SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
SIMON IRWIN D

(Last) (First) (Middle)
C/O BARNES & NOBLE, INC.
122 FIFTH AVENUE

(Street)
NEW YORK NY 10011

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
10/17/2018
3. Issuer Name and Ticker or Trading Symbol
BARNES & NOBLE INC [ BKS ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
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)
Common Stock 0 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: 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
Explanation of Responses:
Remarks:
EXHIBIT LIST - Exhibit 24- Power of Attorney for Irwin D. Simon
/s/ Irwin D. Simon 10/25/2018
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
POWER OF ATTORNEY

The undersigned with respect to the matters described herein, hereby
constitutes and appoints Bradley A. Feuer, Peter M. Herpich, Allen W.
Lindstrom, Sheedeh Moayery and Michelle L. Smith, each of whom may act
individually, as my true and lawful attorney-in-fact to:

(1)		Execute for and on behalf of the undersigned all forms or documents
		(collectively, the "Forms") to be filed under the Securities Exchange
		Act of 1934, as amended, and the rules thereunder (collectively, the
		"Exchange Act") with respect to transactions by the undersigned in
		securities issued by Barnes & Noble, Inc. (the "Company"), including
		without limitation any Forms 3, 4 or 5, Form 144 or Schedule 13D, and
		any amendments to any of the foregoing;
		
(2)		Do and perform any and all acts for and on behalf of the undersigned
		that may be necessary or desirable to complete and execute any such
		Forms and timely file such Forms with the United States Securities and
		Exchange Commission and any stock exchange or similar authority; and
		
(3)		Take any other action of any type whatsoever in connection with the
		foregoing that, in the opinion of such attorney-in-fact, may be of
		benefit to, in the best interest of, or legally required by, the
		undersigned. The undersigned understands
 and confirms that the Forms
		executed by such attorney-in-fact on behalf of the undersigned pursuant
		to this Power of Attorney shall be in such form and shall contain such
		terms and conditions as such attorney-in-fact may approve in such
		attorney-in-fact's discretion.
		
		The undersigned hereby grants to such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might
or could do if personally present, with full power of substitution or
revocation, hereby ratifying and confirming all that such attorney-in-fact
shall lawfully do or cause to be done by virtue of this power of attorney and
the rights and powers herein granted. The undersigned acknowledges that each of
the foregoing attorneys-in-fact, in serving in such capacity at the request of
the undersigned, is not assuming, nor is the Company assuming, and shall not be
liable or responsible for, nor shall the Company be liable or responsible for,
any of the undersigned's responsibilities to comply with the Exchange Act.

		This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to
securities issued by the Company, unless earlier revoked with respect to any of
the attorneys-in-fact named herein by the undersigned in a signed writing
delivered to such person or persons or the Company.

		IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed as of this 25th day of October, 2018.

	/s/Irwin D. Simon
	_________________________
	Name: Irwin D. Simon