Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  BILELLO MARY ROSE
 2. Date of Event Requiring Statement (Month/Day/Year)
11/04/2004		 3. Issuer Name and Ticker or Trading Symbol
BURLINGTON COAT FACTORY WAREHOUSE CORP [BCF]
(Last)
(First)
(Middle)
C/O BURLINGTON COAT FACTORY, 1830 ROUTE 130		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
V.P. - Div. Merch. Manager
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

BURLINGTON, NJ 08016		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock, $1.00 Par Value 403
I
By 401(k) Plan

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) 05/10/1997 05/10/2006 Common Stock, $1.00 Par Value per Share 600 $ 9.48 D  
Employee Stock Option (Right to Buy) 03/20/1999 03/20/2008 Common Stock, $1.00 Par Value per Share 800 $ 16.28 D  
Employee Stock Option (Right to Buy) 08/27/2000 08/27/2009 Common Stock, $1.00 Par Value per Share 800 $ 16.84 D  
Employee Stock Option (Right to Buy) 03/01/2001 03/01/2010 Common Stock, $1.00 Par Value per Share 1,000 $ 12 D  
Employee Stock Option (Right to Buy) 01/24/2003 01/24/2012 Common Stock, $1.00 Par Value per Share 2,000 $ 15.44 D  
Employee Stock Option (Right to Buy) 09/23/2005 09/22/2014 Common Stock, $1.00 Par Value per Share 1,800 $ 26 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BILELLO MARY ROSE
C/O BURLINGTON COAT FACTORY
1830 ROUTE 130
BURLINGTON, NJ 08016		       V.P. - Div. Merch. Manager  

Signatures

/s/ Mary Rose Bilello 11/12/2004
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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