Exhibit 99.1

Company Contact:
Gregg Bodnar
Chief Financial Officer
(630) 410-4633

Investors/Media Contacts:
ICR, Inc.
Allison Malkin/Alecia Pulman
(203) 682-8225/(646) 277-1220

ULTA ANNOUNCES THIRD QUARTER FISCAL YEAR 2009 RESULTS
Comparable Store Sales Increase 1.5%
Third Quarter Diluted EPS of $0.14
First Nine Months Generates $65.5 Million of Free Cash Flow

          Bolingbrook, IL — December 3, 2009 — Ulta Salon, Cosmetics & Fragrance, Inc. [NASDAQ:ULTA], today announced financial results for the thirteen-week period (“Third Quarter”) and thirty-nine-week period (“First Nine Months”) ended October 31, 2009, which compare to the same periods ended November 1, 2008.

For the Third Quarter:

	•		Net sales increased 11.5% to $284.0 million from $254.8 million in the third quarter of fiscal 2008;
	•		Comparable store sales (sales for stores open at least 14 months) increased 1.5% compared to an increase of 2.0% in the third quarter of fiscal 2008;
	•		Pre-opening expenses decreased $2.5 million to $2.2 million in the third quarter fiscal 2009 due to the planned decrease in the Company’s new store program;
	•		Operating income increased 52.9% to $14.7 million compared to $9.6 million in the third quarter of fiscal 2008;
	•		Net income increased 68.6% to $8.5 million compared to $5.0 million in the third quarter of fiscal 2008;
	•		Income per diluted share increased to $0.14, compared to $0.09 in the third quarter of fiscal 2008.

Lyn Kirby, Ulta’s President and Chief Executive Officer, stated: “We are pleased to continue our positive momentum from the first half of the year and report better-than-expected third quarter sales, earnings and cash flow. Our positive third quarter performance included a 1.5% increase in comparable store sales, a 40 basis point expansion in merchandise margin and leverage in marketing expense while delivering a comparable marketing event program to last year. Our strong third quarter performance has helped us deliver over $65 million of free cash flow year to-date which was well ahead of our expectations. In addition, our 2009 new stores continue to perform on model, which helped to drive a double digit total sales increase.”

“As we begin the fourth quarter, we believe we are well positioned. We plan to continue to apply the successful strategies that we believe led to our strong third quarter and year to date results,” Ms. Kirby continued. “Because we expect the holiday season to be challenging, we have developed a very dynamic marketing and merchandising program with several new and exciting first-ever strategies to drive the top line. At the same time, and similar to our third quarter performance, we expect our strategies to lead to expansion in merchandise margin, greater efficiencies in marketing and a reduction in expenses driven by our cost savings program. We believe our top and bottom line initiatives will enable us to continue to navigate the difficult economic environment and deliver a solid fourth quarter performance at Ulta,” Ms. Kirby concluded.

For the First Nine Months:

	•		Net sales increased 11.2% to $826.4 million from $743.3 million in the first nine months of fiscal 2008;
	•		Comparable store sales (sales for stores open at least 14 months) decreased 0.8% compared to an increase of 3.2% in the first nine months of fiscal 2008;
	•		Pre-opening expenses decreased $7.1 million to $5.4 million in the first nine months of fiscal 2009 due to the planned decrease in the Company’s new store program;
	•		Operating income increased to $33.9 million compared to $24.9 million in the first nine months of fiscal 2008;
	•		Net income increased to $19.1 million compared to $13.0 million in the first nine months of fiscal 2008;
	•		Income per diluted share increased to $0.32 compared to $0.22 in the first nine months of fiscal 2008, which included $0.01 per share of severance costs for the management change in March 2008.

Balance Sheet and Cash Flow

          Merchandise inventories at the end of the third quarter totaled $274.0 million, compared to $268.9 million at the end of third quarter fiscal 2008, representing an increase of $5.1 million due to the addition of 41 new stores opened since November 1, 2008. Average inventory per store decreased 10.2%.

          For the first nine months of fiscal 2009, the Company generated free cash flow of $65.5 million through a combination of increased earnings, working capital management and reduced new store program. Free cash flow is defined as net cash provided by operating activities less purchases of property and equipment. A reconciliation of free cash flow, a non-GAAP measure, is included at Exhibit 5.

Store Expansion

          During the third quarter, the Company opened 12 stores, 1 each in D’lberville, MS; Tupelo, MS; Maywood, NJ; Camillus, NY; Strongsville, OH; Allentown, PA; Collegeville, PA; Anderson, SC; Midland, TX; Longview, TX; Spokane, WA; and Pleasant Prairie, WI. The Company ended the third quarter with 345 stores and square footage of 3,593,256, which represents a 14% increase compared to the third quarter of fiscal 2008.

Outlook

          For the fourth quarter of fiscal 2009, the Company currently expects net sales in the range of $362 million to $376 million, compared to actual net sales of $341.4 million in the fourth quarter of fiscal 2008. This assumes comparable stores sales range from a decrease of 3% to an increase of 1%, compared to a decrease of 5.5% in the fourth quarter last year.

          Income per diluted share for the fourth quarter of fiscal 2009 is estimated to be in the range of $0.22 to $0.26. This compares to income per diluted share for fourth quarter fiscal 2008 of $0.21.

For fiscal 2009, the Company plans to:

	•		generate free cash flow of approximately $75 million, compared to a $35.7 million net cash out flow in fiscal 2008;
	•		permanently reduce expenses by approximately $18 million including supply chain, store and other operating costs;
	•		open 37 new stores;
	•		incur capital expenditures of approximately $71 million, compared to $110.9 million in capital expenditures reported in fiscal 2008; and
	•		reduce inventory by approximately 9% on an average per store basis by year end 2009.

Conference Call Information

          A conference call to discuss third quarter results is scheduled for today, December 3, 2009, at 5:00 p.m. Eastern Time. Investors and analysts interested in participating in the call are invited to dial (877) 407-0784 approximately ten minutes prior to the start of the call. The conference call will also be web-cast live at http://ir.ulta.com and remain available for 90 days. A replay of this call will be available until 11:59 p.m. (ET) on December 10, 2009 and can be accessed by dialing (877) 660-6853 and entering account number 3055 and conference ID number 338439.

About Ulta

          Ulta is the largest beauty retailer that provides one-stop shopping for prestige, mass and salon products and salon services in the United States. Ulta provides affordable indulgence to its customers by combining the product breadth, value and convenience of a beauty superstore with the distinctive environment and experience of a specialty retailer. Ulta offers a unique combination of over 21,000 prestige and mass beauty products across the categories of cosmetics, fragrance, haircare, skincare, bath and body products and salon styling tools, as well as salon haircare products. Ulta also offers a full-service salon in all of its stores. The Company currently operates 345 retail stores across 38 states and also distributes its products through the Company’s website: wellnessformetoday.com.

Forward-Looking Statements

          This press release contains “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934 and the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, which reflect our current views with respect to, among other things, future events and financial performance. You can identify these forward-looking statements by the use of forward-looking words such as “outlook,” “believes,” “expects,” “plans,” “estimates,” or other comparable words. Any forward-looking statements contained in this press release are based upon our historical performance and on current plans, estimates and expectations. The inclusion of this forward-looking information should not be regarded as a representation by us or any other person that the future plans, estimates or expectations contemplated by us will be achieved. Such forward-looking statements are subject to various risks and uncertainties, which include, without limitation: the impact of weakness in the economy; changes in the overall level of consumer spending; changes in the wholesale cost of our products; the possibility that we may be unable to compete effectively in our highly competitive markets; the possibility that our continued opening of new stores could strain our resources and have a material adverse effect on our business and financial performance; the possibility that new store openings and existing locations may be impacted by developer or co-tenant issues; the possibility that the capacity of our distribution and order fulfillment infrastructure may not be adequate to support our recent growth and expected future growth plans; the possibility of material disruptions to our information systems; weather conditions that could negatively impact sales and other risk factors detailed in our public filings with the Securities and Exchange Commission (the “SEC”), including risk factors contained in our Annual Report on Form 10-K for the year ended January 31, 2009. Our filings with the SEC are available at www.sec.gov. The Company does not undertake to publicly update or revise its forward-looking statements, whether as a result of new information, future events or otherwise.

Exhibit 1

Ulta Salon, Cosmetics & Fragrance, Inc.
Statements of Income
(In thousands, except per share amounts)
(Unaudited)

		13 Weeks Ended								13 Weeks Ended
		October 31,								November 1,
		2009								2008
Net sales		$	284,043				100.0	%		$	254,843				100.0	%
Cost of sales			193,498				68.1	%			175,368				68.8	%
Gross profit			90,545				31.9	%			79,475				31.2	%
Selling, general and administrative expense			73,671				25.9	%			65,176				25.6	%
Pre-opening expenses			2,183				0.8	%			4,693				1.8	%
Operating income			14,691				5.2	%			9,606				3.8	%
Interest expense			441				0.2	%			1,124				0.4	%
Income before income taxes			14,250				5.0	%			8,482				3.3	%
Income tax expense			5,790				2.0	%			3,465				1.4	%
Net income		$	8,460				3.0	%		$	5,017				2.0	%
Net income per common share:
Basic		$	0.15							$	0.09
Diluted		$	0.14							$	0.09
Weighted average common shares outstanding:
Basic			57,979								57,591
Diluted			59,376								59,013

Exhibit 2

Ulta Salon, Cosmetics & Fragrance, Inc.
Statements of Income
(In thousands, except per share amounts)
(Unaudited)

		39 Weeks Ended								39 Weeks Ended
		October 31,								November 1,
		2009								2008
Net sales		$	826,407				100.0	%		$	743,252				100.0	%
Cost of sales			578,008				69.9	%			516,710				69.5	%
Gross profit			248,399				30.1	%			226,542				30.5	%
Selling, general and administrative expense			209,130				25.3	%			189,130				25.4	%
Pre-opening expenses			5,388				0.7	%			12,515				1.7	%
Operating income			33,881				4.1	%			24,897				3.3	%
Interest expense			1,757				0.2	%			3,055				0.4	%
Income before income taxes			32,124				3.9	%			21,842				2.9	%
Income tax expense			12,994				1.6	%			8,862				1.2	%
Net income		$	19,130				2.3	%		$	12,980				1.7	%
Net income per common share:
Basic		$	0.33							$	0.23
Diluted		$	0.32							$	0.22
Weighted average common shares outstanding:
Basic			57,847								57,328
Diluted			59,081								59,005

Exhibit 3

Ulta Salon, Cosmetics & Fragrance, Inc.
Condensed Balance Sheets
(Subject to Reclassification)
(In thousands)

		October 31,				January 31,				November 1,
		2009				2009				2008
		(Unaudited)								(Unaudited)
Assets
Current assets:
Cash and cash equivalents		$	3,795			$	3,638			$	3,648
Receivables, net			13,340				18,268				20,488
Merchandise inventories, net			273,978				213,602				268,928
Prepaid expenses and other current assets			28,386				24,294				24,960
Prepaid income taxes			—				8,628				—
Deferred income taxes			7,984				8,278				9,088
Total current assets			327,483				276,708				327,112
Property and equipment, net			293,746				292,224				292,120
Deferred income taxes			—				—				4,080
Total assets		$	621,229			$	568,932			$	623,312
Liabilities and stockholders’ equity
Current liabilities:
Current portion — notes payable		$	14,635			$	18,000			$	51,590
Accounts payable			117,520				47,811				97,768
Accrued liabilities			57,811				51,202				50,532
Accrued income taxes			5,682				—				5,798
Total current liabilities			195,648				117,013				205,688
Notes payable — less current portion			24,527				88,047				86,390
Deferred rent			113,184				101,288				100,126
Deferred income taxes			17,616				17,616				—
Total liabilities			350,975				323,964				392,204
Commitments and contingencies
Total stockholders’ equity			270,254				244,968				231,108
Total liabilities and stockholders’ equity		$	621,229			$	568,932			$	623,312

Exhibit 4

Ulta Salon, Cosmetics & Fragrance, Inc.
Statements of Cash Flows
(Subject to Reclassification)
(In thousands)

		39 Weeks Ended
		October 31,				November 1,
		2009				2008
		(Unaudited)
Operating activities
Net income		$	19,130			$	12,980
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			46,766				37,619
Non-cash stock compensation charges			4,214				2,644
Excess tax benefits from stock-based compensation			(602	)			(1,565	)
Loss on disposal of property and equipment			199				219
Change in operating assets and liabilities:
Receivables			4,928				155
Merchandise inventories			(60,376	)			(92,819	)
Prepaid expenses and other assets			(4,092	)			(5,776	)
Income taxes			14,310				734
Accounts payable			69,709				45,646
Accrued liabilities			8,850				754
Deferred rent			11,896				28,891
Net cash provided by operating activities			114,932				29,482
Investing activities
Purchases of property and equipment			(49,390	)			(96,608	)
Net cash used in investing activities			(49,390	)			(96,608	)
Financing activities
Proceeds on long-term borrowings			863,237				874,139
Payments on long-term borrowings			(930,122	)			(810,929	)
Proceeds from issuance of common stock under stock plans			898				2,269
Excess tax benefits from stock-based compensation			602				1,565
Initial public offering issuance costs			—				(59	)
Net cash (used in) provided by financing activities			(65,385	)			66,985
Net increase (decrease) in cash and cash equivalents			157				(141	)
Cash and cash equivalents at beginning of period			3,638				3,789
Cash and cash equivalents at end of period		$	3,795			$	3,648

Exhibit 5

Ulta Salon, Cosmetics & Fragrance, Inc.
SEC Regulation G Disclosure
Reconciliation of Net Cash Provided by Operating Activities to Free Cash Flow
(In thousands)

		39 Weeks Ended
		October 31,				November 1,
		2009				2008
		(Unaudited)
Net cash provided by operating activities		$	114,932			$	29,482
Less: purchases of property and equipment			(49,390	)			(96,608	)
Free cash flow (a)		$	65,542			$	(67,126	)

Exhibit 6

2009 Store Expansion

		Total stores open				Number of stores				Number of stores
		at beginning of the				opened during the				closed during the				Total stores open
Fiscal 2009		quarter				quarter				quarter				at end of the quarter
1st Quarter			311				9				0				320
2nd Quarter			320				13				0				333
3rd Quarter			333				12				0				345

						Gross square feet for
		Total gross square				stores opened or				Gross square feet for				Total gross square
		feet at beginning of				expanded during the				stores closed				feet at end of the
Fiscal 2009		the quarter				quarter				during the quarter				quarter
1st Quarter			3,240,579				93,906				0				3,334,485
2nd Quarter			3,334,485				134,963				0				3,469,448
3rd Quarter			3,469,448				123,808				0				3,593,256