<SUBMISSION>
<ACCESSION-NUMBER>0000912057-01-526745
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<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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<BUSINESS-ADDRESS>
<STREET1>103 FOULK ROAD
<STREET2>STE 202
<CITY>WILMINGTON
<STATE>DE
<ZIP>19803
<PHONE>3027784778
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<STREET1>931 MATLACK ST
<CITY>WEST CHESTER
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<FILENAME>a2055947z8-k.txt
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<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)                  AUGUST 2, 2001
                                                                  --------------

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

       DELAWARE                     000-24603             51-0379406
--------------------------------------------------------------------------------
(State or Other Jurisdiction  (Commission File Number)    (IRS Employer
of Incorporation)                                         Identification Number)

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 3 hereof.
<Page>

ITEM 5. OTHER EVENTS.

      On August 6, 2001, Electronics Boutique Holdings Corp. ("Electronics
Boutique"), announced that, through its Danish subsidiary, Electronics Boutique
Denmark Holdings ApS ("EB Denmark"), it had indirectly acquired 70% of the
capital stock of K. EB Italy S.r.l., an Italian company ("EB Italy"). EB Italy
owns a retail video game and computer software business in Italy comprised of 10
retail stores and a related distribution business. Leases for seven of the
retail stores were transferred to EB Italy at closing. Transfer of the leases
for the remaining three stores is expected to occur by August 31, 2001.

      In conjunction with the acquisition, Electronics Boutique acquired an
option to purchase the remaining 30% of the capital stock of EB Italy.

      A copy of the press release is attached hereto as Exhibit 99 and
incorporated herein by reference.


                                   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: Chief Financial Officer

Date  August 6, 2001


                                       2
<Page>

                                  EXHIBIT INDEX

Exhibit 99 . . . . . . . . . . . Press Release, dated August 6, 2001.


                                       3

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>3
<FILENAME>a2055947zex-99.txt
<DESCRIPTION>EXHIBIT 99
<TEXT>
<Page>

                                                                      EXHIBIT 99

CONTACTS:        Liz O'Sullivan                       Rob Shapiro
                 Director of Marketing                Senior Vice President
                 Electronics Boutique Holdings Corp.  MS&L
                 (610) 430-8100                       (212) 213-7115


U.S.-BASED ELECTRONICS BOUTIQUE ACQUIRES 10 NEW STORES IN ITALY

      WEST CHESTER, PA -- AUGUST 6, 2001 -- Electronics Boutique Holdings Corp.
(Nasdaq: ELBO) today announced it has acquired a 70% interest in the Italian
specialty video game and PC entertainment chain, K.EB Italy S.r.l. EB Italy owns
ten specialty video game and PC retail stores operating under the name "Software
Universe" and a related distribution business. Leases for seven of the retail
stores were transferred to EB Italy closing. The transfer of leases for the
remaining three stores is expected to occur by August 31, 2001. In addition, the
Company acquired an option to purchase the remaining 30% interest in EB
Italy. The Company believes that this acquisition will not have a material
impact on its financial results for this year.

      "We're excited about entering into this new partnership in Italy," said
Jeff Griffiths, President and CEO of Electronics Boutique. "We look forward to
working together with our Italian partners in this venture to serve our
customers in a fast-growing market."

      Electronics Boutique is among the world's largest specialty retailers of
electronic games through its 790 stores, primarily under the names Electronics
Boutique and EB GameWorld, in the United States, Canada, Australia, New Zealand,
Denmark, South Korea and Norway. The company sells video game hardware and
software, PC entertainment software and related accessories and products. The
company operates a commercial website at WWW.EBGAMES.COM Additional company
information is available at WWW.EBHOLDINGS.COM.

</TEXT>
</DOCUMENT>
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