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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 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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(Print or Type Responses)

1. Name and Address of Reporting Person * GOLDBLUM JOSEPH   2. Issuer Name and Ticker or Trading Symbol MOTHERS WORK INC [MWRK] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O MOTHERS WORK, INC., 456 NORTH FIFTH STREET 3. Date of Earliest Transaction (Month/Day/Year) 11/22/2006 (Street) PHILADELPHIA, PA 19123 4. If Amendment, Date Original Filed(Month/Day/Year) 11/27/2006 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 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 Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price COMMON STOCK 11/22/2006   S   11,890 D $ 50 55,705 (1) I SEE FOOTNOTE (1)

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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 Following Reported Transaction(s) (Instr. 4)

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

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

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
GOLDBLUM JOSEPH C/O MOTHERS WORK, INC. 456 NORTH FIFTH STREET PHILADELPHIA, PA 19123	X

Signatures

JOSEPH GOLDBLUM SIGNED BY EDWARD M. KRELL UNDER POWER OF ATTORNEY		11/30/2007
**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)	THIS AMENDMENT IS BEING FILED TO REFLECT THE CORRECT AMOUNT OF SHARES THE REPORTING PERSON MAY BE DEEMED TO INDIRECTLY OWN IN COLUMN 5 OF TABLE I. THE REPORTING PERSON MAY BE DEEMED TO INDIRECTLY OWN 12,200 SHARES HELD BY THE REPORTING PERSON AS CUSTODIAN OR IN TRUST FOR MEMBERS OF THE REPORTING PERSON'S FAMILY, NOT 11,800 SHARES AS PREVIOUSLY REPORTED. THEREFORE, THE REPORTING PERSON MAY BE DEEMED TO INDIRECTLY OWN THE FOLLOWING SHARES (I) 43,010 SHARES OWNED BY G-II FAMILY PARTNERSHIP L.P. OF WHICH THE REPORTING PERSON IS GENERAL PARTNER, (II) 12,200 SHARES HELD BY THE REPORTING PERSON AS CUSTODIAN OR IN TRUST FOR MEMBERS OF THE REPORTING PERSON'S FAMILY, AND (III) 495 SHARES HELD BY THE REPORTING PERSON'S WIFE. THE REPORTING PERSON DISCLAIMS BENEFICIAL OWNERSHIP OF ANY SHARES IN WHICH HE DOES NOT HAVE A PECUNIARY INTEREST.

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