Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN 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 *
MARCUS RICHARD C
  2. Issuer Name and Ticker or Trading Symbol
MICHAELS STORES INC [MIK]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
8000 BENT BRANCH DRIVE
3. Date of Earliest Transaction (Month/Day/Year)
06/13/2005
(Street)

IRVING, TX 75063
4. If Amendment, Date Original Filed(Month/Day/Year)
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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 06/13/2005   M   30,900 A $ 10.5 44,900 D  
Common Stock 06/13/2005   S   15,000 D $ 41.99 29,900 D  
Common Stock 06/13/2005   S   100 D $ 41.98 29,800 D  
Common Stock 06/13/2005   S   4,900 D $ 41.96 24,900 D  
Common Stock 06/13/2005   S   4,300 D $ 41.87 20,600 D  
Common Stock 06/13/2005   S   700 D $ 41.9 19,900 D  
Common Stock 06/13/2005   S   3,800 D $ 41.82 16,100 D  
Common Stock 06/13/2005   S   1,200 D $ 41.84 14,900 D  
Common Stock 06/13/2005   S   900 D $ 41.78 14,000 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $ 10.5 06/13/2005   M     30,900   (1) 10/04/2006 Common Stock 30,900 $ 0 39,100 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
MARCUS RICHARD C
8000 BENT BRANCH DRIVE
IRVING, TX 75063
  X      

Signatures

 /s/ Todd J. Thorson Todd J. Thorson, Attorney-in-Fact for Richard C. Marcus   06/15/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(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) Exercise of stock options pursuant to original grant to the reporting person on October 5, 2001 of options under the Michaels Stores, Inc. Second Amended and Restated 2001 General Stock Option Plan to purchase 70,000 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 each of November 12, 2001 and September 27, 2004). All the options associated with this grant vested on October 5, 2001. After giving effect to the transaction that is the subject of this report, 39,100 options remain outstanding under this grant.

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