Ownership Submission
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Crombie Nicholas E
2. Date of Event Requiring Statement (Month/Day/Year)
05/23/2007
3. Issuer Name and Ticker or Trading Symbol
MICHAELS STORES INC [N/A]
(Last)
(First)
(Middle)
8000 BENT BRANCH DRIVE
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP - Store Operations
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

IRVING, TX 75063
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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 5,333 (1)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy)   (2) 02/15/2015 Common Stock 37,849 $ 15 D  
Stock Option (Right to Buy)   (2) 02/15/2015 Common Stock 37,849 $ 22.5 D  
Stock Option (Right to Buy)   (2) 02/15/2015 Common Stock 9,462 $ 30 D  
Stock Option (Right to Buy)   (2) 02/15/2015 Common Stock 9,462 $ 37.5 D  
Stock Option (Right to Buy)   (2) 02/15/2015 Common Stock 9,462 $ 45 D  
Stock Option (Right to Buy)   (2) 02/15/2015 Common Stock 9,462 $ 52.5 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Crombie Nicholas E
8000 BENT BRANCH DRIVE
IRVING, TX 75063
      EVP - Store Operations  

Signatures

/s/ Greg A. Burmeister, Attorney-in-Fact for Nicholas E. Crombie, Executive Vice President - Store Operations 05/25/2007
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The reported amount consists entirely of shares of Michaels Stores, Inc. common stock acquired by the reporting person under a company co-investment program (exempt) on February 16, 2007.
(2) Grant of stock option to the reporting person on February 16, 2007 under the Michaels Stores, Inc. 2006 Equity Incentive Plan (exempt). The stock option vests and becomes exercisable with respect to 20% of the shares of common stock subject to the option on each of the first, second, third, fourth and fifth anniversaries of the date of grant.

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