HANOVER DIRECT INC
10-Q/A, 2000-08-10
CATALOG & MAIL-ORDER HOUSES
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                 FORM 10-Q/A

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


                  For the quarterly period ended JUNE 24, 2000
                                                 -------------

                         Commission file number 1-12082

                              HANOVER DIRECT, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


               DELAWARE                              13-0853260
        -----------------------             ---------------------------------
        (State of incorporation)            (IRS Employer Identification No.)


1500 HARBOR BOULEVARD, WEEHAWKEN, NEW JERSEY               07087
--------------------------------------------            --------------
  (Address of principal executive offices)               (Zip Code)


                                 (201) 863-7300
                                -----------------
                               (Telephone number)


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, par value $.66 2/3 per share: 213,772,980 shares outstanding as of
August 3, 2000.


<PAGE>   2
                                EXPLANATORY NOTE

           This Form 10-Q/A is being filed by Hanover Direct, Inc., a Delaware
corporation (the "Company"), as an amendment to its Quarterly Report on Form
10-Q for the fiscal quarter ended June 24, 2000 to make certain additions to
Part II - Item 6(a), Exhibit 10.3, filed therewith.

                                   SIGNATURES

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



HANOVER DIRECT, INC.

Registrant

       By: /s/ Brian C. Harriss
          -----------------------------------------------
           Brian C. Harriss
           Senior Vice-President and Chief Financial Officer
           (On behalf of the Registrant and as principal financial officer)





       Date: August 9, 2000


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