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): August 28, 2003

                            WHITEHALL JEWELLERS, INC.
             (Exact name of Registrant as Specified in Its Charter)


         Delaware                      0-028176                  36-1433610
(State or Other Jurisdiction    (Commission File Number)        (IRS Employer
     of Incorporation)                                       Identification No.)


155 North Wacker Drive, Suite 500, Chicago, Illinois          60606
    (Address of Principal Executive Offices)                (Zip Code)


        Registrant's Telephone Number, Including Area Code: 312-782-6800


                                 Not Applicable
          (Former Name or Former Address, if Changed Since Last Report)






Item 12. Results of Operations and Financial Condition.

         The information in this Form 8-K and the Exhibit attached hereto shall
not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act
of 1934, as amended, nor shall it be deemed incorporated by reference in any
filing under the Securities Act of 1933, except as shall be expressly set forth
by specific reference in such filing.

         On August 28, 2003, the Company issued a press release reporting
financial results for the second quarter ended July 31, 2003. A copy of this
press release is attached hereto as Exhibit 99.1.










                                   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 hereunto duly authorized.

                                             WHITEHALL JEWELLERS, INC.
                                                    (Registrant)


                                             By:  /s/ John R. Desjardins
                                                  ------------------------------
                                                     John R. Desjardins
                                                     Executive Vice President
                                                     and Secretary
Date:  August 28, 2003






                                  EXHIBIT INDEX

                  The following exhibit is furnished herewith as noted below.

            Exhibit No.           Exhibit

              99.1                Press Release dated August 28, 2003
                                  reporting financial results for the second
                                  quarter ended July 31, 2003.