SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549

                                  SCHEDULE 13G
                                 (Rule 13d-102)
            Information statement pursuant to Rules 13d-1 and 13d-2

                    Under the Securities Exchange Act of 1934
                                 (Amendment No.)

                             Urban Outfitters, Inc.
                                (Name of Issuer)

                                  Common Stock
                         (Title of Class of Securities)

                                    917047102
                                 (CUSIP Number)











*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 the disclosures provided in a prior cover page.


The information required in the remainder of this cover page shall not be
deemed to be "filed" for 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).










Page 1 of 7 Pages

CUSIP No. 917047102   13G     Page 2 of 7 Pages



  1   NAME OF REPORTING PERSON 
  S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 

  Royce & Associates, Inc.    13-2579297 
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* 
                                                (a)  [X] 

                                                (b)
  3   SEC USE ONLY 

  4   CITIZENSHIP OR PLACE OF ORGANIZATION 

  U.S.A. 


  NUMBER OF        5  SOLE VOTING POWER 
    SHARES           1,054,500
 BENEFICIALLY      6      SHARED VOTING POWER 
   OWNED BY 
     EACH          7  SOLE DISPOSITIVE POWER 
  REPORTING          1,054,500
   PERSON          8  SHARED DISPOSITIVE POWER 
    WITH 

  9  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH  
     REPORTING PERSON 

  1,054,500
 
 10  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) 
     EXCLUDES CERTAIN SHARES             [ ] 
 
 11  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 
     
6.11%
 
 12  TYPE OF REPORTING PERSON* 
     IA 
 
 
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!

CUSIP No. 917047102   13G     Page 3 of 7 Pages
   1   NAME OF REPORTING PERSON 
       S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 
 
       Charles M. Royce    579-50-3435 
   2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* 
                                                 (a)  [X] 
 
                                                 (b)   
   3   SEC USE ONLY 
 
   4   CITIZENSHIP OR PLACE OF ORGANIZATION 
 
       U.S.A. 
 
  NUMBER OF        5  SOLE VOTING POWER 
    SHARES        See Item 2(a) of attached schedule 
 BENEFICIALLY      6      SHARED VOTING POWER 
   OWNED BY 
     EACH          7  SOLE DISPOSITIVE POWER 
  REPORTING       See Item 2(a) of attached schedule 
   PERSON          8  SHARED DISPOSITIVE POWER 
    WITH 
 
   9  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH  
      REPORTING PERSON 
 
      See Item 2(a) of attached schedule 
  10  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) 
      EXCLUDES CERTAIN SHARES             [ ] 
 
  11  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 
      See Item 2(a) of attached schedule 
 
  12  TYPE OF REPORTING PERSON* 
      IN 
 

CUSIP No. 917047102   13G     Page 4 of 7 Pages
Item 1(a)    Name of Issuer: 
 
      Urban Outfitters, Inc.
 
Item 1(b)    Address of Issuer's Principal Executive Offices: 
 
Office of the Secretary
1809 Walnut Street
Philadephia, PA   19103 
 
Item 2(a)    Name of Persons Filing: 
 
     Royce & Associates, Inc. ("Royce") and Charles M. Royce.  Mr. 
Royce may be deemed to be a controlling person of Royce and as such 
may be deemed to beneficially own the shares of Common Stock of 
Urban Outfitters, Inc. beneficially owned by Royce.  Mr. Royce does 
not own any shares outside of Royce, and disclaims beneficial ownership 
of the shares held by Royce.
 
Item 2(b)    Address of Principal Business Office, or, if None, Residence: 
 
     1414 Avenue of the Americas, New York, NY  10019         
 
Item 2(c)    Citizenship: 
 
     Royce is a New York Corporation, and Mr. Royce is a 
citizen of the U.S.A.       
Item 2(d)    Title of Class of Securities: 
 
     Common Stock
Item 2(e)    CUSIP Number: 
 
     917047102
 
Item 3   If this statement is filed pursuant to rules 13d-1(b), or 13d- 
         2(b), check whether the person filing is a: 
 
     (a) [ ] Broker or Dealer registered under Section 15 of the  
             Act 
     (b) [ ] Bank as defined in Section 3(a)(6) of the Act 
     (c) [ ] Insurance Company as defined in Section 3(a)(19) of  
             the Act
     (d) [ ] Investment Company registered under Section 8 of  
             the Investment Company Act 
     (e) [ ] Investment Adviser registered under Section 203 of  
             the Investment Advisers Act of 1940 
     (f) [ ] Employee Benefit Plan, Pension Fund which is  
             subject to the provisions of the Employee  
             Retirement Income Security Act of 1974 or Endowment  
             Fund 
     (g) [ ] Parent Holding Company, in accordance with Rule 13d-1 (b)(ii)(G)
     (h) [X] Group 

CUSIP No. 917047102   13G     Page 5 of 7 Pages
 
 Item 4  Ownership 
 
     (a) Amount Beneficially Owned 
          Royce:       1,054,500
 
     (b) Percent of Class: 
          Royce:       6.11%
 
     (c)     Number of shares as to which such person has: 
 
         (i) sole power to vote or to direct the vote 
                                 Royce        1,054,500
 
         (ii)    shared power to vote or to direct the vote 
                                 Royce   __________ 
 
        (iii)    sole power to dispose or to direct the disposition  
                 of                   Royce      1,054,500
 
         (iv)    shared power to dispose or to direct the  
                 disposition of           Royce   __________ 
 
See item 2(a) above for information relating to the beneficial
 ownership of Mr. Royce.  
 
Item 5   Ownership of Five Percent or Less of a Class. (       ) 
 
Item 6   Ownership of More than Five Percent on Behalf of Another  
         Person. 
 
             NOT APPLICABLE 
 
Item 7   Identification and Classification of the Subsidiary Which  
         Acquired the Security Being Reported on by the Parent Holding  
         Company. 
 
             NOT APPLICABLE 
 
Item 8   Identification and Classification of Members of the Group. 
 
     This filing is on behalf of Royce and Mr. Royce as  
members of a group pursuant to Rule 13d-(1)(b)(ii)(H).  Royce is
an investment adviser registered under Section 203 of the Investment 
Advisers Act of 1940. 
 
Item 9   Notice of Dissolution of Group. 
             NOT APPLICABLE 

CUSIP No. 917047102   13G     Page 6 of 7 Pages
 
Item 10  Certification. 
 
 By signing below each of the undersigned certifies that, to the  
best of its knowledge or belief, the securities referred to above were  
acquired in the ordinary course of business and were not acquired for  
the purpose of and do not have the effect of changing or influencing the  
control of the issuer of such securities and were not acquired in  
connection with or as a participant in any transaction having such  
purpose or effect. 
 
 Exhibits 1. Agreement to file Schedule 13G jointly. 
 
 
                                   Signature 
 
 After reasonable inquiry and to the best of its knowledge and  
belief, each of the undersigned certifies that the information set forth  
in this statement with respect to it is true, complete and correct. 
 
Date:    February 07, 2001
 
Royce & Associates, Inc. 
 
By: Daniel A. O'Byrne                  John E. Denneen atty - in - fact
   Signature                         Charles M. Royce 
 
 

CUSIP No. 917047102   13G     Page 7 of 7 Pages
                                    Exhibit 1
                                    AGREEMENT
 
     AGREEMENT dated as of February 07, 2001 between
Royce & Associates, Inc. ("Royce"), a New York corporation, and 
Charles M. Royce.
 
     WHEREAS, pursuant to paragraph (f) of Rule 13d-1 promulgated  
under Subsection 13(d)(1) of the Securities Exchange Act of 1934, as  
amended (the "1934 Act"), the parties hereto have decided to satisfy  
their filing obligations under the 1934 Act by a single joint filing: 
 
     NOW, THEREFORE, the undersigned hereby agree as follows: 
 
     1.    The Schedule 13G with respect to Urban Outfitters, Inc.
to which this is attached as Exhibit 1 is filed on behalf of Royce
and Mr. Royce. 
 
     2.    Each of Royce and Mr. Royce is responsible for the  
completeness and accuracy of the information concerning such person  
contained therein; provided that each person is not responsible for the  
completeness or accuracy of the information concerning any other person  
making such filing. 

 
     IN WITNESS WHEREOF, the undersigned hereunto set their hands  
as of the date first above written. 
 
                     ROYCE & ASSOCIATES, INC. 
 
                     By: Daniel A. O'Byrne
 
 
                     John E. Denneen atty-in-fact 
                         Charles  M. Royce