SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
                                (AMENDMENT NO. 1)


Filed  by  the  Registrant     [  X  ]
Filed  by  a  Party  other  than  the  Registrant    [     ]
Check  the  appropriate  box:
[     ]    Preliminary  Proxy  Statement
[     ]    Confidential,  for  Use  of the Commission Only (as permitted by Rule
14a-6(e)(2))
[     ]    Definitive  Proxy  Statement
[  X  ]    Definitive  Additional  Materials
[     ]    Soliciting  Material  Pursuant  to  Rule  14a-11(c)  or  Rule  14a-12

                            THE LEATHER FACTORY, INC.
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                (Name of Registrant as Specified in Its Charter)

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    (Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment  of  Filing  Fee  (Check  the  appropriate  box)
[  X  ]     No  fee  required.
[     ]     Fee  computed  on table below per Exchange Act Rules 14a-6(i)(4) and
0-11
1)     Title  of  each  class  of  securities  to  which  transaction  applies:

2)     Aggregate  number  of  securities  to  which  transaction  applies:

3)     Per unit price or other underlying value of transaction computed pursuant
to  Exchange  Act  Rule  0-11  (set  forth the amount on which the filing fee is
calculated  and  state  how  it  was  determined):

4)     Proposed  maximum  aggregate  value  of  transaction:

5)     Total  fee  paid:

[     ]    Fee  paid  previously  with  preliminary  materials.
[     ]    Check  box  if  any part of the fee is offset as provided by Exchange
Act  Rule  0-11(a)(2)  and  identify the filing for which the offsetting fee was
paid previously.  Identify the previous filing by registration statement number,
or  the  Form  or  Schedule  and  the  date  of  its  filing.
1)     Amount  Previously  Paid:

2)     Form,  Schedule  or  Registration  Statement  No.:

3)     Filing  Party:

4)   Date  Filed:



          AMENDMENT TO DEFINITIVE PROXY STATEMENT FILED APRIL 15, 2003
          ------------------------------------------------------------
     The  Registrant  amends  its Schedule 14 (Definitive Proxy Statement) filed
with  the  Securities  and  Exchange Commission on April 15, 2003, by adding the
following  as  an  appendix  at  the  end  of  the  Schedule  14.

PROXY CARD

                                 REVOCABLE PROXY
                            THE LEATHER FACTORY, INC.
                THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS

     The undersigned hereby appoint(s) Robin L. Morgan and William M. Warren, or
either  of  them,  with  full power of substitution, proxies of the undersigned,
with  all the powers that the undersigned would possess if personally present to
cast  all  votes  that  the  undersigned would be entitled to vote at the Annual
Meeting  of Stockholders of The Leather Factory, Inc. (the "Company") to be held
on  Thursday,  May  15, 2003, in the Champions Ballroom III, Wyndham Hotel, 1500
Convention  Center Drive, Arlington, Texas at 10:00 a.m., Central Daylight Time,
and  any  and  all adjournments or postponements thereof (the "Annual Meeting"),
including  (without limiting the generality of the foregoing) to vote and act as
follows:

1.     Election  of  seven  directors.
_______FOR  the  nominees  listed  below               ______WITHHOLD  AUTHORITY
(except  as indicated to the contrary below).          (to vote for the nominees
                                                                  listed below.)

     SHANNON L. GREENE            T.  FIELD LANGE               JOSEPH R. MANNES
     H.W. "HUB" MARKWARDT         MICHAEL A. MARKWARDT          WRAY THOMPSON
                                  RONALD C. MORGAN

Instructions:  To  withhold  authority  to  vote  for  any individual nominee or
nominees,  write  their  name(s)  here.

________________________________________________________________________________

________________________________________________________________________________

YOUR BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS A VOTE FOR THE NOMINEES SET FORTH
                                      ABOVE


2.     In  their  discretion, the proxies are authorized to vote upon such other
business  as  may  properly  come  before  the  Annual  Meeting.

     This  Proxy  will  be  voted  at  the Annual Meeting or any adjournments or
postponements  thereof  as specified.  IF NO SPECIFICATIONS ARE MADE, THIS PROXY
WILL  BE  VOTED  FOR  THE  ELECTION OF DIRECTORS.  This Proxy hereby revokes all
prior  proxies  given  with  respect  to  the  shares  of  the  undersigned.

     Please  complete,  date,  sign and mail this Proxy promptly in the enclosed
envelope.  No  postage  is  required  for  mailing  in  the  United  States.

                                  Dated: _________________________________, 2003

                                    ____________________________________________
                                        Signature(s)
                                    ____________________________________________
                                        Signature(s)

     IMPORTANT:  Please date this Proxy and sign exactly as your name appears to
the  left.  If shares are held by joint tenants, both should sign.  When signing
as  attorney, executor, administrator, trustee or guardian, please give title as
such.  If  a  corporation,  please  sign  in full corporate name by president or
other  authorized  representative.  If  a  partnership,