SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 8-K

                             Current Report Pursuant
                          to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                Date of Report (Date of earliest event Reported):
                                December 26, 2001

                             1-800-FLOWERS.COM, INC.
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             (Exact Name of Registrant as Specified in its Charter)

                           Delaware 0-26841 11-3117311
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            (State or Other Jurisdiction of (Commission File Number)
             (I.R.S. Employer Identification Incorporation) Number)

                               1600 Stewart Avenue
                            Westbury, New York 11590
                                 (516) 237-6000
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             (Addresses, including zip code, and telephone numbers,
              including area code, of principal executive offices)


ITEM 5.  OTHER EVENTS.

[December  22,  2001]  1-800-FLOWERS.COM  ("the  Company")  today  reported  the
resignation of David Beirne from the Company's Board of Directors. Mr. Beirne, a
member of the  Company's  Board of Directors  since July,  1999 and a partner at
venture capital firm Benchmark Capital,  cited a need to focus his attention and
efforts on  early-stage  companies  in his firm's  portfolio  that "have not yet
attained the financial strength that 1-800-FLOWERS.COM has achieved."

Mr.  Beirne  stated  that  "1-800-FLOWERS  has  been,  and  continues  to be, an
excellent  investment  for  Benchmark.  We are very pleased  with the  company's
results to date and are very  confident  in its strong  management  team and the
direction in which they are taking the company."

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

(c)     Exhibits.
        None

SIGNATURES

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 hereunto duly authorized.

                                             1-800-FLOWERS.COM, INC.


DATE:  December 26, 2001                     By: /s/ William E. Shea
                                             -------------------
                                             William E.Shea
                                             Chief Financial Officer
                                             Senior Vice-President-Finance
                                             and Administration