FORM  10-Q
                      SECURITIES  AND  EXCHANGE  COMMISSION
                            WASHINGTON,  D.C.  20549


(Mark  One)
    ( X )     Quarterly  Report  Pursuant  to  Section  13  or  15(d)  of the
                       Securities  Exchange  Act  of  1934

For  the  Quarterly  Period  Ended      July  29,  2000
                                   ------------------------------------------

                                             OR

    (   )   Transition  Report  Pursuant  to  Section  13  or  15(d)  of  the
                       Securities  Exchange  Act  of  1934


For  the  transition  period  from           to
                            -------------------------------------------------
Commission  file  number                   1-8899
                        -----------------------------------------------------


                                CLAIRE'S  STORES,  INC
-----------------------------------------------------------------------------
             (Exact  name  of  registrant  as  specified  in  its  charter)


           Florida                                     59-0940416
-----------------------------------------------------------------------------
(State  or  other  jurisdiction  of                  (I.R.S.  Employer
incorporation  or  organization)                    Identification  No.)


3  S.W.  129th  Avenue     Pembroke  Pines,  Florida               33027
-----------------------------------------------------------------------------
(Address  of  principal  executive  offices)                   (Zip  Code)


                                   (954)  433-3900
-----------------------------------------------------------------------------
            (Registrant's  telephone  number,  including  area  code)


(Former  name, former address and former fiscal year, if changed since last
report)


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding  12  months  (or  for such shorter period that the registrant was
required  to  file  such  reports),  and  (2)  has  been  subject to such filing
requirements  for  the  past  90  days.  Yes  X   No
                                             ---    ---

The  number  of shares of the registrant's Common Stock and Class A Common Stock
outstanding  as  of  August 26, 2000 was 48,450,658 and 2,851,947, respectively,
excluding  treasury  shares.


<PAGE>
                   CLAIRE'S  STORES,  INC.  AND  SUBSIDIARIES
                                        INDEX

                                                                       PAGE  NO.
                                                                       ---------

PART  I.    FINANCIAL  INFORMATION
----------------------------------

     ITEM  1.     FINANCIAL  STATEMENTS

     Condensed Consolidated Balance Sheets at July 29, 2000 and
          January  29,  2000.                                                  3


     Condensed Consolidated Statements of Income and Comprehensive
          Income for the Three and Six Months  Ended July 29, 2000
          and  July  31,  1999.                                                4


     Condensed Consolidated Statements of Cash Flows for the Six
          Months  Ended  July  29,  2000  and  July  31,  1999.                5


     Notes  to  Condensed  Consolidated  Financial  Statements                 6


ITEM  2.          MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF
                  FINANCIAL  CONDITION  AND  RESULTS  OF
                  OPERATIONS                                                 7-8


PART  II.  OTHER  INFORMATION
-----------------------------

      ITEM  4.    SUBMISSION  OF  MATTERS  TO  A  VOTE  OF
                  SECURITIES  HOLDERS                                       9-10

      ITEM  6.
   EXHIBITS  AND  REPORTS  ON  FORM  8-K     10


                                        2
<PAGE>
<TABLE>
<CAPTION>
                         PART I.  FINANCIAL INFORMATION
                     CLAIRE'S STORES, INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                   (Unaudited)
                                   -----------

                                                         JULY 29,    JAN. 29,
                                                           2000        2000
                                                        ----------  ----------
                                                           (In thousands)
ASSETS
<S>                                                     <C>         <C>
Current assets:
  Cash and cash equivalents                             $  98,095   $ 137,414
  Short-term investments                                    5,498       3,456
  Inventories                                             114,869     109,464
  Prepaid expenses and other current assets                41,183      39,684
                                                        ---------   ---------
         Total current assets                             259,645     290,018
                                                        ----------  ----------

Property and equipment:
  Land and building                                        17,699      17,568
  Furniture, fixtures and equipment                       170,729     156,688
  Leasehold improvements                                  129,583     129,767
                                                        ---------   ---------
                                                          318,011     304,023
  Less accumulated depreciation and amortization         (148,940)   (137,244)
                                                        ---------   ---------
                                                          169,071     166,779
                                                        ----------  ---------

Goodwill, net                                             214,070     211,982
Other assets                                               31,177      33,320
                                                        ---------   ---------
                                                          245,247     245,302
                                                        ----------  ---------
                                                        $ 673,963   $ 702,099
                                                        =========   =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
  Loan payable to bank                                  $  14,276   $   8,759
  Trade accounts payable                                   39,794      35,911
  Income taxes payable                                      4,986      17,149
  Dividends payable                                         1,985       2,045
  Accrued expenses                                         33,497      32,991
                                                        ---------   ---------
         Total current liabilities                         94,538      96,855
                                                        ---------   ---------

Long term liabilities:
  Long term debt                                          182,847     192,000
  Deferred credits                                         15,681      14,458
                                                        ---------   ---------
                                                          198,528     206,458
                                                        ----------  ----------
Stockholders' equity:
  Preferred stock par value $1.00 per share; authorized
    1,000,000 shares, issued and outstanding 0 shares           -           -
  Class A common stock par value $.05 per share;
    authorized 20,000,000 shares, issued 2,853,405
    shares and 2,877,371 shares                               143         143
  Common stock par value $.05 per share; authorized
    150,000,000 shares, issued 48,399,200 shares and
     48,179,610 shares                                      2,420       2,419
  Additional paid-in capital                               29,366      29,291
  Accumulated other comprehensive income                   (5,225)       (228)
  Retained earnings                                       384,798     367,613
                                                        ---------   ---------
                                                          411,502     399,238
  Treasury stock, at cost (1,643,682 shares)              (30,605)       (452)
                                                        ---------   ---------
                                                          380,897     398,786
                                                        ----------  ----------
Commitments and contingencies
                                                        $ 673,963   $ 702,099
                                                        =========   =========
</TABLE>

See  accompanying  notes  to  condensed  consolidated  financial  statements.


                                        3
<PAGE>
<TABLE>
<CAPTION>
                                     CLAIRE'S STORES, INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
                                                  (Unaudited)

                                                               THREE MONTHS ENDED           SIX MONTHS ENDED
                                                              ----------------------    ----------------------
                                                               JULY 29,    JULY 31,        JULY 29,   JULY 31,
                                                                 2000        1999            2000       1999
                                                              ----------   ----------    ----------  ---------
                                                                             (In thousands)
<S>                                                           <C>          <C>           <C>         <C>

Net sales                                                     $  251,982   $  186,090    $ 483,982   $ 356,753
Cost of sales, occupancy and buying expenses                     125,051       91,603      253,446     176,596
                                                              ----------   ----------    ---------   ---------
Gross profit                                                     126,931       94,487      230,536     180,157
                                                              ----------   ----------    ---------   ---------
Other expenses:
  Selling, general and administrative                             86,920       61,285      171,711     120,396
  Depreciation and amortization                                   11,164        6,434       21,706      12,723
  Interest expense (income), net                                   2,401       (1,358)       4,343      (2,992)
  Gain on investments                                                  -       (3,929)           -      (3,929)
                                                              ----------   ----------    ---------   ---------
                                                                 100,485       62,432      197,760     126,198
                                                              ----------   ----------    ---------   ---------

  Income from continuing operations before
    income taxes                                                  26,446       32,055       32,776      53,959

Income taxes                                                       9,334       11,735       11,671      19,839
                                                              ----------   ----------    ---------   ---------

  Net income                                                      17,112       20,320       21,105      34,120

Other comprehensive income:
  Foreign currency translation adjustments                        (1,340)      (1,512)      (4,997)     (1,279)
    Comprehensive income                                      $   15,772   $   18,808    $  16,108   $  32,841
                                                              ==========   ==========    =========   =========

Net income per share:
  Basic                                                       $     0.34   $     0.40    $    0.42   $    0.67
                                                              ==========   ==========    =========   =========

  Diluted                                                     $     0.34   $     0.40    $    0.41   $    0.66
                                                              ==========   ==========    =========   =========

Average common shares outstanding - Basic                         50,299       50,932       50,719      50,893
                                                              ==========   ==========    =========   =========

Average common shares outstanding - Diluted                       50,524       51,419       50,925      51,376
                                                              ==========   ==========    =========   =========
</TABLE>

See  accompanying  notes  to  condensed  consolidated  financial  statements.


                                        4
<PAGE>

<TABLE>
<CAPTION>
                        CLAIRE'S STORES, INC. AND SUBSIDIARIES
                   CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                     (Unaudited)


                                                                 SIX MONTHS ENDED
                                                             -------------------------
                                                              JULY 29,        JULY 31,
                                                               2000            1999
                                                             ---------       ---------
                                                                  (In thousands)
<S>                                                          <C>             <C>
Cash flows from operating activities:
  Net income                                                 $  21,105       $  34,120
  Adjustments to reconcile net income to net cash
    provided by operating activities:
  Depreciation and amortization                                 21,706          12,723
  Gain on investments                                                -          (3,929)
  Loss on retirement of property and equipment                     727             647
  Changes in assets and liabilities:
  (Increase) decrease in -
     Inventories                                                (4,848)        (12,067)
     Prepaid expenses and other assets                           2,342          (4,177)
  Increase (decrease) in -
    Trade accounts payable                                       2,190           8,544
    Income taxes payable                                       (11,926)         (5,228)
    Accrued expenses                                              (665)         (1,919)
    Deferred credits                                             1,223           1,308
                                                             ---------       ---------

  Net cash provided by operating activities                     31,854          30,022
                                                             ---------       ---------

Cash flows from investing activities:
  Acquisition of property and equipment                        (20,429)        (22,035)
  (Purchase) sale of short-term investments, net                (2,043)         14,186
  Acquisition of business, net of cash acquired                 (9,548)        (18,000)
                                                             ---------       ---------

    Net cash used in investing activities                      (32,020)        (25,849)
                                                             ---------       ---------
Cash flows from financing activities:
  Purchase of treasury stock                                   (30,153)              -
  Principal payments (borrowings) on debt                          (97)             31
  Proceeds from stock options exercised                             75           1,424
  Dividends paid                                                (3,981)         (3,963)
                                                             ---------       ---------

    Net cash used in financing activities                      (34,156)         (2,508)
                                                             ---------       ---------
Effect of foreign currency exchange rate changes                (4,997)         (1,347)
                                                             ---------       ---------
Net (decrease) increase in cash and cash equivalents           (39,319)            318

Cash and cash equivalents at beginning of period               137,414         117,546
                                                             ---------       ---------

Cash and cash equivalents at end of period                   $  98,095       $ 117,864
                                                             =========       =========
</TABLE>

See  accompanying  notes  to  condensed  consolidated  financial  statements.


                                        5
<PAGE>
                CLAIRE'S  STORES,  INC.  AND  SUBSIDIARIES
        NOTES  TO  CONDENSED  CONSOLIDATED  FINANCIAL  STATEMENTS

1.     The  accompanying  unaudited  condensed consolidated financial statements
reflect  all adjustments (consisting only of normal recurring adjustments) which
are,  in the opinion of management, necessary to a fair statement of the results
for  the  interim  periods.  These  financial  statements  have been prepared in
accordance  with  the instructions to Form 10-Q and therefore do not include all
of  the  information  or  footnotes necessary for a complete presentation.  They
should  be  read  in conjunction with the Company's audited financial statements
included  as  part  of the Annual Report on Form 10-K for the year ended January
29, 2000 filed with the Securities and Exchange Commission.  Due to the seasonal
nature  of  the  Company's business, the results of operations for the first six
months  of  the  year  are  not  indicative  of  the results of operations on an
annualized  basis.

2.     Basic  net  income  per  share is based on the weighted average number of
shares  of  Class  A Common Stock and Common Stock outstanding during the period
presented  while  diluted  net  income per share includes the dilutive effect of
stock  options.  Options to purchase 538,000 and 150,000 shares of common stock,
at  prices  ranging from $20.38 to $30.25 per share and at a price of $30.25 per
share,  respectively,  were outstanding for the quarters ended July 29, 2000 and
July 31, 1999, respectively, but were not included in the computation of diluted
earnings  per  share  because the options' exercise prices were greater than the
average  market  price  of  the common shares for the respective fiscal quarter.
Options  to  purchase  554,000  and  100,000  shares  of common stock, at prices
ranging from $20.38 to $30.25 per share and from $28.81 to $30.25, respectively,
were  outstanding  for  the  six  months  ended July 29, 2000 and July 31, 1999,
respectively,  but  were not included in the computation of diluted earnings per
share  because the options' exercise prices were greater than the average market
price  of  the  common  shares  for  the  respective  six  month  periods.

3.     In June 2000, the Company completed its reincorporation from the State of
Delaware  to  the  State  of Florida through a merger transaction. In accordance
with  generally  accepted  accounting  principles,  the  merger  and  resulting
reincorporation  have  been  accounted for as a reorganization of entities under
common control at historical cost in a manner similar to a pooling of interests.
Under this accounting method the assets and liabilities of the combined entities
have  been  carried  forward  at  their  recorded  historical  book  values.

4,     In  February  2000, the Company completed its acquisition of Cleopatre, a
privately  held 42 store fashion accessory chain with its headquarters in Paris,
France.  The  transaction  was  accounted for as a purchase.  The purchase price
was approximately $11 million.  The excess purchase price over fair market value
of the underlying assets was allocated to goodwill, which will be amortized over
twenty-five  years.

5.     The  following  unaudited pro forma financial information gives effect to
the  acquisition  of  Afterthoughts  as  if it had occurred on February 1, 1998.
This  unaudited  pro  forma  financial  information  includes the effects of (a)
amortization of goodwill; (b) the interest expense, net impact of the funds used
and  borrowed to consummate the acquisition and (c) the federal and state income
taxes  relating  to  the  other adjustments at a combined statutory rate of 38%.

     Prior  to  the  acquisition,  Afterthoughts  operated  as  a  division  of
subsidiaries  of  the Venator Group, Inc. ("Venator") and certain overhead costs
and other expenses were allocated to Afterthoughts by Venator.  Accordingly, the
unaudited pro forma financial information includes such overhead costs and other
expenses.

     The  unaudited pro forma financial information may not be comparable to and
may  not  be indicative of the Company's results of operations subsequent to the
acquisition because Afterthoughts was not under common control or management and
had  different  capital  structures  during  the  periods  presented.


                                        6
<PAGE>
<TABLE>
<CAPTION>
                                                THREE MONTHS ENDED     SIX MONTHS ENDED
                                                    JULY 31, 1999         JULY 31, 1999
                                                ------------------   ------------------
                                                 (In thousands, except for share data)
<S>                                                 <C>                   <C>
Net Sales                                           $237,500              $458,879
Income before taxes                                   32,136                51,255
Net income                                            20,244                32,250
Earnings per common share, basic                        0.40                  0.64
Earnings per common share, diluted                      0.39                  0.62
</TABLE>

ITEM  2.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF FINANCIAL CONDITION AND
          RESULTS  OF  OPERATIONS.

RESULTS  OF  OPERATIONS

Net sales for the three months and six months ended July 29, 2000, respectively,
increased  approximately 35% and 36 % over the comparable periods ended July 31,
1999.  The increase for the period resulted primarily from the addition of a net
905 stores which was partially offset by same-store sales decreases of 1% and 2%
for  the  quarter and six months, respectively.  Included in the net increase in
stores  for  the  period  are 627 Afterthoughts stores (net of closings to date)
acquired  in  December  1999  and 42 Cleopatre stores acquired in February 2000.

Cost of sales, occupancy and buying expenses increased 37% and 44% for the three
months  and  six  months  ended July 29, 2000, respectively, over the comparable
periods  ended  July  31,  1999.  The principal reason for this increase was the
rise  in  the  number  of  stores  and  the  volume  of  merchandise sold.  As a
percentage  of  net  sales,  these  expenses  were 49.6% and 52.4% for the three
months  and six months ended July 29, 2000, respectively, and 49.2% and 49.5%for
the  comparable  periods  ended  July  31,  1999.  Due  to  the same-store sales
decrease  of  1% in the three months ended July 29, 2000, rent, rent support and
the  cost of the merchandising department, which are relatively fixed in nature,
increased  approximately  140  basis  points as a percentage of sales.  This was
offset  by  a  lower  cost of merchandise of approximately 100 basis points as a
percentage  of sales compared to the comparable period ended July 31, 1999.  Due
to  the  same- store sales decrease of 2% in the six months ended July 29, 2000,
rent,  rent  support  and  the  cost  of  the merchandising department increased
approximately  190 basis points as a percentage of sales.  Additionally, cost of
merchandise  increased  100  basis points, primarily due to the additional costs
incurred  related  to  the  transitional  services provided to the Afterthoughts
stores.

Selling,  general  and administrative expenses (S,G&A), as a percentage of sales
for  the  three months and six months ended July 29, 2000 were 34.5% and 35.5%,
respectively  compared to 32.9% and 33.7%  for the comparable periods ended July
31,  1999.  This  increase was primarily attributable to the lack of leverage on
fixed corporate expenses caused by the same-store sales decrease discussed above
and  the  redundant  costs  related  to  the  integration  of  the Afterthoughts
division's  operations.  The Company has substantially completed its integration
of Afterthoughts as it relates to store operations, payroll and human resources,
merchandising,  planning  and  distribution, accounting and finance, real estate
and  construction  and  MIS.  Throughout the remainder of this year, the Company
will  continue its efforts on the integration of marketing, field operations and
the  communication  of  best  practices  among  divisions.  Sales  and SG&A were
adversely affected as a result of these integration efforts during the first six
months  of  this  fiscal  year.

Depreciation  and  amortization  as a percentage of sales was approximately 4.4%
and  4.5% for the three months and six months ended July 29, 2000, respectively,
as  compared to 3.5% and 3.6% for the three months and six months ended July 31,
1999,  respectively.  The  increase  as  a  percentage  of  sales  is  mainly
attributable  to  the  amortization  of  goodwill.


                                        7
<PAGE>
Interest expense (income), net was $2,401,000 and $4,343,000 for the three month
and  six  months ended July 29, 2000, respectively, compared to $(1,358,000) and
$(2,992,000)  for  the  comparable periods ended July 31, 1999.  This change was
primarily  due  to the interest expense on the Company's credit facility used to
acquire  the  Afterthoughts  stores.

Gain  on  investments  totaled  $3,929,000 during the three and six months ended
July  31,  1999. There were no investment gains or losses through July 29, 2000.

Inflation  has  not  affected  the Company as it has generally been able to pass
along  inflationary  increases  in  its  costs  through  increased sales prices.

LIQUIDITY  AND  CAPITAL  RESOURCES

Net  cash  decreased approximately $39 million for the six months ended July 29,
2000.  This  decrease  was  caused primarily by  the acquisition of property and
equipment  totaling $20.4 million, the acquisition of Cleopatre of $9.5 million,
dividends  paid of $4.0 million and the Company's repurchase of 1,533,800 shares
of  its  common  stock  in the open market for $30 million.  These cash outflows
were  offset  by  cash  flow  from  operations  and  changes  in other asset and
liability  accounts.

Inventory at July 29, 2000 increased 5% compared to the inventory balance at the
end of the Company's January 29, 2000 fiscal year.  The increase is attributable
to  a  net  increase of 22  stores in the six months ended July 29, 2000 and the
additional  merchandise  needed  to  maintain  the current sales momentum as the
Company  prepares  for  the  back  to  school  season.

The  Company  opened  108  stores  in  the  six  months  ended July 29, 2000 and
remodeled  85  stores.

In  connection  with  the acquisition of Afterthoughts, the Company entered into
the  Credit  Facility pursuant to which it financed $200 million of the purchase
price.  The  Credit  Facility  includes  a  $40 million revolving line of credit
which  matures  on  December 1, 2004 and a $175 million five year term loan, the
first  installment  of which is due and payable beginning December 31, 2000 with
future  installments,  thereafter, payable on a quarterly basis through December
1,  2004.  The  Credit Facility is prepayable without penalty and bears interest
for  an  initial six months at 125 basis points margin over the London Interbank
Borrowing Rate.  The margin is then adjusted periodically based on the Company's
performance  as  it  relates  to  certain  financial  measurements.

The  Credit  Facility  contains  covenants  including,  but  not  limited  to,
limitations  on investments, dividends and other restricted payments, incurrence
of  additional  debt  and  acquisitions,  as well as various financial covenants
customary  for  transactions  of  this  type.  These financial covenants include
current  ratio,  fixed  charge  coverage  ratio and current leverage ratio.  The
Company  was  in  compliance  with  these  covenants  at  July  29,  2000.

The  Company  believes  that internally generated funds and borrowings available
under  its  credit  agreements  will be sufficient to meet its current operating
needs  and  its  presently  anticipated  capital  expenditures.

SPECIAL  NOTE  REGARDING  FORWARD-LOOKING  STATEMENTS

The  Company  and its representatives may from time to time make oral or written
"forward-looking statements" within the meaning of the Private Securities Reform
Act  of  1995 (the "Reform Act"), including any statements that may be contained
in  the  foregoing  "Management's Discussion and Analysis of Financial Condition
and  Results  of  Operations,"  in  this  report  and  in other filings with the
Securities  and  Exchange  Commission  and in its reports to stockholders, which
represent  the  Company's  expectations or beliefs with respect to future events
and  future financial performance.  These forward-looking statements are subject
to  certain  risks  and  uncertainties.  Important  factors  currently  known to
management  that  could  cause actual results to differ materially from those in
forward-looking statements are set forth in the safe harbor compliance statement
for  forward-looking  statements in the Company's Annual Report on Form 10-K for
the  year  ended  January 29, 2000, and that statement is hereby incorporated by
reference in this Form 10-Q.  The Company does not undertake to update or revise
any  forward-looking statement to reflect changed assumptions, the occurrence of
unanticipated  events  or  changes  to  operating  results  over  time.


                                        8
<PAGE>
                        PART  II.  OTHER  INFORMATION

ITEM  4.  SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS

The  Company's  2000  Annual  Meeting of Stockholders (the "Annual Meeting") was
held  on  June  8,  2000  in  New  York  City  to  act on the following matters:

1.  To  elect  seven directors to the Board of Directors  of the  Company, each
    for  a  one-year  term;

2.  To  approve  the  Company's reincorporation from  the  State of  Delaware to
    the  State  of  Florida;

3.  To approve the First Amendment to the  Company's 1996 Stock Option  Plan to
    increase  the number  of  shares  of   common  stock  available  for   grant
    under the Plan from 3,000,000  to  4,000,000;  and

4.  To  approve  the  Company's  2000   Incentive  Compensation   Plan   for the
    Company's  Chairman  of  the  Board.

    Proxies  for  the Annual Meeting were solicited pursuant to Regulation  14A
    Under the  Securities  Exchange Act  of 1934, as amended, an d there was no
    Solicitation in  opposition     to  the  Company's  solicitation.

At  the  Annual  Meeting, every holder of record of Common Stock, $.05 par value
(the  "Common  Stock")  and  Class  A Common Stock, $.05 par value (the "Class A
Common  Stock"),  of the Company at the close of business on April 28, 2000 (the
"Record  Date")  was  entitled to vote, in person or by proxy, one vote for each
share  of  Common Stock and ten votes for each share of Class A Common Stock, as
the  case  may  be, held by such holder.  As of the Record Date, the Company had
outstanding  48,386,497  shares  of Common Stock and 2,751,970 shares of Class A
Common  Stock.

The  holders  of record of an aggregate of 42,258,779 shares of Common Stock and
an  aggregate of 2,376,235 shares of Class A Common Stock were either present in
person  or represented by proxy, and constituted a quorum for the transaction of
business  at  the  Annual  Meeting.

1.     All  of  the  Company's  nominees  for  directors were elected to serve a
one-year  term  by  more than the required plurality of affirmative votes of the
holders of Common Stock (one vote per share) and Class A Common Stock (ten votes
per  share),  voting  together  as  a  single  class:

<TABLE>
<CAPTION>

DIRECTOR NOMINEE         VOTES FOR   VOTES WITHHELD
-----------------------  ----------  --------------
<S>                      <C>         <C>
Rowland Schaefer         65,093,842         927,387
-----------------------  ----------  --------------
Ira D. Kaplan            65,063,357         957,852
                         ----------  --------------
Bruce G. Miller          65,170,890         850,339
                         ----------  --------------
Irwin L. Kellner, Ph.D.  65,137,949         883,280
                         ----------  --------------
Steven H. Tishman        65,145,574         875,655
                         ----------  --------------
Marla L. Schaefer        65,078,825         942,404
                         ----------  --------------
E. Bonnie Schaefer       65,056,644         964,585
-----------------------  ----------  --------------
</TABLE>


                                        9
<PAGE>
2.     The  Company's reincorporation from the State of Delaware to the State of
Florida was approved by 54,313,154 votes, which constitutes more than a majority
of the aggregate combined voting power of the outstanding shares of Common Stock
(one  vote  per  share)  and  Class A Common Stock (ten votes per share), voting
together  as  a  single  class,  entitled  to  vote  at  the  Annual  Meeting.

3.     The  First  Amendment to the Company's 1996 Stock Option Plan to increase
the  number  of  shares  of Common Stock available for grant under the Plan from
3,000,000  to 4,000,000 was approved by 51,902,712 votes, which constitutes more
than  a  majority  of the votes cast at the Annual Meeting by the holders of the
outstanding shares of Common Stock (one vote per share) and Class A Common Stock
(ten  votes  per  share),  voting  together  as  a  single  class.

4.     The Company's 2000 Incentive Compensation Plan for the Company's Chairman
of  the  Board  was  approved by 61,506,302 votes, which constitutes more than a
majority  of  the  votes  cast  at  the  Annual  Meeting  by  the holders of the
outstanding shares of Common Stock (one vote per share) and Class A Common Stock
(ten  votes  per  share),  voting  together  as  a  single  class.

ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K

(a)  Exhibits

     2.1    Agreement  and  Plan  of  Merger,  dated as of April 28, 2000 by and
between Claire's Stores, Inc. and CSI Florida Acquisition, Inc. (incorporated by
reference  to  Appendix A to the Company's definitive 14A Proxy Statement, dated
May  8,  2000,  filed  with  the  Commission  on  May  8,  2000).

     3.1    Amended  and  Restated Articles of Incorporation of Claire's Stores,
Inc. (formerly know as CSI Florida Acquisition, Inc.) (incorporated by reference
to Exhibit 3.1 to the Company's Current Report on Form 8-K dated June 30, 2000).

     3.2    Bylaws  of  Claire's  Stores,  Inc.  (formerly  known as CSI Florida
Acquisition,  Inc.)  (incorporated  by reference to Exhibit 3.2 to the Company's
Current  Report  on  Form  8-K  dated  June  30,  2000).

    10.1    Consent  and  Waiver,  dated  as  of  June 13, 2000, to  the  Credit
Agreement,  dated  as of December 1, 1999, by and among the Company, the several
banks  and  other  financial  institutions or entities from time to time parties
thereto,  Bear  Stearns  &  Co.,  Inc.,  Bear  Stearns  Corporate Lending, Inc.,
SunTrust  Banks  South  Florida,  N.A.  and  Fleet  National  Bank

      27    Financial  Data  Schedule  (for  SEC  use  only)

    99.1    Press  Release  of  the  Company  dated  August  17,  2000

(b)  Reports  on  Form  8-K

The  following  report  on Form 8-K was filed during the quarter covered by this
report:

          Date  of  Report          Item          Financial  Statements
          ----------------          ----          ---------------------
          June  30,  2000            5                   None


                                       10
<PAGE>
                                    SIGNATURE
                                    ---------



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  thereunto  duly  authorized.



                                                 CLAIRE'S  STORES,  INC.
                                                 ----------------------
                                                 (Registrant)




Date:  September  11,  2000                     /s/  Ira  D.  Kaplan
                                                ---------------------
                                                Ira  D.  Kaplan
                                                Senior Vice President and
                                                Chief Financial  Officer

                                                (Mr. Kaplan is the Senior Vice
                                                President and Chief Financial
                                                Officer and has been duly
                                                authorized  to sign on behalf
                                                of the registrant)


                                       11
<PAGE>
                                    SIGNATURE
                                    ---------


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  thereunto  duly  authorized.

                                               CLAIRE'S  STORES,  INC.
                                               -----------------------
                                               (Registrant)








Date:  September  11,  2000
                                               Ira  D.  Kaplan
                                               Senior Vice President and
                                               Chief Financial  Officer


                                               (Mr. Kaplan is the Senior Vice
                                               President and Chief Financial
                                               Officer and  has  been  duly
                                               authorized to sign on behalf
                                               of the registrant)


                                       12
<PAGE>