SEC FORM 3

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

MAGRINI JOYCE MANNING

(Last)

(First)

(Middle)

C/O FINLAY ENTERPRISES, INC.

529 FIFTH AVENUE, ATTN: LEGAL DPT.

(Street)

NEW YORK

10017

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/16/2005

3. Issuer Name and Ticker or Trading Symbol
FINLAY ENTERPRISES INC /DE [ FNLY ]

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

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

5. If Amendment, Date of Original Filed (Month/Day/Year)

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	500	D
Common Stock	11,000⁽¹⁾⁽²⁾⁽³⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Options (Right to Buy)	02/16/2001⁽⁴⁾	02/15/2010	Common Stock	5,000	$12.7	D
Stock Options (Right to Buy)	09/28/2002⁽⁵⁾	09/27/2011	Common Stock	10,000	$7.05	D
Phantom Stock Units	⁽⁶⁾	⁽⁶⁾	Common Stock	2,305	$18.7063⁽⁸⁾	D
Phantom Stock Units	⁽⁶⁾	⁽⁶⁾	Common Stock	2,816	$12.6966⁽⁸⁾	D
Phantom Stock Units	⁽⁷⁾	⁽⁷⁾	Common Stock	5,121	$0⁽⁸⁾	D

Explanation of Responses:

1. Includes 2,500 shares to be issued to the Reporting Person on September 30, 2007 (or an earlier vesting date under certain circumstances) under the Issuer's 1997 Long Term Incentive Plan, as amended, provided the Reporting Person is at such time employed by the Issuer.

2. Includes 3,500 shares to be issued to the Reporting Person on April 30, 2006 (or an earlier vesting date under certain circumstances) under the Issuer's 1997 Long Term Incentive Plan, as amended, provided the Reporting Person is at such time employed by the Issuer.

3. Includes 5,000 shares to be issued to the Reporting Person on April 30, 2008 (or an earlier vesting date under certain circumstances) under the Issuer's 1997 Long Term Incentive Plan, as amended, provided the Reporting Person is at such time employed by the Issuer.

4. The options provided for vesting in five equal installments commencing on February 16, 2001.

5. The options provide for vesting in five equal installments commencing on September 28, 2002.

6. Phantom stock units were credited to an account for the Reporting Person (2,305 on April 25, 2004 and 2,816 on April 25, 2005) under the Issuer's Executive Deferred Compensation and Stock Purchase Plan approved by stockholders (the "Executive Plan") in connection with the deferral of a portion of the Reporting Person's bonus. These units are fully vested at all times. Generally, in accordance with the Executive Plan, the Reporting Person will receive one share of Common Stock for each such unit as soon as practicable following the earlier of: (i) termination of her employment or (ii) the expiration of the three year deferral period elected by the Reporting Person (as such period may be amended).

7. Phantom stock units were credited to an account for the Reporting Person (2,305 on April 25, 2004 and 2,816 on April 25, 2005), through matching by the Issuer, under the Executive Plan. These matching units will generally vest on the third anniversary of the transaction date. Generally, for each matching unit, the Reporting Person will receive one share of Common Stock as soon as practicable following the earlier of: (i) termination of her employment or (ii) the expiration of the deferral period.

8. Each phantom stock unit converts to Common Stock on a one-for-one basis

	/s/ Bonni G. Davis	06/24/2005
	** 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 5 (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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.