EXHIBIT 11.2

CPI CORP. COMPUTATION OF INCOME (LOSS) PER SHARE - BASIC

FISCAL YEARS ENDED FEBRUARY 5, 2011, FEBRUARY 6, 2010, AND FEBRUARY 7, 2009

in thousands except share and per share data
	2010			2009			2008
Common shares outstanding at beginning of fiscal period		9,184,081			9,199,137			17,028,315
Shares issued during the period - weighted average		206,104			78,855			40,928
Less: Treasury stock - weighted average		(2,133,566	)		(2,285,481	)		(10,559,403	)
Weighted average number of common and common equivalent shares		7,256,619			6,992,511			6,509,840
Net income (loss) applicable to common shares:
From continuing operations	$	11,908		$	13,797		$	(6,724	)
From discontinued operations		-			-			(961	)
Net income (loss) attributable to CPI Corp.	$	11,908		$	13,797		$	(7,685	)
Net income (loss) per common and common equivalent shares:
From continuing operations	$	1.64		$	1.97		$	(1.03	)
From discontinued operations		-			-			(0.15	)
Income (loss) per common share attributable to CPI Corp.	$	1.64		$	1.97		$	(1.18	)