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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 ~~20549~~

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

~~Securities~~Date ~~Exchange Act~~of Report (Date of ~~1934~~earliest event reported): June 2, 2003

~~Date~~Paper ofWarehouse, ~~Report~~ Inc. (~~Date~~Exact name of ~~earliest~~ ~~event~~registrant ~~reported):~~as ~~September~~specified ~~24, 2002~~in its charter)

~~PAPER~~Minnesota ~~WAREHOUSE, INC~~(State or other jurisdiction of incorporation) 0-23389 (Commission File Number) 41-1612534 (IRS Employer Identification No.)

~~(Exact~~7630 ~~name~~Excelsior Boulevard, St. Louis Park, Minnesota (Address of ~~registrant as~~principal ~~specified~~executive inoffices) ~~its~~55426 ~~charter~~(Zip Code)

~~Minnesota~~Registrant’s ~~(State~~telephone ornumber, ~~other~~including ~~jurisdiction~~area ofcode: ~~incorporation) 0~~952-~~23389 (Commission File Number) 41~~936-~~1612534 (I.R.S. Employer Identification No.)~~1000

~~7630~~Not ~~Excelsior~~Applicable ~~Boulevard~~(Former name or former address, if changed since last report)

~~St.~~TABLE ~~Louis~~OF ~~Park, Minnesota 55416~~CONTENTS

(Address of principal executive officers)


	Item 3. Bankruptcy or Receivership.
	Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
SIGNATURE
EXHIBIT INDEX
EX-99.1 Press Release

(952)Table 936-1000of Contents

~~(Registrant’s~~Item 3. ~~telephone Number,~~Bankruptcy ~~including~~or ~~area code)~~Receivership.

~~ITEM~~ On 5June 2, 2003, the Registrant filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the District of Minnesota located in Minneapolis, Minnesota (the “Bankruptcy Court”). ~~OTHER~~Neither ~~EVENTS~~of ~~AND~~the ~~REGULATION~~Registrant’s wholly-owned FDsubsidiaries, ~~DISCLOSURE~~Paper Warehouse Franchising, Inc. or PartySmart.com, Inc., was included in the filing. The Registrant expects normal operations and customer service to continue during its reorganization process while it operates its business as a “debtor-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court.

On In ~~September~~connection ~~24,~~with ~~2002,~~its ~~Paper~~Chapter 11 ~~Warehouse~~filing, ~~Inc.~~the Registrant also announced that it has secured a $6.5 million debtor-in-possession (DIP) financing ~~plans~~facility tofrom ~~reduce~~Wells ~~administrative~~Fargo ~~costs~~Retail Finance, ~~including~~subject ~~approximately~~to ~~26%~~Bankruptcy ofCourt ~~Paper~~approval. ~~Warehouse’s~~The ~~non-store~~Registrant ~~payroll. Affected~~anticipates that the DIP financing, together with its ongoing ~~employees~~cash ~~are~~revenue ~~eligible~~stream ~~for~~will ~~packages~~be ~~that~~sufficient ~~include~~to ~~severance~~fund ~~pay~~its operations, ~~continuation~~including payment of ~~benefits~~ employee wages and ~~outplacement~~benefits, ~~services~~during the reorganization process. A On ~~copy~~June 2, of2003, the ~~press~~Registrant ~~release~~ issued bya ~~Paper~~press ~~Warehouse~~release isannouncing ~~attached~~the tobankruptcy filing ~~this~~and ~~Form 8~~the debtor-Kin-possession asfinancing. ~~Exhibit~~A ~~99.1~~copy ~~and~~of isthe ~~incorporated~~press byrelease ~~reference~~is filed ~~into~~as ~~this~~an ~~Item~~exhibit 5hereto.

~~The Company also announced on September 24, 2002 that as a result of the reduction of force, Cheryl W~~Item 7. ~~Newell,~~Financial ~~vice president and chief financial officer~~Statements, ~~would~~Pro beForma ~~leaving~~Financial ~~the~~Information ~~company. The Company’s vice president~~ and ~~controller,~~Exhibits. ~~Diana Purcel, has been promoted to the position of vice president, controller~~ ~~and chief financial officer.~~

~~The~~(c) press release filed as an exhibit to this report includes “safe harbor” language pursuant to the Private Securities Litigation Reform Act of 1995, as amended, indicating that certain statements about Paper Warehouse’s business contained in the press release are “forward-looking” rather than “historic.” The press release also states that these and other risks relating to Paper Warehouse’s business are set forth in the documents Paper Warehouse files with the Securities and Exchange Commission.Exhibits

~~ITEM 7~~99.1 ~~FINANCIAL~~Press ~~STATEMENTS~~Release ~~AND~~dated ~~EXHIBITS~~June 2, 2003.

~~(c) Exhibits.~~SIGNATURE

~~Exhibit~~ Pursuant ~~99.1~~to —the ~~Press~~requirements ~~Release~~of ~~dated~~the ~~September~~Securities 24Exchange Act of 1934, ~~2002~~the registrant ~~issued~~has byduly ~~Paper~~caused ~~Warehouse,~~this ~~Inc.~~report ~~(filed~~to ~~electronically~~be ~~herewith)~~signed on its behalf by the undersigned thereunto duly authorized.

2PAPER WAREHOUSE, INC. (Registrant)

~~SIGNATURES~~Date: June 2, 2003 By: /s/ Yale T. Dolginow Name: Yale T. Dolginow Title: President and Chief Executive Officer

~~Pursuant~~2 ~~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 thereunto duly authorized.~~

	PAPER WAREHOUSE, INC.
Dated: September 25, 2002	By	/s/ YALE T. DOLGINOW
		Yale T. Dolginow
		Chief Executive Officer

3EXHIBIT INDEX

Exhibit Index


Exhibit No.		Description

99.1		Press Release dated June 2, 2003.

Exhibit No.			Description			Filing Method
99.1			Press Release dated as of September 24, 2002			Electronically herewith

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