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 EndedOctober 30, 1999
                                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)

             Delaware                               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 November 30, 1999 was 48,343,636 and 2,870,845,
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 October 30, 1999 and
          January 30, 1999.                                              3

     Condensed Consolidated Statements of Income and Comprehensive
          Income for the Three and Nine Months Ended October  30, 1999
          and October 31, 1998.                                          4

     Condensed Consolidated Statements of Cash Flows for the Nine
          Months Ended October 30, 1999 and October 31, 1998.            5

     Notes to Condensed Consolidated Financial Statements                6

     Item 2.   Management's Discussion and Analysis of
               Financial Conditions and Results of
               Operations                                                7-9

PART II.  OTHER INFORMATION


     Item 6.   Exhibits and Reports on Form 8-K                          10


<PAGE>



<TABLE>
                 PART I.  FINANCIAL INFORMATION
             CLAIRE'S STORES, INC. AND SUBSIDIARIES
              CONDENSED CONSOLIDATED BALANCE SHEETS
                           (Unaudited)
<CAPTION>
                                                 Oct. 30,           Jan 30,
                                                  1999               1999
ASSETS
Current assets:
<S>                                              <C>              <C>
  Cash and cash equivalents                      $101,547          $117,546
  Short-term investments                           16,547            35,758
  Inventories                                     101,303            63,334
  Prepaid expenses and other current assets        29,571            22,980
         Total current assets                     248,968           239,618

Property and equipment:
  Land and building                                17,275            15,969
  Furniture, fixtures and equipment               141,654           123,390
  Leasehold improvements                          103,485            94,421
                                                  262,414           233,780
  Less accumulated depreciation and amortization (132,106)         (118,272)
                                                  130,308           115,508

Goodwill,net                                       26,294             9,000
Other assets                                       31,922            30,146
                                                   58,216            39,146
                                                 $437,492          $394,272

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
  Loan payable to bank                               $822              $893
  Trade accounts payable                           37,521            23,165
  Income taxes payable                              2,099            16,803
  Accrued expenses                                 24,539            26,199
  Dividends payable                                 2,043             2,031
      Total current liabilities                    67,024            69,091

Deferred credits                                   13,027            10,963

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 2,871,801
   shares and 2,891,074 shares                        144              145
  Common stock par value $.05 per share; authorized
   150,000 shares issued 48,342,680 shares and
   48,024,707 shares                                2,417            2,401
  Additional paid-in capital                       27,936           25,398
  Accumulated other comprehensive income           (1,131)            (895)
  Retained earnings                               328,527          287,621
                                                  357,893          314,670
  Treasury stock, at cost, (109,882 shares)          (452)            (452)
                                                  357,441          314,218
Commitments and contingencies
                                                 $437,492         $394,272
</TABLE>
<PAGE>


<TABLE>
                 CLAIRE'S STORES, INC. AND SUBSIDIARIES
  CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
               FOR THE THREE MONTHS AND NINE MONTHS ENDED
                 OCTOBER 30, 1999 AND OCTOBER 31, 1998
                              (Unaudited)
<CAPTION>

                                THREE MONTHS ENDED       NINE MONTHS ENDED
                                Oct. 30,    Oct. 31,     Oct. 30,    Oct. 31,
                                  1999       1998(1)       1999       1998(1)
                                    (In thousands except per share amounts)

<S>                            <C>        <C>           <C>         <C>
Net sales                      $182,750   $157,089      $539,503    $437,063
Cost of sales, occupancy and
  buying expenses                92,658     79,720       269,254     218,910
Gross profit                     90,092     77,369       270,249     218,153

Other expenses:
  Selling, general and
   administrative                64,819     53,289       185,215     147,171
  Depreciation and amortization   6,872      5,485        19,595      15,783
  Interest income, net           (1,574)    (1,623)       (4,566)     (4,780)
  Gain on investments                 -          -        (3,929)          -
                                 70,117     57,151       196,315     158,174
  Income from continuing
    operations before
    income taxes                 19,975     20,218        73,934      59,979

Income taxes                      7,249      7,502        27,088      22,200

  Income from continuing
    operations                   12,726     12,716        46,846      37,779

Discontinued operations:
  Loss from discontinued
     operations (less
     applicable income taxes)         -      2,023             -       4,414
  Net loss from discontinued
    operations                        -      2,023             -       4,414

  Net income                     12,726     10,693        46,846      33,365

  Other comprehensive income:
    Foreign currency translation
      adjustments                 1,276         86          (236)       (257)
    Unrealized gain on securities     -     (1,601)            -      (1,351)
       Comprehensive income     $14,002    $ 9,178       $46,610     $31,757

Net income (loss) per share:
  Basic:
    From continuing operations  $  0.25    $  0.25       $  0.92     $  0.75
    From discontinued operations      -      (0.04)            -       (0.09)
    Net income                  $  0.25    $  0.21       $  0.92     $  0.66

  Diluted:
    From continuing operations  $  0.25    $  0.25       $  0.91     $  0.74
    From discontinued operations      -      (0.04)            -       (0.09)
    Net income                  $  0.25    $  0.21       $  0.91     $  0.65

Average common shares
  outstanding - Basic            51,043     50,677        50,943      50,604
Average common shares
  outstanding - Diluted          51,271     51,047        51,341      51,086

(1) Restated to reflect Just Nikki, Inc. as a discontinued operation.

</TABLE>
<PAGE>


<TABLE>
                 CLAIRE'S STORES, INC. AND SUBSIDIARIES
            CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                       FOR THE NINE MONTHS ENDED
                 OCTOBER 30, 1999 AND OCTOBER 31, 1998
                              (Unaudited)
<CAPTION>
                                                           Nine Months Ended
                                                         Oct. 30,     Oct. 31,
                                                           1999       1998(1)
                                                              (In thousands)
Cash flows from operating activities:
<S>                                                       <C>         <C>
  Net income                                              $46,846     $33,365
  Adjustments to reconcile net income to net cash
   provided by operating activities:
  Loss from discontinued operations, net of tax benefit         -       4,443
  Depreciation and amortization                            19,595      15,783
  Tax benefit from options                                      -         450
  Gain on investments                                      (3,929)          -
  Loss on retirement of property and equipment                944         960
  Changes in assets and liabilities:
  (Increase) decrease in -
    Inventories                                           (36,675)    (32,253)
    Prepaid expenses and other assets                      (7,433)     (7,072)
  Increase (decrease) in -
    Trade accounts payable                                 13,303       9,391
    Income taxes payable                                  (14,705)     (5,308)
    Accrued expenses                                       (2,096)        904
    Deferred credits                                        2,064       1,916
  Net cash provided by continuing operations               17,914      22,579
  Net cash used by discontinued operations                      -      (8,837)
  Net cash provided by operating activities                17,914      13,742

Cash flows from investing activities:
  Acquisition of property and equipment                   (34,879)    (32,882)
  Sale (purchase) of short-term investments, net           23,140      (5,781)
  Capital expenditures of discontinued operations               -        (166)
  Acquisition of minority interest in a foreign subsidiary(18,000)          -

    Net cash (used in) provided by investing activities   (29,739)    (38,829)

Cash flows from financing activities:
  Principal borrowings (payments) on debt                    (485)     (1,600)
  Proceeds from stock options exercised                     2,554         280
  Dividends paid                                           (5,939)     (5,806)

    Net cash (used in) provided by financing activities    (3,870)     (7,126)

Effect of foreign currency exchange rate changes on cash
   and cash equivalents                                      (304)       (408)

Net decrease in cash and cash equivalents                 (15,999)    (32,621)

Cash and cash equivalents at beginning of period          117,546     122,491

Cash and cash equivalents at end of period               $101,547     $89,870

(1) Restated to reflect Just Nikki, Inc. as a discontinued operation.

</TABLE>
<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 for a fair statement of
   the interim periods' results.  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 30, 1999 filed with the Securities
   and Exchange Commission.  Due to the seasonal nature of the Company's
   business, the results of operations for the first nine 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
   (51,043,000 and 50,934,000 shares for the three months and nine months
   ended October 30, 1999, respectively and 50,677,000 and 50,604,000 shares
   for the three months and nine months ended October 31,1998, respectively).
   Diluted net income per share includes the dilutive effect of stock options
   (228,000 and 407,000 shares for the three months and nine months ended
   October 30, 1999, respectively and 370,000 and 482,000 shares for the
   three months and nine months ended October 31, 1998, respectively).
   Options to purchase 885,000 and 592,500 shares of common stock, at prices
   ranging from $5.11 to $30.25 per share and prices ranging from $17.92 to
   $22.88 per share, respectively, were outstanding for the quarters ended
   October 30, 1999 and October 31, 1998, 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. Certain items in the prior period financial statements have been
   reclassified to conform with the current period presentation.

4. On December 1, 1999, the Company completed the acquisition of
   substantially all of the assets of the AfterThoughts division of the
   Venator Group, Inc., ("AfterThoughts") for approximately
   $250 million in cash.  The transaction was accounted for under the
   purchase method of accounting.

5. In connection with the acquisition of AfterThoughts, the Company entered
   into a credit facility (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.

<PAGE>

Item 2.  Management's Discussion and Analysis of Financial Condition and
         Results of Operations.

Results of Operations

The analysis below takes into account that prior year's balances have been
restated to reflect the discontinued operations of Just Nikki, Inc.

Net sales for the three months and nine months ended October 30, 1999,
respectively,  increased approximately 16% and  23% over the comparable
periods ended October 31, 1998.  The increase for the period resulted
primarily from the addition of a net 298 stores offset by same-store sales
(decrease) increase of (2%) and 6% for the quarter and nine months,
respectively.  Management believes the decrease in same-store sales was due
to temporary shortages in inventory levels during the three month period and
the same-store sales increase for the nine month period was achieved due to
increased customer traffic, a strong retail economic environment and the
Company's merchandising strategy of utilizing popular motifs in multiple
product categories.

Cost of sales, occupancy and buying expenses increased 16% and 23% for the
three months and nine months ended October 30, 1999, respectively, over the
comparable periods ended October 31, 1998.  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 50.7% and
49.9% for the three months and nine months ended October 30, 1999,
respectively, and 50.7% and 50.1% for the comparable periods ended October 31,
1998.  Due to the same-store sales increase of 6% in the nine months ended
October 30, 1999, rent, rent support and the cost of the merchandising
department, which are relatively fixed in nature, provided additional
leverage which resulted in higher margins for the nine months ended October 30,
1999 as compared to the same period ended October 31, 1998.

Selling, general and administrative expenses, as a percentage of sales for
the three months and nine months ended October 30, 1999 were 35.5% and 34.3%,
respectively, compared to 33.9% and 33.7%  for the comparable periods ended
October 31, 1998.  This increase is primarily attributable to increased
bonuses for store and field personnel, which is directly related to the
increase in same store sales discussed above and additional investment in our
operating infrastructure.

Depreciation and amortization as a percentage of sales was approximately 3.8%
and 3.6% for the three months and nine months ended October 30, 1999,
respectively, as compared to 3.5% and 3.6% for the three months and nine
months ended October 31, 1998.  The increase as a percentage of sales for the
three month period is a result of an increase in amortization of goodwill
on the acquisition of the minority interest in a foreign subsidiary during
the first quarter of this year.

Interest income, net of interest expense, totaled $1,574,000 and $4,566,000
for the three month and nine months ended October 30, 1999, respectively,
compared to $1,623,000 and $4,780,000 for the comparable periods ended
October 31, 1998.  This slight decrease was primarily due to the
decrease in the average interest rate earned on cash and cash equivalents and
short-term investments balances during the three months and nine months ended
October 30, 1999.

Gain on investments totaled $3,929,000 and represents the net realized gain
on investments for the period during the nine months ended October 30, 1999.

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

<PAGE>


Liquidity and Capital Resources

Net cash decreased $15,999,000 for the nine months ended October 30, 1999 due
to net cash provided by operating activities of $17,914,000, proceeds from
stock options exercised of $2,554,000 and the sale of short term investments
of $23,140,000.  These cash inflows were offset by net cash used for the
acquisition of property and equipment totaling $34,879,000, the payment
of dividends of $5,939,000 and a payment of $18,000,000 for the acquisition of
a minority interest in a foreign subsidiary.

Inventory at October 30, 1999 increased 60% compared to the inventory balance
at the end of the Company's January 30, 1999 fiscal year.  The increase is
attributable to a net increase of 193 stores in the nine months ended October
30, 1999 and the additional merchandise needed to maintain the current sales
momentum as the Company prepares for the Christmas selling season.

The Company opened 214 stores in the nine months ended October 30, 1999 and
remodeled 86 stores.

At October 30, 1999, the Company had available a $10 million credit line with
a bank to finance the Company's letters of credit and working capital
requirements.  On December 1, 1999, this credit line was canceled and
replaced by the Credit Facility described in Note 4 of the financial
statements.  The Company's non-U.S. subsidiaries have credit facilities
totaling approximately $2,225,000 with a bank.  The facilities are used for
working capital requirements, letters of credit and various guarantees.
These credit facilities have been arranged in accordance with customary
lending practices in their respective countries of operation.  The Company
believes that internally generated funds and borrowings available under its
credit facilities will be sufficient to meet its current operating needs and
its presently anticipated capital expenditures.

Year 2000

In prior years, certain computer programs were written using two digits
rather than four to define the applicable year.  These programs were written
without considering the impact of the upcoming change in the century and may
experience problems handling dates beyond the year 1999.  This could cause
certain computer applications to fail or to create erroneous results unless
corrective measures are taken.

The Company has been executing a plan to identify and address any possible
deficiencies that the Year 2000 issue may have on its computer systems, which
include both proprietary and third party computer systems; related hardware,
software and data and telephone networks and information systems service
providers.  This plan addresses the Year 2000 issue in multiple phases
including (i) identification of critical systems, vendors and third party
administrators that may be vulnerable to system failures or processing errors
as a result of Year 2000 issues, (ii) assessment and prioritization of
identified risks associated with the failure to be Year 2000 compliant, (iii)
testing of systems to determine Year 2000 compliance, (iv) remediation and
implementation of systems and equipment, and (v) contingency planning to
assess reasonably likely worst case scenarios.  As of December 1999, the
Company has completed phases (i) through (v).

The Company is dependent on basic public infrastructure, such as
telecommunications and utilities, in order to function normally.  Significant
long-term interruptions of this infrastructure could have an adverse effect
on the operations of the Company.  Additionally, the Company must rely on
assurances from suppliers and vendors that their information systems and key
services will be Year 2000 compliant.  The Company has completed its
evaluation of each major supplier, vendor and third party administrator to
assess their Year 2000 readiness and initiatives.  Although the
Company attempted to validate representations from these parties, it cannot
be sure that their tests will be adequate, or that, if problems are identified,
they will be addressed in a timely and satisfactory manner.  Furthermore,
there may be certain third parties such as utilities, telecommunications
companies, or vendors where alternative arrangements or sources are limited
or unavailable.

<PAGE>

The extent and magnitude of the Year 2000 issue is difficult to predict or
quantify for a number of reasons including the lack of control over third
party systems and complexities associated with testing interconnected systems
networks and applications.  The Company expects that the maximum external
cost which could be incurred in conjunction with the testing and remediation
of all hardware and software systems and applications is approximately
$400,000 through completion in 1999, of which, approximately $350,000 has
been incurred to date.  Such costs have been and will be funded by the
Company's operating cash flows.  This estimate of maximum costs does not
include the costs, if any, that might be incurred as a result of Year
2000-related failures that occur despite the Company's implementation of the
Year 2000 plan.

The cost of the Company's plan to address the Year 2000 issue and the
anticipated date on which the Company plans to complete the necessary Year
2000 conversion efforts are based on management's best estimates, which were
derived from numerous assumptions of future events, including the
availability of resources, vendor remediation plans, and other factors.
Although the Company is not currently aware of any material operational
issues associated with preparing its systems for the Year 2000, or material
issues with respect to the adequacy of major vendors', suppliers' or third
party administrators' systems, there can be no assurance, due to the overall
complexity of the Year 2000 issue, that the Company will not experience
material unanticipated negative consequences and/or material costs caused by
undetected errors or defects in such systems or by the Company's failure to
adequately prepare for the results of such errors or defects, including costs
or related litigation, if any.  Such consequences could have a material
adverse effect on the Company's business, financial condition or results of
operations.

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 30, 1999, 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.

<PAGE>



Item 6.  Exhibits and Reports on Form 8-K

      (a) Exhibits

          27   Financial Data Schedule (for SEC use only)

          99.1 Press Release of the Company dated November 11, 1999

      (b) Reports on Form 8-K

          None


<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: December 14, 1999                  /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)



<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: December 14, 1999
                                        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)




<PAGE>