PAGE 1
                                    
                               FORM 10-Q
                                    
                                    
                   SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, DC 20549
                                    
                                    
            /X/ Quarterly Report Under Section 13 and 15(d)
                 of the Securities Exchange Act of 1934
                                   or
         / / Transition Report Pursuant to Section 13 and 15(d)
                 of the Securities Exchange Act of 1934


For Quarter Ended April 26, 1997
Commission file number 1-4908



                        The TJX Companies, Inc.
         (Exact name of registrant as specified in its charter)


          DELAWARE                               04-2207613
(State or other jurisdiction of               (I.R.S. Employer
 incorporation or organization)              Identification No.)


    770 Cochituate Road
 Framingham, Massachusetts                          01701
(Address of principal executive offices)         (Zip Code)


                             (508)390-1000
          (Registrant's telephone number, including area code)


Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.  Yes X . No  .

The number of shares of Registrant's common stock outstanding as of
May 24, 1997; 79,740,416.



                                   PAGE 2
                        PART I FINANCIAL INFORMATION
            THE TJX COMPANIES, INC. AND CONSOLIDATED SUBSIDIARIES
                            STATEMENTS OF INCOME
                                 (UNAUDITED)
                DOLLARS IN THOUSANDS EXCEPT PER SHARE AMOUNTS



                                                     Thirteen Weeks Ended  
                                                   April, 26      April 27,
                                                        1997           1996

Net sales                                         $1,560,150     $1,472,247

Cost of sales, including buying and
   occupancy costs                                 1,202,619      1,167,359

Selling, general and administrative expenses         273,738        251,151

Interest expense, net                                    855         14,362

Income from continuing operations before
   income taxes                                       82,938         39,375

Provision for income taxes                            34,477         16,351

Income from continuing operations                     48,461         23,024

Income from discontinued operations,
   net of income taxes                                     -          7,062

Net income                                            48,461         30,086

Preferred stock dividends                              2,625          4,527

Net income available to common shareholders       $   45,836     $   25,559


Primary and fully diluted earnings per
   common share:
      Continuing operations                           $  .54         $  .25
      Net income                                      $  .54         $  .33

Cash dividends per common share                       $  .10         $  .07


The accompanying notes are an integral part of the financial statements.








                                   PAGE 3                                      
            THE TJX COMPANIES, INC. AND CONSOLIDATED SUBSIDIARIES
                               BALANCE SHEETS
                                 (UNAUDITED)
                                IN THOUSANDS

                                        April 26,   January 25,   April 27,
                                             1997          1997        1996

ASSETS
Current assets:
  Cash and cash equivalents            $  397,127    $  474,732  $  191,413
  Accounts receivable                      91,528        57,275      75,394
  Merchandise inventories               1,384,397     1,059,505   1,300,256
  Prepaid expenses                         16,486        16,379      18,876
  Net current assets of
    discontinued operations                     -        54,451      77,701
      Total current assets              1,889,538     1,662,342   1,663,640

Property, at cost:
  Land and buildings                      103,067       103,067     110,437
  Leasehold costs and improvements        436,692       428,836     430,098
  Furniture, fixtures and equipment       548,903       527,710     546,474
                                        1,088,662     1,059,613   1,087,009
  Less accumulated depreciation
    and amortization                      445,415       419,129     366,090
                                          643,247       640,484     720,919

Other assets                               41,186        42,259      35,904
Goodwill and tradename,
  net of amortization                     214,560       216,127     234,486
Net noncurrent assets of
  discontinued operations                       -             -      51,119

TOTAL ASSETS                           $2,788,531    $2,561,212  $2,706,068

LIABILITIES
Current liabilities:
  Short-term debt                      $    2,632    $        -  $    2,195
  Current installments of
    long-term debt                         26,234        27,140      88,728
  Accounts payable                        713,699       533,945     464,538
  Accrued expenses and other
    current liabilities                   581,972       577,046     659,408
  Federal and state income taxes
    payable                                43,051        44,165       8,911
      Total current liabilities         1,367,588     1,182,296   1,223,780

Long-term debt exclusive of
  current installments
    Real estate mortgages                  22,391        22,391      26,314
    Promissory notes                        1,985         2,135       3,159
    General corporate debt                219,887       219,884     650,203

Deferred income taxes                       8,685         7,320      17,071

SHAREHOLDERS' EQUITYPreferred stock at face value,
  authorized 5,000,000 shares, par
  value $1, issued and outstanding
  cumulative convertible stock of:
    250,000 shares of 8% Series A               -             -      25,000
    1,650,000 shares of 6.25% Series C          -             -      82,500
    250,000 shares of 1.81% Series D            -             -      25,000
    1,500,000 shares of 7% Series E       150,000       150,000     150,000
Common stock, authorized 150,000,000
  shares, par value $1, issued and
  outstanding 79,720,729; 79,576,438
  and 72,554,759 shares                    79,720        79,576      72,554
Additional paid-in capital                431,825       429,017     269,518
Retained earnings                         506,450       468,593     160,969

      Total shareholders' equity        1,167,995     1,127,186     785,541

TOTAL LIABILITIES AND
  SHAREHOLDERS' EQUITY                 $2,788,531    $2,561,212  $2,706,068


The accompanying notes are an integral part of the financial statements.


































                                   PAGE 4                                      
            THE TJX COMPANIES, INC. AND CONSOLIDATED SUBSIDIARIES
                          STATEMENTS OF CASH FLOWS
                                 (UNAUDITED)
                                IN THOUSANDS
                                                     Thirteen Weeks Ended 
                                                   April 26,     April 27,
                                                        1997          1996

Cash flows from operating activities:
  Net income                                       $  48,461     $  30,086
   Adjustments to reconcile net income
    to net cash (used in)
    operating activities:
     (Income) from discontinued operations                 -        (7,062)
     Depreciation and amortization                    29,899        30,448
     Property disposals                                2,615         1,085
     Other                                             1,942          (438)
     Changes in assets and liabilities:
      (Increase) in accounts receivable              (34,253)      (20,250)
      (Increase) in merchandise inventories         (324,892)      (41,768)
      (Increase) in prepaid expenses                    (107)       (2,470)
      Increase in accounts payable                   179,754        27,904
      Increase (decrease) in accrued expenses
       and other current liabilities                   4,926       (11,628)
      (Decrease) in income taxes payable              (1,114)      (11,149)
      Increase in deferred income taxes                1,365         4,407

Net cash (used in) operating activities              (91,404)         (835)

Cash flows from investing activities:
  Property additions                                 (33,763)      (16,415)
Net cash (used in) investing activities              (33,763)      (16,415)

Cash flows from financing activities:
  Proceeds from borrowings of short-term debt          2,632         2,195
  Principal payments on long-term debt                (1,056)         (983)
  Proceeds from sale and issuance of common
   stock, net                                          2,139         1,003
  Cash dividends                                     (10,604)       (9,606)
Net cash (used in) financing activities               (6,889)       (7,391)

Net cash (used in) continuing operations            (132,056)      (24,641)
Net cash provided by discontinued operations          54,451         6,828
Net (decrease) in cash and cash equivalents          (77,605)      (17,813)
Cash and cash equivalents at beginning of year       474,732       209,226

Cash and cash equivalents at end of period         $ 397,127     $ 191,413


The accompanying notes are an integral part of the financial statements.
                                  PAGE 5


              MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS
                   OF OPERATIONS AND FINANCIAL CONDITION
                                     
                    Thirteen Weeks Ended April 26, 1997
                 Versus Thirteen Weeks Ended April 27, 1996


Effective December 7, 1996, the Company sold its Chadwick's of Boston mail
order operation to Brylane, L.P.  This transaction was accounted for in the
Company's fourth quarter for the fiscal year ended January 25, 1997.  The
operating results for Chadwick's for all periods prior to the sale have
been presented as discontinued operations.

Net sales from continuing operations for the first quarter were $1,560.2
million, up 6% from $1,472.2 million last year.  The increase in sales is
primarily attributable to an increase in same store sales.  Same store
sales increased 2% at T.J. Maxx, 8% at Marshalls, 19% at Winners, 24% at
T.K. Maxx and 9% at HomeGoods.

Income from continuing operations for the first quarter was $48.5 million,
or $.54 per common share, versus $23.0 million, or $.25 per common share
last year.  Net income for the period ended April 27, 1996, after
reflecting Chadwick's of Boston as a discontinued operation was $30.1
million or $.33 per common share.

The following table sets forth operating results expressed as a percentage
of net sales (continuing operations):
                                                  Percentage of Net Sales
                                                      13 Weeks Ended      
                                                 4/26/97           4/27/96

Net sales                                         100.0%            100.0%
Cost of sales, including buying
  and occupancy costs                              77.1              79.3
Selling, general and administrative
  expenses                                         17.5              17.1
Interest expense, net                                .1                .9

Income from continuing operations
  before income taxes                               5.3%              2.7%

Cost of sales including buying and occupancy costs as a percent of net
sales decreased from the prior year.  This improvement reflects the
benefits of the Marshalls acquisition.  Enhanced purchasing power has
allowed the Company to pass on better values to its customers and has
improved merchandise margins.

Selling, general and administrative expenses, as a percentage of net sales,
increased from the prior year.  This increase is attributable to a charge
of $10 million associated with a deferred shares award granted under a new
five year employment contract with the Company's Chief Executive Officer.
This charge more than offset additional expense savings the Company had
realized through the consolidation of certain administrative functions as a
result of the Marshalls acquisition.

                                  PAGE 6


Interest expense, net, as a percentage of net sales, decreased from the
prior year.  The decrease is the result of the Company's prepayment of its
9 1/2% sinking fund debentures during the third quarter of fiscal 1997 and
the $375 million term loan, incurred for the acquisition of Marshalls,
during the fourth quarter of fiscal 1997.  In addition, as a result of the
Company's strong cash position, interest expense, net, includes $6.2
million of interest income this year versus $.8 million last year.

The following table sets forth the operating results of the Company's major
business segments: (unaudited)
                                                      (In Thousands)

                                                   Thirteen Weeks Ended  
                                                 April 26,      April 27,
                                                      1997           1996
Net sales:
   Off-price family apparel stores              $1,539,757     $1,452,864
   Off-price home fashion stores                    20,393         19,383
                                                $1,560,150     $1,472,247

Operating income (loss):
   Off-price family apparel stores              $  106,203     $   67,057
   Off-price home fashion stores                    (2,833)        (2,570)
                                                   103,370         64,487

General corporate expense                           18,924         10,097
Goodwill amortization                                  653            653
Interest expense, net                                  855         14,362

Income from continuing operations
   before income taxes                          $   82,938     $   39,375


The off-price family apparel stores segment, T.J. Maxx, Marshalls, Winners
and T.K. Maxx significantly increased its operating income.  This segment's
increased operating results reflect the combined buying power of T.J. Maxx
and Marshalls, as well as expense savings resulting from the consolidation
of Marshalls.  Winners more than doubled its operating income from the
prior year.  General corporate expense includes a charge for $10 million
associated with a deferred shares award granted under a new five year
employment contract with the Company's Chief Executive Officer.

Stores in operation at the end of the period are as follows:

                                 April 26, 1997       April 27, 1996

      T.J. Maxx                         577                  590
      Marshalls                         457                  494
      Winners                            68                   57
      HomeGoods                          21                   23
      T.K. Maxx                          20                    9




                                  PAGE 7


Financial Condition

Cash flows from operating activities for the three months reflect increases
in inventories and accounts payable that are primarily due to normal
seasonal requirements.  Comparisons to fiscal 1997's first quarter are
impacted by the Company's movement to a leaner inventory position during
fiscal 1997.  This inventory management along with the strong sales
performance of fiscal 1997 resulted in higher inventory turnover and is the
prime reason for the increase in accounts payable as of April 1997 versus
April 1996.  The Company's strong cash flow from operations since the
Marshalls acquisition along with the proceeds from the sale of Chadwick's
is the prime reason for the increase in cash at April 1997 versus April
1996.

During the fourth quarter of fiscal 1997, the Company completed the sale of
its Chadwick's of Boston catalog division to Brylane, L.P.  Total proceeds
from the sale estimated at $300 million included cash, a 10-year $20
million Convertible Subordinated Note at 6% interest and Chadwick's
consumer credit card receivables.  The estimated cash proceeds received at
closing will be adjusted to reflect the actual closing balance sheet of
Chadwick's as of December 7, 1996.  The Company assumes approximately $30
million will be paid to Brylane L.P. during fiscal 1998 and has reflected
this estimated payable in accrued expenses.  The results of Chadwick's for
all periods prior to December 7, 1996 have been reclassified to
discontinued operations.  The cash provided by discontinued operations
represents the collection of the remaining balance of the Chadwick's
consumer credit card receivables outstanding as of January 1997.



                                  PAGE 8
                                     
                                     
                NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


1. The results for the first three months are not necessarily indicative of
   results for the full fiscal year, because the Company's business, in
   common with the businesses of retailers generally, is subject to
   seasonal influences, with higher levels of sales and income generally
   realized in the second half of the year.

2. The preceding data are unaudited and reflect all normal recurring
   adjustments, the use of retail statistics, and accruals and deferrals
   among periods required to match costs properly with the related revenue
   or activity, considered necessary by the Company for a fair presentation
   of its financial statements for the periods reported, all in accordance
   with generally accepted accounting principles and practices consistently
   applied.

3. The Company's cash payments for interest expense and income taxes are as
   follows:  (in thousands)

                                                  Thirteen Weeks Ended  
                                                April 26,      April 27,
                                                     1997           1996
   Cash paid (received) for:
     Interest on debt                             $ 3,079        $ 6,967
     Income taxes                                  34,226         31,507


4. In October 1988, the Company completed the sale of its former Zayre
   stores division to Ames Department Stores, Inc. ("Ames").  On April 25,
   1990, Ames filed for protection under Chapter 11 of the Federal
   Bankruptcy Code and on December 30, 1992, Ames emerged from bankruptcy
   under a plan of reorganization.  The Company is liable for certain
   amounts to be distributed under the plan for certain unassigned landlord
   claims under certain former Zayre store leases on which Zayre Corp. was
   liable as of the date of acquisition and which Ames has rejected.

   The Company remains contingently liable for the leases of most of the
   former Zayre stores still operated by Ames.  In addition, the Company is
   contingently liable on a number of leases of the Hit or Miss division,
   the Company's former off-price women's specialty stores, sold on
   September 30, 1995.  The Company believes that in view of the nature of
   the leases and the fact that Ames and Hit or Miss are primarily liable,
   the Company's contingent liability on these leases will not have a
   material effect on the Company's financial condition.  Accordingly, the
   Company believes its available reserves should be adequate to cover all
   reasonably expected liabilities associated with discontinued operations
   that it may incur.

   The Company is also contingently liable on certain leases of Waban Inc.,
   which was spun off by the Company in fiscal 1990.  Since Waban is
   primarily liable and has indemnified the Company for any amounts the
   Company may have to pay with respect to such leases, the Company
   believes that its contingent liability on these leases will not have a
   material effect on the Company's financial condition.  Waban announced
                                  PAGE 9


   in April 1997 that it would renew its efforts to consummate a spin-off
   of its BJ's Wholesale Club division.  In the event of such spin-off,
   Waban will continue to be primarily liable on such leases.  In addition,
   Waban, BJ's Wholesale Club, Inc., (the new corporation that would
   acquire the assets of Waban's BJ's Wholesale Club division) and the
   Company have entered into agreements under which BJ's Wholesale Club,
   Inc., will have substantial indemnification responsibility with respect
   to such leases upon consummation of the spin-off.  Accordingly, the
   Company believes that its contingent liability on these leases upon such
   spin-off will not have a material effect on the Company's financial
   condition.

5. During 1996, the Financial Accounting Standards Board (FASB) issued
   Statement of Financial Accounting Standards No. 128 "Earnings per
   Share."  This statement specifies the computation, presentation and
   disclosures for basic and dilutive earnings per share.  The Company will
   implement the standard in its fourth quarter period for the fiscal year
   ended January 31, 1998.  Using the new method for computing earnings per
   share, basic earnings per share and dilutive earnings per share would be
   as follows:

                                                 Thirteen Weeks Ended  
                                               April 26,      April 27,
                                                    1997           1996
   Income from continuing operations:
      Basic                                        $ .58          $ .26
      Dilutive                                       .55            .25

   Net Income:
      Basic                                        $ .58          $ .35
      Dilutive                                       .55            .35

6. On April 9, 1997, the Company approved a two-for-one stock split to be
   effected in the form of a 100% stock dividend which was subject to
   approval by the shareholders of an increase in the number of authorized
   shares of the Company's common stock.  On June 3, 1997, the shareholders
   approved an increase in the number of authorized shares of common stock
   making the two-for-one stock split effective.  The split will be paid on
   June 26, 1997 to shareholders of record June 11, 1997.  During the
   Company's second quarter reporting period, the Company will reflect the
   issuance of the new shares by an increase in common stock outstanding
   with a corresponding decrease in additional paid-in capital and all
   historical earnings per share amounts will be restated to reflect the
   two-for-one stock split.  Earnings per share amounts presented in these
   financials are presented on a pre-split basis.

                                  PAGE 10


PART II.     Other Information

Item 4       Submission of Matters to a Vote of Security Holders

             The Company held its Annual Meeting of Stockholders on June 3,
             1997.  The following were voted upon at the Annual Meeting:

             Election of Directors                For          Withheld

             Bernard Cammarata                 69,745,051       427,747
             Arthur F. Loewy                   69,735,436       437,362
             Robert F. Shapiro                 69,742,926       429,872
             Fletcher H. Wiley                 69,744,319       428,479

             In addition to those elected, the following are directors
             whose term of office continued after the Annual Meeting:

             Phyllis B. Davis
             Dennis F. Hightower
             Richard G. Lesser
             John M. Nelson
             John F. O'Brien
             Willow B. Shire

             Proposal for the approval to amend Article Fourth of the
             Company's Second Restated Certificate of Incorporation to
             increase the number of authorized shares of the Company's
             common stock from 150,000,000 to 300,000,000.

                For                            69,604,490
                Against                           315,383
                Abstain                           252,925
                Broker non-votes                        0

             Proposal for approval to amend certain material terms of the
             Company's 1986 Stock Incentive Plan

                For                            62,709,031
                Against                         1,607,319
                Abstain                           310,962
                Broker non-votes                5,545,486

             Proposal for approval to amend certain material terms of the
             Company's Management Incentive Plan.

                For                            68,829,000
                Against                         1,036,951
                Abstain                           306,847
                Broker non-votes                        0






                                  PAGE 11


             Proposal for approval to amend material terms of the Company's
             Long Range Performance Incentive Plan

                For                            68,702,511
                Against                         1,161,865
                Abstain                           308,422
                Broker non-votes                        0

             Proposal to amend the Company's 1993 Non-Employee Director
             Stock Option Plan to extend the expiration date of the Plan.

                For                               58,261,935
                Against                            6,064,656
                Abstain                              300,721
                Broker non-votes                   5,545,486

Item 6(a)    Exhibits

      11     Statement re Computation of Per Share Earnings

Item 6(b)    Reports on Form 8-K

             The Company was not required to file a current report on Form
             8-K during the quarter ended April 26, 1997.

                                  PAGE 12




                                 SIGNATURE



     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 thereunto duly authorized.




                              THE TJX COMPANIES, INC.           
                              (Registrant)



     Date: June 10, 1997



                              /s/ Donald G. Campbell            
                              Donald G. Campbell, Executive Vice
                              President - Finance, on behalf
                              of The TJX Companies, Inc. and as
                              Principal Financial and Accounting
                              Officer of The TJX Companies, Inc.






                                                          EXHIBIT 11







                COMPUTATION OF NET INCOME PER COMMON SHARE
                               (UNAUDITED)
                           DOLLARS IN THOUSANDS


                                                    Thirteen Weeks Ended 
                                                   April 26,    April 27,
                                                        1997         1996

The computation of net income available and
  adjusted shares outstanding follows:

Net income                                         $  48,461    $  30,086

Less:
  Preferred stock dividends                                -       (1,789)

Net income used for primary and fully
  diluted computation                              $  48,461    $  28,297



Weighted average number of common shares
  outstanding                                     79,719,807   72,545,566

Add:
  Assumed exercise of those options that
    are common stock equivalents                     849,634    1,053,810
  Assumed exercise of convertible
    preferred stock                                9,716,599   11,740,891

Adjusted shares outstanding, used for
  primary and fully diluted computation           90,286,040   85,340,267

 

5 This schedule contains summary financial information extracted from the statements of income and balance sheets and is qualified in its entirety by reference to such financial statements. 3-MOS JAN-31-1998 APR-26-1997 397,127,000 0 91,528,000 0 1,384,397,000 1,889,538,000 1,088,662,000 445,415,000 2,788,531,000 1,367,588,000 244,263,000 150,000,000 0 79,720,000 938,275,000 2,788,531,000 1,560,150,000 1,560,150,000 1,202,619,000 1,202,619,000 273,738,000 0 855,000 82,938,000 34,477,000 48,461,000 0 0 0 48,461,000 0.54 0.54