<SUBMISSION>
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<ITEMS>7
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<FILER>
<COMPANY-DATA>
<CONFORMED-NAME>ELECTRONICS BOUTIQUE HOLDINGS CORP
<CIK>0001057746
<ASSIGNED-SIC>5734
<IRS-NUMBER>510379406
<STATE-OF-INCORPORATION>DE
<FISCAL-YEAR-END>0131
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<FILE-NUMBER>000-24603
<FILM-NUMBER>1657244
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<BUSINESS-ADDRESS>
<STREET1>103 FOULK ROAD
<STREET2>STE 202
<CITY>WILMINGTON
<STATE>DE
<ZIP>19803
<PHONE>3027784778
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<MAIL-ADDRESS>
<STREET1>931 MATLACK ST
<CITY>WEST CHESTER
<STATE>PA
<ZIP>19382
</MAIL-ADDRESS>
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<TYPE>8-K
<SEQUENCE>1
<FILENAME>a2051431z8-k.txt
<DESCRIPTION>CURRENT REPORT
<TEXT>

<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             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) June 7, 2001
                                                 ------------

                       ELECTRONICS BOUTIQUE HOLDINGS CORP.
              ---------------------------------------------------
               (Exact Name of registrant as specified in charter)

<TABLE>
<S>                                 <C>                            <C>
          Delaware                         000-24603                     51-0379406
-----------------------------       ------------------------       ---------------------
(State or Other Jurisdiction        (Commission File Number)           (IRS Employer
       of Incorporation)                                           Identification Number)
</TABLE>


931 South Matlack Street, West Chester, PA               19382
------------------------------------------             ----------
(Address of principal executive offices)               (Zip Code)

Registrant's telephone number, including area code: (610) 430-8100
                                                    --------------

                                 Not Applicable
                 ---------------------------------------------
         (Former name or former address, if changed since last report.)


                         -------------------------------


                     Exhibit Index appears on page 4 hereof.

<PAGE>

ITEM 5. OTHER EVENTS.

On June 7, 2001, Electronics Boutique Holdings Corp. ("EB") announced the
retirement of EB's president and chief executive officer and the promotion of
certain of EB's other executive officers, each of which is effective as of June
11, 2001. A copy of the press release is attached hereto as Exhibit 99.1 and
incorporated herein by reference.

ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

        (c)  Exhibits

             99.1     Press Release, dated June 7, 2001.

                                       2
<PAGE>

                                   SIGNATURES

         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.

                                    Electronics Boutique Holdings Corp.


                                    By: /s/ James A. Smith
                                        ------------------------------------
                                        Name: James A. Smith
                                        Title: Senior Vice President of Finance

Date: June 7, 2001

                                       3
<PAGE>


                                  EXHIBIT INDEX
Exhibit No.
-----------

99.1         Press Release, dated June 7, 2001.


                                       4
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>a2051431zex-99_1.txt
<DESCRIPTION>PRESS RELEASE
<TEXT>

<PAGE>
                                                                    EXHIBIT 99.1

<TABLE>
<S>                             <C>                                       <C>
CONTACTS:                       Investor Relations:                       Media:

James A. Smith                  Gary S. Maier                             Robert Shapiro
Chief Financial Officer         Senior Vice President, Principal          Senior Vice President
Electronics Boutique            PondelWilkinson MS&L                      MS&L
(610) 430-8100                  (310) 207-9300                            (212) 213-7115
</TABLE>

                      ELECTRONICS BOUTIQUE APPOINTS NEW CEO

      -RETIRING CHIEF EXECUTIVE REMAINS ON BOARD; COO AND CFO ALSO NAMED -

     WEST CHESTER, PA -- JUNE 7, 2001 -- Electronics Boutique Holdings Corp.

     (Nasdaq: ELBO) today announced the promotion of Jeffrey W. Griffiths as the
company's new President and Chief Executive Officer, replacing retiring Joseph
J. Firestone, 69, effective June 11, 2001.

     Griffiths, 50, most recently held the position of Senior Vice President of
Merchandising and Distribution. He joined Joe Firestone at Electronics Boutique
in 1984 and has been instrumental in forging the direction and growth of the
company. He currently serves as a board member of the Interactive Entertainment
Merchants Association and also has long-term relationships with leading industry
publishers.

     "Jeff has worked closely with Joe Firestone for the past seventeen years.
His exceptional industry knowledge and broad management experience is a skill
set ideally suited to lead our organization. This transition assures continuity
of the strong and experienced management team that has enabled Electronics
Boutique to become the premier company in its industry," said James J. Kim,
Chairman of Electronics Boutique.

     "For nearly two decades, Joe Firestone's vision and commitment have enabled
Electronics Boutique to grow from $14 million in sales to approximately $770
million. We are delighted that he has agreed to continue to serve as a special
advisor to the Chairman and as a member of the board," Kim said.

     The company also announced that John R. Panichello, 39, who most recently
served as Senior Vice President and Chief Financial Officer, has been promoted
to the position of Chief Operating Officer. He has held a variety of positions
since joining the company in 1994 and has been instrumental in developing new
store formats for Electronics Boutique, such as EB GameWorld and Brandywine
Collectibles.

     James A. Smith, 45, has been elevated to the position of Chief Financial
Officer. He most recently served as the company's Senior Vice President of
Finance. Smith has held a variety of positions with Electronics Boutique during
his eight-year tenure and has played a major role in guiding its financial
operations.

<PAGE>

     Electronics Boutique is among the world's largest specialty retailers
dedicated exclusively to video game hardware and software, PC entertainment, PC
productivity and educational software and accessories. The company currently
operates 775 stores in 46 states and Puerto Rico, Australia, Canada, Denmark,
New Zealand, Norway and South Korea -- primarily under the names Electronics
Boutique, EB GameWorld, EBKids and Stop 'N Save Software. The company operates
an e-commerce website at www.ebgames.com. Additional company information is
available at www.ebholdings.com.

                                      # # #

</TEXT>
</DOCUMENT>
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