SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
_____________________
FORM 10-Q/A
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended May 4, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to ____________
Commission file number 0-14399
Golden Books Family Entertainment, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware 06-1104930
(State or Other Jurisdiction (IRS Employer
of Incorporation) Identification No.)
850 Third Avenue, New York, New York 10022
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code:(212) 753-8500
Western Publishing Group, Inc., 444 Madison Avenue, New York, New York 10022
(Former Name or Former Address, if Changed Since Last Report)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days.
Yes [ x ] No [ ]
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Common stock, par value $.01 per share: 21,862,137 shares outstanding as of
June 5, 1996.
<PAGE>
Note G was added as a Note to the Condensed Consolidated Financial Statements
as follows:
Note G --Subsequent Event --Restructuring Plan
As indicated in Note F, on May 8, 1996 GB Holdings and new
management obtained control of the Company. As part of new
management's plan to return the Company's core publishing business to
profitability and to quickly generate cash in the near term to
strategically redeploy, new management has taken a number of
strategic actions and accordingly, made decisions with respect to
certain businesses and assets.
New management has determined that Penn Corporation ("Penn"), a
wholly-owned subsidiary of the Company, which designs, produces and
distributes decorated paper tableware, party accessories, invitations,
gift wrap, stationery and giftware, does not fit in with the Company's
future strategic direction, and, accordingly, will divest Penn.
Therefore, Penn will be classified as an asset held for sale in
the Company's second quarter financial statements. In addition,
the Company will intensify its efforts to sell its former games
facility in Fayetteville, North Carolina, which is closed and
is classified as an asset held for sale.
In addition, new management is in the process of reviewing the
Company's current operations with a view to reducing the costs of
those operations and creating an operating environment conducive to
the pursuit of its new business strategy. As a consequence of this
review, which is expected to be completed by the end of fiscal 1997,
the Company expects to record substantial write-downs and other
charges in fiscal 1997, beginning with the Company's second quarter
financial statements. These charges are expected to be primarily
non-cash in nature. The Company has decided to discontinue or replace
certain product lines and expeditiously liquidate related inventory
and other slow-moving inventory. In addition, the Company will take
charges associated with its plans to resolve differences with its
customers and licensors with a view to mending and improving
relationships with them and to resolve certain other legal matters.
Based upon the determinations made to date in connection with
the implementation of its strategic plan, including adjustments in
the carrying value of assets held for sale, the Company will
record charges of approximately $80 million in its second quarter
financial statements (to be reflected in cost of sales, selling,
general and administrative expenses and restructuring costs).
<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 hereunto duly authorized.
GOLDEN BOOKS FAMILY ENTERTAINMENT, INC.
Dated: July 30, 1996 By: /s/ Philip E. Rowley
Philip E. Rowley
Chief Financial Officer and
Executive Vice President
<PAGE>
Exhibit 15
Independent Accountant's Review Report
Board of Directors
Golden Books Family Entertainment, Inc.
We have reviewed the accompanying condensed consolidated balance
sheet, statement of operations and cash flows of Golden Books Family
Entertainment, Inc. (formerly Western Publishing Group, Inc.) and
subsidiaries as of May 4, 1996, and for the three-month period then
ended. These financial statements are the responsibility of the
Company's management. The condensed consolidated statement of
operations and cash flows of Golden Books Family Entertainment, Inc.
and subsidiaries as of April 29, 1995, and for the three-month period
then ended were reviewed by other accountants whose report (dated
June 12, 1995) stated that they were not aware of any material
modifications that should be made to those condensed consolidated
statements for them to be in conformity with generally accepted
accounting principles.
We conducted our review 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 review, we are not aware of any material modifications
that should be made to the accompanying financial statements at May
4, 1996, and for the three-month period then ended for them to be in
conformity with generally accepted accounting principles.
The consolidated balance sheet of Golden Books Family Entertainment,
Inc. and subsidiaries as of February 3, 1996, and the related
consolidated statement of operations, common stockholders' equity and
cash flows for the year then ended (not presented herein) were
audited by other auditors whose report (dated April 2, 1996)
expressed an unqualified opinion on those consolidated financial
statements. The information set forth in the accompanying condensed
consolidated balance sheet as of February 3, 1996 has been derived
from those consolidated financial statements.
/s/ Ernst & Young LLP
New York, New York
July 30, 1996
