Washington, D.C. 20549

                                    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) August 21, 2003

                             Charming Shoppes, Inc.
             (Exact Name of Registrant as Specified in its Charter)

                 (State or Other Jurisdiction of Incorporation)

              000-07258                                  23-1721355
              ---------                                  ----------
       (Commission File Number)             (I.R.S. Employer Identification No.)

      450 Winks Lane, Bensalem, PA                        19020
      ----------------------------                        -----
(Address of Principal Executive Offices)                (Zip Code)

                                 (215) 245-9100
              (Registrant's Telephone Number, Including Area Code)

                                 Not Applicable
          (Former Name or Former Address, if Changed Since Last Report)


Item 7.  Financial Statements and Exhibits.

     The Exhibit Index on page 3 of this report is incorporated herein by

Item 12.  Results of Operations and Financial Condition.

     On August 21, 2003 we issued a press release announcing our earnings for
the quarter ended August 2, 2003 (the second quarter of our fiscal year ending
January 31, 2004). The earnings announcement is attached as Exhibit 99 to this

     In accordance with general instruction B.6 to Form 8-K, the information
included in this Item 12, and the exhibit attached hereto, shall be deemed to be
"furnished" and shall not be deemed to be "filed" with the Securities and
Exchange Commission for purposes of Section 18 of the Securities Exchange Act of
1934, as amended.



     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.

                                                  CHARMING SHOPPES, INC.

Dated: August 21, 2003                      By:   /S/ Eric M. Specter
                                            Name:   Eric M. Specter
                                            Title:  Executive Vice President and
                                                    Chief Financial Officer


                                  EXHIBIT INDEX

Exhibit. No.

     99           Press Release dated August 21, 2003