SEC FORM 4/A

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

GUEZ HUBERT

(Last)

(First)

(Middle)

5804 E SLAUSON AVE

(Street)

COMMERCE

90040

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
CANDIES INC [ CAND ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/28/2004

4. If Amendment, Date of Original Filed (Month/Day/Year)
06/30/2004

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/28/2004		S		3,900	D	$2.57	2,892,320	I	By Sweet Sportswear
Common Stock	06/28/2004		S		400	D	$2.58	2,891,920	I	By Sweet Sportswear
Common Stock	06/28/2004		S		3,200	D	$2.55	2,888,720	I	By Sweet Sportswear, LLC
Common Stock	06/28/2004		S		2,500	D	$2.59	2,886,220	I	By Sweet Sportswear, LLC
Common Stock	06/28/2004		S		9,500	D	$2.61	2,876,720	I	By Sweet Sportswear, LLC
Common Stock	06/28/2004		S		5,000	D	$2.62	2,871,720	I	By Sweet Sportswear, LLC
Common Stock	06/28/2004		S		2,500	D	$2.63	2,869,220	I	By Sweet Sportswear, LLC
Common Stock	06/29/2004		S		250,000	D	$2.73⁽¹⁾	2,619,220	I	By Sweet Sportswear, LLC
Common Stock	06/29/2004		S		600,000	D	$2.5	2,019,220	I	By Sweet Sportswear, LLC
Common Stock	06/29/2004		S		65,200	D	$2.72	1,954,020	I	By Sweet Sportswear, LLC
Common Stock	06/30/2004		S		4,000	D	$2.74	1,950,020	I	By Sweet Sportswear, LLC
Common Stock	06/30/2004		S		2,500	D	$2.76	1,947,520	I	By Sweet Sportswear, LLC
Common Stock	06/30/2004		S		4,000	D	$2.75	1,943,520⁽²⁾	I	By Sweet Sportswear, LLC
Common Stock	06/29/2004		S		150,000	D	$2.5	1,757⁽³⁾	I	By the Guez Living Trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The price of the securities disposed represents the closing price of the Common Stock of the Issuer on June 29, 2004, the date such securities were transferred in a private transaction.

2. The reporting person is the Manager of Sweet Sportswear, LLC, a California limited liability company, and a Co-Trustee of the Guez Living Trust, dated December 6, 1996, which has a 50% membership interest in Sweet Sportswear, LLC. Sweet Sportswear, LLC is the entity that is the record holder of the reported securities. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.

3. The reporting person is the Co-Trustee of the Guez Living Trust, dated December 6, 1996.

Remarks:

The purpose of this Amendment is to correct the form of ownership previously reported for certain of the securities identified and the number of shares indirectly held by the reporting person.

	/s/ Hubert Guez	07/27/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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