UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT [NO FEE REQUIRED]
For the fiscal year ended December 31, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF
THE SECURITIES EXCHANGE ACT [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 93720
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 accountants 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
thereunto duly authorized.
GOTTSCHALKS INC.
RETIREMENT SAVINGS PLAN
By: INVESTMENT SAVINGS COMMITTEE
(Name of Plan Administrative Committee)
By: /s/ Alan A. Weinstein
Alan A. Weinstein
Its: Secretary
Date: June 27, 1997
GOTTSCHALKS INC.
RETIREMENT SAVINGS PLAN
FINANCIAL STATEMENTS
DECEMBER 31, 1996 AND
ELEVEN MONTH PERIOD ENDED DECEMBER 31, 1995
GOTTSCHALKS INC.
RETIREMENT SAVINGS PLAN
Financial Statements and
Supplemental Schedules
Year ended December 31, 1996 and
Eleven month period ended December 31, 1995
Table of Contents
Independent Accountants' Report 6
Financial Statements:
Statements of Net Assets Available for
Plan Benefits 7
Statements of Changes in Net Assets
Available for Plan Benefits,
With Fund Information 8-9
Notes to Financial Statements 10
Supplemental Schedules as of and for
the year ended December 31, 1996 16
Schedule of Assets Held for Investment
Purposes
Schedule of Assets Held for Investment
Purpose Which Were Both Acquired and
Disposed of Within the Plan Year
Schedule of Reportable Transactions
To the Participants and
Plan Administrator of the
Gottschalks Inc. Retirement Savings Plan
INDEPENDENT ACCOUNTANTS' REPORT
We were engaged to audit the financial statements and
supplemental schedules of the Gottschalks Inc.
Retirement Savings Plan (the Plan) as of December 31,
1996, and for the year then ended, as listed in the
accompanying table of contents. 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
audit. Other auditors were engaged to audit the
financial statements and supplemental schedules of the
Plan as of and for the eleven month period ended
December 31, 1995 and in their report dated June 17,
1996, they expressed an unqualified opinion on those
statements.
We conducted our audit 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 the Plan's management, as well as evaluating
the overall financial statement presentation. We
believe that our audit provides a reasonable basis for
our opinion.
In our opinion, the financial statements referred to
above present fairly, in all material respects, the net
assets available for plan benefits of the Plan as of
December 31, 1996, and the changes in net assets
available for plan benefits for the year then ended in
conformity with generally accepted accounting
principles.
Our audit was conducted for the purpose of
forming an opinion on the basic financial statements
taken as a whole. The supplemental schedules as listed
in the accompanying table of contents are presented for
the purpose of additional analysis and are not a
required part of the basic financial statements but are
supplementary information required by the Department of
Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income
Security Act of 1974. The fund information in the
statement of changes in net assets available for plan
benefits is presented for the purpose of additional
analysis rather than to present the changes in net
assets available for plan benefits for each fund. The
supplemental schedules and fund information have been
subjected to the auditing procedures applied in the
audits of the basic financial statements and, in our
opinion, are fairly stated in all material respects in
relation to the basic financial statements taken as a
whole.
\s\ MOHLER, NIXON & WILLIAMS
MOHLER, NIXON & WILLIAMS
Accountancy Corporation
GOTTSCHALKS INC.
RETIREMENT SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
<TABLE>
<CAPTION>
DECEMBER 31,
1996 1995
Investments, at fair
<S> <C> <C>
value $10,133,993 $8,331,701
Assets held for
investment
purposes 10,133,933 8,331,701
Cash 70
Employer's contribution
receivable 277,859 424,792
Participants' contributions
receivable 39,566
Total assets 10,411,852 8,796,129
Excess contributions
refundable 17,789
Net available for
plan benefits $10,411,852 $8,778,340
</TABLE>
See independent accountants' report and
accompanying notes to financial statements.
<TABLE>
<CAPTION>
GOTTSCHALKS INC.
RETIREMENT SAVINGS PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
For the year ended December 31, 1996 and the eleven month period ended
December 31, 1995
S&P
Asset Income S&P 500 Growth Midcap
Allocation Accumulation Stock Stock Stock
Fund Fund Fund Fund Fund
Net assets available for
plan benefits at
<S> <C> <C> <C> <C> <C>
January 31, 1995 $1,841,907 $1,127,834 $610,782 $182,391 $174,440
Employer's contribution
Participants' contributions/
rollovers 436,754 320,824 162,416 87,664 71,633
Withdrawals/distributions (165,840) (179,357) (91,011) (9,752) (9,117)
Dividends and interest 72,902
Net appreciation
(depreciation) in fair
value of investments 505,284 210,405 77,391 55,737
Administrative fees (4,109) (2,712) (1,118) (183) (258)
Transfers in (out) (12,657) 25,236 (10,071) 46,869 8,557
Increase (decrease) in
net assets 759,432 236,893 270,621 201,989 126,552
Net assets available for
plan benefits at
December 31, 1995 2,601,339 1,364,727 881,403 384,380 300,992
Employer's contribution
Participants' contributions/
rollovers
Withdrawals/distributions
Dividends and interest
Net appreciation
(depreciation) in fair
value of investments
Administrative fees
Transfers in (out) (2,601,339) (1,364,727) (881,403) (384,380) (300,992)
Increase (decrease)
in net assets (2,601,339) (1,364,727) (881,403) (384,380) (300,992)
Net assets available
for plan benefits at
December 31, 1996 $ --- $ --- $ --- $ --- $ ---
Schwab
Value Defensive Conservative
Advantage Lifestyle Lifestyle
Fund Fund Fund Subtotal
Net assets available for
plan benefits at
<S> <C>
January 31, 1995 $3,937,354
Employer's contribution
Participants' contributions/
rollovers 1,079,291
Withdrawals/distributions (455,077)
Dividends and interest 72,902
Net appreciation
(depreciation) in fair
value of investments 848,817
Administrative fees (8,380)
Transfers in (out) 57,934
Increase (decrease) in
net assets 1,595,487
Net assets available for
plan benefits at
December 31, 1995 5,532,841
Employer's contribution
Participants' contributions/
<C> <C> <C>
rollovers $219,045 $148,317 $257,411 624,773
Withdrawals/distributions (216,328) (22,500) (83,196) (322,024)
Dividends and interest 107,528 27,395 44,230 179,153
Net appreciation
(depreciation) in fair
value of investments 7,140 23,454 30,594
Administrative fees (4,687) (2,941) (5,202) (12,830)
Transfers in (out) 739,192 435,364 710,243 (3,648,042)
Increase (decrease)
in net assets 844,750 592,775 946,940 (3,148,376)
Net assets available
for plan benefits at
December 31, 1996 $844,750 $592,775 $946,940 $2,384,465
</TABLE>
See independent accountant's report and accompanying notes to financial
statements.
<TABLE>
<CAPTION>
GOTTSCHALKS INC.
RETIREMENT SAVINGS PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
For the year ended December 31, 1996 and the eleven month period ended
December 31, 1995
Non-
Participant
Directed
Gottschalks Gottschalks
Inc. Inc.
Moderate Aggressive Common Common
Lifestyle Lifestyle Stock Stock
Subtotal Fund Fund Fund Fund
Net assets available
for plan benefits
at
<S> <C> <C> <C>
January 31, 1995 $3,937,354 $1,456,158 $1,360,310
Employer's
contribution 424,792
Participants'
contributions/
rollovers 1,079,291 267,508
Withdrawals/
distributions (455,077) (126,307) (121,353)
Dividends and
interest 72,902
Net appreciation
(depreciation) in
fair value of
investments 848,817 (443,341) (381,908)
Administrative
fees (8,380) (1,352) (1,299)
Transfers in (out) 57,934 (72,752) (210,900)
Increase (decrease) in
net assets 1,595,487 (376,244) (290,668)
Net assets available for
plan benefits at
December 31, 1995 5,532,841 1,079,914 1,069,642
Employer's
contribution --- 424,792
Participants'
contributions/
<C> <C>
rollovers 624,773 $505,011 $599,164 145,992
Withdrawals/
distributions (322,024) (191,269) (145,033)(148,004) (158,092)
Dividends and
interest 179,153 101,862 117,183 1,665 1,665
Net appreciation
(depreciation) in fair
value of investments 30,594 72,840 115,478 (54,140) (83,188)
Administrative fees (12,830) (10,607) (11,718) (212) (211)
Transfers in (out) (3,648,042) 1,605,773 1,866,911 184,345 (835)
Increase (decrease)
in net assets (3,148,376) 2,083,610 2,541,985 129,646 184,131
Net assets available
for plan benefits at
December 31, 1996 2,384,465 2,083,610 2,541,985 1,209,560 1,253,773
Participant
Cash Other Loans Total
Net assets available for
plan benefits at
<C> <C> <C> <C>
January 31, 1995 $29,820 $267,302 $ 609,030 $7,659,974
Employer's contribution (37,079) 387,713
Participants' contributions/
rollovers 794 (1,933) 1,345,660
Withdrawals/distributions (14,545) (34,693) (751,975)
Dividends and interest 1,635 50,118 124,655
Net appreciation
(depreciation) in fair
value of investments 23,568
Administrative fees (224) (11,255)
Transfers in (out) 19,669 181,200 24,849 ---
Increase (decrease) in
net assets (29,750) 179,267 40,274 1,118,366
Net assets available for
plan benefits at
December 31, 1995 70 446,569 649,304 8,778,340
Employer's contribution (146,933) 277,859
Participants' contributions/
rollovers (21,777) 1,853,163
Withdrawals/distributions (41,473) (1,005,895)
Dividends and interest 9,222 51,629 462,379
Net appreciation
(depreciation) in fair
value of investments 81,584
Administrative fees (35,578)
Transfers in (out) (9,292) 1,140 ---
Increase (decrease)
in net assets (70) (168,710) 11,296 1,633,512
Net assets available
for plan benefits at
December 31, 1996 --- $277,859 $660,600 $10,411,852
</TABLE>
See independent accountant's report and accompanying notes to
financial statements.
GOTTSCHALKS INC.
RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 1996 and 1995
Note 1 - The Plan and its significant accounting
policies:
The following description of the Gottschalks Inc. (the
Company) Retirement Savings Plan (the Plan) provides
only general information. Participants should refer to
the Plan agreement for a more complete description of
the Plan's provisions. Effective February 1995, the
Plan's year end was changed from the
Company's fiscal year which is the Saturday nearest
January 31 of each year to December 31.
The Plan is a defined contribution plan that was
established in 1986 by the Company to provide benefits
to eligible employees. The Plan covers all full-time
employees of the Company who have a minimum of one year
of service with not less than 1,000 hours of service,
are age 21 or older and not otherwise covered by a
collective bargaining agreement, a nonresident alien or
a leased employee.
Effective January 1, 1996, the Plan document was
amended and restated in its entirety.
The Plan administrator believes that the Plan is
currently designed and being operated in compliance
with the applicable requirements of the Internal
Revenue Code and the provisions of the Employee
Retirement Income Security Act of 1974 (ERISA).
Administration -
The Company has appointed an Administrative
Committee (the Committee) to control the operation and
administration of the Plan. A third-party
administrator, appointed by the Committee, processes
and maintains the records of participant data.
Effective January 1, 1996, the Company contracted with
The Charles Schwab Trust Company (Charles Schwab) to
act as the trustee. Prior to January 1, 1996, the
Company contracted with Wells Fargo Bank to act as the
custodian and a group of designated officers of the
Company acted as the trustee. All significant expenses
incurred for administering the Plan are paid by the
Company, except for loan fees and an annual management
trustee fee ranging from 0.10% to 0.16% of Plan assets
which are paid by the Plan. <PAGE>
Investments -
During 1996 and 1995, investments of the Plan
were held by Charles Schwab and Wells Fargo Bank,
respectively, and invested based solely upon
instructions received from participants for participant
directed funds. As of December 31, 1996 and 1995,
participants may direct their employee contributions
among any six of the following investments options. No
assurance of actual fund performance can be given.
Employer contributions to the Plan are non-participant
directed and invested in the Gottschalks Inc. Common
Stock Fund.
Fund options available to Plan participants
during the year ended December 31, 1996 were as
follows:
Schwab Value Advantage Fund - Funds were
invested in a money market account.
Lifestyle Funds - Funds were invested in DFA
One-Year Fixed Income Portfolio, DFA U.S. Large Cap
Value Fund, DFA 9-10 U.S. Small Company Fund, DFA
International Value Portfolio and International Small
Cap Value Portfolio. The allocation of
investments within each of the portfolios varies among
the Lifestyle Funds to provide for different levels
of
risk.
Gottschalks Inc. Common Stock Fund - Funds were
invested in common stock of Gottschalks Inc.
Fund options available to Plan participants
during the eleven month period ended December 31, 1995
were as follows:
Gottschalks Inc. Common Stock Fund - Funds were
invested in common stock of Gottschalks Inc.
Asset Allocation Fund - Funds were invested
in
common stocks, U.S. Treasury long-term bonds and money
market instruments.
Income Accumulation Fund - Funds were invested
in a variety of fixed-income securities.
S&P 500 Stock Fund - Funds were invested in
common stocks comprising the S&P 500 Index.
Growth Stock Fund - Funds were invested
primarily in common stock of growth companies.
S&P MidCap Stock Fund - Funds were invested
in
common stocks comprising the S&P MidCap 400 Index. The Plan's
investments are valued at fair value
as of the last day of the Plan year, as measured by
quoted market prices.
Cash and cash equivalents -
All highly liquid investments purchased with an
original maturity of three months or less (generally
money market funds) are considered to be cash
equivalents.
Vesting -
Participants are immediately vested in their
salary deferral and rollover contributions and related
earnings. A participant vests ratably and is fully
vested in the employer's matching contributions
allocated to their account after four years of credited
service or after age 65, or because of disability or
death.
Income taxes -
The Plan has been amended since receiving its
latest favorable determination letter dated September
28, 1995. However, the Plan administrator believes the
Plan continues to qualify under the applicable
requirements of the Internal Revenue Code and related
state statutes, and is exempt from federal income and
state franchise taxes.
Reconciliation to the Form 5500 -
The differences between the information reported in
the financial statements and the information reported
in the Form 5500 arise from the difference in
accounting for benefits payable under generally
accepted accounting principals and tax reporting
requirements.
Reclassifications -
Certain reclassifications were made in the 1995
financial statements to conform with the 1996
presentation.
Estimates -
The preparation of financial statements in
conformity with generally accepted accounting
principles requires management to make estimates and
assumptions that affect the reported amounts of assets
and liabilities at the date of the financial statements
and the reported amounts of income and expenses during
the reporting period. Actual results could differ from
those estimates.<PAGE>
Note 2 - Participation and benefits:
Employee contributions -
Participants may elect to have the Company
contribute a percentage, from 1% to 15% (up to 10% for
1995), of their pre-tax compensation up to the amount
allowable under current income tax regulations.
Participants who elect to have the Company contribute a
portion of their compensation to the Plan agree to
accept an equivalent reduction in taxable compensation.
Contributions withheld are invested in accordance with
the participant's direction and are allocated to funds
in whole percentage increments.
Participants are also allowed to make rollover
contributions of amounts received from other qualified
employer-sponsored retirement plans. Such
contributions are deposited in the appropriate
investment funds in accordance with the participant's
direction and the Plan's provisions.
Employer contributions -
The Company is allowed to make matching
contributions as defined in the Plan and as approved by
the Board of Directors. The Company's contributions
may be made in the form of cash or common stock of the
Company. For 1996, the Company matched 100% of each
participant's contribution up to a maximum of 1% of the
participant's compensation. For 1995, the Company
matched 100% of each participant's contributions up to
a maximum of 2% of the participant's compensation. The
Company's actual contribution is reduced by available
forfeitures, if any, during the Plan year. To be
eligible for the matching contribution, the participant
must have at least 1,000 hours of service during the
Plan year and be employed by the Company on the last
day of the Plan year except in the case of death,
disability or retirement. During 1996 and 1995, the
Company made matching contributions of $277,859 which
includes forfeitures of $3,505 and $424,792 which
includes forfeitures of $37,079, respectively.
Participant accounts -
Each participant's account is credited with the
participant's contribution, Plan earnings,
administration fees, and an allocation of the Company's
contribution, if any. Allocations of the Company
contributions are based on participant contributions.
The benefit to which a participant is entitled is the
benefit that can be provided from the participant's
vested account.
Payment of benefits -
Upon termination, the participant or beneficiary will
receive the benefits in a lump-sum amount equal to the
value of the participant's vested interest in his
or her account. <PAGE>
Loans to participants -
The Plan allows participants to borrow not less than
$500 and up to the lesser of $50,000 or 50% of their
vested account balance. The loans are secured by the
participant's vested balance. Such loans bear interest
at the available market financing rates and
must be repaid to the Plan within a five year period,
unless the loan is used for the purchase of a primary
residence in which case the maximum repayment period is
fifteen years. Interest rates on outstanding
participant loans currently range from 6.1% to 10.5%.
The specific terms and conditions of such loans are
established by the Plan administrator.
Note 3 - Plan obligations:
Included in net assets available for plan
benefits at December 31, 1995 are benefits due to
withdrawing participants for benefit claims which have
been processed and approved for payment prior to year
end, but not yet paid, of approximately $280,000.
Note 4 - Investments:
The following table includes the fair values of
investments and investment funds that represent 5% or
more of the Plan's net assets at December 31:
<TABLE>
<CAPTION>
1996 1995
Charles Schwab:
Schwab Value
<S> <C> <C>
Advantage Fund $ 844,750
Lifestyle Funds 6,165,310
Gottschalks Inc.
Common Stock Fund 2,463,333
Wells Fargo Bank:
Gottschalks Inc.
Common Stock Fund $2,149,556
Asset Allocation Fund 2,601,339
Income Accumulation Fund 1,364,727
S&P 500 Stock Fund 881,403
Growth Stock Fund 384,380
S&P Midcap Stock Fund 300,992
Participant Loans 660,600 649,304
Total investments at
fair value $10,133,993 $8,331,701
</TABLE>
Note 5 - Party in interest transactions:
Employer contributions are invested in common
stock of the Company. In addition, as allowed in the
Plan, participants may elect to invest a portion of
their accounts in the common stock of the Company.
Aggregate investment in Company common stock at
December 31, 1996 and 1995 was as follows:
<TABLE>
<CAPTION>
Date Number of shares Fair value Cost
<S> <C> <C> <C>
1996 465,073 $2,463,333 $2,663,491
1995 590,730 $2,149,556 $2,957,058
</TABLE>
Note 6 - Plan termination and/or modification:
The Company intends to continue the Plan
indefinitely for the benefit of its employees; however,
it reserves the right to terminate and/or modify the
Plan at any time by resolution of its Board of
Directors and subject to the provisions of ERISA. In
the event the Plan is terminated in the future,
participants would become fully vested in their
accounts.
Note 7 - Subsequent event:
For fiscal 1997, the Company approved a formula based
quarterly matching contribution relating to the
financial results of the Company. <PAGE>
<TABLE>
<CAPTION>
GOTTSCHALKS INC.
RETIREMENT SAVINGS PLAN
SUPPLEMENTAL SCHEDULES
DECEMBER 31, 1996
GOTTSCHALKS INC.
RETIREMENT SAVINGS PLAN
E.I.N. #77-0159791
PLAN #: 001
ITEM 27a, PART I - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
December 31, 1996
(a) (b) (c)
Description of investment
Identity of issue, including maturity date, rate
borrower, lessor, of interest, collateral, par
or similar party or maturity value
Charles Schwab:
<S> <S>
Schwab Value Advantage Fund Mutual Fund
DFA One-Year Fixed Income Fund Mutual Fund
DFA US Large Cap Value Fund Mutual Fund
CFA 9 & 10 Small Co Fund Mutual Fund
DFA International Small Cap Mutual Fund
CFA International Small Cap Mutual Fund
*Gottschalks Stock Common Stock
*Participant Loans Loan Fund (6.1% to 10.5%)
(d) (e)
Cost Current
Value
Charles Schwab:
<S> <C> <C>
Schwab Value Advantage Fund $844,750 $ 844,750
DFA One-Year Fixed Income Fund 2,301,885 2,299,447
DFA US Large Cap Value Fund 1,120,178 1,276,063
CFA 9 & 10 Small Co Fund 587,884 612,227
DFA International Small Cap 599,274 564,840
CFA International Small Cap 1,430,588 1,412,733
*Gottschalks Stock 2,663,491 2,463,333
*Participant Loans 660,600
Total Assets Held for Investment Purposes $10,133,993
*Parties-in-interest
</TABLE>
<TABLE>
<CAPTION>
GOTTSCHALKS INC.
RETIREMENT SAVINGS PLAN
E.I.N. #77-0159791
PLAN #: 001
ITEM 27a, PART II - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES THAT
WERE BOTH ACQUIRED AND DISPOSED OF WITHIN THE PLAN YEAR
December 31, 1996
(a) (b)
Description of investment
Identity of issue, including maturity date, rate
borrower, lessor, of interest, collateral, par
or similar party or maturity value
Charles Schwab:
<S> <S>
Schwab Value Advantage Fund Mutual Fund
DFA One-Year Fixed Income Fund Mutual Fund
DFA US Large Cap Value Fund Mutual Fund
CFA 9 & 10 Small Co Fund Mutual Fund
DFA Int'l High Book to Mkt Fund Mutual Fund
DFA Int'l Small Cap. Fund Mutual Fund
DFA International Value Cap Mutual Fund
*Gottschalks Stock Common Stock
Schwab Retirement Money Fund Mutual Fund
(c) (d)
Cost of Proceeds of
acquisition disposition
Charles Schwab:
<S> <C> <C>
Schwab Value Advantage Fund $1,427,780 $ 620,109
DFA One-Year Fixed Income Fund 526,581 365,679
DFA US Large Cap Value Fund 1,338,194 238 557
CFA 9 & 10 Small Co Fund 713,400 139,997
DFA Int'l High Book to Mkt Fund 1,261,134 1,315,234
DFA Int'l Small Cap. Fund 700,269 103,975
DFA International Value Cap 1,477,592 48,018
*Gottschalks Stock 1,533,384 1,071,413
Schwab Retirement Money Fund 664,022 674,880
* Parties-In-Interest
</TABLE>
<TABLE>
<CAPTION>
GOTTSCHALKS INC,
RETIREMENT SAVINGS PLAN
ITEM 27d, PART V - SCHEDULE OF REPORTABLE TRANSACTIONS
E.I.N: 77-0159791
PLAN#: 001
December 31, 1996
(a) (b) (c) (d) (e) (f)
Description of
asset(including Expense
interest rate incurred
and maturity in Purchase Selling Lease with
case of a loan) price price rental transaction
Charles Schwab:
Schwab Value Advantage
<S> <C> <C>
Fund $1,427,780
Schwab Value Advantage
Fund $620,109
DFA One-Year Fixed
Income Fund 2,667,270
DFA One-Year Fixed
Income Fund 365,680
DFA US Large Cap Value
Fund 1,338,192
DFA US Large Cap Value
Fund 238,558
DFA 9 & 10 Small Cap
Fund 713,400
DFA 9 & 10 Small Cap
Fund 139,996
DFA Int'l High Book to
Mkt Fund 1,261,133
DFA Int'l High Book to
Mkt Fund 1,315,234
DFA Int'l Small Cap Fund 700,268
DFA Int'l Small Cap Fund 103,975
DFA International Value 1,477,591
DFA International Value 48,018
* Gottschalks Stock 1,533,384
* Gottschalks Stock 1,071,413
Wells Fargo Bank:
* Gottschalks Stock 2,149,556
Asset Allocation Fund 2,601,339
Income Accumulation Fund 1,364,727
S&P 500 Stock Fund 881,403
Growth Stock Fund 384,380
* Parties-In-Interest
(g) (h) (i)
Cost Current Value of
of asset asset on Net (gain)
transaction date or loss
CharlesSchwab:
Schwab Value Advantage
<S> <C> <C> <C>
Fund $1,427,780 $1,427,780
Schwab Value Advantage
Fund 620,109 620,109 $ -
DFA One-Year Fixed Income
Fund 2,667,270 2,667,270
DFA One-Year Fixed Income
Fund 365,386 365,680 294
DFA US Large Cap Value
Fund 1,338,192 1,338,192
DFA US Large Cap Value
Fund 218,016 238,558 20,542
DFA 9 & 10 Small Cap
Fund 173,400 173,400
DFA 9 & 10 Small Cap
Fund 125,515 139,996 14,481
DFA Int'l High Book to
Mkt Fund 1,261,133 1,261,133
DFA Int'l High Book to
Mkt Fund 1,261,133 1,315,234 54,101
DFA Int'l Small Cap
Fund 700,268 700,268
DFA Int'l Small Cap
Fund 100,995 103,975 2,980
DFA International
Value 1,477,591 1,477,591
DFA International
Value 47,003 48,018 1,015
* Gottschalks Stock 1,533,384 1,533,384
* Gottschalks Stock 1,008,372 1,071,413 63,041
Wells Fargo Bank:
* Gottschalks Stock 2,957,058 2,149,556 (807,502)
Asset Allocation
Fund 2,130,076 2,601,339 471,263
Income Accumulation
Fund 1,365,257 1,364,727 (530)
S&P 500
Stock Fund 693,183 881,403 188,220
Growth Stock
Fund 309,341 384,380 75,039
* Parties-In-Interest
</TABLE>
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the use of our name on our report,
dated April 11, 1997, with respect to the financial
statements and schedules of the Gottschalks Inc. Retirement
Savings Plan for the year ended December 31, 1996,
included in this Annual Report on Form 11-K
which is filed electronically with the Securities
and Exchange Commission.
\s\ MOHLER, NIXON & WILLIAMS
MOHLER, NIXON & WILLIAMS
Accountancy Corporation
Campbell, California
April 11, 1997
