GOTTSCHALKS INC
11-K, 1996-01-04
DEPARTMENT STORES
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               SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, D.C.  20549
                            _________

                            FORM 11-K


                          ANNUAL REPORT
                PURSUANT TO SECTION 15(d) OF THE
                 SECURITIES EXCHANGE ACT OF 1934




(Mark One):

X  ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
- -- EXCHANGE ACT OF 1934 [FEE REQUIRED].
   For the fiscal year ended January 31, 1995.

                               OR

   TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
- -- EXCHANGE ACT OF 1934 [NO FEE REQUIRED].
   For the transition period from ____________ to ______________.

   Commission file number 1-09100


     A.   Full title of the plan and the address of the plan, if
different from that of the issuer named below:

          Gottschalks Inc. Retirement Savings Plan

     B.   Name of issuer of the securities held pursuant to the
plan and the address of its principal executive office:

          Gottschalks Inc.
          7 River Park Place East
          Fresno, California 93729

<PAGE>

                      REQUIRED INFORMATION

     Gottschalks Inc. hereby files the financial statements
required by Form 11-K with respect to the Gottschalks Inc.
Retirement Savings Plan (the "Plan").  The financial statements 
for the Plan and the report of independent auditors are attached 
hereto as Exhibits and are incorporated in this Annual Report 
on Form 11-K by reference.


                           SIGNATURES

     The Plan.  Pursuant to the requirements of the Securities
Exchange Act of 1934, the Plan's administrative committee has
duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.

                    GOTTSCHALKS INC. RETIREMENT SAVINGS
                      PLAN

                    By:  INVESTMENT SAVINGS COMMITTEE
                         (Name of Plan Administrative Committee)


                         By:    /s/  Alan A. Weinstein
                              
                              Alan A. Weinstein
                              (Type Name of Person Signing)

                              Its: Secretary
                              

Date:  November 29, 1995

<PAGE>

                          EXHIBIT INDEX




   Exhibit
     No.                      Description
                                
     23     Consent of Deloitte & Touche LLP.

     99     Financial Statements and Schedules for the
            Gottschalks Inc. Retirement Savings Plan 
            for the year ended January 31, 1995 (with 
            Independent Auditors' Report thereon).

<PAGE>





                                                        Exhibit 23

Independent Auditors' Consent



We consent to the incorporation by reference in the Registration
Statement of Gottschalks Inc. on Form S-8, dated January 4, 1996, 
pertaining to the Gottschalks Inc. Retirement Savings Plan and Trust
of our report dated September 25, 1995, appearing in this Annual Report 
on Form 11-K of Gottschalks Inc. Retirement Savings Plan and Trust 
for the year ended January 31, 1995.


/s/ Deloitte & Touche LLP
DELOITTE & TOUCHE LLP
Fresno, California
January 4, 1996

<PAGE>


                                                         Exhibit 99












GOTTSCHALKS INC. RETIREMENT 
SAVINGS PLAN AND TRUST     

Financial Statements as of and for the 
Years Ended January 31, 1995 and 1994, 
Supplemental Schedules as of and for the 
Year Ended January 31, 1995 and 
Independent Auditors' Report

<PAGE>

GOTTSCHALKS INC. RETIREMENT SAVINGS PLAN AND TRUST

TABLE OF CONTENTS                                                 
    
                                                            Page

INDEPENDENT AUDITORS' REPORT                                  1

FINANCIAL STATEMENTS AS OF AND FOR THE YEARS 
  ENDED JANUARY 31, 1995 AND 1994: 

     Statements of Net Assets Available for
       Benefits                                               2

     Statements of Changes in Net Amounts Available for
       Benefits with Fund Information                         3-4

     Notes to Financial Statements                            5-9

SUPPLEMENTAL SCHEDULES AS OF AND FOR THE YEAR
  ENDED JANUARY 31, 1995:

Schedule I:
     Item 27a - Schedule of Assets Held for Investment
           Purposes                                           10

Schedule II:
     Item 27d - Schedule of Reportable (5%) Transactions      11


Supplemental schedules not listed above have been omitted because
of the absence of conditions under which they are required.

<PAGE>

DELOITTE &
 TOUCHE LLP (letterhead)


INDEPENDENT AUDITORS' REPORT


Board of Directors and Plan Participants of
Gottschalks Inc. Retirement Savings Plan and Trust
Fresno, California


We have audited the accompanying statements of net assets
available for benefits of Gottschalks Inc. Retirement Savings
Plan and Trust as of January 31, 1995 and 1994, and the related
statement of changes in net assets available for benefits for the
years then ended.  These financial statements are the
responsibility of the Plan's management.  Our responsibility is
to express an opinion on these financial statements based on our
audits.

We conducted our audits in accordance with generally accepted
auditing standards.  Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement.  An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An
audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation.  We believe that
our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements present fairly, in all
material respects, the net assets available for benefits of the
Plan as of January 31, 1995 and 1994, and the changes in net
assets available for benefits for the years then ended in
conformity with generally accepted accounting principles.

Our audits were conducted for the purpose of forming an opinion
on the basic financial statements taken as a whole.  The
supplemental information by fund and the supplemental schedules
are presented for the purpose of additional analysis of the basic
financial statements rather than to present information regarding
the net assets available for benefits and changes in net assets
available for benefits of the individual funds, and is not a
required part of the basic financial statements.  This
supplemental information is the responsibility of the Plan's
management.  Such supplemental information by fund and
supplemental schedules have been subjected to the auditing
procedures applied in our audit of the basic financial statements
and, in our opinion, are fairly stated in all material respects
when considered in relation to the basic financial statements taken
as a whole.


/s/ Deloitte & Touche LLP
September 25, 1995

<PAGE>

GOTTSCHALKS INC. RETIREMENT SAVINGS PLAN AND TRUST

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS                   
           


                                                      January 31,
                                                  1995         1994     

ASSETS

INVESTMENTS AT FAIR VALUE (Note 3):
 Wells Fargo Bank Investment Funds
   for Retirement Plans:
     Gottschalks Inc. Common Stock Fund*       $2,816,468  $3,075,469
     Asset Allocation Fund*                     1,841,907   1,648,196
     Income Accumulation Fund*                  1,127,834     936,041
     S&P 500 Stock Fund*                          610,782     524,755
     Growth Stock Fund                            182,391     118,459
     S&P MidCap Stock Fund                        174,440     162,003
     Loans to participants*                       609,030     441,989
                                               ----------   ---------
       Total investments                        7,362,852   6,906,912

RECEIVABLES:
 Employer Contributions                           243,591     225,257
 Participants' Contributions                       25,601      23,098
                                                ---------   ---------
                                                  269,192     248,355

CASH                                               29,820      17,133
                                                ---------   ---------
                                                7,661,864   7,172,400
                                                ---------   ---------

LIABILITIES

PAYABLE TO PARTICIPANTS (Note 4)                    1,890      46,833
                                                ---------   ---------
NET ASSETS AVAILABLE FOR BENEFITS              $7,659,974  $7,125,567
                                                =========   =========


*    Represents individual investments in excess of 5% of net
     assets available for benefits at the beginning of the Plan
     years ended January 31, 1995 and 1994.


See notes to financial statements.

<PAGE>

<TABLE>

GOTTSCHALKS INC. RETIREMENT SAVINGS PLAN AND TRUST

STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED JANUARY 31, 1995


<CAPTION>


                                                         SUPPLEMENTAL INFORMATION BY FUND

                                              NON-
                                          PARTICIPANT
                                            DIRECTED                     PARTICIPANT DIRECTED

                                          GOTTSCHALKS  GOTTSCHALKS
                                              INC.         INC.                 INCOME       S&P
                                             COMMON       COMMON     ASSET       ACCUM-      500       GROWTH
                                              STOCK        STOCK   ALLOCATION   ULATION      STOCK      STOCK
                                              FUND         FUND       FUND       FUND        FUND       FUND

<S>                                       <C>          <C>          <C>          <C>         <C>         <C>
ADDITIONS TO PLAN ASSETS
  ATTRIBUTED TO:
Investment income (loss):
  Net appreciation (depreciation) in
    fair value of investments              ($236,924)    ($242,986)   ($42,837)                 $4,044    ($2,419)
  Interest Income                                                                   $40,134
                                          -----------------------------------------------------------------------
                                           ( 236,924)    (242,986)     (42,837)      40,134      4,044     (2,419)
Contributions:
  Employer                                   217,434
  Participants                                            308,257      456,834      300,422    151,593     53,160
                                          -----------------------------------------------------------------------
                                             217,434      308,257      456,834      300,422    151,593     53,160
                                          -----------------------------------------------------------------------
Total additions (deductions)                 (19,490)      65,271      413,997      340,556    155,637     50,741
                                          -----------------------------------------------------------------------

DEDUCTIONS FROM NET ASSETS
  ATTRIBUTED TO:
  Benefits paid to participants             (165,952)    (133,642)    (106,057)    (117,360)   (25,401)   (12,933)
  Administrative expenses                       (116)      (2,480)      (3,034)     ( 2,042)      (696)       (64)
                                          -----------------------------------------------------------------------
  Total deductions                          (166,068)    (136,122)    (109,091)    (119,402)   (26,097)   (12,997)
                                          -----------------------------------------------------------------------

NET INCREASE (DECREASE) PRIOR
TO INTERFUND TRANSFERS                      (185,558)     (70,851)     304,906      221,154    129,540     37,744

INTERFUND TRANSFERS                          (11,275)       8,683     (111,195)     (29,361)   (43,513)   (26,188)
                                          -----------------------------------------------------------------------
NET INCREASE (DECREASE)                     (196,833)     (62,168)     193,711      191,793     86,027     63,932

NET ASSETS AVAILABLE FOR BENEFITS:
BEGINNING OF YEAR                          1,557,143    1,518,326    1,648,196      936,041    524,755    118,459
                                          -----------------------------------------------------------------------
END OF YEAR                               $1,360,310   $1,456,158   $1,841,907   $1,127,834   $610,782   $182,391
                                          =======================================================================

</TABLE>

<PAGE>


<TABLE>

<CAPTION>

                                                        SUPPLEMENTAL INFORMATION BY FUND

                                          S&P
                                          MIDCAP           LOANS
                                          STOCK              TO
                                          FUND           PARTICIPANTS    CASH          OTHER         TOTAL
<S>                                       <C>            <C>             <C>           <C>           <C>
ADDITIONS TO PLAN ASSETS
  ATTRIBUTED TO:
Investment income (loss):
  Net appreciation (depreciation) in
    fair value of investments              ($9,294)                                                   ($530,416)
  Interest Income                                         $45,510         $1,032                         86,676
                                          -------------------------------------                    ------------
                                            (9,294)        45,510          1,032                      ( 443,740)
Contributions:
  Employer                                                                             $ 18,334         235,768
  Participants                              55,408                           360         47,446       1,373,480
                                          ---------------------------------------------------------------------
                                            55,408                           360         65,780       1,609,248
                                          ---------------------------------------------------------------------
Total additions (deductions)                46,114         45,510          1,392         65,780       1,165,508
                                          ---------------------------------------------------------------------

DEDUCTIONS FROM NET ASSETS
  ATTRIBUTED TO:
  Benefits paid to participants             (6,999)       (46,324)        (5,210)                      (619,878)
  Administrative expenses                     (151)                       (2,640)                      ( 11,223)
                                          ---------------------------------------------------------------------
  Total deductions                          (7,150)       (46,324)        (7,850)                      (631,101)
                                          ---------------------------------------------------------------------

NET INCREASE (DECREASE) PRIOR
  TO INTERFUND TRANSFERS                    38,964           (814)        (6,458)        65,780         534,407

INTERFUND TRANSFERS                        (26,527)       167,855         19,145                              0
                                          ---------------------------------------------------------------------
NET INCREASE (DECREASE)                     12,437        167,041         12,687         65,780         534,407

NET ASSETS AVAILABLE FOR BENEFITS:
BEGINNING OF YEAR                          162,003        441,989         17,133        201,522       7,125,567
                                          ---------------------------------------------------------------------
END OF YEAR                               $174,440       $609,030        $29,820       $267,302      $7,659,974

                                          =====================================================================

See notes to financial statements.
</TABLE>

<PAGE>

<TABLE>

GOTTSCHALKS INC. RETIREMENT SAVINGS PLAN AND TRUST

STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED JANUARY 31, 1994

<CAPTION>


                                                       SUPPLEMENTAL INFORMATION BY FUND
                      
                                              NON.
                                            PARTICIPANT
                                             DIRECTED         PARTICIPANT DIRECTED


                                          GOTTSCHALKS  GOTTSCHALKS
                                              INC.        INC.                  INCOME       S&P      
                                             COMMON     COMMON       ASSET      ACCUM-       500      GROWTH
                                              STOCK      STOCK     ALLOCATION   ULATION      STOCK    STOCK
                                              FUND       FUND         FUND      FUND         FUND     FUND


<S>                                       <C>          <C>         <C>          <C>          <C>       <C>
ADDITIONS TO PLAN ASSETS
  ATTRIBUTED TO:
Investment income (loss):
  Net appreciation (depreciation) in
    fair value of investments              ($200,316)   ($214,520)  $215,627                  $55,929   $15,089
  Interest Income                                                                 $38,623
                                           ----------------------------------------------------------------------

                                           ( 200,316)   ( 214,520)   215,627       38,623      55,929   $15,089
Contributions:
  Employer                                  $511,564
  Participants                                            289,960    429,148      309,185     152,907    35,049
                                           ----------------------------------------------------------------------

                                             511,564      289,960    429,148      309,185     152,907    35,049
                                           ----------------------------------------------------------------------

Total additions(deductions)                  311,248       75,440    644,775      347,808    208,836    50,138
                                           ----------------------------------------------------------------------


DEDUCTIONS FROM NET ASSETS
  ATTRIBUTED TO:
  Benefits paid to participants             (206,554)    (178,363)  (130,573)    (186,487)   (74,759)  (14,309)
  Administrative expenses                        (95)      (2,361)    (2,508)     ( 1,715)     ( 620)     ( 54)
                                          -----------------------------------------------------------------------

  Total deductions                          (206,649)    (180,724)  (133,081)    (188,202)   (75,379)  (14,363)
                                          -----------------------------------------------------------------------

NET INCREASE (DECREASE) PRIOR
TO INTERFUND TRANSFERS                       104,599     (105,284)   511,694      159,606    133,457    35,775

INTERFUND TRANSFERS                                      (205,400)    (3,530)      19,113     14,657     9,201
                                          -----------------------------------------------------------------------
NET INCREASE (DECREASE)                      104,599     (310,684)   508,164      178,719    148,114    44,976

NET ASSETS AVAILABLE FOR BENEFITS:
BEGINNING OF YEAR                          1,452,544    1,829,010  1,140,032      757,322    376,640    73,483
                                          -----------------------------------------------------------------------
END OF YEAR                               $1,557,143   $1,518,326 $1,648,196     $936,241   $524,754  $118,459
                                          =======================================================================

</TABLE>


<PAGE>

<TABLE>

<CAPTION>

                                                        SUPPLEMENTAL INFORMATION BY FUND

                                          S&P
                                          MIDCAP       LOANS
                                          STOCK        TO
                                          FUND         PARTICIPANTS       CASH         OTHER         TOTAL
<S>                                       <C>          <C>                <C>          <C>           <C>
ADDITIONS TO PLAN ASSETS
  ATTRIBUTED TO:
Investment income (loss):
  Net appreciation (depreciation) in
    fair value of investments             $ 17,131                                                    ($111,060)
  Interest Income                                       $35,222              $238                        74,083
                                          ----------------------------------------------------------------------
                                            17,131       35,222               238                       (36,977)
Contributions:
  Employer                                                                             ($299,595)       211,969
  Participants                              42,706                         (2,375)        45,574      1,302,154
                                          ----------------------------------------------------------------------
                                            42,706                         (2,375)     ( 254,021)     1,514,123
                                          ----------------------------------------------------------------------
Total additions (deductions)                59,837       35,222            (2,137)     ( 254,021)     1,477,146
                                          ----------------------------------------------------------------------

DEDUCTIONS FROM NET ASSETS
  ATTRIBUTED TO:
  Benefits paid to participants           ( 18,130)     (45,262)          (25,633)                     (880,070)
  Administrative expenses                     (133)                       ( 2,285)                      ( 9,771)
                                          ----------------------------------------------------------------------
  Total deductions                        ( 18,263)     (45,262)          (27,918)                     (889,841)
                                          ----------------------------------------------------------------------

NET INCREASE (DECREASE) PRIOR
  TO INTERFUND TRANSFERS                    41,574      (10,040)          (30,055)     ( 254,021)       587,305

INTERFUND TRANSFERS                         70,529       53,449            41,982             (1)             0
                                          ----------------------------------------------------------------------
NET INCREASE (DECREASE)                    112,103       43,409            11,927      ( 254,022)       587,305

NET ASSETS AVAILABLE FOR BENEFITS:
BEGINNING OF YEAR                           49,900      398,580             5,207        455,544      6,538,262
                                          ----------------------------------------------------------------------
END OF YEAR                               $162,003     $441,989           $17,134       $201,522     $7,125,567
                                          ======================================================================


See notes to financial statements.
</TABLE>

<PAGE>

GOTTSCHALKS INC. RETIREMENT SAVINGS PLAN AND TRUST

NOTES TO FINANCIAL STATEMENTS
YEARS ENDED JANUARY 31, 1995 AND 1994                             
             
1.   DESCRIPTION OF THE PLAN
     
     The following description of Gottschalks Inc. Retirement
     Savings Plan and Trust (the "Plan") is included for
     informational purposes only.  Participants should refer to
     the Plan document for a more complete description of the
     Plan's provisions.

     a.   General - The Plan is a defined contribution profit
          sharing plan designed to cover all employees of
          Gottschalks Inc. ("the Company"), who have completed at
          least one year of employment with not less than 1,000
          hours of service, are age twenty-one or older and are
          not covered by a collective bargaining agreement. The
          Plan is subject to the provisions of the Employee
          Retirement Income Security Act of 1974 (ERISA). 

     b.   Contributions - Each year participants may contribute
          up to 10% of their annual eligible compensation to the
          Plan.  Such contributions are limited to a maximum of
          $9,240 and $8,994 for the years ended January 31, 1995
          and 1994, respectively, as prescribed by the Internal
          Revenue Code.  Participants may also contribute amounts
          representing distributions from other qualified defined
          benefit or defined contribution plans.  The Board of
          Directors of the Company may elect to make an annual
          discretionary contribution to the Plan of up to 2% of
          each participant's annual eligible compensation, not to
          exceed each participant's contribution amount. The
          Company's contributions may be made in the form of cash
          or common stock of the Company. For the years ended
          January 31, 1995 and 1994, the Company contributed
          $235,768 and $211,969, respectively, to the Plan in the
          form of common stock of the Company, representing 2% of
          eligible compensation for one half of each of the years
          ended January 31, 1995 and 1994. 

     c.   Participant Accounts - Each participant's account is
          credited with the participant's contribution and
          allocations of (a) the Company's contribution and (b)
          Plan earnings, and is charged with an allocation of
          administrative expenses.  Allocations are based on
          participant earnings or account balances, as defined.
          Forfeited balances of terminated participants'
          nonvested accounts are used to reduce future Company
          contributions to the Plan.  All participants have a
          proportionate undivided interest in the Plan's net
          assets.  The benefit to which a participant is entitled
          is the benefit that can be provided from the
          participant's vested account.

     d.   Loans to Participants - The Plan allows participants,
          subject to certain rules, to borrow up to 50% of the
          vested portion of their account balance, up to a
          maximum of $50,000.  Amounts borrowed are generally
          repaid through automatic payroll deductions over a time
          period not to exceed five years, except for loans for
          the purchase of a primary residence which may be repaid
          over a period of fifteen years.  The collection of
          principal and interest on loans to participants is
          administered by the trust department of Wells Fargo
          Bank, the Plan's Trustee.  The loans are secured by the
          balance in the participant's account and bear interest
          at a fixed rate determined upon funding the loan equal
          to the treasury rate plus 2%.  Interest rates on
          outstanding participant loans currently range from 5.4%
          to 10.5%. 

     e.   Vesting - Participants are immediately vested in their
          voluntary contributions to the Plan, plus actual
          earnings thereon.  Vesting in the employer contribution
          portion of their accounts plus actual earnings thereon
          is based on years of continuous service.  A participant
          is 100 percent vested after four years of continuous
          service, or if they leave the Company at or after age
          65, or because of disability or death.

          Vested amounts allocated to accounts of persons who
          have withdrawn from participation in the earnings and
          operations of the Plan were $217,000 at January 31,
          1995 and $286,000 at January 31, 1994.

     f.   Investment Options - Upon enrollment in the Plan, a
          participant may direct employee contributions among any
          six of the following Wells Fargo Bank Investment Funds
          for Retirement Plans. Participants may change the funds
          chosen on a quarterly basis.  Employer contributions to
          the Plan are non-participant directed and are held in
          the Gottschalks Inc. Common Stock Fund.

               Gottschalks Inc. Common Stock Fund - Funds are
               invested in common stock of Gottschalks Inc.

               Asset Allocation Fund - Funds are invested in
               common stocks, U.S. Treasury long bonds and money
               market instruments.

               Income Accumulation Fund - Funds are invested in a
               variety of fixed-income securities.

               S&P 500 Stock Fund - Funds are invested in common
               stocks comprising the S&P 500 Index.

               Growth Stock Fund - Funds are invested primarily
               in common stock of growth companies.

               S&P MidCap Stock Fund - Funds are invested in
               common stocks comprising the S&P MidCap 400 Index.

     g.   Payment of Benefits - On termination of service, death,
          permanent disability or normal retirement, the
          participant shall receive a lump-sum distribution equal
          to the vested value of the participant's account.
          Distributions of terminated participant account
          balances are made in the form of Company common stock,
          cash or a combination of both.  Payments are recorded
          when made.

     h.   Administrative Expenses - The funds are charged an
          annual management fee by the Trustee.  Such fees ranged
          from .28 to .75 of 1% of net assets available for
          benefits during each of the years ended January 31,
          1995 and 1994.
     
     i.   Plan Termination - Although it has not expressed any
          intent to do so, the Company has the right under the
          Plan to discontinue its contributions at any time and
          to terminate the Plan subject to the provisions of
          ERISA.  In the event of plan termination, participants
          will become 100 percent vested in their accounts.

2.   PLAN AMENDMENT

     Effective January 1, 1996, the Trustee of the Plan will be
     changed to the Charles Schwab Trust Company.  In connection
     with changing the Trustee of the Plan, certain provisions of
     the Plan have also been amended.  Such significant
     amendments include, but are not limited to, the following:

     a.   The Plan year-end will be changed from January 31 to
          December 31 of each year;

     b.   The maximum annual voluntary employee contribution rate
          has been increased from 10% to 15% of eligible
          compensation, subject to certain limitations prescribed
          by the Internal Revenue Service;

     c.   The various investment options available to
          participants has been changed to provide participants
          with options that more closely match investment risk
          with a participants lifestyle.  The six investment
          options that will be available to participants include
          the following: (1) the Money Market Fund (no risk); (2)
          the Lifestyle Defensive Portfolio (low level of risk);
          (3) the Lifestyle Conservative Portfolio (conservative
          level of risk); (4) the Lifestyle Moderate Portfolio
          (moderate level of risk); (5) the Lifestyle Aggressive
          Portfolio (aggressive level of risk) and (6) the
          Gottschalks Inc. Common Stock Fund (the common stock of
          the Company).

     d.   The minimum loan amount that participants may borrow
          against the vested portion of their account balances
          has been increased to $500.

3.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     The significant accounting policies of the Plan are as
     follows:

     a.   Basis of Accounting - The financial statements of the
          Plan are prepared in accordance with generally accepted
          accounting principles using the accrual basis of
          accounting. 

     b.   Investments - Investments of the Plan at January 31,
          1995 and 1994, are held and managed by the Plan's
          Trustee and are combined in collective investment funds
          with investments of unrelated plans.

          Investments other than loans to participants are stated
          at fair value as determined by the Plan's Trustee based
          on quoted market prices. Loans to participants are stated
          at cost which approximates their fair value.  Investment
          transactions are recorded as of the trade date. The cost
          of investments sold is computed on an average cost basis.

     c.   Administrative Expenses - Certain administrative
          functions of the Plan are performed by officers or
          employees of the Company. No officer or employee receives
          compensation from the Plan for such functions performed. 
          In addition, certain administrative expenses of the Plan,
          including trustee fees, are paid directly by the Company.

4.   TAX STATUS

     On September 28, 1995, the Internal Revenue Service determined
     that the Plan is qualified under Sections 401(a) and 501(a) of
     the Internal Revenue Code and that the trust established under
     the Plan is tax-exempt.  Accordingly, no provision for taxes
     has been made in the accompanying financial statements.

     During the years ended January 31, 1995 and 1994, certain 
     employees of the Company that participate in the Plan made
     elective contributions to the Plan in excess of annual
     limitations prescribed by the Internal Revenue Code. Excess
     contributions made by these participants, totalling $1,890 and
     $46,833 in January 31, 1995 and 1994, are reflected as
     refundable contributions payable to participants in the
     accompanying statements of net assets available for benefits.
     The Plan refunded such excess contributions made for those
     plan years to the respective participants within the
     prescribed time period.

5.   RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500

     The following is a reconciliation of net assets available for
     benefits per the financial statements to the Form 5500:

                                                January 31
                                             1995         1994
     
     Net assets available for
       benefits per the 
       financial statements              $7,659,974   $7,125,567

     Amounts allocated to 
       withdrawing participants            (217,000)    (286,000)
                                          ---------    ----------
     Net assets available for
       benefits per the Form 5500        $7,442,974   $6,839,567
                                         ==========   ==========

     The following is a reconciliation of benefits paid to
     participants per the financial statements to the Form 5500:


                                                 Year Ended
                                                 January 31,
                                                    1995    
     Benefits paid to participants
       per the financial statements               $619,878

     Add: Amounts allocated to 
       withdrawing participants                   
       at January 31, 1995                         217,000

     Less: Amounts allocated to
       withdrawing participants
       at January 31, 1994                        (286,000)
                                                   -------
     Benefits paid to participants
       per the Form 5500                          $550,878
                                                   =======

     Amounts allocated to withdrawing participants are recorded on
     the Form 5500 for benefit claims that have been processed and
     approved for payment prior to January 31, 1995 but not yet
     paid as of that date.

                             ******

<PAGE>

GOTTSCHALKS INC. RETIREMENT SAVINGS PLAN AND TRUST - SCHEDULE I   
     

ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
JANUARY 31, 1995                                                  
     

                                                                  
                    Description                                    Fair
Identity of Issue   Of Investment         Units          Cost      Value

Wells Fargo Bank    Gottschalks Inc.    556,614.27   $3,333,442  $2,816,468
 Investment Funds    Common Stock Fund
 for Retirement
 Plans

Wells Fargo Bank    Asset Allocation    120,622.58    1,866,910   1,841,907
 Investment Funds     Fund
 for Retirement
 Plans


Wells Fargo Bank    Income Accumulation  96,292.36    1,127,834   1,127,834
 Investment Funds     Fund
 for Retirement
 Plans


Wells Fargo Bank    S&P 500 Stock Fund   36,205.20      603,154     610,782
 Investment Funds
 for Retirement
 Plans

 Wells Fargo Bank   Growth Stock Fund    14,673.44      182,796     182,391
 Investment Funds
 for Retirement
 Plans

Wells Fargo Bank    S&P MidCap Stock     14,783.08      180,831     174,440
 Investment Funds     Fund 
 for Retirement
 Plans

Loans to            Interest at rates                   609,030     609,030 
Participants        ranging from 5.4% to              ---------   ---------
                    10.5%                            $7,903,997  $7,362,852

<PAGE>

GOTTSCHALKS INC. RETIREMENT SAVINGS PLAN AND TRUST - SCHEDULE II  
      

ITEM 27D - SCHEDULE OF REPORTABLE (5%) TRANSACTIONS 
YEAR ENDED JANUARY 31, 1995

CATEGORY (iii) - Series of Transactions when aggregated involving
an amount in excess of 5 Percent of the Current Value of Plan
Assets


 Identity of
Party Involved                          Purchase/
& Description              Number of     Selling              Net Gain
of Assets (Units)         Transactions    Price     Cost      (Loss)

Purchases of Wells Fargo
  Bank Investment Funds
  for Retirement Plans:
    Gottschalks Inc. 
      Common Stock Fund        67       $664,772
    Asset Allocation Fund      69        564,314
    Income Accumulation Fund   60        360,272

Sales of Wells Fargo
  Bank Investment Funds
  for Retirement Plans:
    Gottschalks Inc. 
      Common Stock Fund       130       $443,864    $549,870  $(106,006)


There were no Category (i), (ii) or (iv) reportable transactions
during the year ended January 31, 1995.  Commissions and fees for
purchases and sales of investments are included in the cost of the
investment or the proceeds from the sale and are not separately
identified.


                            ********



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