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Michaels Stores, Inc.
8000 Bent Branch Drive
Irving, Texas 75063
P.O. Box 619566
DFW, Texas 75261-9566
(972) 409-1300
May 30, 1997
VIA EDGARLink
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Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Michaels Stores, Inc.
Registration Statement on Form S-3
Commission File No. 33-61769
Ladies and Gentlemen:
Pursuant to Rule 477 under the Securities Act of 1993, as amended,
Michaels Stores, Inc. (the "Company") hereby applies for the withdrawal of
the above referenced registration statement (the "Registration Statement").
The Registration Statement was filed with respect to the Company's
1994 Non-Statutory Stock Option Plan (the "1994 Plan") on August 11, 1995 and
has not been declared effective. The Company believes that it will be more
efficient to file a new registration statement on Form S-3 with respect to
the 1994 Plan than to update the Registration Statement by amendment. The
Company plans to file a new Form S-3 registration statement with respect to
the 1994 Plan shortly following the withdrawal of the Registration Statement.
If you have any questions regarding this application, please call
Michael C. Gibbs, of Jones, Day, Reavis & Pogue, counsel for the Company, at
(214) 969-5062, or Mark V. Beasley, Vice President, General Counsel and
Secretary of the Company, at (972) 409-1655.
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Securities and Exchange Commission
May 30, 1997
Page 2
Very truly yours,
MICHAELS STORES, INC.
/s/ Mark V. Beasley
By: -------------------------------
Mark V. Beasley
Vice President, General
Counsel and Secretary
cc: Mark D. Coller
Securities and Exchange Commission
Robert L. Estep
Michael C. Gibbs
Jones, Day, Reavis & Pogue
