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): May 23, 2013

BLUEFLY, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-14498

13-3612110

(State or other jurisdiction

of incorporation)

(Commission file

number)

(I.R.S. Employer

Identification No.)

42 West 39^th Street, New York, New York

10018

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (212) 944-8000

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 8.01.

Other Events.

On May 23, 2013, Bluefly, Inc. (“Bluefly”) issued a press release regarding a Stock Purchase Agreement entered into between Bluefly and Runway Acquisition Sub, Inc., and the transactions contemplated thereby. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01.

Financial Statements and Exhibits.

(d)

Exhibits

Exhibit No.

Description

99.1

Press Release, dated May 23, 2013

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: May 24, 2013	By:	/s/ James Gallagher
	Name:	James Gallagher
	Title:	Chief Financial Officer

EXHIBIT INDEX

Exhibit No.

Description

99.1

Press Release, dated May 23, 2013

BLUEFLY INC 8-K