Form 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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	OMB APPROVAL
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			Expires: January 31, 2005
[_]	Check box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See instructions 1(b).		Estimated average burden hours per response. . . 0.5

1. Name and Address of Reporting Person* Mandell Michele M.	2. Issuer Name and Ticker or Trading Symbol The Talbots, Inc. (“TLB”)		6. Relationship of Reporting Person(s) to Issuer (Check all applicable) [_] Director [_] 10% Owner [X] Officer (give [_] Other (specify title below) below) Senior Vice President, Stores
(Last) (First) (Middle) c/o The Talbots, Inc. One Talbots Drive	3. I.R.S. Identification Number of Reporting Person, if an entity (voluntary)	4. Statement for Month/Day/Year 01/27/03
(Street) Hingham, MA 02043		5. If Amendment, Date of Original (Month/Day/Year)	7. 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. Trans- action Date (mm/dd/yy)	2A. Deemed Execution Date, if any (mm/dd/yy)	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 (Instr. 3 and 4)	6. Owner- ship Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Trans- action Date (mm/dd/yy)	2A. Deemed Execution Date, if any (mm/dd/yy)	Code	V	Amount	(A) or (D)	Price		6. Owner- ship Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $0.01 per share	2/10/02		F	V	3,377	D	$33.25	22,588	D(1)
Common Stock, par value $0.01 per share								21,002	D
Common Stock, par value $0.01 per share								4,202	I(2)	R.S.V.P. 401(k)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. (1) Granted as restricted stock pursuant to The Talbots, Inc. 1993 Executive Stock Based Incentive Plan (the “Plan”), which is a Rule 16b-3 plan. Shares as originally granted vest in one-third increments on February 10, 2001, February 10, 2002 and February 10, 2003. Unvested shares are subject to forfeiture as provided in the Plan. On February 10, 2002, 3,377 shares were withheld to satisfy tax obligation. (2) Information presented as of December 31, 2002.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently vaild OMB Number.	(Over) SEC 1474 (9-02)

FORM 4 (continued)

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
(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
Deriv-
ative
Secur-
ities
Bene-
ficially
Owned
Follow-
ing
Reported
Trans-
action(s)
(Instr. 4)

10. Owner-
ship
Form of
Deriv-
ative
Security:
Direct (D) or Indirect (I)
(Instr. 4)

11. Nature
of
Indirect
Benefi-
cial
Owner-
ship
(Instr. 4)

Code

(A)

(D)

Date
Exercisable

Expiration
Date

Title

Amount or
Number
of Shares

Executive Stock Options (Right to Buy)(1)

$35.80

3/7/02

46,000

(1)

3/7/12

Common Stock

46,000

$0.00

46,000

Explanation of Responses:

(1) Granted as non-qualified options pursuant to The Talbots, Inc. 1993 Exeuctive Stock Based Incentive Plan, which is a Rule 16b-3 plan (the “Plan”).
Options are exercisable in one-third increments on March 7, 2003, March 7, 2004 and March 7, 2005.

**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).	MICHELE M. MANDELL **Signature of Reporting Person Michele M. Mandell	January 27, 2003 Date
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not
required to respond unless the form displays a currently valid OMB Number.

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TALBOTS INC 4