SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark One)
[X] Annual report pursuant to Section 15(d) of the Securities Exchange Act of
1934 for the calendar year ended December 31, 1998 or
[] Transition report pursuant to Section 15(d) of the Securities Exchange Act
of 1934 for the transition period from ___________________ to
___________________
Commission File Number: 33-80504
A. Full title of the Plan and the address of the Plan, if different
from that of the issuer named below:
The Sharper Image 401k Savings Plan
650 Davis Street
San Francisco, CA 94111
B. Name of issuer of the securities held pursuant to the Plan and the
address of its principal executive office:
Sharper Image Corporation
650 Davis Street
San Francisco, CA 94111
1
<PAGE>
THE SHARPER IMAGE
401k SAVINGS PLAN
Financial Statements as of and for the years
ended December 31, 1998 and 1997,
Supplemental Schedules as of and for the
year ended December 31, 1998 and Independent
Auditors' Report
2
<PAGE>
THE SHARPER IMAGE
401k SAVINGS PLAN
TABLE OF CONTENTS
- --------------------------------------------------------------------------------
Page
----
INDEPENDENT AUDITORS' REPORT 4
FINANCIAL STATEMENTS:
Statements of Net Assets Available for Benefits,
With Fund Information as of December 31, 1998 and 1997 5-6
Statements of Changes in Net Assets Available for Benefits,
With Fund Information for the years ended December 31, 1998
and 1997 7-8
Notes to Financial Statements 9-12
SUPPLEMENTAL SCHEDULES:
Item 27a - Supplemental Schedule of Assets Held
for Investment Purposes as of December 31, 1998 13
Item 27d - Supplemental Schedule of Reportable
Transactions for year ended December 31, 1998 14
OTHER INFORMATION:
Exhibit 23.1 - Independent Auditors' Consent 16
3
<PAGE>
INDEPENDENT AUDITORS' REPORT
Administrative Committee,
The Sharper Image 401k Savings Plan
San Francisco, California
We have audited the accompanying statements of net assets available for benefits
of The Sharper Image 401k Savings Plan (the "Plan") as of December 31, 1998 and
1997, and the related statements 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 statements 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 December 31,
1998 and 1997, 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 schedules listed in the
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 statements of net assets available for
benefits and the statements of changes in net assets available for benefits are
presented for the purpose of additional analysis rather than to present the net
assets available for benefits and changes in net assets available for benefits
of each fund. These supplemental schedules and fund information have been
subjected to the auditing procedures applied in our audit of the basic 1998
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
- -----------------------------
June 11, 1999
4
<PAGE>
<TABLE>
THE SHARPER IMAGE
401k SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
DECEMBER 31, 1998
<CAPTION>
- --------------------------------------------------------------------------------------
BlackRock
Large Cap BlackRock BlackRock
BlackRock Growth Index Inter.
Balanced Equity Equity Govt.Bond
Fund(1) Fund(1) Fund(1) Fund(1)
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Investments at Fair Value:
Fixed-Income Securities $ 679,624
Equity Securities $1,069,327 $ 804,050
Government Securities $ 86,889
Money Market Fund
Common Stock
Participant Loans
---------- ---------- ---------- ----------
Total Investments at Fair Value 679,624 1,069,327 804,050 86,889
---------- ---------- ---------- ----------
Receivables:
Employee Contributions 4,498 6,018 5,902 810
Employer Contribution 13,643 19,511 16,471 2,973
---------- ---------- ---------- ----------
18,141 25,529 22,373 3,783
---------- ---------- ---------- ----------
Net Assets Available for Benefits $ 697,765 $1,094,856 $ 826,423 $ 90,672
========== ========== ========== ==========
Sharper
BlackRock Image
Money Corporation
Market Common Stock Participant
Fund(1) Fund Loans Total
---------- ---------- ---------- ----------
Investments at Fair Value:
Fixed-Income Securities $ 679,624
Equity Securities 1,873,377
Government Securities 86,889
Money Market Fund $ 690,065 690,065
Common Stock $ 190,952 190,952
Participant Loans $ 133,082 133,082
---------- ---------- ---------- ----------
Total Investments at Fair Value 690,065 190,952 133,082 3,653,989
---------- ---------- ---------- ----------
Receivables:
Employee Contributions 3,291 732 21,251
Employer Contribution 16,559 3,794 72,951
---------- ---------- ---------- ----------
19,850 4,526 94,202
---------- ---------- ---------- ----------
Net Assets Available for Benefits $ 709,915 $ 195,478 $ 133,082 $3,748,191
========== ========== ========== ==========
<FN>
(1)Formerly Compass Capital Funds.
See accompanying notes to financial statements.
</FN>
</TABLE>
5
<PAGE>
<TABLE>
THE SHARPER IMAGE
401k SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
DECEMBER 31, 1997
- -----------------------------------------------------------------------------------------------
<CAPTION>
Compass
Capital Compass Compass
Compass Large Cap Capital Capital
Capital Growth Index Inter.
Balanced Equity Equity Govt.Bond
Fund Fund Fund(1) Fund
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Investments at Fair Value:
Fixed-Income Securities $ 534,055
Equity Securities $ 731,342 $ 486,739
Government Securities $ 64,600
Money Market Fund
Common Stock
Participant Loans
----------- ----------- ----------- -----------
Total Investments at Fair Value 534,055 731,342 486,739 64,600
----------- ----------- ----------- -----------
Receivables:
Employee Contributions 3,783 5,402 4,183 705
Employer Contribution 14,165 19,034 13,849 2,985
----------- ----------- ----------- -----------
17,948 24,436 18,032 3,690
----------- ----------- ----------- -----------
Liabilities-Excess Contributions (1,984) (3,265) (6,708)
----------- ----------- ----------- -----------
Net Assets Available for Benefits $ 550,019 $ 752,513 $ 498,063 $ 68,290
=========== =========== =========== ===========
Compass
Capital Sharper Image
Money Corporation
Market Common Stock Participant
Fund Fund Loans Total
----------- ----------- ----------- -----------
Investments at Fair Value:
Fixed-Income Securities $ 534,055
Equity Securities 1,218,081
Government Securities 64,600
Money Market Fund $ 638,030 638,030
Common Stock $ 90,421 90,421
Participant Loans $ 97,448 97,448
----------- ----------- ----------- -----------
Total Investments at Fair Value 638,030 90,421 97,448 2,642,635
----------- ----------- ----------- -----------
Receivables:
Employee Contributions 3,837 963 18,873
Employer Contribution 21,297 5,287 76,617
----------- ----------- ----------- -----------
25,134 6,250 95,490
----------- ----------- ----------- -----------
Liabilities-Excess Contributions (1,029) (1,186) (14,172)
----------- ----------- ----------- -----------
Net Assets Available for Benefits $ 662,135 $ 95,485 $ 97,448 $ 2,723,953
=========== =========== =========== ===========
<FN>
(1)Formerly Compass Capital Growth Equity Fund.
See accompanying notes to financial statements.
</FN>
</TABLE>
6
<PAGE>
<TABLE>
THE SHARPER IMAGE
401k SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
YEAR ENDED DECEMBER 31, 1998
- -------------------------------------------------------------------------------------------------------
<CAPTION>
BlackRock
Large Cap BlackRock BlackRock
BlackRock Growth Index Inter.
Balanced Equity Equity Govt. Bond
Fund(1) Fund(1) Fund(1) Fund(1)
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
DDITIONS TO NET ASSETS:
Investment income:
Net appreciation
in fair value of investments $ 81,153 $ 227,512 $ 152,703$ $ 546
Interest and dividend income 39,655 81,212 12,823 4,908
----------- ----------- ----------- -----------
Total investment income 120,808 308,724 165,526 5,454
Employer contributions 13,643 19,511 16,471 2,973
Employee contributions 152,599 209,370 189,559 25,426
----------- ----------- ----------- -----------
Total additions 287,050 537,605 371,556 33,853
----------- ----------- ----------- -----------
DEDUCTIONS FROM NET ASSETS:
Benefits paid to terminated participants (94,293) (183,639) (79,761) (9,913)
Administrative expenses (Note 2)
----------- ----------- ----------- -----------
Total deductions (94,293) (183,639) (79,761) (9,913)
----------- ----------- ----------- -----------
NET INCREASE (DECREASE)
BEFORE INTERFUND TRANSFERS 192,757 353,966 291,795 23,940
NET INTERFUND TRANSFERS (45,011) (11,623) 36,565 (1,558)
----------- ----------- ----------- -----------
NET INCREASE 147,746 342,343 328,360 22,382
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 550,019 752,513 498,063 68,290
----------- ----------- ----------- -----------
End of year $ 697,765 $ 1,094,856 $ 826,423 $ 90,672
=========== =========== =========== ===========
Sharper
BlackRock Image
Money Corporation
Market Common Stock Participant
Fund(1) Fund Loans Total
----------- ----------- ----------- -----------
DDITIONS TO NET ASSETS:
Investment income:
Net appreciation
in fair value of investments $ 144,082 $ 605,996
Interest and dividend income $ 36,709 202 175,509
----------- ----------- -----------
Total investment income 36,709 144,284 781,505
Employer contributions 16,559 3,794 72,951
Employee contributions 138,920 34,859 750,733
----------- ----------- -----------
Total additions 192,188 182,937 1,605,189
----------- ----------- -----------
DEDUCTIONS FROM NET ASSETS:
Benefits paid to terminated participants (156,381) (17,891) $ (27,846) (569,724)
Administrative expenses (Note 2) (11,227) (11,227)
----------- ----------- ----------- -----------
Total deductions (167,608) (17,891) (27,846) (580,951)
----------- ----------- ----------- -----------
NET INCREASE (DECREASE)
BEFORE INTERFUND TRANSFERS 24,580 165,046 (27,846) 1,024,238
NET INTERFUND TRANSFERS 23,200 (65,053) 63,480
----------- ----------- ----------- -----------
NET INCREASE 47,780 99,993 35,634 1,024,238
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 662,135 95,485 97,448 2,723,953
----------- ----------- ----------- -----------
End of year $ 709,915 $ 195,478 $ 133,082 $ 3,748,191
=========== =========== =========== ===========
<FN>
(1)Formerly Compass Capital Funds
See accompanying notes to financial statements.
</FN>
</TABLE>
7
<PAGE>
<TABLE>
THE SHARPER IMAGE
401k SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
YEAR ENDED DECEMBER 31, 1997
- ------------------------------------------------------------------------------------------------------
<CAPTION>
Compass
Capital Compass Compass
Compass Large Cap Capital Capital
Capital Growth Index Inter.
Balanced Equity Equity Govt. Bond
Fund Fund(1) Fund Fund
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS:
Investment income:
Net appreciation
in fair value of investments $ 50,563 $ 52,254 $ 101,936 $ 968
Interest and dividend income 48,130 99,758 7,986 3,171
----------- ----------- ----------- -----------
Total investment income 98,693 152,012 109,922 4,139
Employer contributions 14,165 19,034 13,849 2,985
Employee contributions 138,602 205,972 156,459 25,303
----------- ----------- ----------- -----------
Total additions 251,460 377,018 280,230 32,427
----------- ----------- ----------- -----------
DEDUCTIONS FROM NET ASSETS:
Benefits paid to terminated participants (80,041) (119,074) (91,658) (11,021)
Administrative expenses (Note 2)
----------- ----------- ----------- -----------
Total deductions (80,041) (119,074) (91,658) (11,021)
----------- ----------- ----------- -----------
NET INCREASE (DECREASE)
BEFORE INTERFUND TRANSFERS 171,419 257,944 188,572 21,406
NET INTERFUND TRANSFERS (9,556) (17,479) 39,002 (2,484)
----------- ----------- ----------- -----------
NET INCREASE 161,863 240,465 227,574 18,922
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 388,156 512,048 270,489 49,368
----------- ----------- ----------- -----------
End of year $ 550,019 $ 752,513 $ 498,063 $ 68,290
=========== =========== =========== ===========
Compass
Capital Sharper Image
Money Corporation
Market Common Stock Participant
Fund Fund Loans Total
----------- ----------- ----------- -----------
ADDITIONS TO NET ASSETS:
Investment income:
Net appreciation
in fair value of investments $ 10,508 $ 216,229
Interest and dividend income $ 35,194 33 194,272
----------- ----------- -----------
Total investment income 35,194 10,541 410,501
Employer contributions 21,297 5,287 76,617
Employee contributions 166,392 33,804 726,532
----------- ----------- -----------
Total additions 222,883 49,632 1,213,650
----------- ----------- -----------
DEDUCTIONS FROM NET ASSETS:
Benefits paid to terminated participants (83,180) (5,221) $ (21,408) (411,603)
Administrative expenses (Note 2) (11,827) (11,827)
----------- ----------- ----------- -----------
Total deductions (95,007) (5,221) (21,408) (423,430)
----------- ----------- ----------- -----------
NET INCREASE (DECREASE)
BEFORE INTERFUND TRANSFERS 127,876 44,411 (21,408) 790,220
NET INTERFUND TRANSFERS (71,647) 3,153 59,011
----------- ----------- ----------- -----------
NET INCREASE 56,229 47,564 37,603 790,220
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 605,906 47,921 59,845 1,933,733
----------- ----------- ----------- -----------
End of year $ 662,135 $ 95,485 $ 97,448 $ 2,723,953
=========== =========== =========== ===========
<FN>
(1)Formerly Compass Capital Growth Equity Fund.
See accompanying notes to financial statements.
</FN>
</TABLE>
8
<PAGE>
THE SHARPER IMAGE
401k SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 1998 AND 1997
- --------------------------------------------------------------------------------
1. DESCRIPTION OF THE PLAN
The following description of The Sharper Image (the "Company") 401k 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.
General- The Plan was established on April 1, 1994. The Plan is a defined
contribution plan covering all employees who have completed one year of
service with at least 1,000 hours and are age twenty-one or older. The Plan
is intended to qualify under Sections 401(a) and 401(k) of the Internal
Revenue Code ("IRC"). The purpose of the Plan is to provide retirement and
other benefits for employees of the Company. It is subject to the
provisions of the Employee Retirement Income Security Act of 1974
("ERISA").
Contributions- Participants may contribute 1% to 10% of their annual
compensation, plus up to 100% of any employer paid cash bonus, not to
exceed the maximum deductible amount of $10,000 and $9,500 for the years
ended December 31, 1998 and 1997, respectively. Participants may also
effect rollover distributions to the Plan from other qualified defined
benefit or contribution plans. For the years ended December 31, 1998 and
1997 the Company made employer matching contributions equal to 100% of the
participants contribution up to a maximum of $250 per participant.
Participant Accounts- Each participant's account is credited with the
participant's contributions, the Company's matching contribution, and
allocations of Plan earnings. Forfeited balances of terminated
participants' nonvested accounts remain in the Plan and will be applied
first to the payment of administrative expenses and then to reduce future
Company contributions.
Vesting- Participants are immediately vested in the contributions they make
to the Plan, plus actual earnings thereon. Vesting in the Company's
matching contributions, made on their behalf, plus earnings thereon is
based on years of service. A participant is 100% vested after five years of
credited service.
Investment Options- Participants can direct their contributions to any of
the six investment options:
BlackRock Balanced Fund- The prospectus indicates that the funds are
invested in equity and fixed-income senior securities with at least 25%
of the portfolio's total assets invested in fixed-income senior
securities. Prior to February 1998 the fund was called the Compass
Capital Balanced Fund.
9
<PAGE>
1. DESCRIPTION OF THE PLAN (continued)
BlackRock Large Cap Growth Equity Fund- The prospectus indicates that
the funds are primarily invested in common stock in the middle and
higher capitalization ranges (over $1 billion market capitalization at
the time of purchase) and growth prospects exceeding that of the
general economy. Prior to February 1998 the fund was called the Compass
Capital Large Cap Growth Equity Fund, and prior to January 1997 was
called Compass Capital Growth Equity Fund.
BlackRock Index Equity Fund- The prospectus indicates that the funds
are substantially invested in common stock in the Standard & Poor's 500
Index in approximately the same proportion as they are represented in
such Index. Prior to February 1998 the fund was called the Compass
Capital Index Equity Fund.
BlackRock Intermediate Government Bond Fund- The prospectus indicates
that the funds are primarily invested in obligations issued or
guaranteed by the United States government, its agencies or
instrumentalities and repurchase agreements and collaterized mortgage
obligations relating to such obligations. Prior to February 1998 the
fund was called the Compass Capital Intermediate Government Bond Fund.
BlackRock Money Market Fund- The prospectus indicates that the funds
are invested in short-term, high quality United States dollar
denominated instruments. Prior to February 1998 the fund was called the
Compass Capital Money Market Fund.
Sharper Image Corporation Common Stock Fund- The prospectus indicates
that the funds are invested in common stock of the Company.
Distribution of Benefits - Upon termination of service for any reason,
including death, disability or retirement, a participant may receive the
value of their vested interest as a lump-sum distribution.
Participant Loans - Participant loans are available to active employees.
The loan amount available is 50% of a participant's vested account balance,
with a minimum loan of $1,000 and a maximum loan of $50,000. As of December
31, 1998, there were 33 loans outstanding, with an interest rate of 9.5%,
and as of December 31, 1997, there were 59 loans outstanding with interest
rates ranging from 9.25% to 9.75%.
Plan Termination- Although the Company has not expressed any intent to
terminate the Plan agreement, it may do so at any time. The Company has the
right under the Plan to discontinue its contributions at any time and to
terminate the Plan under the provisions of ERISA.
10
<PAGE>
1. DESCRIPTION OF THE PLAN (continued)
Tax Status - The Plan is a standardized prototype cash or deferred profit
sharing plan sponsored by PNC Bank, National Association. A favorable
determination letter for this standardized prototype was issued by the
Internal Revenue Service ("IRS") on April 10, 1990 and a favorable
determination letter for the amendment to the standardized prototype was
issued by the IRS on February 8, 1993. The Plan Administrator believes that
the Plan is currently designed and is being operated in compliance with the
applicable requirements of the IRC. Therefore, no provision for income
taxes has been included in the Plan's financial statements.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting - The financial statements of the Plan are prepared
under the accrual method of accounting.
Forfeiture Accounts - At December 31, 1998 and 1997, forfeited non-vested
account balances totaled $14,975 and $15,228, respectively. These accounts
will be used to offset future expenses of the Plan. In addition, during
1998 and 1997, Plan administrative expenses totaling $11,227 and $11,827,
respectively, were deducted from these account balances.
Investment Valuation and Income Recognition - The Plan's investments are
stated at fair value. Shares of registered investment companies are valued
at quoted market prices which represent the net asset value of shares held
by the Plan at year-end. The Company stock is valued at its quoted market
price. Participant loans are carried at the unpaid principal balance, which
approximates fair value.
Purchases and sales of securities are recorded on a trade-date basis.
Interest income is recorded on an accrual basis. Dividends are recorded on
the ex-dividend date.
Payment of Benefits - Benefits are recorded when paid.
Administrative Expenses - Plan administrative expenses are primarily paid
through forfeited balances of terminated participants' non-vested portion
of the Company's matching contributions.
11
<PAGE>
3. INVESTMENTS
Investments that represent 5% or more of the Plan's net assets at December
31, 1998 and 1997 are separately identified in the following table:
December 31, 1998 December 31, 1997
----------------- -----------------
Number of Number of
Shares or Fair Shares or Fair
Par Value Value Par Value Value
--------- ----- --------- -----
BlackRock:
Balanced Fund 34,290 $ 679,624 30,817 $ 534,055
Large Cap Growth
Equity Fund 50,920 1,069,327 45,061 731,342
Index Equity Fund 33,912 804,050 26,029 486,739
Money Market Fund 538,598 690,065 523,827 638,030
Sharper Image Corporation
Common Stock Fund 10,126 190,952
4. DUE TO PARTICIPANTS WHO HAVE WITHDRAWN
As of December 31, 1998 and 1997, net assets available for benefits
included $7,475 and $1,300, respectively, due to participants who had
withdrawn from participation in the Plan. The net assets available for
benefits also includes vested funds from former Company employees who can
no longer make contributions to the Plan, but who have elected to retain
their funds in their investments accounts, as allowed in the Plan's
provisions. The amount of funds in the net assets available for former
employees who have not requested distribution at year end are $328,112 and
$115,743 at December 31, 1998 and 1997, respectively.
* * * * * * * * *
12
<PAGE>
THE SHARPER IMAGE
401k SAVINGS PLAN
<TABLE>
Item 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1998
<CAPTION>
Number of
Shares or Fair
Description of Investment Par Value Cost Value
------------------------- --------- ---- -----
<S> <C> <C> <C>
FIXED INCOME SECURITIES
Compass Capital Balanced Equity Fund 34,290 $ 555,310 $ 679,624
EQUITY SECURITIES
Compass Capital Large Cap Growth Equity Fund 50,920 809,889 1,069,327
Compass Capital Index Equity Fund 33,912 589,925 804,050
GOVERNMENT SECURITIES
Compass Capital Intermediate Government Bond Fund 8,460 85,577 86,889
MONEY MARKET FUND
Compass Capital Money Market Fund 538,598 618,917 690,065
COMMON STOCK
Sharper Image Corporation Common Stock Fund 10,126 73,927 190,952
PARTICIPANT LOANS
Thirty-three loans outstanding with an
interest rate of 9.5% 133,082 133,082 133,082
---------- ----------
Total Investments $2,866,627 $3,653,989
========== ==========
</TABLE>
13
<PAGE>
THE SHARPER IMAGE
401k SAVINGS PLAN
<TABLE>
Item 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
YEAR ENDED DECEMBER 31, 1998
<CAPTION>
Identity of Purchases Sales
Party Involved Transactions Price Transactions Price Gain
- -------------- ------------ ----- ------------ ----- ----
BlackRock:
- ----------
<S> <C> <C> <C> <C> <C>
Balanced Fund 56 $228,562 63 $164,146 $ 27,107
Large Cap Growth Equity Fund 57 382,401 66 271,927 52,292
Index Equity Fund 69 321,383 60 156,775 38,437
Intermediate Government
Bond Fund 44 41,151 41 19,407 398
Money Market Fund 76 261,978 62 243,876 20,299
Sharper Image Corporation
Common Stock Fund 38 50,042 46 93,593 28,217
</TABLE>
14
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees (or other persons who administer the employee benefit plan) have duly
caused this annual report to be signed on its behalf by the undersigned hereunto
duly authorized.
THE SHARPER IMAGE 401k SAVINGS PLAN
BY SHARPER IMAGE CORPORATION
PLAN ADMINISTRATOR
Date: June 23, 1999 by:/s/ Tracy Y. Wan
---------------------- ---------------------------
Tracy Y. Wan
President, Chief Operating Officer and
Plan Administrator
15
EXHIBIT 23.1
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement Nos.
33-12755, 33-80504, and 33-3327 of Sharper Image Corporation, all on Forms S-8,
of our report dated June 11, 1998, appearing in this Annual Report on Form 11-K
of The Sharper Image 401k Savings Plan for the year ended December 31, 1998.
/s/ Deloitte & Touche LLP
- ----------------------------
June 23, 1999
16
