TJX COMPANIES INC /DE/
10-Q, 1997-12-09
FAMILY CLOTHING STORES
Previous: WYMAN GORDON CO, 8-K, 1997-12-09
Next: CERIDIAN CORP, SC 13G/A, 1997-12-09





                                    
                                 PAGE 1
                                    
                               FORM 10-Q
                                    
                                    
                   SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, DC 20549
                                    
                                    
            /X/ Quarterly Report Under Section 13 and 15(d)
                 of the Securities Exchange Act of 1934
                                   or
         / / Transition Report Pursuant to Section 13 and 15(d)
                 of the Securities Exchange Act of 1934


For Quarter Ended October 25, 1997
Commission file number 1-4908



                        The TJX Companies, Inc.
         (Exact name of registrant as specified in its charter)


          DELAWARE                               04-2207613
(State or other jurisdiction of               (I.R.S. Employer
 incorporation or organization)              Identification No.)


    770 Cochituate Road
 Framingham, Massachusetts                          01701
(Address of principal executive offices)         (Zip Code)


                             (508)390-1000
          (Registrant's telephone number, including area code)


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 (or for such shorter period
that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.  Yes X . No  .

The number of shares of Registrant's Common Stock outstanding as of
November 22, 1997: 161,389,824


                                   PAGE 2
                        PART I FINANCIAL INFORMATION
            THE TJX COMPANIES, INC. AND CONSOLIDATED SUBSIDIARIES
                            STATEMENTS OF INCOME
                                 (UNAUDITED)
                DOLLARS IN THOUSANDS EXCEPT PER SHARE AMOUNTS



                                                   Thirteen Weeks Ended    
                                                October 25,     October 26,
                                                       1997            1996

Net sales                                        $1,887,698     $1,722,429

Cost of sales, including buying and
   occupancy costs                                1,414,336      1,305,271

Selling, general and administrative expenses        287,205        266,918

Interest expense, net                                 3,654         10,344

Income from continuing operations before
   income taxes and extraordinary item              182,503        139,896

Provision for income taxes                           75,561         58,306

Income from continuing operations before
   extraordinary item                               106,942         81,590

Income from discontinued operations,
   net of income taxes                                    -          8,805

Income before extraordinary item                    106,942         90,395

Extraordinary (charge), net of income taxes          (1,777)        (2,885)

Net income                                          105,165         87,510

Preferred stock dividends                             1,305          2,308

Net income attributable to common
   shareholders                                  $  103,860     $   85,202

Primary and fully diluted earnings per
   common share:
      Income from continuing operations               $ .61          $ .45
      Income before extraordinary item                $ .61          $ .50
      Net income                                      $ .60          $ .48

Cash dividends per common share                       $ .05          $ .035


The accompanying notes are an integral part of the financial statements.


                                   PAGE 3
                        PART I FINANCIAL INFORMATION
            THE TJX COMPANIES, INC. AND CONSOLIDATED SUBSIDIARIES
                            STATEMENTS OF INCOME
                                 (UNAUDITED)
                DOLLARS IN THOUSANDS EXCEPT PER SHARE AMOUNTS



                                                  Thirty-Nine Weeks Ended  
                                                October 25,     October 26,
                                                       1997            1996

Net sales                                        $5,146,220      $4,742,935

Cost of sales, including buying and
  occupancy costs                                 3,940,216       3,694,820

Selling, general and administrative expenses        844,731         775,983

Interest expense, net                                 6,054          35,674

Income from continuing operations before
  income taxes and extraordinary item               355,219         236,458

Provision for income taxes                          147,238          98,154

Income from continuing operations before
  extraordinary item                                207,981         138,304

Income from discontinued operations, net
  of income taxes                                         -          18,231

Income before extraordinary item                    207,981         156,535

Extraordinary (charge), net of income taxes          (1,777)         (2,885)

Net income                                          206,204         153,650

Preferred stock dividends                             6,382          11,096

Net income attributable to common
  shareholders                                   $  199,822      $  142,554

Primary and fully diluted earnings per
  common share:
    Income from continuing operations                 $1.16           $ .76
    Income before extraordinary item                  $1.16           $ .86
    Net income                                        $1.15           $ .85

Cash dividends per common share                       $ .15           $ .105


The accompanying notes are an integral part of the financial statements.


                                   PAGE 4                                      
            THE TJX COMPANIES, INC. AND CONSOLIDATED SUBSIDIARIES
                               BALANCE SHEETS
                                 (UNAUDITED)
                                IN THOUSANDS

                                      October 25,  January 25,  October 26,
                                             1997         1997         1996

ASSETS
Current assets:
  Cash and cash equivalents            $  143,602    $  474,732  $  236,035
  Accounts receivable                     110,117        57,275      90,695
  Merchandise inventories               1,459,607     1,059,505   1,335,099
  Prepaid expenses                         16,859        16,379      19,054
  Net current assets of
    discontinued operations                     -        54,451     116,009
      Total current assets              1,730,185     1,662,342   1,796,892

Property, at cost:
  Land and buildings                      104,098       103,067     110,496
  Leasehold costs and improvements        484,057       428,836     448,636
  Furniture, fixtures and equipment       599,494       527,710     585,684
                                        1,187,649     1,059,613   1,144,816
  Less accumulated depreciation
    and amortization                      494,847       419,129     420,506
                                          692,802       640,484     724,310

Other assets                               34,203        42,259      36,432
Goodwill and tradename,
  net of amortization                     211,568       216,127     231,335
Net noncurrent assets of
  discontinued operations                       -             -      48,627

TOTAL ASSETS                           $2,668,758    $2,561,212  $2,837,596

LIABILITIES
Current liabilities:
  Current installments of
    long-term debt                     $    2,199    $   27,140  $   94,708
  Accounts payable                        646,906       533,945     616,200
  Accrued expenses and other
    current liabilities                   576,280       577,046     624,850
  Federal and state income taxes
    payable                                57,107        44,165      28,930     
  Total current liabilities             1,282,492     1,182,296   1,364,688

Long-term debt exclusive of
  current installments:
    Real estate mortgages                  21,827        22,391      22,926
    Equipment notes                         1,456         2,135       2,556
    General corporate debt                219,894       219,884     514,880

Deferred income taxes                      14,035         7,320      25,885


SHAREHOLDERS' EQUITYPreferred stock at face value,
  authorized 5,000,000 shares, par
  value $1, issued and outstanding
  cumulative convertible stock of:
    250,000 shares of 1.81% Series D            -             -      25,000
    727,700 shares of 7% Series E          72,770       150,000     150,000
Common stock, par value $1, authorized
  300,000,000 shares, issued and
  outstanding 161,751,535; 79,576,438
  and 77,724,715 shares                   161,752        79,576      77,725
Additional paid-in capital                254,588       429,017     386,600
Retained earnings                         639,944       468,593     267,336

      Total shareholders' equity        1,129,054     1,127,186     906,661

TOTAL LIABILITIES AND
  SHAREHOLDERS' EQUITY                 $2,668,758    $2,561,212  $2,837,596


The accompanying notes are an integral part of the financial statements.






























                                   PAGE 5                                      
            THE TJX COMPANIES, INC. AND CONSOLIDATED SUBSIDIARIES
                          STATEMENTS OF CASH FLOWS
                                 (UNAUDITED)
                                IN THOUSANDS
                                                     Thirty-Nine Weeks Ended
                                                    October 25,  October 26,
                                                           1997         1996
Cash flows from operating activities:
  Net income                                          $ 206,204    $ 153,650
   Adjustments to reconcile net income
    to net cash provided by operating activities:
     (Income) from discontinued operations                    -      (18,231)
     Extraordinary charge                                 1,777        2,885
     Depreciation and amortization                       92,463       94,228
     Gain on sale of other assets                        (5,992)           -
     Property disposals                                   7,181        6,291
     Other                                                  671       (3,282)
     Changes in assets and liabilities:
      (Increase) in accounts receivable                 (52,842)     (35,551)
      (Increase) in merchandise inventories            (400,102)     (76,611)
      (Increase) in prepaid expenses                       (480)      (2,648)
      Increase in accounts payable                      112,961      179,566
      Increase in accrued expenses and
       other current liabilities                         32,424       10,794
      Increase in income taxes payable                   14,126        1,779
      Increase in deferred income taxes                   4,095       13,221

Net cash provided by operating activities                12,486      326,091

Cash flows from investing activities:
   Property additions                                  (145,065)     (83,025)
   Proceeds from sale of Brylane, Inc. common stock      15,697            -
   Contingent payment for acquisition of Marshalls            -      (49,327)
   Proceeds adjustment for sale of Chadwick's           (33,190)           -
Net cash (used in) investing activities                (162,558)    (132,352)

Cash flows from financing activities:
  Principal payments on long-term debt                  (26,184)     (45,493)
  Prepayment of long-term debt                                -      (92,459)
  Stock repurchase                                     (182,413)           -
  Proceeds from sale and issuance of common
   stock net                                              7,441       15,644
  Cash dividends                                        (34,353)     (26,803)
Net cash (used in) financing activities                (235,509)    (149,111)

Net cash provided by (used in) continuing operations   (385,581)      44,628
Net cash provided by (used in) discontinued
  operations                                             54,451      (17,819)
Net increase (decrease) in cash and cash
  equivalents                                          (331,130)      26,809
Cash and cash equivalents at beginning of year          474,732      209,226

Cash and cash equivalents at end of period            $ 143,602    $ 236,035


The accompanying notes are an integral part of the financial statements.
                                  PAGE 6
              MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS
                   OF OPERATIONS AND FINANCIAL CONDITION
                                     
Thirteen Weeks (Third Quarter) and Thirty-Nine Weeks Ended October 25, 1997
     Versus Thirteen Weeks and Thirty-Nine Weeks Ended October 26, 1996

Effective December 7, 1996, the Company sold its Chadwick's of Boston mail
order operation to Brylane, L.P.  This transaction was accounted for in the
Company's fourth quarter for the fiscal year ended January 25, 1997.  The
operating results for Chadwick's for all periods prior to the sale have
been presented as discontinued operations.

Net sales from continuing operations for the third quarter were $1,887.7
million, up 10% from $1,722.4 million last year.  For the nine months, net
sales from continuing operations were $5,146.2 million, up 9% from $4,742.9
million for the same period last year.  The increase in sales is primarily
attributable to an increase in same store sales.  Same store sales for the
third quarter increased by 6% at T.J. Maxx, 8% at Marshalls, 14% at
Winners, 20% at HomeGoods and 5% at T.K. Maxx.  Same store sales for the
nine months increased by 5% at T.J. Maxx, 8% at Marshalls, 16% at Winners,
15% at HomeGoods and 13% at T.K. Maxx.

Income from continuing operations for the third quarter was $106.9 million,
or $.61 per common share versus $81.6 million, or $.45 per common share.
For the nine months, income from continuing operations was $208.0 million,
or $1.16 per common share versus $138.3 million, or $.76 per common share.
The periods ending October 25, 1997 include an after-tax gain of $3.6
million, or $.02 per common share, from the sale of Brylane Inc. common
stock.  After a $1.8 million extraordinary charge for the early retirement
of the Company's revolving credit agreement, net income for the third
quarter and nine months ended October 25, 1997 was $105.2 million, or $.60
per common share, and $206.2 million, or $1.15 per common share,
respectively.  For the periods ended October 26, 1996, the Company recorded
net income of $87.5 million, or $.48 per common share, and $153.7 million,
or $.85 per common share, for the third quarter and nine months,
respectively, which includes an extraordinary charge and the results of its
discontinued operation Chadwick's of Boston.

The following table sets forth operating results expressed as a percentage
of net sales (continuing operations):
                                          Percentage of Net Sales
                                    13 Weeks Ended       39 Weeks Ended  
                                  10/25/97  10/26/96   10/25/97  10/26/96

Net sales                          100.0%    100.0%     100.0%    100.0%
Cost of sales, including
  buying and occupancy costs        74.9      75.8       76.6      77.9
Selling, general and
  administrative expenses           15.2      15.5       16.4      16.4
Interest expense, net                 .2        .6         .1        .7
Income from continuing
  operations before income
  taxes and extraordinary item       9.7%      8.1%       6.9%      5.0%

                                  PAGE 7
Cost of sales, including buying and occupancy costs as a percent of net
sales, decreased in both periods from the prior year.  This improvement
reflects the benefits of the Marshalls acquisition.  Enhanced purchasing
power has allowed the Company to pass on better values to its customers and
has improved sales and merchandise margins.  The improvement in the quarter
is less significant as the prior year results also reflect the improved
trends associated with the Marshalls acquisition.

Selling, general and administrative expenses, as a percentage of net sales,
decreased for the third quarter and was flat for the nine months.  For the
third quarter and nine months, selling, general and administrative expenses
include a $6 million pre-tax gain from the sale of Brylane, Inc. common
stock obtained by converting approximately 50% of the Brylane note into
common stock.  In addition, for the nine months ended October 1997,
selling, general and administrative expenses include the following: (i) a
charge of $10 million in connection with a deferred shares award granted
under a new five year employment contract with the Company's Chief
Executive Officer, (ii) an additional charge of $3.5 million recorded as
compensation expense associated with the increase in market value
associated with the deferred shares award described above and (iii) a
charge of $5.0 million for the estimated cost of closing certain HomeGoods
stores.  These charges more than offset additional expense savings the
Company had realized through the consolidation of certain administrative
functions as a result of the Marshalls acquisition.  Selling, general and
administrative expenses, as a percent of net sales, excluding the above
items, would have been 15.5% for the quarters ended October 1997 and
October 1996 and 16.2% for the nine months ended October 1997 versus 16.4%
last year.

Interest expense, net, decreased in the third quarter and nine months.  The
decrease is the result of the Company's prepayments on its 9 1/2% sinking
fund debentures during the third quarter of fiscal 1997 and the $375
million term loan, incurred for the acquisition of Marshalls, during the
fourth quarter of fiscal 1997.  In addition, as a result of the Company's
strong cash position, interest expense, net, for the nine months, reflects
interest income of $14.2 million this year versus $8.2 million for the same
period last year.


                                   PAGE 8
The following table sets forth the operating results of the Company's major
business segments: (unaudited)
                                             (In Thousands)

                              Thirteen Weeks Ended   Thirty-Nine Weeks Ended
                             October 25, October 26, October 25, October 26,
                                    1997        1996        1997        1996
Net sales:
  Off-price family
    apparel stores            $1,864,480  $1,702,818  $5,081,271  $4,683,859
  Off-price home fashion
    stores                        23,218      19,611      64,949      59,076
                              $1,887,698  $1,722,429  $5,146,220  $4,742,935

Operating income (loss):
  Off-price family
    apparel stores            $  193,608  $  161,830  $  410,180  $  311,084
  Off-price home fashion
    stores                        (1,917)     (2,908)     (8,456)     (8,534)
                                 191,691     158,922     401,724     302,550

General corporate expense          4,880       8,029      38,490      28,458
Goodwill amortization                654         653       1,961       1,960
Interest expense, net              3,654      10,344       6,054      35,674

Income from continuing oper-
  ations before income taxes
  and extraordinary item      $  182,503  $  139,896  $  355,219  $  236,458


The off-price family apparel stores segment comprised of T.J. Maxx,
Marshalls, Winners and T.K. Maxx significantly increased its operating income
for both the third quarter and nine months.  This segment's increased
operating results reflect the combined buying power of T.J. Maxx and
Marshalls, as well as the expense savings resulting from the consolidation of
Marshalls.  Winners had significant increases in operating income in both
periods.  General corporate expense for the quarter and nine months was
impacted by the gain associated with the sale of Brylane stock.  The nine
months is also impacted by a charge related to the deferred shares award
granted in April 1997 to the Company's Chief Executive Officer as well as the
reserves for certain HomeGoods store closings.

Stores in operation at the end of the period are as follows:

                                 October 25, 1997     October 26, 1996

      T.J. Maxx                         582                  589
      Marshalls                         460                  463
      Winners                            75                   63
      HomeGoods                          24                   23
      T.K. Maxx                          29                   18
                                  PAGE 9
Financial Condition

Cash flows from operating activities for the nine months reflect increases
in inventories and accounts payable that are primarily due to normal
seasonal requirements.  Comparisons to fiscal 1997's nine months are
impacted by the Company's movement to a leaner inventory position during
fiscal 1997.

On June 3, 1997, the Company's shareholders approved an increase in the
number of authorized shares of common stock making the two-for-one stock
split effective in the form of a 100% stock dividend.  The split was
distributed on June 26, 1997 to shareholders of record on June 11, 1997 and
resulted in the issuance of 79.8 million shares of common stock along with
a corresponding decrease of $79.8 million in additional paid-in capital.
All historical earnings per share amounts have been restated to reflect the
two-for-one stock split.

On June 25, 1997, the Company announced a program to purchase up to an
aggregate of $250 million of the Company's common stock and Series E
preferred stock to be accomplished through open market purchases or other
transactions.  Through October 25, 1997, the Company has purchased
6,496,045 shares of common stock and 2,500 shares of Series E preferred
stock at a cost of $182.4 million.  The Company is no longer seeking to
purchase its Series E preferred stock.  The average price of the common
shares repurchased was $27.97 per share.

Through October 25, 1997, shareholders converted 769,800 shares of Series E
preferred stock into 8,310,927 shares of common stock.  The Company paid
$3.8 million to induce conversion of the preferred shares.

In September 1997, the Company replaced its $500 million revolving credit
agreement with a new five year $500 million revolving credit facility.  The
new agreement provides for reduced commitment fees on the unused portion of
the line as well as lower borrowing costs.  The Company recorded an
extraordinary charge of $1.8 million associated with the write off of
deferred financing costs of the former agreement.






                                  PAGE 10
The following table sets forth the shareholders' equity transactions for
the nine months ended October 25, 1997:  (unaudited)

                                              (In Millions)
                               Prfd   Common
                              Stock    Stock     Add'l
                               Face      Par   Paid-In   Retained
                              Value    Value   Capital   Earnings     Total
                                                         
Balance, January 25, 1997    $150.0    $79.6    $429.0     $468.6  $1,127.2

Net income                        -        -         -      206.2     206.2

Cash dividends:
   Preferred                      -        -         -       (6.4)     (6.4)
   Common                         -        -         -      (24.2)    (24.2)

Conversion of cumulative
  Series E Preferred
  stock into common           (76.9)     8.3      68.6       (3.8)     (3.8)

Stock repurchase
  Preferred                     (.3)       -         -        (.5)      (.8)
  Common                          -     (6.5)   (175.1)         -    (181.6)

Stock split                       -     79.8     (79.8)         -         -

Issuance of common
  stock under stock
  incentive plan                  -       .6       7.9          -       8.5

Other                             -        -       4.0          -       4.0

Balance, October 25, 1997    $ 72.8   $161.8    $254.6     $639.9  $1,129.1


During the fourth quarter of fiscal 1997, the Company completed the sale of
its Chadwick's of Boston catalog division to Brylane, L.P.  Proceeds of
approximately $300 million included cash, a 10-year $20 million Convertible
Subordinated Note at 6% interest and Chadwick's consumer credit card
receivables.  During the second quarter of fiscal 1998, the Company paid
Brylane $28.8 million as an estimated adjustment of the cash proceeds based
on the closing balance sheet of Chadwick's as of December 7, 1996 as
prepared by the Company.  During the third quarter ended October 1997, the
Company paid Brylane $4.4 million upon agreement of the final closing
balance sheet of Chadwick's as of December 7, 1996.  The results of
Chadwick's for all periods prior to December 7, 1996 have been reclassified
to discontinued operations.  The cash provided by discontinued operations
represents the collection of the remaining balance of the Chadwick's
consumer credit card receivables outstanding as of January 1997.

                                  PAGE 11
During the quarter ended October 1997, the Company converted a portion of
the Brylane note into 352,908 shares of Brylane, Inc., common stock which
it sold for $15.7 million.  This sale resulted in an after-tax gain of $3.6
million, or $.02 per share.

The Company is in the process of converting all necessary systems to be
Year 2000 compliant.  The Company expects to spend an aggregate of
approximately $10 million on conversion costs, primarily in fiscal 1998 and
1999.
                                  PAGE 12
                NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


1. The results for the nine months are not necessarily indicative of
   results for the full fiscal year, because the Company's business, in
   common with the businesses of retailers generally, is subject to
   seasonal influences, with higher levels of sales and income generally
   realized in the second half of the year.

2. The preceding data are unaudited and reflect all normal recurring
   adjustments, the use of retail statistics, and accruals and deferrals
   among periods required to match costs properly with the related revenue
   or activity, considered necessary by the Company for a fair presentation
   of its financial statements for the periods reported, all in accordance
   with generally accepted accounting principles and practices consistently
   applied.

3. The Company's cash payments for interest expense and income taxes are as
   follows: (in thousands)
                                               Thirty-Nine Weeks Ended  
                                             October 25,     October 26,
                                                    1997            1996
   Cash paid for:
     Interest expense                           $ 16,791         $35,284
     Income taxes                                129,171          90,089

4. In October 1988, the Company completed the sale of its former Zayre
   stores division to Ames Department Stores, Inc. ("Ames").  In April
   1990, Ames filed for protection under Chapter 11 of the Federal
   Bankruptcy Code and in December 1992, Ames emerged from bankruptcy under
   a plan of reorganization.  The Company is liable for certain amounts to
   be distributed under the plan for certain unassigned landlord claims
   under certain former Zayre store leases on which the Company was liable
   as of the date of the sale and which Ames has rejected.

   The Company remains contingently liable for the leases of most of the
   former Zayre stores still operated by Ames.  In addition, the Company is
   contingently liable on a number of leases of the Hit or Miss division,
   the Company's former off-price women's specialty stores, sold in
   September 1995.  The Company believes that in view of the nature of the
   leases and the fact that Ames and Hit or Miss are primarily liable, the
   Company's contingent liability on these leases will not have a material
   effect on the Company's financial condition.  Accordingly, the Company
   believes its available reserves should be adequate to cover all
   reasonably expected liabilities associated with discontinued operations
   that it may incur.

   The Company is also contingently liable on certain leases of HomeBase,
   Inc. (previously named Waban Inc.), which was spun off by the Company in
   fiscal 1990.  HomeBase, Inc. is primarily liable and has indemnified the
   Company for any amounts the Company may have to pay with respect to such
   leases.  HomeBase, Inc. recently consummated a spin-off of BJ's
   Wholesale Club, Inc.  HomeBase, Inc., BJ's Wholesale Club, Inc., and the
   Company have entered into agreements under which BJ's Wholesale Club,
   Inc. has substantial indemnification responsibility with respect to such
   HomeBase leases.  The Company is also contingently liable on certain

                                   PAGE 13                                     
   leases of BJ's Wholesale Club, Inc. for which both BJ's Wholesale Club,
   Inc. and HomeBase, Inc. remain liable.  As a result of the foregoing,
   the Company believes that its contingent liability on the HomeBase, Inc.
   and BJ's Wholesale Club, Inc. leases will not have a material effect on
   the Company's financial condition.

5. During the fourth quarter of fiscal 1997, the Company completed the sale
   of its Chadwick's of Boston catalog division to Brylane, L.P.  Proceeds
   of approximately $300 million included cash, a 10-year $20 million
   Convertible Subordinated Note at 6% interest and Chadwick's consumer
   credit card receivables.  During the second quarter of fiscal 1998, the
   Company paid Brylane $28.8 million as an estimated adjustment of the
   cash proceeds based on the closing balance sheet of Chadwick's as of
   December 7, 1996 as prepared by the Company.  During the third quarter
   ended October 1997, the Company paid Brylane $4.4 million upon agreement
   of the final closing balance sheet of Chadwick's as of December 7, 1996.

6. During 1996, the Financial Accounting Standards Board (FASB) issued
   Statement of Financial Accounting Standards No. 128 "Earnings per
   Share."  This statement specifies the computation, presentation and
   disclosures for basic and dilutive earnings per share.  The Company will
   implement the standard in its fourth quarter period for the fiscal year
   ended January 31, 1998.  Using the new method for computing earnings per
   share, basic earnings per share and dilutive earnings per share would be
   as follows:

                                13 Weeks Ended           39 Weeks Ended     
                            October 25, October 26,  October 25, October 26,
                                   1997        1996         1997        1996
   Income from continuing
     operations:                                        
       Basic                      $ .65       $ .52        $1.25       $ .86
       Dilutive                     .62         .46         1.18         .79

   Net income:
       Basic                        .64         .56         1.24         .96
       Dilutive                     .61         .50         1.17         .87

7. On April 9, 1997, the Company approved a two-for-one stock split to be
   effected in the form of a 100% stock dividend which was subject to
   approval by the shareholders of an increase in the number of authorized
   shares of the Company's common stock.  On June 3, 1997, the shareholders
   approved an increase in the number of authorized shares of common stock
   making the two-for-one stock split effective.  The split was distributed
   on June 26, 1997 to shareholders of record on June 11, 1997 and resulted
   in the issuance of 79.8 million shares of common stock along with a
   corresponding decrease of $79.8 million in additional paid-in capital.
   All historical earnings per share amounts have been restated to reflect
   the two-for-one stock split.
                                  PAGE 14
8. On June 25, 1997, the Company announced a program to purchase up to an
   aggregate of $250 million of the Company's common stock and Series E
   preferred stock to be accomplished through open market purchases or
   other transactions.  Through October 25, 1997, the Company has purchased
   6,496,045 shares of common stock and 2,500 shares of Series E preferred
   stock at a cost of $182.4 million.  The Company is no longer seeking to
   purchase its Series E preferred stock.  The average price of the common
   shares repurchased was $27.97 per share.

   Through October 25, 1997, the shareholders converted 769,800 shares of
   Series E preferred stock into 8,310,927 shares of common stock.  The
   Company paid $3.8 million to induce conversion of the preferred shares.



                                  PAGE 15
PART II.    Other Information

Item 6 (a)  Exhibits

    11      Statement re Computation of Per Share Earnings.

Item 6 (b)  Reports on Form 8-K

            N/A
                                  PAGE 16                                     
                                     
                                     
                                     
                                 SIGNATURE



     Pursuant to the requirements of the Securities Exchange Act of
     1934 the registrant has duly caused this report to be signed on
     its behalf by the undersigned thereunto duly authorized.




                              THE TJX COMPANIES, INC.           
                              (Registrant)



     Date: December 9, 1997



                              /s/ Donald G. Campbell            
                              Donald G. Campbell, Executive Vice
                              President - Finance, on behalf
                              of The TJX Companies, Inc. and as
                              Principal Financial and Accounting
                              Officer of The TJX Companies, Inc.


                                                                EXHIBIT 11


                                   PAGE 1

                 COMPUTATION OF NET INCOME PER COMMON SHARE
                                 (UNAUDITED)
                            DOLLARS IN THOUSANDS
                                      
                                      
                            Thirteen Weeks Ended    Thirty-Nine Weeks Ended
                           October 25, October 26,  October 25, October 26,
                                  1997        1996         1997        1996

The computation of net
  income available and
  adjusted shares
  outstanding follows:

Net income                    $105,165    $ 87,510     $206,204    $153,650

Less:
  Preferred stock dividends          -           -            -           -

Net income used for primary
  and fully diluted
  computation                 $105,165    $ 87,510     $206,204    $153,650



Weighted average number
  of common shares         163,328,447 155,450,506  161,056,470 155,444,520
  outstanding

Add (where dilutive):
  Assumed exercise of those
  options that are common
  stock equivalents, net of
  treasury shares deemed to
  have been repurchased      2,089,589   2,326,724    2,018,767   2,221,756

  Assumed exercise of
  convertible preferred
  stock                     10,093,603  23,481,782   16,213,226  23,481,782

Adjusted shares out-
  standing, used for
  primary and fully
  diluted computation      175,511,639 181,259,012  179,288,463 181,148,058


<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
statements of income and balance sheets and is qualified in its entirety by
reference to such financial statements.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          JAN-31-1998
<PERIOD-END>                               OCT-25-1997
<CASH>                                     143,602,000
<SECURITIES>                                         0
<RECEIVABLES>                              110,117,000
<ALLOWANCES>                                         0
<INVENTORY>                              1,459,607,000
<CURRENT-ASSETS>                         1,730,185,000
<PP&E>                                   1,187,649,000
<DEPRECIATION>                             494,847,000
<TOTAL-ASSETS>                           2,668,758,000
<CURRENT-LIABILITIES>                    1,282,492,000
<BONDS>                                    243,177,000
                       72,770,000
                                          0
<COMMON>                                   161,752,000
<OTHER-SE>                                 894,532,000
<TOTAL-LIABILITY-AND-EQUITY>             2,668,758,000
<SALES>                                  5,146,220,000
<TOTAL-REVENUES>                         5,146,220,000
<CGS>                                    3,940,216,000
<TOTAL-COSTS>                            3,940,216,000
<OTHER-EXPENSES>                           844,731,000
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                           6,054,000
<INCOME-PRETAX>                            355,219,000
<INCOME-TAX>                               147,238,000
<INCOME-CONTINUING>                        207,981,000
<DISCONTINUED>                                       0
<EXTRAORDINARY>                            (1,777,000)
<CHANGES>                                            0
<NET-INCOME>                               206,204,000
<EPS-PRIMARY>                                     1.16
<EPS-DILUTED>                                     1.15
        

</TABLE>


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