
                             FOR:        STAGE STORES, INC.

                             CONTACT:    James A. Marcum
                                         Executive Vice President,
                                         Chief Financial Officer
                                         Stage Stores, Inc.
                                         (800) 579-2302

                                         Michael E. McCreery
                                         Vice Chairman and
                                         Chief Administrative Officer
                                         C.R. Anthony Company
                                         (405) 278-7400
FOR IMMEDIATE RELEASE
                                         Naomi Rosenfeld/Valerie Martinez
                                         Media Contact:  Stacy Berns/Jeff Siegel
                                         Morgen-Walke Associates
                                         (212) 850-5600

                      STAGE STORES AND C.R. ANTHONY COMPANY
                              ANNOUNCE MERGER PLANS

        BENEFITS INCLUDE CONTIGUOUS LOCATIONS, SMALL MARKETS EXPERTISE,
          SERVICE ORIENTATION COMBINED RETAILER WILL HAVE ANNUAL SALES
                           IN EXCESS OF $1.0 BILLION

        Houston, TX, and Oklahoma City, OK, March 5, 1997--Stage Stores, Inc.
(Nasdaq: STGE) and C.R. Anthony Company (Nasdaq: CRAU) today announced a
definitive agreement to combine the two companies in a transaction that will
create a leading retailer of branded apparel in the central and southwestern
United States. Stage Stores will acquire the common stock of C.R. Anthony for
approximately $78 million and will assume approximately $15 million of C.R.
Anthony debt, giving the transaction an aggregate value of approximately $93
million.

        The transaction, which was approved by the Boards of Directors of both
retailers, will result in a company with over 550 stores across small towns and
communities in 23 states and sales in excess of $1.0 billion.

        Under the terms of the agreement, Stage Stores will acquire the common
stock of C.R. Anthony for a value of $8.00 per share plus $0.01 per share for
every $0.05 per share by which the average closing price of Stage Stores' common
stock exceeds $20 per share. Stage's average closing price will be determined
based on a randomly-selected ten day period out of the twenty trading days
ending on the fifth trading day preceding the closing of the transaction.

        The form of consideration (stock/cash mix) to be paid by Stage Stores
for C.R. Anthony's common stock will also be determined using a formula based
upon the average closing price of Stage stock. The consideration will be 100%
Stage common stock so long as Stage's average closing price

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STAGE STORES AND C.R. ANTHONY COMPANY ANNOUNCE MERGER PLANS

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is $20 per share or higher, and such stock percentage will decline in a linear
fashion to 25% of the consideration if the average closing price of Stage stock
is $15 per share. As an example, if the Stage average closing price was $21.00
per share, C.R. Anthony's common shareholders would receive a value of $8.20 per
share, 100% of which would be paid in Stage common stock (0.39 shares of Stage
stock to be exchanged for each share of C.R. Anthony common stock). At prices
below $15 per share, Stage Stores has the option to terminate the agreement, or
to close and pay 0.1333 shares of Stage common stock and an amount in cash equal
to the difference between $8 per share and the value of 0.1333 shares of Stage
common stock.

        As a leading retailer serving the small towns and communities of the
central United States, Stage Stores has been an active participant in the
consolidation of the retail sector over the past three years, acquiring the
department store chains of Beall-Ladymon in November 1994 and Uhlmans in June
1996. It is contemplated that C.R. Anthony will merge into a subsidiary of Stage
Stores, and Carl Tooker, Chairman, Chief Executive Officer and President of
Stage Stores, will hold similar responsibilities for the combined entity. Except
for the assimilation of C.R. Anthony's headquarters and distribution center over
time, few, if any, work force reductions are expected to occur as a result of
the transaction. It is expected that the majority of Anthony stores will be
converted to Stage Stores' trade names of Stage and Bealls.

        Carl Tooker, Chairman, President and Chief Executive Officer of Stage
Stores, commented, "This transaction is a compelling opportunity and represents
a major strategic step in our ongoing plan to position Stage Stores as a growth
retailer. C.R. Anthony represents an excellent geographic fit, offering
significant market adjacencies with minimum overlap. The similarity in our
strategies of offering branded apparel to small towns and communities coupled
with Stages' operating expertise, will allow us to maximize the sales and profit
potential of this combination. In addition, both of our companies place great
emphasis on customer service, quality and value. As a result, we are looking
forward to a smooth transition. We believe the transaction will bring
significant value to the shareholders of both companies."

        James Marcum, Executive Vice President and Chief Financial Officer of
Stage Stores, stated, "C.R. Anthony is an excellent fit with our existing
operations and meets our previously-stated objectives for strategic
acquisitions. Importantly, it will be accretive to earnings in 1998, the first
full year of combined operations, as the combination of our companies is
expected to generate significant cost savings upon full integration. In
addition, the transaction is structured to allow Stage Stores to grow while
strengthening our balance sheet. We believe this transaction offers significant
upside potential to all shareholders, as we combine the expertise of both
companies to further enhance operating performance."

        Jack Wiesner, Chairman and Chief Executive Officer of C.R. Anthony
Company, stated, "In evaluating a number of strategic alternatives, the
management and Board of Directors of

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STAGE STORES AND C.R. ANTHONY COMPANY ANNOUNCE MERGER PLANS

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C.R. Anthony concluded that a combination with Stage Stores offers the best
opportunity to build value for all of Anthony's shareholders, employees and
customers. This transaction allows our shareholders to continue to participate
in our growth strategy through their investment in Stage Stores. We believe our
associates and customers will benefit from our alliance with Stage Stores
because they will be associated with a much larger and stronger enterprise. The
retail environment today requires a large scale operation to continue to deliver
the best value to our customers. All of the associates of C.R. Anthony have done
an outstanding job in accomplishing our objectives. They have brought the
company to where it is today, creating significant value and an exciting
opportunity for the future."

        The transaction is subject to approval by the shareholders of C.R.
Anthony, expiration of the applicable waiting period under the Hart-Scott-Rodino
Antitrust Improvements Act and other closing conditions. In addition, the
agreement contains provisions relating to the obligations of the parties in the
event of termination of the agreement. It is expected that the transaction will
be completed by mid-year l997.

        Credit Suisse First Boston Corporation acted as financial advisor to
Stage Stores, Inc. C.R. Anthony was advised by Houlihan, Lokey, Howard & Zukin
and its Board was provided a fairness opinion by Stephens, Inc.

        Founded in 1922 and headquartered in Oklahoma City, OK, C.R. Anthony
Company is a retailer of branded and private label apparel for the entire
family. The Company operates 226 specialty stores in 14 southwestern and Rocky
Mountain states and expects to open an additional 13 stores prior to the
completion of this transaction.

        Stage Stores, Inc. operates 319 department stores in 19 states across
the central United States under the names Stage, Bealls and Palais Royal.
Located primarily in small towns and communities, the stores emphasize brand
names in men's, women's and children's apparel, accessories and footwear.

        ANY STATEMENTS IN THIS PRESS RELEASE THAT MAY BE CONSIDERED
FORWARD-LOOKING STATEMENTS ARE SUBJECT TO RISKS AND UNCERTAINTIES THAT COULD
CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY. ACTUAL RESULTS MAY DIFFER FROM SUCH
FORWARD-LOOKING STATEMENTS DUE TO THE RISK FACTORS DISCUSSED IN PERIODIC REPORTS
FILED BY THE COMPANIES WITH THE SECURITIES AND EXCHANGE COMMISSION WHICH THE
COMPANIES URGE INVESTORS TO CONSIDER.

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