Bare Escentuals, Inc. Files Registration Statement for Public Offering.

SAN FRANCISCO, Calif. -- Bare Escentuals, Inc. (NASDAQ:BARE) announced today that it has filed a registration statement with the Securities and Exchange Commission for a proposed public offering of 12,000,000 shares of common stock. Of these shares, certain stockholders are offering 11,425,000 shares of common stock and Bare Escentuals is offering 575,000 shares of common stock. In addition, the selling stockholders have granted the underwriters an option to purchase up to an additional 1,800,000 shares.

Goldman, Sachs & Co. will act as sole bookrunner for the offering and CIBC World Markets will act as co-lead manager. Banc of America Securities LLC, Piper Jaffray, Thomas Weisel Partners LLC and SunTrust Robinson Humphrey are acting as co-managers.

When available, a copy of the preliminary prospectus related to the offering may be obtained from Goldman, Sachs & Co., Prospectus Department, 85 Broad Street, New York, New York 10004 which can be reached by fax at 212-902-9316 or by email at [e-mail]. The offering will be made only by means of a prospectus.

A registration statement relating to these securities has been filed with the Securities and Exchange Commission, but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor will there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Bare Escentuals, Inc.

Bare Escentuals, Inc. is one of the fastest growing prestige cosmetic companies in the United States and a leader in mineral-based cosmetics. The Company utilizes a distinctive marketing strategy and multi-channel distribution model to develop, market and sell cosmetics, skin care and body care products under its i.d. bareMinerals, i.d., RareMinerals and namesake Bare Escentuals brands, and professional skin care products under its md formulations brand through infomercials, home shopping television, specialty beauty retailers, company-owned boutiques, spas and salons and online shopping.

(BARE-F)