ECKERD CORP
8-K, 1995-11-28
DRUG STORES AND PROPRIETARY STORES
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                UNITED STATES SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549


                                    FORM 8-K
                                 CURRENT REPORT


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



       Date of Report (Date of earliest event reported) November 28, 1995




                               ECKERD CORPORATION
               (Exact name of registrant as specified in charter)


                   DELAWARE                                1-4844
(State or other jurisdiction of incorporation)      (Commission File No.)

                                   13-3302437
                      (I.R.S. Employer Identification No.)

                              8333 Bryan Dairy Road
                              Largo, Florida 34647
              (Address and zip code of principal executive offices)

                                 (813) 399-6000
              (Registrant's telephone number, including area code)

                                 Not Applicable
          (Former name or former address, if changed since last report)


<PAGE>




         Item 5.  Other Events
         ---------------------
         Attached as Exhbit 20.1 hereto and incorporated  herein by reference is
         a copy of the Company's  press  release  dated  November 28, 1995 which
         reported the Company's  earnings for the thirteen and thirty-nine  week
         periods ended October 28, 1995.

         Item 7.  Financial  Statements,  Pro Forma  Financial  Information  and
         -----------------------------------------------------------------------
         Exhibits
         --------
         (c)      Exhibits:

                  20. 1  Press release dated November 28, 1995



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<PAGE>



                                   SIGNATURES

         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.

                                                  ECKERD CORPORATION
                                                     (Registrant)

                                                  /s/ Samuel G. Wright

                                                  ----------------------
                                                  Samuel G. Wright
                                                  Executive Vice President/
                                                  Chief Financial Officer
                                                  (Principal Accounting Officer)
         DATE: November 28, 1995












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<PAGE>


                                  Exhibit Index
                                  -------------

                               Eckerd Corporation
                           Current Report on Form 8-K
                             Dated November 28, 1995


              Exhibit No.   Description of Exhibit                Page
              -----------   ----------------------                ----
              20.1          Press Release









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                                                            EXHIBIT 20.1

         NEWS RELEASE                                       ECKERD CORPORATION
                                                            PO Box 4689
                                                            Clearwater, FL 34618
                                                            (813) 399-6000

         November 28, 1995
         NR #35

         ECKERD CORPORATION'S THIRD QUARTER EARNINGS INCREASE


                  CLEARWATER,  FL -  November  28,  1995  -  Eckerd  Corporation
         (NYSE:ECK)  today  reported  increased  earnings and sales in the third
         quarter ended October 28, 1995.

                  For the quarter, earnings before extraordinary items increased
         400 percent to $5.6 million or $.16 per share from $1.1 million or $.03
         per  share in the third  quarter  of fiscal  1994.  For the nine  month
         period,  earnings  before  extraordinary  items increased 36 percent to
         $48.2  million or $1.43 per share from $35.5 million or $1.10 per share
         in fiscal 1994. Improved sales and operations and lower interest costs,
         partially offset by a higher tax rate, contributed to the results.

                  Sales in the third  quarter were a record $1.165  billion,  an
         11.7 percent  increase from the prior year.  Pharmacy  sales  increased
         18.5 percent for the quarter  while  non-pharmacy  sales  increased 4.2
         percent.  For the nine months,  sales totaled  $3.523  billion,  a 10.4
         percent   increase,   pharmacy   sales   increased   16.7  percent  and
         non-pharmacy sales increased 3.9 percent.  Comparable drug store sales,
         measuring the  performance  of stores open one year or more  (excluding
         relocated  stores open less than one year),  increased 10.2 percent for
         the quarter and 9.2 percent for the nine month period.

                  Operating  profits for the quarter  increased to $25.5 million
         from $22.5 million in fiscal 1994. Gross profit margins were negatively
         impacted by the continued  shift of pharmacy  sales mix to managed care
         providers  and by an  increase  in the LIFO  inventory  charge  for the
         quarter to $3.8 million,  compared to $2.6 million last year. Operating
         profits for the nine month  period  increased  to $116.8  million  from
         $102.8  million in fiscal  1994.  The LIFO  charge for the nine  months
         increased to $9.8 million from $7.4 million in fiscal 1994.


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<PAGE>

                  During the quarter the company also recorded an  extraordinary
         non-cash  charge of $5.0  million,  net of taxes,  for the write off of
         deferred costs and unamortized  original issue discount  related to the
         early  retirement  of the  remaining  $78.9  million of 11.125  percent
         subordinated debentures outstanding at the beginning of the quarter.

                  All 1994  results have been  adjusted to exclude  results from
         Insta-Care  Pharmacy  Services  which was sold  effective  November 15,
         1994.

                  "The third quarter results reflect growth in both the pharmacy
         and front-end  portions of the business," said Stewart  Turley,  Eckerd
         chairman  and chief  executive  officer.  "We also  benefited  from the
         acquisition  of the Florida Rite Aid stores and the near  completion of
         the  underperforming  store  closings  program.   We're  determined  to
         maintain our position as a leading  convenient  drug  retailer and will
         seek to build on our strengths during the busy holiday season."

                  Eckerd  Corporation  is one of America's  largest  retail drug
         chains.  The company ranks 255 on the Fortune 500 list. Eckerd operates
         over 1,700 Eckerd drug stores in 13 states and over 500 Eckerd  Express
         one-hour photo labs in nine states.

         Financial Contact:
         Marty Gladysz, Vice President/Treasurer: (813) 399-6315
         
         Media Contact:
         Gerry Hoeppner, Director of Public Relations: (813) 399-6380





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<PAGE>

<TABLE>
<CAPTION>
                               Eckerd Corporation
                 Condensed Consolidated Statements of Operations
                      (In Thousands, Except Per Share Data)
                                   (Unaudited)


                                                     Thirteen Weeks Ended                           Thirty-Nine Weeks
                                                                                                          Ended
                                          ------------------------------------------  ------------------------------------------

                                          October 28,         October 29, 1994         October 28,         October 29, 1994
                                             1995                                         1995
                                          -----------   ----------------------------   -----------    --------------------------
                                            Actual        Actual (A)    Adjusted (B)      Actual       Actual (A)    Adjusted (B)
                                          -----------    -----------    -----------    -----------    -----------    -----------
<S>                                      <C>            <C>            <C>            <C>            <C>            <C>          
Sales and other operating revenue         $ 1,164,907    $ 1,071,036    $ 1,042,707    $ 3,523,225    $ 3,274,121    $ 3,190,081
Cost of sales                                 915,137        831,513        812,853      2,739,733      2,517,877      2,461,912
Operating and administrative expenses         215,229        206,995        198,960        641,980        624,830        601,353
Amortization of intangibles                     9,072          8,481          8,395         24,744         24,259         24,007
                                          -----------    -----------    -----------    -----------    -----------    -----------

Operating profit                               25,469         24,047         22,499        116,768        107,155        102,809
Interest expense                               18,720         23,410         21,273         58,669         71,802         65,398
                                          -----------    -----------    -----------    -----------    -----------    -----------

Earnings before income taxes and
     extraordinary item                         6,749            637          1,226         58,099         35,353         37,411
Income taxes                                    1,147             32            106          9,877          1,782          1,916
                                          -----------    -----------    -----------    -----------    -----------    -----------

Earnings before extraordinary item              5,602            605          1,120         48,222         33,571         35,495
Extraordinary item                             (5,012)       (26,620)       (26,620)        (6,033)       (26,620)       (26,620)
                                          -----------    -----------    -----------    -----------    -----------    -----------

Net earnings (loss)                       $       590    ($   26,015)   ($   25,500)   $    42,189    $     6,951    $     8,875
                                          ===========    ===========    ===========    ===========    ===========    ===========


Earnings per common share before
     extraordinary item                   $       .16    $       .02    $       .03    $      1.43    $      1.04    $      1.10

Net earnings (loss)  per common share     $       .02    ($      .80)   ($      .79)   $      1.25    $       .22    $       .27

Weighted average number of shares
     outstanding                               35,621         32,422         32,422         33,777         32,297         32,297

Earnings before interest, income taxes,
     extraordinary item, depreciation
     and  amortization (EBITDA)           $    47,368    $    44,085    $    42,046    $   178,228    $   164,486    $   158,788

(A)  Certain amounts have been reclassified to conform to the 1995 actual
     financial statement presentation.
(B)  The adjusted financial data is based on the historical financial statements
     of the Company, adjusted to give effect to the Company's sale of the
     Insta-Care Pharmacy Services operations which was sold effective November
     15, 1994, and the use of the net proceeds therefrom as if such transaction
     had occured as of the beginning of the thirty-nine week period ended
     October 29, 1994.


</TABLE>

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