10-Q/A

                                UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C. 20549

                                  FORM 10-Q/A
                                (AMENDMENT # 2)     

[X]	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
	      SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended   July 30, 1994           

                                      OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
       SECURITIES EXCHANGE ACT OF 1934

For the transition period from                        to                       
 
Commission file number              1-1117     
     
                                TOYS "R" US, INC. 
(Exact name of registrant as specified in its charter)

                Delaware                           13-5159250                   
(State or other jurisdiction of          (I.R.S. Employer Identification No.) 
 incorporation or organization)

                     461 From Road, Paramus, New Jersey 07652             
(Address of principal executive offices)                (Zip Code)

                                (201) 262-7800                                  
(Registrant's telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last
 report)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Sections 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirement for the past 90 days.

Yes  X  	No      

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.

As of August 22, 1994, 284,725,462 shares of common stock were outstanding.




The purpose of this amendment #2 is to add the Company's Financial Data Schedule
as an exhibit to the second quarter Form 10-Q, which was inadvertently omitted
from the original filing and subsequent first amendment.





Item 6.	Exhibits and Reports on Form 8-K

            (a)	 Exhibit 27 - Financial Data Schedule

            (b)  The Company was not required to file any reports on Form 8-K
                 during the 13 weeks ended July 30, 1994. 





                                              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.



Date:  November 9, 1994                     Toys "R" Us, Inc.     
                                             (Registrant)



                                             s/Louis Lipschitz   
                                             (Signature)
	                                            Louis Lipschitz
                                             Senior Vice President - Finance and
	                                            Chief Financial Officer

 


INDEX TO EXHIBITS

The following is a list of all exhibits filed as part of this document:




Exhibit          Page                     
No.              No.        Document     
                      

27                          Financial Data Schedule              

EX-27

 

<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from
the Consolidated Balance Sheets and Consolidated Statements of Earnings
as reported in the Form 10-Q and is qualified in its entirety by reference
to such financial statements.

<CIK> 0000051734
<NAME> TOYS "R" US, INC.
<MULTIPLIER> 1,000
       
                             
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          JAN-28-1995
<PERIOD-END>                               JUL-30-1994
<CASH>                                         109,578
<SECURITIES>                                         0
<RECEIVABLES>                                   96,187
<ALLOWANCES>                                         0
<INVENTORY>                                  2,411,919
<CURRENT-ASSETS>                             2,683,141
<PP&E>                                       4,102,489
<DEPRECIATION>                                 687,289
<TOTAL-ASSETS>                               6,429,434
<CURRENT-LIABILITIES>                        2,342,734
<BONDS>                                        755,136
<COMMON>                                        29,794
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                          0
<OTHER-SE>                                   3,063,539
<TOTAL-LIABILITY-AND-EQUITY>                 6,429,434
<SALES>                                      2,914,050
<TOTAL-REVENUES>                             2,914,050
<CGS>                                        1,984,095
<TOTAL-COSTS>                                  706,100
<OTHER-EXPENSES>                                73,429
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                              30,436
<INCOME-PRETAX>                                119,990
<INCOME-TAX>                                    44,396
<INCOME-CONTINUING>                             75,594
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                    75,594
<EPS-PRIMARY>                                     0.26
<EPS-DILUTED>                                     0.26