SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* HIEMENZ DUANE E (Last) (First) (Middle) 8000 BENT BRANCH DRIVE (Street) IRVING TX 75063 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol MICHAELS STORES INC [ MIK ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) SVP - New Business Development
	3. Date of Earliest Transaction (Month/Day/Year) 10/13/2003
	4. If Amendment, Date of 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

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	10/13/2003		M		20,000	A	$20.875	26,830	D
Common Stock	10/13/2003		S		20,000	D	$46.6007	6,830	D
Common Stock	10/13/2003		M		1,667	A	$20.985	8,497	D
Common Stock	10/13/2003		S		1,667	D	$46.6007	6,830(1)	D
Common Stock								1,652(2)	I	By 401(k) Plan

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 Securities Underlying Derivative Security (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: 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)	$20.875	10/13/2003		M			20,000	(3)	07/27/2005	Common Stock	20,000	$0	0	D
Stock Option (Right to Buy)	$20.985	10/13/2003		M			1,667	(4)	07/30/2006	Common Stock	1,667	$0	21,667	D

Explanation of Responses:

1. The reported amount includes 3,830 shares of Michaels Stores, Inc. common stock acquired by the reporting person under the Michaels Stores, Inc. Amended and Restated 1997 Employees Stock Purchase Plan (also known as the ESPP), based on a plan statement issued by the ESPP's administrator as of August 29, 2003.

2. The reported amount is held by a stock fund under the Michaels Stores, Inc. Employees 401(k) Plan (also known as the 401(k) Plan) assumed to be fully invested in Michaels Stores, Inc. common stock, based on a plan statement issued by the 401(k) Plan administrator as of August 29, 2003 as an estimate of the total number of shares that would be available to the reporting person if such holdings were liquidated on that date.

3. Exercise of stock options pursuant to original grant to the reporting person on July 28, 2000 of options under the Michaels Stores, Inc. Amended and Restated 1997 Stock Option Plan to purchase 35,000 shares of Michaels Stores, Inc. common stock (adjusted to give effect to a two-for-one stock split effected in the form of a stock dividend to stockholders of record as of the close of business on November 12, 2001). The options associated with this grant vest in three annual installments beginning on July 28, 2001. After giving effect to the transaction that is the subject of this report, no options remain outstanding under this grant.

4. Exercise of stock options pursuant to original grant to the reporting person on July 31, 2001 of options under the Michaels Stores, Inc. Amended and Restated 1997 Stock Option Plan to purchase 35,000 shares of Michaels Stores, Inc. common stock (adjusted to give effect to a two-for-one stock split effected in the form of a stock dividend to stockholders of record as of the close of business on November 12, 2001). The options associated with this grant vest in three annual installments beginning on July 31, 2002. After giving effect to the transaction that is the subject of this report, 21,667 options remain outstanding under this grant, 10,000 of which are currently vested and 11,667 of which will vest on July 31, 2004.

Remarks:

	/s/ Elizabeth K. Giddens Elizabeth K. Giddens, Attorney-in-Fact for Duane E. Hiemenz, Senior Vice President - New Business Development	10/14/2003
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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