PHILLIPS VAN HEUSEN CORP /DE/
10-Q, 1995-06-14
MEN'S & BOYS' FURNISHGS, WORK CLOTHG, & ALLIED GARMENTS
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                       SECURITIES & EXCHANGE COMMISSION
                            Washington, D.C. 20549


                                   FORM 10-Q

(Mark One)
    
 X  QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

For the quarterly period ended April 30, 1995                             


                                      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    1-724  



                       PHILLIPS-VAN HEUSEN CORPORATION                    
            (Exact name of registrant as specified in its charter)



           Delaware                                      13-1166910       
(State or other jurisdiction of                       (IRS Employer
 incorporation or organization)                       Identification No.)


1290 Avenue of the Americas     New York, New York                10104   
(Address of principal executive offices)                        (Zip Code)


Registrant's telephone number                (212) 541-5200               


Indicate by check mark whether 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 registrant was required to file such reports), and (2) has 
been subject to such filing requirement for the past 90 days.
Yes  X  No    

The number of outstanding shares of common stock, par value $1.00 per 
share, of Phillips-Van Heusen Corporation as of May 31, 1995:  26,666,116
shares.<PAGE>
PHILLIPS-VAN HEUSEN CORPORATION

INDEX

PART I -- FINANCIAL INFORMATION

Independent Accountants' Review Report................................    1

Consolidated Balance Sheets as of April 30, 1995 and 
January 29, 1995......................................................    2

Consolidated Statements of Income for the thirteen weeks     
ended April 30, 1995 and May 1, 1994..................................    3 

Consolidated Statements of Cash Flows for the thirteen weeks ended
April 30, 1995 and May 1, 1994........................................    4

Notes to Consolidated Financial Statements............................   5-6

Management's Discussion and Analysis of Results of Operations
and Financial Condition...............................................   7-8

PART II -- OTHER INFORMATION

ITEM 6 - Exhibits and Reports on Form 8-K.............................  9-11

Signatures............................................................   12

Exhibit--Acknowledgment of Independent Accountants....................   13

Exhibit--Financial Data Schedule......................................   14
<PAGE>
                    Independent Accountants' Review Report


Stockholders and Board of Directors
Phillips-Van Heusen Corporation

We have reviewed the accompanying condensed consolidated balance sheet of
Phillips-Van Heusen Corporation as of April 30, 1995, and the related
condensed consolidated statements of income and cash flows for the three-month
periods ended April 30, 1995 and May 1, 1994.  These 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, which will
be performed for the full year with the objective of expressing 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 the accompanying condensed consolidated financial statements
referred to above 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 Phillips-Van Heusen Corporation
as of January 29, 1995, and the related consolidated statements of income,
stockholders' equity, and cash flows for the year then ended (not presented
herein) and in our report dated March 14, 1995, 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, 1995, is fairly stated, in all material respects, in
relation to the consolidated balance sheet from which it has been derived.

                                                ERNST & YOUNG LLP



New York, New York
May 16, 1995










                                      -1-
<PAGE>
Phillips-Van Heusen Corporation
Consolidated Balance Sheets
(In thousands, except share data)
<TABLE>
<CAPTION>
                                                            UNAUDITED      AUDITED  
                                                            April 30,    January 29,
                                                              1995           1995   
<S>                                                        <C>           <C>
ASSETS
 Current Assets:
  Cash, including cash equivalents of $9,438 and $68,586   $ 11,738      $ 80,473
  Trade receivables, less allowances of $4,808 and $1,617    89,458        77,527
  Inventories                                               338,341       255,244
  Other, including deferred taxes of $7,108                  21,228        16,426
      Total Current Assets                                  460,765       429,670
  Property, Plant and Equipment                             142,573       136,297
  Goodwill                                                  124,734        17,733
  Other Assets, including deferred taxes of $10,412 and
    $9,502                                                   22,991        12,584
                                                           $751,063      $596,284

LIABILITIES AND STOCKHOLDERS' EQUITY
 Current Liabilities:
  Notes payable                                            $ 84,855      $      0
  Accounts payable                                           49,034        38,759
  Accrued expenses                                           95,326        75,014
  Current portion of long-term debt                             260           260
      Total Current Liabilities                             229,475       114,033 
 Long-Term Debt, less current portion                       194,681       169,679
 Other Liabilities                                           56,433        37,112
 Stockholders' Equity:
  Preferred Stock, par value $100 per share; 150,000
  shares authorized, no shares outstanding
  Common Stock, par value $1 per share; 100,000,000  
  shares authorized; shares issued 26,657,116
  and 26,610,310                                             26,657        26,610
 Additional Capital                                         113,128       112,801
 Retained Earnings                                          130,689       136,049
      Total Stockholders' Equity                            270,474       275,460

                                                           $751,063      $596,284





</TABLE>
See accompanying notes.





                                         -2-
<PAGE>
Phillips-Van Heusen Corporation
Consolidated Statements of Income
Unaudited
(In thousands, except per share amounts)


                                                              Thirteen Weeks
                                                                   Ended       
                                                           April 30,     May 1, 
                                                             1995         1994 

Net sales                                                  $282,987    $238,897

Cost of goods sold                                          185,584     159,735

Gross profit                                                 97,404      79,162

Selling, general and administrative expenses                 97,756      81,371

Loss before interest and taxes                                 (352)     (2,209)

Interest expense, net                                         4,783       3,322

Loss before taxes                                            (5,135)     (5,531)

Income taxes                                                  1,775       2,000 

Net loss                                                   $ (3,360)   $ (3,531)

Net loss per share                                         $  (0.13)   $  (0.13)

Cash dividends per share                                   $ 0.0375    $ 0.0375




See accompanying notes.
















                                         -3-
<PAGE>
Phillips-Van Heusen Corporation
Consolidated Statements of Cash Flows
Unaudited
(In Thousands)

                                                           Thirteen Weeks Ended
                                                           April 30,     May 1,
                                                             1995         1994  

OPERATING ACTIVITIES:
  Net Loss                                                $ (3,360)    $ (3,531)
  Adjustments to reconcile net loss to net                             
  cash used by operating activities:
    Depreciation and amortization                            8,188        5,875
    Other-net                                               (2,841)        (993)
                                                                         
  Changes in operating assets and liabilities:
    Receivables                                             10,201       (3,165)
    Inventories                                            (45,253)      (3,001)
    Accounts payable and accrued expenses                  (15,234)     (12,156)
    Other-net                                               (7,319)        (582)
      Net Cash Used By Operating Activities                (55,618)     (17,553)


INVESTING ACTIVITIES:
  Acquisition of Crystal Brands                           (114,503)
  Plant and equipment acquired                             (10,137)      (8,158)
  Contributions from landlords                               2,049        1,219
  Other-net                                                  1,244        1,484
      Net Cash Used By Investing Activities               (121,347)      (5,455)


FINANCING ACTIVITIES:
  Borrowings from revolving credit facility                109,856             
  Exercise of stock options                                    374          594
  Payment of dividends                                      (2,000)      (1,990)
      Net Cash Provided (Used) By Financing Activities     108,230       (1,396)

      DECREASE IN CASH                                     (68,735)     (24,404)

     Cash at beginning of period                            80,473       68,070

     Cash at end of period                                $ 11,738     $ 43,666


See accompanying notes.







                                            -4-
<PAGE>
PHILLIPS-VAN HEUSEN CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)

GENERAL

The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for
interim financial information.  Accordingly, they do not contain all
disclosures required by generally accepted accounting principles for complete
financial statements.  Reference should be made to the annual financial
statements, including the footnotes thereto, included in the Company's Annual
Report to Stockholders for the year ended January 29, 1995.

The results of operations for the thirteen weeks ended April 30, 1995 and May
1, 1994 are not necessarily indicative of those for a full fiscal year because
of seasonal factors.  The data contained in these financial statements are
unaudited and are subject to year-end adjustments; however, in the opinion of
management, all known adjustments (which consist only of normal recurring
accruals) have been made to present fairly the consolidated operating results
for the unaudited periods.  

Certain reclassifications have been made to the segment information for the
quarter ended May 1, 1994 to present that information on a basis consistent
with the quarter ended April 30, 1995.

INVENTORIES

Inventories are summarized as follows:

                                       April 30,     January 29,
                                          1995           1995   

            Raw materials               $ 16,432      $ 19,849
            Work in process               17,827        17,026
            Finished goods               304,082       218,369

                  Total                 $338,341      $255,244

Inventories are stated at the lower of cost or market.  Cost for the apparel
business is determined principally using the last-in first-out method (LIFO),
except for certain sportswear inventories which are determined using the
first-in first-out method (FIFO).  Cost for the footwear business is
determined using FIFO.  Inventories would have been $13,580 and $12,700 higher
than reported at April 30, 1995 and January 29, 1995, respectively, if the
FIFO method of inventory accounting had been used for the entire apparel
business.

The determination of cost of sales and inventories under the LIFO method can
only be made at the end of each fiscal year based on inventory cost and
quantities on hand.  Interim LIFO determinations are based on management's
estimates of expected year-end inventory levels and costs.  Such estimates are
subject to revision at the end of each quarter.  Since estimates of future
inventory levels and costs are subject to external factors, interim financial
results are subject to year-end LIFO inventory adjustments.

                                      -5-<PAGE>
SEGMENT DATA

The Company operates in two industry segments:  (i) apparel - the manufacture,
procurement for sale and marketing of a broad range of men's, women's and
children's apparel to wholesale customers as well as through Company-owned
retail stores, and (ii) footwear - the manufacture, procurement for sale and
marketing of a broad range of men's, women's and children's shoes to wholesale
customers as well as through Company-owned retail stores.

Operating income represents net sales less operating expenses.  Excluded from
operating results of the segments are interest expense, net, corporate
expenses and income taxes.
                                                Thirteen Weeks
                                                    Ended         
                                            April 30,      May 1, 
                                              1995          1994 

Net sales-apparel                           $204,991       $159,103

Net sales-footwear                            77,996         79,794

Total net sales                             $282,987       $238,897


Operating loss-apparel                      $ (1,333)      $ (1,724)

Operating income-footwear                      3,357          1,917

Total operating income                         2,024            193

Corporate expenses                             2,376          2,402 

Interest expense, net                          4,783          3,322 

Loss before taxes                           $ (5,135)      $ (5,531)

ACQUISITION

On February 17, 1995, the Company completed the acquisition of the Apparel
Group of Crystal Brands, Inc. for $114,503 in cash, net of cash acquired, and
subject to certain adjustments.  This acquisition was accounted for as a
purchase.  The acquired operations are included in the Company's consolidated
financial statements since February 17, 1995. 

The Company acquired assets with a fair value estimated to be $134,503
(including $106,400 of excess of cost over net assets acquired) and assumed
liabilities of $20,000.  The Company has not yet determined the final value of
the assets acquired and liabilities assumed, and, accordingly, adjustments to
certain amounts in the consolidated balance sheet at April 30, 1995 may be
required.

If the acquisition had occurred on the first day of fiscal 1994 instead of on
February 17, 1995, the Company's proforma consolidated results of operations
would have been:

                                           Thirteen Weeks Ended
                                           April 30,     May 1,
                                             1995         1994 

Net sales                                  $289,118     $292,029

Net loss                                   $ (3,423)    $ (4,107)

Net loss per share                         $  (0.13)    $  (0.15)


                                      -6-
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL
CONDITION

RESULTS OF OPERATIONS

Thirteen Weeks Ended April 30, 1995 Compared to Thirteen Weeks Ended
May 1, 1994                                                             

APPAREL

Net sales of the Company's apparel segment in the first quarter were $205.0
million in 1995 and $159.1 million last year, an increase of approximately
28.8%.  The acquisition of the Apparel Group of Crystal Brands, Inc. on
February 17, 1995, coupled with the growth in the Company's Geoffrey Beene and
Bass Apparel retail operations, accounted for this increase.

Gross profit on apparel sales was 32.6% in the first quarter of 1995 compared
with 32.2% in the prior year.  Improved margins on Bass Apparel sales and
better margins on merchandise sold under the labels acquired from Crystal
Brands were offset, in part, by reduced margins on sales of private label
apparel and by an increased LIFO charge of $0.9 million in this year's first
quarter compared with $0.4 million in last year's quarter.  

Selling, general and administrative expenses as a percent of apparel sales in
the first quarter were 33.2% in both the current and prior year.  

FOOTWEAR

Net sales of the Company's footwear segment were basically flat at $78.0
million in the first quarter of 1995 compared with $79.8 million last year.
  
Gross profit on footwear sales was 39.2% in the current quarter compared with
35.1% in the prior year's quarter.  The prior year's quarter was negatively
impacted by significant clearance markdowns to remove slower moving
merchandise from inventory.  The Company began the current year with a much
improved inventory mix, which in turn reduced overall markdowns.  

Selling, general and administrative expenses as a percent of footwear sales
were 34.9% in the current quarter compared with 32.7% in the prior year's
quarter.  Growth of the Company's retail operations, which are seasonally weak
in the first quarter, accounted for this increase.               
 
INTEREST EXPENSE

Net interest expense was $4.8 million in the first quarter of 1995 compared
with $3.3 million last year.  This increase resulted from the cash purchase of
the Apparel Group of Crystal Brands, Inc.

INCOME TAXES

Income tax was estimated at a rate of 34.6% for the first quarter and year of
1995 compared with last year's rates of 36.2% and 18.7% for the first quarter
and year, respectively.  The effective rate for the full year 1994, excluding
the effect of reversals of estimated tax liabilities and restructuring
expenses, would have been approximately 31.5%.  The increase in the 1995 rate
is due principally to normally taxed income increasing more rapidly than tax
exempt income from operations in Puerto Rico.

                                      -7-
<PAGE>
CORPORATE EXPENSES

Corporate expenses were $2.4 million in the first quarter of both 1995 and
1994.

SEASONALITY

The Company's business is seasonal, with higher sales and income during its
third and fourth quarters, which coincide with the Company's two peak retail
selling seasons:  the first running from the start of the summer vacation
period in late May and continuing through September; the second being the
Christmas selling season beginning with the weekend following Thanksgiving and
continuing through the week after Christmas.  

Also contributing to the strength of the third quarter is the high volume of
fall shipments to wholesale customers which are more profitable than spring
shipments.  The slower spring selling season at wholesale combined with retail
seasonality makes the first quarter particularly weak.  

LIQUIDITY AND CAPITAL RESOURCES

The seasonal nature of the Company's business typically requires the use of
cash to fund a build up in the Company's inventory in the first half of each
fiscal year.  During the third and fourth quarters, the Company's higher level
of sales tends to reduce its inventory and generate cash from operations.

Cash used by operations in the first quarter totalled $55.6 million in 1995
and $17.6 million last year.  The seasonal build up in inventory for sales
planned for the second quarter and balance of the year has increased in the
current quarter due to the growth of the Company's business and due to the
Company ending 1994 with approximately $13 million less inventory than 1993.  

The Company has a revolving credit agreement under which the Company may, at
its option, borrow and repay amounts up to a maximum of $185 million, except
that for the Company's third quarter, during which period its borrowings peak,
the maximum amount available to the Company is $200 million.  The acquisition
of Crystal Brands for cash was funded from the Company's cash reserves and
from borrowings under this facility.  The Company believes that its borrowing
capacity under this facility is adequate for its 1995 peak seasonal needs.  At
the end of the first quarter, the Company estimated that $25 million of the
outstanding borrowings under this facility are non-current.  The resulting
increase in long-term debt, offset in part by earnings generated over the past
year, has increased the Company's long-term debt (net of invested cash) as a
percentage of total capital to 40.6% at the end of the current quarter
compared with 34.6% at the end of last year's first quarter.  









                                      -8-

<PAGE>
                          Part II - OTHER INFORMATION


ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K


(a)  The following exhibits are included herein:

     4.1   Specimen of Common Stock certificate (incorporated by reference to
           Exhibit 4 to the Company's Annual Report on Form 10-K for the
           fiscal year ended January 31, 1981).

     4.2   Preferred Stock Purchase Rights Agreement (the "Rights Agreement"),
           dated June 10, 1986 between PVH and The Chase Manhattan Bank, N.A.
           (incorporated by reference to Exhibit 3 to the Company's Quarterly
           Report as filed on Form 10-Q for the period ended May 4, 1986).

     4.3   Amendment to the Rights Agreement, dated March 31, 1987 between PVH
           and The Chase Manhattan Bank, N.A. (incorporated by reference to
           Exhibit 4(c) to the Company's Annual Report on Form 10-K for the
           year ended February 2, 1987).

     4.4   Supplemental Rights Agreement and Second Amendment to the Rights
           Agreement, dated as of July 30, 1987, between PVH and The Chase
           Manhattan Bank, N.A. (incorporated by reference to Exhibit (c)(4)
           to the Company's Schedule 13E-4, Issuer Tender Offer Statement,
           dated July 31,1987).

     4.5   Credit Agreement, dated as of December 16, 1993, among PVH, Bankers
           Trust Company, The Chase Manhattan Bank, N.A., Citibank, N.A., The
           Bank of New York, Chemical Bank and Philadelphia National Bank, and
           Bankers Trust Company, as agent (incorporated by reference to
           Exhibit 4.5 to the Company's Annual Report on Form 10-K for the
           fiscal year ended January 30, 1994).

     4.6   First Amendment, dated as of February 13, 1995, to the Credit
           Agreement dated as of December 16, 1993 (incorporated by reference
           to Exhibit 4.6 to the Company's Annual Report on Form 10-K for the
           fiscal year ended January 29, 1995).

     4.7   Note Agreement, dated October 1, 1992, among PVH, The Equitable
           Life Assurance Society of the United States, Equitable Variable
           Life Insurance Company, Unum Life Insurance Company of America,
           Nationwide Life Insurance Company, Employers Life Insurance Company
           of Wausau and Lutheran Brotherhood (incorporated by reference to
           Exhibit 4.21 to the Company's Annual Report on Form 10-K for the
           fiscal year ended January 31, 1993).

     4.8   Indenture, dated as of November 1, 1993, between PVH and The Bank
           of New York, as Trustee (incorporated by reference to Exhibit 4.01
           to the Company's Registration Statement on Form S-3 (Reg. No. 33-
           50751) filed on October 26, 1993). 

                                      -9-
<PAGE>
    *10.1  1987 Stock Option Plan, including all amendments through March 30,
           1993 (incorporated by reference to Exhibit 10.2 to the Company's
           Annual Report on Form 10-K for the fiscal year ended January 30,
           1994).

    *10.2  1973 Employees' Stock Option Plan (incorporated by reference to
           Exhibit 1 to the Company's Registration Statement on Form S-8 (Reg.
           No. 2-72959) filed on July 15, 1981).

    *10.3  Supplement to 1973 Employees' Stock Option Plan (incorporated by
           reference to the Company's Prospectus filed pursuant to Rule 424(c)
           to the Registration Statement on Form S-8 (Reg. No. 2-72959) filed
           on March 31, 1982).

    *10.4  Phillips-Van Heusen Corporation Special Severance Benefit Plan
           (incorporated by reference to the Company's Report on Form 8-K
           filed on January 16, 1987).

    *10.5  Phillips-Van Heusen Corporation Capital Accumulation Plan
           (incorporated by reference to the Company's Report on Form 8-K
           filed on January 16, 1987).

    *10.6  Phillips-Van Heusen Corporation Amendment to Capital Accumulation
           Plan (incorporated by reference to Exhibit 10(n) to the Company's
           Annual Report on Form 10-K for the fiscal year ended February 2,
           1987).

    *10.7  Form of Agreement amending Phillips-Van Heusen Corporation Capital
           Accumulation Plan with respect to individual participants
           (incorporated by reference to  Exhibit 10(1) to the Company's
           Annual Report on Form 10-K for the fiscal year ended January 31,
           1988).

    *10.8  Phillips-Van Heusen Corporation Supplemental Defined Benefit Plan,
           dated January 1, 1991, as amended and restated on June 2, 1992
           (incorporated by reference to Exhibit 10.10 to the Company's Annual
           Report on Form 10-K for the fiscal year ended January 31, 1993).

    *10.9  Phillips-Van Heusen Corporation Supplemental Savings Plan, dated as
           of January 1, 1991 and amended and restated as of January 1, 1992
           (incorporated by reference to Exhibit 10.29 to the Company's Annual
           Report on Form 10-K for the fiscal year ended February 2, 1992).

     10.10 Asset Sale Agreement, dated January 24, 1995, Among the Company and
           Crystal Brands, Inc., Crystal Apparel, Inc., Gant Corporation,
           Crystal Sales, Inc., Eagle Shirtmakers, Inc., and Crystal Brands
           (Hong Kong) Limited (incorporated by reference to Exhibit 1 to the
           Company's Report on Form 8-K dated March 6, 1995).

    *10.11 Agreement, dated as of April 28, 1993, between Bruce J. Klatsky,
           Lawrence S. Phillips and the Company (incorporated by reference to
           Exhibit 10.11 to the Company's Annual Report on Form 10-K for the
           fiscal year ended January 29, 1995).

                                     -10-<PAGE>
    *10.12 Non-Incentive Stock Option Agreement, dated as of April 28, 1993,
           between the Company and Bruce J. Klatsky.  Non-Incentive Stock
           Option Agreement, dated as of December 3, 1993, between the Company
           and Bruce J. Klatsky (reload of April 28, 1993 Non-Incentive Stock
           Option Agreement) (incorporated by reference to Exhibit 10.12 to
           the Company's Annual Report on Form 10-K for the fiscal year ended
           January 29, 1995).  

    *10.13 Amendment, dated December 6, 1993, to the Agreement, dated April
           28, 1993, between Bruce J. Klatsky, Lawrence S. Phillips and the
           Company (incorporated by reference to Exhibit 10.13 to the
           Company's Annual Report on Form 10-K for the fiscal year ended
           January 29, 1995).

    *10.14 Consulting and non-competition agreement, dated February 14, 1995,
           between the Company and Lawrence S. Phillips (incorporated by
           reference to Exhibit 10.14 to the Company's Annual Report on Form
           10-K for the fiscal year ended January 29, 1995).

    *10.15 Performance Restricted Stock Plan, effective as of April 18, 1995
           (incorporated by reference to Exhibit 10.15 to the Company's Annual
           Report on Form 10-K for the fiscal year ended January 29, 1995).

     15.   Acknowledgement of Independent Accountants.

     27.   Financial Data Schedule.

  * Management contract or compensatory plan or arrangement required to be
    identified pursuant to Item 14(a) of this report.

(b)  Reports on Form 8-K filed during the quarter ended April 30, 1995.

     Report on Form 8-K, Dated as of February 17, 1995, describing the
     acquisition of the Apparel Group of Crystal Brands, Inc.

     Amendment No. 1 to Report on Form 8-K, dated as of February 17, 1995, to
     include certain financial statements and pro forma financial information
     which were previously not available.















                                     -11-
<PAGE>
                                  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.


                                    PHILLIPS-VAN HEUSEN CORPORATION
                                               Registrant




June 8, 1995                        /s/ Emanuel Chirico             
                                    Emanuel Chirico, Controller
                                    Vice President and
                                    Chief Accounting Officer



































                                     -12-
<PAGE>
                                                                  Exhibit 15



May 16, 1995


Stockholders and Board of Directors
Phillips-Van Heusen Corporation

We are aware of the incorporation by reference in the Registration Statement
(Form S-8, No. 33-59101), Registration Statement (Form S-3, No. 33-50751),
Registration Statement (Form S-8, No. 33-59602), Registration Statement (Form
S-3, No. 33-46770), Registration Statement (Form S-8, No. 33-38698), Post-
Effective amendment No. 1 to the Registration Statement (Form S-8, No. 33-
24057), Post-Effective amendment No. 2 to the Registration Statement (Form S-
8, No. 2-73803), Post-Effective amendment No. 4 to the Registration Statement
(Form S-8, No. 2-72959), Post-Effective amendment No. 6 to the Registration
Statement (Form S-8, No. 2-64564), and Post-Effective amendment No. 13 to the
Registration Statement (Form S-8, No. 2-47910), of Phillips-Van Heusen
Corporation of our report dated May 16, 1995 relating to the unaudited
condensed consolidated interim financial statements of Phillips-Van Heusen
Corporation which are included in its Form 10-Q for the three month period
ended April 30, 1995.

Pursuant to Rule 436(c) of the Securities Act of 1933, our report is not a
part of the registration statements or post-effective amendments prepared or
certified by accountants within the meaning of Section 7 or 11 of the
Securities Act of 1933.



                                           ERNST & YOUNG LLP


New York, New York

















                                     -13-


<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
THE PHILLIPS-VAN HEUSEN CORPORATION FINANCIAL STATEMENTS INCLUDED IN
ITS 10-Q REPORT FOR THE QUARTER ENDED APRIL 30, 1995 AND IS QUALIFIED
IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          JAN-28-1996
<PERIOD-END>                               APR-30-1995
<CASH>                                          11,738
<SECURITIES>                                         0
<RECEIVABLES>                                   94,266
<ALLOWANCES>                                   (4,808)
<INVENTORY>                                    338,341
<CURRENT-ASSETS>                               460,765
<PP&E>                                         142,573<F1>
<DEPRECIATION>                                       0<F1>
<TOTAL-ASSETS>                                 751,063
<CURRENT-LIABILITIES>                          229,475
<BONDS>                                        194,681
<COMMON>                                        26,657
                                0
                                          0
<OTHER-SE>                                     243,817
<TOTAL-LIABILITY-AND-EQUITY>                   751,063
<SALES>                                        282,987
<TOTAL-REVENUES>                               282,987
<CGS>                                          185,584
<TOTAL-COSTS>                                  185,584
<OTHER-EXPENSES>                                97,756
<LOSS-PROVISION>                                     0<F2>
<INTEREST-EXPENSE>                               4,783
<INCOME-PRETAX>                                (5,135)
<INCOME-TAX>                                     1,775
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   (3,360)
<EPS-PRIMARY>                                   (0.13)
<EPS-DILUTED>                                   (0.13)
<FN>
<F1>Property, plant and equipment is presented net of accumulated
depreciation.
<F2>Provision for doubtful accounts is included in other costs and expenses.
</FN>
        

</TABLE>


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