SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C.  20549


                               FORM 8-K

                            CURRENT REPORT

                Pursuant to Section 13 or 15(d) of the
                    Securities Exchange Act of 1934



    Date of Report (Date of earliest event reported):  February 16, 1995
    ---------------------------------------------------------------------
                                                      (February 16, 1995)


                     Ames Department Stores, Inc.
                      ----------------------------
        (Exact Name of Registrant As Specified In Its Charter)


                                Delaware                  
             ----------------------------------------------     
            (State Or Other Jurisdiction Of Incorporation)


         1-5380                                 04-2269444           
  -------------------------         ----------------------------------
  (Commission File Number)          (IRS Employer Identification No.)


   2418 Main Street; Rocky Hill, Connecticut             06067-0801
   -----------------------------------------             ----------
   (Address Of Principal Executive Offices)              (Zip Code)


                            (203) 257-2000                    
         ------------------------------------------------------
         (Registrant's Telephone Number, Including Area Code)


                            Not Applicable                        
     -------------------------------------------------------------- 
     (Former Name Or Former Address, If Changed Since Last Report)









                        Exhibit Index on Page 4

                    Page 1 of 7 (Including Exhibit)




ITEM 5: OTHER EVENTS
        ------------

        Beginning on February 16, 1995, Ames Department Stores, Inc. (the
        "Company") will distribute to its banks and other lenders,
        principal trade vendors and factors, summaries of its financial
        plan (referred to herein as the "Plan") for the fiscal year ending
        January 27, 1996 ("Fiscal 1995").  The Plan is attached hereto as
        Exhibit 20 and is incorporated by reference herein.  

        The Company is distributing the Plan to its banks and other
        lenders, principal trade vendors and factors to facilitate their
        credit analyses.  The Plan SHOULD NOT BE RELIED UPON FOR ANY OTHER
        PURPOSE and should be read in conjunction with the Company's Form
        10-K to be filed for the fiscal year ended January 28, 1995
        ("Fiscal 1994").  The Plan is being reported publicly solely
        because it is being distributed to a large number of the Company's
        vendors for purposes of their credit analyses.  Although the
        Company is publicly reporting the Plan and currently expects to
        continue reporting its monthly results during Fiscal 1995, the
        Company does not believe it is obligated to provide such
        information indefinitely, other than as required by applicable
        regulations, and may cease making such disclosures and updates at
        any time.  Moreover, the Company does not believe that it is
        obligated to update the Plan to reflect subsequent events or
        developments.  

        The Plan was not prepared with a view toward compliance with the
        guidelines established by the American Institute of Certified
        Public Accountants or the rules and regulations of the Securities
        and Exchange Commission regarding financial projections.  While
        presented with numerical specificity, the Plan is based upon a
        variety of assumptions that may not be realized and is subject to
        significant business, economic and competitive uncertainties and
        contingencies, many of which are beyond the Company's control. 
        Consequently, the Plan should not be regarded as a representation
        or warranty by the Company, or any other person, that the
        forecasts contained therein will be realized.  Actual results may
        vary materially from those presented in the Plan.  



ITEM 7: FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
        ------------------------------------------------------------------

        Exhibit:  20  Fiscal 1995 Summary Financial Plan













                              Page 2 of 7






                           INDEX TO EXHIBITS







                                                         
      Exhibit No.             Exhibit                     Page No.
      -----------             -------                     --------

         20        Fiscal 1995 Summary Financial Plan         5












































                              Page 3 of 7






                              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.  








                                     AMES DEPARTMENT STORES, INC.
                                     ----------------------------
                                          Registrant       





Dated:  February 16, 1995            By: /s/ Joseph R. Ettore       
                                         ---------------------------
                                          Joseph R. Ettore
                                          President, Director, and
                                          Chief Executive Officer



Dated:  February 16, 1995            By: /s/ John F. Burtelow    
                                         ---------------------------
                                          John F. Burtelow
                                          Executive Vice President,
                                          Chief Financial Officer



Dated:  February 16, 1995            By: /s/ William C. Najdecki 
                                         ---------------------------
                                          William C. Najdecki
                                          Senior Vice President,
                                          Chief Accounting Officer












                              Page 4 of 7