SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

             QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934


                  For the quarterly period ended March 31, 2001

                         Commission File Number 1-12381


                             Linens 'n Things, Inc.
                             ----------------------
             (Exact name of Registrant as specified in its charter)


         Delaware                                        22-3463939
         --------                                        ----------
(State or other jurisdiction of        (I.R.S. Employer Identification Number)
incorporation or organization)



      6 Brighton Road, Clifton, New Jersey                             07015
      ------------------------------------                             -----
     (Address of principal executive offices)                        (Zip Code)


                                 (973) 778-1300
                                 --------------
              (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
                                                    -----           -----



Number of shares outstanding of the issuer's Common Stock:

             Class                     Outstanding at May 3, 2001
             -----                     --------------------------

Common Stock, $0.01 par value                  40,513,851


<PAGE>

<TABLE>
<CAPTION>
                                      INDEX


Part I.  Financial Information                                                          Page No.
                                                                                        --------
  <S>                                                                                        <C>
  Item 1.     Financial Statements

              Consolidated Statements of Operations for the
                 Thirteen Weeks Ended March 31, 2001
                 and April 1, 2000                                                            3

              Consolidated Balance Sheets as of March 31, 2001,
                 December 30, 2000 and April 1, 2000                                          4

              Consolidated Statements of Cash Flows for the
                 Thirteen Weeks Ended March 31, 2001
                 and April 1, 2000                                                            5

              Notes to Consolidated Financial Statements                                    6-7

              Independent Auditors' Review Report                                             8

  Item 2.     Management's Discussion and Analysis of
                 Financial Condition and Results of Operations                             9-11

  Item 3.     Quantitative and Qualitative Disclosures about Market Risk                     11


Part II. Other Information

  Item 1.     Legal Proceedings                                                              12

  Item 6.     Exhibits and Reports on Form 8-K                                               12

              (a) Exhibit Index                                                              12

              (b) Reports on Form 8-K                                                        12

</TABLE>

<PAGE>


                         PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements

<TABLE>
<CAPTION>

                                      LINENS 'N THINGS, INC. AND SUBSIDIARIES
                                       CONSOLIDATED STATEMENTS OF OPERATIONS
                                      (in thousands, except per share amounts)
                                                    (unaudited)


                                                                     Thirteen Weeks Ended
                                                                --------------------------------
                                                                 March 31,          April 1,
                                                                    2001               2000
                                                                -------------     --------------
<S>                                                                 <C>                <C>
Net sales                                                           $379,245           $326,976

Cost of sales, including buying and distribution costs               228,543            198,675
                                                                -------------     --------------

Gross profit                                                         150,702            128,301

Selling, general and administrative expenses                         142,535            120,227
                                                                -------------     --------------

Operating profit                                                       8,167              8,074

Interest expense (income), net                                           570               (106)
                                                                -------------     --------------

Income before provision for income taxes                               7,597              8,180

Provision for income taxes                                             2,904              3,125
                                                                -------------     --------------

Net income                                                           $ 4,693            $ 5,055
                                                                =============     ==============

Per share of common stock:

Basic
   Net income                                                          $0.12              $0.13

   Weighted average shares outstanding                                40,335             39,482

Diluted
   Net income                                                          $0.11              $0.13

   Weighted average shares outstanding                                41,325             40,418


</TABLE>


          See accompanying notes to consolidated financial statements.


<PAGE>

<TABLE>
<CAPTION>

                                      LINENS 'N THINGS, INC. AND SUBSIDIARIES
                                            CONSOLIDATED BALANCE SHEETS
                                       (in thousands, except share amounts)

                                                                      March 31,            December 30,             April 1,
                                                                         2001                  2000                   2000
                                                                  -------------------    ------------------    -------------------
                                                                     (Unaudited)             (Audited)            (Unaudited)
<S>                                                                <C>                         <C>                     <C>
Assets
    Current assets:
      Cash and cash equivalents                                     $         3,502            $   38,524             $   13,938
      Accounts receivable, net                                               33,214                31,508                 19,599
      Inventories                                                           475,465               437,258                377,896
      Prepaid expenses and other current assets                              26,655                25,360                 23,214
                                                                  -------------------    ------------------    -------------------
    Total current assets                                                    538,836               532,650                434,647

    Property and equipment, net                                             271,531               262,409                231,399
    Goodwill, net                                                            18,764                18,977                 19,614
    Deferred charges and other noncurrent assets, net                         7,696                 7,521                  6,139
                                                                  -------------------    ------------------    -------------------

Total assets                                                        $       836,827            $  821,557             $  691,799
                                                                  ===================    ==================    ===================

Liabilities and Shareholders' Equity
    Current liabilities:
      Accounts payable                                              $       190,296            $  183,473             $  172,204
      Accrued expenses and other current liabilities                         88,413               118,580                 80,812
      Short-term borrowings                                                  27,321                 3,903                    --
                                                                  -------------------    ------------------    -------------------
    Total current liabilities                                               306,030               305,956                253,016

     Deferred income taxes and other long-term liabilities                   58,837                56,607                 49,579

    Shareholders' equity:
      Preferred stock, $0.01 par value; 1,000,000 shares
             authorized; none issued and outstanding                            --                    --                     --

    Common stock, $0.01 par value; 135,000,000 shares authorized;
         40,622,506 shares issued and 40,508,191  outstanding at
         March 31, 2001; 40,173,441  shares issued and  40,059,126
         outstanding  at December 30,2000; and 39,561,938 shares
         issued and 39,485,461  outstanding at April 1, 2000                    406                   402                    396
    Additional paid-in capital                                              240,401               231,547                220,938
    Retained earnings                                                       234,879               230,186                170,304
    Accumulated other comprehensive income                                     (296)                  289                    --
    Treasury stock, at cost;  114,315 shares at March 31, 2001
         and December 30, 2000, and 76,477 at April 1, 2000                  (3,430)               (3,430)                (2,434)
                                                                  -------------------    ------------------    -------------------
    Total shareholders' equity                                              471,960               458,994                389,204
                                                                  -------------------    ------------------    -------------------

Total liabilities and shareholders' equity                          $       836,827            $  821,557             $  691,799
                                                                  ===================    ==================    ===================

</TABLE>

          See accompanying notes to consolidated financial statements.


<PAGE>

<TABLE>
<CAPTION>

                                      LINENS 'N THINGS, INC. AND SUBSIDIARIES
                                       CONSOLIDATED STATEMENTS OF CASH FLOWS
                                                   (in thousands)
                                                     (unaudited)

                                                                            Thirteen Weeks Ended
                                                                  -----------------------------------------
                                                                      March 31,              April 1,
                                                                         2001                  2000
                                                                  -------------------    ------------------
<S>                                                                       <C>                   <C>
Cash flows from operating activities:
Net income                                                                $   4,693             $   5,055
   Adjustments to reconcile net income to net
   cash used in operating activities:
     Depreciation and amortization                                            9,394                 7,621
     Deferred income taxes                                                    1,398                   820
     Loss on disposal of assets                                                   3                    --
     Federal  tax  benefit  from common  stock  issued  under
       stock incentive plans                                                  3,979                    51
     Changes in assets and liabilities:
       (Increase) decrease in accounts receivable                            (1,706)                1,237
       Increase in inventories                                              (38,207)              (35,215)
       Increase in prepaid expenses and other current assets                   (963)               (1,000)
       Increase in deferred charges and other
        noncurrent assets                                                      (321)                 (604)
       Increase in accounts payable                                           6,823                27,320
       Decrease in accrued expenses and other liabilities                   (30,263)              (22,303)
                                                                  -------------------    ------------------
   Net cash used in operating activities                                    (45,170)              (17,018)
                                                                  -------------------    ------------------
Cash flows from investing activities:
   Additions to property and equipment                                      (18,149)              (14,931)
                                                                  -------------------    ------------------
Cash flows from financing activities:
   Proceeds from common stock issued under stock incentive
     plans                                                                    4,879                   136
   Increase in short-term borrowings                                         23,418                    --
                                                                  -------------------    ------------------
   Net cash provided by financing activities                                 28,297                   136
                                                                  -------------------    ------------------
   Net decrease in cash and cash equivalents                                (35,022)              (31,813)
   Cash and cash equivalents at beginning of period                          38,524                45,751
                                                                  -------------------    ------------------

Cash and cash equivalents at end of period                                $   3,502             $  13,938
                                                                  ===================    ==================

</TABLE>


          See accompanying notes to consolidated financial statements.


<PAGE>


                     LINENS 'N THINGS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


1.  Basis of Presentation

The accompanying consolidated financial statements,  except for the December 30,
2000  consolidated  balance sheet, are unaudited.  In the opinion of management,
the  accompanying  consolidated  financial  statements  contain all  adjustments
(consisting of only normal recurring  accruals)  necessary to present fairly the
financial position of the Company as of March 31, 2001 and April 1, 2000 and the
results of  operations  and cash flows for the  respective  thirteen  weeks then
ended. Because of the seasonality of the specialty retailing business, operating
results of the Company on a quarterly  basis may not be  indicative of operating
results for the full year.

These consolidated  financial  statements should be read in conjunction with the
Company's audited  consolidated  financial  statements for the fiscal year ended
December 30, 2000,  included in the  Company's  Annual Report on Form 10-K filed
with the  Securities  and  Exchange  Commission.  All  significant  intercompany
accounts and transactions have been eliminated.

The December 30, 2000 consolidated  balance sheet amounts have been derived from
the Company's audited consolidated balance sheet amounts.


2.  Short-Term Borrowing Arrangements

The Company has available a three-year,  $140 million  senior  revolving  credit
facility  agreement  (the  "Credit  Agreement")  with third party  institutional
lenders  expiring  October 20, 2003. The Credit  Agreement also allows for up to
$40 million in borrowings from uncommitted lines of credit outside of the Credit
Agreement. Under the Credit Agreement, the amount of borrowings can be increased
up to $150 million provided certain terms and conditions contained in the Credit
Agreement are met.  Interest on all borrowings is determined  based upon several
alternative rates as stipulated in the Credit Agreement,  including a fixed rate
plus LIBOR rate. The Credit  Agreement  contains  certain  financial  covenants,
including those relating to the  maintenance of a minimum  tangible net worth, a
minimum fixed charge coverage ratio,  and a maximum  leverage ratio. As of March
31, 2001, the Company was in compliance with the terms of the Credit  Agreement.
As of March 31,  2001,  the Company had $20.0  million in  borrowings  under the
Credit Agreement and $7.3 million in borrowings against the uncommitted lines of
credit.  In  addition,  as of March 31, 2001 the  Company  had $10.7  million of
letters of credit  outstanding.  The  letters of credit  were used to  guarantee
certain insurance obligations and to secure a foreign line of credit.

3.  Recent Accounting Pronouncements

The Company was required to adopt Statement of Financial  Standards ("SFAS") No.
133 "Accounting for Derivative  Instruments and Hedging  Activities"  ("SFAS No.
133").  This  statement  was  effective  with the first  quarter of fiscal years
beginning after June 15, 2000. For the Company,  implementation was required for
the  first  quarter  of  fiscal  2001.  The  Company  has  determined  that  the
implementation of SFAS No. 133 did not have a significant  effect on its results
of operations or financial position.

At a recent FASB Emerging  Issues Task Force ("EITF")  meeting,  a consensus was
reached with respect to the issue of "Accounting for Certain Sales  Incentives,"
including  point of sale coupons,  rebates and free  merchandise.  The consensus
included a conclusion  that the value of such sales  incentives that result in a
reduction of the price paid by the customer  should be netted  against sales and
not  classified  as a sales or  marketing  expense.  The adoption of the EITF is
required in the second quarter of fiscal 2001. The Company already includes such
sales  incentives  against sales and records free  merchandise  in cost of goods
sold as required by the new EITF consensus.


<PAGE>


4.  Comprehensive Income

Comprehensive income for the three months ended March 31, 2001 and April 1, 2000
is as follows:


                                                     March 31,       April 1,
                                                       2001            2000
                                                   -----------     -------------
Net income                                         $   4,693          $   5,005
Foreign currency translation adjustment                 (585)               --
                                                   -----------     -------------
Comprehensive income                               $   4,108          $   5,055
                                                   ===========     =============



5. Reclassification

Certain  reclassifications  were made to the fiscal 2000 consolidated  financial
statements in order to conform to the fiscal 2001 presentation.


<PAGE>




                       Independent Auditors' Review Report



The Board of Directors and Shareholders
Linens 'n Things, Inc.:

We have reviewed the consolidated  balance sheets of Linens 'n Things,  Inc. and
Subsidiaries  as  of  March  31,  2001  and  April  1,  2000,  and  the  related
consolidated  statements  of  operations  and cash flows for the thirteen  weeks
ended March 31, 2001 and April 1, 2000. These consolidated  financial statements
are the responsibility of the Company's management.

We conducted our review in accordance with standards established by the American
Institute  of  Certified  Public  Accountants.  A review  of  interim  financial
information  consists  principally of applying  analytical  review procedures to
financial  data and making  inquiries of persons  responsible  for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with auditing  standards  generally  accepted in the United States of
America,  the objective of which is the  expression of an opinion  regarding the
financial  statements taken as a whole.  Accordingly,  we do not express such an
opinion.

Based on our review, we are not aware of any material  modifications that should
be made to the consolidated  financial  statements referred to above for them to
be in conformity with  accounting  principles  generally  accepted in the United
States of America.

We have  previously  audited,  in accordance with auditing  standards  generally
accepted in the United  States of America,  the  consolidated  balance  sheet of
Linens 'n Things,  Inc. and Subsidiaries as of December 30, 2000 and the related
consolidated statements of operations,  shareholders' equity, and cash flows for
the year then ended (not presented herein);  and in our report dated January 31,
2001 we  expressed  an  unqualified  opinion  on  those  consolidated  financial
statements.  In our  opinion,  the  information  set  forth in the  accompanying
consolidated  balance sheet as of December 30, 2000 is fairly presented,  in all
material respects,  in relation to the consolidated  balance sheet from which it
has been derived.


KPMG LLP



New York, New York
April 18, 2001


<PAGE>


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

                     LINENS 'N THINGS, INC. AND SUBSIDIARIES
                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following  discussion and analysis  should be read in  conjunction  with the
consolidated financial statements of the Company and the notes thereto appearing
elsewhere in this document.

Results of Operations

Thirteen  Weeks Ended March 31, 2001 Compared with Thirteen Weeks Ended April 1,
2000


Net sales  increased  16.0% to $379.2 million for the thirteen weeks ended March
31, 2001, up from $327.0  million for the same period last year,  primarily as a
result of new store openings since April 1, 2000. Comparable store net sales for
the  thirteen  weeks ended March 31,  2001,  declined  1.8% as compared  with an
increase of 3.3% for the same period last year. The decline in comparable  store
net sales can be  attributed  to a decline in consumer  traffic due to a slowing
economy and the consolidation of retailers within the Company's category.

During the  thirteen  weeks ended March 31, 2001,  the Company  opened 11 stores
including one in Canada,  and closed one store,  compared with opening 12 stores
and closing two stores during the same period last year. At March 31, 2001,  the
Company  operated 293 stores,  compared with 240 stores at April 1, 2000.  Store
square  footage  increased  23.6% to  10,238,000 at March 31, 2001 compared with
8,282,000 at April 1, 2000.

Gross profit for the thirteen weeks ended March 31, 2001 was $150.7 million,  or
39.7% of net sales, compared with $128.3 million, or 39.2% of net sales, for the
same  period  last year.  The  increase  in gross  profit was due  primarily  to
improved  mark-on as a result of product mix. In addition,  logistics costs as a
percentage  of net sales were lower as compared to the same period last year, as
the Company continues to leverage these costs through its centralized  logistics
network.

Selling,  general and administrative expenses for the thirteen weeks ended March
31,  2001 were  $142.5  million,  or 37.6% of net sales,  compared  with  $120.2
million,  or 36.8% of net sales for the same period last year. The increase as a
percentage of net sales is predominately  due to the  de-leveraging of occupancy
costs, and to a lesser extent, store payroll costs. However, these expenses were
partially offset by the leveraging of administrative expenses.

Operating  profit for the thirteen  weeks ended March 31, 2001 increased to $8.2
million, or 2.2% of net sales, compared with $8.1 million, or 2.5% of net sales,
for the same period last year.

The Company was in a net borrowing  position for the thirteen  weeks ended March
31, 2001,  compared to being in a net cash position for the same period in 2000.
As a result, the Company incurred net interest expense of approximately $570,000
(including  commitment fees in connection with the Company's  Credit  Agreement)
for the thirteen weeks ended March 31, 2001,  compared with earning net interest
income of approximately $106,000 for the same period last year.

The Company's income tax expense for the thirteen weeks ended March 31, 2001 was
approximately  $2.9  million as compared  with $3.1  million for the same period
last year.  The Company's  effective  tax rate was 38.2% for the thirteen  weeks
ended March 31, 2001 and April 1, 2000.

As a result of the factors  described  above,  net income for the thirteen weeks
ended March 31,  2001 was $4.7  million,  or $0.11 per share on a fully  diluted
basis,  compared with $5.1 million, or $0.13 per share on a fully diluted basis,
for the same period last year.


<PAGE>


                     LINENS 'N THINGS, INC. AND SUBSIDIARIES
                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Liquidity and Capital Resources

The Company's capital requirements are primarily for new store expenditures, new
store inventory  purchases and seasonal working capital.  These requirements are
funded  through a combination  of  internally  generated  cash from  operations,
credit extended by suppliers and short-term borrowings.

The Company has  available  a $140  million  senior  revolving  credit  facility
expiring  October 20, 2003,  which can be increased up to $150 million  provided
certain  terms and  conditions  contained in the Credit  Agreement are met. This
agreement allows for up to $40 million in borrowings from  uncommitted  lines of
credit.

Net cash used in operating  activities  for the  thirteen  weeks ended March 31,
2001 was $45.2  million  compared  with $17.0  million  for the same period last
year. The increase in cash used in operating activities was primarily due to the
settlement of vendor payments outpacing inventory turnover.

Net cash used in investing  activities during the thirteen weeks ended March 31,
2001 was $18.1  million  compared  with $14.9  million  for the same period last
year.  The increase in net cash used in investing  activities was due to capital
expenditures related to incremental new store openings scheduled to occur in the
first half of 2001 compared with the same period last year.

Net cash provided by financing  activities during the thirteen weeks ended March
31, 2001 was $28.3 million compared with $136,000 for the same period last year.
This increase was primarily the result of short-term borrowings of $27.3 million
at the end of the thirteen weeks ended March 31, 2001 due to the increase in net
cash used in operating activities.

Management  currently  believes that the Company's  cash flows from  operations,
credit extended by suppliers,  the revolving credit facility and the uncommitted
lines of credit will be sufficient to fund anticipated capital  expenditures and
working capital requirements in the foreseeable future.

Inflation

The Company does not believe  that its  operating  results have been  materially
affected  by  inflation  during  the  preceding  three  years.  There  can be no
assurance, however, that the Company's operating results will not be affected by
inflation in the future.



<PAGE>


                     LINENS `N THINGS, INC. AND SUBSIDIARIES
                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Seasonality

The  Company's   business  is  subject  to  substantial   seasonal   variations.
Historically,  the Company has realized a  significant  portion of its net sales
and net income for the year during the third and fourth quarters.  The Company's
quarterly results of operations may also fluctuate  significantly as a result of
a variety of other  factors,  including  the timing of new store  openings.  The
Company believes this is the general pattern  associated with its segment of the
retail   industry  and  expects  this  pattern  will  continue  in  the  future.
Consequently,  comparisons  between quarters are not necessarily  meaningful and
the results for any quarter are not necessarily indicative of future results.

Forward-Looking Statements

The  foregoing  contains  forward-looking  statements  within the meaning of The
Private  Securities  Litigation  Reform Act of 1995. The statements  were made a
number of times and have been identified by such forward-looking  terminology as
"expect,"  "believe,"  "may,"  "will,"  "intend,"  "plan,"  "target" and similar
statements  or  variations  of  such  terms.  All of our  "outlook"  information
constitutes forward-looking information. All such forward-looking statements are
based on our current expectations,  assumptions, estimates and projections about
our Company and involve certain  significant risks and  uncertainties  including
levels of sales,  store traffic,  acceptance of product  offerings and fashions,
the success of our new business concepts and seasonal  concepts,  the success of
our new store  openings,  competitive  pressures  from  other  home  furnishings
retailers,  the  success of the  Canadian  expansion,  availability  of suitable
future  store  locations,  schedule  of  store  expansion,  the  impact  of  the
bankruptcies  and  consolidations  in our industry,  and the impact of a slowing
consumer  economy.  These  and other  important  factors  that may cause  actual
results to differ materially from such  forward-looking  statements are included
in the "Risk Factors"  section of the Company's  Registration  Statement on Form
S-1 as filed with the  Securities  and Exchange  Commission on May 29, 1997, and
may be contained in subsequent  reports filed with the  Securities  and Exchange
Commission.  You are  urged  to  consider  all  such  factors.  In  light of the
uncertainty inherent in such forward-looking statements, you should not consider
their inclusion to be a representation that such forward-looking matters will be
achieved.   The  Company   assumes  no   obligation   for   updating   any  such
forward-looking  statements to reflect actual results, changes in assumptions or
changes in other factors affecting such forward-looking statements.


Item 3.  Quantitative and Qualitative Disclosures about Market Risk.

Market risks relating to the Company's  operations result primarily from changes
in interest  rates and foreign  exchange  rates.  The Company does not engage in
financial transactions for trading or speculative purposes.

In the normal  course of  operations,  the  Company  is  exposed to market  risk
arising  from  adverse  changes in  interest  rates.  The  Company is exposed to
interest rate risks primarily through borrowings under the Credit Agreement. The
Company does not hedge these  interest  rate risks.  As of March 31,  2001,  the
Company had $20.0  million in  borrowings  under the Credit  Agreement  and $7.3
million in  borrowings  against  the  uncommitted  lines of credit at a variable
rate.

The Company enters into some purchase  obligations outside of the United States,
which are predominately settled in U.S. dollars and, therefore, has only minimal
exposure to foreign currency  exchange risks. The Company does not hedge against
foreign  currency  risks and believes  that foreign  currency  exchange  risk is
immaterial.



<PAGE>



                           PART II - OTHER INFORMATION


Item 1 - Legal Proceedings

The Company is a defendant in a California state court  litigation  brought as a
class  action on  behalf of  certain  managers  of  Company  stores  located  in
California  seeking  overtime pay as well as a claim for accrued vacation pay on
behalf of certain  former  employees.  In the event such claims for vacation pay
are  determined  adversely  to the Company,  management  of the Company does not
believe  that such  claims if so  adversely  determined,  would  have a material
adverse  effect on the  Company's  financial  position,  liquidity or results of
operations.  On April 2, 2001,  the managers  were granted  class  certification
status for the  overtime  pay claims.  The class of  approximately  480 managers
consists of all current and former employees of Linens 'n Things in the State of
California,  holding the position of salaried  manager  designated  by Linens 'n
Things as a  Department  Manager,  Merchandise  Manager,  Assistant  Merchandise
Manager or Receiving  Manager (also known as Flow/Ops Manager) at any time on or
after February 17, 1996 until April 2, 2001.  There has been no determination of
the  extent  to  which  overtime  pay may or may not be  owed.  The  Company  is
proceeding to defend the overtime claims on the merits and to evaluate potential
exposure.

Item 6.  Exhibits and Reports on Form 8-K

(a)      EXHIBIT INDEX

          Exhibit
          Number  Description
          ------  -----------

          11      Computation of Net Income Per Common Share
          15      Letter re unaudited interim financial information




(b)      Reports on Form 8-K:


          The Company  filed a Current  Report on Form 8-K dated March 29, 2001,
          concerning the Employment  Agreements with certain executive  officers
          of the Company.



                                    SIGNATURE

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.


                          LINENS 'N THINGS, INC.
                          (Registrant)


                               WILLIAM T. GILES
                          By:
                               -------------------------------------------
                               William T. Giles
                               Senior Vice President, Chief Financial Officer
                               (Duly authorized officer and
                               principal financial officer)
Date:  May 14, 2001