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


                          June 1, 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 3.  Bankruptcy or Receivership.

     The  Company filed for protection under Chapter 11 of  Title
11 of the United States Bankruptcy Code ("Chapter 11") on June 1,
2000  in  the  United States Bankruptcy Court  for  the  Southern
District  of  Texas ( the "Court"), Case No. 00-35078-H2-11.  The
Company   has  negotiated  a $450.0 million  debtor-in-possession
financing  agreement  (the  "DIP Financing")  with  a  lender  to
finance the Company's working capital requirements during Chapter
11  reorganization  proceedings.  On  June  2,  2000,  the  Court
approved  among other things, the proposed DIP Financing  subject
to certain conditions. Under the Court's Interim Order, the Court
limited  the amount available under the DIP Financing  to  $385.0
million pending a Final Order.

     Under  Chapter 11, the Company will operate its business  as
debtor-in-possession, subject to the approval of  the  Bankruptcy
Court  for certain proposed actions.  Additionally, one  or  more
creditor  committees will be formed and would have the  right  to
review   and  object  to  any  non-ordinary  course  of  business
transactions and participate in the formulation of  any  plan  or
plans of reorganization.


ITEM 5.  Other Events.

      On  June 6, 2000, the New York Stock Exchange informed  the
Company that the trading of the Company's stock will be suspended
immediately.  Following the suspension, application will be  made
by  the  New  York Stock Exchange to the Securities and  Exchange
Commission to delist the Company's stock.

     A  press  release regarding the Company announcing the  $450
million  debtor-in-possession credit agreement and certain  other
matters was issued by the Company on June 7, 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 June 7, 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.

June 8, 2000                            /s/ Charles M. Sledge
 (Date)                                 Charles M. Sledge
                                        Senior VP Finance, Treasurer
                                         and Secretary

EX-99.1

                                                     Exhibit 99.1

FOR IMMEDIATE RELEASE                              MEDIA CONTACT
                                                   Wendy Wall
                                                   Vollmer Public Relations
                                                   (Wendy@vollmerpr.com)
                                                   713/546-2230

                                                   INVESTOR RELATIONS CONTACT
                                                   Bob Aronson
                                                   800-579-2302

           STAGE STORES ANNOUNCES NEW CREDIT AGREEMENT

     HOUSTON,  TX,  June  7, 2000 - - Stage  Stores,  Inc.  today
announced  a three year $450 million debtor-in-possession  credit
agreement  with  CITICORP USA, INC. as agent.  The  company  also
announced  that  the credit agreement was approved  by  the  U.S.
Bankruptcy Court for the Southern District of Texas in an interim
order  dated June 2, 2000.  The interim order approved borrowings
of up to $385 million.
     Jack Wiesner, Chairman, interim Chief Executive Officer  and
President,  commented,  "This new credit agreement  provides  the
company with significant liquidity to help ensure we can meet all
of our financial obligations in the ordinary course of business."
      Stage Stores, Inc., brings nationally recognized brand name
apparel,  accessories,  cosmetics and  footwear  for  the  entire
family  to  small  towns  and communities throughout  the  United
States.  The company currently operates more thanover 600  stores
in  33 states, primarily under the Stage, Bealls and Palais Royal
names.
     Any  statements  in  this  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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