8-K

                            FORM 8-K

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


                            FORM 8-K
                         CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
                              1934


                        February 23, 2000
        (Date of Report, date of earliest event reported)


                       Stage Stores, Inc.
     (Exact name of registrant as specified in its charter)


             Commission file number 001-14035




           DELAWARE                         76-0407711
(State or other jurisdiction of          (I.R.S. Employer
incorporation or organization)         Identifications No.)

  10201 Main Street, Houston,                 77025
             Texas                          (Zip Code)
(Address of principal executive
           offices)


                         (713) 667-5601
      (Registrant's telephone number, including area code)


                         Not Applicable
     (Former name or address, if changed since last report)


ITEM 5.  Other Events.

     A   press  release  regarding  the  Company  announcing  the
departure of its Chief Executive Officer and commitment to increase
working capital facility and certain other matters was issued  by
the  Company  on  February 22, 2000 and  is  attached  hereto  as
Exhibit 99.1.

ITEM 7.  Financial Statements and Exhibits.

     (a)  Financial statements of business acquired.

       Not applicable.

     (b)  Pro forma financial information.

       Not applicable.

     (c)  Exhibits.

       99.1  Press release dated February 22, 2000 issued by the
       Company.





                           SIGNATURES

     Pursuant to the requirements of the Securities Exchange  Act
of  1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.

                                        STAGE STORES, INC.

February 23, 2000                       /s/ James A. Marcum
 (Date)                                 James A. Marcum
                                        Vice Chairman and,
                                        Chief Financial Officer

EX-99.1

NEWS RELEASE

CONTACT:
Bob Aronson
Director of Investor Relations
(800) 579-2302

FOR IMMEDIATE RELEASE

STAGE STORES, INC. ANNOUNCES DEPARTURE OF CHIEF EXECUTIVE OFFICER
       AND COMMITMENT TO INCREASE WORKING CAPITAL FACILITY

HOUSTON,  TX, February 22, 2000 -- Stage Stores, Inc.  (NYSE:SGE)
today  announced  that Carl Tooker has left employment  with  the
Company,  effective immediately. Mr. Tooker was  Chairman,  Chief
Executive Officer and President of the Company.

With  Mr.  Tooker's departure, the Company's Board  will  oversee
operations  and  coordinate the search for a new Chief  Executive
Officer.  The Board has appointed Director John J. (Jack) Wiesner
interim  Chairman, Chief Executive Officer and President.   Prior
to  becoming  a  Director of the Company, Mr. Wiesner  served  as
Chairman of the Board of Directors and Chief Executive Officer of
C.R.  Anthony  Company,  a  national apparel  retailer  that  the
Company  acquired in 1997.  The other members  of  the  Board  of
Directors have agreed to assist Mr. Wiesner as necessary.

Stage  Stores  is actively conducting a search for  a  new  Chief
Executive Officer.

The Company stated that Mr. Tooker's departure was the result  of
an  inquiry conducted by a special committee consisting of all of
the  non-management  members of the  Board  of  Directors,  which
reviewed  transactions between the Company and Mr.  Tooker.   The
effect  of  the  transactions has been included in the  Company's
results  for prior periods and are not material to the  financial
condition   or   operations  of  the  Company;   however,   these
transactions  had  not been properly reported  to  the  Company's
Board of Directors.

Stage  Stores  also  announced  that  its  subsidiary,  Specialty
Retailers,  Inc., has obtained a commitment from members  of  its
bank  lending group for a new $35 million senior revolving credit
facility.   This  facility will increase  the  current  borrowing
capacity of the Company to $235.0 million when combined with  its
existing   $200  million  revolving  credit  facilities.    These
facilities  expire  June  14, 2002.  As previously  announced  by
Stage  Stores,  its bank lending group amended certain  financial
covenants under the existing credit facilities through the fourth
quarter  of  this year.  The new $35.0 million facility  will  be
secured by inventory of Specialty Retailers,  Inc. and guaranteed
by  Stage  Stores.   Under the terms of the new credit  facility,
Stage Stores will issue warrants to the lenders to purchase  7.5%
of the Company's outstanding common stock.


Upon  assuming  his  new  position,  Mr.  Wiesner  stated,  "This
additional  facility will enhance the ability of our  Company  to
take  the initiatives necessary to implement our business  plans.
We  are confident that the increase in liquidity together with  a
swift  and  successful conclusion to our search for a  new  Chief
Executive Officer will reposition Stage Stores to meet its future
challenges."

Stage Stores, Inc. brings nationally recognized brand name family
apparel,  accessories,  cosmetics and  footwear  for  the  entire
family  to  small  towns  and communities throughout  the  United
States.  The company operated 648 stores in 33 states at the  end
of  the  fourth  quarter, primarily under the Stage,  Bealls  and
Palais Royal trade names.

Any  statements  in  this press release that  may  be  considered
forward-looking statements are subject to risks and uncertainties
that  could  cause  actual results to differ  materially.   These
risks  and uncertainties are discussed in periodic reports  filed
by  the Company with the Securities and Exchange Commission  that
the Company urges investors to consider.

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