SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
Under
the
Securities Exchange Act of 1934
The
Children’s Place Retail Stores, Inc.
(Name
of
Issuer)
Common
Stock, $0.10 par value
(Title
of
Class of Securities)
168905107
(CUSIP
Number)
July
9, 2008
(Date
of
Event Which Requires Filing of this Statement) Check
the
following box to designate the rule pursuant to which the Schedule is filed:
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o
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Rule
13d-1(b)
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x
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Rule
13d-1(c)
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o
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Rule
13d-1(d)
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*
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 in 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).
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CUSIP
No. 168905107
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1.
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Names
of Reporting Persons
I.R.S.
Identification Nos. of above persons (entities only)
D.
E. Shaw Valence Portfolios, L.L.C.
13-4046559
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2.
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Check
the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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o
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3.
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SEC
Use Only
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4.
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Citizenship
or Place of Organization
Delaware
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Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With
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5.
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Sole
Voting Power
-0-
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6.
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Shared
Voting Power
1,465,949
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7.
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Sole
Dispositive Power
-0-
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8.
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Shared
Dispositive Power
1,465,949
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9.
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Aggregate
Amount Beneficially Owned by Each Reporting Person
1,465,949
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10.
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Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) o
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11.
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Percent
of Class Represented by Amount in Row (9)
5.0%
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12.
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Type
of Reporting Person (See Instructions)
OO
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CUSIP
No. 168905107
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||||||
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1.
|
Names
of Reporting Persons
I.R.S.
Identification Nos. of above persons (entities only)
D.
E. Shaw & Co., L.P.
13-3695715
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2.
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Check
the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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o
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3.
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SEC
Use Only
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4.
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Citizenship
or Place of Organization
Delaware
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Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With
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5.
|
Sole
Voting Power
-0-
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6.
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Shared
Voting Power
1,466,440
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|||||
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7.
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Sole
Dispositive Power
-0-
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|||||
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8.
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Shared
Dispositive Power
1,467,940
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9.
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Aggregate
Amount Beneficially Owned by Each Reporting Person
1,467,940
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10.
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Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) o
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11.
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Percent
of Class Represented by Amount in Row (9)
5.0%
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12.
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Type
of Reporting Person (See Instructions)
IA,
PN
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CUSIP
No. 168905107
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1.
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Names
of Reporting Persons
I.R.S.
Identification Nos. of above persons (entities only)
David
E. Shaw
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2.
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Check
the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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o
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3.
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SEC
Use Only
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4.
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Citizenship
or Place of Organization
United
States
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Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With
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5.
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Sole
Voting Power
-0-
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6.
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Shared
Voting Power
1,466,440
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7.
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Sole
Dispositive Power
-0-
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8.
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Shared
Dispositive Power
1,467,940
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9.
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Aggregate
Amount Beneficially Owned by Each Reporting Person
1,467,940
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10.
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Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) o
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|||||
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11.
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Percent
of Class Represented by Amount in Row (9)
5.0%
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12.
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Type
of Reporting Person (See Instructions)
IN
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Item
1.
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(a)
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Name
of Issuer:
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The
Children’s Place Retail Stores,
Inc.
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(b)
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Address
of Issuer's Principal Executive Offices:
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915
Secaucus Road
Secaucus,
NJ
07094
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Item
2.
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(a)
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Name
of Person Filing:
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D.
E. Shaw Valence Portfolios, L.L.C.
D.
E. Shaw & Co., L.P.
David
E. Shaw
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(b)
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Address
of Principal Business Office or, if none, Residence:
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The
business address for each reporting person is:
120
W. 45th
Street, Tower 45, 39th
Floor
New
York, NY 10036
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(c)
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Citizenship:
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D.
E. Shaw Valence Portfolios, L.L.C. is a limited liability
company
organized under the laws of the state of Delaware.
D.
E. Shaw & Co., L.P. is a limited partnership organized under the
laws
of the state of Delaware.
David
E. Shaw is a citizen of the United States of
America.
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(d)
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Title
of Class of Securities:
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Common
Stock, $0.10 par
value
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(e)
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CUSIP
Number:
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168905107
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Item
3.
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If
this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b) or
(c),
check whether the person filing is a:
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Not
Applicable
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Item
4.
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Ownership
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As
of July 11, 2008:
(a)
Amount beneficially owned:
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D.
E. Shaw Valence Portfolios, L.L.C.:
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1,465,949
shares
This
is composed of (i) 558,149 shares in
the name of D. E. Shaw
Valence Portfolios, L.L.C. and (ii)
907,800 shares that D. E. Shaw Valence
Portfolios, L.L.C. has the right to
acquire through the exercise of listed
call
options.
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D.
E. Shaw & Co., L.P.:
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1,467,940
shares
This
is composed of (i) 558,149 shares in
the name of D. E. Shaw
Valence Portfolios, L.L.C., (ii) 907,800
shares that D. E. Shaw Valence
Portfolios, L.L.C. has the right to
acquire through the exercise of listed
call options, (iii) 491 shares in the
name of D. E. Shaw Synoptic
Portfolios 2, L.L.C., and (iv) 1,500
shares under the management of D. E. Shaw Investment Management,
L.L.C.
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David
E. Shaw:
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1,467,940
shares
This
is composed of (i) 558,149 shares
in the name of D. E. Shaw
Valence Portfolios, L.L.C., (ii)
907,800 shares that D. E. Shaw
Valence
Portfolios, L.L.C. has the right
to acquire through the exercise
of listed
call options, (iii) 491 shares
in the name of D. E. Shaw Synoptic
Portfolios 2, L.L.C., and (iv)
1,500 shares under the management
of D. E. Shaw Investment Management,
L.L.C.
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(b)
Percent of class:
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D.
E. Shaw Valence Portfolios, L.L.C.:
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5.0%
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D.
E. Shaw & Co., L.P.:
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5.0%
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David
E. Shaw:
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5.0%
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(c)
Number of shares to which the person has:
(i) Sole
power to vote or to direct the vote:
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D.
E. Shaw Valence Portfolios, L.L.C.:
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-0-
shares
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D.
E. Shaw & Co., L.P.:
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-0-
shares
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David
E. Shaw:
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-0-
shares
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(ii) Shared
power to vote or to direct the vote:
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D.
E. Shaw Valence Portfolios, L.L.C.:
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1,465,949 shares
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D.
E. Shaw & Co., L.P.:
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1,466,440
shares
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David
E. Shaw:
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1,466,440
shares
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(iii) Sole
power to dispose or to direct the disposition of:
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D.
E. Shaw Valence Portfolios, L.L.C.:
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-0-
shares
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D.
E. Shaw & Co., L.P.:
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-0-
shares
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David
E. Shaw:
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-0-
shares
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(iv) Shared
power to dispose or to direct the disposition of:
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D.
E. Shaw Valence Portfolios, L.L.C.:
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1,465,949 shares
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D.
E. Shaw & Co., L.P.:
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1,467,940
shares
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David
E. Shaw:
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1,467,940
shares
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David
E.
Shaw does not own any shares directly. By virtue of David E. Shaw’s position as
President and sole shareholder of D. E. Shaw & Co., Inc., which is
the general partner of D. E. Shaw & Co., L.P., which in turn is the managing
member and investment adviser of D. E. Shaw Valence Portfolios,
L.L.C., the investment adviser of D. E. Shaw Synoptic Portfolios
2, L.L.C., and
the managing member of D. E. Shaw Investment Management, L.L.C., and
by virtue of David E. Shaw’s position as President and sole shareholder of
D. E. Shaw & Co. II, Inc., which is the managing member of D. E.
Shaw & Co., L.L.C., which in turn is the managing member of D. E. Shaw
Synoptic Portfolios 2, L.L.C., David E. Shaw may be deemed
to have the shared
power to vote or direct the vote of 1,466,440 shares, and the
shared power to
dispose or direct the disposition of 1,467,940 shares, the
1,467,940 shares as
described above constituting 5.0% of the outstanding shares
and, therefore,
David E. Shaw may be deemed to be the beneficial owner of such
shares. David E. Shaw disclaims beneficial ownership of such 1,467,940
shares.
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Item
5.
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Ownership
of Five Percent or Less of a Class
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Not
Applicable
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Item
6.
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Ownership
of More than Five Percent on Behalf of Another
Person
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Not
Applicable
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Item
7.
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Identification
and Classification of the Subsidiary Which Acquired the Security
Being
Reported on By the Parent Holding Company or Control Person
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Not
Applicable
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Item
8.
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Identification
and Classification of Members of the Group
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Not
Applicable
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Item
9.
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Notice
of Dissolution of Group
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Not
Applicable
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Item
10.
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Certification
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By
signing below, each of D. E. Shaw Valence Portfolios, L.L.C.,
D. E. Shaw & Co., L.P., and David E. Shaw certify that, to
the best of such reporting person’s knowledge and belief, the securities
referred to above were not acquired and are not held for
the purpose of or
with the effect of changing or influencing the control
of the issuer of
the securities and were not acquired and are not held in
connection with
or as a participant in any transaction having such purposes
or
effect.
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SIGNATURE
After
reasonable inquiry and to the best of their knowledge and belief, the
undersigned certify that the information set forth in this statement
is true,
complete and correct. A Power of Attorney, dated October 24, 2007, granted
by
David E. Shaw in favor of Rochelle Elias, is attached hereto.
Dated: July
21,
2008
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D.
E. Shaw Valence Portfolios, L.L.C.
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By:
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D.
E. Shaw & Co., L.P., as
managing
member
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| By: | /s/ Rochelle Elias | ||
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Rochelle
Elias
Chief
Compliance Officer
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| D. E. Shaw & Co., L.P. | ||
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| By: | /s/ Rochelle Elias | |
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Rochelle
Elias
Chief
Compliance Officer
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| David E. Shaw | ||
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| By: | /s/ Rochelle Elias | |
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Rochelle
Elias
Attorney-in-Fact
for David E.
Shaw
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Exhibit
1
POWER
OF
ATTORNEY
FOR
CERTAIN FILINGS
UNDER
THE
SECURITIES EXCHANGE ACT OF 1934
I,
David
E. Shaw, hereby make, constitute, and appoint each of:
Anne
Dinning,
Rochelle
Elias,
Julius
Gaudio,
John
Liftin,
Louis
Salkind,
Stuart
Steckler,
Maximilian
Stone, and
Eric
Wepsic,
acting
individually, as my agent and attorney-in-fact, with full power of substitution,
for the purpose of, from time to time, executing in my name and/or my capacity
as President of D. E. Shaw & Co., Inc. (acting for itself or as
the general partner of D. E. Shaw & Co., L. P. and general
partner, managing member, or manager of other entities, any of which in turn
may
be acting for itself or other entities) all documents, certificates,
instruments, statements, other filings, and amendments to the foregoing
(collectively, “documents”) determined by such person to be necessary or
appropriate to comply with ownership or control-person reporting requirements
imposed by any United States or non-United States governmental or regulatory
authority, including without limitation Forms 3, 4, 5, and 13F and Schedules
13D
and 13G required to be filed with the Securities and Exchange Commission;
and
delivering, furnishing, or filing any such documents to or with the appropriate
governmental or regulatory authority. Any such determination shall be
conclusively evidenced by such person’s execution, delivery, furnishing, and/or
filing of the applicable document.
This
power of attorney shall be valid from the date hereof and replaces the power
granted on February 24, 2004, which is hereby cancelled.
IN
WITNESS HEREOF, I have executed this instrument as of the date set forth
below.
Date:
October 24, 2007
DAVID
E.
SHAW, as President of
D.
E.
Shaw & Co., Inc.
/s/
David
E. Shaw
New
York,
New York
Exhibit
2
JOINT
FILING AGREEMENT
In
accordance with Rule 13d-1(k)(1) under the Securities Exchange
Act of 1934, as
amended, each of the undersigned Reporting Persons hereby agrees
to the joint
filing, along with all other such Reporting Persons, on behalf
of each of them
of a statement on Schedule 13G (including amendments thereto) with
respect to
the Common Stock, $0.10 par value, of The Children’s Place Retail Stores, Inc.,
and that this Agreement be included as an Exhibit to such joint
filing. This
Agreement may be executed in any number of counterparts, all of
which taken
together shall constitute one and the same instrument.
IN
WITNESS WHEREOF, each of the undersigned hereby executes this Agreement
as of
this 21st
day of
July, 2008.
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D.
E. Shaw Valence Portfolios, L.L.C.
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By:
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D.
E. Shaw & Co., L.P., as
managing
member
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| By: | /s/ Rochelle Elias | ||
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Rochelle
Elias
Chief
Compliance Officer
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| D. E. Shaw & Co., L.P. | ||
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| By: | /s/ Rochelle Elias | |
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Rochelle
Elias
Chief
Compliance Officer
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| David E. Shaw | ||
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| By: | /s/ Rochelle Elias | |
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Rochelle
Elias
Attorney-in-Fact
for David E.
Shaw
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