Edgar Filing: STEIN MART INC

Ownership Submission

FORM 5

	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
	Form 3 Holdings Reported
	Form 4 Transactions Reported

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL STATEMENT OF CHANGES IN 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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3235-0362

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1. Name and Address of Reporting Person ^*

STEIN JAY

2. Issuer Name and Ticker or Trading Symbol
STEIN MART INC [SMRT]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	__X__ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Chairman of the Board

(Last)

(First)

(Middle)

1200 RIVERPLACE BLVD,Â 10TH FLOOR

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
01/29/2005

(Street)

JACKSONVILLE,Â FLÂ 32207

4. If Amendment, Date Original Filed(Month/Day/Year)
03/15/2005

6. Individual or Joint/Group Reporting
(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 Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, $0.01 Par Value ⁽⁸⁾	11/17/2004	Â	G	202,020	D	$ ⁽¹⁾	15,461,530	I	By Stein Ventures Ltd. Partnership.
Common Stock, $0.01 Par Value ⁽⁸⁾	11/17/2004	Â	G	2,020	A	$ ⁽⁴⁾	4,442	I	By Cary Ventures
Common Stock, $0.01 Par Value ⁽⁸⁾	08/02/2004	Â	G	300	D	$ ⁽⁶⁾	16,900	D	Â
Common Stock, $0.01 Par Value ⁽⁸⁾	11/17/2004	Â	G	200,000	A	$ ⁽⁷⁾	216,900	D	Â
Common Stock, $0.01 Par Value ⁽⁸⁾	11/17/2004	Â	G	200,000	D	$ ⁽⁷⁾	16,900	D	Â
Common Stock, $0.01 Par Value ⁽⁸⁾	11/17/2004	Â	G	200,000	A	$ ⁽⁵⁾	231,600	I	By spouse.
Common Stock, $0.01 Par Value ⁽⁸⁾	Â	Â	Â	Â	Â	Â	110,000	I ⁽²⁾	By daughter.
Common Stock, $0.01 Par Value ⁽⁸⁾	Â	Â	Â	Â	Â	Â	110,000	I ⁽³⁾	By daughter.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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SEC 2270 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
STEIN JAY 1200 RIVERPLACE BLVD 10TH FLOOR JACKSONVILLE,Â FLÂ 32207	Â X	Â X	Â Chairman of the Board	Â

Signatures

/s/ Jay Stein		03/15/2005
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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).
(1)	By Stein Ventures Ltd. Partnership.
(2)	Jay Stein, Custodian for Jay Meredith Stein.
(3)	Jay Stein, Custodian for Berry Hattie Stein.
(4)	By Cary Ventures.
(5)	By spouse.
(6)	Previously gifted shares were reregistered.
(7)	By Jay Stein.
(8)	Amendment filed to correct the fiscal year ended from 01/29/2004 to 01/29/2005 on the Form 5 filed earlier today.

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

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