8-K

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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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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):September 16, 2002


Dillard's, Inc.

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                              (Exact Name of Registrant as Specified in its Charter)


                                                 Delaware
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                                  (State or Other Jurisdiction of Incorporation)


                             1-6140                                                         71-0388071
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                    (Commission File Number)                                             (I.R.S. Employer
                                                                                        Identification No.)

                       1600 Cantrell Road
                      Little Rock, Arkansas                                                    72201
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              (Address of Principal Executive Offices)                                        (Zip Code)

                                                      (501) 376-5200
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                                          (Registrant's Telephone Number, Including Area Code)


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                                      (Former Name or Former Address, if Changed Since Last Report)




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Item 7. Exhibits

99.1     Statement Under Oath of Principal Executive Officer, dated September 16, 2002.

99.2     Statement Under Oath of Principal Financial Officer, dated September 16, 2002.

Item 9. Regulation FD Disclosure

On September 16, 2002, the Principal Executive Officer, William Dillard, II, and the Principal Financial Officer,
James I. Freeman, of Dillard's, Inc., submitted to the SEC sworn statements pursuant to Securities and Exchange
Commission Order No. 4-460.

A copy of each of these statements is filed hereto as an Exhibit.




                                                     SIGNATURE

                  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.

                                                     DILLARD'S, INC.



DATED: 09/16/02                                    By:    /s/ Paul J. Schroeder, Jr.
                                                   Name:    Paul J. Schroeder, Jr.
                                                   Title:   Vice President, Secretary and General Counsel









                                                         -1-


                                                   EXHIBIT INDEX

Exhibit No.                Description

99.1          Statement Under Oath of Principal Executive Officer, dated September 16, 2002.

99.2          Statement Under Oath of Principal Financial Officer, dated September 16, 2002.

EX-99

                                   STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER
                                     REGARDING FACTS AND CIRCUMSTANCES RELATING TO
                                                 EXCHANGE ACT FILINGS


I, William T. Dillard, II, state and attest that:

    (1)  To the best of my  knowledge,  based upon a review of the covered  reports of  Dillard's,  Inc.,  and,  except as corrected or
    supplemented in a subsequent covered report:

    o        no covered report  contained an untrue  statement of a material fact as of the end of the period covered by such report (or in
             the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and

    o        no covered report omitted to state a material fact  necessary to make the  statements in the covered  report,  in light of the
             circumstances  under which they were made,  not  misleading as of the end of the period  covered by such report (or in the
             case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed).

(2)      I have reviewed the contents of this statement with the Company's audit committee.

(3)      In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report":

    o        the 2001 Annual Report on Form 10-K filed with the Commission of Dillard's, Inc.;

    o        all reports on Form 10-Q,  all reports on Form 8-K and all  definitive  proxy  materials  of  Dillard's,  Inc.  filed with the
                 Commission subsequent to the filing of the Form 10-K identified above; and

    o        any amendments to any of the foregoing.



 /s/ William Dillard II                          Subscribed and sworn to
William T. Dillard, II                           before me this 16 day of
                                                 September, 2002.

9/16/02                                          /s/ Wendy Kurczek
Date                                              Wendy Kurczek
                                                  Notary Public

                                                  My Commission Expires: 8/20/02

EX-99

                                STATEMENT UNDER OATH OF PRINCIPAL FINANCIAL OFFICER
                                   REGARDING FACTS AND CIRCUMSTANCES RELATING TO
                                               EXCHANGE ACT FILINGS


I, James I. Freeman, state and attest that:

    (1)  To the best of my knowledge,  based upon a review of the covered  reports of Dillard's,  Inc., and, except
    as corrected or supplemented in a subsequent covered report:

    o        no covered  report  contained an untrue  statement of a material fact as of the end of the period  covered
             by such report (or in the case of a report on Form 8-K or definitive proxy  materials,  as of the date
             on which it was filed); and

    o        no covered  report  omitted to state a material  fact  necessary  to make the  statements  in the  covered
             report,  in light of the  circumstances  under which they were made,  not  misleading as of the end of
             the  period  covered  by such  report  (or in the case of a report  on Form  8-K or  definitive  proxy
             materials, as of the date on which it was filed).

(2)      I have reviewed the contents of this statement with the Company's audit committee.

(3)      In this statement  under oath,  each of the following,  if filed on or before the date of this  statement,
         is a "covered report":

    o        the 2001 Annual Report on Form 10-K filed with the Commission of Dillard's, Inc.;

    o        all reports on Form 10-Q, all reports on Form 8-K and all definitive  proxy  materials of Dillard's,  Inc.
                 filed with the Commission subsequent to the filing of the Form 10-K identified above; and

    o        any amendments to any of the foregoing.



/s/ James I. Freeman                                Subscribed and sworn to
James I. Freeman                                    before me this 16 day of
                                                    September, 2002.

9/16/02                                             /s/ Wendy Kurczek
 Date                                               Wendy Kurczek
                                                    Notary Public

                                                    My Commission Expires: 8/20/2008