UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                             ----------------------
                                   FORM 10-K/A

(Mark One)
    [ ]    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
           OF THE SECURITIES EXCHANGE ACT OF 1934

                                        OR

    [X]    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
           OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)

           FOR THE TRANSITION PERIOD FROM February 3, 2002 TO December 31, 2002

                          COMMISSION FILE NO. 0-21597

                              ODD JOB STORES, INC.
                              --------------------
            (Exact name of Registrant as specified in its charter)

              OHIO                                      34-1830097
    ------------------------------                  -------------------
   (State or other jurisdiction of                    (I.R.S. Employer
    incorporation or organization)                  Identification No.)

             200 HELEN STREET
           SOUTH PLAINFIELD, NJ                            07080
---------------------------------------                  ----------
(Address of principal executive offices)                 (Zip Code)

              REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:
                                  908-222-1000

          SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

TITLE OF EACH CLASS           NAME OF EACH EXCHANGE ON WHICH REGISTERED
-------------------           -----------------------------------------
None                                      Not Applicable

          SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:

                           COMMON STOCK, NO PAR VALUE
                                (Title of Class)

     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 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 [ ]

     Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to
the best of the registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [X]

     Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Act.  Yes ___ No X

     The aggregate market value of voting stock held by nonaffiliates of the
Registrant was approximately $7.4 million at March 21, 2003. The number of
common shares outstanding at April 29, 2003 was 9,060,695.

                      DOCUMENTS INCORPORATED BY REFERENCE

       None

                           EXPLANATION OF AMENDMENT

       The amended filing is a result of a delay in the Registrant's Proxy
Statement, portions of which were to be incorporated by reference.  Part
III of the Company's Annual Report on Form 10-K is hereby amended to
contain all required disclosures.  Additional exhibits 4.3, 10.11 and
10.12 are also contained in this Form 10-K/A.

<PAGE>

                                   PART III

ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS

       The following table sets forth certain information regarding the
Directors and executive officers of the Company as of March 19, 2003.

     NAME                     AGE           CURRENT POSITION
     ----                     ---           ----------------
Steve Furner                   55    Chief Executive Officer
Edward Cornell                 54    Executive Vice President and Chief
                                     Financial Officer
Charles Bilezikian             66    Director
Philip Carter                  54    Director
Reuven D. Dessler              55    Director
Robert Horne                   44    Director
Jacob Koval                    55    Director
Mark Miller                    50    Director
Joseph Nusim                   69    Director
William A. Shenk               60    Director
Ned L. Sherwood                53    Director

       Steve Furner has served as a member of the Company's Board of Directors
since June 2002.  In March 2003, Mr. Furner was named Chief Executive Officer
of the Company after holding the position on an interim basis since December
2002.  Since 1998, Mr. Furner has been Vice President of Alliance Consulting,
specializing in strategic initiatives and operating programs for retail
companies. From 1977 to 1998 he served as President and Chief Operating Officer
of Wal-Mart Argentina.

     Edward Cornell has been Executive Vice President and Chief Financial
Officer of the Company since October 2001 having served since June 2001 as
interim Chief Financial Officer. From February 1992 until joining the Company,
he served as Executive Vice President and CFO as well as Executive Vice
President, Non-Retail for Office Max, Inc.

     Charles Bilezikian has been the President of Christmas Tree Shops, Inc., a
specialty New England retailer, since its formation in 1971. He has served as a
Director since January 1997.

     Philip Carter has been a member of the Company's Board of Directors since
December 2002.  From 1998 to 2002, Mr. Carter served as Chief Executive Officer
of Apria Healthcare and has recently accepted the position of President and
Chief Executive Officer of Rotech Healthcare.  From 1995 to 1998 he was
President and Chief Executive Officer of MacFrugal's Bargain Close-out's, Inc.,
a specialty retailer.

     Reuven Dessler is Chief Executive Officer of MZ Wholesale Acquisition, LLC
d/b/a Mazel Company, which purchased the Company's Wholesale Division in
February 2002. Mr. Dessler served as Chairman of
the Board of the Company from November 1996 to February 2002 and as its Chief
Executive Officer from November 1996 to May 2001. He has served as a Director
since November 1996.

     Robert Horne has been a principal of ZS Fund L.P., a Company engaged in
making private investments, for more than five years. He has served as a
Director of the Company since November 1996.

     Jacob Koval is Chief Operating Officer of MZ Wholesale Acquisition, LLC
d/b/a Mazel Company, which purchased the Company's Wholesale Division in
February 2002. Mr. Koval served as Executive Vice President -- Wholesale of the
Company from November 1996 to May 2001. He has served as a Director since
November 1996.

     Mark Miller has been the Executive Vice President of RedTagBiz.com, since
2000. Previously, Mr. Miller was Executive Vice President and Chief Operating
Officer for the Home Products Division of Value City Department Stores from
July 1999 to July 2000, and President of the Closeout Division of Consolidated
Stores from the 1998 acquisition of MacFrugal's Bargain Close-out's, Inc.
through March
1999. Mr. Miller was MacFrugal's Executive Vice President of Merchandise and
Stores from 1995 until the acquisition by Consolidated Stores. He has served as
a Director of the Company since November 1999.

     Joseph Nusim has been President of the Nusim Group, a retail consulting
company, since 1995.  Mr. Nusim has been Co-Chairman of the Board for
Woodworkers Warehouse Stores since October 2001 and Co-Chairman of the Board
for Loehmann's Stores since October 2000.  Mr. Nusim served as Acting Chief
Executive Officer of Frankel's Home Furnishings, Inc. from 1998 to 1999 and
Rickel Home Centers from 1997 to 1998.  Mr. Nusim had been Chairman, President
and Chief Executive Officer of Channel Home Centers from 1990 to 1995. He has
served as a Director since February 2002.

       William A. Shenk has been a private investor for over five years.  Prior
thereto, Mr. Shenk served as an attorney in Columbus, and previously as Vice
President and General Counsel for Consolidated Stores.  He has served as a
Director since January 2001.

       Ned L. Sherwood has been a principal and President of ZS Fund L.P. for
more than five years. Mr. Sherwood is currently a member of the Board of
Directors of Kaye Group, Inc. He has served as a Director since November 1996.

       SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

       Section 16(a) of the Securities Act of 1934 requires the Company's
Directors, executive officers and persons who own 10% or more of the Company's
Common Shares to file reports of ownership and changes of ownership with the
Securities and Exchange Commission and the Company.  Based upon a review of
these filings and written representations from such individuals, the Company
understands that all such filers have adhered to all applicable filing
requirements.



ITEM 11. EXECUTIVE COMPENSATION

                       EXECUTIVE OFFICERS' COMPENSATION

       The following table sets forth certain information with respect to the
compensation earned during the eleven months' fiscal year ended December 31,
2002 and the fiscal years ended, February 2, 2002 and February 3, 2001,
respectively, by the Chief Executive Officer and certain other named executive
officers of the Company.

                          SUMMARY COMPENSATION TABLE
<Table>
<Caption>
                                  ANNUAL COMPENSATION
NAME AND                          -------------------
PRINCIPAL               FISCAL                     OPTION     ALL OTHER
POSITION                 YEAR    SALARY    BONUS   AWARDS   COMPENSATION
------------------      ------- --------  -------  -------  ------------
<S>                     <C>     <C>       <C>      <C>      <C>
Steve Furner              2002  $    --   $    --  $   --    $ 45,500(1)
Interim
Chief Executive Officer

Edward Cornell            2002   252,083       --      --       3,912
Executive Vice President  2001   191,154    41,250  100,000       --
Chief Financial Officer

Peter Hayes               2002   489,850      --       --       2,393
Former Chief Executive    2001   412,500   150,000  500,000     1,263
Officer

Brady Churches            2002    27,269       --      --     500,000(2)
Former President          2001   550,557       --      --       7,661
                          2000   441,252       --    22,000     1,703

Jerry Sommers             2002    91,391(2)    --       --    728,346(2)
Former Executive Vice     2001   399,398       --       --      2,108
President - Retail        2000   327,950       --    23,000       904

</Table>
(1) Includes compensation for consulting fees paid to Alliance
    Consulting Inc. and fees paid as Director compensation.

(2) Includes severance payments described below.

       Steven Furner entered into an at-will employment agreement, as Chief
Executive Officer, with the Company effective March 17, 2003 providing him an
annual base salary of $500,000.  Mr. Furner is entitled to receive an annual
bonus of up to $250,000 per year, subject to the Company achieving
predetermined annual performance targets.  Mr. Furner is also entitled to
receive $300,000 additional compensation in the event of a "change of control"
event as defined in the employment agreement. In the event of his termination
of employment, Mr. Furner is precluded from working for the Company's
competitors for a period of twelve months.  Prior to entering into his
employment agreement, Mr. Furner served as interim Chief Executive Officer, and
compensation with paid to his consulting company.

       The Company has entered into an agreement with Mr. Cornell, its Chief
Financial Officer, that provides for payment of six months severance in the
event of a "change in control" or, in connection with the consolidation of
management and administrative functions and he is not offered a position
similar to his current position.

                      STOCK OPTION GRANTS IN FISCAL 2002

       The Company granted no stock options to its executive officers during
the eleven months ended December 31, 2002; however options for 15,000 Common
Shares were granted to Messrs. Carter, Furner and Nusim when they joined the
Board of Directors during 2002.


                AGGREGATED OPTION EXERCISES IN FISCAL 2002 AND
                         FISCAL YEAR-END OPTION VALUES

       The following table summarizes the fiscal year-end value of unexercised
options for each of the executive officers identified in the Summary
Compensation Table. No options were exercised by any executive officer in
fiscal 2002.


<Table>
<Caption>
                     VALUE OF UNEXERCISABLE     NUMBER OF SECURITIES
                     UNDERLYING UNEXERCISED         IN-THE-MONEY
                          OPTIONS AT                 OPTION AT
                       DECEMBER 31, 2002 (#)   DECEMBER 31, 2002 ($)(1)
                   -------------------------  -------------------------
NAME               EXERCISABLE UNEXERCISABLE  EXERCISABLE UNEXERCISABLE
----               ----------- -------------  ----------- -------------
<S>                <C>         <C>            <C>         <C>
Steve Furner             --         15,000      $    0        $    0
Peter Hayes          100,000       400,000           0             0
Edward Cornell        20,000        80,000       2,300         9,200
Brady Churches           --            --            0             0
Jerry Sommers            --            --            0             0

</Table>
---------------
(1) The closing price of Odd Job Stores, Inc. Common Shares on December 31,
2002, was $1.90.

COMPENSATION OF DIRECTORS

       The Company pays each outside Director an annual fee of $15,000, payable
quarterly in payments of $3,750, anticipating that each Director will attend
four meetings of the Board. In addition, each outside Director receives $1,500
per meeting for each meeting attended after the four quarterly meetings. No
additional compensation is paid for committee meetings held on the same day as
a Board Meeting. Officers of the Company who are also Directors will receive no
additional compensation for serving as Directors. Outside Directors also
received a grant of 15,000 options upon their initial election to the Board.

CHANGE IN CONTROL AND SEVERANCE ARRANGEMENTS

       Under Peter J. Hayes' employment agreement, dated May 7, 2001, he was
entitled to receive one year's salary, $559,350.48, upon his termination of
employment in December 2002.  Payment was made in January 2003 and,
accordingly, the payment is not included in the Compensation Table shown above.

       The Company and Brady Churches, former President of Mazel Stores, Inc.,
entered into a severance agreement dated June 10, 2002 (the "Agreement"),
terminating his February 2000 employment agreement.  Under the Agreement, Mr.
Churches received a cash payment of $500,000.  The parties executed mutual
releases and Mr. Churches' non-competition restriction has expired.

       The Company and Jerry D. Sommers, former Executive Vice President -
Retail, entered into a severance agreement dated May 3, 2002 (the "Agreement"),
terminating his February 2000 employment agreement. Under the Agreement, Mr.
Sommers received a cash payment of $728,000, and effected a sale to the Company
of 100,000 shares of Common Stock at $3.50 per share. The parties executed
mutual releases and, in general, Mr. Sommer's noncompetition restriction has
expired.

       The Company has change of control agreements with 25 management and
administrative personnel, including all executive officers other than Mr.
Furner (whose change of control severance is provided in his employment
agreement), that provide severance payments to each such person ranging from
three (3) to nine (9) months' salary in the event within the two years ending
March 31, 2005, their employment is terminated without "cause" or for "good
reason" (each as defined in the agreement).

BOARD COMPENSATION COMMITTEE REPORT OF EXECUTIVE COMPENSATION

       The Compensation Committee of the Board of Directors is generally
responsible for determining the nature and amount of compensation for executive
officers. The Compensation Committee met twice during the eleven months ended
December 31, 2002.

       The Company's compensation philosophy ties a significant portion of
executive compensation to the Company's success in meeting specified profit
growth and performance goals and to appreciation in the Company's stock price.
The Company's compensation objectives include attracting and retaining the best
possible executive talent, motivating executive officers to achieve the
Company's performance objectives, rewarding individual performance and
contributions, and linking executive and shareholder interests through equity-
based plans.

       The Company's executive compensation consists of three key components:
base salary, annual bonus and stock options and restricted stock awards, each
of which is intended to complement the others and, taken together, to satisfy
the Company's compensation objectives.

       Base Salary: The salary for Mr. Hayes was negotiated at the time of his
hire in 2001 and included in his contract, giving consideration to the salaries
of chief executive officers of other similar size retailers.  The 2003 salary
for Mr. Furner was similarly negotiated at arms-length.  The salaries for the
other executive officers were determined by the Compensation Committee also
giving consideration to salaries of officers at other retailers.

       Annual Bonus: The Company had established a management incentive plan
that based its executives' annual bonuses on specified profit growth and
performance goals. The corporate target goals for fiscal 2002 were not met,
therefore the Compensation Committee elected not to pay executive bonuses for
the year. The 2003 bonus program is again based on a corporate target, but
contains elements that would pay a portion of the bonus based solely on
achievement of individual goals.

       Stock-Related Compensation: The Compensation Committee believes that
equity-based compensation ensures that the Company's executives have a
continuing stake in the long-term success of the Company. Stock option awards
contain vesting provisions that ensure the executives have a financial
incentive to remain with the Company during the vesting period and beyond. In
determining the size of option awards, the Committee looks at several
measurements, including the value of options awarded to individuals in
comparable position in peer group companies, individual and Company performance
against plan, the number of shares and options currently held by the officer
and the relative proportion of long-term incentives within the total
compensation mix.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

       The following table sets forth certain current information with respect
to the beneficial ownership of the Common Shares as of the Record Date with
respect to Directors and officers of the Company and 5% or greater
shareholders. Unless otherwise indicated below, the persons named below have
the sole voting and investment power with respect to the number of shares set
forth opposite their names. Of the Common Shares listed below, only the Common
Shares owned by Messrs, Furner and Cornell are Interested Shares and are
excluded from Second Majority Approval Vote.  All information with respect to
beneficial ownership has been furnished by the respective Director, officer or
5% or greater shareholder, as the case may be.

<Table>
<Caption>
NAME AND, WHERE NECESSARY,                NUMBER OF SHARES
ADDRESSES OF BENEFICIAL OWNERS           BENEFICIALLY OWNED  PERCENTAGE
------------------------------           ------------------  ----------
<S>                                      <C>                 <C>
ZS Fund L.P.
54 Morris Lane, Scarsdale, NY 10583          2,731,783(1)       30.1

Ned L. Sherwood
54 Morris Lane, Scarsdale, NY 10583          2,746,783(2)       30.3

Robert Horne
54 Morris Lane, Scarsdale, NY 10583          2,746,783(2)       30.3

Mazel/D & K, Inc.
31000 Aurora Road, Solon, OH 44139           2,058,105(3)       22.7

Reuven D. Dessler
31000 Aurora Road, Solon, OH 44139           1,560,755(4)       17.2

Jacob Koval
31000 Aurora Road, Solon, OH 44139             800,697(5)        8.8

Dimensional Fund Advisors, Inc.
1299 Ocean Avenue, Santa Monica, CA 90401      691,300(6)        7.6

William Shenk
464 Prospect Street, La Jolla, CA 92037        637,000(7)        7.0

Westport Asset Management
253 Riverside Avenue, Westport, CT 06880       617,090(6)        6.8

Steve Furner                                        --            **

Philip Carter                                       --            **

Charles Bilezikian                              32,000(8)         **

Edward Cornell                                  23,000(9)         **

Mark Miller                                      9,000(10)        **

Joseph Nusim                                     3,000(11)        **

All Current Directors and Executive
Officers of the Company (11 Persons)         5,824,933(12)       63.7%

</Table>
--------------
** Less than 1 percent

(1) The shares beneficially owned by ZS Fund L.P. include 1,978,530 shares held
by ZS Mazel L.P., 450,698 shares held by ZS Mazel II L.P., and 302,555 shares
held by ZS Mazel, Inc. Messrs. Horne and Sherwood are officers of ZS Fund L.P.

(2) Includes the share beneficially owned by ZS Fund L.P. as officers and/or
equity owners of the entities holding such shares. Messrs. Sherwood and Horne
have voting power with respect to such shares, except to the extent of their
equity interests in the entities holding. Also includes 15,000 shares each
subject to options currently exercisable or exercisable within 60 days hereof.

(3) Mazel/D&K, Inc. is a corporation owned by Messrs. Dessler and Koval and
members of their families. Messrs. Dessler and Koval are the directors and
officers of Mazel/D&K, Inc.

(4) Includes 1,372,304 shares owned by Mazel/D&K, Inc. for the benefit of Mr.
Dessler and family members.

(5) Includes 685,801 shares owned by Mazel/D&K, Inc. for the benefit of Mr.
Koval and family members.

(6) Based on 13G's filed with the SEC in February 2003.

(7) Includes 6,000 shares subject to options currently exercisable or
exercisable within 60 days hereof. National City Corp. is the shareholder of
record of Mr. Shenk's shares.

(8) Includes 15,000 shares subject to options currently exercisable or
exercisable within 60 days hereof.

(9) Includes 20,000 shares subject to options currently exercisable or
exercisable within 60 days hereof.

(10) Includes 9,000 shares subject to options currently exercisable or
exercisable within 60 days hereof.

(11) Includes 3,000 shares subject to options currently exercisable or
exercisable within 60 days hereof.

(12) Includes 73,000 shares subject to options currently exercisable or
exercisable within 60 days hereof.

ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS


     On February 11, 2002, the Company sold to MZ Wholesale Acquisition, LLC
d/b/a Mazel Company ("MZ Wholesale"), an enterprise involving Reuven Dessler,
former Chairman and Chief Executive Officer, and Jacob Koval, former Executive
Vice President, of the Company, the assets of its Wholesale Division and
certain other assets, including the notes receivable from Messrs. Dessler and
Koval valued (together with accrued interest at fiscal 2001 fiscal year end) at
$1,147,136 and $808,586, respectively. Under the sale agreement, Company
received cash payments to date totaling $26,218,000 based on the book value of
the acquired assets and assumed liabilities. There are approximately $300,000
in closing date balance sheet adjustments in dispute, which the parties expect
to resolve through arbitration in accordance with the provisions of the sales
agreement.  Under the terms of the sale agreement, the Company has agreed not
to compete in the wholesale sale of closeout merchandise, subject to certain
limitations, for a period expiring on the earlier of (i) the three-year
anniversary of the sale or (ii) the sale of a majority of the Company's stock
or assets to a third-party (the "Restricted Period"). In the event the Company
purchases closeout merchandise in quantities exceeding those required by its
retail operations, during the Restricted Period, it has the right to put up to
$3.5 million of such merchandise annually to a joint venture (equally owned by
MZ Wholesale and Company and managed by MZ Wholesale). The put option was not
utilized in 2002.  Under the sale agreement, Company has assigned the "Mazel"
name to MZ Wholesale, but may continue the use of the name on its retail stores
for up to five (5) years. Messrs. Dessler, Koval and Jay L. Schottenstein ("MZ
Related Parties") and ZS Fund LP., the Company's largest beneficial
shareholder, have entered into a Standstill Agreement pursuant to which: (i)
the MZ Related Parties have agreed not to purchase additional shares of Common
Stock that would cause their aggregate ownership to exceed thirty-three percent
(33%) of the outstanding shares of Company without the consent of ZS Fund and a
majority of the disinterested directors of Company; and (ii) ZS Fund has agreed
not to purchase additional shares of Common Stock that would cause its
aggregate ownership to exceed thirty-six percent (36%) of the Company's
outstanding shares without the consent of MZ Wholesale's affiliates and a
majority of the disinterested directors of Company. The parties entered into an
interim services agreement with respect to certain transitional services,
shared personnel and facilities which runs through August 2003. During fiscal
2002, the Company paid $114,000 under this agreement.  Finally, as part of the
sale, the Company and Messrs. Dessler and Koval each of who remains a director
of the Company, executed mutual releases resolving various compensator and
other claims of the parties.


       During fiscal 2002, the Company purchased approximately $4,241,000 in
merchandise from MZ Wholesale Acquisition LLC.


       The Company's warehouse in South Plainfield, New Jersey is leased from a
limited liability company in which Messrs. Dessler and Koval own approximately
34% and 10% membership interests, respectively. Neither Mr. Dessler nor Mr.
Koval is involved in the management of the lessor and the Company believes the
terms are no less favorable than could be obtained from unrelated parties.






<PAGE>



                         INDEPENDENT AUDITORS' REPORT




The Board of Directors and Stockholders



Odd Job Stores, Inc.:


We have audited the accompanying consolidated financial statements of Odd Job
Stores, Inc. and subsidiaries (Company) as listed in the accompanying index. In
connection with our audits of the consolidated financial statements, we also
have audited the financial statement schedule as listed in the accompanying
index. These consolidated financial statements and the financial statement
schedule are the responsibility of the Company's management. Our responsibility
is to express an opinion on these consolidated financial statements based on
our audits.

We conducted our audits in accordance with auditing standards generally
accepted in the United States of America. Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of Odd Job Stores,
Inc. and subsidiaries as of December 31, 2002 and February 2, 2002, and the
results of their operations and their cash flows for the eleven months ended
December 31, 2002, and the fiscal years ended February 2, 2002 and February 3,
2001, in conformity with accounting principles generally accepted in the
United States of America. Also, in our opinion, the related financial statement
schedule, when considered in relation to the basic consolidated financial
statements taken as a whole, presents fairly in all material respects, the
information set forth herein.

As discussed in Note 1 to the consolidated financial statements, effective
January 1, 2002, the Company adopted the provisions of Statement of Financial
Accounting Standards No. 142, Goodwill and Other Intangible Assets.


/s/ KPMG
--------------

Cleveland, Ohio
March 7, 2003

<PAGE>

                                  SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) 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 on April 30, 2003.

                                          ODD JOB STORES, INC.

                                          By: /s/ STEVE FURNER
                                              -----------------------
                                              Steve Furner
                                              Interim Chief Executive
                                              Officer

     Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on April 30, 2003.

          SIGNATURES
          ----------

 /s/ STEVE FURNER                   Interim Chief Executive
--------------------------          Officer and Director
 Steve Furner

 /s/ EDWARD CORNELL                 Chief Financial Officer
-------------------------
 Edward Cornell


         DIRECTORS
         ---------

 /s/ CHARLES BILEZIKIAN                 /s/ ROBERT HORNE
---------------------------------     --------------------------------
 Charles Bilezikian                     Robert Horne

 /s/ JACOB KOVAL                        /s/ MARK MILLER
---------------------------------     ---------------------------------
 Jacob Koval                            Mark Miller

 /s/ NED L. SHERWOOD                    /s/ WILLIAM A. SHENK
---------------------------------     ---------------------------------
 Ned L. Sherwood                        William A. Shenk

 /s/ JOSEPH NUSIM                       /s/ REUVEN DESSLER
---------------------------------     ---------------------------------
 Joseph Nusim                           Reuven Dessler

 /s/ PHILIP CARTER
---------------------------------
 Philip Carter


<PAGE>

               CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER
                     PURSUANT TO15 U.S.C. 78M(A) OR 78O(D)
                (SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002)


I, Steve Furner, Chief Executive Officer certify that:

(1) I have reviewed this annual report on Form 10-K of Odd Job Stores, Inc.;

(2) Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;

(3) Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;

(4) The registrant's other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

       a. Designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this annual report
is being prepared;

       b. Evaluated the effectiveness of the registrant's disclosure controls
and procedures as of a date within 90 days prior to the filing of this annual
report (the "Evaluation Date"); and

       c. Presented in this annual report our conclusions about effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;


(5) The registrant's other certifying officer and I have disclosed, based on
our most recent evaluation, to the registrant's auditors and the audit
committee of the registrant's board of directors (or persons performing the
equivalent function):

      a. All significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have          identified for
the registrant's auditors any material weakness in          internal controls;
and

       b. Any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls;
and

(6) The registrant's other certifying officer and I have indicated in this
annual report whether or not there were significant changes in the internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.


Date:  April 30, 2003                   By: /s/ Steve Furner
                                           -----------------------
                                           Steve Furner,
                                           Chief Executive Officer


<PAGE>

               CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER
                     PURSUANT TO15 U.S.C. 78M(A) OR 78O(D)
                (SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002)


I, Edward Cornell, Chief Financial Officer certify that:

(1) I have reviewed this annual report on Form 10-K of Odd Job Stores, Inc.;

(2) Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;

(3) Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;

(4) The registrant's other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

       a. Designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this annual report
is being prepared;

       b. Evaluated the effectiveness of the registrant's disclosure controls
and procedures as of a date within 90 days prior to the filing of this annual
report (the "Evaluation Date"); and

       c. Presented in this annual report our conclusions about effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;

(5) The registrant's other certifying officer and I have disclosed, based on
our most recent evaluation, to the registrant's auditors and the audit
committee of the registrant's board of directors (or persons performing the
equivalent function):

       a. All significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have          identified for
the registrant's auditors any material weakness in internal controls; and

       b. Any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls;
and

(6) The registrant's other certifying officer and I have indicated in this
annual report whether or not there were significant changes in the internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.


Date:  April 30, 2003                    By: /s/ Edward Cornell
                                         -----------------------
                                         Edward Cornell
                                         Executive Vice President and
                                         Chief Financial Officer

<PAGE>
                                 EXHIBIT INDEX
EXHIBIT
NUMBER                       DESCRIPTION OF DOCUMENT
-------                      -----------------------
   2.1      Asset Purchase Agreement between Registrant, as seller, and
            MZ Wholesale Acquisition, LLC, dated February 11, 2002**
   3.1      Amended and Restated Articles of Incorporation*
   3.2      Amendment to Amended and Restated Articles of Incorporation
   3.3      Amended and Restated Code of Regulations*
   4.1      Amended and Restated Loan and Security Agreement dated
            February 11, 2002 by and among the Registrant and
            subsidiaries and IBJ Whitehall Business Credit Corp., as
            Administrative Agent for lenders.**
   4.2      Third Amendment to Amended and Restated Loan and Security
            Agreement###
   4.3      Fourth Amendment to Amended and Restated Loan and Security
            Agreement
  10.1      Employment Agreement dated May 7, 2001 between Registrant
            and Peter J. Hayes.***
  10.2      Operating Agreement of MZ Put JV, LLC, dated February 11,
            2002.**
  10.3      Standstill Agreement dated February 11, 2002, by and among
            Reuven Dessler, Jacob Koval, Jay Schottenstein, ZS Fund
            L.P. and Registrant.**
  10.4       Settlement and Termination Agreement, dated February 2,
            2002 between Odd Job Trading Corp. and GB Retailers, Inc.
            (An affiliate of Value City Department Stores).****
  10.5      Employment Letter dated October 31, 2001 for Edward
            Cornell.#
  10.6      South Plainfield, New Jersey Facility Lease.*****
  10.7      1996 Stock Option Plan, as amended
  10.8      Agreement, dated May 3, 2002 between Registrant and Jerry
            Sommers#
  10.9      Agreement, dated June 10, 2002 between Registrant and
            Brady Churches##
  10.10     Interim Services Agreement, as amended between MZ Wholesale
            and Registrant
  10.11     Employment Agreement dated March 17, 2003 between the
            Registrant and Steve Furner
  10.12     Standard Severance and Employment Agreement between the
            Registrant and key employees
  21.0      List of Subsidiaries
  23.0      Consent of Independent Auditors
  24.1      Powers of Attorney
---------------
*     Incorporated by reference to exhibit included in the
      Registrant's Registration Statement on Form S-1 (File #333-
      11739) as amended.
**    Incorporated by reference to an exhibit included in the Current
      Report on Form 8-K dated February 11, 2002.
***   Incorporated by reference to an exhibit included in the Quarterly
      Report on Form 10-Q for the quarter ended May 5, 2001.
****  Incorporated by reference to an exhibit included in the Current Report on
      Form 8-K dated February 2, 2002.
***** Incorporated by reference to an exhibit included in the Annual
      Report on Form 10-K for the fiscal year ended January 30, 1999.
#     Incorporated by reference to an exhibit included in the Annual Report on
      From 10-K for the fiscal year ended February 2, 2002.
##    Incorporated by reference to an exhibit included in the Quarterly Report
      on Form 10-Q for the fiscal quarter ended May 4, 2002.
###   Incorporated by reference to an exhibit included in the Quarterly Report
      on Form 10-Q for the fiscal quarter ended November 2, 2002.