PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K
(a) List of documents filed as part of this report.
Page No.
1. Financial Statements
Independent Auditors' Report 16
Consolidated Balance Sheets as of January 31, 1998 and
February 1, 1997 17
Consolidated Statements of Income for the three
fiscal years ended January 31, 1998 18
Consolidated Statements of Changes in Stockholders'
Equity for the three fiscal years ended January 31, 1998 19
Consolidated Statements of Cash Flows
for the three fiscal years ended January 31, 1998 20
Notes to Consolidated Financial Statements 21-28
2. Financial Statement Schedules
All schedules have been omitted since the required information is
included in the consolidated financial statements or the notes thereto,
or the omitted schedules are not applicable.
3. Exhibits
(2) Agreement and Plan of Merger dated as of March 9, 1998
among the Company, CSI Acquisition Corp., Lux Corporation,
and David Shih, Eva Shih, Daniel Shih, Douglas Shih, the
Shih Irrevocable Trust and Crestwood Partners LLC, as
amended by letter amendment dated March 23, 1998 and
addendum thereto dated March 24, 1998.
(3)(a) Restated Certificate of Incorporation of the Company, as
amended (incorporated by reference to Exhibit 3(a) to the
Company's Annual Report on form 10-K for the fiscal year
ended February 1, 1992).
(3)(b) Amended By-laws of the Company (incorporated by reference
to Exhibit 3(b) to the Company's Annual Report on form 10-K
for the fiscal year ended January 28, 1995).
(4)(a) Revolving Credit Agreement dated as of August 19, 1996
between the Company and its subsidiaries and Bank Leumi
Trust Company.
(10)(a) Incentive Stock Option Plan of the Company, as amended
(incorporated by reference to Exhibit 10(a) to the
Company's Annual Report on Form 10-K for the fiscal year
ended February 1, 1986).
(10)(b) Non-Qualified Stock Option Plan of the Company, as amended
(incorporated by reference to Exhibit 10(e) to the
Company's Annual Report on Form 10-K for the fiscal year
ended February 1, 1986).
<PAGE>
(10)(c) 1991 Stock Option Plan of the Company (incorporated by
reference to Appendix A to the Company's Proxy Statement
relating to the 1991 Annual Meeting of Stockholders,
Commission File No. 1-8899).
(10)(d) 1996 Stock Option Plan of the Company (incorporated by
reference to Appendix A to the Company's Proxy Statement
relating to the 1997 Annual meeting of stockholders,
Commission File No. 1-8899).
(10)(e) 401(k) Profit Sharing Plan, as amended (incorporated by
reference to Exhibit 10(e) to the Company's Annual Report
on Form 10-K for the fiscal year ended February 1, 1992).
(10)(f) Office Lease Agreement dated September 8, 1989 between the
Company and Two Centrum Plaza Associates (incorporated by
reference to Exhibit 10(h) to the Company's Annual Report
on Form 10-K for the fiscal year ended February 2, 1991).
(10)(g) Amendment of Office Lease Agreement dated July 31, 1990
between the Company and Two Centrum Plaza Associates
(incorporated by reference to Exhibit 10(I) to the
Company's Annual Report on Form 10-K for the fiscal year
ended February 2, 1991).
(10)(h) Addendum to Office Lease dated September 8, 1989 between
the Company and Two Centrum Plaza Associates (incorporated
by reference to Exhibit 10(j) to the Company's Annual
Report on Form 10-K for the fiscal year ended February 2,
1991).
(10)(i) Second addendum to office lease dated January 30, 1997
between the Company and Two Centrum Plaza Associates
(incorporated by reference to Exhibit 10(g) to the
Company's Annual Report on Form 10-K for the fiscal year
ended February 1, 1997).
(10)(j) Lease between Chancellory Commons I Limited Partnership and
Claire's Boutiques, Inc. dated August 31, 1990
(incorporated by reference to Exhibit 10(i) to the
Company's Annual Report on form 10-K for the fiscal year
ended February 1, 1992).
(21) Subsidiaries of the Company.
(23) Consent of KPMG Peat Marwick LLP relating to the Company's
Registration Statement on Form S-8 (Commission File No.
333-42027).
(27) Financial Data Schedule of the Company.
(27)(a) Financial Data Schedule of the Company as amended for fiscal
year ended February 1, 1997 filed herewith.
(27)(b) Financial Data Schedule of the Company as amended for fiscal
year ended February 3, 1996 filed herewith.
Each management contract or compensatory plan or
arrangement to be filed as an exhibit to this report
pursuant to Item 14(c) is listed in exhibits nos. 10(a),
10(b), 10(c), 10(d) and 10(e).
(b) Reports on Form 8-K.
None.
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 of 15(d) 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.
CLAIRE'S STORES, INC.
By /S/Rowland Schaefer
Rowland Schaefer
President and Chairman
of the Board of Directors
April 8, 1998
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities indicated on April 8, 1998.
/S/ Rowland Schaefer President and
Rowland Schaefer Chairman of the Board of Directors
(Principal Executive Officer)
/S/ Marla Schaefer Vice Chairman of the Board of Directors
Marla Schaefer
/S/ Ira D. Kaplan Senior Vice President, Chief Financial
Ira D. Kaplan Officer and Treasurer
(Principal Financial and Accounting Officer)
/S/ Harold E. Berritt Director
Harold E. Berritt
/S/ Fred D. Hirt Director
Fred D. Hirt
/S/ Bruce G. Miller Director
Bruce G. Miller
/S/ Sylvia Schaefer Director
Sylvia Schaefer
<PAGE>
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