UNITED STATES SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
 
Form 10-Q/A

(Mark One)
þ
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended July 30, 2005

OR

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

For the transition period from _______ to

Commission file number 1-14035

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


NEVADA
(State or other jurisdiction of incorporation or organization)
91-1826900
(I.R.S. Employer Identification No.)
   
10201 Main Street, Houston, Texas
(Address of principal executive offices)
77025
(Zip Code)

(800) 579-2302
Registrant's telephone number, including area code

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No o

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).
Yes þ No o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.).
Yes o No þ

APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes þ No o

As of September 1, 2005, there were 27,342,464 shares of the registrant's common stock outstanding.
 
This Form 10-Q/A is being filed solely for the purpose of correcting the number of shares of the registrant’s common stock outstanding as of September 1, 2005 on the cover of the Form 10-Q originally filed September 8, 2005 from 32,584,060 to 27,342,464. All other information contained in this Form 10-Q/A is unchanged from the Form 10-Q filed on September 8, 2005.
 
 

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. 
     
November 4, 2005
/s/ James R. Scarborough
  
(Date)
James R. Scarborough 
 
Chief Executive Officer and President 
 
(Principal Executive Officer)  
     
     
     
November 4, 2005
/s/ Michael E. McCreery
  
(Date)
Michael E. McCreery 
 
Executive Vice President, Chief Financial  
 
Officer and Corporate Secretary 
 
(Principal Financial and Accounting Officer)