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 29, 1997

                         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 
      incorporation or organization)            Identification Number)



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


                                 (201) 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 8, 1997

 Common Stock, $0.01 par value                              19,267,758


<PAGE>


                                      INDEX


Part I. - Financial Information                                      Page No.
                                                                     -------


     Consolidated Statements of Operations for the
        Thirteen Weeks Ended March 29, 1997 and March 30, 1996            3


     Consolidated Balance Sheets as of
        March 29, 1997, December 31, 1996 and March 30, 1996              4


     Consolidated Statements of Cash Flows for the
       Thirteen Weeks Ended March 29, 1997 and March 30, 1996             5


     Notes to Consolidated Financial Statements                         6-7


     Independent Auditors' Review Report                                   8

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



Part II. - Other Information                                             12



<PAGE>


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

<TABLE>
<CAPTION>
                                                                           Thirteen Weeks Ended 
                                                                          March 29,         March 30,
                                                                             1997              1996
                                                                       ---------------- -----------
                                                                                 (Unaudited)
<S>                                                                   <C>               <C>   
Net sales                                                             $      179,911    $     138,167
Cost of sales, including buying and warehousing costs                        111,596           87,669
                                                                      --------------    -------------
Gross profit                                                                  68,315           50,498
                                                                      --------------    -------------

Selling, general and administrative expenses                                  67,371           51,509
                                                                      --------------    -------------

Operating profit (loss)                                                          944           (1,011)

Interest expense, net                                                            336            2,082
                                                                      --------------    -------------

Income (loss) before provision for
  income taxes                                                                   608           (3,093)

Provision for (benefit from) income taxes                                        256           (1,307)
                                                                      --------------    --------------

Net income (loss)                                                     $          352    $      (1,786)
                                                                      ==============    ==============

Per share of common stock:

Net income (loss)                                                     $         0.02    $       (0.09)
                                                                      --------------    --------------

Weighted average shares outstanding                                           19,706           19,268



</TABLE>





          See accompanying notes to consolidated financial statements.


<PAGE>


                     LINENS 'N THINGS, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
            As of March 29, 1997, December 31,1996 and March 30, 1996
                      (in thousands, except per share data)

<TABLE>
<CAPTION>
                                                             March 29,      December 31,          March 30,
                                                                 1997               1996             1996
                                                            ----------      ------------          ---------
                                                            (Unaudited)                           (Unaudited)
<S>                                                         <C>                 <C>             <C>
Assets
   Current assets:
     Cash and cash equivalents                              $     3,048         $  26,914       $     4,251
     Accounts receivable, net                                    15,738            17,384             9,633
     Inventories                                                202,166           202,134           180,348
      Prepaid expenses and other current assets                   9,785            10,360            10,755
                                                            -----------         ---------       -----------
   Total current assets                                         230,737           256,792           204,987
                                                            -----------         ---------       -----------
     Property and equipment, net                                137,862           138,508           111,111
     Goodwill, net of accumulated amortization
       of $5,028 at March 29, 1997
       $4,814 at December 31, 1996
       and $4,178 at March 30, 1996                              22,163            22,376            23,013
     Deferred charges and other noncurrent assets, net            6,117             6,281             6,433
                                                            -----------         ---------       -----------
   Total assets                                             $   396,879         $ 423,957       $   345,544
                                                            -----------         ---------       -----------

Liabilities and Shareholders' Equity
  Current liabilities:
     Accounts payable                                       $    67,971         $  92,529       $    69,427
     Accrued expenses and other current liabilities              43,345            53,207            28,706
     Short-term debt                                              5,720                --                --
     Due to related parties                                          --                --           159,854
                                                            -----------         ---------       -----------
   Total current liabilities                                    117,036           145,736           257,987
     Long-term note                                              13,500            13,500                --
     Deferred income taxes and other long-term
     liabilities                                                 16,264            14,994            12,666


   Shareholders' equity:
     Preferred stock, $.01 par value;
       1,000,000 shares authorized;
       none issued and outstanding                                   --                --                --

     Common stock, $.01 par value;
       60,000,000 shares authorized;
       19,267,758 issued and outstanding at
       March 29, 1997 and December 31, 1996                         193               193                --
     Additional paid-in capital                                 200,189           200,189            42,372
     Retained earnings                                           49,697            49,345            32,519
                                                            -----------         ---------       -----------
   Total shareholders' equity                                   250,079           249,727            74,891
                                                            -----------         ---------       -----------
Total liabilities and shareholders' equity                  $   396,879         $ 423,957         $ 345,544
                                                            -----------         ---------         ---------

</TABLE>

          See accompanying notes to consolidated financial statements.


<PAGE>


                     LINENS 'N THINGS, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (in thousands)
<TABLE>
<CAPTION>
                                                                       Thirteen Weeks Ended
                                                                  March 29,             March 30,
                                                                      1997                  1996
                                                                  -------------         --------
                                                                              (Unaudited)
<S>                                                             <C>                     <C>           
Cash flows from operating activities:
     Net income (loss)                                          $        352            $    (1,786)
     Adjustments to reconcile net income (loss)
     to net cash used in operating activities:

         Depreciation and amortization                                 4,264                  3,538
         Deferred income taxes                                           450                  1,559
         Loss on disposal of assets                                      634                    172
         Changes in assets and liabilities:
              Decrease in accounts receivable                          1,646                  4,322
              Increase in inventories                                    (32)                (3,455)
              Decrease in prepaid expenses
                and other current assets                               1,099                    814
              Increase in deferred charges
                and other noncurrent assets                               --                     (3)
              Decrease in accounts payable                           (19,241)               (13,556)
              Decrease in accrued expenses
                and other liabilities                                 (3,161)               (12,584)
                                                                -------------           ------------
     Net cash used in operating activities                           (13,989)               (20,979)
                                                                -------------           ------------

Cash flows from investing activities:
     Additions to property and equipment                              (3,875)                (6,889)
                                                                -------------           ------------

Cash flows from financing activities:
     Increase in due to related parties                                   --                 41,202
     Proceeds from issuance of short-term debt                         5,720                    --
     Decrease in book overdrafts                                     (11,722)               (13,305)
                                                                -------------           ------------
     Net cash (used in) provided by financing activities              (6,002)                27,897
                                                                -------------           -----------
     Net (decrease) increase in cash and cash equivalents            (23,866)                    29
     Cash and cash equivalents at beginning of year                   26,914                  4,222
                                                                ------------            -----------
Cash and cash equivalents at end of period                      $      3,048            $     4,251
                                                                ------------            -----------

</TABLE>

          See accompanying notes to consolidated financial statements.


<PAGE>


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


1.  Business

Linens 'n Things, Inc. (formerly Bloomington,  MN., L.T., Inc.) and subsidiaries
(collectively the "Company") operated 165 stores, including 132 superstores,  in
34  states  across  the  United  States  as of March  29,  1997.  The  Company's
superstores  average 33,000 square feet while traditional  stores average 10,000
square feet. The Company's  newest  superstores  range between 35,000 and 40,000
gross square feet in size. The Company's  stores emphasize a broad assortment of
home textiles, housewares and home accessories, carrying both national brand and
private label goods.


2.  Basis of Presentation

The accompanying consolidated financial statements,  except for the December 31,
1996  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 29, 1997 and March 30, 1996 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 year ended December
31, 1996,  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 31, 1996 Consolidated  Balance Sheet amounts have been derived from
the Company's audited consolidated balance sheet amounts.


3.  Initial Public Offering

The Company was a wholly-owned  subsidiary of CVS Corporation ("CVS"),  formerly
Melville  Corporation,  until  November 26, 1996,  when CVS completed an initial
public  offering  ("IPO") of 13,000,000  shares of the  Company's  common stock.
Subsequent  to  the  IPO,  CVS  owned   approximately  32.5%  of  the  Company's
outstanding common stock, having retained 6,267,758 shares.

During 1996, CVS acquired 100 shares of common stock of Linens 'n Things Center,
Inc. ("LNT Center"), a newly formed California corporation, for $130,010,000. In
June,  1996,  CVS  contributed  all  outstanding   shares  of  common  stock  of
Bloomington,  MN.,  L.T.,  Inc. to LNT Center.  In addition,  CVS made a capital
contribution  of $28,000,000 to LNT Center during October,  1996.  Subsequently,
CVS contributed  all outstanding  shares of common stock of LNT Center to Linens
'n  Things,  Inc.,  a  newly  formed  Delaware  corporation.   The  accompanying
consolidated financial statements are presented as if Linens 'n Things, Inc. had
existed and owned LNT Center and Bloomington, MN., L.T., Inc. throughout 1996.

Immediately  prior to the consummation of the IPO, the authorized  capital stock
of the Company was changed from 100 shares of common  stock,  par value $.01 per
share, to 60 million shares of common stock,  par value $.01 per share, and each
issued and  outstanding  share of common  stock was  converted  into  192,677.58
shares of common stock.


4.  Short-Term Borrowing Arrangements

Prior to the IPO, all  financing  was  provided to the Company by CVS.  Interest
rates  charged  on  borrowings  from CVS were  based  on CVS'  commercial  paper
borrowing rates. In connection with the IPO, the Company repaid all indebtedness
to CVS and entered into a three-year,  $125.0  million senior  revolving  credit
facility  agreement  (the "Credit  Agreement").  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 defined in the Credit  Agreement.  Interest on all borrowings
is determined based upon several  alternative  rates as stipulated in the Credit
Agreement.  As of March 29, 1997,  the Company was in compliance  with all terms
and  conditions  of the Credit  Agreement.  On March 29,  1997,  the Company had
borrowings under the Credit Agreement of $720,000.




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


The Credit  Agreement  allows for $10.0 million in borrowings  from  uncommitted
lines  outside of the Credit  Agreement.  As of March 29, 1997,  the Company had
$5.0 million in borrowings  against the uncommitted lines of credit. The average
borrowing rate for the first quarter ended March 29, 1997 was 5.78%.


5.  Long-Term Note

In  conjunction  with the IPO,  the Company  issued a four-year,  $13.5  million
subordinated   note  (the  "Note")  to  CVS.  The  Note  contains  no  principal
amortization prior to maturity in December 2000, and requires quarterly interest
payments at the 90-day  LIBOR rate plus the  applicable  spread under the Credit
Agreement  described  above.  The Note also provides for  forgiveness by CVS, at
varying amounts,  based upon the proceeds from any sales of the Company's common
stock by CVS  together  with the  market  value of the  common  stock  which CVS
continues to own at December 31, 1997.  The average  borrowing  rate on the Note
for the first quarter ended March 29, 1997 was 6.8%.


6.  Recent Accounting Pronouncement

In February 1997, Statement of Financial Accounting Standards No. 128, "Earnings
per Share" ("SFAS No. 128") was issued.  SFAS No. 128  simplifies  the standards
for  computing  earnings per share,  and makes the United  States  standards for
computing  earnings per share more comparable to international  standards.  SFAS
No. 128 requires the  presentation of "basic" earnings per share (which excludes
dilution)  and  "diluted"  earnings per share.  The Company does not believe the
adoption  of SFAS No. 128 in fiscal 1997 will have a  significant  impact on the
Company's  reported  earnings per share. SFAS No. 128 is effective for financial
statements  issued for periods  ending  after  December  15,  1997 and  requires
restatement of prior period earnings per share presented.


<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  29,  1997  and  March  30,  1996,  and  the  related
consolidated  statements  of  operations  and cash  flows for the  thirteen-week
periods  then  ended.   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 generally accepted auditing standards, 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 generally accepted accounting principles.

We have  previously  audited,  in accordance  with generally  accepted  auditing
standards,   the  consolidated  balance  sheet  of  Linens 'n Things,  Inc.  and
Subsidiaries as of December 31,1996 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  February  4,1997,  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 31, 1996, is fairly presented, in all material respects, in relation to
the consolidated balance sheet from which it has been derived.



                                      /S/ KPMG PEAT MARWICK LLP

New York, New York
April 15, 1997



<PAGE>
                     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 29, 1997 Compared to Thirteen  Weeks Ended March 30,
1996

         During the thirteen  weeks ended March 29, 1997, the Company opened one
superstore and closed five stores,  as compared to opening three superstores and
closing ten stores in the  thirteen  weeks ended  March 30,  1996.  At March 29,
1997,  the  Company  operated  165  stores,  of which 132 were  superstores,  as
compared to 148 stores, of which 102 were superstores,  at March 30, 1996. Store
square  footage  increased 28% to 4,696,000 at March 29, 1997 from  3,680,000 at
March 30, 1996.

         Net sales  increased  30.2% to $179.9  million for the  thirteen  weeks
ended March 29, 1997,  compared to $138.2 million for the same period last year,
primarily as a result of new store  openings  since March 30,  1996.  Comparable
store net sales for the thirteen  weeks ended March 29, 1997  increased  7.7% at
the  Company's  superstore  locations  and  5.7%  for the  Company  as a  whole.
Traditional  store net sales  were less than 10% of total net sales  during  the
thirteen  weeks ended March 29, 1997, and will continue to represent a declining
percentage of total net sales throughout the year as more superstores are opened
and  traditional  stores  are  closed.  The  Company's  average  net  sales  per
superstore  were $5.6 million for the  fifty-two  weeks ended March 29, 1997, up
from $5.2  million for the same period in 1996.  For the  fifty-two  weeks ended
March 29, 1997 average  superstore  net sales per square foot  increased to $173
from  $171 in the  prior  fifty-two  week  period.  Comparable  store  net sales
increased in key product  categories  of the  Company's  business and across all
major markets. Net sales for the thirteen weeks ended March 29, 1997 reflect the
entire Easter selling season, and a milder winter as compared to the same period
in 1996. In 1996, the final week of the Easter selling season fell in the second
quarter.

         For the thirteen  weeks ended March 29,  1997,  while both the "linens"
and "things" sides of the business experienced comparable store net sales gains,
"things"  continued  to grow at a faster pace than  "linens."  For the  thirteen
weeks  ended  March  29,  1997,  net  sales of  "things"  merchandise  increased
approximately  45% over the same  period in the prior  year,  while net sales of
"linens"  merchandise  increased  approximately  24% for the  same  period.  The
increase in net sales of "things" merchandise primarily resulted from the growth
in the number of  superstore  locations  which  carry a larger  line of "things"
products as well as the overall expansion of the product  categories in existing
stores.

         Gross  profit for the  thirteen  weeks  ended  March 29, 1997 was $68.3
million,  or 38.0% of net  sales,  compared  to $50.5  million,  or 36.6% of net
sales, in the same period during 1996. The improvements in gross profit were due
primarily to lower clearance markdowns, improved margins due to the shift in the
merchandise  mix  towards  "things"  and  lower  freight  costs as a  result  of
increased  utilization of the Company's  distribution center during the thirteen
weeks ended March 29, 1997  compared to the prior year period.  Gross margin for
both "linens" and "things"  merchandise  increased consistent with the Company's
consolidated  results.  The gross margin for "things"  merchandise  was slightly
higher than the gross margin for  "linens"  merchandise  for the first  thirteen
week periods in both 1997 and 1996.

         Selling,  general and administrative expenses ("SG&A") for the thirteen
weeks ended March 29, 1997 were $67.4 million,  or 37.5% of net sales,  compared
to $51.5 million, or 37.3% of net sales in the corresponding period during 1996.
During the  thirteen  weeks ended March 30,  1996,  the Company  recorded a $0.5
million  insurance  recovery gain  associated  with damages to one of its stores
caused by severe winter conditions. Excluding this gain, SG&A as a percentage of
net sales  would have shown an  improvement  of 20 basis  points  (37.5% for the
thirteen weeks ended March 29, 1997 compared to 37.7% for the same period in the
prior year).  This  improvement  is primarily  attributable  to the sales volume
increasing  faster than  increases in SG&A during the thirteen weeks ended March
29, 1997 compared to the prior year period  (excluding  the  insurance  recovery
gain).

         Operating  profit for the thirteen weeks ended March 29, 1997 increased
to $0.9 million,  or 0.5% of net sales,  compared to a loss of $1.0 million,  or
(0.7%) of net sales, during the same period in 1996.

         Net interest expense (including  commitment fees in connection with the
$125 million  Credit  Agreement) for the thirteen weeks ended March 29, 1997 was
$336,000  compared to $2.1 million for the thirteen  weeks ended March 30, 1996.
The  reduction  in net  interest  expense is due to a  reduction  in net average
borrowings,  which were $7.9 million in the thirteen  weeks ended March 29, 1997
as compared to $145.0  million in the same period in 1996.  The reduction in net
average  borrowings is a result of the capital  contributions from CVS of $158.0
million in 1996 prior to the IPO and  improved  operating  performance.  See "--
Liquidity and Capital Resources."

         The Company's income tax expense for the thirteen weeks ended March 29,
1997 was  $256,000,  as  compared to a benefit of $1.3  million  during the same
period in 1996.

         Net income for the  thirteen  weeks ended March 29, 1997  increased  to
$352,000, or $0.02 per share, compared to a net loss of $1.8 million, or ($0.09)
per share, during the same period in 1996.

Liquidity and Capital Resources

         The Company's capital requirements have been used primarily for capital
investment in new stores,  new store  inventory  purchases and seasonal  working
capital.  The capital  requirements  and working  capital needs have been funded
through a  combination  of internally  generated  cash from  operations,  credit
extended by suppliers and borrowings from CVS.

         Net cash used in operating activities for the first quarter of 1997 was
$14.0  million  compared to $21.0  million  for the same  period last year.  The
decrease in cash used during the first quarter of 1997 was due to a $2.1 million
increase in  profitability  and only a slight  increase in  inventory  due to an
improved  inventory  turnover rate  compared to the first  quarter of 1996.  The
decrease was also due to a smaller  reduction in current  liabilities  caused by
the timing of vendor payments.

         Net cash used in investing  activities during the first quarter of 1997
was $3.9  million  compared to $6.9  million in the same  period last year.  The
decrease  from the first  quarter of 1996 is  associated  with the timing of the
Company's new store openings.

         Net cash used in financing  activities during the first quarter of 1997
was $6.0 million compared to net cash provided by financing  activities of $27.9
million for the same period last year. Net cash used during the first quarter of
1997 was primarily the result of the timing of the settlement of vendor payments
offset by borrowings of $5.7 million. Net cash provided during the first quarter
of 1996 was primarily  the result of CVS's  funding of the  Company's  increased
working capital needs.

         The Company has available a $125 million  three-year  senior  revolving
credit  facility.   Management  believes  that  the  Company's  cash  flow  from
operations  and  the  revolving  credit  facility  will  be  sufficient  to fund
anticipated capital  expenditures and working capital  requirements for at least
the next three years.  Through  December 31, 1996,  the Company had not borrowed
against this facility. For more discussion, see "Notes to Consolidated Financial
Statements."

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.

Seasonality

         The Company's business is subject to substantial  seasonal  variations.
Historically,  the Company has realized a  significant  portion of its net sales
and substantially all of its net income for the year during the third and fourth
quarters, with a majority of net sales and net income for such quarters realized
in the fourth quarter.  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

         This  Quarterly   Report  to  Shareholders   contains   forward-looking
information within the meaning of The Private  Securities  Litigation Reform Act
of 1995. The  statements are made a number of times  throughout the document and
may be  identified  by use of  forward-looking  terminology  such  as  "expect",
"believe",  "will" or similar  statements  or  variations  of such  terms.  Such
forward-looking  statements  involve certain risks and  uncertainties  including
levels of sales,  store  competition  and  acceptance  of product  offerings and
fashions  and,  in each case,  actual  results may differ  materially  from such
forward-looking  information.  Certain  factors that may cause actual results to
differ 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  November  25,  1996 as well as  other
periodic  reports  filed  by  the  Company  with  the  Securities  and  Exchange
Commission  and you are urged to consider such factors.  The Company  assumes no
obligation for updating any such forward-looking statements.

<PAGE>


 PART II - OTHER INFORMATION



Item 6 - Exhibits and Reports on Form 8-K


(a)       EXHIBIT INDEX

 Exhibit
 Number    Description


     11    Computation of Net Income (Loss) Per Common Share 
     15    Letter re Unaudited Interim Financial Information
     27    Financial   Data  Schedule   (filed electronically with SEC only)



 (b)     Reports on Form 8-K:

         No Current  Reports on Form 8-K were  filed by the  Company  during the
three month period ended March 29, 1997.






                                    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)





                                  James M. Tomaszewski
                                  Senior Vice President, Chief Financial Officer





Date:   May 12, 1997