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 *
  DECARO THOMAS C
 2. Date of Event Requiring Statement (Month/Day/Year)
06/16/2005		 3. Issuer Name and Ticker or Trading Symbol
MICHAELS STORES INC [MIK]
(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)
SVP - Inventory Management
 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 106 (1)
D
 
Common Stock 1,273
I
By 401(k) Plan (2)

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)   (3) 08/06/2007 Common Stock 35,000 $ 17.05 D  
Stock Option (Right to Buy)   (4) 08/06/2008 Common Stock 35,000 $ 17.655 D  
Stock Option (Right to Buy)   (5) 08/05/2009 Common Stock 35,000 $ 25.59 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
DECARO THOMAS C
8000 BENT BRANCH DRIVE
IRVING, TX 75063		       SVP - Inventory Management  

Signatures

/s/ Todd J. Thorson Todd J. Thorson, Attorney-in-Fact for Thomas C. DeCaro, Senior Vice President - Inventory Management 06/24/2005
**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 the Michaels Stores, Inc. Amended and Restated 1997 Employees Stock Purchase Plan (also known as the ESPP), based on a plan statement issued by the ESPP's administrator as of June 15, 2005.
(2) The reported amount is held by a stock fund under the Michaels Stores, Inc. Employees 401(k) Plan (also known as the 401(k) Plan) assumed to be fully invested in Michaels Stores, Inc. common stock, based on a plan statement issued by the 401(k) Plan administrator as of June 15, 2005 as an estimate of the total number of shares that would be available to the reporting person if such holdings were liquidated on that date.
(3) Grant to the reporting person on August 7, 2002 of options under the Michaels Stores, Inc. Amended and Restated 1997 Stock Option Plan to purchase 35,000 shares of Michaels Stores, Inc. common stock (adjusted to give effect to a two-for-one stock split to stockholders of record as of the close of business on September 27, 2004). The options associated with this grant vest in three annual installments beginning August 7, 2003; 23,333 of which are currently vested and 11,667 of which will vest on August 7, 2005.
(4) Grant to the reporting person on August 7, 2003 of options under the Michaels Stores, Inc. Amended and Restated 1997 Stock Option Plan to purchase 35,000 shares of Michaels Stores, Inc. common stock (adjusted to give effect to a two-for-one stock split to stockholders of record as of the close of business on September 27, 2004). The options associated with this grant vest in three annual installments beginning August 7, 2004; 16,666 of which are currently vested and 11,667 of which will vest on each of August 7, 2005 and August 7, 2006.
(5) Grant to the reporting person on August 6, 2004 of options under the Michaels Stores, Inc. Amended and Restated 1997 Stock Option Plan to purchase 35,000 shares of Michaels Stores, Inc. common stock (adjusted to give effect to a two-for-one stock split to stockholders of record as of the close of business on September 27, 2004). The options associated with this grant vest in three annual installments; 11,666 of which will vest on August 6, 2005 and 11,667 of which will vest on each of August 6, 2006 and August 6, 2007.

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