SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 15
Certification and Notice of Termination of Registration
under Section 12(g) of the Securities Exchange
Act of 1934 or Suspension of Duty to File Reports Under
Sections 13 and 15(d) of the Securities
Exchange Act of 1934.
Commission File Number________________N/A_______________
COUNTY SEAT STORES, INC.
(Exact name of registrant as specified in its charter)
17950 Preston Road, Suite 1000, Dallas, Texas
75252-5638, (972) 248-5100
(Address, including zip code, and telephone number,
including area code, of registrant's
principal executive offices)
12% Senior Subordinated Notes due 2001 and 12% Senior
Subordinated Notes due 2002
(Title of each class of securities covered by this Form)
NONE
Titles of all other classes of securities for which a duty to
file reports under Section 13(a) of 15(d) remains)
Please place an X in the box(es) to designate the
appropriate rule provision(s) relied upon to terminate or
suspend the duty to file reports:
Rule 12g-4(a)(1)(i) [ ] Rule 12h-3(b)(1)(ii) [ ]
Rule 12g-4(a)(1)(ii)[ ] Rule 12h-3(b)(2)(i) [ ]
Rule 12g-4(a)(2)(i) [ ] Rule 12h-3(b)(2)(ii) [ ]
Rule 12g-4(a)(2)(ii)[ ] Rule 15d-6 [ ]
Rule 12h-3(b)(1)(i) [X]
Approximate number of holders of record as of the
certification or notice date:
There is only one record holder, Cede & Co. and, based on
information provided to us by Cede & Co., there are less
than 5 participants of the 12% Senior Subordinated Notes
due 2001 and less than 35 participants of the 12% Senior
Subordinated Notes due 2002
Pursuant to the requirements of the Securities
Exchange Act of 1934 County Seat Stores, Inc. has caused
this certification/notice to be signed on its behalf by the
undersigned duly authorized person.
DATE: November 6, 1996 BY: /s/ Edward A. Tomechko
Edward A. Tomechko
Senior Vice President and
Chief Financial Officer
Signing on behalf of the
registrant and as principal
financial and accounting officer
