Amendments to Management Restricted Stock Plan

EXHIBIT 10.5.2

FIRST AMENDMENT
TO THE
PIER 1 IMPORTS, INC.
MANAGEMENT RESTRICTED STOCK PLAN

     WHEREAS, PIER 1 IMPORTS, INC. (the “Company”) has heretofore adopted the PIER 1 IMPORTS, INC. MANAGEMENT RESTRICTED STOCK PLAN (the “Plan”); and

     WHEREAS, the Company desires to amend the Plan’s definition of “Subsidiary” contained in Section 2 of the Plan to include wholly owned non-corporate business trust(s) of the Company;

     NOW, THEREFORE pursuant to Section 8 of the Plan, effective October 1, 1996, the Plan is amended as follows:

     IN WITNESS WHEREOF, the Company has caused this Amendment to be executed as of the stated effective date.

SECOND AMENDMENT
TO THE
PIER 1 IMPORTS, INC.
MANAGEMENT RESTRICTED STOCK PLAN

     WHEREAS, Pier 1 Imports, Inc. (the “Company”) has adopted the PIER 1 IMPORTS, INC. MANAGEMENT RESTRICTED STOCK PLAN (the “Plan”); and

     WHEREAS, the Plan commenced and became effective June 24, 1993; and

     WHEREAS, the Plan was amended effective October 1, 1996 and the Company desires to further amend the Plan;

     NOW, THEREFORE pursuant to Section 8 of the Plan, the Plan is hereby amended effective December 23, 1997, as follows:

               (f) Upon termination of the Grantee’s employment with the Company or any subsidiary of the Company (or the successor of any such company) for any reason, all Restricted Stock as to which the restrictions thereon shall not have lapsed shall be immediately forfeited to the Company.

In all other respects, the Plan, as amended, is hereby ratified and affirmed.