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 13, 2004

                             LINENS 'N THINGS, INC.
               (Exact Name of Registrant as Specified in Charter)

        Delaware                      1-12381                   22-3463939
(State or Other Jurisdiction        (Commission              (I.R.S. Employer
      of Incorporation)              File Number)           Identification No.)

6 Brighton Road, Clifton, New Jersey                              07015
(Address of Principal Executive Offices)                        (Zip Code)

Registrant's telephone number, including area code    (973) 778-1300

     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 (see General Instructions A.2. below):

|_|  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

|_|  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 2.02  Results of Operations and Financial Condition

Attached and being furnished hereby as Exhibit 99.1 is a copy of a press release
of Linens 'n Things, Inc. (the "Company") dated October 13, 2004, reporting the
Company's estimated sales and earnings results for the third quarter of 2004.
Such estimated earnings results as well as all "outlook" information constitute
"forward looking" information within the meaning of The Private Securities
Litigation Reform Act of 1995.

The press release regarding the Company's 2004 estimated third quarter sales and
earnings results include and, where indicated, exclude the expected impact of
EITF 02-16. The expected impact of EITF 02-16 is further detailed in, and is
reconciled to generally accepted accounting principles (GAAP) as part of the
press release. In the Company's view, in discussing its results and financial
condition, in order to better measure and to assist the analysis of the
Company's period to period operating performance it is important for management
and investors to be provided operating performance measures which identify the
impact of the EITF 02-16 accounting change on operating results and financial
condition. In addition, management feels that is important for investors to
understand the manner in which management evaluates the Company's period to
period operating performance, thus the inclusion of these non-GAAP measures is
intended to provide an additional metric for reviewing performance that
management internally uses to evaluate performance on a comparative
period-to-period basis in terms of absolute performance and trend performance.
Such information is supplemental to information presented in accordance with
GAAP, is not intended to represent a presentation in accordance with GAAP, and
should not be considered as a substitute for, or superior to, measures of
financial performance prepared and presented in accordance with GAAP.


Item 9.01  Financial Statements and Exhibits

(c)  Exhibits

     99.1  Press Release of Linens 'n Things, Inc., dated October 13, 2004


     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.

                                                LINENS 'N THINGS, INC.

Dated: October 13, 2004                         By:    /s/ William T. Giles
                                                Name:  William T. Giles
                                                Title: Executive Vice President,
                                                       Chief Financial Officer

                                  EXHIBIT INDEX

Exhibit No.     Description
-----------     -----------
   99.1         Press Release of Linens 'n Things, Inc., dated October 13, 2004.