SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
Under
the
Securities Exchange Act of 1934
(Amendment
No. 8)*
The
Children’s Place Retail Stores, Inc.
(Name
of
Issuer)
Common
Stock
(Title
of
Class of Securities)
168905107
(CUSIP
Number)
*The
remainder of this cover page shall be filled out for a reporting person’s
initial filing on this form with respect to the subject class of securities,
and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The
information required on the remainder of this cover page shall not be deemed
to
be “filed” for the purpose of Section 18 of the Securities Exchange Act of
1934 (“Act”) or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
|
SCHEDULE
13G
|
||
| CUSIP No. 168905107 |
|
Page
2 of 6 Pages
|
| 1 | NAME OF REPORTING PERSON | |
| S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | ||
| Stanley Silverstein | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | |
|
(a)
o
|
||
|
(b)
x
|
||
| 3 | SEC USE ONLY: | |
| 4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
|
United
States
|
||
|
|
5 | SOLE VOTING POWER |
|
|
412,300
|
|
|
NUMBER
OF
|
||
|
SHARES
|
6 | SHARED VOTING POWER |
|
BENEFICIALLY
|
2,951,880
|
|
|
OWNED
BY
|
||
|
EACH
|
7 | SOLE DISPOSITIVE POWER |
|
REPORTING
|
412,300
|
|
|
PERSON
|
||
|
WITH
|
8 | SHARED DISPOSITIVE POWER |
|
|
2,951,880
|
|
| 9 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
3,364,180
|
||
| 10 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
|
|
|
o
|
||
| 11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
11.6%
|
||
| 12 |
TYPE
OF REPORTING PERSON
|
|
| IN | ||
|
SCHEDULE
13G
|
||
| CUSIP No. 168905107 |
|
Page 3
of 6 Pages
|
| 1 | NAME OF REPORTING PERSON | |
| S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | ||
|
Raine
Silverstein
|
||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | |
|
(a)
o
|
||
|
(b)
x
|
||
| 3 | SEC USE ONLY: | |
| 4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
|
United
States
|
||
|
|
5 | SOLE VOTING POWER |
|
|
0
|
|
|
NUMBER
OF
|
||
|
SHARES
|
6 | SHARED VOTING POWER |
|
BENEFICIALLY
|
3,364,180
|
|
|
OWNED
BY
|
||
|
EACH
|
7 | SOLE DISPOSITIVE POWER |
|
REPORTING
|
0
|
|
|
PERSON
|
||
|
WITH
|
8 | SHARED DISPOSITIVE POWER |
|
|
3,364,180
|
|
| 9 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
3,364,180
|
||
| 10 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
|
|
|
o
|
||
| 11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
11.6%
|
||
| 12 |
TYPE
OF REPORTING PERSON
|
|
| IN | ||
Page
4 of
6 Pages
| Item 1(a). |
Name
of Issuer:
|
The
Children’s Place Retail Stores, Inc. (the “Company”)
| Item 1(b). |
Address
of Issuer’s Principal Executive
Offices:
|
915
Secaucus Road
Secaucus
New Jersey 07094
| Item 2(a). |
Name
of Person Filing:
|
This
statement is filed on behalf of the persons identified in Item 4 below. In
accordance with Rule 13d-1(f)(1) under the Securities Exchange Act of 1934,
as
amended (the “Exchange Act”), each person filing this statement acknowledges
that it is responsible for the completeness and accuracy of the information
contained herein concerning that person, but is not responsible for the
completeness or accuracy of the information concerning the other persons
making
the filing, unless such person knows or has reason to believe that such
information is inaccurate.
| Item 2(b). |
Address
of Principal Business Office or, if None,
Residence:
|
The
Children's Place Retail Stores, Inc.
915
Secaucus Road
Secaucus,
New Jersey 07094
| Item 2(c). |
Citizenship:
|
Each
of
the persons filing this statement is a United States citizen.
| Item 2(d). |
Title
of Class of Securities:
|
This
statement relates to the Company’s Common Stock, par value $.10 per share (the
“Common Stock”).
| Item 2(e). |
CUSIP
Number:
|
168905107
| Item 3. |
For
Statements Filed Pursuant to Rules 13d-1(b), or
13d-2(b):
|
Not
applicable.
Page
5 of
6 Pages
| Item 4. |
Ownership:
|
Stanley
Silverstein is the beneficial owner of 3,364,180 shares of Common Stock of
the
Company, representing 11.6% of the total number of shares outstanding as
of
December 31, 2007. Mr. Silverstein (i) has the sole power to vote or to direct
the vote and to dispose or direct the disposition of 412,300 of such shares
(which includes 24,000 shares that are issuable upon the exercise of outstanding
vested options), and (ii) may be deemed to have shared power to vote or to
direct the vote and to dispose or direct the disposition of 2,951,880 of
such
shares held by Mr. Silverstein's wife, Raine Silverstein, as custodian or
trustee for the benefit of Mr. Silverstein's children and grandchildren or
held
in a charitable account.
Raine
Silverstein, wife of Stanley Silverstein, is the beneficial owner of
3,364,180
shares
of
Common Stock of the Company, representing 11.6% of the total number of shares
outstanding as of December 31, 2007. Mrs. Silverstein (i) has shared power
to
vote or to direct the vote and to dispose or direct the disposition of
2,951,880
of
such
shares held by Mrs. Silverstein as custodian or trustee for the benefit of
Mrs.
Silverstein's children and grandchildren or held in a charitable account,
and
(ii) may be deemed to have shared power to vote or to direct the vote and
to
dispose or direct the disposition of 412,300
of such shares (which includes 24,000 shares that are issuable upon the exercise
of outstanding vested options) held
by
Mrs. Silverstein's husband.
| Item 5. |
Ownership
of Five Percent or Less of a Class:
|
Not
applicable.
| Item 6. |
Ownership
of More than Five Percent on Behalf of Another
Person:
|
Not
applicable.
| Item 7. |
Identification
and Classification of the Subsidiary Which Acquired the Security
Being
Reported on by the Parent Holding
Company:
|
Not
applicable.
| Item 8. |
Identification
and Classification of Members of the
Group:
|
See
Item
4 above.
| Item 9. |
Notice
of Dissolution of Group:
|
Not
applicable.
| Item 10. |
Certification:
|
Not
applicable.
Page
6 of
6 Pages
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I certify
that
the information set forth in this statement is true, complete and
correct.
Dated:
February 14, 2008
/s/
Stanley
Silverstein
Stanley
Silverstein
/s/
Raine
Silverstein
Raine
Silverstein