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SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940 		 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
SILVERSTEIN STANLEY
(Last) (First) (Middle)
915 SECAUCUS ROAD
(Street)
SECAUCUS NJ 07094
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CHILDRENS PLACE RETAIL STORES INC [ PLCE ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/05/2007
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $20.55 12/05/2007(1) D 14,000 (2) 08/27/2014 Common Stock 14,000 (3) 0 D
Employee Stock Option (right to buy) $28.78 12/05/2007(1) A 14,000 (2)(3) 08/27/2014 Common Stock 14,000 (3) 14,000 D
Employee Stock Option (right to buy) $44.12 12/05/2007(1) D 6,000 (4) 01/28/2016 Common Stock 6,000 (3) 0 D
Employee Stock Option (right to buy) $44.19 12/05/2007(1) A 6,000 (3)(4) 01/28/2016 Common Stock 6,000 (3) 6,000 D
Explanation of Responses:
1. No new option grants have been made to the reporting person. This Form 4 is only being filed to reflect the increase in the exercise price of certain options previously granted to the reporting person. For a detailed description of the reason for the increase please see the issuer's Form 10-K report for the year ended February 3, 2007.
2. The option has or will become exercisable in three equal installments of 33 1/3% (on a cumulative basis) commencing on February 1, 2005 and each anniversary thereof -- options for 14,000 shares are exercisable on the date hereof.
3. Due to the limitation on the amount of characters used, please see Exhibit 99.1.
4. The option has or will become exercisable in three equal installments of 33 1/3% (on a cumulative basis) commencing on January 30, 2007 and each anniversary thereof -- options for 2,000 shares are exercisable on the date hereof.
/s/ Stanley Silverstein 12/07/2007
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
                                                                    EXHIBIT 99.1
                                                                    ------------


                                    FOOTNOTE
                                    --------

(3)  The  reporting  person and the issuer have amended the option to buy shares
     of common stock of the issuer issued to the reporting  person on (i) August
     27, 2004 to increase the exercise  price to the high and low trading  price
     over the  balance of the  calendar  year  following  the record date of the
     grant and (ii)  January  28,  2006 to increase  the  exercise  price to the
     average of the high and low  trading  price on the date  determined  by the
     issuer to be used as the measurement  date for such option in restating its
     financial  statements,  in each case as discussed by the issuer in its Form
     10-K  report for the year ended  February  3, 2007;  the other terms of the
     option,  including when the option shall be exercisable  and the expiration
     date, have not been changed and no consideration  was paid to the reporting
     person in connection with the amendment.  For Section 16 reporting purposes
     only, the increase in the exercise price is deemed to be a cancellation  of
     the  pre-amendment  option in exchange for the grant of replacement  option
     with the increased exercise price.