the reporting person was awarded restricted stock which is scheduled to cliff vest on April 15, 2014.
(2) In addition to the 7,500 shares of restricted stock referenced in footnote 1, includes 126,300 shares of common stock, 75,000 shares of restricted stock which is scheduled to cliff vest on April 1, 2013 and 5,000 shares of restricted stock that vests on the following dates: 2,500 shares on June 24, 2011 and 2,500 shares on June 24, 2012.
(3) Represents common stock indirectly beneficially owned through the Kevin L. Finnegan 2004 Grantor Retained Annuity Trust.
(4) On April 15, 2011, the reporting person was awarded stock appreciation rights (SARs) which are scheduled to cliff vest on April 15, 2014. Each SAR represents the right to receive a payment measured by the increase in the fair market value of one share of common stock from the date of grant of the SAR to the date of exercise of the SAR. Upon exercise the SARs will be settled in stock.
(5) The SARs are scheduled to cliff vest on April 1, 2013. Each SAR represents the right to receive a payment measured by the increase in the fair market value of one share of common stock from the date of grant of the SAR to the date of exercise of the SAR. Upon exercise the SARs will be settled in stock.
(6) The options become exercisable in four annual installments on the following dates: 7,500 shares on March 18, 2010; 7,500 shares on March 18, 2011; 7,500 shares on March 18, 2012; and 7,500 shares on March 18, 2013.
(7) The options become exercisable in four annual installments on the following dates: 5,000 shares on March 19, 2009; 5,000 shares on March 19, 2010; 5,000 shares on March 19, 2011; and 5,000 shares on March 19, 2012.
(8) The options become exercisable on the following dates: 6,689 shares on June 29, 2011 and 2,230 shares on March 21, 2012.
 
Remarks:
Except as outlined above, the filing of this Form shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

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