Statement of Changes of Beneficial Ownership


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
                                                                                  
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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(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Prentice Capital Management, LP
2. Issuer Name and Ticker or Trading Symbol

WET SEAL INC [ WTSLA ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

623 FIFTH AVENUE, 32ND FLOOR
3. Date of Earliest Transaction (MM/DD/YYYY)

6/1/2009
(Street)

NEW YORK, NY 10022
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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
Class A Common Stock ("Common Stock")   6/1/2009     S    359212   D $3.19   (4) 6364511   (1) (2) (3) I   (1) (2) (3) See   (1) (2) (3)
Common Stock   6/2/2009     S    300000   D $3.10   6064511   (1) (2) (3) I   (1) (2) (3) See   (1) (2) (3)
Common Stock   6/2/2009     S    23200   D $3.10   6041311   (1) (2) (3) I   (1) (2) (3) See   (1) (2) (3)
Common Stock   6/2/2009     S    495441   D $3.09   (5) 5545870   (1) (2) (3) I   (1) (2) (3) See   (1) (2) (3)
Common Stock   6/3/2009     S    33816   D $3.05   (6) 5512054   (1) (2) (3) I   (1) (2) (3) See   (1) (2) (3)
Common Stock   6/3/2009     S    1393601   D $2.99   4118453   (1) (2) (3) I   (1) (2) (3) See   (1) (2) (3)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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

Explanation of Responses:
( 1)  Michael Zimmerman ("Zimmerman") controls, and is responsible for the supervision and conduct of all investment activities of, Prentice Capital Management, LP ("Prentice", together with Zimmerman, the "Reporting Persons"), the investment manager to a number of investment funds (including Prentice Capital Partners, LP, Prentice Capital Partners QP, LP, Prentice Capital Offshore, Ltd., Prentice Special Opportunities, LP, Prentice Special Opportunities Offshore, Ltd. and Prentice Special Opportunities Master, L.P.) and manages investments for certain entities in managed accounts (the "Investment Entities").
( 2)  (F1 cont'd) Except for 66,000 shares of restricted stock of the Company granted to Zimmerman in connection with his service as a director of the Company, the Reporting Persons hold the reported securities indirectly through the Investment Entities. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein.
( 3)  The Reporting Persons hold the following securities indirectly through the Investment Entities: Series E Warrants exercisable into 2,683,036 shares of Common Stock; Series D Warrants exercisable into 842,098 shares of Common Stock; and Warrant No. A-5 exercisable into 527,319 shares of Common Stock. The Warrants are exercisable at any time at the holder's election. THE REPORTING PERSONS AND THE INVESTMENT ENTITIES ARE PROHIBITED FROM EXERCISING THE WARRANTS IF, AFTER SUCH EXERCISE, THEY, AS A GROUP, WOULD BENEFICIALLY OWN MORE THAN 9.99% OF THE OUTSTANDING COMMON STOCK.
( 4)  This price represents a weighted average price. The range of prices for the transactions was $3.15 to $3.24. The per transaction information will be made available upon request.
( 5)  This price represents a weighted average price. The range of prices for the transactions was $3.06 to $3.16. The per transaction information will be made available upon request.
( 6)  This price represents a weighted average price. The range of prices for the transactions was $3.00 to $3.10. The per share transaction information will be made available upon request.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Prentice Capital Management, LP
623 FIFTH AVENUE, 32ND FLOOR
NEW YORK, NY 10022
X


Zimmerman Michael
623 FIFTH AVENUE, 32ND FLOOR
NEW YORK, NY 10022
X



Signatures
PRENTICE CAPITAL MANAGEMENT, LP, By: Mathew Hoffman, as General Counsel, /s/ Mathew Hoffman 6/3/2009
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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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Joint Filer Information

NAME: Michael Zimmerman

ADDRESS: 623 Fifth Avenue, 32nd Floor
New York, New York 10022

DESIGNATED FILER: Prentice Capital Management, LP

ISSUER: The Wet Seal, Inc.

DATE OF EVENT REQUIRING STATEMENT: June 1, 2009

SIGNATURE:

/s/ Michael Zimmerman
-------------------------------
    Michael Zimmerman