UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 12b-25

                                               Commission File Number__________


                           NOTIFICATION OF LATE FILING


(Check One):   [X] Form 10-K    [_] Form 11-K    [_] Form 20-F    [_] Form 10-Q
               [_] Form N-SAR

          For Period Ended:  February 1, 2003
                             --------------------------------------------------

     [_]  Transition Report on Form 10-K

     [_]  Transition Report on Form 20-F

     [_]  Transition Report on Form 11-K

     [_]  Transition Report on Form 10-Q

     [_]  Transition Report on Form N-SAR

          For the Transition Period Ended:______________________________________

     Read attached instruction sheet before preparing form. Please print or
type.

     Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.

     If the notification relates to a portion of the filing checked above,
identify the item(s) to which the notification relates: ________________________



                                     PART I
                             REGISTRANT INFORMATION



dELiA*s Corp.
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Full name of registrant



- --------------------------------------------------------------------------------
Former name if applicable


435 Hudson Street
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Address of principal executive office (Street and Number)


New York, New York  10014
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City, state and zip code



                                     PART II
                             RULE 12b-25(b) AND (c)

     If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed. (Check box if appropriate.)

     | (a) The reasons described in reasonable detail in Part III of this
     |     form could not be eliminated without unreasonable effort or
     |     expense;
     |
     | (b) The subject annual report, or semi-annual report, transition report
     |     on Form 10-K, 20-F, 11-K or Form N-SAR, or portion thereof, will be
     |     filed on or before the  15th calendar day following  the prescribed
[X]  |     due date; or the subject quarterly report or transition report on
     |     Form 10-Q, or portion thereof will be filed on or before the fifth
     |     calendar day following the prescribed due date; and
     |
     | (c) The accountant's statement or other exhibit required by Rule
     |     12b-25(c) has been attached if applicable.











                                    PART III
                                    NARRATIVE

State below in reasonable detail why the Form 10-K, 11-K, 20-F 10-Q, N-SAR, or
the transition report portion thereof, could not be filed within the prescribed
time period. (Attach extra sheets if needed.)

     Please see Attachment #1


                                     PART IV
                                OTHER INFORMATION

(1)  Name  and  telephone  number  of  person  to  contact  in  regard  to  this
     notification

     Edward Taffet, Esq.                          (212)        807-9060
     ---------------------------------------------------------------------------
                       (Name)                     (Area Code) (Telephone Number)

(2)  Have all other periodic reports required under Section 13 or 15(d) of the
     Securities Exchange Act of 1934 or Section 30 of the Investment Company Act
     of 1940 during the preceding 12 months or for such shorter period that the
     registrant was required to file such report(s) been filed? If the answer is
     no, identify report(s).
                                                                 [X] Yes  [_] No

(3)  Is it anticipated that any significant change in results of operations from
     the corresponding period for the last fiscal year will be reflected by the
     earnings statements to be included in the subject report or portion
     thereof?
                                                                 [_] Yes  [X] No

     If so, attach an explanation of the anticipated change, both narratively
     and quantitatively, and, if appropriate, state the reasons why a reasonable
     estimate of the results cannot be made.


                                 dELiA*s Corp.
- --------------------------------------------------------------------------------
                  (Name of Registrant as Specified in Charter)

has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.


Date    May 2, 2003              By /s/Evan Guillemin
     -------------------            ---------------------------------------
                                    Evan Guillemin
                                    Chief Financial Officer

     INSTRUCTION: The form may be signed by an executive officer of the
     registrant or by any other duly authorized representative. The name and
     title of the person signing the form shall be typed or printed beneath the
     signature. If the statement is signed on behalf of the registrant by an
     authorized representative (other than an executive officer), evidence of
     the representative's authority to sign on behalf of the registrant shall be
     filed with the form.


                                    ATTENTION

   Intentional misstatements or omissions of fact constitute Federal Criminal
                        Violations (see 18 U.S.C. 1001).



                                 Attachment #1



     The Company was delayed in the preparation of its Annual Report on Form
     10-K due to the efforts described in the following paragraph, it's desire
     to provide investors with as much clarity as possible regarding the
     Company's developing financial status and its inability to make such filing
     in a timely manner without unreasonable effort and expense.

     One recently completed transaction and several potential developments have
     prevented the Company from presenting a clear picture of the Company's
     existing financial situation at the time its Annual Report was initially
     due. Specifically, on April 29, the Company successfully completed an
     amendment to its existing $20 million loan with Wells Fargo Retail Finance
     II, LLC. Concurrently, the Company was, and is, continuing to explore a
     wide range of possible transactions to address certain existing liquidity
     concerns, including (a) refinancing the Company's $2.9 million mortgage on
     its Hanover, Pennsylvania distribution facility (maturing in August of
     2003) and (b) securing additional equity financing for the Company from new
     and existing investors and/or management sources.

     Although the Company had anticipated being able to finalize these efforts
     prior to the May 2nd filing deadline for its Annual Report, it was unable
     to do so. The Company believes that it may be able to accomplish these
     tasks prior to the extended filing deadline for its Annual Report as
     provided through its filing of this Form 12b-25.

     Should the Company fail to successfully address its liquidity concerns, it
     may receive a qualified audit opinion for its fiscal 2002 financial
     statements to be included in its Form 10-K; however, regardless of the
     results of its efforts, the Company plans to file its Annual Report within
     the 15-day extension period to be timely under Rule 12-b-25.