SCHEDULE 14A

                Proxy Statement Pursuant to Section 14(a) 
                  of the Securities Exchange Act of 1934


Filed by the Registrant  [  ]
Filed by a Party other than the Registrant  [ x]

Check the appropriate box:
[  ] Preliminary Proxy Statement
[  ] Definitive Proxy Statement
[x ] Definitive Additional Materials
[  ] Soliciting Material Pursuant to Section 240.14a-11(c) or 
     Section 240.14a-12

                         Hills Stores Company
                                                  
             (Name of Registrant as Specified In Its Charter)

                        Dickstein Partners Inc.    
                                         
                (Name of Person(s) Filing Proxy Statement)

Payment of Filing Fee (Check the appropriate box):
[  ] $125 per Exchange Act Rules 0-11(c)(1)(ii), 14a-6(i)(1),
     or 14a-6(i)(2).
[  ] $500 per each party to the controversy pursuant to Exchange
     Act Rule 14a-6(i)(3).
[  ] Fee computed on table below per Exchange Act Rules 14a-
6(i)(4)
     and 0-11.

     1)   Title of each class of securities to which transaction
applies:

                                                                
                             

     2)   Aggregate number of securities to which transaction
applies:

                                                                 

                                         

     3)   Per unit price or other underlying value of transaction
computed pursuant to Exchange Act Rule 0-11: 1/

                                                                 

     4)   Proposed maximum aggregate value of transaction:


1/        Set forth the amount on which the filing fee is
          calculated and state how it was determined.




                                                                 

                                         

[  ] Check box if any part of the fee is offset as provided by
Exchange Act Rule 0-11(a)(2) and identify the filing for which
the
offsetting fee was paid previously.  Identify the previous filing
by registration statement number, or the form or schedule and the
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          3)   Filing Party:

                                                                 

                                     


          4)   Date Filed:

                                                                 

                                     
          


News Release                            MACKENZIE
                                        PARTNERS, INC.
CONTACTS:                               156 FIFTH AVENUE
Wilbur L. Ross, Jr.                     NEW YORK, NY  10010
Rothschild Inc.                         212 929-5500
212-403-3581                            FAX 212 929-0308

Jeanne M. Carr                          
MacKenzie Partners, Inc.
212-929-5916                            
                                        

FOR IMMEDIATE RELEASE:

         DICKSTEIN PARTNERS INC. RETAINS ROTHSCHILD INC.
          FOR HILLS STORES COMPANY CONSENT SOLICITATION


NEW YORK, NEW YORK, SEPTEMBER 1, 1994 -- Dickstein Partners Inc.
announced today that it has retained Rothschild Inc. as Dickstein
Partners' financial advisor in connection with its consent
solicitation regarding Hills Stores Company (NYSE:HDS).  Mr. Mark
Dickstein, President of Dickstein Partners Inc., said, "We have
retained Rothschild because of their thorough understanding of
Hills, its prospects and debt capacity as well for their
expertise in the retail industry.  Rothschild gained particular
familiarity with Hills while advising the Committee of Unsecured
Creditors in the successful chapter 11 reorganization of Hills."

Wilbur L. Ross, Jr. of Rothschild Inc. said, "While, we believe
that Hills have done a fine job of rationalizing the business and
resuming a growth trend, we feel that now is the time for the
company to maximize shareholder values by recapitalizing the
company.  We will be contacting the company, its financial
advisor and its major holders to outline our views regarding
capital structure and its impact on shareholder values."

Hills Stores Company is a leading regional discount retailer,
with 152 stores in 11 Midwestern and Mid-Atlantic states.