<PAGE> 1
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended February 1, 1997
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 1-10767
-------
VALUE CITY DEPARTMENT STORES, INC.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Ohio 31-1322832
- ------------------------------- ------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
3241 Westerville Road, Columbus, Ohio 43224
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (614) 471-4722
--------------
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.
Class Outstanding at February 28, 1997
- ------------------------------- ------------------------------------
Common Stock, Without Par Value 31,739,945 Shares
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VALUE CITY DEPARTMENT STORES, INC.
TABLE OF CONTENTS
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PAGE NO.
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PART I. FINANCIAL INFORMATION (UNAUDITED)
Item 1. Financial Statements
Consolidated Balance Sheets
February 1, 1997 and August 3, 1996 3
Consolidated Statements of Income
Three months and six months ended February 1, 1997
and February 3, 1996 4
Consolidated Statements of Cash Flows
Six months ended February 1, 1997
and February 3, 1996 5
Notes to the Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 7
PART II. OTHER INFORMATION
Item 1. Legal Proceedings N/A
Item 2. Changes in Securities N/A
Item 3. Defaults Upon Senior Securities N/A
Item 4. Submission of Matters to a Vote of Security Holders N/A
Item 5. Other Information N/A
Signatures 11
Item 6. Exhibits and Reports on Form 8-K
Part A: Exhibit 11 Statements Regarding Computation of Per Share Earnings 12
Exhibit 27 Financial Data Schedule for Second Quarter Form 10-Q 14
Part B: Reports on Form 8-K N/A
</TABLE>
page 2
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VALUE CITY DEPARTMENT STORES, INC.
PART 1. - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS, EXCEPT SHARE AMOUNTS)
(UNAUDITED)
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FEBRUARY 1, AUGUST 3,
1997 1996
----------- ---------
<S> <C> <C>
ASSETS
Current assets:
Cash and equivalents $ 31,116 $ 10,484
Accounts receivable, net 5,230 4,525
Receivables from affiliates 1,027 769
Inventories 239,877 261,370
Prepaids and other 6,042 8,569
Deferred income taxes 9,934 8,928
-------- --------
Total current assets 293,226 294,645
Property and equipment, at cost:
Furniture, fixtures and equipment 139,054 129,081
Leasehold improvements 89,910 78,217
Land and building 5,125 4,100
Capital leases 15,288 8,973
-------- --------
249,377 220,371
Accumulated depreciation and amortization (95,796) (87,610)
-------- --------
Property and equipment, net 153,581 132,761
Notes receivable, non-current 2,510 2,613
Other assets 7,532 6,991
-------- --------
Total assets $456,849 $437,010
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 60,108 $ 70,711
Accounts payable to affiliates 8,063 7,402
Accrued expenses
Compensation 4,953 9,056
Taxes 12,584 12,216
Other 24,102 23,027
Current maturities of long-term obligations 12,437 10,836
-------- --------
Total current liabilities 122,247 133,248
Long-term obligations, net of current maturities 57,826 46,942
Deferred income taxes and other non-current liabilities 5,776 4,448
Excess net assets over cost of acquired business 232 927
Shareholders' equity:
Common shares, without par value; 80,000,000 authorized;
issued, including Treasury Shares, 32,106,545 shares and
32,058,745 shares, respectively 109,833 109,450
Contributed capital 9,776 9,688
Retained earnings 154,145 135,504
Less deferred compensation expense, net (157) (368)
Treasury shares at cost, 368,600 shares (2,829) (2,829)
-------- --------
Total shareholders' equity 270,768 251,445
-------- --------
Total liabilities and shareholders' equity $456,849 $437,010
======== ========
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
page 3
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VALUE CITY DEPARTMENT STORES, INC.
CONSOLIDATED STATEMENTS OF INCOME
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
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==============================================================================================================
THREE MONTHS ENDED SIX MONTHS ENDED
---------------------------- --------------------------
FEBRUARY 1, FEBRUARY 3, FEBRUARY 1, FEBRUARY 3,
1997 1996 1997 1996
13 WEEKS 14 WEEKS 26 WEEKS 27 WEEKS
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Net sales, excluding sales of licensed
departments $322,995 $296,390 $589,071 $514,180
Cost of sales (204,706) (184,833) (372,325) (319,573)
-------- --------- -------- ---------
Gross profit 118,289 111,557 216,746 194,607
Selling, general and administrative expenses (102,085) (89,523) (195,676) (172,899)
License fees from affiliates,
and other operating income 5,541 4,832 10,842 9,489
-------- ------- -------- --------
Operating profit 21,745 26,866 31,912 31,197
Interest expense, net (1,147) (204) (2,341) (650)
Amortization of excess net assets over cost 347 347 695 695
Other (expense) income, net (19) 3 134 43
-------- ------ -------- --------
Income before income taxes and
minority interest 20,926 27,012 30,400 31,285
Minority interest in partnerships - - - (41)
-------- ----- -------- --------
Income before income taxes 20,926 27,012 30,400 31,244
Provision for income taxes (7,987) (10,841) (11,759) (12,571)
-------- -------- -------- --------
Net income $ 12,939 $ 16,171 $ 18,641 $ 18,673
======== ======== ======== ========
Earnings per share $ 0.40 $ 0.51 $ 0.58 $ 0.59
======== ======== ======== ========
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
page 4
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VALUE CITY DEPARTMENT STORES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
(UNAUDITED)
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SIX MONTHS ENDED
--------------------------
FEBRUARY 1, FEBRUARY 3,
1997 1996
26 WEEKS 27 WEEKS
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<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $18,641 $18,673
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 14,532 11,867
Amortization of excess net assets over cost (695) (695)
Deferred income taxes and other non-current liabilities 322 (2,623)
Minority interest in partnerships - 41
Gain on disposal of property and equipment (134) (43)
Change in working capital, assets and liabilities:
Receivables (963) 910
Inventories 21,493 6,116
Prepaids and other (969) (307)
Accounts payable (9,942) 10,283
Accrued expenses 819 3,765
------- -------
Net cash provided by operating activities 43,104 47,987
------- -------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures (29,046) (15,742)
Proceeds from sale of property and equipment 38 46
Other assets (765) (602)
Notes receivable, non-current 103 -
------- -------
Net cash used in investing activities (29,670) (16,298)
------- -------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net payments under demand note facility (33,000) -
Proceeds from issuance of long-term obligations 50,000 -
Principal payments of long-term obligations (10,185) (10,400)
Net proceeds from issuance of common shares 383 -
Purchase of treasury shares - (1,598)
Distributions to partners in minority partnerships, net - (1,328)
------- -------
Net cash provided by (used in) financing activities 7,198 (13,326)
------- -------
Net increase in cash and equivalents 20,632 18,363
Cash and equivalents, beginning of period 10,484 17,374
------- -------
Cash and equivalents, end of period $31,116 $35,737
======= =======
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
page 5
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VALUE CITY DEPARTMENT STORES, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE AND SIX MONTHS ENDED FEBRUARY 1, 1997 AND FEBRUARY 3, 1996
(UNAUDITED)
===============================================================================
1. BASIS OF PRESENTATION
The accompanying consolidated financial statements include the accounts of
Value City Department Stores, Inc. ("VCDS") and its wholly owned
subsidiaries. These entities are herein referred to collectively as the
"Company." The Company operates a chain of full-line off-price department
stores, principally under the name "Value City."
The consolidated financial statements as of and for the periods ended
February 1, 1997 and February 3, 1996 are unaudited and are presented
pursuant to the rules and regulations of the Securities and Exchange
Commission. Accordingly, the consolidated financial statements should be
read in conjunction with the financial statement disclosures contained in
the Company's 1996 Annual Report. In the opinion of management, the
accompanying consolidated financial statements reflect all adjustments
necessary (which are of a normal recurring nature) to present fairly the
financial position and results of operations and cash flows for the interim
periods presented, but are not necessarily indicative of the results of
operations for a full fiscal year.
To facilitate comparisons with the current period, certain amounts in prior
year financial statements have been reclassified to conform to the current
year presentation.
2. FISCAL YEAR
In 1996, the Company changed its fiscal year end to the Saturday closest to
July 31 to conform to the National Retail Federation's suggested retail
calendar. As a result, the month of January 1996 had five rather than four
weeks, and fiscal year 1996 had 53 rather than 52 weeks.
3. INCOME TAXES
Income taxes are provided for based on the liability method of accounting
pursuant to Statement of Financial Accounting Standards ("SFAS") No. 109,
"Accounting for Income Taxes." Deferred income taxes are recorded to reflect
the tax consequences on future years of differences between the tax bases of
assets and liabilities and their financial reporting amounts at each balance
sheet date.
4. CREDIT FACILITY AND LONG-TERM OBLIGATIONS
The Company has a $75.0 million credit facility with its bank bearing
interest at or below the prime lending rate depending on certain borrowing
elections made by the Company. At February 1, 1997, the prime rate was
8.25%, there were no outstanding borrowings against the facility but $7.6
million of letters of credit were issued and outstanding for merchandise
purchases leaving $67.4 million available under the facility. During the
second quarter the Company completed a private placement for $50.0 million
of senior unsecured notes and used the proceeds to repay demand notes
payable. The senior unsecured notes require principal payments of $2.1
million in December 1997 and 1998 and payments of $9.1 million annually
beginning December 1, 1999 through December 1, 2003 and bear interest at an
average fixed rate of 7.22% per annum.
page 6
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VALUE CITY DEPARTMENT STORES, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
===============================================================================
THREE MONTHS ENDED FEBRUARY 1, 1997 COMPARED TO THREE MONTHS ENDED
FEBRUARY 3, 1996
Net sales increased from $296.4 million to $323.0 million, an increase of
$26.6 million or 9.0%. This year's quarter contained thirteen weeks versus
fourteen weeks last year due to the Company's adoption in the prior year of
the National Retail Federation's suggested retail calendar. For the current
thirteen-week period, new stores contributed an increase in sales of $32.0
million and stores opened during the prior year that are not yet considered
comparable contributed an increase of $9.7 million. Comparable store sales
increased $4.9 million or 1.9% when considering like thirteen-week periods.
The remaining decrease of $20.0 million is the result of the current quarter
having one week less than last year's quarter.
Gross profit increased from $111.6 million to $118.3 million, an increase of
$6.7 million, or 6.0%. Expressed as a percentage of sales, gross profit
decreased from 37.6% to 36.6%, due to a less favorable physical inventory
variance than last year and lower initial mark-up.
Selling, general and administrative expenses ("SG&A") increased $12.6
million, or 14.0% from $89.5 million to $102.1 million, and increased as a
percentage of sales from 30.2% to 31.6%. New stores contributed an increase
in expenses of $9.0 million, and stores opened during the prior fiscal year
contributed $2.7 million. All other expenses as a group increased $0.9
million. New store SG&A, as a percentage of sales, is slightly higher than
that of comparable stores, due primarily to pre-opening expenses and the
result of aggressive advertising to develop name recognition in new markets.
This increase in SG&A as a percentage of sales was partially offset by the
savings achieved in comparable store SG&A as a percentage of sales,
primarily in the areas of payroll and advertising expenses, and by the
leveraging effect of increased sales volume on administrative, warehousing
and distribution costs.
Based upon its past experience, the Company estimates the average cost of
opening a new store to range from approximately $5.0 million to $6.5
million, including leasehold improvements, fixtures, inventory and other
costs. Preparations for opening a store generally take between eight and
twelve weeks. The Company charges pre-opening expenses to operations ratably
over the first twelve months of store operations. It has been the Company's
experience that new stores generally achieve profitability and contribute to
net income after the first full year of operations. Eleven stores opened
less than twelve months had a pre-tax net operating profit of $584,000 for
the current three month period, including $1.7 million of pre-opening
expense amortization. Six stores opened less than twelve months during last
year's three month period had pre-tax operating profit of $494,000,
including $1.0 million of pre-opening expense amortization.
License fees from affiliates and other operating income increased from $4.8
million to $5.5 million, an increase of $0.7 million or 14.7%, and increased
as a percentage of sales from 1.6% to 1.7%.
Operating profit decreased from $26.9 million to $21.7 million, a decrease
of approximately $5.2 million or 19.1%, and decreased as a percentage of
sales from 9.1% to 6.7% as a result of the above factors.
Interest expense, net of interest income, increased from $0.2 million to
$1.1 million due primarily to increased borrowings.
Income before income taxes decreased from $27.0 million to $20.9 million, a
decrease of $6.1 million or 22.5%, and decreased as a percentage of sales
from 9.1% to 6.5%.
page 7
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VALUE CITY DEPARTMENT STORES, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS, CONTINUED
===============================================================================
SIX MONTHS ENDED FEBRUARY 1, 1997 COMPARED TO SIX MONTHS ENDED FEBRUARY 3, 1996
Net sales increased from $514.2 million to $589.1 million, an increase of
$74.9 million or 14.6%. Due to the prior year's change in the Company's
fiscal year end to the Saturday closest to July 31, the six months ended
February 3, 1996 had twenty-seven rather than twenty-six weeks which began
one week earlier than this year's six month period. For the current
twenty-six week period, new stores contributed an increase in sales of $51.2
million and stores opened during the prior year that are not yet considered
comparable contributed an increase of $28.8 million. Comparable store sales
increased $10.0 million or 2.1% when considering like twenty-six-week
periods. The remaining decrease of $15.1 million resulted from the extra
week in last year's period.
Gross profit increased from $194.6 million to $216.7 million, an increase of
$22.1 million, or 11.4%. Expressed as a percentage of sales, gross profit
decreased from 37.8% to 36.8%, due to a less favorable physical inventory
variance than last year, lower initial mark-up and slightly higher markdowns
than last year.
SG&A increased $22.8 million, or 13.2% from $172.9 million to $195.7
million, but decreased as a percentage of sales from 33.6% to 33.2%. New
stores contributed an increase in expenses of $14.1 million, and stores
opened during the prior fiscal year contributed $9.1 million. All other
expenses as a group decreased $0.4 million. The decrease in SG&A as a
percentage of sales is primarily attributable to comparable store SG&A in
the areas of payroll and advertising.
Eleven stores opened less than twelve months had a pre-tax net operating
profit of $1.9 million for the current six month period, including $3.1
million of pre-opening expense amortization. Six stores opened less than
twelve months during last year's six month period had pre-tax operating
profit of $33,000, including $1.6 million of pre-opening expense
amortization.
License fees from affiliates and other operating income increased from $9.5
million to $10.8 million, an increase of approximately $1.3 million or
14.3%, but remained constant as a percentage of sales at 1.8%.
Operating profit increased from $31.2 million to $31.9 million, an increase
of approximately $0.7 million or 2.3%, but decreased as a percentage of
sales from 6.1% to 5.4% as a result of the above factors.
Interest expense, net of interest income, increased from $0.7 million to
$2.3 million due primarily to increased borrowings.
Other income, net, increased from $43,000 to $134,000, due primarily to a
non-cash gain on termination of a capital lease for transportation
equipment.
Income before income taxes decreased from $31.2 million to $30.4 million, a
decrease of $0.8 million or 2.7%, and decreased as a percentage of sales
from 6.1% to 5.2%.
page 8
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VALUE CITY DEPARTMENT STORES, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS, CONTINUED
===============================================================================
LIQUIDITY AND CAPITAL RESOURCES
Net working capital was $171.0 million at February 1, 1997 compared to
$161.4 million at August 3, 1996. Current ratios at those dates were 2.40
and 2.21, respectively.
Net cash provided by operating activities totaled $43.1 million for the six
months ended February 1, 1997 and $48.0 million for the six months ended
February 3, 1996. Net income, adjusted for depreciation and amortization,
provided $33.2 million of operating cash flow for the six months ended
February 1, 1997. In addition, operating cash flow was increased by $11.6
million representing a decrease in inventories net of a decrease in accounts
payable of $9.9 million. For the six months ended February 3, 1996, net
income, adjusted for depreciation and amortization, provided $30.5 million
of operating cash flow and was increased by $16.4 million representing a
decrease in inventories net of an increase in accounts payable of $10.3
million.
Net cash used in investing activities totaled $29.7 million for the 1997
period and $16.3 million for the 1996 period. Capital expenditures for new
stores aggregated $21.8 million, including $1.0 million for the purchase of
land associated with a future store opening. Other capital expenditures
during the six months include $4.3 million for capital improvements in
existing stores, $0.2 million for energy management systems, $1.7 million
for renovations in existing warehouses, $0.1 million for transportation
equipment, and $0.9 million for M.I.S. equipment upgrades. Other investing
activities include cash outlays of $0.8 million primarily for new store
lease acquisition costs and point of sale and other equipment to be used for
future store openings, partially offset by $0.1 million of proceeds from
notes receivable.
Capital expenditures for the balance of the fiscal year are estimated at
$23.6 million, which includes expenditures for three new store openings.
The Company has a $75.0 million credit facility with its bank bearing
interest at or below the prime lending rate depending on certain borrowing
elections made by the Company. At February 1, 1997, the prime rate was
8.25%. There were no outstanding borrowings against the facility but $7.6
million of letters of credit were issued and outstanding for merchandise
purchases leaving $67.4 million available under the facility. During the
second quarter the Company completed a private placement for $50.0 million
of senior unsecured notes and used the proceeds to repay demand notes
payable. The senior unsecured notes require principal payments of $2.1
million in December 1997 and 1998 and payments of $9.1 million annually
beginning December 1, 1999 through December 1, 2003 and bear interest at an
average fixed rate of 7.22% per annum. The Company believes that the cash
generated by its operations, along with the available proceeds from the
credit facility will be sufficient to meet its future obligations including
capital expenditures.
SEASONALITY
The Company's business is affected by the pattern of seasonality common to
most retail businesses. Historically, the majority of its sales and
operating profit have been generated during the first six months of its
fiscal year, which includes the back-to-school and Christmas selling
seasons.
FISCAL YEAR
In 1996, the Company changed its fiscal year end to the Saturday closest to
July 31 to conform to the National Retail Federation's suggested retail
calendar. As a result, the month of January 1996 had five rather than four
weeks, and fiscal year 1996 had 53 rather than 52 weeks.
page 9
<PAGE> 10
VALUE CITY DEPARTMENT STORES, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS, CONTINUED
===============================================================================
INCOME TAXES
Income taxes are computed in accordance with SFAS No. 109, "Accounting for
Income Taxes." The effective tax rate for the six months ended February 1,
1997 was 38.7% which represents a 1.5% improvement over the prior period due
primarily to reduced state income taxes, including tax refunds received, and
anticipated work opportunity credits. The effective tax rate for the six
months ended February 3, 1996 was 40.2%. The expected effective tax rate for
the year ending August 2, 1997 will be approximately 38.8%.
INFLATION
The results of operations and financial condition are presented based upon
historical cost. While it is difficult to accurately measure the impact of
inflation because of the nature of the estimates required, management
believes that the effect of inflation, if any, on the results of operations
and financial condition has been minor.
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT
OF 1995
The Company cautions that any forward-looking statements (as such term is
defined in the Private Securities Litigation Reform Act of 1995) contained
herein or made by management of the Company involve risks and uncertainties,
and are subject to change based on various important factors. The following
factors, among others, in some cases have affected and in the future could
affect the Company's financial performance and actual results and could
cause actual results for 1997 and beyond to differ materially from those
expressed or implied in any such forward-looking statements: changes in
consumer spending patterns, consumer preferences and overall economic
conditions, the impact of competition and pricing, changes in weather
patterns, changes in existing or potential duties, tariffs or quotas, paper
and printing costs, availability of suitable store locations at appropriate
terms and ability to hire and train associates.
page 10
<PAGE> 11
SIGNATURE
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.
VALUE CITY DEPARTMENT STORES, INC.
(Registrant)
By /s/ Robert M. Wysinski
-------------------------------
Robert M. Wysinski,
Senior Vice President,
Chief Financial Officer,
Treasurer And Secretary*
Date: March 14, 1997
- --------------------
- ------------------------------------------------------------------------------
* Mr. Wysinski is the principal financial officer and has been duly authorized
to sign on behalf of the registrant.
page 11
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VALUE CITY DEPARTMENT STORES, INC.
EXHIBIT 11
STATEMENTS REGARDING COMPUTATION OF PER SHARE EARNINGS
<TABLE>
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THREE MONTHS ENDED
---------------------------
FEBRUARY 1, FEBRUARY 3,
1997 1996
13 WEEKS 14 WEEKS
----------- -----------
<S> <C> <C>
Weighted average number of common shares outstanding 31,731,010 31,682,145
Add net shares issuable pursuant to stock option plans less
shares assumed repurchased at the average market price 522,261 358
----------- -----------
Number of shares for computation of primary earnings per share 32,253,271 31,682,503
Add net shares issuable pursuant to stock option plans less
shares assumed repurchased at period end market price - -
----------- -----------
Number of shares for computation of fully diluted
earnings per share 32,253,271 31,682,503
=========== ===========
Net income for primary and fully diluted earnings per share $12,939,000 $16,171,000
=========== ===========
Earnings per share - primary and fully diluted $0.40 $0.51
=========== ===========
</TABLE>
<PAGE> 2
VALUE CITY DEPARTMENT STORES, INC.
EXHIBIT 11
STATEMENTS REGARDING COMPUTATION OF PER SHARE EARNINGS
<TABLE>
<CAPTION>
==========================================================================================================
SIX MONTHS ENDED
-----------------------------
FEBRUARY 1, FEBRUARY 3,
1997 1996
26 WEEKS 27 WEEKS
------------ ------------
<S> <C> <C>
Weighted average number of common shares outstanding 31,711,676 31,760,683
Add net shares issuable pursuant to stock option plans less
shares assumed repurchased at the average market price 442,260 377
----------- -----------
Number of shares for computation of primary earnings per share 32,153,936 31,761,060
Add net shares issuable pursuant to stock option plans less
shares assumed repurchased at period end market price 109,496 -
----------- -----------
Number of shares for computation of fully diluted
earnings per share 32,263,432 31,761,060
=========== ===========
Net income for primary and fully diluted earnings per share $18,641,000 $18,673,000
=========== ===========
Earnings per share - primary and fully diluted $0.58 $0.59
=========== ==========
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> AUG-02-1997
<PERIOD-START> AUG-04-1996
<PERIOD-END> FEB-01-1997
<EXCHANGE-RATE> 1
<CASH> 31,116
<SECURITIES> 0
<RECEIVABLES> 5,633
<ALLOWANCES> 403
<INVENTORY> 239,877
<CURRENT-ASSETS> 293,226
<PP&E> 249,377
<DEPRECIATION> 95,796
<TOTAL-ASSETS> 456,849
<CURRENT-LIABILITIES> 122,247
<BONDS> 57,826
0
0
<COMMON> 109,833
<OTHER-SE> 160,935
<TOTAL-LIABILITY-AND-EQUITY> 456,849
<SALES> 589,071
<TOTAL-REVENUES> 589,071
<CGS> 372,325
<TOTAL-COSTS> 372,325
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 244
<INTEREST-EXPENSE> 2,769
<INCOME-PRETAX> 30,400
<INCOME-TAX> 11,759
<INCOME-CONTINUING> 18,641
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 18,641
<EPS-PRIMARY> 0.58
<EPS-DILUTED> 0.58
</TABLE>
