EXHIBIT 11.1
                    THE CHILDREN'S PLACE RETAIL STORES, INC.
                 STATEMENT RE COMPUTATION OF PER SHARE EARNINGS


                    (In thousands, except for per share data)

                                                                       THIRTEEN WEEKS ENDED
                                                                       --------------------
                                                                  MAY 2, 1998     MAY 3, 1998
                                                                  -----------     -----------
                                                                                
Net income.............................................              $2,742        $1,011
                                                                     ======        ======
Basic weighted average common shares outstanding (1)....             24,660        20,421
Basic net income per common share.......................              $0.11         $0.05

Diluted weighted average common shares outstanding (2)..             25,605        23,804
Diluted net income per common share.....................              $0.11         $0.04


     (1) Basic weighted average common shares outstanding for the thirteen
         weeks ended May 2, 1998 includes 24,622 shares outstanding as of
         January 31, 1998 and 38 weighted average shares outstanding issued upon
         exercise of employee stock options and employee stock purchases during
         the thirteen weeks ended May 2, 1998. Basic net income per common share
         for the thirteen weeks ended May 3, 1997 was calculated by dividing net
         income by the basic weighted average common shares outstanding as if
         the Stock Split, the Series B Conversion and the Reclassification
         occurred on the first day of fiscal 1997.

     (2) Diluted net income per common share for the thirteen weeks ended
         May 3, 1997 was calculated by dividing net income by the diluted
         weighted average common shares and common share equivalents outstanding
         as if the Stock Split, the Series B Conversion and the Reclassification
         occurred on the first day of fiscal 1997. For the thirteen weeks ended
         May 3, 1997, common share equivalents included the Noteholder Warrant
         and Legg Mason Warrant and management options to purchase common stock
         under the 1996 Plan using the treasury stock method. The Offering price
         was utilized for the treasury stock calculations due to the lack of a
         public market.





                                  EXHIBIT 11.1
                    THE CHILDREN'S PLACE RETAIL STORES, INC.
                 STATEMENT RE COMPUTATION OF PER SHARE EARNINGS



      CALCULATION OF DILUTED WEIGHTED AVERAGE COMMON SHARES OUTSTANDING

                                                                                   Weighted
Thirteen Weeks Ended May 2, 1998                   # of Shares      # of Months    Average
- --------------------------------                   ----------       ------------   ---------
                                                                                
Outstanding common stock (a)...............        24,660,493            3        24,660,493
1996 Management Options (b)................         1,407,488            3           929,018
1997 Management Options (c)................           434,380            3             --
Options issued to a 10% owner (d)..........            99,660            3             --
Management options issued during 1998 (e)..           200,000            3            15,304
                                                                                  ----------
                                                                                  25,604,815
                                                                                  ==========


(a) Outstanding common stock includes 24,622,103 shares outstanding as of 
    January 31, 1998 and 38,390 weighted average shares issued upon the exercise
    of employee stock options and employee stock purchases during the thirteen
    weeks ended May 2, 1998.

(b) Represents the treasury stock calculation of options issued in conjunction 
    with a 1996 recapitalization of the Company at their exercise price of 
    $2.677 and the average market price of $8.16 for the thirteen weeks ended 
    May 2, 1998.

(c) The Company re-priced certain options issued in conjunction with the 
    Offering to the average market price on March 27, 1998 of $8.70. Options 
    granted to officers were not re-priced. As of May 2, 1998, these options 
    were anti-dilutive as their exercise price was greater than the average 
    market price of $8.16 for the thirteen weeks ended May 2, 1998.

(d) Options issued to a 10% owner have an exercise price of $15.40 and are
    anti-dilutive for the thirteen weeks ended May 2, 1998.

(e) Represents the treasury stock calculation of 200,000 shares issued during 
    fiscal 1998 at an exercise price of $7.3125, and the average market price of
    $8.16 for the thirteen weeks ended May 2, 1998.

                                                                                     Weighted
THIRTEEN WEEKS ENDED MAY 3, 1997               # of Shares           # of Months     Average
- ---------------------------------              -----------           -----------     -------

                                                                                   
Outstanding common stock...............        12,760,800                3           12,760,800
Series B conversion to common stock....         7,659,889                3            7,659,889
Legg Mason Warrant (f).................           747,096                3              604,240
Noteholder Warrant (f).................         1,992,252                3            1,611,305
1996 Management Options (f)............         1,444,080                3            1,167,951
                                                                                     ------------ 
                                                                                     23,804,185
                                                                                     ============

(f) Represents the treasury stock calculation of warrants/options issued in
    conjunction with a 1996 recapitalization of the Company at their exercise 
    price of $2.677 and the Offering price of $14.00.