UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
SCHEDULE 13D
 Under the Securities Exchange Act of 1934
Amendment No. 2
AMERICAN EAGLE OUTFITTERS, INC.
 (Name of Issuer)
Common Stock, $.01 par value
 (Title of Class of Securities)
02553E 10 6
 (CUSIP Number)
Neil Bulman, Jr., Esq.
American Eagle Outfitters, Inc.
150 Thorn Hill Drive
Warrendale, Pennsylvania 15095
724-779-6698
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
December 31, 2000
 Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13-d-1(b) (3) or (4), check the following box [ ].
Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13D-7(b) for other parties to whom copies are to be sent.
The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be "filed" or the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No.  02553E 10 6
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1.       Names of Reporting Person:  Ann Schottenstein Deshe
         S.S. or I.R.S. Identification No. of Above Individual (optional):

2.       Check the Appropriate Box if a Member of a Group:

                  (a)      [X]
                  (b)      [ ]

3.       SEC Use Only

4.       Source of Funds:  00

5.       Check Box if Disclosure of legal Proceedings is Required Pursuant to
         Items 2(d) or 2(e):

                  [ ]

6.       Citizenship or Place of Organization:  United States

Number of Shares Beneficially Owned by Each Reporting Person With:

7.       Sole Voting Power:  3,180,578*

8.       Shared Voting Power:  -0-

9.       Sole Dispositive Power:  1,893,189*

10.      Shared Dispositive Power:  -0-

11.      Aggregate Amount Beneficially Owned by Each Reporting Person:
         5,073,767*

12.      Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares:

                  [ ]

13.      Percent of Class Represented by Amount in Row (11):  7.2%

14.      Type of Reporting Person:  IN

*Shares have been adjusted to reflect 3-for-2 stock split on February 23, 2001	

CUSIP No.  02553E 10 6
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                                  SCHEDULE 13D

ITEM 1.  SECURITY AND ISSUER

   (a)   Title of Class of Securities:  Common Stock, without par value
   (b)   Name of Issuer:  American Eagle Outfitters, Inc., f/k/a Natco
         Industries, Inc.
   (c)   Address of Issuer's Principal Executive Offices:
         150 Thorn Hill Drive, Warrendale, Pennsylvania  15086-7528

ITEM 2.  IDENTITY AND BACKGROUND

   (a)   Name of Persons Filing:

         (1)      Jay L. Schottenstein
         (2)      Retail Ventures, Inc.
         (3)      Geraldine Schottenstein Hoffman
         (4)      Ann Schottenstein Deshe
         (5)      Susan Schottenstein Diamond

   (b)   Address of Principal Business Office, or, if  none, Residence:

         (1)      1800 Moler Road, Columbus, Ohio  43207
         (2)      1800 Moler Road, Columbus, Ohio  43207
         (3)      1800 Moler Road, Columbus, Ohio  43207
         (4)      1800 Moler Road, Columbus, Ohio  43207
         (5)      1800 Moler Road, Columbus, Ohio  43207

   (c)   Present Occupation:

         (1)      Chairman of the Board and Chief Executive Officer
         (2)      N/A
         (3)      N/A
         (4)      N/A
         (5)      N/A

   (d)   Criminal convictions:  Not applicable
   (e)   Civil proceedings:  Not applicable
   (f)   Citizenship:  All of the reporting persons are United States Citizens

ITEM 3.  SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION

         Effective April 7, 1999, American Eagle Outfitters, Inc., f/k/a Natco
Industries, Inc. ("New American Eagle") became a reporting company under the
Securities and Exchange Act of 1934, as the successor to AE Stores Company,
f/k/a American Eagle Outfitters, Inc. ("Old American Eagle") in order to
implement a holding company organizational structure. This was	

CUSIP No.  02553E 10 6
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accomplished through a reorganization in which a merger subsidiary of New
American Eagle merged into Old American Eagle. In the reorganization, all of the
shares of Old American Eagle, other than shares owned by New American Eagle,
were converted into the same number of shares of New American Eagle. The
13,982,348 shares of Old American Eagle held by New American Eagle were
cancelled in the reorganization. The stockholders of New American Eagle
continued to own the 13,982,338 shares in New American Eagle which they owned
immediately prior to the reorganization. As a result, the reorganization
effected no change in the number of shares outstanding, or in the management,
business or operations of Old American Eagle, other than the establishment of a
holding company structure, with New American Eagle becoming the holding company
and Old American Eagle becoming its wholly-owned operating subsidiary.

ITEM 4.  PURPOSE OF TRANSACTION

   (a)   The reorganization described in Item 3 did not change the aggregate
         ownership of the reporting persons as a group in the Issuer and they
         continue to control the Issuer. The reporting persons have in the past
         and may in the future sell shares of the Issuer, in the open market or
         otherwise, or acquire additional shares, in each case depending on
         market conditions and their own investment objectives.

Except as previously noted, and subject to their rights as stockholders to
recommend and vote in favor or against any change or transaction in the future,
at this time the reporting persons have no plans or proposals which relate to or
would result in the Issuer or its material subsidiaries engaging in:
   (b)   Any extraordinary corporate transaction;
   (c)   Sale or transfer of material assets outside the ordinary course of
         business;
   (d)   Any change in the board of directors;
   (e)   Any material change in capitalization or dividend policy;
   (f)   Any other material change in business or corporate structure;
   (g)   Changes in charter or bylaws;
   (h)   Causing securities to be delisted;
   (i)   Termination of registration under the 1934 Act; or
   (j)   Any other similar action.

ITEM 5.  INTEREST IN SECURITIES OF ISSUER

   (1)    Jay L. Schottenstein (All shares in sections (a) and (b), have been
          adjusted to reflect 3-for-2 stock split on February 23, 2001.)

         (a)      Amount Beneficially Owned: 13,241,769 shares; Percent of
                  Class: 18.8% Includes 7,283,175 shares held by Retail
                  Ventures, Inc., 69.9% of whose common stock is owned by trusts
                  of which Mr. Schottenstein is a Trustee or Trust Advisor, Mr.
                  Schottenstein is also the Chairman and Chief Executive Officer
                  of Retail Ventures, Inc.; 101 shares held for the benefit of
                  Mr. Schottenstein's minor child; 498,000 shares subject to
                  options exercisable within 60 days; and 5,460,494	

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shares held in trusts for the benefit of family members as to which Mr. Schottenstein is either Trustee or Trust Advisor.
(b) Number of Shares as to which such person has:
(i) Sole power to vote or to direct the vote: 13,017,366 shares
(ii) Shared power to vote or to direct the vote: 224,303 shares
(iii) Sole power to dispose or to direct the disposition of: 7,781,276 shares
(iv) Shared power to dispose or to direct the disposition of: 224,303 shares
(c) Transactions effected by Mr. Schottenstein by option exercises and by family trusts as to which Mr. Schottenstein is either trustee or trust advisor during the past 60 days:

DATE        SHARES SOLD    SALE PRICE
----        -----------    ----------
12/5/00       15,960         $40.06      Option exercise & sale
12/6/00       20,174         $40.48      Option exercise & sale
12/7/00       11,587         $40.21      Option exercise & sale
12/8/00        2,279         $40.12      Option exercise & sale
12/1/00      250,533         $40.85      Family trust sales
12/4/00       98,412         $40.04      Family trust sales
12/5/00      128,028         $40.06      Family trust sales
12/6/00      161,826         $40.48      Family trust sales
12/7/00       92,946         $40.21      Family trust sales
12/8/00       18,255         $40.12      Family trust sales
1/5/01       153,895         $46.27      Family trust sales
1/8/01       325,500         $46.66      Family trust sales
1/9/01        58,450         $47.25      Family trust sales
1/10/01       82,250         $46.73      Family trust sales
1/11/01       79,905         $47.96      Family trust sales	

(d) Another's right to receive dividends: Not applicable
(e) Date ceased to be a 5% owner: Not applicable
(2) Retail Ventures, Inc. (All shares in sections (a) and (b), have been adjusted to reflect 3-for-2 stock split on February 23, 2001.)
(a) Amount Beneficially Owned: 7,283,175 shares; Percent of Class:
10.3%
(b) Number of Shares as to which such person has:
(i) Sole power to vote or to direct the vote: 7,283,175 shares
(ii) Shared power to vote or to direct the vote: 0 shares
(iii) Sole power to dispose or to direct the disposition of: 7,283,175 shares
(iv) Shared power to dispose or to direct the disposition of: 0 shares
(c) Transactions effected during the past 60 days:

DATE              SHARES SOLD          SALE PRICE
----              -----------          ----------
12/8/00           115,800              $40.12
12/11/00          116,700              $40.01
12/12/00            7,500              $40.02
1/5/01            219,850              $46.27
1/8/01            465,000              $46.66
1/9/01             83,500              $47.25
1/10/01           117,500              $46.73
1/11/01           114,150              $47.96	

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(d) Another's right to receive dividends: Not applicable
(e) Date ceased to be a 5% owner: Not applicable
(3) Geraldine Schottenstein Hoffman (All shares in sections (a) and (b), have been adjusted to reflect 3-for-2 stock split on February 23, 2001.)
(a) Amount Beneficially Owned: 11,896,664 shares; Percent of Class: 16.9% The shares are held in trusts for the benefit of family members as to which Ms. Hoffman is trustee.
(b) Number of Shares as to which such person has:
(i) Sole power to vote or to direct the vote: 3,255,593 shares
(ii) Shared power to vote or to direct the vote: 224,303 shares
(iii) Sole power to dispose or to direct the disposition of: 11,672,361 shares
(iv) Shared power to dispose or to direct the disposition of: 224,303 shares
(c) Transactions effected by family trusts as to which Ms. Hoffman is either trustee or trust advisor during the past 60 days:

DATE              SHARES SOLD          SALE PRICE
----              -----------          ----------
12/1/00           300,400              $40.85
12/4/00           118,000              $40.04
12/5/00           153,740              $40.06
12/6/00           194,326              $40.48
12/7/00           111,613              $40.21
12/8/00            21,921              $40.12
1/5/01            175,880              $46.27
1/8/01            372,000              $46.66
1/9/01             66,800              $47.25
1/10/01            94,000              $46.73
1/11/01            91,320              $47.96	

(d) Another's right to receive dividends: Not applicable
(e) Date ceased to be a 5% owner: Not applicable
(4) Ann Schottenstein Deshe (All shares in sections (a) and (b), have been adjusted to reflect 3-for-2 stock split on February 23, 2001.)
(a) Amount Beneficially Owned: 5,073,767 shares; Percent of Class:
7.2% These shares are held in trusts for the benefit of family members as to which Ms. Deshe is either Trustee or Trust Advisor.
(b) Number of Shares as to which such person has:

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(i) Sole power to vote or to direct the vote: 3,180,578 shares
(ii) Shared power to vote or to direct the vote: 0 shares
(iii) Sole power to dispose or to direct the disposition of: 1,893,189 shares
(iv) Shared power to dispose or to direct the disposition of: 0 shares
(c) Transactions effected during the last 60 days by Ms. Deshe and by Ms. Diamond by family trusts in which Ms. Deshe acts as either trustee or trust advisor:

DATE              SHARES SOLD               SALE PRICE
----              -----------               ----------
12/1/00           25,000                    N/A
1/5/01            43,970                    $46.27
1/8/01            93,000                    $46.66
1/9/01            16,700                    $47.25
1/10/01           23,500                    $46.73
1/11/01           22,830                    $47.96	

(d) Another's right to receive dividends: Not applicable
(e) Date ceased to be a 5% owner: Not applicable
(5) Susan Schottenstein Diamond (All shares in sections (a) and (b), have been adjusted to reflect 3-for-2 stock split on February 23, 2001.)
(a) Amount Beneficially Owned: 2,843,091 shares; Percent of Class:
4.0% These shares are held in trusts for the benefit of family members as to which Ms. Diamond is either Trustee or Trust Advisor.
(b) Number of Shares as to which such person has:
(i) Sole power to vote or to direct the vote: 2,843,091 shares
(ii) Shared power to vote or to direct the vote: 0 shares
(iii) Sole power to dispose or to direct the disposition of: 949,902 shares
(iv) Shared power to dispose or to direct the disposition of: 0 shares
(c) Transactions effected by family trusts in which Ms. Diamond acts as either trustee or trust advisor in the last 60 days:

DATE              SHARES SOLD               SALE PRICE
----              -----------               ----------
12/1/00           25,000                    N/A
1/5/01            43,970                    $46.27
1/8/01            93,000                    $46.66
1/9/01            16,700                    $47.25
1/10/01           23,500                    $46.73
1/11/01           22,830                    $47.96	

(d) Another's right to receive dividends: Not applicable
(e) Date ceased to be a 5% owner: Not applicable

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ITEM 6.  CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
         TO SECURITIES OF THE ISSUER.

         Mr. Schottenstein, Ms. Deshe, Ms. Diamond, and Ms. Hoffman have entered
into an agreement by which each will advise the others a reasonable time prior
to making sales of shares of the issuer's stock, and cooperate in effectuating
sales of such shares, through a brokerage firm reasonably acceptable to each of
them. If there are limits on the number of shares that may be sold at such time,
the parties agree that sales shall be made pro rata in accordance with each
individual's ownership of the issuer shares.

ITEM 7.  MATERIAL TO BE FILED AS EXHIBITS.

         A "Statement of Understanding", dated as of March 31, 1999, entered
into by Mr. Schottenstein, Ms. Deshe, Ms. Diamond, and Ms. Hoffman, was
previously filed and incorporated herein by reference.

                                   SIGNATURES

         After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.

Dated:  February 12, 2001                   /s/  Jay L. Schottenstein
                                            ------------------------------------
                                            Jay L. Schottenstein

Dated:  February 12, 2001                   RETAIL VENTURES, INC.

                                            By:  /s/  Jay L. Schottenstein
                                            ------------------------------------
                                                 Jay L. Schottenstein, Chairman

Dated:  February 12, 2001                   /s/  Geraldine Schottenstein Hoffman
                                            ------------------------------------
                                            Geraldine Schottenstein Hoffman	

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Dated:  February 12, 2001                   /s/  Ann Schottenstein Deshe
                                            ------------------------------------
                                            Ann Schottenstein Deshe

Dated:  February 12, 2001                   /s/  Susan Schottenstein Diamond
                                            ------------------------------------

                                            Susan Schottenstein Diamond