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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-C
REPORT BY ISSUER OF SECURITIES QUOTED ON NASDAQ
INTERDEALER QUOTATION SYSTEM
FILED PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 AND RULE 13a-17
OR 15d-17 THEREUNDER
MICHAELS STORES, INC.
(Exact name of Issuer as specified in charter)
5931 CAMPUS CIRCLE DRIVE
IRVING, TEXAS 75063
P.O. BOX 619566
DFW, TEXAS 75261-9566
(Address of principal executive offices)
(214) 714-7000
(Issuer's telephone number, including area code)
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I. CHANGE IN NUMBER OF SHARES OUTSTANDING
Indicate any change (increase or decrease) of five percent or more in the
number of shares outstanding:
1. Title of security: Common Stock, par value $.10 per share
2. Number of shares outstanding before the change: 21,482,195
3. Number of shares outstanding after the change: 23,504,110
4. Effective date of change: April 4, 1996
5. Method of change: (i) Issuance and sale of Common Stock;
(ii) Issuance and sale of Common Stock;
(iii) Issuance and sale of Common Stock;
(iv) Revision to shares contributed to Issuer's
401(k) plan;
(v) Exercise of stock options.
Give brief description of transaction.
(i) Issuance and sale of 900,000 shares of Common Stock pursuant to a
Stock Purchase Agreement, dated March 29, 1996 between the Issuer and
Locke Limited, an Isle of Man corporation;
(ii) Issuance and sale of 666,667 shares of Common Stock pursuant
to a Stock Purchase Agreement, dated March 29, 1996 between the Issuer
and Quayle Limited, an Isle of Man corporation;
(iii) Issuance and sale of 433,333 shares of Common Stock pursuant
to a Stock Purchase Agreement, dated March 29, 1996 between the Issuer
and Fugue Limited, an Isle of Man corporation;
(iv) Reduction by 13,665 shares of Common Stock returned to the
Issuer as a result of overfunding of the Issuer's 401(k) plan; and
(v) Exercise of options to acquire 8,250 shares of Common Stock.
II. CHANGE IN NAME OF ISSUER
Not applicable.
Date: April 15, 1996 /s/ R. DON MORRIS
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R. Don Morris
Executive Vice President & Chief
Financial Officer
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