NIKE INC
10-Q, 1997-10-15
RUBBER & PLASTICS FOOTWEAR
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                            SECURITIES AND EXCHANGE COMMISSION 
 
 
                                Washington, D.C.  20549 
 
                                       FORM 10-Q 
 
                    FOR QUARTERLY REPORTS UNDER SECTION 13 OR 15 (d) OF 
                        THE SECURITIES AND EXCHANGE ACT OF 1934 
 
For the Quarter Ended August 31, 1997 Commission file number - 1-10635 
 
                                       NIKE, Inc.         
 
                (Exact name of registrant as specified in its charter) 
 
                   OREGON                                  93-0584541 
 
          (State or other jurisdiction of             (I.R.S. Employer 
          incorporation or organization)              Identification No.) 
 
          One Bowerman Drive, Beaverton, Oregon    97005-6453 
 
          (Address of principal executive offices)        (Zip Code) 
 
Registrant's telephone number, including area code (503) 671-6453 
 
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     . 
    ___      ___ 
 
Common Stock shares outstanding as of August 31, 1997 were: 
                                   _________________ 
 
                    Class A         101,497,153 
 
                    Class B         188,935,323 
                                   ____________ 
                                    290,432,476 
                                    =========== 
 
 
                        PART 1 - FINANCIAL INFORMATION 
 
Item 1.  Financial Statements 
                                   NIKE, Inc. 
 
                      CONDENSED CONSOLIDATED BALANCE SHEET 
 
                                                       Aug. 31,      May 31, 
                                                         1997         1997 
                                                       ________      _______ 
 
                                                           (in thousands) 
 
                                  ASSETS 
                                                                 
Current assets: 
     Cash and equivalents                            $  403,087   $  445,421 
     Accounts receivable                              1,992,390    1,754,137 
     Inventories (Note 3)                             1,293,593    1,338,640 
     Deferred income taxes                              129,385      135,663 
     Prepaid expenses                                   184,312      157,058 
                                                     __________    _________  

     Total current assets                             4,002,767    3,830,919 
 
Property, plant and equipment                         1,513,450    1,425,747 
     Less accumulated depreciation                      541,176      503,378 
                                                     __________   __________ 
 
                                                        972,274      922,369 
 
Identifiable intangible assets and goodwill             459,336      464,191 
Deferred income taxes and other assets                  191,035      143,728 
                                                     __________   __________ 
 
                                                     $5,625,412   $5,361,207 
                                                     ==========   ========== 
             LIABILITIES AND SHAREHOLDERS' EQUITY 
Current liabilities: 
     Current portion of long-term debt               $    2,816   $    2,216 
     Notes payable                                      428,669      553,153 
     Accounts payable                                   534,694      687,121 
     Accrued liabilities                                662,270      570,504 
     Income taxes payable                               167,152       53,923 
                                                     __________   __________ 
 
          Total current liabilities                   1,795,601    1,866,917 
Long-term debt                                          393,174      296,020 
Deferred income taxes and other liabilities              50,798       42,132
Commitments and contingencies (Note 4)                       --           -- 
Redeemable Preferred Stock                                  300          300 
Shareholders' equity: 
     Common Stock at stated value (Note 2): 
          Class A convertible-101,497 and
            101,711 shares outstanding                      152          152 
          Class B-188,935 and 187,559 shares 
               outstanding                                2,708        2,706 
     Capital in excess of stated value                  224,894      210,650 
     Foreign currency translation 
       adjustment                                       (39,953)     (31,333) 
     Retained earnings                                3,197,738    2,973,663 
                                                     ___________  __________ 
 
                                                      3,385,539    3,155,838 
                                                     ___________  __________ 
 
                                                     $5,625,412   $5,361,207 
                                                     ==========   ========== 
 
 
 The accompanying Notes to Condensed Consolidated Financial Statements are 
an integral part of this statement. 
 
 
                                     NIKE, Inc. 
 
 
                     CONDENSED CONSOLIDATED STATEMENT OF INCOME 
 
<TABLE> 
<CAPTION> 
                                       Three Months Ended  
                                           August 31, 
                                      __________________ 
 
                                         1997     1996   
                                         ____     ____ 
 
                            (in thousands, except per share data) 
<S>                                  <C>         <C>      
Revenues                             $2,766,099  $2,281,926
                                      _________   _________ 
 
Costs and expenses: 
     Cost of sales                    1,665,465   1,362,119 
     Selling and administrative         658,916     529,537  
     Interest                            16,919      12,666  
     Other expense (income)              13,169       8,641 
                                       ________     ________  

                                      2,354,469   1,912,963 
                                       ________     ________  
  
Income before income taxes              411,630     368,963 
 
Income taxes                            158,500     142,900 
                                       ________    ________ 
 
Net income                           $  253,130  $  226,063 
                                      =========   ========= 

Net income per common share(Note 2)  $      .85  $      .76 
                                      =========   ========= 
Dividends declared per common share  $      .10  $      .08 
                                      =========   ========= 
 
Average number of common and 
 common equivalent shares (Note 2)      297,494     296,368 
                                      =========   =========  
</TABLE>
 

The accompanying Notes to Condensed Consolidated Financial Statements are 
an integral part of this statement. 
 
 
                                      NIKE, Inc. 
 
 
                   CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS 
<TABLE> 
<CAPTION> 
                                                         Three Months Ended 
                                                              August 31,    
                                                          _________________ 
 
                                                          1997         1996 
                                                          ____         ____ 
 
                                                            (in thousands) 
<S>                                                      <C>        <C>
Cash provided (used) by operations: 
          Net income                                     $253,130   $226,063 
Income charges (credits) not 
          affecting cash: 
          Depreciation                                     43,792     27,012 
          Deferred income taxes and 
              purchased tax benefits                        3,938      5,984 
          Other                                             4,517     13,306 
          Changes in other working capital 
            components                                   (168,015)  (250,952) 
                                                          _______    _______ 
  
          Cash provided by operations                     137,362     21,413 
                                                          _______    _______ 
Cash (used) provided by investing activities: 
          Additions to property, plant and
            equipment                                    (108,682)   (74,260) 
          Disposals of property, plant and 
            equipment                                       3,934      7,525 
          Increase in other assets                        (40,158)   (16,211) 
          Decrease in other liabilities                    (1,048)    (9,651) 
                                                           _______    _______ 
 
          Cash used by investing activities              (145,954)   (92,597) 
                                                         _________   ________ 
 
Cash provided (used) by financing activities: 
          Additions to long-term debt                     101,885     98,808 
          Reductions in long-term debt 
            including current portion                        (429)    (2,263) 
          (Decrease) increase in notes payable           (124,484)    78,983 
          Proceeds from exercise of options                14,246      9,381 
          Dividends - common and preferred                (28,932)   (21,547) 
                                                          _______    _______ 
          Cash (used) provided by financing 
            activities                                    (37,714)   163,362 
                                                          _______    _______ 
  
Effect of exchange rate changes on cash                     3,972        799 
                                                          _______    _______ 
 
Effect of May 1996 cash flow activity for certain 
  subsidiaries (Note 5)                                        --     43,004 
                                                          _______    _______ 
 
Net (decrease) increase in cash and equivalents           (42,334)   135,981 
Cash and equivalents, May 31, 1997 and 1996               445,421    262,117 
                                                          _______    _______ 

Cash and equivalents, August 31, 1997   
  and 1996                                               $403,087   $398,098
                                                         ========   ======== 
</TABLE> 
 
 
The accompanying Notes to Condensed Consolidated Financial Statements are 
an integral part of this statement. 
 
 
                                   NIKE, Inc. 
 
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 
 
NOTE 1 - Summary of significant accounting policies: 
         ___________________________________________ 
 
Basis of Presentation: 
 
     The accompanying unaudited condensed consolidated financial statements 
reflect all adjustments (consisting of normal recurring accruals) which 
are, in the opinion of management, necessary for a fair presentation of 
the results of operations for the interim period(s).  The interim financial 
information and notes thereto should be read in conjunction with the 
Company's latest annual report to shareholders.  The results of operations 
for the three (3) months ended August 31, 1997 are not necessarily 
indicative of results to be expected for the entire year. 
 
 
NOTE 2 - Net income per common share: 
         ___________________________ 
 
     Net income per common share is computed based on the weighted average 
number of common and common equivalent (stock option) shares outstanding 
for the period(s).  
 
     On October 23, 1996 the Company issued additional shares in connection 
with a two-for-one stock split effected in the form of a 100% stock dividend 
on outstanding Class A and Class B common stock.  The per common share amounts 
in the Consolidated Financial Statements and accompanying notes have been 
adjusted to reflect this stock split. 
 
NOTE 3 - Inventories: 
         ___________ 
 
     Inventories by major classification are as follows: 
 
                                        Aug. 31,      May 31, 
                                          1997         1997 
                                        ________     ________ 
 
                                           (in thousands) 
                    Finished goods    $1,209,356   $1,248,401 
                    Work-in-process       44,722       50,245 
                    Raw materials         39,515       39,994 
                                      __________   __________ 
 
                                      $1,293,593   $1,338,640 
                                      ==========   ========== 
 
 
NOTE 4 - Commitments and contingencies: 
         _____________________________ 
 
     There have been no other significant subsequent developments 
relating to the commitments and contingencies reported on the 
Company's most recent Form 10-K.  
 
 
NOTE 5 - Change in year-end of certain subsidiaries: 
          __________________________________________ 
 
     Prior to fiscal year 1997, certain of the Company's non-U.S.
operations reported their results of operations on a one month lag 
which allowed more time to compile results.  Beginning in the first 
quarter of fiscal year 1997, the one month lag was eliminated.  As a 
result, the May 1996 charge from operations for these entities of 
$4.1 million was recorded to retained earnings in the first quarter 
of fiscal year 1997. 
 
 
Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS 
         AND FINANCIAL CONDITION 
 
Operating Results 
_________________ 
 
Net income for the three months ended August 31, 1997 increased 12% to a 
record $253.1 million ($0.85 per share), compared to $226.1 ($0.76 per 
share) for the same period last year.  Total revenues increased to a 
record $2.77 billion, an increase of 21% over the prior year's first 
quarter of $2.28 billion.  This represents 14 and 12 consecutive 
comparable quarter increases in revenues and net income, respectively.  
Gross margins for the quarter were 39.8% of revenues, compared to 40.3% 
in the prior year.  Selling and administrative costs were  23.8% of 
revenues, compared to 23.2% in the prior year. 
 
A key component to the revenue increase for the quarter was non-U.S. 
footwear and apparel brand revenues, which topped $1 billion in a fiscal 
quarter for the first time, representing an increase of 46% over the 
prior year.  Had the U.S. dollar remained constant with that of the 
prior year, non-U.S. revenues would have increased 60%.  Europe 
increased 34% (51% on a constant dollar basis), Asia Pacific increased 
68% (78% on a constant dollar basis), and the Americas (which includes 
Canada and Latin America) increased 60% (61% on a constant dollar 
basis). 
 
U.S. brand footwear and apparel revenues increased $133.0 million, or 
10%, over the prior year.  Key U.S. apparel growth categories included 
golf, running, outdoor and soccer, all of which experienced double digit 
increases in the quarter.  The U.S. footwear increase was a result of a 
2% increase in pairs sold and a 3% increase in average selling price.  
Basketball, cross training, running and kids comprise approximately 80% 
of the total U.S. footwear business, and individually increased 2%, 3%, 
11%, and 23%, respectively.  Of the remaining U.S. categories, golf and 
soccer experienced revenue increases of 68% and 130%, respectively, 
while outdoor and court each experienced reductions of 19%.  Other and 
Other Brands, which includes NIKE brand equipment, Bauer Inc., Cole 
Haan, Sports Specialties, Corp., and Tetra Plastics., decreased 3% to 
$148.4 million. 
 
Management expects revenue growth for the remainder of fiscal 1998 to be 
affected by the strong demand for the NIKE brand on a global scale.  
However, given the rate of revenue increases in recent years, which 
resulted in significant market share gains, the overall rate of growth 
will be lower than that experienced in prior years, most predominately 
in the U.S. 
 
The breakdown of revenues follows: 
 
 
                    Three months ended August 31, 
 
                                                      % 
                      1997             1996         change 
 
U.S. FOOTWEAR       $1,056,032       $1,002,103      5%
 
U.S. APPAREL           425,241          346,201     23 
                    __________       __________ 
 
   TOTAL U.S.        1,481,273        1,348,304     10 
 
 
NON-U.S. FOOTWEAR      769,621          548,538     40 
 
NON-U.S. APPAREL       366,852          232,339     58 
                       _______          _______ 
 
   TOTAL NON-U.S.    1,136,473          780,877     46 
                     _________          _______ 
 
OTHER & OTHER BRANDS   148,353          152,745     (3) 
                       _______          _______ 
 
TOTAL REVENUES      $2,766,099       $2,281,926     21 
                    ==========       ========== 
 
The reduction in gross margins as a percentage of revenues, compared 
with the prior year's first quarter, is primarily attributable to 
increased air freight costs,  higher levels of research, design and 
development costs, and product mix, including, increased sales of lower 
priced products.  Management expects the fiscal 1998 gross margin 
percentage to be lower than the prior year, primarily due to higher 
product costs, increased spending on infrastructure to support the 
higher levels of operations, and increased sales of lower priced 
products, including close-outs.  

Selling and administrative expenses increased $129 million over the 
previous year's first quarter.  The majority of the increase in absolute 
dollars is attributable to planned increased spending to support the 
growth in the business, including infrastructure related costs and 
endorsements contracts.  Total advertising expenses decreased as a 
result of the increased spending around the Olympics and the European 
soccer championships last year.  The Company continues to invest in 
growth opportunities, most predominately outside the U.S., and expects 
that selling and administrative expenses as a percentage of revenues 
will be slightly higher than the prior year. 
 
The increase in total interest expense for the quarter, compared to the 
prior year, is due to higher borrowing levels to support the growth in 
the business, most predominately outside the U.S. 
 
Worldwide futures and advance orders for NIKE Brand athletic footwear 
and apparel scheduled for delivery from September 1997 through January 1998 
were approximately $3.9 billion, 10% higher than such orders booked in the 
comparable period of the prior year.  These orders and the percentage growth 
in these orders are not necessarily indicative of the growth in revenues which 
the Company will experience for subsequent periods.  This is due to the 
significant shift in the mix of advance futures orders and orders at once 
toward advance futures orders as the NIKE brand and futures programs become 
more established in all areas, specifically in the non-U.S. regions.  The mix 
of orders will continue to vary as the non-U.S. operations continue to account 
for a greater percentage of total revenues and place a greater emphasis on 
futures programs.  Finally, exchange rates can cause differences in the 
comparisons. 
 
The Company is heavily dependent upon complex computer systems for 
all phases of its operations, including production, sales, distribution 
and delivery.  Since many of the Company's older computer software 
programs recognize only the last two digits of the year in any date 
(e.g., "97" for "1997"), some software may fail to operate properly in 
1999 or 2000 if the software is not reprogrammed or replaced (the "Year 
2000 Problem".  The Company believes that many of its suppliers and 
customers also have Year 2000 Problems which could affect the Company.  
The Company has commenced a program intended to timely mitigate and/or 
prevent the adverse effects of the Year 2000 Problem, and to pursue 
compliance by suppliers.  It is not possible, at present, to quantify 
the overall cost of this work, nor the financial effect of the Year 2000 
Problem if it is not timely resolved.  However, the Company presently 
believes that the cost of fixing the Year 2000 Problem will not have a 
material effect on the Company's current financial position, liquidity 
or results of operations. 
 
 
 
LIQUIDITY AND CAPITAL RESOURCES 
 
 
The Company's financial position remains strong at August 31, 1997.  
Compared to May 31, 1997, total assets grew $264 million to approximately 
$5.6 billion and shareholder's equity increased $230 million to $3.4 billion. 
Working capital increased $243 million, to $2.2 billion, and the Company's 
current ratio increased to 2.2 at August 31, 1997 from 2.1 at 1997 fiscal 
year-end.  

Cash provided by operations was $137 million for the three months ended 
August 31, 1997, an increase of $116 million over last year's first quarter, 
primarily due to decreased working capital requirements as a result of lower 
first quarter growth rates in the U.S. compared to the first quarter of 
fiscal 1997.
 
Additions to property, plant and equipment for the first three months of 
fiscal 1998 were $109 million.  Additions in the U.S. totaled $48 million 
for the quarter due to continued overall expansion of U.S. operations which 
includes warehouse locations, world headquarters expansion, management 
information systems and the continued development of NIKETOWN retail 
locations.  Outside the U.S., additions totaled $57 million and is largely 
attributable to the development and expansion of new and existing warehouse 
facilities.  In addition to the increases in property, plant and equipment, 
other assets increased from May 31, 1997 due primarily to advance payments 
made in the first quarter for long-term endorsement contracts. 
 
Additions to long-term debt totaled $102 million in the first quarter of 
fiscal 1998.  In fiscal 1997 the Company filed a shelf registration with the 
Securities and Exchange Commission for the sale of up to $500 million of debt 
securities.  Under this program, the Company issued $100 million medium term 
notes on June 16, 1997, maturing in three to five years.  The proceeds were 
swapped into Dutch Guilders and, during the first quarter, the Company used 
this long-term fixed rate debt financing, in addition to excess cash, to pay 
down the Company's European short-term debt.  This resulted in a net reduction 
of $124 million in notes payable in the first quarter of fiscal 1998.  
 
Management believes that significant funds generated by operations, together 
with access to sufficient sources of funds, will adequately meet its 
anticipated operating, global infrastructure expansion and capital needs.  
Significant short and long-term lines of credit are maintained with banks 
which, along with cash on hand, provide adequate operating liquidity.  
Liquidity is also provided by the Company's commercial paper program under 
which there was $0 outstanding at August 31, 1997. 
 
Dividends per share of common stock for the first quarter of fiscal 1998 was 
$.10 per share compared to $.075 per share for the first quarter of fiscal 
1997. 
 
 
         Special Note Regarding Forward-Looking Statements 
                   and Reports Analyst Reports 
 
     Certain written and oral statements made or incorporated by 
reference from time to time by NIKE or its representatives in this 
report, other reports, filings with the Securities and Exchange 
Commission, press releases, conferences, or otherwise, are "forward- 
looking statements" within the meaning of the Private Securities 
Litigation Reform Act of 1995 ("the Act").  Forward-looking statements 
include, without limitation, any statement that may predict, forecast, 
indicate, or imply future results, performance, or achievements, and may 
contain the words "believe," "anticipate," "expect," "estimate," 
"project," "will be," "will continue," "will likely result," or words or 
phrases of similar meaning.  Forward-looking statements involve risks 
and uncertainties which may cause actual results to differ materially 
from the forward-looking statements.  The risks and uncertainties are 
detailed from time to time in reports filed by NIKE with the S.E.C., 
including Forms 8-K, 10-Q, and 10-K, and include, among others, the 
following:  international, national and local general economic and 
market conditions; the size and growth of the overall athletic footwear, 
apparel, and equipment markets; intense competition among designers, 
marketers, distributors and sellers of athletic footwear, apparel, and 
equipment for consumers and endorsers; demographic changes; changes in 
consumer preferences; popularity of particular designs, categories of 
products, and sports; seasonal and geographic demand for NIKE products; 
the size, timing and mix of purchases of NIKE's products; fluctuations 
and difficulty in forecasting operating results, including, without 
limitation, the fact that advance "futures" orders may not be indicative 
of future revenues due to the changing mix of futures and at-once 
orders; the ability of NIKE to sustain, manage or forecast its growth; 
new product development and introduction; the ability to secure and 
protect trademarks, patents, and other intellectual property; 
performance and reliability of products; customer service; adverse 
publicity; the loss of significant customers or suppliers; dependence on 
distributors; business disruptions; increased costs of freight and 
transportation to meet delivery deadlines; changes in business strategy 
or development plans; general risks associated with doing business 
outside the United States, including, without limitation, import duties, 
tariffs, quotas and political instability; changes in government 
regulations; liability and other claims asserted against NIKE; the 
ability to attract and retain qualified personnel; and other factors 
referenced or incorporated by reference in this report and other 
reports.  
 
     The risks included here are not exhaustive.  Other sections of this 
report may include additional factors which could adversely impact 
NIKE's business and financial performance.  Moreover, NIKE operates in a 
very competitive and rapidly changing environment.  New risk factors 
emerge from time to time and it is not possible for management to 
predict all such risk factors, nor can it assess the impact of all such 
risk factors on NIKE's business or the extent to which any factor, or 
combination of factors, may cause actual results to differ materially 
from those contained in any forward-looking statements.  Given these 
risks and uncertainties, investors should not place undue reliance on 
forward-looking statements as a prediction of actual results. 
 
     Investors should also be aware that while NIKE does, from time to 
time, communicate with securities analysts, it is against NIKE's policy 
to disclose to them any material non-public information or other 
confidential commercial information.  Accordingly, shareholders should 
not assume that NIKE agrees with any statement or report issued by any 
analyst irrespective of the content of the statement or report.  
Furthermore, NIKE has a policy against issuing or confirming financial 
forecasts or projections issued by others.  Accordingly, to the extent 
that reports issued by securities analysts contain any projections, 
forecasts or opinions, such reports are not the responsibility of NIKE. 
 
 
                           Part II - Other Information 
 
 .
Item 1.   Legal Proceedings: 
 
     There have been no material changes from the information previously 
reported under Item 3 of the Company's Annual Report on Form 10-K for the 
fiscal year ended May 31, 1997. 
 
Item 4.  Submission of Matters to a Vote of Security Holders 
 
     The Company's annual meeting of shareholders was held on September 22, 
1997.  The shareholders elected for the ensuing year all of management's 
nominees for the Board of Directors, approved the amendments to the NIKE, Inc. 
1990 Stock Incentive Plan, approved the NIKE, Inc. Long Term Incentive Plan, 
and ratified the appointment of Price Waterhouse LLP as independent 
accountants for fiscal 1998. 
 
The voting results are as follows: 
 
 
Election of Directors 
 
                                       Votes Cast 
 
                           For          Withheld    Broker Non-Votes 
Directors 
Elected by holders of 
Class A Common Stock: 
 
Ralph D. DeNunzio       99,235,822        -0-           -0- 
Richard K. Donahue      99,235,822        -0-           -0- 
Douglas G. Houser       99,235,822        -0-           -0- 
John E. Jaqua           99,235,822        -0-           -0- 
Philip H. Knight        99,235,822        -0-           -0- 
Kenichi Ohmae           99,235,822        -0-           -0- 
Charles W. Robinson     99,235,822        -0-           -0- 
A. Michael Spence       99,235,822        -0-           -0- 
John R. Thompson, Jr.   99,235,822        -0-           -0- 
 
Elected by holders of 
Class B Common Stock: 
 
William J. Bowerman     153,522,383    6,117,232        -0- 
Thomas E. Clarke        157,497,448    2,142,167        -0- 
Jill K. Conway          157,626,890    2,012,725        -0- 
Delbert J. Hayes        157,455,787    2,147,048	  -0-
 
                                                                    Broker 
                             For          Against      Abstain    Non-Votes 
Proposal 2 - 
Approve amendments to 
the NIKE, Inc. 1990 
Stock Incentive Plan:
 
Class A and Class B 
Common Stock Voting 
Together                 169,868,204    41,864,615    917,246    46,225,372 
 
 
Proposal 3 - 
Approve the NIKE, Inc. 
Long-Term Incentive 
Compensation Plan: 
 
Class A and Class B 
Common Stock Voting 
Together                 201,330,079    10,407,146    915,640    46,222,572 
 
 
Proposal 4 - 
Ratify the appointment 
of Price Waterhouse as 
independent accountants: 
 
Class A and Class B 
Common Stock Voting 
Together                 258,171,454      234,145     469,838        -0- 

Item 6.   Exhibits and Reports on Form 8-K: 
 
 
   (a)  EXHIBITS: 
 
    3.1 Restated Articles of Incorporation, as amended (incorporated by 
        reference from Exhibit 3.1 to the Company's Quarterly Report on 
        Form 10-Q for the fiscal quarter ended August 31, 1995). 
 
    3.2 Third Restated Bylaws, as amended (incorporated by reference 
        from Exhibit 3.2 to the Company's Quarterly Report on Form 10-Q for 
        the fiscal quarter ended August 31, 1995). 
 
    4.1 Restated Articles of Incorporation, as amended (see Exhibit 3.1). 
 
    4.2 Third Restated Bylaws, as amended (see Exhibit 3.2). 
 
    4.3 Form of Indenture between the Company and The First National Bank 
        of Chicago, as Trustee (incorporated by reference from Exhibit 
        4.01 to Amendment No. 1 to Registration Statement No. 333-15953 
        filed by the Company on November 26, 1996. 
 
    4.4 Officers' Certificate establishing the terms of the Company's 
        6-3/8% Notes Due December 1, 2003 (incorporated by reference 
        from Exhibit 4.1 to the Company's Current Report on Form 8-K 
        dated December 10, 1996). 
 
    4.5 Form of 6-3/8% Note due December 1, 2003 (incorporated by 
        reference from Exhibit 4.2 to the Company's Current Report on 
        Form 8-K dated December 10, 1996). 
 
    4.6 Form of Officers' Certificate establishing the terms of 
        the Company's Fixed Rate Medium-Term Note and Floating Rate 
        Medium-Term Note (incorporated by reference from Exhibit 4.1 
        to the Company's Current Report on Form 8-K dated April 23, 1997). 
 
    4.7 Form of Fixed Rate Medium-Term Note (incorporated by reference 
        from Exhibit 4.2 to the Company's Current Report on Form 8-K 
        dated April 23, 1997).
 
    4.8 Form of Floating Rate Medium-Term Note (incorporated by reference 
        from Exhibit 4.3 to the Company's Current Report on Form 8-K 
        dated April 23, 1997). 
 
   10.1 Credit Agreement dated as of September 15, 1995 among NIKE, Inc., 
        Bank of America National Trust & Savings Association, 
        individually and as Agent, and the other banks party thereto 
        (incorporated by reference from the Company's Quarterly Report 
        on Form 10-Q for the fiscal quarter ended August 31, 1995).
 
   10.2 Form of non-employee director Stock Option Agreement (incorporated 
        by reference from Exhibit 10.3 to the Company's Annual Report on 
        Form 10-K for the fiscal year ended May 31, 1993).* 
 
   10.3 Form of Indemnity Agreement entered into between the Company and 
        each of its officers and directors (incorporated by reference from 
        the Company's definitive proxy statement filed in connection with 
        its annual meeting of shareholders held on September 21, 1987).
 
   10.4 NIKE, Inc. Restated Employee Incentive Compensation Plan 
        (incorporated by reference from Registration Statement No. 33-29262 
        on Form S-8 filed by the Company on June 16, 1989).* 
 
   10.5 NIKE, Inc. 1990 Stock Incentive Plan (incorporated by reference 
        from the Company's definitive proxy statement filed in connection 
        with its annual meeting of shareholders held on September 22, 1997).* 
 
   10.6 NIKE, Inc. Long-Term Incentive Plan (incorporated by reference 
        from the Company's definitive proxy statement filed in connection 
        with its annual meeting of shareholders held on September 22, 1997).* 
 
   10.7 Collateral Assignment Split-Dollar Agreement between NIKE, Inc. 
        and Philip H. Knight dated March 10, 1994 (incorporated by 
        reference from Exhibit 10.7 to the Company's Annual Report on 
        Form 10-K for he fiscal year ended May 31, 1994).*
 
   10.8 NIKE, Inc. Executive Performance Sharing Plan (incorporated 
        by reference from the Company's definitive proxy statement filed 
        in connection with its annual meeting of shareholders held on 
        September 18, 1995).* 
 
   12.1 Computation of Ratio of Earnings to Charges. 
 
   27   Financial Data Schedule. 
 
* Management contract or compensatory plan or arrangement. 
 
   (b)  The following report on Form 8-K was filed by the Company during 
        the first quarter of fiscal 1997: 
 
        June 10, 1997; Item 5. Other Events; Press release issued May 29, 1997, 
        regarding earnings. 
 
 
                                   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. 
 
                              NIKE, Inc. 
                              An Oregon Corporation 
  
                              BY:/s/Robert S. Falcone 
                                 ________________________ 
 
                                 Robert S. Falcone 
                                 Vice President, 
                                 Chief Financial Officer 
 
 
DATED:  October 15, 1997 
 
 

 
 
                                  NIKE, INC. 
                  COMPUTATION OF RATIO OF EARNINGS TO CHARGES 
 
                                         Three Months Ended 
                                             August 31, 
                                         __________________ 

                                        1997           1996 
                                        ____           ____ 
 
                                           (in thousands) 
 
Net income                            $  253,130      $  226,063 
Income taxes                             158,500         142,900 
                                      __________      __________ 
 
      Income before income taxes         411,630         368,963 
                                      __________      __________ 
 
Add fixed charges 
      Interest expense (A)                17,258          12,666 
      Interest component of leases (B)    10,082           5,260 
                                      __________      __________ 
 
Total fixed charges                       27,340          17,926 
                                      __________      __________ 
 
Earnings before income taxes and 
      fixed charges (C)               $  438,631      $  386,889 
                                      ==========      ========== 
Ratio of earnings to total fixed 
      charges                              16.04           21.58 
                                           =====           ===== 
 
(A) Interest expense includes both expensed and capitalized. 
(B) Interest component of leases includes one-third of rental expense, 
    which approximates the interest component of operating leases. 
(C) Earnings before income taxes and fixed charges is exclusive of 
    capitalized interest. 
 
 
 


<TABLE> <S> <C>
 
<ARTICLE> 5 
<LEGEND> 
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM 
THE AUGUST 31, 1997 FORM 10-Q AND IS QUALIFIED IN ITS ENTIRETY BY 
REFERENCE TO SUCH FINANCIAL STATEMENTS. 
</LEGEND> 
<MULTIPLIER> 1,000 
        
<S>                             <C> 
<PERIOD-TYPE>                   3-MOS 
<FISCAL-YEAR-END>                          MAY-31-1998 
<PERIOD-END>                               AUG-31-1997 
<CASH>                                         403,087 
<SECURITIES>                                         0 
<RECEIVABLES>                                1,992,390 
<ALLOWANCES>                                    60,618 
<INVENTORY>                                  1,293,593 
<CURRENT-ASSETS>                             4,002,767 
<PP&E>                                       1,513,450 
<DEPRECIATION>                                 541,176 
<TOTAL-ASSETS>                               5,625,412 
<CURRENT-LIABILITIES>                        1,795,601 
<BONDS>                                        393,174 
<COMMON>                                         2,860 
                                0 
                                        300 
<OTHER-SE>                                   3,382,679 
<TOTAL-LIABILITY-AND-EQUITY>                 5,625,412 
<SALES>                                      2,766,099 
<TOTAL-REVENUES>                             2,766,099 
<CGS>                                        1,665,465 
<TOTAL-COSTS>                                1,665,465 
<OTHER-EXPENSES>                               664,366 
<LOSS-PROVISION>                                 7,719 
<INTEREST-EXPENSE>                              16,919 
<INCOME-PRETAX>                                411,630 
<INCOME-TAX>                                   158,500 
<INCOME-CONTINUING>                            253,130 
<DISCONTINUED>                                       0 
<EXTRAORDINARY>                                      0 
<CHANGES>                                            0 
<NET-INCOME>                                   253,130 
<EPS-PRIMARY>                                      .85 
<EPS-DILUTED>                                      .85 
         

</TABLE>


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