V F CORP /PA/
10-K/A, 1995-09-26
MEN'S & BOYS' FURNISHGS, WORK CLOTHG, & ALLIED GARMENTS
Previous: UJB FINANCIAL CORP /NJ/, 8-K, 1995-09-26
Next: WALLACE COMPUTER SERVICES INC, DEFA14A, 1995-09-26



<PAGE>   1


                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-K/A

                 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                  For the fiscal year ended DECEMBER 31, 1994

                        Commission file number:   1-5256


                               -----------------

                               V. F. CORPORATION

             (Exact name of registrant as specified in its charter)

              PENNSYLVANIA                         23-1180120
     (State or other jurisdiction of            (I.R.S. employer
     incorporation or organization)            identification no.)

                              1047 NORTH PARK ROAD
                             WYOMISSING, PA  19610
                    (Address of principal executive offices)

                                 (610) 378-1151
              (Registrant's telephone number, including area code)

          SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
                                                       
<TABLE>
<CAPTION>
                                                   Name of each exchange
   Title of each class                             on which registered  
   -------------------                           ------------------------
<S>                                              <C>    
Common Stock, without par value,                 New York Stock Exchange
     stated capital $1 per share                          and
Preferred Stock Purchase Rights                   Pacific Stock Exchange
</TABLE>                          
                                  
       SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:  NONE


Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months and (2) has been subject to such filing
requirements for the past 90 days.  YES  X   NO 
                                       -----    -----




<PAGE>   2



Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to
this Form 10-K. /X/

As of March 1, 1995, 64,098,102 shares of Common Stock of the registrant were
outstanding, and the aggregate market value of the common shares (based on the
closing price of these shares on the New York Stock Exchange) of the registrant
held by nonaffiliates was approximately $2.7 billion.  In addition, 2,014,427
shares of Series B ESOP Convertible Preferred Stock of the registrant were
outstanding and convertible into 1,611,542 shares of Common Stock of the
registrant, subject to adjustment.  The trustee of the registrant's Employee
Stock Ownership Plan is the sole holder of such shares, and no trading market
exists for the Series B ESOP Convertible Preferred Stock.

                      DOCUMENTS INCORPORATED BY REFERENCE

Portions of the Annual Report for the fiscal year ended December 31, 1994
(Items 1 and 3 in Part I and Items 5, 6, 7 and 8 in Part II).

Portions of the Proxy Statement dated March 17, 1995 for the Annual Meeting of
Shareholders to be held on April 18, 1995 (Item 4A in Part I and Items 10, 11,
12 and 13 in Part III).





                                       2
<PAGE>   3
                                    PART IV


ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.

(a) The following documents are filed as a part of this report:

          1.      Exhibits

Number                           Description

    23.1          Consents of experts and counsel





                                       3
<PAGE>   4


SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Company has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.

                                  V.F. CORPORATION


                                  By:  /s/ Gerard G. Johnson   
                                     --------------------------
                                       Gerard G. Johnson
                                       Vice President - Finance
                                       (Chief Financial Officer)









                                       4
<PAGE>   5


                                          EXHIBIT INDEX


<TABLE>
<CAPTION>
                                                                                  Page Number      
Number                          Description                                      In This Report
- ------                          -----------                                      --------------
  <S>     <C>                                                                   <C>
  
  23.1                  Consents of experts and counsel


</TABLE>


<PAGE>   1
                                                                EXHIBIT 23.1




                       CONSENT OF INDEPENDENT AUDITORS

We consent to the incorporation by reference in this Annual Report (Form 10-K)
of VF Corporation of our report dated February 8, 1995, included in the 1994
Annual Report to Shareholders of VF Corporation.

Our audits also included the financial statement schedule of VF Corporation
listed in item 14(a). This schedule is the responsibility of the Company's
management. Our responsibility is to express an opinion based on our audits. In
our opinion, the financial statement schedule referred to above, when
considered in relation to the basic financial statements taken as a whole,
presents fairly in all material respects the information set forth therein.

We also consent to the incorporation by reference in (1) Registration Statement
No. 33-60569 on Form S-8, which acts as Post-Effective Amendment No. 2 to
Registration Statement No. 33-26566 on Form S-8/S-3, and Post-Effective
Amendment No. 6 to Registration Statement No. 2-85579 on Form S-8/S-3, (2)
Registration Statement No. 33-33621 on Form S-8, which acts as Post-Effective
Amendment No. 2 to Registration Statement No. 2-99945 on Form S-8, (3)
Registration Statement No. 33-10491 on Form S-3, (4) Registration Statement No.
33-41241 on Form S-8, and (5) Registration Statement No. 33-53231 on Form S-3
of our report dated February 8, 1995, with respect to the consolidated
financial statements incorporated herein by reference and our report included
in the preceding paragraph with respect to the financial statement schedule
included in the 1994 Annual Report (Form 10-K) of VF Corporation.

                                                      /s/ ERNST & YOUNG LLP


Reading, Pennsylvania
March 24, 1995


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission