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     August  4,  2001
                                       ----------------
                                           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  31, 2001 was 45,945,966 and 2,834,501, respectively,
excluding  treasury  shares.


<PAGE>

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


<S>                                                               <C>
                                                                  PAGE NO.
                                                                  --------

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

      ITEM 1.  FINANCIAL  STATEMENTS  (UNAUDITED)

      Condensed Consolidated Balance Sheets at August 4, 2001 and
           February 3, 2001.                                         3

      Condensed Consolidated Statements of Operations and
           Comprehensive Income (Loss) for the Three and Six
           Months Ended  August 4, 2001 and July 29, 2000.           4

       Condensed Consolidated Statements of Cash Flows for the Six
           Months Ended August 4, 2001 and July 29, 2000.            5

       Notes to Condensed Consolidated Financial Statements          6

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

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

       ITEM 4.    SUBMISSION OF MATTERS TO A VOTE OF
                  SECURITY HOLDERS                                   10

       ITEM 6.    EXHIBITS AND REPORTS ON FORM 8-K                   10
</TABLE>


                                        2
<PAGE>

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

                                                          AUG. 4,     FEB. 3,
                                                           2001        2001
                                                        ----------  ----------
                                                             (In thousands)
ASSETS
Current assets:
<S>                                                     <C>         <C>
                                                        $ 121,595   $ 111,663
Inventories                                               103,420     112,104
Prepaid expenses and other current assets                  43,842      36,012
                                                        ----------  ----------
Total current assets                                      268,857     259,779
                                                        ----------  ----------

Property and equipment:
Land and building                                          17,975      17,765
Furniture, fixtures and equipment                         192,896     180,147
Leasehold improvements                                    131,255     133,522
                                                        ----------  ----------
                                                          342,126     331,434
Less accumulated depreciation and amortization           (174,098)   (160,317)
                                                        ----------  ----------
                                                          168,028     171,117
                                                        ----------  ----------

Goodwill, net                                             198,056     204,269
Other assets                                               35,678      33,369
                                                        ----------  ----------

                                                        $ 670,619   $ 668,534
                                                        ==========  ==========

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt                       $  32,914   $  31,263
Trade accounts payable                                     44,555      30,848
Income taxes payable                                            -       2,313
Dividends payable                                               -       1,916
Accrued expenses                                           30,504      33,757
                                                        ----------  ----------
Total current liabilities                                 107,973     100,097
                                                        ----------  ----------

Long term liabilities:
Long term debt                                            153,601     151,374
Deferred credits                                           16,821      17,363
                                                        ----------  ----------
                                                          170,422     168,737
                                                        ----------  ----------
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 2,834,595
shares and 2,846,354 shares                                   142         142
Common stock par value $.05 per share; authorized
150,000,000 shares, issued 45,945,872 shares and
45,930,363 shares                                           2,297       2,297
Additional paid-in capital                                 29,871      29,825
Accumulated other comprehensive income                    (14,696)     (7,221)
Retained earnings                                         375,062     375,109
                                                        ----------  ----------
                                                          392,676     400,152
Treasury stock, at cost (109,882 shares)                     (452)       (452)
                                                        ----------  ----------
                                                          392,224     399,700
                                                        ----------  ----------
Commitments and contingencies
                                                        $ 670,619   $ 668,534
                                                        ==========  ==========
</TABLE>

See  accompanying  notes  to  condensed  consolidated financial statements.


                                        3
<PAGE>

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

                                                THREE MONTHS ENDED     SIX MONTHS ENDED
                                               --------------------  ---------------------
                                                 AUG. 4,   JULY 29,   AUG. 4,    JULY 29,
                                                  2001      2000       2001        2000
                                               ---------  ---------  ---------  ---------
                                                             (In thousands)
<S>                                            <C>        <C>        <C>        <C>
Net sales                                      $243,987   $251,982   $479,263   $483,982
Cost of sales, occupancy and buying expenses    150,209    125,051    274,423    253,446
                                               ---------  ---------  ---------  ---------
Gross profit                                     93,778    126,931    204,840    230,536
                                               ---------  ---------  ---------  ---------

Other expenses:
  Selling, general and administrative            89,861     86,920    175,745    171,711
  Depreciation and amortization                  11,111     11,164     22,160     21,706
  Interest expense, net                           1,925      2,401      4,119      4,343
                                               ---------  ---------  --------   ---------
                                                102,897    100,485    202,024    197,760

  Income (loss) before income taxes              (9,119)    26,446      2,816     32,776

Income taxes                                     (3,192)     9,334        995     11,671
                                               ---------  ---------   --------  ---------

  Net income (loss)                              (5,927)    17,112      1,821     21,105
                                               ---------  ---------  --------   ---------

Other comprehensive income (loss):
  Foreign currency translation adjustments       (1,397)    (1,340)    (7,475)    (4,997)
                                               ---------  ---------   --------  ---------
    Comprehensive income (loss)                $ (7,324)  $ 15,772   $ (5,654)  $ 16,108
                                               =========  =========  =========  =========

Net income (loss) per share:
  Basic                                        $  (0.12)  $   0.34   $   0.04   $   0.42
                                               =========  =========  =========  =========

  Diluted                                      $  (0.12)  $   0.34   $   0.04   $   0.41
                                               =========  =========  =========  =========

Average common shares outstanding - Basic        48,671     50,299     48,670     50,719
                                               =========  =========  =========  =========

Average common shares outstanding - Diluted      48,671     50,524     48,766     50,925
                                               =========  =========  =========  =========
</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
                                                             ----------------

                                                            AUG. 4,    JULY 29,
                                                             2001        2000
                                                           ---------  ---------
                                                              (In thousands)
<S>                                                        <C>        <C>
Cash flows from operating activities:
  Net income                                               $  1,821   $ 21,105
  Adjustments to reconcile net income to net cash
       provided by operating activities:
    Depreciation and amortization                            22,160     21,706
    Loss on retirement of property and equipment                893        727
  Decrease (increase) in -
    Inventories                                               8,371     (4,848)
    Prepaid expenses and other assets                       (11,721)     2,342
  Increase (decrease) in -
    Trade accounts payable                                   13,856      2,190
    Income taxes payable                                     (2,313)   (11,926)
    Accrued expenses                                         (2,993)      (665)
    Deferred credits                                           (542)     1,223
                                                           ---------  ---------

Net cash provided by operating activities                    29,532     31,854
                                                           ---------  ---------

Cash flows from investing activities:
  Acquisition of property and equipment                     (16,981)   (20,429)
  Acquisition of business, net of cash acquired                   -     (9,548)
  Purchase of short-term investments                              -     (2,043)
                                                           ---------  ---------

Net cash used in investing activities                       (16,981)   (32,020)

Cash flows from financing activities:
  Purchase of treasury stock                                      -    (30,153)
  Principal borrowings (payments) on debt                     4,379        (97)
  Proceeds from stock options exercised                          45         75
  Dividends paid                                             (3,784)    (3,981)
                                                           ---------  ---------

Net cash provided by (used in) financing activities             640    (34,156)

Effect of foreign currency exchange rate changes on cash
and cash equivalents                                         (3,259)    (4,997)
                                                           ---------  ---------

Net increase (decrease) in cash and cash equivalents          9,932    (39,319)

Cash and cash equivalents at beginning of period            111,663    137,414
                                                           ---------  ---------

Cash and cash equivalents at end of period                 $121,595   $ 98,095
                                                           =========  =========
</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  February  3,  2001 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 (loss) 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 (loss) per share includes the
     dilutive  effect  of stock options. Options to purchase 524,870 and 538,000
     shares  of  common stock, at prices ranging from $18.63 to $30.25 per share
     and from $20.38 to $30.25 per share, respectively, were outstanding for the
     quarters ended August 4, 2001 and July 29, 2000, respectively, but were not
     included  in  the  computation of diluted earnings (loss) 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 532,120 and 554,000 shares of common stock, at prices
     ranging  from  $18.63  to  $30.25  per share and from $20.38 to $30.25 were
     outstanding  for  the  six  months  ended August 4, 2001 and July 29, 2000,
     respectively,  but were not included in the computation of diluted earnings
     (loss) 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  July  2001, the FASB issued Statement No. 141, "Business Combinations",
     and  Statement  No.  142, "Goodwill and Other Intangible Assets". Statement
     141  requires  that  the  purchase  method  of  accounting  be used for all
     business combinations initiated after June 30, 2001 as well as all purchase
     method  business  combinations completed after June 30, 2001. Statement 141
     also  specifies  criteria  intangible  assets acquired in a purchase method
     business  combination  must  meet  to be recognized and reported apart from
     goodwill.  Statement  142  will require that goodwill and intangible assets
     with indefinite useful lives no longer be amortized, but instead tested for
     impairment at least annually in accordance with the provisions of Statement
     142.  Statement 142 will also require that intangible assets with estimable
     useful  lives  be amortized over their respective estimated useful lives to
     their  estimated  residual values and reviewed for impairment in accordance
     with  FAS  Statement  No. 121, "Accounting for the Impairment of Long-Lived
     Assets  and  for  Long-Lived  Assets  to  Be  Disposed  Of".

     The  Company  is  required  to  adopt  the  provisions  of  Statement  141
     immediately  and  Statement  142  effective  February 3, 2002. Furthermore,
     goodwill and intangible assets determined to have an indefinite useful life
     acquired  in a purchase business combination completed after June 30, 2001,
     but before Statement 142 is adopted in full will not be amortized, but will
     continue  to be evaluated for impairment in accordance with the appropriate
     pre-Statement  142  accounting  literature.  Goodwill and intangible assets
     acquired  in  business  combinations  completed  before  July  1, 2001 will
     continue  to  be amortized and tested for impairment in accordance with the
     appropriate pre-Statement 142 accounting requirements prior to the adoption
     of  Statement  142.


                                        6
<PAGE>


     Statement 141 will require upon adoption of Statement 142, that the Company
     evaluate  its existing intangible assets and goodwill that were acquired in
     a   prior   purchase  business  combination,  and  to  make  any  necessary
     reclassifications  in  order  to conform with the new criteria in Statement
     141  for  recognition  apart from goodwill. Upon adoption of Statement 142,
     the  Company  will  be  required  to reassess the useful lives and residual
     values  of  all   intangible  assets  acquired,  and  make  any   necessary
     amortization  period  adjustments  by  the  end of the first interim period
     after  adoption.  In  addition,  to  the  extent  an  intangible  asset  is
     identified  as  having  an  indefinite  useful  life,  the  Company will be
     required to test the intangible asset for impairment in accordance with the
     provisions of Statement 142 within the first interim period. Any impairment
     loss  will  be  measured  as  of the date of adoption and recognized as the
     cumulative  effect of a change in accounting principle in the first interim
     period.

     In  connection  with  Statement  142's   transitional  goodwill  impairment
     evaluation, the Statement will require the Company to perform an assessment
     of  whether there is an indication that goodwill is impaired as of the date
     of  adoption.  To  accomplish this, the Company must identify its reporting
     units  and determine the carrying value of each reporting unit by assigning
     the  assets and liabilities, including the existing goodwill and intangible
     assets,  to  those  reporting units as of the date of adoption. The Company
     will  then have up to six months from the date of adoption to determine the
     fair  value  of  each reporting unit and compare it to the reporting unit's
     carrying  amount.  To the extent a reporting unit's carrying amount exceeds
     its fair value, an indication exists that the reporting unit's goodwill may
     be   impaired  and  the  Company  must  perform  the  second  step  of  the
     transitional  impairment test. In the second step, the Company must compare
     the  implied  fair  value  of  the reporting unit's goodwill, determined by
     allocating  the reporting unit's fair value to all of it assets (recognized
     and  unrecognized)  and liabilities in a manner similar to a purchase price
     allocation  in  accordance with Statement 141, to its carrying amount, both
     of  which would be measured as of the date of adoption. This second step is
     required  to be completed as soon as possible, but no later than the end of
     the  year  of adoption. Any transitional impairment loss will be recognized
     as  the  cumulative  effect  of  a  change  in  accounting principle in the
     Company's  statement  of  operations

     As  of  the  date  of  adoption,  the  Company  expects to have unamortized
     goodwill  in  the  amount  of $194 million. Amortization expense related to
     goodwill  was  $8.8 million and $4.4 million for the year ended February 3,
     2001  and the six months ended August 4, 2001, respectively. Because of the
     extensive  effort needed to comply with adopting Statements 141 and 142, it
     is  not  practicable  to  reasonably  estimate the impact of adopting these
     Statements  on  the  Company's  financial  statements  at  the date of this
     report, including whether it will be required to recognize any transitional
     impairment  losses  as  the  cumulative  effect  of  a change in accounting
     principle.

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

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,  including  any statements that may be contained in the following
"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 risk factors contained in the Company's Annual
Report  on Form 10-K for the year ended February 3, 2001, and those risk factors
are  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.

                                        7
<PAGE>


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

<TABLE>
<CAPTION>
                                                 THREE MONTHS ENDED     SIX MONTHS ENDED
                                                 -------------------  -------------------

                                                  AUG. 4,   JULY 29,   AUG. 4,   JULY 29,
                                                   2001      2000       2001      2000
                                                 --------  ---------  --------  ---------
<S>                                              <C>       <C>        <C>       <C>
Net sales                                          100.0%     100.0%    100.0%     100.0%
  Cost of sales, occupancy and buying expenses      61.6%      49.6%     57.3%      52.4%
                                                 --------  ---------  --------  ---------
  Gross Profit                                      38.4%      50.4%     42.7%      47.6%
                                                 --------  ---------  --------  ---------

Other expenses:
  Selling, general and administrative               36.8%      34.5%     36.7%      35.5%
  Depreciation and amortization                      4.6%       4.4%      4.6%       4.5%
  Interest expense, net                              0.8%       1.0%      0.9%       0.9%
                                                 --------  ---------  --------  ---------
                                                    42.2%      39.9%     42.2%      40.9%
                                                 --------  ---------  --------  ---------
  Income (loss) before income taxes                 -3.7%      10.5%      0.6%       6.8%

Income taxes                                        -1.3%       3.7%      0.2%       2.4%
                                                 --------  ---------  --------  ---------
  Net income (loss)                                 -2.4%       6.8%      0.4%       4.4%
                                                 ========  =========  ========  =========
</TABLE>

RESULTS  OF  OPERATIONS

Net  sales  for the three months ended August 4, 2001 decreased approximately 3%
over  the  comparable  period  ended July 29, 2000.  The decrease for the period
resulted  primarily  from  a  5%  comparable  sales per store decrease offset by
higher average sales in new stores.  The increase in average sales in new stores
is  primarily the result of the stores opened in Europe which typically generate
higher  average  sales  per store.  Net sales for the six months ended August 4,
2001  decreased 1% over the comparable period ended July 29, 2000.  The decrease
for the period resulted  primarily from a 3% comparable sales per store decrease
offset  by  higher  average  sales  in  new  stores  opened  during  the period.

Cost  of sales, occupancy and buying expenses as a percentage of net sales, were
61.6%  and  49.6%  for  the three months ended August 4, 2001 and July 29, 2000,
respectively.  The  principle  reason  for  the increase was inventory markdowns
during   the  second  quarter   which  resulted   in  the  Company   recognizing
approximately  $20 million of additional cost of sales during that period. These
markdowns  were a direct result of the Company's aggressive inventory management
initiatives taken during the second quarter in response to slow moving inventory
and lower than expected sales.  Lack of leverage on occupancy expenses caused by
negative comparable store sales also contributed to the increase as a percentage
of  sales.  Cost  of sales, occupancy and buying expenses as a percentage of net
sales  were 57.3% and 52.4% for the six months ended August 4, 2001 and July 29,
2000,  respectively.  The  inventory  markdowns taken in the second quarter were
the  primary  reason  for  the  increase  during  the  period.

Selling,  general  and  administrative  expenses  (S,G&A)  for the three and six
months  ended  August  4, 2001 was 36.8% and 36.7% of sales as compared to 34.5%
and  35.5%  with  the comparable periods ended July 29, 2000. This increase as a
percentage  of  sales  is primarily the result of the lack of leverage caused by
decreased  comparable  store  sales.  While  the Company was not able to realize
leverage  on  its  fixed corporate expenses due to the negative comparable store
sales  reported  in  the  quarter ended August 4, 2001, management took steps to
control  those  expenses  which  could  be  managed  to correspond with customer
traffic  within  stores.


                                        8
<PAGE>


Depreciation  and  amortization as a percentage of sales were approximately 4.6%
for  the  three and six months ended August 4, 2001 as compared to 4.4% and 4.5%
for the three and six months ended July 29, 2000, respectively.  The increase as
a  percentage of sales was primarily a result of negative comparable store sales
reported  in  the quarter ended August 4, 2001 and opening new stores during the
past twelve months. Store closings this fiscal year did not significantly affect
depreciation as many of these stores were closed at the end of the term of their
leases  when  most  store  assets  have  already been fully depreciated in prior
periods.

Interest  expense,  net  was $1.9 million and $4.1 million for the three and six
months ended August 4, 2001 as compared to $2.4 million and $4.3 million for the
comparable  period ended July 29, 2000. This decrease was primarily due to lower
interest  rates  charged  on  the  Company's  debt offset by lower invested cash
balances  which  produced  lower  interest  income  than  the comparable period.

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

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 payable
on  a  quarterly  basis  through  December  1,  2004.  The  Credit  Facility  is
prepayable  without  penalty  and bears interest at 100 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  Company  had  $185  million  outstanding on this facility at
August  4,  2001.  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  is  currently  in  compliance  with  these  covenants.

Company  operations  have  historically  provided  a  strong, positive cash flow
which, together with the Company's cash balances, provides adequate liquidity to
meet  the  Company's  operational  needs  and  debt  obligations.  Cash and cash
equivalents  totaled  $121.6  million  at  August  4,  2001.

Net cash provided by operating activities amounted to $29.5 million in the first
six  months  of Fiscal 2002 compared to $31.9 million in the first six months of
Fiscal  2001.  The  primary  source of net cash provided by operating activities
was  net  income  of  $1.8  million,  adjusted  for  non-cash  items.

Net  cash used in investing activities of $17 million in the first six months of
Fiscal  2002 was used for capital expenditures, primarily opening and remodeling
stores.

Net  cash  provided  by  financing  activities of $640 thousand in the first six
months  of  Fiscal  2002  was  primarily  borrowings  on  the  Company's  credit
facilities  offset  by  amounts  used  to  pay  the  Company's  dividends.

Inventory  at  August  4, 2001 decreased 8% compared to the inventory balance at
the  end  of  the  Company's  February 3, 2001 fiscal year.  This reduction is a
direct result of the Company's aggressive inventory management initiatives taken
during  the  second  quarter in response to slow moving inventory and lower than
expected  sales.

For the six months ended August 4, 2001, the Company opened 82 stores and closed
87  stores  ending  the  quarter  with  3,020  stores.  In addition, the Company
remodeled  60  stores.


                                        9
<PAGE>


                           PART II.  OTHER INFORMATION


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

The  Company's  2001  Annual  Meeting of Stockholders (the "Annual Meeting") was
held on June 14, 2001 in New York City to act on the election of seven directors
to  serve,  each  for  a  one-year  term.

Proxies  for  the Annual Meeting were solicited pursuant to Regulation 14A under
the  Securities  Exchange Act of 1934, as amended, and 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 26, 2001 (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  45,928,561  shares  of Common Stock and 2,733,511 shares of Class A
Common  Stock.

The  holders  of record of an aggregate of 42,227,166 shares of Common Stock and
an  aggregate of 2,580,422 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.

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              64,462,995       3,568,391
Ira D. Kaplan                 64,470,801       3,560,595
Bruce G. Miller               67,051,801         979,585
Irwin L. Kellner, Ph.D.       66,990,728       1,040,658
Steven H. Tishman             67,017,270       1,014,116
Marla L. Schaefer             64,466,760       3,564,626
E. Bonnie Schaefer            64,468,511       3,562,875
</TABLE>


ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K

         (a)     Exhibits

                 None

         (b)     Reports  on  Form  8-K

                 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 14, 2001                                   /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
                                                           authorized  to  sign
                                                           on  behalf  of  the
                                                           registrant)