UNITED STATES
                             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) October 5, 2004

                             CHARMING SHOPPES, INC.
             (Exact name of registrant as specified in its charter)

       PENNSYLVANIA                   000-07258                  23-1721355
       ------------                   ---------                  ----------
(State or other jurisdiction         (Commission               (IRS Employer
      of incorporation)              File Number)            Identification No.)

      450 WINKS LANE, BENSALEM, PA                                 19020
      ----------------------------                                 -----
(Address of principal executive offices)                         (Zip Code)

        Registrant's telephone number, including area code (215) 245-9100

                                 NOT APPLICABLE
         (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

[ ]  Written communications pursuant to Rule 425 under the Securities Act (17
     CFR 230.425)

[ ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
     CFR 240.14a-12)

[ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act (17 CFR 240.14d-2(b))

[ ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the
     Exchange Act (17 CFR 240.13e-4(c))


Item 7.01 Regulation FD Disclosure.

     On October 5, 2004, the Company issued a press release announcing that it
is scheduled to participate in the KeyBanc Capital Markets 2004 Consumer Growth
Conference on Wednesday, October 6, 2004.  The text of the press release and
information excerpted from the Company's slide presentation for the conference
follows (the URLs referenced below are inactive textual references only, and the
information set forth therein is expressly not incorporated by reference in this


Bensalem, PA, October 5, 2004 - Charming Shoppes, Inc. (NASDAQ:CHRS) a leading
retail apparel chain specializing in women's plus-size apparel, is scheduled to
participate in the KeyBanc Capital Markets 2004 Consumer Growth Conference on
Wednesday, October 6, 2004.

Eric M. Specter, Executive Vice President and Chief Financial Officer, Steven R.
Wishner, Sr. Vice President of Treasury, Investor Relations and Business
Development, and Gayle M. Coolick, Director of Investor Relations, will
represent Charming Shoppes at the conference.  The Company's slide presentation
will be available on the Company's corporate website, at

The Company also reaffirmed its earnings projections for the remainder of the
fiscal year ending January 29, 2005. For the fiscal year ending January 29,
2005, the Company has reaffirmed projections for diluted earnings per share in
the range of $0.56 - $0.58.  For the third quarter ending October 30, 2004, the
Company has reaffirmed projections for diluted earnings per share in the range
of $0.03 - $0.04.

Charming Shoppes, Inc. operates 2,238 stores in 48 states under the names LANE
Please visit www.charmingshoppes.com for additional information about Charming
Shoppes, Inc.

The Company's presentation will contain certain forward-looking statements
concerning the Company's operations, performance, and financial condition. These
forward-looking statements include statements regarding future performance,
sales, expenses, gross margin, capital expenditures, earnings per share, store
openings and closings, and other matters.  Such forward-looking statements are
subject to various risks and uncertainties that could cause actual results to
differ materially from those indicated.  Such risks and uncertainties may
include, but are not limited to: failure to achieve successful integrations,
failure to successfully implement the cost reduction program, failure to
successfully implement the Company's business plan for increased profitability
and growth in the plus-size women's apparel business, changes in or
miscalculation of fashion trends, extreme or unseasonable weather conditions,
economic downturns, a weakness in overall consumer demand, failure to find
suitable store locations, the ability to hire and train associates, trade
restrictions and political or financial instability in countries where goods are
manufactured, the interruption of merchandise flow to the Company's retail
stores from its centralized distribution facilities, competitive pressures, and
the adverse effects of acts or threats of war, terrorism, or other armed
conflict on the United States and international economies.  These, and other
risks and uncertainties, are detailed in the Company's filings with the
Securities and Exchange Commission, including the Company's Annual Report on
Form 10-K for the fiscal year ended January 31, 2004 and other Company filings
with the Securities and Exchange Commission. Charming Shoppes assumes no duty to
update or revise its forward-looking statements even if experience or future
changes make it clear that any projected results expressed or implied therein
will not be realized.

CONTACT:          Gayle M. Coolick
                  Director of Investor Relations

(End of Press Release)

The following information is excerpted from the Company's slide presentation for
the conference:


     o    $2.37 Billion In Sales, An Increase Of 4%

     o    +Low Single Digit Same Store Sales, Benefiting From Improved
          Merchandise Assortments

     o    Gross Profit Expansion Of 130 - 150 Basis Points

     o    Benefiting From Improved Inventory Turnover And Product Mix

     o    Net Income Of Approximately $70 Million

     o    An Improvement Of Approximately 70% Over 2003*

     o    EPS Of $0.56 - $0.58, Versus $0.35 In 2003*

     o    Generate Free Cash Flow* Of Approximately $55 Million

* 2003 Net Income And Net Income Per Share Include $11.5 Million Pre-tax Expense
(or $0.06 per diluted share) Related To Cost Reduction Plan. Please Refer To
http://ir.thomsonfn.com/InvestorRelations/Pubmultimedia.aspx?partner=5428 For A
Reconciliation Of GAAP To Non-GAAP Financial Measures And Calculation For Free
Cash Flow.


     o    Our Goal - To Double Our 2003 Operating Margins Over The Long-Term (3
          to 4 Years) To 6% - 7%

     o    Increasing Gross Margin in All Brands

     o    Expansion In Direct Channel, Including E-Commerce And Catalog

     o    Leverage Corporate Resources Across All Brands, Resulting In Improved

     o    Strong Liquidity From Internally Generated Free Cash Flow and Bank
          Credit Line To Support Growth Initiatives


     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.

Date October 5, 2004
                                               /S/ERIC M. SPECTER
                                            Executive Vice President
                                             Chief Financial Officer