Contact other successful quilt shop owners and talk with them first. Do all your due diligence homework. Take a class from somewhere on starting a small business. Contact someone from a SCORE organization who offers advice and experience in doing this. All the replies in this thread contain valuable information to heed. One thing I have heard is that a small quilt shop cannot survive without offering classes from either local or nationally known teachers. You also must have a website and offer to sell your products on-line. Have a club membership that offers a 15% discount on all purchases and 20% on quarterly club night/day sales for a membership price of say $35 per year. Or offer a free $50 gift card with a $250 cumulative purchase in a certain time period. Go to "market" and purchase the latest fabrics, but keep a nice supply of the tried and true staples. Possibly take several people to market so that you don't end up with just what you like. Make sure to have a full color spectrum. Sell books, patterns, notions, etc. Maybe offer a quilting book club as well. Such as bring in books for discounts on other books to purchase... Find out how many quilters there are within a 20 mile radius and determine how much business could be generated from these customers. Fabric at Walmart was not the same grade of fabric sold in a specialty quilt shop. The fabric in quilt shops generally run between $9 and $12 per yard. There definitely is a difference between the fabrics offered in a quilt shop vs those sold at Walmart. Quilt shop fabric is far superior. Offer pajama parties, sew-inn, retreats, etc... It takes a big variety of activities to attract a lot of customers. Most of all, once you have customers, keep them coming back. Give them a certificate for a free fat quarter on their next visit...offer a drawing for a free something once a quarter...offer a drawing for going green (bring your own bag) Treat customers :D as if you treasure each one of them the most. Give them your undivided attention and offer as much assistance as each one wants. But, most of all, be willing to sacrifice your time, energy, money, family life, etc because running a business will become a 24/7 job with no downtime. You must want it more than anything else .... one more idea: search for and apply for a grant --there are some out there just waiting to be given. Maybe you can get some of the stimulus money to do a startup. 8)