STAGE STORES INC
8-K, 1997-05-27
DEPARTMENT STORES
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

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

                                  May 21, 1997
                DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED)

                               STAGE STORES, INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


       DELAWARE                      000-21011                   76-0407711
    (STATE OR OTHER                (COMMISSION                 (IRS EMPLOYER
    JURISDICTION OF                FILE NUMBER)              IDENTIFICATION NO.)
    INCORPORATION)

                     10201 Main Street, Houston, Texas 77025
               (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)

                                 (713) 667-5601
              (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)

                                 Not Applicable
             (FORMER NAME OR ADDRESS, IF CHANGED SINCE LAST REPORT)

- ------------------------------------------------------------------------------
<PAGE>
ITEM 5.           OTHER EVENTS.

      On May 21, 1997 Mark Shulman, Director, Executive Vice President and Chief
Merchandising Officer of Stage Stores, Inc. tendered his resignation. He will
assume the positions of President and Chief Executive Officer of Younkers, a
divisions of Proffits Inc., headquartered in Des Moines, Iowa.

      A press release announcing the action described above was issued on May
21, 1997 and is attached hereto as Exhibit 99.1.


ITEM 7.           FINANCIAL STATEMENTS AND EXHIBITS.

      (a)   FINANCIAL STATEMENTS.

            Not applicable.

      (b)   PRO FORMA FINANCIAL INFORMATION.

            Not applicable.

      (c)   EXHIBITS.

            99.1  Press Release dated May 21, 1997 issued by Stage Stores, Inc.

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<PAGE>
                                    SIGNATURE

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

                                    STAGE STORES, INC.

                                    By:   /S/ CHARLES M. SLEDGE
                                    Name: Charles M. Sledge
                                          Title: Vice President & Controller

Dated:May 22, 1997

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<PAGE>
                                  EXHIBIT INDEX

  Exhibit No.                        Document                              Page
- ----------------    ------------------------------------------------     -------
                    Press Release dated May 21, 1997 issued by Stage
      99.1          Stores, Inc.                                       

                                      4




EXHIBIT 99.1

FOR:              STAGE STORES, INC.

APPROVED BY:      James A. Marcum
                  Executive Vice President,
                  Chief Financial Officer
                  Stage Stores, Inc.
                  (800) 579-2302

CONTACT:          Naomi Rosenfeld/Valerie Martinez
                  Media Contact:
                  Stacy Berns/Jeff Siegel
                  Morgen-Walke Associates
                  (212) 850-5600

FOR IMMEDIATE RELEASE

                  STAGE STORES, INC. ANNOUNCES RESIGNATION OF
                          CHIEF MERCHANDISING OFFICER

      HOUSTON, TX, May 21, 1997--Stage Stores, Inc. (Nasdaq: STGE) today
announced that Mark Shulman, Director, Executive Vice President, and Chief
Merchandising Officer has tendered his resignation. He will assume the positions
of President and Chief Executive Officer of Younkers, a division of Proffitts's
Inc., headquartered in Des Moines, Iowa. Mr. Shulman has been Chief
Merchandising Officer of Stage Stores since he joined the Company in January
1994 and was appointed Director in January 1997.

      Carl Tooker, Chairman, President and Chief Executive Officer of Stage
Stores, Inc. commented, "Under Mark's leadership, we have built a solid
merchandising division that I am confident will continue to achieve our growth
and expansion goals. We thank Mark for his invaluable contributions over the
last three years and wish him well with his new endeavor."

      Mark Shulman stated, "My decision to resign from Stage Stores was a
difficult and emotional one to make. I believe Stage is a rapidly growing
retailer with a promising future, and I will greatly miss my many colleagues and
friends at the Company. However, the opportunity presented by Younkers was too
great of a challenge for me not to accept."

      Stage Stores, Inc. is in the process of searching for a Chief
Merchandising Officer to replace Mr. Shulman and expects to be able to name a
replacement in the near future. His seat on the Board of Directors will remain
vacant until a successor Director is found.

      Stage Stores, Inc. operates 327 department stores in 20 states across the
central United States under the names Stage, Bealls and Palais Royal. Located
primarily in small towns and communities, the stores emphasize brand names in
men's, women's and children's apparel, footwear and accessories.

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