<PAGE> 1
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 June 28, 1997
-------------
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 1-8769
R. G. BARRY CORPORATION
-----------------------
(Exact name of registrant as specified in its charter)
OHIO 31-4362899
---- ----------
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification Number)
13405 Yarmouth Road, NW, Pickerington, Ohio 43147
------------------------------------------- -----
(Address of principal executive office) (Zip Code)
614-864-6400
------------
(Registrant's telephone number, including area code)
NOT APPLICABLE
--------------
(Former name, former address, and former 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
----- -----
Common Shares, $1 Par Value, Outstanding as of June 28, 1997 - 9,538,682
Index to Exhibits at page 10
Page 1 of 13 pages
<PAGE> 2
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
R. G. BARRY CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
June 28, 1997 December 28, 1996
------------- -----------------
<S> <C> <C>
ASSETS:
Cash and cash equivalents $2,302,000 13,187,000
Accounts receivable, less allowances 8,605,000 18,556,000
Inventory (note 3) 50,697,000 28,854,000
Deferred income taxes (note 4) 5,055,000 5,055,000
Recoverable income taxes 1,558,000 -
Prepaid expenses 2,520,000 2,027,000
----------- ----------
Total current assets 70,737,000 67,679,000
----------- ----------
Property, plant and equipment, at cost 38,440,000 39,088,000
Less accumulated depreciation & amortization 24,311,000 25,159,000
----------- ----------
Net property, plant and equipment 14,129,000 13,929,000
----------- ----------
Goodwill, less accumulated amortization 4,288,000 4,346,000
Other assets 3,078,000 3,113,000
----------- ----------
$92,232,000 89,067,000
=========== ==========
LIABILITIES AND SHAREHOLDERS' EQUITY:
Current installments of long-term debt
and capital lease obligations 125,000 125,000
Short-term notes payable 9,000,000 -
Accounts payable 7,340,000 4,170,000
Accrued expenses 2,629,000 9,661,000
----------- ----------
Total current liabilities 19,094,000 13,956,000
----------- ----------
Accrued retirement costs and other, net 3,509,000 3,103,000
Long-term debt and capital lease obligations,
excluding current installments:
Note payable 15,000,000 15,000,000
Capital lease obligations 265,000 265,000
----------- ----------
Long-term debt and capital lease obligations 15,265,000 15,265,000
----------- ----------
Total liabilities 37,868,000 32,324,000
----------- ----------
Shareholders' equity:
Preferred shares, $1 par value
Authorized 4,000,000 Class A, and
1,000,000 Series I Junior Participating
Class B shares, none issued
Common shares, $1 par value
Authorized 22,500,000 shares (note 6)
(excluding treasury shares) 9,539,000 9,375,000
Additional capital in excess of par value 14,407,000 14,071,000
Retained earnings 30,418,000 33,297,000
----------- ----------
Net shareholders' equity 54,364,000 56,743,000
----------- ----------
$92,232,000 89,067,000
=========== ==========
</TABLE>
Page 2 of 13 pages
<PAGE> 3
R. G. BARRY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Thirteen weeks ended Twenty-six weeks ended
------------------------------ -------------------------------
June 28, June 29, June 28, June 29,
------------- ------------- ------------- --------------
1997 1996 1997 1996
------------- ------------- ------------- --------------
<S> <C> <C> <C> <C>
Net sales $14,511,000 19,961,000 29,474,000 36,035,000
Cost of sales 7,623,000 11,664,000 14,227,000 19,026,000
----------- ----------- ----------- -----------
Gross profit 6,888,000 8,297,000 15,247,000 17,009,000
Selling, general and
administrative expense 9,577,000 9,810,000 19,664,000 19,765,000
----------- ----------- ----------- -----------
Operating loss (2,689,000) (1,513,000) (4,417,000) (2,756,000)
Other income 98,000 44,000 243,000 207,000
Interest expense (450,000) (612,000) (827,000) (1,058,000)
Interest income 32,000 26,000 203,000 64,000
----------- ----------- ----------- -----------
Net interest expense (418,000) (586,000) (624,000) (994,000)
Loss before
tax benefit (3,009,000) (2,055,000) (4,798,000) (3,543,000)
Income tax benefit (note 4) (1,203,000) (821,000) (1,919,000) (1,416,000)
----------- ----------- ----------- -----------
Net loss ($1,806,000) (1,234,000) (2,879,000) (2,127,000)
=========== =========== =========== ===========
Net loss
per common share (note 5)
Primary ($0.19) (0.13) (0.30) (0.23)
=========== =========== =========== ===========
Fully diluted ($0.19) (0.13) (0.30) (0.23)
=========== =========== =========== ===========
Average number of common
shares outstanding
Primary 9,489,000 9,274,000 9,451,000 9,268,000
=========== =========== =========== ===========
Fully diluted 9,489,000 9,274,000 9,451,000 9,268,000
=========== =========== =========== ===========
</TABLE>
Page 3 of 13 pages
<PAGE> 4
R. G. BARRY CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW
<TABLE>
<CAPTION>
Twenty-six Twenty-six
weeks ended weeks ended
June 28, 1997 June 29, 1996
-------------- --------------
<S> <C> <C>
Cash flows from operating activities:
Net loss ($2,879,000) (2,127,000)
Adjustments to reconcile net loss to net cash
used in operating activities:
Depreciation and amortization of
property, plant and equipment 831,000 821,000
Amortization of goodwill 58,000 58,000
Net (increase) decrease in:
Accounts receivable, net 9,951,000 3,597,000
Inventory (21,843,000) (18,563,000)
Prepaid expenses (493,000) 490,000
Recoverable income taxes (1,558,000) (1,952,000)
Other 35,000 343,000
Net increase (decrease) in:
Accounts payable 3,170,000 (1,511,000)
Accrued expenses (7,032,000) (5,737,000)
Accrued retirement costs and other 406,000 75,000
----------- -----------
Net cash used in operating activities (19,354,000) (24,506,000)
----------- -----------
Cash flows from investing activities:
Additions to property, plant and equipment, net (1,031,000) (1,015,000)
----------- -----------
Cash flows from financing activities:
Proceeds from short-term notes 9,000,000 21,000,000
Stock options exercised, net of treasury acquisitions 500,000 72,000
Repayment of long-term debt and
capital lease obligations 0 (700,000)
----------- -----------
Net cash provided by financing activities 9,500,000 20,372,000
----------- -----------
Net decrease in cash (10,885,000) (5,149,000)
Cash at the beginning of the period 13,187,000 6,267,000
----------- -----------
Cash at the end of the period $2,302,000 1,118,000
=========== ===========
Supplemental cash flow disclosures:
Interest paid $789,000 996,000
=========== ===========
Income taxes paid $3,904,000 5,618,000
=========== ===========
</TABLE>
Page 4 of 13 pages
<PAGE> 5
R. G. BARRY CORPORATION AND SUBSIDIARIES
Notes to Financial Statements
Under Item 1 of Part I of Form 10-Q
for the Periods ended
June 28, 1997 and June 29, 1996
1. These interim financial statements are unaudited. All adjustments
(consisting solely of normal recurring adjustments) have been made
which, in the opinion of management, are necessary to fairly present the
results of operations.
2. The Company operates on a fifty-two or fifty-three week annual fiscal
year. Fiscal 1997 is a fifty-three week year, with the first three
quarters each having thirteen weeks and the fourth quarter having fourteen
weeks. Fiscal 1996 was a fifty-two week year, consisting of four quarters
each with thirteen weeks.
3. A substantial portion of inventory is valued using the dollar value LIFO
method and, therefore, it is impractical to separate inventory values
between raw materials, work-in-process and finished goods.
4. Income tax benefit for the periods ended June 28, 1997 and June 29, 1996,
consists of:
<TABLE>
<CAPTION>
1997 1996
----------- -----------
<S> <C> <C>
Current:
U. S. Federal ($1,612,000) (1,172,000)
State & Loca l (307,000) (244,000)
----------- ----------
Total ($1,919,000) (1,416,000)
=========== ==========
</TABLE>
The income tax benefit reflects a combined federal, foreign, state and
local effective rate of 40.0 percent for the first quarter of both years,
as compared to the statutory U. S. federal rate of 34.0 percent in both
years.
Income tax for the periods ended June 28, 1997 and June 29, 1996 differed
from the amounts computed by applying the U. S. federal income tax rate of
34.0 percent to pretax loss as a result of the following:
<TABLE>
<CAPTION>
1997 1996
------------ ------------
<S> <C> <C>
Computed "expected"
tax benefit:
U. S. Federal benefit ($1,631,000) (1,205,000)
Other (85,000) (50,000)
State & Local benefit, net of
federal income tax benefit (203,000) (161,000)
----------- ------------
Total ($1,919,000) (1,416,000)
=========== ============
</TABLE>
5. Net loss per common share has been computed based on average number of
common shares outstanding during each period plus, when their effect is
dilutive, common share equivalents consisting of certain common shares
subject to stock option and stock purchase plans.
6. At the Company's Annual Shareholders' Meeting, held on May 16, 1997,
shareholders approved a proposal to increase the number of authorized
common shares, $1 par value, of the Company from 15 million to 22.5 million
shares.
Page 5 of 13 pages
<PAGE> 6
R. G. BARRY CORPORATION AND SUBSIDIARIES
ITEM 2 - Management's Discussion and Analysis of Financial Condition
and Results of Operations
"SAFE HARBOR" STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION
REFORM ACT OF 1995:
The statements in this Quarterly Report on Form 10-Q, which are not
historical fact are forward looking statements based upon the
Company's current plans and strategies, and reflect the Company's
current assessment of the risks and uncertainties related to its
business, including such things as product demand and market
acceptance; the economic environment and the impact of governmental
regulations, both in the United States and abroad; the effects of
competitive products and pricing; capacity, efficiency, and supply
constraints; weather conditions; and other risks detailed in the
Company's press releases, shareholder communications, and
Securities and Exchange Commission filings. Actual results may
differ from those currently anticipated.
Liquidity and Capital Resources
- -------------------------------
The Company has ended the second quarter of 1997 with $51.6 million in net
working capital. This compares with $42.2 million at the end of the same
quarter in 1996, and $53.7 million as of the end of fiscal 1996. The increase
in net working capital from the end of the second quarter of 1996 to the end of
the second quarter of 1997, is primarily due to the profit that the Company
earned during fiscal 1996. The decline in working capital from fiscal year end
1996 to the end of the second quarter of 1997, is mainly the result of the
seasonal loss incurred during the second quarter of 1997.
Some of the changes in the components of the Company's net working capital are:
* Accounts receivable decreased at the end of the second quarter of
1997, to $8.6 million from $14.7 million at the end of the second
quarter of 1996, and decreased from $18.6 million at the end of
fiscal 1996. The decrease in receivables from second quarter 1996
to 1997, is mainly due to the 27.3 percent decline in net sales
during the second quarter of 1997 when compared with the same
quarter of 1996. The decrease from the end of fiscal 1996, mainly
represents a normal seasonal pattern of change in receivables.
* Inventories ended the second quarter of 1997, at $50.7 million,
nearly equal to the inventory levels of $50.3 million one year ago,
and increased from $28.9 million as of the end of fiscal 1996. The
increase in inventories from the end of fiscal 1996, reflects
normal seasonal patterns of inventories, as the Company builds
seasonal inventories in preparation for anticipated needs later in
the year.
* The Company ended the second quarter of 1997, with $2.3 million in
cash and $9.0 million in short-term bank loans. This compares with
the second quarter of 1996, when the Company had $1.1 million in
cash and $21 million in short-term bank loans. The increase in
cash and decrease in short-term bank loans is mainly the result of
the year end 1996 cash position of $13.2 million, compared with the
$6.3 million the prior year end. There were no short-term bank
loans outstanding at the end of fiscal 1996.
The Company's capital expenditures during the first half of 1997, amounted to
$1.0 million, nearly the same as during the same period of 1996. Capital
expenditures in both years have been funded out of working capital.
The Company currently has in place a Revolving Credit Agreement ("Revolver"),
with its three main lending banks. The Revolver provides the Company a
seasonally adjusted available line of credit ranging from $6 million during
January, to a peak of $51 million from July through November. The Revolver
contains financial covenants typical of agreements of its type and
Page 6 of 13 pages
<PAGE> 7
Management's Discussion and Analysis of Financial Condition
and Results of Operations - continued
duration. The Company is in compliance with all the covenants of the Revolver,
and all other debt agreements. The Revolver originally extended through 1998
and contains provisions for periodic extensions upon request and with the
approval of the banks. During the second quarter, the Revolver was extended
through 1999.
Results of Operations
- ---------------------
During the second quarter of 1997, net sales amounted to $14.5 million, a 27.3
percent decline in net sales from the $20.0 million during the second quarter
of 1996. For the six months, net sales amounted to $29.5 million, an 18.2
percent decline from net sales in the first six months of 1996. In its 1996
year end Annual Report to Shareholders, the Company indicated that it expected
sales and earnings for the first half of the year to be lower than in 1996,
mainly as a result of refining its relationship with Corning Consumer Products
("Corning"). During 1997, Corning has outsourced directly the Pyrex(R)
Portables(TM) fabric carriers, which the Company had been providing to Corning.
The Company continues to supply Corning with MICROCORE(R) hot and cold thermal
retention elements. Net sales of the Company's slipper products were flat
during the second quarter, and slightly ahead for the six months.
Gross profit during the second quarter of 1997, amounted to $6.9 million, or
47.5 percent of net sales. This compares with gross profit percent of 41.6
percent in the same quarter of 1996. For the six months, gross profit percent
also increased to 51.7 percent in 1997 compared with 47.2 percent in 1996. The
increase in gross profit percentages from year to year, is due to the Company's
continuing efforts in the area of cost reduction - such as the expanded use of
modular manufacturing, and a change in mix of individual styles and products
sold from year to year.
Selling, general and administrative expenses during the quarter and the six
months include spending in preparation for the Company's previously announced
fall 1997 entry into the French market. For the quarter and the six months,
total selling, general and administrative expenses were slightly lower than the
same expenses incurred during the comparable periods of 1996. There was no
single category of expense that fluctuated significantly from period to period.
Net interest expense declined from 1996 to 1997. During the second quarter of
1997, net interest expense amounted to $418 thousand compared with $586
thousand in the same period of 1996. For the six months, net interest expense
also declined to $624 thousand in 1997 from $994 thousand in 1996. The
decrease in net interest expense is principally due to the Company's lower
utilization of its Revolver during 1997, when compared with 1996.
For the second quarter of 1997, the Company incurred a loss of $1.8 million, or
$0.19 per share, compared with a loss during the same quarter of 1996 of $1.2
million, or $0.13 per share. For the six months, the Company incurred a loss
in 1997 of $2.9 million, or $0.30 per share, compared with a loss in 1996 of
$2.1 million, or $0.23 per share.
ITEM 3 - Quantitative and Qualitative Disclosures About Market Risk
Not Applicable
Page 7 of 13 pages
<PAGE> 8
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
- --------------------------
No response required
Item 2. Changes in Securities
- ------------------------------
(a), (b), (c) Not Applicable
Item 3. Defaults Upon Senior Securities
- ----------------------------------------
(a), (b) Not Applicable
Item 4. Submission of Matters to a Vote of Security Holders
- ------------------------------------------------------------
(a) The Annual Meeting of Shareholders of the Company (the "Annual
Meeting") was held on May 16, 1997. At the close of business on
the record date, March 17, 1997, 9,444,800 common shares were
outstanding and entitled to vote at the Annual Meeting. At the
Annual Meeting 7,119,386 or 75.4% of the outstanding common shares
entitled to vote were represented in person or by proxy.
(b) Directors elected at the Annual Meeting were:
<TABLE>
<S> <C> <C>
Harvey M. Krueger
For: 7,033,657
Withheld: 85,729 Broker non-vote: none
William Giovanello
For: 7,012,692
Withheld: 106,694 Broker non-vote: none
Leopold Abraham II
For: 6,131,018
Withheld: 988,368 Broker non-vote: none
</TABLE>
Other directors whose term of office continued after the
Annual Meeting:
Philip G. Barach Gordon Zacks
Richard L. Burrell Christian Galvis
Edward M. Stan Charles E. Ostrander
(c) See Item 4(b) for the voting results for directors
Proposal to increase the authorized number of common shares to
22,500,000
<TABLE>
<S> <C> <C> <C>
For: 6,853,755 Against: 214,353
Abstain: 51,298 Broker non-vote : none
</TABLE>
Proposal to approve the R. G. Barry Corporation 1997 Incentive
Stock Plan:
<TABLE>
<S> <C> <C> <C>
For: 6,790,750 Against: 261,438
Abstain: 67,198 Broker non-vote : none
</TABLE>
(d) Not Applicable
Item 5. Other Information
- --------------------------
No response required
Item 6. Exhibits and Reports on Form 8-K
- ----------------------------------------
(a) Exhibits: See Index to Exhibits at page 10.
---------
(b) Reports on Form 8-K: No reports on Form 8-K were filed during the
--------------------
quarter ended June 28, 1997
Page 8 of 13 pages
<PAGE> 9
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.
R. G. BARRY CORPORATION
-----------------------
Registrant
August 8, 1997
- --------------
date
/s/ Richard L.. Burrell
-----------------------
Richard L. Burrell
Senior Vice President - Finance
(Principal Financial Officer)
(Duly Authorized Officer)
Page 9 of 13 pages
<PAGE> 10
R. G. BARRY CORPORATION
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit No. Description Page Number
- ----------- -------------------------- --------------------
<S> <C> <C>
3 (a) (1) Articles of Incorporation Incorporated herein
of Registrant (as filed by reference to
with Ohio Secretary of Registrant's Annual
State on March 26, 1984) Report on
Form 10-K for the
fiscal year ended
December 31, 1988
(File No. 0-12667)
("Registrant's 1988
For 10-K")
[Exhibit 3 (a) (i)]
3 (a) (2) Certificate of Amendment Incorporated herein
to the Articles of by reference to
Incorporation of Registrant's 1988
Registrant Authoring the Form 10-K
Series I Junior [Exhibit 3 (a) (i)]
Participating Class B
Preferred Shares (as
filed with the Ohio
Secretary of State on
March 1, 1988)
3 (a) (3) Certificate of Amendment Incorporated herein
to the Articles of by reference to
Registrant (as filed with Registrant's 1988
the Ohio Secretary of Form 10-K
State on May 9, 1988) [Exhibit 3 (a) (i)]
3 (a) (4) Certificate of Amendment Incorporated herein
to the Articles of by reference to
Incorporation of Registrant's Annual
Registrant Report on
(as filed with the Ohio Form 10-K for the
Secretary of State on May fiscal year ended
22, 1995) December 30, 1995
(File No. 1-8769)
("Registrant's 1995
Form 10-K")
[Exhibit 3 (b)]
3 (a) (5) Certificate of Amendment Incorporated herein
to Articles of by reference to
Incorporation of Registrant's 1995
Registrant (as filed with Form 10-K
the Ohio Secretary of [Exhibit 3 (c)]
State on September 1,
1995)
3 (a) (6) Certificate of Amendment Incorporated herein
to Articles of by reference to
Incorporation of Registrant's
Registrant (as filed with Registration
the Ohio Secretary of Statement on Form
State on May 30, 1997) S-8 (Registration
No. 333-28671)
filed on June 6,
1997 ("Registrant's
June 1997 Form
S-8") [Exhibit 4(h)
(6)]
3 (a) (7) Articles of Incorporation Incorporated herein
of Registrant (reflecting by reference to
amendments through May Registrant's June
30, 1997) [This document 1997 Form S-8
has not been filed with [Exhibit 4 (h) (7)]
the Ohio Secretary of
State and has been
prepared for purposes of
SEC reporting compliance
only]
3 (b) Regulations of Registrant, Incorporated herein
as amended by reference to
Registrant's Annual
Report on
Form 10-K for the
fiscal year ended
January 2, 1988
(File No. 0-12667)
[Exhibit 3 (b)]
4 Agreement to Extend 11 - 12
Revolving Credit
Agreement, dated May 1,
1997, among the
Registrant, The Bank of
New York, The Huntington
National Bank, and NBD
Bank
10 R. G. Barry Corporation Incorporated herein
1997 Incentive Stock Plan by reference to
Registrant's June
1997 Form S-8
[Exhibit 4 (k)]
27 Financial Data Schedule 13
</TABLE>
Page 10 of 13 pages
<PAGE> 11
EXHIBIT 4
AGREEMENT TO EXTEND REVOLVING CREDIT AGREEMENT
May 1, 1997
Ms. Paula DiPonzio
The Bank of New York
One Wall Street - 8th Floor
New York, New York 10286
Mr. Robert Friend
The Huntington National Bank
41 South High Street - HC 0810
Columbus, Ohio 43287
Mr. Daniel Pienta
NBD Bank
611 Woodward Avenue - 2nd Floor
Detroit, Michigan 48226
Re: R. G. Barry Corporation, Revolving Credit Agreement Extension
Dear Paula, Bob, and Dan:
Enclosed please find the Company's 1997 Annual Operating Plan, and a copy of
the Company's 1996 Shareholders Report which includes the results from 1996.
Once you have had an opportunity to review the report, we can discuss any
questions you may have. I look forward to our visit at Vesture in North
Carolina June 1st and 2nd. I will call you the week of May 5th to firm up
particulars about the trip. We should also have ample time during our visit to
Vesture, to discuss any additional questions.
As you know, the Revolving Credit Agreement between The Bank of New York, The
Huntington National Bank, and NBD Bank, (the "Bank" or "Banks") dated as of
February 28, 1996 (the "Agreement"), currently extends through December 31,
1998.
In Section 4.11, the Agreement provides for the Company to request an
extension of the Termination Date and the Commitments for periods of one year,
by making a request following delivery of annual financial statements and the
Company's plan for the current year. We are obviously interested in extending
the term of the Agreement.
Page 11 of 13 pages
<PAGE> 12
The Bank of New York
The Huntington National Bank
NBD Bank
May 1, 1997
Page 2
Please consider this letter as the Company's formal request to an extension of
the Agreement through December 31, 1999, under the same terms and conditions as
outlined in the Agreement. Kindly acknowledge your Bank's consent to the
extension of the Agreement to December 31, 1999, by signing your name at the
appropriate location below and returning a copy of this letter to my attention.
Sincerely,
R. G. BARRY CORPORATION
/s/ Michael Krasnoff
Michael S. Krasnoff
Vice President and Assistant Treasurer
/msk
Enclosures
By signing below, each Bank agrees to the extension of the Agreement through
December 31, 1999, as provided by the Agreement. All other terms of the
Agreement shall remain in force and unchanged by this extension.
Acknowledged and Agreed:
<TABLE>
<S> <C>
/s/ Paula DiPonzio 6/24/97
- -------------------------------------------- -------
The Bank of New York, by Ms. Paula DiPonzio date
/s/ Robert Friend 6/26/97
- -------------------------------------------------- -------
The Huntington National Bank, by Mr. Robert Friend date
/s/ D. J. Pienta 6/24/97
- ------------------------------- -------
NBD Bank, by Mr. Daniel Pienta date
</TABLE>
Page 12 of 13 pages
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JAN-03-1998
<PERIOD-END> JUN-28-1997
<CASH> 2,302
<SECURITIES> 0
<RECEIVABLES> 9,794
<ALLOWANCES> 1,189
<INVENTORY> 50,697
<CURRENT-ASSETS> 70,737
<PP&E> 38,440
<DEPRECIATION> 24,311
<TOTAL-ASSETS> 92,232
<CURRENT-LIABILITIES> 19,094
<BONDS> 15,265
<COMMON> 9,539
0
0
<OTHER-SE> 44,825
<TOTAL-LIABILITY-AND-EQUITY> 92,232
<SALES> 29,474
<TOTAL-REVENUES> 29,474
<CGS> 14,227
<TOTAL-COSTS> 14,227
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 624
<INCOME-PRETAX> (4,798)
<INCOME-TAX> (1,919)
<INCOME-CONTINUING> (2,879)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,879)
<EPS-PRIMARY> (0.30)
<EPS-DILUTED> (0.30)
</TABLE>
