BRENDLES INC
NTN 10K, 1996-05-06
VARIETY STORES
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                U.S. SECURITIES AND EXCHANGE COMMISSION
                       WASHINGTON, D.C. 20549

                          FORM 12b-25

                     NOTIFICATION OF LATE FILING

                          (Check One):

[X] Form 10-K      [ ] Form 20-F     [ ] Form 10-Q     [ ] Form N-SAR

For Period Ended: January 27, 1996

[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q
[ ] Transition Report on Form N-SAR
For the Transition Period Ended: N/A


   Nothing in this form shall be construed to imply that the Commission has 
verified any information contained herein.

   If the notification relates to a portion of the filing checked above, 
identify the Item(s) to which the notification relates: N/A

PART I - Registrant Information

                        Brendle's Incorporated
                       Full Name of Registrant

                        1919 N. Bridge St. Ext.
                  Address of Principal Executive Office

                      Elkin, North Carolina 28621
                        City, State and Zip Code

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PART II- Rules 12b-25 (b) and (c)

[If the subject report could not be filed without unreasonable effort or 
expense and the registrant seeks relief pursuant to Rule 12b-25(b), the 
following should be completed. (Check box if appropriate)]

The Registrant hereby represents that:
   
     (a) The reasons described in reasonable detail in Part III of this form
could not be eliminated without unreasonable effort or expense;

     (b) The subject annual report, semi-annual report, transition report on 
Form 10-K, Form 20-F, 11-K or Form N-SAR, or portion thereof will be filed 
on or before the fifteenth calendar day following the prescribed due date; 
or the subject quarterly report or transition report on Form 10-Q, or portion
thereof will be filed on or before the fifth calendar day following the 
prescribed due date; 
and

    (c) The accountant's statement or other exhibit required by Rule 12b-25(c) 
has been attached if applicable.

PART III - Narrative

[State below in reasonable detail the reasons why Form 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof could not be filed within 
the prescribed period.]


    On April 16, 1996, Brendle's Incorporated (the "Registrant") filed for 
protection from its creditors under Chapter 11 of the United States Bankruptcy
Code. During the ensuring weeks the Registrant has been involved in careful 
and time-consuming consideration of various restructuring alternatives with the
intention of effecting a reorganization which will be in the best interest of 
its creditors and its shareholders. This process has been extremely taxing on 
the management and other resources available to the Company. Uncertainties 
continue to exist regarding the terms of the Registrant's reorganization.

   The Registrant is currently in preliminary, although critical, negotiations
with various of the creditor committee groups. The outcome of these 
negotiations will have a definite impact on the Company's reorganization plans.
Such plans are likely to include additional store closings, additional overhead
expense reductions, rejection or acceptance of lease obligations for its 
leased stores, management restructuring and/or inventory reductions. All or 
any of these items, (or other matters), may result in the establishment or 
restructuring reserves which may or may not be properly includable in the 
Company's financial reports for fiscal year ended January 27, 1996. 
Consequently, it is

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impractical, at this time, for the Registrant to prepare its Annual Report 
on Form 10-K and to provide the required information therein. The Company 
reasonably anticipates, however, that the Annual Report on Form 10-K will be
filed in accordance with the representation included in Part II hereof.


PART IV - Other Information

(1) Name and telephone number of person to contact in regard to this 
notification:

David R. Renegar                   (910)               526-5600
   (Name)                        (Area Code)      (Telephone Number)


(2) Have all other periodic reports required under section 13 or 15(d) of 
the Securities Exchange Act of 1934 or section 30 of the Investment Company 
Act of 1940 during the preceding 12 months or for such shorter period that the
registrant was required to file such report(s) been filed? If the answer is no,
identify report(s).
 
                                                       [X] Yes [ ] No

(3) Is it anticipated that any significant change in results of operations 
from the corresponding period for the last fiscal year will be reflected by 
the earnings statements to be included in the subject report or portion 
thereof?

                                                      [ ] Yes [X] No

                          Brendle's Incorporated

has caused this notification to be signed on its behalf of the undersigned 
thereunto duly authorized.

Date:                          By:   
                                   David R. Renegar
                                   Vice President and Chief Financial Officer
                        
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