Form SC 13G AEROPOSTALE INC Filed by: ARIA PARTNERS GP LLC

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

o

Rule 13d-1(b)

x

Rule 13d-1(c)

o

Rule 13d-1(d)

CUSIP No. 007865108

1

Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person

Aria Partners GP LLC

2

Check the Appropriate Box if a Member of a Group

(a)

x

(b)

o

3

SEC Use Only

4

Citizenship or Place of Organization
Delaware

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

6

Shared Voting Power
7,663,300

7

Sole Dispositive Power
0

8

Shared Dispositive Power
7,663,300

9

Aggregate Amount Beneficially Owned by Each Reporting Person
7,663,300

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o

11

Percent of Class Represented by Amount in Row (9)
9.6%

12

Type of Reporting Person
OO – Limited Liability Company

CUSIP No. 007865108

1

Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person

Edward Latessa

2

Check the Appropriate Box if a Member of a Group

(a)

x

(b)

o

3

SEC Use Only

4

Citizenship or Place of Organization
Delaware

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
62,498

6

Shared Voting Power
7,663,300

7

Sole Dispositive Power
62,498

8

Shared Dispositive Power
7,663,300

9

Aggregate Amount Beneficially Owned by Each Reporting Person
7,725,798

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o

11

Percent of Class Represented by Amount in Row (9)
9.7%

12

Type of Reporting Person
IN

Item 1

(a).

Name of Issuer:
Aéropostale, Inc. (the “Issuer”)

Item 1

(b).

Address of Issuer’s Principal Executive Offices:
112 West 34th Street, 22nd Floor

New York, NY 10120

Item 2

(a).

Names of Persons Filing:

This statement is being filed (a) by Edward Latessa with respect to shares of Common Stock (the “Common Stock”) of the Issuer directly owned by him and (b) by the following persons with respect to shares of Common Stock directly owned by Aria Master Fund Ltd. (the “Master Fund”) and Aria Partners LP (the “LP Fund”):

(i)     Aria Partners GP LLC, a Delaware limited liability company, which is the General Partner and the investment manager of the Master Fund and the LP Fund; and

(ii)    Edward Latessa, the Managing Member of Aria Partners GP LLC.

Item 2

(b).

Address of Principal Business Office:

The principal business office for each filing person is 280 Congress Street, 12th Floor, Boston, MA 02210.

Item 2

(c).

Citizenship:

Aria Partners GP LLC is an entity formed in the State of Delaware.  Edward Latessa is a citizen of the United States of America.

Item 2

(d).

Title of Class of Securities:

Common Stock, $0.01 par value per share.

Item 2

(e).

CUSIP Number:

007865108

Item 3.

If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

(a)

o

Broker or dealer registered under section 15 of the Exchange Act;

(b)

o

Bank as defined in section 3(a)(6) of the Exchange Act;

(c)

o

Insurance company as defined in section 3(a)(19) of the Exchange Act;

(d)

o

Investment company registered under section 8 of the Investment Company Act;

(e)

o

Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

(f)

o

Employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

(g)

o

A parent holding company or control person in accordance with Rule 13d-1(b)(ii)(G);

(h)

o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act;

(j)

o

Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

Item 4.

Ownership.

(a)

Amount beneficially owned:   

The number of shares of Common Stock outstanding is assumed to be 79,606,758, which is the number of shares referred to by the Company in its Quarterly Report on Form 10-Q for the period ended September 2, 2015.

Edward Latessa and Aria Partners GP LLC together beneficially own 93,300 shares of Common Stock and 7,632,498 shares of Common Stock subject to options exercisable within 60 days of this statement.

Aria Partners GP LLC shares voting power and dispositive power over 93,300 shares of Common Stock and 7,570,000 shares of Common Stock subject to options exercisable within 60 days of this statement.

Edward Latessa (i) has sole voting power and dispositive power over 62,498 shares of Common Stock subject to options exercisable within 60 days of this statement and (ii) shares voting power and dispositive power over 93,300 shares of Common Stock and 7,570,000 shares of Common Stock subject to options exercisable within 60 days of this statement.

(b)

Percent of class:   

Edward Latessa and Aria Partners GP LLC have aggregate benefical ownership over approximately 9.705% of all shares of outsanding Common Stock.

Aria Partners GP LLC has shared voting power and dispositive power over approximately 9.626% of all shares of outstanding Common Stock.

Edward Latessa has (i) sole voting power and dispositive power over 0.079% of all shares of outsanding Common Stock and (ii) shared voting power and dispostive power over 9.626% of all shares of outstanding Common Stock.

Item 5.

Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following  o.

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

Not applicable.

Item 8.

Identification and Classification of Members of the Group.

Edward Latessa and Aria Partners GP LLC.

Item 9.

Notice of Dissolution of Group.

Not applicable.

Item 10.

Certification.

By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

October 13, 2015

ARIA PARTNERS GP LLC

By:

/s/ Edward Latessa

Edward Latessa, Managing Member

EDWARD LATESSA

By:

/s/ Edward Latessa

Edward Latessa

ARIA PARTNERS GP LLC

By:

/s/ Edward Latessa

Edward Latessa, Managing Member

EDWARD LATESSA

By:

/s/ Edward Latessa

Edward Latessa