UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark one)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended October 29, 1994
OR
TRANSITION REPORT PURSUANT
TO SECTION 13 or 15 (d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the transition period from _______ to _______
Commission file number 0-14678
ROSS STORES, INC.
(Exact name of registrant as specified in its charter)
Delaware 94-1390387
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification
No.)
8333 Central Avenue, Newark, California 94560-3433
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including (510) 505-4400
area code
Former name, former address and former N/A
fiscal year,
if changed since last report.
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 Common Stock, with $.01 par value, outstanding
on November 26, 1994 was 24,307,636.
<PAGE> page 2
PART I. FINANCIAL INFORMATION
Item 1. Financial statements.
<TABLE>
ROSS STORES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
<CAPTION>
($000) October 29, January 29, October 30,
ASSETS 1994 1994 1993
<S> <C> <C> <C>
(Unaudited) (Note A) (Unaudited)
Current Assets
Cash $ 17,384 $ 32,307 $ 13,592
Accounts receivable 23,755 4,016 6,026
Merchandise inventory 327,264 228,929 271,283
Prepaid expenses and other 12,870 15,224 11,622
_______ _______ _______
Total Current Assets 381,273 280,476 302,523
Property and Equipment
Land and buildings 23,726 22,502 22,502
Fixtures and equipment 134,980 120,493 112,744
Leasehold improvements 103,685 89,588 86,324
Construction-in-progress 9,080 10,739 4,912
_______ _______ _______
271,471 243,322 226,482
Less accumulated depreciation
and amortization 115,507 99,170 93,651
_______ _______ _______
155,964 144,152 132,831
Lease rights and other assets 20,581 12,743 12,940
________ ________ ________
$557,818 $437,371 $448,294
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable $129,153 $ 89,561 $106,069
Accrued expenses and other 39,175 43,262 34,167
Accrued payroll 19,168 16,202 16,022
Income taxes payable 6,102 6,404 4,735
_______ _______ _______
Total Current Liabilities 193,598 155,429 160,993
Long-term debt 102,230 33,308 52,864
Deferred income taxes and other liabilities 20,196 20,412 19,724
Stockholders' Equity
Capital stock 243 247 247
Additional paid-in capital 122,490 122,073 118,155
Retained earnings 119,061 105,902 96,311
_______ _______ _______
241,794 228,222 214,713
________ ________ ________
$557,818 $437,371 $448,294
</TABLE>
See notes to condensed consolidated financial statements.
<PAGE> page 3
<TABLE>
ROSS STORES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
<CAPTION>
Three Months Ended Nine Months Ended
October 29, October 30, October 29, October 30,
($000 except per share data, unaudited) 1994 1993 1994 1993
<S> <C> <C> <C> <C>
Sales $294,960 $262,244 $871,464 $777,761
Costs and Expenses
Cost of goods sold and occupancy 214,910 190,746 632,448 563,850
General, selling and administrative 64,626 57,730 188,695 169,291
Depreciation and amortization 6,127 5,160 17,418 15,016
Interest 1,234 631 2,748 2,049
Insurance proceeds (10,412) 0 (10,412) 0
_______ _______ ________ _______
276,485 254,267 830,897 750,206
Earnings before taxes 18,475 7,977 40,567 27,555
Provision for taxes on earnings 7,390 3,191 16,227 11,022
_______ ______ _______ ______
Net earning $11,085 $4,786 $24,340 $16,533
Net earnings per share:
Primary $.45 $.19 $.98 $.64
Fully diluted $.45 $.19 $.98 $.64
Weighted average shares outstanding:
Primary 24,570 25,516 24,776 25,898
Fully diluted 24,570 25,593 24,799 25,966
Stores open at end of period 276 243
</TABLE>
See notes to condensed consolidated financial statements.
<PAGE> page 4
<TABLE>
ROSS STORES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
<CAPTION>
Nine Months Ended
October 29, October 30,
($000, unaudited) 1994 1993
<S> <C> <C>
Cash flows from operating activities
Net earnings $24,340 $ 16,533
Adjustments to reconcile net earnings to
net cash used in operating activities:
Depreciation and amortization of property
and equipment 17,418 15,016
Other amortization 3,725 7,267
Change in current assets and current liabilities:
(Increase) in merchandise inventory (98,335) (50,235)
(Increase) in other current assets - net (17,388) (5,744)
Increase in accounts payable 40,821 10,338
Increase (decrease) in other current liabilities - net 5,259 (4,421)
Other (7,449) 2,509
________ _______
Net cash used in operating activities (31,609) (8,737)
Cash flows from investing activities
Additions to property and equipment (36,943) (23,387)
_______ ________
Net cash used in investing activities (36,943) (23,387)
Cash flows from financing activities
Borrowing under line of credit agreement 42,100 19,500
Proceeds (repayment) of long-term debt 26,778 (203)
Issuance of common stock related to stock plan 1,290 680
Repurchase of common stock (12,855) (14,718)
Dividends paid (3,684) 0
______ _____
Net cash provided by financing activities 53,629 5,259
_______ ________
Net (decrease) in cash (14,923) (26,865)
Cash
Beginning of year 32,307 40,457
_______ _______
End of quarter $17,384 $13,592
</TABLE>
See notes to condensed consolidated financial statements.
<PAGE> page 5
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Three and Nine Months Ended October 29, 1994 and October 30, 1993
(Unaudited)
Note A - Basis of Presentation
The accompanying unaudited condensed consolidated interim financial
statements have been prepared from the records of the company without
audit and, in the opinion of management, include all adjustments
(consisting of only normal recurring accruals) necessary to present
fairly the financial position at October 29, 1994 and October 30,
1993; the interim results of operations for the three and nine months
ended October 29, 1994 and October 30, 1993; and statements of cash
flows for the nine months then ended. The balance sheet at January
29, 1994, presented herein, has been derived from the audited
financial statements of the company for the fiscal year then ended.
Accounting policies followed by the company are described in Note A to
the audited consolidated financial statements for the fiscal year
ended January 29, 1994. Certain information and footnote disclosures
normally included in financial statements prepared in accordance with
generally accepted accounting principles have been condensed or
omitted for purposes of the condensed consolidated interim financial
statements. The condensed consolidated interim financial statements
should be read in conjunction with the audited consolidated financial
statements, including notes thereto, for the year ended January 29,
1994.
The results of operations for the three and nine month periods herein
presented are not necessarily indicative of the results to be expected
for the full year.
The condensed consolidated interim financial statements at October 29,
1994 and October 30, 1993, and for the three and nine months then
ended have been reviewed, prior to filing, by the registrant's
independent accountants whose report covering their review of the
financial statements is included in this report on page 6.
Note B - Statements of Cash Flows Supplemental Disclosures
Total cash paid for interest and income taxes is as follows:
Nine Months Ended
October 29, October 30,
($000, unaudited) 1994 1993
Interest $2,715 $ 2,028
Income Taxes $16,528 17,531
Note C - Business Interruption Insurance Proceeds
During the third quarter, the company recorded $10.4 million in pre-
tax income from the settlement agreement with its insurance carrier
for claims related to the impact on business during the first half of
1994 that resulted from the roof collapse of its distribution center
in Carlisle, Pennsylvania in March 1994. These insurance proceeds
were received in November 1994.
<PAGE> page 6
INDEPENDENT ACCOUNTANTS' REVIEW REPORT
Board of Directors and Stockholders of Ross Stores, Inc.
Newark, California
We have reviewed the accompanying condensed consolidated balance
sheets of Ross Stores, Inc. (the "company") as of October 29, 1994 and
October 30, 1993 and the related condensed consolidated statements of
earnings for the three-month periods and nine-month periods then ended
and cash flows for the nine-month periods then ended. These condensed
consolidated financial statements are the responsibility of the
company's management.
We conducted our reviews in accordance with standards established by
the American Institute of Certified Public Accountants. A review of
interim financial information consists principally of applying
analytical procedures to financial data, and making inquiries of
persons responsible for financial and accounting matters. It is
substantially less in scope than an audit conducted in accordance with
generally accepted auditing standards, the objective of which is the
expression of an opinion regarding the financial statements taken as a
whole. Accordingly, we do not express such an opinion.
Based on our reviews, we are not aware of any material modifications
that should be made to such condensed consolidated financial
statements for them to be in conformity with generally accepted
accounting principles.
We have previously audited, in accordance with generally accepted
auditing standards, the consolidated balance sheet of Ross Stores,
Inc. as of January 29, 1994, and the related consolidated statements
of earnings, stockholders' equity, and cash flows for the year then
ended (not presented herein); and in our report dated March 11, 1994,
we expressed an unqualified opinion on those consolidated financial
statements. In our opinion, the information set forth in the
accompanying condensed consolidated balance sheet as of January 29,
1994 is fairly stated, in all material respects, in relation to the
consolidated balance sheet from which it has been derived.
Deloitte & Touche LLP
San Francisco, CA
November 18, 1994
<PAGE> page 7
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations.
Stores and General
As of October 29, 1994 and October 30, 1993, the company operated a
total of 276 stores and 243 stores, respectively. Accordingly, the
results of operations for the three and nine months ended October 29,
1994, over the same periods last year, reflect an increase in the
level of operations which was due to the greater number of open stores
during the current period as well as an increase in comparable store
sales.
Results of Operations
Sales
During the three and nine month periods ended October 29, 1994, sales
were $295 million and $871 million, respectively, an increase of
approximately $33 million and $94 million over the corresponding
periods last year. For the three and nine month periods ended October
29, 1994, comparable store sales increased 1% and 3%, respectively,
from the same periods of the prior year.
Costs and Expenses
Cost of goods sold and occupancy as a percentage of sales was 73% for
both the three and nine month periods ended October 29, 1994 compared
to 73% and 72% for the same periods of 1993. The increase for the
nine months ended October 29, 1994 was due primarily to more
competitive initial prices partially offset by slightly lower
markdowns as a percent of sales.
General, selling and administrative expenses as a percentage of sales
were 22% for both the three and nine month periods ended October 29,
1994 which was the same percentage for the comparable periods of the
prior year.
During the third quarter, the company entered into a settlement
agreement with its insurance carrier for claims related to the impact
on business during the first half of 1994 that resulted from the roof
collapse of its distribution center in Carlisle, Pennsylvania in March
1994. As a result, net earnings for the 13 weeks ended October 29,
1994 totaled $11.1 million, or $.45 per share, including after-tax
income of approximately $6.3 million, or $.25 per share, from these
insurance proceeds. Net earnings without the insurance proceeds
totaled $4.8 million, or $.20 per share, compared to net earnings of
$4.8 million, or $.19 per share, for the 13 weeks ended October 30,
1993. The insurance proceeds from the settlement are included in
accounts receivable at the end of the third quarter and were received
in November 1994.
Taxes on Earnings
The company's effective tax rate for the third quarter of 1994 and
1993 was 40%. The rate for both periods reflects the applicable
statutory tax rates.
Liquidity and Capital Resources
The primary uses of cash during the first nine months of 1994 were for
an increase in merchandise inventory partially offset by a
corresponding increase in accounts payable, capital expenditures for
new stores and improvements to existing locations and the completion
of the company's stock repurchase program. The increase in inventory
was due to the addition of 33 new stores during the first nine months
as well as a planned increase in packaway merchandise. The company
also completed its stock repurchase program, purchasing a total of two
million shares of its common stock since February 1993 for an
aggregate purchase price of $30.4 million. The company believes it
can fund its capital needs for the remainder of the fiscal year
through internally generated cash, trade credit and established bank
lines and lease financing.
<PAGE> page 8
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
3.1 Certificate of Incorporation, as amended, incorporated by
reference to Exhibit 3.1 to the Registration Statement on Form
8-B (the "Form 8-B") filed September 1, 1989 by Ross Stores,
Inc., a Delaware corporation ("Ross Stores").
3.2 Amended Bylaws, dated August 25, 1994, incorporated by
reference to Exhibit 3.2 to the Form 10-Q filed by Ross Stores
for its quarter ended July 30, 1994.
10.1 Agreement of Lease, dated November 24, 1986, for Ross
Stores' corporate headquarters and distribution center in
Newark, CA, incorporated by reference to Exhibit 10.5 to the
Form 8-B.
10.2 Amended and Restated Credit Agreement, dated November 23,
1992, among Ross Stores, Wells Fargo Bank, National
Association, Bank of America, N.T. & S.A., Nationsbank of
Texas, N.A., and Banque Nationale de Paris ("Banks"); and Wells
Fargo Bank, National Association, as agent for Banks,
incorporated by reference to Exhibit 10.9 to the 1992 Form 10-K
filed by Ross Stores for its year ended January 30, 1993 ("1992
Form 10-K").
10.3 First Amendment to Amended and Restated Credit Agreement,
entered into as of February 5, 1993, by and among Ross Stores,
Banks and Wells Fargo Bank, National Association, as agent for
Banks, incorporated by reference to Exhibit 10.10 to the 1992
Form 10-K.
10.4 Revolving Credit Agreement, dated July 31, 1993, among
Ross Stores, Banks and Wells Fargo Bank, National Association,
as agent for Banks, incorporated by reference to Exhibit 10.17
to the Form 10-Q filed by Ross Stores for its quarter ended
July 31, 1993.
10.5 First Amendment to Revolving Credit Agreement, effective on
July 31, 1994, by and among Ross Stores, Banks and Wells Fargo
Bank, National Association, as agent for Banks, incorporated by
reference to Exhibit 10.5 to the Form 10-Q filed by Ross Stores
for its quarter ended July 30, 1994.
10.6 Credit Agreement, dated as of June 22, 1994, among Ross
Stores, Bank of America National Trust and Savings Association
as Agent, the Industrial Bank of Japan as Co-Agent and the
other financial institutions party thereto, incorporated by
reference to Exhibit 10.6 to the Form 10-Q filed by Ross Stores
for its quarter ended July 30, 1994.
Management Contracts and Compensatory Plans (Exhibits 10.7 - 10.17)
10.7 Ross Stores 1992 Stock Option Plan, incorporated by
reference to Exhibit 19.1 to the Form 10-Q filed by Ross Stores
for its quarter ended August 1, 1992.
10.8 Third Amended and Restated Ross Stores Employee Stock
Purchase Plan, incorporated by reference to Exhibit 19.2 to the
Form 10-Q filed by Ross Stores for its quarter ended August 1,
1992.
10.9 Third Amended and Restated Ross Stores 1988 Restricted
Stock Plan, incorporated by reference to Exhibit 19.3 to the
Form 10-Q filed by Ross Stores for its quarter ended August 1,
1992.
10.10 1991 Outside Directors Stock Option Plan, incorporated by
reference to Exhibit 10.13 to the 1991 Form 10-K filed by Ross
Stores for its year ended February 1, 1992.
10.11 Ross Stores Executive Medical Plan, incorporated by
reference to Exhibit 10.13 to the 1993 Form 10-K filed by Ross
Stores for its year ended January 29, 1994 ("1993 Form 10-K").
<PAGE> page 9
10.12 Third Amended and Restated Ross Stores Executive
Supplemental Retirement Plan, incorporated by reference to
Exhibit 10.14 to the 1993 Form 10-K.
10.13 Ross Stores Non-Qualified Deferred Compensation Plan,
incorporated by reference to Exhibit 10.15 to the 1993 Form 10-K.
10.14 Ross Stores Incentive Compensation Plan, incorporated by
reference to Exhibit 10.16 to the 1993 Form 10-K.
10.15 Employment Agreement between Ross Stores, Inc. and Norman
A. Ferber, effective as of June 8, 1994, incorporated by
reference to Exhibit 10.15 to the Form 10-Q filed by Ross
Stores for its quarter ended July 30, 1994.
10.16 Employment Agreement between Ross Stores and Melvin
A. Wilmore, effective as of March 15, 1994, incorporated by
reference to Exhibit 10.20 to the Form 10-Q filed by Ross
Stores for its quarter ended April 30, 1994.
10.17 Consulting Agreement between Ross Stores and Stuart G.
Moldaw, effective as of March 12, 1993, incorporated by
reference to Exhibit 10.16 to the Form 10-Q filed by Ross
Stores for its quarter ended July 31, 1993.
11 Statement re: Computation of Per Share Earnings.
15 Letter re: Unaudited Interim Financial Information.
27 Financial Data Schedule (submitted for SEC use only)
(b) Reports on Form 8-K
None.
<PAGE> page 10
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed by
the undersigned thereunto duly authorized.
ROSS STORES, INC.
Registrant
Date: December 9, 1994 /s/ John M. Vuko
John M. Vuko, Senior Vice President, Controller
and Principal Accounting Officer
<PAGE> page 11
INDEX TO EXHIBITS
Exhibit
Number Exhibit
3.1 Certificate of Incorporation, as amended, incorporated by
reference to Exhibit 3.1 to the Registration Statement on
Form 8-B (the "Form 8-B") filed September 1, 1989 by Ross
Stores, Inc., a Delaware corporation ("Ross Stores").
3.2 Amended Bylaws, dated August 25, 1994, incorporated by
reference to Exhibit 3.2 to the Form 10-Q filed by Ross
Stores for its quarter ended July 30, 1994.
10.1 Agreement of Lease, dated November 24, 1986, for Ross
Stores' corporate headquarters and distribution center in
Newark, CA, incorporated by reference to Exhibit 10.5 to the
Form 8-B.
10.2 Amended and Restated Credit Agreement, dated November
23, 1992, among Ross Stores, Wells Fargo Bank, National
Association, Bank of America, N.T. & S.A., Nationsbank of
Texas, N.A., and Banque Nationale de Paris ("Banks"); and
Wells Fargo Bank, National Association, as agent for Banks,
incorporated by reference to Exhibit 10.9 to the 1992 Form
10-K filed by Ross Stores for its year ended January 30,
1993 ("1992 Form 10-K").
10.3 First Amendment to Amended and Restated Credit
Agreement, entered into as of February 5, 1993, by and among
Ross Stores, Banks and Wells Fargo Bank, National
Association, as agent for Banks, incorporated by reference
to Exhibit 10.10 to the 1992 Form 10-K.
10.4 Revolving Credit Agreement, dated July 31, 1993,
among Ross Stores, Banks and Wells Fargo Bank, National
Association, as agent for Banks, incorporated by reference
to Exhibit 10.17 to the Form 10-Q filed by Ross Stores for
its quarter ended July 31, 1993.
10.5 First Amendment to Revolving Credit Agreement, effective
on July 31, 1994, by and among Ross Stores, Banks and Wells
Fargo Bank, National Association, as agent for Banks,
incorporated by reference to Exhibit 10.5 to the Form 10-Q
filed by Ross Stores for its quarter ended July 30, 1994.
10.6 Credit Agreement, dated as of June 22, 1994, among Ross
Stores, Bank of America National Trust and Savings
Association as Agent, the Industrial Bank of Japan as Co-
Agent and the other financial institutions party thereto,
incorporated by reference to Exhibit 10.6 to the Form 10-Q
filed by Ross Stores for its quarter ended July 30, 1994.
Management Contracts and Compensatory Plans (Exhibits 10.7 - 10.17)
10.7 Ross Stores 1992 Stock Option Plan, incorporated by
reference to Exhibit 19.1 to the Form 10-Q filed by Ross
Stores for its quarter ended August 1, 1992.
10.8 Third Amended and Restated Ross Stores Employee Stock
Purchase Plan, incorporated by reference to Exhibit 19.2 to
the Form 10-Q filed by Ross Stores for its quarter ended
August 1, 1992.
10.9 Third Amended and Restated Ross Stores 1988 Restricted
Stock Plan, incorporated by reference to Exhibit 19.3 to the
Form 10-Q filed by Ross Stores for its quarter ended August
1, 1992.
10.10 1991 Outside Directors Stock Option Plan, incorporated
by reference to Exhibit 10.13 to the 1991 Form 10-K filed by
Ross Stores for its year ended February 1, 1992.
<PAGE> page 12
Exhibit
Number Exhibit
10.11 Ross Stores Executive Medical Plan, incorporated by
reference to Exhibit 10.13 to the 1993 Form 10-K filed by
Ross Stores for its year ended January 29, 1994 ("1993 Form
10-K").
10.12 Third Amended and Restated Ross Stores Executive
Supplemental Retirement Plan, incorporated by reference to
Exhibit 10.14 to the 1993 Form 10-K.
10.13 Ross Stores Non-Qualified Deferred Compensation Plan,
incorporated by reference to Exhibit 10.15 to the 1993 Form
10-K.
10.14 Ross Stores Incentive Compensation Plan, incorporated
by reference to Exhibit 10.16 to the 1993 Form 10-K.
10.15 Employment Agreement between Ross Stores and Norman A.
Ferber, effective as of June 8, 1994, incorporated by
reference to Exhibit 10.15 to the Form 10-Q filed by Ross
Stores for its quarter ended July 30, 1994.
10.16 Employment Agreement between Ross Stores and Melvin A.
Wilmore, effective as of March 15, 1994 incorporated by
reference to Exhibit 10.20 to the Form 10-Q filed by Ross
Stores for its quarter ended April 30, 1994.
10.17 Consulting Agreement between Ross Stores and Stuart G.
Moldaw, effective as of March 12, 1993, incorporated by
reference to Exhibit 10.16 to the Form 10-Q filed by Ross
Stores for its quarter ended July 31, 1993.
11 Statement re: Computation of Per Share Earnings.
15 Letter re: Unaudited Interim Financial Information.
27 Financial Data Schedule (submitted for SEC use only)
EXHIBIT 11
ROSS STORES, INC.
________________________________________
STATEMENT RE: COMPUTATION OF EARNINGS PER SHARE
(Amounts in thousands, except per share amounts)
<TABLE>
<CAPTION>
Three Months Ended
October 29, 1994 October 30,1993
Primary Fully Diluted Primary Fully Diluted
<S> <C> <C> <C> <C>
Net earnings $11,085 $11,085 $4,786 $4,786
Weighted average shares outstanding:
Common shares 24,343 24,343 25,119 25,124
Common equivalent shares:
Stock options 227 227 397 469
Weighted average common and common
equivalent shares outstanding 24,570 24,570 25,516 25,593
Earnings per common and common
equivalent share $.45 $.45 $.19 $.19
</TABLE>
______________________________________________________________________
<TABLE>
<CAPTION>
Nine Months Ended
October 29, 1994 October 30,1993
Primary Fully Diluted Primary Fully Diluted
<S> <C> <C> <C> <C>
Net earnings $24,340 $24,340 $16,533 $16,533
Weighted average shares outstanding:
Common shares 24,543 24,543 25,399 25,442
Common equivalent shares:
Stock options 233 256 499 524
Weighted average common and common
equivalent shares outstanding 24,776 24,799 25,898 25,966
Earnings per common and common
equivalent share $.98 $.98 $.64 $.64
</TABLE>
EXHIBIT 15
December 8, 1994
Ross Stores, Inc.
Newark, California
We have made a review, in accordance with standards established
by the American Institute of Certified Public Accountants, of the
unaudited condensed consolidated interim financial statements of
Ross Stores, Inc. for the three-month and nine-month periods
ended October 29, 1994 and October 30, 1993, as indicated in our
independent accountants' review reports dated November 18, 1994
and November 24, 1993. Because we did not perform an audit, we
expressed no opinion on that information.
We are aware that our reports referred to above, which were
included in your Quarterly Reports on Form 10-Q for the quarters
ended October 29, 1994 and October 30, 1993, are incorporated by
reference in Registration Statements Nos. 33-51916, 33-51896, 33-
51898, 33-41415, 33-41413 and 33-29600 of Ross Stores, Inc. on
Form S-8.
We are also aware that the aforementioned reports, pursuant to
Rule 436(c) under the Securities Act of 1933, are not considered
a part of the Registration Statement prepared or certified by an
accountant or a report prepared or certified by an accountant
within the meaning of Sections 7 and 11 of that Act.
Deloitte & Touche LLP
San Francisco, CA
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED CONSOLIDATED BALANCE SHEETS AND STATEMENTS OF EARNINGS FOR THE NINE
MONTHS ENDED OCTOBER 29, 1994 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO
SUCH FINANCIAL STATEMENTS
</LEGEND>
<CIK> 0000745732
<NAME> ROSS STORES, INC.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JAN-28-1995
<PERIOD-START> JAN-30-1994
<PERIOD-END> OCT-29-1994
<CASH> 17,384
<SECURITIES> 0
<RECEIVABLES> 23,755
<ALLOWANCES> 0
<INVENTORY> 327,264
<CURRENT-ASSETS> 381,273
<PP&E> 271,471
<DEPRECIATION> 115,507
<TOTAL-ASSETS> 557,818
<CURRENT-LIABILITIES> 193,598
<BONDS> 102,230
<COMMON> 243
0
0
<OTHER-SE> 241,551
<TOTAL-LIABILITY-AND-EQUITY> 557,818
<SALES> 871,464
<TOTAL-REVENUES> 871,464
<CGS> 632,448
<TOTAL-COSTS> 830,897
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,748
<INCOME-PRETAX> 40,576
<INCOME-TAX> 16,227
<INCOME-CONTINUING> 24,340
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 24,340
<EPS-PRIMARY> .98
<EPS-DILUTED> .98
</TABLE>
