FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response...
0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      
1. Name and Address of Reporting Person * Goodwin Robert Simon 2. Date of Event Requiring Statement (MM/DD/YYYY)
3/19/2021 

3. Issuer Name and Ticker or Trading Symbol TILLY'S, INC. [TLYS]
(Last)       (First)       (Middle)
C/O TILLY'S, 10 WHATNEY
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)_____ Director                          _____ 10% Owner
___X___ Officer (give title below)        _____ Other (specify below)
See Remarks /
(Street)
IRVINE, CA 92618      
(City)             (State)             (Zip)
5. If Amendment, Date Original Filed(MM/DD/YYYY)
3/25/2021 

6. Individual or Joint/Group Filing(Check Applicable Line)_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy)   (1) 6/8/2030  Common Stock  25000  $6.92  D   

Explanation of Responses:
(1)  The option vests in four equal annual installments on each of the next four anniversaries of the grant date, subject to the Reporting Person's continued employment with or service to the Issuer through the applicable vesting date.

Remarks:
Title: SVP, General Merchandising Manager. This amendment is being filed solely to amend the original Form 3 filed by the Reporting Person on March 25, 2021 to include the stock option granted on June 8, 2020.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Goodwin Robert Simon
C/O TILLY'S
10 WHATNEY
IRVINE, CA 92618


See Remarks

Signatures
/s/ Michael L. Henry, Attorney-in-Fact for Robert Simon Goodwin 6/10/2021
**Signature of Reporting Person Date