<Page>


       FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JUNE 11, 2002
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  ------------

                                    FORM 10-Q


[X]                             QUARTERLY REPORT

                            -------------------------

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

                    FOR THE THIRTEEN WEEKS ENDED MAY 4, 2002



                         Commission file number 0-25347

                                  dELiA*S CORP.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

         DELAWARE                                        13-3963754
(STATE OR OTHER JURISDICTION OF             (I.R.S. EMPLOYER IDENTIFICATION NO.)
INCORPORATION OR ORGANIZATION)


                   435 HUDSON STREET, NEW YORK, NEW YORK 10014
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
                                   (ZIP CODE)

                                 (212) 807-9060
              (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)

     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 / /

<Table>
<S>                                                                           <C>
     Number of shares of Class A common stock outstanding as of June 6, 2002: 47,922,422
     Number of shares of Class B common stock outstanding as of June 6, 2002: 11,425,000
</Table>

                                  ------------

================================================================================

<Page>



       STATEMENTS CONTAINED IN THIS DOCUMENT OR INCORPORATED BY REFERENCE,
INCLUDING, WITHOUT LIMITATION, INFORMATION APPEARING UNDER "PART I - ITEM 2 -
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS," MAY BE FORWARD-LOOKING STATEMENTS (WITHIN THE MEANING OF SECTION
27A OF THE AMENDED SECURITIES ACT OF 1933 AND SECTION 21E OF THE AMENDED
SECURITIES EXCHANGE ACT OF 1934). WHEN USED IN THIS DOCUMENT, THE WORDS
"BELIEVE," "PLAN," "INTEND," "EXPECT" AND SIMILAR EXPRESSIONS ARE INTENDED TO
IDENTIFY FORWARD-LOOKING STATEMENTS. WE CAUTION YOU NOT TO PLACE UNDUE RELIANCE
ON THESE FORWARD-LOOKING STATEMENTS. THEY APPLY ONLY AS OF THE DATE OF THIS
REPORT. THESE STATEMENTS ARE SUBJECT TO RISKS AND UNCERTAINTIES THAT COULD CAUSE
ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE CONTEMPLATED IN THE
FORWARD-LOOKING STATEMENTS. THE RISKS AND UNCERTAINTIES INCLUDE, BUT ARE NOT
LIMITED TO THE FOLLOWING:

            o     WE MAY EXPERIENCE REDUCTIONS IN RESPONSE RATES TO CATALOG AND
                  ELECTRONIC MAILINGS DUE TO INCREASED PROSPECTING, THE TIMING
                  AND QUANTITY OF OUR MAILINGS AND OTHER FACTORS;
            o     WE MAY NOT BE ABLE TO OBTAIN ACCEPTABLE STORE SITES AND LEASE
                  TERMS;
            o     WE MAY NOT BE ABLE TO OPEN NEW STORES IN A TIMELY FASHION;
            o     ADVERSE WEATHER CONDITIONS AND OTHER FACTORS AFFECTING RETAIL
                  STORES GENERALLY MAY CAUSE OUR SALES TO DECREASE;
            o     WE MAY BE SUBJECT TO INCREASED LEVELS OF COMPETITION;
            o     WE MAY NOT BE ABLE TO RETAIN KEY PERSONNEL; ? WE ARE
                  SUSCEPTIBLE TO DOWNTURNS IN GENERAL ECONOMIC CONDITIONS;
            o     OUR STORE LOCATIONS MAY MAKE US SUSCEPTIBLE TO ECONOMIC
                  DOWNTURNS IN SPECIFIC GEOGRAPHIC REGIONS;
            o     WE MAY NOT BE ABLE TO ANTICIPATE AND RESPOND TO FASHION
                  TRENDS;
            o     WE ARE LIKELY TO CONTINUE TO EXPERIENCE INCREASES IN THE COST
                  OF MATERIALS, PRINTING, PAPER, POSTAGE, SHIPPING AND LABOR;
            o     WE MAY NOT BE ABLE TO LEVERAGE INVESTMENTS MADE IN
                  INFRASTRUCTURE TO SUPPORT EXPANSION;
            o     WE MAY EXPERIENCE DECREASED LEVELS OF SERVICE FROM THIRD PARTY
                  VENDORS AND SERVICE PROVIDERS;
            o     OUR SUPPLIERS MAY NOT BE ABLE TO OBTAIN FINANCING TO ENABLE
                  THEM TO PROVIDE PRODUCTS TO US; AND
            o     OTHER FACTORS DETAILED ELSEWHERE IN THIS REPORT.

THESE FACTORS, AND OTHER FACTORS THAT APPEAR IN OUR ANNUAL REPORT ON FORM 10-K
FILED WITH THE SECURITIES AND EXCHANGE COMMISSION, COULD AFFECT OUR ACTUAL
RESULTS AND COULD CAUSE SUCH RESULTS TO DIFFER MATERIALLY FROM THOSE EXPRESSED
IN ANY FORWARD-LOOKING STATEMENTS MADE BY US OR ON OUR BEHALF. WE UNDERTAKE NO
OBLIGATION TO PUBLICLY UPDATE ANY FORWARD-LOOKING STATEMENTS, WHETHER AS A
RESULT OF NEW INFORMATION, FUTURE EVENTS OR OTHERWISE. YOU ARE ADVISED, HOWEVER,
TO CONSULT ANY ADDITIONAL DISCLOSURES WE MAKE IN OUR REPORTS TO THE SEC ON FORMS
10-K, 10-Q AND 8-K.

     THIS REPORT MAY INCLUDE OR INCORPORATE BY REFERENCE MARKET DATA RELATED TO
THE INDUSTRIES IN WHICH WE ARE INVOLVED. THIS DATA HAS BEEN DERIVED FROM STUDIES
PUBLISHED BY MARKET RESEARCH FIRMS, TRADE ASSOCIATIONS AND OTHER ORGANIZATIONS.
THESE ORGANIZATIONS SOMETIMES ASSUME EVENTS, TRENDS AND ACTIVITIES WILL OCCUR
AND PROJECT INFORMATION BASED ON THOSE ASSUMPTIONS. IF ANY OF THEIR ASSUMPTIONS
ARE WRONG, THEIR PROJECTIONS MAY ALSO BE WRONG.

     OUR FISCAL YEAR IS THE 52 OR 53 WEEKS ENDED ON THE SATURDAY CLOSEST TO
JANUARY 31 FOLLOWING THE CORRESPONDING CALENDAR YEAR. FOR EXAMPLE, "FISCAL 2002"
MEANS THE PERIOD FROM FEBRUARY 3, 2002 TO FEBRUARY 1, 2003.


                                       2
<Page>

                                     PART I
                              FINANCIAL INFORMATION

  ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS

                           CONSOLIDATED BALANCE SHEETS
                        (IN THOUSANDS, EXCEPT SHARE DATA)

<Table>
<Caption>

                                                                         FEBRUARY 2, 2002  MAY 4, 2002
                                                                         ----------------  -----------
                                                                                           (UNAUDITED)
<S>                                                                         <C>            <C>
ASSETS
CURRENT ASSETS
     Cash and cash equivalents ........................................     $  27,915      $  21,666
     Restricted cash ..................................................         3,277          3,277
     Merchandise inventories ..........................................        14,640         18,656
     Prepaid expenses and other current assets ........................         5,890          5,516
                                                                            ---------      ---------
         Total current assets .........................................        51,722         49,115
PROPERTY AND EQUIPMENT, net of accumulated depreciation of
     $16,585 and $17,997, respectively ................................        30,074         32,133
OTHER ASSETS ..........................................................           438            645
                                                                            ---------      ---------
TOTAL ASSETS ..........................................................     $  82,234      $  81,893
                                                                            =========      =========

LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
     Accounts payable and accrued expenses ............................     $  12,297      $   8,889
     Liabilities due to customers .....................................         4,824          4,812
     Accrued restructuring ............................................         2,210          1,990
     Bank loan payable ................................................         4,373         10,373
     Other current liabilities ........................................           597            609
                                                                            ---------      ---------
         Total current liabilities ....................................        24,301         26,673
LONG-TERM DEBT AND CAPITAL LEASES .....................................         3,695          3,539
EXCESS OF FAIR VALUE OVER PURCHASE PRICE ..............................        15,383             --
OTHER LONG-TERM LIABILITIES ...........................................         1,398            874

STOCKHOLDERS' EQUITY
     Preferred stock, par value $.01 per share;
         Authorized shares - 1,000,000; Issued shares - none ..........            --             --
     Class A common stock, par value $.01 per share;
         Authorized shares - 100,000,000;
         Issued shares - 46,169,912 and 47,525,535 shares, respectively
         (including 1,685,580 in treasury) ............................           462            475
     Class B common stock, par value $.01 per share;
         Authorized shares - 12,500,000;
         Issued shares - 11,425,000 (all in treasury) .................           114            114
     Additional paid-in capital .......................................       136,668        138,635
     Less common stock in treasury, at cost ...........................       (11,041)       (11,041)
     Deferred compensation ............................................          (870)          (614)
     Retained deficit .................................................       (87,876)       (76,762)
                                                                            ---------      ---------
         Total stockholders' equity ...................................        37,457         50,807
                                                                            ---------      ---------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY ............................     $  82,234      $  81,893
                                                                            =========      =========
</Table>


            See Notes to Unaudited Consolidated Financial Statements


                                       3
<Page>

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                      (IN THOUSANDS, EXCEPT PER SHARE DATA)

<Table>
<Caption>

                                                         THIRTEEN WEEKS ENDED
                                                      MAY 5, 2001    MAY 4, 2002
                                                      -----------    -----------
                                                             (UNAUDITED)

<S>                                                     <C>           <C>
NET SALES .........................................     $ 36,231      $ 28,770

COST OF SALES .....................................       19,682        15,463
                                                        --------      --------

GROSS PROFIT ......................................       16,549        13,307

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES ......       24,462        17,564

RESTRUCTURING CHARGES .............................          384            --


INTEREST AND OTHER EXPENSE, NET ...................            2            12
                                                        --------      --------


NET LOSS BEFORE CUMULATIVE EFFECT OF CHANGE IN
     ACCOUNTING PRINCIPLE .........................       (8,299)       (4,269)

CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE           --        15,383
                                                        --------      --------


NET INCOME (LOSS) .................................     $ (8,299)     $ 11,114
                                                        ========      ========

BASIC AND DILUTED NET INCOME (LOSS) PER SHARE:
BEFORE CUMULATIVE EFFECT OF CHANGE IN
     ACCOUNTING PRINCIPLE .........................     $  (0.23)     $  (0.09)
CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE           --          0.34
                                                        --------      --------
NET INCOME (LOSS) .................................     $  (0.23)     $   0.25
                                                        ========      ========

SHARES USED IN THE CALCULATION OF BASIC AND DILUTED
     NET INCOME (LOSS) PER SHARE ..................       35,331        45,037

</Table>


            See Notes to Unaudited Consolidated Financial Statements


                                       4
<Page>

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (IN THOUSANDS)

<Table>
<Caption>

                                                                                  THIRTEEN WEEKS ENDED
                                                                               MAY 5, 2001    MAY 4, 2002
                                                                               -----------    -----------
                                                                                       (UNAUDITED)
<S>                                                                              <C>           <C>
OPERATING ACTIVITIES:
     Net loss before cumulative effect of change in accounting principle ...     $ (8,299)     $ (4,269)
     Adjustments to reconcile net loss before cumulative effect of change in
       accounting principle to net cash used in operating activities:
              Depreciation and amortization ................................          282         1,412
              Restructuring charges ........................................          384            --
              Non-cash compensation expense related to restricted stock ....          310           256
              Amortization of investments ..................................          (13)           --
              Changes in operating assets and liabilities:
                  Merchandise inventories ..................................        2,851        (4,016)
                  Prepaid expenses and other current assets ................        3,366           374
                  Other assets .............................................           26          (126)
                  Current liabilities ......................................       (6,619)       (2,140)
                  Long-term liabilities ....................................           54          (524)
                                                                                 --------      --------
Net cash used in operating activities ......................................       (7,658)       (9,033)

INVESTING ACTIVITIES:
     Capital expenditures ..................................................       (1,565)       (3,552)
     Proceeds from the maturity of investment securities ...................        6,940            --
     Proceeds from sales of businesses .....................................        3,483            --
     Acquisition of business ...............................................       (2,500)           --
                                                                                 --------      --------
Net cash provided by (used in) investing activities ........................        6,358        (3,552)

FINANCING ACTIVITIES:
     Borrowings (repayments) under line of credit agreement ................       (2,026)        6,000
     Principal payments on long-term debt and capital lease obligations ....         (144)         (144)
     Exercise of options to purchase 72,178 and 157,788 shares, respectively          171           480
                                                                                 --------      --------
Net cash provided by (used in) financing activities ........................       (1,999)        6,336
                                                                                 --------      --------

DECREASE IN CASH AND CASH EQUIVALENTS ......................................       (3,299)       (6,249)

CASH AND CASH EQUIVALENTS, BEGINNING .......................................       10,121        27,915
                                                                                 --------      --------
CASH AND CASH EQUIVALENTS, END .............................................     $  6,822      $ 21,666
                                                                                 ========      ========
</Table>

SUPPLEMENTAL DISCLOSURE OF NONCASH FINANCING AND INVESTING ACTIVITY:
March 2002 issuance of common stock as final consideration for a fiscal 2000
acquisition.


            See Notes to Unaudited Consolidated Financial Statements


                                       5
<Page>

              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS


1.   BUSINESS

     We are a multichannel retailer that markets apparel, accessories and home
furnishings to teenage girls and young women. We reach our customers through the
dELiA*s catalog, www.dELiAs.cOm and the dELiA*s retail stores.

     We are subject to seasonal fluctuations in our merchandise sales and
results of operations. We expect our net sales generally to be higher in the
second half of each fiscal year than in the first half of the same fiscal year.


2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION

     PRINCIPLES OF CONSOLIDATION-- Our consolidated financial statements include
the accounts of dELiA*s and subsidiaries, all of which were wholly-owned for all
periods presented. All significant intercompany balances and transactions have
been eliminated in consolidation.

     UNAUDITED INTERIM FINANCIAL STATEMENTS--The accompanying unaudited
consolidated financial statements have been prepared in accordance with the
requirements for Form 10-Q and in accordance with generally accepted accounting
principles in the United States for interim financial reporting. In the opinion
of management, the accompanying consolidated financial statements are presented
on a basis consistent with the audited consolidated financial statements and
reflect all adjustments (consisting of normal recurring items) necessary for a
fair presentation of results for the interim periods presented. The financial
statements and footnote disclosures should be read in conjunction with our
fiscal 2001 audited consolidated financial statements and the notes thereto,
which are included in our annual report on Form 10-K for the year ended February
2, 2002, which was filed under the Securities Exchange Act of 1934. Results for
the interim periods are not necessarily indicative of the results to be expected
for the year.

     RECENT ACCOUNTING PRONOUNCEMENTS-- As of February 3, 2002, we adopted SFAS
142, "Goodwill and Other Intangible Assets." For acquired goodwill, SFAS 142
discontinues amortization and instead requires annual impairment testing. For
intangible assets, SFAS 142 requires testing for impairment and, once the useful
economic life is determined to be finite, amortization. In connection with our
adoption of SFAS 142, we recorded a $15.4 million cumulative effect of change in
accounting principle which represents the reversal of the unamortized balance of
the negative goodwill recorded on our books in connection with the November 2000
merger of dELiA*s Inc. and iTurf Inc. The following table shows the effect that
earlier adoption of SFAS 142 would have had on net loss before cumulative effect
of change in accounting principal and the related per share amounts for all
periods presented in the accompanying statement of operations:

<Table>
<Caption>

                                                                    THIRTEEN WEEKS ENDED
                                                                    --------------------
                                                           MAY 5, 2001               MAY 4, 2002
                                                           -----------               -----------
<S>                                               <C>              <C>        <C>              <C>
Net loss before cumulative effect of change
  in accounting principle                         $(8,299,000)     $  (0.23)  $(4,269,000)     $  (0.09)
Negative goodwill amortization                     (1,000,000)        (0.03)           --         --
                                                  -----------      --------   -----------      --------
Adjusted net loss before cumulative effect of
  change in accounting principle                  $(9,299,000)     $  (0.26)  $(4,269,000)     $  (0.09)
                                                  ===========      ========   ===========      ========
</Table>


                                       6
<Page>

     As of February 3, 2002, we also adopted SFAS 144 "Accounting for the
Impairment or Disposal of Long-Lived Assets" which supersedes SFAS 121
"Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to
Be Disposed Of." The adoption of SFAS 144 did not have a material effect on our
consolidated financial position or results of operations.


                                       7
<Page>

3.   SEGMENTS

     We currently have two reportable segments: dELiA*s Direct and dELiA*s
Retail. All of our other businesses, which were sold or shut down before fiscal
2002, are included as "non-core" below. Our two segments offer similar products
to similar customers, but are managed separately because of their distribution
methods. Certain amounts have been reclassified to conform to the current
presentation.

<Table>
<Caption>

                                                                        THIRTEEN WEEKS ENDED
                                                                        --------------------
                                                                    MAY 5, 2001       MAY 4, 2002
                                                                   --------------    --------------
<S>                                                                <C>               <C>
NET REVENUES
      dELiA*s Direct                                               $   20,191,000    $   16,028,000
      dELiA*s Retail                                                   10,554,000        12,742,000
      Non-core                                                          5,486,000                --
                                                                   --------------    --------------
      Total                                                        $   36,231,000    $   28,770,000
                                                                   ==============    ==============
</Table>



                                       8
<Page>


<Table>
<S>                                                                     <C>              <C>
NET LOSS BEFORE CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE
      dELiA*s Direct operating income (loss)                            $(2,029,000)     $ 1,370,000
      dELiA*s Retail operating loss                                      (1,123,000)      (2,153,000)
      Non-core operating loss                                            (2,560,000)              --
                                                                        -----------      -----------
      Total operating loss                                               (5,712,000)        (783,000)
      Unallocated shared expenses                                         1,609,000        1,806,000
      Depreciation, amortization and non-cash compensation                  592,000        1,668,000
      Restructuring charges                                                 384,000               --
      Interest and other expense, net                                         2,000           12,000
                                                                        -----------      -----------
      Total                                                             $(8,299,000)     $(4,269,000)
                                                                        ===========      ===========
</Table>


4.   RESTRUCTURING

     During fiscal 2000, we announced our intention to focus on our core dELiA*s
brand and to sell or shut down our non-core businesses. The restructuring of our
businesses included a number of initiatives and resulted in significant related
charges in fiscal 2000 and 2001.

     During the first quarter of fiscal 2002, we paid approximately $200,000 for
accrued lease and other obligations related to our restructuring initiatives. We
expect that the remaining $2.0 million accrued for lease and other obligations
will be paid by the end of fiscal 2002.

5.   STOCK ISSUANCE FOR FISCAL 2000 ACQUISITION

     On March 1, 2002, we issued the former stockholders of theSpark.com, Inc.
197,835 shares of our Class A common stock as final consideration for our
February 2000 acquisition of that business. Because this consideration was paid
subsequent to our decision to sell the businesses, the value of the stock issued
was reserved as part of our prior year restructuring accruals.



                                       9
<Page>

6.   COMMITMENTS AND CONTINGENCIES

LITIGATION

     In 1999, two separate purported securities class action lawsuits were filed
against dELiA*s Inc. and certain of its officers and directors, and one former
officer of a subsidiary. The original complaints were filed in Federal District
Court for the Southern District of New York by Allain Roy on June 1, 1999 and by
Lorraine Padgett on June 3, 1999. The suits were consolidated into a single
class action and an amended and consolidated complaint was filed on March 22,
2000. The complaint in this lawsuit purports to be a class action on behalf of
the purchasers of our securities during the period January 20, 1998 through
September 10, 1998. The complaint generally alleges that the defendants violated
Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder
by making material misstatements and by failing to disclose allegedly material
information regarding trends in our business. The complaint also alleges that
the individual defendants are liable for those violations under Section 20(a) of
the Securities Exchange Act. The complaint seeks unspecified damages, attorneys'
and experts' fees and costs, and such other relief as the court deems proper. On
April 14, 2000, dELiA*s Inc. and the other named defendants filed a motion to
dismiss the lawsuit. The motion to dismiss was denied on March 29, 2001. By
order dated December 10, 2001, the court certified the class. We filed our
answer to the consolidated amended complaint in February 2002 and merit
discovery was completed in May 2002. We intend to continue to vigorously defend
against this action. We believe that the claim is covered under our insurance
policy and do not expect the ultimate resolution of this lawsuit to have a
material adverse effect on our results of operations, financial position or cash
flow.

     Between August 17 and August 25, 2000, three purported class action
complaints on behalf of stockholders of iTurf Inc., a partly-owned subsidiary of
dELiA*s Inc. at the time, were filed in Delaware Chancery Court against iTurf
Inc., dELiA*s Inc. and each of iTurf's directors. These actions include: Pack v.
Kahn, et al., Del. Ch., C.A. No. 18242NC, Semeraro v. Kahn, et al., Del. Ch.,
C.A. No. 18258, and Engel v. Kahn, et al., Del. Ch., C.A. No. 18260NC. All three
complaints made virtually identical claims, alleging that dELiA*s Inc. and the
members of iTurf's board of directors breached their fiduciary duties to iTurf's
public stockholders and that the merger exchange ratio was unfair to iTurf's
public stockholders. The actions were consolidated and an amended complaint was
filed on January 19, 2001. On March 5, 2001, we answered that complaint,
asserted affirmative defenses and separately moved to strike certain
allegations. Also on March 5, 2001, we moved to dismiss the complaint. On
January 15, 2002, all parties entered into a stipulation and agreement of
compromise, settlement and release which became a final order in May 2002.
Pursuant to the settlement, we issued one million shares of dELiA*s Class A
common stock, of which 300,000 have been distributed and the remaining 700,000
shares will be distributed upon the completion of the claims administration
process. The total $6.3 million value of the non-cash settlement was recorded as
a fiscal 2001 charge.

INTERNET ALLIANCES

     In May 1999, we entered into a strategic marketing alliance with America
Online, Inc. Over the original two-year term of the agreement, we agreed to pay
America Online a total of approximately $8.1 million. On March 30, 2001, the
original agreement was superseded by a new agreement under which we agreed to
pay our remaining obligation of approximately $1.1 million to America Online
over a 27-month period. In connection with the sale of our gURL.com business on
May 24, 2001, we assigned approximately $350,000 of obligations under our
agreement with America Online to PrimediaNet. We remain liable to America Online
for payment of all obligations under the agreement, including the assigned
obligations. In the event PrimediaNet defaults on the obligations it has
assumed, we would have a contractual claim against PrimediaNet and Primedia. As
of May 4, 2002, our remaining payment obligation including the assigned amount
was approximately $300,000.


                                       10
<Page>

7.   LONG-TERM DEBT AND CREDIT FACILITIES

     In August 1999, in connection with the purchase of our distribution
facility in Hanover, Pennsylvania, we borrowed $5.3 million from Allfirst Bank
in the form of a seven-year mortgage loan on the property. We are subject to
certain covenants under the loan agreement, including a covenant to maintain a
fixed charge coverage ratio. Effective May 1, 2001, the bank agreed to waive the
fixed charge coverage ratio covenant through August 6, 2003 in exchange for a
principal payment of $2.0 million on May 7, 2001 and our agreement to pay on
August 6, 2003 the outstanding principal balance as of that date.

     As of September 24, 2001, we entered into a three-year agreement with Wells
Fargo Retail Finance LLC, a subsidiary of Wells Fargo & Company, consisting of a
revolving line of credit that permits us to borrow up to $25 million, limited to
specified percentages of the value of our eligible inventory as determined under
the credit agreement, and provides for the issuance of documentary and standby
letters of credit up to $10 million. Under this Wells Fargo facility, as
amended, our obligations are secured by a lien on substantially all of our
assets, except certain real property and other specified assets. The agreement
contains certain covenants and default provisions customary for credit
facilities of this nature, including limitations on our payment of dividends.
The agreement also contains controls on our cash management and certain limits
on our ability to distribute assets. At our option, borrowings under this
facility bear interest at Wells Fargo Bank's prime rate plus 50 basis points or
at the Eurodollar Rate plus 275 basis points. A fee of 0.375% per year is
assessed monthly on the unused portion of the line of credit as defined in the
agreement. The facility matures September 30, 2004 and can extend for successive
twelve-month periods at our option under certain terms and conditions. As of May
4, 2002, we were in full compliance with all of our covenants under the
facility, the outstanding balance was $10.4 million, outstanding letters of
credit were $2.2 million and unused available credit was $100,000.



                                       11
<Page>

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


     THE FOLLOWING DISCUSSION AND ANALYSIS SHOULD BE READ IN CONJUNCTION WITH
OUR CONSOLIDATED FINANCIAL STATEMENTS AND NOTES THERETO INCLUDED ELSEWHERE IN
THIS REPORT. EXCEPT FOR THE HISTORICAL INFORMATION PRESENTED, THE DISCUSSION IN
THIS REPORT CONTAINS FORWARD-LOOKING STATEMENTS THAT INVOLVE RISKS AND
UNCERTAINTIES, SUCH AS STATEMENTS OF OUR PLANS, OBJECTIVES, EXPECTATIONS AND
INTENTIONS. THE CAUTIONARY STATEMENTS MADE IN THIS REPORT SHOULD BE READ AS
BEING APPLICABLE TO ALL RELATED FORWARD-LOOKING STATEMENTS WHEREVER THEY APPEAR
IN THIS REPORT. OUR ACTUAL RESULTS COULD DIFFER MATERIALLY FROM THOSE DISCUSSED
HERE. FACTORS THAT COULD CAUSE OR CONTRIBUTE TO THESE DIFFERENCES INCLUDE, BUT
ARE NOT LIMITED TO, THOSE DISCUSSED BELOW AND ELSEWHERE IN THIS REPORT AND IN
OUR ANNUAL REPORT ON FORM 10-K.

OVERVIEW

     We are a multichannel retailer that markets apparel, accessories and home
furnishings to teenage girls and young women. We reach our customers through the
dELiA*s catalog, www.dELiAs.cOm and the growing chain of dELiA*s retail stores.

CUMULATIVE CHANGE IN ACCOUNTING PRINCIPLE. In connection with our fiscal 2002
adoption of the Statement of Financial Accounting Standards No. 142, "Goodwill
and Other Intangible Assets" we recorded a cumulative effect of change in
accounting principle of approximately $15.4 million. This amount represents the
reversal of the unamortized balance of the negative goodwill recorded on our
books in connection with the November 2000 merger of dELiA*s Inc. and iTurf Inc.

THESPARK.COM, INC. On March 1, 2002, we issued the former stockholders of
theSpark.com, Inc. 197,835 shares of our Class A common stock as final
consideration for our February 2000 acquisition of that business. Because this
consideration was paid subsequent to our decision to sell the businesses, the
value of the stock issued was reserved as part of our prior year restructuring
accruals.

CAPITAL INVESTMENTS. We have made and continue to make significant capital
expenditures for construction of our dELiA*s retail stores including nine new
stores in the first quarter of fiscal 2002. We expect the majority of our total
fiscal 2002 capital expenditures, which is estimated at approximately $10
million, to be spent on this continued retail expansion as our current plan is
to grow the total number of dELiA*s retail stores by another eleven during the
remaining three quarters of fiscal 2002.


GENERAL MATTERS AFFECTING OUR CORE DELIA*S BUSINESS. The operating results of
our ongoing dELiA*s business are subject to the following uncertainties, each of
which is described in more detail in our annual report on Form 10-K under "Risk
Factors":

     o    access to financing to fund the operations and the expansion
          strategies of our business;
     o    our ability to anticipate and respond to fashion trends;
     o    timing and quantity of catalog and electronic mailings and customer
          response rates;
     o    availability of acceptable store sites and lease terms and the
          possibility of increasing comparable store sales; and
     o    other factors described in our annual report on Form 10-K,
          particularly under "Risk Factors."




                                       12
<Page>



     CRITICAL ACCOUNTING POLICIES INVOLVING ESTIMATES. Our financial statements
are based on the selection and application of significant accounting policies,
which require management to make significant estimates and assumptions. We
believe that the following are some of the more critical judgment areas in the
application of our accounting policies currently affect our financial condition
and results of operations:

     o    REVENUE RECOGNITION -- Revenue is recognized when merchandise is
          shipped to customers or at the point of retail sale. We accrue a sales
          return allowance in accordance with our return policy for estimated
          returns of merchandise subsequent to the balance sheet date that
          relate to sales prior to that date.
     o    CATALOG COSTS -- Catalog costs, which primarily consist of catalog
          production and mailing costs, are capitalized and amortized over the
          expected life of the related future revenue stream, which generally
          covers three to five months from mailing date. We account for catalog
          costs in accordance with AICPA Statement of Position ("SOP") 93-7,
          "Reporting on Advertising Costs." SOP 93-7 requires that expenses
          relating to capitalized advertising costs be computed using the ratio
          of current period revenues for the catalog cost pool to the total of
          current and estimated future period revenues for that catalog cost
          pool.
     o    MERCHANDISE INVENTORIES -- Merchandise inventories, which are
          primarily finished goods, are stated at the lower of cost (determined
          on a first-in, first-out basis) or market value, which is determined
          based on estimated recovery.
     o    LONG-LIVED ASSETS-- In accordance with the Statement of Financial
          Accounting Standards ("SFAS") No. 144, " Accounting for the Impairment
          or Disposal of Long-Lived Assets," we periodically review long-lived
          assets and certain identifiable intangibles for impairment whenever
          events or changes in circumstances indicate that the carrying amount
          of an asset may not be recoverable. Recoverability of assets to be
          held and used is measured by a comparison of the carrying amount of an
          asset to the discounted future net cash flows expected to be generated
          by the asset. If such assets are considered to be impaired, the
          impairment to be recognized would be measured by the amount by which
          the carrying amount of the assets exceeds the fair value of the
          assets.


RESULTS OF OPERATIONS

     The following table sets forth, for the periods indicated, the percentage
relationship of certain items from our consolidated statements of operations to
net sales. Any trends reflected by the following table may not be indicative of
future results.

<Table>
<Caption>

                                                       FISCAL QUARTER ENDED
                                                    MAY 5, 2001   MAY 4, 2002
                                                    -----------   -----------
<S>                                                      <C>         <C>
Net sales                                                100.0%      100.0%
Cost of sales                                             54.3        53.7
                                                       -------     -------
Gross profit                                              45.7        46.3
Selling, general and administrative expenses              67.5        61.1
Restructuring charges                                      1.1        --
Interest and other income, net                             0.0         0.0
                                                       -------     -------
Loss before cumulative effect of accounting change       (22.9)      (14.8)
Cumulative effect of accounting change                    --          53.4
                                                       -------     -------
Net income (loss)                                        (22.9)%      38.6%
                                                       =======     =======
</Table>

COMPARISON OF FISCAL QUARTERS ENDED MAY 4, 2002 AND MAY 5, 2001

     NET SALES. Net sales decreased approximately $7.5 million to $28.8 million
in the first quarter of fiscal 2002 from $36.2 million in the first quarter of
fiscal 2001. The decrease was due to the impact of


                                       13
<Page>

divestitures of non-core businesses and a 6.4% decrease in our core dELiA*s
business. A 20.6% decrease in our Direct segment reflected a 20% decrease in
catalog circulation and was offset by a 20.7% increase in our Retail segment due
to new store openings.

     GROSS MARGIN. Gross margin increased to 46.3% in the first quarter of
fiscal 2002 from 45.7% in the first quarter of fiscal 2001. Gross margin for the
core business decreased slightly with an increase in Direct offset by a decrease
in Retail.

     SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. Selling, general and
administrative expenses decreased approximately $6.9 million to $17.6 million in
the first quarter of fiscal 2002 from $24.5 million in the first quarter of
fiscal 2001. Selling, general and administrative expenses also decreased as a
percentage of net sales, to 61.1% in the first quarter of fiscal 2002 from 67.5%
in the first quarter of fiscal 2001. The decrease relates to divestitures of
non-core businesses and lower operating expenses for our Direct business offset
by increases in Retail expenses due to new store openings as well as an increase
in net depreciation and amortization expenses in connection with our adoption of
SFAS 142. The decrease in operating expenses for our core dELiA*s business
primarily reflects catalog circulation reductions and an ongoing focus on
expense management. Operating expenses for the first quarter of fiscal 2002 also
reflect a $750,000 offset to catalog amortization relating to a change in
estimate.

     RESTRUCTURING CHARGES. During the first quarter of fiscal 2001, we recorded
a charge of approximately $400,000 in connection with the sale or shut-down of
our non-core businesses.

     INCOME TAXES. No tax benefit has been recorded and our deferred tax assets
are fully reserved due to the uncertainty of our ability to utilize the benefit.

SEASONALITY

     We experience seasonal and cyclical fluctuations in our revenues and
results of operations. For example, sales of apparel, accessories and footwear
are generally lower in the first half of each year than in the second half. In
addition, due to the cyclical nature of our businesses and our sensitivity to
consumer spending patterns, purchases of apparel and accessories tend to decline
during recessionary periods and may decline at other times. Consequently, our
results of operations from quarter to quarter may become less comparable. Our
quarterly results will also be affected by the timing of retail store openings
and catalog mailings and promotions and may also fluctuate as a result of a
number of other factors described in our annual report on Form 10-K,
particularly under "Risk Factors." As a result of seasonal and cyclical patterns
and these other factors, you should not rely on quarter-to-quarter comparisons
of our results of operations as indicative of our future performance.

LIQUIDITY AND CAPITAL RESOURCES

     Cash used in operations in the first quarter of fiscal 2002 and 2001 was
$9.0 million and $7.7 million, respectively. The increase in cash used in
operations primarily relates to changes in working capital levels.

     Investing activities used $3.5 million for capital expenditures in the
first quarter of fiscal 2002. In the first fiscal quarter of fiscal 2001,
investing activities provided $6.4 million primarily relating to proceeds from
investments and sales of non-core businesses offset by cash for prior year
acquisitions and current quarter capital expenditures. During fiscal 2002, we
expect to make total capital expenditures of approximately $10.0 million, which
primarily relate to the construction of new retail stores.


                                       14
<Page>

     Financing activities, primarily net activity under our credit agreement,
provided $6.3 million and used $2.0 million in the first quarters of fiscal 2002
and 2001, respectively.

     In August 1999, in connection with the purchase of our distribution
facility in Hanover, Pennsylvania, we borrowed $5.3 million from Allfirst Bank
in the form of a seven-year mortgage loan on the property. We are subject to
certain covenants under the loan agreement, including a covenant to maintain a
fixed charge coverage ratio. Effective May 1, 2001, the bank agreed to waive the
fixed charge coverage ratio covenant through August 6, 2003 in exchange for a
principal payment of $2.0 million on May 7, 2001 and our agreement to pay on
August 6, 2003 the outstanding principal balance as of that date.

     As of September 24, 2001, we entered into a three-year agreement with Wells
Fargo Retail Finance LLC, a subsidiary of Wells Fargo & Company, consisting of a
revolving line of credit that permits us to borrow up to $25 million, limited to
specified percentages of the value of our eligible inventory as determined under
the credit agreement, and provides for the issuance of documentary and standby
letters of credit up to $10 million. Under this Wells Fargo facility, as
amended, our obligations are secured by a lien on substantially all of our
assets, except certain real property and other specified assets. The agreement
contains certain covenants and default provisions customary for credit
facilities of this nature, including limitations on our payment of dividends.
The agreement also contains controls on our cash management and certain limits
on our ability to distribute assets. At our option, borrowings under this
facility bear interest at Wells Fargo Bank's prime rate plus 50 basis points or
at the Eurodollar Rate plus 275 basis points. A fee of 0.375% per year is
assessed monthly on the unused portion of the line of credit as defined in the
agreement. The facility matures September 30, 2004 and can extend for successive
twelve-month periods at our option under certain terms and conditions. As of May
4, 2002, we were in full compliance with all of our covenants under the
facility, the outstanding balance was $10.4 million, outstanding letters of
credit were $2.2 million and unused available credit was $100,000.

     We believe that our cash on hand and cash expected to be generated by
operations, together with the funds available under our credit agreement, will
be sufficient to meet our capital and operating requirements through at least
the next twelve months. However, we can give no assurances that we will be able
to generate sufficient capital through operations or through the sale of stock
to comply with the covenants in our credit agreement. Our failure to raise
sufficient capital, to meet our internal earnings projections or to have
continued access to borrowings under our credit facility would have a material
adverse effect on our business. Additional funds that may be necessary to
operate the business may not be available to us on favorable terms or at all.


ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK.

     Our variable-rate mortgage arrangements and our credit facility expose us
to changes in interest rates. Based on our outstanding balances of $3.1 million
and $10.4 million, respectively, at May 4, 2002, a hypothetical 100 basis point
increase in interest rates would cause an increase in our annual interest
expense of approximately $135,000.



                                       15
<Page>

                                     PART II
                                OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

     In 1999, two separate purported securities class action lawsuits were filed
against dELiA*s Inc. and certain of its officers and directors, and one former
officer of a subsidiary. The original complaints were filed in Federal District
Court for the Southern District of New York by Allain Roy on June 1, 1999 and by
Lorraine Padgett on June 3, 1999. The suits were consolidated into a single
class action and an amended and consolidated complaint was filed on March 22,
2000. The complaint in this lawsuit purports to be a class action on behalf of
the purchasers of our securities during the period January 20, 1998 through
September 10, 1998. The complaint generally alleges that the defendants violated
Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder
by making material misstatements and by failing to disclose allegedly material
information regarding trends in our business. The complaint also alleges that
the individual defendants are liable for those violations under Section 20(a) of
the Securities Exchange Act. The complaint seeks unspecified damages, attorneys'
and experts' fees and costs, and such other relief as the court deems proper. On
April 14, 2000, dELiA*s Inc. and the other named defendants filed a motion to
dismiss the lawsuit. The motion to dismiss was denied on March 29, 2001. By
order dated December 10, 2001, the court certified the class. We filed our
answer to the consolidated amended complaint in February 2002 and merit
discovery was completed in May 2002. We intend to continue to vigorously defend
against this action. We believe that the claim is covered under our insurance
policy and do not expect the ultimate resolution of this lawsuit to have a
material adverse effect on our results of operations, financial position or cash
flow.

     Between August 17 and August 25, 2000, three purported class action
complaints on behalf of stockholders of iTurf Inc., a partly-owned subsidiary of
dELiA*s Inc. at the time, were filed in Delaware Chancery Court against iTurf
Inc., dELiA*s Inc. and each of iTurf's directors. These actions include: Pack v.
Kahn, et al., Del. Ch., C.A. No. 18242NC, Semeraro v. Kahn, et al., Del. Ch.,
C.A. No. 18258, and Engel v. Kahn, et al., Del. Ch., C.A. No. 18260NC. All three
complaints made virtually identical claims, alleging that dELiA*s Inc. and the
members of iTurf's board of directors breached their fiduciary duties to iTurf's
public stockholders and that the merger exchange ratio was unfair to iTurf's
public stockholders. The actions were consolidated and an amended complaint was
filed on January 19, 2001. On March 5, 2001, we answered that complaint,
asserted affirmative defenses and separately moved to strike certain
allegations. Also on March 5, 2001, we moved to dismiss the complaint. On
January 15, 2002, all parties entered into a stipulation and agreement of
compromise, settlement and release which became a final order in May 2002.
Pursuant to the settlement, we issued one million shares of our Class A common
stock, of which 300,000 have been distributed and the remaining 700,000 shares
will be distributed upon the completion of the claims administration process.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
     None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES
     None.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
     None.

ITEM 5. OTHER INFORMATION
     None.



                                       16
<Page>

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
     None.





                                       17
<Page>



                                   SIGNATURES

     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.

                             dELiA*s Corp.
                             (Registrant)
Date: June 11, 2002

                             By: /s/ Stephen I. Kahn
                                --------------------
                                Stephen I. Kahn
                                Chairman of the Board and Chief Executive
                                Officer


                             By: /s/ Dennis Goldstein
                                ---------------------
                                Dennis Goldstein
                                Chief Financial Officer and Treasurer
                                (principal financial and accounting officer)






                                       18