UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C.  20549
                               FORM 10-Q


       (Mark one)
_X_   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
      SECURITIES EXCHANGE ACT OF 1934
      For the quarterly period ended July 29, 1995


                                  OR


___   TRANSITION REPORT PURSUANT TO SECTION 13 or 15 (d) OF THE
      SECURITIES EXCHANGE ACT OF 1934
      For the transition period from _______ to _______


                    Commission file number  0-14678


                           ROSS STORES, INC.
        (Exact name of registrant as specified in its charter)


    Delaware (State or other jurisdiction of                   94-1390387
         incorporation or organization)                    (I.R.S. Employer
                                                          Idendification No.)

          8333 Central Avenue, Newark, California              94560-3433
       (Address of principal executive offices)                (Zip Code)

    Registrant's telephone number, including area code       (510) 505-4400
                        
Former name, former address and former fiscal                      N/A
year, if changed since last report.

Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such
shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90
days.   
Yes  X   No __
The number of shares of Common Stock, with $.01
par value, outstanding on August 26, 1995 was 24,683,890.


<PAGE> 2

                    PART I.  FINANCIAL INFORMATION

<TABLE>

ITEM 1.  FINANCIAL STATEMENTS.

ROSS STORES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
<CAPTION>
($000)                                               July 29,   January 28,      July 30,
ASSETS                                                   1995          1995          1994
                                                                                         
                                                  (Unaudited)      (Note A)   (Unaudited)
<S>                                                <C>             <C>         <C>

Current Assets                                                                           
  Cash                                               $ 25,493      $ 23,581      $ 19,012
  Accounts receivable                                   8,206         5,360        11,268
  Merchandise inventory                               303,659       275,183       297,078
  Prepaid expenses and other                           11,048        12,157        11,154
                                                      _______       _______       ________    
     Total Current Assets                             348,406       316,281       338,512
                                                                                         
Property And Equipment                                                                   
  Land and buildings                                   24,101        23,723        23,615
  Fixtures and equipment                              148,584       145,427       127,770
  Leasehold improvements                              115,184       111,615        95,037
  Construction-in-progress                              9,067        12,490        11,273
                                                      _______       _______       _______ 
                                                      296,936       293,255       257,695
  Less accumulated depreciation and amortization      128,208       122,004       109,631
                                                      _______       _______       _______
                                                      168,728       171,251       148,064
Lease rights and other assets                          17,962        18,709        16,539
                                                      _______       _______       ________
                                                     $535,096    $  506,241      $503,115
                                                                                         
LIABILITIES AND STOCKHOLDERS' EQUITY                                                     
                                                                                         
Current Liabilities                                                                      
  Accounts payable                                  $ 128,925      $109,589     $ 108,630
  Accrued expenses and other                           40,574        48,472        34,359
  Accrued payroll and benefits                         22,916        21,705        16,394
  Income taxes payable                                  7,180         4,739         8,267
                                                      _______       _______       _______
     Total Current Liabilities                        199,595       184,505       167,650
Long-term debt                                         45,940        46,069        83,091
Deferred income taxes and other liabilities            21,426        21,116        20,247
                                                                                         
Stockholders' Equity                                                                     
  Capital stock                                           246           244           244
  Additional paid-in capital                          127,026       125,451       121,689
  Retained earnings                                   140,863       128,856       110,194
                                                      _______       _______       _______ 
                                                      268,135       254,551       232,127
                                                     ________      ________      ________   
                                                     $535,096      $506,241      $503,115
</TABLE>

See notes to condensed consolidated financial statements.



<PAGE> 3
ROSS STORES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

<TABLE>
<CAPTION>
                                        Three Months Ended         Six Months Ended
                                        _____________________       ___________________                                           
($000 except per share data,            July 29,     July 30,       July 29,   July 30,
unaudited)                                  1995         1994           1995       1994
                                                                                       
<S>                                    <C>          <C>            <C>        <C>                                              
Sales                                  $ 351,202    $ 312,296      $ 648,637  $ 576,503
                                                                                       
Costs and Expenses                                                                     
                                                                                       
  Cost of goods sold and occupancy       254,230      225,951        472,849    417,538
  General, selling and administrative     72,036       64,891        136,695    124,068
  Depreciation and amortization            6,758        5,736         13,443     11,291
  Interest                                   951          973          1,979      1,514
                                        ________     ________       ________   ________  
                                        $333,975     $297,551       $624,966   $554,411
                                                                                       
Earnings before taxes                     17,227       14,745         23,671     22,092
Provision for taxes on earnings            6,891        5,898          9,468      8,837
                                        ________      _______       ________   ________   
Net earnings                            $ 10,336      $ 8,847       $ 14,203   $ 13,255
                                                                                       
Net earnings per share:                                                                
                                                                                       
  Primary                                  $ .42        $ .36          $ .58      $ .53
                                                                                       
  Fully diluted                            $ .42        $ .36          $ .57      $ .53
                                                                                       
Weighted average shares outstanding:                                                   
                                                                                       
  Primary                                 24,686       24,762         24,670     24,879
                                                                                       
  Fully diluted                           24,726       24,777         24,709     24,913
                                                                                       
Stores open at end of period                                             282        257
</TABLE>

See notes to condensed consolidated financial statements.




<PAGE> 4

ROSS STORES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
                                                                           Six Months Ended
                                                                                                    
($000, unaudited)                                                         July 29,          July 30,
                                                                              1995              1994
<S>                                                                       <C>               <C>     
Cash Flows From Operating Activities                                               
  Net earnings                                                            $ 14,203          $ 13,255
  Adjustments to reconcile net earnings to net cash used in                                         
       operating activities:
  Depreciation and amortization of property and equipment                   13,443            11,291
  Other amortization                                                         2,489             2,411
  Change in current assets and current liabilities:                                                 
     (Increase) in merchandise inventory                                  (28,477)          (68,149)
     (Increase) in other current assets - net                              (1,738)           (3,185)
     Increase in accounts payable                                           20,806            20,298
     Increase (decrease) in other current liabilities - net                  3,000              (92)
  Other                                                                      1,760           (3,221)
                                                                           _______           ________
     Net cash provided by (used in) operating activities                    25,486          (27,392)
                                                                                                    
Cash Flows From Investing Activities                                                                
  Additions to property and equipment                                     (19,341)          (22,938)
                                                                          ________          ________
     Net cash used in investing activities                                (19,341)          (22,938)
                                                                                                    
Cash Flows From Financing Activities                                                                
  Borrowing under line of credit agreement                                       0            49,900
  (Repayment) of long-term debt                                              (128)             (161)
  Issuance of common stock related to stock plan                               220             1,134
  Repurchase of common stock                                               (1,385)          (11,374)
  Dividends paid                                                           (2,940)           (2,464)
                                                                           _______          ________ 
     Net cash provided by (used in) financing activities                   (4,233)            37,035
                                                                           ________         ________ 
Net Increase (Decrease) In Cash                                              1,912          (13,295)
  Cash                                                                                              
     Beginning of year                                                      23,581            32,307
     End of quarter                                                       $ 25,493          $ 19,012
                                                                                                    
</TABLE>

See notes to condensed consolidated financial statements.


<PAGE> 5
                           ROSS STORES, INC.
                                   

         NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   
      Three and Six Months Ended July 29, 1995 and July 30, 1994
                              (Unaudited)



NOTE A - BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements
have been prepared from the records of the company without audit and,
in the opinion of management, include all adjustments (consisting of
only normal recurring accruals) necessary to present fairly the
financial position at July 29, 1995 and July 30, 1994; the interim
results of operations for the three and six months ended July 29, 1995
and July 30, 1994; and changes in cash flows for the six months then
ended.  The balance sheet at January 28, 1995, presented herein, has
been derived from the audited financial statements of the company for
the fiscal year then ended.

Accounting policies followed by the company are described in Note A to
the audited consolidated financial statements for the fiscal year
ended January 28, 1995.  Certain information and footnote disclosures
normally included in financial statements prepared in accordance with
generally accepted accounting principles have been condensed or
omitted for purposes of the condensed consolidated interim financial
statements.  The condensed consolidated financial statements should be
read in conjunction with the audited consolidated financial
statements, including notes thereto, for the year ended January 28,
1995.

The results of operations for the three and six month periods herein
presented are not necessarily indicative of the results to be expected
for the full year.

The condensed consolidated financial statements at July 29, 1995 and
July 30, 1994, and for the three and six months then ended have been
reviewed, prior to filing, by the registrant's independent accountants
whose report covering their review of the financial statements is
included in this report on page 6.


NOTE B - STATEMENTS OF CASH FLOWS SUPPLEMENTAL DISCLOSURES

Total cash paid for interest and income taxes is as follows:


                                 Six Months Ended
($000, unaudited)      July 29, 1995       July 30, 1994
                                     
Interest                     $ 2,141             $ 1,721
Income Taxes                 $ 7,027             $ 6,973









<PAGE> 6


INDEPENDENT AUDITORS' REVIEW REPORT


Board of Directors and Stockholders of Ross Stores, Inc.
Newark, California

We  reviewed the accompanying condensed consolidated balance sheets of
Ross  Stores,  Inc. (the "Company") as of July 29, 1995 and  July  30,
1994 and the related condensed consolidated statements of earnings for
the three-month period and six-month periods then ended and cash flows
for  the  six-month periods then ended.  These condensed  consolidated
financial   statements  are  the  responsibility  of   the   Company's
management.

We  conducted our reviews in accordance with standards established  by
the  American Institute of Certified Public Accountants.  A review  of
interim   financial  information  consists  principally  of   applying
analytical  procedures  to financial data,  and  making  inquiries  of
persons  responsible  for  financial and accounting  matters.   It  is
substantially less in scope than an audit conducted in accordance with
generally accepted auditing standards, the objective of which  is  the
expression of an opinion regarding the financial statements taken as a
whole.  Accordingly, we do not express such an opinion.

Based  on  our reviews, we are not aware of any material modifications
that   should  be  made  to  such  condensed  consolidated   financial
statements  for  them  to  be in conformity  with  generally  accepted
accounting principles.

We  have  previously  audited, in accordance with  generally  accepted
auditing  standards, the consolidated balance sheet  of  Ross  Stores,
Inc.  as  of January 28, 1995, and the related consolidated statements
of  earnings, stockholders' equity, and cash flows for the  year  then
ended  (not presented herein); and in our report dated March 13, 1995,
we  expressed  an unqualified opinion on those consolidated  financial
statements.   In  our  opinion,  the  information  set  forth  in  the
accompanying  condensed consolidated balance sheet as of  January  28,
1995  is fairly stated, in all material respects, in relation  to  the
consolidated balance sheet from which it has been derived.


Deloitte & Touche LLP
San Francisco, CA


August 18, 1995




<PAGE> 7

I
TEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
         AND RESULTS OF OPERATIONS.



STORES AND GENERAL

As of July 29, 1995 and July 30, 1994, the company operated a total of
282 stores and 257 stores, respectively.  Accordingly, the results of
operations for the three and six months ended July 29, 1995, over the
same periods last year, reflect an increase in the level of operations
which was due to the greater number of open stores during the current
period as well as an increase in comparable store sales.


RESULTS OF OPERATIONS

Sales

During the three and six month periods ended July 29, 1995, sales were
$351 million and $649 million, respectively, an increase of
approximately $39 million and $72 million over the corresponding
periods last year.  Comparable store sales for both the three and six
month periods ended July 29, 1995 increased 1% from the same periods
of the prior year.

Costs and Expenses

Cost of goods sold and occupancy as a percentage of sales was 72% and
73%, respectively, for the three and six month periods ended July 29,
1995 compared to 72% for the same periods of 1994.  For the three
month period ended July 29, 1995, a slightly higher mark-up combined
with a decline in markdowns as a percent of sales offset an increase
in freight costs.  The increase in cost of goods sold for the first
six months of fiscal 1995 resulted from an increase in freight costs
partially offset by lower markdowns.

General selling and administrative expenses as a percentage of sales
was 21% for both the three and six month periods ended July 29, 1995
compared to 21% and 22% for the comparable periods of the prior year.
The slight decline in the six month period of the fiscal year resulted
mainly from the ability to leverage advertising and store expenses
over a larger store base.

Taxes on Earnings

The company's effective tax rate for the second quarter of 1995 and
1994 was 40%.  The rate for both periods reflects the applicable
statutory tax rates.


LIQUIDITY AND CAPITAL RESOURCES

The primary uses of cash during the first six months of 1995 were for
capital expenditures for new and existing locations and an increase in
merchandise inventory for new stores partially offset by a related
increase in accounts payable.  The company believes it can fund its
capital needs for the remainder of the fiscal year and repurchase
stock under its current one million share stock repurchase
authorization through internally generated cash, trade credit,
established bank lines and lease financing.


<PAGE> 8

 
                     PART II.  OTHER INFORMATION



ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

At the Annual Meeting of Stockholders held on May 25, 1995 ("1995
Annual Meeting"), the stockholders of the company voted on the
following four proposals:

Proposal 1 to reelect three Class III Directors for a three year term;

Proposal 2 to approve amendments to the 1992 Stock Option Plan to (i)
increase the share reserve by 1,200,000 shares and (ii) limit the
number of shares of Common Stock underlying options granted to any
single individual per fiscal year;

Proposal 3 to approve an amendment to the 1988 Restricted Stock Plan
to increase the share reserve by 800,000 shares; and

Proposal 4 to approve an amendment to the Employee Stock Purchase Plan
to increase the share reserve by 400,000 shares.

INFORMATION ON THE BOARD OF DIRECTORS.  Norman A. Ferber, Philip
Schlein and Melvin A. Wilmore were the nominees reelected at the 1995
Annual Meeting as the company's Class III directors whose terms expire
in 1998.  Donald G. Fisher stepped down from the company's Board of
Directors after the end of the 1995 Annual Meeting.  The following are
the company's directors who were not up for reelection and whose term
of office continues after the 1995 Annual Meeting: incumbent Class I
Directors whose term expires in 1996: Stuart G. Moldaw, George P.
Orban and Donald H. Seiler; and incumbent Class II Director whose term
expires in 1997: Donna L. Weaver.

                 1995 ANNUAL MEETING ELECTION RESULTS
PROPOSAL 1.

 ELECTION OF DIRECTORS                                   BROKER
                               IN FAVOR      WITHHELD  NON-VOTES
                                                            
  Norman A. Ferber           22,255,315       735,898     n/a
  Philip Schlein             22,341,643       649,570     n/a
  Melvin A. Wilmore          22,251,357       739,856     n/a
                                                      

PROPOSALS 2, 3 and 4.

                                                                    BROKER
                            IN FAVOR     AGAINST    ABSTAIN      NON-VOTES
                                                                          
AMENDMENTS TO             16,682,754   3,086,205    313,279      2,908,975
1992 STOCK OPTION
PLAN
                                                                          
AMENDMENT TO 1988         14,255,214   5,476,636    350,389      2,908,974
RESTRICTED
STOCK PLAN
                                                                          
AMENDMENT TO              18,351,072   1,285,817    345,180      3,009,144
EMPLOYEE STOCK
PURCHASE PLAN


<PAGE> 9


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)  Exhibits

     3.1    Certificate of Incorporation, as amended, incorporated by
            reference to Exhibit 3.1 to the Registration Statement on Form
            8-B (the "Form 8-B") filed September 1, 1989 by Ross Stores,
            Inc., a Delaware corporation ("Ross Stores").
            
     3.2    Amended By-laws, dated August 25, 1994, incorporated by
            reference to Exhibit 3.2 to the Form 10-Q filed by Ross Stores
            for its quarter ended July 30, 1994.
            
     10.1   Agreement of Lease, dated November 24, 1986, for Ross Stores'
            corporate headquarters and distribution center in Newark, CA,
            incorporated by reference to Exhibit 10.5 on Form 8-B.
            
     10.2   Revolving Credit Agreement, dated July 31, 1993, among Ross
            Stores; Wells Fargo Bank, National Association, Bank of
            America, N.T. & S.A., Nationsbank of Texas, N.A., and Banque
            Nationale de Paris ("Banks"); and Wells Fargo Bank, National
            Association, as agent for Banks ("Revolving Credit
            Agreement"), incorporated by reference to Exhibit 10.17 on the
            Form 10-Q filed by Ross Stores for its quarter ended July 31,
            1993.
            
     10.3   First Amendment to Revolving Credit Agreement, effective on
            July 31, 1994 by and among Ross Stores, Banks and Wells Fargo,
            National Association, as agent for Banks, incorporated by
            reference to Exhibit 10.5 to the Form 10-Q filed by Ross
            Stores for its quarter ended July 30, 1994.
            
     10.4   Second Amendment to Revolving Credit Agreement, effective on
            June 15, 1995 by and among Ross Stores, Banks and Wells Fargo,
            National Association, as agent for Banks.
            
     10.5   Credit Agreement, dated as of June 22, 1994, among Ross
            Stores, Bank of America National Trust and Savings Association
            as Agent, the Industrial Bank of Japan as Co-Agent and the
            other financial institutions party thereto ("Credit
            Agreement"), incorporated by reference to Exhibit 10.6 to the
            Form 10-Q filed by Ross Stores for its quarter ended July 30,
            1994.
            
     10.6   First Amendment to Credit Agreement, dated as of June 20,
            1995, among Ross Stores, Bank of America National Trust and
            Savings Association as Agent, the Industrial Bank of Japan as
            Co-Agent and the several financial institutions party  to the
            Credit Agreement.
            
            MANAGEMENT CONTRACTS AND COMPENSATORY PLANS
            (EXHIBITS 10.7 - 10.18)
            
     10.7   Amended and Restated 1992 Stock Option Plan, incorporated by
            reference to the appendix to the Proxy Statement filed by Ross
            Stores  on April 24, 1995 for its Annual Stockholders Meeting
            held May 25, 1995.
            
     10.8   Third Amended and Restated Ross Stores Employee Stock Purchase
            Plan, incorporated by reference to the appendix to the Proxy
            Statement filed by Ross Stores  on April 24, 1995 for its
            Annual Stockholders Meeting held May 25, 1995.
            

<PAGE> 10

            
     10.9   Third Amended and Restated Ross Stores 1988 Restricted Stock
            Plan, incorporated by reference to the appendix to the Proxy
            Statement filed by Ross Stores  on April 24, 1995 for its
            Annual Stockholders Meeting held May 25, 1995.
            
     10.10  1991 Outside Directors Stock Option Plan, incorporated by
            reference to Exhibit 10.13 to the 1991 Form 10-K filed by Ross
            Stores for its year ended February 1, 1992.
            
     10.11  Ross Stores Executive Medical Plan, incorporated by reference
            to Exhibit 10.13 to the 1993 Form 10-K filed by Ross Stores
            for its year ended January 29, 1994 ("1993 Form 10-K").
            
     10.12  Third Amended and Restated Ross Stores Executive Supplemental
            Retirement Plan, incorporated by reference to Exhibit 10.14 to
            the 1993 Form 10-K.
            
     10.13  Ross Stores Non-Qualified Deferred Compensation Plan,
            incorporated by reference to Exhibit 10.15 to the 1993 Form 10-
            K.
            
     10.14  Ross Stores Incentive Compensation Plan, incorporated by
            reference to Exhibit 10.16 to the 1993 Form 10-K.
            
     10.15  Employment Agreement between Ross Stores, Inc. and Norman A.
            Ferber, effective as of June 8, 1994, incorporated by
            reference to Exhibit 10.15 to the Form 10-Q filed by Ross
            Stores for its quarter ended July 30, 1994.
            
     10.16  Employment Agreement between Ross Stores and Melvin A.
            Wilmore, effective as of March 15, 1994, incorporated by
            reference to Exhibit 10.20 to the Form 10-Q filed by Ross
            Stores for its quarter ended July 30, 1994.
            
     10.17  Employment Agreement between Ross Stores and Michael Balmuth,
            effective as of February 1, 1995, incorporated by reference to
            Exhibit 10.15 to the Form 10-Q filed by Ross Stores for its
            quarter ended April 29, 1995.
            
     10.18  Consulting Agreement between Ross Stores and Stuart G. Moldaw,
            effective as of March 16, 1995, incorporated by reference to
            Exhibit 10.16 to the Form 10-Q filed by Ross Stores for its
            quarter ended April 29, 1995.
            
     11     Statement re: Computation of Per Share Earnings.
            
     15     Letter re: Unaudited Interim Financial Information.
            
     27     Financial Data Schedule (submitted for SEC use only).

(b)  Reports on Form 8-K

          None.



<PAGE> 11

                              SIGNATURES




Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed by the
undersigned thereunto duly authorized.




                           ROSS STORES, INC.
                           Registrant




Date:  September 7, 1995   /s/ John M. Vuko
                           John M. Vuko, Senior Vice President,
                           Controller and Principal Accounting
                           Officer











<PAGE> 12

                           INDEX TO EXHIBITS

  Exhibit
  Number     Exhibit
                                   
   3.1       Certificate of Incorporation, as amended, incorporated by
             reference to Exhibit 3.1 to the Registration Statement on Form
             8-B (the "Form 8-B") filed September 1, 1989 by Ross Stores,
             Inc., a Delaware corporation ("Ross Stores").
             
   3.2       Amended By-laws, dated August 25, 1994, incorporated by
             reference to Exhibit 3.2 to the Form 10-Q filed by Ross Stores
             for its quarter ended July 30, 1994.
             
   10.1      Agreement of Lease, dated November 24, 1986, for Ross Stores'
             corporate headquarters and distribution center in Newark, CA,
             incorporated by reference to Exhibit 10.5 on Form 8-B.
             
   10.2      Revolving Credit Agreement, dated July 31, 1993, among Ross
             Stores, Wells Fargo Bank, National Association, Bank of
             America, National Trust and Savings Association, and Security
             Pacific National Bank ("Banks"); and Wells Fargo Bank, National
             Association, as agent for Banks ("Revolving Credit Agreement"),
             incorporated by reference to Exhibit 10.17 on the Form 10-Q
             filed by Ross Stores for its quarter ended July 31, 1993.
             
   10.3      First Amendment to Revolving Credit Agreement, effective on
             July 31, 1994, by and among Ross Stores, Banks and Wells Fargo
             Bank, National Association, as agent for Banks, incorporated by
             reference to Exhibit 10.5 to the Form 10-Q filed by Ross Stores
             for its quarter ended July 30, 1994.
             
   10.4      Second Amendment to Revolving Credit Agreement, effective on
             June 15, 1995 by and among Ross Stores, Banks and Wells Fargo,
             National Association, as agent for Banks.
             
   10.5      Credit Agreement, dated as of June 22, 1994, among Ross Stores,
             Bank of America National Trust and Savings Association as
             Agent, the Industrial Bank of Japan as Co-Agent and the other
             financial institutions party thereto ("Credit Agreement"),
             incorporated by reference to Exhibit 10.6 to the Form 10-Q
             filed by Ross Stores for its quarter ended July 30, 1994.
             
   10.6      First Amendment to Credit Agreement, dated as of June 20, 1995,
             among Ross Stores, Bank of America National Trust and Savings
             Association as Agent, the Industrial Bank of Japan as Co-Agent
             and the several financial institutions party  to the Credit
             Agreement.
             
             MANAGEMENT CONTRACTS AND COMPENSATORY PLANS
             (EXHIBITS 10.7 - 10.18)
             
   10.7      Amended and Restated 1992 Stock Option Plan, incorporated by
             reference to the appendix to the Proxy Statement filed by Ross
             Stores on April 24, 1995 for its Annual Stockholders Meeting
             held May 25, 1995.
             
   10.8      Third Amended and Restated Ross Stores Employee Stock Purchase
             Plan, incorporated by reference to the appendix to the Proxy
             Statement filed by Ross Stores  on April 24, 1995 for its
             Annual Stockholders Meeting held May 25, 1995.
             

<PAGE> 13

   Exhibit   
   Number    Exhibit
             
   10.9      Third Amended and Restated Ross Stores 1988 Restricted Stock
             Plan, incorporated by reference to the appendix to the Proxy
             Statement filed by Ross Stores  on April 24, 1995 for its
             Annual Stockholders Meeting held May 25, 1995.
             
   10.10     1991 Outside Directors Stock Option Plan, incorporated by
             reference to Exhibit 10.13 to the 1991 Form 10-K filed by Ross
             Stores for its year ended February 1, 1992.
             
   10.11     Ross Stores Executive Medical Plan, incorporated by reference
             to Exhibit 10.13 to the 1993 Form 10-K filed by Ross Stores for
             its year ended January 29, 1994 ("1993 Form 10-K").
             
   10.12     Third Amended and Restated Ross Stores Executive Supplemental
             Retirement Plan, incorporated by reference to Exhibit 10.14 to
             the 1993 Form 10-K.
             
   10.13     Ross Stores Non-Qualified Deferred Compensation Plan,
             incorporated by reference to Exhibit 10.15 to the 1993 Form 10-
             K.
             
   10.14     Ross Stores Incentive Compensation Plan, incorporated by
             reference to Exhibit 10.16 to the 1993 Form 10-K.
             
   10.15     Employment Agreement between Ross Stores, Inc. and Norman A.
             Ferber, effective as of June 8, 1994, incorporated by reference
             to Exhibit 10.15 to the Form 10-Q filed by Ross Stores for its
             quarter ended July 30, 1994.
             
   10.16     Employment Agreement between Ross Stores and Melvin A. Wilmore,
             effective as of March 15, 1994, incorporated by reference to
             Exhibit 10.20 to the Form 10-Q filed by Ross Stores for its
             quarter ended July 30, 1994.
             
   10.17     Employment Agreement between Ross Stores and Michael Balmuth,
             effective as of February 1, 1995, incorporated by reference to
             Exhibit 10.15 to the Form 10-Q filed by Ross Stores for its
             quarter ended April 29, 1995.
             
   10.18     Consulting Agreement between Ross Stores and Stuart G. Moldaw,
             effective as of March 16, 1995, incorporated by reference to
             Exhibit 10.16 to the Form 10-Q filed by Ross Stores for its
             quarter ended April 29, 1995.
             
   11        Statement re:  Computation of Per Share Earnings.
             
   15        Letter re: Unaudited Interim Financial Information.
             
   27        Financial Data Schedules (submitted for SEC use only).
                                   
                                   






            SECOND AMENDMENT TO REVOLVING CREDIT AGREEMENT


  This SECOND AMENDMENT TO REVOLVING CREDIT AGREEMENT ("Second
Amendment") is entered into on, and will be effective on, June 15,
1995, and is the second amendment to the Revolving Credit Agreement
dated as of July 31, 1993, as amended by a First Amendment To
Revolving Credit Agreement effective as of July 31, 1994,
("Agreement") by and among Ross Stores, Inc. ("Borrower"), each of the
financial institutions listed in Schedule I to the Agreement, as
amended from time to time, (such financial institutions being referred
to in the Agreement and in this Second Amendment collectively as the
"Banks" and individually as a "Bank"), and Wells Fargo Bank, National
Association ("Wells Fargo"), as agent for the Banks (in such capacity,
"Agent").


                               RECITALS

  WHEREAS Borrower has requested that  Banks agree to modify the
Agreement to extend the Maturity Date, modify certain covenants
contained in Articles V and VI of the Agreement and amend the
Agreement in certain other respects;

  WHEREAS, Banks have agreed to the above-referenced modifications;

  NOW, THEREFORE, for valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto
hereby agree as follows:

  1. DEFINITIONS.
  All capitalized terms used herein and not defined
herein shall have the respective meaning provided such terms in the
Agreement.

  2. MATURITY DATE.  Borrower and Banks agree that the Maturity Date
shall be extended to July 31, 1998.  To that end,  the execution by
Banks of this Second Amendment pursuant to the definition of Maturity
Date in Article I of the Agreement, shall serve to extend the Maturity
Date to July 31, 1998.

  3. USE OF FUNDS.  Borrower and Banks agree that the proceeds of an
Advance or a Loan under the Agreement may be used to repay Borrower's
outstanding indebtedness under the Prior Credit Agreement and for
Borrower's general corporate purposes instead of to repay Borrower's
outstanding indebtedness under the Prior Credit Agreement and to
provide working capital for Borrower.  To that end, the sixth sentence
of Section 2.2 of the Agreement is hereby deleted in it entirety and a
new sixth sentence is hereby added to the Agreement as follows:

     "The proceeds of each Advance and each Loan shall be used
     (a) to repay all indebtedness (except with respect to the
     Existing Letters of Credit) outstanding as of the Closing
     Date under Borrower's revolving line of credit granted
     pursuant to the Prior Credit Agreement, and (b) for
     Borrower's general corporate purposes."

  4. LEVERAGE RATIO.  Borrower and Banks agree that Section 5.8(b) of
the Agreement shall be amended to include the following dates and
ratios at the end of the chart listing "Date of Determination" and
"Leverage Ratios":
     

<PAGE> 2

          "Date of Determination                   Leverage Ratio

     End of Third Quarter in Fiscal Year 1997          1.60

     December 31, 1997                                 1.20

     End of Fiscal Year 1997                           1.35

     End of First and Second Quarters in Fiscal        1.50
     Year 1998"

     In addition, "1997" shall be deleted from the last sentence of
Section 5.8(b) and "1998" shall be inserted in lieu thereof.

  5. FIXED CHARGE COVERAGE RATIO.  Borrower and Banks agree that the
pre-tax earnings covenant set forth in Section 5.8(c) of the Agreement
shall be deleted in its entirety and a new Fixed Charge Coverage Ratio
shall be added as Section 5.8(c) to the Agreement as follows:

     "5.8(c)  Borrower will maintain at all times a  Fixed Charge
     Coverage Ratio of  at least 1.25:1.  For purposes of this
     Section 5.8(c), "Fixed Charge Coverage Ratio" shall mean the
     sum of earnings before interest, taxes, depreciation and
     amortization,  rent expense and lease expense to the sum of
     rent expense, lease expense, accrued income taxes, interest,
     excess dividends over $5,000,000 paid in the applicable
     calculation period and the current portion of  long-term
     Debt, calculated on a rolling four quarter basis."

  6. APPLICABLE MARGIN.  Borrower and Banks agree that the ratio of
Debt to EBITDA which determines the Applicable Margin for LIBO Rate
Advances will be increased (a) from less than .75 for the Applicable
Margin of .375% to less than 1.25 for such Applicable Margin, (b) from
 .75 to 1.50 for the Applicable Margin of .50% to 1.25 to 1.75 for such
Applicable Margin, and (c) from more than 1.50 for the Applicable
Margin of .75% to more than 1.75 for such Applicable Margin.  To that
end, the definition of "Applicable Margin" in Section 1.1 of the
Agreement is hereby deleted in its entirety and a new definition is
hereby added to the Agreement as follows:

     "Applicable Margin" shall mean, with respect to each LIBO
     Rate Advance, .50% per annum during August 1994, and at all
     times thereafter the applicable percentage rate per annum
     set forth below in the column entitled "APPLICABLE MARGIN
     FOR LIBO RATE ADVANCES."

                                     APPLICABLE
                RATIO OF             MARGIN FOR
             DEBT TO EBITDA       LIBO RATE ADVANCES

               Less than 1.25           .375%
               1.25 to 1.75             .50%
               More than 1.75           .75%

     The ratio of Debt to EBITDA used to compute the Applicable
     Margin shall be the Debt to EBITDA Ratio set forth in the
     Compliance Certificate most recently delivered by Borrower
     to all the Banks pursuant to Section 5.3(c) of this
     Agreement.  Changes in the Applicable Margin resulting from
     a change in the Debt to EBITDA Ratio shall become effective
     on the first day of the calendar month next following the
     calendar month in which each new Compliance Certificate is
     delivered to the Banks pursuant to Section 5.3(c) of this
     Agreement.  If Borrower fails to deliver any Compliance
     Certificate as required pursuant to Section 5.3(c) of this
     Agreement, the Applicable Margin from and including the
     first day of the calendar month next following the calendar
     month in which Borrower was required to deliver the missing
     Compliance Certificate until the first day of the calendar
     month next following the calendar month in which Borrower
     does deliver such Compliance Certificate shall conclusively
     be presumed to equal the highest Applicable Margin set forth
     above."

  7. COMMITMENT FEE RATE.  Borrower and Banks agree that the ratio of
Debt to EBITDA which determines the Commitment Fee Rate will be
increased (a) from less than .75 for the Commitment Fee Rate of .15%
to less than 1.25 for such Commitment Fee Rate, (b) from .75 to 1.50
for the Commitment Fee Rate of .175% to 1.25 to 1.75 for such
Commitment Fee Rate, and (c) from more than 1.50 for the Commitment
Fee Rate of .20% to more than 1.75 for such Commitment Fee Rate.  To
that end, the definition of "Commitment Fee Rate" in Section 1.1 of
the Agreement is hereby deleted in its entirety and a new definition
is hereby added to the Agreement as follows:

     "Commitment Fee Rate" shall mean .175% per annum during
     August 1994 and thereafter the applicable percentage rate
     per annum set forth below in the column entitled "COMMITMENT
     FEE RATE."

               RATIO OF              COMMITMENT
             DEBT TO EBITDA           FEE RATE

               Less than 1.25           .15%
               1.25 to 1.75             .175%
               More than 1.75           .20%

     The ratio of Debt to EBITDA used to compute the Commitment
     Fee Rate shall be the Debt to EBITDA Ratio set forth in the
     Compliance Certificate most recently delivered by Borrower
     to all the Banks pursuant to Section 5.3(c) of this Agree
     ment.  Changes in the Commitment Fee Rate resulting from a
     change in the Debt to EBITDA Ratio shall become effective on
     the first day of the calendar month next following the
     calendar month in which each new Compliance Certificate is
     delivered to the Banks pursuant to Section 5.3(c) of this
     Agreement.  If Borrower fails to deliver any Compliance
     Certificate as required pursuant to Section 5.3(c) of this
     Agreement, the Commitment Fee Rate from and including the
     first day of the calendar month next following the calendar
     month in which Borrower was required to deliver the missing
     Compliance Certificate until the first day of the calendar
     month next following the calendar month in which Borrower
     does deliver such Compliance Certificate shall conclusively
     be presumed to equal the highest Commitment Fee Rate set
     forth above."


<PAGE> 4

  8. ADVANCES AND LOANS BETWEEN THANKSGIVING DAY AND JANUARY 25.
Borrower and Banks agree that Advances and Loans may be made and
outstanding during the days between the Friday immediately following
Thanksgiving Day and the immediately following January 25 in each of
Borrower's fiscal years.  To that end, subsection (a) of Section 2.6
of the Agreement is hereby deleted in its entirety and a new Section
2(a) is hereby added to the Agreement as follows:

       "(a)  Borrowing and Repayment.  Borrower may from time to
     time from the Closing Date up to, but not including, the
     Maturity Date borrow Advances and Loans, partially or wholly
     repay its outstanding Advances and Loans and reborrow
     Advances and Loans, subject to all of the limitations, terms
     and conditions contained in this Agreement; provided,
     however, that the total outstanding borrowings at any time
     under the Revolving Credit, whether as Advances or Loans or
     undrawn amounts under outstanding Letters of Credit, shall
     at no time exceed the Total Commitments at such time."

  9. FIXED ASSETS.  Borrower and Banks agree that Section 6.4 (c)
shall be deleted from the Agreement in its entirety and a new Section
6.4(c) shall be added to the Agreement as follows:

     "(c)  additional expenditures not included by Borrower under
     Section 6.4(a) hereof, in amounts not to exceed an aggregate
     of $10,000,000 for future expansion of Borrower's East Coast
     or West Coast distribution and warehouse facilities or
     construction of a completely new distribution and warehouse
     facility."


  10.  LOANS.  Borrower and Banks agree to add a new sentence to the
end of Section 6.5 of the Agreement.  To that end, the following
sentence shall be added to the end of Section 6.5:

     "Notwithstanding the foregoing,  Borrower shall be permitted
     to make a loan to the landlord of Borrower's West Hollywood,
     California store location in a principal amount not to
     exceed $3,500,000."

  11.  REPRESENTATIONS AND WARRANTIES.  In order to induce Banks to
enter into this Second Amendment and to amend the Agreement in the
manner provided in this Second Amendment, Borrower hereby represents
and warrants that (a) the representations and warranties contained in
Article IV of the Agreement are true and correct on the date of this
Second Amendment, with the same effect as though such representations
and warranties had been made on and as of such date, and (b) no Event
of Default, as specified in Section 7.1 of the Agreement, and no
condition, event or act which with the giving of notice or the passage
of time or both would constitute such an Event of Default, has
occurred, is continuing or is existing on the date of this Second
Amendment.

  12.  AGREEMENT OTHERWISE UNALTERED.  Except as expressly modified by
this Second Amendment, the Agreement shall continue to be and shall
remain in full force and effect.

  13.  GOVERNING LAW.  The validity, construction and effect of this
Second Amendment shall be governed by, and be construed under, the
laws of the State of California.


<PAGE> 5

  14.  COUNTERPARTS.  This Second Amendment may be executed in as many
counterparts as may be deemed necessary or convenient, and by the
different parties hereto on separate counterparts (provided that
Borrower shall execute each counterpart), each of which, when so
executed, shall be deemed an original, but all such counterparts shall
constitute but one and the same agreement.

  IN WITNESS WHEREOF, the parties hereto have executed this Second
Amendment by their duly authorized officers as of the day and year
first above written.

                              ROSS STORES, NC.


                              By:    /s/ Earl Benson

                              Title: Sr. Vice President and
                                     Chief Financial Officer


                              WELLS FARGO BANK,
                                NATIONAL ASSOCIATION,
                                individually and as Agent


                              By:    /s/ Alan Barkley

                              Title:     Vice President


                              BANK OF AMERICA, N.T. & S.A.


                              By:    /s/ Jean A. Brinkmann

                              Title:    Vice President

                              NATIONSBANK OF TEXAS, N.A.


                              By:    /s/ Brooke Bauer

                              Title: Vice President



                              BANQUE NATIONALE DE PARIS


                              By:  /s/  Judith A. Dowling /s/ Katherine Wolfe

                              Title: Vice President         Vice President








              FIRST AMENDMENT TO CREDIT AGREEMENT

    THIS FIRST AMENDMENT TO CREDIT AGREEMENT ("Amendment"), dated
as of June 20, 1995, is entered into by and among ROSS STORES,
INC. (the "Company"), BANK OF AMERICA NATIONAL TRUST AND SAVINGS
ASSOCIATION, as agent for itself and the Banks (the "Agent"), THE
INDUSTRIAL BANK OF JAPAN, LIMITED, as Co-Agent, and the several
financial institutions party to the Credit Agreement
(collectively, the "Banks").

                            RECITALS

    The Company, Banks, and Agent are parties to a Credit
Agreement dated as of June 22, 1994 (the "Credit Agreement")
pursuant to which the Agent and the Banks have extended certain
credit facilities to the Company.  The Banks are willing to amend
the Credit Agreement subject to the terms and conditions of this
Amendment.

    NOW, THEREFORE, for valuable consideration, the receipt and
adequacy of which are hereby acknowledged, the parties hereto
hereby agree as follows:

    1.  Defined Terms.  Unless otherwise defined herein,
capitalized terms used herein shall have the meanings, if any,
assigned to them in the Credit Agreement.

    2.  Amendments to Credit Agreement.

        (a)  The definition of "Maturity Date" in Section 1.01 of
the Credit Agreement shall be amended to read as follows:

        "Maturity Date" means June 30, 2000.

        (b)  The
 definition of "Revolving Termination Date" in
Section 1.01 of the Credit Agreement shall be amended to read as
follows:

        "Revolving Termination Date" means the earlier to occur
    of:

                (a) June 29, 1996; and

                (b)  the date on which the Aggregate Revolving
        Commitment shall terminate in accordance with the
        provisions of this Agreement.

        (c)  Section 6.03 of the Credit Agreement, entitled
"Leverage Ratio," is amended by adding the following to the end
of the chart therein:


<PAGE> 2
        Date of Determination           Leverage Ratio

    End of First, Second and Third          1.50
    Quarters in Fiscal Year 1999

    December 31, 1999                       1.20

    End of Fiscal Year 1999                 1.30

    End of First Quarter in                 1.50
    Fiscal Year 2000

        (d)  Section 6.04 of the Credit Agreement, entitled
"Pretax Earnings," is hereby deleted.

        (e)  Subsection (c) of Section 7.09 of the Credit
Agreement, entitled "Fixed Assets," is amended to read as
follows:

            (c)  additional expenditures not included by the
    Company under subsection (a) hereof, in amounts not to exceed
    an aggregate of $10,000,000, for either (i) future expansion
    of the Company's East Coast or West Coast distribution and
    warehouse facilities, or (ii) new distribution and warehouse
    facilities.

        (f)  Section 7.04, entitled "Loans; Advances;
Investments; Acquisitions; Guarantees," is amended by adding the
following sentence to the end of the Section:

    In addition to transactions permitted under the foregoing
    sentence, the Company may lend up to Three Million Dollars
    ($3,000,000) to the landlord of the Company's West Hollywood
    location.

        (g) Section 10.05 is amended to read as follows:

        10.05  Indemnity.  Whether or not the transactions
    contemplated hereby shall be consummated:  The Company shall
    pay, indemnify, and hold each Bank, the Agent, the Agent-
    Related Persons and each of their respective officers,
    directors, employees, counsel, agents and attorneys-in-fact
    (each, an "Indemnified Person") harmless from and against any
    and all liabilities, obligations, losses, damages, penalties,
    actions, judgments, suits, costs, charges, expenses or
    disbursements (including Attorney Costs) of any kind or
    nature whatsoever with respect to the execution, delivery,
    enforcement, performance and administration of this Agreement
    and any other Loan Documents, or the transactions
    contemplated hereby and thereby, and with respect to any
    investigation, litigation or proceeding (including any
    Insolvency Proceeding or appellate proceeding) related to
    this Agreement or the Loans or the use of the proceeds
    thereof, whether or not any Indemnified Person is a party
    thereto (all the foregoing, collectively, the "Indemnified
    Liabilities"); provided, that the Company shall have no

<PAGE> 3
    obligation hereunder to any Indemnified Person with respect
    to Indemnified Liabilities arising from the gross negligence,
    willful misconduct, breach of this Agreement or violation of
    any law by such Indemnified Person.  The agreements in this
    Section shall survive payment of all other Obligations;
    provided, however, that this indemnification shall expire on
    the fourth anniversary of the final payment in full of all
    other Obligations, unless prior to such fourth anniversary an
    Indemnified Person has provided notice to the Company of a
    dispute, claim or other facts which give rise to an
    obligation of the Company to indemnify such Indemnified
    Person under this paragraph.

        (h)  Section 10.16 is amended to read as follows:

        10.16  Waiver of Jury Trial.  THE COMPANY, THE BANKS AND
    THE AGENT EACH WAIVE THEIR RESPECTIVE RIGHTS TO A TRIAL BY
    JURY OF ANY CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING
    OUT OF OR RELATED TO THIS AGREEMENT, THE OTHER LOAN
    DOCUMENTS, OR THE TRANSACTIONS CONTEMPLATED HEREBY OR
    THEREBY, IN ANY ACTION, PROCEEDING OR OTHER LITIGATION OF ANY
    TYPE BROUGHT BY ANY OF THE PARTIES AGAINST ANY OTHER PARTY OR
    ANY AGENT-RELATED PERSON, PARTICIPANT OR ASSIGNEE, WHETHER
    WITH RESPECT TO CONTRACT CLAIMS, TORT CLAIMS, OR OTHERWISE.
    THE COMPANY, THE BANKS AND THE AGENT EACH AGREE THAT ANY SUCH
    CLAIM OR CAUSE OF ACTION SHALL BE TRIED BY A COURT TRIAL
    WITHOUT A JURY.  WITHOUT LIMITING THE FOREGOING, THE PARTIES
    FURTHER AGREE THAT THEIR RESPECTIVE RIGHT TO A TRIAL BY JURY
    IS WAIVED BY OPERATION OF THIS SECTION AS TO ANY ACTION,
    COUNTERCLAIM OR OTHER PROCEEDING WHICH SEEKS, IN WHOLE OR IN
    PART, TO CHALLENGE THE VALIDITY OR ENFORCEABILITY OF THIS
    AGREEMENT OR THE OTHER LOAN DOCUMENTS OR ANY PROVISION HEREOF
    OR THEREOF.  THIS WAIVER SHALL APPLY TO ANY SUBSEQUENT
    AMENDMENTS, RENEWALS, SUPPLEMENTS OR MODIFICATIONS TO THIS
    AGREEMENT AND THE OTHER LOAN DOCUMENTS.

    3.  Representations and Warranties.  The Company hereby
represents and warrants to the Agent and the Banks as follows:

        (a)  No Default or Event of Default has occurred and is
continuing.

        (b)  The execution, delivery and performance by the
Company of this Amendment have been duly authorized by all
necessary corporate and other action and do not and will not
require any registration with, consent or approval of, notice to
or action by, any Person (including any Governmental Authority)
in order to be effective and enforceable.  The Credit Agreement
as amended by this Amendment constitutes the legal, valid and
binding obligations of the Company, enforceable against it in
accordance with its respective terms, without defense,
counterclaim or offset.

        (c)  All representations and warranties of the Company
contained in the Credit Agreement are true and correct.


<PAGE> 4

        (d)  The Company is entering into this Amendment on the
basis of its own investigation and for its own reasons, without
reliance upon the Agent and the Banks or any other Person.

    4.  Effective Date.  This Amendment will become effective as
of June 20, 1995 (the "Effective Date"), provided that each of
the following conditions precedent is satisfied:

        (a)  The Agent has received from the Company and each of
the Banks a duly executed original (or, if elected by the Agent,
an executed facsimile copy) of this Amendment.

        (b)  The Agent has received from the Company a copy of a
resolution passed by the board of directors of such corporation,
certified by the Secretary or an Assistant Secretary of such
corporation as being in full force and effect on the date hereof,
authorizing the execution, delivery and performance of this
Amendment.

        (c)  All representations and warranties contained herein
are true and correct as of the Effective Date.

    5.  Miscellaneous.

        (a)  Except as herein expressly amended, all terms,
covenants and provisions of the Credit Agreement are and shall
remain in full force and effect and all references therein to
such Credit Agreement shall henceforth refer to the Credit
Agreement as amended by this Amendment.  This Amendment shall be
deemed incorporated into, and a part of, the Credit Agreement.

        (b)  This Amendment shall be binding upon and inure to
the benefit of the parties hereto and thereto and their
respective successors and assigns.  No third party beneficiaries
are intended in connection with this Amendment.

        (c)  This Amendment shall be governed by and construed in
accordance with the law of the State of California.

        (d)  This Amendment may be executed in any number of
counterparts, each of which shall be deemed an original, but all
such counterparts together shall constitute but one and the same
instrument.  Each of the parties hereto understands and agrees
that this document (and any other document required herein) may
be delivered by any party thereto either in the form of an
executed original or an executed original sent by facsimile
transmission to be followed promptly by mailing of a hard copy
original, and that receipt by the Agent of a facsimile
transmitted document purportedly bearing the signature of a Bank
or the Company shall bind such Bank or the Company, respectively,
with the same force and effect as the delivery of a hard copy
original.  Any failure by the Agent to receive the hard copy
executed original of such document shall not diminish the binding
effect of receipt of the facsimile transmitted executed original
of such document of the party whose hard copy page was not
received by the Agent.


<PAGE> 5

        (e)  This Amendment, together with the Credit Agreement,
contains the entire and exclusive agreement of the parties hereto
with reference to the matters discussed herein and therein.  This
Amendment supersedes all prior drafts and communications with
respect thereto.

        (f)  If any term or provision of this Amendment shall be
deemed prohibited by or invalid under any applicable law, such
provision shall be invalidated without affecting the remaining
provisions of this Amendment or the Credit Agreement,
respectively.

        (g)  The Company covenants to pay to or reimburse the
Agent and the Banks, upon demand, for all costs and expenses
(including allocated costs of in-house counsel) incurred in
connection with the development, preparation, negotiation,
execution and delivery of this Amendment.

        IN WITNESS WHEREOF, the parties hereto have executed and
delivered this Amendment as of the date first above written.

                             ROSS STORES, INC.

                             By:/S/Earl Benson

                             Title:Sr. Vice President & CFO

                             By:

                             Title:

                             BANK OF AMERICA NATIONAL TRUST
                             AND SAVINGS ASSOCIATION,
                             as Agent

                             By: /s/ Wendy Young
                                 Wendy Young, Vice President

                             THE INDUSTRIAL BANK OF JAPAN,
                             LIMITED, as Co-Agent and as a Bank


                             By: /s/Makoto Masuda
                                    Makoto Masuda
                             Title: Deputy General Manager

                             By:

                             Title:

                             BANK OF AMERICA NATIONAL TRUST
                             AND SAVINGS ASSOCIATION, as a Bank


                             By:  /s/ Jean A. Brinkmann
                                  Jean A. Brinkmann
                                  Vice President



                                                            EXHIBIT 11


                           ROSS STORES, INC.
               ________________________________________
                                   
           STATEMENT RE:  COMPUTATION OF EARNINGS PER SHARE
           (Amounts in thousands, except per share amounts)



                                           Three Months Ended
                                    July 29, 1995      July 30, 1994
                                                     
                                               Fully              Fully
                                  Primary    Diluted  Primary   Diluted
                                                                       
Net earnings                      $10,336    $10,336   $8,847    $8,847
                                  =======    =======  =======   =======
Weighted average shares                                                
outstanding:
Common shares                      24,566     24,566   24,547    24,547
                                                                       
Common equivalent shares:                                              
Stock options                         120        160      215       230
                                      ___        ___      ___       ___
Weighted average common and                                            
common
equivalent shares outstanding      24,686     24,726   24,762    24,777
                                  =======    =======  =======   =======
Earnings per common and common                                         
equivalent share                     $.42       $.42     $.36      $.36
                                     ====       ====     ====      ====



                                              Six Months Ended
                                   July 29, 1995          July 30, 1994
                                                     
                                              Fully                    Fully 
                                  Primary   Diluted   Primary        Diluted
                                                                             
Net earnings                     $ 14,203  $ 14,203  $ 13,255        $ 13,255
                                  =======   =======   =======         =======
Weighted average shares                                                      
outstanding:
Common shares                      24,550    24,550    24,643          24,643
                                                                             
Common equivalent shares:                                                    
Stock options                         120       159       236             270
                                      ___       ___       ___             ___
Weighted average common and                                                  
common
equivalent shares outstanding      24,670    24,709    24,879          24,913
                                  =======   =======   =======         =======
Earnings per common and common                                               
equivalent share                    $ .58     $ .57     $ .53           $ .53








                                                  EXHIBIT 15





August 28, 1995


Ross Stores, Inc.
Newark, California


We have made a review, in accordance with standards
established by the American Institute of Certified Public
Accountants, of the unaudited condensed consolidated interim
financial statements of Ross Stores, Inc. for the three-
month and six-month periods ended July 29, 1995 and July 30,
1994, as indicated in our independent accountants' review
report dated August 18, 1995; because we did not perform an
audit, we expressed no opinion on that information.

We are aware that our report referred to above, which is
included in your Quarterly Report on Form 10-Q for the
quarter ended July 29, 1995, is incorporated by reference
in Registration Statements Nos. 33- 61373, 33-51916, 33-
51896, 33-51898, 33-41415, 33-41413 and 33-29600 of Ross
Stores, Inc. on Form S-8.

We are also aware that the aforementioned report, pursuant
to Rule 436(c) under the Securities Act, is not considered
a part of the Registration Statement prepared or certified
by an accountant or a report prepared or certified by an
accountant within the meaning of Sections 7 and 11 of that
Act.

Very truly,


Deloitte & Touche LLP
San Francisco, CA









<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED CONSOLIDATED BALANCE SHEETS AND STATEMENTS OF EARNINGS FOR THE SIX
MONTHS ENDED JULY 29, 1995 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS
</LEGEND>
<CIK> 0000745732
<NAME> ROSS STORES, INC.
<MULTIPLIER> 1,000
       
<S>                                        <C>
<PERIOD-TYPE>                              6-MOS
<FISCAL-YEAR-END>                          FEB-03-1996
<PERIOD-START>                             JAN-29-1995
<PERIOD-END>                               JUL-29-1995
<CASH>                                          25,493
<SECURITIES>                                         0
<RECEIVABLES>                                    8,206
<ALLOWANCES>                                         0
<INVENTORY>                                    303,659
<CURRENT-ASSETS>                               348,406
<PP&E>                                         296,936
<DEPRECIATION>                                 128,208
<TOTAL-ASSETS>                                 535,096
<CURRENT-LIABILITIES>                          199,595
<BONDS>                                         45,940
<COMMON>                                           246
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                          0
<OTHER-SE>                                     267,889
<TOTAL-LIABILITY-AND-EQUITY>                   535,096
<SALES>                                        648,637
<TOTAL-REVENUES>                               648,637
<CGS>                                          472,849
<TOTAL-COSTS>                                  624,966
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                               1,979
<INCOME-PRETAX>                                 23,671
<INCOME-TAX>                                     9,468
<INCOME-CONTINUING>                             14,203
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                    14,203
<EPS-PRIMARY>                                      .58
<EPS-DILUTED>                                      .57
        

</TABLE>