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     May  4,  2002
                                  ----------------------------------------------
                                       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  May  31,  2002  was 45,956,389 and 2,824,077, respectively,
excluding  treasury  shares.


<PAGE>

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


                                                                          PAGE NO.
                                                                          --------

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

ITEM 1.  FINANCIAL STATEMENTS
<S>                                                                          <C>
Unaudited  Condensed  Consolidated Balance Sheets at May 4, 2002 and
     February  2,  2002.                                                     3

Unaudited Condensed Consolidated Statements of Operations and Comprehensive
     Income  for  the  Three  Months  Ended  May 4, 2002 and May 5, 2001.    4

Unaudited  Condensed  Consolidated  Statements  of Cash Flows for the Three
     Months  Ended  May  4,  2002  and  May  5,  2001.                       5

Unaudited Notes to Condensed Consolidated Financial Statements               6

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

ITEM 3.   QUANTITATIVE  AND  QUALITATIVE  DISCLOSURES
          ABOUT  MARKET  RISK                                                11

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

ITEM 6.    EXHIBITS AND REPORTS ON FORM 8-K                                  12
</TABLE>


                                        2
<PAGE>

<TABLE>
<CAPTION>
                          PART I. FINANCIAL INFORMATION
                     CLAIRE'S STORES, INC. AND SUBSIDIARIES
                 UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS


                                                          MAY 4,     FEB. 2,
                                                           2002        2002
                                                        ---------   ----------
                                          (In thousands, except share and per share amounts)
ASSETS
Current assets:
<S>                                                     <C>         <C>
  Cash and cash equivalents                             $  96,848   $  99,912
  Short-term investments                                        -       1,563
  Inventories                                              85,304      78,596
  Net assets of discontinued operation                      5,006           -
  Prepaid expenses and other current assets                45,808      34,353
                                                        ----------  ----------
        Total current assets                              232,966     214,424
                                                        ----------  ----------

Property and equipment:
  Land and building                                        17,984      17,984
  Furniture, fixtures and equipment                       193,772     187,565
  Leasehold improvements                                  137,553     136,422
                                                        ----------  ----------
                                                          349,309     341,971
  Less accumulated depreciation and amortization         (184,126)   (177,997)
                                                        ----------  ----------
                                                          165,183     163,974
                                                        ----------  ----------

Goodwill, net                                             194,040     193,140
Other assets                                               41,884      40,037
                                                        ----------  ----------
                                                          235,924     233,177
                                                        ----------  ----------

Total Assets                                            $ 634,073   $ 611,575
                                                        ==========  ==========

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
  Current portion of long-term debt                     $  24,370   $  21,040
  Trade accounts payable                                   42,029      30,874
  Income taxes payable                                      6,569       4,800
  Accrued expenses                                         25,189      25,822
                                                        ----------  ----------
        Total current liabilities                          98,157      82,536
                                                        ----------  ----------

Long term liabilities:
  Long term debt                                          106,773     110,104
  Deferred credits                                         14,833      14,747
                                                        ----------  ----------
                                                          121,606     124,851
                                                        ----------  ----------

Commitments and contingencies                                   -           -

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 2,825,777
    shares and 2,830,819 shares, respectively                 141         142
  Common stock par value $.05 per share; authorized
    150,000,000 shares, issued  45,954,689 shares and
    45,949,647 shares, respectively                         2,298       2,297
  Additional paid-in capital                               29,871      29,871
  Accumulated other comprehensive loss                    (12,974)    (16,709)
  Retained earnings                                       395,426     389,039
                                                        ----------  ----------
                                                          414,762     404,640
  Treasury stock, at cost (109,882 shares)                   (452)       (452)
                                                        ----------  ----------
                                                          414,310     404,188
                                                        ----------  ----------
Total Liabilities and Stockholders' Equity              $ 634,073   $ 611,575
                                                        ==========  ==========
<FN>


See accompanying notes to unaudited condensed consolidated financial statements.
</TABLE>


                                        3
<PAGE>


<TABLE>
<CAPTION>

                     CLAIRE'S STORES, INC. AND SUBSIDIARIES
                   UNAUDITED CONDENSED CONSOLIDATED STATEMENTS
                     OF OPERATIONS AND COMPREHENSIVE INCOME

                                                         THREE MONTHS ENDED
                                                        --------------------
                                                          MAY 4,     MAY 5,
                                                           2002       2001
                                                        ---------  ---------
                                             (In thousands, except per share amounts)

<S>                                                     <C>        <C>
Net sales                                               $210,360   $212,876
Cost of sales, occupancy and buying expenses             107,780    106,678
                                                        ---------  ---------
Gross profit                                             102,580    106,198
                                                        ---------  ---------

Other expenses:
  Selling, general and administrative                     80,401     79,192
  Depreciation and amortization                            8,802     10,511
  Interest expense, net                                      630      2,194
                                                        ---------  ---------
                                                          89,833     91,897
                                                        ---------  ---------

  Income from continuing operations before income taxes   12,747     14,301

Income taxes                                               4,467      5,074
                                                        ---------  ---------

  Income from continuing operations                        8,280      9,227
                                                        ---------  ---------

Discontinued operation:
  Loss from discontinued operation of Lux Corp. to
    May 5, 2001 less applicable income tax benefit
    of ($887)                                                  -      1,479
    Loss on disposal of Lux Corp.                              -          -
                                                        ---------  ---------
  Net loss from discontinued operations                        -      1,479
                                                        ---------  ---------

  Net income                                               8,280      7,748

  Foreign currency translation adjustments                 3,735     (6,078)
                                                        ---------  ---------
  Comprehensive income                                  $ 12,015   $  1,670
                                                        =========  =========

Net income (loss) per share:
  Basic:
    Income from continuing operations                   $   0.17   $   0.19
                                                        ---------  ---------

    Loss from operations of discontinued operation             -      (0.03)
    Loss from disposal of discontinued operation               -          -
                                                        ---------  ---------
      Net loss from discontinued operation                     -      (0.03)
                                                        ---------  ---------

Net income per share                                    $   0.17   $   0.16
                                                        =========  =========
  Diluted:
    Income from continuing operations                   $   0.17   $   0.19
                                                        ---------  ---------

    Loss from operations of discontinued operation             -      (0.03)
    Loss from disposal of discontinued operation               -          -
                                                        ---------  ---------
      Net loss from discontinued operation                     -      (0.03)
                                                        ---------  ---------

Net income per share                                    $   0.17   $   0.16

                                                        =========  =========
Weighted average number of shares outstanding:
  Basic                                                   48,671     48,669
                                                        =========  =========
  Diluted                                                 48,813     48,753
                                                        =========  =========

<FN>


See accompanying notes to unaudited condensed consolidated financial statements.
</TABLE>


                                        4
<PAGE>


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

                                                            THREE MONTHS ENDED
                                                           -------------------

                                                             MAY 4,     MAY 5,
                                                              2002       2001
                                                           ---------  ---------
                                                               (In thousands)
Cash flows from operating activities:
<S>                                                        <C>        <C>
  Net income                                               $  8,280   $  7,748
  Adjustments to reconcile net income to net cash
        provided by operating activities:
    Loss from discontinued operations, net of tax benefit         -      1,479
    Depreciation and amortization                             8,802     10,511
    Loss on retirement of property and equipment                913        270
  Decrease in -
    Inventories                                              (6,102)    (6,474)
    Prepaid expenses and other assets                       (12,035)   (10,578)
  Increase (decrease) in -
    Trade accounts payable                                   10,822      7,263
    Income taxes payable                                      1,724       (566)
    Accrued expenses                                           (780)    (2,839)
    Deferred credits                                             (6)       322
                                                           ---------  ---------
Net cash provided by continuing operations                   11,618      7,136
Net cash used in discontinued operations                     (4,669)    (6,860)
                                                           ---------  ---------
Net cash provided by operating activities                     6,949        276
                                                           ---------  ---------

Cash flows from investing activities:
  Acquisition of property and equipment                      (9,305)    (7,438)
  Sale of short-term investments                              1,563          -
  Capital expenditures of discontinued operations              (338)      (229)
                                                           ---------  ---------

Net cash used in investing activities                        (8,080)    (7,667)
                                                           ---------  ---------

Cash flows from financing activities:
  Principal borrowings on lines of credit                         -      1,890
  Principal payments on term loan                                 -     (2,500)
  Proceeds from stock options exercised                           -         46
  Dividends paid                                             (1,892)    (1,892)
                                                           ---------  ---------

Net cash used in financing activities                        (1,892)    (2,456)
                                                           ---------  ---------

Effect of foreign currency exchange rate changes on cash
and cash equivalents                                            (41)    (3,654)
                                                           ---------  ---------

Net decrease in cash and cash equivalents                    (3,064)   (13,501)

Cash and cash equivalents at beginning of period             99,912    111,860
                                                           ---------  ---------

Cash and cash equivalents at end of period                 $ 96,848   $ 98,359
                                                           =========  =========

<FN>

See accompanying notes to unaudited condensed consolidated financial statements.
</TABLE>


                                        5
<PAGE>


                     CLAIRE'S STORES, INC. AND SUBSIDIARIES
         NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


1.   BASIS  OF  PRESENTATION
     The  accompanying  condensed  consolidated  financial  statements have been
     prepared  by the Company without audit, in accordance with the instructions
     to  Form  10-Q,  and  therefore  do  not include all of the information and
     footnotes required by generally accepted accounting principles for complete
     financial  statements.  In  the  opinion  of  management,  all  adjustments
     (consisting  only  of normal recurring accruals) considered necessary for a
     fair  presentation  have  been included. These statements should be read in
     conjunction  with  the  consolidated financial statements and notes thereto
     included  in  the Annual Report on Form 10-K for the year ended February 2,
     2002 filed with the Securities and Exchange Commission, including Note 1 to
     the  consolidated  financial  statements  included  therein which discusses
     consolidation  and  financial  statement  presentation.  The preparation of
     financial  statements  in  conformity  with  generally  accepted accounting
     principles  requires  the  Company to make estimates and assumptions. These
     estimates  and  assumptions   affect   the  reported   amounts  of  assets,
     liabilities,  revenues,   expenses  and   disclosure  of   gain  and   loss
     contingencies at the date of the financial statements. Actual results could
     differ  from those estimates and assumptions. Due to the seasonal nature of
     the  Company's  business,  the  results  of  operations for the first three
     months  of  the  year are not indicative of the results of operations on an
     annualized  basis.  Certain  prior period amounts have been reclassified to
     conform  to  the  current  period  presentation.  See  Note  4.

2.   EARNINGS  PER  SHARE
     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 462,337 shares and 1,078,906
     shares  of  common stock, at prices ranging from $19.91 to $30.25 per share
     and  $17.75  to  $30.25  per  share, respectively, were outstanding for the
     quarters  ended  May  4,  2002  and May 5, 2001, 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.

3.   NEW  ACCOUNTING  PRONOUNCEMENTS
     Effective  February  3,  2002,  the  Company adopted Statement of Financial
     Accounting  Standards  No. 142 ("SFAS 142"), "Goodwill and Other Intangible
     Assets."  In  accordance  with  SFAS 142, the Company ceased amortizing its
     goodwill  effective  February 3, 2002. The Company recorded $2.2 million of
     amortization  during  the  first  quarter of Fiscal 2002 (fiscal year ended
     February  2,  2002)  and  would  have recorded $2.2 million of amortization
     during  the  first  quarter  of  Fiscal 2003 (fiscal year ended February 1,
     2003).  Net  income  for the three months ended May 5, 2001 would have been
     $9.2  million  or  $0.19  per  diluted  share without goodwill amortization
     expense  during  that  period.

     SFAS  142  requires  the  Company  upon  its adoption and at least annually
     thereafter  to  reassess  the  value  of,  and  useful  lives  assigned to,
     intangible  assets including goodwill to determine whether the value of one
     or  more  intangible  assets is impaired. The first step of this impairment
     test  requires  the Company, within the first six months of Fiscal 2003, to
     determine the fair value of the reporting unit, as defined by SFAS 142, and
     compare  it  to  the  carrying  value  of  the  net assets allocated to the
     reporting  unit.  If this fair value exceeds the carrying value, no further
     analysis  is required. If the fair value of the reporting unit is less than
     the  carrying value of the net assets, the Company must perform step two of
     the  impairment  test,  which  requires the Company to allocate the implied
     fair  value of the reporting unit to all underlying assets and liabilities,
     including  both recognized and unrecognized tangible and intangible assets,
     based  on  their  fair   value.  Impairment   charges  resulting  from  the
     application  of  this  test  would  be  immediately recorded as a charge to
     earnings  in  the Company's statements of operations. This second step must
     be  completed  as  soon  as possible, but no later than August 3, 2002. The
     Company  is in the process of evaluating the fair value of its goodwill and
     therefore,  the  Company  has  not  estimated  the  effect on the Company's
     financial  statements.  This  evaluation  will  be  completed in the second
     quarter  of  Fiscal  2003.


                                        6
<PAGE>


     In  August  2001,  the  FASB  issued  SFAS  No.  144,  "Accounting  for the
     Impairment  or  Disposal  of Long-Lived Assets". This statement retains the
     requirements  of  SFAS  No. 121 to (a) recognize an impairment loss only if
     the  carrying  amount  of  a  long  lived asset is not recoverable from its
     discounted  cash flows and (b) measure an impairment loss as the difference
     between  the  carrying  amount  and fair value of the asset. This statement
     requires  that  a long-lived asset to be abandoned, exchanged for a similar
     productive asset, or distributed to owners in a spin-off be considered held
     and  used  until  it  is  disposed  of.  This  statement  requires that the
     depreciable  life of a long-lived asset to be abandoned be revised and that
     an  impairment  loss  be  recognized  at  the  date  a  long-lived asset is
     exchanged  for  a  similar  productive  asset or distributed to owners in a
     spin-off  if  the  carrying amount of the asset exceeds its fair value. The
     accounting  model  for  long-lived assets to be disposed of by sale is used
     for  all  long-lived  assets,  whether  previously  held  and used or newly
     acquired.  That  accounting model measures a long-lived asset classified as
     held  for  sale at the lower of its carrying amount or fair value less cost
     to  sell  and  requires  depreciation (amortization) to cease. Discontinued
     operations  are  no  longer  measured  on a net realizable value basis, and
     future  operating  losses  are no longer recognized before they occur. This
     statement  retains  the  basic  provisions  of  Accounting Principles Board
     Opinion  30  for  the presentation of discontinued operations in the income
     statement  but  broadens  that  presentation  to  include a component of an
     entity  (rather  than  a  segment  of a business). A component of an entity
     comprises  operations  and  cash  flows  that can be clearly distinguished,
     operationally  and  for  financial reporting purposes, from the rest of the
     entity.  A  component  of  an entity that is classified as held for sale or
     that  has  been disposed of is presented as a discontinued operation if the
     operations  and  cash  flows  of  the  component  will  be  (or  have been)
     eliminated  from  the  ongoing operations of the entity and the entity will
     not  have  any  significant continuing involvement in the operations of the
     component.

     The Company adopted SFAS 144 on February 3, 2002. Management has determined
     that  the  adoption  of  SFAS  144  will  not have a material effect on the
     Company's  financial  statements.

4.   DISCONTINUED  OPERATION
     In  January  2002,  the   Company's  Board  of   Directors  authorized  the
     disposition of the Mr. Rags stores, which represented the Company's apparel
     segment.  On  May  17, 2002, the Company sold the stock of Lux Corporation,
     d/b/a  Mr.  Rags  for  (i)  an initial payment of $5 million, (ii) deferred
     payments to be paid aggregating $10 million, and (iii) an amount to be paid
     equal  to approximately 48% of the gross sales of the inventory of Mr. Rags
     as  of the closing date. Through the date of disposition, the operations of
     Mr.  Rags  were  accounted for as a discontinued operation in the Company's
     unaudited  condensed consolidated financial statements. In order to conform
     to the separate presentation of the net assets and operating results of Mr.
     Rags  as  a  discontinued operation, certain prior period amounts have been
     reclassified  to  conform  to  current  period  presentation.


                                        7
<PAGE>


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

We  are  a leading mall-based retailer of popular-priced fashion accessories for
pre-teens  and  teenagers  through  our   wholly-owned  subsidiaries,   Claire's
Boutiques,  Inc.,  which  also  operates  through  its  Icing by Claire's stores
(formerly  Afterthoughts),  Claire's  Puerto  Rico Corp., Claire's Canada Corp.,
Claire's  Accessories  UK  Ltd., Bijoux One Trading AG (Bijoux), Claire's France
and  through  our  50%-owned  joint  venture  Claire's  Nippon  Co., Ltd. We are
primarily  organized  based  on  our geographic markets, which include our North
American  operations  and  our  international  operations.

As  of  May 4, 2002, we operated a total of 2,876 stores in all 50 states of the
United  States, Canada, the Caribbean, the United Kingdom, Switzerland, Austria,
Germany,  France,  Ireland  and Japan.  The stores are operated mainly under the
trade  names "Claire's Boutiques", "Claire's Accessories", "Afterthoughts", "The
Icing",  "Icing  by  Claire's",  and  "Bijoux  One".  We  are  in the process of
transitioning  our  "Afterthoughts"  stores  to  "Icing  by  Claire's" stores to
capitalize  on  the  Claire's  brand  name.

Annually,  our  fiscal  year  ends  on the Saturday closest to January 31.  As a
result,  both  our  current  and  prior  fiscal  years  consist  of four 13-week
quarters.  We  refer  to  the prior fiscal year ended February 2, 2002 as Fiscal
2002,  and  the  current  fiscal  year  ending  February 1, 2003 as Fiscal 2003.

The  following  discussion  and  analysis  provides  information that management
believes  is  useful  in  understanding  our  operating results, cash flows, and
financial  condition.  The discussion should be read in conjunction with, and is
qualified  in its entirety by reference to, the unaudited condensed consolidated
financial  statements  and related notes thereto included elsewhere in this Form
10-Q.  The  discussions  in  Management's  Discussion  and Analysis of Financial
Condition  and  Results  of  Operations  contain forward-looking statements that
involve  risks  and  uncertainties.  Our  actual results could differ materially
from  those anticipated in these forward-looking statements.  Factors that could
cause  or  contribute to such differences include, but are not limited to, those
discussed  under  "Forward-  Looking  Statements"  in  this  section, as well as
estimates  and  judgments  used  in  preparing  our  financial  statements.

The  following  table  sets  forth, for the periods indicated, percentages which
certain  items  reflected  in  the  financial  statements bear to our net sales:


<TABLE>
<CAPTION>
                                                      THREE MONTHS ENDED
                                              ----------------------------------
                                                   MAY 4,            MAY 5,
                                                    2002              2001
                                              ----------------  ----------------

<S>                                           <C>       <C>     <C>       <C>
Net sales                                     $210,360  100.0%  $212,876  100.0%
  Cost of sales, occupancy and buying expenses 107,780   51.2    106,678   50.1
                                              --------- ------  --------- ------
  Gross profit                                 102,580   48.8    106,198   49.9

Other expenses:
  Selling, general and administrative           80,401   38.2     79,192   37.2
  Depreciation and amortization                  8,802    4.2     10,511    4.9
  Interest expense, net                            630    0.3      2,194    1.0
                                              --------- ------  --------- ------
                                                89,833   42.7     91,897   43.2
  Income from continuing operations before
    income taxes                                12,747    6.1     14,301    6.7

Income taxes                                     4,467    2.1      5,074    2.4
                                              --------- ------  --------- ------
  Income from continuing operations           $  8,280    3.9%  $  9,227    4.3%
                                              ========= ======  ========= ======
</TABLE>


                                        8
<PAGE>


RESULTS  OF  OPERATIONS

The  operating  results  of Claire's Nippon Co., Ltd. (Nippon) are accounted for
under  the  equity method.  As a result, any losses incurred by Nippon in excess
of our investment and advances are not reflected in our income statement because
the operations are not part of our consolidated group. Accordingly the operating
results  of Nippon are not included in the following analysis.  In addition, the
assets  and liabilities of Nippon are not included in our condensed consolidated
balance  sheets.  Under the equity method, our original investment in Nippon was
recorded  at  cost  and  had  been   adjusted  periodically  to   recognize  our
proportionate  share  of  earnings  or  losses from Nippon since the acquisition
date.  At  May  4, 2002 and May 5, 2001, our investment in Nippon was carried at
zero  on  our  condensed  consolidated  balance  sheet.

Net  sales for the three months ended May 4, 2002 decreased approximately 1%, or
$2.5  million,  over  the comparable period ended May 5, 2001.  The decrease for
the period resulted primarily from a same-store sales decrease during the period
of  2%,  partially  offset  by  an  increase  in average sales per store for new
stores.  The  average sales per store in new stores increased during the quarter
primarily  due to a higher percentage of our new stores being located in Europe,
which  typically  generate  higher  sales  per  store  than  our stores in North
America.

Gross  profit  for  the  three  months  ended  May  4,  2002 decreased 1.1% as a
percentage  of sales, or $3.6 million, compared to the three months ended May 5,
2001.  The decrease as a percentage of sales was primarily caused by the lack of
leverage on store occupancy costs (which are mostly fixed costs) due to negative
same-store  sales  during  the  quarter,  partially offset by higher merchandise
margins.  The higher merchandise margins were achieved by taking fewer markdowns
during  the  quarter  as  we  maintained  inventory levels in line with expected
customer  demand.

Selling,  general  and administrative expenses for the three months ended May 4,
2002  increased  1%  as  a percentage of sales, or $1.2 million, compared to the
three  months  ended  May  5,  2001.  The  increase as a percentage of sales was
caused  primarily  by the effect of negative same-store sales during the quarter
on  our  corporate  overhead.  Although  selling,  general   and  administrative
expenses  increased  1%  as a percentage of sales, these expenses increased only
$1.2  million,  or  1.5%  over  the comparable period.  We achieved this limited
increase  as a result of expense management controls employed during the quarter
in  areas  such  as  store  payroll  and  advertising.

Depreciation  and  amortization  for the three months ended May 4, 2002 was $8.8
million  as  compared  to  $10.5 million for the three months ended May 5, 2002.
Substantially  all  the  decrease  of $1.7 million was due to goodwill no longer
being  amortized in accordance with the provisions of SFAS No. 142.  We recorded
$2.2  million  of  amortization of goodwill during the three months ended May 5,
2001.  Net income would have been $9.2 million or $.19 per diluted share without
goodwill  amortization  expense  during  that  period.

Interest  expense, net was $.6 million for the three months ended May 4, 2002 as
compared  to  $2.2  million  for  the  three months ended May 5, 2001.  The $1.6
million  decrease  in  interest expense, net was due primarily to lower interest
rates  on  our  credit facilities and lower outstanding debt balances during the
period.

Our  effective  tax rate was 35% during the periods ended May 4, 2002 and May 5,
2001.

In  January 2002, we announced our decision to discontinue the operations of Lux
Corp.  (Mr.  Rags),  a  wholly  owned subsidiary that previously represented our
apparel  segment.  As  a  result, the operations of Mr. Rags have been accounted
for  as  a discontinued operation.  As such, its operating results for the three
months  ended  May 4, 2002 were fully accounted for during the fiscal year ended
February  2,  2002, reflected in our accrual of $4 million for losses during the
phase  out  period  ($2.5 million, net of tax).  We recorded a net loss from the
operation  of  Mr. Rags of approximately $1.5 million, net of tax, for the three
months  ended  May 5, 2001.  We completed the disposition of Mr. Rags on May 17,
2002.  See  Note  4  to  our  Condensed  Consolidated  Financial  Statements.


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<PAGE>


QUARTERLY  INFORMATION  AND  SEASONALITY

The  specialty  retail  industry  is seasonal in nature and a disproportionately
higher  level of our revenues and earnings are generated in the fall and holiday
selling  seasons.  Our  working  capital  requirements  and inventories increase
substantially  in  the  third  quarter  in  anticipation  of the holiday selling
season.

LIQUIDITY  AND  CAPITAL  RESOURCES

In  connection  with  the  acquisition  of Afterthoughts in December of 1999, we
entered into a credit facility pursuant to which we financed $200 million of the
purchase  price  for  Afterthoughts.  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 was paid on 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  at  a  margin  of 125 basis points over the London Interbank Borrowing
Rate.  The  margin  is  adjusted  periodically  based  on  our performance as it
relates  to  certain  financial  covenants.  On  May  4,  2002 approximately $25
million  was  outstanding  on  this  line  of  credit,  while  $105  million was
outstanding  under  the  term  loan.  Also, on May 4, 2002, the borrowings under
this  credit  facility  were  in  compliance with all debt covenants.  We cannot
re-borrow  amounts  repaid  under the term loan.  As a result, we have no future
availability  under  the  term  loan.  We can re-borrow amounts repaid under the
revolving  line  of  credit, subject to the terms of the credit facility.  As of
May  4,  2002,  we had $13.2 million of availability under the revolving line of
credit.

We  are  required  to  maintain  financial  ratios  under  our  credit facility.
Required  financial  ratios  include  fixed  charge coverage ratio, consolidated
leverage  ratio  and  current  ratio.  The  credit  facility also contains other
restrictive  covenants  which  limit,  among  other  things, our ability to make
dividend  distributions.  If  these  financial  ratios  and  other   restrictive
covenants are not maintained, our bank will have the option to require immediate
repayment of all amounts outstanding under the credit facility.  The most likely
result  would  require  us  to  either  renegotiate  certain terms of the credit
agreement,  obtain a waiver from the bank, or obtain a new credit agreement with
another  bank,  which  may  contain  different  terms.

Our  cash  flow  from  operations,  together  with  our  cash balances, provides
adequate liquidity to meet our operational needs and debt obligations.  Cash and
cash  equivalents  totaled  $96.9  million  at  May  4,  2002.

Net  cash  provided by operating activities from continuing operations was $11.6
million  for the three months ended May 4, 2002 compared to $7.1 million for the
three  months  ended  May  5, 2001.  The primary sources of net cash provided by
operating  activities  from  continuing  operations  was  income from continuing
operations,  adjusted  for  non-cash  items.

Inventory at May 4, 2002 increased 8.5% compared to the inventory balance at the
end of our February 2, 2002 fiscal year.  This increase is primarily a result of
the  seasonally  adjusted  levels  of  inventory  that we carry to meet expected
future  sales  demand.

Net cash used in investing activities of $8.1 million for the three months ended
May  4,  2002  was  primarily capital expenditures of $9.3 million offset by the
sale  of  short-term  investments

Net  cash  used  in  financing  activities was $1.9 million for the three months
ended  May 4, 2002 as compared to $2.5 million for the three months ended May 5,
2001.  The  cash used in financing activities during the first quarter of Fiscal
2003 was to fund dividends on our Class A and Common stock.  Included within the
$2.5  million  during  the  first  quarter of Fiscal 2002 was approximately $2.5
million  of  debt re-payments offset by $1.9 million of additional borrowings in
our  international  subsidiaries  on  existing  credit lines, in addition to the
dividends  paid  during  that  period.

For the three months ended May 4, 2002, we opened 39 stores and closed 35 stores
ending  the  quarter  with  2,876  stores.


                                       10
<PAGE>


We  believe  that  our significant cash balances, consistent ability to generate
cash  flow from operations and available funds under our credit facility will be
sufficient  to  fund  our  operations,  debt  and  currently anticipated capital
expenditure  plans  for  Fiscal  2003.

During  the three months ended May 4, 2002, the U.S. dollar weakened against the
major  currencies  included  in  our  consolidated  financial  statements.  As a
result,  the  cumulative  foreign  currency  translation   adjustment  increased
shareholders'  equity  by  $3.7  million for the three months ended May 4, 2002.

FORWARD-LOOKING  STATEMENTS

The  Private  Securities  Litigation  Reform Act of 1995, or the Act, provides a
safe  harbor  for "forward-looking statements" made by or on our behalf.  We and
our representatives may from time to time make written or verbal forward-looking
statements,  including  statements  contained in this and other filings with the
Securities  and  Exchange  Commission  and  in our press releases and reports to
shareholders.  All  statements  which  address  operating performance, events or
developments  that  we  expect or anticipate will occur in the future, including
statements  relating to new store openings, customer demand and future operating
results,  are  forward-looking  statements  within the meaning of the Act and as
defined  in  Section  21E  of  the  Securities Exchange Act of 1934, as amended.
These  statements  may  also  be  identified  by  their  use  of forward-looking
terminology,  such  as  "believes," "expects," "may," "should," "would," "will,"
"intends," "plans,"  "estimates," and "anticipates."  Forward-looking statements
are  and  will  be  based  on  management's  then  current views and assumptions
regarding  future  events and operating performance, and we assume no obligation
to  update  any  forward-looking  statement.  Forward-looking statements involve
known  or  unknown  risks,  uncertainties  and other factors which may cause our
actual  results,  performance  or   achievements,  or  industry  results  to  be
materially  different  from  any  future  results,  performance  or achievements
expressed  or  implied  by  such forward-looking statements.  Factors that could
cause  or  contribute  to  such  differences  include  but  are  not limited to:
fluctuations  in  sales and same-store sales results, fashion trends, dependence
on  foreign suppliers, competition from other retailers, relationships with mall
developers and operators, general economic conditions, success of joint ventures
and  relationships  with  and  reliance  upon  third  parties, and uncertainties
generally  associated  with  specialty  retailing.  Additional  information
concerning  these  risks  and uncertainties is contained in our filings with the
Securities and Exchange Commission, including our Annual Report on Form 10-K for
the  year  ended  February  2,  2002.

ITEM  3.  QUANTITATIVE  AND  QUALITATIVE  DISCLOSURES  ABOUT  MARKET  RISK

Foreign  Currency
-----------------

We  are  exposed to market risk from foreign currency exchange rate fluctuations
on  the  U.S.  dollar value of foreign currency denominated transactions and our
investment  in  foreign  subsidiaries.  We  manage  this exposure to market risk
through our regular operating and financing activities, but currently do not use
foreign  currency  purchased  put options or foreign exchange forward contracts.
During  the  first three months of Fiscal 2003, included in comprehensive income
and  stockholders'  equity  is  $3.7  million  reflecting the unrealized gain on
foreign  currency  translation.  Based  on our average net currency positions at
May  4,  2002, the potential gain or loss due to a 10% adverse change on foreign
currency  exchange  rates  could  be  significant  to  our  operations.

Interest  Rates
---------------

Our  exposure  to  market  risk  for changes in interest rates is limited to our
cash,  cash  equivalents  and debt.  Based on our average invested cash balances
and  outstanding  debt  during  the  first  three  months  of Fiscal 2003, a 10%
increase  in  the average effective interest rate during the remainder of Fiscal
2003  would  not  have  materially  impacted  our  annual  net interest expense.


                                       11
<PAGE>


ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K

          (a)  Exhibits

               None

          (b)  Reports on Form 8-K

               None

ITEMS  1,  2,  3,  4  AND  5  ARE NOT APPLICABLE AND HAVE BEEN OMITTED.


                                       12
<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:  June  17,  2002                                     /s/  Ira  D.  Kaplan
                                                           --------------------
                                                           Ira  D.  Kaplan
                                                           Senior  Vice
                                                           President and  Chief
                                                           Financial  Officer


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