<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C.
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period Commission File
ended September 28, 1996 Number 0-20001
NATIONAL VISION ASSOCIATES, LTD.
(Exact name of registrant as specified in its charter)
GEORGIA 58-1910859
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
296 Grayson Highway 30245
Lawrenceville, Georgia (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code: (770) 822-3600
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
----- -----
The number of shares of Common Stock of the registrant outstanding as of
September 28, 1996 was 20,627,599.
The Exhibit Index is located at page 12.
- -----------------------------------------------------
Page 1 of 13<PAGE>
<PAGE>
NATIONAL VISION ASSOCIATES, LTD.
FORM 10-Q INDEX
Page of
Form 10-Q
---------
PART I - FINANCIAL INFORMATION
- ------------------------------
ITEM 1. FINANCIAL STATEMENTS
Condensed Consolidated Balance Sheets -
December 30, 1995 and September 28, 1996 3
Condensed Consolidated Statements of Operations -
Three Months Ended September 30, 1995 and September 28, 1996,
and Nine Months Ended September 30, 1995 and September 28, 1996 4
Condensed Consolidated Statements of Cash Flows -
Nine Months Ended September 30, 1995 and September 28, 1996 5
Notes to Condensed Consolidated Financial Statements 6
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS 8
PART II - OTHER INFORMATION
- ---------------------------
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K 12
Page 2 of 13<PAGE>
<PAGE>
PART I
FINANCIAL INFORMATION
ITEM I. FINANCIAL STATEMENTS
NATIONAL VISION ASSOCIATES, LTD.
CONDENSED CONSOLIDATED BALANCE SHEETS
December 30, 1995 and September 28, 1996
(000's except share information)
<TABLE>
<CAPTION>
December 30, September 28,
1995 1996
------------ -------------
(unaudited)
ASSETS
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 1,307 $ 1,034
Accounts receivable (net of allowance: 1995-$339; 1996-$499) 2,674 4,724
Receivable from sale of French operations 3,774
Inventories 21,376 23,942
Store preopening costs (net of accumulated amortization: 1995-$755; 1996-$839) 880 417
Assets held for sale 445
Other current assets 1,011 1,162
------- -------
Total current assets 31,467 31,279
------- -------
PROPERTY AND EQUIPMENT:
Equipment 37,038 38,160
Furniture and fixtures 16,283 17,024
Leasehold improvements 12,615 13,100
Construction in progress 2,266 1,722
------- -------
68,202 70,006
Less accumulated depreciation (19,155) (24,957)
------- -------
Net property and equipment 49,047 45,049
------- -------
ORGANIZATION COSTS (net of accumulated amortization: 1995-$529; 1996-$311) 182 65
------- -------
OTHER ASSETS AND DEFERRED COSTS (net of accumulated amortization:
1995-$190; 1996-$226) 654 711
------- -------
$81,350 $77,104
======= =======
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 8,537 $ 6,564
Accrued expenses and other current liabilities 8,007 11,033
Current portion of capital lease obligations 158 10
Current portion of capital lease obligations due to related parties 322
------- -------
Total current liabilities 17,024 17,607
------- -------
LONG-TERM DEBT 38,000 29,500
------- -------
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS' EQUITY:
Preferred stock, $1 par value; 5,000,000 shares authorized, none issued -- --
Common stock, $.01 par value; 100,000,000 shares authorized,
20,586,505 and 20,627,599 shares issued and outstanding as
of December 30, 1995 and September 28, 1996, respectively 206 206
Additional paid-in capital 42,147 42,161
Retained deficit (11,873) (8,423)
Cumulative foreign currency exchange rate translation (4,154) (3,947)
------- -------
Total shareholders' equity 26,326 29,997
------- -------
$81,350 $77,104
======= =======
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
Page 3 of 13<PAGE>
<PAGE>
<TABLE>
<CAPTION>
NATIONAL VISION ASSOCIATES, LTD.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(000's except per share information)
(Unaudited)
Three Months Ended Nine Months Ended
-------------------------- -----------------------
September 30, September 28, September 30, September 28,
1995 1996 1995 1996
---- ---- ---- ----
<S> <C> <C> <C> <C>
NET SALES $37,733 $41,347 $110,626 $122,005
COST OF GOODS SOLD 17,861 19,684 51,066 57,509
------- ------- -------- --------
GROSS PROFIT 19,872 21,663 59,560 64,496
SELLING, GENERAL, AND
ADMINISTRATIVE EXPENSES 18,487 19,679 54,627 58,298
PROVISION FOR DISPOSITION
OF ASSETS 1,111 1,111
OTHER NONRECURRING CHARGES 900 900
------- ------- -------- -------
OPERATING INCOME (LOSS) (626) 1,984 2,922 6,198
OTHER EXPENSE, NET 619 453 1,944 1,617
------- ------- -------- -------
INCOME (LOSS) BEFORE PROVISION
FOR INCOME TAXES (1,245) 1,531 978 4,581
INCOME TAX PROVISION (BENEFIT) (372) 321 200 1,126
------- ------- -------- -------
NET INCOME (LOSS) $ (873) $ 1,210 $ 778 $ 3,455
======= ======= ======== =======
NET INCOME (LOSS)
PER COMMON SHARE ($ 0.04) $ 0.06 $ 0.04 $ 0.17
======= ======= ======== =======
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
Page 4 of 13<PAGE>
<PAGE>
<TABLE>
<CAPTION>
NATIONAL VISION ASSOCIATES, LTD.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(000's)
Nine Months Ended
--------------------
September 30, September 28,
1995 1996
---- ----
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 778 $ 3,455
------- -------
Adjustments to reconcile net income to
net cash provided by operating activities:
Provision for disposition of assets 1,111
Provision for other nonrecurring charges 900
Depreciation and amortization 7,645 6,504
Changes in assets and liabilities:
Receivables (1,612) 1,664
Inventories (2,812) (2,566)
Store preopening costs (853) (10)
Other current assets (284) (151)
Assets held for sale 126 8
Provision for deferred taxes 850
Accounts payable, accrued expenses and other current liabilities 2,201 199
------- -------
Total adjustments 6,422 6,498
------- -------
Net cash provided by operating activities 7,200 9,953
------- -------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment (10,047) (2,171)
Organization costs (44) 335
Change in other assets (41) 359
------- -------
Net cash provided by (used in) investing activities (10,132) (1,477)
------- -------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net borrowings (repayment) on bank line of credit 5,500 (8,500)
Net proceeds from issuance of common stock 8 14
Net repayment on long-term debt and capital leases (461) (470)
------- -------
Net cash provided by (used in) financing activities 5,047 (8,956)
------- -------
Effect of foreign currency exchange rate changes (995) 207
------- -------
NET INCREASE (DECREASE) IN CASH 1,120 (273)
CASH AND CASH EQUIVALENTS, beginning of period 2,400 1,307
------- -------
CASH AND CASH EQUIVALENTS, end of period $ 3,520 $ 1,034
======= =======
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
Page 5 of 13<PAGE>
<PAGE>
NATIONAL VISION ASSOCIATES, LTD.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 28, 1996
(Unaudited)
(1) BASIS OF FINANCIAL STATEMENT PRESENTATION
The accompanying unaudited condensed consolidated financial statements
have been prepared by National Vision Associates, Ltd. (the "Company")
pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted pursuant to
such rules and regulations. Although management believes that the
disclosures are adequate to make the information presented not
misleading, it is suggested that these interim condensed consolidated
financial statements be read in conjunction with the Company's most
recent audited financial statements and notes thereto. In the opinion of
management, all adjustments (which include only normal recurring
adjustments) necessary for a fair presentation of the financial position,
results of operations, and cash flows for the interim period presented
have been made. Operating results for the interim periods presented are
not necessarily indicative of the results that may be expected for the
year ending December 28, 1996. Certain amounts in the September 30, 1995 and
December 30, 1995 condensed consolidated financial statements have been
reclassified to conform to the September 28, 1996 presentation.
Effective January 1, 1995, the Company changed its year end to a
52/53 week retail calendar with the fiscal year ending on the Saturday
closest to December 31. Pursuant to such calendar, financial information
for 1996 is presented for the 13-week period and 39-week period ended
September 28. Due to various statutory and other considerations,
international operations were not changed to this 52/53 week calendar.
To allow for more timely consolidation and reporting, international
operations are reported using a fiscal year ended November 30.
The net effect of these changes is not material to the condensed
consolidated financial statements.
(2) RELATED-PARTY TRANSACTIONS
During each of the three month periods ended September 30, 1995 and
September 28, 1996, the Company made lease payments of $114,000 to a
lease finance company which is owned by a shareholder/director of the
Company. Such capital lease was paid in full according to its terms in
the third quarter of 1996. The Company made payments of approximately
$283,000 and $134,000 during the three months ended September 30, 1995
and September 28, 1996, respectively, for insurance purchased through
an agency in which a director of the Company has a substantial ownership
interest. During the three months ended September 30, 1995, the Company
made payments of approximately $150,000 for store fixtures to a company
which made certain installment payments to the spouse of the Company's
Vice Chairman, pursuant to an agreement entered into in 1992. The
Company made no such payments during the three months ended
September 28, 1996. At this time, management does not intend to
acquire store fixtures from such company in the future.
Page 6 of 13<PAGE>
<PAGE>
(3) PROVISIONS IN THIRD QUARTER 1995; SUBSEQUENT COLLECTION
Results for the third quarter of 1995 reflect the following: (a) a
provision of $1.1 million in connection with the disposition of operations
in Venture vision centers; (b) three separate provisions, each for $300,000,
as follows: in connection with (i) the planned disposition of operations
in Eastern Europe; (ii) the closing of certain vision centers in Mexico;
and (iii) a reduction of certain assets held for sale to management's
estimate of their net realizable value.
In the third quarter of 1996, the purchaser of the Company's Venture
vision centers in St. Louis, Missouri settled for cash its notes payable
obligation to the Company. No gain or loss was recognized in connection
with the transaction.
(4) NET INCOME PER COMMON SHARE
Net income per common share is computed based on the weighted average
number of common stock and common stock equivalent shares outstanding
during the period. Options granted to purchase common stock have been
included in the calculation of the shares used in computing per share
information as if they were outstanding as of the date of grant, using
the treasury stock method. The weighted average number of common shares
outstanding used in the calculation is as follows (000's):
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
---------------------- ----------------------
September 30, September 28, September 30, September 28,
1995 1996 1995 1996
---- ---- ---- ----
<S> <C> <C> <C> <C>
Weighted average common
shares outstanding 20,638 20,770 20,640 20,712
====== ====== ====== ======
</TABLE>
Page 7 of 13<PAGE>
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
The Company's results of operations in any period are
significantly affected by the number and mix of vision centers
opened and operating during such period. At September 28, 1996,
the Company operated 335 vision centers, versus 336 vision centers
at September 30, 1995. Since September 30, 1995, the Company has
closed or disposed of 45 vision centers and opened 44 vision centers.
THREE MONTHS ENDED SEPTEMBER 28, 1996 (THE "CURRENT PERIOD")
COMPARED TO THREE MONTHS ENDED SEPTEMBER 30, 1995 (THE "PRIOR
PERIOD")
CONSOLIDATED RESULTS
NET SALES. Net sales during the Current Period increased to
$41.3 million from $37.7 million for the Prior Period due to an
increase in comparable store sales and a change in store mix. Average
weekly net sales per vision center increased by approximately 8% from
$8,900 during the Prior Period to $9,600 during the Current Period.
The closing or disposition of underperforming vision centers, along
with openings of vision centers for the core business, had the effect
of increasing average sales per vision center on a consolidated
basis. For the Current Period, comparable domestic store sales
increased 3% versus the Prior Period. Management believes that this
increase was due to new merchandising programs (including improved
presentation of frame and sunglass inventory) and increased sales
from third party insurance programs.
Net sales from international operations decreased from $2.2 million
in the three-month period ending August 31, 1995 to $865,000 in the
comparable period ending August 31, 1996, because of the sale of the
Company's French operations and closure of certain vision centers in
Mexico in 1995 and 1996.
GROSS PROFIT. For the Current Period, gross profit increased
to $21.7 million from $19.9 million in the Prior Period. This
increase was due to the increase in net sales described above.
Gross profit as a percentage of sales decreased .3% from the
Prior Period. The Company increased margins from product sales
at store level, but such improvement was offset by a reduction in
promotional monies from vendors (due to fewer store openings) and
increased freight costs related to store inventory resets.
Page 8 of 13<PAGE>
<PAGE>
SELLING, GENERAL, AND ADMINISTRATIVE EXPENSES ("SG&A expense").
SG&A expense (which includes both store operating expenses and
home office overhead) increased to $19.7 million in the Current
Period from $18.5 million for the Prior Period. This increase
was due primarily to a change in store mix from foreign and Venture
vision centers to domestic vision centers. Such domestic vision
centers generate, on average, higher store sales which require
higher store operating costs. However, as a percentage of net
sales, SG&A expense declined to 47.6% in the Current Period,
compared to 49.0% for the Prior Period. The percentage decrease
was attributable to comparable store sales increases achieved
during the Current Period and to improved efficiencies in the operation
of administrative offices.
OPERATING INCOME. Operating income for the Current Period
increased to $2.0 million from a loss of $626,000 in the Prior Period.
The operating loss in the Prior Period included provisions of approxi-
mately $2 million. (See note 3 to consolidated financial statements.)
In addition, the Company's international operations (16 vision centers
at the end of the Current Period) generated an operating loss of
$80,000 in the three months ended August 31, 1996, as opposed to an
operating loss of $678,000 in the comparable period a year ago. The
international operating loss does not include allocated corporate
overhead, interest, and taxes. The reduction in international
operating loss was due to the sale of the Company's French operations
and the closure of ten unprofitable locations in Mexico.
OTHER EXPENSE. The decrease in other expense to $453,000,
compared to $619,000 in the Prior Period, is due, for the most part, to
reduced interest expense, resulting from the reduction of outstanding
borrowings under the Company's credit facility, as well as a
reduction in interest rates.
PROVISION FOR INCOME TAXES. The effective income tax rate in
the Current Period is comparable to that in the Prior Period. Given
the successful completion of the sale of the unprofitable Venture
domestic operations in the first quarter of 1996, the Company has
reassessed the realizability of domestic net operating loss
carryforwards and accordingly reduced the valuation allowance in
the first three quarters. The Company expects to further
reduce the allowance through 1996 if domestic earnings continue
to improve relative to results during the comparable period a year
ago.
NET INCOME. Net income was $1.2 million, or $0.06 per share,
as compared to net loss of $873,000, or $0.04 per share, in the
Prior Period.
Page 9 of 13<PAGE>
<PAGE>
NINE MONTHS ENDED SEPTEMBER 28, 1996 (THE "CURRENT PERIOD")
COMPARED TO NINE MONTHS ENDED SEPTEMBER 30, 1995 (THE "PRIOR
PERIOD")
CONSOLIDATED RESULTS
NET SALES. Net sales during the Current Period increased to
$122 million from $111 million for the Prior Period. Average
weekly net sales per vision center increased from $9,000 during
the Prior Period to $9,500 during the Current Period. Positive
comparable store sales in the second and third quarters along with
the dispositions and closures of underperforming vision centers
contributed to this increase. Because of the dispositions and
closures described above, net sales from international operations
decreased from $6.7 million in the nine-month period ended
August 31, 1995 to $3.0 million in the comparable period ended
August 31, 1996.
Comparable domestic store sales increased 2.5% during the Current
Period. Management believes that this increase resulted from improved
presentation of inventory and increased sales from third party
insurance programs.
GROSS PROFIT. For the Current Period, gross profit increased
to $64.5 million from $59.6 million in the Prior Period. This
increase was due to increased net sales. Gross profit as a
percentage of sales declined from 53.8% in the Prior Period to
52.9% in the Current Period. The Company increased margins from
product sales at store level, but such improvement was offset by a
reduction in promotional monies from vendors (because of fewer
store openings) and increased freight costs related to store
inventory resets.
SELLING, GENERAL, AND ADMINISTRATIVE EXPENSES ("SG&A expense").
SG&A expense (which includes both store operating expenses and
home office overhead) increased to $58.3 million in the Current
Period from $54.6 million for the Prior Period. The increase was
due primarily to a change in store mix from foreign and Venture
vision centers to domestic vision centers, which require higher
average operating costs per store. As a percentage of net sales,
SG&A expense was 47.8% in the Current Period, compared to 49.4%
for the Prior Period. The decrease was attributable to comparable
store sales increases achieved during the Current Period and to
improved efficiencies in the operation of administrative offices.
Page 10 of 13<PAGE>
<PAGE>
OPERATING INCOME. Operating income for the Current Period
increased by 112% to $6.2 million from $2.9 million in the Prior
Period. Operating income in the Prior Period includes provisions
of approximately $2 million. (See note 3 to consolidated financial
statements.) In addition, international operations generated an
operating loss (which excludes allocated corporate overhead, interest,
and taxes) of $400,000 for the nine months ended August 31, 1996 as
opposed to an operating loss of $1.4 million in the comparable period
a year ago. The loss for the nine-month period ending August 31, 1996
is disproportionately higher than the loss for the three-month
period ending on the same date because the nine-month period
includes the last month of calendar 1995, before the Company sold
its unprofitable locations in France and closed certain unprofitable
locations in Mexico.
OTHER EXPENSE. The decrease in other expense to $1.6 million,
compared to $1.9 million in the Prior Period, is due, for the most
part, to lower interest expense. The decrease in interest expense
results from reduced borrowings under the Company's credit facility,
coupled with a reduction in interest rates.
PROVISION FOR INCOME TAXES. The Company's effective income tax
rate in the Current Period is 25%. The Company expects that this
effective rate will continue for the remainder of the fiscal year.
Given the successful completion of the sale of the unprofitable Venture
domestic operations in the first quarter of 1996, the Company has
reassessed the realizability of domestic net operating loss carryforwards
and accordingly reduced the valuation allowance in the first three quarters.
The Company expects to further reduce the allowance through the fourth
quarter of 1996 if domestic earnings continue to improve relative
to results during the comparable period a year ago.
NET INCOME. Net income was $3.5 million, or $0.17 per share,
as compared to net income of $778,000, or $0.04 per share, in the
Prior Period.
LIQUIDITY AND CAPITAL RESOURCES
As of September 28, 1996, the Company anticipates opening two domestic
vision centers during the last quarter of 1996. Average costs to open
domestic vision centers have approximated $132,000 for fixed assets,
$35,000 for inventory, and $20,000 for preopening expenses. During the
nine months, the Company utilized refurbished equipment and fixtures
valued at $1.0 million to open new domestic stores. The Company currently
plans to open three more vision centers in Mexico in 1996. Substantially
all of the initial investment required for the new vision centers in
Mexico, including inventory, equipment and fixtures, will be supplied
from vision centers previously closed.
In the opinion of management, internally generated funds, as well as
funds available under the Company's line of credit, will be sufficient
to fund ongoing operating costs associated with its current vision
centers and costs for additional vision centers scheduled to be opened
in 1996. At September 28, 1996, the Company had borrowed $29.5 million
under its $45 million credit facility. Management believes that, during
the remainder of 1996, borrowing levels will not change significantly.
Page 11 of 13<PAGE>
<PAGE>
PART II
OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits.
The following exhibits are filed herewith or incorporated by reference:
<TABLE>
<CAPTION>
Exhibit
Number
-------
<S> <C>
Amended and Restated Articles of Incorporation of the Company 3.1*
Amended and Restated By-Laws of the Company 3.2*
Amended and Restated Articles of Incorporation of the Company
(included as Exhibit 3.1) 4.1*
Amended and Restated By-Laws of the Company
(included as Exhibit 3.2) 4.2*
Specimen Common Stock Certificate 4.3*
Statement Regarding Computation of Per Share Earnings 11**
Financial Data Schedule 27**
*Incorporated by reference to the Company's Registration Statement on Form S-1,
registration number 33-46645, filed with the Commission on
March 25, 1992, and amendments thereto.
**Filed with this Form 10-Q.
</TABLE>
(b) Reports on Form 8-K.
The registrant filed no report on Form 8-K during the three months ended
September 28, 1996.
Page 12 of 13
<PAGE>
<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, thereunto duly authorized.
NATIONAL VISION ASSOCIATES, LTD.
By: /s/Sandra M. Buffa
Sandra M. Buffa
Senior Vice President, Finance
(Chief Financial Officer)
October 22, 1996
Page 13 of 13
<TABLE>
<CAPTION>
EXHIBIT 11
NATIONAL VISION ASSOCIATES, LTD.
STATEMENT RE: COMPUTATION OF PER SHARE EARNINGS
(000's except net income per common share information)
Three Months Ended Nine Months Ended
----------------------- ----------------------
September 30, September 28, September 30, September 28,
1995 1996 1995 1996
---- ---- ---- ----
<S> <C> <C> <C> <C>
NET INCOME (LOSS) $ (873) $ 1,210 $ 778 $ 3,455
======= ======= ======= =======
WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING 20,538 20,623 20,528 20,613
COMMON STOCK EQUIVALENTS USING
THE TREASURY STOCK METHOD 100 147 112 99
------- ------- ------- -------
AVERAGE COMMON SHARES
OUTSTANDING AS ADJUSTED 20,638 20,770 20,640 20,712
======= ======= ======= =======
NET INCOME (LOSS)
PER COMMON SHARE $ (0.04) $ 0.06 $ 0.04 $ 0.17
======= ======= ======= =======
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED CONSOLIDATED BALANCE SHEET AT SEPTEMBER 28, 1996 (UNAUDITED) AND
THE CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS FOR THE NINE MONTHS ENDED
SEPTEMBER 28, 1996 (UNAUDITED) AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000868263
<NAME> NATIONAL VISION ASSOCIATES, LTD.
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-28-1996
<PERIOD-START> DEC-31-1995
<PERIOD-END> SEP-28-1996
<CASH> 1,034
<SECURITIES> 0
<RECEIVABLES> 5,223
<ALLOWANCES> 499
<INVENTORY> 23,942
<CURRENT-ASSETS> 31,279
<PP&E> 70,006
<DEPRECIATION> 24,957
<TOTAL-ASSETS> 77,104
<CURRENT-LIABILITIES> 17,607
<BONDS> 0
0
0
<COMMON> 206
<OTHER-SE> 29,791
<TOTAL-LIABILITY-AND-EQUITY> 77,104
<SALES> 122,005
<TOTAL-REVENUES> 122,005
<CGS> 57,509
<TOTAL-COSTS> 57,509
<OTHER-EXPENSES> 58,298
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,617
<INCOME-PRETAX> 4,581
<INCOME-TAX> 1,126
<INCOME-CONTINUING> 3,455
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,455
<EPS-PRIMARY> .17
<EPS-DILUTED> .17
</TABLE>
