Definitive Additional Materials



Washington, D.C. 20549


Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

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¨ Preliminary Proxy Statement


¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))


¨ Definitive Proxy Statement


x Definitive Additional Materials


¨ Soliciting Material under Rule 14a-12

Williams-Sonoma, Inc.



(Name of Registrant as Specified In Its Charter)

Not Applicable



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*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Shareholder Meeting to Be Held on May 25, 2011















Meeting Information


Meeting Type:


Annual Meeting

For holders as of:


March 28, 2011

     Date:    May 25, 2011        Time: 9:00 AM CDT

Williams-Sonoma, Inc.

7755 Polk Lane

Olive Branch, MS 38654



You are receiving this communication because you hold shares in the above named company.

This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at or easily request a paper copy (see reverse side).

We encourage you to access and review all of the important information contained in the proxy materials before voting.


See the reverse side of this notice to obtain proxy materials and voting instructions.







— Before You Vote —

How to Access the Proxy Materials


   Proxy Materials Available to VIEW or RECEIVE:
   1. Annual Report to Shareholders and Proxy statement
   How to View Online:
   Have the information that is printed in the box marked by the arrowg LOGO (located on the following page) and visit:
   How to Request and Receive a PAPER or E-MAIL Copy:
   If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request:
      1) BY INTERNET:
      2) BY TELEPHONE:    1-800-579-1639
      3) BY E-MAIL*:
   * If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow g LOGO (located on the following page) in the subject line.
   Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before May 11, 2011 to facilitate timely delivery.



— How To Vote —

Please Choose One of the Following Voting Methods



Vote In Person: If you choose to vote these shares in person at the meeting, you must request a “legal proxy.” To do so, please follow the instructions at or request a paper copy of the materials, which will contain the appropriate instructions. Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance.



Vote By Internet: To vote now by Internet, go to Have the information that is printed in the box marked by the arrow g LOGO available and follow the instructions.



Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a voting instruction form.

Voting items                     


The Board of Directors recommends that you vote FOR the following:

1.    Election of Directors      
01    Laura J. Alber            02    Adrian D.P. Bellamy    03    Patrick J. Connolly    04    Adrian T. Dillon    05    Anthony A. Greener
06    Ted W. Hall    07    Michael R. Lynch    08    Sharon L. McCollam            
The Board of Directors recommends you vote FOR the following proposal(s):
2    Our reincorporation from California to Delaware
3    The amendment and restatement of the Williams-Sonoma, Inc. 2001 Long-Term Incentive Plan
4    An advisory vote on executive compensation
The Board of Directors recommends you vote 1 YEAR on the following proposal:
5    An advisory vote on the frequency of holding an advisory vote on executive compensation
The Board of Directors recommends you vote FOR the following proposal(s):
6    Ratification of the selection of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending January 29, 2012


        Voting items Continued                       




NOTE: Voting items may also include such other business as may properly come before the meeting or any adjournment thereof.







            Voting instructions